TCRLA_Public/081103.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

            Friday, October 31, 2008, Vol. 9, No. 217

                            Headlines

A R G E N T I N A

AGROPECUARIA PAJAS: Trustee Verifying Proofs of Claim Until Dec. 1
CASA SCHWARZ: Proofs of Claim Verification Deadline Is December 4
CASARES MEAT: Proofs of Claim Verification Deadline Is December 23
GRINTEK SA: Trustee Verifying Proofs of Claim Until February 18
NORPETROL SA: Proofs of Claim Verification Deadline Is December 12

* ARGENTINA: Nationalization Plan May Spark Brazilian Fire Sale
* ARGENTINA: Pension Fund Nationalization Now Debated in Congress


B E R M U D A

ASPEN INSURANCE: Paying US$0.15 Quarterly Dividend on November 26
HCP INSURANCE: Deadline for Proof of Claim Filing Is Nov. 14
HCP INSURANCE: Holding Final Shareholders Meeting on Dec. 1
MPF CORP: Taps Thommessen as Norwegian Counsel
MPF CORP: Taps Vinson & Elkins as Attorneys

TK ALUMINUM: Court Appoints Mark Smith as Provisional Liquidator


B R A Z I L

ARACRUZ CELULOSE: Fitch Cuts ID Ratings to BB- on Expected Losses
FIDELITY NATIONAL: Earnings Down to US$43.62 Mln in 3rd Qtr. 2008
FORD MOTOR: Mexican Unit's CEO Retires; E. Serrano Named Successor
POLYPORE INT'L: Earns US$5.1 Million in Quarter Ended September 30
USIMINAS: May Cut Output Despite 16% Quarterly Profit Increase

USIMINAS: Seeking US$6 Bil. Fund for Capital Expenditures Program


C A Y M A N  I S L A N D S

EXBUC (CAYMAN): Will Hold Final Shareholders Meeting on Nov. 3
ING LEASE JAPAN: Filing for Proof of Claim Deadline Is Nov. 3
UTILITIES & VISIBILITY: Sets Final Shareholders Meeting on Nov. 3
UTILITIES & VISIBILITY MASTER: Final Holders Meeting Is on Nov. 3
WESTHARBOR PLUS: Proof of Claim Filing Deadline Is Nov. 1

WESTHARBOR PLUS MASTER: Deadline for Claims Filing Is Nov. 1


C H I L E

SOCIEDAD DE INVERSIONES: Earns US$113.85M in 9 Mos. Ended Sept. 30


C O L O M B I A

BANCOLOMBIA SA: Earns COP367 Billion in Qtr. Ended Sept. 30, 2008


E C U A D O R

BANCO DE LA PRODUCCION: Fitch Affirms Currency ID Ratings at B-/B
BANCO PICHINCHA: Fitch Affirms B-/B Local & Foreign Currency IDRs


G U Y A N A

GUYANA STOCKFEEDS: Balks at Trinidad's Rice Licensing Policy
* GUYANA: Cost to Access US210 Million EC Funding Stirs Concern


J A M A I C A

BANK OF JAMAICA: Raises Interest Rates on Certificates of Deposit


M E X I C O

CEMEX SAB: Nationalization Talks Extended for 30 More Days
CONTROLADORA COMERCIAL: Refiles After Judge Junked Bankruptcy Plea
GRUPO TMM: Earns US$14 Million in Quarter Ended September 30
HERCULES OFFSHORE: Books US$33.1MM Income from Operations in 3Q08
VITRO SAB: S&P Downgrades Long-Term Corporate Credit Rating to B-

* MEXICO: Surging Bond Yields Signal Likely Default


P U E R T O  R I C O

HEALTHSOUTH CORPORATION: Reaffirms Full Year 2008 Guidance
HEALTHSOUTH CORP: To Receive US$100MM in UBS Suit Settlement
NUTRITIONAL SOURCING: Court Wants Class Distributions Clarified


S U R I N A M E

* SURINAME: BHP-Billiton to End Mining Operations on Failed Talks


T R I N I D A D  &  T O B A G O

VHL RESORT: Terminates More Than 100 Staff Over Urgent Repairs


V E N E Z U E L A

GENERAL MOTORS: 3rd Qtr Vehicle Sales Down 11.4% to 2.1 Million
* S&P Expects Public-Private Deals in Global Infrastructure Sector
* VENEZUELA: Bolivar Drops as Falling Crude Prices May Hurt OPEC


V I R G I N  I S L A N D S

USVI GERS: Posts US$66 Million Cash Flow Deficit in 2008


                             - - - - -


=================
A R G E N T I N A
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AGROPECUARIA PAJAS: Trustee Verifying Proofs of Claim Until Dec. 1
------------------------------------------------------------------
The court-appointed trustee for Agropecuaria Pajas Blancas
S.R.L.'s reorganization proceeding will be verifying creditors'
proofs of claim until December 1, 2008.

The trustee will present the validated claims in court as  
individual reports.  The National Commercial Court of First
Instance in Cordoba, Buenos Aires, will determine if the verified
claims are admissible, taking into account the trustee's opinion,
and the objections and challenges that will be raised by
Agropecuaria Pajas and its creditors.

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

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

Infobae didn't state the submission dates for the reports.

Creditors will vote to ratify the completed settlement plan  
during the assembly.


CASA SCHWARZ: Proofs of Claim Verification Deadline Is December 4
-----------------------------------------------------------------
The court-appointed trustee for Casa Schwarz S.R.L.'s bankruptcy
proceeding, will be verifying creditors' proofs of claim until
December 4, 2008.

The trustee will present the validated claims in court as  
individual reports.  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
Casa Schwarz and its creditors.

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

A general report that contains an audit of Casa Schwarz's
accounting and banking records will be submitted in court

Infobae didn't state the submission dates for the reports.

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


CASARES MEAT: Proofs of Claim Verification Deadline Is December 23
------------------------------------------------------------------
Nelida Grunblatt de Nobile, the court-appointed trustee for
Casares Meat SA's bankruptcy proceeding, will be verifying
creditors' proofs of claim until December 23, 2008.

Ms. Nobile will present the validated claims in court as  
individual reports.  The National Commercial Court of First
Instance No. 17 in Buenos Aires, with the assistance of Clerk
No. 34, 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 Casares Meat and its creditors.

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

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

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

Ms. Nobile is also in charge of administering Casares Meat's
assets under court supervision and will take part in their
disposal to the extent established by law.

The debtor can be reached at:

                     Casares Meat SA
                     Eduardo Costa 3031
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Nelida Grunblatt de Nobile
                     Felipe Vallese 1195
                     Buenos Aires, Argentina


GRINTEK SA: Trustee Verifying Proofs of Claim Until February 18
---------------------------------------------------------------
Estudio Rodriguez Martorelli, the court-appointed trustee for
Grintek S.A.'s reorganization proceeding will be verifying
creditors' proofs of claim until February 18, 2009.

Mr. Martorelli will present the validated claims in court as  
individual reports.  The National Commercial Court of First
Instance No. 24 in Buenos Aires, with the assistance of Clerk
No. 47, 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 Grintek S.A. and its creditors.

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

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

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

Creditors will vote to ratify the completed settlement plan  
during the assembly on October 22, 2009.

The debtor can be reached at:

                     Grintek S.A.
                     Suipacha 756
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Estudio Rodriguez Martorelli
                     Sarmiento 1452
                     Buenos Aires, Argentina


NORPETROL SA: Proofs of Claim Verification Deadline Is December 12
------------------------------------------------------------------
The court-appointed trustee for Norpetrol S.A.'s bankruptcy
proceeding, will be verifying creditors' proofs of claim until
December 12, 2008.

The trustee will present the validated claims in court as  
individual reports on February 25, 2009.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the trustee's
opinion, and the objections and challenges that will be raised by
Norpetrol S.A. and its creditors.

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

A general report that contains an audit of Norpetrol S.A.'s
accounting and banking records will be submitted in court on
April 14, 2009.

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

The debtor can be reached at:

                     Norpetrol S.A.
                     Melincue 3665
                     Buenos Aires


* ARGENTINA: Nationalization Plan May Spark Brazilian Fire Sale
---------------------------------------------------------------
Bloomberg News reports that Argentina's planned nationalization of
its retirement system will trigger a fire sale of Brazilian stocks
this week as private pension funds are forced to shed foreign
holdings.

As of October 28, Argentine pension funds were preparing to
liquidate their assets in Brazil, to comply with a government
order to repatriate funds that could enable it to support the
peso, The Financial Times writes.

According to Reuters, Argentine stocks soared Tuesday, lifted by a
rally in global markets, but bonds sank for a 10th straight
session and the currency dipped to its weakest level in six years.  
The MerVal index of leading stocks rose 6.58% to close at 895.06
points after closing a day earlier at a five-year low.

Bloomberg relates that Pension funds in Argentina, known as AFJPs,
owned ARS1.8 billion (US$536 million) of Brazilian stocks
including Cia. Vale do Rio Doce, Petroleo Brasileiro SA and Banco
Bradesco SA as of October 15, according to the regulator's Web
site.  Although that's only about 0.1% of Brazil's total market
value, it represents 21% of average daily trading in the past
week.

As reported by the Troubled Company Reporter-Latin America on
Oct. 29, 2008, citing Bloomberg News, Argentine lawmakers is
considering President Cristina Fernandez de Kirchner's plan to
nationalize about US$26 billion in private pension funds, a
proposal that stirred investor concerns the country may default
for a second time in a decade.

The social security committee in the lower house has began debate
on the proposal yesterday, October 28.  Labor Minister Carlos
Tomada and Amado Boudou, who heads both the social security
administration and the private pension fund regulator, reportedly
spoke in support of the measure, according to the congressional
Web site.

                          No Certainty

The nationalization bill isn't certain to pass, Alejandro Palla,
chairman of the pension fund association, told reporters on
October 29, Bloomberg notes.  Mr. Palla called for independent
experts to enter the congressional debate, adding that the AFJPs
may submit an alternative bill if given the opportunity.

The retirement system, set up in 1994 to help bolster capital
markets, owns about 5% of companies listed on the Buenos Aires
stock exchange and 27% of shares available for public trading,
data compiled by pension funds show, Bloomberg says.

Bloomberg quotes Mr. Boudou as stating that authorities will
"protect the value" of the AFJPs' local equity holdings since
Argentina "doesn't need cash or funds," and will avoid any steps
to exercise control over companies.

                         *     *     *

On Oct. 27, 2008, the Troubled Company Reporter-Latin America said
the government of Argentina's proposal to end the country's
private pension fund system and force all workers into the
government's "pay-as-you-go" pension system exacerbates
Argentina's key underlying rating constraints, says the country's
analyst for Moody's Investors Service.

The TCR-LA reported on Aug. 13, 2008, that Standard & Poor's
Ratings Services lowered the Republic of Argentina's global scale
ratings to 'B' from 'B+' and national scale ratings to 'raAA-'
from 'raAA'.  The outlook on the sovereign is stable, and the 'B'
short-term global scale rating remains unchanged.


* ARGENTINA: Pension Fund Nationalization Now Debated in Congress
-----------------------------------------------------------------
Argentina's lawmakers has began debating on the proposal to
nationalize the country's private pension funds.

According to The Associated Press, the debate is no longer on
whether the funds should be private or public, but it's now more
on how those funds are going to be managed.

The AP says while most lawmakers agree on state control,
opposition leaders want the money spent exclusively on retirees —
not on public works projects or payments to service US$28 billion
in debt that comes due over the next three years, even as tax and
export income falls.

The AP relates Argentina's Social Security administrator, Amado
Boudou, said Tuesday that the total funds to be nationalized is
US$23 billion, not US$30 billion as previously announced by the
government.  He noted that the US$7 billion discrepancy resulted
from an initial overestimation of the funds held by the private
pension funds.

Bloomberg News meanwhile reports that during a speech, Mr. Boudou
told lawmakers the country's pension system shouldn't own foreign
assets.  "The funds shouldn't be invested abroad," Mr. Boudou
said.

A La Nacion report cited by Bloomberg News said Argentine
regulators signed a resolution requiring private pension funds,
known as AFJPs, to sell Brazilian assets as soon as this week to
generate foreign currency and calm local markets.

Other than the Brazilian investments, the AFJPs owned
ARS4.92 billion  in other foreign assets as of October 15,
Bloomberg News says.

The Wall Street Journal recalls Mr. Boudou met Monday the
directors of 10 private funds in outlining likely terms of their
absorption into the state system.  In that meeting, he indicated
the process will require repatriation of the funds' foreign
holdings.

According to Bloomberg News, Argentina's pension system controls
ARS1.8 billion  (US$546 million) in Brazilian stocks.  The
retirement system, set up in 1994 to help bolster capital markets,
owns about 5% of companies listed on the Buenos Aires stock
exchange and 27% of shares available for public trading,
the news agency notes, citing data compiled by pension funds.  

In announcing the proposal last week, Argentine President Cristina
Fernandez de Kirchner said, "We are taking this decision in a
context where the biggest countries, members of the G8 and others,
are taking protective measures for their banks.  Instead, we're
taking them for our retirees and workers."

However, economists cited by The Wall Street Journal say it is
aimed at replenishing government coffers ahead of midterm
elections and sizable debt payments coming due.

Analysts cited by The Times meanwhile said the move was an attempt
to seize assets and avoid Argentina's second default this decade.  
The Government first defaulted on its debt payments in 2001.

                    Moody's Expresses Opinion

As reported in the Troubled Company Reporter-Latin America on
Oct. 27, 2008, Moody's Investors Service said the government of
Argentina's proposal to end the country's private pension fund
system and force all workers into the government's "pay-as-you-go"
pension system exacerbates Argentina's key underlying rating
constraints.

"Although the proposal, if approved, would provide the government
with greater financial flexibility in the short term, it
undermines the government's already weak policy credibility and
adds to negative perceptions about Argentina's institutional
integrity -- particularly governance and respect of contracts,"
said Moody's Vice President Mauro Leos.

Mr. Leos added the rating agency sees no immediate ratings impact
from the government's announcement because Argentina's B3
government bond ratings -- among the lowest in the sovereign
universe -- already reflect a very high probability of financial
distress.  Negative rating action from the B3 level would be
appropriate if and when Argentina's already high default risk is
judged to have increased significantly.

The Troubled Company Reporter-Latin America reported on Aug. 13,
2008, that Standard & Poor's Ratings Services lowered the Republic
of Argentina's global scale ratings to 'B' from 'B+' and national
scale ratings to 'raAA-' from 'raAA'.  The outlook on the
sovereign is stable, and the 'B' short-term global scale rating
remains unchanged.



=============
B E R M U D A
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ASPEN INSURANCE: Paying US$0.15 Quarterly Dividend on November 26
-----------------------------------------------------------------
Aspen Insurance Holdings Limited's Board of Directors declared
a quarterly cash dividend on its ordinary shares of US$0.15 per
ordinary share.  The dividend is payable on November 26, 2008 to
the holders of record as of the close of trading on November 12,
2008.

The company’s Board of Directors also declared a cash dividend on
its Perpetual Preferred Income Equity Replacement Securities of
US$0.703125 per Perpetual PIER.  The dividend is payable on
January 1, 2009, to the holders of record as of the close of
business on December 15, 2008.

The company’s Board of Directors declared a dividend on the 7.401%
Perpetual Non-Cumulative Preference Shares of US$0.462563 per
Perpetual Preference Share, payable on January 1, 2009 to the
holders of record as of the close of business on December 15,
2008.

Headquartered in Hamilton, Bermuda, Aspen Insurance Holdings
Limited (NYSE: AHL) -- http://www.aspen.bm-- provides reinsurance   
and insurance coverage to clients in various domestic and global
markets through wholly-owned subsidiaries and  offices in Bermuda,
France, Ireland, the United States, the United Kingdom, Singapore
and Switzerland.  

                           *     *     *

Aspen Insurance Holdings Limited carried Moody's Investors
Services 'Ba1' Preferred Stock rating with a stable outlook.


HCP INSURANCE: Deadline for Proof of Claim Filing Is Nov. 14
------------------------------------------------------------
HCP Insurance Co. Ltd.'s creditors have until Nov. 14, 2008, to
prove their claims to Jennifer Y. Fraser, 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.

HCP Insurance's shareholders agreed on Oct. 24, 2008, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.

The liquidator can be reached at:

               Jennifer Y. Fraser
               c/o Canon's Court, 22 Victoria Street
               Hamilton, Bermuda


HCP INSURANCE: Holding Final Shareholders Meeting on Dec. 1
-----------------------------------------------------------
HCP Insurance Co. Ltd. will hold its final shareholders meeting on
Dec. 1, 2008, at 9:00 a.m., at Canon's Court, 22 Victoria Street,
Hamilton, Bermuda.

These matters will be taken up during the meeting:

   -- receiving an account showing the manner in which the
      winding-up of the company has been conducted and its
      property disposed of and hearing any explanation that
      may be given by the liquidator;

   -- determination by resolution the manner in which the books,
      accounts and documents of the company and of the liquidator
      shall be disposed; and

   -- passing of a resolution dissolving the company.

HCP Insurance's shareholders agreed on Oct. 24, 2008, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.

The liquidator can be reached at:

               Jennifer Y. Fraser
               c/o Canon's Court, 22 Victoria Street
               Hamilton, Bermuda


MPF CORP: Taps Thommessen as Norwegian Counsel
----------------------------------------------
MPF Corp and its debtor-affiliates ask the United States
Bankruptcy Court for the Southern District of Texas for permission
to employ Thommessen Krefting Greve Lund as advokatfirma as
special Norwegian counsel.

The firm will:

a) provide legal advice on Norwegian and international law
    issues arising out of the substantial cost overruns on the
    Debtors' project including advising the Debtors on M&A
    efforts and on other efforts related to the sale of
    assets;

b) consult with the Debtors on issues that arise in maintaining
    relationships with existing creditors; and

c) coordinate as necessary with the Debtors' United States and
    Bermuda counsel with respect to their Chapter 11 cases.

The firm's professionals and their compensation rates are:

    Designations              Hourly Rates
    ------------              ------------
    Partners                  US$387-US$501
    Senior Associates         US$272-US$372
    Associates                US$157-US$287

    Professionals             Designations
    -------------             ------------
    Jorgen Lund               Partner
    Siri Wennevik             Partner
    Otto Beyer                Senior Associate
    Mads Haavardsholm         Associate

To the best of the Debtors' knowledge, the firm does not hold any
interest adverse to the Debtors' estates and is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.

                         About MPF Corp.

Headquartered in Bermuda, MPF Corp. Ltd. -- http://www.mpf-
corp.com/ -- engages in deep water oil and gas exploration. The
company was established on April 25, 2006. The company and debtor-
affiliate MPF Holding US LLC filed separate petitions for Chapter
11 relief on Sept. 24, 2008 (Bankr. S.D. Tex. Case Nos. 08-36086
and 08-36084).  MPF-01 followed on Sept. 25, 2008.

D. Bobbitt Noel, Jr., Esq. at Vinson & Elkins LLP, represents the
Debtors as counsel. When the Debtors filed for protection from  
creditors, they listed assets of US$100 million to US$500 million,
and the same range of debts.

The Bermuda Proceedings and the Chapter 11 cases in the U.S. run
as parallel proceedings, which is coordinated to effectuate the
Debtors' goal of providing for a restructuring of their businesses
or sale of assets as may be in the best interests of their estates
and creditors.

The Debtors are in possession of their properties and continue to
operate and manage their businesses as debtors-in-possession.

Due to the size and complexity of the Debtors' businesses, and
their prepetition focus on restructuring their financial affairs
to avoid Chapter 11 filings, the Debtors failed to complete the
drafting of the Schedules and Statements, and do not anticipate
having the Schedules and Statements ready for filing within the
15-day period.


MPF CORP: Taps Vinson & Elkins as Attorneys
-------------------------------------------
MPF Corp. and its debtor-affiliates ask the United States
Bankruptcy Court for the Southern District of Texas for authority
to employ Vinson & Elkins LLP as its attorneys.

The firm will:

a) take all necessary or appropriate actions to protect and
    preserve the Debtors' estate including the prosecution of
    actions on the Debtors' behalf, the defense of any actions
    commenced against the Debtors, the negotiation of disputes
    in which the Debtors are involved, and the preparation of
    objections to claims filed against the Debtors' estate;

b) prepare on behalf of the Debtors all appropriate motions,
    applications, answers, orders, reports, and other papers in
    connection with the administration of the Debtors' estates;

c) take all necessary actions in connection with a Chapter 11
    plan and related disclosure statements and all related
    documents, as well as further actions as may be required in
    connection with the administration of the Debtors' estates;
    and

d) perform all other legal services in connection with these
    cases.

The firm's professional and their compensation rates are:

    Designations            Hourly Rates
    ------------            ------------
    Senior Partner             US$695
    Junior Paraprofessional    US$195

To the best of the Debtors' knowledge, the firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.

                         About MPF Corp.

Headquartered in Bermuda, MPF Corp. Ltd. -- http://www.mpf-
corp.com/ -- engages in deep water oil and gas exploration. The
company was established on April 25, 2006. The company and debtor-
affiliate MPF Holding US LLC filed separate petitions for Chapter
11 relief on Sept. 24, 2008 (Bankr. S.D. Tex. Case Nos. 08-36086
and 08-36084).  MPF-01 followed on Sept. 25, 2008.

D. Bobbitt Noel, Jr., Esq. at Vinson & Elkins LLP, represents the
Debtors as counsel. When the Debtors filed for protection from  
creditors, they listed assets of US$100 million to US$500 million,
and the same range of debts.

The Bermuda Proceedings and the Chapter 11 cases in the U.S. run
as parallel proceedings, which is coordinated to effectuate the
Debtors' goal of providing for a restructuring of their businesses
or sale of assets as may be in the best interests of their estates
and creditors.

The Debtors are in possession of their properties and continue to
operate and manage their businesses as debtors-in-possession.

Due to the size and complexity of the Debtors' businesses, and
their prepetition focus on restructuring their financial affairs
to avoid Chapter 11 filings, the Debtors failed to complete the
drafting of the Schedules and Statements, and do not anticipate
having the Schedules and Statements ready for filing within the
15-day period.


TK ALUMINUM: Court Appoints Mark Smith as Provisional Liquidator
----------------------------------------------------------------
The Supreme Court of Bermuda has appointed Mark Smith as the
provisional liquidator for TK Aluminum Ltd., in a petition for
voluntary liquidation heard before the Court on the Oct. 24, 2008.

The liquidator can be reached at:

               Mark Smith
               c/o Deloitte & Touche
               Corner House, Parliament Street
               Hamilton, Bermuda

Attorneys for TK Aluminum can be reached at:

              Appleby
              c/o Cannon's Court, 22 Victoria Street
              Hamilton, Bermuda



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

ARACRUZ CELULOSE: Fitch Cuts ID Ratings to BB- on Expected Losses
-----------------------------------------------------------------
Fitch Ratings has downgraded these ratings of Aracruz Celulose
S.A.:

  -- Local currency issuer default rating to 'BB-' from 'BB+';
  -- Foreign currency issuer default rating to 'BB-' from 'BB+';
  -- National scale rating to 'A(bra)' from 'AA-(bra)'.

All of these ratings remain on Rating Watch Negative.

These rating actions reflect an expectation by Fitch that Aracruz
will unwind its derivative positions and that realized losses may
exceed US$1.5 billion.  Further, Fitch expects Aracruz will fund a
majority of these losses with debt provided by the counterparties
to these transactions, resulting in a near doubling of the
company's leverage.  The Rating Watch Negative indicates that
these ratings could be downgraded further if the actual losses and
associated debt obligation are larger than anticipated.  Aracruz's
credit ratings could also be lowered if the terms and conditions
of any agreement with the derivative counterparties are
meaningfully lower than the present value of the mark-to-market
losses on its derivative instruments, viewing this situation as
similar to a distressed debt exchange.

Aracruz ended Sept. 30, 2008 with US$594 million of cash and
marketable securities and US$2.250 billion of total adjusted debt.  
For the latest-12-months ended Sept. 30, 2008, Aracruz generated
US$827 million of EBITDA, including its 50% stake in Veracel.  The
company had an LTM adjusted net debt-to-EBITDA ratio of 2.0 times
and funds from operations adjusted leverage ratio of 2.9.  On a
pro-forma basis, the addition of US$1.5 billion would increase
Aracruz's net debt-to-EBITDA ratio to 3.8.  This ratio could
weaken during the next 12 months due to declining pulp prices.

To improve liquidity Aracruz has announced a number of steps that
it plans to take.  They include the reduction of dividends, the
postponement of the Guaiba II project and a slowdown in land
purchases and forest developments.

Aracruz announced on Oct. 2, 2008, that the 'fair value' of its
derivative position was a negative US$1.02 billion as of Sept. 30,
2008.  On that date the exchange rate BRL1.91 per U.S. dollar.  
Since that date, the Brazilian real has continued to devalue
versus the dollar, increasing the company's derivative liability.

Headquartered in Sao Paulo, Brazil, Aracruz Celulose S.A. --  
http://www.aracruz.com.br/-- produces eucalyptus pulp, a variety   
of hardwood pulp used by paper manufacturers to produce a range  
of products, including tissues, printing and writing papers,  
liquid packaging boards and specialty papers.  The company's  
production facilities consist of the Barra do Riacho Unit in  
Espirito Santo State, which has three production units each with  
two bleaching, drying and baling lines, the Guaiba Unit, located  
in the municipality of Guaiba, State of Rio Grande do Sul, and  
Veracel, located in the municipality of Eunapolis, State of  
Bahia, where it has a 50% stake.  Its four major shareholders  
are: the Safra, Lorentzen and Votorantim groups (each owning 28%  
of the voting shares) and BNDES, the Brazilian National Economic  
and Social Development Bank (12.5%).


FIDELITY NATIONAL: Earnings Down to US$43.62 Mln in 3rd Qtr. 2008
-----------------------------------------------------------------
Fidelity National Information Services Inc. disclosed net earnings
of US$43,623,000 for the three months ended Sept. 30, 2008,
compared to US$245,304,000 from the same period in 2007.  The
company also disclosed its consolidated financial results for
the third quarter of 2008.

Consolidated revenue increased 25.4% to US$893.8 million,
including approximately US$142.8 million in revenue from eFunds,
which FIS acquired in September 2007.  Excluding eFunds, organic
revenue increased 9.4% over the comparable 2007 quarter.

Adjusted EBITDA increased 27.9% to US$228.9 million compared to
US$179 million in the third quarter of 2007.  The EBITDA margin
improved to 25.6% compared to 25.1% in the prior-year quarter and
increased sequentially from 23.1% in the second quarter of 2008.  
Pro forma free cash flow (cash from operations, adjusted for
merger and integration costs, less capital expenditures) increased
to US$118.2 million in the third quarter of 2008. Pro forma free
cash flow for the first nine months of 2008 totaled US$209.3
million, or 102% of adjusted net earnings, compared with US$41.5
million in the same period in the prior year.

"FIS has achieved consistent improvement in organic revenue
growth, EBITDA margin and free cash flow throughout 2008, and we
are very pleased with these results," stated Fidelity executive
chairperson, William P. Foley, II.  "Despite the increasingly
challenging economic environment, we are reaffirming our
previously communicated earnings guidance."

"FIS is executing to plan, despite persistent challenges in the
marketplace," added Lee A. Kennedy, president and chief executive
officer.  "We continue to focus on the goals that we established
early in the year, including driving higher organic revenue growth
through market share gains and cross sales, reducing our overall
cost structure, completing the eFunds integration, reducing
capital expenditures and improving cash flow.  We are making solid
progress on each of these initiatives, as demonstrated by the
strong results across all business lines."

FIS' operating results are presented in accordance with generally
accepted accounting principles ("GAAP") and on an adjusted pro
forma basis, which management believes may provide more meaningful
comparisons with respect to our current operations between the
periods presented.  Theadjusted results exclude the after-tax
impact of merger and acquisition and integration expenses, LPS
spin-off related costs, debt restructuring and other charges,
gains (losses) on the sale of certain non-strategic assets and
acquisition related amortization.

            Divestitures and Discontinued Operations

During the first half of 2008, FIS completed the sale of two
non-strategic businesses, FIS Credit Services and Certegy Gaming
Services.  The company also exited a small operation that provided
services to the residential homebuilding market.  On July 2, 2008,
FIS completed the spin-off of Lender Processing Services, Inc.  
These businesses are reported as discontinued operations for the
periods presented.

On Oct. 13, 2008, FIS completed the previously announced sale of
Certegy Australia, Ltd., and will report this business as a
discontinued operation beginning in the fourth quarter of 2008.
Certegy Australia provides retail lending services to consumers.

                     Supplemental Information

Consolidated third quarter revenue increased 25.4% to US$893.8
million (including eFunds revenue of US$142.8 million) compared to
US$712.8 million (including eFunds revenue of US$26.6 from the
acquisition date of Sept. 12, 2007) in the prior year quarter.
Excluding eFunds revenue from both periods, revenue increased 9.4%
to US$751 million, driven by 25.5% growth in International, 9%
growth in Integrated Financial Solutions and 3.7% growth in
Enterprise Solutions. Termination fees totaled US$1.7 million in
the third quarter of 2008, compared to US$3 million in the third
quarter of 2007.

The strong performance in International was driven by growth in
FIS' core bank processing operation in Germany, new customer
implementations, the company's Brazilian card processing joint
venture and favorable currency rates, which benefitted revenue by
US$13.6 million.  The increase in Integrated Financial Solutions
was due to growth in core processing services, ebusiness
solutions, card marketing programs and a US$5.6 million year-to-
date adjustment for pass-through interchange revenue.  Excluding
the interchange adjustment, Integrated Financial Solutions revenue
increased approximately 7.2%.

Enterprise Solutions revenue, excluding eFunds, increased 3.7% to
US$240.1 million compared to the prior-year quarter and increased
5.6% compared to the second quarter of 2008.  Increased software
license sales and outsourced technology revenue more than offset a
US$6.9 million decline in retail check risk management revenue.

Adjusted EBITDA increased 27.9% to US$228.9 million.  The adjusted
EBITDA margin increased 50 basis points to 25.6% compared to the
third quarter of 2007, and increased 250 basis points compared to
23.1% in the second quarter of 2008.  The improvement was driven
by increasing profitability in the company's International
business, efficiency gains and higher software license fees.

Corporate overhead expense totaled US$23.7 million in the third
quarter of 2008, compared to US$15.6 million in the third quarter
of 2007.  The increase was driven by higher incentive compensation
accruals and stock option expense.

                          Balance Sheet

During the quarter, FIS retired US$200 million of secured 4.75%
fixed rate notes.  As of Sept. 30, 2008, the company had US$238.5
million in cash and cash equivalents and US$2.6 billion in
outstanding debt, of which US$2.1 billion has been swapped to
fixed interest rates.  The effective interest rate on FIS total
debt at Sept. 30, 2008, was 5.5%.

                         About Fidelity

Based in Jacksonville, Florida, Fidelity National Financial,
Inc. (NYSE:FNF) -- http://www.fnf.com/-- provides title  
insurance, specialty insurance, claims management services and
information services.  FNF is one of the nation's largest title
insurance companies through its title insurance underwriters --
Fidelity National Title, Chicago Title, Ticor Title, Security
Union Title and Alamo Title -- that issue approximately 28% of
all title insurance policies in the United States.  FNF also
provides flood insurance, personal lines insurance and home
warranty insurance through its specialty insurance business.
FNF also provides outsourced claims management services to large
corporate and public sector entities through its minority-owned
subsidiary, Sedgwick CMS.  FNF is also an information services
company in the human resource, retail and transportation markets
through another minority-owned subsidiary, Ceridian Corporation.

FIS maintains a strong global presence, serving over 7,800
financial institutions in more than 60 countries worldwide,
including Brazil, Chile and Japan.

                         *      *      *

As reported in the Troubled Company Reporter-Latin America on
July 4, 2008, Moody's Investors Service confirmed Fidelity
National Information Services' Ba1 corporate family rating and
assigned a stable rating outlook.  This rating confirmation
concludes the review for further possible downgrade initiated on
Oct. 25, 2007, which was prompted by the company's announcement
that the company planned to spin-off its Lender Processing
Services (LPS) division into a separate publicly traded company.
The LPS spin-off was completed on July 2, 2008.

Fitch expects to upgrade these Fidelity ratings:

  -- Issuer Default Rating to 'BB+' from 'BB';

  -- US$900 million secured revolving credit facility to 'BBB-'
     from 'BB+';

  -- Secured term loan to 'BBB-' from 'BB+';

  -- 4.75% senior notes (equally and ratably secured with the
     bank facility) to 'BBB-' from 'BB+'.

Fitch's rating outlook is expected to be stable.


FORD MOTOR: Mexican Unit's CEO Retires; E. Serrano Named Successor
------------------------------------------------------------------
Ford Motor Company (Mexico) Vice President, President and Chief
Executive Officer, Louise Goeser, has elected to retire, effective
Nov. 1, 2008, to be succeeded by Eduardo Serrano, currently Ford
Mexico's Chief Operating Officer.

"I would like to sincerely thank Louise for her significant
contributions to Ford Motor Company over the years," said Ford
Executive Vice President and President of the Americas, Mark
Fields.  "Louise has consistently demonstrated a commitment to
strengthening Ford's business -- particularly in the areas of
manufacturing, vehicle quality and customer satisfaction."

Ms. Goeser joined Ford in 1999 as vice president of Quality.  She
came to Ford with high-level corporate and quality leadership
experience gained at Whirlpool Corporation and Westinghouse
Electric Corporation.  While serving as Ford's Quality chief, the
company successfully implemented Consumer Driven 6-Sigma, an
important element in driving Ford's quality improvements.

She was appointed president and CEO of Ford Mexico in January 2005
and was essential in bringing new products to the Hermosillo,
Cuautitlan and Chihuahua plants in addition to a joint venture for
a transmission plant in Guanajuato.

"It is hard to describe how challenging, fulfilling and exciting
my career with Ford Motor Company has been," Ms. Goeser said.  "I
couldn't have asked for a better experience -- particularly these
last few years in Mexico.  As difficult as it will be to leave, I
am looking forward to serving on boards and spending more time
with my husband, children and grandchildren."

Mr. Serrano joined Ford in 1982 as a Supplier Quality Assurance
Representative for Ford Mexico.  Since then, he has held several
key leadership positions in both the U.S. and Mexico.  Prior to
his current role, Mr. Serrano served as president, Ford Andina and
director of product marketing for Ford Division. He previously
held several positions with Ford Mexico in the areas of supply
chain, purchasing, quality assurance and marketing and sales.

As president and CEO of Ford Mexico, Ms. Serrano will report to
David Schoch, executive director, Canada, Mexico and South
America.

"Eduardo's knowledge and understanding of our business in Mexico,
the relationships he already has developed with our dealers and
governmental and community leaders, along with his passion for
Ford, make him the best possible candidate for taking the reins at
Ford of Mexico," Mr. Schoch said.  "At this time, we are fortunate
to have such a strong leader in place, who will continue to
strengthen our business and overall presence in Mexico without
skipping a beat."

                      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 Trouble Company Reporter on Oct. 20, 2008,
Standard & Poor's Ratings Services placed the CCC ratings on nine
Ford Motor Co.-related transactions on CreditWatch with negative
implications.

As reported in the Troubled Company Reporter-Latin America on
Oct. 13, 2008, Fitch Ratings downgraded the Issuer Default Rating
of Ford Motor Company and Ford Motor Credit Company by one notch
to 'CCC' from 'B-'.


POLYPORE INT'L: Earns US$5.1 Million in Quarter Ended September 30
------------------------------------------------------------------
Polypore International Inc. reported net income of US$5.1 million
on net sales of US$154.9 million for the three months ended
Sept. 27, 2008, compared to a net loss of US$14.6 million on net
sales of US$129.9 million for the three months ended Sept. 29,
2007.

The company's operating income, which included US$6.3 million of
incremental strike- and FTC-related costs in the lead-acid battery
separator business, was US$20.6 million compared with operating
income of US$22.6 million in the prior-year period.

Income from continuing operations in the quarter was US$5.1
million compared with a net loss from continuing operations in the
prior-year period of US$14.6 million.  Adjusted Net Income in the
quarter increased to US$9.0 million , compared to US$5.2 million
in the prior-year period.

Robert B. Toth, President and Chief Executive Officer, noted,
"Aside from the challenges in our lead-acid battery separator
business which we are addressing head-on, we are pleased with our
business performance, particularly in the current economic
environment.  Additionally, the long-term demand drivers for
mobile power and high performance filtration remain favorable."

Headquartered in Charlotte, North Carolina, Polypore
International Inc., develops, manufactures and markets
specialized polymer-based membranes used in separation and
filtration processes.  The company is managed under two business
segments.  The energy storage segment, which currently
represents approximately two-thirds of total revenues, produces
separators for lead-acid and lithium batteries.  The separations
media segment, which currently represents approximately one-
third of total revenues, produces membranes used in various
health care and industrial applications.  The company has
operations in Australia, Germany and Brazil.

                       *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 7, 2008, Moody's Investors Service raised the ratings of
PolyporeInternational, Inc., Corporate of Family to B2 from B3
and Probability of Default to B2 from B3.  

Moody's also raised the ratings of Polypore's bank credit
facility to Ba2 from Ba3, and senior subordinated notes to B3
from Caa1.  Moody's said the outlook is changed to stable.


USIMINAS: May Cut Output Despite 16% Quarterly Profit Increase
--------------------------------------------------------------
Usinas Siderurgicas do Minas Gerais S.A. said it is considering
production cuts as demand falls despite reporting that its third-
quarter profit rose 16% as domestic steel prices climbed, Diana
Kinch of Bloomberg News reports.

The company, as cited by Bloomberg, disclosed that net income rose
to BRL880.5 million (US$408.4 million) from BRL757.9 million a
year earlier.  Per-share profit declined to BRL1.78 from BRL3.45
after the company split its shares earlier this year.  Sales rose
23% to BRL4.45 billion.

Citing Usiminas, Bloomberg relates that Brazil accounted for 84%
of sales volume, compared with 77% year earlier, after economic
growth boosted demand.  Higher steel prices also compensated for a
14% rise in costs to BRL2.6 billion.

"The results were better than expected with lower costs than
foreseen," Bloomberg quoted Bernardo Lobao, a steel analyst with
Rio de Janeiro-based ARX Capital Management, as saying.

However, Usiminas, Bloomberg notes, will make "the operational
adjustments needed to maintain balance between supply and demand
for its products" amid the global financial crisis, hinting it may
be preparing to follow competitors including ArcelorMittal, the
world's largest steel company, in cutting output.

Rogerio Zarpao, an analyst with Unibanco in Sao Paulo, commented
that Usiminas's most recent price increase of 15% in August has
met resistance and the company may be forced to cut prices in the
fourth quarter, says.

According to the company's Chief Financial Officer Paulo Penido
Pinto Marques, Steel prices will be little changed for the rest of
the year and through the first half of 2009, Bloomberg adds.

Mr. Penido, as cited by Bloomberg said the company may slow the
pace of its US$14.1 billion investment plan because of the global
credit freeze, adding that the first phase of a new 5 million
metric tons a year steel plant in Minas Gerais state is "needed"
while the second stage can be postponed if necessary.

               Analysts Praise Third Quarter Results

In a separate report, Business News Americas says analysts agreed
that Usiminas' performance in the third quarter will likely be the
best the company posts this year but expected lower steel prices
in the next three quarters.

The company will have to make revisions on volume production in
coming months, an analyst for Banif Securities in Rio de Janeiro
told BNamericas.

"Earnings were above our expectations, especially the company's
Ebitda," Rodrigo Ferraz, an analyst with the Brascan brokerage in
Rio de Janeiro,  disclosed in a Brascan report.  "As we expected,
despite stable sales volumes, higher prices positively influenced
domestic sales and exports," BNamericas quoted the analyst as
saying.

                          About Usiminas

Headquartered in Minas Gerais, Brazil, Usinas Siderurgicas do
Minas Gerais S.A. aka Usiminas -- http://www.usiminas.com.br-- is  
principally engaged in the steel industry.  The company has a
production capacity of 4.7 million tons of crude steel per annum.  
The company produces non-coated steel (including slabs, heavy
plates, hot- and cold-rolled sheets and coils) and galvanized
sheets and coils.  The company provides its products to the
automotive, piping, building and electrical/electronic and
agricultural and road machinery industries.  In addition to its
core business operations, it is also involved in the
commercialization, import and export of raw materials, steel
products and by-products; the provision of project development and
research services; the provision of personnel training services,
and the provision of mining, transportation, construction and
technical assistance services.  The company's products are sold in
Brazil, as well as exported to other Latin American countries, the
United States, China and South Korea, among others.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 5, 2008, Moody's Investors Service assigned a Ba1 local
currency rating and an Aa1.br rating on its Brazilian national
scale to the BRL500 million non-guaranteed subordinated
debentures due 2013 to be issued by Usinas Siderurgicas de Minas
Gerais S.A.  Net proceeds from the debentures issuance will be
used to partially fund the company's capex program.  Moody's said
the rating outlook is stable.


USIMINAS: Seeking US$6 Bil. Fund for Capital Expenditures Program
-----------------------------------------------------------------
Business News Americas reported that Usinas Siderurgicas do Minas
Gerais S.A. is seeking US$6 billion from private banks to finance
a US$14.1 billion capital expenditures program through 2012, its
CFO, Paulo Penido, said.

"About US$7 billion will be funded with our own resources and
[for] the remainder we are going out to the market," BNAmericas
quoted Mr. Penido as saying.

Despite the tight credit market, Mr. Penido said "the company has
had good access to the market to raise the necessary resources."

According to BNAmericas, the Brazilian development bank, BNDES, is
helping to fund projects with BRL900 million (US$398 million) and
the Japan Bank for International Cooperation will loan a further
US$550 million.  The company also received US$400 million in
eurobonds and US$600 million in pre-payments, the report added.

Headquartered in Minas Gerais, Brazil, Usinas Siderurgicas do
Minas Gerais S.A. aka Usiminas -- http://www.usiminas.com.br-- is  
principally engaged in the steel industry.  The company has a
production capacity of 4.7 million tons of crude steel per annum.  
The company produces non-coated steel (including slabs, heavy
plates, hot- and cold-rolled sheets and coils) and galvanized
sheets and coils.  The company provides its products to the
automotive, piping, building and electrical/electronic and
agricultural and road machinery industries.  In addition to its
core business operations, it is also involved in the
commercialization, import and export of raw materials, steel
products and by-products; the provision of project development and
research services; the provision of personnel training services,
and the provision of mining, transportation, construction and
technical assistance services.  The company's products are sold in
Brazil, as well as exported to other Latin American countries, the
United States, China and South Korea, among others.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 5, 2008, Moody's Investors Service assigned a Ba1 local
currency rating and an Aa1.br rating on its Brazilian national
scale to the BRL500 million non-guaranteed subordinated
debentures due 2013 to be issued by Usinas Siderurgicas de Minas
Gerais S.A.  Net proceeds from the debentures issuance will be
used to partially fund the company's capex program.  Moody's said
the rating outlook is stable.



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

EXBUC (CAYMAN): Will Hold Final Shareholders Meeting on Nov. 3
--------------------------------------------------------------
Exbuc (Cayman) Ltd. will hold its final shareholders meeting on
Nov. 3, 2008, at 10:00 a.m., at the offices of Deloitte, Fourth
Floor, Citrus Grove, P.O. Box 1787, George Town, Grand Cayman,
Cayman Islands.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) authorizing the liquidators of the company to retain the
      records of the company for a period of five years from the
      dissolution of the company, after which they may be  
      destroyed.

Exbuc (Cayman)'s shareholder decided on May 12, 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
                Tel: (345) 949-7500
                Fax: (345) 949-8258


ING LEASE JAPAN: Filing for Proof of Claim Deadline Is Nov. 3
-------------------------------------------------------------
ING Lease Japan Prima Ltd.'s creditors have until Nov. 3, 2008, to
prove their claims to Rob Heijliger, 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.

ING Lease Japan's shareholder decided on Sept. 11, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Rob Heijliger
               c/o 9 Raffles Place
               #19-02 Republic Plaza
               Singapore


UTILITIES & VISIBILITY: Sets Final Shareholders Meeting on Nov. 3
-----------------------------------------------------------------
Utilities & Visibility Fund will hold its final shareholders
meeting on Nov. 3, 2008, at 10:30 a.m., at the offices of DMS
Corporate Services Ltd, dms House, 20 Genesis Close, George Town,
Grand Cayman, Cayman Islands.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) authorizing the liquidators of the company to retain the
      records of the company for a period of six years from the
      dissolution of the company, after which they may be  
      destroyed.

Utilities & Visibility's shareholder decided on July 29, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               DMS Corporate Services Ltd.
               c/o dms House, 2nd Floor
               P.O. Box 1344
               Grand Cayman, Cayman Islands

Contact for inquiries:

               Bernadette Bailey-Lewis
               Tel: (345) 946-7665
               Fax: (345) 946 7666


UTILITIES & VISIBILITY MASTER: Final Holders Meeting Is on Nov. 3
-----------------------------------------------------------------
Utilities & Visibility Master Fund will hold its final
shareholders meeting on Nov. 3, 2008, at 10:00 a.m., at the
offices of DMS Corporate Services Ltd, dms House, 20 Genesis
Close, George Town, Grand Cayman, Cayman Islands.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) authorizing the liquidators of the company to retain the
      records of the company for a period of six years from the
      dissolution of the company, after which they may be  
      destroyed.

Utilities & Visibility's shareholder decided on July 29, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               DMS Corporate Services Ltd.
               c/o dms House, 2nd Floor
               P.O. Box 1344
               Grand Cayman, Cayman Islands

Contact for inquiries:

               Bernadette Bailey-Lewis
               Tel: (345) 946-7665
               Fax: (345) 946 7666


WESTHARBOR PLUS: Proof of Claim Filing Deadline Is Nov. 1
---------------------------------------------------------
Westharbor Event Driven Plus Fund Ltd.'s creditors have until
Nov. 1, 2008, to prove their claims to Gordon I. MacRae and G.
James Cleaver, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

Westharbor Event's shareholder decided on Sept. 17, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                Gordon I. MacRae and G. James Cleaver
                c/o Kroll (Cayman) Limited
                Bermuda House, 4th Floor
                Dr. Roy's Drive, Cayman Financial Center
                P.O. Box 1102
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Craig Florence
                Tel: +1 (345) 946-0081
                Fax: +1 (345) 946-0082


WESTHARBOR PLUS MASTER: Deadline for Claims Filing Is Nov. 1
------------------------------------------------------------
Westharbor Event Driven Plus Master Fund Ltd.'s creditors have
until Nov. 1, 2008, to prove their claims to Gordon I. MacRae and
G. James Cleaver, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

Westharbor Event's shareholder decided on Sept. 17, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                Gordon I. MacRae and G. James Cleaver
                c/o Kroll (Cayman) Limited
                Bermuda House, 4th Floor
                Dr. Roy's Drive, Cayman Financial Center
                P.O. Box 1102
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Craig Florence
                Tel: +1 (345) 946-0081
                Fax: +1 (345) 946-0082


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

SOCIEDAD DE INVERSIONES: Earns US$113.85M in 9 Mos. Ended Sept. 30
------------------------------------------------------------------
Sociedad de Inversiones Pampa Calichera S.A. reported earnings for
the first nine months of 2008, which reached US$113.85 million,
257% higher than the US$31.89 million recorded during the same
period of 2007.  The income contribution from SQM, the company's
main investment, was US$121.94 million, up by 196% from the
US$41.13 million reported in 2007.

As of Sept. 30, 2008, current assets and current liabilities
remained at similar levels of those recorded in the same period of
2007, altogether resulting in a current ratio of 18.05 (18.46 in
2007).

The debt-to-equity ratio recorded at the end of the third quarter
of 2008 was 0.44, slightly down from the 0.55 ratio calculated for
the same period of 2007, mainly as a result of higher retained
earnings in the 2008 period.

For the 2008 period, short-term debt to total debt remained at the
1.2% level calculated for 2007, and long-term debt to total debt
also remained at the 2007 level of 98.8% in 2008.

In terms of profitability, return on equity for the third quarter
of 2008 was 19.8%, up sharply from the 6.9% return recorded in the
same period of 2007, mainly due to the better results of SQM.  
Also for this reason, return on assets showed a significant
increase from 4.5% in 2007 to 13.7% in 2008.

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

                          *      *     *

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

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



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

BANCOLOMBIA SA: Earns COP367 Billion in Qtr. Ended Sept. 30, 2008
-----------------------------------------------------------------
Bancolombia S.A. disclosed that during the quarter ended
September 30, 2008, it recorded net income of COP367  billion,
which represents an increase of 15.9% as compared to the
COP316.7 billion for the quarter ended September 30, 2007.  Net
income for the first nine months of 2008 totaled COP996.2 billion,
representing an increase of 30.3% compared to the same period of
2007.

As of September 30, 2008, Bancolombia's gross loans totaled
COP42,289 billion, increasing 19.3% as compared to the quarter
ended June 30, 2007 and 7.5% as compared to the quarter ended June
30, 2008.

The bank's ratio of past due loans (i.e. loans overdue for more
than 30 days) to total loans as of September 30, 2008 remained
stable at 3.5%.  Coverage ratio, measured as the ratio of
allowances for loan losses (including accrued interest losses) to
past due loans, increased to 124.1% from 120.1% in the quarter
ended June 30, 2008.

As of September 30, 2008, Bancolombia's total deposits totaled
COP37,096 billion, increasing 21.1% compared to the quarter ended
June 30, 2007 and 7.4% compared to the quarter ended June 30,
2008.

Bancolombia's efficiency ratio, measured as the ratio between
operating expenses and net operating income, reached 46.4% for
third quarter 2008 compared to 50.3% in the quarter ended June 30,
2007.

The bank's annualized average return on equity for third quarter
2008 was 26.7%.  Its earnings per share for third quarter 2008
were COP466 or US$0.85 per ADR.

The results in third quarter 2008 were mainly driven by these
factors and are compared to the results for the same period in
2007:


  -- Net interest income that totaled COP921.1 billion in third
     quarter 2008, resulting in an increase of 28.6%.

  -- Net fees and income from services that amounted to COP346.7
     billion in third quarter 2008, representing an increase of
     23.4%.

  -- Total other operating income that amounted to COP130.6
     billion in third quarter 2008, representing an increase of
     22.3%.

  -- Total net provisions that amounted to COP243.6 billion for
     third quarter 2008, representing an increase of 26.4%.

  -- Income tax expense totaling COP124.4 billion in third quarter
     2008, representing an increase of 153.9%.

                       Currency Exposure

Bancolombia's financial results were not significantly affected by
the Colombian peso depreciation presented during third quarter
2008 as the bank hedged a significant amount of its currency
exposure.

The bank's exposure to currency risk primarily arises from changes
in the dollar/peso exchange rate.  The exposure to currency risk
is managed by the bank's treasury division.  The bank uses a value
at risk calculation to limit the exposure to currency risk of its
balance sheet.  These limits are supervised on a daily basis by
Bancolombia's Market Risk Management Office.

                     About Bancolombia

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 23, 2008, Moody's Investors Service upgraded to Ba2, stable
from Ba3, positive the foreign-currency deposit ratings assigned
to the two banks it rates in Colombia.  This action is the direct
result of Moody's decision to upgrade Colombia's foreign
currency country ceilings for bonds and deposits to Baa3 and
Ba2, respectively.

At the same time, Moody's upgraded Bancolombia's foreign
currency subordinated bond rating to Baa3 from Ba1.  The outlook
is stable.



=============
E C U A D O R
=============

BANCO DE LA PRODUCCION: Fitch Affirms Currency ID Ratings at B-/B
-----------------------------------------------------------------
Fitch Ratings affirmed Banco de la Produccion S.A. y Subsidiarias
ratings as:

  -- Foreign currency long-term issuer default rating: 'B-';
  -- Foreign currency short-term issuer default rating: 'B';
  -- Support rating: '5';
  -- Support floor: 'NF';

The Rating Outlook is Stable.

The bank's ratings reflect its sound capital level, strong
franchise, consistent performance, experienced management and
sound asset quality.  They also consider its loan and investment
concentration and the still uncertain regulatory and operating
environment.

Banco de la Produccion's IDRs could improve once uncertainty over
its regulatory and operating environment is cleared and, provided
that the bank maintains its asset quality, capital levels and
performance.  Asset deterioration or Government's intervention in
the bank's ability to manage liquidity and its balance sheet would
create downward pressure on ratings.

In spite of the bank's important retail deposit market share,
Fitch believes that government support cannot be relied upon -- if
it were necessary -- given Ecuador's weak fiscal standing and the
lack of a lender of last resort.

Banco de la Produccion managed to grow and sustain its performance
in spite of a difficult environment and changing regulation.  As
margins declined due to caps on interest rates and fees, increased
volumes backstopped operating revenues decline.  Costs increased
in line with the bank's expansion but credit cost was contained in
2008.  Overall profitability remained stable and positive (ROE:
21.5%, ROA: 1.7%).

Portfolio quality improved slightly and remained better than the
industry average; reserves however, declined hence impaired
portfolio coverage decreased to a still comfortable level above
200%.  Investments that were concentrated in ARCs suffered from
the credit crunch but the bank reduced its exposure and secured
lending against these securities to shore-up liquidity.  
Investment and lending policies were tightened accordingly.  
Deposits were volatile first flowing abroad then growing albeit at
a higher cost; capital grew steadily in line with assets hence,
BIS capital ratios stood at 15.2% at June 2008 improving from
previous years.

Going forward, margins should continue narrowing and commissions
decrease while credit cost should increase as the impending global
economic slowdown ripples through the region; costs growth should
be curbed but efficiency should improve only in late 2009.  
Overall performance should slide in the coming months albeit
remaining at very acceptable levels with ROE in the low teens and
ROA above 1.2%; profitability should suffice to maintain
satisfactory capital and solvency ratios.

Incorporated in 1978, Banco de la Produccion S.A. y Subsidiarias
(aka. Produbanco) -- http://www.produbanco.com/-- is Ecuador's  
fourth largest bank by assets and holds about 11% of deposits and
loans at June 2008.  Historically focused on corporate banking, it
expanded into retail banking in the past few years.  The bank is
also active in fund management and securities brokerage and is
controlled by its main executives.


BANCO PICHINCHA: Fitch Affirms B-/B Local & Foreign Currency IDRs
-----------------------------------------------------------------
Fitch Ratings affirmed Banco Pichincha C.A. y Subsidiarias'
ratings as:

  -- Foreign Currency long-term issuer default rating at 'B-';
  -- Foreign Currency short term issuer default rating at 'B';
  -- Support rating at '5';
  -- Support floor at 'NF';

The Outlook is Stable.

Banco Pichincha's ratings reflect its strong franchise, broad
deposit base, ample liquidity, strengthened capital and sustained
financial performance.  They also factor in concerns over
declining economic growth and uncertainty in its regulatory
environment.  Banco Pichincha's ratings are above Fitch's
Sovereign ratings of Ecuador ('CCC') because it has little
exposure to Government debt and sound liquidity.

The bank's IDRs could improve once uncertainty over its regulatory
and operating environment is cleared and, provided that the bank
maintains its asset quality, on its capital levels and
performance.  Asset deterioration or Government intervention in
the bank's ability to manage liquidity and its balance sheet would
create downward pressure on ratings.  In spite of Banco
Pichincha's important retail deposit market share, Fitch believes
that government support cannot be relied upon -- if it were
necessary -- given Ecuador's weak fiscal standing and the lack of
a lender of last resort.

Changes in regulation capping interest rates and banning loan fees
had an impact on smaller, retail-oriented banks.  Larger banks,
and those that had moderate pricing policies were less affected.  
Banco Pichincha's loan portfolio grew strongly during 2007 and
declined in 2008, but stable margins and relatively higher retail
loans resulted in higher interest revenues that offset stagnating
fees and commissions.  Operating costs were curbed and credit cost
remained stable.  Profitability, which would have otherwise been
in line with 2007 results, was boosted by a one-time gain on the
sale of a subsidiary during July (55% of net income, resulting in
a return on average equity of 31% and a return on average assets
of 2.8%).

Asset quality stabilized as impaired loans seem to have bottomed
and CDE loans declined; both indicators remain below the industry
average.  The portfolio shows little concentration and the risk
management process was strengthened while reserve coverage
improved to comfortable levels.  Banco Pichincha's broad deposit
base remains a strength and liquidity was bolstered as investments
declined and money market funds were increased significantly.  
Capital was bolstered with the proceeds from the divestments; the
capital ratio improved to 13.6% and should not decline below 12%
going forward.

Going forward, narrowing margins and decreasing fees challenge
profitability while weaker economic prospects threaten growth and
asset quality.  Continued profitability and capital growth depend
upon Banco Pichincha's ability to improve cross-sell and achieve
efficiency, an attainable goal unless the global financial crisis
deepens.

Banco Pichincha C.A. y Subsidiarias (formerly Banco del Pichincha
C.A.) -- http://wwwp2.pichincha.com/-- is Ecuador's largest bank,  
with about 27% of deposits and 30% of loans at June 2008.  
Incorporated in 1906, the group offers a wide array of services to
corporate, middle-market and retail customers.  The bank is
tightly controlled by its main shareholder Mr. Fidel Egas Grijalva
who holds over 60.2% of the company's stock.



===========
G U Y A N A
===========

GUYANA STOCKFEEDS: Balks at Trinidad's Rice Licensing Policy
------------------------------------------------------------
Guyanese exporters are having great distress after Trinidad and
Tobago imposed a license requirement for rice imports from Guyana,
the Caribbean Net News reports.

Guyana Stockfeeds Limited Chief Executive Officer, Robert Badal,
admitted that although he supports "licensing for extra-regional
goods" he cannot support the licensing for rice saying it is
affecting his company greatly since Trinidad is a major market for
Guyana Stockfeeds, the Caribbean Net News reports.

Mr. Badal noted this is a step back for Trinidad as part of
CARICOM to impose on Guyana such restrictive measures, the report
relates.

Trinidad importers are now required to apply to the Ministry of
Trade in Trinidad and Tobago for a license to buy rice from
Guyana.  Without this license, that takes at least three weeks of
processing, Guyanese rice cannot enter Trinidad.

The Caribbean Net News, citing Kaieteur News, reported that Mr.
Badal said he was informed about the decision weeks ago by
distributors in Trinidad.  Meanwhile, the Guyana Rice Development
Board and Ministry of Foreign Affairs in Guyana have since been
informed of this new requirement.

According to Mr. Badal, this measure should not have been imposed
since Guyana was a part of CARICOM and as such the free movements
of goods should not attract restrictions, the Caribbean Net News
relates.


* GUYANA: Cost to Access US210 Million EC Funding Stirs Concern
---------------------------------------------------------------
The Guyanese government is concerned that it might be required to
invest significant sums before they can benefit from the European
Commission funding for the implementation of the Economic
Partnership Agreement, the Caribbean Net News writes.

The Commission has said that it has mobilized some EUR165 million
(US$210 million) through the European Development Fund Regional
Programme for the Caribbean to help assist CARIFORUM with the
implementation of the EPA.

Cabinet Secretary and Head of the Presidential Secretariat in
Guyana, Dr. Roger Luncheon told reporters at a media conference
last Friday that preparations leading up to accessing the funds
may cost even more than what will be made available by Europe, the
Caribbean Net News relates.  This is one of the many reservations
Guyana had prior to signing the trade pact, noting that the
funding was not immediate after signing the deal.

Dr. Luncheon, according to the report, said the EPA implementation
placed "a heavy burden on our resources to put our house in order
to actually access the benefits that the EPA seeks to offer".  He
also noted that the government had been engaging a number of
organizations that have called for the deal to be implemented in
stages.

Meanwhile, the Commission explained that the injection of funds in
the EDF was mentioned at the EPA consultation in Antigua, the
report relates.

Antigua's Prime Minister and Chairman of CARICOM, Baldwin Spencer,
had said that the traditional pool of EDF resources available to
the region will have to be augmented, and "the EC and its member
states have committed making available to CARIFORUM countries an
equitable share of the EUR2 billion set aside for 'Aid for
Trade'," the report notes.

"Signing the EPA will immediately pave the way for engaging the EC
in respect of access to those funds," Mr. Spencer added, the
Caribbean Net News relates.


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

BANK OF JAMAICA: Raises Interest Rates on Certificates of Deposit
-----------------------------------------------------------------
The Bank of Jamaica said effective immediately, interest rates
payable on Bank of Jamaica Certificates of Deposit have been
increased, Caribbean Net News reports.

According to a BoJ release, the adjustment will bring rates
offered by the Central Bank in line with yields applicable to
Government of Jamaica Treasury Bills and other short-dated market
instruments, Caribbean Net notes.

"While the outlook for inflation has improved, the recent increase
in demand for foreign exchange to pay down foreign liabilities has
led the Bank to reassess and to harmonize the structure of
interest rates payable on its instruments.  In addition, as
previously announced, a facility has been established to supply
U.S. dollar liquidity to assist financial institutions to satisfy
the increased payments to overseas creditors.  Taken together,
these policy changes will address the temporary gap in the foreign
exchange flows and maintain order in domestic financial markets,"
Caribbean Net relates, citing the release.

Earlier, Caribbean Net notes, the BoJ took the decision to offer a
temporary lending facility to domestic financial institutions as
one of the first outcomes of the special team established by Prime
Minister Bruce Golding, to monitor the global financial crisis and
its immediate and longer-term implications for the Jamaican
economy.

According to the report, the team, comprising representatives of
Jamaica's main monetary and fiscal authorities, met twice during
the week, the first chaired by the Prime Minister on Monday
(October 13), while Wednesday's (October 15) meeting was chaired
by Finance and Public Service Minister, Audley Shaw.

Technical Advisor to the Finance Minister, Sidjae Robinson,
informed JIS News that the meetings reflect the serious attention
the international developments warrant and "the preparedness of
the Government and monetary authorities to take appropriate action
in protection of the national interest and be proactive in
preventing or mitigating any negative fall-out."

The release, as cited by Caribbean Net, disclosed that the Central
Bank's mid-week intervention was a pre-emptive measure and was "as
a direct consequence of the current global financial turmoil, and
to preserve overall financial stability."

In addition, the "facility is strictly intended to provide
liquidity to these institutions for overseas margin and repo
payments on Government of Jamaica (GoJ) global bonds during this
period of dysfunctional money markets," the release added,
Caribbean Net notes.

The BoJ release, Caribbean Net relates, emphasized that the
Central Bank would continue to closely monitor the financial
system and take appropriate action.

                          *     *     *

On Sept. 16, 2008, the Troubled Company Reporter-Latin America,
citing Radio Jamaica, reported that the Bank of Jamaica's year-to-
date losses were US$3.42 Billion.  According to the report,
information in Central Bank's balance sheet shows a reversal from
US$350 million profit in January and US$3 billion profit in year
end 2007 to US$3.42 billion losses as of Aug. 27, 2008.

Radio Jamaica reported on June 12, that Bank of Jamaica's balance
sheet showed increasing year to date losses of US$1.75 billion, as
of June 11, 2008.  Stability in the foreign currency markets, in
part, have caused BoJ's continuing financial losses.



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

CEMEX SAB: Nationalization Talks Extended for 30 More Days
----------------------------------------------------------
The National Executive of Mexico has not come to terms yet with
Cemex S.A.B. de C.V. and as a result, the term to reach a
nationalization agreement with the company has been extended for
30 more days, El Universal reports, citing official sources.

When the authorities reported on the nationalization of Cemex,
they said that in a 60-day term the price to be paid for the
stocks of the Mexican subsidiary would be set.  That deadline
ended last weekend.

The new term was set because of the troubles in setting an amount
payable for the company, El Universal says.  Authorities heading
the talks think that due to falling Cemex shares, the price needs
to be reviewed.

Prior to August 18, the cement maker had requested payment of
US$1.3 billion for the stocks, El Universal notes.  However, the
National Executive deemed it too high a price and offered
US$650 million instead.

As reported by the Troubled Company Reporter-Latin America on
Aug. 21, 2008, Cemex said that, according to a press release
issued by Petroleos de Venezuela S.A., PDVSA proceeded to take
operational control of the plants of Cemex Venezuela, on behalf
of the Government of Venezuela.  Minister Ali Rodriguez disclosed
that the recently nationalized Venezuelan division of Cemex is
worth less than US$400 million, Reuters said.

The company subsequently did not accept the proposed price,
despite its nationalization being decreed on August 19, the report
says.

However, authorities maintain that the amount payable should be
smaller, El Universal adds.

                           About Cemex

Headquartered in Mexico, Cemex S.A.B. de C.V. --
http://www.cemex.com/-- is a growing global building solutions
company that provides high quality products and reliable service
to customers and communities in more than 50 countries throughout
the world, including Argentina, Colombia and Venezuela.  
Commemorating its 100th anniversary in 2006, Cemex has a rich
history of improving the well-being of those it serves through its
efforts to pursue innovative industry solutions and efficiency
advancements and to promote a sustainable future.

                          *     *     *

As reported in the Troubled Company Reporter on Oct. 16, 2008,
Standard & Poor's Ratings Services lowered its long-term
corporate credit and senior unsecured debt ratings on Cemex S.A.B.
de C.V. (Cemex) and its key operating subsidiaries (Cemex Espana
S.A., Cemex Mexico S.A. de C.V., and Cemex Inc.) to 'BBB-' from
'BBB'.  The long-term Mexican local scale rating was also lowered
to 'mxAA' from 'mxAA+'.  At the same time, S&P lowered its rating
on Cemex's fixed-to-floating callable perpetual debentures to
'BB+' from 'BBB-'.  The outlook remains negative.


CONTROLADORA COMERCIAL: Refiles After Judge Junked Bankruptcy Plea
------------------------------------------------------------------
Reuters reports that Controladora Comercial Mexicana SAB de CV
(“Comerci”) had filed a second request for legal protection from
creditors after its first bid was thrown out by a court.

Comerci filed for bankruptcy earlier this month after disclosing
its debt had ballooned to US$2 billion following massive losses on
bets against the dollar, Reuters recounts.  According to The
Financial Times, Comerci's bankruptcy filing shocked Mexico's
business class as it sparks fears that similar filings loom.

The FT quotes Damian Fraser, UBS Pactual's Mexico City-based
director of Latin American research, as saying "Comercial Mexicana
was Mexico's Lehman Brothers."

Reuters notes that Comerci said it plans to present a
restructuring plan soon, but some analysts believe it may have to
sell assets to ease mounting creditor pressure.

                 Obtaining Loans to Pay Suppliers

In a separate report, Reuters writes that Comerci said one of its
units had obtained two loans worth up to MXN3.327 billion pesos to
keep paying suppliers and run its supermarkets.  One of the credit
lines, for up to MXN3 billion , is backed by government
development bank Nacional Financiera, or Nafin.

                    Posts MXN3.79 BB Net Loss

Comercial Mexicana posted a MXN3.79 billion (US$346 million) net
loss for the third quarter on Tuesday, slammed by losses in its
currency derivatives positions, Reuters quotes the company as
saying.  Comerci had earned MXN616 million in the July to
September period last year.

The company said sales during the quarter rose 4.6% to
MXN13.9 billion (US$1.3 billion) from MXN13.3 billion in the same
quarter last year, according to a filing with the Mexican stock
exchange, Reuters relates.

The company said that the mark to market value of its derivative
positions during the third quarter was MXN5.2 billion
(US$475 million), the report adds.

                About Comercial Mexicana or Comerci

Headquartered in San Juan, Mexico, Controladora Comercial Mexicana
SAB de CV (a.k.a. CCM or Comerci) -- http://www.comerci.com.mx--  
is a holding company that operates several chains of retail stores
as well as a chain of family restaurants under the Restaurantes
California brand name through its subsidiaries.  In addition, the
company owns a 50% interest in the Costco de Mexico, a joint
venture with Costco Wholesale Corporation, which operates a chain
of membership warehouses in Mexico. Its store chains include
Comercial Mexicana, City Market, Mega, Bodega CM, Sumesa and
Alprecio.  CCM is a parent company of Tiendas Comercial Mexicana
SA de CV, Tiendas Sumesa SA de CV, Restaurantes California SA de
CV and Costco de Mexico SA de CV, among others.

                          *     *     *

As reported by the Troubled Company Reporter on Oct. 16, 2008,
Moody's Investors Service withdrew all ratings of Controladora
Comercial Mexicana S.A.B. de C.V. because the company on Oct. 9,
2008, announced that it filed for protection under Mexico's
bankruptcy code (Ley de Concurso Mercantil).  These ratings were
withdrawn: Caa3/Caa3.mx ratings of MXN3,000 million 8.7% senior
unsecured notes due 2027; and Caa3 rating of US$200 million 6.625%
senior unsecured notes due 2015.


GRUPO TMM: Earns US$14 Million in Quarter Ended September 30
------------------------------------------------------------
Grupo TMM S.A.B. reported its financial results for the third-
quarter period of 2008.

Jose F. Serrano, chairman and chief executive officer of Grupo
TMM, said, "Despite weak global economic conditions, in the third
quarter of 2008 TMM reported a revenue increase of 24.1 percent,
net income of $14.0 million and earnings per share of $0.25. The
Maritime division continues to produce solid results, confirming
our strategy to grow revenues by acquiring vessels.  With the
acquisition of new vessels in 2008 and 2009, TMM will manage a
significantly larger owned fleet than in the past several years.  
The increase in the number of owned vessels is a direct result of
the completed funding of our peso denominated 20-year Trust
Certificates Program, which is non-recourse to the Company, and
our commitment to capitalize on the growing demands for oil
distribution and exploration in Mexico.  Our strategy is to pursue
sustainable long-term growth and gradually expand our revenue and
profit-generation capabilities."

"In these uncertain economic times, it is easy to focus on
negative reports about the global credit crisis that dominates the
headlines.  However, TMM is not involved in any speculative
derivative instruments, and our only outstanding hedge is on the
Company's Mexican Trust Certificates Program, which has a cap on
the TIIE rate, or Mexico's Interbank Equilibrium Interest Rate, of
9.25 percent for three years.  Moreover, with only 18 percent of
our debt denominated in U.S. Dollars, the strengthening of the
U.S. dollar versus the peso in the third quarter resulted in an
exchange gain of $32 million for the quarter and of $21.7 million
for the nine months of 2008."

"With only 1.1 percent, or $10.8 million, of our total debt
classified as short term, our earliest significant amortization is
in October 2010.  Last quarter we discussed our intention to
negotiate new terms on the outstanding balance of our
securitization facility. Given the current credit market
conditions, we are re-evaluating several alternatives."

"At the offshore segment, three new vessels will start working
under two- and three-year contracts with Pemex during the fourth
quarter.  We expect to add three vessels in the first quarter of
2009 and five throughout the remainder of 2009.  Of these five
vessels, three are already fixed with five-year contracts with
Pemex and other clients, starting during the second and third
quarters of 2009.  With the addition of these vessels, TMM will
manage a fleet comprised of 53 vessels, solidifying TMM as the
leading Mexican maritime company."

Mr. Serrano added, "TMM's long standing strategy of having the
majority of its fleet employed under medium- to long-term
contracts has allowed the Company's Maritime business to continue
to provide consistent returns.  By continuing to focus on linking
vessels to profitable contracts, we will lock in our maritime
related revenues and cash flows to service our peso denominated
debt for the remainder of 2008 and following years."

"Moreover, our offshore and product tanker vessels currently under
contract have no exposure to fluctuating fuel prices.  While our
parcel tankers do have exposure, we have put in place a surcharge
clause with several of our clients, which partially offsets fuel
price increases.  All of our current Maritime fleet is employed,
and approximately 94 percent of these revenues are generated in
U.S. dollars."

"While revenues were strong in the third quarter, transportation
income at the Maritime division was impacted by delays from
shipyards in delivering two offshore vessels, which will start
contributing revenue and profit in the fourth quarter-, by
increased costs related to higher crew costs associated with the
Company's continuing efforts to retain qualified crews, and by
higher fuel expenses in parcel tankers and product tankers working
in the spot market.  These cost increases have also affected the
shipping industry worldwide."

Mr. Serrano continued, "After carefully and comprehensively
evaluating all of our businesses, TMM's management and board of
directors are taking critical actions that we believe will
position the Company for continued growth.  For several decades,
TMM's core business has been Maritime, and we have consistently
proven our operating excellence in that market.  Therefore, we
have decided to focus all our efforts on growing our Maritime
division, and will enact a corporate restructuring, including the
sale of certain non-productive and non-strategic assets, and
significantly reduce personnel and related costs, which we believe
will result in improved profits and cash flows.  We expect to
promptly complete these actions now underway."

"Additionally, as part of our long-term growth strategy and taking
advantage of TMM's experience in managing operations at Ports, we
intend to participate in the Mexican government's developing plan
at several Ports throughout Mexico, as bids are announced in the
years to come."

Mr. Serrano concluded, "We believe our strong competitive
advantages in Maritime, our focused business strategy, our
successful financial strategy of having long-term financing in
pesos with no recourse to the Company, our fleet of young, high-
quality vessels and long-term employment with established
charterers, will enable us to deliver strong and stable results
in 2009 and forward.  The sale of non-strategic assets, corporate
restructuring and the anticipated improved liquidity from these
actions, will position TMM for long-term success, realizing the
inherent value in the Company."

                         Financial Results

In the third quarter of 2008, consolidated revenues increased 24.1
percent to US$95.4 million, compared to US$76.9 million in the
same period of 2007.

At Maritime, increased revenues in both periods were mainly due to
higher average daily rates at the offshore segment and to
additional offshore and product tankers in operation.

In the third quarter of 2008, Port revenues increased 14.3 percent
due to improved revenues at Acapulco, resulting from increased
cruise ship calls and from higher volumes at the auto handling
business.  In the nine-month period of 2008, Port revenues
decreased 4.7 percent attributable to lower volumes at shipping
agencies.  Notwithstanding, the Company believes the Port division
will meet its 2008 EBITDA goal.

The Logistics division also contributed to higher consolidated
revenues for the quarter and nine-month periods.  Revenue
increased at trucking from improved freight volumes, extended
contracts and new customers, and at the warehousing business due
to the start of the peak season.  Additionally, the auto hauling
business, which began in 2008, also contributed to this division's
improved revenue base.

In the third quarter of 2008, transportation income at Maritime
decreased 10.4 percent, mainly due to results at the parcel tanker
segment, which was impacted by increased fuel costs, cargo delays
at Houston due to bad weather conditions, and to one vessel in
mandatory dry dock.  Reduced profits in the third quarter at this
division resulted in a transportation income decrease of US$0.3
million in the nine-month period of 2008 compared to the same
period of 2007.

In the third quarter of 2008, the ratio of corporate expenses to
total revenue remained at 6.4 percent and decreased to 5.4 percent
in the nine months of 2008 compared to 6.4 percent in the same
period of 2007.  In the nine months of 2008, corporate expenses
increased compared to the same period last year, mainly due to
non-recurrent expenses incurred in the third quarter from
severance payments and other related costs, as part of the
Company's corporate restructuring.  This ongoing personnel
reduction will result in cost efficiencies going forward.

Additionally, the appreciation of the peso versus the dollar from
January through August of 2008 negatively impacted orporate
expenses.  The recent strengthening of the U.S. dollar versus the
peso will benefit corporate expenses in the fourth quarter of
2008.

Net financial cost in the third quarter and nine months of 2008
was significantly reduced by exchange gains of US$32.0 million and
US$21.7 million, respectively, due to the devaluation of the peso
versus the dollar in the third quarter, as the majority of the
company's debt is denominated in pesos.

In the third quarter of 2008, the company reported US$14.0 million
of net income compared to a net loss of US$45.6 million in the
same period last year.

                          Total Net Debt

The total debt from the company's Mexican Trust Certificates was
valued at US$868 million dollars at July 1, 2008.  Due to the
devaluation of the peso versus the dollar in the third quarter,
the total value of this debt was US$798 million as of Sept. 30,
2008, and approximately US$656 million as of October 27, 2008.

The company's total debt is supported by approximately US$380
million of long-term contracted revenues. The total market value
of the company's vessels is estimated to exceed their book value
by US$104 million.

Headquartered in Mexico City, Grupo TMM, S.A.B. (NYSE: TMM)(MEX
VALORIS: TMMA) -- http://www.grupotmm.com/-- is a Latin
American multimodal transportation and logistics company.
Through its branch offices and network of subsidiary companies,
TMM provides a dynamic combination of ocean and land
transportation services.

As reported in the Troubled Company Reporter-Latin America on
July 17, 2008, Grant Thornton, S.C., raised substantial doubt
about the ability of Grupo TMM, S.A.B, to continue as a going
concern after it audited the company's financial statements for
the year ended Dec. 31, 2007.  The auditing firm pointed to the
company's sustained substantial losses from continuing
operations during the past five years.


HERCULES OFFSHORE: Books US$33.1MM Income from Operations in 3Q08
-----------------------------------------------------------------
Hercules Offshore Inc. has reported income from continuing
operations of US$33.1 million on revenues of US$315.7 million for
the third quarter 2008, compared with income from continuing
operations of US$48.7 million, excluding charges, on revenues of
US$272.6 million for the third quarter 2007.

Hercules Offshore Chief Executive Officer and President, John Rynd
stated, "As previously announced, the active hurricane season in
the U.S. Gulf of Mexico had an adverse impact on our third quarter
results for all of our domestic segments.  However, the
significant amount of infrastructure repair work should result in
an improved operating environment for our Domestic Liftboat
segment through the first quarter of 2009.  I am exceptionally
pleased with the way our employees responded to Hurricanes Gustav
and Ike, safely and efficiently evacuating approximately 1,400
employees from 42 rigs for both storms and 40 liftboats for Gustav
and 30 liftboats for Ike, all without incident."

Mr. Rynd continued, "The global financial crisis and lower
commodity prices will almost certainly result in a number of our
customers reducing their capital spending in 2009.  However, with
our significant international contract backlog working mostly for
national oil companies, coupled with our greater than US$325
million in liquidity, nominal capital commitments and a debt
structure with minimal scheduled principal maturities until 2013,
we are well positioned for any downturn in our domestic customers'
capital spending."

                            Offshore

During the third quarter 2008, revenues from Domestic Offshore
were US$112.7 million compared to US$99.6 million in the same
prior year period due to stronger utilization and the addition of
the Hercules 350 in June 2008.  Utilization increased to 79.1% in
the third quarter 2008 from 69.8% in the previous year, while
average revenue per day per rig declined to US$67,384 from
US$77,200 in the third quarter 2007.  Operating income decreased
to US$31.3 million in the third quarter 2008 versus US$36.7
million in the prior year period.

Revenues for International Offshore were US$95.3 million for the
quarter ended Sept. 30, 2008, an increase of approximately 89%
from the same period of 2007.  Average revenue per rig per day
increased to US$130,704 from US$85,735 in the comparable quarters
of 2008 and 2007, respectively.  These increases are largely a
result of the addition of the Hercules 260 to the marketed fleet
in April 2008, as well as significant dayrate increases for
Hercules 156, 170 and 185.  Utilization for the third quarter
declined slightly to 94.3% from 100% in the third quarter 2007 due
to downtime experienced on Hercules 206. Operating income
increased by US$12.5 million to US$34.2 million in the third
quarter compared to the same prior year period.

                             Inland

Inland recorded a decrease in revenues to US$44.4 million in the
third quarter 2008 compared with US$53.6 million in the third
quarter 2007.  A decrease in inland drilling demand contributed to
a decline in utilization to 77.6% versus 83.4% in the previous
year and, an approximate US$8,000 decline in average revenue per
day per rig to US$38,911 from US$46,682 for the respective
periods.  This segment recorded an operating loss of US$1.2
million in the period compared with operating income of US$19.6
million in the third quarter 2007.

                            Liftboats

Domestic Liftboats posted revenues of US$25.4 million for the
third quarter 2008, down from US$35.7 million in the third quarter
2007.  Average revenue per day per liftboat decreased to US$8,094
in the third quarter 2008 from US$12,483 in the same period of
2007 while utilization increased to 81.1% from 67.5% in the same
periods, respectively.  Excluding the impact of the hurricanes the
company's average revenue per day per liftboat for the third
quarter of 2008 would have approximated US$9,000.  Operating
income declined to US$5.8 million in the third quarter of 2008
versus US$12.5 million in the same quarter of 2007.

International Liftboats generated revenues of US$20.3 million, a
12% increase from US$18.1 million in the third quarter 2007 due to
higher average revenue per day and the addition of the Blackjack,
a 200 class vessel that entered its fleet in May 2008.  Average
revenue per day per liftboat was US$17,780 in the third quarter of
2008, up from US$13,080 per day in the third quarter 2007,
stemming mainly from a dayrate increase for nine of the company's
liftboats in July and five of its liftboats in September.
Operating income for the period was US$5.1 million, slightly down
from US$6.7 million in the comparable period of 2007 resulting
from an increase in operating expenses.

                     Discontinued Operations

The Company sold its nine land rigs and related equipment in the
fourth quarter of 2007.  The results of operations of the land rig
operations are reflected in the Consolidated Statements of
Operations as a discontinued operation for all periods presented.

                          Balance Sheet

At Sept. 30, 2008, the company's balance sheet reflected total
assets of US$4 billion, including cash and equivalents totaling
US$106.2 million, total debt of US$1.2 billion and stockholders'
equity of US$2 billion.

                     About Hercules Offshore

Headquartered in Houston, Texas, USA, Hercules Offshore, Inc.
(Nasdaq: HERO) provides shallow-water drilling and lift boat
services to the oil and natural gas exploration and production
industry in the United States Gulf of Mexico and internationally.  
It operates a fleet of 35 jackup rigs, 27 barge rigs, 65
liftboats, three submersible rigs, one platform rig and a fleet of
marine support vessels.   Its services are organized in four
segments, Domestic Contract Drilling Services, International
Contract Drilling Services, Domestic Marine Services and
International Marine Services.  The company's Domestic Contract
Drilling Services and Domestic Marine Services are conducted in
the United States Gulf of Mexico, its International Contract
Drilling Services are conducted offshore Qatar and India, and its
International Marine Services are conducted in West Africa.  The
company also has operations in Venezuela, Trinidad, and Mexico.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 5, 2008, Standard & Poor's Ratings Services affirmed its 'BB'
bank loan and recovery rating of '2' on the US$1.15 billion senior
secured credit facilities of Hercules Offshore Inc., as well as
its 'BB-' Corporate Credit Rating with stable outlook.  The
recovery rating of '2' indicates S&P's expectation of substantial
(70% to 90%) recovery in the event of a payment default.


VITRO SAB: S&P Downgrades Long-Term Corporate Credit Rating to B-
-----------------------------------------------------------------
Standard & Poor's Ratings Services has lowered its long-term
corporate credit and senior unsecured debt ratings on Vitro S.A.B.
de C.V. to 'B-' from 'B'.  At the same time, the long-term local
scale rating on Vitro was lowered to 'mxBB+' from 'mxBBB-'.  The
ratings remain on CreditWatch with negative implications, where
they were initially placed on Oct. 14, 2008, meaning that the
ratings could either be lowered or affirmed.
     
"The downgrade reflects our increased concerns regarding Vitro's
already constrained liquidity as a consequence of the margin calls
stemming from Vitro's derivative instrument positions and the
closing of those positions, mostly related to natural gas price
fixes," S&P's credit analyst Marcela Duenas said.  "The rating
actions also reflect our continued concerns about the effects of a
more challenging economic environment on Vitro's key financial
indicators and cash flow generation."
     
As the economies of Mexico and the U.S. weaken during the rest of
2008 and into 2009, affecting the construction, automotive, and
consumer products (glass containers) industries, S&P expects
Vitro to report lower sales and cash flow generation.  
Furthermore, the company's high financial leverage, combined with
the company's important long-term debt maturities, limited cash
position, and exposure to commodity price volatility particularly
natural gas), constrain its financial flexibility.
     
S&P expects to resolve the CreditWatch listing following the
conclusion of Vitro's negotiations with its derivative
counterparties.

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 global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.


* MEXICO: Surging Bond Yields Signal Likely Default
---------------------------------------------------
Yields on bonds issued by many of Mexico's leading companies have
risen sharply in the past few weeks, signaling growing doubts
about the ability of some to repay debts amid current market
turmoil, The Financial Times writes.

In the case of Cemex, the yield on US$62 million of its dollar
bonds maturing in October 2009 reached 41.2% last Friday, a rise
of almost 37 percentage points in the past month, the FT notes.  
While Telmex has seen the yield on its 2010 bonds jump more than 7
percentage points to 11.8%.

The sharp rise in yields has added a new layer of complexity to
companies' attempts to deal with the crisis, the FT says.  Rise in
yield raises the cost of issuing new debt to prohibitive levels,
and of meeting forthcoming debt repayments.

In the past couple of weeks, several large companies -- including
GMAC, the vehicle-financing arm of General Motors, Ford Credit and
Cemex -- tried and failed to issue short-term commercial paper in
the local market, the FT recounts.  Several companies have also
said that banks were no longer honoring lines of credit that they
had previously agreed to provide.

Last week, the FT recounts the situation became so acute that the
administration of President Felipe Calderon was forced to announce
two programs worth a combined MXN90 billion (US$6.7 billion) to
help re-establish liquidity in the commercial paper market.  The
idea is to back companies' debt with government guarantees
supplied through two state-owned development banks.  Last Friday,
four companies took advantage of the facility, the report notes.

The FT observes that although the main reason for the increase in
yields has to do with the global crisis and investors' flight to
safety, new concerns have developed about Mexico's corporate
sector, specifically the steep depreciation in the peso.  Another
concern is the growing realization that the problems in the U.S.
will hit the Mexican economy harder than most economists had
thought only a few weeks ago.  Also, there are worries about
companies' exposure to dollar-denominated derivatives, which have
already inflicted huge mark-to-market corporate losses.  

Mexico's finance minister, Agustin Carstens, admitted to the
Financial Times last week that total derivatives losses were
"probably in the order of US$15 billion".



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

HEALTHSOUTH CORPORATION: Reaffirms Full Year 2008 Guidance
----------------------------------------------------------
HealthSouth Corporation is reaffirming its full year 2008 guidance
and the continued strength of its business fundamentals, which the
company believes remain sound.

In addition, HealthSouth notes that:

  -- it has paid down approximately US$208 million in debt year to
     date through Oct. 27, 2008, and debt reduction will remain a
     top priority;

  -- it was in compliance with its covenants at the end of the
     third quarter of 2008;

  -- only US$53 million was drawn on the company's US$400 million
     revolver as of Oct. 27, 2008.

HealthSouth is not initiating a new practice of announcing results
to the markets before the quarterly earnings release.  The company
is taking this unusual step because it believes it is important to
reassure its equity and bond holders that the fundamentals of its
business remain sound.

The company will host an investor conference call at 9:30 a.m.
Eastern Time on Wednesday, Nov. 5, 2008, to discuss its results
for the third quarter of 2008 in detail.

On Nov. 10, 2008, the company is hosting an investor day at the
Grand Hyatt in New York, New York.  The company plans to provide a
thorough explanation of its business model and outline the value
proposition it believes it offers investors.

                     About HealthSouth Corp.

Headquartered in Birmingham, Alabama, HealthSouth Corp. (NYSE:
HLS) -- http://www.healthsouth.com/-- provides inpatient   
rehabilitation services.  Operating in 26 states across the
country and in Puerto Rico, HealthSouth serves more than 250,000
patients annually through its network of inpatient rehabilitation
hospitals, long-term acute care hospitals, outpatient
rehabilitation satellites, and home health agencies.

HealthSouth Corporation 's balance sheet at June 30, 2008, showed
US$1.97 billion in total assets, US$2.84 billion in total
liabilities, US$87.9 million in minority interest in equity of
consolidated affiliates, and US$387.4 million in convertible
perpetual preferred stock, resulting in a US$1.35 billion total
stockholders' deficit.  The company also had US$4 billion in
accumulated deficit.

The company's consolidated balance sheet at June 30, 2008, also
showed strained liquidity with US$678.4 million in total current
assets available to pay US$839.8 million in total current
liabilities


HEALTHSOUTH CORP: To Receive US$100MM in UBS Suit Settlement
------------------------------------------------------------
HealthSouth Corporation disclosed that it has reached an agreement
in principle with derivative stockholder plaintiffs, UBS
Securities, LLC and UBS AG, Stamford Branch, as well as UBS's
insurance carriers, to settle litigation filed by the derivative
plaintiffs on the company's behalf, captioned Tucker v. Scrushy,
in the Circuit Court of Jefferson County, Alabama.

The settlement agreement relates only to UBS and does not affect
the Company's claims against Richard Scrushy and the other
defendants in the Tucker action, or against the Company's former
independent auditors Ernst & Young.  

The settlement agreement is subject to approval of the Court, and
HealthSouth estimates that the process for approval will take
approximately 60 days.

Under the settlement, HealthSouth will receive $100 million in
cash and a release of all claims by UBS including the release and
satisfaction of a judgment in favor of UBS, which is currently on
appeal before the U.S. Court of Appeals for the Second Circuit.

HealthSouth will be obligated to pay the reasonable fees of the
derivative plaintiffs' attorneys to be approved by the Court.
After deducting all of the Company's costs and expenses in
connection with the Tucker litigation, HealthSouth, pursuant to
the previously disclosed settlement agreements in the consolidated
federal securities litigation, will pay 25% of the net proceeds,
to plaintiffs in the federal securities litigation. The balance of
the proceeds will be used by HealthSouth to reduce long-term debt.

"This settlement represents another milestone in HealthSouth's
recovery of damages sustained by the Company under prior
management," said John Whittington, Executive Vice President,
General Counsel and Corporate Secretary.  "HealthSouth and the
derivative plaintiffs intend to diligently and vigorously pursue
the claims against the remaining defendants including Scrushy and
Ernst & Young."

                     About HealthSouth Corp.

Headquartered in Birmingham, Alabama, HealthSouth Corp. (NYSE:
HLS) -- http://www.healthsouth.com/-- provides inpatient   
rehabilitation services.  Operating in 26 states across the
country and in Puerto Rico, HealthSouth serves more than 250,000
patients annually through its network of inpatient rehabilitation
hospitals, long-term acute care hospitals, outpatient
rehabilitation satellites, and home health agencies.

HealthSouth Corporation's balance sheet at June 30, 2008, showed
$1.97 billion in total assets, $2.84 billion in total liabilities,
$87.9 million in minority interest in equity of consolidated
affiliates, and $387.4 million in convertible perpetual preferred
stock, resulting in a $1.35 billion total stockholders' deficit.  
The company also had $4 billion in accumulated deficit.

The company's consolidated balance sheet at June 30, 2008, also
showed strained liquidity with $678.4 million in total current
assets available to pay $839.8 million in total current
liabilities.


NUTRITIONAL SOURCING: Court Wants Class Distributions Clarified
---------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware is seeking clarification on the distributions
of the proposed joint Chapter 11 plan of liquidation of
Nutritional Sourcing Corporation and its debtor-affiliates to the
various classes of claims in connection with the post confirmation
briefing.

Judge Walsh requires the Debtors to disclose:

a) the amount of cash and the estimated value of other assets
    presently owned by each of the Debtors;

b) the amount, if any, of particular Debtors' property that
    will be transferred to any other Debtor under the plan,
    identifying each Debtors and explaining the reason for
    the transfers; and

c) the amount of the property of each of the Debtors will be
    distributed to each of their respective classes of claims.

"The Plan does not embody a substantive consolidation," Judge
Walsh says.  "We effectively have three plan, one for Nutritional
Sourcing, Pueblo International LLC, and FLBN LLC," he says.  "This
makes for a rather complicated plan as evidence by the fact that
there are six separate class of claims that will receive a
distribution," he continued.

The Court, in effect, attempts to find out exactly where the
property resides, where it will be transferred, and where it will
end up when the proposed plan is fully consummated.

On Sept. 14, 2008, the Court approved the adequacy of the Debtors'
disclosure statement explaining their joint liquidation plan
within meaning of Section 1125 of the U.S. Bankruptcy Code.  The
confirmation hearing was adjourned on Nov. 18, 2008.  It was
originally set on Oct. 14, 2008.

The plan provides separate treatments for the Debtors because
their estate are not being substantively consolidated.  The
Debtors remind the creditors that they may be paid only out of the
estate in which they have a claim.

The terms of the Plan represent the settlement, among other
things:

  i) of several of the largest claims against the Debtors'
     estates -- including a US$1,125,000 claim of Pension Benefit
     Guaranty Corporation, holders of senior secured notes and
     the Debtors' two executive officers, and

ii) resolution of certain issues that have been disputed
     throughout the case, the amount of the FLBN intercompany
     claims that should be classified as a Pueblo trade claim and
     the bonus to be paid to Debtors' two executive officers.

In 2006, the Debtors conducted an auction for the sale of
substantially all of their grocery stores and their distribution
center.  During the action, PS Acquisition Inc. made a
US$139,000,000 offer for the Debtors' assets topping Pueblo and
Supermercados Econo Inc.'s US$89,750,000 bid.  The Court approved
the sale on Sept. 25, 2007.  The sale closed on Oct. 31, 2008.  

The sale generated about US$32,181,628 in proceeds.  The proceeds
were net of, among other things:

  -- repayment of all obligations owed to the lender of
     US$101,200,000;

  -- break-up fee and expense reimbursement for Pueblo and
     Supermercados of US$4,200,000;

  -- paid and escrowed cure amounts for assumed contracts and
     leases;

  -- other fees and expenses, and

  -- the addition to the purchase price for inventory of
     US$4,876,643.

                Treatment of Interests and Claims

A. Nutritional Sourcing Inc.

               Type
  Class        of Claims                     Treatment
  -----        ---------                     ---------
  1C           other priority claims         unimpaired
  2B           senior secured note claims    impaired
  3C           other secured claims          unimpaired
  4D           general unsecured claims      impaired
  5C           penalty and subordinated      impaired
                claims
  6C           equity securities interests   impaired

Holders of Class 4D general unsecured claims, totaling
US$17 million, will not receive any distribution on account of
their allowed unsecured claims.

B. Pueblo International LLC

               Type
  Class        of Claims                     Treatment
  -----        ---------                     ---------
  1A           other priority claims         unimpaired
  2A           mirror loan claims            impaired
  3A           other secured claims          unimpaired
  4A           trade claims                  impaired
  4B           general unsecured claims      impaired
  5A           penalty and subordinated      impaired
                claims
  6A           equity securities interests   impaired

Holders of Class 4B general unsecured claims, totaling
US$79.22 million, will receive their pro rata share of the net
proceeds of the Pueblo liquidation trust assets.  Holders are
expected to recover 13.2% under the plan.

C. FLBN LLC

               Type
  Class        of Claims                     Treatment
  -----        ---------                     ---------
  1B           other priority claims         unimpaired
  3B           other secured claims          unimpaired
  4C           general unsecured claims      impaired
  5B           penalty and subordinated      impaired
                claims
  6B           equity securities interests   impaired

Holders of Class 4C general unsecured claims, totaling
US$32.9 million, will receive their pro rata share of the assets
in FLBN's chapter 11 estate.  Holders are expected to recover
25.1% under the plan.

Holders of Class 2B, 4A, 4B and 4C claims are entitled to vote for
the plan.

A full-text copy of the Debtors' and Panel's disclosure statement
is available for free at http://ResearchArchives.com/t/s?308a

                  About Nutritional Sourcing

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



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

* SURINAME: BHP-Billiton to End Mining Operations on Failed Talks
-----------------------------------------------------------------
BHP Billiton Limited will cease its mining activities in Suriname
by 2010 after talks with the Suriname government to acquire a
concession of 30,000 hectares and several tax benefits recently
broke down, Ivan Cairo of Caribbean Net News reports, citing
natural resources minister Gregory Rusland.

The Australian mining company, which holds a 45% stake in the
country's Paranam refinery, also considered the U.S. financial
crisis in its decision, the report adds.

CaribNetNews says BHP Billiton anticipates that deposits at its
three mines in Suriname will be depleted by 2010 and accordingly
stopped all its activities and investments into development of the
Bakhuys deposits in west-Suriname.  

BHP Billiton employs 1,100 in the country.  The report relates
Suriname's government is already taking steps to secure all jobs
at stake including that of contractors.

As reported in the Troubled Company Reporter-Latin America on
Oct. 16, 2008, BHP-Billiton called for the immediate halt of the
Bakhuys project after the Suriname government suspended
negotiations with the mining company regarding a development of a
new bauxite mine in west Suriname.

The suspended talks according to Minister Rusland was due to the
lack of mandate to the negotiating team to pursue a deal beyond a
proposal put forward to the government in March this year.  

BHP-Billiton reportedly pressed for a concession of 30,000
hectares with a proven deposit of 220 million metric tones of
bauxite, based on regulations dating back to 1938, according to
CaribNetNews.  However, the government is only willing to issue a
concession with 68 million metric tones of bauxite, since it plans
to establish its own company in west Suriname.  The company also
opted for paying U.S. 65 cents per ton bauxite, while according to
Suriname negotiators, for ten years the government won't receive
income tax.

CaribNetNews wrote that while BHP-Billiton said it will invest
over US$700 million in the project, the government said that the
company's conditions were unacceptable.  The government added that
the conditions will "literally mean a bargain sale of the last
available deposits in Suriname".

Melbourne, Australia-based BHP-Billiton Limited (ASX: BHP) --
http://www.bhpbilliton.com/-- is a diversified natural resources   
company.  The company has businesses producing alumina and
aluminum, copper, energy (thermal) coal, iron ore, nickel,
manganese, metallurgical coal, oil and gas and uranium, as well as
gold, zinc, lead, silver and diamonds.  The company operates in
nine customer sector groups (CSGs): petroleum, aluminum, base
metals, diamonds and specialty products, stainless steel
materials, iron ore; manganese, metallurgical coal, and energy
coal. In July 2008, the company completed the acquisition of Anglo
Potash Ltd.

                          *     *     *

As reported by the Troubled Company Reporter-Latin America on
July 15, 2008, Fitch Ratings affirmed the Issuer Default Ratings
and other outstanding ratings for Suriname as: Foreign currency
issuer default rating at 'B'; Local currency issuer default rating
at 'B+'; and Country ceiling at 'B'.  The rating outlook is stable
for both ratings.

The TCR-LA on April 21, 2008, reported that the stable outlook
given by S&P to the Republic of Suriname reflects the agency's
expectation for continuous prudent fiscal and monetary stances and
further efforts in clearing the remaining bilateral and recurring
multilateral arrears.  Suriname's key challenge is to maintain
macroeconomic discipline throughout the often vulnerable political
and economic cycles.

On Feb. 8, 2008, the TCR-LA reported that in its annual report on
Suriname, Moody's Investors Service examined how Suriname's
speculative-grade ratings reflect a history of volatile economic
and political conditions, including periods of high budget
deficits financed by the central bank.  The government's local-
and foreign-currency government bond ratings are Ba3 and B1,
respectively, both with stable outlooks.  "The one-notch gap
between the two government bond ratings reflect Suriname's
moderately higher external debt burden compared to its government
debt burden indicators," said Moody's Vice President Mauro Leos,
author of the report.



===============================
T R I N I D A D  &  T O B A G O
===============================

VHL RESORT: Terminates More Than 100 Staff Over Urgent Repairs
--------------------------------------------------------------
Trinidad & Tobago Guardian writes that VHL Resort Ltd in Tobago is
retrenching over 100 workers effective December 31 as the former
Tobago Hilton hotel is closed for urgent repairs.

Khalid Hassanali, chairman of the board of Vanguard Hotels Ltd and  
owner of VHL, said the hotel property is in urgent need of
repairs, the Guardian relates.  He said the company had been
promoting the hotel locally but when the occupancy level reached
80%, "the whole infrastructure failed."

According to Mr. Hassanali, Vanguard Hotels Ltd had to take the
critical decision to repair the property.  He said a plan for the
repairs had been developed but the company "cannot keep everyone
on board."

The owner, according to the Guardian, had been trying to get
another hotel manager to take it over.  But Mr. Hassanali said
there had not been much interest and no big names in the hotel
trade had expressed an interest in the Tobago property.

One of the drawbacks of the hotel was its location particularly
exposed and windswept stretch of Little Rockley Bay on Tobago's
Atlantic coast, the report says.

The Guardian notes that VHL Resort Ltd in Tobago is a 200-room
property, Tobago's largest hotel, traded as the Hilton Tobago Golf
& Spa Resort until May 2008, when Hilton terminated its management
contract for the hotel over the mounting maintenance costs.  
Following Hilton's departure, the hotel became known as the VHL
Tobago Golf & Spa Resort.

In February 2008, the Trinidad & Tobago government announced a
grant of TT$45 million towards restoration of the hotel, the
Guardian adds.  Major renovations were scheduled to begin in
November 2008 and were expected to last until April 2009.



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

GENERAL MOTORS: 3rd Qtr Vehicle Sales Down 11.4% to 2.1 Million
----------------------------------------------------------------
General Motors Corp. said Oct. 29 that it sold more than 2.1
million vehicles globally during the third quarter of 2008, down
11.4% year over year.  GM said that its latest results reflect
continuing economic pressures in the U.S. market, which pushed
North America sales down 18.9%, and growing pressure in Europe,
where sales were down 12.3%.

Bloomberg News notes that GM is poised to end a 77-year run as the
world's largest automaker, as Michigan-based automaker's latest
results pushed GM's 9-month total to 6.66 million units compared
with 7.05 million for Toyota City, Japan-based Toyota.

GM has not yet disclosed third quarter earnings and revenues.

General Motors sold 2.29 million vehicles in the second quarter,
but that level of sales resulted to a net loss of US$15.5 billion
on US$38.2 billion of revenues.  According to GM, losses in that
quarter were driven by volume declines -- global vehicle sales
were down 5% year over year, while North American sales slid 20%.

"The recent challenges in the global financial markets, including
credit tightening and the drop in commodity prices, have
negatively impacted market demand.  However, our sales performance
shows that we are continuing to take advantage of new emerging
market opportunities and are meeting customer needs with fuel-
efficient products that offer compelling design and great value,"
Jonathan Browning, vice president, global sales, service and
marketing, said Oct. 29.

"The last quarter has seen unprecedented turmoil in the financial
markets in many places around the world as credit has become
harder to obtain," GM's chief sales analyst, Mike DiGiovanni, said
at a conference call, according to Bloomberg.

General Motors and Chrysler LLC are currently in talks about a
merger.  Cerberus Capital Management LP, which co-owns GMAC with
General Motors Corp. and largest shareholder of Chrysler, supports
the merger and has sought to exchange most of its Chrysler
holdings for a larger share of GMAC.

Citing people involved in the GM-Chrysler talks, The Wall Street
Journal stated that GM and Chrysler estimate that a combined
entity would need US$10 billion in new equity for layoffs, plant
shutdowns, integration of GM and Chrysler, and to provide
liquidity.

Chrysler and GM, as well as the third of the Michigan Big 3, Ford
Motor Company, have been under pressure to stem losses amid an
industry-wide slump in sales.  GM, however, has noted increase
sales by Chevrolet in emerging markets, and record sales in two
regions.  However, according to Mr. DiGiovanni, in emerging
markets "there was not quite enough volume in the third quarter to
offset the weakness in North America."

"Our sales performance during the third quarter saw increases by
Chevrolet outside North America and Wuling and GM Daewoo
regionally," Mr. Browning has said.

Chevrolet sales in Asia Pacific, the industry's second-largest
region, grew 5.3% compared with the third quarter a year ago.
Chevrolet sales in China (up 4.3 percent) and India (up 4.9
percent) powered much of this growth.  The Wuling brand continued
strong growth in China with sales up 21.9 percent in the third
quarter compared to the same period a year ago.

In the Latin America, Africa and Middle East region -- a
traditional Chevrolet stronghold -- sales grew 3.4% compared with
the third quarter 2007.  Chevrolet accounted for 90% of GM's third
quarter sales in the region.

Chevrolet sales in Europe also contributed to the brand's solid
third-quarter results, growing 2.7%.  Chevrolet is seeing strong
growth in emerging markets including Eastern Europe.  Chevrolet
was up 6.2% for the first nine months of the year in Russia.  In
addition, Opel sales in Russia increased by 39 percent, while Saab
increased 90.4 percent.

Chevrolet sales in North America were down 16.6%; however, GM
added production capacity to satisfy the strong demand for the
all-new Malibu sedan.

Sales of Cadillac outside of the United States grew 10.7% in the
third quarter, supported by strong growth of the brand in Latin
America, Africa and Middle East (up 10 percent) and Asia Pacific
(up 39.2 percent).  Cadillac sales in Europe were down 9.3%.  In
North America, Cadillac sales declined about 28 percent, largely
reflecting the negative impact of the financing environment in the
luxury vehicle market.

                   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.

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.

At June 30, 2008, the company's balance sheet showed total assets
of US$136.0 billion, total liabilities of US$191.6 billion, and
total stockholders' deficit of US$56.9 billion.  For the quarter
ended June 30, 2008, the company reported a net loss of
US$15.4 billion over net sales and revenue of US$38.1 billion,
compared to a net income of US$891.0 million over net sales and
revenue of US$46.6 billion for the same period last year.


* S&P Expects Public-Private Deals in Global Infrastructure Sector
------------------------------------------------------------------
Faced with a lack of funds to repair and construct transportation
infrastructure, countries around the globe are increasingly
turning to privatization as a solution, according to a report
published by Standard & Poor's Ratings Services titled "How
Public-Private Partnerships Could Pave The Way For Global
Infrastructure Upgrades."
     
The idea has been around for a while, particularly in Europe.
France, for example, has relied on private funding for more than
3,000 miles of intercity highways since World War II.
     
"Now, following Europe's lead, the U.S. and countries in Asia
and Latin America are also looking to investors to help rebuild
and refurbish transportation grids that simply can't meet the
needs of growing populations," said S&P's chief economist David
Wyss.
     
Countries around the world are turning to increasing public-
private partnerships (PPP) to draw more investment in
infrastructure projects.  Typically, PPPs are ventures financed
and operated by a partnership of a state or municipal government
and one or more private-sector entities.  While these agreements
can vary in detail, many involve the use of tax revenues for
investment, with operations run jointly, or an initial private-
sector investment with the promise of future revenues, such as the
collection of bridge tolls.  Worldwide, governments and investors
have made more than 1,100 transportation-related deals, valued at
US$360 billion, in the past two decades alone, according to the
U.S. Dept. of Transportation.
     
PPP test cases are popping up in the U.S.  In November of 2006,
Pennsylvania Governor Ed Rendell broached the idea of leasing
the Pennsylvania Turnpike to a private consortium -- not only to
repair and operate the toll road, but to help raise money to
improve other infrastructure in the state.  Emulating examples
of similar arrangements in Illinois, Texas, and Virginia, the plan
awaits the Pennsylvania legislature's vote.


* VENEZUELA: Bolivar Drops as Falling Crude Prices May Hurt OPEC
----------------------------------------------------------------
Venezuela's bolivar currency has fallen to a one-year low on
worries that falling crude prices could hurt the OPEC nation's
finances, the clearest sign to date the global credit crunch is
affecting Venezuela, Reuters reported Tuesday, October 27.

The government of President Hugo Chavez maintains a currency
control locking VEB2.15 per dollar, but the legal parallel market
spiked to as high as 6 last week and now trades around VEB5.5,
traders told Reuters Monday.  It stood around VEB4 as recently as
last month.

Traders, the report relates, said there was scant volume in the
parallel market because banks and businesses are wary of parting
with any dollars amid the tumbling price of Venezuela oil, which
provides nearly all of the country's export revenue.  Meanwhile,
the government insists it can weather the financial turmoil with
the help of billions of dollars stashed in state funds.

But traders said limited transparency in the funds' management has
sparked doubts about how much they actually hold and spurred
concern about a devaluation of the official rate, according to
Reuters.  For most of this year, the government had generally kept
the rate controlled below VEB4 to the dollar.

But the credit market turmoil has also largely eliminated the
government's main mechanism for controlling the parallel market:
issuing dollar-denominated debt payable in bolivars to soak up
liquidity in the local market, the report notes.

Reuters reports that Venezuela's sovereign bonds, hammered by the
global sell-off of emerging market securities, are trading at
around half their face value.

Another strategy had been to sell off its portfolio of "structured
notes," securities that combine risk and return attributes of
different bonds, the report says.  But these will likely find few
buyers because they are considered illiquid and risky.

Investors use the parallel market as a bellwether for Venezuelan
market sentiment and an indicator of future inflationary
pressures, Reuters notes.

Meanwhile, the rate spiked in September just after President
Chavez threw out the U.S. ambassador in a bilateral row, and
reached an all-time high near VEB7 per dollar before last year's
failed constitutional referendum, the report adds.

                          *     *     *

As reported by the Troubled Company Reporter-Latin America on
Oct. 28, 2008, Standard & Poor's Ratings Services affirmed its
'BB-/B' sovereign credit rating on the Bolivarian Republic of
Venezuela.  S&P also said that the outlook on Venezuela remains
stable.



==========================
V I R G I N  I S L A N D S
==========================

USVI GERS: Posts US$66 Million Cash Flow Deficit in 2008
--------------------------------------------------------
Officials of the U.S. Virgin Islands Government Employees
Retirement System (GERS) have reported a US$66 million deficit in
operational cash flow during the fiscal year 2008, the Caribbean
Net News reports.

The chronic cash flow shortfall has hit GERS harder than in
previous years because, to meet the bottom line, system officials
must tap into the investment portfolio, which has dropped US$330
million in value following the recent downturn in the financial
markets, the report says.

The Caribbean Net news, citing the Virgin Islands Daily News,
reported that GERS board members continued their discussions last
week with the financial adviser on different strategies to help
the system weather the stormy economic conditions expected to
continue through fiscal 2009.

Collections between Oct. 1, 2007, and Sept. 30, 2008, were more
than US$149.9 million, yet the system paid out more than
US$216 million during the same period, Finance Officer Joseph
Boschulte reported at the last Board meeting, the Caribbean Net
News notes.

GERS collections, or cash revenues, included loan payments, rent
from tenants, West Indian Company dividends, parking lot receipts,
and commission and retirement contributions from employers and
employees, the report says.  The system's disbursements include
administrative expenses, annuity payments, loans and other
operational costs.

                            ***********

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, Melanie Pador, Rizande
de los Santos, and Pamella Ritah K. Jala, Editors.

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

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

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

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


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