TCRLA_Public/080820.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

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

            Wednesday, August 20, 2008, Vol. 9, No. 165

                             Headlines


A R G E N T I N A

CABANAS CEREAL: Claims Verification Deadline Is Until Sept. 26
COMERCIAL FRIGORFICO: Files for Reorganization in Argentine Ct.
DISARBAL SA: Trustee Verifies Proofs of Claim Until Oct. 17
FARMACIA COMUNITARIA: Claims Verification Deadline Is Sept. 29
GLOBALL CALL: Trustee Verifies Proofs of Claim Until Sept. 29

METROGAS SA: Earns ARS61.5 Million in Six Months Ended June 30
MRQUEZ MONTES: Trustee Verifies Proofs of Claim Until October 23
NEUQUEN PRODUCE: Creditors to Vote on Settlement Proposal
PAYNE PACIFIC: Trustee Verifies Proofs of Claim Until Sept. 19
PETROBRAS ENERGIA: To Invest US$500MM in Santa Cruz in 2009-13

UNION REGIONAL: Trustee Verifies Proofs of Claim Until Oct. 7
YPF SA: Will Invest US$500 Million for Santa Cruz Exploration

* ARGENTINA: To Repurchase Some Bonds Over the Next 18 Months


B E R M U D A

RAM HOLDINGS: 2nd Quarter Net Income Rose to US$126.3MM in 2008


B O L I V I A

COEUR D'ALENE: Leon Hardy Replaces Rick Irvine as Vice President


B R A Z I L

AMERICAN AIRLINES: To Expand Three Flights in Brazil on Nov. 2
AMR CORP: Amends Purchase Agreement With The Boeing Company
BANCO DO BRASIL: Seeks Agreement on Banco Nossa Sale Price
BANCO DO BRASIL: Reports BRL1.6BB Net income in 2nd Quarter 2008
BANCO DO BRASIL: Wants to Conclude Incorporation & Purchases

BANCO NOSSA: Banco do Brasil Wants Agreement on Sale Price
FERRO CORP: US$150MM Convertible Notes Gets 'B' Rating From S&P
SUN MICROSYSTEMS: Unit Eyes Sales Increase in Fiscal Year 2009
TAM SA: Receives 8 Boeing Aircrafts for Germany/London Routes


C A Y M A N  I S L A N D S

ABSOLUTE INSIGHT: Proofs of Claim Filing Is Until Aug. 21
AFFINITY CAPITAL: Proofs of Claim Filing Deadline Is Aug. 21
AIMCO CLO SERIES 2007-A: Final Shareholders Meeting Is Aug. 21
ATTILLA HOLDINGS: Proofs of Claim Filing Is Until Aug. 21
BOMBAY CO: Prudential Insurance Objects to Terms of Amended Plan

CHEMIST CAPITAL: To Hold Final Shareholders Meeting on Aug. 21
CHINA EVERBRIGHT: Holds Final Shareholders Meeting on Aug. 21
CIL RHINE: Will Hold Final Shareholders Meeting on Aug. 21
FIRST COSTA RICAN: Sets Final Shareholders Meeting on Aug. 21
GLOBAL ASCENT: Deadline for Proofs of Claim Filing Is Aug. 21

IMT INVESTING: Proofs of Claim Filing Deadline Is Aug. 21
JEFFERIES HYDE: Proofs of Claim Filing Is Until Aug. 21
JP CAPITAL: Deadline for Proofs of Claim Filing Is Aug. 21
MAGNETAR SAR: To Hold Final Shareholders Meeting on Aug. 21
PROVISO REAL ESTATE: Final Shareholders Meeting Is on Aug. 21

ROYCAN PROTECTOR: Deadline for Claims Filing Is Aug. 21
ROYCAN PROTECTOR: Sets Final Shareholders Meeting on Aug. 21
SOUNDVIEW CI-1: Holds Final Shareholders Meeting on Aug. 21
SOUNDVIEW CI-27: Sets Final Shareholders Meeting on Aug. 21
THAMES RIVER: Holding Final Shareholders Meeting on Aug. 21

WILLOW FINANCE: To Hold Final Shareholders Meeting on Aug. 21
ZEPHYR CDO: Will Hold Final Shareholders Meeting on Aug. 21


C H I L E

SOCIEDAD DE INVERSIONES: Earns US$59.17 Million in Half Yr. 2008


C O S T A  R I C A

US AIRWAYS: Prices Public Offering of 19M Shares of Common Stock


M E X I C O

ALERIS INT'L: S&P Puts BB- Term Loan Rating on Watch Negative
FRONTIER AIRLINES: Gets US$12.5MM DIP Loan From Republic Airways
FRONTIER AIRLINES: To Delay Filing of Qtr. Ended June 30 Report
FRONTIER AIRLINES: Section 341(a) Meeting Moved to September 22
INVISTA BV: S&P Puts BB Corporate Credit Rating on Watch Neg.

SEMGROUP LP: Bankruptcy Forces BOK to Report Loss


P U E R T O  R I C O

HOME INTERIORS: Wants Court to Approve Employee Incentive Plans


V E N E Z U E L A

PETROLEOS DE VENEZUELA: To Supply 8MM Liters of Gas to Colombia

* VENEZUELA: Takes Control of Three Cement Companies


                          - - - - -


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

CABANAS CEREAL: Claims Verification Deadline Is Until Sept. 26
--------------------------------------------------------------
The court-appointed trustee for Cabanas Cereal Group Argentina
S.A.'s bankruptcy proceeding, will be verifying creditors'
proofs of claim until September 26, 2008.

The trustee will present the validated claims in court as
individual reports on November 7, 2008.  A court in Argentina
will determine if the verified claims are admissible, taking
into account the trustee's opinion, and the objections and
challenges that will be raised by Cabanas Cereal and its
creditors.

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

A general report that contains an audit of Cabanas Cereal's
accounting and banking records will be submitted in court on
December 19, 2008.

The trustee is also in charge of administering Cabanas Cereal's
assets under court supervision and will take part in their
disposal to the extent established by law.


COMERCIAL FRIGORFICO: Files for Reorganization in Argentine Ct.
---------------------------------------------------------------
Comercial Frigorfico Puerto Plata SA has requested for
reorganization approval after failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Comercial Frigorfico 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. 17 in Buenos Aires.  Clerk No. 34 assists the court
in this case.

The debtor can be reached at:

                      Comercial Frigorfico Puerto Plata SA
                      San Antonio 1081
                      Buenos Aires, Argentina


DISARBAL SA: Trustee Verifies Proofs of Claim Until Oct. 17
-----------------------------------------------------------
Jos Sallon, the court-appointed trustee for Disarbal SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until October 17, 2008.

Mr. Sallon will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 15 in Buenos Aires, with the assistance of Clerk
No. 29, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Disarbal SA and its
creditors.

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

A general report that contains an audit of Disarbal SA's
accounting and banking records will be submitted in court.

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

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

The debtor can be reached at:

                     Disarbal SA
                     Esmeralda 320
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Jos Sallon
                     Libertad 860
                     Buenos Aires, Argentina


FARMACIA COMUNITARIA: Claims Verification Deadline Is Sept. 29
--------------------------------------------------------------
The court-appointed trustee for Farmacia Comunitaria S.C.S.'s
reorganization proceeding will be verifying creditors' proofs of
claim until September 29, 2008.

The trustee will present the validated claims in court as
individual reports on November 11, 2008.  The National
Commercial Court of First Instance in Mar del Plata, Buenos
Aires, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Farmacia Comunitaria and
its creditors.

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

A general report that contains an audit of Farmacia
Comunitaria's accounting and banking records will be submitted
in court on December 26, 2008.

Creditors will vote to ratify the completed settlement plan
during the assembly on June 30, 2009.


GLOBALL CALL: Trustee Verifies Proofs of Claim Until Sept. 29
-------------------------------------------------------------
Martn Stolkiner, the court-appointed trustee for Globall Call
Argentina SA's bankruptcy proceeding, will be verifying
creditors' proofs of claim until September 29, 2008.

Mr. Stolkiner will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 26 in Buenos Aires, with the assistance of Clerk
No. 52, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Globall Call and its
creditors.

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

A general report that contains an audit of Globall Call's
accounting and banking records will be submitted in court.

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

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

The debtor can be reached at:

                     Globall Call Argentina SA
                     Paran 785
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Martn Stolkiner
                     Avda. Crdoba 1367
                     Buenos Aires, Argentina


METROGAS SA: Earns ARS61.5 Million in Six Months Ended June 30
--------------------------------------------------------------
MetroGAS S.A. reported net income of ARS61.5 million for the six
months ended June 30, 2008, compared to ARS30.2 million recorded
for the same period of 2007.

The company's consolidated sales during the six months ended
June 30, 2008 decreased by 6.9%, amounting to ARS434.5 million
compared to ARS466.7 million in the same period last year.

Sales decrease during the six months ended June 30, 2008 was
mainly originated by MetroENERGIA's total sales decrease
amounting to ARS25,484.

As of June 30, 2008, the total indebtedness of the Company was
ARS722.5 million.

Based on the economic context and the provisions issued by the
National Government, which include the modification of MetroGAS'
Regulatory Framework, the company will continue concentrating
its efforts towards ensuring business continuity, maintaining
the quality of gas supplies and meeting the Basic License Rules.
Finally, and depending on the outcome of the renegotiation of
the License define its future strategy.

Headquartered in Buenos Aires, Argentina, MetroGAS SA
-- http://www.metrogas.com.ar/-- distributes gas to Buenos
Aires and southern and eastern greater metropolitan Buenos
Aires.  The Company has a 35-year concession that began in 1992
to provide natural gas in this area.  The concession is
renewable for an additional 10 years.

Metrogas supplies some 2 million customers in Buenos Aires
through 15,840 km of pipelines, representing about 26% of all
gas retailed in Argentina.   Metrogas is 45% owned by a
subsidiary of UK gas production company BG Group and 26% owned
by a unit of Spanish oil company Repsol YPF.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 2, 2007, Moody's Investors Service upgraded Metrogas S.A.
debt ratings to Caa1 from Caa2 and the national scale rating to
Ba1.ar from B1.ar.  Moody's said the outlook is stable.


MRQUEZ MONTES: Trustee Verifies Proofs of Claim Until October 23
----------------------------------------------------------------
Norma Fistzein, the court-appointed trustee for Mrquez Montes
Construcciones SA's reorganization proceeding will be verifying
creditors' proofs of claim until October 23, 2008.

Ms. Fistzein will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 12 in Buenos Aires, with the assistance of Clerk
No. 23, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Mrquez Montes and its
creditors.

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

A general report that contains an audit of Mrquez Montes'
accounting and banking records will be submitted in court.

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

Creditors will vote to ratify the completed settlement plan
during the assembly on July 20, 2009.

The debtor can be reached at:

                      Mrquez Montes Construcciones SA
                      Alsina 1609
                      Buenos Aires, Argentina

The trustee can be reached at:

                      Norma Fistzein
                      Viamonte 1446
                      Buenos Aires, Argentina


NEUQUEN PRODUCE: Creditors to Vote on Settlement Proposal
---------------------------------------------------------
Neuquen Produce S.A.'s creditors will vote to ratify the
completed settlement plan during an informative assembly on
September 18, 2008.

The court-appointed trustee for Neuquen Produce's reorganization
proceeding verified creditors' proofs of claim and presented the
validated claims in court as individual reports.  The trustee
also submitted a general report containing an audit of Neuquen
Produce's accounting and banking records to court.


PAYNE PACIFIC: Trustee Verifies Proofs of Claim Until Sept. 19
--------------------------------------------------------------
Isaac Jospe, the court-appointed trustee for Payne Pacific SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until September 19, 2008.

Mr. Jospe will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 10 in Buenos Aires, with the assistance of Clerk
No. 19, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Payne Pacific and its
creditors.

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

A general report that contains an audit of Payne Pacific's
accounting and banking records will be submitted in court.

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

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

The debtor can be reached at:

                     Payne Pacific SA
                     Avda. Jujuy 937
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Isaac Jospe
                     Uriburu 1054
                     Buenos Aires, Argentina


PETROBRAS ENERGIA: To Invest US$500MM in Santa Cruz in 2009-13
--------------------------------------------------------------
Petrobras Energia S.A. will invest some US$500 million in Santa
Cruz, Argentina, in 2009-13.

Business News Americas relates that the investment will be for
the oilfields in Santa Cruz, including:

           -- Glencross,
           -- Estancia Chiripa,
           -- Canadon Salto, and
           -- Estancia Agua Fresca.

According to BNamericas, about US$91 million of the planned
investment will be used for the development of the Estancia Agua
Fresca field.  With the planned investment, Petrobras Energias'
accumulated spending in Santa Cruz will total US$1.30 billion,
BNamericas states.

Headquartered in Buenos Aires, Argentina, Petrobras Energia S.A.
-- http://www.petrobras.com.ar/-- is an integrated company
engaged in energy sector.  The company's activities are divided
into four segments.  The oil and gas exploration and production
segment is responsible for the acquisition, exploration and
maintenance of oil and gas reserves, as well as the production
of fuels.  The refining and distribution segment is engaged in
the refining of crude oils and their processing into lubricants.
It is represented by Refineria del Norte SA and Empresa
Boliviana de Refinacao SA.  The petrochemistry segment is
engaged in the production of styrene, polystyrene, rubber,
fertilizers and polypropylene through Innova SA and Petroquimica
Cuyo SA.  The gas and energy segment is involved in the
production of gas and electric energy, and energy transportation
through Transportadora de Gas del Sur SA.  The company also
operates in Bolivia, Ecuador, Peru, Colombia and Venezuela.

                         *     *     *

In October 2007, Moody's Investors Service assigned a 'Ba1'
issuer rating on Petrobras Energia S.A.

In April 2007, Standard & Poor's assigned a 'BB' long-term
foreign issuer credit rating on the company.

In May 2007, Fitch Ratings assigned a 'BB' long-term foreign
currency issuer default rating on the company.


UNION REGIONAL: Trustee Verifies Proofs of Claim Until Oct. 7
-------------------------------------------------------------
The court-appointed trustee for Union Regional Valenciana
Asociacion Civil's reorganization proceeding will be verifying
creditors' proofs of claim until October 7, 2008.

The trustee will present the validated claims in court as
individual reports on November 18, 2008.  The National
Commercial Court of First Instance in Mar del Plata, Buenos
Aires, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Union Regional and its
creditors.

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

A general report that contains an audit of Union Regional's
accounting and banking records will be submitted in court on
February 4, 2009.

Creditors will vote to ratify the completed settlement plan
during the assembly on July 14, 2009.


YPF SA: Will Invest US$500 Million for Santa Cruz Exploration
-------------------------------------------------------------
YPF S.A. is planning to invest US$500 million for its off-shore
drilling activities in the Santa Cruz province, MercoPress
reports.

According to MercoPress, the Argentine oil company will
reactivate 150 oil wells in Santa Cruz to sustain its extraction
of hydrocarbons in the San Juan Gulf basin.

YPF's Exploration and Exploitation head, Tomas Garcia Blanco,
told MercoPress that the investment will give way to the
reactivation of the wells in twelve months time, saying "we
should have a better picture of the situation, how much
additional production has been achieved and if it's enough to
keep the current level of production."

MercoPress relates, citing Mr. Blanco, that the offshore
exploration will begin at around 2.500 meters in depth.

Enrique Eskenazi, YPF vicepresident, said in the report that
announcements in Santa Cruz also refer to exploration plans in
other provinces ?such as Neuquen and Mendoza?.

Headquartered in Buenos Aires, Argentina, YPF S.A. --
http://www.ypf.com.ar/ -- is an integrated oil and gas company
engaged in the exploration, development and production of oil
and gas, natural gas and electricity-generation activities
(upstream), the refining, marketing, transportation and
distribution of oil and a range of petroleum products, petroleum
derivatives, petrochemicals and liquid petroleum gas
(downstream).  The company is a subsidiary of Repsol YPF, S.A.,
a Spanish company engaged in oil exploration and refining, which
holds 99.04% of its shares.  Its international operations are
conducted through its subsidiaries, YPF International S.A. and
YPF Holdings Inc.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 28, 2008, Standard & Poor's Ratings Services affirmed
its 'BB+' local currency corporate credit rating on YPF S.A. and
removing it from CreditWatch with negative implications where it
was placed Dec. 27, 2007.  S&P said the outlook is stable.


* ARGENTINA: To Repurchase Some Bonds Over the Next 18 Months
-------------------------------------------------------------
The Wall Street Journal reports that Argentina's government
announced a plan to buy back some of the country's debt,
triggering a recovery in financial assets following last week's
selloff.

WSJ says while news of the intervention has propped up markets,
economists remain broadly pessimistic about President Cristina
Kirchner's populist economic policies, which have stoked
inflation, eroded Argentina's fiscal position and alienated the
agribusiness sector that is the motor of the economy.

A brief Economy Ministry statement cited by the Journal said
stated-owned Banco de la Nación Argentina would repurchase some
Argentine bonds over the next 18 months thanks to the
"robustness of public accounts."  The statement didn't specify
the size of the bond purchases, which were reported by the
Argentine press as being US$250 million this week, and up to
US$1 billion by year end, the Journal relates.

According to the Journal, news of the buyback sent Argentine
debt rallying, with the benchmark bond rising more than 3%
Monday after a decline last week of more than 10% in many
Argentine issues.

Investors were pleased that the Argentine government took some
action to halt the market slide, however, many want more
profound changes in Argentine economic policy, especially a new
approach to fighting inflation.

The Journal says investors are increasingly worried about the
country's inflation, which private economists placed at 2.5 to
three times the official annual rate of around 10%.

Separately, the Troubled Company Reporter-Latin America reported
on August 13, 2008, that Standard & Poor's Ratings Services said
that its lowering of the sovereign ratings on the Republic of
Argentina will not immediately affect ratings on Argentine
corporate entities.  S&P lowered the global scale ratings on
Argentina to 'B' from 'B+' and the national scale ratings to
'raAA-' from 'raAA'.  The outlook on the sovereign is stable,
and the 'B' short-term global scale rating remains unchanged.

Nevertheless, S&P is in the process of reevaluating its view of
significant risks in the economic and business environment,
which the rating agency refers to broadly as country risk.  This
assessment could lead us to review specific ratings in the
sector, particularly in light of higher refinancing risks
arising from lack of liquidity and higher costs.  S&P expects to
complete its assessment of country risk and the impact on each
corporate rating in the next few days.

?Although we expect changes to some global scale ratings, most
likely to some outlooks, we do not expect significant changes in
the national scale ratings,? said S&P's credit analyst Pablo
Lutereau.

Corporate ratings in Argentina have been heavily influenced by
S&P's view of country risk.  Country risk includes, and is
intertwined with, sovereign default risk but is not limited to
it.  Therefore, the sovereign rating actions do not trigger
automatic changes on individual corporate ratings.

The rating action on Argentina reflects increasing economic
challenges, in particular higher inflation and greater fiscal
and financial strain, matched with a diminishing likelihood that
the government will take prompt corrective measures to staunch
the loss of creditworthiness.  Although these factors, the
sovereign's weaker financial profile, and a deteriorating
political environment have affected country risk, S&P believes
corporate ratings already incorporate some of these
uncertainties.



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

RAM HOLDINGS: 2nd Quarter Net Income Rose to US$126.3MM in 2008
---------------------------------------------------------------
RAM Holdings Ltd. reported second quarter 2008 net income of
US$126.3 million.  This compares to net income of US$9.1 million
for the second quarter 2007.  The increase for the second
quarter 2008 is attributable to the following:

   -- Unrealized mark-to-market gains on credit derivatives of
      US$151.5 million, resulting from the following:

      * Increase in gross mark-to-mark losses on credit
        derivatives of US$61.7 million in the quarter due to
        further deterioration in collateralized debt obligations
        of asset-backed securities (ABS CDOs)

      * Increase in the FAS 157 adjustment for RAM's own non-
        performance risk of US$213.2 million

   -- The net unrealized gain was offset by an increase in loss
      and loss adjustment expenses of US$45.8 million, relating
      primarily to continuing deterioration in the performance of
      residential mortgage-backed securities (RMBS).

Commenting on financial results, RAM Chief Executive Officer
Vernon M. Endo noted that, "The residential mortgage market
continued to deteriorate in the second quarter resulting in
increased reserves and CDS impairments in the quarter.
Consistent with many financial guaranty insurance companies our
reported net income of $126.3 million for the quarter largely
resulted from a net unrealized gain recorded on our credit
derivatives of $151.5 million.  This gain included a positive
adjustment of $213.2 million which related directly to the
widening of RAM Re's estimated credit spread during the quarter.
As we have said in the past we expect CDS unrealized fair value
gains and losses to net to zero at contract maturity absent
impairments."

"While our recent downgrades from S&P and Moody's are
disappointing we made significant progress in improving the risk
profile of the Company subsequent to quarter end by commuting
about $1.0 billion of troubled 2005-2007 vintage RMBS and ABS
CDOs.  Recent ratings actions in the industry have caused
significant uncertainty.  We remain focused, however, on
improving our capital position by prudently reducing high
capital charge segments of our insured portfolio and writing
well-priced business with our two remaining treaty customers."

                         Subsequent Event

On July 25, 2008, RAM entered into a Commutation Agreement with
Syncora Guaranty Re (formerly XL Financial Assurance Ltd.)
(XLFA) to commute all business assumed by RAM back to XLFA for a
payment of US$94.4 million, which included unearned premiums net
of ceding commissions of US$8.6 million. On a proforma basis,
giving effect to the commutation transaction, as of June 30,
2008 the Company would have recorded additional net income of
US$22.8 million which would have resulted in the Company having
total shareholders' equity calculated in accordance with U.S.
generally accepted accounting principles (GAAP) of approximately
US$203.7 million and retained earnings of (US$31.1) million
versus the US$180.9 million and (US$53.9) million, respectively,
actually reported as at June 30, 2008.  The proforma
shareholders' equity and retained earnings include assumptions
based on the commutation agreement and the related transaction
and will be recorded in the quarter ending September 30, 2008.
There can be no assurance that the company's assumptions will
not differ materially from the ultimate treatment or impact of
the aforementioned transactions.

                   Summary of Operating Results

Net premiums written in the second quarter totaled
US$(0.2) million, US$28.0 million, or 101%, below the
US$27.8 million of net premiums written in the second quarter of
2007.  Included in the decrease in net premiums written for the
quarter is US$10.2 million of premium returned on certain
policies commuted with two of our ceding companies.  Total par
outstanding on such commuted policies was US$1 billion.  The
balance of the decrease is the result of a decline in the amount
of cessions from our current customers and a reduction in the
number of quota share treaty customers from six to two.

Earned premiums in the quarter of US$19.5 million were 63%
greater than the UA$12.0 million earned in the second quarter of
2007.  By eliminating accelerated premiums from refundings of
US$9.0 million from total earned premiums, "core" earned
premiums in the second quarter were comparable to the 2007
period.

Net change in fair value of credit derivatives was
US$154.2 million in the quarter, US$153.0 million more than the
US$1.2 million in the second quarter of 2007.  Net change in
fair value of credit derivatives for the second quarter of 2008
and 2007 primarily related to US$151.5 million and immaterial
unrealized gains/(losses) on derivatives, respectively, and
US$2.7 million and US$1.2 million of realized gains,
respectively.  The gain on the credit derivatives related
primarily to a widening of RAM Re's estimated spread.  In
compliance with the requirements of FAS 157, the Company
considered its own non-performance risk when measuring the fair
value of its derivative liability.  The effect of this
requirement was a reduction in the Company's derivative
liability of approximately US$323.7 million at June 30, 2008.
Of the gross unrealized losses on credit derivatives,
US$143.5 million relates to gross credit impairments, a non-GAAP
measure, (including US$120.0 million of impairments on the
subsequently commuted XLFA ABS CDOs).

Net investment income for the quarter was US$8.3 million, 1%
below the US$8.4 million recorded in the second quarter of 2007.

Losses and loss adjustment expenses were US$45.8 million in the
2008 second quarter, contributing to a loss ratio of 235.0%.
This loss ratio is the result of an increase of US$29.6 million
in loss reserves net of recoverables due to the adverse
development on the Company's exposure to insured transactions
with RMBS exposures (HELOCs, Alt-A, and CES transactions).  This
compares to US$0.9 million of incurred losses in the comparable
2007 period.  Loss and loss adjustment expenses for the first
six months of 2008 was US$83.3 million compared to immaterial
recoveries for comparable 2007 period.

Acquisition expenses of US$6.8 million in the second quarter are
closely related to earned premiums.  The second quarter 2008
ratio of acquisition expenses to earned premium was 34.8%
compared to 36.4% for the second quarter 2007.  Second quarter
operating expenses of US$4.0 million were US$0.3 million, or
8.1% above the level in the second quarter of 2007.  The
increase was due to additional expenses relating to our D&O
insurance coverage and increased legal and audit expenses.
Combining acquisition and operating expenses as a percentage of
earned premiums, RAM's total expense ratio was 55.3% in the
second quarter of 2008 compared to 66.8% in the second quarter
of 2007.

Interest expense of US$3.5 million in both the second quarter of
2008 and 2007, includes dividends on the preference shares
issued by the company of US$2.8 million and interest on long
term debt of US$0.7 million.

                        About RAM Holdings

RAM Holdings, Ltd. is a Bermuda-based holding company.  Its
operating subsidiary RAM Reinsurance Company Ltd. provides
financial guaranty reinsurance for U.S. and international public
finance and structured finance transactions.


                           *    *    *

As reported in the Troubled Company Reporter-Latin America on
Aug. 11, 2008, Moody's downgraded the rating of the preference
shares of RAM Holdings, Ltd., to Ba1.  This rating action
reflects Moody's views on RAM Re's overall credit profile in the
current environment, including increased expected and stress
loss projections among its mortgage-related risk exposures
relative to previous estimates and significantly constrained new
business prospects.



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

COEUR D'ALENE: Leon Hardy Replaces Rick Irvine as Vice President
----------------------------------------------------------------
Coeur d?Alene Mines Corporation said that Rick Irvine has
resigned as Vice President and General Manager of the company?s
San Bartolome silver mine, located in Potosi, Bolivia
effectively immediately.

Leon Hardy will become Interim General Manager of the operation
effective immediately.  Mr. Leon was recently promoted to Senior
Vice President of North American operations.  Prior to his
promotion, Mr. Leon was the General Manager at the Company?s
Martha Mine in Argentina.  Under his leadership at Martha,
silver production increased each year and a new mill was
constructed and commissioned in late 2007 and early 2008.  Mr.
Leon has over 25 years of experience in mine management and
operations throughout North and South America, including
Bolivia.  Mr. Leon joined Coeur in 2003.

Supporting Mr. Leon in the effort to achieve full-scale
production at San Bartolome will be Don Gray, who was appointed
Senior Vice President of Coeur?s South American operations in
June.  Prior to this new position, Mr. Gray was the General
Manager at Coeur?s Cerro Bayo operation, where he successfully
led the efforts to implement cost reduction initiatives and
drive production increases.  In addition to supporting Mr. Leon
and the operating activities at San Bartolome, Mr. Gray will
continue to oversee the company?s Cerro Bayo and Martha mines.
Mr. Gray has more than 27 years of mining operations and
development experience including key South American operations
roles with several leading mining companies.

As previously announced on August 11, Humberto Rada has now
assumed the role of President of Coeur?s Bolivian subsidiary,
Empresa Minera Manquiri, S.A., and of Coeur South America.  Mr.
Rada will lead all the company?s activities in South America,
including its existing activities in Bolivia, Chile and
Argentina.  Mr. Rada has over 23 years of experience in South
American mining management, most recently as General Manager of
Empresa Minera Inti Raymi S.A., a Bolivian subsidiary of Newmont
Mining Corporation.  He is currently President of Bolivia?s
National Mining Association.

Coeur d'Alene Mines Corp. (NYSE:CDE) (TSX:CDM) --
http://www.coeur.com/-- is the world's largest primary silver
producer, as well as a significant, low-cost producer of gold.
The company has mining interests in Nevada, Idaho, Alaska,
Argentina, Chile, Bolivia and Australia.

                           *     *     *

Coeur d'Alene Mines Corp.'s US$180 million notes due
Jan. 15, 2024, carry Standard & Poor's Ratings Services B-
rating.



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

AMERICAN AIRLINES: To Expand Three Flights in Brazil on Nov. 2
--------------------------------------------------------------
American Airlines Inc. will add three destinations in Brazil to
its route network in November, further growing its presence in
South America's largest country while expanding its leadership
position in flights from the United States to Latin America.

American, a founding member of the global oneworld(R) Alliance,
will begin serving the cities of Belo Horizonte, Salvador de
Bahia, and Recife in Brazil on Nov. 2, all from American's Miami
hub.

Service from Miami to both Belo Horizonte and Salvador de Bahia
will operate nonstop, with the Salvador de Bahia flight
continuing on to Recife and then returning to Miami.  The Belo
Horizonte flight will operate three days a week.  Service to
Salvador de Bahia and Recife will operate daily.
American will fly the routes using widebody Boeing 767-300
aircraft configured with 30 seats in Business Class and 195
seats in the Main Cabin.

Belo Horizonte, in southeastern Brazil, is a commercial and
industrial center also known for its cultural activities and its
general quality of life.  Salvador de Bahia, on Brazil's
northeast coast, is noted for its cuisine, music and
architecture. Recife, also on the northeast coast, boasts a
major port, nearby beaches and a vibrant culture and is often
called the "Venice of Brazil."

The three new destinations complement American's existing
service to Brazil, which includes flights to Sao Paulo from
Miami, Dallas/Fort Worth, and New York JFK, and to Rio de
Janeiro from Miami.  American also operates one- stop service to
Rio de Janeiro from New York JFK.

"American is excited to offer our customers more of Brazil,"
said Peter J. Dolara, American's Senior Vice President - Miami,
Caribbean and Latin America.  "It is a dynamic country in so
many ways, and American's comprehensive schedule of service to
its leading business, leisure and cultural centers puts it all
conveniently and easily within reach."

American's hub in Miami offers travelers convenient connections
to Belo Horizonte, Salvador de Bahia and Recife from dozens of
cities throughout North America and Europe.

With the addition of the three Brazilian cities to American's
network, American will offer customers 27 destinations
throughout Latin America -- more than any other U.S. airline.

Travelers can check schedules and fares and book flights to
Brazil from any American Airlines or American Eagle destination
by visiting http://www.aa.com. On AA.com you'll find the
absolute lowest fares available for American Airlines, American
Eagle and AmericanConnection(R) flights -- guaranteed.  For full
details on the Lowest Fare Guarantee, visit
http://www.aa.com/benefits.

AmericanAirlines Vacations(SM) has a number of exciting and
affordable travel packages available to Brazil.  For more
information, visit http://www.aavacations.com.

                      About American Airlines

Based in Fort Worth, Texas, American Airlines Inc., a wholly
owned subsidiary of AMR Corp., operates the largest scheduled
passenger airline in the world with service throughout North
America, the Caribbean, Latin America, Europe and Asia.  The
airline flies to Belgium, Brazil, and Japan.

                           *    *    *

As reported in the Troubled Company Reporter-Latin America on
April 17, 2008, Fitch Ratings has affirmed AMR Corp.'s Issuer
default rating at 'B-' and Senior unsecured debt at 'CCC/RR6' as
well as its principal operating subsidiary, American Airlines,
Inc.'s Issuer default rating at 'B-' and Secured bank credit
facility at 'BB-/RR1'.  Fitch's rating outlook for both AMR
Corp. and American Airlines has been revised to stable from
positive.

As reported in the Troubled Company Reporter-Latin America on
March 26, 2008, Standard & Poor's Ratings Services revised its
outlook on the  long-term ratings on AMR Corp. (B/Negative/B-3)
and subsidiary American Airlines Inc. (B/Negative/--) to
negative from positive.  S&P also lowered its short-term rating
on AMR to 'B- 3' from 'B-2' and affirmed all other ratings on
AMR and American.


AMR CORP: Amends Purchase Agreement With The Boeing Company
-----------------------------------------------------------
American Airlines, Inc., a wholly-owned subsidiary of AMR
Corporation, entered into an amendment to Purchase Agreement
No. 1977 with The Boeing Company on August 8, 2008.

As part of American's fleet renewal plan, American had
previously announced its intentions to take delivery of 70
Boeing 737-800 aircraft over 2009 and 2010; pursuant to the
amendment American has committed to take delivery of 36 737-800
aircraft in 2009 and 40 737-800 aircraft in 2010.

In addition to these aircraft, American has firm commitments for
eleven 737-800 aircraft and seven Boeing 777 aircraft scheduled
to be delivered in 2013-2016.

Prior to this amendment, and as outlined in AMR's second quarter
Form 10-Q filing, American had commitments to purchase 34 Boeing
737-800 aircraft in 2009 and seven Boeing 737-800 aircraft in
2010.

Pursuant to the amendment, American accelerated the scheduled
delivery dates of nine Boeing 737-800 aircraft previously
ordered by American from 2013-2014 to 2010.

In addition, American exercised rights to purchase 20 Boeing
737-800 aircraft for delivery in 2009 and 2010 as part of its
previously communicated fleet plan.  Furthermore, American
exercised rights to purchase an additional six 737-800 aircraft
for delivery in 2010.

Payments for American's 737-800 and 777 purchase commitments
will approximate US$400 million in the remainder of 2008,
US$1.1 billion in 2009, US$785 million in 2010, US$100 million
in 2011, US$218 million in 2012, and US$1.0 billion for 2013 and
beyond.  These amounts are net of purchase deposits currently
held by the manufacturer.

In conjunction with this transaction, American has arranged for
backstop financing of approximately two-thirds of its 2009 and
2010 Boeing 737-800 deliveries, subject to certain terms and
conditions.  American could finance all of its 2009 737-800
deliveries under this arrangement should it elect to do so.

Other than this financing arrangement, American currently has no
committed financing for any aircraft that it is committed to
purchase or that it may order.

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

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

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
August 6, 2008, Moody's Investors Service downgraded the
Corporate Family and Probability of Default Ratings of AMR Corp.
and its subsidiaries to Caa1 from B2, and lowered the ratings of
its outstanding corporate debt instruments and certain equipment
trust certificates and Enhanced Equipment Trust Certificates of
American Airlines Inc.  The company still carries Moody's
Negative Outlook.


BANCO DO BRASIL: Seeks Agreement on Banco Nossa Sale Price
----------------------------------------------------------
Published reports in Sao Paulo, Brazil, say that Banco do Brasil
SA's President Antonio Francisco de Lima Neto said that the bank
seeks to have the sale price of Banco Nossa Caixa SA negotiated
by the end of November, if there is to be any chance of a deal
this year.

As reported in the Troubled Company Reporter-Latin America on
May 26, 2008, Banco do Brasil SA started negotiations for the
takeover of Banco Nossa.  Banco do Brasil previously depended on
organic growth to stay the biggest bank in Brazil as it is
barred by law from acquiring or merging with other banks.
However, the Brazilian federal government authorized Banco do
Brasil to incorporate other federal and state-owned banks in
2007.  Banco do Brasil said it proposed talks for the
incorporation of Banco Nossa, which the Sao Paulo state
government approved.  The approval has ?no binding effects?.

James Newman at Business News Americas relates that Banco do
Brasil hired U.S. consulting company Accenture in June 2008 to
conduct due diligence on Banco Nossa.  BNamericas notes that
Banco Nossa hired the services of Banco Fator and Citibank.

According to BNamericas, Banco do Brasil's Investors Relations
Director Marco Geovanne Tobias da Silva said during a conference
call, ?So far, we are still in the process of due diligence and
we have not made a formal proposal for them.?

Reports say that talks between Banco do Brasil and Banco Nossa
will be held in the next few weeks.  BNamericas states that any
price negotiated by the banks' management teams will require
approval from their shareholders and the legislature of Sao
Paulo.

Banco do Brasil SA is Brazil's federal bank and is the largest
in Latin America with some 20 million clients and more than
7,000 points of sale (3,200 branches) in Brazil, and 34 offices
and partnerships in 26 other countries.  In addition to its
traditional retail banking services, Banco do Brasil underwrites
and sells bonds, conducts asset trading, offers investors
portfolio management services, conducts financial securities
advising, and provides market analysis and research.

                            *     *     *

On Feb. 29, 2008, Moody's Investors Rating Service assigned a
Ba2 foreign currency deposit rating to Banco do Brasil.


BANCO DO BRASIL: Reports BRL1.6BB Net income in 2nd Quarter 2008
----------------------------------------------------------------
Banco do Brasil SA reported net income of BRL1.6 billion in the
second quarter 2008, an increase of 53.9% on the same period in
the prior year.

Disregarding extraordinary items, the second quarter 2008
earnings amounted to BRL1,463 million, 1.2% below the amount
recorded in the second quarter 2007.  Among the extraordinary
items (+ BRL181 million), the income from Telemar Participacoes
stake sale (+ BRL142 million); provision for civil claims
resulting from economic plans (- BRL54 million); expenses as a
result of the substitution of the credit card base (-BRL54
million); and tax efficiency gains with the periodic review of
expenses subject to deductibility (+ BRL110 million).

Banco do Brasil recorded net income per share of BRL0.65, an
amount 49.9% higher than that recorded in second quarter 2007,
but 30% lower than that recorded in the previous quarter.

The result for the quarter corresponded to an annualized Return
on Stockholders' Equity (RSPL) of 27.9%, as compared to 43.5% in
first quarter 2008 and 29.8% in the same period of 2007.  It is
worth noting that in first quarter 2008, Banco do Brasil
recorded BRL789 million of extraordinary items, accounting for
the significant return recorded in that quarter.  Excluding the
extraordinary effects, the recurring RSPL was 24.6% for the
period, as compared to 27.6% in first quarter 2008.

The sum of BRL658 million was distributed to the shareholders in
the form of dividends and interest on own capital.  Out of the
quarterly net income, Banco do Brasil has earmarked
BRL658 million for shareholders, equivalent to 40% of payout.
Of this total, BRL362.9 million was distributed as interest on
own capital (JCP) and BRL294.7 million as dividends.

Net Interest Income grew 10.3% in relation to second quarter
2007 and 4.6% in relation to first quarter 2008.  The loan
portfolio vigorous growth was once again vital to the Net
Interest Income expansion.  Besides benefiting the margin, the
loan portfolio growth also allowed a change in the earning
assets mix.  In second quarter 2008 loan and leasing operations
began to account for more than 50% of Banco do Brasil's earning
assets.
The financial income from loan operations represented 67.1% of
the Net Interest Income, with a significant contribution from
individuals loans (35% of the margin).  However, it is important
to emphasize that the business loan income has been growing at a
faster pace than that from individuals loans, both in the
quarterly comparison and in the annual comparison.  In addition,
the income originating from agribusiness loans decreased in the
annual comparison on account of the reduced equalization
revenues volume.  There was growth of 8.9% in the quarterly
comparison, in line with the expansion of these operations
volume.  On the other side, there was reduction in the
contribution of the other results to the Net Interest Income.
This is a result of the bank's management focus on expanding the
loan portfolio.

When analyzing the different operations NIM that comprise the
Net Interest Income, it can be observed that the loan portfolio
NIM has diminished over the quarters as a result the changes at
that portfolio composition.  The emphasis on payroll loans and
vehicle loans, together with a reduction in the interest rates
charged and a more fierce competition in the financial sector,
led to a reduction in the individual loan portfolio average NIM
of 536 base points (from 28.79% to 23.43%).  The loan portfolio
NIM was reduced by only 144 base points, falling from 10.82% in
second quarter 2007 to 9.38% in second quarter 2008.  The fall
was cushioned by the operations geared toward companies and
agribusiness, on which the NIM did not decrease so markedly
in the period.  Despite this, notwithstanding the increase in
interest rates observed in second quarter 2008, Banco do Brasil
kept its global NIM relative stable, which ended the period at
7.3%. This stability is explained by Banco do Brasil's assets
mix which give it a significant exposure to fixed rate loan
portfolio for legal entities and agribusiness and to floating-
rate security portfolio.

Using extended concept, where guarantees granted and private
securities are included, Banco do Brasil's loan operations
reached BRL200.6 billion, growth of 34% in 12 months.  This
strong expansion was sufficient to propel the bank beyond
BRL400 billion in assets, 21.2% growth in one year.  Similarly,
funding continued to grow.  Deposits totaled BRL195.5 billion,
18.8% growth in 12 months and 2.8% in the quarter. Savings and
time deposits, which grew 20.2% and 18.8% respectively, deserve
special mention.

The loan portfolio reached BRL190.1 billion, an expansion of
30.9% LTM and of 10% quarter-over-quarter.  The domestic loan
portfolio grew 35.6% LTM and 11.2% q-o-q, surpassing the 7.5%
growth seen in the banking industry.

Individual loan portfolio grew 45.1% in relation to the same
prior-year and 10.6% in the quarterly comparison, totaling
BRL40.5 billion.  With this performance the individual loan
portfolio represents 21.3% of the total portfolio, as opposed to
a share of 19.2% in second quarter 2007.  The main highlight in
this segment was vehicle loans, which grew 173.5% in 12 months
and 32.9% in the quarter.  Another highlight was Consumer
Finance backed by Direct Deposit, a product designed to Banco do
Brasil account holders whom receive their earnings in this
account, which grew 10.8% in the quarter and 50.9% in 12 months.

Payroll loans still being the best selling product of this
portfolio, with a BRL14.0 billion balance and 37.9% growth LTM
and 9.8% in the quarter.

Loans to companies totaled BRL78.3 billion, an expansion of
38.9% in relation to second quarter 2007 and of 13.2% in
relation to first quarter 2008.  Working capital lines performed
particularly well, reaching BRL37.1 billion, which
represents growth of 79.4% in 12 months and of 24.4% in the
quarter.  Although agribusiness credit recorded growth below
that of the other segments, it expanded 9%.  Agroindustrial
loans, which grew 80.9% in 12 months and 16.4% in the quarter,
also deserves special mention.

Credit Risks Provisioning expenses, which totaled BRL1.7 billion
in second quarter 2008, increased with the loan portfolio
growth, and at the end of second quarter 2008, represented 3.6%
of the average portfolio, which reflects the good quality of the
bank's portfolio.  When compared with the loan portfolio, the
provision outstanding balance, which was BRL11,165 million,
dropped from 6.2%, in first quarter 2008, to 5.9% of the
portfolio in second quarter 2008.  The average risk (provisions
required over the loan portfolio) also improved, ending the
period at 5.42%, against 5.56% in the prior quarter.

Fee income totaled BRL2,633 million, growth of 8.0% in 12 months
and of 2.5% in relation to the previous quarter.  The effects of
Resolution CMN 3,518/07, which regulates the banking fees
collection for individuals, were seen most strongly in the fees
originating from loans, with a fall of 2.2% in the annual
comparison and of 13.1% in the quarterly comparison.

In relation to account fees, the end of the fee exemption period
granted to the beneficiaries of the payrolls of the State of
Bahia and of Minas Gerais, the growth of the customer base and
the increase in the volume of transactions carried out by our
account holders mitigated the impact of that regulation.  This
performance is most visible in the account fees that recorded
growth bigger than the total fee income.

Additionally, the growth of credit and debit cards, AUM and
billings, which increased their share in the total fee income,
contributed toward the increase and helped to offset the
reduction resulting from the new regulation.

The administrative expenses, which comprise personnel expenses
and other administrative expenses, totaled BRL3.6 billion,
growth of 10.4% in relation to the second quarter of 2007 and
6.3% in relation to the prior quarter.  In the Other
Administrative Expenses, the sum of BRL54.1 million, which
relates to the expenses incurred in the substitution of the
credit card base with new cards with chips, was treated as an
one-off expense.  This measure will ensure greater security in
transactions with cards, reducing fraud losses.  Out of the
total credit cards, 21 million credit cards with chip are being
hold by our customers.

Once this adjustment is made, the growth in Other Administrative
Expenses was 2.9% over the previous quarter and 7.7% over the
same prior-year period, in line with the organic growth of the
business and inflation in the period.  Growth over the first
quarter is basically explained by expenses in Marketing and
Public Relations, on account of the seasonality of the previous
quarter, which generally requires lower expenditure in this
area.

Personnel Expenses grew 12.8% over second quarter 2007 and 9.3%
over the previous quarter.  The variation in the last 12 months
is explained by: the increase in the headcount average number by
2.8 thousand employees; the 6% salary increase granted from the
base date of September 2007; the increase of the Occupational
Accident Insurance rate from 1% to 3%; and the expense of
BRL84 million to update the outstanding provisions related to
fringe benefits already granted to the employees (remunerated
leave, vacation and others).  This final effect also explains
the personnel expenses growth over the first quarter of
2008.

Due to a lawsuit filed by the Brazilian Federation of Banks, or
FEBRABAN, Banco do Brasil made the decision to recognize tax
credits in the amount corresponding to the increase in the
Social Contribution on Net Income (CSLL), caused by the increase
in the rate from 9% to 15%.  The net result of this decision is
that the bank's income is not altered by the increase in the tax
rate, and no future impacts are expected, regardless of the
courts decision in relation to the plea entered by FEBRABAN.
Already adjusted for this measure, Income Tax and Social
Contribution over pre-tax income came to 25.7%, a more favorable
percentage than that recorded in the same period of the prior
year and in line with that of the previous quarter.

Banco do Brasil SA is Brazil's federal bank and is the largest
in Latin America with some 20 million clients and more than
7,000 points of sale (3,200 branches) in Brazil, and 34 offices
and partnerships in 26 other countries.  In addition to its
traditional retail banking services, Banco do Brasil underwrites
and sells bonds, conducts asset trading, offers investors
portfolio management services, conducts financial securities
advising, and provides market analysis and research.

                         *     *     *

On Feb. 29, 2008, Moody's Investors Rating Service assigned a
Ba2 foreign currency deposit rating to Banco do Brasil.


BANCO DO BRASIL: Wants to Conclude Incorporation & Purchases
------------------------------------------------------------
Published reports in Brazil say that Banco do Brasil SA wants to
wrap up the incorporation of a bank and its purchases this year.

According to the reports, Banco do Brasil will conclude the
incorporation of Banco do Estado de Santa Catarina in September
or October.  News service Agencia Estado relates that Banco do
Brasil will then try to wrap up its planned purchases of former
Piaui state bank BEP and federal district bank Banco de
Brasilia.

Banco do Brasil SA is Brazil's federal bank and is the largest
in Latin America with some 20 million clients and more than
7,000 points of sale (3,200 branches) in Brazil, and 34 offices
and partnerships in 26 other countries.  In addition to its
traditional retail banking services, Banco do Brasil underwrites
and sells bonds, conducts asset trading, offers investors
portfolio management services, conducts financial securities
advising, and provides market analysis and research.

                         *     *     *

On Feb. 29, 2008, Moody's Investors Rating Service assigned a
Ba2 foreign currency deposit rating to Banco do Brasil.


BANCO NOSSA: Banco do Brasil Wants Agreement on Sale Price
----------------------------------------------------------
Published reports in Sao Paulo, Brazil, say that Banco do Brasil
SA's President Antonio Francisco de Lima Neto said that the bank
seeks to have the sale price of Banco Nossa Caixa SA negotiated
by the end of November, if there is to be any chance of a deal
this year.

As reported in the Troubled Company Reporter-Latin America on
May 26, 2008, Banco do Brasil SA started negotiations for the
takeover of Banco Nossa.  Banco do Brasil previously depended on
organic growth to stay the biggest bank in Brazil as it is
barred by law from acquiring or merging with other banks.
However, the Brazilian federal government authorized Banco do
Brasil to incorporate other federal and state-owned banks in
2007.  Banco do Brasil said it proposed talks for the
incorporation of Banco Nossa, which the Sao Paulo state
government approved.  The approval has ?no binding effects?.

James Newman at Business News Americas relates that Banco do
Brasil hired U.S. consulting company Accenture in June 2008 to
conduct due diligence on Banco Nossa.  BNamericas notes that
Banco Nossa hired the services of Banco Fator and Citibank.

According to BNamericas, Banco do Brasil's Investors Relations
Director Marco Geovanne Tobias da Silva said during a conference
call, ?So far, we are still in the process of due diligence and
we have not made a formal proposal for them.?

Reports say that talks between Banco do Brasil and Banco Nossa
will be held in the next few weeks.  BNamericas states that any
price negotiated by the banks' management teams will require
approval from their shareholders and the legislature of Sao
Paulo.

Headquartered in Sao Paulo, Brazil, Banco Nossa Caixa SA --
http://www.nossacaixa.com.br/-- operates as a multiple bank
offering banking and financial services through commercial and
loan portfolios, including real estate and foreign exchange, as
well as administering credit cards. Through its subsidiary, it
operates with private pensions. Nossa Caixa uses demand, saving
and time deposits, which include judicial deposits, to fund its
operations. The main focus of Nossa Caixa is to attend
individuals, especially public employees and small and medium-
sized companies in Sao Paulo, as well as state and municipal
government agencies. As the official bank for the government of
the State of Sao Paulo, it administers the state's resources and
state lotteries and takes care of the payroll of the indirect
state administration and part of the direct administration. As
of Dec. 31, 2005, the Bank's network consisted of 2,579
attendance points in its distribution network.

                            *     *     *

In April 2008, Moody's Investors Service assigned a Ba2 foreign
currency deposit rating on Banco Nossa Caixa SA, which is
constrained by the country's foreign currency deposit ceiling.


FERRO CORP: US$150MM Convertible Notes Gets 'B' Rating From S&P
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'B' rating to
Ferro Corp.'s proposed US$150 million 6.5% convertible senior
unsecured notes and a recovery rating of '5', indicating the
expectation for modest (10% to 30%) recovery in the event of a
payment default.  At the same time, S&P affirmed its 'B+'
corporate credit and secured debt ratings on the company.  The
outlook is stable.  S&P also withdrew ratings on the proposed
US$200 million senior unsecured notes due 2016 which the company
no longer plans to issue.

Proceeds from the offering, along with cash and borrowings under
the revolving credit facility, will be used to redeem
US$200 million of secured debt maturing in January 2009. The
notes are convertible into Ferro common stock at a specified
threshold price at the option of the holder.

Based in Cleveland, Ohio, Ferro Corporation (NYSE: FOE) --
http://www.ferro.com/-- is a producer of specialty chemicals
including coatings, enamels, pigments, plastic compounds, and
specialty chemicals for use in industries ranging from
construction, pharmaceuticals and telecommunications.  The
company has approximately 6,300 employees worldwide.  Ferro
operates through these five primary business segments:
Performance Coatings, Electronic Materials, Color and
Performance Glass Materials, Polymer Additives, and Specialty
Plastics.  Ferro Corp. has locations in Argentina, Australia,
Belgium, Brazil, and China.


SUN MICROSYSTEMS: Unit Eyes Sales Increase in Fiscal Year 2009
--------------------------------------------------------------
Cristina Molina at Business News Americas reports that
Microsystems Inc.'s Latin America Sales operations Vice
President Miguel Martinez said that the firm's Latin American
unit expects a double-digit sales increase during fiscal year
2009, started July 1.

According to BNamericas, Mr. Martinez said, ?All the markets are
going through a positive moment.  We are betting strongly on
Mexico this year, and we also see opportunities in Colombia and
Chile.  Regarding the markets that suffered a bit with
bureaucracy last year, such as Venezuela, we are optimistic
about the governmental social projects, which are in line with
Sun's open source strategy.?

?Because of the [federal government's] austerity decree, the
sales cycle for any project has necessarily been extended in
Mexico, but we compensated that with increased business with
large and mid-size banks,? BNamericas quoted Mr. Martinez.

BNamericas relates that starting this fiscal year, Sun
Microsystems' Latin American division stops being a part of the
Americas division.  BNamericas notes that the Latin American
division is now part of Sun Microsystems' Emerging Markets unit,
along with China, India, South East Europe, and Africa, and will
be led by Denis Heraud, who was previously working as Sun
Microsystems' Senior Vice President for Asia and the Pacific.

Headquartered in Santa Clara, California, Sun Microsystems Inc.
(NASDAQ: JAVA) -- http://sun.com/-- provides network computing
infrastructure product and service solutions worldwide.  Sun
Microsystems conducts business in 100 countries around the
globe, including Brazil, Argentina, India, Hungary, and the
United Kingdom.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 14, 2008, Moody's Investors Service revised the outlook on
its ratings on Sun Microsystems Inc. to negative from stable.
Moody's affirmed Sun Microsystems' Ba1 corporate family and
probability of default ratings.  Moody's also affirmed its Ba1
rating on the company's US$550 million senior unsecured notes
due 2009.


TAM SA: Receives 8 Boeing Aircrafts for Germany/London Routes
-------------------------------------------------------------
TAM S.A. has just received the first of eight 777-300ER aircraft
acquired directly from Boeing's manufacturing plant in Seattle.
The aircraft is slated for use in the company's daily flights
between Sao Paulo and Frankfurt, Germany and Sao Paulo and
London.  Initially, the new aircraft will be used on the Sao
Paulo to Santiago, Chile route in South America.

With a more spacious cabin, three seat classes and capacity for
365 passengers, the B777-300ER also has greater energy
efficiency.  This means that in addition to reducing operating
costs due to less fuel consumption, it emits less harmful gasses
into the environment.  With the incorporation of the new Boeing
777-300 ER, TAM now has an operational fleet of 116 aircraft,
including 110 Airbus (models 17 A319, 76 A320, 3 A321, 12 A330
and 2 A340), 1 B777-300 ER, 2 B767-300 and 3 MD-11.  By the end
of this year, the company will receive three more units of this
Boeing model, which will replace the MD-11 aircraft that are
currently being used in long distance flight routes and which
will be returned by the end of 2008.  To support the expansion
of the international flight network, TAM will receive two Airbus
A330 during this year.

"These acquisitions reinforce our policy of operating a young
fleet, guaranteeing more passenger comfort in our quest for
Service Excellence -- one of the three pillars upon which the
company bases its performance, along with Technical-Operational
Excellence and Excellence in Management", says TAM president,
Captain David Barioni Neto.  The company has a consistent and
flexible long-term fleet plan to sustain the expansion of
international and domestic markets, and anticipates having 123
aircraft by the end of 2008.  The forecast for the end of 2012
is to have 147 airplanes in operation.

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

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

                             *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 14, 2008, Standard & Poor's Ratings Services lowered its
long-term corporate credit rating on Brazil-based airline TAM
S.A. to 'BB-' from 'BB'.  S&P's outlook is revised to stable
from negative.

As reported in the TCR-Latin America on June 23, 2008, Fitch
Ratings affirmed the 'BB' Foreign and Local Currency Issuer
Default Ratings of TAM S.A.  Fitch also affirmed the 'BB' rating
of its US$300 million senior unsecured notes due in 2017 as well
as the company's 'A+(bra)' national scale rating and its first
debentures issuance of BRL500 million.  Fitch revised its rating
outlook to negative from stable.



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

ABSOLUTE INSIGHT: Proofs of Claim Filing Is Until Aug. 21
---------------------------------------------------------
Absolute Insight Plus Bonds Ltd.'s creditors have until Aug. 21,
2008, to prove their claims to Richard E.L. Fogerty and G. James
Cleaver, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

Absolute Insight's shareholder decided on June 25, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                Richard E.L. Fogerty and G. James Cleaver
                c/o Kroll (Cayman) Limited
                4th Floor, Bermuda House
                Dr. Roy's Drive, Grand Cayman
                Cayman Islands

Contact for inquiries:

                Korie Drummond
                Telephone +1 (345)946-0081
                Fax +1 (345)946-0082


AFFINITY CAPITAL: Proofs of Claim Filing Deadline Is Aug. 21
------------------------------------------------------------
Affinity Capital Australia Fund's creditors have until Aug. 21,
2008, to prove their claims to Stuart K. Sybersma and Ian A.N.
Wight, the company's liquidators, or be excluded from receiving
any distribution or payment.

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

Affinity Capital's shareholders agreed on July 3, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


AIMCO CLO SERIES 2007-A: Final Shareholders Meeting Is Aug. 21
--------------------------------------------------------------
Aimco CLO Series 2007-A Ltd. will hold its final shareholders
meeting on Aug. 21, 2008, at the offices of Maples Finance
Limited, Boundary Hall, Cricket Square, George Town, Grand
Cayman, Cayman Islands.

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

Aimco's shareholders decided on July 10, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


ATTILLA HOLDINGS: Proofs of Claim Filing Is Until Aug. 21
---------------------------------------------------------
Attilla Holdings Ltd.'s creditors have until Aug. 21, 2008, to
prove their claims to CDL Company Ltd., the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Attilla Holdings' shareholder decided on July 8, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

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


BOMBAY CO: Prudential Insurance Objects to Terms of Amended Plan
----------------------------------------------------------------
Prudential Insurance Company of America and other landlord
creditors object to the terms of the first amended joint Chapter
11 plan of liquidation dated July 2, 2008, of Bombay Company
Inc. and its debtor-affiliates.

The other landlord creditors are Madison Bay Street, 770
Tamalpis Drive, Counsins Properties Incorporated, Macerich
Company, Westfield, RREEF Management Company.

Prudential Insurance et al. leased 47 nonresidential real
property to the Debtors as retail sales space in shopping
centers in the United States.  They say all of the leases have
been either rejected by the Debtors or terminated under lease
termination agreements.

Prudential Insurance et al. argue that the Debtors' plan
deprived them from asserting set-offs rights before the plan's
effective date.  They contend that the Debtors' plan should be
revised to eliminate such provisions.

Several creditors, including Riverside County and San Bernardino
County in California, Maria Cantelmi and Diane Parry, also
object to the Debtors' amended plan.

As reported in the Troubled Company Reporter on July 9, 2008,
the Hon. D. Michael Lynn of the United States Bankruptcy Court
for the Northern District of Texas approved the Debtors' amended
disclosure statement explaining an amended liquidation plan.

A hearing was set for Aug. 20, 2008, at 1:30 p.m., to consider
confirmation of the Debtors' amended plan.

Under the Plan, Elaine D. Crowley, the appointed liquidation
trustee, will issue a share of common stock for The Bombay
Company Inc. and become the sole shareholders, officer and
director of The Bombay Company Inc. replacing its existing
shareholders and company officers.  All other shares of any
class of stock of each of the Debtors will be canceled on the
Plan's effective date.

A liquidation trust will be created for the benefit of all
creditors of the estates holding allowed claims.

According to the Plan, the Debtors are expected to transfer any
of their assets including:

    -- cash and accounts,
    -- litigation causes of action,
    -- ownership interest in Bombay Brands LLC, and
    -- all other property interests, rights, claims, defenses and
       causes of action with respect to any and all non-debtor
       intercompany claims or the Debtors.

On the plan's effective date, holders of Class 3 General
Unsecured Creditors are expected to receive between 16.4% and
28.9% of the allowed amount of their claims, plus their pro rata
shares of any value realized from the litigation causes of
action.  The earlier plan version provides a recovery to Class 3
holders between 18.5% and 31.5% of the allowed amount of their
claims.

A full-text copy of the Debtors' Amended Joint Chapter 11 Plan
of Reorganization is available for free at:

               http://ResearchArchives.com/t/s?2f38

Based in Fort Worth, Texas, The Bombay Company Inc., (OTC
Bulletin Board: BBAO) -- http://www.bombaycompany.com/--
designs, sources and markets a unique line of home accessories,
wall decor and furniture through 384 retail outlets and the
Internet in the U.S. and internationally, including Cayman
Islands.

The Bombay Furniture Company of Canada Inc. - La Compagnie de
Mobilier Bombay Du Canada Inc. -- sought protection from its
creditors from the Ontario Superior Court of Justice on
Sept. 20, 2007.

The company and five of its debtor-affiliates filed for Chapter
11 protection on Sept. 20, 2007 (Bankr. N.D. Tex. Lead Case No.
07-44084).  Robert D. Albergotti, Esq., John D. Penn, Esq., Ian
T. Peck, Esq., and Jason B. Binford, Esq., at Haynes and Boone,
LLP, represent the Debtors.  The U.S. Trustee for Region 6
appointed seven creditors to serve on an Official Committee of
Unsecured Creditors.  Attorneys at Cooley, Godward, Kronish LLP
act as counsel to the Unsecured Creditors Committee.  As of
May 5, 2007, the Debtors listed total assets of US$239,400,000
and total debts of US$173,400,000.

                            *    *    *

The Debtors' consolidated monthly operating report for April 30,
2008, showed total assets of US$34,100,177 and total liabilities
of US$31,780,942.


CHEMIST CAPITAL: To Hold Final Shareholders Meeting on Aug. 21
--------------------------------------------------------------
Chemist Capital will hold its final shareholders meeting on
Aug. 21, 2008, at the offices of Maples Finance Limited,
Boundary Hall, Cricket Square, George Town, Grand Cayman, Cayman
Islands.

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

Chemist Capital's shareholders decided on July 10, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


CHINA EVERBRIGHT: Holds Final Shareholders Meeting on Aug. 21
-------------------------------------------------------------
China Everbright Securities (Cayman) Ltd. will hold its final
shareholders meeting on Aug. 21, 2008, at the offices of Maples
Finance Limited, Boundary Hall, Cricket Square, George Town,
Grand Cayman, Cayman Islands.

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

China Everbright's shareholders decided on July 10, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


CIL RHINE: Will Hold Final Shareholders Meeting on Aug. 21
----------------------------------------------------------
CIL Rhine Ltd. will hold its final shareholders meeting on
Aug. 21, 2008, at 10:00 a.m., at the 4th Floor, FirstCaribbean
House, Grand Cayman, Cayman Islands.

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

CIL Rhine's shareholders agreed on July 2, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

               Condor Nominees Limited
               c/o Barclays Private Bank & Trust (Cayman) Limited
               4th Floor FirstCaribbean House
               P.O. Box 487
               George Town, Grand Cayman
               Cayman Islands


FIRST COSTA RICAN: Sets Final Shareholders Meeting on Aug. 21
-------------------------------------------------------------
First Costa Rican Housing Finance Corp. will hold its final
shareholders meeting on Aug. 21, 2008, at the offices of Maples
Finance Limited, Boundary Hall, Cricket Square, George Town,
Grand Cayman, Cayman Islands.

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

First Costa Rican's shareholders decided on July 10, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


GLOBAL ASCENT: Deadline for Proofs of Claim Filing Is Aug. 21
-------------------------------------------------------------
Global Ascent 31 Ltd.'s creditors have until Aug. 21, 2008, to
prove their claims to Giles Kerley and Jan Neveril, the
company's liquidators, or be excluded from receiving any
distribution or payment.

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

Global Ascent's shareholders agreed on July 9, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


IMT INVESTING: Proofs of Claim Filing Deadline Is Aug. 21
---------------------------------------------------------
IMT Investing Ltd.'s creditors have until Aug. 21, 2008, to
prove their claims to DMS Corporate Services Ltd., the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

IMT Investing's shareholder agreed on Feb. 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:

                 DMS Corporate Services Ltd.
                 c/o dms House, 20 Genesis Close
                 P.O. Box 1344
                 George Town, Grand Cayman
                 Cayman Islands

Contact for inquiries:

                 Neil Ross
                 Telephone: (345)946-7665
                 Facsimile: (345)946-7666


JEFFERIES HYDE: Proofs of Claim Filing Is Until Aug. 21
-------------------------------------------------------
Jefferies Hyde Park Master Fund Ltd.'s creditors have until
Aug. 21, 2008, to prove their claims to Walkers SPV Limited, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

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

The liquidator can be reached at:

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

Contact for inquiries:

                Anthony Johnson
                Telephone: (345)914-6314


JP CAPITAL: Deadline for Proofs of Claim Filing Is Aug. 21
----------------------------------------------------------
JP Capital Ltd.'s creditors have until Aug. 21, 2008, to prove
their claims to Piccadilly Cayman Limited, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

JP Capital's shareholders agreed on July 8, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

                Piccadilly Cayman Limited
                c/o BNP Paribas Bank & Trust Cayman Limited
                3rd Floor Royal Bank House, Shedden Road
                George Town, Grand Cayman
                Cayman Islands

Contact for inquiries:

                Ellen J. Christian
                Telephone: (345)945-9208
                Fax: (345)945-9210


MAGNETAR SAR: To Hold Final Shareholders Meeting on Aug. 21
-----------------------------------------------------------
Magnetar Sar Fund Ltd. will hold its final shareholders meeting
on Aug. 21, 2008, at 10:00 a.m., at the offices of Rawlinson &
Hunter, One Capital Place, George Town, Grand Cayman, Cayman
Islands.

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

Magnetar Sar's shareholder decided on July 9, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


PROVISO REAL ESTATE: Final Shareholders Meeting Is on Aug. 21
-------------------------------------------------------------
Proviso Real Estate I Ltd. will hold its final shareholders
meeting on Aug. 21, 2008, at the offices of Maples Finance
Limited, Boundary Hall, Cricket Square, George Town, Grand
Cayman, Cayman Islands.

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

Proviso Real Estate's shareholder decided on July 10, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                 Hugh Thompson and Carlos Farjallah
                 c/o Maples Finance Limited
                 P.O. Box 1093
                 Grand Cayman, Cayman Islands


ROYCAN PROTECTOR: Deadline for Claims Filing Is Aug. 21
-------------------------------------------------------
Roycan Protector Ltd.'s creditors have until Aug. 21, 2008, to
prove their claims to Simon Garnett and Fay Anne de Freitas, the
company's liquidators, or be excluded from receiving any
distribution or payment.

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

Roycan Protector'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 liquidators can be reached at:

            Simon Garnett and Fay Anne de Freitas
            c/o Royal Bank of Canada Trust Company (Cayman) Ltd.
            P.O.Box 1586
            Grand Cayman, Cayman Islands
            Telephone: (345)949-9107
            Fax: (345)945-7256


ROYCAN PROTECTOR: Sets Final Shareholders Meeting on Aug. 21
------------------------------------------------------------
Roycan Protector Ltd. will hold its final shareholders meeting
on Aug. 21, 2008, at 10:00 a.m., at 24 Shedden Road, George
Town,
Grand Cayman, Cayman Islands.

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

Roycan Protector'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 liquidators can be reached at:

            Simon Garnett and Fay Anne de Freitas
            c/o Royal Bank of Canada Trust Company (Cayman) Ltd.
            P.O.Box 1586
            Grand Cayman, Cayman Islands
            Telephone: (345)949-9107
            Fax: (345)945-7256


SOUNDVIEW CI-1: Holds Final Shareholders Meeting on Aug. 21
-----------------------------------------------------------
Soundview CI-1 will hold its final shareholders meeting on
Aug. 21, 2008, at the offices of Maples Finance Limited,
Boundary Hall, Cricket Square, George Town, Grand Cayman, Cayman
Islands.

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

Soundview's shareholders decided on July 10, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


SOUNDVIEW CI-27: Sets Final Shareholders Meeting on Aug. 21
-----------------------------------------------------------
Soundview CI-27 will hold its final shareholders meeting on
Aug. 21, 2008, at the offices of Maples Finance Limited,
Boundary Hall, Cricket Square, George Town, Grand Cayman, Cayman
Islands.

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

Soundview's shareholders decided on July 10, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


THAMES RIVER: Holding Final Shareholders Meeting on Aug. 21
-----------------------------------------------------------
Thames River Tybourne Fund Ltd. will hold its final shareholders
meeting on Aug. 21, 2008, at 10:00 a.m., at 24 Shedden Road,
George Town, Grand Cayman, Cayman Islands.

These matters will be taken up during the meeting:

    1) accounting of the wind-up process, and

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

Thames River's shareholder decided on July 3, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

               David A.K. Walker and J.I. Nicholas Freeland
               PwC Corporate Finance & Recovery (Cayman) Ltd.
               Strathvale House
               P.O. Box 258
               Grand Cayman, Cayman Islands

Contact for inquiries:

                Jodi Jones
                Telephone: (345)914-8694
                Facsimile: (345)945-4237


WILLOW FINANCE: To Hold Final Shareholders Meeting on Aug. 21
-------------------------------------------------------------
Willow Finance Ltd. will hold its final shareholders meeting on
Aug. 21, 2008, at the offices of Maples Finance Limited,
Boundary Hall, Cricket Square, George Town, Grand Cayman, Cayman
Islands.

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

Willow Finance's shareholders agreed on July 10, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


ZEPHYR CDO: Will Hold Final Shareholders Meeting on Aug. 21
-----------------------------------------------------------
Zephyr CDO Ltd. will hold its final shareholders meeting on
Aug. 21, 2008, at the offices of Maples Finance Limited,
Boundary Hall, Cricket Square, George Town, Grand Cayman, Cayman
Islands.

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

Zephyr's shareholders agreed on July 10, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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



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

SOCIEDAD DE INVERSIONES: Earns US$59.17 Million in Half Yr. 2008
----------------------------------------------------------------
Sociedad de Inversiones Pampa Calichera S.A. has reported
earnings for the first six months of 2008, which reached
US$59.17 million, 258.4% higher than the US$16.51 million
recorded during the same period of 2007.  The income
contribution from SQM, our company's main investment, was
US$60.96 million, up by 115.3% from the US$28.32 million
reported in 2007.

As of June 30, 2008, current assets had recorded a sharp
increase, mainly due to the proceeds of a capital increase
successfully completed during August 2007, and current
liabilities recorded a slight increase with respect to the same
period of 2007, altogether resulting in a current ratio of 8.41
(1.86 in 2007).

The debt-to-equity ratio recorded at the end of the second
quarter of 2007 was 0.50, down from the 0.86 ratio calculated
for the same period of 2007, mainly as a result of the capital
increase successfully completed during August 2007.

For the 2008 period, short-term debt to total debt remained at
the 3% level calculated for 2007, and long-term debt to total
debt also remained at the 2007 level of 97% in 2008.

In terms of profitability, return on equity for the second
quarter of 2008 was 11.4%, up sharply from the 5.48% return
recorded in the same period of 2007, mainly due to the better
results of SQM.  Also for this reason, return on assets showed
a significant increase from 3% in 2007 to 7.6% in 2008.

Sociedad de Inversiones Pampa Calichera SA (Santiago Stock
Exchange: CALICHERAA, CALICHARAB) is a Chilean investment
company.  The company holds interests in a variety of goods and
securities.  It is the majority shareholder in Sociedad Quimica
y Minera SA.  In addition, the company holds a 99% direct
interest in Calichera Caiman and a 25.23% direct interest in
Soc. Quimica y Minera De Chile S.A. Soc. de Inversiones Oro
Blanco S.A. owns 66.57% interest in the company.  Julio Ponce
Lerou ultimately controls the company.

                          *      *     *

As reported in the Troubled Company Reporter-Latin America on
July 1, 2008, Standard & Poor's Ratings Services has placed its
'BB-' corporate credit and senior secured ratings on Sociedad
de Inversiones Pampa Calichera S.A. on CreditWatch with
negative implications.

S&P also assigned a 'BB-' rating to the company's proposed
US$250 million senior secured notes with final maturity in 2022,
as of February 2007.



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

US AIRWAYS: Prices Public Offering of 19M Shares of Common Stock
----------------------------------------------------------------
US Airways Group Inc. priced its public offering of
19.00 million shares of common stock at an offering price of
US$8.50 per share for net proceeds, after the underwriting
discount and estimated offering expenses, of approximately
US$155 million.

The company also disclosed that the underwriter of its public
offering has exercised in full the over-allotment option granted
to it by the company.  As a result, the company will sell an
additional 2.850 million shares of its common stock at the
offering price of US$8.50 per share.

Including the exercise of the over-allotment option, the net
proceeds from the offering, after deducting underwriting
discounts and commissions, are expected to be approximately
US$179 million.

The company plans to use the net proceeds for general corporate
purposes.  Completion of the offering is subject to customary
closing conditions and is expected to close on Aug. 19, 2008.
Merrill Lynch & Co. acted as the sole book-running manager for
the offering.

The shares of common stock are being offered under the company's
existing shelf registration statement, which became
automatically effective upon filing with the Securities and
Exchange Commission.  The offering may be made only by means of
a prospectus and a related prospectus supplement, copies of
which may be obtained from:

      Merrill Lynch & Co.
      4 World Financial Center
      250 Vesey St.
      New York, NY 10080
      Tel (212) 449-1000

                          About US Airways

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

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

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

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

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

                            *     *     *

The TCR-LA said on July 24, 2008, that Moody's Investors Service
downgraded the Corporate Family and Probability of Default
Ratings of US Airways Group, Inc. to Caa1 from B3 and lowered
the ratings of its outstanding corporate debt instruments and
certain Enhanced Equipment Trust Certificates (EETC).  Moody's
lowered the Speculative Grade Liquidity Assessment to SGL-4 from
SGL-3.  The rating outlook is negative.


As reported in the Troubled Company Reporter on June 2, 2008,
Fitch Ratings has downgraded the debt ratings of US Airways
Group, Inc. as: Issuer Default Rating to 'CCC' from 'B-';
Secured term loan rating to 'B/RR1' From 'BB-/RR1'; and Senior
unsecured rating to 'CC/RR6' from 'CCC/RR6'.  Fitch's ratings
apply to about US$1.7 billion in outstanding debt. Fitch said
the rating outlook is negative.



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

ALERIS INT'L: S&P Puts BB- Term Loan Rating on Watch Negative
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' issue rating
on Aleris International Inc.'s US$825 million and its
US$303 million term loan B both due 2013 on CreditWatch with
negative implications. As of June 30, 2008, total debt
outstanding was about US$3 billion, adjusted for operating
leases and postretirement obligations.

The CreditWatch listing reflects the potential for lower
recovery prospects for the company's existing term loan lenders
following the recent announcement by Aleris that it was seeking
an increase to its existing asset-based (ABL) revolving credit
facility due 2011 to US$1.2 billion from US$850 million. S&P
currently does not maintain ratings on the company's ABL credit
facility.

"In resolving our CreditWatch listing, we will monitor the
status of the proposed increase and its impact on recovery
prospects of existing term loan lenders," said Standard & Poor's
credit analyst Maurice Austin.

Aleris International, Inc. ?- http://www.aleris.com/-- is in
the business of aluminum rolled and extruded products, aluminum
recycling and specification alloy production.  In 2007 and in
prior years, the company was a recycler of zinc and manufactured
zinc metal and value-added zinc products that included zinc
oxide and zinc dust.  The company operates its business through
48 production facilities in two global segments: global rolled
and extruded products and global recycling.

For its global rolled and extruded products, Aleris has 17
production facilities that provide rolled and extruded aluminum
products to the major aluminum consuming regions worldwide.  The
company's global recycling network operates 31 strategically
located production plants, with 21 in the United States, two in
Brazil, three in Germany, two in Norway and one in each of
Mexico, Canada and the United Kingdom.  The company also has a
presence in Asia through subsidiaries located in China and Hong
Kong.


FRONTIER AIRLINES: Gets US$12.5MM DIP Loan From Republic Airways
----------------------------------------------------------------
Frontier Airlines Holdings Inc. and its subsidiaries notified
the U.S. Bankruptcy Court for the Southern District of New York
that Republic Airways Holdings Inc. has funded, on Aug. 8, 2008,
US$12,500,000 of the US$30,000,000 commitment, pursuant to the
Secured Superpriority Debtor-In-Possession Credit Agreement it
entered into with Frontier Airlines Holdings Inc.

On July 30, 2008, the Debtors received, an alternative debtor-
in-possession credit facility proposal from a group composed of
three major creditors, each of whom is a member of the Official
Committee of Unsecured Creditors:

    * Republic Airways Holdings Inc.;
    * Credit Suisse Securities (USA) LLC; and
    * AQR Capital, LLC

Wells Fargo Bank Northwest, National Association, act as the
administrative and collateral agent for the Lenders.  The New
Lender Group is offering Frontier up to US$75,000,000 in DIP
financing, with an immediate firm commitment and funding of
US$30,000,000.

Consequently, the Debtors obtained the Court's interim approval
to borrow up to an aggregate principal or face amount of
US$30,000,000, in these commitments, according to Bloomberg
News:

      Lender Party                   Commitment
      ------------                   ----------
      Republic Airways            US$12,500,000

      The Cayman Islands Branch      10,000,000
      of Credit Suisse

      AQR Capital, LLC and            6,500,000
      AQR Absolute Return
      Master Account L.P.

      CNH Partners, LLC               1,000,000

Republic's chairman, Bryan Bedford, said that creditors thought
the Original DIP Credit Agreement with Perseus LLC, a merchant
bank and private equity fund management company, was "overly
beneficial to private equity group and detrimental to unsecured
creditors," Bloomberg reports.

Perseus offered Frontier with postpetition financing of up to
US$75,000,000, in two installments, conditioned upon certain
concessions which were satisfactory to Perseus.

On behalf of the Debtors, Marshall S. Huebner, Esq., at Davis
Polk & Wardwell, in New York, said that the terms of the New DIP
Facility are materially more favorable to the Debtors than the
terms offered by their original DIP Facility with Perseus,
L.L.C., as administrative and collateral agent.

Mr. Huebner specified that the New DIP Facility provided for,
among other things, a lower interest rate, lower fees and
borrowing costs, substantially more effective availability and
less burdensome covenants.

Importantly, the New DIP Facility is also not predicated on the
Investment Agreement, which provides for Frontier's issuance to
Perseus of Class B Common Shares representing 79.9% of the total
equity capital of Frontier Holdings for US$100,000,000, or any
other transaction to purchase the equity of the Reorganized
Debtors, Mr. Huebner pointed out.

Instead, he continues, the New DIP Facility will permit the
Debtors the flexibility to assess their reorganization options
from a position of greater financial strength.

The proposed New DIP funding, coupled with Frontier's recent
announcements of aircraft sales and sale leasebacks, is expected
to substantially increase Frontier's cash position and provide
sufficient working capital for the company's operations, well as
significant staying power in the market, according to the
Debtors' statement.

Moreover, the Debtors have gained the support of the Creditors
Committee with respect to the New DIP commitment, which "is a
tremendous vote of confidence in our Company and its business
plan," according to Sean Menke, Frontier's president and chief
executive officer, in a statement on the Company's Web site.

"After a careful examination of this offer against the offer
Perseus provided last week, we believe this new agreement offers
immediate access to greater liquidity under more favorable
terms," Mr. Menke added.

"Perseus [has not] committed on if they are still interested" in
pursuing the investment deal, Frontier spokesman Steve Snyder
told Bloomberg News.

                      The New DIP Facility

The New DIP Facility outlines principal differences, including:

                       Original
     Term            DIP Facility         New DIP Facility
     ----          -----------------      ----------------
  DIP Lenders      Go Flip Go, L.L.C.  Republic Airways Holdings,
                   and its permitted   Inc., Credit Suisse,
                   assigns             Cayman Islands Branch, AQR
                                       Capital, LLC, AQR Absolute
                                       Return Master Account,
                                       L.P., CNH Partners, LLC,
                                       CNH Diversified
                                       Opportunities Master
                                       Account, L.P. and their
                                       permitted assigns

  Administrative   Perseus, L.L.C.     Wells Fargo Bank
  Agent                                Northwest, National
                                       Association

  Borrowing        US$40,000,000       US$30,000,000
  Authorized by
  Interim Order

  Minimum Blocked  US$26,000,000       N/A
  Cash Collateral
  Required After
  Initial Funding

  Interest         Accrued by          At the Debtors' election
  Payments         increasing the      from time to time either
                   outstanding         (i) paid in cash, or (ii)
                   principal amount    accrued by increasing the
                   of the Loans        outstanding principal
                                       amount of the Loans

  Interest Rate    16.50% per annum    Either (i) 14.00% per
                                       annum if the Debtors are
                                       paying the interest in
                                       cash, or (ii) 16.00% per
                                       annum if the interest is
                                       accruing by increasing the
                                       outstanding principal
                                       amount of the Loans

  Default          19.50% per annum    2.00% per annum above the
  Interest Rate                        rate otherwise applicable

  Maturity         the earlier of (i)  the earlier of (i) the
                   the effective date  effective date of a Plan,
                   of a Plan of        and (ii) April 11, 2009
                   Reorganization
                   (ii) September 30,
                   2009, and (iii)
                   the occurrence of
                   any of various
                   triggers related
                   to the Equity
                   Investment

  Borrowing        include approval    no investment agreement or
  Conditions       of the proposed     auction required
                   Investment
                   Agreement

  Voluntary        US$5,000,000        US$2,500,00
  Prepayment
  Increments

  Voluntary        US$26,000,000       N/A
  Prepayment
  Floor

  Prepayment       2.5% after          1%
  Fee              initial funding,
                   and 2% after
                   second funding

  Early            US$1,000,000 after  N/A
  Termination      initial funding,
  Fee              and US$1,500,000
                   after second
                   funding

  Total            US$2,000,000        US$1,500,00
  Commitment
  Fee

Under the New DIP Facility, the Debtors are required to obtain
the confirmation of their Reorganization Plan by Sept. 20, 2009.

Additionally, the Debtors will investigate and pursue
opportunities to hedge the risks associated with fluctuations in
jet fuel prices, including without limitation swap and option
contracts for West Texas Intermediate Crude Oil, Gulf Coast Jet
A fuel and "crack spread" contracts.

Upon the request of Wells Fargo, the Debtors will provide
reports relating to their current or contemplated hedging
activity and the progress of its investigation into hedging
alternatives.

As liquidity initiatives, the Debtors will sell or otherwise
dispose of no fewer than five A319 aircraft, to the extent that
certain aircraft disposition transactions are not consummated.

The Debtors covenant that at the end of each fiscal month, the
amount equal to the sum of EBITDAR for the 4-month period on a
consolidated basis will not be less than:

    Fiscal Month                  EBITDAR
    ------------                  -------
    September 2008              US$11,300,000
    October 2008                 US$4,500,000
    November 2008               US$(3,600,000)
    December 2008               US$(8,000,000)
    January 2009                   US$700,000
    February 2009                US$1,100,000
    March 2009                  US$22,000,000

In order to ensure that the Carve-Out, if implicated, will be
adequately funded, the Debtors will have an aggregate cash-on-
hand of at least US$15,000,000.  The Carve-Out funds will be
used to satisfy any unpaid fees pursuant to Section 1930 of the
Judiciary and Judicial Procedures Code, and Sections 330, 331
and 726(b) of the Bankruptcy Code.

A blacklined copy of the New DIP Facility is available at no
charge at:

  http://bankrupt.com/misc/FrontierNewDIPFacility_blacklined.pdf

           Teamsters and FAPA Object to Perseus Deal

The Debtors' Original DIP Credit Facility with Perseus sought
authorization to obtain postpetition financing of up to
US$75,000,000, in two installments.  The second installment of
US$35,000,000 was conditioned upon certain concessions which
were satisfactory to the Perseus.

Specifically, the DIP Credit Agreement required the Debtors to,
among other things, deliver to Perseus "new or revised
collective bargaining agreements or amendments containing
concessions necessary to meet labor cost reductions" with
respect to:

    (a) Frontier Airlines Pilots Association; and

    (b) Teamsters Airline Division representing aircraft and
        ground service equipment technicians and tool room
        attendants.

         The Unions' Bargaining Agreements with Frontier

The International Brotherhood of Teamsters represents 435 of the
Debtors' mechanics and material specialists, and appearance
agents through three separate CBAs, which, upon settlement
agreements between the parties, effected temporary reductions to
wages, among other terms, that were necessary to facilitate the
Debtors' search for DIP financing, Jill M. Hartley Esq., at
Previant, Goldberg, Uelmen, Gratz, Miller & Brueggeman, S.C., in
Milwaukee, Wisconsin, relates.

According to Ms. Hartley, the Debtors and the Teamsters reached
settlement agreements to the CBAs effective from May 24, 2008,
to September 26, 2008.  The Agreements specifically provide for:

    (i) temporary pay reductions through September 26, 2008;

   (ii) holiday pay reductions for the 2008 Memorial Day,
        Independence Day and Labor Day holidays; and

  (iii) elimination of Company 401k matching contributions
        through September 26, 2008 for Teamster-represented
        employees.

Furthermore, the parties agreed that upon expiration of the
temporary reductions, the Contracts' wages and benefits
provisions would be open for modification as of October 1, 2008,
while non-economic terms in the labor agreements would not be
addressed until January 1, 2009, Ms. Hartley adds.

Ms. Hartley says that the Debtors negotiated a term in the
Interim Concession Agreement, allowing Frontier to initiate
negotiations no later than September 1, 2008, to bargain an
extension of the concessions contained in the Agreement, as a
result of a lack of improvement in the Company's economic
condition.  The company did not raise the prospect of presenting
a new proposal for additional concessions by September 1, 2008,
during the parties' negotiations for the interim agreement, she
maintains.

Representing FAPA, Suzanne Hepner, Esq., at Levy Ratner, P.C.,
in New York, relates that CBA between the Debtors and FAPA
covers the period from March 2, 2007, through March 2, 2011.

The Debtors and FAPA, on June 1, 2008, entered into an interim
restructuring relief agreement that temporarily modified pay
rates and pension contributions under the CBA to achieve a
targeted savings of US$4,570,000.  Pursuant to its terms, the
Interim Agreement will "[become] null and void, and of no
further force and effect on September 30, 2008," Ms. Hepner
tells the Court.

          Teamsters and FAPA: 2nd Installment Condition
                To DIP Agreement "Inappropriate"

The Teamsters maintain that the Debtors' DIP Credit Agreement
"is a blatant attempt to circumvent the strict requirements of
Section 1113 of the Bankruptcy Code, which governs rejection of
collective bargaining agreements."

Moreover, the Lenders -- which conditioned the DIP Financing on
labor concessions which have not yet been negotiated -- are
attempting to dictate modifications to the CBAs, which can only
be accomplished by negotiations between the Debtors and the
Teamsters, to which the Lenders are not signatories, and
therefore, lack the standing to participate, Ms. Hartley
maintains.

If the Court approves the DIP Credit Agreement, the Debtors will
seek to obtain labor concessions which are acceptable to the
Lenders.  Assuming the Teamsters' refusal to concede with wage
and benefit reductions, the Court will be presented with a fait
accompli in rejecting the CBA -- the only option to maintain the
DIP financing necessary for the Company to survive, Ms. Hartley
avers.

The DIP Credit Agreement must be rejected as an impermissible
attempt to bypass the strict requirements of Section 1113 of the
Bankruptcy Code, Ms. Hartley contends.

Similarly, FAPA objects to the conditioning of the second
installment of the DIP Credit Facility upon the Debtors'
unilateral promise to modify or reject the CBA in violation of
Section 1113.

FAPA argues that the Debtors' DIP Credit Agreement "attempts to
evade" the dictates of Section 1113(f) of the Bankruptcy Code,
which prohibits them from unilaterally altering the terms of the
CBA.

"Therefore, unless the Debtors move to assume or reject the CBA
under Section 1113, they remain bound to its terms and
conditions," Mr. Hepner maintains, citing In re Ionosphere
Clubs, Inc., 922 F.2d 984, 990 (2d Cir. 1990).

By requiring that the Debtors modify the CBA to obtain labor
concessions from FAPA to satisfy the requirement, the Lenders
are seeking "to participate" in the Debtors' unilateral
modification of the CBA, which is "entirely inappropriate" in
the Debtors' cases because the Lenders are neither parties nor
guarantors to FAPA's CBA with the Debtors, Ms. Hepner avers.

                       Debtors Talk Back

According to the Debtors, the Teamsters' and FAPA's arguments
regarding a possible Court hearing pursuant to Section 1113 of
the Bankruptcy Code, "is not ripe and not relevant" because the
proposed DIP Facility would not effectuate any modification or
termination of any of the Debtors' CBAs."

"Contrary to the Unions' claims, the Lenders do not have any
right to change the Debtors CBAs; they just have the right to
pick up their marbles and go home if any number of things, this
being one of them, does not work out," Marshall S. Huebner,
Esq., at Davis Polk & Wardwell, in New York, says.

Mr. Huebner relates that the DIP Lenders have insisted on a
given cost structure or the right to call their loans under
certain circumstances, while "all possible rights of the Unions
are expressly preserved."

If the negotiations do not result in consensual agreements with
the Unions, the Debtors intend to engage in the Section 1113
Process to seek any needed modifications or terminations,
Mr. Huebner says.

Additionally, the Court's approval of their DIP Credit Agreement
was proposed in a way that will not impact the Teamsters' and
FAPA's rights as unions under Section 1113 of the Bankruptcy
Code, Mr. Huebner points out.

Mr. Huebner submits that the Official Committee of Unsecured
Creditors supports the Debtors' proposed New DIP Facility.

Moreover, the Debtors' restructuring, and the livelihood of the
Unions' members, would be placed in grave jeopardy absent the
DIP Facility, Mr. Huebner tells the Court..

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


FRONTIER AIRLINES: To Delay Filing of Qtr. Ended June 30 Report
---------------------------------------------------------------
In a regulatory filing with the Securities and Exchange
Commission dated Aug. 11, 2008, Frontier Airlines Holdings Inc.
disclosed that it will not be able to file its quarterly
report on Form 10Q for the quarter ended June 30, 2008.

According to Matthew Henry, Frontier's vice president and
general counsel, the Quarterly Report will be filed 15 days
after the due date.  In the alternative, a portion of the Report
will be filed five days following the Due Date.

Frontier was able to file all other periodic reports during the
preceding 12 months, as required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the
Investment Company Act of 1940, Mr. Henry discloses.

Mr. Henry says that Frontier will report a net loss of
approximately US$57,700,000, or US$1.56 loss per diluted common
share, for the quarter, compared to a net loss of US$3,500,000,
or US$0.10 loss per diluted common share, for the three months
ended June 30, 2007.

The increased net loss is primarily attributable to the 62.1%
increase in fuel costs per gallon during quarter ended June 30,
2008, as compared to last year, Mr. Henry notes.

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


FRONTIER AIRLINES: Section 341(a) Meeting Moved to September 22
---------------------------------------------------------------
Frontier Airlines Holdings Inc. and its subsidiaries notified
the U.S. Bankruptcy Court for the Southern District of New York
and parties-in-interest that the first meeting of creditors of
Frontier Airlines, pursuant to Section 341 of the Bankruptcy
Code, has been rescheduled to Sept. 22, 2008, at 1:30 p.m.,
prevailing Eastern Time.

The Meeting will be held at the Office of the United States
Trustee, 80 Broad Street, 4th Floor, in New York.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtors under oath about Frontier's financial affairs and
operations that would be of interest to the general body of
creditors.

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


INVISTA BV: S&P Puts BB Corporate Credit Rating on Watch Neg.
-------------------------------------------------------------
Standard & Poor's Ratings Services has placed all its ratings,
including its 'BB' corporate credit rating, on INVISTA B.V. and
its subsidiaries on CreditWatch with negative implications.

"The CreditWatch listing reflects the deterioration of key
measures of credit quality and follows a sequential weakening in
the company's operating results due to a spike in raw material
costs as well as soft conditions in housing, auto, and beverage
packaging markets," said S&P's credit analyst Cynthia Werneth.

If performance remains weak and the company takes no other
actions, it could be in danger of violating the covenants in its
primary bank credit facility within the next couple of quarters.
However, in view of recent business trends, as well as ambitious
capital spending plans, INVISTA is currently pursuing
alternative capital sources that could provide relief from
covenant pressures.

Total debt outstanding at June 30, 2008, was about
US$2.8 billion, including about US$220 million of capitalized
operating leases, unfunded postretirement liabilities, and asset
retirement obligations.

At June 30, 2008, the company had nearly US$500 million of
liquidity, including more than US$300 million of cash.

S&P expects to resolve the CreditWatch within the next several
weeks after meeting with management to discuss the prognosis for
its businesses and its financing plans.

Headquartered in Wichita, Kansas, Invista B.V. --
http://invista.com/ -- manufactures fibers including nylon,
polyester, and spandex, as well as intermediate chemicals used
to manufacture them.  The company also holds large positions in
downstream applications such as fibers used in nylon carpeting
and airbags.  Annual revenues are about US$9 billion.  It has
operations in China, Switzerland and Mexico.


SEMGROUP LP: Bankruptcy Forces BOK to Report Loss
-------------------------------------------------
BOK Financial Corp. revised its second-quarter earnings report
to report a US$1.2 million loss instead of a US$43.7 million
profit due to its credit exposure to SemGroup LP.

BOK is a participant in an approximately US$2.4 billion working
capital and term facility to SemGroup, according to BOK's 8-K
form filed with the Securities and Exchange Commission.

After SemGroup filed for bankruptcy, BOK announced that its
credit exposure to SemGroup would force it to recognize an
additional loss of US$71 million for the second quarter in
addition to the US$16 million the bank holding company already
had reported when it initially announced earnings.

                         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.

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.

SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008.  Ernst & Young, Inc.
The CCAA stay expires on Aug. 20, 2008.

SemGroup L.P.'s 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.



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

HOME INTERIORS: Wants Court to Approve Employee Incentive Plans
---------------------------------------------------------------
Home Interiors & Gifts Inc. asks the United States Bankruptcy
Court for the Northern District of Delaware to approve two
amended incentive plans to repay at least $602,973 in cash to 53
employees, Bloomberg News reports.

The first incentive plan will pay $387,298 in cash to 48
employees while the other plan will pay $387,298 to five company
officers, Bloomberg reports.  The incentive plans are intended
to stop the Debtor's employees from leaving, the report says.

A hearing is set for Sept. 3, 2008, at 9:00 a.m., Central
Daylight Time, at 1100 Commerce Street, 14th Floor, Courtroom #2
in Dallas, Texas.

                           Briefly Noted

As reported in the Troubled Company Reporter on Aug. 1, 2008,
the Debtor asked the Court to extend their exclusive periods to
(a) file a Chapter 11 until Dec. 25, 2008, and (b) solicit
acceptances of that plan until Feb. 23, 2009.  A hearing was set
for Aug. 20, 2008, at 9:00 a.m., to consider the motion.

Headquartered in Carrollton, Texas, Home Interiors & Gifts, Inc.
-- http://www.homeinteriors.com/-- manufactures, imports and
distributes indoor and outdoor home decorative accessories.  It
was founded by Mary Crowley in 1957.  Through its affiliates,
the company has a significant presence in Mexico, Puerto Rico,
and Canada.  Annual revenue in 2007 reached US$300 million.
When Mary Crowley, died in 1986, her son, Don Carter continued
the business operation nearly debt-free.  In a leveraged
transaction in 1998, private equity firm of Hicks, Muse, Tate,
and Furst acquired 66% of the parent company, which resulted in
the imposition of more than US$500 million in debt on the
Debtors.  In the face of decreased sales and increased debt
load, bondholders canceled their debts in February 2006 in
exchange for receiving most of the outstanding equity of the
Debtors.

About 40% of the goods the Debtors sell are now acquired from
manufacturers in China.  In the last decade, sales volume in the
U.S. has waned, but the Debtors reported that sales in Mexico
and Puerto Rico significantly increased.

The company and six of its affiliates filed for Chapter 11
protection on April 29, 2008 (Bankr. N.D. Tex. Lead Case No.08-
31961).  Andrew E. Jillson, Esq., Cameron W. Kinvig, Esq.,
Lynnette R. Warman, Esq., and Michael P. Massad, Jr., Esq., at
Hunton & Williams, LLP, represent the Debtors in their
restructuring efforts.  The U.S. Trustee for Region 6 has
appointed seven creditors to serve on an Official Committee
of Unsecured Creditors.  Richard A. Lindenmuth, at Boulder
International LLC, is designated as CRO.  Munsch Hardt Kopf &
Harr PC represents the Committee in these cases.  When the
Debtors file for protection against their creditors, they
listed assets of between US$100 million and US$500 million and
the same range of debts.



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

PETROLEOS DE VENEZUELA: To Supply 8MM Liters of Gas to Colombia
---------------------------------------------------------------
Xinhua News Agency reports that Petroleos de Venezuela SA said
that its owner, the Venezuelan government, decided to supply
eight million liters of gasoline per month to Norte de
Santander, Colombia.

Venezuela could increase the monthly supply to Norte de
Santander to 19 million liters per month, Xinhua News says,
citing Petroleos de Venezuela.  According to the report, the
planned monthly supply of gas is included in an accord that
Petroleos de Venezuela signed with Colombian state-run oil firm
Ecopetrol.  The agreement aims to stop the smuggling of
Venezuelan oil into Colombia, Xinhua News states.

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.


* VENEZUELA: Takes Control of Three Cement Companies
----------------------------------------------------
The Associated Press reports that the Venezuelan government has
seized control of cement plants owned by Mexico's Cemex SAB
after failing to reach a deal on terms for nationalizing them.

The report says the government moved to take control of Cemex's
subsidiary in the country after a 60-day period for negotiating
compensation laid out in a June nationalization decree by
President Hugo Chavez.

The AP relates that two other cement companies, Lafarge SA of
France and Switzerland's Holcim Ltd, agreed to nationalization
terms for their companies in Venezuela earlier Monday and also
agreed to stay on as minority partners.  Venezuela, the report
says, agreed to pay US$267 million to Lafarge and US$552 million
to Holcim in compensation within 60 days.  Venezuela will obtain
an 89% share of Lafarge's business in Venezuela and an 85% share
of Holcim's unit in the country.

According to the AP, Cemex says its Venezuela assets include
three cement plants, 30 smaller concrete plants, a shipping
terminal and other facilities.

Cemex acknowledged Venezuela's move to assume control of its
plants in a statement, but declined further comment, the AP
says.

Of the three companies being nationalized, the AP says Cemex has
the largest presence in Venezuela.  It entered the country in
1994 when it bought out a Venezuelan cement company, and today
has some 3,000 employees.

Meanwhile, the AP recounts that Venezuela's tax agency said
earlier this month that Cemex owed US$37.3 million in unpaid
taxes for 2006 and 2007.

Bloomberg News adds to this report that Cemex is seeking
US$1.2 billion in compensation.

According to Bloomberg News, Cemex said in July that it may sue
if it doesn't get a fair price for its assets.  Cemex reserves
the right ?to bring expropriation claims in arbitration under
the bilateral investment treaties Venezuela signed,? Bloomberg
News cited Hector Medina, Cemex's executive vice president of
planning and finance, as saying.

In June, Bloomberg News relates that Cemex stripped properties
from its Venezuelan subsidiary and transferred a special cash
dividend from the unit to the parent company.

The move was considered by Energy Minister Rafael Ramirez as
improper.  Mr. Ramirez, the AP relates, said that after plans
for the nationalization were announced in April, Cemex's
Venezuelan subsidiary had improperly transferred shares it held
in its subsidiaries operating in Panama, the Dominican Republic,
Trinidad and Tobago and Guadeloupe.

Cemex has said it simply "transferred assets" within the
company, the AP notes.

The loss of the Venezuelan unit, which accounts for about 5
percent of Cemex's value, has already been priced into the
company's shares, Dan McGoey, an analyst with Deutsche Bank in
Mexico City, was cited by Bloomberg News as saying.  Any
proceeds Cemex gets from the forced sale will be seen as a
positive and help reduce its debt, he said.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 9, 2008, Fitch Ratings assigned 'BB-' long-term foreign
currency issuer default ratings to the Bolivarian Republic of
Venezuela's international bond combined offer -- 15-year, US$2
billion Eurobond (9% coupon) and 20-year, US$2 billion Eurobond
(9.25% coupon).  The ratings are in line with Venezuela's
foreign currency issuer default rating.  The rating outlook is
negative.



                             ***********

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.  Marie Therese Profetana, Sheryl Joy P. Olano,
Rizande de los Santos, and Pamella Ritah K. Jala, Editors.

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

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

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

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


            * * * End of Transmission * * *