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

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

            Wednesday, September 3, 2008, Vol. 9, No. 175

                            Headlines

A R G E N T I N A

ALITALIA SPA: Files for Administration at Rome Tribunal
ALITALIA SPA: Group Debt Reaches EUR1.17 Billion at July 31, 2008
ALITALIA SPA: Italy Amends Bankruptcy Law to Fit Company's Rescue
ALITALIA SPA: Codacons to File Suit vs Newco
COR-SAL SERVICIOS: Proofs of Claim Verification Deadline Is Oct. 9

DROGUERIA UNIFARMA: Claims Verification Deadline Is November 14
ED & EVENTS: Files for Reorganization in Buenos Aires Court
INARGIND SA: Trustee to File Individual Reports on December 11
LANERA EL: Trustee Verifies Proofs of Claim Until November 24


B R A Z I L

BANCO DO BRASIL: Awards EUR63.7 Million Contract to Software AG
BANCO PANAMERICANO: Hires Connectcom for Service Desk
BR MALLS: Fitch Places BB- Local and Foreign Currency ID Ratings
BRASIL TELECOM: Will Launch Subsidiary in Colombia
CIA. SIDERURGICA: Japanese Firms Form Alliance to Bid for Namisa

ELETROPAULO METROPOLITANA: Court Reverses Dividend Payment Ban
FORD MOTOR: District Court Approves VEBA Health Care Trust Fund
GAFISA SA: Inks Merger Agreement With Construtora Tenda
GENERAL MOTORS: Rising Credit Cost May Dampen Brazil Car Sales
GENERAL MOTORS: Deserves US$50BB Gov't-Backed Loans, Mr. Lutz Says

GERDAU SA: Makes US$1.4BB Investment to Boost Siderperu Production
NET SERVICOS: To Acquire ESC 90 Stock for BRL94,624,000
NET SERVICOS: Dodge Buys 11,324,000 Preferred Shares in Firm
SHARPER IMAGE: Wants to Set Oct. 13 as Admin. Claims Bar Date
SHARPER IMAGE: Court Approves Committee/Joint Venture Settlement

SHARPER IMAGE: Court Okays Settlement of US$3.8MM Quebecor Claim
SHARPER IMAGE: Gift Card Holders Rep. Pursues Conversion Motion
SHARPER IMAGE: Transfers Principal Offices to Walnut Creek


C A Y M A N  I S L A N D S

AHFP PAULSON: Proofs of Claim Filing Deadline Is Sept. 4
AHFP MYOJO: Deadline for Proofs of Claim Filing Is Sept. 4
AHFP REDSTONE: Proofs of Claim Filing Deadline Is Sept. 4
CONOCOPHILLIPS ARABIA: Deadline for Claims Filing Is Sept. 4
CONOCOPHILLIPS LATIN: Proofs of Claim Filing Is Until Sept. 4

CONOCOPHILLIPS QATAR: Deadline for Claims Filing Is Sept. 4
D'AMPEZZO INVESTMENT: Proofs of Claim Filing Is Until Sept. 4
ECA LEASING: Deadline for Proofs of Claim Filing Is Sept. 4
EL PORTENO HOTELS: Proofs of Claim Filing Is Until Sept. 4
FPO LIMITED: Proofs of Claim Filing Deadline Is Sept. 4

KEN LTD: Deadline for Proofs of Claim Filing Is Sept. 4
LODSWORTH GEMD (MASTER): Claims Filing Deadline Is Sept. 4
LODSWORTH GLOBAL: Proofs of Claim Filing Deadline Is Sept. 4
MECANO LTD: Deadline for Proofs of Claim Filing Is Sept. 4
NATIMUS HOLDINGS: Proofs of Claim Filing Deadline Is Sept. 4

O'CONNOR LONG/SHORT: Proofs of Claim Filing Is Until Sept. 4
O'CONNOR LONG/SHORT MASTER: Claims Filing Deadline Is Sept. 4
O'CONNOR MULTI-LONG/SHORT: Filing for Claims Is Until Sept. 4
O'CONNOR MULTI-LONG/SHORT MASTER: Claims Filing Is Until Sept. 4
O'CONNOR PROPRIETARY: Proofs of Claim Filing Is Until Sept. 4

O'CONNOR PROPRIETARY (EURO): Claims Filing Deadline Is Sept. 4
O'CONNOR QUANTITATIVE: Deadline for Claims Filing Is Sept. 4
O'CONNOR QUANTITATIVE MASTER: Claims Filing Is Until Sept. 4
PARAMOUNT HOLDINGS: Proofs of Claim Filing Deadline Is Sept. 4
PDP CAPITAL: Deadline for Proofs of Claim Filing Is Sept. 4

PHILLIPS EXPLORATION: Proofs of Claim Filing Is Until Sept. 4
PHILLIPS NEW: Deadline for Proofs of Claim Filing Is Sept. 4
RUBICON EQUITY: Proofs of Claim Filing Deadline Is Sept. 4
RUBICON EQUITY MASTER: Proofs of Claim Filing Is Until Sept. 4


C H I L E

QUEBECOR WORLD: Court Okays Settlement of US$3.8MM Claim With TSIC


D O M I N I C A N  R E P U B L I C

PRC LLC: Has Until October 7 to Object to Creditors' Claims
PRC LLC: Wants BofA's US$2 Mil. Interest Claim Deemed as Unsecured
PRC LLC: Names Gregory Carr as Senior VP of Sales and Marketing


M E X I C O

AXTEL SAB: S&P Puts Recovery Rating on BB-/Rated US$525MM Notes
CORPORACION DURANGO: S&P Puts Recovery Rating on US$520MM Notes
CORPORACION INTERAMERICANA: S&P Lifts Corp. Credit Rating to BB-
DESARROLLADORA HOMEX: S&P Puts Recovery Rating on US$250MM Notes
GRUPO KUO: S&P Puts Recovery Rating on BB-/Stable US$175MM Loan

INDUSTRIAS UNIDAS: S&P Puts 4 Recovery Rating on US$200MM Notes
QUAKER FABRIC: Court Confirms Joint Liquidating Plan
URBI DESARROLLOS: S&P Puts '3' Recovery Rating on US$150MM Notes
VITRO SAB: S&P Puts 3 Recovery Rating on B-Rated US$1.25BB Debt
XIGNUX SA: S&P Upgrades Rating on US$10.8 Million Notes to BB+

V E N E Z U E L A

PETROLEOS DE VENEZUELA: Seeks Brazilian Partners
PETROLEOS DE VENEZUELA: Eyes 2009 Oil Production of 3.6MM bpd
PETROLEOS DE VENEZUELA: Denies Expropriation of Gas Stations


                         - - - - -


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

ALITALIA SPA: Files for Administration at Rome Tribunal
-------------------------------------------------------
Alitalia S.p.A. has filed for commencement of extraordinary
administration procedure at the Tribunal of Rome, pursuant to Law
no. 39 dated Feb. 18, 2004, modified by Decree no. 134 dated
Aug. 28 2008.  Alitalia's board of directors has declared the
company insolvent.

The filing prompted Italian Prime Minister Silvio Berlusconi to
appoint Augusto Fantozzi as extraordinary commissioner for
Alitalia.

As appeared in the Troubled Company Reporter Europe on
Sept. 1, 2008, the Italian government amended its bankruptcy law
-- named after former Industry Minister Antonio Marzano -- to
hasten the sale of its 49.9% stake in Alitalia and turn around the
loss-making national carrier.

The amendment was part of the "Phoenix" rescue plan for Alitalia,
drafted by Intesa Sanpaolo S.p.A., the government's adviser for
the sale of its stake in the national carrier.

The amended law will allow Alitalia to be split into two -- an
oldco and a newco.

The oldco will shoulder the cost of the planned 5,000-7,000 job
cuts and take on Alitalia's EUR1.1 billion debt -- including the
recent EUR300 million loan from the government and a EUR750
million convertible bond.  The government will place the oldco
under extraordinary administration and appoint an extraordinary
commissioner to oversee the sale of unprofitable assets.

The law will allow Mr. Fantozzi to sell Alitalia's assets through
private talks and without holding public auction.

The newco, meanwhile, will inherit Alitalia's fleet and
real estate assets as well as the remaining employees and up to
EUR500 million in debt.  It would receive around EUR300 million in
assets from AirOne S.p.A., which would be folded under the newco.
AirOne leads a group of 16 local investors who pledged to inject
around EUR1 billion into the newco in exchange for shares.

The investor group includes:

    * IMMSI S.p.A. -- EUR150 million;
    * Atlantia S.p.A. -- EUR100 million to EUR150 million;
    * Intesa Sanpaolo S.p.A. -- EUR100 million; and
    * Fondiaria SAI S.p.A. -- EUR30 million to EUR50 million.

Air France-KLM S.A., meanwhile, renewed interest in acquiring a
stake in Alitalia, although Italian Prime Minister Silvio
Berlusconi commented that foreign investors could only acquire a
minority stake in the national carrier.

Transport Minister Altero Matteoli revealed that investor group
plans to sign an industrial agreement with an international
partner like Air France or Deutsche Lufthansa AG.

The amended law exempts Alitalia from anti-trust rules for six
months, allowing its merger with AirOne to push through without
problems.  The revised law also binds investors from selling their
shares in Alitalia for five years.  IMMSI's Roberto Colaninno will
become executive chairman of the newco.

                          About Alitalia

Based in Rome, Alitalia S.p.A. -- http://www.alitalia.it/--
provides air travel services for passengers and air transport of
cargo on national, international and inter-continental routes,
including United States, Canada, Japan and Argentina.  The
Italian government owns 49.9% of Alitalia.

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million
in 2006, and EUR494.64 million in 2007.


ALITALIA SPA: Group Debt Reaches EUR1.17 Billion at July 31, 2008
-----------------------------------------------------------------
The Alitalia Group's net debt as of July 31, 2008, amounted to
EUR1.172 million, with an increase in net indebtedness of
EUR57 million (+5.1%) compared to the situation on June 30, 2008.

Regarding the EUR300 million cashed according to Law no. 111 of
June 23, 2008, which converted the legislative decree no. 80
of April 23, 2008, modified with the legislative decree no. 93 of
May 27, 2008, and the legislative decree no. 97 of June 3, 2008,
it should be noted that this amount is not included in the
indebtedness mentioned above, since it was added to net equity,
existing the requirements.

The net debt of the parent company as of July 31, 2008, amounted
to EUR1.159 million, with an increase in net indebtedness of EUR53
million (+4.8%) compared to the situation on June 30, 2008;

Regarding the EUR300 million cashed according to Law no. 111 of
June 23, 2008, which converted the legislative decree no. 80
of April 23, 2008, modified with the legislative decree no. 93 of
May 27, 2008, and the legislative decree no. 97 of June 3, 2008,
it should be noted that this amount is not included in the
indebtedness mentioned above, since it was added to net equity,
existing the requirements.

The Group's cash-to-hand and short-term financial credits as of
July 31, 2008, at the Group level and for Alitalia, amounted to
EUR314 million and EUR338 million respectively.

Group's short-term financial indebtedness, as of July 31, 2008,
amounted to EUR173 million.

It should be noted that as of July 31, 2008, there were several
leasing contracts at the Group level which capital share,
including lease closure value, amounted to EUR88 million (of which
EUR12 million represent the current capital share falling due
within 12 months of the reference date, with EUR9 million held by
the parent company).

It should also be noted that existing debts to banks are almost
entirely backed up by real guarantees (mortgages on aircraft) or
by personal guarantees (mainly guarantees issued by banks for
export credit).

The relative financing contracts contain standard legal
clauses relating to withdrawal. None of the contracts refer to
specific requirements regarding assets or economic/financial
aspects, in order to maintain the credit line.

During July 2008, repayments were made of medium/long-term
financing amounting to about EUR3 million.

Regarding debts of a financial, fiscal and social welfare nature,
there were no outstanding sums or payment irregularities on July
31, 2008, both for the parent company and for the other companies
in the Group.

As far as debts of a commercial nature are concerned, decisions
are still pending for the petitions filed by Alitalia regarding:

    * an injunction related to supposed different pricing
      policies, issued by a carrier for EUR6 million (two
      decrees);

    * another injunction issued by a supplier of on-board movies
      for EUR909,000;

    * an injunction has been issued by an IT services supplier
      for EUR812,000;

    * an injunction has been issued by an Italian subsidiary of
      an air carrier bankruptcy for EUR288,000;

    * injunction issued by a maintenance services supplier for
      EUR492,000;

    * an injunction issued by the special manager of a firm for
      presumed debts relating to air ticket sales, for
      EUR3.2 million;

    * one injunction issued by a fuel supplier (airport rights)
      for about EUR1 million;

    * another injunction issued by an airport management company
      for limited failure to pay handling fees for about
      EUR375,000;

    * an injunction has been issued by a supplier of several
      services for EUR112,000;

    * another injunction has been issued by an advisory services
      company for EUR171,000; and

    * an injunction has been issued by a company for presumed
      failure to pay commissions related to air ticket sales,
      for EUR274,000.

There are no other injunction orders or executive actions
undertaken by creditors notified as of July 31, 2008, nor are
there any threats by suppliers to suspend operations.  It should
be pointed out that, as part of ordinary management practices, the
Company is committed to maintaining commercial relations
with its customers and suppliers who guarantee -– in the absence
of critical situations or operational emergencies -– the necessary
financial flexibility in support of cash-to-hand
requirements.

                          About Alitalia

Based in Rome, Alitalia S.p.A. -- http://www.alitalia.it/--
provides air travel services for passengers and air transport of
cargo on national, international and inter-continental routes,
including United States, Canada, Japan and Argentina.  The
Italian government owns 49.9% of Alitalia.

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million
in 2006, and EUR494.64 million in 2007.


ALITALIA SPA: Italy Amends Bankruptcy Law to Fit Company's Rescue
-----------------------------------------------------------------
The Italian government has amended its bankruptcy law to hasten
the sale of its 49.9% stake in Alitalia and turn around the loss-
making national carrier, various reports say.

Under Intesa Sanpaolo S.p.A.'s "Phoenix" rescue plan, Italy
government amended the Marzano Law, which was used to reorganize
Parmalat.  The government tapped Intesa Sanpaolo as adviser for
the sale of its 49.9% stake in Alitalia.

The amended law will allow Alitalia to be split into two -- an
oldco and a newco, Reuters reports.

The oldco will shoulder the cost of the planned 5,000-7,000 job
cuts and take on Alitalia's EUR1.1 billion debt -- including the
recent EUR300 million loan from the government and a EUR750
million convertible bond.  The government will place the oldco
under extraordinary administration and appoint an extraordinary
commissioner to oversee the sale of unprofitable assets.

The law will allow Alitalia's extraordinary commissioner to sell
its assets through private talks and without holding public
auction.

Transport Minister Altero Matteoli told Bloomberg News that Italy
may appoint Augusto Fantozzi, a former finance ministeras
commissioner.

The newco, meanwhile, will inherit Alitalia's fleet and
real estate assets as well as the remaining employees and up to
EUR500 million in debt.  It would receive around EUR300 million in
assets from AirOne S.p.A., which would be folded under the newco.
AirOne leads a group of 16 local investors who pledged to inject
around EUR1 billion into the newco in exchange for shares.

The investor group includes:

     * IMMSI S.p.A. -- EUR150 million;
     * Atlantia S.p.A. -- EUR100 million to EUR150 million;
     * Intesa Sanpaolo S.p.A. -- EUR100 million; and
     * Fondiaria SAI S.p.A. -- EUR30 million to EUR50 million.

Air France-KLM S.A., meanwhile, renewed interest in acquiring a
stake in Alitalia, although Italian Prime Minister Silvio
Berlusconi commented that foreign investors could only acquire a
minority stake in the national carrier, the Wall Street Journal
reports.

Mr. Matteoli was quoted by Bloomberg News as saying that the
investor group plans to sign an industrial agreement with an
international partner like Air France or Deutsche Lufthansa AG.

The amended law exempts Alitalia from anti-trust rules for six
months, allowing its merger with AirOne to push through without
problems, Reuters reports.

The revised law also binds investors from selling their shares in
Alitalia for five years.

IMMSI's Roberto Colaninno will become executive chairman of the
newco, the firm said in a statement.

                           About Alitalia

Based in Rome, Alitalia S.p.A. -- http://www.alitalia.it/--
provides air travel services for passengers and air transport of
cargo on national, international and inter-continental routes,
including United States, Canada, Japan and Argentina.  The
Italian government owns 49.9% of Alitalia.

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million
in 2006, and EUR494.64 million in 2007.


ALITALIA SPA: Codacons to File Suit vs Newco
--------------------------------------------
Coordinamento delle Associazioni per la Difesa dell'Ambiente
e dei Diritti degli Utenti e dei Consumatori, a consumer
protection group, will file a lawsuit against the creation of
newco from Alitalia S.p.A., Agenzia Giornalistica Italia reports.

Alitalia's rescue plan entails splitting the national carrier
into two -- an oldco -- comprised of the bulk of the company's
debt as well unprofitable assets -- and a newco -- comprised of
its core operations that would be taken over by a group of 16
Italian investors.

Codacons president Carlo Rienzi told AGI that splitting Alitalia
into two would harm shareholders, since they would "come away
empty-handed.

Mr. Rienzi added that Codacons is currently studying the lawsuit,
"which will have preventative effects, requesting that the court
blocks the constitution of the new airline."

Mr. Rienzi said the lawsuit aims to "to preserve the value of the
debentures and shares of investors,"  while waiting the class
action against Alitalia to commence in January 2009.

With regards to the class action, Mr. Rienzi told AGI that they
are preparing a memorandum for the criminal judge to open up a
criminal proceeding.

He added that "whether there are many or few participants,
[Codacons] will take the class action."

                         About Alitalia

Based in Rome, Alitalia S.p.A. -- http://www.alitalia.it/--
provides air travel services for passengers and air transport of
cargo on national, international and inter-continental routes,
including United States, Canada, Japan and Argentina.  The
Italian government owns 49.9% of Alitalia.

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million
in 2006, and EUR494.64 million in 2007.


COR-SAL SERVICIOS: Proofs of Claim Verification Deadline Is Oct. 9
------------------------------------------------------------------
The court-appointed trustee for Cor-Sal Servicios S.R.L.'s
bankruptcy proceeding, will be verifying creditors' proofs of
claim until October 9, 2008.

The trustee will present the validated claims in court as  
individual reports on November 20, 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 Cor-Sal Servicios 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 Cor-Sal Servicios'
accounting and banking records will be submitted in court on
February 5, 2009.

The trustee is also in charge of administering Cor-Sal Servicios'
assets under court supervision and will take part in their
disposal to the extent established by law.


DROGUERIA UNIFARMA: Claims Verification Deadline Is November 14
---------------------------------------------------------------
Carlos Ayuso, the court-appointed trustee for Drogueria Unifarma
SA's bankruptcy proceeding, will be verifying creditors' proofs of
claim until November 14, 2008.

Mr. Ayuso 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. 20 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 Drogueria Unifarma 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 Drogueria Unifarma's
accounting and banking records will be submitted in court.

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

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

The debtor can be reached at:

                     Drogueria Unifarma SA
                     J.B. Justo 6186
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Carlos Ayuso
                     Tucuman 1455
                     Buenos Aires, Argentina


ED & EVENTS: Files for Reorganization in Buenos Aires Court
-----------------------------------------------------------
Ed & Events SA has requested for reorganization approval after
failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Ed & Events 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. 6 in Buenos Aires.  Clerk No. 11 assists the court
in this case.

The debtor can be reached at:

                     Ed & Events SA
                     Avda. Alicia Moreau de Justo 1750
                     Buenos Aires, Argentina


INARGIND SA: Trustee to File Individual Reports on December 11
--------------------------------------------------------------
Moises Gorelik, the court-appointed trustee for Inargind S.A.'s
bankruptcy proceeding, will present the validated claims as
individual reports in the National Commercial Court of
First Instance No. 15 in Buenos Aires, with the assistance of
Clerk No. 29, on December 11, 2008.

Mr. Gorelik is verifying creditors' proofs of claim until
October 28, 2008.  He will also submit to court a general
report containing an audit of Inargind S.A.'s accounting and
banking records on March 2, 2009.

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

Creditors will vote to ratify the completed settlement plan
during the assembly on August 25, 2009.

The debtor can be reached at:

                      Inargind S.A.
                      Peru 590
                      Buenos Aires, Argentina

The trustee can be reached at:

                      Moises Gorelik
                      Lavalle 1675
                      Buenos Aires, Argentina


LANERA EL: Trustee Verifies Proofs of Claim Until November 24
-------------------------------------------------------------
Roberto Gaztelu, the court-appointed trustee for Lanera El Mirador
Saici y A's bankruptcy proceeding, will be verifying creditors'
proofs of claim until November 24, 2008.

Mr. Gaztelu will present the validated claims in court as  
individual reports.  The National Commercial Court of First
Instance No. 22 in Buenos Aires, with the assistance of Clerk
No. 43 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 Lanera El 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 Lanera El's
accounting and banking records will be submitted in court.

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

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

The debtor can be reached at:

                     Lanera El Mirador Saici y A
                     Paraguay 1345
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Roberto Gaztelu
                     Uruguay 660
                     Buenos Aires, Argentina



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

BANCO DO BRASIL: Awards EUR63.7 Million Contract to Software AG
---------------------------------------------------------------
Banco do Brasil SA has awarded a ERU63.7 million contract to
Software AG's Brazilian subsidiary.

Software AG's subsidiary signed the largest deal in the company's
history with Banco do Brazil.  The contract is subject to the
conditions applied to all government contracts in Brazil namely
that no third party objections are registered within a defined
period.

The contract is for a four and a half year period and has a total
net worth (without sales tax) of BRL151.6 million
(EUR63.7 million).  Nearly three quarters of the total is license
revenue, to be booked over the 4.5 contract period, with the rest
for maintenance and services.  For the current fiscal year this
means total revenue of EUR13.9 million of which EUR10.3 million
will be booked in the third quarter.

Software AG established a direct business relationship with Banco
do Brasil in 2008, after ending the exclusive distribution
contract between Software AG and its former local partner in
Brazil in 2007.  With the successful closing of this and other
contracts in Brazil, Software AG is confident of reaching its full
year forecast in the country of EUR30 million.  This re-confirms
the guidance for the full year 2008 of revenue growth (net of
currency effects) of 12% to 14% in the “ETS” business division and
40% to 45% in the webMethods business division.  The Banco do
Brasil contract strengthens the 2008 license revenue growth of the
Software AG Group, forecast at 24% to 28%, at constant currency
rates, and the groups EBIT margin forecast of 24%.

In light of the positive business development in Brazil, Software
AG's executive board expects 2008 global revenue growth, at
constant currency rates, of 24% to 27%, despite the weakening
economic situation in the major industrialized countries.

                       About Software AG

Software AG is a Germany-based company, operating as an
independent provider of business infrastructure software.  The
company offers information technology (IT) softwares for managing
data, enabling service oriented architecture (SOA) and improving
business processes.  It divides its activities into two business
lines: Enterprise Transactions Systems and webMethods, as well as
into three revenue segments: Professional Services, Maintenance
and Licenses.  The company's Enterprise Transaction Systems
include Adabas 2006, Adabas SQL Gateway, Event Replicator, Natural
2006, Natural Business Services, Natural for Eclipse, and Natural
Engineer.  Its webMethods products include webMethods Suite and
CentraSite.  Software AG has more than 38 years of global IT
experience, serving 4,000 customers in 70 countries.

                      About Banco do Brasil

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 PANAMERICANO: Hires Connectcom for Service Desk
-----------------------------------------------------
Baguete Digital Journalism reports that Banco Panamericano S.A.
has outsourced its service desk to Connectcom.

According to Baguete Digital, Connectcom has placed five
professionals in Banco Panamericano's headquarters in Sao Paulo.  
Connectcom will be serving Banco Panamericano for 36 months, the
report adds.

Banco Panamericano S.A is headquartered in Sao Paulo, Brazil,
and it had unconsolidated assets of BRL5,346.8 million and
equity of BRL1,372.7 million as of March 31, 2008 (consolidated:
assets of BRL7.36 billion and equity of BRL1.25 billion).

As reported in the Troubled Company Reporter-Latin America on
May 27, 2008, Moody's Investors Service assigned long and short-
term foreign currency ratings of Ba2 and Not Prime,
respectively, to Banco Panamericano S.A.'s existing
US$500,000,000 Medium Term Note Program.  Moody's assigned a Ba2
rating to the US$130 million of senior unsecured notes due in
May 2010 issued under the program.  Moody's said the rating
outlook is stable.

As reported in the Troubled Company Reporter-Latin America on
March 16, 2007, Standard & Poor's Ratings Services revised its
outlook on the 'B/B' counterparty credit rating on Banco
PanAmericano to positive from stable.  The ratings were
affirmed.


BR MALLS: Fitch Places BB- Local and Foreign Currency ID Ratings
----------------------------------------------------------------
Fitch Ratings assigned BR Malls Participacoes Foreign and Local
Currency Issuer Default Ratings at 'BB-' and a National Scale
rating at 'A(bra)'.  Fitch also assigned a 'BB-' rating to its
Perpetual Debenture issued by BR Malls International Finance and
fully guaranteed by BR Malls Participacoes.  The Rating Outlook is
Stable.

BR Malls' ratings reflect its business position as the largest
Brazilian shopping center operator with participation in 34
shopping centers, stable and predictable cash flow generation,
positive industry momentum riding on Brazil's favorable economic
environment, low capital-intensive nature of the industry, and
geographical and property revenue base diversification.  The
ratings also incorporate the risks of an aggressive growth
strategy, partially mitigated by its large pool of unencumbered
assets and acquisitions of established assets with immediate cash
flow benefit.

Brazil's favorable economic environment has led to increases in
disposable income, which in turn has led to increase in retail
sales at a higher rate than Brazil's inflation rate and GDP
growth.  Meanwhile, there is a limited supply of additional gross
leasable areas in shopping centers and therefore inadequate supply
of spaces to meet the demands of the main retailers.  The shopping
center industry in Brazil is characterized by high geographical
concentration and high competition fragmentation.

The company's leverage metrics are adequate for the rating
category.  For this industry, Fitch's methodology emphasis is on
portfolio quality and diversity, and size of the asset base.  BR
Malls portfolio of assets is strong and well diversified with
BRL1.9 billion of undepreciated book capital at June 30, 2008.  
These assets are mostly unencumbered, as secured debt accounted
for BRL610 million of the company's BRL1.3 billion total debt load
or 32% of undepreciated book capital.  Consequently, its large
pool of unencumbered assets provides financial flexibility in a
stress case scenario.  Leverage measured by total debt as a
percentage of undepreciated book capital was 68.4% at the end of
June.

Coverage ratios are above industry average on a pro forma basis,
for the last 12 months (LTM) ended June 30, 2008 EBITDA-to-
Interest-Expense and Fixed Charge ratios were 2.2 times and 1.6,
respectively.  High EBITDA margins (65% during the LTM) and the
industry's nature of stable cash flow generation provide the
company the ability to service a higher debt load.  Also important
to note, unlike U.S. REITs, which are obligated to distribute at
least 90% of net income, Brazilian law only requires a 25% minimum
distribution.

For the LTM ended June 30, 2008, BR Malls generated revenues and
EBITDA of BRL273.5 million and BRL179.8 million, respectively.  At
the end of June the company had BRL911.4 million of cash and
marketable securities on its balance sheet and BRL102.9 million of
short-term debt.  Consequently, cash flow measured by EBITDA plus
cash and marketable securities provided 10.6 coverage to short-
term debt.

BR Malls is a holding company which holds interests and operates
shopping mall companies in Brazil through its main subsidiary
ECISA (BR Malls predecessor with over 50 years of experience).  
Formed in 2004 with a large investment from Equity International
and GP Investments and the full acquisition of ECISA in 2006, BR
Malls experienced significant growth in 2007 and the first half of
2008 through acquisitions financed by its 2007 IPO (BRL646.4
million), a BRL320 million local debenture, and a BRL550 million
bridge loan.  Its aggressive growth has been focused on
acquisitions of established assets with immediate cash flow
benefit.

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


BRASIL TELECOM: Will Launch Subsidiary in Colombia
--------------------------------------------------
A report posted on Gazeta Mercantil states that Brasil Telecom
Participacoes S.A. said it will launch a unit in Colombia.

According to the report, Brasil Telecom also disclosed:

          -- a capital restructuring of its Internet division,
          -- the appointment of a new trustee, and
          -- the subsequent closure and liquidation of its
             “Irrevocable Trust Agreement and Declaration”.

Headquartered in Brasilia, Brazil, Brasil Telecom Participacoes
S.A. -- http://www.brasiltelecom.com.br-- is a holding company
involved in the telecommunications sector.  Its main activity is
the management of Brasil Telecom SA (BrT), which operates a
local fixed-line telephone in Brazil.  BrT also provides data
and voice, broadband and Internet services.  It also owns Nova
Tarrafa Participacoes Ltda and Nova Tarrafa Inc., which provide
Internet services.

                         *     *     *

In April 2008, Moody's Investors Service placed Brasil Telecom
Participacoes S.A.'s Ba1 rating on review for possible upgrade
after the announced acquisition by Tele Norte Leste
Participacoes S.A.


CIA. SIDERURGICA: Japanese Firms Form Alliance to Bid for Namisa
----------------------------------------------------------------
Japanese steel companies are forming an alliance to jointly
acquire a stake in Companhia Siderurgica Nacional's Namisa iron
ore mines, Industrial Info Resources reports.

According to the report, the Japanese firms want overseas iron ore
mining rights.  The same report says the companies want to share
the purchase costs among themselves to fight the effects of
increasing iron ore prices and secure a stable supply of the raw
material.

Industrial Info relates the Japanese consortium is in talks with
Companhia Siderurgica.

Headquartered Sao Paolo, Brazil, Companhia Siderurgica Nacional
S.A. -- http://www.csn.com.br/-- produces, sells, exports and
distributes steel products, like hot-dip galvanized sheets, tin
mill products and tinplate.  The company also runs its own iron
ore, manganese, limestone and dolomite mines and has strategic
investments in railroad companies and power supply projects.
The group also operates in Brazil, Portugal, and the U.S.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 6, 2008, Standard & Poor's Ratings Services raised its
corporate credit rating on Brazil-based steelmaker Companhia
Siderurgica Nacional to 'BB+' from 'BB' and removed it from
CreditWatch.  S&P had placed the ratings on CreditWatch with
positive implications on May 30, 2008, for better cash flow
protection measures.  The outlook is positive.  At the same
time, S&P raised the corporate credit rating on subsidiary
National Steel SA to 'BB-' from 'B+', with a positive outlook.


ELETROPAULO METROPOLITANA: Court Reverses Dividend Payment Ban
--------------------------------------------------------------
Rogerio Jelmayer at Dow Jones Newswires reports that Eletropaulo
Metropolitana Eletricidade Sao Paulo SA said last Wednesday that a
Sao Paulo tax court reversed its ruling that suspended the firm's
dividend payment.

As reported in the Troubled Company Reporter-Latin America on Aug.
27, 2008, Eletropaulo Metropolitana said that the tax court
suspended the firm's planned BRL360 million dividend payment due
to a judicial dispute on the social security tax, or Cofins, on
power operations from 1992-99.  Eletropaulo Metropolitana failed
to make payments during the eight-year dispute.  Eletropaulo
Metropolitana was set to make the dividend payments Aug. 28.  

Dow Jones relates that the tax court took back its ruling after
Eletropaulo Metropolitana filed an appeal.
  
Eletropaulo Metropolitana Eletricidade de Sao Paulo SA --
http://www.eletropaulo.com.br/-- provides electricity to more
than 5 million customers in the Brazilian state of Sao Paulo.
Part of the privatization trend in Brazil, the company is one of
four created by the split of the former state-owned generation,
transmission, and distribution utility.  Brasiliana Energia, a
company jointly held by US independent power producer AES and
Brazilian national development bank BNDES through Brasiliana,
owns approximately 99% of Eletropaulo.

                            *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 18, 2008, Standard & Poor's Ratings Services affirmed its
'BB-' global scale ratings on Eletropaulo Metropolitana
Eletricidade de Sao Paulo SA.

On March 26, 2008, TCR-Latin America also reported that Fitch
Ratings placed EleCtropaulo Metropolitana de Eletricidade de Sao
Paulo S.A.'s Local currency Issuer Default Rating, Foreign
currency Issuer Default Rating and Senior unsecured notes Due
2010 rating at 'BB-'.  The outlook is stable for the corporate
ratings.


FORD MOTOR: District Court Approves VEBA Health Care Trust Fund
---------------------------------------------------------------
The Detroit Free Press reports that U.S. District Court Judge
Robert Cleland in Detroit approved, on Friday, the creation of the
Voluntary Employee Beneficiary Association, an indendent union-
controlled trust fund for Ford Motor Company employees.  Ford will
be turning over to the United Auto Workers union retiree health
care obligations.

According to a UAW Report, Ford agreed to fund the VEBA in a
manner sufficient to provide benefits at current levels on a
lifetime basis for current and future retirees, based on
reasonable projections.

The Detroit Free Press, relates that the ruling indicated that
Ford, together with General Motors Corp. and Chrysler LLC, can
make a go at the funds.  Judge Cleland approved GM's VEBA on
July 31, and Chrysler's on August 4.

The UAW Report recounts that Ford's VEBA trust pays benefits
beginning Jan. 1, 2010.  In order to secure long-term funding for
retiree health care, Ford will continue to pay for retiree health
care directly until 2010 (at a cost of roughly US$ 2.2 billion),
and
also contribute US$13.2 billion in cash and securities to the
independent VEBA trust.

According to The Wall Street Journal, Ford vowed in August to
continue operating three former Visteon Corp. plants beyond 2008
as it attempts to find buyers in an ever-tightening market.  Ford
took back 17 factories and facilities back from Visteon, its
financially struggling parts supplier and former subsidiary.  The
Journal said the plants were placed in the Automotive Components
Holdings unit created by Ford in October 2005.  To date, the unit
has sold five plants, will close three this year and has
nonbinding sale agreements on two other facilities, WSJ says.

Separately, Ford Motor Credit told investors early in August that
it is substantially scaling back the number of vehicles it expects
to lease and warned that if market conditions continue to
deteriorate, further losses could place Ford Credit's lending plan
at further risk, the Journal says.  According to the Journal, Jim
Farley, Ford's global vice president for marketing and
communications, said during a call with analysts, that "we are
rebalancing our marketing incentives to really focus on retail
[loans]. We've been actually doing that for several months and it
has been very effective in rebalancing our portfolio."

                    About Ford Motor Co

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

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

                          *     *     *

As reported in the Troubled Company Reporter on Aug. 5, 2008,
Fitch Ratings has downgraded the issuer default rating of Ford
Motor Company and Ford Motor Credit Company LLC to 'B-' from 'B'.  
The Rating Outlook remains Negative.  The downgrade reflects
these: (i) the further deterioration in Ford's U.S. sales as a
result of economic conditions, an adverse product mix and the most
recent jump in gas prices; (ii) portfolio deterioration at Ford
Credit and heightened concern regarding economic access to capital
to support financing requirements; and (iii) escalating commodity
costs that will remain a significant offset to cost reduction
efforts.


GAFISA SA: Inks Merger Agreement With Construtora Tenda
-------------------------------------------------------
Gafisa S.A. has agreed to merge its controlled company Fit
Residencial Empreendimentos Imobiliarios Ltda. with Construtora
Tenda S.A. to jointly develop activities directed to the low
income real estate sector in Brazil.

Such integration will occur by means of the merger of Fit
Residencial by Tenda, which will continue to operate as a
publicly-held company, with its shares traded in the Novo Mercado
sector of Bolsa de Valores de Sao Paulo S.A. – BVSP.

After the Merger, Gafisa will hold shares which represent 60% of
the total and voting corporate capital of Tenda, and the minimum
percentage of Tenda's shares outstanding, necessary for the
maintenance of the company in the Novo Mercado of Bolsa de Valores
de Sao Paulo S.A. – BVSP, will be maintained.

As of the date of the Merger, Fit Residencial:

   (i) will have a corporate capital of, at least, BRL420 million,
       entirely subscribed and paid in by Gafisa (except for 2
       quotas); and

  (ii) a net cash (cash availability and financial application
       less the loans and short and long term financings) of, at
       least, BRL300 million.

The Merger is subject to certain conditions for its approval, as
well as to the corporate approvals required by Law.  As soon as
new facts are verified and the conditions to which the business
are subject are implemented, a new material fact will be released,
including for the purpose of Instruction CVM No. 319/99, as well
as the Protocol and Justification of the Merger to be executed
between the management of Tenda and Fit Residencial on Sept. 1,
2008.

The said transaction will not trigger redemption rights for the
shareholdes of Tenda.

Rothschild acts as exclusive financial advisor of Fit Residencial
and Gafisa in the transaction and Banco Modal S.A. as financial
advisor of Tenda.

Headquartered in Sao Paulo, Brazil and founded in 1954, Gafisa
S.A. is one of the largest fully integrated homebuilders in the
country ranking second in terms of revenues and volumes, and
also one of the most diversified in terms of product offering to
different income levels and geographies, operating in 20
different states.  With an estimated market share of 6% in
Brazil, Gafisa had net revenues of BRL1.3 billion in the last
twelve months ending on March 31, 2008.

                            *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 15, 2008, Moody's Investors Service assigned Ba2 local
currency and Aa3.br Brazil national scale corporate family ratings
to Gafisa S.A.  This is the first time Moody's has assigned a
rating to the company.  Moody's said the rating outlook is stable.


GENERAL MOTORS: Rising Credit Cost May Dampen Brazil Car Sales
--------------------------------------------------------------
General Motors Corp. expects sales growth in Brazil to slow by at
least two-thirds in the remainder of the year as consumer
financing costs rise, Bloomberg News reports.

Bloomberg News says GM sales in Brazil rose 4 percent in August to
244,718 units, while in the year through August, sales increased
26.4 percent to 1.94 million units.

According to the report, Jaime Ardila, the president of GM's
Brazilian unit, said sales probably will increase between 5
percent and 8 percent a month in the period.

“The market is still growing, but at a slower pace,” Mr. Ardila
said adding that robust growth in 2007 and “rising interest rates,
which makes credit conditions more difficult,” will lead to lower
sales growth.

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

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

General Motors Latin America, Africa and Middle East, with
headquarters in Miramar, Florida, is one of GM's four regional
business units.  GM LAAM employs approximately 37,000 people in
18 countries and has manufacturing facilities in Argentina,
Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and
Venezuela.  GM LAAM markets vehicles under the Buick,
Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and
Suzuki brands.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 22, 2008, DBRS downgraded the long-term ratings of General
Motors Corporation, including the Issuer rating to B (low) from B
(high).  Additionally, based on DBRSs Leveraged Finance Rating
Methodology, DBRS has assigned recovery and instrument ratings
to GMs Secured Credit Facilities and Long-Term Debt of RR2/B
(high) and RR4/CCC (high) respectively, (the secured credit
rating is a newly assigned rating, while DBRS is confirming the
long-term unsecured debt).  All trends are Negative.

As reported in the Troubled Company Reporter-Latin America on
Aug. 19, 2008, Moody's Investors Service lowered the ratings of
General Motors Corporation: Corporate Family to Caa1 from B3;
Probability of Default to Caa1 from B3; senior unsecured to Caa2
from Caa1; and, senior secured credit facility to B1 from Ba3.
The company's Speculative Grade Liquidity rating remains at
SGL-2.  Moody's said the outlook is Negative.


GENERAL MOTORS: Deserves US$50BB Gov't-Backed Loans, Mr. Lutz Says
------------------------------------------------------------------
ABI World reports that General Motors vice chairman Robert A. Lutz
said that automakers are "deserving" of as much as US$50 billion
in government-backed loans so that they can build more fuel-
efficient cars.  Mr. Lutz made the statement to reporters at an
event near Chicago where G.M. showed off its 2009 lineup,
according to Nick Bunkley of The New York Times.

As reported by the Troubled Company Reporter on Aug. 26, 2008, the
Big Three auto makers and their suppliers are now seeking
significantly more help from the federal government.  

The Detroit Free Press reported earlier in August that top
executives at Ford Motor Co., General Motors Corp., and Chrysler
LLC had a meeting and decided to ask for financial aid from the
feds.  There is no consensus as to how much do auto executives
want, people familiar with the talks say, according to The Wall
Street Journal.  But reports say it could be between US$40 billion
and US$50 billion. The auto makers would like to have a funded
plan in place by the end of 2008.

The companies have already been authorized to receive US$25
billion government-backed loans approved as part of an energy bill
last year.  The loans have yet to be funded.

David Cole, president of the Center of Automotive Research in Ann
Arbor, Mich., denied the funding is a bailout in its entirety, WSJ
says.  

"This is actually more like the government acting like a banker as
it begins to look at the major consequences of a major failure in
the auto industry," he said.  The current funding is reportedly
aimed at making the Big Three more competitive.

                   About Chrysler LLC

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

                     About Ford Motor Co

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

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

                          *     *     *

As reported in the Troubled Company Reporter on Aug. 5, 2008,
Fitch Ratings has downgraded the issuer default rating of Ford
Motor Company and Ford Motor Credit Company LLC to 'B-' from 'B'.  
The Rating Outlook remains Negative.  The downgrade reflects
these: (i) the further deterioration in Ford's U.S. sales as a
result of economic conditions, an adverse product mix and the most
recent jump in gas prices; (ii) portfolio deterioration at Ford
Credit and heightened concern regarding economic access to capital
to support financing requirements; and (iii) escalating commodity
costs that will remain a significant offset to cost reduction
efforts.

                   About General Motors

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

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

General Motors Latin America, Africa and Middle East, with
headquarters in Miramar, Florida, is one of GM's four regional
business units.  GM LAAM employs approximately 37,000 people in
18 countries and has manufacturing facilities in Argentina,
Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and
Venezuela.  GM LAAM markets vehicles under the Buick,
Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and
Suzuki brands.


GERDAU SA: Makes US$1.4BB Investment to Boost Siderperu Production
------------------------------------------------------------------
Gerdau S.A. has invested US$1.4 billion to increase, by more than
six times, the production capacity of Siderperu and transform it
into one of the largest steel mills in South America.

The new equipment to be installed includes technology to guarantee
the most rigorous environmental protection standards.  Steel
product production will increase to 1.5 million metric tons in
2011 and 3 million in 2013.

“Peru is a strategic country for Gerdau, being a market with great
potential and great development possibilities.  This project will
consolidate the growth of Gerdau in the South American steel
producing sector”, stated Andre Gerdau Johannpeter, CEO.

The Executive Director of Siderperu, Luiz Polacchini, added that
“on a national level, Siderperu will be the leader in long and
flat steel products, supplying the internal market and exporting,
with preference, to the Andean countries”.

This project will have a highly positive impact on the town of
Chimbote, as it is forecast to generate 2,000 new permanent direct
jobs and 6,000 indirect.  During the construction stage, another
4,000 positions will be created.  This process will dynamize all
sectors of the national economy, especially benefitting small and
medium companies, contributing to the
development of the town and of the Ancash Region.

Initially, a technical viability study will be carried out
covering evaluation for the construction and installation of the
production equipment, logistic needs, infrastructure, energy and
the environment; among others.

The delegation from Gerdau that met with the Head of State
included:

   * Jorge Gerdau Johannpeter, President of the Board of Gerdau;

   * Andre Gerdau Johannpeter, CEO;

   * Marcio Ramos, Vice-President of Gerdau for Latin America;

   * Raul Barrios, President of the Board of Siderperu and

   * Luiz Polacchini, Executive Director of Siderperu;

Jorge d’Escragnolle Taunay Filho, Brazilian Ambassador to Peru,
accompanied the delegation.

Currently, Gerdau is modernizing the Siderpery Steel Mill Complex
with an investment of US$122 million; a value which already
exceeds the commitment made with the Peruvian government at the
start of the Siderperu acquisition process in 2006.  Of this
total, US$40 million will be for the implementation of modern air,
water and soil protection technologies, which demonstrates
commitment in favor of the environment and the community of
Chimbote.

                         About Siderperu

Siderperu -- http://www.sider.com.pe/-- has been part of Gerdau  
since 2006 and is investing US$1.4 billion to become one of the
largest steel producers in South America with a production
capacity of 3 million tons of steel per year by 2013.  The current
production capacity is 450,000 tons.  Operating in Chimbote for 50
years, it is the largest steel producing employer, with more than
2,250 workers.

                          About Gerdau

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

                            *     *     *

As reported in the Troubled Company Reporter-Latin America on Aug.
28, 2008, Moody's Investors Service changed to positive from
stable the outlook of all ratings related to Gerdau S.A. (Ba1
Corporate Family Rating and Ba1 US$600 million guaranteed
perpetual bonds).


NET SERVICOS: To Acquire ESC 90 Stock for BRL94,624,000
-------------------------------------------------------
Net Servicos de Comunicacao S.A. has entered into a share purchase
and sale agreement with EDP – Energias do Brasil S.A. for
BRL94,624,000, by which Net Servicos will acquire 100% of the
capital stock of ESC 90 Telecomunicacoes Ltda.

The amount is subject to adjustments in accordance with the terms
and conditions set by the parties in the agreement; payment will
be made in cash on the date of closing the transaction.

The acquisition will enable Net Servicos to expand its area of
operations, covering all the state capitals in the southern and
southeastern regions of Brazil.  Considering its current network
and the Acquisition, Net Servicos will expand its presence and
manage a network that now covers about 9.4 million homes, given
the complementarity brought by ESC 90 to Net Servicos’ network.  
This acquisition will improve the position of Net Servicos among
existing and potential new competitors.

The Acquisition is subject to the prior approval of Brazil's
National Telecommunications Agency (ANATEL).  Net Servicos and the
sellers will take all the necessary measures to notify the
antitrust authorities (Sistema Brasileiro de Defesa da
Concorrencia) within the deadlines and in accordance with
applicable laws and regulations.

Once approved by ANATEL, the acquisition will be submitted to
approval by Net Servicos’ shareholders at the general meeting
convened for this purpose, pursuant to Article 256 of Law 6404/76,
as amended.  According to article, the Acquisition’s ratification
will give the right of withdrawal to dissenting holders of common
shares issued by Net Servicos, registered as such in the records
of Net Servicos as on August 29, 2008, and whose respective refund
amounts will be paid pursuant to Article 137 of Law 6404/76.

Preferred shareholders will not be entitled to the right of
withdrawal, given the high liquidity and widespread ownership of
such shares, as defined by the article.

Net Servicos will keep its shareholders, the market and other
stakeholders informed about the main stages in the acquisition
process.

                           About ESC 90

ESC 90 Telecomunicacoes Ltda. is a leading provider of pay TV and
broadband internet access, operating in the cities of Vitória and
Vila Velha in the state of Espírito Santo, under the brand “NET”.

                        About Net Servicos

Headquartered in Sao Paulo, Brazil, Net Servicos de Comunicacao
SA -- http://nettv.globo.com/NETServ/us/empr/sobr_visao.jsp--         
is the largest pay-television operator in Latin America.  The
company operates in 79 Brazilian cities, including Sao Paulo,
Rio de Janeiro, Belo Horizonte and Porto Alegre.  It is also the
leading provider of high-speed cable modem Internet access
through Net Virtua service.  Its advanced network of coaxial and
fiber-optic cable covers over 44,000 kilometers and passes
approximately 9 million homes.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 21, 2008, Moody's Investors Service assigned a Ba2 foreign
currency rating to the proposed up to US$200 million guaranteed
long term senior unsecured notes to be issued by Net Servicos de
Comunicacao S.A.  The rating outlook is stable.


NET SERVICOS: Dodge Buys 11,324,000 Preferred Shares in Firm
------------------------------------------------------------
A report posted on Gazeta Mercantil says U.S. investment fund
Dodge & CoxA has purchased some 11,324,000 preferred shares in Net
Servicos de Comunicacao S.A.  

The report adds that the stake Dodge & CoxA bought is 5.02% of Net
Servicos' preferred stock.

Headquartered in Sao Paulo, Brazil, Net Servicos de Comunicacao
S.A. -- http://nettv.globo.com/NETServ/us/empr/sobr_visao.jsp--         
is the largest pay-television operator in Latin America.  The
company operates in 79 Brazilian cities, including Sao Paulo,
Rio de Janeiro, Belo Horizonte and Porto Alegre.  It is also the
leading provider of high-speed cable modem Internet access
through Net Virtua service.  Its advanced network of coaxial and
fiber-optic cable covers over 44,000 kilometers and passes
approximately 9 million homes.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 21, 2008, Moody's Investors Service assigned a Ba2 foreign
currency rating to the proposed up to US$200 million guaranteed
long term senior unsecured notes to be issued by Net Servicos de
Comunicacao S.A.  Moody's said the rating outlook is stable.


SHARPER IMAGE: Wants to Set Oct. 13 as Admin. Claims Bar Date
-------------------------------------------------------------
Pursuant to Section 503(a) of the Bankruptcy Code and Rule
3003(c)(3) of the Federal Rules of Bankruptcy Procedure, TSIC,
Inc., fka The Sharper Image Corp., asks the U.S. Bankruptcy Court
for the District of Delaware to set October 13, 2008, as the
deadline for filing administrative expense claims against the
Debtor or its estate arising or accrued from and after the
Petition Date through and including September 1, 2008.

The Debtor proposes to exclude these entities from filing
administrative claims:

   (i) any person or entity who has already properly filed an
       administrative expense claim request with the Court or
       the Court-approved claims agent, Kurtzman Carson
       Consultants LLC;

  (ii) professionals retained by the Debtor or the Official
       Committee of Unsecured Creditors under Sections 327, 328,
       or 1103, and whose administrative expense claim is for
       services performed and reimbursements of expenses
       incurred; and

(iii) the U.S. Trustee.

The Debtor relates any administrative expense claimant asserting
an administrative expense claim will be required to file on or
before the Administrative Claims Bar Date to Kurtzman Carson by
U.S. mail, overnight delivery or hand delivery.

The Administrative Expense Claim Requests must be (i) written in
English, (ii) is denominated in lawful U.S. currency; (iii) sets
forth with specificity the legal and factual basis for the
Administrative Expense Claim; and (iv) has attached supporting
documentation.

The circumstances of the Debtor's Chapter 11 case justify the
setting of the Administrative Claims Bar Date at this time,
Francis A. Monaco, Jr., Esq., at Womble Carlyle Sandridge & Rice,
PLLC, in Wilmington, Delaware, tells the Court.  The Debtor is in
the process of winding down its estate.  To determine whether a
plan of liquidation is feasible or other action necessary, it is
appropriate that the amount of allowed administrative expense
claims be determined, Mr. Monaco says.

                   About Sharper Image

Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer.  It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet.  The company has operations in
Australia, Brazil and Mexico.  In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.

The company filed for Chapter 11 protection on Feb. 19, 2008
(Bankr. D.D., Case No. 08-10322).  Judge Kevin Gross presides
over the case.  Harvey R. Miller, Esq., Lori R. Fife, Esq., and
Christopher J. Marcus, Esq., at Weil, Gotshal & Manges, LLP,
serve as the Debtor's lead counsel.  Steven K. Kortanek, Esq.,
and John H. Strock, Esq., at Womble, Carlyle, Sandridge & Rice,
P.L.L.C., serve as the Debtor's local Delaware counsel.

An Official Committee of UnsecuredCreditors has been appointed in
the case.  Cooley Godward Kronish LLP is the Committee's lead
bankruptcy counsel.  Whiteford Taylor Preston LLC is the
Committee's Delaware counsel.

When the Debtor filed for bankruptcy, it listed total assets of
US$251,500,000 and total debts of US$199,000,000.  As of June 30,
2008, the Debtor listed US$52,962,174 in total assets and
US$39,302,455 in total debts.

The Court extended the exclusive period during which the Debtor
may file a Plan through and including Sept. 16, 2008.  Sharper
Image sought and obtained the Court's approval to change its name
to "TSIC, Inc." in relation to an an Asset Purchase Agreement by
the Debtor with Gordon Brothers Retail Partners, LLC, GB Brands,
LLC, Hilco Merchant Resources, LLC, and Hilco Consumer Capital,
LLC.

(Sharper Image Bankruptcy News, Issue No. 19; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SHARPER IMAGE: Court Approves Committee/Joint Venture Settlement
----------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware approved a letter agreement entered into between the
Official Committee of Unsecured Creditors in the bankruptcy case
of TSIC, Inc., fka The Sharper Image Corp., and the joint venture
among Gordon Brothers Retail Partners, LLC, GB Brands, LLC, Hilco
Merchant Resources, LLC, and Hilco Consumer Capital, LLC.

The Committee agreed to refrain from impeding the consummation of
the sale transaction, including, without limitation, the filing or
prosecution of its objection to the sale of the Debtor's assets to
the Joint Venture and the filing or prosecution of an appeal or
motion to reconsider the Sale.  The Committee also agreed to waive
the right to challenge the Joint Venture's conduct during the
auction process or the reduction of its bid.

In return, the Joint Venture agreed to fund a trust account for
the exclusive benefit of the Debtor's general unsecured creditors
in an amount equal to the lesser of (i) US$500,000, and (ii) 10%
of the gross royalties ultimately paid for the period of
January 1, 2009, through December 31, 2009, in connection with the
Intellectual Property acquired from the Debtor in the sale
transaction.

The U.S. Trustee objected to the letter agreement on the
contention that the agreement contravenes the intention of the
Bankruptcy Code generally, and conflicts with the absolute
priority rule specifically.

Judge Gross, in a 14-page opinion, held that a lengthy discussion
of the Settlement's adherence to the absolute priority rule is
neither necessary nor appropriate for the simple reason that the
absolute priority rule is not violated in substance or spirit.
Judge Gross cited that In re Armstrong World Indus., Inc., 432
F.3d 507 (3d Cir. 2005) makes it clear that the absolute priority
rule is violated when a senior class' portion of its share of
estate property is allocated to a junior class over the objection
of an intervening creditor class.  In the Debtor's case, Judge
Gross said he is not dealing with estate property or with
property to which a senior class was entitled or, for that
matter, with a creditor or class of creditors making the payment.

Judge Gross noted that the U.S. Trustee presented no evidence in
support of the objection that the funds the Joint Venture agreed
to pay in the Settlement were otherwise intended for the Debtor's
estate.

Judge Gross said it is satisfied that the Committee's actions in
achieving the Settlement were proper and found that the
Settlement is fair, reasonable, and in the best interest of the
estate.

                Chagrin Withdraws Objection

Chagrin Retail, LLC, withdrew its objection to the Debtor's
proposed assumption and assignment of a nonresidential real
property for the property located at the Eton Chagrin Boulevard
in Woodmere Village, Ohio.

                       *     *     *

At the Debtor's behest, the Court approved the termination  
agreements entered into between the Debtor and each of the
landlords for 14 real property leases:

Store No.  Name                         Location
--------   ----                         --------
  220      Alamona Center               Honolulu, HI
  230      North Star Mall              San Antonio, TX
  332      Washington Square            Tigard, OR
  348      Chandler Fashion Center      Chandler, AZ
  261      Tyson Galleria               McLean, VA
  273      Village Corte Madera         Corte Madera, CA
  274      The Fashion Show             Las Vegas, NV
  306      Crabtree Valley Mall         Raleigh, NC
  316      Aventura Mall                Aventura, FL
  317      Cherry Creek Shopping Center Denver, CO
  335      Kierland Commons             Scottsdale, AZ
  349      Bellevue Square              Bellevue, WA
  363      The Mall at Millennia        Orlando, FL
  407      NorthPoint Mall              Alpharetta, GA
  421      Alderwood Mall               Lynwood, WA

The Debtor previously withdrew the sale motion as to the 14
leases pending negotiations of a resolution with the lessors of
the leases who have filed objections to the proposed sale of the
leases.

The Contested Leases were proposed to be assumed by the Debtor
and assigned to American Apparel Retail, Inc.  The Lessors object
to the proposed assumption and assignment on the grounds of,
among other things, adequate assurance of future performance,
changes in the "use" clauses of the contested leases, and
purported disruption of the tenant mix and balance at the
affected retail centers.

               Acting U.S. Trustee Appeals Ruling

Roberta A. DeAngelis, Acting United States Trustee for Region 3,
appealed from Judge Gross' order approving the letter agreement
entered into between the Official Committee of Unsecured
Creditors and the joint venture among Gordon Brothers Retail
Partners, LLC, GB Brands, LLC, Hilco Merchant Resources, LLC, and
Hilco Consumer Capital, LLC.

                   About Sharper Image

Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer.  It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet.  The company has operations in
Australia, Brazil and Mexico.  In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.

The company filed for Chapter 11 protection on Feb. 19, 2008
(Bankr. D.D., Case No. 08-10322).  Judge Kevin Gross presides
over the case.  Harvey R. Miller, Esq., Lori R. Fife, Esq., and
Christopher J. Marcus, Esq., at Weil, Gotshal & Manges, LLP,
serve as the Debtor's lead counsel.  Steven K. Kortanek, Esq.,
and John H. Strock, Esq., at Womble, Carlyle, Sandridge & Rice,
P.L.L.C., serve as the Debtor's local Delaware counsel.

An Official Committee of UnsecuredCreditors has been appointed in
the case.  Cooley Godward Kronish LLP is the Committee's lead
bankruptcy counsel.  Whiteford Taylor Preston LLC is the
Committee's Delaware counsel.

When the Debtor filed for bankruptcy, it listed total assets of
US$251,500,000 and total debts of US$199,000,000.  As of June 30,
2008, the Debtor listed US$52,962,174 in total assets and
US$39,302,455 in total debts.

The Court extended the exclusive period during which the Debtor
may file a Plan through and including Sept. 16, 2008.  Sharper
Image sought and obtained the Court's approval to change its name
to "TSIC, Inc." in relation to an an Asset Purchase Agreement by
the Debtor with Gordon Brothers Retail Partners, LLC, GB Brands,
LLC, Hilco Merchant Resources, LLC, and Hilco Consumer Capital,
LLC.

(Sharper Image Bankruptcy News, Issue No. 19; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SHARPER IMAGE: Court Okays Settlement of US$3.8MM Quebecor Claim
----------------------------------------------------------------
Quebecor World (USA), Inc., asserted a US$3,800,000 claim against
TSIC, Inc., formerly Sharper Image Corporation, on account of
printing services under an amended and restated printing
agreement between the parties dated January 5, 2007.  Quebecor
alleges that its claim is secured by a lien on certain paper,
currently in its possession under the Agreement.  TSIC disputes
Quebecor's lien rights since those lien rights may be avoidable.

TSIC's counsel, Steven K. Kortanek, Esq., at Womble Carlyle
Sandridge & Rice, PLLC, in Wilmington, Delaware, relates that
TSIC and Quebecor engaged in arms-length negotiations and agreed
to sell the Paper for US$460,000 on an agreed-upon basis to a
third-party, free and clear of liens.  

The parties agreed that gross proceeds from the sale be allocated
at 80% to Quebecor and 20% to TSIC.  

According to Mr. Kortanek, by the stipulation, TSIC will realize
meaningful value on account of its interest in the Paper, while
avoiding the cost and risk associated with litigation.  If
litigated, the dispute may be further complicated by the fact
that both TSIC and Quebecor are debtor-in-possession in separate
Chapter 11 cases, pending in different districts.  If the claim
is not resolved, further discovery, motion practice, and
litigation will likely ensue in both the U.S. Bankruptcy Court
for the District of Delaware, where TSIC filed its Chapter 11
case, and the U.S. Bankruptcy Court for the Southern District of
New York, where Quebecor filed its Chapter 11 case, with
additional expense and delay.

TSIC believes that under relevant circumstances, the terms and
conditions of the stipulation are favorable and in the best
interests of the estate and its creditors.  Accordingly, TSIC
asks the Delaware Court to approve the Stipulation.

A full-text copy of the stipulation with Quebecor is available at
no charge at http://ResearchArchives.com/t/s?317c

                   About Sharper Image

Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer.  It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet.  The company has operations in
Australia, Brazil and Mexico.  In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.

The company filed for Chapter 11 protection on Feb. 19, 2008
(Bankr. D.D., Case No. 08-10322).  Judge Kevin Gross presides
over the case.  Harvey R. Miller, Esq., Lori R. Fife, Esq., and
Christopher J. Marcus, Esq., at Weil, Gotshal & Manges, LLP,
serve as the Debtor's lead counsel.  Steven K. Kortanek, Esq.,
and John H. Strock, Esq., at Womble, Carlyle, Sandridge & Rice,
P.L.L.C., serve as the Debtor's local Delaware counsel.

An Official Committee of UnsecuredCreditors has been appointed in
the case.  Cooley Godward Kronish LLP is the Committee's lead
bankruptcy counsel.  Whiteford Taylor Preston LLC is the
Committee's Delaware counsel.

When the Debtor filed for bankruptcy, it listed total assets of
US$251,500,000 and total debts of US$199,000,000.  As of June 30,
2008, the Debtor listed US$52,962,174 in total assets and
US$39,302,455 in total debts.

The Court extended the exclusive period during which the Debtor
may file a Plan through and including Sept. 16, 2008.  Sharper
Image sought and obtained the Court's approval to change its name
to "TSIC, Inc." in relation to an an Asset Purchase Agreement by
the Debtor with Gordon Brothers Retail Partners, LLC, GB Brands,
LLC, Hilco Merchant Resources, LLC, and Hilco Consumer Capital,
LLC.

(Sharper Image Bankruptcy News, Issue No. 19; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SHARPER IMAGE: Gift Card Holders Rep. Pursues Conversion Motion
---------------------------------------------------------------
Frederic Prohov, as representative of a class of gift card
holders, says that TSIC, Inc., fka The Sharper Image Corp., is in
a precarious financial condition.  He points out, in an amended
bid to convert the Debtor's Chapter 11 bankruptcy case to
Chapter 7, that the Debtor's June 2008 operating report shows that
the Debtor has little if any unrestricted cash and that more than
half of its US$36,403,436 in total current assets consist of
US$7,203,601 in prepaid expenses and US$17,304,554 in deferred or
prepaid income taxes.  He also notes that the operating report
shows more than US$23,000,000 of postpetition debts.

Mr. Prohov maintains that the Debtor's case should be converted
to Chapter 7 so that the Gift Card Holders will not be prejudiced
by natural bias of the Debtor-in-possession and the Official
Committee of Unsecured Creditors who may reduce or eliminate gift
card claims.

                   About Sharper Image

Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer.  It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet.  The company has operations in
Australia, Brazil and Mexico.  In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.

The company filed for Chapter 11 protection on Feb. 19, 2008
(Bankr. D.D., Case No. 08-10322).  Judge Kevin Gross presides
over the case.  Harvey R. Miller, Esq., Lori R. Fife, Esq., and
Christopher J. Marcus, Esq., at Weil, Gotshal & Manges, LLP,
serve as the Debtor's lead counsel.  Steven K. Kortanek, Esq.,
and John H. Strock, Esq., at Womble, Carlyle, Sandridge & Rice,
P.L.L.C., serve as the Debtor's local Delaware counsel.

An Official Committee of UnsecuredCreditors has been appointed in
the case.  Cooley Godward Kronish LLP is the Committee's lead
bankruptcy counsel.  Whiteford Taylor Preston LLC is the
Committee's Delaware counsel.

When the Debtor filed for bankruptcy, it listed total assets of
US$251,500,000 and total debts of US$199,000,000.  As of June 30,
2008, the Debtor listed US$52,962,174 in total assets and
US$39,302,455 in total debts.

The Court extended the exclusive period during which the Debtor
may file a Plan through and including Sept. 16, 2008.  Sharper
Image sought and obtained the Court's approval to change its name
to "TSIC, Inc." in relation to an an Asset Purchase Agreement by
the Debtor with Gordon Brothers Retail Partners, LLC, GB Brands,
LLC, Hilco Merchant Resources, LLC, and Hilco Consumer Capital,
LLC.

(Sharper Image Bankruptcy News, Issue No. 19; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SHARPER IMAGE: Transfers Principal Offices to Walnut Creek
----------------------------------------------------------
Sharper Image Corporation, now known as TSIC, Inc., notifies the
U.S. Bankruptcy Court for the District of Delaware that effective
August 31, 2008, its principal executive offices will be located
at 1255 Treat Boulevard, Suite 300, in Walnut Creek, California,
with telephone number (415) 999-8317 and fax number (925) 472-
6572.

                   About Sharper Image

Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer.  It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet.  The company has operations in
Australia, Brazil and Mexico.  In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.

The company filed for Chapter 11 protection on Feb. 19, 2008
(Bankr. D.D., Case No. 08-10322).  Judge Kevin Gross presides
over the case.  Harvey R. Miller, Esq., Lori R. Fife, Esq., and
Christopher J. Marcus, Esq., at Weil, Gotshal & Manges, LLP,
serve as the Debtor's lead counsel.  Steven K. Kortanek, Esq.,
and John H. Strock, Esq., at Womble, Carlyle, Sandridge & Rice,
P.L.L.C., serve as the Debtor's local Delaware counsel.

An Official Committee of UnsecuredCreditors has been appointed in
the case.  Cooley Godward Kronish LLP is the Committee's lead
bankruptcy counsel.  Whiteford Taylor Preston LLC is the
Committee's Delaware counsel.

When the Debtor filed for bankruptcy, it listed total assets of
US$251,500,000 and total debts of US$199,000,000.  As of June 30,
2008, the Debtor listed US$52,962,174 in total assets and
US$39,302,455 in total debts.

The Court extended the exclusive period during which the Debtor
may file a Plan through and including Sept. 16, 2008.  Sharper
Image sought and obtained the Court's approval to change its name
to "TSIC, Inc." in relation to an an Asset Purchase Agreement by
the Debtor with Gordon Brothers Retail Partners, LLC, GB Brands,
LLC, Hilco Merchant Resources, LLC, and Hilco Consumer Capital,
LLC.

(Sharper Image Bankruptcy News, Issue No. 19; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)



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

AHFP PAULSON: Proofs of Claim Filing Deadline Is Sept. 4
--------------------------------------------------------
AHFP Paulson's creditors have until Sept. 4, 2008, to prove their
claims to Jagjit (Bobby) Toor and Jan Neveril, the company's
liquidators, or be excluded from receiving any distribution or
payment.

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

AHFP Paulson's shareholders decided on July 11, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


AHFP MYOJO: Deadline for Proofs of Claim Filing Is Sept. 4
----------------------------------------------------------
AHFP Myojo's creditors have until Sept. 4, 2008, to prove their
claims to Jagjit (Bobby) Toor and Jan Neveril, the company's
liquidators, or be excluded from receiving any distribution or
payment.

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

AHFP Myojo's shareholders decided on July 11, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


AHFP REDSTONE: Proofs of Claim Filing Deadline Is Sept. 4
---------------------------------------------------------
AHFP Redstone's creditors have until Sept. 4, 2008, to prove their
claims to Jagjit (Bobby) Toor and Jan Neveril, the company's
liquidators, or be excluded from receiving any distribution or
payment.

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

AHFP Redstone's shareholders decided on July 11, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


CONOCOPHILLIPS ARABIA: Deadline for Claims Filing Is Sept. 4
------------------------------------------------------------
ConocoPhillips Arabia Ltd.'s creditors have until Sept. 4, 2008,
to prove their claims to Trident Liquidators (Cayman) 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.

ConocoPhillips Arabia's shareholder decided on July 14, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Trident Liquidators (Cayman) Ltd.
               c/o P.O. Box 847
               George Town, Grand Cayman
               Cayman Islands
               
Contact for inquiries:

               Philip Sutcliffe
               Tel: (345)949-0880
               Fax: (345)949-0881


CONOCOPHILLIPS LATIN: Proofs of Claim Filing Is Until Sept. 4
-------------------------------------------------------------
ConocoPhillips Latin America New Ventures Ltd.'s creditors have
until Sept. 4, 2008, to prove their claims to Trident Liquidators
(Cayman) 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.

ConocoPhillips Latin's shareholder decided on July 14, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Trident Liquidators (Cayman) Ltd.
               c/o P.O. Box 847
               George Town, Grand Cayman
               Cayman Islands
               
Contact for inquiries:

               Philip Sutcliffe
               Tel: (345)949-0880
               Fax: (345)949-0881


CONOCOPHILLIPS QATAR: Deadline for Claims Filing Is Sept. 4
-----------------------------------------------------------
ConocoPhillips Qatar Ltd.'s creditors have until Sept. 4, 2008, to
prove their claims to Trident Liquidators (Cayman) 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.

ConocoPhillips Qatar's shareholder decided on July 14, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Trident Liquidators (Cayman) Ltd.
               c/o P.O. Box 847
               George Town, Grand Cayman
               Cayman Islands
               
Contact for inquiries:

               Philip Sutcliffe
               Tel: (345)949-0880
               Fax: (345)949-0881


D'AMPEZZO INVESTMENT: Proofs of Claim Filing Is Until Sept. 4
-------------------------------------------------------------
D'Ampezzo Investment Ltd.'s creditors have until Sept. 4, 2008, to
prove their claims to Buchanan 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.

D'Ampezzo Investment'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 liquidator can be reached at:

               Buchanan Limited
               P.O. Box 1170
               Grand Cayman, Cayman Islands

Contact for inquiries:

               Francine Jennings
               Tel: (345)949-0355
               Fax: (345)949-0360


ECA LEASING: Deadline for Proofs of Claim Filing Is Sept. 4
-----------------------------------------------------------
ECA Leasing Ltd.'s creditors have until Sept. 4, 2008, to prove
their claims to Commerce Corporate Services 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.

ECA Leasing'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 liquidator can be reached at:

               Commerce Corporate Services Limited
               c/o P.O. Box 694GT
               George Town, Grand Cayman
               Cayman Islands


EL PORTENO HOTELS: Proofs of Claim Filing Is Until Sept. 4
----------------------------------------------------------
El Porteno Hotels Ltd.'s creditors have until Sept. 4, 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.

El Porteno's shareholder decided on July 11, 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
               c/o Deloitte
               P.O. Box 1787GT
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Jessica Turnbull
               Telephone: (345)949-7500
               Fax: (345)949-8258


FPO LIMITED: Proofs of Claim Filing Deadline Is Sept. 4
-------------------------------------------------------
FPO Limited Segregated Portfolio Company's creditors have until
Sept. 4, 2008, to prove their claims to Chris Watler and Emile
Small, the company's liquidators, or be excluded from receiving
any distribution or payment.

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

FPO Limited's shareholders agreed on July 22, 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
            

KEN LTD: Deadline for Proofs of Claim Filing Is Sept. 4
-------------------------------------------------------
Ken Ltd.'s creditors have until Sept. 4, 2008, to prove their
claims to Buchanan 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.

Ken's shareholders agreed on July 25, 2008, to place the company
into voluntary liquidation under The Companies Law (2004 Revision)
of the Cayman Islands.

The liquidator can be reached at:

               Buchanan Limited
               P.O. Box 1170
               Grand Cayman, Cayman Islands

Contact for inquiries:

               Francine Jennings
               Tel: (345)949-0355
               Fax: (345) 949-0360


LODSWORTH GEMD (MASTER): Claims Filing Deadline Is Sept. 4
----------------------------------------------------------
Lodsworth Gemd Fund (Master) Ltd.'s creditors have until Sept. 4,
2008, to prove their claims to Dartley Bank & Trust Company, 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.

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

The liquidator can be reached at:

               Dartley Bank & Trust Company
               c/o Maples and Calder
               P.O. Box 309
               Ugland House, Grand Cayman
               Cayman Islands


LODSWORTH GLOBAL: Proofs of Claim Filing Deadline Is Sept. 4
------------------------------------------------------------
Lodsworth Global Emerging Market Debt Fund Ltd.'s creditors have
until Sept. 4, 2008, to prove their claims to Dartley Bank & Trust
Company, 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.

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

The liquidator can be reached at:

               Dartley Bank & Trust Company
               c/o Maples and Calder
               P.O. Box 309
               Ugland House, Grand Cayman
               Cayman Islands


MECANO LTD: Deadline for Proofs of Claim Filing Is Sept. 4
----------------------------------------------------------
Mecano Ltd.'s creditors have until Sept. 4, 2008, to prove their
claims to Buchanan 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.

Mecano's shareholders agreed on July 25, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

               Buchanan Limited
               P.O. Box 1170
               Grand Cayman, Cayman Islands

Contact for inquiries:

               Francine Jennings
               Tel: (345)949-0355
               Fax: (345) 949-0360


NATIMUS HOLDINGS: Proofs of Claim Filing Deadline Is Sept. 4
------------------------------------------------------------
Natimus Holdings Ltd.'s creditors have until Sept. 4, 2008, to
prove their claims to Royhaven Secretaries Limited, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Natimus Holdings' shareholders agreed on July 22, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Royhaven Secretaries Limited
               c/o Coutts House
               P.O. Box 707
               1446 West Bay Road
               Grand Cayman, Cayman Islands
               
Contact for inquiries:

               Sharon Meghoo
               Tel: 945-4777
               Fax: 945-4799


O'CONNOR LONG/SHORT: Proofs of Claim Filing Is Until Sept. 4
------------------------------------------------------------
O'Connor Long/Short Equity Opportunities Ltd.'s creditors have
until Sept. 4, 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.

O'Connor Long/Short's shareholders agreed on July 16, 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
               c/o Deloitte
               P.O. Box 1787GT
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Jessica Turnbull
               Telephone: (345)949-7500
               Fax: (345)949-8258


O'CONNOR LONG/SHORT MASTER: Claims Filing Deadline Is Sept. 4
-------------------------------------------------------------
O'Connor Long/Short Equity Opportunities Master Ltd.'s creditors
have until Sept. 4, 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.

O'Connor Long/Short's shareholders agreed on July 16, 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
               c/o Deloitte
               P.O. Box 1787GT
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Jessica Turnbull
               Telephone: (345)949-7500
               Fax: (345)949-8258


O'CONNOR MULTI-LONG/SHORT: Filing for Claims Is Until Sept. 4
-------------------------------------------------------------
O'Connor Multi-Long/Short Strategies Ltd.'s creditors have until
Sept. 4, 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.

O'Connor Multi-Long/Short's shareholders agreed on July 16, 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
               c/o Deloitte
               P.O. Box 1787GT
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Jessica Turnbull
               Telephone: (345)949-7500
               Fax: (345)949-8258


O'CONNOR MULTI-LONG/SHORT MASTER: Claims Filing Is Until Sept. 4
----------------------------------------------------------------
O'Connor Multi-Long/Short Strategies Master Ltd.'s creditors have
until Sept. 4, 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.

O'Connor Multi-Long/Short's shareholders agreed on July 16, 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
               c/o Deloitte
               P.O. Box 1787GT
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Jessica Turnbull
               Telephone: (345)949-7500
               Fax: (345)949-8258


O'CONNOR PROPRIETARY: Proofs of Claim Filing Is Until Sept. 4
-------------------------------------------------------------
O'Connor Proprietary Series Inconvertible Trading Ltd.'s creditors
have until Sept. 4, 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.

O'Connor Proprietary's shareholders agreed on July 16, 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
               c/o Deloitte
               P.O. Box 1787GT
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Jessica Turnbull
               Telephone: (345)949-7500
               Fax: (345)949-8258


O'CONNOR PROPRIETARY (EURO): Claims Filing Deadline Is Sept. 4
--------------------------------------------------------------
O'Connor Proprietary Series Inconvertible Trading (Euro) Ltd.'s
creditors have until Sept. 4, 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.

O'Connor Proprietary's shareholders agreed on July 16, 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
               c/o Deloitte
               P.O. Box 1787GT
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Jessica Turnbull
               Telephone: (345)949-7500
               Fax: (345)949-8258


O'CONNOR QUANTITATIVE: Deadline for Claims Filing Is Sept. 4
------------------------------------------------------------
O'Connor Quantitative Trading Strategies Ltd.'s creditors have
until Sept. 4, 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.

O'Connor Quantitative's shareholders agreed on July 16, 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
               c/o Deloitte
               P.O. Box 1787GT
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Jessica Turnbull
               Telephone: (345)949-7500
               Fax: (345)949-8258


O'CONNOR QUANTITATIVE MASTER: Claims Filing Is Until Sept. 4
------------------------------------------------------------
O'Connor Quantitative Trading Strategies Master Ltd.'s creditors
have until Sept. 4, 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.

O'Connor Quantitative's shareholders agreed on July 16, 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
               c/o Deloitte
               P.O. Box 1787GT
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Jessica Turnbull
               Telephone: (345)949-7500
               Fax: (345)949-8258


PARAMOUNT HOLDINGS: Proofs of Claim Filing Deadline Is Sept. 4
--------------------------------------------------------------
Paramount Holdings Ltd.'s creditors have until Sept. 4, 2008, to
prove their claims to Buchanan 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.

Paramount Holdings' shareholders agreed on July 25, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Buchanan Limited
               P.O. Box 1170
               Grand Cayman, Cayman Islands
            
Contact for inquiries:

               Francine Jennings
               Tel: (345)949-0355
               Fax: (345) 949-0360


PDP CAPITAL: Deadline for Proofs of Claim Filing Is Sept. 4
-----------------------------------------------------------
PDP Capital Ltd.'s creditors have until Sept. 4, 2008, to prove
their claims to Commerce Corporate Services 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.

PDP Capital'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 liquidator can be reached at:

               Commerce Corporate Services Limited
               c/o P.O. Box 694GT
               George Town, Grand Cayman
               Cayman Islands


PHILLIPS EXPLORATION: Proofs of Claim Filing Is Until Sept. 4
-------------------------------------------------------------
Phillips Exploration Azerbaijan Ltd.'s creditors have until Sept.
4, 2008, to prove their claims to Trident Liquidators (Cayman)
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.

Phillips Exploration's shareholder decided on July 14, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Trident Liquidators (Cayman) Ltd.
               c/o P.O. Box 847
               George Town, Grand Cayman
               Cayman Islands
               
Contact for inquiries:

               Philip Sutcliffe
               Tel: (345)949-0880
               Fax: (345)949-0881


PHILLIPS NEW: Deadline for Proofs of Claim Filing Is Sept. 4
------------------------------------------------------------
Phillips New Ventures Ltd.'s creditors have until Sept. 4, 2008,
to prove their claims to Trident Liquidators (Cayman) 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.

Phillips New's shareholder decided on July 14, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

               Trident Liquidators (Cayman) Ltd.
               c/o P.O. Box 847
               George Town, Grand Cayman
               Cayman Islands
               
Contact for inquiries:

               Philip Sutcliffe
               Tel: (345)949-0880
               Fax: (345)949-0881


RUBICON EQUITY: Proofs of Claim Filing Deadline Is Sept. 4
----------------------------------------------------------
Rubicon Equity & Commodity Focus Fund's creditors have until Sept.
4, 2008, to prove their claims to Jan Neveril and Maxine Rawlins,
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.

Rubicon Equity's shareholder decided on July 14, 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 Maxine Rawlins
               c/o Maples Finance Limited
               P.O. Box 1093GT
               Grand Cayman, Cayman Islands
               

RUBICON EQUITY MASTER: Proofs of Claim Filing Is Until Sept. 4
--------------------------------------------------------------
Rubicon Equity & Commodity Focus Master Fund's creditors have
until Sept. 4, 2008, to prove their claims to Jan Neveril and
Maxine Rawlins, 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.

Rubicon Equity's shareholder decided on July 14, 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 Maxine Rawlins
               c/o Maples Finance Limited
               P.O. Box 1093GT
               Grand Cayman, Cayman Islands



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

QUEBECOR WORLD: Court Okays Settlement of US$3.8MM Claim With TSIC
------------------------------------------------------------------
Quebecor World (USA), Inc., asserted a US$3,800,000 claim against
TSIC, Inc., formerly Sharper Image Corporation, on account of
printing services under an amended and restated printing
agreement between the parties dated January 5, 2007.  Quebecor
alleges that its claim is secured by a lien on certain paper,
currently in its possession under the Agreement.  TSIC disputes
Quebecor's lien rights since those lien rights may be avoidable.

TSIC's counsel, Steven K. Kortanek, Esq., at Womble Carlyle
Sandridge & Rice, PLLC, in Wilmington, Delaware, relates that
TSIC and Quebecor engaged in arms-length negotiations and agreed
to sell the Paper for US$460,000 on an agreed-upon basis to a
third-party, free and clear of liens.  

The parties agreed that gross proceeds from the sale be allocated
at 80% to Quebecor and 20% to TSIC.  

According to Mr. Kortanek, by the stipulation, TSIC will realize
meaningful value on account of its interest in the Paper, while
avoiding the cost and risk associated with litigation.  If
litigated, the dispute may be further complicated by the fact
that both TSIC and Quebecor are debtor-in-possession in separate
Chapter 11 cases, pending in different districts.  If the claim
is not resolved, further discovery, motion practice, and
litigation will likely ensue in both the U.S. Bankruptcy Court
for the District of Delaware, where TSIC filed its Chapter 11
case, and the U.S. Bankruptcy Court for the Southern District of
New York, where Quebecor filed its Chapter 11 case, with
additional expense and delay.

TSIC believes that under relevant circumstances, the terms and
conditions of the stipulation are favorable and in the best
interests of the estate and its creditors.  Accordingly, TSIC
asks the Delaware Court to approve the Stipulation.

A full-text copy of the stipulation with Quebecor is available at
no charge at http://ResearchArchives.com/t/s?317c

                   About Sharper Image

Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer.  It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet.  The company has operations in
Australia, Brazil and Mexico.  In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.

The company filed for Chapter 11 protection on Feb. 19, 2008
(Bankr. D.D., Case No. 08-10322).  Judge Kevin Gross presides
over the case.  Harvey R. Miller, Esq., Lori R. Fife, Esq., and
Christopher J. Marcus, Esq., at Weil, Gotshal & Manges, LLP,
serve as the Debtor's lead counsel.  Steven K. Kortanek, Esq.,
and John H. Strock, Esq., at Womble, Carlyle, Sandridge & Rice,
P.L.L.C., serve as the Debtor's local Delaware counsel.

An Official Committee of UnsecuredCreditors has been appointed in
the case.  Cooley Godward Kronish LLP is the Committee's lead
bankruptcy counsel.  Whiteford Taylor Preston LLC is the
Committee's Delaware counsel.

When the Debtor filed for bankruptcy, it listed total assets of
US$251,500,000 and total debts of US$199,000,000.  As of June 30,
2008, the Debtor listed US$52,962,174 in total assets and
US$39,302,455 in total debts.

The Court extended the exclusive period during which the Debtor
may file a Plan through and including Sept. 16, 2008.  Sharper
Image sought and obtained the Court's approval to change its name
to "TSIC, Inc." in relation to an an Asset Purchase Agreement by
the Debtor with Gordon Brothers Retail Partners, LLC, GB Brands,
LLC, Hilco Merchant Resources, LLC, and Hilco Consumer Capital,
LLC.

(Sharper Image Bankruptcy News, Issue No. 19; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)

                      About Quebecor World

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

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

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

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

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

The Debtors have until Sept. 30, 2008, to file a plan of
reorganization in the chapter 11 case.  The Debtors' CCAA stay
has been extended to Sept. 30, 2008.



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

PRC LLC: Has Until October 7 to Object to Creditors' Claims
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
extended, in the interim, PRC LLC and its debtor-affiliates' claim
objection deadline through Oct. 7, 2008.  The Court will convene
another hearing to consider extending the deadline on a final
basis.

Pursuant to their confirmed Joint Plan of Reorganization, the
Reorganized Debtors can serve objections and requests for
estimation on a claimant, and file them with the Court no later
than 60 days after the Plan Effective Date or at a later date as
fixed by the Court.

The Reorganized Debtors' objection deadline was to expire Aug. 29,
2008.

The Reorganized Debtors have made significant progress in claim
reconciliation, Philip J. Landau, Esq., at Akerman Senterfitt, in
Fort Lauderdale, Florida, said.  They have filed two omnibus
claims objections and 48 individual claim objections.  They have
also objected to claims filed by Wesley O'Brien, Drive America
Holdings, Inc., BGTX Project, LLP, and IAC.

Mr. Landau informed that there are hundreds of claims to be
reviewed.  In addition, Mr. Landau notes that his firm has
recently been retained as the Reorganized Debtors' counsel and
thus, will require additional time to verify accuracy and
validity of the claims.

He says the Reorganized Debtors have also obtained consensual
agreements on 60 claims.  Given additional time, the Reorganized
Debtors expect to obtain more consensual agreements with
claimants, resulting to reduced time required for hearing claim
objections, Mr. Landau relates.

To that extent, the Reorganized Debtors ask the Court to extend
the period within which they may object to claims, through and
including Oct. 28, 2008.

The Reorganized Debtors assert that the extended objection
deadline will result to a claims objection process that
eliminates all improper claims to the benefit of their estates
and creditors.

                          About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC --
http://www.prcnet.com/-- is a leading provider of customer         
management solutions.  PRC markets its services to brand-focused,
Fortune 500 U.S. corporations and delivers these services through
a global network of call centers in the U.S., Philippines, India,
and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of Access
Direct Telemarketing, Inc., each of which is a debtor and debtor-
in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring and
turnaround advisor.  Additionally, Evercore Group LLC provides
investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31, 2007
showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008.  The Court confirmed that Plan
mid-June 2008.  (PRC LLC Bankruptcy News, Issue No. 20; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


PRC LLC: Wants BofA's US$2 Mil. Interest Claim Deemed as Unsecured
------------------------------------------------------------------
PRC LLC and its debtor-affiliates ask the U.S. Bankruptcy Court
for the Southern District of New York to allow Bank of America's
US$2 million claim as a general unsecured claim and be treated as
a Class 6 claim under the Debtors' plan of reorganization.

As of the date of bankruptcy, the Debtors were parties to an
Amended and Restated First Lien Credit and Guaranty Agreement with
The Royal Bank of Scotland PLC as administrative agent and
collateral agent, and certain other lenders, pursuant to which the
Debtors are required to enter into one or more interest rate swap
agreements.  The Debtors would pay interest at a fixed rate to
the swap counterparty and the swap counterparty would pay interest
at a floating rate to the Debtors, in each case based on a
notional amount of indebtedness.

In this light, the Debtors and the Bank of America entered into
an interest rate swap agreement under an ISDA Master Agreement
and a Schedule to the ISDA Master Agreement, each dated Jan. 30,
2007.

Pursuant to the First Lien Credit Agreement, Bank of America was
required to deliver to Royal Bank, as Administrative Agent, a
letter appointing the Collateral Agent as its agent under the
applicable loan documents.  The Appointment Letter would serve to
quality Bank of America as a secured party in the Interest Rate
Swap Agreement and would allow its claim under the Interest Rate
Swap Agreement to be secured by the security interests granted to
the Collateral Agent under the Security Agreement.  

The Appointment Letter must also indicate Bank of America's
consent to be bound by Sections 9.03, 10.02 and 10.14 of the
First Lien Credit Agreement.

The Debtors, however, inform the Court that Bank of America did
not deliver the Collateral Agent Appointment Letter to Royal Bank
at any time before the bankruptcy filing.

Subsequently, in April 2008, Bank of America filed a US$2,488,218
claim, asserting a secured priority resulting from the
termination of the Interest Rate Swap Agreement, plus
postpetition interest, reasonable out of pocket expenses, and
legal fees.

The Debtors' Redacted Summary of Schedules have indicated Bank of
America Claim as holding an unsecured, non-priority claim in an
unknown and unliquidated amount with respect to the Interest Rate
Swap Agreement.  That Claim was classified under the Plan as
Class 6 general unsecured claims.  The Plan classifies the First
Lien Lenders' Claim under the First Lien Credit Agreement as
Class 4 Allowed Prepetition First Lien Claims.  

Bank of America has also objected to the confirmation of the
Plan, alleging, among other things, that the Plan improperly
failed to classify its Interest Rate Swap Claim as a Class 4
Claim.  The Debtors contended that because the Plan provides for
a post-confirmation procedure to resolve disputed claims, Bank of
America's objection should be overruled.

Against these backdrop, the Reorganized Debtors ask the Court to:

  (a) declare the Interest Rate Swap Claim as a general
      unsecured claim entitled to treatment as a Class 6 Claim
      under the Plan;

  (b) allow the Interest Rate Swap Claim as a Class 6 Claim for    
      US$2,488,218; and

  (c) require Bank of America to return any Class 4
      distributions provisionally made under the Plan with
      respect to the Interest Rate Swap Claim.

The Debtors assert that pursuant to the Confirmation Order, the
Interest Rate Swap Claim will be treated as a Class 4 Claim, in
the event the Court determines that it has the same priority as
an Allowed Prepetition First Lien Claim, notwithstanding any
contrary provision in the Plan.

                          About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC --
http://www.prcnet.com/-- is a leading provider of customer         
management solutions.  PRC markets its services to brand-focused,
Fortune 500 U.S. corporations and delivers these services through
a global network of call centers in the U.S., Philippines, India,
and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of Access
Direct Telemarketing, Inc., each of which is a debtor and debtor-
in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring and
turnaround advisor.  Additionally, Evercore Group LLC provides
investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31, 2007
showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008.  The Court confirmed that Plan
mid-June 2008.  (PRC LLC Bankruptcy News, Issue No. 20; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


PRC LLC: Names Gregory Carr as Senior VP of Sales and Marketing
---------------------------------------------------------------            
PRC LLC has appointed Gregory M. Carr as the company's Senior Vice
President of Sales and Marketing.

Mr. Carr is an industry veteran who brings more than 25 years of
sales management experience to the role and a track record of
implementing sustainable market strategies that drive revenue
growth, the report said.  Prior to joining PRC, Mr. Carr was
Senior Vice President of Sales at OSI, a US$400 million Business
Processing Outsourcing (BPO) company in the receivables management
industry, where reportedly he dramatically improved year-over-year
sales results.  Mr. Carr has served in various senior executive
sales leadership at ADP, a US$8.0 billion leading outsourcing
provider, including Vice President of Sales for the Claims
Services Division.

Chief Executive Officer Steven K. Richards said, "I have had a
close working relationship with Greg for several years and am
thrilled that he will be leading PRC's sales and marketing
division.  Greg's extensive industry and business knowledge as
well as his experience in operational turnarounds will allow him
to make valuable contributions at PRC as we actively seek to grow
our market presence while maintaining our high standards of
client service excellence."

Mr. Carr said, "Throughout my professional career, I have sought
to develop mutually beneficial strategic partnerships with
customers that ultimately result in 'Clients for Life,' a mindset
that I feel is reflected in PRC's emphasis on outstanding service
and client satisfaction.  I look forward to working closely with
Steve and the PRC team as we chart our new growth course and
reach our strategic goals."

Mr. Carr earned a Business degree in Marketing from Xavier
University.

                          About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC --
http://www.prcnet.com/-- is a leading provider of customer         
management solutions.  PRC markets its services to brand-focused,
Fortune 500 U.S. corporations and delivers these services through
a global network of call centers in the U.S., Philippines, India,
and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of Access
Direct Telemarketing, Inc., each of which is a debtor and debtor-
in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring and
turnaround advisor.  Additionally, Evercore Group LLC provides
investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31, 2007
showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008.  The Court confirmed that Plan
mid-June 2008.  (PRC LLC Bankruptcy News, Issue No. 20; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)



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

AXTEL SAB: S&P Puts Recovery Rating on BB-/Rated US$525MM Notes
---------------------------------------------------------------
On Aug. 29, 2008, Standard & Poor's Ratings Services affirmed
its senior unsecured debt rating and assigned a recovery rating
to Axtel S.A.B. de C.V.'s US$250 million senior unsecured notes
maturing in 2013 and US$275 million senior unsecured notes
maturing in 2017.  The notes are rated 'BB-' (the same as the
long-term corporate credit rating) with a recovery rating of
'3', indicating that lenders can expect a meaningful (50%-70%)
recovery in the event of payment default.

The distinctive characteristics of particular jurisdictions'
insolvency regimes have a significant effect on the amounts
ultimately recovered, the time to recover such amounts, and the
overall predictability of the process.  Based on its review, S&P
has assessed Mexico's insolvency regime as a Group B
jurisdiction, resulting in the capping of both recovery and
issue ratings.

S&P's classification results in jurisdiction-specific
adjustments to its recovery ratings, namely the capping of both
recovery ratings and the differential between the issuer credit
and issue ratings in countries where the rating agency expects
debtor-friendly insolvency regimes to affect the recovery
process and actual recovery rates negatively.  These caps
increase the transparency and consistency of S&P's assessments
of the effect of countries' insolvency rules -- especially
countries that are less creditor-friendly -- when assigning
recovery and issue ratings.

The affirmation of the senior unsecured debt rating and the
assignment of the recovery rating follows the introduction of
the new recovery methodology that replaces the traditional
notching guidelines S&P has been using for speculative-grade
issuers in Mexico.

The notes are senior unsecured obligations, ranking equally in
right of payment with Axtel's existing and future senior
unsecured indebtedness, senior in right of payment to all of its
existing and future subordinated indebtedness, and junior to all
of its existing and future secured indebtedness and all other
indebtedness owed to statutorily preferred creditors.  All of
Axtel's existing subsidiaries guarantee the notes.

The likelihood of default for Axtel's debt is reflected in the
'BB-' corporate credit rating, which has not changed.

Headquartered in Monterrey, Axtel, S.A.B de C.V. --
http://www.axtel.com.mxformerly known as Axtel S.A. de C.V., is a  
fixed-line integrated telecommunications company in Mexico.  The
company provides local and long distance hat provides local and
long distance telephony, broadband Internet, data and built-to-
suit communications solutions.


CORPORACION DURANGO: S&P Puts Recovery Rating on US$520MM Notes
---------------------------------------------------------------
On Aug. 29, 2008, Standard & Poor's Ratings Services assigned
its issue and recovery ratings to the US$520 million senior
unsecured notes maturing in 2017 of Corporacion Durango S.A.B de
C.V.  The notes are rated 'CCC-' (the same as the long-term
corporate credit rating) with a recovery rating of '4', indicating
that lenders can expect an average (30% to 50%)
recovery in the event of a payment default.

The distinctive characteristics of particular jurisdictions'
insolvency regimes have a significant effect on the amounts
ultimately recovered, the time to recover such amounts, and the
overall predictability of the process.  Based on its review, S&P
has assessed Mexico's insolvency regime as a Group B
jurisdiction, resulting in the capping of both recovery and
issue ratings.

S&P's classification results in jurisdiction-specific
adjustments to its recovery ratings, namely the capping of both
recovery ratings and the differential between the issuer credit
and issue ratings in countries where the rating agency expects
debtor-friendly insolvency regimes to affect the recovery
process and actual recovery rates negatively.  These caps
increase the transparency and consistency of S&P's assessments
of the effect of countries' insolvency rules -- especially
countries that are less creditor-friendly -- when assigning
recovery and issue ratings.

The assignment of the recovery rating follows the introduction
of the new recovery methodology that replaces the traditional
notching guidelines S&P has been using for speculative-grade
issuers in Mexico.

The notes are senior unsecured obligations, ranking equally in
right of payment with Corporacion Durango's and the senior
guarantors' existing and future senior unsecured indebtedness,
senior in right of payment to any of their subordinated debt,
and effectively subordinated to debt and other liabilities of
Durango's subsidiaries that have not guaranteed the notes, and
to secured debt of Durango and the guarantors to the extent of
such security.  All subsidiaries, with the exception of Pipsamex
and McKinley, guarantee the notes.

The likelihood of default for Corporacion Durango's debt is
reflected in the 'CCC-' corporate credit rating, which has not
changed.

Corporacion Durango, S.A. de C.V. (BMV: CODUSA), a vertically
integrated producer of paper and packaging products in Mexico,
previously announced that the First Federal District Court in
Durango, Mexico, has approved the company's plan of
reorganization and declared the termination of its "Concurso
Mercantil" proceeding.


CORPORACION INTERAMERICANA: S&P Lifts Corp. Credit Rating to BB-
----------------------------------------------------------------
On Aug. 29, 2008, Standard & Poor's Ratings Services raised its
senior unsecured notes rating and assigned a recovery rating to
Corporacion Interamericana de Entretenimiento S.A.B. de C.V.'s
US$200 million senior unsecured notes maturing in 2015.  S&P
raised the corporate credit rating to 'BB-' from 'B+', and
raised the senior unsecured notes rating to 'BB-' (the same as
the long-term corporate credit rating) from 'B+' while assigning
a recovery rating of '4', indicating that lenders can expect an
average (30%-50%) recovery in the event of payment default.  

At the same time, S&P has withdrawn the 'BB-' rating on
Corporacion Interamericana de Entretenimiento S.A.B. de C.V. y
Subsidiarias because the rating agency now views the whole group
as a single economic entity.  The upgrade of the corporate
credit rating on the holding company reflects S&P's view that
the likelihood of default at the holding company level is now
similar to its view of the group's overall likelihood of default.  
The raising of the issue rating on the senior unsecured notes
reflects S&P's application of recovery analytics
at the issue level.

The distinctive characteristics of particular jurisdictions'
insolvency regimes have a significant effect on the amounts
ultimately recovered, the time to recover such amounts, and the
overall predictability of the process.  Based on its review, S&P
has assessed Mexico's insolvency regime as a Group B
jurisdiction, resulting in the capping of both recovery and
issue ratings.

S&P's classification results in jurisdiction-specific
adjustments to its recovery ratings, namely the capping of both
recovery ratings and the differential between the issuer credit
and issue ratings in countries where the rating agency expects
debtor-friendly insolvency regimes to affect the recovery
process and actual recovery rates negatively.  These caps
increase the transparency and consistency of S&P's assessments
of the effect of countries' insolvency rules -- especially
countries that are less creditor-friendly - -when assigning
recovery and issue ratings.

The revision of the senior unsecured debt rating and the
assignment of the recovery rating follow the introduction of the
new recovery methodology that replaces the traditional notching
guidelines S&P has been using for speculative-grade issuers in
Mexico.

The notes are senior unsecured obligations, ranking equally in
right of payment with all of Corporacion Interamericana's other
unsecured and unsubordinated obligations.  The Notes will
effectively rank junior to any of its secured indebtedness to
the extent of the value of the assets that secure such secured
indebtedness and any indebtedness of its subsidiaries.

The likelihood of default for Corporacion Interamericana is
reflected in its 'BB-/Stable/--' corporate credit rating, which
was recently revised.

Corporacion Interamericana de Entretenamiento is a Mexican
entertainment company involved in the promotion of live events,
including concerts, theatrical productions, amusement parks,
betting on foreign sports and number games, trade fairs and
exhibitions, as well as sporting and other events.  The
company's operations are divided into five strategic areas:
Corporacion Interamericana Entertainment, which promotes musical
concerts, theatrical productions, family shows and other live
events; Corporacion Interamericana Las Americas, which centers
on the operation and development of the Las Americas Complex in
Mexico City, including the Las Americas Hippodrome; Corporacion
Interamericana Amusement Parks, which operates nine parks in
Mexico and two in Columbia and has also opened the Wannado City
Theme Park in Fort Lauderdale, Florida; Corporacion
Interamericana Commercial, which attracts and channels customers
via advertising and public relations, and Corporacion
Interamericana International, which develops live events outside
of Mexico, mainly in Argentina, Brazil, Colombia and the United
States.


DESARROLLADORA HOMEX: S&P Puts Recovery Rating on US$250MM Notes
----------------------------------------------------------------
On Aug. 29, 2008, Standard & Poor's Ratings Services assigned a
recovery rating on Desarrolladora Homex S.A.B. de C.V.'s
US$250 million senior unsecured notes maturing in 2015.  The notes
are rated 'BB-' (the same as the long-term corporate credit
rating), with a recovery rating of '3', indicating that lenders
can expect meaningful (50%-70%) recovery in the event of a payment
default.

The distinctive characteristics of particular jurisdictions'
insolvency regimes have a significant effect on the amounts
ultimately recovered, the time to recover such amounts, and the
overall predictability of the process.  Based on its review, S&P
has assessed Mexico's insolvency regime as a Group B jurisdiction,
resulting in the capping of both recovery and
issue ratings.

S&P's classification results in jurisdiction-specific adjustments
to its recovery ratings, namely the capping of both
recovery ratings and the differential between the issuer credit
and issue ratings in countries where the rating agency expects
debtor-friendly insolvency regimes to affect the recovery process
and actual recovery rates negatively.  These caps
increase the transparency and consistency of S&P's assessments
of the effect of countries' insolvency rules -- especially
countries that are less creditor-friendly -- when assigning
recovery and issue ratings.

The assignment of the recovery rating follows the introduction
of the new recovery methodology, which replaces the traditional
notching guidelines S&P has been using for speculative-grade
issuers in Mexico.

The notes are senior unsecured obligations, ranking equally in
right of payment with Homex's existing and future senior
unsecured indebtedness, senior in right of payment to all of its
existing and future subordinated indebtedness, and junior to all
of its existing and future secured indebtedness and all other
indebtedness owed to statutorily preferred creditors.  All of
Homex's existing material subsidiaries that contribute about 95%
of the company's consolidated EBITDA guarantee the notes.

The likelihood of default for Homex is reflected in its
'BB-/Stable/--' corporate credit rating, which has not changed.

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


GRUPO KUO: S&P Puts Recovery Rating on BB-/Stable US$175MM Loan
---------------------------------------------------------------
On Aug. 29, 2008, Standard & Poor's Ratings Services assigned
its recovery rating on Grupo KUO S.A.B. de C.V.'s US$200 million
senior unsecured notes maturing in 2017 and US$175 million
unsecured bank loan issue maturing in 2012.  The notes and the
bank loan are rated 'BB-' (the same as the long-term corporate
credit rating), with a recovery rating of '3', indicating that
lenders can expect substantial (70%-90%) recovery in the event
of a payment default.  Although numerically S&P's analysis
indicates recovery in the 90%-100% range, the recovery rating
has been capped at '3' because of the company's ability to incur
additional debt.  If the company's credit profile worsens, it
may add enough debt to reduce S&P's recovery estimate.

The distinctive characteristics of particular jurisdictions'
insolvency regimes have a significant effect on the amounts
ultimately recovered, the time to recover such amounts, and the
overall predictability of the process.  Based on its review, S&P
has assessed Mexico's insolvency regime as a Group B
jurisdiction, resulting in the capping of both recovery and
issue ratings.

S&P's classification results in jurisdiction-specific
adjustments to its recovery ratings, namely the capping of both
recovery ratings and the differential between the issuer credit
and issue ratings in countries where the rating agency expects
debtor-friendly insolvency regimes to affect the recovery
process and actual recovery rates negatively.  These caps
increase the transparency and consistency of S&P's assessments
of the effect of countries' insolvency rules -- especially
countries that are less creditor-friendly -- when assigning
recovery and issue ratings.

The assignment of the recovery rating follows the introduction
of the new recovery methodology that replaces the traditional
notching guidelines S&P has been using for speculative-grade
issuers in Mexico.

The notes are senior unsecured obligations, ranking equally in
right of payment with Kuo's existing and future senior unsecured
indebtedness, senior in right of payment to all of its existing
and future subordinated indebtedness, and junior to all of its
existing and future secured indebtedness and all other
indebtedness owed to statutorily preferred creditors.  All the
material automotive and consumer subsidiaries, excluding joint
ventures, guarantee the notes.  Subsidiaries from the chemicals
division intend to become guarantors in 2009, after paying their
current financial obligations, which pose restrictions to
guarantee or incur additional indebtedness.

The bank loan consists of a credit facility of up to US$50
million maturing in revolving credit loans and letters of credit
and a term loan for US$125 million.

The likelihood of default for Kuo is reflected in the
'BB-/Stable/--' corporate credit rating, which has not changed.

Grupo KUO is one of the most important industrial and commercial
groups in Mexico, with annual sales of approximately US$1.8
billion and close to 10,500 employees.  Grupo KUO holds a market
leading position in Chemicals, Consumption Goods and Automobile
Spare Parts.


INDUSTRIAS UNIDAS: S&P Puts 4 Recovery Rating on US$200MM Notes
---------------------------------------------------------------
On Aug. 29, 2008, Standard & Poor's Ratings Services assigned
its recovery ratings to Industrias Unidas S.A. de C.V.'s
US$200 million senior unsecured notes maturing in 2016. The notes
are rated 'B' (the same as the long-term corporate credit rating)
with a recovery rating of '4', indicating that lenders can expect
an average (30%-50%) recovery in the event of payment
default.

The distinctive characteristics of particular jurisdictions'
insolvency regimes have a significant effect on the amounts
ultimately recovered, the time to recover such amounts, and the
overall predictability of the process.  Based on its recent
review, S&P has assessed Mexico's insolvency regime as a Group B
jurisdiction, resulting in the capping of both recovery and
issue ratings.

The assignment of the recovery rating follows the introduction
of the new recovery methodology that replaces the traditional
notching guidelines S&P has been using for speculative-grade
issuers in Mexico.

The notes are senior unsecured obligations, ranking equally in
right of payment with the company's existing and future senior
unsecured indebtedness, senior in right of payment to all of its
existing and future subordinated indebtedness, fully and
unconditionally guaranteed by Industrias Unidas, Consolidadora
IUSA, Industrias Unidas de Pasteje, Industrias Unidas de Aragon,
Servicios Administrativos IUSA, and Gas Padilla, and enhanced by
a first-priority lien on all of the capital stock of
Cambridge-Lee Holdings Inc.

The likelihood of default for Industrias Unidas' debt is reflected
in the 'B' corporate credit rating, which has not
changed.

Headquartered in Lomas Altas, Mexico, Industrias Unidas --
http://www.iusa.com/-- manufactures a wide range of copper-
based and electrical products for the housing and electrical
power sectors mainly in Mexico and the U.S.  The company
processes over 220,000 of metric tons of copper per year.  As of
September 2007, last twelve month revenues were in excess of
US$2.4 billion.


QUAKER FABRIC: Court Confirms Joint Liquidating Plan
----------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware confirmed a second amended joint liquidating plan of
Quaker Fabric Corporation and Quaker Fabric Corporation of Fall
River.

As reported in the Troubled Company Reporter July 18, 2008, the
amended Plan contemplates the liquidation of assets of the
Debtors for the benefit of their creditors and the appointment of
a liquidating agent.

                      Initial Distribution

On the plan's effective date, the liquidating agent, on behalf
of the Debtors, will pay in cash in full all (i) administrative
expense claims, (ii) priority tax claims, and (iii) secured
claims.  Holders of unsecured claims will receive their pro rata
share of available cash, if any.

The amended plan classifies interests against and liens in the
Debtors in five classes.  The classification of interests and
claims are:

                Treatment of Claims and Interests

             Types of                    Estimated    Estimated
Class         Claims          Treatment   Amount       Recovery
-----         --------        ---------   ----------   ---------
unclassified  administrative              US$1,600,000      100%
              claims

unclassified  priority tax                US$200,000        100%  
              claims
             
  1          priority        unimpaired  US$155,386        100%
              claims

  2          secured         unimpaired  US$0              N/A
              claims

  3          WARN Act        impaired    US$6,000,000      5%-15%
              claims

  4          unsecured       impaired    US$25,000,000     6%
              claims
             
  5          equity          impaired    Not Estimated   0%
              interest

Holders of Class 1 allowed priority claims will receive in full
satisfaction of and exchange for their claim (i) the amount of the
allowed priority claim, without interest, in cash after the Plan's
effective date, or (ii) other treatment as may be agreed upon in
writing by the holder, the Debtors and the Committee.

                       About Quaker Fabric

Based in Fall River, Mass., Quaker Fabric Corp. (NASDAQ: QFAB)
-- http://www.quakerfabric.com/-- designs, manufactures, and
markets woven upholstery fabrics primarily for residential
furniture manufacturers and jobbers.  It also develops and
manufactures specialty yarns, including chenille, taslan, and spun
products for use in the production of its fabrics, as well as for
sale to distributors of craft yarns, and manufacturers of
homefurnishings and other products.  The company is one of the
largest producers of Jacquard upholstery fabrics.

Quaker Fabric sells its products through sales representatives
andindependent commissioned sales agents in the United States,
Canada, Mexico, and internationally.

The company and its affiliate, Quaker Fabric Corporation of Fall
River, filed for chapter 11 protection on Aug. 16, 2007 (Bankr. D.
Del. Case No. 07-11146).  John D. Sigel, Esq. at Wilmer Cutler
Pickering Hale and Dorr LLP and Joel A. Waite, Esq. at Young
Conaway Stargatt & Taylor LLP are co-counsels to the Debtors.  
Epiq Bankruptcy Solutions is the Debtors' claims agent.  The
Official Committee of Unsecured Creditors has selected Shumaker,
Loop & Kendrick, LLP, as its bankruptcy counsel and Benesch,
Friedlander, Coplan & Aronoff, LLP, as co-counsel.

The Debtors' schedules reflect total assets of US$41,375,191 and
total liabilities of US$54,435,354.


URBI DESARROLLOS: S&P Puts '3' Recovery Rating on US$150MM Notes
----------------------------------------------------------------
On Aug. 29, 2008, Standard & Poor's Ratings Services has assigned
its recovery rating on Urbi Desarrollos Urbanos S.A.B.
de C. V.'s US$150 million senior unsecured notes maturing in
2016.  The notes are rated 'BB-' (the same as the long-term
corporate credit rating), with a recovery rating of '3',
indicating that lenders can expect meaningful (50%-70%) recovery
in the event of payment default.

The distinctive characteristics of particular jurisdictions'
insolvency regimes have a significant effect on the amounts
ultimately recovered, the time to recover such amounts, and the
overall predictability of the process. Based on its review, S&P
has assessed Mexico's insolvency regime as a Group B jurisdiction,
resulting in the capping of both recovery and
issue ratings.

S&P's classification results in jurisdiction-specific
adjustments to its recovery ratings, namely the capping of both
recovery ratings and the differential between the issuer credit
and issue ratings in countries where the rating agency expects
debtor-friendly insolvency regimes to affect the recovery
process and actual recovery rates negatively.  These caps
increase the transparency and consistency of S&P's assessments
of the effect of countries' insolvency rules -- especially
countries that are less creditor-friendly -- when assigning
recovery and issue ratings.

The assignment of the recovery rating follows the introduction
of the new recovery methodology that replaces the traditional
notching guidelines S&P has been using for speculative-grade
issuers in Mexico.

The notes are senior unsecured obligations, ranking equally in
right of payment with Urbi's existing and future senior unsecured
indebtedness, senior in right of payment to all of its
existing and future subordinated indebtedness, and junior to all
of its existing and future secured indebtedness and all other
indebtedness owed to statutorily preferred creditors.  All of
Urbi's existing subsidiaries guarantee the notes.

The likelihood of default for Urbi's debt is reflected in the
'BB-/Stable/--' corporate credit rating, which has not changed.

Founded in 1981 in Mexicali, Baja California, Urbi Desarrollos
Urbanos, S.A.B. de C.V -- http://www.urbi.com/-- is the third-
largest homebuilder in Mexico.  The company builds and sells
houses mainly in the states of Baja California, Sonora, Sinaloa,
Chihuahua, Nuevo Leon, Aguascalientes, Jalisco, and Mexico
City's metropolitan area.  The company specializes in affordable
entry-level and low middle-income housing, although it also
participates in high middle-income and upper-income housing
segments.


VITRO SAB: S&P Puts 3 Recovery Rating on B-Rated US$1.25BB Debt
---------------------------------------------------------------
On Aug. 29, 2008, Standard & Poor's Ratings Services has assigned
a recovery rating to the US$1.25 billion in senior unsecured debt
of Vitro S.A.B. de C.V., while leaving the issue-level rating
unchanged at 'B' (the same as the long-term corporate credit
rating on the company).  The recovery rating of '3' indicates that
lenders can expect a meaningful (50%-70%) recovery in the event of
payment default.  The senior unsecured debt consists of US$225
million senior notes due in 2013, US$300 million senior notes due
in 2012, and US$700 million senior notes due in 2017.

The distinctive characteristics of particular jurisdictions'
insolvency regimes have a significant effect on the amounts
ultimately recovered, the time to recover such amounts, and the
overall predictability of the process.  Based on its review, S&P
has assessed Mexico's insolvency regime as a Group B jurisdiction,
resulting in the capping of both recovery and issue ratings.

S&P's classification results in jurisdiction-specific adjustments
to its recovery ratings, namely the capping of both recovery
ratings and the differential between the issuer credit and issue
ratings in countries where the rating agency expects
debtor-friendly insolvency regimes to affect the recovery process
and actual recovery rates negatively.  These caps increase the
transparency and consistency of S&P's assessments of the effect of
countries' insolvency rules -- especially countries that are less
creditor-friendly -- when assigning recovery and issue ratings.

The assignment of the recovery rating follows the introduction of
the new recovery methodology that replaces the traditional
notching guidelines S&P has been using for speculative-grade
issuers in Mexico.

The 2012, 2013, and 2017 notes are senior unsecured obligations,
ranking equally in right of payment with Vitro's existing and
future senior unsecured indebtedness, senior in right of payment
to all of its existing and future subordinated indebtedness, and
junior to all of its existing and future secured indebtedness and
all other indebtedness owed to statutorily preferred creditors.  
The company's key subsidiaries (Vimexico, VENA, Vitro Corporativo,
Vitro Envases Holding, Taller de Colección Vitro, Servicios
Corporativos de Edificaciones, Vidriera Monterrey, Vidriera Los
Reyes, Vidriera Guadalajara, Vidriera Queretaro, Vitro Cosmos,
Vidriera Toluca, Compania Vidriera, Fabricación de Maquinas,
Servicios Integrales de Acabados, Inmobiliaria Loma del Toro,
Industria del Alcali, Comercializadora Alcali, Vidrio Lux, Vitro
Packaging, Vitro Europa, Ltd., American Asset Holdings, Crisa
Holding, Troper Inc., Troper Services, Amsilco Holdings, BBO
Holdings, Crisa Corp., Vitro Automotriz, Vitro Flex, Distribuidora
Nacional de Vidrio, Vitro Vidrio y Cristal, Vitro Flotado
Cubiertas, Distribuidor Vidriero Lan, Vitrocar, Cristales
Inastillables de Mexico, Vidrio Plano de Mexico, VVP Holdings
Corp., VVP Autoglass, Vitro America, Super Sky Products, Super Sky
International, VVP Finance Corp., Super Sky Constructors, Vitro
Colombia, VVP Europa Holdings, Vitro do Brasil Industria e
Comercio, Vitro Chemicals, Fibers and Mining, Vitro Global,
Servicios y Operaciones Financieras Vitro, Vidrio y Cristal del
Noroeste, Vidrio Plano, Distribuidora de Vidrio y Cristal, and
Vidrio Plano de Mexicali) guarantee the notes.

The likelihood of default for Vitro's debt is reflected in the
'B/Negative/--' corporate credit rating, which has not changed.

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


XIGNUX SA: S&P Upgrades Rating on US$10.8 Million Notes to BB+
--------------------------------------------------------------
On Aug. 29, 2008, Standard & Poor's Ratings Services revised its
senior unsecured debt rating and assigned a recovery rating to
Xignux S.A. de C.V.'s US$10.8 million notes, with an original
amount of US$92.8 million, due in 2009.  S&P raised its rating on
the notes to 'BB+' (same as the long-term corporate credit
rating) from 'BB' with a recovery rating of '3', indicating that
lenders can expect a meaningful (50%-70%) recovery in the event
of a payment default.

The distinctive characteristics of particular jurisdictions'
insolvency regimes have a significant effect on the amounts
ultimately recovered, the time to recover such amounts, and the
overall predictability of the process.  Based on its review, S&P
has assessed Mexico's insolvency regime as a Group B jurisdiction,
resulting in the capping of both recovery and issue ratings.

S&P's classification results in jurisdiction-specific adjustments
to its recovery ratings, namely the capping of both recovery
ratings and the differential between the issuer credit and issue
ratings in countries where S&P expects debtor-friendly insolvency
regimes to affect the recovery process and actual recovery rates
negatively.  These caps increase the transparency and consistency
of S&P's assessments of the effect of countries' insolvency rules
-- especially countries that are less creditor-friendly -- when
assigning recovery and issue ratings.

The assignment of the recovery rating follows the introduction of
the new recovery methodology that replaces the traditional
notching guidelines S&P has been using for speculative-grade
issuers in Mexico.

The senior unsecured notes 2009 are pari passu in right of
payment to all senior indebtedness of the company, and will rank
junior to any of Xignux's secured indebtedness to the extent of
the assets that secure such secured indebtedness.  Industrias
Xignux, Viakable, Conductores Monterrey, Magnekon, Conductores el
Norte Internacional, Multipak, and Prolec guarantee the notes.

The likelihood of default for Xignux's debt is reflected in the
'BB+/Stable/--' corporate credit rating, which has not changed.

Xignux S.A. de C.V., based in Monterrey, Mexico, is one of
Mexico's leading, privately held industrial conglomerates.  
Through one wholly owned operating subsidiary and three fully
consolidated 50:50 joint ventures with major international
partners, the company manufactures and distributes industrial
cable and wire, automotive wire harnesses, electrical transformers
and packaged food products.  For the twelve months
ended March 31, 2008, revenues were about US$3.7 billion.



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

PETROLEOS DE VENEZUELA: Seeks Brazilian Partners
------------------------------------------------
According to a report posted on Gazeta Mercantil, Petroleos de
Venezuela SA executives went to Sao Paulo to discuss partnerships
with Brazilian machinery entrepreneurs.

Gazeta Mercantil relates that Carlos Pastoriza, the director at
the Brazilian Association of Machinery and Equipment
Manufacturers, said, “Europe and the US are no longer Venezuela's
main trade partners.  They want to take advantage of the good
relations between our two Presidents and of the fact that Brazil
is Latin America's biggest power.”

The Venezuelan government is seeking to form mixed capital firms
and attract businesses to Venezuela by offering 60% of the capita,
Gazeta Mercantil says, citing Eduardo Quintero, the Chief-
Executive Officer of Petroleos de Venezuela unit PDVSA Industrial.

                   About Petroleos de Venezuela

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.


PETROLEOS DE VENEZUELA: Eyes 2009 Oil Production of 3.6MM bpd
-------------------------------------------------------------
Venezuela foresees 2009 oil production to reach 3.6 million bpd, a
figure that would be similar to the estimates budgeted for 2008,
El Universal reports.

Official sources told the news agency that the figure is still
under review, since Petróleos de Venezuela plans to submit more
production scenarios and new projections concerning the reference
price of oil.

For the current period, El Universal says authorities set a price
of US$35, although the present oil basket averages US$103.9.

                   About Petroleos de Venezuela

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.


PETROLEOS DE VENEZUELA: Denies Expropriation of Gas Stations
------------------------------------------------------------
Datamonitor reports that Venezuelan Energy and Petroleum Minister
and Petroleos de Venezuela SA's President Rafael Ramirez has
denied that the government wants to expropriate gas stations
across the country.

According to Datamonitor, Minister Ramirez said the government's
bill of the Organic Law to Reorganize the Domestic Market of
Liquid Fuels is aimed at the regulation of wholesale fuel trade,
which includes fuel distribution to gas stations.  

Community Councils will participate in the administration and
management of around 156 gas stations that Petroleos de Venezuela
owns, Datamonitor says, citing Minister Ramirez.

“This won't have any negative effects on gas stations; it merely
means that now we are going to guarantee, through trade mark
representation, that these facilities function in excellent
conditions, offer restrooms to customers and are open at night, so
as to guarantee good public service to our people,” Datamonitor
quoted Minister Ramirez as saying.

Datamonitor relates that Minister Ramirez said Petroleos de
Venezuela will absorb workers of fuel transportation firms,
including drivers and workshop mechanics.  According to
Datamonitor, the workers will reportedly be made part of an
affiliated domestic transportation firm Petroleos de Venezuela is
creating and will be covered by the oil union bargaining accord.

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.



                            ***********

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 V. 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 * * *