TCRLA_Public/080715.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

             Tuesday, July 15, 2008, Vol. 9, No. 139

                            Headlines


A R G E N T I N A

BEST CARS: Proofs of Claim Verification Deadline Is Sept. 4
DELTA AIR: Workers Ask Congress to Limit Oil Speculation
ENVASES PUBLICITARIOS: Claims Verification Deadline Is Aug. 25
HERCULES INC: Enters Merger Agreement with Ashland for US$3.3 BB
HERCULES INC: Merger Agreement Cues Moody's Review of Ba2 Rating

KONINKLIJKE AHOLD: Announces Several Executive Appointments
MICOM GROUP: Trustee to File Individual Reports on Oct. 27
TEKNI-PLEX INC: Taps G. Schafer as Interim CFO; CEO Joins Board
TEKNI-PLEX INC: Offers to Buy Back 10.875% Senior Secured Notes
TRINTER REPUESTOS: Files for Reorganization in Court


B E R M U D A

SCOTTISH RE: Posts US$895.7 Mil. Net Loss in Year Ended Dec. 31


B R A Z I L

AMR CORP: Moody's Puts Debt Ratings Under Review for Downgrade
BANCO NACIONAL: Grants BRL1.5 Billion Investment Fund Program
BRASKEM SA: Schedules Shareholders General Meeting to July 25
BRASKEM SA: Signs Deal for Resins Supply to Pequiven
CAMARGO CORREA: Fitch Holds BB Rating, Outlook Now Positive

GERDAU SA: Reports US$456.4MM Net Income in Qtr. Ended March 31
GOL LINHAS: To Release Second Quarter 2008 Earnings on August 12
SADIA SA: Baumhardt Deal Won't Require Shareholder Ratification
SENSATA TECHNOLOGIES: Moody's Cuts Ratings, Junks Senior Notes
SPECTRUM BRANDS: Bares Supplemental Info on Pet Biz Sale


C A Y M A N  I S L A N D S

CCSA Finance: Fitch Affirms BB Rating on US$250 Mil. Sr. Bonds
GRAND ISLAND: Court to Hear Petition for Liquidation on July 21
GRAND ISLAND MASTER: Wants Voluntary Liquidation
FRANJEAN AT SEA: Deadline for Claims Filing Is Until July 20
LOWE ENTERPRISES: Deadline for Claims Filing Is July 20

ROBINSON CRUSOE: Proofs of Claim Filing Deadline Is July 19
SILVER EAGLE: Deadline for Proofs of Claim Filing Is July 21
WAFRA/RHH EQUITY: Holds Final Shareholders Meeting on July 21
WAFRA/RHH FINANCE: Sets Final Shareholders Meeting on July 21
WANT WANT INTERNATIONAL: Claims Filing Deadline Is July 21


C O L O M B I A

BANCOLOMBIA SA: COP84.4BB Unconsolidated Earnings in June 2008


C O S T A  R I C A

ALCATEL-LUCENT SA: Appeals MP3 Patent Ruling vs. Microsoft Corp


M E X I C O

BOWNE & CO: Acquires Manhattan-Based Capital Systems for US$13MM
CONTINENTAL AIRLINES: Posts US$58MM Pretax Charge in Second Qtr.
DISTRIBUTED ENERGY: U.S. Trustee Forms 3-Member Creditors Panel
DISTRIBUTED ENERGY: Files Schedules of Assets and Liabilities
MASONITE INTERNATIONAL: May Breach Credit Facility Covenants

PILGRIM'S PRIDE: Moody's Cuts Ratings to B1, Outlook is Stable
QUEBECOR WORLD: Judge Peck Modifies Management Incentive Plan
QUEBECOR WORLD: Wants Five More KPMG Retention Letters Approved
QUEBECOR WORLD: Printing Agreement with Dex Extended to 2015
QUEBECOR WORLD: Receives Conversion Notices for Series 5 Shares


P U E R T O  R I C O

ADELPHIA COMMS: Inks Stipulation Resolving US$18 Mil. ARH Claims
ADELPHIA COMMS: Court OKs US$480MM in Professional Fees & Costs


S U R I N A M E

* SURINAME: Fitch Keeps Foreign and Local Currency IDRs at B/B+


U R U G U A Y

* URUGUAY: Moody's Reports System Profile for Banking Industry


* S&P Issues Industry Credit Outlook for LatAm Telecom Industry
* Large Companies With Insolvent Balance Sheet


                         - - - - -


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

BEST CARS: Proofs of Claim Verification Deadline Is Sept. 4
-----------------------------------------------------------
Lidia Albite, the court-appointed trustee for Best Cars SRL's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until Sept. 4, 2008.

Ms. Albite will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 3 in Buenos Aires, with the assistance of Clerk
No. 5, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Best Cars 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 Best Cars' accounting
and banking records will be submitted in court.

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

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

The debtor can be reached at:

           Best Cars SRL
           Batalla de Pari 530
           Buenos Aires, Argentina

The trustee can be reached at:

           Lidia Albite
           Tacuari 119
           Buenos Aires, Argentina


DELTA AIR: Workers Ask Congress to Limit Oil Speculation
--------------------------------------------------------
For the past two weeks, employees at Delta Air Lines Inc. and
Northwest Airlines Corporation have together sent more than
20,000 messages to Congressional leaders, urging them to pass
legislation that will limit rampant oil speculation.

Northwest and Delta also joined 10 other airlines -- which are
part of broad business, labor and consumer coalition -- in
sending  e-mail messages to frequent flier databases, asking
customers to join them in fighting the high cost of fuel.  Since
the email campaign was launched yesterday, 300,000 emails have
already been sent by customers to Members of Congress.

The letter-writing campaign is at:

               http://www.StopOilSpeculationNow.com/

              NWA Spurs Campaign to Lower Fuel Prices

NWA president and CEO Doug Steenland criticized financial
speculation in light of the rapid run-up in oil prices in the
final hour of trading and said, "If anybody needed any further
evidence that the oil markets are being directly influenced and
affected by financial speculation, [the] result ends that
debate."

He added, "With no single event occurring that would cause
supply to decrease or demand for oil to increase, the price in
the last 20 minutes of trading went up about US$5 a barrel as a
result of financial players, near the close of trading, coming
into the market and driving up price."

Mr. Steenland, who is also the Chairman of the Board of the Air
Transport Association, recently testified in Congress on this
issue, and added, "[The] result is the poster child of why
Congress needs to take immediate action to change the law and
stop these abuses from adversely affecting the U.S. economy and
consumers."

Over the last year, the price of crude oil has more than
doubled. To help fix these unprecedented oil challenges, Mr.
Steenland favors increasing domestic supply, further oil
exploration in the United States, investing in alternative
energy sources, and conservation.

                     About Northwest Airlines

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

The company and 12 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).  Bruce
R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader,
Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq.,
at Cadwalader, Wickersham & Taft LLP in Washington represent the
Debtors in their restructuring efforts.  The Official Committee
of Unsecured Creditors has retained Scott L. Hazan, Esq., at
Otterbourg, Steindler, Houston & Rosen, P.C. as its bankruptcy
counsel in the Debtors' chapter 11 cases.

When the Debtors filed for bankruptcy, they listed
US$14.4 billion in total assets and US$17.9 billion in total
debts.  On Jan. 12, 2007 the Debtors filed with the Court their
Chapter 11 Plan.  On Feb. 15, 2007, they Debtors filed an
Amended Plan & Disclosure Statement.  The Court approved the
adequacy of the Debtors' Disclosure Statement on March 26, 2007.
On May 21, 2007, the Court confirmed the Debtors' Plan.  The
Plan took effect May 31, 2007.  (Northwest Airlines Bankruptcy
News; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                         About Delta Air

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

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

The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007.  On
Jan. 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on
Feb. 2, 2007.  On Feb. 7, 2007, the Court approved the Debtors'
disclosure statement.  In April 25, 2007, the Court confirmed
the Debtors' plan.  That plan became effective on April 30,
2007.  The Court entered a final decree closing 17 cases on
Sept. 26, 2007.  (Delta Air Lines Bankruptcy News; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


ENVASES PUBLICITARIOS: Claims Verification Deadline Is Aug. 25
--------------------------------------------------------------
The court-appointed trustee for Envases Publicitarios S.R.L.'s
bankruptcy proceeding, will be verifying creditors' proofs of
claim until Aug. 25, 2008.

The trustee will present the validated claims in court as
individual reports on Oct. 6, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Envases Publicitarios 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 Envases
Publicitarios' accounting and banking records will be submitted
in court on Nov. 17, 2008.


HERCULES INC: Enters Merger Agreement with Ashland for US$3.3 BB
----------------------------------------------------------------
Ashland Inc. and Hercules Inc. disclosed that they have entered
into a definitive merger agreement under which Ashland would
acquire all of the outstanding shares of Hercules for US$18.60
per share in cash and 0.093 of a share of Ashland common stock
for each share of Hercules common stock.

The total transaction value is approximately US$3.3 billion, or
US$23.01 per Hercules share based on Ashland's July 10 closing
stock price and including US$0.7 billion of net assumed debt.
The transaction, which would create a major, global specialty
chemicals company, is expected to close by the end of calendar
2008.

With sales in more than 100 countries, Ashland is a manufacturer
of specialty chemicals, a leading distributor of chemicals and
plastics, and a provider of automotive lubricants, car-care
products and quick-lube services.  Hercules is a leader in
specialty additives and ingredients that modify the physical
properties of water-based systems and is one of the world's
leading suppliers of specialty chemicals to the pulp and paper
industry.

Upon the transaction's close, Ashland will have pro forma
combined revenue for the 12 months ended March 31, 2008, of more
than US$10 billion, including approximately US$3.5 billion
generated outside North America.  For the same period, Ashland
generated earnings before interest, taxes, depreciation and
amortization of US$365 million excluding certain items, while
Hercules reported ongoing EBITDA of US$392 million excluding
certain items.  Specialty chemicals, which on a pro forma basis
represents approximately 75 percent of total EBITDA, will serve
as Ashland's primary platform for future growth.

"The acquisition of Hercules fulfills our objective to become a
leading specialty chemicals company," Ashland Chairman and Chief
Executive Officer James J. O'Brien said.  It creates a defined
core for Ashland composed of three specialty chemical businesses
with strong market positions and promising global growth
potential: specialty additives and ingredients, paper and water
technologies, and specialty resins.  In addition, we expect our
financial profile to be enhanced significantly through reduced
earnings volatility, improved profitability and stronger cash
flow generation."

"We are enthusiastic about the opportunity to combine Hercules
with Ashland," Hercules President and Chief Executive Officer
Craig A. Rogerson said.  Our companies share proud and similar
histories of nearly 100 years of innovation, dedication and
service.  Hercules shareholders will receive a significant
premium over the current trading price for their shares and,
through their ownership of Ashland shares, the opportunity to
participate in the upside potential of the combined company.  We
look forward to working with Ashland to bring these two great
companies together."

In specialty additives and ingredients, Hercules' Aqualon
business is one of the most recognized and admired specialty
chemical brands in the world and brings Ashland a significant
market position in rheology modifiers, which alter the physical
properties of water-based systems.  These additives are used
across a wide range of industries to make everything from
adhesives and paints to foods, pharmaceuticals and personal care
products.  Nearly all of Aqualon's additive products are water
soluble polymers derived from renewable materials.  The combined
company generates, on a pro forma basis, approximately one-third
of EBITDA from bio-based or renewable chemistries.

"We will combine the paper and water businesses of each company
to create one global paper and water technologies business with
annual revenue of US$2 billion," said O'Brien.  "In particular,
Hercules' leadership position in pulp and paper technologies
bolsters our participation in one of the world's largest water
treatment markets.  The combined businesses will provide the
scale to leverage opportunities in other key water treatment
markets including municipal, industrial and marine.

"The third business within our new core – specialty resins – is
one where Ashland has long enjoyed a strong reputation for
innovation and service.  A broader international footprint will
offer the specialty resins business expanded global growth
opportunities in key building and construction markets,
including infrastructure and wind energy.  In addition, our
Distribution and Valvoline businesses provide complementary
capabilities and share similar markets with the specialty
chemical businesses," said O'Brien.

Ashland expects to realize annualized run-rate cost savings of
at least US$50 million by the third year following the
transaction's close by eliminating redundancies and capturing
operational efficiencies.  In the first year following the
transaction's close, while the combination is modestly dilutive
to earnings per share on a reported basis, it is expected to be
significantly accretive to Ashland's earnings per share
excluding merger costs and noncash depreciation and amortization
charges resulting from the transaction.

O'Brien continued, "We are extremely impressed with the quality
of the Hercules people and we look forward to welcoming them
into the Ashland family.  Our companies share a common desire to
live up to our own high expectations, and those of our
customers, shareholders and the communities in which we operate.
We are also very pleased that John Panichella, president of
Hercules' Aqualon Group, and Paul Raymond, president of
Hercules' Paper Technologies and Ventures Group, have agreed to
join Ashland after the close of the transaction, reporting
directly to me.  In addition, we expect to maintain a
significant presence in Wilmington, Del., where Hercules is
headquartered.

"An integration team with members from both organizations will
determine how best to utilize the strengths and scale of the
combined company worldwide.  We will work with the Hercules team
to ensure a smooth transition," concluded O'Brien.

                       About Hercules Inc

Wilmington, Delaware-based Hercules Inc. -- http://www.herc.com/
-- (NYSE:HPC) manufactures and markets chemical specialties
globally for making a variety of products for home, office and
industrial markets.

Outside the United States, the company has subsidiaries in
Argentina, Bahamas, Belgium, Brazil, Hong Kong, India, Indonesia
and France.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 14, 2008, Standard & Poor's Ratings Services raised its
ratings on Hercules Inc., including the corporate credit rating
to 'BB+' from 'BB'.  The outlook is stable.


HERCULES INC: Merger Agreement Cues Moody's Review of Ba2 Rating
----------------------------------------------------------------
Moody's Investors Service has placed the Ba1 corporate family
rating and other debt ratings of Hercules, Inc. under review for
possible downgrade.

The reviews are prompted by the statement that the Boards of
Ashland, Inc. and Hercules approved a definitive merger
agreement under which Ashland would acquire all of the
outstanding shares of Hercules in the form of US$18.60 per share
in cash and 0.093 of a share of Ashland common stock for each
share of Hercules stock.

The total transaction value would be approximately US$3.3
billion, or US$23.01 per Hercules share based on Ashland's July
10 closing stock price and including US$0.7 billion of net
assumed debt.  Ashland will be the surviving entity in the
merger.  Hercules' LGD assessments are not under review and
these assessments and point estimates are subject to change as a
function of the new capital structure of the merged entities.

Moody's expects all of the Hercules debt to be refinanced as a
result of the merger with the exception of the 6.5% junior
subordinated deferrable interest debentures due 2029.

While Ashland has almost no debt currently, the acquisition will
result in the merged companies taking on a material amount of
debt that will put the current Ashland Ba1 corporate family
rating under negative pressure and would likely result in a one
notch downgrade in the corporate family rating to Ba2, provided
there is no change in the purchase price and other deal and
financing terms, as disclosed, and assuming no material changes
to the outlook for the merged companies raw material costs and
end markets.

Upon the transaction's close, Ashland/Hercules will have pro
forma combined revenue for the 12 months ended March 31, 2008,
of more than US$10 billion and earnings before interest, taxes,
depreciation and amortization of US$757 million excluding
certain items.

The merger is conditioned upon, among other things, the approval
of Hercules' shareholders, the receipt of regulatory approvals
and other customary closing conditions.  Assuming the
satisfaction of these conditions, the transaction is expected to
close by the end of calendar 2008.

Moody's rating review will consider the nature and structure of
the acquisition financing, as well as focus on the strategic
benefits of the transaction, potential synergies, the cash flow
anticipated from the combined businesses, the combined company's
financial flexibility and liquidity and how management's long-
term plans will impact the company's credit measures.

Ratings placed on review for possible downgrade:

Hercules, Inc.

  -- Corporate Family Rating, Ba1
  -- Probability of Default Rating, Ba1
  -- Senior Secured Bank Credit Facility, Baa2, 15% - LGD2
  -- Senior Secured Regular Bond/Debenture, Baa2, 15% - LGD2
  -- Senior Unsecured Regular Bond/Debenture, Ba1, 62% LGD4
  -- Junior Subord. Regular Bond/Debenture, Ba2, 92% - LGD6
  -- Subord. Conv./Exch. Bond/Debenture, Ba2, 92% - LGD6

Outlook Actions:

  -- Outlook, Changed To Rating Under Review From Positive

Hercules Incorporated is a global supplier of specialty
chemicals and related services for the paper, paint, consumer
products, construction materials and energy markets.

Wilmington, Delaware-based Hercules Inc. -- http://www.herc.com
-- (NYSE:HPC) manufactures and markets chemical specialties
globally for making a variety of products for home, office and
industrial markets.   Outside the United States, the company has
subsidiaries in Argentina, Bahamas, Belgium, Brazil, Hong Kong,
India, Indonesia and France.  The company had revenues of US$2.2
billion for the LTM ended March 31, 2008.


KONINKLIJKE AHOLD: Announces Several Executive Appointments
-----------------------------------------------------------
Koninklijke Ahold N.V. disclosed a number of important changes
to its corporate and operating company leadership.

Lawrence Benjamin, Chief Operating Officer Ahold U.S.A., has
been nominated by the Supervisory Board for appointment to the
Ahold Corporate Executive Board.  His appointment will be
proposed at the next General Meeting of Shareholders.

Carl Schlicker, current President and CEO of Giant-Carlisle, has
been appointed President and CEO of Stop & Shop/Giant-Landover,
succeeding Jose Alvarez.

Sander van der Laan, current Executive Vice President Marketing
and Merchandising for Albert Heijn, has been appointed President
and CEO of Giant-Carlisle, succeeding Schlicker. Schlicker and
van der Laan will report to Benjamin.

Jose Alvarez, current President and CEO of Stop & Shop/Giant
Landover, has been appointed Executive Vice President Global
Business Development, reporting to Ahold CEO John Rishton.

Albert Voogd, current Executive Vice President Sales and
Services at Albert Heijn, has been appointed Executive Vice
President Marketing and Merchandising at Albert Heijn,
succeeding van der Laan.

Cees van Vliet, currently responsible for Format Management at
Albert Heijn, has been appointed Executive Vice President Sales
and Services, succeeding Voogd.

Messrs. Voogd and van Vliet will report to Dick Boer, Chief
Operating Officer Ahold Europe.

"I am very pleased to announce these changes," said John
Rishton, CEO of Ahold.  "Larry will strengthen the Corporate
Executive Board and his nomination underscores the importance of
the U.S. market to Ahold.  These appointments will help
accelerate the transfer of knowledge across our businesses. We
have chosen to make these changes as the Value Improvement
Program expands beyond price repositioning.  At Ahold, our
global strategic focus continues to be the transformation of all
of our banners into powerful consumer brands."

Headquartered in Amsterdam, Netherlands, Koninklijke Ahold N.V.
-- http://www.ahold.com/-- retails food through supermarkets,
hypermarkets and discount stores in North and South America,
Europe.  It has operations in Argentina.  The company's chain
stores include Stop & Shop, Giant, TOPS, Albert Heijn and
Bompreco.  Ahold also supplies food to restaurants, hotels,
healthcare institutions, government facilities, universities,
stadiums, and caterers.

                          *     *     *

Koninklijke Ahold carries a BB+ issuer default and senior
unsecured ratings with positive outlook from Fitch.  The
company also carries a short-term rating of B from Fitch.


MICOM GROUP: Trustee to File Individual Reports on Oct. 27
----------------------------------------------------------
Hector Garcia, the court-appointed trustee for Micom Group
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 Oct. 27, 2008.

Mr. Garcia verifies creditors' proofs of claim until
Sept. 12, 2008.  He will submit to court a general report
containing an audit of Micom Group's accounting and banking
records on Dec. 11, 2008.

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

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

The debtor can be reached at:

           Micom Group S.R.L.
           Amenabar 2445
           Buenos Aires, Argentina

The trustee can be reached at:

           Hector Garcia
           Uruguay 572
           Buenos Aires, Argentina


TEKNI-PLEX INC: Taps G. Schafer as Interim CFO; CEO Joins Board
----------------------------------------------------------------
The board of directors of Tekni-Plex Inc. appointed Gary Schafer
to serve as interim chief financial Officer of the company.

Mr. Schafer is a Director at AlixPartners, LLP, and has been
serving as interim controller for a division of the company
since February 2008.  AP Services, which provides consulting
services to the company, is a subsidiary of AlixPartners.

On June 30, 2008, Tekni-Plex entered into an amendment to a
letter agreement with AP Services, LLC, dated Dec. 17, 2007.
Mr. Schafer performed various services for the company pursuant
to the Engagement Letter.  Pursuant to the Amended Engagement
Letter, Mr. Schafer will serve as interim CFO of the company,
effective July 1, 2008.

Under the terms of the Amended Engagement Letter, the company
will continue to pay AP Services a monthly rate of US$133,300
for Mr. Schafer's services as interim CFO.

                    CEO Employment Agreement

On June 27, 2008, Paul Young was elected by written consent of
the shareholders of the company to serve on the Board.  No
determination has been made at this time with respect to the
committees of the Board to which Mr. Young may be named.

The company entered into an employment agreement with Mr. Young,
in connection with his services as the company's CEO and as a
member of the company's Board of Directors.  Mr. Young has
served as the company's CEO, since June 1, 2008 and as a member
of the Board since June 27, 2008.

Under the terms of the Agreement, Mr. Young will be entitled to
receive an annual base salary of US$500,000 and will be eligible
to receive a performance-based annual bonus in a range of 50% to
100% based on achievement of targets set by the Board in
consultation with Mr. Young.  For the fiscal year ending June
30, 2009, Mr. Young is guaranteed a minimum bonus of US$200,000
provided he is not discharged for cause and does not voluntarily
quit (except for good reason) during that period.  In addition,
Mr. Young will be granted stock options pursuant to an incentive
stock option plan representing 3.5% of the company's Common
Stock at various strike prices.

                      About Tekni-Plex Inc.

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

Tekni-Plex Inc.'s consolidated balance sheet at March 28, 2008,
showed US$620.1 million in total assets and US$1.05 billion in
total liabilities, resulting in a US$427.0 million total
stockholders' deficit.

                           *    *    *

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


TEKNI-PLEX INC: Offers to Buy Back 10.875% Senior Secured Notes
---------------------------------------------------------------
Tekni-Plex, Inc. commenced a change of control offer to purchase
any or all of its 10.875% Senior Secured Notes due 2012
outstanding under the Indenture, dated June 10, 2005, by and
among the company, the guarantors and HSBC Bank USA, National
Association, as trustee.  The company is offering to repurchase
the notes at a purchase price in cash equal to 101% of the
aggregate principal amount of the notes or portion of notes
validly tendered for payment thereof, plus accrued and unpaid
interest due through Aug. 22, 2008, upon the terms and subject
to the conditions of the offer.  The offer will expire at
5:00 p.m., New York City time on Aug. 19, 2008, unless extended
by the company in its sole discretion.  As of the date of the
commencement of the Offer, US$150.0 million aggregate principal
amount of Notes were outstanding.

                        Recapitalization

As of May 30, 2008, the company completed a recapitalization,
pursuant to which investment funds managed by affiliates of
Oaktree Capital Management L.P. and Avenue Capital Group
obtained a controlling interest of over 80% of the outstanding
common stock, par value US$0.01 per share, in exchange for the
surrender of an aggregate principal amount of US$246,081,000 of
the company's outstanding 12.75% Senior Subordinated Notes due
2010, which constituted a "change of control" under the
Indenture.

The company is currently engaged in discussions with certain of
its stockholders to finance the consideration and its
obligations under the Offer.  The company also anticipates
seeking financing proposals from third parties.  If the company
is not able to obtain financing, it will not be able to
consummate the Offer.

The company has provided recipients of the offer with certain
unaudited pro forma condensed consolidated financial information
regarding the company that gives effect to the recapitalization.

A copy of the unaudited pro forma condensed consolidated
financial information is available for free at:

              http://ResearchArchives.com/t/s?2f5a

                        Colorite Inquiry

On June 12, 2008, the Board of Directors of the company
initiated an internal investigation into allegations raised by a
current employee that, for the fiscal years ending 2000 to 2006,
the company may have incorrectly recorded certain inventory and
accounts receivables in the Colorite Plastics Company, a
division of the company.  The employee did not raise any
allegations concerning the accuracy of Colorite's current
inventory and accounts receivables.  The Board has retained
Paul, Weiss, Rifkind, Wharton & Garrison LLP as legal counsel to
lead the investigation and to direct forensic accounting
consultants retained to assist in the investigation.

On June 26, 2008, the company placed the Chief Financial Officer
and the Corporate Controller -- who have been in their
respective roles during some or all of the period relevant to
the investigation -- on paid leave pending the outcome of the
investigation.  Other members of management will continue to
serve in their current roles, including Paul Young, who has been
serving as Chief Executive Officer since June 1, 2008, and James
A. Mesterharm of AP Services, LLC and a Managing Director at
AlixPartners, LLP, who has been serving as Chief Restructuring
Officer since Dec. 17, 2007.  Gary E. Schafer, 56, a Director at
Alix Partners, who has been serving as interim controller for a
division of the company since February 2008, will serve as
interim Chief Financial Officer.  AP Services, LLC will be
providing additional resources to perform the duties of
corporate controller in the interim.

The company has voluntarily reported these matters to the United
States Attorney's Office for the Southern District of New York,
and to the Staff of the Northeast Regional Office of the
Securities and Exchange Commission.  The board also has expanded
the scope of the investigation beyond the Colorite division to
determine whether any improper accounting practices occurred in
other divisions of the company.  The company cannot predict at
this time whether the investigation will conclude that
adjustments to prior periods' financial statements are
necessary; to the extent that such adjustments are determined to
be necessary, the adjustments could be material to the prior
periods' financial statements.  The investigation is ongoing and
the company cannot estimate at this time when the investigation
will conclude.

                      About Tekni-Plex Inc.

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

Tekni-Plex Inc.'s consolidated balance sheet at March 28, 2008,
showed US$620.1 million in total assets and US$1.05 billion in
total liabilities, resulting in a US$427.0 million total
stockholders' deficit.

                          *     *     *

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


TRINTER REPUESTOS: Files for Reorganization in Court
----------------------------------------------------
Trinter Repuestos S.A. has requested for reorganization
approval after failing to pay its liabilities since June 1,
2008.

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

The case is pending in the National Commercial Court of First
Instance No. 3 in Buenos Aires.  Clerk No. 5 assists the court
in this case.

The debtor can be reached at:

           Trinter Repuestos S.A.
           Lavalle 1675
           Buenos Aires, Argentina



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

SCOTTISH RE: Posts US$895.7 Mil. Net Loss in Year Ended Dec. 31
---------------------------------------------------------------
Scottish Re Group Limited has filed with the U.S. Securities and
Exchange Commission its Annual Report on Form 10-K for the year
ended Dec. 31, 2007.

The company incurred a net loss of US$895.7 million on
US$1.5 billion of net revenues for the fiscal year ended
Dec. 31, 2007, compared to a net loss of US$366.7 million on
US$2.42 billion of net revenues in 2006.

As of June 30, 2008, the company had 47 record holders of its
ordinary shares.

As a result of the delisting of the company's shares from the
New York Stock Exchange and the fact that there are less than
300 holders of record of its shares, the company has no
obligation to continue to file, and does not plan to file,
periodic reports with the SEC for any periods after Jan. 1,
2008.

Scottish Re Group Ltd. -- http://www.scottishre.com/-- is a
global life reinsurance specialist.  Scottish Re has operating
businesses in Bermuda, Grand Cayman, Guernsey, Ireland, the
United Kingdom, United States, and Singapore.  Its flagship
operating subsidiaries include Scottish Annuity & Life Insurance
Company (Cayman) Ltd. and Scottish Re (US), Inc.  Scottish
Re Capital Markets, Inc., a member of Scottish Re Group Ltd.,
is a registered broker dealer that specializes in securitization
of life insurance assets and liabilities.  On Sept. 30, 2007,
Scottish Re reported total assets of US$13.4 billion and
shareholder's equity of US$869 million.

As reported in the Troubled Company Reporter-Latin America on
June 17, 2008, Moody's Investors Service placed on review with
direction uncertain Scottish Re Group Ltd.'s senior unsecured
shelf of (P)Caa1, subordinate shelf of (P)Caa2, junior
subordinate shelf of (P)Caa2, preferred stock of Caa3, and
preferred stock shelf of (P)Caa3.  Moody's had previously placed
the ratings on review for possible downgrade.



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

AMR CORP: Moody's Puts Debt Ratings Under Review for Downgrade
--------------------------------------------------------------
Moody's Investors Service has placed the debt ratings of AMR
Corp. (corporate family rating at B2) and its subsidiaries under
review for possible downgrade.  The review includes the ratings
for certain equipment trust certificates and enhanced equipment
Trust Certificates of American Airlines, Inc.

During the review, Moody's will assess AMR's liquidity profile,
and the adequacy of its funding sources in relation to its rate
of operating cash burn and other calls on cash.  Moody's will
also consider AMR's business prospects in the face of
persistently elevated fuel prices that are likely to result in
sizeable negative cash flow at the airline for the foreseeable
future.  The review will consider the actions which AMR is
taking to adapt to the challenging business environment,
including capacity reductions, overhead cost cuts, and passenger
fare increases, and the degree to which these actions could
realistically be expected to moderate the company's rate of cash
losses.  Also Moody's will consider the collateral values and
transaction structure of the ETC's and EETC's in light of any
potential revision to the probability of default rating.

Moody's notes that AMR's current liquidity profile offers
important near term flexibility, yet its liquidity could be
pressured over the next year.  Cash and cash equivalents of
approximately US$4.5 billion at March 31, 2008 is robust when
compared to the absolute level of cash held by the other network
carriers.  The company also has potential to raise additional
funds through the pending sale of AMR Beacon, and a material
amount of unencumbered assets and a modest revolver credit.
Nonetheless the company's ability to sustain its current
liquidity profile will likely be pressured in light of a
meaningful step-up in debt scheduled to mature during 2009 of
about US$1.2 billion, along with ongoing pension obligations and
scheduled aircraft deliveries.  Moreover, in the absence of a
near term turnaround in its financial performance, AMR could
face a material, and increasing, amount of cash holdback under
the terms of its credit card processing agreements, which could
further erode liquidity.

Downgrades:

Issuer: AMR Corporation

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

On Review for Possible Downgrade:

Issuer: AMR Corporation

   -- Probability of Default Rating, Placed on Review for
      Possible Downgrade, currently B2

   -- Corporate Family Rating, Placed on Review for Possible
      Downgrade, currently B2

   -- Senior Unsecured Conv./Exch. Bond/Debenture, Placed on
      Review for Possible Downgrade, currently 83 - LGD5

   -- Senior Unsecured Medium-Term Note Program, Placed on
      Review for Possible Downgrade, currently 83 - LGD5

   -- Senior Unsecured Regular Bond/Debenture, Placed on Review
      for Possible Downgrade, currently 83 - LGD5

   -- Senior Unsecured Shelf, Placed on Review for Possible
      Downgrade, currently 83 - LGD5

Issuer: Alliance Airport Authority, Inc.

   -- Revenue Bonds, Placed on Review for Possible Downgrade,
      currently 83 - LGD5

Issuer: American Airlines 1988-A Grantor Trust

   -- Senior Secured Equipment Trust, Placed on Review for
      Possible Downgrade, currently B2

Issuer: American Airlines, Inc.

   -- Senior Secured Bank Credit Facility, Placed on Review for
      Possible Downgrade, currently 30 - LGD3

   -- Series 1999-1 Pass Through Certificates, placed on Review
      for Possible Downgrade

          Class A1, currently Baa2
          Class A2, currently Baa2
          Class B, currently Ba3

   -- Series 2001-1 Pass Through Certificates, placed on Review
      for Possible Downgrade

          Class A1, currently Ba1
          Class A2, currently Ba1
          Class B, curently B1
          Class C, currently B3

   -- Series 2001-2 Pass Through Certificates, placed on Review
      for Possible Downgrade

          Class A1, currently Baa2
          Class B, currently Baa3

   -- Secured Global Notes

          Class A, currently rated Ba1

   -- Secured Notes

          Class B, currently rated B1

   -- Series 2005-1 Pass Through Certificates, placed on Review
      for Possible Downgrade

          Class G, currently Baa1
          Class B, currently Ba2

   -- Senior Secured Equipment Trust, Placed on Review for
      Possible Downgrade, currently rated B1 to Caa1

   -- Senior Secured Regular Bond/Debenture, Placed on Review
      for Possible Downgrade, currently B1

   -- Senior Secured Shelf, Placed on Review for Possible
      Downgrade, currently (P)Ba3

Issuer: Chicago O'Hare International Airport, IL

   -- Revenue Bonds, Placed on Review for Possible Downgrade,
      currently 83 - LGD5

   -- Senior Unsecured Revenue Bonds, Placed on Review for
      Possible Downgrade, currently 83 - LGD5

Issuer: Dallas-Fort Worth Intl. Airp. Fac. Imp. Corp.

   -- Revenue Bonds, Placed on Review for Possible Downgrade,
      currently 83 - LGD5

   -- Senior Secured Revenue Bonds, Placed on Review for
      Possible Downgrade, currently 83 - LGD5

   -- Senior Unsecured Revenue Bonds, Placed on Review for
      Possible Downgrade, currently 83 - LGD5

Issuer: Dallas-Fort Worth TX, Regional Airport

   -- Revenue Bonds, Placed on Review for Possible Downgrade,
      currently 83 - LGD5

Issuer: New Jersey Economic Development Authority

   -- Revenue Bonds, Placed on Review for Possible Downgrade,
      currently 83 - LGD5

Issuer: New York City Industrial Development Agcy, NY

   -- Revenue Bonds, Placed on Review for Possible Downgrade,
      currently 83 - LGD5

   -- Senior Unsecured Revenue Bonds, Placed on Review for
      Possible Downgrade, currently 83 - LGD5

Issuer: Puerto Rico Ind Med&Env Poll Ctl Fac Fin Auth

   -- Revenue Bonds, Placed on Review for Possible Downgrade,
      currently 83 - LGD5

Issuer: Puerto Rico Ports Authority

   -- Senior Unsecured Revenue Bonds, Placed on Review for
      Possible Downgrade, currently 83 - LGD5

Issuer: Raleigh-Durham Airport Authority, NC

   -- Revenue Bonds, Placed on Review for Possible Downgrade,
      currently 83 - LGD5

Issuer: Regional Airports Improvement Corporation, CA

   -- Senior Unsecured Revenue Bonds, Placed on Review for
      Possible Downgrade, currently 83 - LGD5

Issuer: Tulsa OK, Municipal Airport Trust (Ttees of)

   -- Revenue Bonds, Placed on Review for Possible Downgrade,
      currently 83 - LGD5

   -- Senior Secured Revenue Bonds, Placed on Review for
      Possible Downgrade, currently 83 - LGD5

   -- Senior Unsecured Revenue Bonds, Placed on Review for
      Possible Downgrade, currently 83 - LGD5

Outlook Actions:

Issuer: AMR Corporation

   -- Outlook, Changed To Rating Under Review From Stable

Issuer: American Airlines 1988-A Grantor Trust

   -- Outlook, Changed To Rating Under Review From Stable

Issuer: American Airlines, Inc.

   -- Outlook, Changed To Rating Under Review From Stable

Headquartered in Forth Worth, Texas, AMR Corporation (NYSE:
AMR) operates with its principal subsidiary, American Airlines
Inc. -- http://www.aa.com/-- a worldwide scheduled
passenger airline.  At the end of 2006, American provided
scheduled jet service to about 150 destinations throughout North
America, the Caribbean, Latin America, including Brazil, Europe
and Asia.  American is also a scheduled airfreight carrier,
providing freight and mail services to shippers throughout its
system.

Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two
regional airlines, American Eagle Airlines Inc. and Executive
Airlines Inc., and does business as "American Eagle."  American
Beacon Advisors Inc., a wholly owned subsidiary of AMR, is
responsible for the investment and oversight of assets of AMR's
U.S. employee benefit plans, as well as AMR's short-term
investments.


BANCO NACIONAL: Grants BRL1.5 Billion Investment Fund Program
-------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social SA has
approved a new Investment Fund Program, with a BRL1.5 billion
budget.  It is intended to broaden the support to capitalization
of companies of all sizes, spread out good governance practices
and foster the risk capital culture in Brazil.  The new program
will be focused on businesses under the priorities of BNDES.

The program will allow investments in shares of up to ten funds,
eight of which will be private equity funds and two investment
funds in emerging companies (venture capital).  These funds will
be selected by stages, based on the assessment of market
opportunities and BNDES priorities.

BNDESPAR's maximum share in the committed equity will be,
respectively, up to 20% in private equity funds and a maximum of
25% in venture capital funds.  This program will be in effect
for 24 months, during which the funds will be selected.

                           First call

The first call of the program is in effect for the
capitalization of three private equity funds, with the following
investments policy:

   1) one in agribusiness;

   2) one for the production chain of ethanol and/or generation
      of energy through biomass (cogeneration with sugarcane
      waste, biodiesel etc); and

   3) one for governance increment, with no sector focus.

Proposals of businessmen wishing to take part in one or more
first call funds must be prepared on an independent basis
according to the selection and eligibility information disclosed
on the company's web site.

Proposals must be sent to BNDES up to August 11, 2008.  They
must be assessed as per eliminatory and qualification criteria,
as set forth in the program and described on the website.

The strategic importance of the new BNDES funds program is
associated to the strengthening of the Brazilian capital market
and to the reinforcement of the Bank's performance as an
investment agent in Brazil.

The program must allow capitalization of companies in strategic
sectors, also allowing the consolidation in some segments,
complementing financing sources and generating new jobs.

BNDES currently takes part in 31 investment funds, seven of
which under contracting phase.  These funds account for a
committed equity of nearly BRL7.4 billion, a 5-fold leveraging
effect as compared to the funds invested by BNDES.  Since BNDES
started performing through funds, it provided direct investments
in more than 110 companies of different sizes and sectors of the
Brazilian economy.

                       Selection Of Funds

The selection of funds, following examples of previous programs,
is intended to give transparency and reliability to the choices
made by BNDES.  The steps the process include:

   -- Internal definition, before each selection process,
      investment policies proposed for the funds, established
      according to BNDES performance priorities;

   -- call for the selection of funds through public disclosure;

   -- submission of proposals of businessmen pre-qualified by
      the BNDES Securities Committee, on a date yet to be
      defined;

   -- approval of the selection process and eligibility of
      winning proposals by the Eligibility and Credit Committee;

   -- assessment of regulations and due diligence of fund
      managers selected; and

   -- final approval by BNDESPAR management.

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.


BRASKEM SA: Schedules Shareholders General Meeting to July 25
-------------------------------------------------------------
Braskem S.A. has informed its shareholders to attend the
Extraordinary General Meeting on July 25, 2008, at 10 a.m., at
the company's headquarters located at Rua Eteno, 1.561, Polo
Petroquimico, in the Municipality of Camacari, State of Bahia.

At the meeting, the shareholders will:

   -- elect members of the board of directors as arising from
      the resignations presented; and

   -- appoint president and vice-president of thecompany's
      board.

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.


BRASKEM SA: Signs Deal for Resins Supply to Pequiven
----------------------------------------------------
Braskem S.A. has signed a partnership agreement with
Petroquimica de Venezuela, a.k.a. Pequiven, under which it will
supply resins to that country in the pre-marketing phase, before
the operational start-up of Propilsur and Polimerica, the mixed-
capital companies constituted by the two companies.

According to the deal, Braskem will supply the petrochemical
company up to 5,000 tonnes of polyethylene and polypropylene
resins every month to be sold exclusively in Venezuela.

Braskem and Pequiven will own equal shareholding interest in
both Propilsur and Polimerica, according to the shareholders'
agreement signed at the end of 2007.  Propilsur will be
responsible for the integrated polypropylene project with
production capacity of 450,000 tonnes a year, with investments
estimated at US$880 million, and is expected to go operational
at the end of 2010.  The project's financing model, which
envisages a 30/70 equity/debt structures, is already in
progress.

Polimerica, a company in which Pequiven and Braskem have equal
interest and rights, will be responsible for investments,
estimated at around US$2.6 billion, in the natural gas-based
integrated polyethylene complex, with production capacity of
more than 1.1 million tonnes/year and which is expected to start
up in 2012.

"Within Braskem's strategy of sourcing raw material at
competitive terms, Venezuela has one of the largest oil and gas
reserves in the world and hence was chosen as the initial
platform for the Company's global operations," says Sergio
Thiesen, Managing Director of Braskem Venezuela.  "Together with
Pequiven, we will build petrochemical projects here that are as
competitive as those in the Middle East," he affirms.

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.


CAMARGO CORREA: Fitch Holds BB Rating, Outlook Now Positive
-----------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating and
outstanding debt ratings of Camargo Correa as follows:

  -- Foreign currency issuer default rating 'BB';
  -- Local currency issuer default rating 'BB';
  -- National Scale rating 'AA-(bra)'.

CCSA Finance Limited:

  -- US$250 million senior unsecured bonds due 2016 'BB'

CCSA Finance Limited is a special-purpose vehicle wholly-owned
by Camargo Correa and incorporated in the Cayman Islands),
unconditionally guaranteed by Camargo.  Fitch has also revised
Camargo Correa's rating outlook to positive from stable.

The outlook revision to Positive reflects the improved Brazilian
economic environment which has favorably affected much of
Camargo Correa's businesses, particularly in its cement,
engineering and construction businesses.  Additionally, it
reflects increased diversity of revenues and cash flows across
industry and geography, lower leverage and better debt-service
coverage ratios.  The positive outlook also incorporate Fitch's
expectation of considerable margin improvement in the next few
years mostly reflecting new Engineering and Construction (E&C)
projects to come on line at much better margins, and cost
savings at its textile business.  Nevertheless, the affect of
its aggressive growth strategy on credit protection measures
remains a concern and has been incorporated into the ratings.

The company's ratings are supported by benefits from its
diversified portfolio of operations, adequate market position in
the industries in which it participates, and strong liquidity
relative to leverage, which partially mitigates exposure to
domestic economic risks.  Camargo Correa's ratings incorporate
the high correlation of its core businesses of cement,
engineering and construction, textiles and footwear with general
economic conditions of countries, in which it operates in, but
especially Brazil and Argentina.  The ratings take into
consideration high leverage in some of its individual business
segments and a very aggressive growth strategy.

Camargo Correa is seeking to strengthen its growth over the next
several years and further position itself among the top five
industrial private conglomerates in Brazil, further
strengthening its market position. Some of this growth will be
organic, particularly in the footwear and engineering and
construction segments, which are planning to expand their market
base internationally.  In the footwear segment, much of the
growth is planned through acquisitions while the cement, textile
and infrastructure business is expected to grow organically.
The company does not expect to enter any new industries in the
near future.  In recent years, it has pursued a growth strategy
targeted primarily to expand operations outside of Brazil, which
has further diversified country risk.  However, in the near
future, the company is likely to look to capitalize on the
strong economic performance in Brazil by focusing its
investments in the domestic market.  Export revenues and sales
abroad, which accounted for approximately 19% of revenues in
2007, should grow to approximately 27% in 2008.

Credit protection measures have been gradually improving since
the company took an aggressive financial position to fund
acquisitions which had caused credit protection measures to
deteriorate in 2005.  Leverage ratios are now in line for the
rating category on a total-debt-to-EBITDA basis and solid on a
net-debt basis.  Camargo Correa has had a history of maintaining
large cash balances on its balance sheet in order to facilitate
acquisitions and mitigate market volatility in a scenario where
access to debt markets becomes limited.  Fitch expects the
company to continue managing its balance sheet to a targeted
ratio of net-debt-to-EBITDA in the 1.5 times to 2.0 range.  At
Dec. 31, 2007, the ratio of total-debt-to-EBITDA and
net-debt-to-EBITDA was 3.3 and 1.6, respectively, versus 4.2 and
2.0 at the end of 2006.  Meanwhile, EBITDA-to-interest expense
was 2.5 at the end of 2007 versus 1.9 in 2006.

Structural subordination risk associated with a holding company
structure is mitigated by the company's financial performance,
its industry and geographic diversification, as well as the
robust dividend flow from core operating companies and minority
equity stakes.

At Dec. 31, 2007, Camargo Correa had BRL3 billion of
consolidated cash and marketable securities of which about
BRL1.9 billion was held at the HolCo.  The Holding company
consistently maintains a substantial amount of offshore cash, at
the end of December that cash amounted to US$575 million.
During the same period, the company had consolidated total debt
of BRL5.8 billion of which approximately 38% was denominated in
currencies other than the domestic currency.  Consolidated
short-term debt accounted for about 18.5% of total debt.  Of the
total debt approximately BRL800 million was at the Holding
company (15% short-term).

Camargo Correa SA -- http://www.camargocorrea.com.br/-- is one
of the largest private industrial conglomerates in Brazil.  The
company is a holding company with interests in cement,
engineering and construction, textiles, footwear and sportswear
manufacturing.  It also owns non- controlling equity interests
in the energy, transportation (highway concessions) and steel
businesses.  During the last 12 months through June 2007,
Camargo Correa had net sales of BRL9.2 billion and EBITDA of
BRL1.4 billion.  The company is
controlled by the Camargo family through their direct holdings
in Participacoes Morro Vermelho, which in turn owns 100% of
Camargo.


GERDAU SA: Reports US$456.4MM Net Income in Qtr. Ended March 31
---------------------------------------------------------------
Gerdau S.A. has earned US$456.4 million on US$5.11 billion of
net sales for the three months ended March 31, 2008, compared to
US$424.7 million of net income on US$3.49 million of net
revenues for the same period of 2007, a regulatory filing
disclosed.

According to the disclosure, the company was committed to
purchase an additional interest in Diaco S.A.  This option was
exceeded by the counterpart during the first quarter of 2008,
resulting in a payment made by the company summing
US$107.2 million on Jan. 10, 2008 and represented an ownership
of 40.2% in the Diaco S.A.'s capital.

Empresa Siderurgica del Peru S.A.A. - Siderperu - contracted
swaps of interest rates, receiving a variable interest rate
based on Libor and pays a fixed interest rate in US dollars.
This agreement has a notional value of US$75,000 and maturity
date on April 30, 2014.  The fair value of these agreements is a
net loss of US$4,118.

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.


GOL LINHAS: To Release Second Quarter 2008 Earnings on August 12
----------------------------------------------------------------
GOL Linhas Aereas Inteligentes S.A., the parent company of
Brazilian airlines GOL Transportes Aereos S.A. and VRG Linhas
Aereas S.A., will release its second quarter 2008 earnings
results on Aug. 12, 2008, before the market open.

The release will be available on the company's web site at:
http://www.voegol.com.br/ir

In accordance with fair disclosure and corporate governance best
practices, GOL will respect a Quiet Period that will start on
July 25, ending immediately after the conference calls on
Aug. 12.

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.


SADIA SA: Baumhardt Deal Won't Require Shareholder Ratification
---------------------------------------------------------------
Sadia S.A.'s acquisition of 73.9% of the capital of Baumhardt
Comercio e Participacoes Ltda. does not require a ratification
by the general meeting of shareholders nor gives the right to
withdraw, Welson Teixeira, Junior, Sadia Investor Relations
Director, explains in a regulatory filing with the U.S.
Securities and Exchange Commission.

Mr. Teixeira's made the statement in answer to a query by the
Sao Paulo Stock Exchange regarding the transaction.

In view of the internal economic appraisal prepared to guide the
transaction, which was based on discounted cash flow, the
company has concluded that the basis for the acquisition does
not fall within the conditions established by Law 6404/76,
Article 256, and therefore does not require a ratification by
the general meeting of shareholders nor gives the right to
withdraw, Mr. Teixeira explains.

Headquartered in Sao Paulo, Brazil, Sadia S.A. --
http://www.sadia.com-- operates in the agro industrial and food
processing sectors in Brazil and primarily produces a range of
processed products, poultry, and pork.  The company distributes
around 1,000 different products through distribution and sales
centers located in Brazil, China, Japan and Italy.

                        *     *     *

As reported by the Troubled Company Reporter-Latin America on
JunE 23, 2008, Standard & Poor's Ratings Services raised its
long-term corporate credit rating on Sadia S.A. to
'BB+' from 'BB'.  The rating on the company's US$250 million
notes was also raised to 'BB+'.  The outlook is stable.


SENSATA TECHNOLOGIES: Moody's Cuts Ratings, Junks Senior Notes
--------------------------------------------------------------
Moody's Investors Service lowered the ratings of Sensata
Technologies B.V. corporate family rating to B3 from B2;
probability of default to B3 from B2; senior secured credit
facility to B1 from Ba3; senior unsecured notes to Caa1 from B3;
and senior subordinated notes to Caa2 from Caa1.

These rating actions reflect the company's sustained high
leverage levels and modest debt service metrics, and the
potential for weaker economic trends to further pressure the
company's operating performance over the coming year.  The
company's speculative grade liquidity rating remains at SGL-2.
The outlook is changed to stable from negative.

The downgrade of the company's corporate family rating to B3
from B2 reflects the lack of deleveraging as the company
continues to face challenging economic environments.  Key
leverage metrics through the 12 months of March 31, 2008 were:
debt/EBITDA near 9.0x times and EBITA/interest of 1.2 times.
The high leverage results from the initial acquisition of
Sensata by Bain Capital, LLC in April 2006 augmented by a series
of debt-financed acquisitions since then.

Moody's had expected some level of debt repayment beyond
mandatory term loan amortization, which would have partially
offset some of the negative impact from foreign exchange
translation on the company's euro-denominated debt.  The strong
euro relative to the U.S. dollar is resulting in higher debt
balances on Sensata's consolidated balance sheet adding to the
high leverage.

This leveraged capital structure could hinder the company's
financial flexibility as some of the company's end markets face
increasing economic pressures.

Additionally, the slowing U.S. economy is negatively impacting
the domestic housing market, a key source of revenue for its
controls business.  While a significant portion of Sensata's
business is derived from sensors used on automobiles, the
company is less affected by declining auto sales than
traditional auto parts suppliers because of the increasing
content of electronics on vehicles.

These weaknesses are balanced against the company's good
liquidity, global presence, and growing exposure to several
other end markets including aerospace and telecommunications.

The stable outlook reflects Sensata's good liquidity and ability
to generate free cash flow as it faces a slowing U.S. economy,
which is negatively impacting some of its key end markets.

These ratings/assessments were affected by this action:

  -- Corporate family rating lowered to B3 from B2;
  -- Probability of default rating lowered to B3 from B2;

  -- Senior secured credit facility downgraded to B1 (LGD2, 28%)
     from Ba3 (LGD2, 29%);

  -- US$450 million senior unsecured notes due 2014 downgraded
     to Caa1 (LGD5, 73%) from B3 (LGD5, 75%); and,

  -- EUR245 million senior subordinate notes due 2016 downgraded
     to Caa2 (LGD6, 90%) from Caa1 (LGD6, 91%).

  -- The company's speculative grade liquidity rating of SGL-2
     is unchanged.

Headquartered in Attleboro, Massachusetts and incorporated under
the laws of The Netherlands, Sensata Technologies B.V. --
http://www.sensata.com/-- designs and manufactures sensors and
electronic controls.  Sensata is a global designer,
manufacturer, and marketer of customized and engineered sensors
and control products.  The company has manufacturing locations
in Brazil, Mexico, China, Japan and the Netherlands.  Revenues
for the 12 months ended March 31, 2008 totaled about US$1.5
billion.


SPECTRUM BRANDS: Bares Supplemental Info on Pet Biz Sale
--------------------------------------------------------
In connection with the sale of its global pet business to Salton
Inc., Spectrum Brands Inc. is disclosing certain information
concerning the pet business.

As disclosed in the Troubled Company Reporter on May 22, 2008,
Spectrum Brands signed a definitive agreement with Salton and
its subsidiary, Applica Pet Products LLC, for the sale of its
global pet business for US$692.5 million in cash and an
aggregate principal amount of the company's subordinated debt
securities equal to US$222.5 million less an amount equal to
accrued and unpaid interest on such subordinated debt securities
since the dates of the last interest payments thereon, which,
depending on when the closing occurs, could be an amount of up
to approximately US$6.5 million.

A full-text copy of the Supplemental Regulation FD Disclosure of
Spectrum Brands, Inc., dated July 1, 2008, is available for free
at http://ResearchArchives.com/t/s?2f61

The Troubled Company Reporter reported on July 1, 2008, that
Spectrum Brands has not been successful in its attempt to secure
the consent of its senior lenders necessary to complete the sale
of its pet supply business.

The company continues to believe that the sale of its global pet
business to Salton Inc. and its subsidiary, Applica Pet, upon
the negotiated terms is in the best interests of the company and
its shareholders, well as its other constituencies.

The definitive purchase agreement continues in full force and
effect, and the company intends to comply with its obligations
thereunder in order to satisfy the conditions necessary to
consummate the sale of its global pet supply business.

                       About Salton Inc.

Headquartered in Lake Forest, Illinois, Salton Inc. (NYSE:SFP)
-- http://www.saltoninc.com/-- designs, markets and distributes
branded, high-quality small appliances, home decor and personal
care products.  Its product mix includes a range of small
kitchen and home appliances, electronics for the home, time
products, lighting products, picture frames and personal care
and wellness products.

                      About Spectrum Brands

Headquartered in Atlanta, Georgia, Spectrum Brands Inc. (NYSE:
SPC) -- http://www.spectrumbrands.com/-- is a supplier of
consumer batteries, lawn and garden care products, specialty pet
supplies, shaving and grooming products, household insect
control products, personal care products and portable lighting.

The company's European unit, Rayovac Europe GmbH, is
headquartered in Sulzbach, Germany.  Outside the United States,
the company also has manufacturing facilities in Brazil,
Columbia and China.

                         *     *     *

As disclosed in the Troubled Company Reporter-Latin America on
May 26, 2008, Moody's Investors Service placed the Caa1
corporate family rating and Caa1 probability of default rating
of Spectrum Brands under review following the announcement that
Spectrum has entered into a definitive agreement to sell its
Global Pet business to Applica Pet Products, a subsidiary of
Salton, Inc., for over US$900 million.

As reported in the TCR-LA on May 26, 2008, following the
announcement that Spectrum Brands has signed a definitive
agreement with Salton, Inc. for the sale of its Global Pet
Business for approximately US$692.5 million in cash and an
aggregate principal amount of Spectrum's subordinated debt
securities equal to US$222.5 million, Fitch affirms Spectrum
Brands, Inc. ratings as Issuer Default Rating at 'CCC'; US$1
billion term loan B at 'B/RR1'; US$225 million ABL at 'B/RR1';
EUR350 million term loan at 'B/RR1'; US$700 million 7.4% senior
sub note at 'CCC-/RR5'; US$2.9 million 8.5% senior sub note at
'CCC-/RR5'; and US$347 million 11.25% variable rate toggle
senior sub note at 'CCC-/RR5'.  The Rating Outlook is
Negative.

Standard & Poor's Ratings Services placed its ratings on
Atlanta-based Spectrum Brands Inc., including the 'CCC+' long-
term corporate credit rating, on CreditWatch with positive
implications.  The CreditWatch status indicates that S&P could
either raise or affirm the ratings following the completion of
its review.  Approximately US$2.6 billion of debt was
outstanding as of March 30, 2008.



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

CCSA Finance: Fitch Affirms BB Rating on US$250 Mil. Sr. Bonds
--------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating and
outstanding debt ratings of Camargo Correa as follows:

  -- Foreign currency issuer default rating 'BB';
  -- Local currency issuer default rating 'BB';
  -- National Scale rating 'AA-(bra)'.

CCSA Finance Limited:

  -- US$250 million senior unsecured bonds due 2016 'BB'

Fitch has also revised Camargo Correa's rating outlook to
positive from stable.

The outlook revision to Positive reflects the improved Brazilian
economic environment which has favorably affected much of
Camargo Correa's businesses, particularly in its cement,
engineering and construction businesses.  Additionally, it
reflects increased diversity of revenues and cash flows across
industry and geography, lower leverage and better debt-service
coverage ratios.  The positive outlook also incorporate Fitch's
expectation of considerable margin improvement in the next few
years mostly reflecting new Engineering and Construction (E&C)
projects to come on line at much better margins, and cost
savings at its textile business.  Nevertheless, the affect of
its aggressive growth strategy on credit protection measures
remains a concern and has been incorporated into the ratings.

The company's ratings are supported by benefits from its
diversified portfolio of operations, adequate market position in
the industries in which it participates, and strong liquidity
relative to leverage, which partially mitigates exposure to
domestic economic risks.  Camargo Correa's ratings incorporate
the high correlation of its core businesses of cement,
engineering and construction, textiles and footwear with general
economic conditions of countries, in which it operates in, but
especially Brazil and Argentina.  The ratings take into
consideration high leverage in some of its individual business
segments and a very aggressive growth strategy.

Camargo Correa is seeking to strengthen its growth over the next
several years and further position itself among the top five
industrial private conglomerates in Brazil, further
strengthening its market position. Some of this growth will be
organic, particularly in the footwear and engineering and
construction segments, which are planning to expand their market
base internationally.  In the footwear segment, much of the
growth is planned through acquisitions while the cement, textile
and infrastructure business is expected to grow organically.
The company does not expect to enter any new industries in the
near future.  In recent years, it has pursued a growth strategy
targeted primarily to expand operations outside of Brazil, which
has further diversified country risk.  However, in the near
future, the company is likely to look to capitalize on the
strong economic performance in Brazil by focusing its
investments in the domestic market.  Export revenues and sales
abroad, which accounted for approximately 19% of revenues in
2007, should grow to approximately 27% in 2008.

Credit protection measures have been gradually improving since
the company took an aggressive financial position to fund
acquisitions which had caused credit protection measures to
deteriorate in 2005.  Leverage ratios are now in line for the
rating category on a total-debt-to-EBITDA basis and solid on a
net-debt basis.  Camargo Correa has had a history of maintaining
large cash balances on its balance sheet in order to facilitate
acquisitions and mitigate market volatility in a scenario where
access to debt markets becomes limited.  Fitch expects the
company to continue managing its balance sheet to a targeted
ratio of net-debt-to-EBITDA in the 1.5 times to 2.0 range.  At
Dec. 31, 2007, the ratio of total-debt-to-EBITDA and
net-debt-to-EBITDA was 3.3 and 1.6, respectively, versus 4.2 and
2.0 at the end of 2006.  Meanwhile, EBITDA-to-interest expense
was 2.5 at the end of 2007 versus 1.9 in 2006.

Structural subordination risk associated with a holding company
structure is mitigated by the company's financial performance,
its industry and geographic diversification, as well as the
robust dividend flow from core operating companies and minority
equity stakes.

At Dec. 31, 2007, Camargo Correa had BRL3 billion of
consolidated cash and marketable securities of which about
BRL1.9 billion was held at the HolCo.  The Holding company
consistently maintains a substantial amount of offshore cash, at
the end of December that cash amounted to US$575 million.
During the same period, the company had consolidated total debt
of BRL5.8 billion of which approximately 38% was denominated in
currencies other than the domestic currency.  Consolidated
short-term debt accounted for about 18.5% of total debt.  Of the
total debt approximately BRL800 million was at the Holding
company (15% short-term).

CCSA Finance Limited is a special-purpose vehicle wholly-owned
by Camargo Correa and incorporated in the Cayman Islands),
unconditionally guaranteed by Camargo Correa.


GRAND ISLAND: Court to Hear Petition for Liquidation on July 21
---------------------------------------------------------------
Grand Island Commodity Trading Fund II's petition for voluntary
liquidation will be heard before the Grand Court at the Law
Courts, George Town, Grand Cayman, Cayman Islands on July 21,
2008, at 10:00 a.m.

Grand Island Commodity's petition was filed with the Court on
June 27, 2008.

The liquidators can be reached at:

                David A.K. Walker and Nicholas Freeland
                Attn: Nigel Meeson, Q.C.
                PricewaterhouseCoopers
                P.O. Box 258
                Strathvale House, 90 North Church Street
                Grand Cayman, Cayman Islands


GRAND ISLAND MASTER: Wants Voluntary Liquidation
------------------------------------------------
Grand Island Master Fund's petition for a voluntary liquidation
will be heard before the Grand Court at the Law Courts, George
Town, Grand Cayman, Cayman Islands on July 21, 2008, at
10:00 a.m.

Grand Island Commodity's petition was presented to the Court on
June 27, 2008.

The liquidators can be reached at:

                David A.K. Walker and Nicholas Freeland
                Attn: Nigel Meeson, Q.C.
                PricewaterhouseCoopers
                P.O. Box 258
                Strathvale House, 90 North Church Street
                Grand Cayman, Cayman Islands


FRANJEAN AT SEA: Deadline for Claims Filing Is Until July 20
------------------------------------------------------------
Franjean At Sea Ltd.'s creditors have until July 20, 2008, to
prove their claims to Walkers SPV Limited, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Franjean At Sea's shareholder decided on June 20, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

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

Contact for inquiries:

                 Anthony Johnson
                 Telephone: (345) 914-6314


LOWE ENTERPRISES: Deadline for Claims Filing Is July 20
-------------------------------------------------------
Lowe Enterprises (Cayman) Ltd.'s creditors have until July 20,
2008, to prove their claims to Walkers SPV Limited, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

Lowe Enterprises' shareholder decided on June 20, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

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

Contact for inquiries:

                 Anthony Johnson
                 Telephone: (345) 914-6314


ROBINSON CRUSOE: Proofs of Claim Filing Deadline Is July 19
-----------------------------------------------------------
Robinson Crusoe Landing Ltd.'s creditors have until July 19,
2008, to prove their claims to RTB Secretaries Limited, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

Robinson Crusoe's shareholder decided on June 19, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                 RTB Secretaries Limited
                 c/o Rothschild Trust Cayman Limited
                 PO Box 10129 APO
                 5th Floor Citrus Grove, George Town
                 Grand Cayman, Cayman Islands
                 Telephone: (345) 946-7033
                 Fax: (345) 946-7043


SILVER EAGLE: Deadline for Proofs of Claim Filing Is July 21
------------------------------------------------------------
Silver Eagle Holdings Ltd.'s creditors have until July 21, 2008,
to prove their claims to CDL Company Ltd., the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Silver Eagle's shareholder decided on June 5, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

                 CDL Company Ltd.
                 P.O. Box 31106
                 Grand Cayman, Cayman Islands


WAFRA/RHH EQUITY: Holds Final Shareholders Meeting on July 21
-------------------------------------------------------------
Wafra/RHH Equity Co. Ltd. will hold its final shareholders
meeting on July 21, 2008, at 10:00 a.m., at 345 Park Avenue,
41st Floor, New York, New York.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and

   2) authorizing the liquidators of the company to retain the
      records of the company for a period of three years from
      the dissolution of the company, after which they may be
      destroyed.

Wafra/RHH Equity's shareholder(s) agreed on June 3, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Anthony G. Barbuto
                c/o Kuwait Real Estate Investment Consortium
                P.O. Box 23411
                Safat, Kuwait


WAFRA/RHH FINANCE: Sets Final Shareholders Meeting on July 21
-------------------------------------------------------------
Wafra/RHH Finance Co. Ltd. will hold its final shareholders
meeting on July 21, 2008, at 10:00 a.m., at 345 Park Avenue,
41st Floor, New York, New York.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and

   2) authorizing the liquidators of the company to retain the
      records of the company for a period of three years from
      the dissolution of the company, after which they may be
      destroyed.

Wafra/RHH Finance's shareholder(s) agreed on June 3, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Anthony G. Barbuto
                c/o Kuwait Real Estate Investment Consortium
                P.O. Box 23411
                Safat, Kuwait


WANT WANT INTERNATIONAL: Claims Filing Deadline Is July 21
----------------------------------------------------------
Want Want International Ltd.'s creditors have until July 21,
2008, to prove their claims to Tsai Shao-Chung, 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.

Want Want International's shareholders 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:

                Tsai Shao-Chung
                P.O. Box 268 GT
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Rhonda Laws
                Tel: (345) 949-2648
                Fax: (345) 949-8613



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

BANCOLOMBIA SA: COP84.4BB Unconsolidated Earnings in June 2008
--------------------------------------------------------------
Bancolombia S.A. has reported unconsolidated net income of
COP84.4 billion in June 2008.  Net income for Bancolombia on an
unconsolidated basis totaled COP584.9 billion for the first six
months of 2008, increasing 63.7% as compared to the same period
of 2007.

  -- Net interest income, including investment securities,
     totaled COP204.5 billion in June 2008.  For the six-month
     period ended June 30, 2008, net interest income totaled
     COP1,209.4 billion, increasing 37.8% as compared to the
     same period last year.

  -- Net fees and income from services in June 2008 totaled
     COP65.8 billion.  For the six-month period ended June 30,
     2008, net fees and income from services totaled COP374
     billion, which represents an increase of 18.7% as compared
     to the same period of 2007.

  -- Other operating income totaled COP59.3 billion in June
     2008.  For the six-month period ended June 30, 2008, other
     operating income totaled COP387.5 billion, increasing
     142.4% as compared to the same period last year.
     Bancolombia notes that a considerable part of this revenue
     comes from dividend income received from subsidiaries,
     which is eliminated in the consolidated results as it is an
     intercompany transaction.  As a result, this dividend
     income is only recorded in Bancolombia's unconsolidated
     results.

  -- Net provisions totaled COP58.9 billion in June 2008.  Net
     provisions totaled COP263.6 billion for the six-month
     period ended June 30, 2008, which represents an increase of
    127% as compared to the same period of 2007.

  -- Operating expenses totaled COP148.4 billion in June 2008.
     For the six-month period ended June 30, 2008, operating
     expenses totaled COP849.8 billion, increasing 9.4% as
     compared to the same period of 2007.

Total assets (unconsolidated) amounted to COP34.6 trillion,
loans amounted to COP24.3 trillion, deposits totaled COP21.2
trillion and Bancolombia's total shareholders' equity amounted
to COP5.06 trillion.

Bancolombia's (unconsolidated) level of past due loans as a
percentage of total loans amounted to 3.18% as of June 30, 2008,
and the level of allowance for past due loans amounted to
132.14% as of the same date.

                          Market Share

According to Colombia's national banking association
(ASOBANCARIA), BANCOLOMBIA's market share of the Colombian
financial system as of June 2008 was as follows: 18.5% of total
deposits, 20.9% of total net loans, 19.2% of total savings
accounts, 21.1% of total checking accounts and 15.6% of total
time deposits.

                         About Bancolombia

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

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 23, 2008, Moody's Investors Service upgraded Bancolombia's
foreign currency subordinated bond rating to Baa3 from Ba1.
Moody's said the outlook is stable.



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

ALCATEL-LUCENT SA: Appeals MP3 Patent Ruling vs. Microsoft Corp
---------------------------------------------------------------
Alcatel-Lucent S.A. has reiterated at the U.S. Court of Appeals
for the Federal Circuit that Microsoft Corp. infringed
technology patents, Reuters reports.

Alcatel-Lucent is appealing a decision of Judge Rudi Brewster of
the U.S. District Court for the District of California that
reversed in August 2007 a jury's decision ordering Microsoft to
pay around US$1.52 billion in patent infringement damages to the
company.

The conflict centers on an MP3 development project between
Fraunhofer Gesellschaft and  AT&T, of which Lucent Technologies
was formerly pat of.

Alcetel-Lucent maintains that patent was based on work by
Lucent's research arm, and could not legally be licensed by
Fraunhofer to Microsoft.

In April 2008, a U.S. federal jury has also ordered Microsoft to
pay around US$367.4 million in infringement damages to Alcatel-
Lucent.  The jury ruled that Microsoft infringed two technology
patents: one which allows users to enter dates into calendars,
and another one that allows tablet computers to recognize
handwriting patterns.

                       About Alcatel-Lucent

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

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

                           *     *     *

Alcatel-Lucent continues to carry Ba3 Corporate Family and
Senior Debt ratings, Not-Prime for short term debt, as well as
B2 ratings for subordinated debt with negative outlook from
Moody's Investors Service.  The ratings were were affirmed in
April 2008.

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



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

BOWNE & CO: Acquires Manhattan-Based Capital Systems for US$13MM
----------------------------------------------------------------
Bowne & Co., Inc., a shareholder and marketing communications
service, completed the acquisition of the U.S.-based assets and
operating business of Capital Systems, Inc., a provider of
financial communications based in midtown Manhattan.

Bowne & Co. acquired Capital Systems for approximately
US$13 million.  This transaction, which was originally disclosed
on June 26, 2008, is expected to be accretive to the company's
2008 results.

As a result of this transaction, Bowne & Co. is gaining an
office in midtown Manhattan in addition to its current facility
in lower Manhattan, and expects to expand its leadership
position in the New York market.

Capital Systems, Inc. specializes in the creation, filing and
distribution of time-sensitive financial communications by
providing document production services, including composition,
filing, printing, distribution and electronic access.

With 2007 revenue of approximately US$48 million, Capital
Systems enables Bowne & Co to further extend its reach into its
key existing verticals: investment management, compliance
reporting and capital markets services.

Capital Systems provides mutual fund quarterly and annual
reporting and disclosure documents, such as SEC filings, proxies
and 10-Ks, as well as capital markets services for equity
offerings, debt deals, securitizations, and mergers and
acquisitions.

                       Acquisitions History

In April 2008, Bowne & Co acquired the digital print business of
Rapid Solutions Group, a subsidiary of Janus Capital Group Inc.
In February 2008, the company acquired GCom2 Solutions, Inc., a
provider of software products addressing reporting and
shareholder communication needs of Bowne & Co.

                      About Bowne & Co., Inc

Headquartered in New York City, Bowne & Co. Inc. (NYSE: BNE)
-- http://www.bowne.com/ -- provides financial, marketing and
business communications services around the world.  The company
has 3,200 employees and 60 offices worldwide.  The company's
Latin American offices are located in Argentina, Brazil and
Mexico.  Its annual revenue is approximately US$850 million.

As reported by the Trouble Company Reporter-Latin America on
July 14, 2008, Standard & Poor's Ratings Services raised its
corporate credit and issue-level ratings on Bowne & Co. Inc.
The corporate credit rating was raised to 'BB-' from 'B+'.  The
rating outlook is stable.

"The ratings upgrade reflects a reassessment of Bowne[ and Co]'s
business profile, taking into account recent acquisitions[...]"
Michael Listner, Standard & Poor's credit analyst, said.


CONTINENTAL AIRLINES: Posts US$58MM Pretax Charge in Second Qtr.
----------------------------------------------------------------
Continental Airlines, Inc. recorded a number of special items
during the second quarter of 2008.  The special gains (losses)
are:

                                                  (in millions)
Operating special charge (pretax)                       US$(58)

    Non-operating items (pretax):
      Gain on sale of COPA stock                            78
      Write down of student
       loan-related auction rate securities                (29)
      Total non-operating gains                             49

    Income taxes:
      Special tax credit                                    28
      Tax effect of special items                            3

    Total special items (after tax)                      US$22

The Wall Street Journal's Kathy Shwiff reports that the pretax
charge is in relation to the airline company's capacity
reductions slated for September this year.

As disclosed in the Troubled Company Reporter on June 6, 2008,
Continental disclosed, in a letter and employee bulletin,
significant reductions in flying and staffing that are necessary
for the company to further adjust to today's extremely high cost
of fuel.  These actions are among many steps Continental is
taking to respond to record-high fuel prices as the industry
faces its worst crisis since 9/11.  The price of Gulf Coast jet
fuel closed on June 4 at US$151.26 -- about 75% higher than what
it was a year ago.  At that price and at its current capacity,
its fuel expense this year would be US$2.3 billion more than it
was last year.  That increase alone amounts to about US$50,000
per employee.

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

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

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

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

                          *     *     *

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

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

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


DISTRIBUTED ENERGY: U.S. Trustee Forms 3-Member Creditors Panel
---------------------------------------------------------------
Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three creditors to serve on the Official Committee of Unsecured
Creditors for Distributed Energy Systems Corp. and Northern
Power Systems, Inc.

The creditors committee members are:

   1) Delstar Energie Inc.
      Attn: Sebastian Callegher
      12885 Jean Grou
      Montreal, Quebec, H1A 3N6
      Tel: (514) 642-8220
      Fax: (514) 498-9559

   2) Chloride France SA
      Attn: Frederic Chara
      30 Avenue Montgocfier
      Chassieu, France
      Tel: 33-4-78-40-1356
      Fax: 33-78-90-3791

  3) Valley Power Systems, Inc.
     Attn: Jonathan Trott
     425 S. Hacienda Boulevard
     City of Industry, CA 91745
     Tel: (626) 934-6211
     Fax: (626) 934-6200

Official creditors' committees have the right to employ legal
and accounting professionals and financial advisors, at the
Debtors' expense.  They may investigate the Debtors' business
and financial affairs.  Importantly, official committees serve
as fiduciaries to the general population of creditors they
represent.  Those committees will also attempt to negotiate the
terms of a consensual Chapter 11 plan -- almost always subject
to the terms of strict confidentiality agreements with the
Debtors and other core parties-in-interest.  If negotiations
break down, the Committee may ask the Bankruptcy Court to
replace management with an independent trustee.  If the
Committee concludes reorganization of the Debtor is impossible,
the Committee will urge the Bankruptcy Court to convert the
Chapter 11 cases to a liquidation proceeding.

                   About Distributed Energy

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

Distributed Energy Systems Corp. and its wholly owned
subsidiary, Northern Power systems Inc., filed for Chapter 11
bankruptcy protection on May 4, 2008 (Bankr. D. Del. Lead Case
No. 08-11101).  Robert S. Brady, Esq. and Robert F. Poppiti,
Jr., at Young, Conaway, Stargatt & Taylor represent the Debtors
in their restructuring efforts.  The Debtors selected Epiq
Bankruptcy Solutions LLC as their claims agent.


DISTRIBUTED ENERGY: Files Schedules of Assets and Liabilities
-------------------------------------------------------------
Distributed Energy Systems Corp. and Northern Power Systems,
Inc., delivered to the United States Bankruptcy Court for the
District of Delaware their schedules of assets and liabilities
disclosing:

   Name of Schedule                   Assets      Liabilities
   ----------------                -----------    -----------
   A. Real Property               US$1,737,150
   B. Personal Property             17,856,237
   C. Property Claimed
      as Exempt
   D. Creditors Holding                         US$38,957,087
      Secured Claims
   E. Creditors Holding                               438,434
      Unsecured Priority
      Claims
   F. Creditors Holding                             4,163,192
      Unsecured Nonpriority
      Claims
                                   -----------    -----------
      TOTAL                      US$19,593,387  US$43,558,713

                   About Distributed Energy

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

Distributed Energy Systems Corp. and its wholly owned
subsidiary, Northern Power systems Inc., filed for Chapter 11
bankruptcy protection on May 4, 2008 (Bankr. D. Del. Lead Case
No. 08-11101).  Robert S. Brady, Esq. and Robert F. Poppiti,
Jr., at Young, Conaway, Stargatt & Taylor represent the Debtors
in their restructuring efforts.  The Debtors selected Epiq
Bankruptcy Solutions LLC as their claims agent.


MASONITE INTERNATIONAL: May Breach Credit Facility Covenants
------------------------------------------------------------
Masonite International Inc. has indicated that, based on a
preliminary evaluation of its financial performance for the
quarter ended June 30, 2008, it would likely not be in
compliance as of such date with the financial covenants
contained in the Company's credit facility.

Such non-compliance would constitute an event of default under
the credit facility. Both financial covenants relate to EBITDA
metrics and reflect the challenging conditions in the U.S.
housing industry.

The company currently is engaged in negotiations with lenders
that are party to the credit facility regarding a potential
amendment to the terms of the credit facility, including a
waiver of Masonite's non-compliance.  There is no assurance that
the negotiations with lenders will result in an amendment
acceptable to Masonite and to its lenders.

The company said it is not cash constrained, with approximately
US$240 million of cash on hand as of June 30, 2008, and with
ample liquidity to fund operations for the foreseeable future.
The US$240 million of cash on hand reflects the full repayment
of the US$66.4 million that was outstanding under the Company's
accounts receivable sales facility at March 31, 2008, as well as
the completion of the acquisition of 25% of Sacopan Inc. for
consideration of approximately US$17.0 million.

"While we have taken strong steps to right size our business and
improve our manufacturing efficiencies, continued volume
weakness resulting from the ongoing downturn in the U.S. housing
market has compromised our ability to maintain compliance with
our financial covenants," said Fred Lynch, President and Chief
Executive Officer of Masonite. "We remain focused on delivering
the highest value door products to our customers around the
world without disruption while navigating a tough environment
industry wide."

                About Masonite International Inc.

Headquartered in Tampa, Florida, Masonite International Inc., --
http://www.masonite.com/-- is a leading global manufacturer of
residential and commercial doors, committed to providing the
highest value door products to customers in more than 70
countries around the world.

The company has regional headquarters in Hungary, U.K., Mexico,
Chile and China.

                          *     *     *

As of July 11, 2008, Masonite International carries B3 Corporate
Family and Probability-of-Default, B2 Sr. Secured Debt and SGL-4
rating with negative outlook from Moody's Investors Service

The company also carries Standard & Poor's Ratings Services' B
long-term corporate credit and 'BB-' senior secured debt
ratings, which has been placed on CreditWatch with negative
implications.


PILGRIM'S PRIDE: Moody's Cuts Ratings to B1, Outlook is Stable
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of
Pilgrim's Pride Corporation, including the company's corporate
family rating and probability of default rating to B1 from Ba3.
The rating outlook is stable.  This rating action concludes the
review for possible downgrade begun on April 16, 2008.

Ratings downgraded:

  -- Corporate family rating to B1 from Ba3
  -- Probability of default rating to B1 from Ba3

  -- US$400 million 7.625% senior notes due 2015 to B3
     (LGD5,84%) from B1 (LGD5,76%)

  -- US$250 million senior subordinated notes due in 2017 and
     US$5.1 million (original US$100 million) senior
     subordinated notes due 2013 to B3 (LGD6,94%) from B2
     (LGD6,94%)

The downgrade is based on Moody's expectation that margins, cash
flow and credit metrics will significantly erode in fiscal 2008
due to high feed grain prices.  Before the June run-up in corn
prices, Pilgrim's Pride had anticipated that its fiscal 2008
feed grain costs would rise by more than US$800 million over the
prior fiscal year.  This was in addition to 2007's feed grain
cost increase of approximately US$600 million.

In response to this inflationary economic environment, the
company announced a 5% reduction in weekly chicken processing
during the second half of fiscal 2008 and the closure of 6 of
its 13 U.S. distribution centers.  Pilgrim's Pride has also
achieved synergies of US$210 million through March 2008 from the
Gold Kist acquisition.

These efforts, however, are unlikely to prevent a material
reduction in near term operating profitability and cash flow,
which combined render key credit metrics for the company to
levels more consistent with revised ratings.

The downgrades in the debt instruments incorporate the generally
larger balance of priority trade payables--which are senior to
the senior unsecured debt--now that the company includes the
operations of Gold Kist, and Moody's expectation for potentially
higher average balances under the company's revolving credit
facilities.

Liquidity management has been a credit positive.  In May 2008,
the company sold 7.5 million common shares for net proceeds of
approximately US$177 million, which was applied to debt
reduction, and in April 2008 amended financial covenants through
the end of fiscal 2009.

Committed multi-year domestic credit facilities include a
US$550 million revolving credit facility expiring in September
2011, a US$300 million revolving credit facility expiring in
2013 and a US$300 million receivables securitization facility
expiring in 2012.  The largest annual long-term debt repayment
obligation over the next five years is a manageable US$54.7
million in fiscal 2013.

Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation
(NYSE: PPC) -- http://www.pilgrimspride.com/-- produces,
distributes and markets poultry processed products through
retailers, foodservice distributors and restaurants in the U.S.,
Mexico and in Puerto Rico.  Pilgrim's Pride employs about 40,000
people and has major operations in Texas, Alabama, Arkansas,
Georgia, Kentucky, Louisiana, North Carolina, Pennsylvania,
Tennessee, Virginia, West Virginia, Mexico and Puerto Rico, with
other facilities in Arizona, Florida, Iowa, Mississippi and
Utah.  Sales for the twelve months ended Dec. 29, 2007 exceeded
US$8.3 billion.


QUEBECOR WORLD: Judge Peck Modifies Management Incentive Plan
-------------------------------------------------------------
Judge James M. Peck of the U.S. Bankruptcy Court for the
Southern District of New York authorized Quebecor World Inc. and
its debtor-affiliates to implement and continue the Management
Incentive Compensation Plan and the Plant Based Incentive Plan.

Judge Peck, however, modified the MICP to provide that:

   (a) With respect to the payment of 50% of the enhanced
       portion of the MICP for 2008 otherwise payable upon
       meeting the criteria provided in a report by Towers
       Perrin, which was filed under seal.  The amount will only
       be payable to the participants in the event that Quebecor
       World, Inc., files its annual financial report for the
       fiscal year ending Dec. 31, 2008, with the Canadian
       Securities Regulatory Authorities on March 31, 2009;

   (b) The 2009 EBITDA targets to be used to determine a
       participant's award under the 2009 MICP will remain
       subject to the review and approval of the Official
       Committee of Unsecured Creditors on July 31, 2008;
       provided, that, in the event, the Committee fails to
       approve the 2009 EBITDA targets before July 31, 2008,
       the targets will be determined by the Court upon
       subsequent request by the Debtors; and

   (c) With respect to the payment of the enhanced portion of
       the MICP for 2009 payable to the participants provided in
       the Towers Perrin Report, the payment will be made upon
       the later of (i) Sept 30, 2009, and (ii) the filing of
       the Debtors' plan of reorganization.

"This is an incentive plan construct that has historical
resonance in the company.  The people to be benefited have
expected this in pre-bankruptcy years and have even more of a
need to be ensured these incentives will be in place now,"
Bloomberg News quoted Judge Peck as saying.

Judge Peck, according to Bloomberg, determined that the payments
proposed by "wouldn't violate a 2005 change in the Bankruptcy
Code that was meant to discourage high bonuses to managers who
oversaw companies before they filed for bankruptcy."

The Debtors estimate that the MICP will cost between
US$14,000,000 and US$41,900,000, and will benefit 250 employees.
The PBIP, on the other hand, is estimated to cost US$9,600,000,
and will affect 340 participants.

The Honorable Justice Robert Mongeon of the Quebec Superior
Court of Justice, the judge overseeing Quebecor Worlds'
reorganization proceedings under the Canadian Companies'
Creditors Arrangement Act, also authorized the CCAA Applicants
to implement and continue the Incentive Plans.  Judge Mongeon
rules that tax authorities are not prevented from obtaining
information regarding the exact content of the Incentive Plans,
the names of the eligible employees, and the payment amount to
be made to each employee.

Ernst & Young, Inc., the Court-appointed monitor of the CCAA
Applicants' proceedings, told Judge Mongeon that it has reviewed
the details of the Incentive Plans and believes that the Plans
provide reasonable compensation in the Applicants' current
situation.  Accordingly, the Monitor said it supports the
Applicants' request to adopt the Incentive Plans.

                Motion to Pay US$203,403 in Bonuses

The Court previously authorized the Debtors to pay their
employees for wages and salaries they earned prepetition, and
honor other prepetition employee-related obligation, which does
not exceed US$10,950 per employee.

The Debtors have determined that they owe 23 employees bonuses
aggregating US$203,403, pursuant to the terms and conditions of
each of the employees' prepetition employment contracts.  Thee
payments are owed to the employees as prepetition signing
bonuses offered to certain new hires or to employees asked to
relocate, Michael J. Canning, Esq., at Arnold & Porter LLP, New
York, relates.

Accordingly, the Debtors seek the Court's authority to pay the
bonuses.

Mr. Canning says the Debtors need to pay the bonuses to minimize
the personal hardship that the affected employees will suffer if
they are not paid when due, and to maintain the morale of the
Debtors' workforce by adhering to the payment terms provided for
under employment contracts entered into prepetition with the
affected employees.

                       About Quebecor World

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

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

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

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

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

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

The Debtors have until Sept. 30, 2008, to file a plan of
reorganization in the chapter 11 case.  The Debtors' CCAA stay
has been extended to July 25, 2008.  (Quebecor World Bankruptcy
News, Issue No. 20; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


QUEBECOR WORLD: Wants Five More KPMG Retention Letters Approved
---------------------------------------------------------------
Quebecor World Inc. and its debtor-affiliates notified the U.S.
Bankruptcy Court for the Southern District of New York that they
have recently entered into five additional engagement letters
with KPMG LLP (U.S.).  The Debtors sought the Court's approval
of the additional engagement letters, nunc pro tunc to May 22,
2008.

The letters contemplate that, in addition to the tax compliance
and consulting services, KPMG US will also provide these
services:

   (a) preparation of a tax opinion letter concerning the
       deductibility of interest on outstanding indebtedness for
       U.S. federal income tax purposes taking into account
       certain refinancing and recapitalization transactions in
       2007;

   (b) preparation of a tax opinion letter concerning the U.S.
       federal income tax implications with respect to a cross
       border leasing arrangement;

   (c) preparation of a tax opinion letter with respect to the
       2007 reorganization of the Debtors' "reverse hybrid"
       financing structure;

   (d) providing tax advice with respect to the U.S. federal
       income tax consequences of alternative potential
       reorganizations of the Debtors' Mexican affiliates; and

   (e) providing tax consulting services with respect to the
       U.S. federal income tax consequences of the Debtors'
       restructuring of a portion of their debts.

The Debtors will pay KPMG US based on these hourly rates:

      Washington National Tax Partner            US$730
      International Corporate Services Partner   US$715
      ICS Tax Managing Director                  US$670
      WNT Senior Manager                         US$655
      ICS Senior Manager                         US$610
      ICS Manager                                US$490
      ICS Senior Associate                       US$325
      ICS Associate                              US$245
      ICS Intern                                 US$145

Michael Lawler, a partner at KPMG (US), maintained that his firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code, and that it does not represent
any interest adverse to the Debtors or their estates.

                       About Quebecor World

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

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

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

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

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

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

The Debtors have until Sept. 30, 2008, to file a plan of
reorganization in the chapter 11 case.  The Debtors' CCAA stay
has been extended to July 25, 2008.  (Quebecor World Bankruptcy
News, Issue No. 20; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


QUEBECOR WORLD: Printing Agreement with Dex Extended to 2015
------------------------------------------------------------
Quebecor World Inc. signed an extended and expanded multi-year
agreement with Dex Media Inc.  Under this expanded agreement
Quebecor World will extend by one year to 2015 its existing
directory printing agreement covering Dex directories in
fourteen Western and Central states.

In addition, the contract expands the products to be
manufactured by Quebecor World for Dex Media.  These value added
products offer advertisers creative, nontraditional ways of
addressing the end consumer.  Incremental sales are forecast at
more than US$25 million over the term of the agreement.
Quebecor World will supply Dex Media from its Loveland, CO.
plant and from its network of North American directory
facilities.

"Dex Media is one of America's leading directory publishers,"
said Jacques Mallette, President and CEO Quebecor World.
"Quebecor World is pleased to expand our relationship with
them."

Kevin J. Clarke, President of Quebecor World's Publishing
Services Group commented, "Dex Media and Quebecor World have
worked together successfully for many years.  This agreement to
produce more of their valued added products is a true win-win
opportunity.  We are delighted to work together to support such
new innovation in the directory marketplace."

           Assumption of Amended Printing Deal with Dex

As reported in The Troubled Company Reporter on July 2, 2008,
the Debtors obtained permission from the U.S. Bankruptcy Court
for the Southern District of New York to amend and assume an
agreement it entered with Dex Media Inc.

The TCR on June 24, 2008, said that Debtor Quebecor World (USA)
Inc., and Dex Media are parties to a master agreement for
printing services, dated March 31, 2005.  The printing agreement
provides for QWUSA to print telephone directories for Dex
through Dec. 31, 2014.  Sales volume of the printing agreement
was estimated at about US$200,000,000, Michael J. Canning, Esq.,
at Arnold & Porter LLP, in New York, related.

                       About Quebecor World

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

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

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

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

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

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

The Debtors have until Sept. 30, 2008, to file a plan of
reorganization in the chapter 11 case.  The Debtors' CCAA stay
has been extended to July 25, 2008.  (Quebecor World Bankruptcy
News, Issue No. 20; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


QUEBECOR WORLD: Receives Conversion Notices for Series 5 Shares
---------------------------------------------------------------
Quebecor World Inc. received notices in respect of 744,124 of
its remaining 2,507,153 issued and outstanding Series 5
Cumulative Redeemable First Preferred Shares (TSX: IQW.PR.C)
requesting conversion into the company's Subordinate Voting
Shares (TSX: IQW).

In accordance with the provisions governing the Series 5
Preferred Shares, registered holders of the shares are entitled
to convert all or any number of their Series 5 Preferred Shares
into a number of Subordinate Voting Shares effective as of Sept.
1, 2008, provided the holders gave notice of their intention to
convert at least 65 days prior to the Conversion Date.  The
Series 5 Preferred Shares are convertible into that number of
the company's Subordinate Voting Shares determined by dividing
C$25.00 together with all accrued and unpaid dividends on the
shares up to Aug. 31, 2008 by the greater of (i) C$2.00 and (ii)
95% of the weighted average trading price of the Series 5
Preferred Shares on the Toronto Stock Exchange during the period
of 20 trading days ending on Aug. 28, 2008.

The next conversion date on which registered holders of the
Series 5 Preferred Shares will be entitled to convert all or any
number of such shares into Subordinate Voting Shares is Dec. 1,
2008, and notices of conversion in respect thereof must be
deposited with the company's transfer agent, Computershare
Investor Services Inc., on or before Sept. 26, 2008.

                       About Quebecor World

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

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

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

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

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

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

The Debtors have until Sept. 30, 2008, to file a plan of
reorganization in the chapter 11 case.  The Debtors' CCAA stay
has been extended to July 25, 2008.  (Quebecor World Bankruptcy
News, Issue No. 20; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)



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

ADELPHIA COMMS: Inks Stipulation Resolving US$18 Mil. ARH Claims
----------------------------------------------------------------
Affiliate Relations Holdings, Inc., filed these claims against
Adelphia Communications Corporation and its debtor-affiliates:

  Claim No.  Basis for the Claim               Claim Amount
  ---------  -------------------               ------------
    19581    Arising out of the rejection      US$18,812,086,
             of an affiliation agreement       plus
             between Adelphia Communications   unliquidated
             Corp. and ARH's predecessor       amounts from
             -in-interest, Affiliate Sales     ACC as alleged
             and Marketing, Inc. dated         contract
                                               rejection damages

    19830    Alleging that ARH paid            Unliquidated
             commissions to ACC in excess
             of the amount earned by ACC
             under the Affiliation Agreement

ACOM, meanwhile, asserted a claim against ARH for the non-
payment of commissions allegedly due for July 2006 pursuant to
the Affiliation Agreement.

The Debtors subsequently objected to the ARH Claims.

To resolve their claim dispute, the Debtors and ARH entered into
a stipulation, approved by the U.S. Bankruptcy Court for the
Southern District of New York, which provides that:

   a) The ARH Rejection Claim will be reduced to US$10,250,000
      as an allowed ACOM Other Secured Claim.

   b) The ARH Administrative Claim will be allowed for
      US$400,000 as an administrative priority claim against
      ACOM.

   c) The ACOM Commission Claim will be allowed for US$900,000.

   d) The ARH Administrative Claim will be paid by offsetting
      it against the ACOM Commission Claim, resulting to
      US$500,000 as the net ACOM Commission Claim.

   e) The Net Commission Claim will be paid by reducing the
      initial cash distribution otherwise due to ARH with
      respect to the Allowed Rejection Claim by US$500,000.

   f) The Claim Objections will be withdrawn with prejudice and
      the ARH Administrative and the ACOM Commission Claims
      will be deemed satisfied as a result of the offsets.

   g) ARH will receive a distribution on its Rejection Claim
      in: (i) cash; (ii) registered, unrestricted shares of
      Time Warner Cable Class A Common Stock; and (iii) CVV
      units from the Adelphia Recovery Trust, all free and
      clear of liens, claims and encumbrances upon the Court's
      final approval of the Stipulation.

   h) In no event will the initial distribution of cash and
      instructions by ACOM to its transfer agent to issue the
      TWC Stock be made no later than five days from the Final
      Approval Order.   The CVV units will be distributed on
      the next available subsequent distribution date.

   i) The parties will exchange mutual releases.

                      About Adelphia Comms

Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation (OTC: ADELQ) -- http://www.adelphia.com/--
is a cable television company.  Adelphia serves customers in 30
states and Puerto Rico, and offers analog and digital video
services, Internet access and other advanced services over its
broadband networks.  The company and its more than 200
affiliates filed for Chapter 11 protection in the Southern
District of New York on June 25, 2002.  Those cases are jointly
administered under case number 02-41729.  Willkie Farr &
Gallagher represents the Debtors in their restructuring efforts.
PricewaterhouseCoopers serves as the Debtors' financial advisor.
Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin,
Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates' chapter 11
cases.

The Bankruptcy Court confirmed the Debtors' Modified Fifth
Amended Joint Chapter 11 Plan of Reorganization on Jan. 5, 2007.
That plan became effective on Feb. 13, 2007.  (Adelphia
Bankruptcy News, Issue No. 188; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


ADELPHIA COMMS: Court OKs US$480MM in Professional Fees & Costs
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
directs Adelphia Communications Corp. and its debtor-affiliates
to pay US$480,786,953 in final fees and expenses to these
professionals for services rendered during the Debtors'
bankruptcy cases:

A. Debtors' Professionals
                                                         Allowed
Professional         Fee Period     Allowed Fees       Expenses
------------         ----------     ------------       --------
Pricewaterhouse-     06/26/2002-  US$138,243,790   US$7,696,607
Coopers LLC          02/13/2007

Wilkie Farr &        06/25/2002-      96,621,892      6,929,839
Gallagher LLP        02/12/2007

Kasowitz Benson      06/25/2002-      51,115,151      2,881,699
Torres Friedman      07/10/2002
LLP

Bragar Wexler &      08/20/2002-      23,737,554        584,046
Morgenstern LLP      02/13/2007

LEGC, LLC            08/01/2003-      21,305,247        784,341
                      02/13/2007

Lazard Freres &      06/25/2002-      19,437,167      1,233,593
Co. LLP              02/13/2007

Sullivan &           06/11/2004-      12,300,554        123,890
Cromwell LLP         02/13/2007

Covington &          06/10/2002       11,874,338        492,236
Burling              02/13/2007

Jefferson            01/01/2004-      11,440,035      1,425,034
Wells Int'l. Inc.    02/13/2007

Cole Raywid &        05/01/2003-       7,018,474        311,370
Braverman LLP        12/31/2006

Klehr Harrison       07/19/2004-       5,910,863        651,786
Harvey Branzburg     02/13/2007
& Ellers LLP

Munger Tolles        04/27/2004-       4,120,374        134,596
& Olson LLP          02/12/2007

Holme Roberts        05/01/2004-       3,902,750         70,602
& Owen LLP           02/13/2007

Sherman & Howard     02/01/2004-       2,668,010        106,481
                      02/12/2007

Genetelli            12/01/2003-       2,620,608          6,743
Consulting Grp.      02/13/2007

Davis Wright &       06/01/2003-       2,537,605         90,540
Tremaine             02/13/2007

Chicago              07/24/2006-       2,249,995        144,257
Partners             02/13/2007

Duff & Phelps LLC    01/11/2003-       2,099,259         11,647
                      02/13/2007

Holland &            11/01/2004-       1,993,304        247,220
Knight LLP           02/13/2007

Tauber &             07/01/2005-       1,888,565         36,747
Balser P.C.          02/12/2007

Focused              03/01/2004-       1,746,562              0
Business             02/13/2007
Solutions, Inc.

Bond & Pecaro,       08/01/2003-       1,575,039         12,135
Inc.                 02/13/2007

BDO Seidman LLP      07/14/2003-       1,454,430         28,724
                      02/13/2007

Collective           11/04/2002-       1,086,643        112,356
Infrastructure       10/31/2004
Technology, Inc.

TMNG Strategy        07/19/2004-         888,722         19,677
                      08/25/2006

Fisher Sweetbaum     10/01/2005-         744,363         17,458
Levin & Sands        02/13/2007

Grubb & Ellis        02/04/2003-         424,860        104,101
                      02/13/2007

Spencer Stuart       03/01/2003-         312,000         14,782
                      02/13/2007

Dow Lohnes &         08/01/2002-         239,767        239,767
Albertson PLLC       02/28/2006

Bird Marella         09/01/2003-         236,491          5,670
Boxer Wolpert        02/13/2007
Nessim Drooks &
Lincenberg, APC

Kasowitz Benson      06/10/2002-         159,606         14,596
Torres Friedman      07/10/2002
LLP

Heidrick &           11/10/2003-          77,095         21,875
Struggles            05/19/2004

Ernst & Young        11/01/2003-          88,000          4,408
LLP                  02/29/2004

Jon Flinker          08/01/2003-          67,826          2,992
                      09/01/2004

Dreier LLP           09/01/2006-          30,581            404
                      02/31/2007

James Martin         09/01/2006-          19,200          1,049
                      02/13/2007

B. Official Committee of Unsecured Creditors' professionals

                                                        Allowed
Professional         Fee Period     Allowed Fees       Expenses
------------         ----------     ------------       --------
Greenhill &          07/16/2002-   US$14,485,714     US$101,563
Co., LLC             02/13/2007

Klee Tuchin          06/25/2002-       2,578,525        166,792
Bogdanoff &          02/13/2007
Stern LLP

Weiser LLP           03/01/2005-       2,431,144         10,850
                      02/13/2007

Neilson Elggren      08/01/2002-       1,990,795        144,404
LLP                  10/31/2005

Quest Turnaround     08/22/2003-         466,363        643,295
Advisors LLC         02/13/2007

Fisher & Phillips    06/01/2006-         134,355          8,907
                      02/13/2007

Hogan & Hartson LLP  07/01/2006-          60,362            625
                      02/13/2007

LECG, LLC            11/01/2005-          24,962            821
                      02/13/2007

C. Equity Committee's Professionals

                                                         Allowed
Professional         Fee Period     Allowed Fees       Expenses
------------         ----------     ------------       --------
Hewitt &             06/10/2002-      US$327,310       US$4,680
Associates,          02/13/2007
LLC

Geoffrey P.          02/01/2003-          56,133              0
Miller               02/12/2007

D. Counsel to certain employees of the Debtors

                                                         Allowed
Professional         Fee Period     Allowed Fees       Expenses
------------         ----------      -----------       --------
O'Melveny &          06/25/2002-      US$336,846      US$12,519
Myers                02/13/2007

The Court also authorized the Reorganized Debtors to pay
US$383,354 in the aggregate to these professionals as the
amounts not previously paid of the fees and expenses pursuant to
the holdback payment list:

         Professional                          Amount
         ------------                         ---------
         BDO Seidman                         US$11,293
         Bird Marella                            3,586
         Bond & Pecaro                           8,588
         Chicago Partners                       47,223
         Cole Raywid                            41,795
         Collective Infrastructure              11,545
         Davis Wright                                -
         Dow Lohnes                                235
         Dreier                                    566
         Ernst & Young                               -
         Genetelli Consulting                   31,065
         Greenhill                             139,714
         Grubb & Ellis                               -
         James Martin                              384
         John Flinker                            1,962
         Lazard                                  3,837
         LECG                                      789
         Neilson Elggren                         1,928
         Sullivan & Cromwell                    79,362

                      About Adelphia Comms

Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation (OTC: ADELQ) -- http://www.adelphia.com/--
is a cable television company.  Adelphia serves customers in 30
states and Puerto Rico, and offers analog and digital video
services, Internet access and other advanced services over its
broadband networks.  The company and its more than 200
affiliates filed for Chapter 11 protection in the Southern
District of New York on June 25, 2002.  Those cases are jointly
administered under case number 02-41729.  Willkie Farr &
Gallagher represents the Debtors in their restructuring efforts.
PricewaterhouseCoopers serves as the Debtors' financial advisor.
Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin,
Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates' chapter 11
cases.

The Bankruptcy Court confirmed the Debtors' Modified Fifth
Amended Joint Chapter 11 Plan of Reorganization on Jan. 5, 2007.
That plan became effective on Feb. 13, 2007.  (Adelphia
Bankruptcy News, Issue No. 188; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)



===============
S U R I N A M E
===============

* SURINAME: Fitch Keeps Foreign and Local Currency IDRs at B/B+
---------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings and other
outstanding ratings for Suriname as:

  -- Foreign currency issuer default rating at 'B';
  -- Local currency issuer default rating at 'B+';
  -- Country ceiling at 'B'.

The rating outlook is stable for both ratings.

Comparatively low external and public debt ratios as well as
manageable debt service requirements support Suriname's ratings.
Nevertheless, Suriname's vulnerability to international
commodity price shocks, a weak macroeconomic policy framework
and slow progress in the implementation of structural reforms
remain as credit weaknesses.  Furthermore, the foreign currency
rating continues to be constrained by material outstanding
arrears with Brazil and the United States, which account for
45.6% of total public external debt.

Fiscal consolidation combined with sustained moderate growth
underpinned the steady decline of Suriname's government debt-to-
GDP ratio since 2000, which reached 24.1% in 2007 below the 'B'
category median of 33.4%.  "Nevertheless, Suriname's public
finances and debt dynamics are sensitive to shocks that could
arise from a relaxation in the fiscal stance, perhaps related to
wage pressures, or a decline in revenues due to a lower
commodity prices," said Associate Director in Fitch's Sovereign
Group, Erich Arispe.

With its external position considerably strengthened, Suriname
has turned into a net public external creditor.  Net public
external debt as a proportion of export receipts declined to
-7.3% in 2007 from 9.2% in 2006.  This year, Suriname's
liquidity ratio is more than double the 'B' median as a result
of strong reserve accumulation in 2007 and comparatively lower
debt service. However, this ratio is less than 100% when
adjusted to account for the high level of foreign currency in
the financial system.

Rising international food and oil prices have put upward
pressure on domestic inflation.  Consumer prices rose to 16.1%
on a yearly basis last April, accumulating 7.5% in the first
four months of 2008.  In spite of the external nature of this
shock, 'authorities still need to adjust monetary and fiscal
policies to avoid jeopardizing the sustainability of the current
growth cycle, hard earned macroeconomic stability, and, hence,
current positive debt dynamics,' said Ms. Arispe.

The government's recognition of external debt obligations on
behalf of Surinamese private sector companies, combined with
poor public finance management led to the accumulation of
arrears with a variety of bilateral creditors.  In spite of
progress in recent years, the arrears situation with the U.S.
and Brazil has yet to be resolved and remains a key constraint
on Suriname's sovereign ratings.  Nevertheless, total arrears
declined to 5.8% of GDP in 2007 from 7% in 2006 mostly
reflecting GDP growth.

Suriname's creditworthiness would benefit from the settlement of
arrears with bilateral creditors.  Similarly, progress on
structural reforms which result in a strengthening of the
macroeconomic policy framework and an improved private sector
business environment could also be positive for
creditworthiness.  By contrast, a poor policy response to an
eventual decline in commodity prices or rising inflationary
pressures could negatively affect the sovereign's credit
standing.



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

* URUGUAY: Moody's Reports System Profile for Banking Industry
--------------------------------------------------------------
Moody's Investors Service has recently published its new Banking
System Profile of Uruguay's bank industry -- the second report
of this kind for a Latin American country.

"The Profile is a detailed supplement to Uruguay's Banking
System Outlook," explains the author, Analyst Felipe Carvallo.
"Moody's Outlook is an annual publication, giving our opinion on
the current and future rating status of a nation's banks, backed
by a review of the latest industry financials."  Uruguay's most
recent was published in December of 2007.

"Our Profile of the industry, however, is a step back in order
to review the broader context in which a country's banks
function," Mr. Carvallo says.  The report highlights

the profile of Uruguay's banking system and its dominance by
large government-owned banks, as well as the high level of
financial dollarization, which tends to limit the potential
support the system may receive when under stress.

Significant to Moody's analysis of a bank's creditworthiness is
a judgment of the degree of systemic support available to it.
"We believe that the Central Bank of Uruguay's (BCU) ability to
act as a lender of last resort is curtailed by high
dollarization," Mr. Carvallo explains, "and as such, Moody's
assesses that the probability of systemic support would be
restricted to government-owned banks."

In the report, Moody's also explains how it assesses a banking
system's operating environment, and its opinion of Uruguay as
above average, relative to other Latin American countries.
"Based on our methodology," explains the analyst, "we look at
proxy factors that include an analysis of the legal system, the
GDP growth rate over the past twenty years, as well as the rule
of law, as measured by the World Bank's Control of Corruption
indicator.

"Moody's views the Uruguayan regulatory environment as
maturing," Mr. Carvallo says, but adds that "since major
legislation was established only recently, it has not yet been
tested through a crisis."  The analyst notes that the BCU's new
supervisory framework is pro-active and risk based, but that "it
has limited enforcement powers on a large percentage of the
banking system (government-owned banks)."

"The BCU has proven its independence, yet given the small size
of the country and its strong social pact, third-party influence
cannot be ruled out, especially during times of stress," the
analyst adds.

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



* S&P Issues Industry Credit Outlook for LatAm Telecom Industry
---------------------------------------------------------------
Most telecom and cable companies in Latin America continued to
benefit from favorable business conditions and healthy cash
generation through the first half of 2008.  Further growth in
Internet and mobile businesses supported this.  Mobile
penetration reached 70% in Brazil, 66% in Mexico, and more than
90% in Chile and Argentina.  However, the mobile business grew
at a decelerating rate as the industry matured.  But margins
have improved for mobile players in Brazil and Argentina as
acquisition costs declined relative to total sales.

For the rest of 2008, Standard & Poor's Ratings Services expects
telecom and cable operators in the region to continue to exhibit
healthy cash generation and financial metrics despite their
still significant investment plans.  Successes in selling
value-added products in the mobile segment -- including mobile
broadband, which is gaining significant acceptance -- and
triple-play and product packages in the fixed segment are
contributing to revenue growth.

As of July 7, 2008, about 82% of rated telecom and cable
companies had a stable outlook, and 14% had a positive outlook
or were on CreditWatch with positive implications.  Just one
company in financial distress represented the remaining 4% with
a negative outlook.

                  Telecommunications Industry

Argentina

In first-quarter 2008, the Argentine telecom sector continued to
benefit from continued growth in mobile service and broadband
Internet connections.  Mobile lines in service increased by 22%
compared with first-quarter 2007, and broadband Internet
connections grew by 54% from the year-ago period.  Improving
cash generation resulting from this business growth, and a
decline in debt strengthened financial metrics and prompted us
to raise all national scale ratings in the sector.  Stronger
financials confer flexibility to companies to weather a certain
level of potential unfavorable changes in Argentina's economy,
particularly relating to inflation and exchange rates, and even
if regulatory risk continues and the fixed segment sees minimal
or no tariff increases.

For the rest of 2008, despite the still pending tariff issues
and gradual erosion of fixed traffic, S&P expects the wireline
segment to keep generating healthy cash.  Larger offerings of
product packages, additional upside in the broadband Internet
segment, and cost containment actions to compensate for
inflationary pressures should accomplish this.  Over the
short-to-medium term, S&P expects competition in the fixed
segment to intensify as major cable companies implement their
triple-play packages.  Although the telecom industry also
intends to offer such packages, some regulatory aspects need to
be clarified because on principle the telecoms would not be able
to offer live-broadcast video services.

With the maturity that has been reached in the mobile segment,
S&P expects growth to come from two sources.  Margins should
improve as acquisition costs decline relative to sales.  And
value-added services such as text messages, Internet,
BlackBerry, and video should increase in market penetration.  In
2007, the operators already started offering 3G services in the
country's largest cities.

Aside from fixed tariffs, other regulatory issues are pending.
These include the possibility of telecom companies offering
video services, the implementation of number portability in
fixed telephony, and the unbundling of the fixed network.

Brazil

Through the first quarter of 2008, the telecom industry in
Brazil benefited from a favorable economy, with higher GDP
growth prospects and a gradual improvement in domestic incomes.
However, fierce competition across diverse telecom services and
rapid change in technologies are still challenging the sector.

The mobile industry kept up its fast growth.  In May 2008, the
number of active cell phones in Brazil reached 131 million, an
increase of 23% from a year earlier, with penetration close to
70%.  Because penetration is close to its limit, operators are
focusing on providing updated services and technologies such as
3G and reducing churn by retaining existing clients rather than
acquiring first-time subscribers.

In the first quarter of 2008, fixed-line penetration in the
country remained stable, with modest, 2% growth in the number of
lines in service since the same period of 2007.  However,
revenues improved more quickly as operators managed to
compensate for stagnant fixed-line penetration by increasing
sales of broadband, other data services, and bundled products.
S&P believes significant room still exists for further growth in
Internet broadband because its penetration is relatively low and
about 50% of Internet users in the country -- 44.9 million in
December 2007 -- still use dial-up connections.

Acquisitions since the beginning of the year have signaled more
convergence and consolidation of telecom services in Brazil.  In
August 2007, Vivo Participacoes S.A. reached an agreement to
acquire the regional wireless operators Telemig Celular S.A. and
Amazonia Celular S.A., the latter of which was later, in April
2008, sold to Telemar Norte Leste S.A.   Telemar completed a
series of acquisitions that consolidated its business position
across several businesses.  Acquired companies included a cable
operator in Belo Horizonte in October 2007, and Amazonia
Celular, serving the northern region of the country, in April
2008.  Also in April, Telemar announced its acquisition of a
controlling stake in Brasil Telecom S.A., the Region II (in the
south and middle west of the country) incumbent, for R$5.9
billion.  This last acquisition requires changes in regulation
to go through and it likely will further accelerate the
consolidation trend in the country.

The incumbent for the State of Sao Paulo, a local subsidiary of
Telefonica S.A., acquired a stake in TVA, the cable company
owned by Grupo Abril (not rated).  It started offering
triple-play packages for its subscribers in the city of Sao
Paulo, in direct response to the package already being offered
by Net Servicos de Comunicacao S.A. and its parent company,
Empresa Brasileira de Telecomunicacoes S.A. (Embratel; not
rated).

The auction of 3G licenses for nine areas of Brazil took place
in December 2007, and S&P expects to see operators improving
their revenues and margins by offering wireless broadband access
inside their service areas.  Meanwhile, S&P is concerned about
the absence of a clear framework for the increasing convergence
of communication platforms, including recent but growing
services such as voice over Internet protocol (VoIP) and content
distribution.

Chile

In 2007 and the first quarter of 2008, the mobile business
contributed most of the momentum in the Chilean telecom
industry.  The client base was about 14 million total mobile
lines in the country as of March 2008, exceeding 90%
penetration.  Demand for value-added services also grew.  S&P
expects penetration of value-added services including text,
broadband Internet, and video to increase through the end of the
year as 3G and 3.5G networks expand.  This should help offset an
anticipated decline in mobile access charges after the
quinquennial revision of telecommunication tariffs in 2009.

In the wireline segment, additional substitution with mobile,
Internet, and VoIP services kept competition stiff.  Flexible
service packages, including triple-plays, have mitigated these
effects by allowing operators to maintain healthy cash
generation.

Regulatory issues beyond tariff revisions include number
portability, the possibility that virtual mobile players will
start operating in the country, and the potential tariff freedom
for the incumbent player in the country.

Mexico

Issuance of rules under the Convergence Agreement -- among the
telecom companies and the regulator in the country -- in 2005 is
still delayed, postponing the benefits of convergence for
consumers.  Although number portability should be launched this
month, the necessary modifications to telecommunications
platforms are still not finished.  S&P believes that portability
will increase competition among telecom companies but will also
be an opportunity for some companies to capture market share and
increase revenues.

On the other hand, the Mexican antitrust agency, the Comision
Federal de Competencia, is still investigating the Mexican
mobile and fixed-lines services segment.  If more stringent
regulation emerges from this, it may constrain telecom
companies' ability to implement their business strategies in
Mexico.  This is especially a concern for America Movil S.A.B.
de C.V. and Telefonos de Mexico S.A.B. de C.V. (a.k.a. Telmex).

The telecommunications market in Mexico has about 98 million
subscribers, roughly 80% of them on mobile lines in service and
the remaining 20% on fixed lines.  During first-quarter 2008,
growth in the market came mainly from the mobile business, with
an increase of 18% in lines in service compared with
first-quarter 2007 -- an addition of 10 million new subscribers
between the end of 2007 and March 2008.  As of March 2008,
density of mobile customers in Mexico amounted to 66.4 lines per
100 inhabitants, compared with 60.8 lines per 100 inhabitants as
of September 2007.

                         Cable Industry

Argentina

The competitive landscape in the Argentine cable industry has
changed with the 60% acquisition of CableVision S.A. by the
Clarin Group, which also owns Multicanal S.A. (both not rated).
In 2007 and first-quarter 2008, synergies derived from the
acquisition, favorable business conditions, and increases in
average prices -- partially on higher participation in
value-added services -- strengthened CableVision's cash
generation and financial metrics.  For the rest of 2008, S&P
expects capital expenditures to remain high as cable operators
in Argentina seek to increase their penetration of digital
services and launch triple-play packages incorporating voice
services.  Growth in the industry will remain linked to economic
performance in the country.

Brazil

Net Servicos de Comunicacao S.A. retains approximately 48% of
the pay-TV market in Brazil, followed by Sky Brasil Servicios
Ltda., with about 30%.  Even though the cable TV market is quite
consolidated, pay-TV companies face fierce competition with
other products, such as broadband and VoIP.  Large telecom
operators are entering the pay-TV market, and regulatory
discussions are still underway.  This is likely to make the
market more competitive.  Pay-TV operators are showing strong
growth in subscribers and revenues with aggressive triple-play
offers combining pay-TV, broadband, and VoIP services, either
from their own platform or, in the case of direct-to-home
operators, through agreements with large telecoms.  Because of
the saturation of the high-income market, the pay-TV and cable
industry's growth prospects depend on whether disposable income
levels in the country can keep increasing in the medium term.

Mexico

During the past two years, cable companies have been working to
increase their market participation by offering telephone
services.  Currently, Cablemas S.A. de C.V. is offering TV,
telephone, and Internet services and increasing its penetration
in the triple-play market in Mexico.

The Mexican market is highly fragmented, with about 140 cable
operators.  However, the three largest players -- Megacable
Comunicaciones (not rated), CableVision, and Cablemas -- account
for 52% of all cable TV subscribers nationwide.  On the other
hand, market penetration in Mexico for pay-TV is low, at 24% of
households, when compared with that in the United States, at
90%.  This suggests that cable companies could significantly
absorb a further expansion in the subscriber base.  Market
penetration in Mexico is comparable with that in Venezuela
(18%), Brazil (9%), and Colombia (5%).

At the end of 2007, cable remained the predominant technology in
Mexico, with 4.1 million subscribers, or 65% of pay-TV
subscribers get cable in the country, followed by 1.4 million
direct-to-home subscribers, or 23%, and 727,000 subscribers to
multichannel multipoint distribution systems (MMDS technology
12%).


* Large Companies With Insolvent Balance Sheet
----------------------------------------------

                                      Total
                                 Shareholders       Total
                                     Equity        Assets
Company               Ticker        (US$MM)      (US$MM)
-------               ------    ------------     -------
Arthur Lange             ARLA3       (24.32)        34.09
Kuala                    ARTE3       (33.57)        11.86
Bombril                  BOBR3      (480.75)       423.86
Caf Brasilia             CAFE3      (949.47)        40.58
Chiarelli SA             CCHI3       (73.37)        44.84
Ceper-Inv                CEP          (7.77)       120.08
Ceper-B                  CEP/B        (7.77)       120.08
Telefonica Hldg          CITI     (1,481.31)       307.89
Telefonica Hldg          CITI5    (1,481.31)       307.89
SOC Comercial PL         COME       (751.50)       450.17
Marambaia                CTPC3        (1.38)        79.73
DTCOM-DIR To Co          DTCY3       (13.89)        13.03
Aco Altona               ESTR        (41.68)       144.91
Estrela SA               ESTR3       (68.40)       112.36
Bombril Holding          FPXE3    (1,064.31)        41.97
Fabrica Renaux           FTRX3       (40.90)       127.74
Cimob Partic SA          GAFP3       (56.35)        92.77
Gazola                   GAZ03       (43.13)        22.28
Haga                     HAGA3      (116.89)        20.31
Hercules                 HETA3      (245.33)        45.85
Doc Imbituba             IMB13       (21.11)       215.55
IMPSAT Fiber Networks    IMPTQ       (17.17)       535.01
Minupar                  MNPR3       (27.58)       158.43
Wetzel SA                MWET3       (15.02)       137.09
Nova America SA          NOVA3      (300.97)        41.80
Paranapamema SA          PMAM3      (105.13)     3,724.69
Paranapamema-PRF         PMAM4      (105.13)     3,724.69
Recrusul                 RCSL3       (67.90)        27.89
Telebras-CM RCPT         RCTB30     (171.66)       230.92
Rimet                    REEM3      (219.34)        93.47
Schlosser                SCL03       (84.39)        44.57
Tecel S Jose             SJ0S3       (26.86)        80.42
Sansuy                   SNSY3       (63.13)       235.18
Teka                     TEKA3      (347.07)       538.30
Telebras SA              TELB3      (171.66)       230.92
Telebras-CM RCPT         TELE31     (171.66)       230.92
Telebras SA              TLBRON     (171.66)       230.92
TECTOY                   TOYB3        (1.43)        39.50
TEC TOY SA-PREF          TOYB5        (1.43)        39.50
TEC TOY SA-PF B          TOYB6        (1.43)        39.50
TECTOY SA                TOYBON       (1.43)        39.50
Texteis Renaux           TXRX3      (118.94)        84.92
Varig SA                 VAGV3    (8,194.58)     2,169.10
FER C Atlant             VSPT3      (123.44)     2,012.29
Wiest                    WISA3      (140.97)        71.37


                            ***********

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.


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