TCRLA_Public/080729.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

             Tuesday, July 29, 2008, Vol. 9, No. 149

                            Headlines


A R G E N T I N A

ALAMOS DEL SUR: Files for Reorganization in Buenos Aires Court
CONSTRUCTORA PAESE: Files for Reorganization in Court
DIDONAZ SA: Files for Reorganization in Buenos Aires Court
LANERA EL MIRADOR: Seeks Bankruptcy Protection in Court
NOCHE DE BUENOS AIRES: Seeks Bankruptcy Protection in Court

REVLON INC: Posts Preliminary Results For the 2008 Second Qtr.
VERIFONE HOLDINGS: NYSE Grants Continued Listing Until Oct. 31


B E R M U D A

ADVANCED MICRO: Dirk Mayer to Replace Hector Ruiz as CEO
IPC HOLDINGS: Third Qtr. Net Income Drops 7% to US$780MM in 2007


B R A Z I L

AES CORP: Will Invest US$1.2 Bil. to Boost Cameroon's Production
BANCO NACIONAL: Inks BRL18 Million Financing to Aguas de Niteroi
FORD MOTOR: Improves Car Conversion Plan, Realigns Manufacturing
GENERAL MOTORS: Global Sales Down 5% in Second Quarter 2008


C A Y M A N  I S L A N D S

ALCHEMIA EUROPE: To Hold Final Shareholders Meeting on July 31
ALCHEMIA EUROPE MASTER: Final Shareholders Meeting Is on July 31
ERIN HOLDINGS: Deadline for Proofs of Claim Filing Is July 31
HONEY HARBOUR: Will Hold Final Shareholders Meeting on July 31
RETAIL REINSURANCE: Proofs of Claim Filing Deadline Is July 31

SHIMAO PROPERTY: Moody's Cuts Issuer Rating to Ba1 From Baa3


C H I L E

BUCYRUS INTERNATIONAL: Earns US$62.3 Mil. in Qtr. Ended June 30
SHAW GROUP: S&P Lifts Rating to BB+ on Good Cash Flow Generation


D O M I N I C A N  R E P U B L I C

BANCO MULTIPLE: Fitch Affirms B- Foreign & Local Curr. ID Rtngs.
BANCO BHD: Fitch Holds Long-Term Foreign & Local ID Ratings at B


J A M A I C A

AIR JAMAICA PENSION: Beneficiaries Must File Claims by Aug. 31
DIGICEL GROUP: America Movil Alleges Monopoly of Mobile Rates
NAT'L COMMERCIAL: Earns J$6,757MM in 9 Months Ended June 2008


M E X I C O

FRONTIER AIRLINES: Posts US$60MM Net Loss in Year Ended March 31
M-REAL CORP: Posts EUR8 Million Net Loss in 2nd Quarter 2008
M-REAL CORP: S&P Shifts Outlook to Neg., Holds B Credit Ratings
SEMGROUP ENERGY: Omnibus Pact With SemGroup LP Has Terminated
SEMGROUP LP: Bankruptcy Won't Affect SemGroup Energy Unit

SEMGROUP: Ceases as White Cliffs Manager Over GECC Loan Default

* ACOLMAN STATE: Moody's Assigns Ba3 Global Scale Issuer Rating


P U E R T O  R I C O

HORIZON LINES: Reports US$9.9MM Adjusted Net Income in 2nd Qtr.
MILLENNIUM INSTITUTE: Case Summary & 19 Largest Unsec. Creditors


V E N E Z U E L A

PETROLEOS DE VENEZUELA: To Invest US$13.8BB in Refining Projects

* Fitch Says LatAm Lower-Rated Issuers Have Manageable Liquidity

* Large Companies With Insolvent Balance Sheet


                         - - - - -


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

ALAMOS DEL SUR: Files for Reorganization in Buenos Aires Court
--------------------------------------------------------------
Alamos del Sur SRL has requested for reorganization approval
after failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Alamos del Sur 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. 22 in Buenos Aires, with the assistance of Clerk
No. 43.

The debtor can be reached at:

           Alamos del Sur SRL
           Parana 433
           Buenos Aires, Argentina


CONSTRUCTORA PAESE: Files for Reorganization in Court
-----------------------------------------------------
Constructora Paese SRL has requested for reorganization approval
after failing to pay its liabilities since July 17, 2008.

The reorganization petition, once approved by the court, will
allow Constructora Paese 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. 7 in Buenos Aires, with the assistance of Clerk
No. 14.

The debtor can be reached at:

           Constructora Paese SRL
           Rio de Janeiro 253
           Buenos Aires, Argentina


DIDONAZ SA: Files for Reorganization in Buenos Aires Court
----------------------------------------------------------
Didonaz SA has requested for reorganization approval after
failing to pay its liabilities since Jan. 6, 2008.

The reorganization petition, once approved by the court, will
allow Didonaz 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. 23 in Buenos Aires, with the assistance of Clerk
No. 46.

The debtor can be reached at:

           Didonaz SA
           Constitucion 2834
           Buenos Aires, Argentina


LANERA EL MIRADOR: Seeks Bankruptcy Protection in Court
-------------------------------------------------------
The National Commercial Court of First Instance in Buenos Aires
is studying the merits of Lanera El Mirador SACIA y F's request
to enter bankruptcy protection.

Lanera El Mirador filed a “Quiebra Decretada” petition, after
failing to pay its debts since April 1, 2008.

The petition, once approved by the court, will transfer control
of the company's assets to a court-appointed trustee who will
supervise the liquidation proceedings.

The debtor can be reached at:

          Lanera El Mirador SACIA y F
          Paraguay 1345
          Buenos Aires, Argentina


NOCHE DE BUENOS AIRES: Seeks Bankruptcy Protection in Court
-----------------------------------------------------------
The National Commercial Court of First Instance No. 18 in Buenos
Aires is studying the merits of Noche de Buenos Aires SA's
request to enter bankruptcy protection.

Noche de Buenos Aires filed a “Quiebra Decretada” petition,
after failing to pay its debts.

The petition, once approved by the court, will transfer control
of the company's assets to a court-appointed trustee who will
supervise the liquidation proceedings.

Clerk No. 36 is assisting the court in this case.

The debtor can be reached at:

          Noche de Buenos Aires SA
          Maipu 388
          Buenos Aires, Argentina


REVLON INC: Posts Preliminary Results For the 2008 Second Qtr.
--------------------------------------------------------------
Revlon Inc. disclosed Thursday its preliminary estimated
earnings for the second quarter ended June 30, 2008.

Preliminary second quarter 2008 financial results, compared to
the second quarter of last year:

  -- Net sales of approximately US$375 million, compared to
     US$349.2 million.

  -- Operating income of approximately US$60 million, compared
     to US$16.9 million.

  -- Net income of approximately US$20 million, compared to a
     net loss of US$11.3 million.
    
  -- Adjusted EBITDA of approximately US$80 million, compared to
     US$42.0 million.

Revlon president and chief executive officer David Kennedy said,
“Our strong preliminary results in the second quarter continue
to validate our strategy.  We continue to focus on the key
drivers, including: innovative, high-quality, consumer-preferred
new products; effective, integrated brand communication;
competitive levels of advertising and promotion; and superb
execution with our retail partners, which build our brands,
particularly the Revlon brand, and generate sustainable,
profitable sales growth.  We also remain focused on controlling
our costs and driving efficiencies throughout our organization,
which continue to positively impact our margins and cash flows.”

                Preliminary Second Quarter Results

Net sales in the second quarter of 2008 increased by 8% to
approximately US$375 million, compared to net sales of
US$349.2 million in the second quarter of 2007.  Excluding the
favorable impact of foreign currency fluctuations, net sales in
the second quarter increased approximately 6% versus year-ago.

In the United States, net sales in the second quarter of 2008
increased 6% to approximately US$215 million, compared to net
sales of US$204.2 million in the second quarter of 2007.  The
company reported that the primary driver of the second quarter
net sales growth was higher shipments of Revlon color cosmetics,
largely due to 2008 new product launches, including initial
shipments of its more extensive second half 2008 new product
lineup.

In the company's international operations, net sales in the
second quarter of 2008 increased 10% to approximately
US$160 million, compared to net sales of US$145.0 million in the
second quarter of 2007.  Excluding the favorable impact of
foreign currency fluctuations, net sales in the second quarter
of 2008 increased 5% compared to the same period last year,
reflecting primarily higher shipments of Revlon color cosmetics
products launched in 2008.  Each of the company's international
regions, namely, Asia Pacific, Europe, and Latin America,
experienced net sales growth and margin expansion in the second
quarter of 2008 compared to the year-ago quarter.

Operating income was approximately US$60 million in the second
quarter of 2008, versus US$16.9 million in the second quarter of
2007.  Net income in the second quarter of 2008 was
approximately US$20 million, compared with a net loss of
US$11.3 million in the second quarter of 2007.  Adjusted EBITDA
was approximately US$80 million in the second quarter of 2008,
compared to US$42.0 million in the same period last year.

Operating income, net income and Adjusted EBITDA in the second
quarter of 2008 improved significantly compared to the same
period last year, primarily driven by higher net sales and the
non-recurrence of brand support in the second quarter of 2007
related to the launch of Revlon Colorist hair color.  Operating
income and Adjusted EBITDA in the second quarter of 2008 include
a net gain of approximately US$6 million related to the sale of
a facility in Mexico.  The expected full year impact of the sale
of the facility in Mexico will be approximately US$4 million,
after recording restructuring and other related charges in the
second half of the year.

Adjusted EBITDA is defined as net earnings before interest,
taxes, depreciation, amortization, gains/losses on foreign
currency transactions, gains/losses on the early extinguishment
of debt and miscellaneous expenses.  The company's management
utilizes Adjusted EBITDA as an operating performance measure in
conjunction with GAAP measures, such as net income and gross
margin calculated in accordance with GAAP.

                        About Revlon Inc.

Headquartered in New York City, Revlon Inc. (NYSE: REV) --
http://www.revlon.com/-- is a worldwide cosmetics, hair color,   
beauty tools, fragrances, skincare, anti-perspirants/deodorants
and personal care products company.  The company's brands, which
are sold worldwide, include Revlon(R), Almay(R), Mitchum(R),
Charlie(R), Bozzano(R), Gatineau(R) and Ultima II(R).  The
company's Latin American operations are located in Argentina,
Brazil, Chile, Mexico and Venezuela.

At March 31, 2008, the company's consolidated balance sheet
showed US$882.6 million in total assets and US$2.0 billion in
total liabilities, resulting in a US$1.1 billion total
stockholders' deficit.


VERIFONE HOLDINGS: NYSE Grants Continued Listing Until Oct. 31
--------------------------------------------------------------
VeriFone Holdings Inc. has been granted an additional period for
continued listing and trading on the New York Stock Exchange
through Oct. 31, 2008, subject to reassessment on an ongoing
basis.  During this period the company's trading on the New York
Stock Exchange will remain unaffected.  If VeriFone does not
make the required filings during this additional period, the
NYSE could either grant a further additional extension or move
forward to initiate suspension and delisting procedures.

VeriFone is continuing to work diligently on completing the
restated financial statements and related disclosures for the
three quarterly periods being restated and its Annual Report on
Form 10-K and Quarterly Reports on Form 10-Q for the fiscal
periods subsequent to July 31, 2007, and will be making the
required filings.

                   About VeriFone Holdings, Inc.

VeriFone Inc. is headquartered in Santa Clara, California, and
is a global market leader in the development and sale of point-
of-sale electronic payment systems.  The company has operations
in Argentina, Australia, Brazil, China, France, India, Malaysia,
Poland, the United Kingdom, the United States, among others.

                        *     *     *

As reported in the Troubled Company Reporter on Sept. 29, 2006,
Moody's Investors Service has affirmed the Corporate Family
Rating of B1 of VeriFone and revised the rating outlook to
stable from negative.  At the same time, Moody's assigned
ratings to new bank credit facilities that VeriFone will use to
finance its pending acquisition of Lipman Electronic Engineering
Ltd.



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

ADVANCED MICRO: Dirk Mayer to Replace Hector Ruiz as CEO
--------------------------------------------------------
Advanced Micro Devices Inc. disclosed last week that its board
of directors elected president and chief operating officer Dirk
Meyer as the company's chief executive officer.  Meyer succeeds
Hector Ruiz, who will become executive chairperson of the
company and chair of the board of directors.  

“Dirk's election to chief executive officer is the final phase
of a two-year succession plan developed and implemented jointly
by AMD's board of directors and executive team,” said Robert
Palmer, lead independent director.  “Under Hector's strong
leadership, AMD drove the industry adoption of pervasive 64-bit
and multicore computing, became a trusted enterprise-class
partner to leading technology suppliers and significantly
expanded its global footprint in high-growth markets like
China.”

Mr. Palmer noted, “Dirk's extensive experience as a business
leader and his notable engineering accomplishments before and
during his 12 years at AMD make him ideally suited to build upon
the foundation Hector created and lead AMD.”

“AMD has fundamentally altered the industry landscape, leading
the innovation agenda while delivering greater choice and better
experiences for our customers and users,” said Mr. Ruiz.  “Dirk
is a gifted leader who possesses the right skills and experience
to continue driving AMD and the industry forward in new,
compelling directions.  I am placing the company in excellent
hands.”

Mr. Meyer, 46, joined the company in 1995.  In 2006, Mr. Meyer
was appointed president and chief operating officer, and in
2007, he was elected to the company's board of directors.

Mr. Ruiz, 62, joined the company as president and chief
operating officer in January 2000 and became the company's chief
executive officer on April 25, 2002.  He has served on the
company's board of directors since 2000 and was appointed
chairman of the board of directors in 2004.

                       About Advanced Micro

Headquartered in Sunnyvale, California, Advanced Micro Devices
Inc. (NYSE: AMD) -- http://www.amd.com/-- provides innovative
processing solutions in the computing, graphics and consumer
electronics markets.  Outside the United States, the company
has subsidiaries in Belgium, Brazil, China, Germany, Japan,
Malaysia and Bermuda.

At June 28, 2008, the company's consolidated balance sheet
showed US$9.8 billion in total assets, US$8.1 billion in total
liabilities, US$189 million in minority interest in consolidated
subsidiaries, and US$1.5 billion in total stockholders' equity.

                         *     *     *

As reported on Troubled Company Reporter-Latin America on
April 11, 2008, Standard & Poor's Ratings Services placed its
'B' corporate credit and senior unsecured ratings on Advanced
Micro Devices Inc. on CreditWatch with negative implications.

In January 2008, Fitch downgraded these ratings on Advanced
Micro Devices Inc., including its Issuer Default Rating to 'B-'
from 'B'; and its Senior unsecured debt to 'CCC'/RR6 from
'CCC+/RR6'.  Fitch said the rating outlook remains negative.


IPC HOLDINGS: Third Qtr. Net Income Drops 7% to US$780MM in 2007
----------------------------------------------------------------
IPC Holdings Ltd. reported net income for the quarter ended
June 30, 2008 of US$47.5 million compared to US$28.0 million for
the second quarter of 2007.

For the quarter ended June 30, 2008, the company's net operating
income was US$98.3 million compared to US$26.1 million for the
second quarter of 2007.

President and Chief Executive Officer Jim Bryce commented, “We
are gratified by our strong operating results in both the second
quarter and six months to June 30, 2008.  The severity of per-
risk losses continued during the second quarter, with the tragic
events in China and the Universal Studios fire in Hollywood.  
While these events had no direct impact on IPC’s results for the
quarter, they nevertheless serve as a reminder of the need for
discipline in the reinsurance market.  Excess capacity,
resulting from the abundance of capital, has had some impact on
rates, though generally underwriting discipline is being shown
in our specialist line of property catastrophe reinsurance.  
However, there is greater pressure as market capital continues
to grow.  Sensitivity in demand and pricing was demonstrated by
the commencement of hurricane season, which resulted in an
increase in demand and an immediate but temporary increase in
pricing in the United States.  Generally, renewals at July 1,
2008 were in line with, or better than, our expectations.  
Frequency of natural catastrophe losses continued during the
second quarter this year, but given the current level of
clients’ retentions this is having little impact on property
catastrophe reinsurers.  The continued updated claims
information received from clients has again enabled us to adjust
our reserves, which has had a positive effect on our operating
results.  However, the ongoing turbulence in the credit markets
has had a marked impact on equities and fixed maturity
securities generally, and despite the highly-rated, short
duration nature of our portfolio, we have not been immune from
its consequences.  As part of our persistent discipline and
determination to improve shareholder value, we continued our
repurchases of shares during the second quarter.”

Mr. Bryce stated, “During the three months ended June 30, 2008,
we had repurchased a further 5.7 million shares at an average
price of US$28.81 per share, for a total cost of
US$163.3 million.  This brought aggregate repurchases for the
period ended June 30, 2008, to US$212.8 million, with a total of
7.5 million shares being bought.  These repurchases have been
financed in part by a drawdown of US$150.0 million from our
syndicated revolving credit facility, which occurred in early
June of this year.”

In the quarter ended June 30, 2008, the company wrote gross
premiums of US$105.2 million, compared to US$109.3 million in
the second quarter of 2007.  Premiums in respect of new business
totaled US$18.9 million; however premiums from existing business
were approximately US$3.4 million less in the second quarter of
2008 in comparison to the second quarter of 2007, mostly due to
program re-structuring, including changes in client retentions
and pricing.  In addition, business that was not renewed because
of unsatisfactory terms and conditions, or because the cedant
did not purchase the protection, totalled approximately
US$11.5 million.  There was also a US$7.5 million reduction in
reinstatement premiums in the second quarter of 2008 compared to
the second quarter of 2007, due to the lower level of incurred
losses in the current period.  Excess of loss premium
adjustments, which are adjustments generally arising from
differences between cedants’ actual exposure base and original
estimates thereof, were US$0.5 million less in the second
quarter of 2008 in comparison to the second quarter of 2007.

In the second quarter of 2008, the company ceded US$2.8 million
of premiums to our retrocessional facility, compared with
US$7.1 million for the quarter ended June 30, 2007.  The actual
contracts ceded are at IPC’s underwriters’ judgement in
optimizing the risk profile of the portfolio, which can cause
premiums ceded to vary as a proportion of our gross writings,
from quarter to quarter.  In addition, its Property Catastrophe
Excess of Loss retrocessional facility was not renewed at
Jan. 1, 2008, and there was less participation by
retrocessionaires in our proportional reinsurance facility.

Net premiums earned in the quarter ended June 30, 2008, were
US$84.9 million, compared to US$98.8 million in the second
quarter of 2007.  This reduction is primarily due to the
reduction in written premiums, both in the quarter and during
the past twelve months, as well as the reduction in
reinstatement premiums as a result of decreased loss activity in
the period.

The company earned net investment income of US$23.4 million in
the quarter ended June 30, 2008, compared to US$31.9 million in
the second quarter of 2007.  In the second quarter of 2007, the
company received dividends of US$6.7 million from our investment
in a fund of hedge funds, whereas the company did not receive
any dividends from this investment in the second quarter of
2008.  In addition, the overall yield from the fixed income
portfolio continues to be approximately 20 basis points less
during 2008, compared to 2007.

On July 24, 2008, the Board of Directors declared a quarterly
dividend of US$0.22 per common share, payable on Sept 19, 2008,
to shareholders of record on September 3, 2008.  In addition,
the Board of Directors declared a preferred dividend of
US$0.475781 per Series A Mandatory Convertible preferred share,
payable on Aug. 15, 2008 to preferred shareholders of record on
Aug. 1, 2008.

                       About IPC Holdings

Headquartered in Bermuda, IPC Holdings, Ltd. through its wholly
owned subsidiary IPCRe Limited (Bermuda), provides property
catastrophe reinsurance and, to a limited extent, aviation,
property-per-risk excess and other short-tail reinsurance on a
worldwide basis, with a subsidiary in Dublin, Ireland.

                          *    *    *

IPC Holdings, Ltd. carried A.M. Best Co.'s BB+ rating on the
company's US$236,250,000 convertible preferred stock assigned on
Nov. 1, 2005.  The preferred stock will mature on Nov. 15, 2008.



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

AES CORP: Will Invest US$1.2 Bil. to Boost Cameroon's Production
----------------------------------------------------------------
AES Corporation is in US$1.2 billion investment talks with
Cameroon to raise the latter's electricity production by 2011
after AES Chief Executive Officer Paul Hanrahan met with
Cameroon President Paul Biya and other top government officials,
Emmanuel Tumanjong of Dow Jones Newswires reports, citing a
Cameroon unit.

Mr. Hanrahan told reporters in Yaounde that “Plans are underway
to transform Cameroon to an energy hub for West and Central
Africa.  AES intends to form a new African power company with
headquarters in Cameroon,” he adds, as cited by Dow Jones.

Under the agreement, the Kribi Power Development Corporation was
signed for the construction of two gas-fired electricity plants
at the Atlantic port town of Kribi (150-200 megawatts) and
another in Dibamba (88MW), located at Douala.  Both projects
will be closed by 2010, Dow Jones says.

The report says that the KPDC, with a registered capital of 10
million CFA francs (US$24,375) held by AES-Sonel, is currently a
single-member company.  However, there were plans to boost its
capital with Cameroon taking a stake of up to 44% and AES the
remaining 55% by the year-end 2008.

Citing AES-Sonel as saying, the report relates that the company
has aimed to develop, construct and operate any type of
generation facilities.

According Cameroon's Minister of Finance Lazarre Essimi Menye,
the AES move was favorable to save his country from impending
energy catastrophe by 2010, the report adds.

The AES Corporation (NYSE:AES) -- http://www.aes.com/-- is a
power company with operations in South America, Europe, Africa,
Asia and the Caribbean. The Company generates 44,000 megawatts
of electricity through 124 power facilities, and delivers
electricity through 15 distribution companies.

AES has been in Eastern Europe for over ten years, since it
acquired three power plants in Hungary in 1996. Currently, AES
has two distribution companies in Ukraine, which serve
1.2 million customers and generation plants in the Czech
Republic and Hungary.  AES is also the leading company in
biomass conversion in Hungary, generating 37% of the nation's
total renewable generation in 2004. The company has Latin
America operations in Argentina, Brazil, Chile, Dominican
Republic, El Salvador and Panama.

AES's business group in Asia & Middle East is comprised of
electric utilities and generation plants in China, India,
Kazakhstan, Oman, Qatar, Pakistan and Sri Lanka. Fuels include
coal, diesel, hydro, gas and oil. AES has been in the region
since 1994, when it acquired the Cili generation plant in China.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America
May 16, 2008, Moody's Investors Service assigned a B1 rating to
The AES Corporation's proposed issuance of US$600 million senior
unsecured notes due 2020.  In addition, Moody's has affirmed the
ratings of AES, including the company's Corporate Family Rating
at B1, its Probability of Default Rating at B1, its senior
secured credit facilities at Ba1, its second priority senior
secured notes at Ba3, its senior unsecured notes at B1 and its
trust preferred securities at B3.  Moody's said the rating
outlook for AES is stable.

The company also carries Fitch Ratings' 'BB/RR1' rating
on US$500 million issue of senior unsecured notes due 2017.

As reported in the Troubled Company Reporter-Latin America on
March 7, 2008, AES Corporation is in default under its senior
secured credit facility and its senior unsecured credit facility
due to a breach of representation related to its financial
statements as stated in the credit agreements.  As a result,
US$200 million of the debt under the company's senior secured
credit facility will be classified as current on the balance
sheet as of Dec. 31, 2007.  There are no outstanding borrowings
under the senior unsecured facility.


BANCO NACIONAL: Inks BRL18 Million Financing to Aguas de Niteroi
----------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social SA's
management has signed off a BRL18 million loan for utility
company Aguas de Niteroi S.A.  The funds will be used to expand
the Toque-Toque Sewage Treatment Station in Niteroi, Rio de
Janeiro.  This project will allow processing of over 225 liters
per second of sewage and, more importantly, the expansion of the
sewage network of the Oceanic Region of the city and reforesting
of water sourcing areas.  Banco Nacional's money injection
corresponds to 80% of total investments.

The project, part of the Growth-Acceleration Program or PAC,
will implement 33,000 meters of sanitary sewage collection
network in the Oceanic Region of Niteroi and reforesting of
gallery forests in the water sourcing areas of Imunana System.  
This is the system responsible for the supply, with treated
water, of around 1.5 million of people living in the cities of
Cachoeira de Macacu, Niteroi, Sao Goncalo, Itaborai and Ilha de
Paqueta.

Itaipu Basin, composed of the districts of Itaipu, Itacoatiara
and Engenho do Mato, in the Oceanic Region of Niteroi, has a
tertiary-level sewage treatment station, since January 2004,
plus a 130 km collecting network, seven pumping stations and
about 7,500 household connections.

The sewage-collecting network of over 33 thousand meters in this
basin will complete the coverage of sanitary sewage in the
districts of Itaipu and Engenho do Mato, bringing benefits to
Itaipu Lagoon.  The collecting network to be installed will be
connected to the households not provided with the sewage system
of Itaipu Basin, and will lead to the Sewage Treatment Station
of Itaipu, in Campo Belo, in the city of Niteroi.

The reforesting of the gallery forest along Macacu river, the
main water sourcing of the system, is critical to prevent
aggradation of rivers and keep the quality of waters.  The
public supply of water has been threatened during months of
drought, due to decreased volume and low quality of gross water,
requiring greater amounts of chemicals to reach the potability
standards required by legislation and requiring longer treatment
times, which reduces the production capacity and increases final
costs.

Among the reforesting actions to be taken we can underscore the
physical characterization of the field of performance, with the
preparation of a georreferenced database.  After defining the
priority areas for the implementation of the project, the
reforesting efforts will start.  Two and a half million
seedlings are expected to be planted.  At the same time,
activities involving marking of breeders, development of a seed
garden and a forest yard will be performed.  This will provide a
production capacity of around 800,000 seedlings a year.

The region will host the new Petrochemical Complex of Rio de
Janeiro, Comperj, with investments expected to total
BRL5 billion, which will require larger supply of water to
address the forthcoming population growth of these cities.

Aguas de Niteroi S.A. is a private specific-purpose company
incorporated in October 1997, intended to provide basic
sanitation services for Niteroi, Rio de Janeiro.  The concession
has been recently extended up to August 2042.

                      About Banco Nacional

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

                        *     *     *

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


FORD MOTOR: Improves Car Conversion Plan, Realigns Manufacturing
----------------------------------------------------------------
The Wall Street Journal reported that Ford Motor Co. will retool
three North American truck plants to make small cars that it now
makes and sells in Europe.  WSJ related that the plan amounts to
a gamble that small cars can save a company whose business has
long been based on trucks.  

WSJ, citing Don Leclair, Ford's chief financial officer, said
that Ford is in a stress period right now.  Ford's U.S. business
has been hit by declining vehicles sales and a sudden consumer
shift to small cars.

According to the Journal, Ford is slashing costs and shifting
capacity to passenger-car production in amid the troublesome
realities of the U.S. market.

In a press statement, Ford disclosed a significant acceleration
of its transformation plan with the addition of several new
fuel-efficient small vehicles in North America and a realignment
of its North American manufacturing.

The actions represent a shift in Ford's North American product
plans and investments toward smaller vehicles and fuel-efficient
powertrains in both the near- and mid-term in line with rapid
changes in customer buying preferences.

In addition to bringing six small vehicles to North America from
the company's acclaimed European lineup, Ford is accelerating
the introduction of fuel-efficient EcoBoost and all-new four-
cylinder engines, boosting hybrid production and converting
three existing truck and SUV plants for small car production,
beginning this December.

“We continue to take fast and decisive action implementing our
plan and responding to the rapidly changing business
environment,” Alan Mulally, Ford president and CEO, said.  “Ford
is moving aggressively using our global product strengths to
introduce additional smaller vehicles in North America and to
provide outstanding fuel economy with every new product.”

Mr. Mulally said the company is focused on its transformation
plan, which calls for:

  -- aggressively restructuring to operate profitably at the
     current demand and changing model mix;

  -- accelerating the development of new products that customers
     want and value;

  -- financing the plan and improving the balance sheet;

  -- working together effectively as one team, leveraging Ford's
     worldwide assets

“The progress we have made in working together to create a 'One
Ford' global enterprise during the past two years gives us a
unique competitive advantage in today's environment,” Mr.
Mulally said.  “We are in a stronger position than ever to
leverage Ford's global assets to address the North American
business environment.  We also are building on the past few
years of progress in continuously improving our quality,
reducing our cost structure and introducing strong new
products.”

                    Aggressively Restructuring

Ford will convert three existing North American truck and SUV
plants for small car production, with the first conversion
beginning this December.

The moves are in addition to Ford's statements in May and June
that it is reducing its North American production plans for
large trucks and SUVs for the remainder of 2008, well as
increasing production of smaller cars and crossovers.

“We are transforming Ford's North American manufacturing
operations into a lean, flexible system that is fully
competitive with the best in the business,” Mark Fields, Ford
president of The Americas, said.  “We remain committed to
matching our capacity with real consumer demand, and we are
equipping nearly all of our assembly plants with flexible body
shops, ensuring we can respond quickly to changing consumer
tastes.”

“In addition, we are adding four-cylinder engine capacity to
meet the growing consumer demand, while expanding production of
our new EcoBoost engines, six-speed transmissions and other
fuel-saving technologies,” Mr. Fields said.

Among the manufacturing realignment actions are:

  -- Michigan Truck Plant in Wayne, Michigan, which builds the
     Ford Expedition and Lincoln Navigator full-size SUVs, will
     be converted beginning this December to production of small
     cars derived from Ford's global C-car platform in 2010.

  -- Production of the Ford Expedition and Lincoln Navigator
     will be moved to the Kentucky Truck Plant in Louisville,
     Kentucky, early next year.

  -- Cuautitlan Assembly Plant in Mexico, which produces
     F-Series pickups, will be converted to begin production of
     the new Fiesta small car for North America in early 2010.

  -- Louisville, Kentucky Assembly Plant, which builds the Ford
     Explorer mid- size SUV, will be converted to produce small
     vehicles from Ford's worldwide C-car platform beginning in
     2011.

  -- Twin Cities, Minnesota Assembly Plant -- which was
     scheduled to close in 2009 -- will continue production of
     the Ford Ranger through 2011 to meet consumer demand for
     the compact pickup.

  -- Kansas City Assembly Plant this year will add a third crew
     to its small utility line for the Ford Escape, Escape
     Hybrid and Mercury Mariner and Mariner Hybrid.

With the realignments, Ford will continue to offer targeted
hourly buyouts at its U.S. plants and facilities, working with
the UAW to secure competitive employment levels.  Ford also said
it remains on track to reduce salaried-related costs by 15% in
North America by Aug. 1.

Ford North America still expects to reduce annual operating
costs by US$5 billion by the end of 2008 -- at constant volume,
mix and exchange, and excluding special items -- compared with
2005.  In addition, the company said it plans to continue to
reduce structural costs beyond 2008.

The company also confirmed Ford, Lincoln and Mercury will remain
in its North American brand portfolio.  Ford said it will work
with its dealers to broaden and accelerate its dealer
consolidations, which will result in a dealer network that
reflects the changing industry size and model mix.

Ford also updated its North American planning assumptions, which
include:

  -- U.S. economic recovery to begin by early 2010;
  
  -- U.S. industry sales to return to trend levels as the
     economy returns to health;

  -- Product mix changes are permanent, but some recovery will
     occur from the current share-of-industry for full-size
     pickups -- though not back to levels experienced previously
     -- as the economy and housing sector recover;

      * oil prices to remain volatile and high,
      * no near-term relief from current level of commodity
        prices,
      * about 14% U.S. market share for Ford, Lincoln and
        Mercury brands

                     Accelerating New Products

Ford is adding several new North American products in the near-
and mid- term, and shifting from a primary emphasis on large
trucks and SUVs to smaller and more fuel-efficient vehicles.  By
the end of 2010, two-thirds of spending will be on cars and
crossovers -- up from one-half.

“We are accelerating the development of the new products
customers want and value,” Mr. Mulally said.  “We sell some of
the best vehicles in the world in our profitable European and
Asian operations, and we will bring many of them to North
America on top of our already aggressive product plans.”

The new products include six European small vehicles to be
introduced in North America by the end of 2012.  Ford's European
products are set apart by their world-class driving dynamics,
exciting design and outstanding quality.

“While we have no intention of giving up our longtime truck
leadership, we are creating a new Ford in North America on a
foundation of small, fuel-efficient cars and crossovers that
will set new standards for quality, fuel economy, product
features and refinement,” Mr. Fields said.

The Ford, Lincoln, Mercury line will be almost completely
upgraded by the end of 2010, including:

  -- 2009 Ford F-150, on sale in late fall with the most
     capability, most choice and most smart features of any
     full-size pickup, and with more than a 7 percent fuel
     economy improvement;

  -- 2010 Ford Fusion, Mercury Milan, Lincoln MKZ sedans, on
     sale in early 2009, with Fusion's and Milan's four-cylinder
     fuel economy expected to top Honda Accord and Toyota Camry;

  -- 2010 Ford Fusion Hybrid and Mercury Milan Hybrid, beginning
     production late this year and on sale in early 2009 -- with
     fuel economy expected to top the Toyota Camry hybrid;

  -- New Ford Mustang -- coupe, convertible, and glass-roof
      models -- in early 2009;

  -- New Ford Taurus sedan -- with EcoBoost engine and even more
     advanced safety and convenience technologies -- in mid-
     2009;

  -- New European Transit Connect small multi-purpose van in
     mid-2009;

  -- New Lincoln seven-passenger crossover -- with EcoBoost
     engine -- in mid-2009;

  -- New European Ford Fiesta, in both four- and five-door
     versions, in early 2010;

  -- New European Ford Focus, in both four- and five-door
     versions, in 2010;

  -- New Mercury small car in 2010;

  -- New European small vehicle that will be a "whitespace"
     entry in North America in 2010;

  -- Next-generation Ford Explorer -- with unibody construction,
     EcoBoost, six-speed, weight savings and improved
     aerodynamics for up to 25 percent better fuel economy - in
     2010.

With every new product, Ford expects to be the best or among the
best for fuel economy.  This is aided by one of the most
extensive powertrain upgrades ever for Ford.  By the end of
2010, nearly all of Ford's North American engines will be
upgraded or replaced.  In addition, within two years, nearly all
of Ford's North American lineup will offer fuel-saving six-speed
automatic transmissions.

The improvements build on several Ford fuel economy such as:

  -- 2009 Ford Flex, which is the most fuel-efficient standard
     seven-passenger vehicle on the market, topping the 2009
     Honda Pilot;

  -- 2009 Ford Focus, with highway fuel economy of up to 35 mpg;

  -- better than the smaller 2008 Honda Fit and 2009 Nissan
     Versa SL and a key reason Focus retail sales are up 50%;

  -- 2009 Escape, with a new 2.5-liter four-cylinder engine and
     six-speed transmission delivering best-in-class highway
     fuel economy of 28 mpg -- ahead of Toyota RAV4 and Honda
     CR-V;

  -- 2009 Ford Escape Hybrid, delivering 34 mpg in the city and
     31 mpg on the highway, making it the most fuel-efficient
     utility vehicle available;

Coming in 2009 are the first applications of Ford's new EcoBoost
engines.  EcoBoost uses gasoline turbocharged direct-injection
technology for up to 20% better fuel economy, up to 15% fewer
CO2 emissions and superior driving performance versus larger-
displacement engines.

EcoBoost V-6 engines will be introduced on several vehicles next
year, beginning with the Lincoln MKS and Ford Taurus sedans, and
Ford Flex crossover.  Four-cylinder EcoBoost engines will debut
in 2010 in both North America and Europe.  Ford will offer
EcoBoost on more than 80% of its North American lineup by the
end of 2012.  Ford also plans to double capacity for North
American four-cylinder engines to more than 1 million units by
2011, to meet the consumer trend toward downsized engines for
fuel economy.  The smaller engines will deliver significant fuel
savings.

In addition, Ford plans to double its hybrid volume and
offerings next year -- and is looking to expand further going
forward.  Production of the all-new 2010 Ford Fusion Hybrid and
Mercury Milan Hybrid begins in December -- with fuel economy
expected to top the Toyota Camry hybrid.

With these new models, the Ford Escape Hybrid -- now in its
fifth year of production -- and the Mercury Mariner Hybrid, Ford
will offer four hybrid vehicles.  That will make Ford the
largest domestic producer of full hybrid vehicles in North
America, second only to Toyota in sales volume.

Ford also is introducing six-speeds with PowerShift that offers
the fuel economy of a manual transmission and convenience of an
automatic; start-stop engines that shut off when the vehicle
stops; electric power steering; direct injection, and Twin
Independent Variable Cam Timing engines.  These technologies
will be progressively introduced within the North American
lineup by 2012.

                            “One Ford”

Driving Ford's product transformation is the company's “One
Ford” worldwide product development vision, which will deliver
more vehicles worldwide from fewer core platforms, further
reduce costs and allow for the increased use of common parts and
systems.

In the next five years, Ford will build more than 1 million
vehicles a year worldwide off its global B-car platform and
nearly 2 million units worldwide off its global C-car platform.

“Ford is investing most where consumer growth is taking place --
and that's in highly fuel-efficient global small cars,” said
Derrick Kuzak, Ford group vice president of Global Product
Development.  “One of every four vehicles in the world today is
a 'C' or Ford Focus-sized vehicle, and we expect the segment to
grow more than 20% to 6 million units in North America and
25 million worldwide by 2012.  We see similar strong growth in
the B-segment, where the Fiesta competes.”

With Ford's worldwide product development plan, all of the
company's vehicles competing in worlwide segments will be common
in North America, Europe and Asia within five years.  In
addition to B- and C-sized small cars, the company's Fusion- and
Mondeo-sized C/D cars and utilities will be common globally.  
The same will be true for commercial vans.

Ford said it is positioned to take advantage of its scale,
already acclaimed worldwide products and the strength of the
Ford brand around the world to respond to the changing
marketplace and to begin to grow profitably.  The company said
its success in growing market share and profits with smaller,
more fuel-efficient vehicles in Europe is now the template
around the world.

“We remain absolutely committed to creating an exciting, viable
Ford going forward -- and to transforming Ford into a lean
global enterprise delivering profitable growth over the long
term,” said Mr. Mulally.  “We continue to make progress on every
element of our transformation plan, and we are taking decisive
steps in the near term to ensure our long-term success.”

                       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 MOTORS: Global Sales Down 5% in Second Quarter 2008
-----------------------------------------------------------
Record-setting sales performance in GM's Latin America, Africa,
and Middle East, Asia Pacific and Europe regions during the
second quarter of 2008 helped General Motors Corp. sell more
than 2.28 million vehicles globally during the second quarter
2008.  GM sales outside of its North America region grew 10% (up
116,000 vehicles).  Compared to second quarter 2007, GM's total
sales were down 5%, reflecting continuing economic pressures and
labor disruptions in the U.S. market, which pushed North America
sales down 20% (236,000 vehicles).

GM sold 4.54 million vehicles in the first half of 2008, keeping
it on track to exceed nine million vehicles for the fourth
consecutive year.  Sales outside of North America grew by
209,000 vehicles during the same period.  On a year-over-year
basis, GM total global sales were down 3% for the first six
months of 2008.

           GM Continues Growth in Emerging Markets

“Our sales performance around the world shows that we are moving
quickly to respond to new market opportunities around the globe
and are meeting customer needs with fuel-efficient products that
offer compelling design and great value,” Jonathan Browning,
vice president, global sales, service and marketing, said.  “Our
global sales performance during the second quarter was fueled by
Chevrolet globally and Wuling and GM Daewoo regionally.”

Chevrolet sales in Asia Pacific, the industry's second-largest
region, grew 27% compared with the second quarter a year ago.  
Chevrolet sales in China (up 33%) and India (up 9%) powered much
of this growth.  The Chevrolet brand was recently introduced in
Vietnam, a new market with strong growth.  The Wuling brand
continued strong growth in China with sales up 35% in the second
quarter compared to the same period a year ago.  The Buick
LaCrosse ECO-hybrid, made by GM's flagship venture Shanghai
General Motors, has just begun sales in China and is expected to
be the first mass-produced hybrid sedan in China's mid and above
market segment.

In the Latin America, Africa and Middle East region -– a
traditional Chevrolet stronghold -– sales grew 18% compared with
the second quarter 2007.  Chevrolet accounted for nearly 90% of
the region's second quarter sales.

Chevrolet sales in Europe also contributed to the brand's solid
second-quarter results, growing 19%.  Chevrolet is seeing strong
growth in emerging markets including Eastern Europe.  For the
first half of the year, in Russia, Opel sales increased by 96%
while Saab increased 81% and Chevrolet was up 49%.  Also in
Russia, Cadillac saw a 51% increase in first half sales and
Hummer was up 21% compared with a year ago.

Chevrolet sales in North America were down 16.5%; however, GM is
adding production capacity to satisfy the strong demand for the
all-new Malibu sedan.

Sales of Cadillac outside of the United States grew 14% in the
second quarter, supported by strong growth of the brand in Latin
America, Africa and Middle East (up 28%), Asia Pacific (up 11%)
and Europe (up 7%).  Cadillac expects a further boost to global
sales with the recently announced CTS coupe and restyled SRX
crossover vehicle.  In North America, Cadillac sales declined
about 8,000 vehicles, largely due to pressure in the luxury SUV
market.

                   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.



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

ALCHEMIA EUROPE: To Hold Final Shareholders Meeting on July 31
--------------------------------------------------------------
Alchemia Europe Fund Ltd. will hold its final shareholders
meeting on July 31, 2008, at 10:00 a.m., at the offices of
Kinetic Partners Cayman LLP, located at the Harbour Center, 42
North Church Street, 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 six years from the
      dissolution of the company, after which they may be  
      destroyed.

Alchemia Europe's shareholder agreed on May 12, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Geoffrey Varga
                c/o Kinetic Partners Cayman LLP,
                P.O. Box 10387APO
                Harbour Centre, Grand Cayman
                Cayman Islands
                Telephone: (345) 623-9903
                Fax: (345) 623-0007

Contact for inquiries:

                Bernadette Bailey-Lewis
                Telephone: (345) 623-9900


ALCHEMIA EUROPE MASTER: Final Shareholders Meeting Is on July 31
----------------------------------------------------------------
Alchemia Europe Master Fund Ltd. will hold its final
shareholders meeting on July 31, 2008, at 10:30 a.m., at the
offices of Kinetic Partners Cayman LLP, located at the Harbour
Center, 42 North Church Street, 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 six years from the
      dissolution of the company, after which they may be  
      destroyed.

Alchemia Europe's shareholder agreed on May 12, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Geoffrey Varga
                c/o Kinetic Partners Cayman LLP,
                P.O. Box 10387APO
                Harbour Centre, Grand Cayman
                Cayman Islands
                Telephone: (345) 623-9903
                Fax: (345) 623-0007

Contact for inquiries:

                Bernadette Bailey-Lewis
                Telephone: (345) 623-9900


ERIN HOLDINGS: Deadline for Proofs of Claim Filing Is July 31
-------------------------------------------------------------
Erin Holdings Ltd.'s creditors have until July 31, 2008, to
prove their claims to Howard Robert Callow, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Erin Holdings' shareholders decided on June 23, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Howard Robert Callow
                3rd Floor, Belgravia House
                Circular Road, Douglas
                Isle of Man

Contact for inquiries:

                Deirdre M Seymour
                P.O. Box 513GT
                Strathvale House, North Church Street
                George Town, Grand Cayman
                Cayman Islands
                Tel: (345) 949-9898
                Fax: (345) 949-7959


HONEY HARBOUR: Will Hold Final Shareholders Meeting on July 31
--------------------------------------------------------------
Honey Harbour Ltd. will hold its final shareholders meeting on
July 31, 2008, at 9:00 a.m., at the offices of Leumi Overseas
Trust Corporation Limited, 27 Hill Street, St Helier, Jersey.

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.

Honey Harbour's shareholders agreed on June 13, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                 John Le Masurier Germain
                 c/o Leumi Overseas Trust Corporation Limited
                 P.O. Box 510
                 27 Hill Street, St. Helier
                 Jersey JE2 4UA
                 Telephone: (44) 1534-702525
                 Fax: (44) 1534-702570


RETAIL REINSURANCE: Proofs of Claim Filing Deadline Is July 31
--------------------------------------------------------------
Retail Reinsurance Company Ltd.'s creditors have until
July 31, 2008, to prove their claims to Russell Smith, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

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

The liquidator can be reached at:

                Russell Smith
                c/o Chris Johnson Associates Ltd.
                80 Elizabethan Square
                Shedden Road, George Town
                Grand Cayman, Cayman Islands

Contact for inquiries:

                John D'Cunha
                P.O. Box 2499
                Grand Cayman, Cayman Islands
                Telephone: (345) 946-0820
                Fax: (345) 946-0864


SHIMAO PROPERTY: Moody's Cuts Issuer Rating to Ba1 From Baa3
------------------------------------------------------------
Moody's Investors Service has downgraded to 'Ba1' from 'Baa3'
Shimao Property Holdings Limited's issuer rating and senior
unsecured bond rating.

At the same time, Moody's has also withdrawn the issuer rating
and assigned the company a 'Ba1' corporate family rating.

The outlook for the unsecured bond rating and corporate family
rating is negative.

“The rating downgrade has been primarily driven by the weakening
in Shimao's balance sheet liquidity and its lack of committed
funding arrangement to cover maturing debt and large capital
expenditures in the next few months,” Moody's Vice President and
Senior Credit Officer, Peter Choy stated.  “Such a tight
liquidity position is not consistent with the expected profile
of an investment grade rating.”

“The company has to fund land, operation and interest costs of
at least CNY8 billion in 2H 2008 for its current sales target,”
said Mr. Choy, adding, “These costs are arising from
acquisitions for its land bank earlier in the year and its
setting up of a property sales target for 2008 which is more
than 80% over last year.”

“In such a situation, it has to rely on aggressive pre-sales in
2H 2008 -- much more than two times the value of 1H 2008 -- to
meet its funding requirements and to maintain adequate balance
sheet liquidity,” Mr. Choy noted.  “At the same time, given the
conditions now current in China's property market, Shimao will
be challenged to achieve such ambitious targets.”

“Furthermore, its liquidity position is aggravated by the need
to refinance US$300 million in short-term notes due in September
2008, while Moody's also notes that the use of short-term debt
to fund land acquisitions increases liquidity risk,” Mr. Choy
stated.

“In addition, it faces greater challenge to meet the tighter
financial covenants in exchange for removing the rating trigger
for its US$328 million syndicated loan,” Mr. Choy said.  “Such a
situation further pressures the company's liquidity profile.”

Nonetheless, the 'Ba1' rating reflects its competitive business
model, the high quality of Shimao's assets, including its
portfolio of investment properties and hotels, the diversified
and attractive locations of its sizeable land bank, as well as
its projected moderate level of financial leverage of around 40%
over the next two years.

Moody's also notes that Shimao has obtained approval to inject
assets into its A-share listed subsidiary in China in return for
higher ownership of 64.2%, thereby providing it with a future
funding platform for China's domestic market.

The negative outlook reflects concerns over near-term
refinancing risk and uncertainty over the company's ability to
achieve its sales target and so restore balance sheet liquidity.

The possibility of a rating upgrade is low, given the negative
outlook.  However, the rating outlook could return to stable if
Shimao:

  * manages its property sales according to plan;

  * demonstrates financial discipline in pursuing land
    acquisitions;

  * the US$300 million in short-term debt is refinanced and
    termed out for period that provides funding stability to the
    company; and

  * the tight headroom present in the financial covenants of the
    US$328 million syndicated loan is removed.

On the other hand, downward rating pressure would emerge if
Shimao's liquidity and financial strength further deteriorate
due to:

  * a slowdown in sales, such that the company materially fails
    to meet its sales targets;

  * an inability to refinance and term out the US$300 million in
    short-term notes, or refinancing is accomplished at much
    higher interest rates;

  * its credit metrics deteriorate, leading to a likely breach
    in the financial covenants of its syndicated loan; and

  * more aggressive debt-funded acquisitions of land/projects
    occur, leading to a material increase in leverage.

The financial indicators that Moody's would consider for a
downgrade include Gross Debt/Capitalization rising above 40 to
45% and EBITDA/Interest falling below 3-4.

Shimao Property Holdings Limited is incorporated in Grand Cayman
which was listed on the Hong Kong Stock Exchange in July 2006.
It has 33 projects in China and are mainly located in Shanghai,
Beijing, the Yangtze River Delta and Bohai Rim.



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

BUCYRUS INTERNATIONAL: Earns US$62.3 Mil. in Qtr. Ended June 30
---------------------------------------------------------------
Bucyrus International Inc. released its summary unaudited
financial results for the quarter ended June 30, 2008.

Net earnings for the second quarter of 2008 were US$62.3 million
on net revenues of US$621 million, compared to US$27.8 million
on net revenues of US$374.8 million for the second quarter of
2007.

The net assets acquired and results of operations of DBT GmbH
since the May 4, 2007, date of acquisition are included in
Bucyrus' financial information.  As a result, the financial
results for the second quarter and six months ended June 30,
2008, are not necessarily comparative to the results for the
second quarter and six months ended June 30, 2007, and may not
be indicative of future results.  Bucyrus now has two reportable
segments: surface mining and underground mining.  Prior to the
acquisition of DBT, all of Bucyrus' operations were in surface
mining.

Gross profit for the second quarter of 2008 was
US$174.1 million, or 28.0% of sales, compared to
US$96.3 million, or 25.7% of sales, for the second quarter of
2007.  The increase in gross profit was primarily due to the
acquisition of DBT and increased surface mining sales.

Selling, general and administrative expenses for the second
quarter of 2008 were US$59.4 million, or 9.6% of sales, compared
to US$41.7 million, or 11.1% of sales, for the second quarter of
2007 and US$59.5 million, or 11.5% of sales, for the first
quarter of 2008.  The increase in expenses in 2008 was primarily
due to the acquisition of DBT.

                   About Bucyrus International

Headquartered in South Milwaukee, Wisconsin, Bucyrus
International Inc. (Nasdaq: BUCY) -- http://www.bucyrus.com/--     
is a global manufacturer of electric mining shovels, walking
draglines and rotary blasthole drills and provides aftermarket
replacement parts and services for these machines.  In 2006, it
had sales of US$738 million.  The company has operations in
Brazil, Chile, China, Poland, the United Kingdom, Australia,
India, Germany and Peru, among others.

                         *     *     *

Moody's Investor Service placed the company's long-term
corporate family rating at 'Ba3' in April 2007.  The rating
still holds to date with a stable outlook.


SHAW GROUP: S&P Lifts Rating to BB+ on Good Cash Flow Generation
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on The
Shaw Group Inc., including the corporate credit rating to 'BB+'
from 'BB'.  Baton Rouge, Louisiana-based Shaw is a leading
global provider of engineering and construction, fabrication,
environmental and industrial services.  The outlook is stable.
      
“The upgrade reflects Shaw's good cash flow generation, sizable
cash balance and the continuation of favorable prospects in its
end markets,” said Standard & Poor's credit analyst Dan
Picciotto.  The company's reported backlog has grown to be
greater than US$16 billion, which excludes much of the work
related to several nuclear project awards it has received this
year.
     
The ratings on Shaw continue to reflect the company's weak
business risk profile marked by thin operating margins and
exposure to cyclical end markets, which is offset by the
company's leading market positions in some segments and good
scope of operations.  The company's financial risk profile
benefits from improved cash balances and recently good cash flow
generation.
     
Shaw's reporting segments are fossil and nuclear (37% of
revenues through the nine months ended May 31, 2008),
environmental and infrastructure (21%), energy and chemicals
(18%), maintenance (16%), and the smaller, but growing,
fabrication and manufacturing group (8%), which boasts good
profitability.  Many of Shaw's end markets are experiencing
cyclical upturns, which supports good intermediate-term growth
prospects.  As a result, Shaw's backlog was more than
US$16 billion at May 31, 2008.  However, the cyclical nature of
the company's end markets could contribute to the erosion of its
operating performance in a downturn.  Although operating margin
(before depreciation and amortization) has improved, it remains
thin, approaching 6% for the 12 months ended May 31, 2008.
     
Shaw's credit measures have improved and funds from operations
to total debt for the 12 months ended May 31, 2008, is greater
than 70% (not including the debt associated with the 2006
acquisition of 20% of Westinghouse Electrical Co. for which the
company holds put option rights).  For the rating, Standard &
Poor's expects FFO to total debt of about 30%, in addition to
sufficient liquidity at all points in the cycle.  The company
has previously supplemented organic revenue growth with niche
and strategic acquisitions.  Standard & Poor's expects the
company to finance future transactions in a manner consistent
with its expectations at the current ratings.
     
A revision of the outlook to positive or an upgrade could occur
if Shaw can sustain its recently good operating performance,
demonstrates a disciplined financial policy and develops a track
record of solid accounting and corporate governance.  A revision
of the outlook to negative or a downgrade could occur if
operating performance weakens meaningfully or if the company
pursues more aggressive financial policies.

Based in Baton Rouge, Louisiana, The Shaw Group Inc. (NYSE: SGR)
-- http://www.shawgrp.com/-- provides services to the    
environmental, infrastructure and homeland security markets,
including consulting, engineering, construction, remediation and
facilities management services to governmental and commercial
customers.  It is also a vertically integrated provider of
engineering, procurement, pipe fabrication, construction and
maintenance services to the power and process industries.  The
company segregates its business activities into four operating
segments: Environmental & Infrastructure; Energy & Chemicals;
Maintenance, and Fabrication, Manufacturing & Distribution.  In
January 2005, the company sold substantially all of the assets
of its Shaw Power Technologies, Inc. and Shaw Power Technologies
International, Ltd. units to Siemens Power Transmission and
Distribution Inc., a unit of Siemens AG.

The company has operations in Chile, China, Malaysia, the United
Kingdom and, Venezuela, among others.



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

BANCO MULTIPLE: Fitch Affirms B- Foreign & Local Curr. ID Rtngs.
----------------------------------------------------------------
Fitch Ratings has affirmed Banco Multiple Leon S.A. ratings as:

  -- Foreign currency Issuer Default Rating at 'B-';
  -- Local currency IDR at 'B-';
  -- Short-term foreign currency IDR at 'B';
  -- Short-term local currency IDR at 'B';
  -- Individual rating at 'D/E';
  -- Support rating of at '5';
  -- Support floor at 'NF';
  -- National long-term rating at 'BBB+(dom)';
  -- National short-term rating at 'F2(dom)';
  -- National subordinated debt rating at 'BBB-(dom)'.

The rating outlook is stable.

Banco Multiple ratings reflect the operational support of its
sole shareholder, the Leon family, adequate liquidity ratios and
the positive trend in income and asset diversification.  On the
other hand, the bank's ratings are still limited by its tight
capital base, relatively volatile asset quality and
profitability metrics, and the burden imposed by a challenging
operating environment.  The bank's ratings have a Stable Rating
Outlook.  Future upgrades will be dependent upon further
enhancement of its capital base and profitability levels.  
Downside risk for the bank's ratings would stem from a back turn
of its recovery process.

Asset quality metrics have improved since 2003, nevertheless,
legacies from previous administrations and the initial effects
of the fine tuning of the new risk control tools still hinder
Banco Multiple impairment figures.  At end-March 2008, past due
loans slightly decreased to 2.7% and loan loss reserve coverage
decreased to almost 145%, similar to market trends.  
Nevertheless, restructured loans are still sizable at 2.7% but
significantly lower than previous periods.

The steady increase in Banco Multiple's operating income and
asset base combined with relatively lower provision needs has
supported some improvement in its profitability, although they
still lag behind local and regional averages.  During 2007, the
bank's Return on Average Assets benefited from some nonrecurring
income being that operating profits remained very low (0.2% of
average assets). Going forward, an increase in business volumes
and a tight control of operating expenses will be key in
sustaining more adequate profitability levels.

Several capital injections and a no cash dividend distributions
have served to help its cleanup process and also strengthen its
depleted capital base.  Nevertheless, a still sizable holding of
fixed and foreclosed assets hinder the banks free capital ratio.
At end-March 2008, the equity-to-assets ratio stood at 7.2%,
while the free capital ratio was just around 0%.  Going forward,
the bank expects to enhance its capital base through capital
injections, the sale and lease back of fixed assets, a
conservative cash dividend policy in order to provide enough
capital to sustain its business plan.

Headquartered in Santo Domingo, Dominican Republic, Banco
Multiple Leon SA -- http://www.bancoleon.com.do/-- ranked fifth  
out of 12 commercial banks, with a 5% market share of total
assets at year-end 2007.  The bank is owned by the Leon family,
which in turn controls the largest industrial group in the
Dominican Republic with considerable interests in the beverage
sector.


BANCO BHD: Fitch Holds Long-Term Foreign & Local ID Ratings at B
----------------------------------------------------------------
Fitch Ratings has upgraded the Long-Term National rating of
Dominican Republic-based Banco BHD to 'A+(dom)' from 'A(dom)',
while its other national and international ratings were
affirmed. This action reflects the advances of the bank in terms
of profitability, asset quality, and capitalization, compared to
other competitors in their home country.  Future upgrades on its
international ratings will depend on a more robust capital base
and the preservation and/or enhancement of its asset quality
ratios and profitability.

Also, in the same rating action, Fitch Dominicana upgraded
several ratings of subsidiaries of Centro Financiero BHD, the
sole shareholder of Banco BHD, under the presumption of expected
support that the bank would provide in case it should be
required to assist those entities.

Fitch has taken these rating actions:

Banco BHD:

  -- Long term foreign Issuer Default Rating affirmed at 'B';
  -- Long term local currency IDR affirmed at 'B';
  -- Short-term foreign currency IDR affirmed at 'B'
  -- Short-term local currency IDR affirmed at 'B';
  -- The Outlook for IDRs is Positive.

  -- Support affirmed at '5';
  -- Individual affirmed at 'D';
  -- Long-term National rating upgraded to 'A+(dom)' from
     'A(dom)';

  -- Short-term National rating affirmed at 'F-1(dom)';
  -- Support Floor rating affirmed at NF.

Banco de Ahorro y Credito Pyme BHD, SA:

  -- Long-term National rating upgraded to 'A+(dom)' from
     'A(dom)';

  -- Short-term National rating affirmed at 'F-1(dom)'.

BHD Valores Puesto de Bolsa, SA:

  -- Long-term National rating upgraded to 'A+(dom)' from
     'A(dom)';

  -- Short-term National rating affirmed at 'F-1(dom)';

BHD International Bank (Panama) SA:
  -- Long-term National rating upgraded to 'A+(dom)' from
     'A(dom)';

  -- Short-term National rating affirmed at 'F-1(dom)'.

Banco BHD's ratings reflect its diversified retail deposit base,
significant market share, adequate liquidity, improved asset
quality, competent management and robust shareholder structure.
Capital levels are still the main challenge of the bank compared
to other banks in the region, while further income
diversification will help to preserve current profitability
levels going forward.  The bank's IDR and individual ratings
would be positively affected by more robust capital ratios,
especially its free capital ratio, and its ability to sustain
the improving trend of its profitability and asset quality
metrics.

In the case of the other three subsidiaries of Centro Financiero
BHD, their ratings are based on the expected support from Banco
BHD should it be required from those entities, being that this
entities provide complimentary services to the bank and are
clearly linked to the franchise of the bank in the Dominican
Republic and Panama (international bank license).

A benign operating environment and the positive results of Banco
BHD's revamped risk tools have significantly improved its asset
quality metrics, also aided by vigorous loan growth.  As such,
past-due loans decreased from 8.12% at year-end 2004 to 2.2% at
year-end 2007.  Loan loss reserves represent an adequate 5.1% of
total loans and more than 2 times past-due loans, a level
considered conservative.

A larger share of consumer loans aided Banco BHD's spreads,
while lower loan loss provision needs, better operating expense
dilution and a more broad income base, albeit limited by
international standards, have helped to recover the bank's
profitability.  The return on average assets ratio has improved
to 2.1% during 2007, a trend Fitch believes is sustainable.

Banco BHD's treasury policies compare favorably with its peers
despite the significant limitations imposed by an undeveloped
local capital market.  The bank has been able to reduce its
exposure to Central Bank securities significantly (0.6 equity at
year-end 2007, compared to 1.8 at year-end 2004) by shifting to
a broader investment portfolio of foreign fixed-income
securities.

Moderate dividends and improved profitability have benefited
Banco BHD's capital ratios.  At year-end 2007, the bank had an
equity-to-assets ratio of 9% and a total capital ratio of 11.7%.  
If the burden of fixed and foreclosed assets and the investments
held in subsidiaries are excluded, the Fitch free capital ratio
would be 4.6%, which is significantly above previous periods and
the market average, but considered tight if needed to confront
unexpected losses.

As of December 2007, Banco BHD ranked third out of 12 commercial
banks, with a 12% market share by total assets.  At June 30,
2007, Grupo BHD controlled 51% of Centro Financiero BHD, the
sole shareholder of BHD, while the remaining 49% was distributed
among Banco de Sabadell of Spain and Banco Popular de Puerto
Rico, which together control 40% of Centro Financiero BHD, and
International Finance Corporation with a controlling share of
9%.

Headquartered in Santo Domingo, Dominican Republic, Banco BHD SA
-- http://www.bhd.com.do/-- is a privately owned commercial  
bank in the Dominican Republic and part of the BHD Group.  
Having operated for over 30 years, it is a financial institution
focused on serving individuals and corporations of the Dominican
Republic.  Banco BHD deals in multiple currencies and has an
international department that handles large money transfers.  In
1998 it acquired the insurance provider Compania de Seguros
Palic and has an alliance with Spanish Banco Sabadell.  The
company has 60 branches located in the Dominican Republic, New
York and the Cayman Islands.



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

AIR JAMAICA PENSION: Beneficiaries Must File Claims by Aug. 31
--------------------------------------------------------------
Air Jamaica Pension Fund trustees have given unregistered
beneficiaries until Aug. 31, 2008, to file a claim, Radio
Jamaica reports.

As reported in the Troubled Company Reporter-Latin America on
June 25, 2008, about 2,000 tardy beneficiaries of the defunct
Air Jamaica Pension Fund must apply for their share of surplus
funds by Aug. 15, 2008.  Air Jamaica Pension's trustees had said
on June 9, 2008, that they had initiated procedures to wind up
the fund's operations.  

According to the trustees, Air Jamaica Pension will give out an
additional US$50 million to 2,600 former workers.  Workers who
qualify for the payment are those whose “positions were made
redundant” when Air Jamaica was privatized in 1994.  Air Jamaica
had previously given out J$800 million after former employees
challenged before the Privy Council the government's decision to
claim money in the pension fund.

                    About Air Jamaica Pension

The Supreme Court of Jamaica appointed trustees for the defunct
Air Jamaica Pension Fund -- http://www.airjpension.com/-- on   
July 17, 2000, pursuant to an order by the Judicial Committee of
the Privy Council on April 29, 1999.  The trustees include: Ian
Blair, Joy Charlton, and CIBC Trust & Merchant Bank -- now
operating as FirstCaribbean International Securities Limited,
represented by Jennifer Carty-Peart.


DIGICEL GROUP: America Movil Alleges Monopoly of Mobile Rates
-------------------------------------------------------------
America Movil, the owner of MiPhone, has complained to the
Office of Utilities Regulation in a letter claiming Digicel
Group Ltd. has monopoly of high mobile call termination rates,
The Jamaica Observer reports.

The Observer notes that termination rates are charges a user
makes when calling a different network.  Digicel, Cable &
Wireless Plc and MiPhone pass termination rates to customers who
are calling outside their networks.

“Digicel's majority market share coupled with the extraordinary
high termination costs from mobile to mobile and more so that
charged to its retail customers for calls to other mobiles, does
amount to a ring fencing strategy, which bears a very striking
resemblance to 'monopolistic tendencies',” Cable & Wireless vice
president of corporate communications, Errol K Miller told The
Observer.

Cable & Wireless charges US$10-12 per minute to call Digicel and
MiPhone subscribers while Digicel customers pay additional US$5
per minute (between US$15.80 to US$17.70) when calling the two
rivals networks, The Observer relates.

Digicel Ltd. is a wireless services provider in the Caribbean
region founded in 2000, and controlled by Denis O'Brien.  The
company started operations in Jamaica in April 2001 and now
offers GSM mobile services in Caribbean countries including
Jamaica, St. Lucia, St. Vincent, Aruba, Grenada, Barbados,
Bermuda, Cayman, and Curacao.  Digicel finished FY2005 with
1.722 million total subscribers -- 97% pre-paid -- estimated
market share of 67% and revenues and EBITDA of US$478 million
and US$155 million, respectively.

                         *     *     *

In February 2007, Moody's Investors Service affirmed its Caa2
senior unsecured rating to Digicel Group Limited's
US$1.4 billion senior unsecured notes offering.


NAT'L COMMERCIAL: Earns J$6,757MM in 9 Months Ended June 2008
-------------------------------------------------------------
National Commercial Bank Jamaica Limited's net profit increased
38% to J$6,757 million in the nine months ended June 2008,
compared to the nine months ended June 2007.

The bank's earnings per stock unit rose US$0.76 to J$2.74 in the
nine months ended June 2008, from the same period last year.   
Operating revenue grew 18% to J$18,117 million.  Cost to income
ratio was 51.0% in June 2008, compared to 58.3% in June 2007.  
Risk-based capital ratio was 14.13% as of June 2008, compared to
15.29% in June 2007.  Net loans increased by 35% to
J$71.1 billion.  Investment securities rose 4% to
J$150.9 billion. Customer deposits increased 9% to
J$119.2 billion.  Return on average equity was 29.54% in June
2008, compared to 24.85% in June 2007.  Return on average assets
was 3.37% in June 2008, compared to 2.79% in June 2007.

The results for the period include a one-off gain of
J$517 million.  Excluding this gain, the growth in net profit
over June 2007 was 28%, and the cost to income ratio was 52.5%.

Third Quarter 2007/2008 compared with Third Quarter 2006/2007:

    -- net profit grew 28% to J$2,251 million,
    -- earnings per stock unit was J$0.91, compared to J$0.72,
       and
    -- operating revenue rose 17%.

Third Quarter 2007/2008 compared with Second Quarter 2007/2008:

    -- net profit fell by 15%.  Excluding the one-off gain of
       J$517 million that was earned in the second quarter, the
       growth in net profit was 6%;

    -- earnings per stock unit was J$0.91, compared to J$1.07;
    -- operating revenue dropped 3%.  Excluding the one-off
       gain, the growth in operating revenue was 5%.

Banking

National Commercial continued to focus on its loan growth and
these efforts have resulted in loan growth of J$18.4 billion
over the June 2007 period and its net loans to total assets
ratio has grown from 21.61% at June 2007 to 25.40% at June 2008.  
Based on the latest commercial banking industry information from
the Bank of Jamaica, National Commercial recorded an increase in
net loans of 28.5% when compared to the prior year, exceeding
the total industry growth of 19.0%.

Loans and advances totaled J$71.1 billion (net of provision for
credit losses) as at June 30, 2008, compared to J$52.7 billion
as at June 30, 2007.  The aggregate amount of non-performing
loans was J$1.7 billion and represented 2.34% of the gross loans
compared to 2.92% as at June 30, 2007.  National Commercial's
unit, NCB Jamaica Limited, remains the largest commercial bank
when measured by assets and branch network.  National Commercial
believes these advantages provide significant opportunities for
strong growth.  Excluding the Visa restructuring gain, operating
revenues for National Commercial increased by 20% over last year
as a result of:

    -- net fee & commission income growing by 20% (volume-
       driven),

    -- interest income from securities growing by 14%,

    -- interest income from loans increasing by 25% due to the
       growth in the loan portfolio.

Wealth Management

National Commercial's wealth and asset management arm
contributed operating profits of J$1,742 million for the nine
months ended June 2008.  This 5% improvement in operating
profits over the prior year is mainly attributable to a 4%
increase in net interest income and a 52% growth in net fee and
commission income.

NCB Capital Markets Limited, a.k.a. NCBCM, was the leading
brokerage house for the quarter, having been the broker with the
highest traded value for the three months ending June 2008.  
NCBCM was the lead broker for the Jamaica Stock Exchange's
milestone Preference Share Offering.  The Carlton Savannah REIT,
although undersubscribed, represents the first Real Estate
Investment Trust listing on the Jamaica Stock Exchange.  

Insurance

National Commercial's insurance segment contributed operating
profits of J$488 million for the nine months ended June 2008,
representing an increase of 16% over the prior year.  With the
recent restructuring of NCBIC and the strategic alignment of
that business with our Wealth Management unit, the bank has seen
improvement in this segment's results.  The profit for the
quarter of J$207 million is bettered only by a profit of
J$216 million that was reported in the June 2006 quarter.  
National Commercial looks forward to continued improvement in
the performance of this unit, as highlighted by the performance
in this quarter.

Overall, National Commercial's segment results reflect the
careful and strategic management of customer relationships and
needs, expert management of interest rate spreads and proactive
and effective management of our costs.

Headquartered in Kingston, Jamaica, the National Commercial Bank
Jamaica Limited  -- http://www.jncb.com/-- provides commercial
and retail banking, wealth management services.  The company's
services include personal banking, business banking, mortgage
loans, wealth management and insurance services.  Founded in
1977, the bank primarily operates in West Indies and the U.K.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 3, 2008, Fitch Ratings affirmed National Commercial
Bank Jamaica Limited's ratings on long-term foreign and local
currency Issuer Default Ratings at 'B+'; short-term foreign and
local currency IDRs at 'B'; Individual at 'D'; Support at 4; and
Support Floor at 'B'.

As reported in the Troubled Company Reporter-Latin America on
Dec. 18, 2006, Standard & Poor's Rating Services affirmed its
'B/B' counterparty credit and CD ratings on National Commercial
Bank Jamaica Ltd.  S&P said the outlook is stable.



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

FRONTIER AIRLINES: Posts US$60MM Net Loss in Year Ended March 31
----------------------------------------------------------------
Frontier Airlines Inc. filed its annual report for the fiscal
year ended March 31, 2008, on Form 10-K with the U.S. Securities
and Exchange Commission.

Frontier recorded a net loss of US$60,253,000 or US$1.64 per
diluted share, which covers:

   * a decrease in fuel expense for non-cash mark to market
     derivative gains of US$1,847,000 and realized cash
     settlements of US$30,740,000 on fuel hedging contracts;

   * a post-retirement liability curtailment gain of
     US$6,361,000;

   * US$8,454,000 of start-up costs for Lynx Aviation;

   * US$3,339,000 in accelerated depreciation for our seat
     replacement project;

   * US$1,791,000 in net losses on sales of assets; and

   * US$442,000 in employee separation cost.

Frontier increased passenger revenue by 17.4%, which is a result
of increasing its capacity by 12.0% while increasing passenger
yields by 4.5%.  The increase in passenger revenue can be
primarily attributed to the increase in load factor year-over-
year by 4.9 points and an increase of 1.1% of the average fare.

Frontier has relatively low operating expenses excluding fuel
because it currently operates a single fleet of aircraft on its
mainline routes in a single class of service with high aircraft
utilization rates.

Frontier submits that its losses over the past three years have
been primarily driven by rising fuel costs.  The average fuel
cost per gallon, including hedging activities, was US$2.45 for
the year ended March 31, 2008 compared to US$2.12 for the year
ended March 31, 2007, showing an increase of 15.6%.

Since March 31, 2008, Frontier's aircraft fuel expense has
increased by approximately 60% excluding the benefits of
hedging, which would have equated to an estimated US$325,000,000
increase in fuel expense on an annualized basis to the financial
results.  Additionally, the Company continues to operate in a
highly competitive pricing environment, which limits its ability
to increase fares to offset high fuel costs.

The aggregate market value of common stock held by non-
affiliates of the company as reported by the Nasdaq National
Market as of Sept. 30, 2007, was US$226,812,395.

The number of shares of the Company's common stock outstanding
as of June 23, 2008, is 36,945,744.  As of March 31, 2008, there
were 1,727 holders of record of the Company's stock.  The
company does not anticipate paying dividends on its common stock
in the foreseeable future.

                         Cost Structure

In December 2007, Frontier announced a reduction to indirect
labor work force by 10%.  The jobs eliminated were corporate
jobs not directly related to flight operations and resulted in a
severance accrual of US$442,000 with annual savings of
US$2,900,000.  The sale of the additional aircraft in September
and October, if completed, will force the company to reevaluate
its exiting workforce and adjust accordingly.

In May 2008, the company reached agreements with the pilot and
dispatchers unions on temporary wage and benefit concessions.  
In June 2008, the Teamsters Union, which represents
approximately 450 mechanics, tool room employees and others,
also agreed to temporary wage and benefit concessions.  All
other employees were given wage reductions effective June 1,
2008.

After a thorough fleet analysis and taking account of the
dramatic increases in the price of fuel and the potential
impacts of a slowing economy, the company has elected to sell a
total of 11 aircraft, which allows it to slow its capacity
growth and improve its cash position.  Hence, for fiscal 2009,
Frontier expects to reduce mainline capacity by approximately
10% versus fiscal 2008.

                      Revenues and Expenses

Mainline passenger showed an increase of 17.4% from the previous
year.  Revenue from passenger tickets flown generated 90.4% of
its mainline passenger revenue and increased US$163,894,000 or
17.5% over the prior year.

Other revenues -- comprised principally of the revenue from the
marketing component of co-branded credit card, interline and
ground handling fees, liquor sales, LiveTV sales, pay-per-view
movies and excess baggage fees -- totaled US$42,463,000.

The total mainline operating expenses totaled US$1,253,904,000,
showing an increase of 17.2%, from the previous year, and
represented 99.0% of total mainline revenue.

Flight operations expenses increased 11.3% from 2007's results,
due to an increase in mainline block hours.

                         Labor Workforce

As of June 23, 2008, Frontier had approximately 6,170 employees
-- including 806 pilots, 1,121 flight attendants, 1,512 customer
service agents, 193 scouts and on-call personnel, 749 ramp
service agents, 449 reservations agents, 151 aircraft appearance
agents, 100 catering agents, 533 mechanics and related
personnel, and 558 general management and administrative
personnel --  of which approximately 20% are represented by
unions.

Salaries, wages, and benefits increased 13.5% and were 22.0% of
total mainline revenue, resulting from an increase in the number
of full-time equivalent employees to support Frontier's
continued capacity growth.

Pilot and flight attendant salaries before payroll taxes and
benefits increased 10.1% compared to results ending March 31,
2007.

                           Aircraft Fuel

Frontier's aircraft fuel expenses for the year was reduced by
non-cash mark to market derivative gains of US$1,847,000 and
cash settlements of US$30,740,000 received from a counterparty.

During the years ended March 31, 2008, 2007, and 2006, jet fuel,
including hedging activities and our regional partner
operations, accounted for 35.3%, 31.8% and 31.1%, of Frontier's
operating expenses.  The Company has arrangements with major
fuel suppliers for substantial portions of fuel requirements to
assure an adequate supply of fuel for current and future
operations.  

Jet fuel costs are subject to wide fluctuations as a result of
sudden disruptions in supply beyond our control; hence, the
company cannot predict the future availability and cost of jet
fuel with any degree of certainty.

                  Bankruptcy-Related Financials

As of the Petition Date, Frontier had in excess of
US$108,000,000 in unrestricted cash, cash equivalents and short-
term investments.  The company's ability, both during and after
the Chapter 11 cases, to continue as a going-concern is
dependent upon, among other things, its ability (i) to
successfully achieve required cost savings to complete
restructuring; (ii) to maintain adequate liquidity; (iii) to
generate cash from operations; (iv) to secure financing; (v) to
negotiate favorable terms with bankcard processors and credit
card companies; (vi) to confirm a plan of reorganization under
the Bankruptcy Code; and (vii) to achieve profitability.

As of June 23, 2008, the average price per gallon of fuel was
approximately US$4.22.  Due to Frontier's Chapter 11 filing, all
fuel hedge contracts outstanding as of March 31, 2008, were
terminated in May 2008, and subsequently settled, which resulted
in cash receipts of US$23,409,000.  Frontier discloses that it
currently does not have any further hedging contracts in place.

A plan of reorganization could materially change the amounts
that are currently in Frontier's consolidated financial
statements, the SEC filing disclosed.

A full-text copy of Frontier's annual report is available for
free at:

     http://ResearchArchives.com/t/s?301a

             FRONTIER AIRLINES HOLDINGS, INC., ET AL.
                  Consolidated Balance Sheet
                     As of March 31, 2008

                            ASSETS

CURRENT
ASSETS:                                                                         
   Cash and cash equivalents                      US$120,837,000
   Short-term investments                              8,501,000
   Restricted investments                             74,119,000
   Receivables, net                                   57,687,000
   Prepaid expenses and other assets                  26,428,000
   Inventories, net                                   17,451,000
   Assets held for sale                                1,263,000
                                                  --------------
Total current assets                                 306,286,000

Property and other equipment, net                    870,444,000
Security and other deposits                           25,123,000
Aircraft pre-delivery payments                        12,738,000
Restricted investments                                 2,845,000
Deferred loan expenses and other assets               32,535,000
                                                  --------------
Total Assets                                    US$1,249,971,000
                                                  ==============

               LIABILITIES AND STOCKHOLDERS' DEFICIT

Liabilities not subject to compromise:

CURRENT
LIABILITIES:                                                     
   Accounts payable                                US$79,732,000
   Air traffic liability                             226,017,000
   Other accrued expenses                             84,058,000
   Current portion of long-term debt                  38,232,000
   Short-term borrowings                               3,139,000
   Deferred revenue and other liabilities             18,189,000
                                                  --------------
Total current liabilities                            449,367,000

Long-term debt related to aircraft notes             532,086,000
Convertible notes                                     92,000,000
Deferred revenue and other liabilities                24,399,000
                                                  --------------
Total Liabilities                               US$1,097,852,000

Commitments and contingencies:

STOCKHOLDERS' EQUITY:
   Preferred stock                                             -
   Common stock                                           37,000
   Treasury stock                                              -
   Additional paid-in capital                        195,874,000
   Unearned ESOP shares                                (616,000)
   Accumulated other comprehensive loss, net           (299,000)
   Retained deficit                                 (42,877,000)
                                                  --------------
Total Stockholders' Equity                           152,119,000
                                                  --------------
Total Liabilities and Stockholders' Equity      US$1,249,971,000
                                                  ==============

              FRONTIER AIRLINES HOLDINGS, INC., ET AL.
                Consolidated Statement of Operations
                     Year Ended March 31, 2008

Revenues:
   Passenger                                    US$1,350,427,000
   Cargo                                               6,091,000
   Other                                              42,463,000
                                                  --------------
Total revenues                                     1,398,981,000

Operating expenses:
   Flight operations                                 186,120,000
   Aircraft fuel                                     454,822,000
   Aircraft lease                                    116,099,000
   Aircraft and traffic servicing                    188,245,000
   Maintenance                                       106,166,000
   Promotion and sales                               131,645,000
   General and administrative                         64,490,000
   Operating expense -- regional partners            146,211,000
   Post-retirement liability curtailment gain        (6,361,000)
   Employee separation and exit costs                    442,000
   Loss on sales of assets, net                        1,791,000
   Depreciation                                       44,641,000
                                                  --------------
Total operating expenses                           1,434,311,000
                                                  --------------
Business interruption insurance proceeds                 300,000
                                                 ---------------
Operating loss                                      (35,030,000)

Non-operating income (expense):
   Interest income                                    12,048,000
   Interest expense                                 (36,444,000)
   Loss from early extinguishment of debt              (283,000)
   Other, net                                          (645,000)
                                                  --------------
Total non-operating expense, net                    (25,324,000)

Loss before income tax benefit                      (60,354,000)

Income tax benefit                                     (101,000)
                                                 ---------------
Net Loss                                         (US$60,253,000)
                                                 ===============

               FRONTIER AIRLINES HOLDINGS, INC., ET AL.
                Consolidated Statement of Cash Flow
                     Year Ended March 31, 2008

Cash flows from operating activities:
   Net Loss                                      (US$60,253,000)

   Adjustments to reconcile net loss to
   net cash in operating activities:
     Compensation expense                              2,653,000
     Depreciation and amortization                    46,176,000
     Provisions recorded on inventories                1,423,000
     Loss on sales of assets, net                      1,791,000
     Mark to market derivative gains                  
(1,847,000)
     Post-retirement liability curtailment gain      (6,361,000)
     Loss on early extinguishment of debt                283,000
     Deferred income taxes                                     -
   Changes in operating assets and liabilities:
     Restricted investments                         (31,275,000)
     Receivables                                     (2,415,000)
     Prepaid expenses and other assets                 (374,000)
     Inventories                                     (1,927,000)
     Other assets                                    (1,021,000)
     Accounts payable                                 27,731,000
     Air traffic liability                            42,263,000
     Other accrued expenses                           10,578,000
     Deferred revenue and other liabilities            3,248,000
                                                  --------------
Net cash provided by operating activities             30,673,000

Cash flows from investing activities:
   Aircraft lease and purchase deposits applied     (28,332,000)
   Decrease in restricted investments                          -
   Purchase of available-for-sale securities        (10,000,000)
   Sale of available-for-sale securities               1,200,000
   Proceeds from the sale of property and equipment      917,000
   Proceeds from sale-leaseback transactions          92,525,000
   Capital expenditures                            (350,844,000)
                                                 ---------------
Net cash used in investing activities              (294,534,000)

Cash flows from financing activities:
   Net proceeds from issuance of common stock             40,000
   Purchase of treasury shares                                 -
   Payment to bank for compensating balance                    -
   Proceeds form long-term borrowings                297,525,000
   Payments received on note receivable                  716,000
   Principal payments on aircraft notes            (113,961,000)
   Payments on short-term borrowings                           -
   Payment of financing fees                         (2,603,000)
                                                  --------------
Net cash provided by financing activities            181,717,000

Net decrease in cash and cash equivalents           (82,144,000)

Cash and cash equivalents at beginning of year       202,981,000
                                                  --------------
Cash and cash equivalents at end of year          US$120,837,000
                                                  ==============

               About Frontier Airlines Inc.

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

The Debtor and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D. N.Y. Case No.: 08-
11297 thru 08-11299.)  Hugh R. McCullough, Esq., at Davis Polk &
Wardwell, represents the Debtors in their restructuring efforts.
Togul, Segal & Segal LLP is the Debtors' Conflicts Counsel,
Faegre & Benson LLP is the Debtors' Special Counsel, and Kekst
and Company is the Debtors' Communications Advisors.  At
Dec. 31, 2007, Frontier Airlines Holdings Inc. and its
subsidiaries' total assets was US$1,126,748,000 and total debts
was US$933,176,000.

(Frontier Airlines Bankruptcy News, Issue No. 12; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or    
215/945-7000)


M-REAL CORP: Posts EUR8 Million Net Loss in 2nd Quarter 2008
------------------------------------------------------------
M-Real Corp. released financial results for the second quarter
of 2008.

M-Real reported a net loss of EUR8 million on sales of EUR1.07
billion for the second quarter of 2008, compared with a net loss
of EUR19 million on sales of EUR1.09 billion for the first
quarter of 2008.

At June 30, 2008, the company's condensed consolidated balance
sheet showed EUR5.2 billion in total assets, EUR3.3 in total
liabilities and EUR1.9 billion in shareholders' equity.

“We have found new profit improvements mainly through
simplifying business concepts, which made it possible to raise
the target of the profit improvement program in May,” Mikko
Helander, M-real Corporation's CEO commented.  We will still
launch new profit improvement actions later in the year to cover
as much of the heavy cost inflation as possible. Our divestment
program is seeing good progress, and we believe in our
possibility to exceed the EUR200 million target by the end of
the first quarter of 2009.  There is a definite need to increase
the prices for all paper and paperboard products, and we will do
everything we can to achieve the necessary increases."

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

                        *     *     *

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

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


M-REAL CORP: S&P Shifts Outlook to Neg., Holds B Credit Ratings
---------------------------------------------------------------
Standard & Poor's Rating Services has revised its outlook on
Finland-based forest product company M-real Corp. to negative
from stable.  At the same time, all ratings on M-Real were
affirmed, including the 'B-' long-term and 'B' short-term
corporate credit ratings.
     
“The outlook revision reflects deterioration in M-Real's
liquidity position,” said S&P's credit analyst Jacob Zachrison.
     
The deterioration results from negative operating cash flow
generation in the first half of 2008 with poor prospects for any
significant medium-term improvement, large upcoming debt
maturities in 2009, and the expiry in 2009 of a EUR500 million
revolving credit facility which is M-real's key liquidity
source.
     
These factors could lead to serious difficulties in meeting the
company's debt obligations over the next 18 months," Mr.
Zachrison said.
     
The ratings on M-real continue to reflect its exposure to
challenging market conditions, commoditized products, weak
pricing power, and high and escalating input costs.  They also
reflect its weak operating performance, profitability, credit
measures, and increased refinancing and liquidity risks.
     
These factors are partly offset by the group's large and modern
asset base, significant restructuring initiatives, meaningful
diversification among paper grades, and sizable shares of the
European fine paper and paperboard markets.  On June 30, 2008,
M-real had adjusted debt of about EUR2.3 billion (including
about EUR86 million in postretirement and leasing liabilities).
     
The negative outlook reflects challenging market conditions and
the increased risk of a further deterioration in the company's
liquidity position or failure to address upcoming refinancing
needs over the near term.  These factors could lead to a
downgrade.

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


SEMGROUP ENERGY: Omnibus Pact With SemGroup LP Has Terminated
-------------------------------------------------------------
SemGroup Energy Partners, L.P. (the Partnership), disclosed in a
regulatory 8-K filing Thursday that as a result of the
reconstitution of the five-member board of directors at SGLP's
General Partner (SemGroup Energy Partners G.P., L.L.C.), to
include two representatives from Manchester Securities Corp.,
one from Alerian Financial Partners, LP, and two existing
independent directors, SemGroup, L.P.'s obligation to provide
Partnership services under the Amended Omnibus Agreement has
terminated.

Manchester and Alerian effectively took control of the General
Partner, on July 18, 2008.  

Manchester is an investment firm controlled by Elliott
Associates, L.P., which together with its sister fund, Elliott
International, L.P. have more than US$10.5 billion of capital
under management.  

Alerian is a registered investment advisor that manages
portfolios exclusively focused on midstream energy master
limited partnerships.

In addition, the Partnership's license to use certain trade
names and marks, including the name “SemGroup”, has also
terminated.  SemGroup, LP (Parent) has continued to provide
services to the Partnership since the change of control.  The
Partnership is discussing the continued provision of services
and the license of certain trade names and marks with Parent.  
Other portions of the Amended and Restated Omnibus Agreement,
including the indemnification provisions, non-competition
restrictions and rights of first refusal are still in full force
and effect.

The Partnership and the general partner of the Partnership are
party to an Amended and Restated Omnibus Agreement, dated
Feb. 20, 2008, with SemGroup, L.P. and certain of its
subsidiaries.  The Omnibus Agreement and other agreements
address, among other things, the provision of general and
administrative and operating services to the Partnership.

                    Parent's Bankruptcy Filing

On July 22, 2008, Parent filed a voluntary petition for
reorganization under Chapter 11 of the Bankruptcy Code in the
United States Bankruptcy Court for the District of Delaware.  
Various subsidiaries of Parent also filed voluntary petitions
for reorganization under Chapter 11 of the Bankruptcy Code on
such date.  None of the Partnership, the General Partner, nor
any of the subsidiaries of the Partnership or the General
Partner were included in the Bankruptcy Filings.  

SGLP said Parent's actions related to the bankruptcy filings as
well as Parent's liquidity issues and any corresponding impact
upon the Partnership both before and after the bankruptcy
filings may have in the past and may yet in the future result in
events of default under the Partnership's Amended and Restated
Credit Agreement, dated Feb. 20, 2008, among the Partnership,
Wachovia Bank, National Association, as Administrative Agent,
L/C Issuer and Swing Line Lender, Bank of America, N.A., as
Syndication Agent and the other lenders from time to time party
thereto.

The Partnership and its subsidiaries are party to various
agreements with Parent and its subsidiaries, including
subsidiaries that are debtors in the bankruptcy filings.  Under
a Throughput Agreement, the Partnership provides certain crude
oil gathering, transportation, terminalling and storage services
to a subsidiary of Parent that is a debtor in the bankruptcy
filings.  Under a Terminalling and Storage Agreement, the
Partnership provides certain liquid asphalt cement terminalling
and storage services to a subsidiary of Parent that is a debtor
in the bankruptcy filings.  The Partnership derives a
substantial majority of its revenues from Parent and its
subsidiaries pursuant to the Throughput Agreement and the
Terminalling and Storage Agreement.  

Under the terms of the Credit Agreement, an event of default
will occur if Parent or its subsidiaries fail to make payments
under the Throughput Agreement or the Terminalling and Storage
Agreement.  An event of default will also occur under the Credit
Agreement if Parent or its subsidiaries fail to observe or
perform any other term, agreement or condition contained in the
agreements or other material agreements with Parent.  In
addition, the termination of certain provisions of the Amended
and Restated Omnibus Agreement resulted in an event of default
under the Credit Agreement.

As a result of events of default under the Credit Agreement, the
lenders under the Credit Agreement may, among other remedies,
declare all outstanding amounts under the Credit Agreement
immediately due and payable and exercise all rights and remedies
available to the lenders under the Credit Agreement and related
loan documents.  The Partnership is in dialogue with the agent
for the lenders regarding the events of default under the Credit
Agreement, but no assurance can be given as to the outcome of
these discussions.

                           Other Events

On July 21, 2008, the Partnership received a letter from the
staff of the Securities and Exchange Commission notifying the  
Partnership that the SEC is conducting an inquiry relating to
the Partnership and requesting, among other things, that the
Partnership voluntarily preserve, retain and produce to the SEC
certain documents and information relating primarily to the
Partnership's disclosures respecting Parent's liquidity issues,
which were the subject of the Partnership's July 17, 2008 press
release.  The Partnership has retained counsel and intends to
cooperate fully with the staff's inquiry.

On July 21, 2008, a lawsuit styled Poelman v. SemGroup Energy
Partners, L.P., et al., Civil Action No. 08-CV-6477, was filed
in the United States District Court for the Southern District of
New York and, on July 22, 2008, a lawsuit styled Carson v.
SemGroup Energy Partners, L.P., et al., Civil Action No. 08-CV-
425, was filed in the United States District Court for the
Northern District of Oklahoma against the Partnership, the
General Partner, Kevin L. Foxx, Alex Stallings, and Gregory C.
Wallace.  

Both cases were filed as putative class actions on behalf of all
purchasers of the Partnership's common units between Feb. 20,
2008, and July 17, 2008.  Plaintiffs allege violations of
Sections 10(b) and 20(a) of the Securities Exchange Act of 1934
and SEC Rule 10b-5, resulting in damages to members of the
putative class.  Plaintiffs' specific allegations include that,
despite an obligation to do so, the Defendants failed to
disclose between Feb. 20, 2008, and May 8, 2008 that Parent was
engaged in high-risk crude oil hedging transactions that could
affect its ability to continue as a going concern or that Parent
was suffering from liquidity problems.  The Partnership intends
to vigorously defend these actions.  

On July 23, 2008, the Partnership and the General Partner each
received Grand Jury subpoenas from the United States Attorney's
Office in Oklahoma City, Oklahoma, requiring, among other
things, that the Partnership and the General Partner produce
financial and other records related to the Partnership's
July 17, 2008 press release.  The Partnership and the General
Partner have retained counsel and intend to cooperate fully with
this investigation.

On July 17, 2008, SemGroup Energy Partners, L.P. issued a press
release addressing the unusual volume and decrease in its unit
price.  A copy of the press release was filed as Exhibit 99.1 to
the company's Form 8-K filing dated July 18, 2008.

A full-text copy of the July 17, 2008, press release, filed as
Exhibit 99.1 to the company's Form 8-K filing dated July 18
2008, is available for free at
http://researcharchives.com/t/s?3011

                  About SemGroup Energy Partners

Tulsa, Oklahoma-based SemGroup Energy Partners, L.P. (Nasdaq:
SGLP) -- http://www.SGLP.com/-- owns and operates a diversified   
portfolio of complementary midstream energy assets.  SemGroup
Energy Partners provides crude oil and liquid asphalt cement
terminalling and storage services and crude oil gathering and
transportation services.  

As reported in the Troubled Company Reporter on July 21, 2008,
Roy Jacobs & Associates is investigating possible securities law
violations affecting the public shareholders of SemGroup Energy
Partners, L.P.

Roy Jacobs alleged that from the sale of at least 6 million
units at US$23.90 per unit on or about Feb. 20, 2008, in an
offeringthrough July 16, 2008, the stock traded at high levels,
but plummeted in price on July 17, 2008.

Roy Jacobs said that on July 17, 2008, after the news had become
known to the market, it was disclosed that the company's parent,
SemGroup L.P. was experiencing liquidity issues and was
exploring various alternatives, including the filing for
Bankruptcy protection.  

Roy Jacobs further stated that the company was spun off from the
parent, but remains materially dependent on the parent.  The
parent owns and controls the company's general partner, and
provides the company with employees to run its operations.  
Simultaneously with the closing of the offering, the company
purchased the parent's asphalt operations for US$378 million,
using the proceeds from the offering and a credit line to effect
that transaction.  The parent is the company's only significant
customer.

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.

SemGroup L.P. and its debtor affiliates filed for Chapter 11
protection on July 22, 2008 (Bankr. D. Del. Lead Case No.: 08-
11525) These represent the Debtors' restructuring efforts: John
H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins,
Esq. at Richards Layton & Finger; Harvey R. Miller, Esq.,
Michael P. Kessler, Esq. and Sherri L. Toub, Esq. at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq. and Sylvia A.
Mayer, Esq. at Weil Gotshal & Manges LLP.  Kurtzman Carson
Consultants L.L.C. is the Debtors' claims agent.  The Debtors'
financial advisors are The Blackstone Group L.P. and A.P.
Services LLC.  Margot B. Schonholtz, Esq. and Scott D. Talmadge,
Esq. at Kaye Scholer LLP; and Laurie Selber Silverstein Esq. at
Potter Anderson & Corroon LLP represent the Debtors' prepetition
lenders.  The Debtors' consolidated, unaudited financial
conditions as of June 30, 2007, showed US$5,429,038,000 in total
assets and US$5,033,214,000 in total debts.  In their petition,
they showed more than US$1,000,000,000 in estimated total assets
and more than US$1,000,000,000 in total debts.

                          *     *     *

At March 31, 2008, SemGroup Energy Partners, L.P.'s consolidated
balance sheet showed US$262.0 million in in total assets and
UA$316.6 million in total liabilities, resulting in a
US$54.6 million partners' deficit.


SEMGROUP LP: Bankruptcy Won't Affect SemGroup Energy Unit
---------------------------------------------------------
Officials at SemGroup LP's publicly traded affiliate, SemGroup
Energy Partners, LP, assured investors in a conference call on
July 22, 2008, that the company “is a separate entity that
operates under a radically different business model” than that
of its parent, NewsOK.com reported.    

During the conference call, SemGroup Energy's officials laid out
survival strategies for the company, including:

   * Completingg an internal review of all relationships with
     SemGroup LP, which include throughput revenue and
     administrative services.

   * Aggressively seeking out new customers and product volumes
     for its petroleum and asphalt transportation, storage and
     terminalling operations.

   * Developing a new cash flow model independent of the
     SemGroup LP throughput contracts.

   * Pursuing merger and acquisition discussions with interested
     parties.

“We feel confident about the ability of [SemGroup Energy] to
succeed as an independent company,” The Journal Record quoted
Kevin Foxx, SemGroup Energy's president and CEO, as saying.  
“Our assets remain strategically located and we are making
effort to ensure our assets remain busy and generating cash
flow.  We are diligently focused on expanding third-party
diversity of assets structure.  We want to make sure our assets
remain busy, maintain cash flow.”

Mike Brochetti, SemGroup Energy's chief financial officer,
elaborated Mr. Foxx' statement by relating to investors that the
company's second-quarter profits would beat prior guidance, the
Journal Records said.  According to Mr. Brochetti, 80% of
SemGroup Energy's revenues from the second quarter were derived
from its throughput contracts with SemGroup LP.  

Two of SemGroup Energy's investors -- Manchester Securities of
New York and Alerian Capital Management of Dallas -- took
control over the company, after activating a clause in a loan
agreement on which SemGroup LP defaulted on.  

James Carnett, senior portfolio manager with Fredric E. Russell
Investment Management Co., told the Journal Record that SemGroup
still has an ongoing viable business with revenue-producing
assets; however, he said the company still has US$295,000,000 in
debt on its balance sheets that is  not related to the parent
company.  The New York Times echoed Mr. Carnett's opinion by
saying that SemGroup LP could still drag SemGroup Energy down
given the present condition of the credit markets.

Shares in SemGroup Energy plunged 50% since July 17, the Wall
Street Journal said.  As of July 22, 2008, SemGroup's common
stock closed at US$8.22 per share.  Sempra Energy shares were
sold at US$22 apiece in an initial public offering a year ago,
Bloomberg News related.

SemGroup Energy's officials contend that the company's survival
is in the best interest of SemGroup LP, even in bankruptcy
court.  Mr. Brochetti told the Journal Record that SemGroup
Energy has US$8,000,000 in receivables from SemGroup LP, of
which US$2,700,000 is due August 15.  SemGroup Energy also has
more than US$400,000,000 of SemGroup LP assets in storage, said
Jerry Parsons, SemGroup Energy's executive vice president of
asphalt operations, told the Journal Record.  

Days before SemGroup LP sought protection under Chapter 11,
several shareholder actions on behalf of a class of investors
were filed against SemGroup Energy.  The lawsuits alleged that
SemGroup LP was in financial difficulty or at high risk for
financial difficulty as a result of its investment in risky
crude oil hedge transactions but hid that situation from
investors in SemGroup Energy.  Rather, the lawsuits said, on or
about February 20, 2008, SemGroup Energy effected a secondary
offering, where it sold 6,000,000 units at US$23.90 for proceeds
of US$137,000,000, and borrowed substantial funds and purchased
SemGroup LP's asphalt business for US$387,000,000.

                       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.

SemGroup L.P. and its debtor affiliates filed for Chapter 11
protection on July 22, 2008 (Bankr. D. Del. Lead Case No.: 08-
11525) These represent the Debtors' restructuring efforts: John
H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins,
Esq. at Richards Layton & Finger; Harvey R. Miller, Esq.,
Michael P. Kessler, Esq. and Sherri L. Toub, Esq. at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq. and Sylvia A.
Mayer, Esq. at Weil Gotshal & Manges LLP.  Kurtzman Carson
Consultants L.L.C. is the Debtors' claims agent.  The Debtors'
financial advisors are The Blackstone Group L.P. and A.P.
Services LLC.  Margot B. Schonholtz, Esq. and Scott D. Talmadge,
Esq. at Kaye Scholer LLP; and Laurie Selber Silverstein Esq. at
Potter Anderson & Corroon LLP represent the Debtors' prepetition
lenders.

The Debtors' consolidated, unaudited financial conditions as of
June 30, 2007, showed US$5,429,038,000 in total assets and
US$5,033,214,000 in total debts.  In their petition, they showed
more than US$1,000,000,000 in estimated total assets and more
than US$1,000,000,000 in total debts.

(SemGoup Bankruptcy News, Issue No. 1; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)

                          *     *    *

On July 25, 2008, the Troubled Company Reported that Fitch
Ratings downgraded the ratings of SemGroup, L.P., SemCrude L.P,
and SemCAMS Midstream Co. and simultaneously withdrawn all
ratings.  The withdrawn ratings include Issuer default Rating D
assigned to SemGroup, L.P., SemCrude, L.P., and SemCAMS
Midstream Co.  Fitch Ratings has downgraded, removed from Rating
Watch Negative, and simultaneously withdrawn (a) SemGroup,
L.P.'s Senior unsecured to 'C' from'B/RR3'; (b) SemCrude L.P.'s
Senior secured working capital facility to 'CCC' from 'BB-/RR1';
Senior secured revolving credit facility to 'CC' from 'B+/RR1';
and Senior secured term loan B to 'CC' from 'B+/RR1'; and (c)
SemCAMS Midstream Co. (SemCAMS) Senior secured working capital
facility to 'CCC' from 'BB-/RR1'; Senior secured revolving
credit facility to 'CC' from 'B+/RR1'; and Senior secured term
loan B to 'CC' from 'B+/RR1'.

Also, Moody's Investors Service downgraded SemGroup, L.P.'s
Corporate Family Rating to Ca from Caa2, its Probability of
Default Rating to D from Caa3, its senior unsecured rating to C
(LGD 5; 86%) from Ca (LGD 4; 69%), and its first secured bank
facilities to Caa3 (LGD 3; 38%) from B3 (LGD 2; 21%).  These
actions affect rated cross guaranteed debt at parent SemGroup
and its subsidiaries SemCams Holding Company and SemCrude, L.P.

Further, Fitch Ratings lowered the Issuer Default Ratings of
SemGroup, L.P., SemCrude L.P, and SemCAMS Midstream Co. to 'D'
following the bankruptcy petition by SemGroup and most of units
on July 22, 2008.  These ratings are removed from Rating Watch
where they were placed on July 17, 2008.  The bank facility and
securities ratings of SemGroup and units remain on Rating Watch
Negative pending a review of the bankruptcy court petition.


SEMGROUP: Ceases as White Cliffs Manager Over GECC Loan Default
---------------------------------------------------------------
General Electric Capital Corp., as administrative agent for a
group of lenders on a US$120,000,000 loan, on July 18, 2008,
notified SemGroup L.P. and its debtor-affiliates that they are
in default under the prepetition secured loan, and that all of
SemCrude Pipeline, L.L.C.'s membership interest in non-debtor
White Cliffs Pipeline, LLC, ceased and became vested in GECC.

Under the prepetition loan agreement, SemCrude Pipeline pledged
and granted a security interest in substantially all of its
assets, including its membership interest in White Cliffs, to
GECC as security for the loans.  The loan agreement provides
that upon occurrence of an event of default, all of SemCrude
Pipeline's membership interest rights in White Cliff will cease
and become vested in GECC.  

As a result of the Debtors' default under the loan agreements,
GECC removed SemCrude Pipeline as manager of White Cliffs and
appointed PE-Pipeline Services, L.L.C., as successor manager.

According to GECC's counsel, Kurt F. Gwynne, Esq., at Reed Smith
LLP, in Wilmington, Delaware, there is substantial and actual
controversy that exists between GECC and the Debtors as to:

   (1) whether GECC properly exercised its rights under the loan
       agreements by appointing a new manager for White Cliff;
       and

   (2) whether White Cliff is the holder of the equitable
       interests in the construction and other contracts
       relating to the crude oil pipeline and its related
       facilities being constructed by White Cliff or the
       contracts are property of the Debtors.

Accordingly, GECC and PE-Pipeline asked the U.S. Bankruptcy
Court for the District of Delaware to declare that (i) their
actions were lawful, valid, and binding on the parties; (ii) PE-
Pipeline has been validly appointed as the successor manager of
White Cliff; (iii) control of White Cliff, including management
of its day-to-day operations, has passed from SemCrude Pipeline
to PE-Pipeline; (iv) White Cliff is holder of the equitable
interests in the Project Contracts; and (v) the equitable
interests are not property of the estate of the Debtors.

GECC and PE-Pipeline also asked the Court to (i) enjoin the
Debtors taking any action to gain control over White Cliff's
assets; (ii) order the Debtors to cooperate with PE-Pipeline in
its efforts to operate White Cliff; and (iii) confirm PE-
Pipeline's ability, while the Adversary Proceeding is pending,
to take all acts necessary to preserve the current status quo,
protect the value of White Cliff and its assets, and continue
White Cliff's ongoing business operations including performance
of the Project Contracts.

Mr. Gwynne told the Court that despite repeated demands,
SemCrude Pipeline has not recognized PE-Pipeline as the
successor manager for White Cliff and refused to cooperate with
PE-Pipeline in its demand for access to White Cliff, including
its books and records.  He asserts that it is essential to White
Cliff's business that performance under the Project Contracts
not be affected by the Debtors' bankruptcy filings.

Mr. Gwynne further asserted that the Debtors' refusal to
recognize PE-Pipeline as new manager for White Cliff is wrongful
and contrary to applicable contracts and law, and risk immediate
and irreparable harm to GECC and PE-Pipeline.

                       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.

SemGroup L.P. and its debtor affiliates filed for Chapter 11
protection on July 22, 2008 (Bankr. D. Del. Lead Case No.: 08-
11525) These represent the Debtors' restructuring efforts: John
H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins,
Esq. at Richards Layton & Finger; Harvey R. Miller, Esq.,
Michael P. Kessler, Esq. and Sherri L. Toub, Esq. at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq. and Sylvia A.
Mayer, Esq. at Weil Gotshal & Manges LLP.  Kurtzman Carson
Consultants L.L.C. is the Debtors' claims agent.  The Debtors'
financial advisors are The Blackstone Group L.P. and A.P.
Services LLC.  Margot B. Schonholtz, Esq. and Scott D. Talmadge,
Esq. at Kaye Scholer LLP; and Laurie Selber Silverstein Esq. at
Potter Anderson & Corroon LLP represent the Debtors' prepetition
lenders.

The Debtors' consolidated, unaudited financial conditions as of
June 30, 2007, showed US$5,429,038,000 in total assets and
US$5,033,214,000 in total debts.  In their petition, they showed
more than US$1,000,000,000 in estimated total assets and more
than US$1,000,000,000 in total debts.

(SemGoup Bankruptcy News, Issue No. 1; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)

                          *     *    *

On July 25, 2008, the Troubled Company Reported that Fitch
Ratings downgraded the ratings of SemGroup, L.P., SemCrude L.P,
and SemCAMS Midstream Co. and simultaneously withdrawn all
ratings.  The withdrawn ratings include Issuer default Rating D
assigned to SemGroup, L.P., SemCrude, L.P., and SemCAMS
Midstream Co.  Fitch Ratings has downgraded, removed from Rating
Watch Negative, and simultaneously withdrawn (a) SemGroup,
L.P.'s Senior unsecured to 'C' from'B/RR3'; (b) SemCrude L.P.'s
Senior secured working capital facility to 'CCC' from 'BB-/RR1';
Senior secured revolving credit facility to 'CC' from 'B+/RR1';
and Senior secured term loan B to 'CC' from 'B+/RR1'; and (c)
SemCAMS Midstream Co. (SemCAMS) Senior secured working capital
facility to 'CCC' from 'BB-/RR1'; Senior secured revolving
credit facility to 'CC' from 'B+/RR1'; and Senior secured term
loan B to 'CC' from 'B+/RR1'.

Also, Moody's Investors Service downgraded SemGroup, L.P.'s
Corporate Family Rating to Ca from Caa2, its Probability of
Default Rating to D from Caa3, its senior unsecured rating to C
(LGD 5; 86%) from Ca (LGD 4; 69%), and its first secured bank
facilities to Caa3 (LGD 3; 38%) from B3 (LGD 2; 21%).  These
actions affect rated cross guaranteed debt at parent SemGroup
and its subsidiaries SemCams Holding Company and SemCrude, L.P.

Further, Fitch Ratings lowered the Issuer Default Ratings of
SemGroup, L.P., SemCrude L.P, and SemCAMS Midstream Co. to 'D'
following the bankruptcy petition by SemGroup and most of units
on July 22, 2008.  These ratings are removed from Rating Watch
where they were placed on July 17, 2008.  The bank facility and
securities ratings of SemGroup and units remain on Rating Watch
Negative pending a review of the bankruptcy court petition.


* ACOLMAN STATE: Moody's Assigns Ba3 Global Scale Issuer Rating
---------------------------------------------------------------
(New York, July 25, 2008/Pam)

Moody's assigned issuer ratings of A3.mx (Mexican National
Scale) and Ba3 (Global Scale) to the Municipality of Acolman,
State of Mexico.  The ratings are anchored on an anticipated
moderate debt profile and a financial performance that, albeit
adequate, has displayed negative trends in recent years.  The
ratings also reflect the municipality's limited economic base
and large infrastructure needs.

Currently, the municipality of Acolman does not have outstanding
debt, but is planning to borrow between MXN12.5 million and
MXN25 million in the following months to finance investment in
public roads.  The amount will depend on the level of capital
grants that the government of the state of Mexico provides to
the municipality to fund these types of projects.  If the
municipality were to borrow the full amount, debt levels would
rise to 15% of total revenue this year, while peak debt service
requirements would reach a relatively high, but manageable 7% of
the budget in 2009.

Unlike most municipalities that are part of the Mexico City
Metro area, water and sewer services in Acolman are provided by
a network of 19 local councils (patronatos) of which only three
are owned by the municipality.  The other councils operate as
autonomous entities and are reported to be financially self
supporting. The financial obligations of the latter councils are
not guaranteed by the municipality.

Over the last four years, Acolman's overall budgetary
performance has been essentially balanced (an overall financing
deficit for the period of just 0.2% of revenues), although with
noticeable swings between financing surpluses and deficits owing
to the uneven pace of capital spending. The otherwise adequate
financial performance, however, disguises two negative trends:
the fall of own-source revenue in absolute terms and as a
percentage of total revenue; and the rapid growth of current
spending.

On the revenue front, the lack of growth of some revenue items
such as property taxes and the fall of others, such as the
collection of rights and fees, led to an overall reduction of
15% in the amount of own-source of revenue collected by the
municipality, bringing the share of own-source revenue to total
revenue from 30.4% in 2004 to just 18.7% last year.  On the
spending side, one of the most noticeable features of the last
three years is the increase of current spending, which has grown
at a pace of 19% per year, twice as fast as current revenue.
Items such as personnel and services have almost doubled over
the last three years fueled by the creation of new departments
and the introduction of new social subsidies.  Operating
margins, nonetheless, remained positive at 12.6% of total
revenue at the end of 2007, but lower than the 28.6% registered
in 2004.

The municipality of Acolman is a bedroom community for low
income workers located on the outer edge of the metropolitan
area of Mexico City.  Unlike the neighboring municipalities of
Tecamac (Ba3) and Ecatepec (Ba3), Acolman's proximity to the
Federal District, has not had a major impact on the
municipality's demographics or economic base.  According to
INEGI, Acolman had a population of 77,000 inhabitants in 2005
(0.55% of the State population), compared to 43,000 in 1990: a
much lower growth rate than that experienced by other
municipalities in the metro area. The municipality has a narrow
economic base mostly concentrated around manufacturing
activities, and small commercial and agricultural sectors. As is
the case in rural and undeveloped areas, most of Acolman
properties continue to be communal.

Reflecting the application of Moody's Joint Default Analysis
rating methodology, the ratings incorporate a baseline credit
assessment of 13 on a scale of 1 to 21 and a low likelihood that
the State of Mexico would act to prevent a default by Acolman.



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

HORIZON LINES: Reports US$9.9MM Adjusted Net Income in 2nd Qtr.
---------------------------------------------------------------
Horizon Lines, Inc., has reported results for the second quarter
ended June 22, 2008.  On a GAAP basis, net income was US$7.2
million on revenue of US$331, compared with US$9.6 million on
revenue of US$295.7 million for the same period a year ago.

Adjusted net income for the second quarter was US$9.9 million,
compared with adjusted net income of US$10 million in the 2007
second quarter.  Adjusted 2008 results exclude anti-trust
related legal expenses and severance costs related to early
retirement for specific union employees.  These expenses totaled
US$2.7 million after tax.  Adjusted 2007 results excluded an
after-tax loss of US$0.4 million, related to the extinguishment
of debt.

“Our second-quarter financial performance reflects strong
execution by our associates in a very challenging environment,”
Chairperson, President and Chief Executive Officer, Chuck
Raymond said.  “Despite sharply rising fuel costs and volume
softness related primarily to the ongoing recessionary business
environment in Puerto Rico, we achieved a 13.8% increase in our
adjusted earnings per share.  We were able to effectively
mitigate the impact of steep fuel cost increases in the quarter
through a combination of conservation, strict vessel scheduling
and fuel cost recovery measures.  Additionally, we repaid US$10
million in revolving debt during the quarter, further
strengthening our financial position.”

           Second-Quarter 2008 Financial Highlights:

  -- Operating Revenue: The 11.9% growth in operating revenue
     for the quarter, to US$331 million from US$295.7 million
     the prior year, was driven by a combination of revenue from
     acquisitions, unit revenue improvement, and increased fuel
     surcharges, which more than offset a 2.4% volume decline.  
     Revenue per container improved US$349, or 9.7%, from the
     same period a year ago.  Acquisitions contributed US$10.5
     million to operating revenue in the 2008 second quarter.

  -- Operating Income: Operating income for the second quarter
     of 2008 was US$16.7 million, compared with US$22.9 million
     for the second quarter of 2007.  Adjusted operating income
     was US$19.9 million for the 2008 second quarter.  The
     decline in operating income primarily reflects lower
     overall container volume, increased vessel lease costs, and
     legal fees related to the pricing investigation and
     severance costs.  The decline was slightly offset by rate
     improvements and reduced vessel operating expense.  Both
     the increase in vessel lease costs and the decrease in
     vessel operating costs were due to the deployment of five
     new vessels in 2007.

  -- Adjusted EBITDA: Adjusted EBITDA in the 2008 second quarter
     was US$35.8 million, compared with US$40 million in the
     2007 second quarter.  Adjusted EBITDA was impacted by the
     same factors affecting operating income.

  -- Shares Outstanding: As a result of share repurchases over
     the past year, the company had a weighted daily average of
     30.2 million diluted shares outstanding for the second
     quarter of 2008, compared with 34.3 million for the second
     quarter of 2007.

  -- Six-Month Results: For the first half of 2008, operating
     revenue increased US$11.9% to US$636.9 million from
     US$569.4 million for the first half of 2007.  EBITDA was
     US$59.9 million compared with US$73.2 million a year ago,
     while adjusted EBITDA, excluding the items previously
     mentioned, was US$63.1 million versus US$73.7 million.  
     Six-month net income totaled US$9.3 million, compared with
     US$16.6 million, for the same period last year.  Adjusted
     net income was US$12 million, compared with US$14.4 million
     for the first half of 2007, which excludes the after-tax
     loss related to the extinguishment of debt mentioned above,
     as well as a US$2.6 million deferred tax revaluation
     benefit.

                            Outlook

Mr. Raymond concluded, “Looking at the remainder of 2008, we
anticipate that economic challenges will continue.  While
expectations for our markets remain largely unchanged, further
sharp increases in fuel prices will likely pressure our
financial performance.  During the second quarter, the average
bunker fuel price per ton jumped nearly 33%.  We were able to
mitigate a good portion of this increase, and we will continue
to take prudent steps in the second half of 2008 to manage fuel
costs, control operating expenses, and remain focused on
providing the highest level of service to our customers.  We
continue to take the necessary steps to emerge from this
difficult period a stronger, better positioned company.”

Headquartered in Charlotte, North Carolina, Horizon Lines Inc.
(NYSE: HRZ) -- http://www.horizon-lines.com/-- is a domestic
ocean shipping and integrated logistics company comprised of two
primary operating subsidiaries.  Horizon Lines LLC operates a
fleet of 21 U.S.-flag containerships and 5 port terminals
linking the continental United States with Alaska, Hawaii, Guam,
Micronesia, Asia and Puerto Rico.  Horizon Logistics LLC offers
customized logistics solutions to shippers from a suite of
transportation and distribution management services designed by
Aero Logistics, information technology developed by Horizon
Services Group and intermodal trucking and warehousing services
provided by Sea-Logix.

                          *     *      *

As reported in the Troubled Company Reporter-Latin America on
May 27, 2008, Standard & Poor's Ratings Services has revised its
outlook on Horizon Lines Inc. to negative from stable.  S&P
affirmed the 'BB-' long-term corporate credit rating.  At the
same time, S&P affirmed the 'BB+' rating on the senior secured
debt while leaving the recovery rating on this debt unchanged at
'1', indicating expectations of a substantial (90%-100%)
recovery in the event of a payment default.

In addition, S&P affirmed the 'B' rating on the senior unsecured
notes while leaving the recovery rating unchanged at '6',
indicating expectations of a negligible (0%-10%) recovery in the
event of a payment default.


MILLENNIUM INSTITUTE: Case Summary & 19 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Millennium Institute for ANC Inc.
        Suite 112
        MCS 404
        San Juan, PR 00936

Bankruptcy Case No.: 08-04767

Chapter 11 Petition Date: July 24, 2008

Court: District of Puerto Rico (Old San Juan)

Debtor's Counsel: Andres Garcia Arregui, Esq.
                  (garciarr@prtc.net)
                  Garcia Arregui & Fullana
                  252 Ponce de Leon Avenue
                  Suite 1101
                  San Juan, PR 00918
                  Tel: (787) 766-2530
                  Fax: (787) 756-7800

Total Assets: US$3,927,851

Total Debts:  US$5,515,869

Debtor's list of its 19 largest unsecured creditors:

   Entity                          Nature of Claim  Claim Amount
   ------                          ---------------  ------------
Banco Popular                      Bank Loan        US$3,821,866
P.O. Box 364527                                         Secured:
San Juan, PR 00936-4527                             US$3,165,188
                                                      Unsecured:
                                                      US$656,678

Miradero Capital                   Trade Debt         US$500,000
Union Plaza, Suite 1500
Avenue Ponce de Leon 416
San Juan, PR 00918

Internal Revenue Service                              US$113,186
Department of the Treasury
Philadelphia, PA 19154-0039

Dr. Nestor A. Perez                Bank Loan          US$100,000

Autoridad Energia Electrica        Trade Debt          US$57,291

Departamento Hacienda                                  US$86,536

Farmacia Summit Hill               Bank Loan           US$50,094

Internal Revenue Service                               US$42,011

Fondo Seguro del Estado                                US$36,815

Excellent Cleaning Group           Bank Loan           US$29,995

Medics                             Trade Debt          US$29,955

Drug Unlimited Inc.                Trade Debt          US$29,227

Cadillac Uniforms                  Trade Debt          US$27,774

ERGA/C Contractors                 Trade Debt          US$26,319

Laida Pla                          Trade Debt          US$23,760

Crim                                                   US$22,598

Policia Privada                    Trade Debt          US$22,435

Sanofi-Adventis                    Trade Debt          US$21,030

1983-01 Corp.                      Trade Debt          US$20,043



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

PETROLEOS DE VENEZUELA: To Invest US$13.8BB in Refining Projects
----------------------------------------------------------------
Petroleos de Venezuela SA will invest US$13.8 billion in several
refining projects in the region, Noticias Financieras reports,
citing Petrocaribe, a Caribbean oil alliance with Venezuela.

According to Noticias Financieras, Cuba will get most of the
investments.  Petroleos de Venezuela will allocate US$8.8
billion, or 64% of the US$13.8 billion investment to Cuba.  

Noticias Financieras relates that not all the projects are
included in Petroleos de Venezuela's investment plan.  These
projects will be included in the plan:

          -- the expansion of Cienfuegos plant's refining
             capacity.  Cienfuegos was reactivated last year
             with Petroleos de Venezuela's investment of
             US$166 million;

          -- the expansion of the Hermanos Diaz refinery with an
             investment of US$855 million.  Refining capacity
             will be increased to 55,000 barrels per day from
             22,000 barrels per day; and

          -- the construction of a new plant in Matanzas, with a
             daily capacity of 150,000.

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.

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.


* Fitch Says LatAm Lower-Rated Issuers Have Manageable Liquidity
----------------------------------------------------------------
A Fitch Ratings review finds that the majority of Latin American
lower-rated speculative grade corporate issuers have manageable
liquidity positions for the next 12 months.

Fitch reviewed 31 issuers rated 'B+' or below.  Many of them
benefited from unprecedented market liquidity during 2006 and
the first half of 2007, issuing bonds that do not mature until
after 2012.  The ratings of a number of regulated companies in
Argentina and the Dominican Republic have been constrained by
the speculative grade credit quality of those sovereigns and
their credit risk rating is greatly impacted by political,
economic and other systemic risks of the government, rather than
company-specific financial risks in many cases.

Not surprisingly the credits in the region which are struggling
are those that are closely tied to the United States automobile
industry or those that do not have the ability to offset rising
input costs with price increases.  While debt rollover risk
appears to be manageable for most of the companies in the report
during the next 12 months, in the near-to-medium term cash flow
from operations could come under pressure for many of the
companies due to an expected slowdown in GDP growth rates.  
Fitch currently projects GDP growth in Latin America to decline
to 4.1% in 2008 and 3.8% in 2009, from 5.2% in 2007.

During the first six months of 2008, approximately $5.1 billion
of debt was placed by 11 Latin America issuers in the cross-
border markets.  This contrasts with $17.2 billion by 31 issuers
of cross-border debt issuance during the first six months of
2007.


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

                                      Total
                                Shareholders       Total
                                     Equity        Assets
Company                 Ticker      (US$MM)       (US$MM)
-------                 ------  ------------      -------
Arthur Lange             ARLA3       (24.32)        34.09
Kuala                    ARTE3       (33.57)        11.86
Bombril                  BOBR3      (480.75)       423.86
Caf Brasilia             CAFE3      (949.47)        40.58
Chiarelli SA             CCHI3       (73.37)        44.84
Ceper-Inv                CEP          (7.77)       120.08
Ceper-B                  CEP/B        (7.77)       120.08
Telefonica Hldg          CITI     (1,481.31)       307.89
Telefonica Hldg          CITI5    (1,481.31)       307.89
SOC Comercial PL         COME       (783.92)       448.06
Marambaia                CTPC3        (1.38)        79.73
DTCOM-DIR To Co          DTCY3       (13.89)        13.03
Aco Altona               ESTR        (41.68)       144.91
Estrela SA               ESTR3       (77.08)       107.43
Bombril Holding          FPXE3    (1,064.31)        41.97
Fabrica Renaux           FTRX3       (40.90)       127.74
Cimob Partic SA          GAFP3       (56.35)        92.77
Gazola                   GAZ03       (43.13)        22.28
Haga                     HAGA3      (116.89)        20.31
Hercules                 HETA3      (245.33)        45.85
Doc Imbituba             IMB13       (21.11)       215.55
IMPSAT Fiber Networks    IMPTQ       (17.17)       535.01
Minupar                  MNPR3       (27.58)       158.43
Wetzel SA                MWET3       (15.02)       137.09
Nova America SA          NOVA3      (300.97)        41.80
Paranapamema SA          PMAM3      (105.13)     3,724.69
Paranapamema-PRF         PMAM4      (105.13)     3,724.69
Recrusul                 RCSL3       (67.90)        27.89
Telebras-CM RCPT         RCTB30     (171.66)       230.92
Rimet                    REEM3      (219.34)        93.47
Schlosser                SCL03       (84.39)        44.57
Tecel S Jose             SJ0S3       (26.86)        80.42
Sansuy                   SNSY3       (63.13)       235.18
Teka                     TEKA3      (347.07)       538.30
Telebras SA              TELB3      (171.66)       230.92
Telebras-CM RCPT         TELE31     (171.66)       230.92
Telebras SA              TLBRON     (171.66)       230.92
TECTOY                   TOYB3        (1.43)        39.50
TEC TOY SA-PREF          TOYB5        (1.43)        39.50
TEC TOY SA-PF B          TOYB6        (1.43)        39.50
TECTOY SA                TOYBON       (1.43)        39.50
Texteis Renaux           TXRX3      (118.94)        84.92
Varig SA                 VAGV3    (8,194.58)     2,169.10
FER C Atlant             VSPT3      (123.44)     2,012.29
Wiest                    WISA3      (140.97)        71.37



                            ***********

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

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

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

                            ***********


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

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

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

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

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

The TCR Latin America subscription rate is US$625 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are US$25 each.  For
subscription information, contact Christopher Beard at
240/629-3300.


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