TCRLA_Public/080725.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

             Friday, July 25, 2008, Vol. 9, No. 147

                            Headlines


A R G E N T I N A

BALLY TECHNOLOGIES: S&P Raises Rating to 'BB'; Off CreditWatch
DELTA AIR: Edward Bastian Disposes of 18,000 Common Shares
ICARFO SA: Files for Reorganization in Buenos Aires Court
INTERPUBLIC GROUP: Secures US$335 Mil. Revolving Credit Facility
LA LORNA: Proofs of Claim Verification Deadline Is Sept. 26

RMI ELECTRONICA: Trustee Verifies Proofs of Claim Until Oct. 1
SISTEMAS ESTUDIO: Proofs of Claim Verification Is Until Oct. 22


B E R M U D A

SCOTTISH RE: Ernst & Young Expresses Going Concern Doubt
SCOTTISH RE: A.M. Best Downgrades Debt Ratings to C From CC


B R A Z I L

AMR CORP: Files Quarterly Report for Period Ended June 30
BR MALLS: Buys 5.7% Ownership Interest in Shopping Piracicaba
ENERGISA SA: Reports BRL54.7MM Net Income in First Quarter
FORD MOTOR: Edward Altman's Z-score Model Predicts Bankruptcy
GENERAL MOTOR: Edward Altman's Z-score Model Predicts Bankruptcy

JBS SA: Will Finance 4,000 Brazilian Feedlots to Boost Supply
MARFRIG FRIGORIFICOS: Acquires Beef Jerky Biz From ConAgra Foods
SPECTRUM BRANDS: Moody's Confirms Caa1 Corporate Family Rating
TELE NORTE: Provides Details of Tender Offer Results
UAL CORP: Posts US$2.7 Billion Net Loss in Second Quarter 2008

UAL CORP: Demands Payment of US$4.5 Mil. Damages Under T8 Lease
UAL CORP: Deloitte Audits Statements on Four Incentive Plans
UAL CORP: Ends Some Int'l Flights; Defers Moscow Flight Debut


C A Y M A N  I S L A N D S

CHAUMET AFFILIATES: Sets Final Shareholders Meeting for July 28
EFF-SHIPPING: To Hold Final Shareholders Meeting on July 28
GRAND ISLAND: Chief Justice Orders Court Supervision of Firm
GRAND ISLAND COMMODITY: Chief Justice Orders Court Supervision
GRAND ISLAND INCOME: Chief Justice Orders Court Supervision

GRAND ISLAND MASTER: Chief Justice Orders Court Supervision
JASIONE INVESTMENTS: Sets Final Shareholders Meeting for July 29
LUPINUS INVESTMENTS: Final Shareholders Meeting Is on July 29
SCOTTISH ANNUITY: A.M. Best Drops B- Issuer Credit Rating to CC
WANT WANT INT'L: Sets Final Shareholders Meeting for July 28


C O L O M B I A

AMPEX CORP: Court Okays Modifications to Plan, D/S Supplement


C O S T A  R I C A

SIRVA INC: Withdrawal of Triple Net's Appeal on DIP Loan Okayed
US AIRWAYS: Moody's Junks Corporate Family Rating; Outlook Neg.


E L  S A L V A D O R

MILLICOM INT'L: Earns US$131.9 Million in Quarter Ended June 30
MILLICOM INT'L: S&P's Outlook Unchanged on Likely Amnet Merger


G U A T E M A L A

MILLICOM INTERNATIONAL: Morgan Joseph Affirms Buy Rating on Firm


J A M A I C A

AIR JAMAICA: Will Name New Chief Executive Officer Next Week
CABLE & WIRELESS: Scolds Jamaican Unit for Decline in Revenue
CABLE & WIRELESS: Unit Secures Contract From Sandals Resort


M E X I C O

DISTRIBUTED ENERGY: Arent Fox Approved as Committee's Counsel
HILTON HOTELS: Names Craig Mance as Senior VP for Mexico
JETBLUE AIRWAYS: Moody's Cuts Corporate Family Rating to Caa2
SANMINA-SCI CORP: Reports US$26MM 3rd Qtr. Non-GAAP Net Income
SEMGROUP ENERGY: Posts US$12.9 Million Net Loss for FY 2007


P U E R T O  R I C O

AVETA INC: Amends Credit Pact, Repays US$50 Million Term Loan
NUTRITIONAL SOURCING: Has Until August 1 to File Chapter 11 Plan
ORIENTAL FINANCIAL: S&P Keeps BB+ L-T Counterparty Credit Rating


V E N E Z U E L A

PETROLEOS DE VENEZUELA: To Develop 3 Oil Fields With Belarusneft
PETROLEOS DE VENEZUELA: Funding Sidor's Operations
PETROZUARA FINANCE: Moody's Cuts US$755 Mil. Debt Ratings to B3  


                         - - - - -


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A R G E N T I N A
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BALLY TECHNOLOGIES: S&P Raises Rating to 'BB'; Off CreditWatch
--------------------------------------------------------------
Standard & Poor's Ratings Services has raised its ratings on Las
Vegas, Nevada-based Bally Technologies Inc.; the corporate
credit rating was raised to 'BB' from 'B+'.  The ratings were
removed from CreditWatch, where they were placed with positive
implications Nov. 5, 2007.  The rating outlook is stable.

At the same time, S&P raised the issue-level rating on Bally
Technologies' senior secured credit facilities to 'BB+' (one
notch higher than the 'BB' corporate credit rating) and assigned
a recovery rating of '2' to the loans, indicating that lenders
can expect substantial (70% to 90%) recovery in the event of a
payment default.

“The rating upgrade is based on continuing robust operating
performance demonstrated over the past several quarters, coupled
with a significant improvement in credit metrics, which we
believe is sustainable,” explained S&P's credit analyst Melissa
Long.  “We expect Bally to continue to post relatively good
operating results over the intermediate term, although that
growth will moderate somewhat in the coming quarters, given
economic weakness, which is affecting the U.S. gaming industry.”

The rating on Bally Technologies reflects the company's exposure
to product sales volatility, the existence of a much larger and
well-established competitor (International Game Technology), and
the expectation for a moderation in the operating environment
during the next few quarters as a result of slower replacement
sales and economic weakness.  These factors are tempered by the
company's No. 2 position in the North American gaming equipment
market, its expanding base of gaming devices and systems, and
strong credit measures for the rating, which we expect provide
ample cushion in a slowdown.

For the nine months ended March 31, 2008, Bally Technologies
reported EBITDA of US$188.2 million, up about 142% year over
year.  The EBITDA improvements, along with modest debt
repayment, have resulted in total debt to EBITDA (adjusted for
operating leases) and EBITDA coverage of interest for the 12
months ended March 31, 2008, improving to 1.2x and 8.9x,
respectively.  This compares with 3.3x and 3.2x, respectively,
for the previous 12-month period.  The credit measures are
currently strong for the rating and afford some flexibility for
share repurchases, acquisitions, or a weakening operating
environment.

Headquartered in Las Vegas, Nevada, Bally Technologies, Inc.
(NYSE: BYI) -- http://www.BallyTech.com/-- designs,  
manufactures, operates, and distributes advanced gaming devices,
systems, and technology solutions worldwide.  Bally's product
line includes reel-spinning slot machines, video slots, wide-
area progressives and Class II lottery and central determination
games and platforms.  Bally Technologies also offers an array of
casino management, slot accounting, bonus, cashless, and table
management solutions.  The company also owns and operates
Rainbow Casino in Vicksburg, Mississippi.  The company's South
American operations are located in Argentina.  The company also
has operations in France, Germany, Macau, China, India, and the
United Kingdom.


DELTA AIR: Edward Bastian Disposes of 18,000 Common Shares
----------------------------------------------------------
Edward H. Bastian, Delta Air Lines, Inc.'s president and chief
financial officer, disclosed in a regulatory filing with the
Securities and Exchange Commission dated July 18, 2008, that he
disposed of 18,000 shares of Delta common stock at US$6.6 per
share on July 17.

Mr. Bastian's shares were sold in open market transactions
through a broker-dealer at prices ranging from US$6.59 to
US$6.63 per share.  Mr. Bastian undertakes to provide, upon
request, details regarding the number of shares sold at each
separate price to the staff of the SEC, Delta, or a security
holder of Delta.

Following the transaction, Mr. Bastian beneficially owned
258,762 shares of common stock.

                        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, among others.

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

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


ICARFO SA: Files for Reorganization in Buenos Aires Court
---------------------------------------------------------
Icarfo SA has requested for reorganization approval after
failing to pay its liabilities since March 12, 2008.

The reorganization petition, once approved by the court, will
allow Icarfo 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. 1 in Buenos Aires, with the assistance of Clerk
No. 1.

The debtor can be reached at:

             Icarfo SA
             Avenida San Juan 1388
             Buenos Aires, Argentina


INTERPUBLIC GROUP: Secures US$335 Mil. Revolving Credit Facility
----------------------------------------------------------------
The Interpublic Group of Companies Inc. entered into a three-
year revolving credit facility with a syndicate of banks.  The
facility provides for borrowings of up to US$335 million, of
which US$200 million is available for the issuance of letters of
credit.

The facility allows Interpublic to increase the aggregate
commitment to a maximum amount of US$485 million if lenders
agree to the additional commitments.  Interpublic may borrow and
may request the issuance of letters of credit in U.S. Dollars
and other currencies.  Interpublic may use the proceeds of
advances under the credit facility for general corporate
purposes.  The credit agreement will expire on July 18, 2011.

Citibank N.A., acted as administrative agent for the lenders,
JPMorgan Chase Bank N.A., acted as syndication agent, HSBC Bank
USA, National Association and ING Capital LLC acted as co-
documentation agents, and Citigroup Global Markets Inc. and J.P.
Morgan Securities Inc. acted as joint lead arrangers and joint
book managers.

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

           About Interpublic Group of Companies Inc.


New York-based, Interpublic Group of Companies Inc. (NYSE: IPG)
-- http://www.interpublic.com/-- is one of the world's leading
organizations of advertising agencies and marketing services
companies.  Major global brands include Draftfcb, FutureBrand,
GolinHarris International, Initiative, Jack Morton Worldwide,
Lowe Worldwide, MAGNA Global, McCann Erickson, Momentum, MRM
Worldwide, Octagon, Universal McCann and Weber Shandwick.
Leading domestic brands include Campbell-Ewald, Carmichael
Lynch, Deutsch, Hill Holliday, Mullen, The Martin Agency and
R/GA.  Revenues and EBITDA for the LTM period ended March 31,
2008 were US$6.7 billion and US$1 billion respectively.

The company has operations in Argentina, Brazil, Barbados,
Belize, Chile, Colombia, Costa Rica, Dominican Republic,
Ecuador, El Salvador, Guatemala, Honduras, Jamaica, Mexico,
Nicaragua, Panama, Paraguay, Puerto Rico, Peru, Uruguay and
Venezuela.

                         *     *     *

As reported in the Troubled company Reporter-Latin America on
July 24, 2008, Fitch Ratings assigned a 'BB+' rating to the
Interpublic Group of Companies' US$335 million three year
revolving credit facility.  The rating outlook remains Positive.


LA LORNA: Proofs of Claim Verification Deadline Is Sept. 26
-----------------------------------------------------------
Emilio Gallego, the court-appointed trustee for La Lorna SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until Sept. 26, 2008.

Mr. Gallego will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 19 in Buenos Aires, with the assistance of Clerk
No. 38, 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 La Lorna 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 La Lorna's accounting
and banking records will be submitted in court.

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

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

The debtor can be reached at:

      La Lorna SA
      San Martin 169
      Buenos Aires, Argentina

The trustee can be reached at:

      Emilio Gallego
      Esmeralda 1066
      Buenos Aires, Argentina


RMI ELECTRONICA: Trustee Verifies Proofs of Claim Until Oct. 1
--------------------------------------------------------------
Marisa Gacio, the court-appointed trustee for RMI Electronica
SRL's reorganization proceeding, will be verifying creditors'
proofs of claim until Oct. 1, 2008.

Ms. Gacio will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 10 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 RMI Electronica's 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 RMI Electronica's
accounting and banking records will be submitted in court.

La Nacion didn't state the reports submission dates.

The informative assembly will be held on July 8, 2009.  
Creditors will vote to ratify the completed settlement plan
during the assembly.

The debtor can be reached at:

      RMI Electronica SRL
      Avenida Corrientes 378
      Buenos Aires, Argentina

The trustee can be reached at:

      Marisa Gacio
      Avenida Independencia 1511
      Buenos Aires, Argentina


SISTEMAS ESTUDIO: Proofs of Claim Verification Is Until Oct. 22
---------------------------------------------------------------
Miguel Lousteau, the court-appointed trustee for Sistemas
Estudio SRL's bankruptcy proceeding, will be verifying
creditors' proofs of claim until Oct. 22, 2008.

Mr. Lousteau will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 24 in Buenos Aires, with the assistance of Clerk
No. 48, 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 Sistemas Estudio 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 La Lorna's accounting
and banking records will be submitted in court.

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

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

The debtor can be reached at:

      Sistemas Estudio SRL
      Coronel Apolinario Figueroa 907
      Buenos Aires, Argentina

The trustee can be reached at:

      Miguel Lousteau
      Viamonte 993
      Buenos Aires, Argentina



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B E R M U D A
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SCOTTISH RE: Ernst & Young Expresses Going Concern Doubt
--------------------------------------------------------
Ernst & Young LLP raised substantial doubt about the ability of
Scottish Re Group Limited to continue as a going concern after
auditing the company's financial statements for the year ended
Dec. 31, 2007.  The auditing firm pointed to the company's net
loss for the year ended Dec. 31, 2007, accumulated deficit of
US$1,042,400,000 as of Dec. 31, 2007, and the company's
deteriorating financial performance and worsening liquidity and
collateral position.

The company posted a net loss of US$895,742,000 on total
revenues of US$1,505,373,000 for the year ended Dec. 31, 2007,
as compared with a net loss of US$366,714,000 on total revenues
of US$2,429,500,000 in the prior year.

                   Management's Statement

As a result of declines in the fair value of its invested
assets, which contain a significant concentration of sub-prime
and Alt-A residential mortgage-backed securities, the company
has experienced deteriorating financial performance and a
worsening liquidity and collateral position.

The continuing deterioration in the market for sub-prime and
Alt-A securities through the first half of 2008 has compounded
the considerable financial challenges and uncertainties faced by
the company.

In addition to causing significant impairment charges and
reported losses, these adverse market conditions have impacted
the value of underlying collateral used to secure the company's
life reinsurance obligations and statutory reserves for its
operating units.

Any reserve credit shortfalls arising from a decline in the
value of collateral places increased demand on the company's
available capital and liquidity.

The impairment charges and associated decline in the company's
consolidated shareholders equity will also result in the failure
to meet minimum net worth covenants for the HSBC II and
Clearwater Re collateral finance facilities.

The company had recently executed forbearance agreements with
the counterparties under these facilities who have agreed to
forbear taking action until Dec. 15, 2008, in return for certain
economic and non-economic terms.

Such terms have placed additional constraints on the company's
available capital and liquidity.  The company's liquidity is
insufficient to fund its needs beyond the short term and,
without additional sources of capital or the successful
completion of strategic actions, is currently projected to be
exhausted by the first quarter of 2009.

                          Recent Events

The company has faced a number of significant challenges during
the latter part of 2007 and continuing into 2008, which have
required the company to change its strategic focus.  These
challenges have included:
  
  -- The continuing deterioration in the U.S. residential
     housing market in general and the market for sub-prime and
     Alt-A residential mortgage-backed securities specifically.
     These conditions have had, and will likely continue to
     have, a material adverse effect on the value of the
     company's consolidated investment portfolio and capital and
     liquidity position;
  
  -- The negative outlooks placed on its financial strength
     ratings by each of the rating agencies in November 2007,
     followed by the ratings action taken by Standard & Poors
     in early 2008 lowering the financial strength ratings of
     the company's operating subsidiaries from “BB+” to “BB” and
     placing the ratings on CreditWatch with negative
     implications, as well as the subsequent ratings downgrades
     and negative outlooks placed on its financial strength
     ratings by other rating agencies, with the resulting
     material negative impact on its ability to achieve its
     previous goal of attaining an “A-” or better rating by the
     middle of 2009; and

  -- The material negative impact of ratings declines and
     negative outlooks by rating agencies on the company's
     ability to grow its life reinsurance businesses and
     maintain its core competitive capabilities.

                        Company's Strategy

On Jan. 21, 2008, the company's board of directors established a
special committee to evaluate the alternatives developed by
management.  On Feb. 22, 2008, management announced the
unanimously adopted business strategy recommended by the special
committee.  

The strategy consists of:

  -- the disposal of its non-core assets or lines of business,
     including the Life Reinsurance International Segment and
     the Wealth Management business;

  -- the development, through strategic alliances or other
     means, of opportunities to maximize the value of its core
     competitive capabilities within the Life Reinsurance North
     America Segment, including mortality assessment and treaty
     administration; and

  -- rationalization of the company's cost structure to preserve
     capital and liquidity.  

The company has changed its strategic focus and initiated a
number of actions to preserve capital and mitigate growing
liquidity demands.  The company had ceased writing new
reinsurance treaties and notified existing clients that it will
not be accepting new risks on existing treaties.  

The company have also taken steps to reduce its operating
expenses including reducing staffing levels.  The company is
also actively pursuing the sale of its Life Reinsurance North
America Segment and recently entered into definitive agreements
for the sale of its Life Reinsurance International Segment and
Wealth Management business.  

The company also continues to pursue the restructuring of
certain of its collateral financing facilities and potential
alternatives to these facilities to alleviate the collateral
requirements of its reinsurance operating subsidiaries.

If the company fails in reaching a definitive agreement for the
sale of its Life Insurance North America Segment by
Dec. 15, 2008, the company will continue to follow a run-off
strategy and will need to obtain additional forbearance from the
relevant counterparties to Clearwater Re and HSBC II; find
alternative collateral support for Clearwater Re and HSBC II or
raise additional capital.  If the company fails to successfully
execute on these actions, its insurance operating subsidiaries
may become insolvent and the company may need to seek bankruptcy
protection.

                          Balance Sheet

At Dec. 31, 2007, the company's balance sheet showed
US$12,821,063,000 in total assets, US$11,909,454,000 in total
liabilities, US$9,025,000 in minority interest, US$555,857,000
in convertible cumulative preferred shares, and US$346,727,000
in total stockholders' equity.  

A full-text copy of the company's 2007 annual report is
available for free at http://ResearchArchives.com/t/s?2fc3

                       About Scottish Re

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.

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.


SCOTTISH RE: A.M. Best Downgrades Debt Ratings to C From CC
-----------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to C-
from C+ and issuer credit ratings to “cc” from “b-” of the
primary operating insurance subsidiaries of Scottish Re Group
Limited.  Concurrently, A.M. Best has downgraded the ICR to “c”
from “cc” and most debt ratings of Scottish Re.  A.M. Best also
has affirmed the remaining debt ratings of Scottish Re and
Scottish Holdings Statutory Trust II and III.  All ratings have
been removed from under review with negative implications and
assigned a negative outlook.

These rating actions reflect A.M. Best's opinion that Scottish
Re's financial position and liquidity have continued to
deteriorate since A.M. Best's last review.  The company's
recently filed 10-K indicated severely strained liquidity and a
further weakening in its capital position.  The rating
downgrades also reflect A.M. Best's concerns with the ongoing
pricing, volatility, valuation and default risk in the
mortgage-backed securities market, which have resulted in a
substantial negative impact on Scottish Re's consolidated
balance sheet.

In its year-end 2007 10-K filing, Scottish Re reported
significant impairments to its subprime and Alt-A asset
portfolio valued at roughly US$780 million, with an additional
first quarter 2008 impairment estimated of about US$752 million.
The company indicated that a large portion of the impairment
charges were in two of its three securitization structures,
Ballantyne Re plc and Orkney Re II plc.  While these
securitization structures are without recourse to Scottish Re,
they are consolidated in its financial statements under U.S.
GAAP, and changes in the fair value of investments can
negatively impact its reported financial results as well as the
statutory reserve credit that Scottish Re (U.S.), Inc is able to
recognize for these transactions.  As a result of the fair value
declines in the subprime and Alt-A securities, Scottish Re's
statutory capital position and its ability to continue to take
reserve credits for the reinsurance ceded to Ballantyne Re and
Orkney Re II has been significantly reduced.

At year-end 2007, reserves at Scottish Re (U.S.) Inc. were
required to be strengthened by US$208 million, which adversely
impacted the group's liquidity position.  A.M. Best notes that
the recently completed sale of its life reinsurance
international (U.K) segment affords additional short-term
liquidity but believes that Scottish Re's liquidity position
continues to be strained.  A.M. Best believes Scottish Re would
face significant challenges in raising additional capital or
securing letters of credit at this time.  While Scottish Re has
documented a very comprehensive strategic plan to ensure
longer-term financial flexibility, any variation from the stated
timelines documented by the company may result in exhaustion of
its liquidity by first quarter 2009 or sooner.  This would
result in a likely need for Scottish Re to file for bankruptcy
protection and creates an elevated risk for insolvency.

The outlook will remain negative while A.M. Best obtains further
clarity on the performance of the company's subprime and Alt-A
mortgage-backed portfolios and assesses the impact of the
revised strategy on Scottish Re's balance sheet.  In addition,
A.M. Best will monitor the disposition of the company's wealth
management segment, the disposition of other key life
reinsurance segments and their overall impact to the financial
strength of Scottish Re.  A.M. Best believes that the sale of
Scottish Re's North American life reinsurance segment is
integral to the ability of the organization to remain as an
ongoing viable entity.

The FSR has been downgraded to C- from C+ and ICRs to “cc” from
“b-” for these primary operating subsidiaries of Scottish Re
Group Limited:

  -- Scottish Annuity & Life Insurance Company (Cayman) Ltd.
  -- Scottish Re (U.S.), Inc.
  -- Scottish Re Life Corporation
  -- Orkney Re, Inc.

The ICR has been downgraded to “c” from “cc” for Scottish Re
Group Limited.

This debt rating has been downgraded:

Stingray Pass-Though Trust:

  -- to “c” from “b-” on US$325 million 5.902% senior secured
     pass-through certificates, due 2012

These indicative ratings have been downgraded:

Scottish Re Group Limited:

  -- to “c” from “cc” on senior unsecured debt
  -- to “c” from “cc” on subordinated debt

This debt rating has been affirmed:

Scottish Re Group Limited:

  -- “d” on US$125 million non-cumulative preferred shares

These indicative ratings have been affirmed:

Scottish Re Group Limited:

  -- “c” on preferred stock

Scottish Holdings Statutory Trust II and III:

  -- “c” on preferred securities

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.



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B R A Z I L
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AMR CORP: Files Quarterly Report for Period Ended June 30
---------------------------------------------------------
AMR Corp. filed on July 17, 2008, its quarterly report on Form
10-Q for the second quarter ended June 30, 2008.

At June 30, 2008, the company's consolidated balance sheet
showed US$28.9 billion in total assets, US$27.2 billion in total
liabilities, and US$1.7 billion in total stockholders' equity.

The company's consolidated balance sheet at June 30, 2008, also
showed strained liquidity with US$9.1 billion in total current
assets available to pay US$10.6 billion in total current
liabilities.

As reported in the Troubled Company Reporter on July 17, 2008,
AMR Corp., the parent company of American Airlines Inc.,
reported a net loss of US$1.4 billion for the second quarter of
2008, compared with net income of US$317.0 million for the
second quarter of 2007.

Full-text copies of the company's consolidated financial
statements for the quarter ended June 30, 2008, are available
for free at http://researcharchives.com/t/s?2fe2

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.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 15, 2008, the TCR said that Moody's Investors Service
placed the debt ratings of AMR Corp. and its subsidiaries under
review for possible downgrade.  The company has an outstanding
B2 corporate family rating.  The review includes the ratings for
certain equipment trust certificates and enhanced equipment
Trust Certificates of American Airlines, Inc.

                Likely Bankruptcy Filing This Year

Stockhouse.com has said that AMR Corp. could tumble into chapter
11 bankruptcy this year.  Stockhouse.com, as quoted in a story
that appeared in the Troubled Company Reporter on June 5, 2008,
said that although AMR is the world's largest airline, it is now
a small cap stock, with a market value of only US$1.8 billion.  
The report also notes that AMR has US$9.3 billion in debt and
may not have the money to cover its debt service as the year
passes.

AMR said report of possible bankruptcy filing is unfounded.

The TCR reported on May 26, 2008, that Jamie Baker, an analyst
at J.P. Morgan, said U.S. airline industry stands to post a
collective US$7,200,000,000 in operating losses in 2008.  The
results would be wider than an initial forecast of
US$4,600,000,000 loss, the analyst said.

Mr. Baker, in his research note, said though investors,
management and analysts may talk about airlines acting
collectively to reduce capacity to firm up revenue, the reality
is that they are more likely to dig in and try to outlast each
other.

U.S. Airways has the highest risk of bankruptcy, followed by
Northwest Airlines, United Air Lines' parent UAL Corp., AMR
Corp., JetBlue, Continental Airlines, AirTran, Delta Air Lines,
Alaska Air Lines and Southwest Airlines.


BR MALLS: Buys 5.7% Ownership Interest in Shopping Piracicaba
-------------------------------------------------------------
BR Malls Participacoes S.A. has acquired, through one of its
subsidiaries, a 5.7% ownership interest in Shopping Piracicaba,
increasing its total interest to 19%.

Shopping Piracicaba is a mall located in the city of Piracicaba,
state of Sao Paulo with 27,806 square meters in Total GLA, 152
stores and 2,000 parking spaces.

After the above mentioned acquisition, BRMALLS increased its
owned GLA from 427.5 thousand square meters to 429.1 thousand
square meters, holding ownership interest in 34 Shopping Malls,
and maintaining a total GLA of 985.2 thousand square meters.

Headquartered in Rio de Janeiro, Brazil, BR Malls is the largest
integrated shopping mall company in Brazil with a portfolio of
34 malls, representing 985.2 thousand square meters in total
Gross Leasable Area (GLA) and 429.1 thousand square meters in
owned GLA.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 1, 2008, Standard & Poor's Rating Services has affirmed its
'BB-' long-term global scale corporate credit rating on
Brazilian shopping mall developer BR Malls Participacoes S.A.  
At the same time, S&P lowered its national scale corporate
credit rating on the company to 'brA' from 'brA+'.  S&P's
outlooks are negative.


ENERGISA SA: Reports BRL54.7MM Net Income in First Quarter
----------------------------------------------------------
Energisa S.A. reported consolidated net income of
BRL54.7 million in the first quarter 2008, an increase of 79.9%
over first quarter 2007.

Energisa also reported these results in the first quarter 2008:

   -- 45.9% decrease (BRL22.1 million) in consolidated net
      financial expenses in 1Q08 as compared to 1Q07.  In 1Q08
      consolidated net financial expenses amounted to
      BRL26.0 million, as compared to BRL48.1 million in 1Q07;

   -- Reduction to the interest cost per annum (average tenor of
      3.5 years) from 13.21% per annum in March 2007 to 11.38%
      per annum (average tenor of 5.7 years) in March 2008;

   -- The consolidated income from electricity services (EBIT)
      rose by 9.5% (BRL10.7 million) to BRL123.1 million;

   -- The consolidated adjusted EBITDA in 1Q08 was
      BRL159.4 million, an increase of 2.3% over 1Q07. In turn,
      the unadjusted EBITDA rose by 8.8% (BRL11.8 million) in
      1Q08 to BRL145.6 million;

   -- Consolidated gross revenue of BRL612.2 million in  1Q08,
      an increase of 5.5% (BRL31.7 million) over 1Q07;

   -- Energy demand by retail consumers in the concession  area
      of Energisa's distributors of 1,560.7 giga watt-hours in
      1Q08, an increase of 7.5% over 1Q07.   Consumption by the
      residential and commercial classes, of higher added value
      and which account for 65.7% of retail revenue, rose by
      7.7% in the quarter.  The subsidiaries operating in the
      northeast of Brazil reported substantial growth in energy
      demand: Energisa Sergipe reported 9.0%, Energisa Paraiba
      8.8% and Energisa Borborema 7.0%.  Total consolidated       
      demand by free consumers rose by 4.4%;

   -- Consolidated energy losses were cut by 66 bps to 13.95%.  
      Energisa draws attention to the 128 bps cut in losses
      recorded in the concession area of Energisa Paraiba, which
      fell to their lowest ever level of 19.18%;

   -- In first quarter of 2008 Energisa Group  restructured its
      brand to further increase synergies, to centralize
      communications and publicity procedures, focusing on its
      core qualities: Light, Imagination and Achievement.

The group's companies were accordingly renamed at annual and
extraordinary general meetings held in the course of April.  All
company names now start with the prefix Energisa followed by
words identifying their place of business or activity, in line
with the unification under the new Energisa brand.  The
corporate names are now therefore as follows:

   -- Energisa Minas Gerais – Distribuidora de Energia  S/A,
      instead of CFLCL

   -- Energisa Nova Friburgo – Distribuidora de Energia  S/A,
      instead of CENF

   -- Energisa Sergipe – Distribuidora de Energia S/A, instead
      of Energipe

   -- Energisa Borborema – Distribuidora de Energia S/A, instead
      of CELB

   -- Energisa Paraíba – Distribuidora de Energia S/A, instead
      of Saelpa


   -- Energisa Solucoes S/A, instead of Cat-Leo Cise

   -- Energisa Comercializadora de Energia Ltda, instead of Cat-
      Leo Comercializadora de Energia Ltda.

   -- Energisa Servicos Aereos de Prospeccao S/A, instead of
      Cataguazes Servicos Aereos de Prospeccao Ltda.

Consolidated Net Income Up by 79.9%

Following the trend of positive results, Energisa reported
consolidated net income of BRL54.7 million (BRL0.26 per share)
in 1Q08, which represents an increase of 79.9% (BRL24.3 million)
over 1Q07.  The main factors responsible for this performance
were:

   -- the increase of BRL10.7 million (9.5%) in EBIT; and

   -- the highly successful plan to improve the capital               
      structure and debt profile, reflected in the decrease of
      45.9% (BRL22.1 million) in the consolidated net financial
      expenses.

The drop in Energisa Minas Gerais' net income was due to the
process of segregating electricity distribution and the holding
of equity interests, concluded in February 2007.  Energisa Minas
Gerais therefore no longer holds interests in other companies
and is now dedicated solely to distributing electricity in its
concession area.  In the first quarter last year (1Q07),
Energisa Minas Gerais recorded equity of BRL10.3 million in the
net income of its subsidiaries.  If this equity is disregarded,
the net income reported by Energisa Minas Gerais in 1Q08 would
be down by just 1.7% over 1Q07.

Tthe drop in Energisa Borborema's net income is due to the
higher volume of energy acquired in the market to meet the
demand of its retail consumers in 1Q08.  In this period the
tariffs charged by CCEE (Electricity Trading Chamber) rose
significantly, reducing the before tax income by BRL1.5 million.

The drop in Energisa Nova Friburgo's net income is due to non-
recurring regulatory effects related to electricity purchases,
recorded in 1Q07.  In 1Q07 revenue of BRL6.3 million was
recorded under energy purchases.

The Group's two largest companies, Energisa Paraiba and Energisa
Sergipe, reported net income growth of 97.9% and 66.4%
respectively.

Gross Operating Revenue Up by 5.5%

The electricity distributors account for 96% of the total
operating revenue recorded in 1Q08 (BRL612.2 million).  The 5.5%
increase (BRL31.7 million) in gross operating revenue in 1Q08 is
mainly due to:

   -- Increase of 8.1% in Energy Sales Revenue
      (BRL47.4 million);

   -- Higher retail sales: 7.7% (BRL45.2 million);

   -- Impact of 0.4% deriving from the tariff readjustments in
      2007 (BRL2.2 million);

   -- Decrease of 4.1% referring to the sale of UTE de  Juiz de
      Fora (BRL23.6 million); and

   -- Increase of 1.5% in TUSD Revenue and others  
      (BRL7.9 million).

In 1Q08 the controllable expenses (personnel except for social
security expenses and actuarial deficit, material and outsourced
services) amounted to BRL65.6 million, 7.7% (BRL4.7 million)
higher than in 1Q07.

The electricity expenses consisting of energy purchases,
Proinfa, electricity transmission charges and fuel for energy
production amounted to BRL186.4 million in 1Q08, an increase of
14.3% (BRL23.3 million) over the previous year.

The cost of electricity purchases was BRL163.5 million, an
increase of 22.4% (BRL29.9 million) over 1Q07.
This change can be explained by these factors:

   (i) 20.7% increase (BRL27.6 million) in the volume of
       electricity purchases for resale by the distributors, net
       of the PIS/Cofins credits.  Of this total,
       BRL12.6 million refers to the energy procured at CCEE;
       BRL15.0 million to the 5.2% increase in the average
       energy acquisition cost;

  (ii) decrease of 5.7% (BRL7.6 million) deriving from the sale
       of UTE de Juiz;

(iii) increase of 6.8% (BRL9.1 million) relating to the effect
       net of amortization and deferral of the Portion “A” – CVA
       costs of purchased energy;

  (iv) increase of 0.6% (BRL0.8 million) relating to the Proinfa
      costs, which are now part of the purchased energy costs.  

The charges on electricity transmission amounted to
BRL22.9 million, a decrease of 22.5% (BRL6.6 million) over 1Q07.  
This change was due to the:

   (i) decrease of 3.1% (BRL0.9 million) in the transmission and
       connection charges, net of PIS/Cofins credits;

  (ii) decrease of 3.7% (BRL1.1 million) deriving from the sale
       of UTE de Juiz;

(iii) decrease of 15.7% (BRL4.6 million) relating to the effect
       net of amortization and deferral of the Portion “A” costs
       – CVA.

Energisa reversed allowances for doubtful accounts and
contingencies to the consolidated amount of BRL5.2 million, as
compared to BRL2.2 million of such provisions recorded in 1Q07.

The EBIT amounted to BRL123.1 million in 1Q08, 9.5%
(BRL10.7 million) more than in 1Q07.  In turn, Adjusted EBITDA
amounted to BRL159.4 million, signifying an increase of 2.3%
(BRL3.6 million) over 1Q07.  However, the consolidated
unadjusted EBITDA rose by 8.8% (BRL11.8 million) in the quarter.  
The highest growth in Adjusted EBITDA among Energisa's
distributors was achieved by Energisa Paraíba, reporting 29.6%
(BRL16.2 million).

Net Financial Expenses Down by 45.9%

As a result of the process of optimizing their capital structure
and debt profile conducted by Energisa and its subsidiaries
throughout 2007, the net financial expenses fell by 45.9%
(BRL22.1 million) in 1Q08 as compared to the same quarter in
2007, from BRL48.1 million in 1Q07 to BRL26.0 million in the
quarter ended.  The greatest cuts to net financial expenses were
recorded by the subsidiaries Energisa Sergipe and Energisa
Paraiba.

Operating Performance of the Energisa Companies

In 1Q08 electricity sales to retail consumers in the concession
areas of Energisa's distributors amounted to 1,560.7 giga watt-
hours, an increase of 7.5% over 1Q07.  The residential and
commercial classes did best, which present the highest margins
of contribution to cash generation (EBITDA), with increases in
consumption of 7.7%, amounting to 555.2 giga watt-hour and 285.7
giga watt-hours respectively.  Consolidated industrial demand
rose by 7.8% to 334.6 giga watt-hours.  In turn, demand from
free consumers was 328.8 giga watt-hour in 1Q08, 8.1% lower than
the figure recorded in 1Q07.

Demand from free consumers in Energisa Sergipe's concession area
was due to the migration of a major consumer that was entitled
to connect directly to the high-voltage national grid. If this
consumer were not considered in Energisa Sergipe's sales in
1Q07, the drop in demand from free consumers would be 3.7%.  The
consolidated demand from the consumers served by Energisa Group
would accordingly rise by 1.0%.

Energy Losses

The initiatives combating energy losses achieved impressive
results in the quarter, including the 128 bps cut in energy
losses in Energisa Paraiba's concession area in the past twelve
months ended March 2008 as compared to the same period ended
March 2007.  It should also be noted that this distributor's
energy losses reached their lowest ever level of 19.18% (20.46%
in the twelve months ended 1Q07).  Management is also proud to
report the lowest ever levels of energy losses in the regions
served by Energisa Nova Friburgo and Energisa Borborema.  These
results reflect the investments made and management's constant
efforts to cut energy losses.  Energisa's consolidated losses
have consequently dropped by 66 bps in the past twelve months
ended March 2008 over the same period ended March 2007.  This
year Energisa Group has projected consolidated investment of
BRL41 million in the fight against energy losses.

Investments

In 1Q08 Energisa and its subsidiaries invested BRL61.5 million
as compared to BRL49.2 million in the same period of 2007.  This
investment was mainly made to expand its electricity
distribution grids and maintaining and improving the reliability
and quality of the services rendered to consumers.
BRL25.9 million or 42.1% of the amount invested in the quarter
was allocated to the “Light for All” program.

Shareholders' Equity

As of March 31, 2008, Energisa's share capital is BRL394,535
represented by 112,422 common shares and 98,623 preferred
shares, with no nominal value.  Irrespective of amendments to
the bylaws, the company may increase its share capital through
subscription to the limit of 600 million shares, where the Board
of Directors shall resolve the means, subscription terms and
payment terms of the shares and the features of the shares to be
issued and the issue price.  Energisa's corporate bylaws
determine the distribution of a mandatory dividend of 25% of the
net income for the year, adjusted as stipulated by article 202
of Law 6404/76.

The subsidiaries Energisa Minas Gerais, Energisa Nova Friburgo,
Energisa Sergipe, Energisa Paraíba, Energisa Borborema and
Energisa Solucoes have escrow deposits in their noncurrent
assets to the amount of BRL94,594 (BRL94,720 in December 2007),
for which no provisions for contingencies have been made as the
chances of success have been rated as possible or probable.  
This includes the amount of BRL73,225 (BRL71,412 in December
2007) relating to a deposit made by the subsidiary Energisa
Paraíba to guarantee execution of a labor claim.  This claim is
seeking payment of a productivity bonus and is in progress
before the Regional Labor Court of Region 13.  It was filed by
the Paraiba State Electricity Workers' Union.

Based on the opinion of its legal advisors, the Management of
the subsidiary rates its chances of success in the case as
“possible” and has not made a provision.  In March 2007, in a
decision upheld by the Superior Labor Court, the Regional Labor
Court of Paraiba accepted the appeal brought by the subsidiary
Energisa Paraíba to allow the offsetting of the amounts claimed
by the Union, as a productivity bonus, against the amounts
resulting from salary increases voluntarily awarded by the
subsidiary.  According to the expert calculations submitted to
the case records, this means there is no balance payable by the
subsidiary.  As this decision determined the expert calculations
be restated, determining the deposit is subject to this event,
which is expected to occur in the 2008 financial year.

Management holds the other provisions made are sufficient to
cover any losses arising from the proceedings in progress.  
Based on the opinion of its legal advisors, provisions have been
made for all judicial proceedings for which the chance of
success has been rated as remote for the subsidiaries.  Labor,
civil and tax claims in progress also exist to the total amount
of BRL160,434 (BRL159,844 as of Dec. 31, 2007), where the chance
of success has been estimated as possible, meaning no provision
was required.

                         About Energisa

Energisa SA -- http://www.energisa.com.br/-- is a holding
company that controls the electric energy distributors Sociedade
Anonima de Eletrificacao da Paraiba (Saelpa), Empresa Energetica
de Sergipe (Energipe), Companhia Forca e Luz Cataguazes-
Leopoldina, Companhia Energetica da Borborema, and Companhia de
Eletricidade de Nova Friburgo.  The group serves approximately
two million clients and has distributed 7,278 gigawatt hours in
2007 in the states of Paraiba, Sergipe, Minas Gerais, and Rio de
Janeiro.  The group's energy generation installed capacity is
insignificant.  The group's controlling shareholder is the
Botelho family.

As reported in the Troubled Company Reporter-Latin America on
June 27, 2008, Standard & Poor's Ratings Services assigned its
'BB-' corporate credit rating to the Brazilian electric utility
holding company Energisa S.A.  S&P said the outlook is stable.
     
As reported in the Troubled Company Reporter-Latin America on
Feb. 26, 2008, Moody's Investors Service assigned a Ba3 rating
to the existing 7-year US$250 million Notes Units jointly issued
by Empresa Energetica de Sergipe aka. Energipe (US$162.5
million) and Sociedade Anonima de Eletrificacao da Paraiba aka.
Saelpa (US$87.5 million) and guaranteed by Energisa S.A.  In
addition, Moody's affirmed the Ba3 local currency corporate
family and A3.br Brazil National Scale corporate family ratings
for Energisa SA.  Moody's said the rating outlook is stable.

As reported in the Troubled Company Reporter-Latin America on
Feb. 11, 2008, Fitch Ratings assigned a Local Currency Issuer
Default Rating and Foreign Currency IDR of 'BB-' to Brazil's
Energisa S.A. and its subsidiaries:

   -- Empresa Energetica de Sergipe S.A. (Energipe);
   -- Sociedade Anonima de Eletrificacao da Paraiba (Saelpa);
   -- Companhia Forca e Luz Cataguazes-Leopoldina.

Fitch said the outlook for all corporate ratings is stable.


FORD MOTOR: Edward Altman's Z-score Model Predicts Bankruptcy
-------------------------------------------------------------
Edward Altman, a finance professor at New York University's
Stern School of Business, sees a 46% chance that General Motors
Corp. and Ford Motor Co. will default within five years,
Bloomberg News' Greg Miles and Caroline Salas report.
Mr. Altman, in 2005, had said GM had a 47 percent chance of
default within five years.

Mr. Altman, who created the Z-score mathematical formula that
measures bankruptcy risk, said in an interview with Bloomberg
Television that his model shows that these companies are “on the
verge of bankruptcy”.  Basing on the companies' finances at the
end of the first quarter, the Z-scores for GM and Ford give both
a bond rating equivalent to a CCC ranking, he said, according to
the report.  

“Both are in very serious shape and the markets reflect that,”
Mr. Altman said.  GM, though, is in slightly worse condition
than Ford, according to him.  Ford has said it had access to
US$40.6 billion in funds as of March 31, including credit lines,
the report noted.

According to the report, Mr. Altman said he “would not put money
with GM right now because the downside is so great relative to
the upside, relative to the yield.”

“Your downside is probably 60 percent on the debt.  The risk
reward ratio is pretty poor,” Mr. Altman said referring to GM.  
The report noted that GM posted a US$38.7 billion loss in 2007,
the biggest in its 100-year history, and hasn't posted a profit
since 2004.  

GM is fending off rumors that it could file for bankruptcy.  GM
Chief Executive Officer Rick Wagoner has assured that the
company has the ability to raise cash.  

                      About General Motors

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

                      About Ford Motor Co.

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

The company has operations in Japan in the Asia Pacific region.  
In Europe, the company maintains a presence in Sweden, and the
United Kingdom.  The company also distributes its brands in
various Latin-American regions.  It has a subsidiary in Brazil,
Ford Motor Company Brasil Ltda.

                           *   *   *

As reported in the Troubled Company Reporter-Latin America on
June 24, 2008, Standard & Poor's Ratings Services on Friday said
it is placing its corporate credit ratings on the three U.S.
automakers, General Motors Corp., Ford Motor Co., and Chrysler
LLC, on CreditWatch with negative implications, citing the need
to evaluate the  financial damage being inflicted by
deteriorating U.S. industry conditions -- largely as a result of
high gasoline prices.

At the same time, TCR-LA reported that Moody's Investors Service
affirmed the B3 Corporate Family Rating and Probability of
Default Rating of Ford Motor Company, but changed the rating
outlook to negative from stable.  The company's Speculative
Grade Liquidity rating remains SGL-1.  The rating outlook for
Ford Credit has also been changed to negative from stable,
reflecting parent level concerns and deteriorating asset
quality.  The negative outlook for Ford reflects the
increasingly challenging environment faced by its and the other
domestic auto manufacturers as the outlook for US vehicle demand
falls, and as high fuel costs drive US consumers away from light
trucks and SUVs and toward more fuel efficient vehicles.


GENERAL MOTOR: Edward Altman's Z-score Model Predicts Bankruptcy
----------------------------------------------------------------
Edward Altman, a finance professor at New York University's
Stern School of Business, sees a 46% chance that General Motors
Corp. and Ford Motor Co. will default within five years,
Bloomberg News' Greg Miles and Caroline Salas report.
Mr. Altman, in 2005, had said GM had a 47 percent chance of
default within five years.

Mr. Altman, who created the Z-score mathematical formula that
measures bankruptcy risk, said in an interview with Bloomberg
Television that his model shows that these companies are “on the
verge of bankruptcy”.  Basing on the companies' finances at the
end of the first quarter, the Z-scores for GM and Ford give both
a bond rating equivalent to a CCC ranking, he said, according to
the report.  

“Both are in very serious shape and the markets reflect that,”
Mr. Altman said.  GM, though, is in slightly worse condition
than Ford, according to him.  Ford has said it had access to
$40.6 billion in funds as of March 31, including credit lines,
the report noted.

According to the report, Mr. Altman said he “would not put money
with GM right now because the downside is so great relative to
the upside, relative to the yield.”

“Your downside is probably 60 percent on the debt.  The risk
reward ratio is pretty poor,” Mr. Altman said referring to GM.  
The report noted that GM posted a US$38.7 billion loss in 2007,
the biggest in its 100-year history, and hasn't posted a profit
since 2004.  

GM is fending off rumors that it could file for bankruptcy.  GM
Chief Executive Officer Rick Wagoner has assured that the
company has the ability to raise cash.  

                      About Ford Motor Co.

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

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

                      About General Motors

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

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

                       *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 18, 2008, Standard & Poor's Ratings Services said that its
'B' corporate credit and senior unsecured debt ratings and 'BB-'
senior secured debt rating on General Motors Corp. remain on
CreditWatch with negative implications, where they were placed
June 20, 2008.  The update follows GM's announcement of a series
of cost reductions and other initiatives aimed at saving
US$10 billion in cash from operations by the end of 2009.  GM
also announced plans to obtain US$4 billion to US$7 billion in
cash from capital market transactions and asset sales.

The TCR-AP reported on July 17, 2008, that Moody's Investors
Service reviewed the ratings of General Motors Corporation for
possible downgrade.  Ratings under review include its B3
Corporate Family Rating, B3 Probability of Default Rating, Ba3
rating for secured debt, and Caa1 rating for senior unsecured
debt.


JBS SA: Will Finance 4,000 Brazilian Feedlots to Boost Supply
-------------------------------------------------------------
JBS SA is planning to fund about 4,000 Brazilian cattle
producers to help them fatten calves faster in feedlots after
low supplies and reduced prices, Carlos Caminada and Flavia Lima
of Bloomberg News report.

The company would lend BRL100 million in the first year, Jose
Geraldo Dontal, the head of a new JBS finance unit, disclosed.  
Mr. Dontal said that the company intended to have US$222 million
or BRL350 million in outstanding loans by 2011, adding that the
loans would finance investments in feedlots, Bloomberg relates.

Cattle prices in Brazil rose 80% for the past two years after
heifers were slaughtered that the number of calves sent to
abattoirs diminished.  Loans from JBS would speed up the renewal
of supplies because calves grow to butcher weight four times
faster in feedlots than by grazing in fields, Bloomberg states,
citing Mr. Dontal as saying.

JBS would aim its biggest cattle suppliers, which account for
about 80% of its needs.  The producers, which having hard time
getting loans from banks, would be able to repay the debt with
cattle, Dontal said, as cited by Bloomberg.

JBS has anticipated about 60% of its cattle suppliers to avail
feedlots in two years, up from about 40% today, Bloomberg adds.

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

                         *     *     *

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


MARFRIG FRIGORIFICOS: Acquires Beef Jerky Biz From ConAgra Foods
----------------------------------------------------------------
Marfrig Frigorificos e Comercio de Alimentos S.A. has acquired
the Pemmican beef jerky brand and related production equipment
from ConAgra Foods, Inc., through its subsidiary Mirab USA Inc.,
for US$25 million in cash.

Marfrig and ConAgra Foods have also entered into a sales and
distribution agreement for the five years up to July 20, 2013,
under which ConAgra Foods will sell and distribute the Pemmican
brand beef jerky for Marfrig within its existing Consumer
Products Division.  Marfrig will also co-pack “Slim Jim” beef
jerky for ConAgra Foods pursuant to a co-pack agreement between
ConAgra Foods and Mirab USA.  This agreement does not include
the “Slim Jim” beef stick business.

Marfrig has diversified sources to produce beef jerky from its
units in Brazil, Argentina and Uruguay with a combined capacity
of 27 tons per day and a packaging facility in Mirab USA.

                       History of the brand

Though the Pemmican brand has been around for only 35 years, its
tradition goes back a few hundred.  The word “pemmican” is
Native American in origin and was used to describe a high-
protein food source made from dried meat and berries.

Because it was highly nutritious, spoil-resistant, and good for
traveling, it was ideal food for their way of life and it became
one of the most important survival tools of the early American
frontier.  Pemmican continues to be a favorite among everyday
explorers, whether the exploration takes you only as far as
across the city or around the world.

“The acquisition of the Pemmican brand strengthens Marfrig's
participation in the branded meat snacks market,” says Marfrig's
Investor Relations Officer, Ricardo Florence.  “In addition, the
transaction will provide to the Group a wealthy partnership with
ConAgra Foods in the United States, enhancing the group's
investment in food distribution, reaching its final clients with
a well-known and traditional brand.”

“As one of the world's largest producers of beef, Marfrig can
leverage its capabilities to produce Pemmican more efficiently,
while also investing more heavily in innovation and marketing,”
said ConAgra Foods president for Consumer Foods Snacks, Paul
Lapadat.  “We remain committed to our snacks business, and will
be focusing our energies moving forward on our core snacks
portfolio, which includes Slim Jim and our popcorn and seeds
products.”

Headquartered in Sao Paulo, Brazil, Marfrig Frigorificos e
Comercio de Alimentos S.A. (Bovespa's Novo Mercado: MRFG3) --
http://www.marfrig.com.br/ir-- is one of the largest beef     
processing companies in Brazil.  With processing plants in
Brazil, Argentina, Uruguay and Chile, Marfrig processes,
prepares packages and delivers fresh, chilled and processed beef
products to customers in Brazil and abroad, with approximately
50% of its sales derived from exports.  Along with its beef
products, the company also delivers additional food products
that it imports or acquires in the local market.

                         *     *      *

As reported in the Troubled Company Reporter-Latin America on
June 27, 2008, Moody's Investors Service has placed Marfrig
Frigorificos e Comercio de Alimentos S.A.'s B1 ratings on review
for possible downgrade, following the company's announcement
that it has signed a definitive agreement to acquire OSI Group's
businesses in Brazil and in several European countries for a
total initial consideration of US$680 million (approximately
BRL1.1 billion).

TCR-Latin America reported on Dec. 19, 2007, Standard & Poor's
Ratings Services has revised the outlook on Brazil-based meat
processing company Marfrig Frigorificos e Comercio de Alimentos
S.A. to negative from stable.  At the same time, S&P affirmed
its 'B+' corporate credit rating on the company and its US$375
million notes due 2016.  Pro forma fiscal 2007, S&P expects the
company to report about US$800 million of total debt.


SPECTRUM BRANDS: Moody's Confirms Caa1 Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has confirmed Spectrum Brand's Caa1
corporate family rating, but downgraded its probability of
default rating and revised its rating outlook to negative
following the recent announcement that the company was unable to
obtain the consent of its senior lenders to complete the
proposed sale of its pet division to Salton, Inc.  At the same
time, the senior secured credit facility rating was upgraded to
B1 from B2 and the senior subordinated notes rating was
confirmed at Caa3.  These rating actions conclude a review for
possible downgrade initiated on May 22, 2008.

In 2006, Spectrum initiated an asset sale strategy aimed at
improving the company's capital structure and profitability.
“The downgrade in the probability of default rating and change
in the rating outlook to negative principally reflects Moody's
belief that Spectrum's inability to sell either the Home &
Garden business or the Pet business increases the probability of
a default as its financial covenants continue to step down,”
said Kevin Cassidy, Senior Credit Officer at Moody's Investors
Service.  The negative outlook also reflects Moody's view that
ultimate recovery in a possible debt restructuring, which is
considered above average now, could diminish over time if the
company's operating performance deteriorates due to the
continuing weakness in consumer spending.

Spectrum's Caa1 corporate family rating is driven by its very
high leverage at almost 10x (adjusted debt/EBITDA), weak
interest coverage of a little over 1x (EBITA/interest), and
limited financial flexibility.  The rating also reflects high
raw material costs, exposure to volatile zinc and nickel prices,
competition from well capitalized companies across most business
lines, and the weather dependency of the home and garden
business.  The rating is supported by Spectrum's portfolio of
recognized brands, strong market positions in many product
categories, long-standing relationships with key retailers, an
improved cost structure following restructuring efforts that
were implemented in 2006, and continued favorable trends in
Latin America and the pet supply, battery and personal care
businesses.

The B1 rating of the senior secured credit facility reflects a
Caa2 PDR and a 13% LGD point estimate and the Caa3 rating of the
senior subordinated notes reflects a Caa2 PDR and 62% LGD point
estimate.  Despite a one notch downgrade of the PDR, the senior
secured credit facility was upgraded by one notch to B1 and the
senior subordinated notes were confirmed at Caa3 due to Moody's
expectation of a higher than average recovery in a possible
default scenario.

The following ratings were confirmed/assessments revised:

Corporate family rating at Caa1;

-- US$700 million 7.375% senior subordinated bonds due 2015 at
   Caa3 (LGD4, 62% from LGD5, 83%);

-- US$350 million variable rate toggle senior subordinated notes  
   due 2013 at Caa3 (LGD4, 62% from LGD5, 83%);

The following rating was upgraded/assessment revised:

-- US$1.55 billion senior secured credit facility due 2013 to B1
   (LGD 2, 13%) from B2 (LGD2, 29%);

The following rating was downgraded:

-- Probability-of-default rating to Caa2 from Caa1

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.


TELE NORTE: Provides Details of Tender Offer Results
----------------------------------------------------
Tele Norte Leste Participacoes S.A., Telemar Norte Leste S.A.,
and Coari Participacoes S.A. reported that, in the auctions of
the Voluntary Tender Offers for the preferred shares of Brasil
Telecom S.A. (BrTO) and Brasil Telecom Participacoes S.A. (BrTP)
held at the electronic trading system of the Bolsa de Valores de
Sao Paulo S.A., the subsidiaries of the companies, Copart 1
Participacoes S.A., and Copart 2 Participacoes S.A., acquired
20,826,442 preferred shares of BrTP and 13,366,365 preferred
shares of BrTO, respectively, which represent approximately
9.06% and 7.56% of the outstanding preferred shares of BrTP and
BrTO, respectively.  The prices per share of the Tender Offers
were BRL23.42 per preferred share of BrTO and BRL30.47 per
preferred share of BrTP.

As reported in the Troubled Company Reporter-Latin America on
July 24, 2008, Tele Norte purchased preferential shares in BrTP
for BRL947 million as part of its takeover of the telecom,
Reuters reports.  

As a result of the purchases made through the Tender Offers, the
companies now hold, indirectly, 58,956,565 preferred shares of
BrTO and 76,645,842 preferred shares of BrTP, which represent
18.9% of the preferred shares and 10.5% of the capital stock of
BrTO and 33.3% of the preferred shares and 21.1% of the capital
stock of BrTP, respectively.  The total amount paid for BrTO
preferred shares was BRL313,040,268.30 and the total amount
paid for BrTP preferred shares was BRL634,581,687.74.

The companies announce that the number of preferred shares of
BrTP and preferred shares of BrTO tendered in the auctions was
130,220,890 and 73,477,445, respectively.  Because (1) the
number of preferred shares of BrTP exceeded 20,826,442 preferred
shares, the maximum number of shares COPART 1 had undertaken to
acquire, a proration factor was applied in this auction, and (2)
the number of preferred shares of BrTO exceeded 13,366,365
preferred shares, the maximum number of shares COPART 2 had
undertaken to acquire, a proration factor was applied in this
auction.  The proration factors are stated below:


Negotiation   Maximum Number of     Number of Shares  Proration
    Code      Shares to be Acquired      Tendered        Factor
-----------  ---------------------  ----------------  ---------
    BRTP4L          20,826,442          130,220,890     0.159932
    BRTO4L          13,366,365          73,477,445      0.181911

The companies announce that (1) the number of ADSs of Brasil
Telecom Holding tendered by the ADS holders in the BRTP Auction
was 15,755,054 (representing 78,775,270 preferred shares of
Brasil Telecom Holding) and the number of ADSs effectively
purchased by COPART 1 was approximately 2,519,737, and the
number of ADSs of Brasil Telecom tendered by the ADS holders in
the BRTO Auction was approximately 7,659,459 (representing
22,978,377 preferred shares of Brasil Telecom) and the number of
ADSs effectively purchased by COPART 2 was approximately
1,393,339.

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

                        *     *     *

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


UAL CORP: Posts US$2.7 Billion Net Loss in Second Quarter 2008
--------------------------------------------------------------
Driven by a US$773 million increase in consolidated fuel
expense, UAL Corporation, the holding company whose primary
subsidiary is United Airlines Inc., reported a net loss of
US$2.7 billion, or US$151 million, excluding certain largely
non-cash accounting charges.  For the second quarter ended
June 30, 2008, the company:

  -- reported basic and diluted loss per share of US$1.19
     excluding certain largely non-cash accounting charges.
     United's reported GAAP loss per share was US$21.47;

  -- recorded US$2.6 billion of previously announced accounting
     charges, including a US$2.3 billion non-cash special charge
     for goodwill impairment;

  -- continued its focus on controlling costs, with mainline
     cost per available seat mile (CASM), excluding fuel and
     the above mentioned accounting charges, up 2.6% versus
     the same period in 2007. Mainline CASM for the quarter was
     up 85.5% versus the second quarter of 2007, reflecting a
     55.4% increase in mainline fuel price per gallon and the
     significant accounting charges;

  -- strengthened its cash position by raising US$90 million
     through new financings, asset sales and freeing up
     US$130 million in restricted cash.  In addition, the
     company expects to raise US$330 million in cash in the
     third quarter through aircraft financings and the release
     of restricted cash, resulting in a total cash balance
     improvement of approximately US$550 million;

  -- announced further capacity cuts and the retirement of the
     entire B737 fleet as well as six B747s.  In total, United
     will retire 100 aircraft and will reduce fourth-quarter
     mainline domestic capacity 15.5% to 16.5% year-over-year.
     In conjunction with the capacity reductions, the company
     expects to reduce its workforce by approximately 7,000 by
     year-end 2009; and

  -- announced an alliance partnership with Continental
     Airlines, a partnership that will create the most
     comprehensive domestic system by linking networks as well
     as creating potential for cost savings and operational
     efficiencies, while simultaneously benefiting customers.

                  Quarterly Net Loss Driven By
                     Record High Fuel Costs

The company's financial results in the second quarter of 2008
were impacted by previously disclosed largely non-cash
accounting charges that, coupled with a US$773 million or 54.1%
increase in consolidated fuel expense, caused the company's net,
pre-tax and operating results to be significantly lower year-
over-year.  The accounting charges include:

  -- a non-cash special charge of US$2.3 billion for goodwill
     impairment;

  -- non-cash special charges of US$194 million relating to the
     impairment of B737 aircraft that are being retired from
     the company's operating fleet, aircraft pre-delivery
     deposits and certain indefinite-lived intangible assets
     other than goodwill net of a related tax benefit of
     US$29 million;

  -- severance charges of US$82 million related to the staffing
     reductions that will result from the capacity reductions
     the company has announced.  Cash payments related to
     severance will be incurred over time as we implement the
     company's capacity reduction plans;

  -- other largely non-cash charges of US$54 million related to
     certain projects that have been terminated or deferred
     and a non-cash adjustment to increase certain employee
     benefit obligations; and

  -- a US$29 million cash gain from a litigation settlement.

Despite continued unit revenue growth, and better cost
performance compared to its prior guidance, these gains were
insufficient to offset the more than 55 percent increase in
average fuel price per gallon.

“Our industry is challenged as never before by the unrelenting
price of oil, and United is taking aggressive action to offset
unprecedented fuel costs and to strengthen the competitiveness
of our business,” said Glenn Tilton, United president, chairman
and CEO.  “The elimination of our entire B737 fleet and our
alliance with Continental are examples of the different approach
we are taking to respond to dramatically changed market
conditions to deliver better results for all our stakeholders."

                 Additional Actions to Address
                    Unprecedented Fuel Costs

While the price of jet fuel has steadily increased over the last
few years, the rise in 2008 has been unprecedented, with fuel
increasing by more than 37% since the beginning of the year.  
United is executing an aggressive plan to address the
skyrocketing cost of fuel by:

  -- sizing the business appropriately for the environment,
     leading the industry in permanently reducing capacity.
     United is removing 94 narrowbody aircraft and 6 widebody
     aircraft from its operations, retiring its entire fleet
     of B737s in the process;

  -- using its capacity discipline to pass higher commodity
     costs to customers through fare and fuel surcharge
     initiatives;

  -- creating new revenue streams by charging for a la carte
     service, such as checked bags;

  -- reducing costs across the business; and

  -- reducing capital expenditures.

           US$550 Million Raised From New Transactions

During the quarter, the company raised US$90 million through new
aircraft financing transactions and assets sales and freed up
US$130 million in restricted cash by replacing it with a
US$100 million letter of credit.

In addition, early in the third quarter, the company received
funds from a US$241 million aircraft financing transaction
whereby it raised additional debt.  The company freed up another
US$50 million of restricted cash by replacing it with letters of
credit worth US$34 million.  The company also reached agreements
in principle for the sale of assets worth approximately
US$40 million.

As a result of all these actions, the company raised
approximately US$550 million in cash.

Despite escalating fuel prices, the company generated positive
operating and free cash flow during the quarter.  The company
realized US$217 million of operating cash flow and
US$127 million of free cash flow, defined as operating cash flow
less capital expenditures, during the second quarter.

The company reduced total on and off balance sheet debt by
US$292 million in the quarter to US$11.1 billion, despite
entering into new debt financing.  The company ended the quarter
with an unrestricted cash balance of US$2.9 billion and a
restricted cash balance of US$655 million. The company's
quarter-end cash balance does not include any cash deposits
associated with collateral from its fuel hedge counterparties.

In addition to its strong cash balance, and subsequent to the
financings and asset sales previously discussed, the company
continues to have over US$3 billion in unencumbered hard assets
that it can use to further enhance liquidity through asset sales
and/or secured financing transactions.

“We continue to take the difficult, but necessary action across
the company to reduce our costs, including reducing our
workforce by more than 7,000 people,” said Jake Brace, United
executive vice president and CFO.  “We are maintaining our cost
guidance for the year even as we dramatically reduce capacity,
and are improving our liquidity, ensuring United is well
positioned to weather the current environment.”

            Capacity Discipline Drives Revenue Growth

The company's focus on capacity discipline and strong revenue
management drove continued revenue growth.  Total revenues
increased by 3.0% in the second quarter of 2008 compared to the
same period in 2007, as growth in passenger unit revenue and
cargo more than offset the year-over-year reduction in capacity.  
The company's mainline RASM increased by 5.1% year-over-year
from the second quarter of 2007 due to strong passenger and
cargo yield performance partially offset by lower passenger load
factors.

The company's cargo business continued its strong performance
with a 30.9% year-over-year increase in revenue.  Higher fuel
surcharges, foreign exchange gains and strong yield improvements
contributed to the cargo revenue increase.

Total passenger revenues increased by 2.6% in the second quarter
compared to the prior year as a result of a 7.7% gain in
consolidated yield, more than offsetting the 3 point decline in
system load factor. Mainline domestic PRASM for the quarter
increased by 5.9%, aided by a 4.8% reduction in capacity.
International PRASM grew 3.2% in the second quarter compared to
the same period last year, despite a 3.7% increase in
international capacity year-over-year. Consolidated PRASM
increased 3.9% year-over-year.

The company's change to deferred revenue accounting for the
Mileage Plus program, from the previous incremental cost method,
decreased consolidated passenger revenue by approximately
US$42 million in the second quarter of 2008.  The change to the
expiration period for Mileage Plus accounts without activity
from 36 to 18 months, which the company instituted in January
2007, did not impact the company's revenue results in the second
quarter of 2008, as it did in the second quarter of 2007.

In the second quarter of 2007 deferred revenue accounting
increased consolidated passenger revenue by a net US$1 million,
including US$47 million of non-cash revenue recognized from the
expiration policy change.  In total, these Mileage Plus
accounting changes resulted in a net year-over-year decrease in
consolidated passenger revenues of US$43 million for the second
quarter of 2008 compared to the same period in 2007.

As the company no longer follows the incremental cost method of
accounting, differences between the two accounting methods are
calculated using the company's best estimate of the incremental
cost method.  Excluding Mileage Plus accounting impacts,
consolidated PRASM increased 4.9% year-over-year.

Regional affiliate PRASM was up 0.3 percent compared to last
year, with a 6.6% increase in yield and a 1.1% capacity decline.
Load factor for regional affiliates decreased 4.7 points in the
second quarter of 2008 compared to the second quarter of 2007,
while stage length for regional affiliates was up 5.3% for the
same period.

            Focus On Improving Operating Performance

“Our focus and our energy are all about generating a step change
in our performance,” said John Tague, executive vice president
and COO.  “We've set the targets, put the right leaders in
place, and we're executing against our plan with a clear
understanding of what we need to achieve, how we need to do it,
and that we are ultimately accountable for that outcome.”

                Continued Focus on Cost Control

Mainline CASM increased by 85.5% year-over-year to 20.39 cents
reflecting the large special charge and other largely non-cash
accounting charges that the company took in the second quarter,
as well as the steep increase in fuel expense.  Second quarter
mainline CASM, excluding these charges and fuel, increased by
2.6% from the year-ago quarter to 7.80 cents, better than the
company's guidance due to lower than expected maintenance costs
and airport rent costs.  This result demonstrates United's
continued focus on controlling non-fuel costs.

The company has classified the majority of its various fuel
hedging positions as economic hedges for accounting purposes.  
The company recorded a net gain of US$238 million on hedge
contracts in the second quarter -- a realized gain of
US$30 million relating to the current quarter and an unrealized
gain of US$208 million relating to contracts settling in future
periods.  The cash benefit of hedging during the quarter was
US$51 million. These gains were recorded in mainline aircraft
fuel expense and resulted in lower fuel expense, than would
otherwise be the case, for the second quarter.

                     About UAL Corporation

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

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

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

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

                        *     *     *

The Troubled Company Reporter-Latin America said on June 3,
2008, that Fitch Ratings revised the Rating Outlook for UAL
Corp. and its principal operating subsidiary United Airlines,
Inc. to Negative from Stable.  Debt ratings for both entities
have been affirmed as: UAL & United Issuer Default Ratings at
'B-'; United's secured bank credit facility (Term Loan and
Revolving Credit Facility) at 'BB-/RR1'; and Senior unsecured
rating for United at 'CCC/RR6'.

The TCR-LA said on July 22, 2008, that Moody's Investors Service
lowered the Corporate Family and Probability of Default ratings
of UAL Corp. (United) to Caa1 from B2, the secured bank debt
rating to B3 from B1 and certain tranches of the Enhanced
Equipment Trust Certificates (EETC) of United Airlines, Inc.
(United Airlines).  Moody's affirmed the SGL-3 Speculative Grade
Liquidity Assessment.  Moody's said the rating outlook is
negative.


UAL CORP: Demands Payment of US$4.5 Mil. Damages Under T8 Lease
---------------------------------------------------------------
Pursuant to the findings of fact and conclusions of law issued
by the U.S. District Court for the Northern District of
Illinois, United Airlines, Inc., contended that the District
Court incorrectly ruled that it is not entitled to damages.

Judge Eugene R. Wedoff of the U.S. Bankruptcy Court for the
Northern District of Illinois granted United Air's request for
the Court to reconsider its June 19, 2007, ruling that United
does not have a contractual right under a T8 Lease to operate
Turbo-Prop aircraft from Terminal 8.

Judge Wedoff declared that United Airlines' Motion to stay the
June 19 Order is moot, due to the Court's issuance of a
temporary injunction in favor of United on May 31, 2008.

Micah E. Marcus, Esq., at Kirkland & Ellis LLP, in Chicago,
Illinois, asserted that United Airlines' damages aggregate
US$4,500,000, the amount of rent the airline paid to the city of
Los Angeles and Los Angeles World Airports, for use of a remote
terminal facility at LAX -- from the time that United Airlines
first sought to reject a remote facility lease in November 2005
until August 2007, the expiration of the Remote Facility Lease.

The Remote Facility Lease Payments, if returned to United
Airlines, will in no way constitute a windfall to United, but
will simply put United in the position it would have been in had
the City not breached the T8 Lease, Mr. Marcus explained.  
Moreover, United Airlines' out-of-pocket rental payments for the
Remote Facility Lease can be equated to a party's reasonable
attempt to mitigate damages, in this case, United Airlines
securing protection in the event of a sudden and forced return
to the Remote Facility, he pointed out.  

Thus, United Airlines asked the Court to (i) approve its
rejection of the Remote Facility Lease, nunc pro tunc to
Nov. 30, 2005, and (ii) require the City repayment of any and
all rents paid by United Airlines under the Remote Facility
Lease after the effective date of the rejection.

                  City Should Not be Penalized

As United Airlines' making of the payments was to preserve its
ability to use the Remote Facility, the costs that the airline
incurred are its own responsibility, the City asserted.  The
City should not now be penalized by granting United a windfall
from the City's pockets, Ann E. Pille, Esq., at Reed Smith, LLP,
in Chicago, Illinois, reiterated.

Furthermore, United Airlines' refusal to reject the Remote
Facility Lease led to the City's inability to re-let the
facility to other airlines, and forgo rent payments from another
potential tenant.  If the City is to return the payments, it
would result in substantial harm to the City, Ms. Pille stated.  

Because the Remote Facility Lease is expired, United Airlines no
longer has the statutory or jurisdictional power pursuant to
Section 365 of the Bankruptcy Code to reject it, retroactively
or otherwise.  Moreover, the Court only permitted United
Airlines to assume or reject the Remote Facility Lease, thus,
the airline is estopped from seeking to reject the Remote
Facility Lease retroactively, the City concluded.

             United Airlines Blames City for Delay

United Airlines reiterated that the City is entirely to blame
for the delay in the rejection of the Remote Facility Lease
since if it was not for the City's breach of the T-8 Lease,
United Airlines would not have conditionally withdrawn its
notice of rejection in January 2006.  There is even no windfall
on United Airlines' part as the money rightfully belongs to the
airline, and the City should not benefit from its conduct of
breaching contracts and causing the delay of United Airlines'
rejection of the Remote Facility Lease, Mr. Marcus argued.

Procedurally, Mr. Marcus pointed out, the Retroactive Rejection
is with merit as United Airlines sought the rejection of the
Remote Facility Lease long before it expired, making the request
timely.  Mr. Marcus explained that the very purpose behind the
allowance of retroactive rejection is that it acts as a stimulus
to all parties to cooperate in getting the motion to reject
heard and determined at the earliest practicable date.  As
United has done everything in its power to have its motion
resolved on the merits, United Airlines' retroactive rejection
of the Remote Facility Lease should be approved by the Court, he
added.

                     About UAL Corporation

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

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

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

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

                        *     *     *

The Troubled Company Reporter-Latin America said on June 3,
2008, that Fitch Ratings revised the Rating Outlook for UAL
Corp. and its principal operating subsidiary United Airlines,
Inc. to Negative from Stable.  Debt ratings for both entities
have been affirmed as: UAL & United Issuer Default Ratings at
'B-'; United's secured bank credit facility (Term Loan and
Revolving Credit Facility) at 'BB-/RR1'; and Senior unsecured
rating for United at 'CCC/RR6'.

The TCR-LA said on July 22, 2008, that Moody's Investors Service
lowered the Corporate Family and Probability of Default ratings
of UAL Corp. (United) to Caa1 from B2, the secured bank debt
rating to B3 from B1 and certain tranches of the Enhanced
Equipment Trust Certificates (EETC) of United Airlines, Inc.
(United Airlines).  Moody's affirmed the SGL-3 Speculative Grade
Liquidity Assessment.  Moody's said the rating outlook is
negative.


UAL CORP: Deloitte Audits Statements on Four Incentive Plans
------------------------------------------------------------
Deloitte & Touche LLP reported that it audited the statements of
net assets available for benefits of United Airlines, Inc.'s (i)
Ground Employee 401(k) Plan, (ii) Management and Administrative
401(k) Plan (iii) Flight Attendant 401(k) Plan, and (iv) Pilot
Directed Account Plan.

The Ground Employee Plan covers all employees represented by the
Aircraft Mechanics and Fraternal Association and the
International Association of Machinists and Aerospace Workers.  
AMFA shares are distributed into (i) 85%, which is allocated
based on that employee's Considered Earnings, excluding
overtime, for the period from May 1, 2003, through Dec. 31,
2005, in proportion to the total of all employees, and (ii) 15%,
which is distributed according to a similar ratio based on
Considered Earnings, excluding overtime, for the period Jan. 1,
2005, through Dec. 31, 2005.  IAM shares are distributed based
on each eligible employee's Considered Earnings for the period
from May 1, 2003 through Dec. 31, 2005, in proportion to the
total for all IAM-represented employees for the period.  Under
the Plan, equity distributions occurred on April 27, 2007, for  
US$9,325,378 and on Nov. 8, 2007 for US$127,549

The Management and Administrative Plan covers all employees who
are classified as management employees, officers,
administrative, employees, meteorologists, test pilots,
maintenance instructors, engineers and flight dispatchers.  
Effective Dec. 31, 2007, the Mileage Plus Inc. Investment Plan
was merged with and into the Plan pursuant to an amendment
adopted by United Airlines' Retirement and Welfare
Administration Committee.  Only Management and Administrative
employees hired as of Dec. 31, 2005, are eligible for the equity
distribution.  Under the Plan, equity distributions were made on
April 27, 2007, for US$3,649,693, and on Nov. 8, 2007, for
US$120,496.

The Flight Attendant Plan includes flight attendants represented
by the Association of Flight Attendants - CWA.  Pursuant to
United Airlines' Plan of Reorganization, Flight attendant shares
were allocated in two groups.  One-third of the shares were
distributed on a per capita basis and the remaining two-thirds
were distributed based on each eligible employee's Considered
Earnings for the period May 1, 2003, through Dec. 30, 2005, in
proportion to the total for all flight attendants for the
period.  Under the Plan, an equity distribution was made on
April 27, 2007, for US$3,490,003, and on Nov. 8, for
US$1,140,701.

The Pilot Directed Plan covers all employees of United Airlines
who are represented by the Air Line Pilots Association,
International.  For eligible pilots, approximately 5% of the
ALPA shares were allocated to pilots on furlough status with the
remainder allocated to active pilots on a seniority-based
formula.  An equity distribution of US$184,272 occurred on
April 27, 2007, related to the 2006 Plan year and additional
distributions occurred on Nov. 8, 2007, for US$9,109,389.  Some
pilots opted to have United Airlines sell their claim to these
shares in advance of the airline's emergence from bankruptcy.  
The cash proceeds from this sale were distributed in the same
manner as the shares distribution which included contributions
to the Plan.

Full-text copies of the audited statements are available for
free at the SEC:

  * Ground Employee Plan, at:
    http://ResearchArchives.com/t/s?2fe5

  * Management and Administrative Plan, at:
    http://ResearchArchives.com/t/s?2fe6

  * Flight Attendant Plan, at:
    http://ResearchArchives.com/t/s?2fe7

  * Pilot Directed Account Plan, at:
    http://ResearchArchives.com/t/s?2fe8

                     About UAL Corporation

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

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

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

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

                        *     *     *

The Troubled Company Reporter-Latin America said on June 3,
2008, that Fitch Ratings revised the Rating Outlook for UAL
Corp. and its principal operating subsidiary United Airlines,
Inc. to Negative from Stable.  Debt ratings for both entities
have been affirmed as: UAL & United Issuer Default Ratings at
'B-'; United's secured bank credit facility (Term Loan and
Revolving Credit Facility) at 'BB-/RR1'; and Senior unsecured
rating for United at 'CCC/RR6'.

The TCR-LA said on July 22, 2008, that Moody's Investors Service
lowered the Corporate Family and Probability of Default ratings
of UAL Corp. (United) to Caa1 from B2, the secured bank debt
rating to B3 from B1 and certain tranches of the Enhanced
Equipment Trust Certificates (EETC) of United Airlines, Inc.
(United Airlines).  Moody's affirmed the SGL-3 Speculative Grade
Liquidity Assessment.  Moody's said the rating outlook is
negative.


UAL CORP: Ends Some Int'l Flights; Defers Moscow Flight Debut
-------------------------------------------------------------
UAL Corporation's unit, United Airlines Inc., intends to
discontinue a host of international routes effective
Sept. 2, 2008, and Oct. 25, 2008, Bloomberg News reports.

United Airlines' San Francisco - Nagoya; Los Angeles -
Frankfurt; and Denver - London Heathrow routes will end on
Oct. 25, Bloomberg says.  The carrier's San Francisco - Taipei
and Chicago – Mexico City flights will be discontinued by
Sept. 2, according to the report.  United Airlines will also let
go of two daily flights between Chicago and Tokyo's Narita
airport.

“Asia-Pacific flights are the jewel in United's crown, and
if they're not working for them, they're in deep doo-doo,”
Michael Roach of consulting firm Roach & Sbarra in San
Francisco, told Bloomberg.  “Their strategy is dependent on
high-priced business, and it seems they're not doing so well at
that.”

United Airlines spokesperson Jeff Kovick confirmed to Bloomberg
that United will end flights to Fort Lauderdale and West Palm
Beach effective on Sept. 2.  United is set to announce more
schedule changes in the coming days, Mr. Kovick says.

               United Defers Moscow Maiden Flight

United Airlines asked the Department of Transportation in
Illinois to defer the debut of the flights between Washington-
Dulles airport and Moscow, from October 2008 to March 29, 2009,
The Associated Press reports.

United Airlines cites skyrocketing oil prices as the reason for
the postponement, AP discloses.  United Airlines intends to
offer the flight when demand would be higher, considering that
fuel costs increased by more than 20% since the carrier first
applied for the route, AP notes.

                     About UAL Corporation

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

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

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

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

                        *     *     *

The Troubled Company Reporter-Latin America said on June 3,
2008, that Fitch Ratings revised the Rating Outlook for UAL
Corp. and its principal operating subsidiary United Airlines,
Inc. to Negative from Stable.  Debt ratings for both entities
have been affirmed as: UAL & United Issuer Default Ratings at
'B-'; United's secured bank credit facility (Term Loan and
Revolving Credit Facility) at 'BB-/RR1'; and Senior unsecured
rating for United at 'CCC/RR6'.

The TCR-LA said on July 22, 2008, that Moody's Investors Service
lowered the Corporate Family and Probability of Default ratings
of UAL Corp. (United) to Caa1 from B2, the secured bank debt
rating to B3 from B1 and certain tranches of the Enhanced
Equipment Trust Certificates (EETC) of United Airlines, Inc.
(United Airlines).  Moody's affirmed the SGL-3 Speculative Grade
Liquidity Assessment.  Moody's said the rating outlook is
negative.



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

CHAUMET AFFILIATES: Sets Final Shareholders Meeting for July 28
---------------------------------------------------------------
Chaumet Affiliates Ltd. will hold its final shareholders meeting
on July 28, 2008, at 10:00 a.m., at the registered office of the
company.

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 six years from the
      dissolution of the company, after which they may be  
      destroyed.

Chaumet Affiliates' shareholders agreed on June 9, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Westport Services Ltd.
                P.O. Box 1111
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Patricia Tricarico
                Telephone: (345) 949-5122
                Fax: (345) 949-7920


EFF-SHIPPING: To Hold Final Shareholders Meeting on July 28
-----------------------------------------------------------
EFF-Shipping Ltd. will hold its final shareholders meeting on
July 28, 2008, at 10:00 a.m., at the offices of Neptun Juridica
Oy, Keilaranta 9, 02150 Espoo, Finland.

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.

EFF-Shipping's shareholder 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:

                Per Arvid Skult
                Keilaranta 9, FI-02150
                Espoo, Finland


GRAND ISLAND: Chief Justice Orders Court Supervision of Firm
------------------------------------------------------------
Alan Markoff at Cay Compass News Online reports that Cayman
Islands' Chief Justice Anthony Smellie has ordered that Grand
Island Commodity Trading Fund I get court supervision.

As reported in the Troubled Company Reporter-Latin America on
July 23, 2008, the Grand Court of Cayman Islands was scheduled
to hear a petition by Grand Island Commodity Trading Fund I's
joint voluntary liquidators, Nick Freeland and David Walker, for
court supervision.  Grand Island's shareholders decided to place
the firm into voluntary liquidation after the discovery of
irregularities in the fund's trading activities.

Cay Compass relates that QC Nigel Meeson, representing Messrs.
Freeland and Walker explained, “It is a sort of hybrid
[liquidation].  It is a court supervised voluntary liquidation,
which means that the voluntary liquidators now have the same
powers and duties as official liquidators.”  Voluntary
liquidations would be better if being supervised by the court,
partly due to the public interest aspect of the matter and
because liquidators would need the greater powers provided by
court supervision, Mr. Meeson added.



GRAND ISLAND COMMODITY: Chief Justice Orders Court Supervision
--------------------------------------------------------------
Alan Markoff at Cay Compass News Online reports that Cayman
Islands' Chief Justice Anthony Smellie has ordered that Grand
Island Commodity Trading Fund II get court supervision.

As reported in the Troubled Company Reporter-Latin America on
July 23, 2008, the Grand Court of Cayman Islands was scheduled
to hear a petition by Grand Island Commodity Trading Fund I's
joint voluntary liquidators, Nick Freeland and David Walker, for
court supervision.  Grand Island's shareholders decided to place
the firm into voluntary liquidation after the discovery of
irregularities in the fund's trading activities.

Cay Compass relates that QC Nigel Meeson, representing Messrs.
Freeland and Walker explained, “It is a sort of hybrid
[liquidation].  It is a court supervised voluntary liquidation,
which means that the voluntary liquidators now have the same
powers and duties as official liquidators.”  Voluntary
liquidations would be better if being supervised by the court,
partly due to the public interest aspect of the matter and
because liquidators would need the greater powers provided by
court supervision, Mr. Meeson added.


GRAND ISLAND INCOME: Chief Justice Orders Court Supervision
-----------------------------------------------------------
Alan Markoff at Cay Compass News Online reports that Cayman
Islands' Chief Justice Anthony Smellie has ordered that Grand
Island Income Fund get court supervision.

As reported in the Troubled Company Reporter-Latin America on
July 23, 2008, the Grand Court of Cayman Islands was scheduled
to hear a petition by Grand Island Commodity Trading Fund I's
joint voluntary liquidators, Nick Freeland and David Walker, for
court supervision.  Grand Island's shareholders decided to place
the firm into voluntary liquidation after the discovery of
irregularities in the fund's trading activities.

Cay Compass relates that QC Nigel Meeson, representing Messrs.
Freeland and Walker explained, “It is a sort of hybrid
[liquidation].  It is a court supervised voluntary liquidation,
which means that the voluntary liquidators now have the same
powers and duties as official liquidators.”  Voluntary
liquidations would be better if being supervised by the court,
partly due to the public interest aspect of the matter and
because liquidators would need the greater powers provided by
court supervision, Mr. Meeson added.



GRAND ISLAND MASTER: Chief Justice Orders Court Supervision
-----------------------------------------------------------
Alan Markoff at Cay Compass News Online reports that Cayman
Islands' Chief Justice Anthony Smellie has ordered that Grand
Island Master Fund get court supervision.

As reported in the Troubled Company Reporter-Latin America on
July 23, 2008, the Grand Court of Cayman Islands was scheduled
to hear a petition by Grand Island Commodity Trading Fund I's
joint voluntary liquidators, Nick Freeland and David Walker, for
court supervision.  Grand Island's shareholders decided to place
the firm into voluntary liquidation after the discovery of
irregularities in the fund's trading activities.

Cay Compass relates that QC Nigel Meeson, representing Messrs.
Freeland and Walker explained, "It is a sort of hybrid
[liquidation].  It is a court supervised voluntary liquidation,
which means that the voluntary liquidators now have the same
powers and duties as official liquidators."  Voluntary
liquidations would be better if being supervised by the court,
partly due to the public interest aspect of the matter and
because liquidators would need the greater powers provided by
court supervision, Mr. Meeson added.



JASIONE INVESTMENTS: Sets Final Shareholders Meeting for July 29
----------------------------------------------------------------
Jasione Investments Ltd. will hold its final shareholders
meeting on July 29, 2008, at 9:30 a.m., at the Registered
Office, George Town, Grand Cayman, Cayman Islands.

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 five years from the
      dissolution of the company, after which they may be  
      destroyed.

Jasione Investments' shareholders agreed on June 9, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Raymond E. Whittaker
                c/o FCM Ltd.
                P.O. Box 1982
                Grand Cayman, Cayman Islands
                Tel: (345) 946-5125
                Fax: (345) 946-5126


LUPINUS INVESTMENTS: Final Shareholders Meeting Is on July 29
-------------------------------------------------------------
Lupinus Investments Ltd. will hold its final shareholders
meeting on July 29, 2008, at 9:30 a.m., at the Registered
Office, George Town, Grand Cayman, Cayman Islands.

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 five years from the
      dissolution of the company, after which they may be  
      destroyed.

Lupinus Investments' shareholders agreed on June 9, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Raymond E. Whittaker
                c/o FCM Ltd.
                P.O. Box 1982
                Grand Cayman, Cayman Islands
                Tel: (345) 946-5125
                Fax: (345) 946-5126


SCOTTISH ANNUITY: A.M. Best Drops B- Issuer Credit Rating to CC
---------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to C-
from C+ and issuer credit ratings to “cc” from “b-” of the
primary operating insurance subsidiaries of Scottish Re Group
Limited.  Concurrently, A.M. Best has downgraded the ICR to “c”
from “cc” and most debt ratings of Scottish Re.  A.M. Best also
has affirmed the remaining debt ratings of Scottish Re and
Scottish Holdings Statutory Trust II and III.  All ratings have
been removed from under review with negative implications and
assigned a negative outlook.

These rating actions reflect A.M. Best's opinion that Scottish
Re's financial position and liquidity have continued to
deteriorate since A.M. Best's last review.  The company's
recently filed 10-K indicated severely strained liquidity and a
further weakening in its capital position.  The rating
downgrades also reflect A.M. Best's concerns with the ongoing
pricing, volatility, valuation and default risk in the
mortgage-backed securities market, which have resulted in a
substantial negative impact on Scottish Re's consolidated
balance sheet.

In its year-end 2007 10-K filing, Scottish Re reported
significant impairments to its subprime and Alt-A asset
portfolio valued at roughly US$780 million, with an additional
first quarter 2008 impairment estimated of about US$752 million.
The company indicated that a large portion of the impairment
charges were in two of its three securitization structures,
Ballantyne Re plc and Orkney Re II plc.  While these
securitization structures are without recourse to Scottish Re,
they are consolidated in its financial statements under U.S.
GAAP, and changes in the fair value of investments can
negatively impact its reported financial results as well as the
statutory reserve credit that Scottish Re (U.S.), Inc is able to
recognize for these transactions.  As a result of the fair value
declines in the subprime and Alt-A securities, Scottish Re's
statutory capital position and its ability to continue to take
reserve credits for the reinsurance ceded to Ballantyne Re and
Orkney Re II has been significantly reduced.

At year-end 2007, reserves at Scottish Re (U.S.) Inc. were
required to be strengthened by US$208 million, which adversely
impacted the group's liquidity position.  A.M. Best notes that
the recently completed sale of its life reinsurance
international (U.K) segment affords additional short-term
liquidity but believes that Scottish Re's liquidity position
continues to be strained.  A.M. Best believes Scottish Re would
face significant challenges in raising additional capital or
securing letters of credit at this time.  While Scottish Re has
documented a very comprehensive strategic plan to ensure
longer-term financial flexibility, any variation from the stated
timelines documented by the company may result in exhaustion of
its liquidity by first quarter 2009 or sooner.  This would
result in a likely need for Scottish Re to file for bankruptcy
protection and creates an elevated risk for insolvency.

The outlook will remain negative while A.M. Best obtains further
clarity on the performance of the company's subprime and Alt-A
mortgage-backed portfolios and assesses the impact of the
revised strategy on Scottish Re's balance sheet.  In addition,
A.M. Best will monitor the disposition of the company's wealth
management segment, the disposition of other key life
reinsurance segments and their overall impact to the financial
strength of Scottish Re.  A.M. Best believes that the sale of
Scottish Re's North American life reinsurance segment is
integral to the ability of the organization to remain as an
ongoing viable entity.

The FSR has been downgraded to C- from C+ and ICRs to “cc” from
“b-” for these primary operating subsidiaries of Scottish Re
Group Limited:

  -- Scottish Annuity & Life Insurance Company (Cayman) Ltd.
  -- Scottish Re (U.S.), Inc.
  -- Scottish Re Life Corporation
  -- Orkney Re, Inc.

The ICR has been downgraded to “c” from “cc” for Scottish Re
Group Limited.

This debt rating has been downgraded:

Stingray Pass-Though Trust:

  -- to “c” from “b-” on US$325 million 5.902% senior secured
     pass-through certificates, due 2012

These indicative ratings have been downgraded:

Scottish Re Group Limited:

  -- to “c” from “cc” on senior unsecured debt
  -- to “c” from “cc” on subordinated debt

This debt rating has been affirmed:

Scottish Re Group Limited:

  -- “d” on US$125 million non-cumulative preferred shares

These indicative ratings have been affirmed:

Scottish Re Group Limited:

  -- “c” on preferred stock

Scottish Holdings Statutory Trust II and III:

  -- “c” on preferred securities

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.


WANT WANT INT'L: Sets Final Shareholders Meeting for July 28
------------------------------------------------------------
Want Want International Ltd. will hold its final shareholders
meeting on July 28, 2008, at 10:00 a.m., at the representative
office, Room 1708 Dominion Centre, 43-59 Queen's Road East,
Wanchai, Hong Kong.

The accounting of the wind-up process will be taken up during
the meeting.

Want Want International's shareholders agreed 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
===============

AMPEX CORP: Court Okays Modifications to Plan, D/S Supplement
-------------------------------------------------------------
Ampex Corp. disclosed in a regulatory SEC filing Friday, that on
July 14, 2008, the U.S. Bankruptcy Court for the Southern
District of New York granted the company and certain of its U.S.
subsidiaries' motion dated July 9, 2008, for an order
authorizing, among other things, certain modifications to their
Third Amended Joint Chapter 11 Plan of Reorganization, and
approved a proposed supplement to the Disclosure Statement
relating to the Plan, and other related relief.  

The Plan was modified, among other things, to revise certain
terms relating to lump sum cash payment elections by holders of
unsecured claims and certain conditions precedent to
consummation of the Plan.  The Supplement contains a summary of
the modifications made to the Plan.  The Debtors plan to
distribute the Plan and Supplement to, and to resolicit the
votes of, the holders of unsecured claims affected by the
modifications.

Also on July 9, 2008, the Debtors entered into a Plan Support
Agreement (PSA) with the Official Committee of Unsecured
Creditors in the chapter 11 case.  Under the PSA, the Committee
has agreed to support the Plan and to urge holders of unsecured
claims to vote to accept the Plan, among other things.

A full-text copy of the First Modified Third Amended Joint
Chapter 11 Plan of Reorganization, dated July 9, 2008, is
available for free at http://researcharchives.com/t/s?2fcb

A full-text copy of the Supplement to Disclosure Statement with
Respect to First Modified Third Amended Joint Chapter 11 Plan of
Reorganization, dated July 14, 2008, is available for free at:

              http://researcharchives.com/t/s?2fcc

A full-text copy of the Plan Support Agreement dated as of
July 9, 2008, among the Debtors and the Committee is available
for free at http://researcharchives.com/t/s?2fce

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

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

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



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

SIRVA INC: Withdrawal of Triple Net's Appeal on DIP Loan Okayed
---------------------------------------------------------------
U.S. District Judge Richard Sullivan of the U.S. District Court
for the Southern District of New York approved the stipulation
between Sirva Inc., its debtor-affiliates and Triple Net
Investments IX, LP, withdrawing with prejudice an appeal from:

  * a final order by the U.S. Bankruptcy Court for the Southern
    District of New York allowing Sirva Inc. and its debtor-
    affiliates to obtain postpetition financing, authorizing
    them to use cash collateral, and granting adequate
    protection to prepetition secured parties; and

  * the approval of the the stipulation resolving the
    reconsideration request of the Bankruptcy's Court order
    authorizing the payment of prepetition unsecured claims,
    entered into by the Debtors and the Official Committee of
    Unsecured Creditors in their Chapter 11 cases, and the
    Official Committee of Unsecured Creditors of 360networks
    (USA) Inc.

The parties are directed to bear their own costs.

                        About Sirva Inc.

Headquartered in Westmont, Illinois, SIRVA Inc. (Pink Sheets :
SIRV.PK) -- http://www.sirva.com/-- is a provider of relocation
solutions to a well-established and diverse customer base.  The
company handles all aspects of relocation, including home
purchase and home sale services, household goods moving,
mortgage services and home closing and settlement services.
SIRVA conducts more than 300,000 relocations per year,
transferring corporate and government employees along with
individual consumers.  SIRVA's brands include Allied, Allied
International, Allied Pickfords, Allied Special Products, DJK
Residential, Global, northAmerican, northAmerican International,
Pickfords, SIRVA Mortgage, SIRVA Relocation and SIRVA
Settlement.  The company has operations in Costa Rica.

The company and 61 of its affiliates filed separate petitions
for Chapter 11 protection on Feb. 5, 2008 (Bankr. S.D.N.Y. Case
No. 08-10433).  Marc Kieselstein, Esq. at Kirkland & Ellis,
L.L.P. is representing the Debtor.  When the Debtors filed for
bankruptcy, it reported total assets of US$924,457,299 and total
debts of US$1,232,566,813 for the quarter ended Sept. 30, 2007.  
The Court confirmed the Debtor's First Amended Prepackaged Plan
on May 7, 2008.  The Debtors' First Amended Prepackaged Joint
Plan of Reorganization became effective on May 12, 2008.  

(Sirva Inc. Bankruptcy News; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


US AIRWAYS: Moody's Junks Corporate Family Rating; Outlook Neg.
---------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family and
Probability of Default Ratings of US Airways Group, Inc. to Caa1
from B3 and lowered the ratings of its outstanding corporate
debt instruments and certain Enhanced Equipment Trust
Certificates (EETC).  Moody's lowered the Speculative Grade
Liquidity Assessment to SGL-4 from SGL-3.  The rating outlook is
negative.

The rating actions were prompted by the expectation that US
Airways' financial performance will remain under pressure and
that its liquidity profile could deteriorate as a result of the
difficult operating environment facing the U.S. airline
industry.  Despite the recent moderation in fuel costs, Moody's
believes the environment will continue to be characterized by
sustained high fuel costs and a weakening domestic economy that
precludes adequate pass-thru of rising costs in ticket prices.  
US Airways reported a net loss (excluding special items) of
US$101 million for the second quarter of 2008, a sharp decline
from a profit of US$261 million in 2007, primarily due to the
effects of higher fuel costs.  Absent a significant improvement
in its ability to recover fuel costs in ticket pricing, US
Airways will continue to incur losses that will erode its
financial profile.

Moody's also notes that US Airway's non-fuel costs are higher
than those of a number of other domestic airlines partly due to
fleet age and the full consolidation of a regional airline
subsidiary.  The benefits of the merger between US Airways and
America West Airlines, which have not yet been fully realized,
continue to represent an opportunity for non-fuel cost savings.

US Airways has initiated a number of actions to more effectively
control costs, including increasing its fuel hedges, planned
capacity cuts, workforce reductions, and other changes in its
operations.  Yet even with these initiatives, a combination of
deteriorating economic conditions and sustained high fuel costs
are likely to preclude a return of financial metrics supportive
of a rating above the Caa range in the near term.  Absent an
improvement in the operating environment, sustained cash
operating losses, in conjunction with scheduled debt maturities
and capital expenditures, could cause a material deterioration
in the company's cash balance over the coming year.

The SGL-4 reflects a weakening liquidity profile.  US Airways'
US$2.8 billion of cash and investments at June 30, 2008
(US$2.3 billion of which was unrestricted) provides important
near term flexibility, but could erode rapidly over the coming
months.  The company has financed its 2008 aircraft deliveries
and is actively pursuing initiatives to enhance its liquidity
through additional financings, sale leaseback transactions and
reduced capital spending.  Absent full effectiveness of these
liquidity initiatives, continuing losses due to sustained high
fuel costs could meaningfully decrease the cash balance during
the seasonally weaker winter months, when air traffic liability
will reverse, and become a use of cash.  US Airways' credit card
processing banks have a credit card holdback to 25% of unused
credit card receivables and under certain circumstances could
increase this amount further, which would increase US Airways'
cash requirements.  As well, the company's term loan facility
requires US Airways to maintain unrestricted cash and
equivalents of not less than US$1.25 billion, with not less than
US$750 million of that amount held in cash control accounts,
which constrains financial flexibility.

The rating actions on US Airways' EETCs consider the underlying
Corporate Family rating of US Airways, the continuing
availability of liquidity facilities to meet interest payments
for 18 months in the event of a US Airways default, and the
asset values of specific aircraft which comprise the collateral
pool for the EETCs.  The downgrades on the ratings on the junior
certificates of the 1998-1 and 1999-1 EETCs reflect that the
aircraft that secure the EETCs are generally older aircraft,
which may make their values more susceptible to volatility if
current market conditions persist.

The negative outlook considers the potential for continued
deterioration in US Airways' key credit metrics, such as
interest coverage and leverage during 2008, due primarily to
high fuel costs and a weak domestic demand environment.  
Although load factors remain strong, fare increases are unlikely
to fully offset the impact of elevated fuel costs.  US Airways'
plan to reduce capacity in the fall should allow the company to
raise fares in the near term but unless fuel costs decline the
company is likely to continue to sustain further losses.

US Airways' rating could be lowered if the company is unable to
reverse operating losses and restore cash flow and financial
metrics, or if weak operating conditions or increased holdback
requirements from credit card processors further constrain
available liquidity.

US Airways' rating outlook could be stabilized with sustained
increases to revenues or reduced non-fuel costs, or a sustained
decline in fuel costs that increases cash flow from operations
and enables the company to satisfy maturing debt and capital
spending requirements from existing cash reserves and cash from
operations.

Downgrades:

Issuer: Hillsborough County Aviation Authority, FL

-- Senior Secured Revenue Bonds, Downgraded to Caa3 from Caa2

Issuer: Indianapolis Airport Authority, IN

-- Revenue Bonds, Downgraded to Caa3 from Caa2

Issuer: Phoenix Industrial Development Authority, AZ

-- Senior Unsecured Revenue Bonds, Downgraded to Caa3 from Caa2

Issuer: US Airways Group, Inc.

-- Probability of Default Rating, Downgraded to Caa1 from B3

-- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
    SGL-3

-- Corporate Family Rating, Downgraded to Caa1 from B3
-- Senior Secured Bank Credit Facility, Downgraded to B3 from
    B2

Issuer: US Airways, Inc.

Ser. 1998-1 Pass Through Certificates

-- Class C Certificates, Downgraded to Caa1 from B3

Ser. 1999-1 Pass Through Certificates

-- Class C Certificates, Downgraded to Caa1 from B3

                         About US Airways

Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC) -
http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways, Inc., Allegheny
Airlines, Inc., Piedmont Airlines, Inc., PSA Airlines, Inc.,
MidAtlantic Airways, Inc., US Airways Leasing and Sales, Inc.,
Material Services Company, Inc., and Airways Assurance Limited,
LLC.

US Airways has operations in Japan, Australia, China, Costa
Rica, Philippines, and Spain.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for US$240 million infusion of new capital.

US Airways and its subsidiaries filed another chapter 11
petition on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  
Brian P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J.
Canning, Esq., at Arnold & Porter LLP, and Lawrence E. Rifken,
Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, represent
the Debtors in their restructuring efforts.  In the Company's
second bankruptcy filing, it lists US$8,805,972,000 in total
assets and US$8,702,437,000 in total debts.

The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005.  The Debtors completed their
merger with America West on the same date.



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

MILLICOM INT'L: Earns US$131.9 Million in Quarter Ended June 30
---------------------------------------------------------------
Millicom International Cellular S.A. has reported net income of
US$131.9 million on net revenues of US$842.5 million for the
three months ended June 30, 2008, compared to net income of
US$101.5 million on net revenues of US$613.4 million for the
same period of 2007.

Marc Beuls, Millicom International's CEO, commented, “Millicom
has continued to grow strongly with 58% growth in subscribers.  
Net subscriber additions in Q2 were 2.3 million despite a one-
off adjustment of 0.2 million to clean up non-revenue producing
subscribers in El Salvador.  Revenue growth continues to be one
of the best in the industry with the second quarter year-on-year
growth up by 37%.  The net profit of $132 million for the
quarter, an increase of 33% year-on-year, reflected the
continued strong EBITDA margin of 42% for the business.”

Mr. Beuls noted, “The quarter two results give us confidence in
our triple 'A' business model as it has enabled us to continue
to build our market share and profitability across our markets.  
We invested US$378 million in capex during the quarter and a
total of US$643 million in the first half year and, on the basis
of the opportunity we see in our markets today, we are raising
our year-end 2008 guidance for capex to up to US$1.5 billion.  
With this investment we believe we can continue to grow
penetration in both Africa and Asia and to enhance our offering
in Latin America with the launch of broadband services in the
second half of the year.”

“The global 'credit crunch' and rising inflation worldwide has
not to date impacted our businesses in a significant way and we
remain optimistic that, given the strong demand for mobile
telephony, which is an essential service in our sixteen markets,
we will continue to see good growth.  However, higher inflation
globally has increased the cost of goods which leaves consumers
with less disposable income,” Mr. Beuls said.

“We remain committed to improving affordability for our
customers and this will continue to reduce overall ARPUs but the
price elasticity that we continue to see in all our businesses
will sustain our market leading rates of revenue growth.  Also
our continued high rate of subscriber acquisition will help
improve our current 42% EBITDA margin as we achieve further
economies of scale from higher volumes,” Mr. Beuls stated.

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

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


MILLICOM INT'L: S&P's Outlook Unchanged on Likely Amnet Merger
--------------------------------------------------------------
Standard & Poor's Ratings Services said its ratings and outlook
on Millicom International Cellular S.A. (BB/Stable/--) were
unchanged following the company's agreement to acquire 100%
of Central American broadband and cable TV operator, Amnet
Telecommunications Holding Ltd. (not rated) for US$510 million.

The Amnet purchase will accelerate Millicom's strategy of
providing broadband offerings on top of its mobile telephony
services in the region.  With about US$900 million in cash at
the end of June 2008, S&P expects Millicom to maintain
sufficient cash and liquidity over the medium term, despite its
intention to repay about US$460 million of bonds in December
2008 and to fund 50% of the Amnet acquisition with cash.  The
remaining 50% will be funded through debt at the operating
company level.  S&P expects the transaction to close in the next
three months.

Amnet Telecommunications Holding Ltd. is the leading provider of
broadband and cable services in Costa Rica, Honduras, and El
Salvador, and also provides fixed telephony services and
corporate data services in selected Central American countries.  

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

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



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

MILLICOM INTERNATIONAL: Morgan Joseph Affirms Buy Rating on Firm
----------------------------------------------------------------
Newratings.com reports that Morgan Joseph analysts have affirmed
their "buy" rating on Millicom International Cellular S.A.

According to Newratings.com, Morgan Joseph reduced the target
price for Millicom International's shares to US$105 from US$130.

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

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

                            *     *     *

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



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

AIR JAMAICA: Will Name New Chief Executive Officer Next Week
------------------------------------------------------------
Air Jamaica's Chairperson Shirley said that the board could name
a new chief executive officer for the airline next week, Radio
Jamaica reports.

As reported in the Troubled Company Reporter-Latin America on
July 23, 2008, Edward Wegel and David Banmiller were shortlisted
as candidates for chief executive officer of Air Jamaica.  
Jamaican officials dismissed most of the 14-member board at Air
Jamaica, except for the airline's Executive Director Shirley
Williams.   Richard Byles, Wilfred Bagaloo, Dennis Lalor, and
Omar Parkins were later retained as board members at Air
Jamaica.  The new board members include:

          -- Carolyn Hayle,
          -- Colin Steele,
          -- Christopher Berry, and
          -- Derrick Lattibeaudierre.

The board is still deliberating on who should be appointed, RJR
News says, citing Ms. Williams.

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

                          *    *     *

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

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


CABLE & WIRELESS: Scolds Jamaican Unit for Decline in Revenue
-------------------------------------------------------------
Cable and Wireless Plc has reprimanded its Jamaican subsidiary
for losing J$2.03 billion in revenues from its pre-paid fixed
line division, The Jamaica Observer reports.

According to The Observer, Cable and Wireless is disappointed
with its Jamaican unit for the revenue loss, which equals the  
profit figures the unit made in 2006-2007.  “Jamaica was a
disappointment, although in the second half, with new
management, we saw a noticeable improvement in its performance,”
The Observer quoted Cable and Wireless' International Executive
Chairperson John Pluthero as saying.

Cable & Wireless Jamaica reported a J$4.19 billion accounting
loss, primarily from its J$5.1 billion impairments and a J$22.8
billion drop in revenues, affecting the company's margins, The
Observer notes.

“All our businesses grew absolute gross margin with the
exception of the Caribbean.  The US$50-million fall in Jamaica's
gross margin was due to the decline in their domestic voice
revenue and increased mobile handset subsidies.  Jamaica's
performance was partially offset by the US$23 million increase
in gross margin across the rest of the Caribbean,” The Observer
relates, citing Mr. Pluthero.

The Observer states that the shrinking of revenues coincided
with the resignation of Cable & Wireless Jamaica's President and
Chief Executive Officer, Rodney Davis.  When Mr. Davis was
hired, he ceased the disaggregating of segment results.

Headquartered in London, Cable & Wireless Plc
-- http://www.cw.com/new/-- operates through two standalone    
business units -- International and Europe, Asia & US.  The
International business unit operates integrated
telecommunications companies in 33 countries, with principal
operations in the Caribbean, Panama, Macau, Monaco and the
Channel Islands.  The Europe, Asia & U.S. business unit provides
enterprise and carrier solutions to the largest users of
telecoms services across the U.K., U.S., continental Europe and
Asia -- and wholesale broadband services in the U.K.  The
company also has operations in India, China, the Cayman Islands
and the Middle East.

                        *     *     *

As reported in the Troubled Company Reporter-Europe on
May 26, 2008, Standard & Poor's Ratings Services has revised its
outlook on Cable & Wireless PLC to developing from stable.  The
developing outlook means ratings can be raised, lowered, or
affirmed.  The 'BB-' long-term and 'B' short-term corporate
credit ratings remain unchanged.


CABLE & WIRELESS: Unit Secures Contract From Sandals Resort
-----------------------------------------------------------
The Jamaica Gleaner reports that Cable and Wireless Plc's
Jamaican unit has secured a three-year contract to provide data
transport and mobile services to hotel group Sandals Resort
International.

The US$17 million contract includes Sandals 17 properties
throughout the region, The Gleaner says, citing Cable and
Wireless Jamaica and Sandals Resort.  According to the Gleaner,
Cable and Wireless Jamaica will provide Sandals Resort with
"bandwidth-on-demand service that links into its core network."  
The system will allow Sandals Resort's properties in Jamaica to
connect with those spread all over the region and its marketing
representatives in the U.S.  The system also decreases Sandals
Resort's telecommunications and call charges.

The Gleaner relates that Cable and Wireless Jamaica will provide
Sandals Resort with a regional mobile closed user group service.  
This will give Sandals Resort unlimited calling across the
Caribbean at one flat rate.  Cable and Wireless Jamaica will
also use the Multi-Protocol Label Switching Technology to boost
connectivity for Sandals Resort, which also gets a 24-hour
monitored service and client premises equipment provided and
managed by the telecom firm.

According to The Gleaner, Cable & Wireless Jamaica said it plans
to use the MetroNet Service at the 17 Sandals properties.  The
Multi-Protocol Label service will be installed in Sandals
Resort's unit in Antigua, St. Lucia, Jamaica, and in Turks and
Caicos beaches.

Headquartered in London, Cable & Wireless Plc
-- http://www.cw.com/new/-- operates through two standalone    
business units -- International and Europe, Asia & US.  The
International business unit operates integrated
telecommunications companies in 33 countries, with principal
operations in the Caribbean, Panama, Macau, Monaco and the
Channel Islands.  The Europe, Asia & U.S. business unit provides
enterprise and carrier solutions to the largest users of
telecoms services across the U.K., U.S., continental Europe and
Asia -- and wholesale broadband services in the U.K.  The
company also has operations in India, China, the Cayman Islands
and the Middle East.

                        *     *     *

As reported in the Troubled Company Reporter-Europe on
May 26, 2008, Standard & Poor's Ratings Services has revised its
outlook on Cable & Wireless PLC to developing from stable.  The
developing outlook means ratings can be raised, lowered, or
affirmed.  The 'BB-' long-term and 'B' short-term corporate
credit ratings remain unchanged.



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

DISTRIBUTED ENERGY: Arent Fox Approved as Committee's Counsel
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave the
Official Committee of Unsecured Creditors of Distributed Energy
Systems Corp. and Northern Power Systems Inc. permission to
retain Arent Fox LLP as its counsel.

Arent Fox is expected to:

  a) assist, advise and represent the Committee in its
     consultation with the Debtors relative to the
     administration of these Chapter 11 cases;

  b) assist, and advise and represent the Committee in analyzing
     the Debtors' assets and liabilities, investigating the  
     extent and validity of liens and participating in and
     reviewing any proposed assets sales or dispositions;

  c) attend meetings and negotiate with the representative of
     the Debtors;

  d) assist the Committee in the review, analysis and
     negotiation of the disclosure statement describing any
     plans of reorganization.

  e) assist and advise the Committee in its examination and
     analysis of the conduct of the Debtors' affairs;

  f) assist the Committee in the review, analysis, and
     negotiation of any financing or funding agreements;

  g) take all necessary action to protect and preserve the
     interest of the Committee, including, the prosecution of
     actions on its behalf, negotiations concerning all
     litigation in which the Debtors are involved, and review
     and analysis of claims filed against the Debtors' estate;

  h) prepare on behalf of the Committee all necessary motions,
     applications, answers, orders, reports and papers in
     support of positions taken by the Committee;

  i) appear, as appropriate, before the Court, the appellate
     court, and other courts in which matters may be heard and
     protect the interests of the Committee before the Court and
     the U.S. trustee; and

  j) perform all necessary legal services in these cases.

The firm's professionals will bill at these rates:

     Designations                 Hourly Rates
     ------------                 ------------
     Partners                    US$455-US$790
     Counsel                     US$455-US$750
     Associate                   US$290-US$515
     Paraprofessionals           US$145-US$260

Andrew I. Silfen, Esq., a partner at firm, assures the Court
that the firm does not hold any interest adverse to the Debtors'
estate and is a “disinterested person” as defined in Section
101(14) of the Bankruptcy Code.

Mr. Silfen can be reached at:

     Andrew I. Silfen, Esq.
     Arent Fox LLP
     1675 Broadway
     New York, NY 10019
     Tel: (212) 484-3900
     Fax: (212) 484-3990
     http://www.arentfox.com/

                 About Distributed Energy

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

Distributed Energy Systems Corp. and its wholly owned
subsidiary, Northern Power systems Inc., filed for Chapter 11
bankruptcy protection on May 4, 2008 (Bankr. D. Del. Lead Case
No. 08-11101).  Robert S. Brady, Esq. and Robert F. Poppiti,
Jr., at Young, Conaway, Stargatt & Taylor represent the Debtors
in their restructuring efforts.  The Debtors selected Epiq
Bankruptcy Solutions LLC as their claims agent.  The U.S.
Trustee for Region 3 appointed three creditors to serve on an
Official Committee of Unsecured Creditors.  The Debtors
disclosed in its schedules, assets of US$19,593,387 and debts of
US$43,558,713.


HILTON HOTELS: Names Craig Mance as Senior VP for Mexico
--------------------------------------------------------
Hilton Hotels Corporation has hired Craig Mance as its senior
vice president for franchise development in the U.S.A., Canada,
and Mexico, according to Bill Fortier, recently named senior
vice president for development for the Americas, responsible for
developing the managed and franchised businesses in the region.

Mr. Mance will be responsible for franchise development of
Hilton, Doubletree, Embassy Suites Hotels, Hampton Hotels,
Hilton Garden Inn, and Homewood Suites by Hilton.  He also will
oversee management agreements for these brands when they are
less than 325 rooms and do not include financial investment by
HHC.  A 29-year Hilton veteran, Mr. Mance previously served as
vice president for franchise development at HHC, for the
northeastern region and Canada, a position he held since 2000.  
From 1992 to 1999, he served as vice president for real estate
development for the company, and held a variety of development
and operations positions between 1979 and 1992.

“Craig's efforts, combined with the entire franchise development
team, have contributed greatly to our current development
pipeline of more than 1,000 hotels and 139,000 rooms across the
Hilton Family of Hotels -- among the highest in the industry,”
said Mr. Fortier.  “Craig is a strong leader and respected
industry veteran.  I am delighted that he will take on a greater
role in the company's development efforts and will continue to
foster strong owner relations and lead our team to achieve
significant results in our franchised and management
businesses.”

Assuming Mr. Mance's previous role as vice president of
franchise development, northeastern region & Canada will be
Thomas Lorenzo, who previously served as senior director of
franchise development for this same region.  

Rounding out the development team, Ted Middleton will continue
in his role as senior vice president of managed development with
responsibility for all luxury development in the Americas,
including the Waldorf-Astoria Hotels and Conrad Hotels & Resorts
brands.  Mr. Middleton will also oversee managed and franchise
development in Central and South America and managed deals 325
rooms or greater or that involve financial investment by HHC in
North America for all full-service brands.

Additionally, Dianne (Innes) Jaskulske, vice president for owner
relations within the asset management area, now will report to
Fortier in development.  Ms. Jaskulske's responsibilities will
include working with existing owners and the Hilton team to
ensure effective responsiveness and communications with all
ownership groups, complete contractual negotiations, oversee the
change of ownership process, negotiate renewals for managed
hotels, and assist the development team in obtaining new
business from our existing owners.  

                       About Hilton Hotels

Headquartered in Beverly Hills, California, Hilton Hotels Corp.
-- http://www.hilton.com/-- together with its subsidiaries,
engages in the ownership, management, and development of hotels,
resorts, and timeshare properties, as well as in the franchising
of lodging properties in the United States and internationally,
including Australia, Austria, Barbados, Costa Rica, Finland,
India, Indonesia, Trinidad and Tobago, Philippines and Vietnam.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 29, 2007, Moody's Investors Service downgraded Hilton
Corporation's  Corporate Family Rating and senior unsecured
ratings to B3 and  Caa1, respectively.


JETBLUE AIRWAYS: Moody's Cuts Corporate Family Rating to Caa2
-------------------------------------------------------------
Moody's Investors Service has downgraded the Corporate Family
and Probability of Default Ratings of JetBlue Airways Corp. to
'Caa2' from 'Caa1', as well as the ratings of its outstanding
corporate debt instruments and certain Enhanced Equipment Trust
Certificates (EETC).  The outlook is negative.

“The rating actions reflect Moody's expectation that the
difficult operating environment affecting the airline industry
will cause further erosion of JetBlue's financial metrics and
that despite recent success in strengthening liquidity, the
company will continue to face significant near term cash
losses,” George Godlin, a Moody's analyst, said.

JetBlue reported a US$21 million operating profit for the 2nd
quarter of 2008, which was down over 70% from prior year
results.  Like most airlines, JetBlue's operations have been
adversely affected by a weakening economic environment and
persistently high fuel costs.  Although fuel costs have
moderated recently, they are likely to remain high and these
challenging conditions are likely to continue, particularly as
the industry enters the seasonally weak fall and winter months,
and operating losses could erode the company's liquidity profile
at a time when it faces meaningful calls on cash for debt
maturities.

Although JetBlue has historically had a low cost business model,
its unit costs have increased over time due to the incremental
expense associated with the operation of a large, complex route
network, the addition of a second aircraft type to its fleet,
and the effects of higher maintenance costs as its fleet has
aged.  The company has pursued several initiatives, including
slowing capacity growth, cost cutting initiatives and deferrals
of scheduled aircraft deliveries, which are likely to slow the
company's cash burn.  Further capacity reductions are expected
after the summer months through a combination of aircraft sales,
lower utilization, and discontinuing the operation of
unprofitable routes.  Even with the initiatives being taken, a
combination of deteriorating economic conditions and sustained
high fuel costs are likely to place continued stress on the
company's operating performance over the coming months.

Moody's notes that JetBlue has worked aggressively to support
its liquidity profile.  Over the last several months the company
has received an equity investment of approximately
US$300 million from Lufthansa, received US$165 million of net
proceeds from a new convertible debt placement, and raised
additional funds from the sale of aircraft.  As well, the
company's utilization of pre-delivery deposits associated with
aircraft deferrals has allowed it to reduce capital spending by
approximately US$40 million in 2008.  These transactions
contributed to the increased reported cash balance of
US$846 million (excluding US$397 million of investment
securities) at June 30, 2008.  Yet the company's redemption of a
US$175 million in convertible notes that were substantially put
back to the company under terms of its indenture in early July
has subsequently reduced cash balances.  The company's liquidity
could become increasingly constrained if industry current
conditions, including high fuel costs and weakening demand,
result in further cash operating losses.

As part of its recent earnings statement, the company stated
that it has obtained a new US$110 million line of credit,
deferred the deliveries of 10 Embraer 190 aircraft and secured
financing for all of its 2009 Airbus A320 and three of its E190
aircraft deliveries.  As well, the company is working on a
number of other initiatives which if successful could improve
near term liquidity.  While these initiatives are viewed as
helpful they are not seen as materially improving the company's
near term liquidity profile; the aircraft deferrals are
primarily in later years (2011 to 2016) and the new line of
credit is only a one year facility that is secured by a portion
of the company's portfolio of investment securities.

The rating actions on the EETCs consider the rating downgrade of
the underlying Corporate Family Rating, the continuing
availability of liquidity facilities to meet interest payments
for 18 months in the event of a JetBlue default, and the asset
values of the aircraft which secure the various EETCs.  Although
the recovery for junior classes of any EETCs is generally more
uncertain as they hold a first loss position, Moody's has not
changed its view of the relative recovery on JetBlue's EETCs
because of still-favorable trends for the Airbus A320 aircraft
that collateralize the pass through certificates.  The ratings
on the senior tranches of the Series 2004-1 and 2004-2 Pass
Through Certificates, and the 2006 spare parts financing reflect
that they are supported by policies issued by a monoline
insurance company.

The negative outlook reflects Moody's expectation of continued
deterioration in JetBlue's key credit metrics, such as interest
coverage and leverage during 2008, due primarily to high fuel
costs and a weakening economic environment.  Unless demand
improves and fuel cost pressures abate, the company could see a
continued deterioration in financial performance.

JetBlue's rating could be lowered if persistent cash operating
losses or other cash uses further erode the company's liquidity
profile.

The company's rating outlook could be stabilized with sustained
increases to revenues or reduced non-fuel costs, or a sustained
decline in fuel costs that increases cash from operations and
enables the company to satisfy maturing debt and capital
spending requirements from existing cash reserves and cash from
operations.

Downgrades:

Issuer: JetBlue Airways Corp.

-- Probability of Default Rating, Downgraded to Caa2 from Caa1
-- Corporate Family Rating, Downgraded to Caa2 from Caa1

Series 2004-2 Pass Through Certificates

-- Class C Certificates, Downgraded to B3 from B2

Series SP Pass Through Certificates

-- Class B1, Downgraded to B3 from B2

-- Senior Unsecured Conv./Exch. Bond/Debenture, Downgraded to
    Ca from Caa3

Issuer: New York City Industrial Development Agcy, NY

-- Senior Unsecured Revenue Bonds, Downgraded to Ca from Caa3

Withdrawals:

Issuer: JetBlue Airways Corp.

-- Senior Unsecured Conv./Exch. Bond/Debenture, Withdrawn,
    previously rated Caa3


Based in Forest Hills, New York, JetBlue Airways Corporation
(Nasdaq: JBLU) -- http://www.jetblue.com/-- is a passenger
airline that provides customer service primarily on point-to-
point routes.  As of Dec. 31, 2007, the company served 53
destinations in 21 states, Puerto Rico, Mexico and the
Caribbean.

At Dec. 31, 2007, the company's consolidated balance sheeet
showed US$5.598 billion in total assets, US$4.562 billion in
total liabilities, and US$1.036 billion in total stockholders'
equity.


SANMINA-SCI CORP: Reports US$26MM 3rd Qtr. Non-GAAP Net Income
--------------------------------------------------------------
Sanmina-SCI Corporation has reported financial results for its
third fiscal quarter ended June 28, 2008.

                       Basis of Presentation

The company completed the sale of the remaining assets of its
personal computing business and associated logistics services in
two transactions that closed on June 2, 2008, and July 7, 2008,
respectively.  The company has reported this line of business as
a discontinued operation.

Third Quarter Fiscal 2008 Highlights for Continuing Operations:

  -- Revenue of US$1.90 billion, up 4.7% quarter over quarter
     and 13.7% year over year.

  -- Non-GAAP Gross profit of US$141.4 million, up 12.2% quarter
     over quarter and 46.6% year over year.

  -- Non-GAAP Operating margin of 3.2%, up from 2.5% in the
     prior quarter.

  -- Non-GAAP diluted Earnings Per Share of US$0.05, guidance
     was US$0.03 to US$0.05.

  -- GAAP Diluted earnings Per Share of US$0.02

  -- Free Cash flow of US$118.7 million
            
Revenue from continuing operations for the third quarter was
US$1.90 billion, compared to US$1.67 billion in the same period
a year ago.

     Non-GAAP Financial Results for Continuing Operations

Non-GAAP gross profit in the third quarter of fiscal 2008 was
US$141.4 million, or 7.4% of revenue, up 160 basis points
compared to gross profit of US$96.5 million, or 5.8% of revenue,
in the third quarter a year ago.  Non-GAAP operating income was
US$60.4 million, or 3.2% of revenue in the quarter, compared to
US$10.2 million, or 0.6% of revenue, in the same period a year
ago.

Non-GAAP net income was US$26 million, compared to a net loss of
(US$38.6) million, in the same period a year ago.  Non-GAAP
diluted earnings per share for the quarter was US$0.05, compared
to a loss of (US$0.07) in the same period a year ago.

        GAAP Financial Results for Continuing Operations

GAAP net income in the third quarter was US$12 million, compared
to a net loss of (US$42.2) million in the same period a year
ago.

         Balance Sheet Metrics for Continuing Operations

The company continued to improve its cash flow and balance sheet
metrics during the quarter.

  -- Free Cash flow of US$118.7 million
  -- Ending cash and cash equivalents were US$981.6 million
  -- Cash cycle days were 48
  -- Inventory turns were 7.8

“I am pleased with our third quarter results which mark the
fourth consecutive quarter of improved profitability.  We expect
to see further improvements in our operational results as we
continue to fine tune and focus our business model, strategic
plan and execution on our core business.  With the completion of
the sale of our personal computing business and our
restructuring initiatives largely behind us, I believe we
will be able to sustain our financial improvements despite the
challenging economic environment,” stated Chairperson and Chief
Executive Officer, Jure Sola.

                         Company Guidance

The company provides these guidance with respect to the fourth
fiscal quarter ending Sept. 27, 2008:

  -- Revenue from continuing operations is expected to be in the
     range of US$1.8 billion to US$1.9 billion

  -- Non-GAAP diluted earnings per share for continuing
     operations is expected to be between US$0.05 to US$0.07

                  Proposed Reverse Stock Split;
                 Special Meeting of Stockholders

The company also announced that its Board of Directors has
unanimously approved an amendment to its certificate of
incorporation that would permit the company to effect a reverse
split of its outstanding and authorized Common Stock within a
range of one-for-three to one-for-ten, with the final ratio to
be determined by the Board of Directors, following stockholder
approval.  The company intends to seek stockholder approval of
the amendment at a special meeting of stockholders anticipated
to be held in September 2008.  As of June 28, 2008, Sanmina-SCI
had approximately 531 million shares of common stock
outstanding.

                       About Sanmina-SCI

Headquartered in San Jose, California, Sanmina-SCI Corporation
(NasdaqGS: SANM) -- http://www.sanmina-sci.com/-- is an    
Electronics Manufacturing Services (EMS) provider focused on
delivering complete end-to-end manufacturing solutions to
technology companies around the world.  Service offerings
include product design and engineering, test solutions,
manufacturing, logistics and post-manufacturing repair/warranty
services.

The company has locations in Brazil, China, Ireland, Finland,
Malaysia, Mexico, and Singapore.

                          *     *     *

As reported in the Troubled Company Reporter-Asia Pacific on
Feb. 21, 2008, Fitch has affirmed these ratings for Sanmina-SCI
Corporation:

  -- Issuer Default Rating at 'B+';
  -- Senior secured credit facility at 'BB+/RR1'.
  -- Senior unsecured notes at 'BB+/RR1';
  -- Senior subordinated debt at 'B/RR5'.

As reported, Moody's Investors Service placed Sanmina-SCI
Corp.'s long term corporate family and probability of default
ratings at 'B1' in December 2007.  Moody's outlook is stable.


SEMGROUP ENERGY: Posts US$12.9 Million Net Loss for FY 2007
-----------------------------------------------------------
Semgroup Energy Partners, L.P., posted a net loss of
US$12.9 million on total revenues of US$74.6 million for the
year ended Dec. 31, 2007, as compared with a net loss of
US$35.9 million on total revenues of US$28.8 million for the
year ended Dec. 31, 2006.

                     Results of Operations

Service revenues were US$74.6 million for the year ended
Dec. 31, 2007, compared with US$28.8 million for the year ended
Dec. 31, 2006, an increase of US$45.8 million, or 159%.  
Terminalling and storage revenues increased by US$15.7 million
to US$24.8 million for the year ended Dec. 31, 2007, compared
with US$9.1 million for the year ended Dec. 31, 2006, primarily
due to revenues generated under the Throughput Agreement
subsequent to the closing of the company's initial public
offering.  The company's predecessor historically did not
account for these services, including its gathering and
transportation services, which were provided on an inter-company
basis.

The company's gathering and transportation services revenue
increased by US$30.0 million to US$49.8 million for year ended
Dec. 31, 2007, compared with US$19.8 million for the year ended
Dec. 31, 2006.

Operating expenses include salary and wage expenses and related
taxes and depreciation and amortization expenses.  Operating
expenses increased by US$15.6 million, or 30%, to
US$67.2 million for the year ended Dec. 31, 2007, compared with
US$51.6 million for the year ended Dec. 31, 2006.  Terminalling
and storage operating expenses increased by US$0.4 million to
US$4.9 million for the year ended Dec. 31, 2007, compared with
US$4.5 million for the year ended Dec. 31, 2006.

The company's gathering and transportation operating expenses
increased by US$15.2 million to US$62.3 million for the year
ended Dec. 31, 2007.  Around US$5.3 million of this increase in
operating expenses was due to its acquisition of Big Tex Crude
Oil Company on June 30, 2006.  Included in operating expenses
for the year ended Dec. 31, 2007, are US$1.6 million in costs
associated with the clean up of a crude oil leak that occurred
in the year ended Dec. 31, 2007, in relation to a 35-mile
pipeline located in Conroe, Tex.  

The company's parent sold this gathering line on April 30, 2007,
and the company's parent has assumed any future obligations
associated with the aforementioned leak.  The company's repair
and maintenance expenses increased by US$2.3 million to
US$8.2 million for the year ended Dec. 31, 2007, compared with
US$5.9 million for the year ended Dec. 31, 2006, of which
US$0.9 million was related to the Big Tex acquisition.  The
additional increase in repair and maintenance expenses was due
primarily to the timing of routine maintenance in its gathering
and transportation segment.

In addition, the company's fuel expenses increased by
US$2.0 million to US$9.6 million for the year ended Dec. 31,
2007, compared with US$7.6 million for the year ended Dec. 31,
2006, of which US$0.6 million was related to the Big Tex
acquisition.

The additional increase in its fuel costs is attributable to the
increase in number of transport trucks the company operated for
the respective periods, the rising price of diesel fuel during
the comparative periods and a fire at a refinery located in
western Texas that resulted in the company's transporting
0.7 million barrels of crude oil to alternative locations, which
were a greater distance from the barrels' respective points of
origination than the refinery that normally receives those
barrels. The Throughput Agreement provides for a fuel surcharge,
recorded in revenue, which offsets increases in fuel expenses
related to either rising diesel prices or force majeure events
such as the refinery fire that impacted its operations during
the year ended Dec. 31, 2007.

Interest expense represents interest on capital lease
obligations and long-term borrowings under the company's
revolving credit facility.  Interest expense increased by
US$4.6 million to US$6.6 million for the year ended Dec. 31,
2007, compared with US$2.0 million for the year ended Dec. 31,
2006.  The increase was due to an increase in the average long-
term borrowings during the year ended Dec. 31, 2007, compared
with the year ended Dec. 31, 2006, which accounted for around
US$2.4 million of the total increase in interest expense, and is
a reflection of borrowings under its new revolving credit
facility.  In addition, during the third quarter of 2007, the
company entered into two, interest-rate swap agreements, the
fair value accounting for which resulted in US$2.2 million in
interest expense for the year then ended.

             Cash Flows and Capital Expenditures

Net cash used in operating activities was US$0.6 million for the
year ended Dec. 31, 2007, as compared with US$25.8 million for
the year ended Dec. 31, 2006.  This decrease in net cash used in
operating activities is primarily due to a US$22.9 million
decrease in the company's net loss for the year then ended.  In
addition, the company's cash used in operating activities
decreased due to a US$0.9 million increase in depreciation and
amortization, an increase in the company's unrealized loss
related to derivative instruments of US$2.2 million, and an
increase in equity-based incentive compensation expense of
US$1.2 million.  The impact of these increases was partially
offset by an increase of US$1.8 million in cash used related to
changes in working capital.  The company's future results of
operations, including cash flow from operations, may not be
comparable to the historical results of operations of the
company's predecessor because the Crude Oil Business has
historically been a part of the integrated operations of the
company's parent, and neither the company's parent nor the
company's predecessor recorded revenues associated with the
gathering, transportation, terminalling and storage services
provided on an inter-company basis.

Net cash used in investing activities was US$20.0 million for
the year ended Dec. 31, 2007, as compared with US$41.3 million
for the year ended Dec. 31, 2006.  This decrease was
attributable to a reduction in capital expenditures primarily
resulting from the timing of construction projects in its
terminalling and storage segment.  Capital expenditures for the
years ended Dec. 31, 2007, and 2006 were US$20.4 million and
US$41.5 million, respectively, consisting of both the company's
acquisition of Big Tex on June 30, 2006, and expenditures for
the construction of additional crude oil storage capacity during
these periods.  The company added 0.4 million additional barrels
of crude oil storage capacity in the year ended Dec. 31, 2007,
and 2.3 million additional barrels of crude oil storage capacity
in the year ended Dec. 31, 2006.

Cash flow from operations and the company's credit facility are
its primary sources of liquidity.  At Dec. 31, 2007, the company
had around US$160.4 million of availability under its revolving
credit facility.  The company's working capital increased by
around US$2.7 million in 2007 compared with 2006.  The company
believes that cash generated from these sources will continue to
be sufficient to meet its short-term working capital
requirements, long-term capital expenditure requirements and
quarterly cash distributions.  Usage of its revolving credit
facility is subject to ongoing compliance with covenants.  The
company believes it is currently in compliance with all
covenants.

                          Balance Sheet

At Dec. 31, 2007, the company's consolidated balance sheet
showed US$125.5 million in total assets, US$108.3 million in
total liabilities, and US$17.2 million in total partners'
capital.  

The company's consolidated balance sheet at Dec. 31, 2007,
showed strained liquidity with US$14.0 million in total current
assets available to pay US$15.3 million in total current
liabilities.

A full-text copy of the company's 2007 annual report is
available for free at http://ResearchArchives.com/t/s?2fc1

                     About SemGroup L.P.

SemGroup L.P. -- http://www.semgrouplp.com/-- is a midstream   
service company providing the energy industry means to move
products from the wellhead to the wholesale marketplace.  
SemGroup provides diversified services for end users and
consumers of crude oil, natural gas, natural gas liquids,
refined products and asphalt.  Services include purchasing,
selling, processing, transporting, terminaling and storing
energy.  SemGroup serves customers in the United States, Canada,
Mexico, Wales, Switzerland and Vietnam.  SemMaterials Mexico, S.
de R.L. de C.V. is a major subsidiary of the company.



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

AVETA INC: Amends Credit Pact, Repays US$50 Million Term Loan
-------------------------------------------------------------
Aveta Inc. reported that the loan agreement with its lenders
covering credit facilities extended to the company and its
operating subsidiaries, MMM Holdings Inc., NAMM Holdings Inc.,
and Preferred Health Management Corporation has been amended.

Under the terms of the amended loan agreement, Aveta and its
subsidiaries made a term loan repayment of US$50 million.  The
maturity date on remaining outstanding balances of approximately
US$404 million after the repayment will remain unchanged at
August 2011.  

As a result of Aveta's improved financial performance, the
company is in full compliance with all covenants in its amended
loan agreement.

“The successful amendment of our loan agreement despite the
current difficult credit market conditions reflects the
continued strength of our medical management business in
California and the significantly improved operational and
financial performance of our Medicare Advantage business in
Puerto Rico,” Warren Cole, chief financial officer of Aveta
Inc., said.  “With this agreement, Aveta and its operating
subsidiaries have in place a sustainable and conservative
capital structure and the financial flexibility to continue our
progress in strengthening and growing the business.”

                         About Aveta Inc.

Headquartered in Fort Lee, New Jersey, Aveta Inc. is a for-
profit company that focuses on Medicare Advantage and addresses
the healthcare needs of the chronically ill.  Aveta has
operating subsidiaries in Southern California, Puerto Rico, and
Illinois.  Aveta is caring for over 195,000 Medicare
beneficiaries.

                          *     *     *

As reported in the Troubled Company Reporter on June 10, 2008,
Standard & Poor's Ratings Services said it raised its
counterparty credit rating on Aveta Inc. to 'CCC+' from 'CCC'.  
At the same time, Standard & Poor's raised its senior secured
debt ratings on MMM Holdings Inc. and NAMM Holdings Inc. to
'CCC+' from 'CCC'.  The recovery ratings assigned to the credit
facility issued through MMM and NAMM remained unchanged at '4'.  
Debt outstanding through March 31, 2008, consisted of a
US$455.6 million remaining on the term loan due August 2011 and
a US$20 million revolver due August 2012.  S&P said the outlook
is positive.


NUTRITIONAL SOURCING: Has Until August 1 to File Chapter 11 Plan
----------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware extended the exclusive periods of
Nutritional Sourcing Corporation and its debtor-affiliates to:

  a) file a Chapter 11 plan of liquidation until Aug. 1, 2008,
     and

  b) solicit acceptances of that plan until Oct. 31, 2008.

Judge Walsh granted the Debtors' requested extension of time
provided that the plan is acceptable to the Official Committee
of Unsecured Creditors.

The extension of time will allow the Debtors to file a
consensual Chapter 11 plan of liquidation and, to the extent
possible, complete the sale of their largest remaining assets,
Blockbuster Inc. franchise and its attendant real property
leases.  To recall, the Debtors have completed the sale of
substantially all their Pueblo's De Diego Assets to
Supermercados Maximo Inc. for US$29,500,000.

The Debtors have provided on Feb. 5, 2008, to Committee an
initial draft of the plan, as amended on May 7, 2008.  The
Committee notified the Debtors that it needs more time to
evaluate the Debtors' amended plan term sheet.

As reported in the Troubled Company Reporter on July 7, 2008,
the Court conditionally extended the Debtors' exclusive period
to file a Chapter 11 plan until July 21, 2008.  It was extended
on grounds that the Committee will not file any competing plan
by July 18, 2008.

                  About Nutritional Sourcing

Based in Pompano, Florida, Nutritional Sourcing Corp., fdba
Pueblo Xtra International, Inc. -- http://www.puebloxtra.com/--  
owns and operates supermarkets and video rental shops in Puerto
Rico and the US Virgin Islands.  The company and two affiliates,
Pueblo International, L.L.C., and F.L.B.N., L.L.C., filed for
chapter 11 protection on Aug. 3, 2007 (Bankr. D. Del. Case Nos.
07-11038 through 07-11040).  Kay Scholer LLC represents the
Debtors in their restructuring efforts.  Pepper Hamilton LLP
serves as their Delaware counsel.  The U.S. Trustee for Region 3
appointed eight creditors to serve on an Official Committee of
Unsecured Creditors.  Skadden, Arps, Slate, Meagher & Flom LLP
represent the Official Committee of Unsecured Creditors.  The
company has disclosed US$130.8 million in assets and debt
totaling US$266.5 million with the Court.


ORIENTAL FINANCIAL: S&P Keeps BB+ L-T Counterparty Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services has affirmed its 'BB+' long-
term counterparty credit rating on Puerto Rico-based Oriental
Financial Group.  At the same time, S&P revised the outlook to
stable from negative.
     
The rating on Oriental Financial Group reflects its heavy
reliance on wholesale (term) funding to support its significant
concentration in investment securities and modest ALM modeling
capabilities for the high level of interest rate risk, and
geographically concentrated business in Puerto Rico.  The rating
also takes into account the company's low credit risk profile in
the loan book, good cost discipline, and robust capital metrics.
     
Oriental Financial's performance turned around in 2007 after
sustaining a loss of US$10 million in 2006 and has continued on
a positive trajectory in 2008 in part helped by the
repositioning of the large available-for-sale securities
portfolio (late 2006).  Also, the company's restructuring of the
funding profile in early 2007 resulted in improving net interest
margins to date, helped by the easing of interest rates although
financial performance remains below historical levels.  Its
profitability is largely a function of the spread income it
earns on its oversized investment portfolio (80% of earnings
assets), which is repo funded and sensitivity to interest rate
movements.  Profitability also reflects the bank's strong fee
income business that helps diversify the revenue stream and a
low-risk residential mortgage portfolio.
     
“We view Oriental's credit risk profile as moderately low and
well contained, given the small size and good quality of the
residential mortgage portfolio,” said S&P's credit analyst Lidia
Parfeniuk.  “Meanwhile, the credit sensitive exposures in the
investment portfolio are high in relation to Oriental's
earnings,” she added.  Interest rate risk remains the company's
largest risk.  Moreover, through structured repo transactions,
the company has taken on highly leveraged interest rate risk.  
S&P also notes that the company's net unrealized securities
losses have grown to US$46 million, which is large in relation
to earnings and limits financial flexibility.  The robust
capital position supports the rating and is able to withstand
material contingent risk.    
     
S&P believes that Oriental Financial is well positioned to
continue to improve profitability in 2008 given the current
interest rate environment.  Furthermore, the rating agency
expects loan losses to remain manageable.  S&P also expects
revenues from the mortgage business to continue to grow,
including fee income, and costs to remain well managed.  The
risks include a slowing U.S. economy, which could exacerbate the
recession in Puerto Rico, reduce loan origination volumes, and
aggravate credit issues.
     
The stable outlook reflects the turnaround in performance and
expectation of continued expansion in profitability in the near
to medium term.  The stable outlook also reflects S&P's
expectation of manageable credit quality metrics despite the
weak Puerto Rico economy.  S&P could revise the outlook to
positive if loan losses remain stable, the business benefits
from further revenue diversification, and sensitivities to
interest rates are further reduced.  Conversely, S&P could
revise the outlook to negative if credit quality deteriorates
beyond its expectations and earnings continue to display
substantial volatility.

Oriental Financial Group Inc. (NYSE: OFG) --
http://www.www.orientalfg.com/-- is a diversified financial
holding company operating under U.S. and Puerto Rico banking
laws and regulations.  Oriental provides comprehensive financial
services to its clients throughout Puerto Rico and offers third
party pension plan administration through its wholly owned
subsidiary, Caribbean Pension Consultants, Inc.  The group's
core businesses include a full range of mortgage, commercial and
consumer banking services offered through 25 financial centers
in Puerto Rico, as well as financial planning, trust, insurance,
investment brokerage and investment banking services.



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PETROLEOS DE VENEZUELA: To Develop 3 Oil Fields With Belarusneft
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Petroleos de Venezuela S.A. has signed a Memorandum of
Understanding with its Belarus counterpart, Belarusneft, for the
development of three more oil fields in Venezuela, various
reports say.

The deal was struck to to reinforce a joint venture agreement
signed by the parties on July 23, Prensa Latina notes.

The press says that under the deal, Petroleos de Venezuela
agreed to terms that allow Belarusneft to use three additional
oil fields in Venezuela.  The accord also includes the creation
of a joint venture to boost production capacity.  Belarus' First
Deputy Prime Minister Vladimir Semashko said at the signing
ceremony that tthe new oilfields will increase current crude oil
production of up to 2,000,000 tons in 2009.

The National Center of Legal Information of the Republic of
Belarus says that the joint venture Venezuela set up with
Belarus last year also launched explorations on the seismic
sections in Boyaco in the Orinoco River Basin.

As reported in the Troubled Company Reporter-Latin America on
Dec. 7, 2007, Petroleos de Venezuela said it formed a joint
venture with Belarusneft to carry out seismic work throughout
Venezuela.  The joint venture is called Sesmica Bielovenezolana
JV.  It is Petroleos de Venezuela's first proprietary seismic
company and will continue the works that were formerly
contracted out to transnational firms.  

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

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As reported in the Troubled Company Reporter-Latin America on
April 28, 2008, Standard & Poor's Ratings Services affirmed its
'BB-' long-term corporate credit rating on Petroleos de
Venezuela S.A.  S&P said the outlook is stable.

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

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


PETROLEOS DE VENEZUELA: Funding Sidor's Operations
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Pedro Rondon, board member of Siderurgica del Orinoco, a.k.a
Sidor, has admitted that the firm is using money from Petroleos
de Venezuela S.A. to operate, Business News Americas reports.

BNamericas relates that Mr. Rondon said Sidor took a loan from
Petroleos de Venezuela.  "Everything the Venezuelan state has
done at Sidor since nationalization, from a huge celebration
party to a bonus payment for each employee, has been with PDVSA
resources," Mr. Rondon added.  Sidor is being nationalized by
Venezuelan President Hugo Chavez.

As reported by the Troubled Company Reporter-Latin America on
May 14, 2008, President Chavez disclosed Petroleos de Venezuela
plans to invest in Sidor as the state-owned oil company will
need all the tubes in the world.

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 28, 2008, Standard & Poor's Ratings Services affirmed its
'BB-' long-term corporate credit rating on Petroleos de
Venezuela S.A.  S&P said the outlook is stable.

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

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



PETROZUARA FINANCE: Moody's Cuts US$755 Mil. Debt Ratings to B3  
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Moody's Investors Service has downgraded the rating on
Petrozuata Finance Inc.'s US$755 million in bonds outstanding to
'B3' from 'B2'.  The rating remains under review for possible
further downgrade.  The downgrade follows the announcement by
Petroleos de Venezuela (PDVSA, rated 'B'1), the Venezuelan
state-owned oil company and owner of Petrozuata, that it has
reached agreement with holders of 77% of the Petrozuata's bonds
to tender for their bonds at a price equal to par plus one-third
of the early redemption premium specified in the indenture.

The offer will be accompanied by a consent solicitation
requesting bondholder approval of amendments to the indenture
and other related financing documents which require the approval
of a minimum of two-thirds of bondholders to take effect.  Among
other changes, the amendments are expected to eliminate all
restrictive covenants, events of default other than payment
defaults, and the trustee-administered waterfall of accounts,
and release all of bondholders' collateral and security
interests.  Holders of over 77% of the debt have entered into a
Lock-Up Agreement with Petroleos de Venezuela SA, whereby they
have agreed to accept the tender offer and the proposed terms of
the consent solicitation in principle.  The tender offer is
expected to be consummated within approximately two months, but
in any event no longer than 90 days after the Lock-up Agreement
takes effect.

Moody's recognizes that the terms of the tender offer have been
negotiated between Petroleos de Venezuela on behalf of
Petrozuata and holders of a large majority of the debt and that
remaining bondholders will not be forced to accept it.  In
Moody's opinion, however, the expected terms of the consent
solicitation do not leave any bondholders who may be unhappy
with the tender offer a reasonable alternative.  Despite the
fact that bondholders will receive in excess of par, in Moody's
opinion the tender offer will represent a distressed exchange in
light of its terms and the circumstances surrounding it.  
According to Moody's definition, this constitutes an event of
default though it may not have been considered so under the
terms of the indenture itself.  The review will consider the
implications of the proposed amendments for the rating of any
bonds not tendered. If the amendments are implemented as
currently proposed, the security of any remaining bonds will be
materially impaired.
                 
Petrozuata Finance is the last of four heavy oil projects
located in Venzuela's Orinoco Basin.  All four projects have
been nationalized by the Venezuelan government.  Prior to its
nationalization, Petrozuata was 50.1% owned by Conoco Phillips
and 49.9% owned by Petroleos de Venezuela SA.  The debt ratings
on Cerro Negro, Hamaca, and Sincor, the other three projects,
have all been withdrawn.  The debt of all three projects was
either repaid or restructured following negotiations with
lenders.  



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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

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

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

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

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