TCRLA_Public/081128.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, November 28, 2008, Vol. 9, No. 236

                            Headlines

A R G E N T I N A

ANTONIO BARILLARI: Files for Reorganization Petition
ATLANTICA HOTELS: Proofs of Claim Verification Due on Feb. 17
DREMVER SRL: Proofs of Claim Verification Due on February 11
DROGUERIA INSTITUCIONAL: Files for Reorganization Petition
FIDEICOMISO FINANCIERO: S&P Assigns 'Ba1' Global Scale Ratings

HUSKY SRL: Proofs of Claim Verification Due on February 12
LA GIOCONDA: Proofs of Claim Verification Due on March 13
WARNER MUSIC: Posts US$86MM Equity Deficit in Year Ended Sept. 30


B A H A M A S

HARRAH'S ENTERTAINMENT: Gets Sued Over Reneged Bahamas Project


B E L I Z E

GENERAL MOTORS: Needs to Restructure Debt to Get US$12Bil. Bailout


B R A Z I L

ARACRUZ CELULOSE: Saxena White Files Suit on Wrong Currency Bets
FONDO DE TITULIZACION: Moody's Puts (P)Ba2 Rating on Class C Notes
COMPANHIA PARANAENSE: S&P Lifts Issuer Rating to 'Baa3' From Ba2
CSN: Complaint Against Company Has Been Resolved, Glencore Says
MARFRIG FRIGORIFICOS: Moody's Affirms 'B1' Corporate Family Rating

TELECOM ITALIA: Mulls Selling Brazil Unit or Network, Sole Says
UNIBANCO: To Pay US$820MM for AIG Brasil From American Int'l
* BRAZIL: Pres. Wants Measures to Curb Rates Charged by Banks


C A Y M A N  I S L A N D S

ABRIAS SOLO: Creditors' Proofs of Debt Due on December 12
ACA CLO: Creditors' Proofs of Debt Due on December 12
BATTALION CLO: Creditors' Proofs of Debt Due on December 12
GRUSS EUROPEAN: Creditors' Proofs of Debt Due on December 12
GRUSS EUROPEAN: Final Meeting Slated for December 12

GRUSS EUROPEAN: Requires Creditors to File Claims by December 12
GRUSS EUROPEAN: Final Meeting Slated for December 12
HAYBERRY INVESTMENTS: Requires Creditors to File Claims by Dec. 11
HAYBERRY INVESTMENTS: Final Meeting Slated for December 15
HAYBERRY AUSTRALIAN: Requires Creditors to File Claims by Dec. 11

HAYBERRY AUSTRALIAN: Final Meeting Slated for December 15
MEDIA VENTURE: Final Meeting Slated for December 15
PSAM GPS: Creditors' Proofs of Debt Due on December 23
PSAM GPS: Shareholders' Final Meeting Set for December 23
THE ARAB: Creditors' Proofs of Debt Due on December 11

THE ARAB: Shareholders' Final Meeting Set for December 18
THE TATARIAN: Creditors' Proofs of Debt Due on November 30
THE TATARIAN: Member's Final Meeting Set for December 15
WEST BAY: Requires Creditors to File Claims by December 23
WEST BAY: Shareholders' Final Meeting Set for December 23


E C U A D O R

PETROECUADOR: Daily Output Exceeds 2008 Target
* ECUADOR: Says Odebrecht Dispute Isn't Diplomatic Issue
* ECUADOR: Won't Agree on Doha Deal Over Banana Dispute


M E X I C O

COMERICI: Holders Demands US$114 Million Back
LANDAMERICA FINANCIAL: Files for Chapter 11 for Fidelity Sale Deal
LANDAMERICA FINANCIAL: Case Summary & 20 Largest Unsec. Creditors
PORTOLA PACKAGING: Emerges from Pre-Packaged Ch. 11 Restructuring


T R I N I D A D  & T O B A G O

* TRINIDAD & TOBAGO: Financial Firms Aim to Beat Financial Crisis


V E N E Z U E L A

PETROLEOS DE VENEZUELA: Dues Up 80% to US$22.943BB as of 3Q


                         - - - - -


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

ANTONIO BARILLARI: Files for Reorganization Petition
----------------------------------------------------
Antonio Barillari SA has requested for reorganization approval
after failing to pay its liabilities on Nov. 3, 2008.

The reorganization petition, once approved by the court, will
allow the company to negotiate a settlement with its creditors in
order to avoid a straight liquidation.

The case is pending in the National Commercial Court of First
Instance No. 16 with the assistance of Clerk No. 32 in Buenos
Aires.

The Debtor can be reached at:

          Antonio Barillari SA
          Hipolito Yrigoyen 723
          Buenos Aires, Argentina


ATLANTICA HOTELS: Proofs of Claim Verification Due on Feb. 17
-------------------------------------------------------------
The court-appointed trustee for Atlantica Hotels International del
Plata's bankruptcy proceedings, will be verifying creditors'
proofs of claim until February 17, 2009.

The trustee will present the validated claims in court as
individual reports on April 3, 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
the company and its creditors.

A general report that contains an audit of the company's
accounting and banking records will be submitted in court on
May 20, 2009.


DREMVER SRL: Proofs of Claim Verification Due on February 11
------------------------------------------------------------
Federico Estrada, the court-appointed trustee for Dremver SRL's
bankruptcy proceedings, will be verifying creditors' proofs of
claim until February 11, 2009.

Mr. Estrada will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 6 in Buenos Aires, with the assistance of Clerk
No. 12, 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 the company and its creditors.

The debtor can be reached at:

          Dremver SRL
          Amenabar 2122
          Buenos Aires, Argentina

The trustee can be reached at:

          Federico Estrada
          Tte. Gral. J. D. Peron 1509
          Buenos Aires, Argentina


DROGUERIA INSTITUCIONAL: Files for Reorganization Petition
----------------------------------------------------------
Drogueria Institucional Asamblea SA has requested for
reorganization approval after failing to pay its liabilities on
October 24, 2008.

The reorganization petition, once approved by the court, will
allow the company to negotiate a settlement with its creditors in
order to avoid a straight liquidation.

The case is pending in the National Commercial Court of First
Instance No. 7 with the assistance of Clerk No. 13 in Buenos
Aires.

The Debtor can be reached at:

          Drogueria Institucional Asamblea SA
          Avda. Asamblea 496
          Buenos Aires, Argentina


FIDEICOMISO FINANCIERO: S&P Assigns 'Ba1' Global Scale Ratings
--------------------------------------------------------------
Moody's Latin America has assigned a rating of Aaa.ar (Argentine
National Scale) and Ba1 (Global Scale, Local Currency) to the
Fixed Rate Debt Securities and to the Floating Rate Class A and
Class B Debt Securities of Fideicomiso Financiero Supervielle
Leasing VI.

Moody's also assigned a rating of Caa2.ar (Argentine National
Scale) and a Caa3 (Global Scale, Local Currency) to the Class C
Fixed Rate Debt Securities.  The Certificates were rated C.ar
(Argentine National Scale) and C (Global Scale, Local Currency).
All Debt Securities and the Certificates were issued by Equity
Trust Company (Argentina) S.A. acting solely in its capacity as
Issuer and Trustee.

The ratings assigned are primarily based upon these factors:

-- The initial credit enhancement available in the transaction
   provided through initial subordination;

-- The turbo-sequential payment structure;

-- The credit quality of the pool of assets, which includes lease
   agreements originated by Banco Supervielle S.A.;

-- The availability of several reserve funds; and,

-- The legal structure of the transaction.

                    The Securitized Asset Pool

All the rated securities are backed by credit rights under certain
lease agreements originated by Banco Supervielle S.A.

The rated securities are payable from the cash flow coming from
the assets of the trust, which is an amortizing pool of about 325
eligible lease agreements denominated in Argentine pesos, bearing
floating and fixed rates, originated by Banco Supervielle S.A., in
an aggregate principal amount of Ar$ 79,313,078.

The lessees are small and medium corporations located in
Argentina, which finance the acquisition of equipment related to
their main economic activity, such as heavy load transportation
equipment, medical equipment, construction equipment,
communications and technology, among others.

                        Banco Supervielle

Banco Supervielle is the originator of the equipment leases and
will act as the servicer of the receivables in this transaction.
Supervielle started to originate lease agreements by December
2003.  The lease contracts involved in this transaction are
finance leases (also called capital leases), in which the lessee
rents the equipment for all or nearly all of the economic life of
the equipment and has the responsibilities of maintaining the
equipment in appropriate condition.

                          Rating Action

Originator: Banco Supervielle S.A.

  -- ARS13,483,223 in Fixed Rate Debt Securities of "Fideicomiso
     Financiero Supervielle Leasing VI", rated Aaa.ar (Argentine
     National Scale) and Ba1 (Global Scale, Local Currency)

  -- ARS36,484,016 in Class A Floating Debt Securities of
     "Fideicomiso Financiero Supervielle Leasing VI", rated Aaa.ar
     (Argentine National Scale) and Ba1 (Global Scale, Local
     Currency)

  -- ARS13,483,223 in Class B Floating Rate Debt Securities of
     "Fideicomiso Financiero Supervielle Leasing VI", rated Aaa.ar
     (Argentine National Scale) and Ba1 (Global Scale, Local
     Currency)

  -- ARS8,724,439 in Class C Fixed Rate Debt Securities of
     "Fideicomiso Financiero Supervielle Leasing VI", rated
     Caa2.ar (Argentine National Scale) and Caa3 (Global Scale,
     Local Currency)

  -- ARS7,138,177 in Certificates of "Fideicomiso Financiero
     Supervielle Leasing VI", rated C.ar (Argentine National
     Scale) and C (Global Scale, Local Currency)


HUSKY SRL: Proofs of Claim Verification Due on February 12
----------------------------------------------------------
The court-appointed trustee for Husky S.R.L.'s bankruptcy
proceedings, will be verifying creditors' proofs of claim until
February 2, 2009.

The trustee will present the validated claims in court as
individual reports on March 26, 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
the company and its creditors.

A general report that contains an audit of the company's
accounting and banking records will be submitted in court on
May 8, 2009.


LA GIOCONDA: Proofs of Claim Verification Due on March 13
---------------------------------------------------------
The court-appointed trustee for La Gioconda SRL's bankruptcy
proceedings, will be verifying creditors' proofs of claim until
March 13, 2009.

The trustee will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 18 in Buenos Aires, with the assistance of Clerk
No. 35, 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 the company and its creditors.

The debtor can be reached at:

          La Gioconda SRL
          Wenceslao Villafane 446
          Buenos Aires, Argentina


WARNER MUSIC: Posts US$86MM Equity Deficit in Year Ended Sept. 30
-----------------------------------------------------------------
Warner Music Group Corp. released its fourth-quarter and full-year
financial results for the period ended Sept. 30, 2008.  Warner
Music's balance sheet for the full-year ended Sept. 30, 2008,
showed total assets of US$4.4 billion and total liabilities of
US$4.5 billion, resulting in stockholders' deficit of roughlyUS$86
million.

                  Fourth-Quarter Results

For the fourth quarter 2008, revenue declined 1.5% to
US$854 million from US$867 million in the prior-year quarter, and
was down 5.2% on a constant-currency basis.  This performance
reflects the ongoing transition in the recorded music industry
characterized by a shift in consumption patterns from physical
sales to new forms of digital music, the continued impact of
digital piracy, and to a lesser extent, the company's proactive
efforts to manage retailer inventories.  Domestic revenue declined
5.4%.  International revenue grew 3.7%, but declined 4.1% on a
constant-currency basis. On a constant-currency basis, revenue
grew in Japan and parts of Europe.

Operating income from continuing operations fell 20.5% to
$66 million from US$83 million in the prior-year quarter and
operating margin from continuing operations was down 1.8
percentage points to 7.7%.  OIBDA from continuing operations
decreased 8.2% to US$134 million from US$146 million in the prior-
year quarter and OIBDA margin from continuing operations declined
1.1 percentage points to 15.7%.  Operating income, operating
margin, OIBDA and OIBDA margin from continuing operations for the
fourth quarter of fiscal 2007 reflect the net benefit of
US$7 million from the Prior-Quarter Items, as well as lower annual
bonus compensation than in the current-year quarter.

Income from continuing operations was US$6 million, or US$0.04 per
diluted share, for the quarter, down from income from continuing
operations of US$17 million, or US$0.11 per diluted share, in the
prior-year quarter.  The net benefit of US$7 million from the
Prior-Quarter Items amounted to US$0.04 per diluted share.

The company reported a cash balance of US$411 million as of
Sept. 30, 2008, a 23% increase from the September 30, 2007 balance
of US$333 million.  As of Sept. 30, 2008, the company reported
total long-term debt of US$2.26 billion and net debt (total long-
term debt minus cash) of US$1.85 billion.

For the quarter, net cash provided by operating activities was
US$119 million compared to US$105 million in the prior-year
quarter.  Free Cash Flow (defined as cash flow from operations
less capital expenditures and cash paid or received for
investments) was US$100 million, compared to negative Free Cash
Flow of US$48 million in the comparable fiscal 2007 quarter.
Unlevered After-Tax Cash Flow (defined as Free Cash Flow excluding
cash interest paid) was $122 million, compared to negative
Unlevered After-Tax Cash Flow of US$33 million in the comparable
fiscal 2007 quarter.

   Recorded Music

Revenue from the company's Recorded Music business declined 3.7%
from the prior-year quarter to US$707 million, and was down 6.9%
on a constant-currency basis.  The decline in constant-currency
revenue primarily reflects strength in Japan, France and Italy,
offset by weakness in the U.S.

Recorded Music digital revenue of US$156 million grew 25.8% over
the prior-year quarter and represented 22.1% of total Recorded
Music revenue.  Domestic Recorded Music digital revenue amounted
to US$99 million or 27.2% of total domestic Recorded Music
revenue.  Strong digital revenue was primarily driven by growth in
global online downloads, and to a lesser extent growth in
international mobile.

Major sellers in the quarter included titles from Metallica, Kid
Rock, T.I. and Mariya Takeuchi.  International Recorded Music
revenue was up 0.9% from the prior-year quarter to US$343 million,
but declined 6.0% on a constant-currency basis, while domestic
Recorded Music revenue declined 7.6% from the prior-year quarter
to US$364 million.

Year-over-year revenue differences in the global Recorded Music
business were due to the timing of releases and declines in the
physical business, which are not currently being offset by growth
in the digital business.  In addition, the impact from the
company's more active retail inventory management as well as the
changing underlying demand for physical recorded music product is
evident in our results.

Quarterly Recorded Music operating income from continuing
operations fell 22.2% to US$56 million, resulting in an operating
margin from continuing operations of 7.9% compared to 9.8% in the
prior-year quarter.  Recorded Music OIBDA from continuing
operations fell 13.8% to US$100 million for the quarter.  Recorded
Music OIBDA margin from continuing operations contracted 1.7
percentage points to 14.1% from the prior-year quarter. Recorded
Music operating income, OIBDA, operating margin and OIBDA margin
from continuing operations for the fourth quarter of fiscal 2007
reflect a portion of the Prior-Quarter Items -- a US$12 million
benefit related to legal settlements and US$5 million in expenses
related to the company's fiscal 2007 realignment initiatives.  The
margin contraction reflects higher third-party distribution costs
partially offset by lower product costs from a shift to higher-
margin digital products.

   Music Publishing

Music Publishing revenue increased 13.9% from the prior-year
quarter to US$156 million, and was up 6.1% on a constant-
currency basis.  Music Publishing revenue grew 12.0%
domestically and 14.9% internationally, and increased 3.3%
internationally on a constant-currency basis.  Digital
revenue from Music Publishing grew 57.1% to US$11 million,
representing 7.1% of total Music Publishing revenue.

On a constant-currency basis, the decline in mechanical revenue of
5.6% was offset by a 31.0% increase in synchronization revenue, a
6.1% rise in performance revenue and the strong 57.1% increase in
digital revenue.  The increase in synchronization revenue was due
in part to timing of receipts while mechanical revenue weakness
reflects the industry-wide decline in physical record sales
partially offset by a more stable performance by catalog
offerings.

Music Publishing operating income amounted to US$36 million, down
7.7% from US$39 million in the prior-year quarter, resulting in an
operating margin of 23.1%, down 5.4 percentage points from the
prior-year quarter.  Music Publishing OIBDA was essentially flat
at US$54 million compared to US$55 million in the prior-year
quarter and OIBDA margin of 34.6% declined 5.5 percentage points
from the prior-year quarter.  Music Publishing operating income,
OIBDA, operating margin and OIBDA margin for the fourth quarter of
fiscal 2007 reflects a portion of the Prior-Quarter Items -- a
US$3 million benefit related to a legal settlement and US$1
million in expenses related to the company's fiscal 2007
realignment initiatives, as well as modest severance costs.

                       Full-Year Results

For the full year 2008, revenue grew 3.2% to US$3,491 million from
US$3,383 million last year, and fell 2.2% on a constant-currency
basis.  Total revenue in 2008 was split 46% domestic and 54%
international.  Domestic revenue declined 3.9% over the prior year
while international revenue climbed 10.3%, but fell 0.5% on a
constant-currency basis.  Total digital revenue rose 38.6% year
over year to US$639 million and was 65% domestic and 35%
international.  Digital revenue represented 18.3% of total revenue
for the fiscal year compared to 13.6% in the prior fiscal year.

Operating income from continuing operations of US$207 million
decreased from US$228 million in the last fiscal year and
operating margin from continuing operations contracted 0.8
percentage points to 5.9%.  OIBDA from continuing operations for
the fiscal year amounted to US$475 million, essentially flat
against US$474 million last year while OIBDA margin from
continuing operations contracted by 0.4 percentage points to
13.6%. Operating income, operating margin, OIBDA and OIBDA margin
from continuing operations for fiscal year 2007 reflect the net
expense of US$3 million from the Prior-Year Items, as well as
lower annual bonus compensation than in the current year.

Loss from continuing operations for fiscal year 2008 was
US$35 million, or US$0.24 per diluted share, compared to loss from
continuing operations of US$8 million, or US$0.05 per diluted
share, for the 2007 fiscal year.

This fiscal year, net cash provided by operating activities was
US$304 million compared to US$302 million in fiscal year 2007.
Free Cash Flow amounted to US$137 million compared to Free Cash
Flow of US$22 million in the prior year.  Unlevered After-Tax Cash
Flow was US$286 million, compared to US$158 million in fiscal year
2007.  Free Cash Flow and Unlevered After-Tax Cash Flow for fiscal
2008 include the previously disclosed investment in Frank Sinatra
Enterprises.  Free Cash Flow and Unlevered After-Tax Cash Flow for
fiscal 2007 include previously disclosed investments in Front Line
Management and Roadrunner as well as US$63 million in
restructuring-related charges and US$110 million in cash received
from our settlement with Bertelsmann AG regarding Napster.

   Recorded Music

Recorded Music revenue grew 2.1% to US$2,895 million, but declined
2.8% on a constant-currency basis over the prior year.  Domestic
Recorded Music revenue declined 5.4% from the prior year to
US$1,380 million while international Recorded Music revenue was up
10.1%, but was flat on a constant-currency basis.  Recorded Music
sales were challenged by the continued decline in physical sales
that is not currently being offset by growth in the digital
business.   Recorded Music revenue was split 48% domestic and 52%
international.  Digital Recorded Music revenue grew 38.0% over the
prior year to US$599 million and represented 20.7% of total
Recorded Music revenue for fiscal 2008, up from 15.3% in fiscal
2007.  Domestic Recorded Music digital revenue amounted to
US$388 million, or 28.1% of total domestic Recorded Music revenue,
up from US$295 million or 20.2% of revenue in the prior year.
Major sellers for the year were Josh Groban, Madonna, Led
Zeppelin, Kobukuro and Michael Buble.

Recorded Music operating income from continuing operations dropped
6.4% to US$233 million for the year from US$249 million last year
and operating income margin from continuing operations contracted
0.7 percentage points to 8.0%.  Recorded Music OIBDA from
continuing operations fell 1.2% to US$416 million for the year
from US$421 million last year and OIBDA margin from continuing
operations declined 0.5 percentage points to 14.4%.  Recorded
Music operating income, OIBDA, operating margin and OIBDA margin
from continuing operations for fiscal year 2007 reflect a portion
of the Prior- Year Items -- a US$61 million benefit related to
legal settlements and US$53 million in expenses related to the
company's fiscal 2007 realignment initiatives.

   Music Publishing

Music Publishing revenue increased 9.3% from the prior year to
US$623 million, and was up 1.3% on a constant-currency basis.
Domestic Music Publishing revenue rose 6.1% over the prior year to
US$225 million while international revenue grew 11.2%, and slipped
1.2% on a constant-currency basis.  Music Publishing revenue was
split 36% domestic and 64% international.

Digital revenue from Music Publishing grew 48.1% over the prior
year to US$40 million and represented 6.4% of total Music
Publishing revenue in fiscal 2008, up from 4.7% in fiscal 2007.
On a constant-currency basis, a decline in mechanical revenue of
8.7% was offset by a 10.9% increase in synchronization revenue, a
4.5% rise in performance revenue and the strong 48.1% increase in
digital revenue.

Music Publishing operating income declined 7.1% over the prior
year to US$91 million, yielding an operating margin of 14.6%, down
2.6 percentage points year over year.  Music Publishing OIBDA was
$162 million, up 1.3% from US$160 million in the prior year, while
OIBDA margin declined 2.1 percentage points to 26.0% due primarily
to sales mix.  Music Publishing operating income, OIBDA, operating
margin and OIBDA margin for fiscal year 2007 reflect a portion of
the Prior-Year Items -- a US$3 million benefit related to legal
settlements and US$2 million in expenses related to the company's
fiscal 2007 realignment initiatives.

"WMG had a strong year, outperforming the industry, and sustaining
revenue and OIBDA over the fiscal year, despite the challenging
global recorded music and broader financial environments," said
Edgar Bronfman, Jr., Warner Music Group's Chairman and CEO.  "We
remain confident in our ability to execute on our long-term goals,
given that we continue to advance our strategy to lead the
industry transformation by pursuing innovative business models,
diversifying revenue streams and investing in A&R."

"The volatile global economy and timing of our release schedule
may result in back-end weighted fiscal 2009 results," Steve Macri,
Warner Music Group's Executive Vice President and CFO added.
"From a balance sheet perspective, we're gratified to see the
growth in our cash balance continue, further increasing our
financial flexibility."

                      Warner Music Group Corp.
                    Consolidated Balance Sheets
          As of September 30, 2008 and September 30, 2007
                       (dollars in millions)

                           September 30   September 30  % Change
                               2008            2007
                             (audited)       (audited)

Assets:
Current Assets
  Cash & cash equivalents     $      411    $       333      23%
  Accounts receivable,
   less allowances of
  $159 US$192                      538             555      (3)%
  Inventories                       57              58      (2)%
  Royalty advances
   (expected to be
    recouped w/in 1 year)          174             176      (1)%
  Deferred tax assets               30              40     (25)%
  Other current assets              38              33      15%
Total Current Assets        $    1,248     $     1,195       4%
Royalty advances
(expected to be recouped
after 1 year)                      212             216      (2)%
Investments                         155             146       6%
Property, plant &
equipment, net                     117             133     (12)%
Goodwill                          1,078           1,065       1%
Intangible assets subject
to amortization, net             1,496           1,632      (8)%
Intangible assets not
subject to amortization            100             100       -
Other assets                         70              85     (18)%
Total Assets                 $     4,476    $     4,572      (2)%

Liabilities & Shareholders'
Deficit:
Current Liabilities
  Accounts payable         $       219     $       225      (3)%
  Accrued royalties              1,189           1,226      (3)%
  Taxes & other
   withholdings                     16              33     (52)%
  Current portion of
   long-term debt                   17              17       0%
  Dividend payable                   1              23     (96)%
  Deferred Revenue                 117              56       -
  Other current
   liabilities                      312             302       3%
Total current liabilities   $     1,871     $     1,882      (1)%
Long-term debt                    2,242           2,256      (1)%
Dividends payable                     -               1       -
Deferred tax liabilities,
net                                237             244      (3)%
Other noncurrent liabilities        212             225      (6)%
Total Liabilities                 4,562     $     4,608      (1)%
Common stock                         -                -       -
Additional paid-in capital         590              579       2%
Accumulated deficit               (686)            (614)     12%
Accumulated other
comprehensive income, net          10               (1)      -
Total Shareholders' Deficit$       (86)     $       (36)    139%
Total Liabilities &
Shareholders' Deficit      $    4,476      $     4,572      (2)%


                     About Warner Music

Warner Music Group Corp. -- http://www.wmg.com/-- (NYSE: WMG)
is a publicly traded in the United States.  With its broad
roster of new stars and legendary artists, Warner Music Group is
home to a collection of the best-known record labels in the
music industry including Asylum, Atlantic, Bad Boy, Cordless,
East West, Elektra, Lava, Nonesuch, Reprise, Rhino, Roadrunner,
Rykodisc, Sire, Warner Bros. and Word.  Warner Music
International, a leading company in national and international
repertoire, operates through numerous international affiliates
and licensees in more than 50 countries.  Warner Music Group
also includes Warner/Chappell Music, one of the world's leading
music publishers, with a catalog of more than one million
copyrights worldwide.

Outside the United States, the company has two subsidiaries in
Austria, one in Nova Scotia and another in Luxembourg.  It has
Latin American operations in Argentina, Brazil and Chile.



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B A H A M A S
=============

HARRAH'S ENTERTAINMENT: Gets Sued Over Reneged Bahamas Project
--------------------------------------------------------------
Reuters' Megan Davies reports that a joint venture partner sued
Harrah's Entertainment Inc. in New York Supreme Court after the
casino firm withdrew from a US$2.6 billion Bahamas resort project.

In a court filing obtained by Reuters, Baha Mar Resorts Ltd
accused Harrah's of fraud for allegedly "secretly and improperly
plotting to delay or pull out of the project and ... avoid
contributing their US$212 million share of equity."

The deal, announced in January 2007, scheduled construction of a
resort in the Bahamas in 2007 with an anticipated opening in early
2011.  However, Reuters says the project hit the rocks in March
2008, when Caesars Bahamas, a unit of Harrah's, sent a letter to
Baha Mar saying delays in the project meant there was
"considerable doubt" about whether it could be financed, given the
deteriorating debt markets.

Caesars Bahamas, according to the filing cited by Reuters, sought
a judgment in March from a New York Supreme Court judge that it
validly exercised its right to terminate the agreement.

Baha Mar meanwhile argued it should be awarded money damages in an
amount to be determined at trial "for the harm they have suffered
as a result of the ... fraudulent misrepresentations," Reuters
relates.

A representative for Baha Mar confirmed the suit was actually
filed in June, but was kept under seal until Nov. 21, Reuters
notes.

Harrah's Entertainment, Inc., through its wholly owned subsidiary,
Harrah's Operating Company, Inc., owns or manages approximately 50
casinos that comprise around 40,000 hotel rooms, three million
square feet of gaming space and two million square feet of
convention center space.  HET generated consolidated revenues of
US$10.4 billion for the last twelve months ended Sept. 30, 2008.
Affiliates of Apollo LLC and Texas Pacific Group (the Sponsors)
acquired the company through a US$31 billion leverage buy-out in
early 2008.

                        *     *     *

As reported in the Troubled Company Reporter on Nov. 24, 2008,
Moody's Investors Service downgraded Harrah's Entertainment Inc.'s
Corporate Family Rating to Caa1 from B3, and the Probability of
Default rating to Ca from B3 following its
announcement that it is commencing a private debt exchange offer.
Moody's also downgraded several classes of debt issued by HET's
subsidiary, Harrah's Operating Company Inc.  The rating outlook is
negative.

According to Moody's, Harrah's Entertainment said it is offering
up to US$2.1 billion aggregate principal amount of new 10% second
lien notes in exchange for specific Harrah's Operating existing
senior unsecured, senior subordinated, and senior guaranteed notes
issues.



===========
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GENERAL MOTORS: Needs to Restructure Debt to Get US$12Bil. Bailout
------------------------------------------------------------------
General Motors Corp. must restructure its debt, because the
government requires that any federal borrowing must be senior to
all other debt, Jeff Green at Bloomberg News reports, citing
Merrill Lynch & Co. analysts James Leda and Steven Landgraber.

Citing the analysts, Bloomberg relates that GM must pay off a
$4.5 billion revolver and US$1.5 billion loan secured by equipment
and assets of the Saturn brand, and then the government could
support a bankruptcy restructuring.  Other than the need to cut
debt and labor costs, GM may still need a government-backed
bankruptcy to remain viable, Bloomberg relates, citing Merrill
Lynch and JPMorgan Chase & Co. analysts.  According to the report,
the analysts said that a US$12 billion government bailout would
allow GM to continue operations until a restructuring plan is
devised after President-elect Barack Obama takes office.

Bloomberg quoted Messrs. Leda and Landgraber as saying, "It is
increasingly apparent that GM's only hope for survival, which we
define broadly as avoidance of Chapter 7 liquidation, is a bailout
from the U.S. government."

Citing people familiar with the situation, Bloomberg relates that
GM is working on a plan to reduce debt and labor costs, and
reassess brands and dealers as sales drop.

JPMorgan analyst Himanshu Patel said that GM would have to cut
combined hourly worker pay and benefits to US$44 from US$60 now,
and interest payments would need to be reduced by 70%, which GM
may accomplish with debt-for-equity swaps, Bloomberg reports.

According to Bloomberg, Mr. Patel suggested that GM cancel its
US$7 billion cash contribution -- due in January 2010 -- to a
health-care trust fund for union retirees as the Obama
administration may expand access to health-care coverage.

Bloomberg relates that Messrs. Leda and Landgraber said that GM
must:

    -- cut production by as much as two million units,
    -- refinance US$6 billion in secured bank debt,
    -- buy out employees, and
    -- have enough money to operate.

According to Reuters, J.P. Morgan Securities widened its 2009 loss
estimates of US$25.25 a share for GM, compared to its prior loss
view of US$22 per share, on lower international earnings and
likely higher interest costs from government debt.

Reuters quoted Mr. Patel as saying, "We are deeply skeptical of
the commercial prospects for government-dictated product plans,"
and the U.S. government's "focus on forcing GM to make greener
cars is misguided."

           State Street Stops Stock Purchase Plans

Reuters reports that GM said on Tuesday that State Street Bank and
Trust Co. has imposed restrictions that prevent GM from restarting
a program that lets workers purchase its common stock.  According
to the report, the plan was suspended in September when GM
exhausted its authorized shares.  The report says that GM wanted
to reinstate the program, but was told by State Street that it
wasn't appropriate to allow additional investments by workers due
to the company's financial problems.

GM said that its directors and executive officers would remain
under indefinite restrictions of trading in GM shares, Reuters
states.  GM's directors and executives, according to the report,
won't be able to directly acquire, dispose of, or transfer any
equity securities of GM, and workers won't be able to sell GM
stock.

                 GM Can Keep Pension Plan Intact

Charles E. F. Millard -- the director of Pension Benefit Guaranty
Corporation, the federal agency that takes over failed plans --
believed that GM can afford to keep its pension plan intact,
despite the company's possible bankruptcy, Mary Williams Walsh at
The New York Times reports.

According to The Times, the cost of the possible restructuring of
GM could put a heavy burden on the company's pension fund, as it
would have to pay for employees at plants that are shut down or
who are forced to retire early.  As GM's blue-collar work force is
still building up new benefits with every additional hour worked,
the pension fund will have to grow to keep up with those costs,
The Times states.  If GM continues paying people to retire early,
the costs will increase, because the plan will have to pay
retirees for more years than it budgeted, says the report.  GM
isn't contributing additional money to the pension plan, and the
company said that it won't add any money to the fund for the next
three or four years, the report states.

GM holds a credit balance -- a running tally of the contributions
made in past years that were larger than the law required, The
Times states.  GM's credit balance was US$44 billion in 2006, and
the firm is using that balance to offset contributions it would
otherwise have to make, says the report.

The Times relates that GM said that it will be paying retirees
US$7 billion yearly for the next 10 years.  The pension fund had
US$104 billion in assets last year, more than enough to cover its
obligations of US$85 billion, says the report.  The value of the
assets has declined and the obligations have increased since then,
states the report.  According to the report, Credit Suisse analyst
David Zion estimates that GM's pension assets have dropped by 15%
so far this year, compared with a 24% decline for the typical
pension fund at the 500 largest firms in the U.S.

The Times reports that 26% of GM's pension fund is invested in
stocks.  GM Asset Management CEO Nancy C. Everett said that GM
didn't eliminate stocks from its pension fund completely,
according to The Times.  The report quoted Ms. Everett as saying,
"There's two sides to this issue.  One is making sure your pension
fund is adequately funded, and the other is that pension income
does come into play when you're looking at the company's income
statement."

GM, says The Times, appears to have sufficient money in the
pension fund to pay its more than 400,000 retirees their benefits
for many years.

The government, says The Times, might insist that GM keep the fund
and cover any shortfalls with its own money even if the company
files for bankruptcy.

                 GM Drops Tiger Woods Sponsorship

GM said on Monday that it would stop sponsoring golfer Tiger
Woods, a year ahead of schedule, as part of the company's effort
to cut costs, The Wall Street Journal reports.  The company had
sponsored the golfer since 2000, says the report.

According to WSJ, Mark Steinberg, Mr. Woods's agent, said that he
offered an "amicable separation" and won't associate Mr. Woods
with another car maker anytime soon.

                      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.

As reported in the Troubled Company Reporter on Nov. 10,
2008, General Motors Corporation's balance sheet at
Sept. 30, 2008, showed total assets ofUS$110.425 billion, total
liabilities ofUS$170.3 billion, resulting in a stockholders'
deficit ofUS$59.9 billion.

                          *     *     *

As reported in the Troubled Company Reporter on Nov. 11, 2008,
Standard & Poor's Ratings Services lowered its ratings, including
the corporate credit rating, on General Motors Corp. to 'CCC+'
from 'B-' and removed them from CreditWatch, where they had been
placed with negative implications on Oct. 9, 2008.  S&P said that
the outlook is negative.

Fitch Ratings, as reported in the Troubled Company Reporter on
Nov. 11, 2008, placed the Issuer Default Rating of General Motors
on Rating Watch Negative as a result of the company's rapidly
diminishing liquidity position.  Given the current liquidity level
of US$16.2 billion and the pace of negative cash flows, Fitch
expects that GM will require direct federal assistance over the
next quarter and the forbearance of trade creditors in order to
avoid default.  With virtually no further access to external
capital and little potential for material asset sales, cash
holdings are expected to shortly reach minimum required operating
levels.  Fitch placed these on Rating Watch Negative:

-- Senior secured at 'B/RR1';
-- Senior unsecured at 'CCC-/RR5'.

As reported in the Troubled Company Reporter on June 24, 2008,
DBRS has placed the ratings of General Motors Corp. and General
Motors of Canada Limited Under Review with Negative Implications.
The rating action reflects the structural deterioration of the
company's operations in North America brought on by high oil
prices and a slowing U.S. economy.



===========
B R A Z I L
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ARACRUZ CELULOSE: Saxena White Files Suit on Wrong Currency Bets
----------------------------------------------------------------
Carlos Caminada of Bloomberg News reports that Aracruz Celulose SA
is accused in a lawsuit of misleading investors about "clandestine
and speculative currency wagers."

According to the report, the complaint was filed by law firm
Saxena White P.A. in the U.S. District Court for the Southern
District of Florida on behalf of holders of Aracruz American
depositary receipts.

Bloomberg News relates in the complaint, Saxena White argued the
Brazilian pulp maker, which said it will lose US$2.13 billion to
unwind derivatives, failed to disclose currency derivatives "that
violated company policy in that they were far larger than
necessary to hedge normal business operations."

In a November 5, 2008 press statement, Saxena White disclosed it
is investigating Aracruz Celulose for misleading investors
regarding currency derivative hedges.

According to Saxena White, on October 2, 2008, Aracruz Celulose
announced that it would lose US$1 billion due to its investments
in currency-related derivative contracts that exceeded established
company policy guidelines.  This resulted in the American
Depository Receipt (ADR) closing at $23.40 per share on October
3rd, a decline of $7.84 from the prior day's close, the law firm
said.

Brazil-based Aracruz Celulose SA (SAO:ARCZ6) --
http://www.aracruz.com.br/-- is producer of bleached hardwood
kraft market pulp.  The Company produces eucalyptus pulp, which is
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.  During the year ended December
31, 2007, the Company produced approximately 2,569,000 tons of
bleached eucalyptus kraft pulp (BEKP) (3,095,000 tons including
50% of Veracel's pulp production).

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 12, 2008, Standard & Poor's Ratings Services lowered its
long-term corporate credit rating on Aracruz Celulose S.A. To 'BB'
from 'BBB-'.  We also lowered the Brazil national scale rating on
Aracruz to 'brAA' from 'brAAA'.  The ratings were removed from
CreditWatch Negative, where they were placed Oct. 3, 2008.  The
outlook is stable.

As reported in the Troubled Company Reporter-Latin America on
Nov. 5, 2008, Fitch Ratings downgraded Aracruz Celulose S.A.'s
Local currency Issuer Default Rating (IDR) to 'BB-' from 'BB+' and
Foreign currency IDR to 'BB-' from 'BB+'.
The ratings remain on Rating Watch Negative.

As reported in the Troubled Company Reporter-Latin America on
Oct. 22, 2008, Moody's Investors Service downgraded the ratings of
Aracruz Celulose S.A. to Ba2 (corporate family rating) from Baa3
(issuer rating) on its global scale and to A1.br from Aa1.br on
the Brazilian national scale, and the ratings remain under review
for possible further downgrade.


FONDO DE TITULIZACION: Moody's Puts (P)Ba2 Rating on Class C Notes
------------------------------------------------------------------
Moody's Investors Service assigned provisional credit ratings to
these classes of Notes to be issued by MBSCAT 1, Fondo de
Titulizacion de Activos:

  * (P)Aaa to the EUR 963.4 million Class A due 2052,
  * (P)A2 to the EUR 47.2 million Class B due 2052,
  * (P)Ba2 to the EUR 39.4 million Class C due 2052.

This is the first transaction of this series to hit the market,
although it is worth mentioning that Caixa Catalunya has been very
active in the past having issued 23 deals over the last years.
What is peculiar about this transaction is its collateral
composition: a portfolio consisting of first and second lien
loans, and lines of credits.

Regarding the lines of credits, this transaction includes the
securitisation of first draw-downs and further draw-downs of a
mortgage product which is structured like a line of credit.  Both
first and further draw-downs are secured by mortgages on
properties.

Regarding the second liens, there are several things to highlight:

1) the process to grant a second lien is the same as the process
   of granting a first lien -- the bank will request an updated
   valuation and will maintain the same required criteria as those
   for first liens,

2) second lien loans represent 4.06% of the entities total
   mortgage balance, and

3) all prior ranks are originated by Caixa Catalunya.

This is the first time Moody's have seen a high concentration of
second liens in any single portfolio, and as a result this has
been taken into account in Moody's analysis.

The ratings of the Notes are based upon the analysis of the
characteristics of the mortgage pool backing the Notes, the
protection the Notes receive from credit enhancement against
defaults and arrears in the mortgage pool, the legal and
structural integrity of the issue and the credit quality of the
parties involved in the transaction.

The provisional ratings address the expected loss posed to
investors by the legal final maturity.  The structure allows for
timely payment of interest and ultimate payment of principal at
par on or before the legal final maturity date.  Moody's ratings
address only the credit risks associated with the transaction.
Other non-credit risks have not been addressed but may have a
significant effect on the yield to investors.

Moody's initially analysed and monitors this transaction using the
rating methodology for EMEA RMBS transactions as described in the
Rating Methodology reports.  Moody's based the provisional ratings
primarily on: (i) an evaluation of the underlying portfolio of
loans; (ii) historical performance and bank' internal ratings
information; (iii) the swap agreements hedging the interest rate
risk; (iv) the credit enhancement provided by the reserve fund,
the subordination of the notes, and the excess spread; and (v) the
legal and structural integrity of the transaction.

The Spanish Government announced on Nov. 4, 2008 a package of aid
to assist unemployed, self employed and pensioneer borrowers
through a form of mortgage subsidy aid.  It is unclear how this
package will be implemented, and also if it is implemented, how
the transaction will be affected, although both liquidity and
credit implications are possible on this portfolio.  However, any
implications on the ratings will ultimately depend on the actual
financial aid conditions which will be approved.

Moody's issues provisional ratings in advance of the final sale of
securities and these ratings represent Moody's preliminary
opinion.  Upon a conclusive review of the transaction and
associated documentation, Moody's will endeavour to assign
definitive rating to the Notes.  A definitive rating may differ
from a provisional rating.


COMPANHIA PARANAENSE: S&P Lifts Issuer Rating to 'Baa3' From Ba2
----------------------------------------------------------------
Moody's America Latina upgraded the global scale rating for
Companhia Paranaense de Energia -- COPEL to a Baa3 local currency
issuer rating from a Ba2 local currency corporate family rating.
At the same time, Moody's upgraded Copel's Brazil National Scale
rating to a Aa1.br issuer rating from a Aa2.br corporate family
rating.  Moody's also upgraded Copel's BRL 140 million domestic
market debentures due 2009 to Baa3 from Ba1 and confirmed the
Aa1.br national scale rating.  This rating action concludes the
review for possible upgrade initiated on Aug. 11, 2008.

The debentures are rated at the same level as Copel's Baa3 local
currency and Aa1.br issuer ratings because a majority of Copel's
outstanding debt benefits from a similar pledge of future
receivables.

Moody's upgraded Copel's ratings as a result of steady and strong
credit metrics along with the recent upgrade of the level of
supportiveness of Brazil's regulatory environment for regulated
electric utilities, as explained in the Moody's special comment
"Regulatory Environment Improves For Brazilian Utilities"
published on Aug. 25, 2008.  Moody's uses the Global Regulated
Electric Utilities Rating Methodology (March 2005) in the
determination of Copel's rating.

The upgrade of the SRE level is important because Moody's ratings
for electric utilities generally assign about equal importance to
regulatory and other qualitative factors as they do to issuer-
specific financial metrics.  Moody's upgraded the level of
supportiveness in Brazil to category 3, which indicates a
regulatory framework that is well developed but still has lower
assurance of timely cost recovery.  Previously, Brazil's SRE was
category 4, which is reserved for the least supportive regulatory
frameworks.

With 59% of its voting shares owned by the state of Parana, Copel
is a government related issuer, or GRI, as defined in Moody's
rating methodology "The Application of Joint Default Analysis to
Government Related Issuers" (April 2005).  Moody's also used the
methodology for GRIs to systematically incorporate into the rating
both the stand-alone credit risk profile or Baseline Credit
Assessment of the company as well as an assessment of the
likelihood that its government owner would provide extraordinary
support to the company's obligations.  The BCA of a GRI is
expressed on a 1-21 scale or as a range within the 1-21 scale,
according to the issuer's preference, where one represents the
equivalent risk of an Aaa, two a Aa1, three a Aa2 and so forth.

Copel's current ratings incorporate a BCA of 10, high dependence
(the likelihood that Copel and the State of Paraná would default
at the same time) and medium probability of extraordinary support
from the controlling shareholder.  Please refer to Moody's special
comments "Rating Government-Related Issuers in Americas Corporate
Finance" (July 2005) and "Government-Related Issuers: July 2006
Update" at moodys.com for additional information on GRIs.

The Aa1.br national scale rating assigned to the debentures
reflects the standing of the company's credit quality relative to
its domestic peers.  Moody's National Scale Ratings are intended
as relative measures of creditworthiness among debt issuances and
issuers within a country, enabling market participants to better
differentiate relative risks.  NSRs in Brazil are designated by
the ".br" suffix.  Issuers or issues rated Aa1.br demonstrate very
strong creditworthiness relative to other domestic issuers.  NSRs
differ from global scale ratings in that they are not globally
comparable to the full universe of Moody's rated entities, but
only with other rated entities within the same country.

Copel, which has strong credit metrics for its rating category,
has gradually but consistently improved its capital structure,
mainly through growing and steadily enhancing profitability and
cash flow over the past five years.  Some indications of the
improvement are the low leverage as measured by adjusted debt to
book capitalization, which has declined from 37.4% in 2004 to
24.5% as of Sept. 30, 2008, and a Debt/EBITDA ratio of 1.2x for
the twelve months ending on Sept. 30, 2008, down from 4.9x in 2003
and 2.4x in 2004.  Free Cash Flow to total debt reached 30.2% in
the last twelve months ending on Sept. 30, 2008.

Strong recent free cash flow stems from a combination of
conservative management, as exhibited by moderate capital
expenditures and low dividend pay-outs, along with the strong cash
generation from the generation, transmission and distribution
businesses, which together represent over 90% of Copel's
consolidated sales and EBITDA.  Strong liquidity also stands out
as a credit positive, as evidenced by Copel's sizeable
consolidated cash position of BRL1.8 billion vis-a-vis total
adjusted debt of BRL2.7 billion as of Sept. 30, 2008.

Copel's improved credit metrics and liquidity has primarily
resulted from higher electricity generation tariffs as lower-
tariff initial electricity contracts have been replaced by new
contracts granted in electricity auctions and bilateral contracts.
However, Copel's operating margins in the generation business are
likely to decrease modestly in 2009 in light of the replacement of
an estimated 350 MW average bilateral contract with new contracts
in the regulated environment at lower electricity tariffs.  After
the one-time impact of the bilateral contract, Moody's expects
that operating margins will be stable from 2009 to 2012 but
increase thereafter as existing contracts are replaced with new
ones at higher tariffs, a likely outcome given the tight balance
between the demand and supply of electricity in Brazil that is
expected to continue over the medium term.

Copel's distribution business posted poor performances from 2003
through mid-2006 because of the state government's decision to
implement sizeable financial discounts on the payment of
electricity bills as well as lower sales volumes caused by the
exit of industrial consumers to the unregulated market.  The
distribution segment has posted adequate operating margins in the
past eighteen months as a result of financial discounts being
suspended in mid-2006 and increased sales volumes.  Going forward,
distribution margins are likely to shrink given the recent
periodic tariff review, which determined a 7% reduction in tariffs
starting last June, until higher volumes and lower costs
compensate for the lower tariffs.  Despite this forecasted
reduction in operating margins, cash generation is projected to
comfortably meet Copel's ongoing cash needs, assuming that capital
expenditures and dividend outlays remain broadly in line with
recent years.

The major downside risks to Moody's projections are an unexpected
electricity rationing or, eventually, a severe economic downturn
that ultimately has a twofold impact on the company: lower
electricity prices and lower sales volumes, which would
undoubtedly result in some deterioration in the company's
financial position.  The recent devaluation of Brazilian Real
could reduce the company's cash from operations by approximately
BRL 110 million (assuming a parity rate of BRL 2.40) up to June
2009 because around 25% of the company's energy needs are
purchased from the Itaipú hydroelectric facility, for which the
contract price is denominated in USD.  Moody expects that this
increased cost will be recovered in the company's next tariff
adjustment in June 2009 in accordance with the concession
agreement.

Moody's also does not rule out potential political interference by
the state government more directly managing the utility's
business, either through renewed tariff discounts or investments
in non-core businesses In spite of being a major rating
constraint, Moody's believes that any political interference would
still preserve the company's solid capital structure, which could
experience deterioration and remain adequate for the rating
category.

The stable outlook reflects Moody's expectation that the company
will continue to benefit from high electricity prices in the
generation segment and will adequately manage its cost structure,
principally in the distribution business, where better cost
management is expected to partly compensate for the recently
implemented lower distribution tariffs.  Moody's also expect the
company will prudently manage capital expenditures in order to
maintain adequate credit metrics for the rating category.

The ratings or outlook could be upgraded if the supportiveness of
the regulatory environment for Brazilian electric utilities
improves.  Quantitatively, an upgrade could result from Retained
Cash Flow to Total Adjusted Debt of above 50% and Interest
coverage of above 7.0x on a sustainable basis while also
maintaining a satisfactory liquidity position.  In both of the
above scenarios, an upgrade would also require improved disclosure
and visibility with regard to the company's business strategy and
the risks associated with political interference of the state
government.

The ratings or outlook could be downgraded if the level of
supportiveness of the regulatory environment for Brazilian
electric utilities deteriorates substantially.  Quantitatively,
the ratings or outlook could be downgraded if Retained Cash Flow
to Total Adjusted Debt drops below 23% and interest coverage drops
below 4.0x, both for an extended period of time.

Copel is an integrated utility located in the state of Paraná with
operations ranging from generation, transmission to distribution
of electric energy.  Copel is controlled by the government of the
state of Paraná, which holds 58.6% of its voting capital and 31%
of its total capital.  Copel is the fifth largest generation
company in Brazil with an installed capacity of 4,550 MW basically
derived from hydroelectric power.  Copel distributed approximately
19,000 GW/h in the past twelve months ending on September 2008.
Copel posted Net Revenues of BRL 5.4 billion and Net Profit of BRL
1.2 billion in the last twelve months ending Sept. 30, 2008.


CSN: Complaint Against Company Has Been Resolved, Glencore Says
---------------------------------------------------------------
A complaint against Companhia Siderurgica Nacional (CSN) regarding
a defaulted shipments to buy US$105 million of raw materials from
Glencore International AG, has been resolved, Reuters reports.
Switzerland-based Glencore said, "Normal commercial activities
have resumed."

The lawsuit filed with the U.S. District Court in Indianapolis on
Nov. 19, according to Bloomberg News, said CSN refused to accept
or pay for three metallurgical coke shipments.  Glencore had
sought damages of about US$36 million, the report says.

Bloomberg News recounts that cargoes were agreed to in July and
August.  The three shipments were for 45,000 metric tons each,
with one was priced at US$780 a ton and the others at US$775 a
ton, the same report relates.

CSN, the report says, said that it may cut steel prices by 5% next
year as domestic demand stagnates due to the economic slowdown,
the report recounts.  The country's exports of the metal fell 26%
in October, CSN added.

                  About Companhia Siderurgica

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

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Sept. 10, 2008, Moody's Investors Service upgraded the senior
unsecured long term debt ratings of Companhia Siderurgica Nacional
and its backed notes from Ba2 to Ba1.

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


MARFRIG FRIGORIFICOS: Moody's Affirms 'B1' Corporate Family Rating
------------------------------------------------------------------
Moody's confirmed the B1 corporate family and senior unsecured
ratings for Marfrig Frigorificos e Comercio de Alimentos S.A.,
following the completion of the acquisition of OSI Group's
businesses in Brazil and in several European countries earlier
this month.  This rating action concludes the review for possible
downgrade initiated on June 25th, 2008. The outlook is negative.

The confirmation of Marfrig's B1 ratings reflect the company's
ability to finance the acquisition of the OSI assets in Brazil and
Europe with equity, by raising some BRL 1.37 billion through the
issuance of nearly 64 million shares.  As part of the company'
capital increase, BNDES Participações S.A. ("BNDESPAR" - rated A1
local currency rating), increased its stake in Marfrig from 2.94%
to 14.66% and the OSI Group obtained a 7.51% stake in the company.

The initial payment of US$680 million for the acquired OSI assets
was made with US$270 million in cash (previously hedged),
US$130 million in assumed debt and the remaining US$280 million
through the exchange of 20,117,637 shares of the company,
equivalent to 7.51% of Marfrig's capital stock.  Marfrig may pay
an additional $220 million to OSI based on the long-term EBITDA
margin performance of the European acquired companies.

The negative outlook mainly reflects the risks associated with
Marfrig's acquisitive growth strategy combined with the execution
and operational challenges to successfully integrate all of its
recent acquisitions, improving the margins of its newly acquired
European businesses without major operational disruptions to its
other businesses in South America.  The negative outlook also
reflects Marfrig's limited track record for generating positive
funds from operations and its intensive working capital needs,
which continue to drive negative cash flow from operations.

These ratings were confirmed with a negative outlook:

  * Corporate family rating: B1
  * US$375 million 9.625% senior unsecured notes due 2016: B1

Since 2007 and prior to the OSI transaction, Marfrig made 12 other
acquisitions of companies with operations in pork, poultry and
beef processing in different South American countries.  As a
result of these acquisitions, Marfrig has improved in a few
qualitative factors in Moody's Rating Methodology for Global
Natural Product Processors - Protein and Agriculture that is used
to analyze Marfrig and other agribusiness companies that Moody's
rate.  The factors where Marfrig has or is likely to improve pro-
forma all of its acquisitions once it successfully integrates its
businesses will mainly be in terms of: a) size, as measured by
total revenues; b) % of sales to developed countries; c) number of
segments for business risk diversification purposes; d) market
share; and e) overall qualitative assessment of its portfolio.

However, the medium-term qualitative improvements in Marfrig's
overall business profile are currently being largely offset by the
acquisition integration challenges which lay ahead and Marfrig's
still weak cash flow metrics for its rating category, high
leverage and the weak liquidity environment, with higher cost of
debt and more limited financing options.

In terms of liquidity, Marfrig currently finds itself in a more
comfortable situation than many of its peers following its equity
capitalization of nearly BRL 1.37 billion.  At the end of
September, Mafrig's cash and cash equivalent balance stood at BRL
1.17 billion and the company also had an unused stand-by facility
in the amount of BRL 175 million.  Therefore, its cash position
plus the unused stand-by facility (BRL 1.35 billion total) would
likely be sufficient to cover BRL 855 million of short-term debt
(adjusted to include advance on export contracts and refinanced
taxes), working capital needs and capital expenditures for the
next 12 months.  Moody's further note that of Marfrig's total
short-term debt of BRL 855.4 million, 73% is related to trade
finance lines (ACC, BNDES Exim, short-term debt maturities of pre-
export lines), which are generally renewed for export-related
companies such as Marfrig, although at higher rates due to current
market conditions.

On Oct. 16, 2008, Marfrig concluded the second phase of its
capital increase, raising BRL 448.3 million.  At the same time,
Marfrig also had a US$270 million of cash disbursement in November
as part of the OSI transaction, but which was previously hedged at
a more favorable exchange rate than the current market rate.
Since the closing of the OSI transaction and the company's capital
increase, Marfrig's corporate governance has also improved in
Moody's view.  The company has created these internal committees
that meet on a monthly basis: audit; financial; compensation human
resources and corporate governance; special client commercial
committee, and committee for the European division management.  In
these last two committees, the CEO of OSI Group International LLC
will be one of the members.  Additionally, BNDESPAR and OSI will
each appoint one member to Marfrig's Board of Directors, currently
composed of 6 members.

Marfrig's rating would likely be downgraded if the company is
unable to continue to maintain funds from operations to adjusted
total debt of above 10% and move towards positive cash flow from
operations in 2009.  A downgrade could also result from
difficulties in obtaining the synergies expected from its recent
acquisitions that lead EBITDA margins to drop below 10% for two
consecutive quarters (Marfrig's EBITDA margin was 14.25% for LTM
ending on Sept. 30, 2008).  Downward pressure on Marfrig's B1
ratings would also be likely if LTM Total Debt / EBITDA is above
5.0x, EBITA to gross interest expense approaches 1.0x or if
Retained Cash Flow to Net Debt is below 10%.  All credit metrics
are according to Moody's standard adjustments and definitions.

Marfrig's negative outlook could stabilize if the company delivers
on its integration strategy and benefits from the synergies of its
recent acquisitions, leading to sustainable positive cash flow
from operations and improved margins for its acquired European
businesses.  Quantitatively, a stabilization of the outlook would
require Retained Cash Flow to Net Debt of above 15%, Total Debt /
EBITDA to be sustained below 5.0x and EBITA / Gross Interest
Expense of above 1.5x, following the integration of the new OSI
assets (all ratios according to Moody's standard adjustments).

Marfrig, headquartered in Sao Paulo, Brazil, is one of the largest
beef processing companies in Brazil.  With processing plants in
Brazil, Argentina, Uruguay, Chile, England, Northern Ireland,
France and the Netherlands.  Marfrig processes, prepares packages
and delivers fresh, chilled and processed beef, pork, chicken and
lamb products to customers in Brazil and abroad, with
approximately 50% of its sales derived from exports.  Along with
its beef products, the company also operates a wholesale food
distribution business, which delivers additional food products
that it imports or acquires in the local market.


TELECOM ITALIA: Mulls Selling Brazil Unit or Network, Sole Says
---------------------------------------------------------------
Telecom Italia S.p.A. is mulling to sell either its fixed-line
network or its mobile-phone unit in Brazil, Armorel Kenna of
Bloomberg News reports, citing a local news paper, daily Il Sole
24 Ore.

As reported by the Troubled Company Reporter - Europe on
September 24, 2008, Telecom Italia has agreed with unions to
remove 5,000 out of its 83,000 employees as part of a
restructuring plan.  Dow Jones Newswires, the same report related,
said Telecom Italia in June unveiled a cost-cutting plan aimed at
reducing annual costs by roughly EUR300 million.  Italian
newspapers cited by Reuters have reported that the company
is also looking to sell its assets, TCEUR added.

According to Bloomberg News, the newspaper said the most "natural"
buyer for Brazilian unit Tim Participacoes SA would be Spain's
Telefonica SA.  Telefonica would probably have to sell its
indirect stake in Telecom Italia if it wanted to buy the unit, in
order to satisfy Brazilian regulators, Sole added.

The newspaper, the report says, published that Telecom Italia is
scheduled to hold two board meetings on Dec. 2, one to discuss
Brazil and a second meeting to approve the 2009 to 2011 business
plan, to which Telefonica will attend the second meeting only.

Telecom Italia may also consider the alternative of selling
smaller assets, such as Sparkle, a provider of international
wholesale voice services, Il Sole said, Bloomberg News adds.


                    About Telecom Italia

Based in Milan, Italy, Telecom Italia S.p.A. --
http://www.telecomitalia.it/-- (NYSE:TI) is a telecommunications
group that operates in the communications sector, in the
television sector using both analog and digital terrestrial
technology, and in the office products sector.  The company is
engaged principally in the communications sector and,
particularly, in telephone and data services on fixed lines, for
final retail customers and wholesale providers, in the development
of fiber optic networks for wholesale customers, in Internet
services, in domestic and international mobile telecommunications
(especially in Brazil), in the television sector using both analog
and digital terrestrial technology and in the office products
sector.  The company operates mainly in Europe, the Mediterranean
Basin and in South America.  In August 2008, ILIAD SA announced
that it had finalized the acquisition of Alice France, the
broadband operations of the company.


UNIBANCO: To Pay US$820MM for AIG Brasil From American Int'l
------------------------------------------------------------
Uniao de Bancos Brasileiros SA (Unibanco)and American
International Group, Inc. disclosed that they have entered into an
agreement to repurchase their crossholdings in Unibanco AIG
Seguros S.A. and AIG Brasil Companhia de Seguros .

Under the terms of the agreement, Unibanco will purchase the
shareholding in UASEG held by certain of AIG's subsidiaries, and
an AIG subsidiary will purchase Unibanco's shares in AIG Brasil.
Unibanco AIG Seguros S.A.'s name will be changed to Unibanco
Seguros S.A.

During the 11-year partnership, UASEG has increased its market
share from 1% to 8%.  The company introduced products such as
Extended Warranty, Environmental Liability and Directors and
Officers Liability into the Brazilian market and it became a
leading company in corporate insurance and is among the top four
companies in the overall Brazilian market.

Following completion of the agreement, Unibanco will assume full
control of Uniseg and continue to grow its insurance and pension
businesses.  AIG will continue to bring its insurance products and
services to the Brazilian market through AIG Brasil, while
continuing to work with Uniseg in many business opportunities,
namely in reinsurance and corporate insurance.

"With the support of both partners, UASEG developed into one of
the most profitable and successful insurance companies in the
Brazilian market.  The change allows both shareholders to pursue
individual objectives while continuing to explore opportunities
together," said Jose Rudge, Uniseg's Chief Executive Officer.

"AIG has been operating in the Brazilian market for over 60 years
and looks forward to continuing to be an attractive provider of
insurance products and services in both Brazil and Latin America.
This change achieves important benefits for both AIG and Unibanco.
It enables AIG to establish an independent position in the
Brazilian insurance market, and, at the same time, to maintain a
business relationship with Uniseg," said Hamilton Da Silva, Chief
Executive Officer of AIG Latin America.

"AIG will continue to coordinate with Uniseg to provide normal
services to our multinational clients as part of our international
network," said Gustavo Covacevich, President, Group Management
Division, Senior AIG Life Executive for Brazil.

There is no impact to Uniseg's clients, brokers and business
partners and there will be no discontinuity in its services and
insurance coverages.  All the 1,600 employees and client portfolio
shall remain with Uniseg, and they will be able to count on the
usual support from the company.  All current conditions foreseen
in insurance contracts will remain in full force and effect, for
both individual and corporate clients.  Uniseg shall keep working
on all major segments of insurance, extended warranty, and pension
plans.

                         About AIG

American International Group, Inc., a world leader in insurance
and financial services, is the leading international insurance
organization with operations in more than 130 countries and
jurisdictions.  AIG insurance companies serve commercial,
institutional and individual customers through the most extensive
worldwide property-casualty and life insurance networks of any
insurer.  In addition, AIG companies are leading providers of
retirement services, financial services and asset management
around the world.  AIG's common stock is listed on the New York
Stock Exchange, as well as the stock exchanges in Ireland and
Tokyo.

                      About Uniao de Bancos

Headquartered in Sao Paulo, Brazil, Uniao de Bancos Brasileiros
SA -- http://www.unibanco.com/-- is a full-service financial
institution providing a range of financial products and services
to a diversified individual and corporate customer base
throughout Brazil.  The company's businesses comprise segments:
Retail, Wholesale, Insurance and Pension Plans and Wealth
Management.  Uniao de Bancos and its associated companies
FinInvest, LuizaCred, PontoCred and Tecban (Banco 24 Horas)
offer a network composed of 17,000 points of service.  It also
counts on 7,580 automated teller machines and all 30 Hours'
products and services, including the telephone service and the
Internet banking.  The company's international network consists
of branches in Nassau and the Cayman Islands; representatives
offices in New York; banking subsidiaries in Luxembourg, the
Cayman Islands and Paraguay; and a brokerage firm in New York
-- Unibanco Securities Inc.

                          *     *     *

In April 2008, Moody's Investors Service assigned a Ba2 foreign
currency deposit rating to Uniao de Bancos Brasileiros SA.


* BRAZIL: Pres. Wants Measures to Curb Rates Charged by Banks
-------------------------------------------------------------
Brazil President Luiz Inacio Lula da Silva asked his economic team
to find measures to reduce the interest rates charged by banks,
Telma Marotto of Bloomberg News reports, citing a local news
paper, Folha de S. Paulo.

The report relates that Altamir Lopes, head of the central bank's
economic research department, said the average annual interest
rate Brazilian banks charge customers rose to 45% in early
November, from an average 42.9% in October.   The newspaper, the
report notes, said for consumers, the rate reached 59.8% in the
first 12 days of November, the highest level in three years.

According to Bloomberg News, the newspaper said President Lula
wants federally-controlled banks such as Banco do Brasil SA and
Caixa Economica Federal to lead a reduction in rates charged by
banks.

The Federative Republic of Brazil is the largest and most populous
country in South America.  It is the fifth largest country by
geographical area, the fifth most populous country, and the fourth
most populous democracy in the world.  Its population comprises
the majority of the world's Portuguese speakers.  According to
Moody's Rating Agency, the country continues to carry a BA1 local
and foreign currency rating.



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

ABRIAS SOLO: Creditors' Proofs of Debt Due on December 12
---------------------------------------------------------
The creditors of The Arab Income Fund, Ltd. are required to file
their proofs of debt by December 12, 2008, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 16, 2008.

The company's liquidators are:

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


ACA CLO: Creditors' Proofs of Debt Due on December 12
-----------------------------------------------------
The creditors of ACA CLO 2007-2, Limited are required to file
their proofs of debt by December 12, 2008, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 29, 2008.

The company's liquidators are:

          Guy Major
          Emile Small
          Maples Finance Limited
          P.O. Box 1093GT
          Grand Cayman, Cayman Islands


BATTALION CLO: Creditors' Proofs of Debt Due on December 12
-----------------------------------------------------------
The creditors of Battalion CLO 2007-II Ltd. are required to file
their proofs of debt by December 12, 2008, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 29, 2008.

The company's liquidators are:

          Kareem Robinson
          Emile Small
          Maples Finance Limited, P.O. Box 1093GT
          Grand Cayman, Cayman Islands


GRUSS EUROPEAN: Creditors' Proofs of Debt Due on December 12
------------------------------------------------------------
The creditors of Gruss European Value Fund, Ltd. are required to
file their proofs of debt by December 12, 2008, to be included in
the company's dividend distribution.

The company commenced liquidation proceedings on September 29,
2008.

The company's liquidator is:

          Richard L. Finlay
          c/o Krysten Lumsden
          P.O. Box 2681GT, Grand Cayman
          Telephone:(345) 945 3901
          Facsimile:(345) 945 3902


GRUSS EUROPEAN: Final Meeting Slated for December 12
----------------------------------------------------
The members of Gruss European Value Fund, Ltd. will hold their
final meeting on December 12, 2008, at 9:00 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

          Richard L. Finlay
          c/o Krysten Lumsden
          P.O. Box 2681GT, Grand Cayman
          Telephone:(345) 945 3901
          Facsimile:(345) 945 3902


GRUSS EUROPEAN: Requires Creditors to File Claims by December 12
----------------------------------------------------------------
The creditors of Gruss European Value Master Fund, Ltd. are
required to file their proofs of debt by December 12, 2008, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on September 29,
2008.

The company's liquidator is:

          Richard L. Finlay
          c/o Krysten Lumsden
          P.O. Box 2681GT, Grand Cayman
          Telephone:(345) 945 3901
          Facsimile:(345) 945 3902


GRUSS EUROPEAN: Final Meeting Slated for December 12
----------------------------------------------------
The members of Gruss European Value Master Fund, Ltd. will hold
their final meeting on December 12, 2008, at 9:00 a.m., to receive
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced liquidation proceedings on September 29,
2008.

The company's liquidator is:

          Richard L. Finlay
          c/o Krysten Lumsden
          P.O. Box 2681GT, Grand Cayman
          Telephone:(345) 945 3901
          Facsimile:(345) 945 3902


HAYBERRY INVESTMENTS: Requires Creditors to File Claims by Dec. 11
------------------------------------------------------------------
The creditors of Hayberry Investments (Cayman) Limited are
required to file their proofs of debt by December 11, 2008, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on Oct. 31, 2008.

The company's liquidator is:

          Avalon Management Limited
          Mourant du Feu & Jeune
          Reference:JF/DS
          Telephone:(+1) 345 949 4123
          Facsimile:(+1) 345 949 4647
or;
          Avalon Management Limited
          Reference: Greg Link
          c/o Avalon Management Limited
          3rd Floor Zephyr House, 122 Mary Street
          P. O. Box 715, Grand Cayman KY1-1107
          Telephone: (+1) 345 946 4422
          Facsimile: (+1) 345 769 9351


HAYBERRY INVESTMENTS: Final Meeting Slated for December 15
----------------------------------------------------------
The members of Hayberry Investments (Cayman) Limited will hold
their final meeting on December 15, 2008, at 11:30 a.m., to
receive the liquidator's report on the company's wind-up
proceedings and property disposal.

The company commenced liquidation proceedings on Oct. 31, 2008.

The company's liquidator is:

          Avalon Management Limited
          Mourant du Feu & Jeune
          Reference:JF/DS
          Telephone:(+1) 345 949 4123
          Facsimile:(+1) 345 949 4647
or;
          Avalon Management Limited
          Reference: Greg Link
          c/o Avalon Management Limited
          3rd Floor Zephyr House, 122 Mary Street
          P. O. Box 715, Grand Cayman KY1-1107
          Telephone: (+1) 345 946 4422
          Facsimile: (+1) 345 769 9351


HAYBERRY AUSTRALIAN: Requires Creditors to File Claims by Dec. 11
-----------------------------------------------------------------
The creditors of Hayberry Australian Equity Cayman Fund are
required to file their proofs of debt by December 11, 2008, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on Oct. 31, 2008.

The company's liquidator is:

          Avalon Management Limited
          Mourant du Feu & Jeune
          Reference:JF/DS
          Telephone:(+1) 345 949 4123
          Facsimile:(+1) 345 949 4647
or;
          Avalon Management Limited
          Reference: Greg Link
          c/o Avalon Management Limited
          3rd Floor Zephyr House, 122 Mary Street
          P. O. Box 715, Grand Cayman KY1-1107
          Telephone: (+1) 345 946 4422
          Facsimile: (+1) 345 769 9351


HAYBERRY AUSTRALIAN: Final Meeting Slated for December 15
---------------------------------------------------------
The members of Hayberry Australian Equity Cayman Fund will hold
their final meeting on December 15, 2008, at 11:30 a.m., to
receive the liquidator's report on the company's wind-up
proceedings and property disposal.

The company commenced liquidation proceedings on Oct. 31, 2008.

The company's liquidator is:

          Avalon Management Limited
          Mourant du Feu & Jeune
          Reference:JF/DS
          Telephone:(+1) 345 949 4123
          Facsimile:(+1) 345 949 4647
or;
          Avalon Management Limited
          Reference: Greg Link
          c/o Avalon Management Limited
          3rd Floor Zephyr House, 122 Mary Street
          P. O. Box 715, Grand Cayman KY1-1107
          Telephone: (+1) 345 946 4422
          Facsimile: (+1) 345 769 9351


MEDIA VENTURE: Final Meeting Slated for December 15
---------------------------------------------------
The members of Media Venture Capital Limited will hold their final
meeting on Dec. 15, 2008, to receive the liquidator's report on
the company's wind-up proceedings and property disposal.

The company's liquidator is:

          Yasuhide Uno
          2198-1 Aza-Nakama
          Onna-son, Kunigami-gun
          Okinawa, Japan


PSAM GPS: Creditors' Proofs of Debt Due on December 23
------------------------------------------------------
The creditors of Psam GPS Fund Limited are required to file their
proofs of debt by December 23, 2008, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 28, 2008.

The company's liquidator is:

          Jeffrey Hodkin
          2nd Floor, Harbour Centre
          P.O. Box 1040, Grand Cayman KY1-1102
          Cayman Islands


PSAM GPS: Shareholders' Final Meeting Set for December 23
---------------------------------------------------------
The shareholders of Psam GPS Fund Limited will hold their final
meeting on December 23, 2008, at 9:00 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced liquidation proceedings on Oct. 28, 2008.

The company's liquidator is:

          Jeffrey Hodkin
          2nd Floor, Harbour Centre
          P.O. Box 1040, Grand Cayman KY1-1102
          Cayman Islands


THE ARAB: Creditors' Proofs of Debt Due on December 11
------------------------------------------------------
The creditors of The Arab Income Fund, Ltd. are required to file
their proofs of debt by December 11, 2008, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 27, 2008.

The company's liquidator is:

          John Sutlic
          c/o Kim Charaman
          Close Brothers (Cayman) Limited
          Harbour Place, Fourth Floor
          P.O. Box 1034, Grand Cayman, KY1-1102
          Telephone:(345) 949 8455
          Facsimile:(345) 949 8499


THE ARAB: Shareholders' Final Meeting Set for December 18
---------------------------------------------------------
The shareholders of The Arab Income Fund, Ltd. will hold their
final meeting on Dec. 18, 2008, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced liquidation proceedings on Oct. 27, 2008.

The company's liquidator is:

          John Sutlic
          c/o Kim Charaman
          Close Brothers (Cayman) Limited
          Harbour Place, Fourth Floor
          P.O. Box 1034, Grand Cayman, KY1-1102
          Telephone:(345) 949 8455
          Facsimile:(345) 949 8499


THE TATARIAN: Creditors' Proofs of Debt Due on November 30
----------------------------------------------------------
The creditors of The Tatarian Fund, Ltd. are required to file
their proofs of debt by November 30, 2008, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Sept. 12, 2008.

The company's liquidator is:

          Dan Sherman
          c/o PO Box 1043, Grand Cayman KY1-1102
          Cayman Islands
          Tel: 949-0050
          Fax: 949-8062


THE TATARIAN: Member's Final Meeting Set for December 15
--------------------------------------------------------
The sole member of The Tatarian Fund, Ltd. will hold final meeting
on December 15, 2008, at 9:00 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

The company commenced liquidation proceedings on Sept. 12, 2008.

The company's liquidator is:

          Dan Sherman
          c/o PO Box 1043, Grand Cayman KY1-1102
          Cayman Islands
          Tel: 949-0050
          Fax: 949-8062


WEST BAY: Requires Creditors to File Claims by December 23
----------------------------------------------------------
The creditors of West Bay International Company are required to
file their proofs of debt by December 23, 2008, to be included in
the company's dividend distribution.

The company commenced liquidation proceedings on Oct. 30, 2008.

The company's liquidator is:

          Jeffrey Hodkin
          2nd Floor, Harbour Centre
          P.O. Box 1040, Grand Cayman KY1-1102
          Cayman Islands


WEST BAY: Shareholders' Final Meeting Set for December 23
---------------------------------------------------------
The shareholders of West Bay International Company will hold their
final meeting on December 23, 2008, at 9:00 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced liquidation proceedings on Oct. 30, 2008.

The company's liquidator is:

          Jeffrey Hodkin
          2nd Floor, Harbour Centre
          P.O. Box 1040, Grand Cayman KY1-1102
          Cayman Islands



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

PETROECUADOR: Daily Output Exceeds 2008 Target
----------------------------------------------
Petroecuador said its daily output has exceeded the 2008 target of
179,000 barrels per day (bpd), Latin America Herald Tribune
reports.

The report relates that the company's unit, Petroproduccion, said
the excess production was possible because the "nine rigs are
operating in the Amazon District and 17 have been overhauled,"
allowing production to reach 179,344 bpd.

"Initial tests are being conducted at four new wells that were
recently drilled, which means that additional oil production can
be added," the report cited Petroproduccion as saying.

Last week, the report recounts, President Rafael Correa declared
Petroecuador and its subsidiaries to be in a state of emergency in
an effort to "halt the progressive reduction of efficiency in the
expoloration and production, marketing and transportation, and
industrialization" areas.

Petroecuador had production of 170,000 bpd in 2007.

                      About Petroecuador

Headquartered in Quito, Ecuador, Petroecuador --
http://www.petroecuador.com.ec-- is an international oil
company owned by the Ecuador government.  It produces crude
petroleum and natural gas.

                          *     *     *

In previous years, Petroecuador, according to published reports,
was faced with cash-problems.  The state-oil firm has no funds
for maintenance, has no funds to repair pumps in diesel,
gasoline and natural gas refineries, and has no capacity to pay
suppliers and vendors.  The government refused to give the much-
needed cash alleging inefficiency and non-transparency in
Petroecuador's dealings.  In 2008, a new management team was
appointed to turn around the company's operations.


* ECUADOR: Says Odebrecht Dispute Isn't Diplomatic Issue
--------------------------------------------------------
Ecuadorean Foreign Minister Maria Isabel Salvador said Brazil
shouldn't have elevated a dispute between Ecuador's government and
Brazilian construction firm Norberto Odebrecht SA to the
diplomatic level, Daniel Cancel of Bloomberg News reports.

As reported by the Troubled Company Reporter - Latin America on
November 24, 2008, Bloomberg News said Ecuador filed an
international lawsuit to suspend payment on a loan owed to a
Brazilian government bank, charging that the credit's terms are
unlawful.

According to Bloomberg News, the lawsuit comes days after
President Correa raised the specter of default by threatening not
to repay debt considered to be illegal or riddled with
irregularities when contracted by past governments.  The same
report related that its debt audit commission uncovered
"illegality and illegitimacy" in the country's foreign
obligations.  The commission said the government's global bonds
due in 2012 and 2030 "show serious signs of illegality," such as a
lack of government authorization for their issuance, the Bloomberg
said.

Ms. Salvador said, "We're hoping for a different attitude from
Brazil in this case because it obviously isn't a problem between
states," the report notes.  Brazil took it to a diplomatic level
by calling their ambassador for consultation, but the issue is
with a private Brazilian company," Bloomberg News relates.

Ecuadorean President Rafael Correa, Bloomberg News notes, is
reviewing all debt obligations his country has, including
bilateral loans and those from multilateral organizations.  On
Nov. 24, Brazil's Foreign Minister Celso Amorim said that Ecuador
must pay back the loan as the contract is "irrevocable," the same
report says.

The report points out that Ecuador said that a clause in the
contract allows the country to seek arbitration regarding the
loan.

Ms. Salvador, Bloomberg News posts, hopes the dispute over the
loan from BNDES, doesn't affect other projects with the Brazilian
government.  "I hope that's not the case because it would be a
negative development if those projects were halted," she said.

As reported in the Troubled Company Reporter-Latin America on
Nov. 19, 2008, Fitch Ratings placed Ecuador's long-term foreign
currency Issuer Default Rating of 'CCC' on Rating Watch Negative
to reflect a reasonable probability of near term downgrades.
Ecuador's IDR already incorporates the risk that default is a real
possibility in the near term, particularly in light of ongoing
concerns about the government's willingness to pay its
obligations, Fitch said.


* ECUADOR: Won't Agree on Doha Deal Over Banana Dispute
-------------------------------------------------------
Ecuador would not agree to agricultural accords in the Doha global
trade talks next month if the European Union fails to settle a
long-running banana dispute by then, Alonso Soto of Reuters
reports.

The World Trade Organization, the report relates, favored Brussels
against the United States and Latin American producers, upholding
a ruling against the EU.

According to the report, Brussels accepted the ruling and intended
to seek a resolution to the dispute in the context of negotiations
over the Doha Round global trade treaty, which world leaders are
seeking to clinch next month.

A top government official told Reuters that Latin American banana
producers were demanding that the EU lower import tariffs on the
fruit, beginning with a series of cuts starting next year.  The EU
should eventually cut its current duty of EUR176 (US$225) per
tonne of bananas to EUR114 (US$146) in eight years, he added.

Reuters recounts that Latin American states came close to securing
a deal with the EU during a WTO ministerial meeting in July, but
Brussels walked away from the deal when the broad Doha
negotiations fell apart.

As reported in the Troubled Company Reporter-Latin America on
Nov. 19, 2008, Fitch Ratings placed Ecuador's long-term foreign
currency Issuer Default Rating of 'CCC' on Rating Watch Negative
to reflect a reasonable probability of near term downgrades.
Ecuador's IDR already incorporates the risk that default is a real
possibility in the near term, particularly in light of ongoing
concerns about the government's willingness to pay its
obligations, Fitch said.



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

COMERICI: Holders Demands US$114 Million Back
---------------------------------------------
Controladora Comercial Mexicana SAB de CV's holders of around
MP1.5 billion (US$114 million) want all their money, without a
negotiated reduction, after the company defaulted on the global
crisis and plummeting peso, Cyntia Barrera Diaz of Reuters
reports.

The report relates that last month, Comerci failed to make
payments on local notes held by some 1,000 investors, from funds
to individuals, and was expected by analysts to try to negotiate
reduced payments.

An unnamed source, according to Reuters, said debt holders do not
rule out an out-of-court agreement with Comerci, as long as it
does not mean less money.

However, the report says, in the midst of its rocky financial
situation, Comerci continues to open more stores and ramped up
advertising promotions to keep customers from rivals.

Reuters notes that the retailer's creditors include six banks that
backed up its trading in derivatives for over US$1 billion, five
banks that extended loans, as well as bond holders.

The company has made two failed attempts in recent weeks to obtain
protection from creditors and is currently fighting in court for a
favorable ruling, the report points out.

Jose Calvillo, in charge of restructuring the company's
US$2 billion total debt, told Reuters earlier this month the
company was evaluating which assets to sell to meet some of its
obligations.

Comerci has been notified of legal proceedings by two foreign
banks who want to recover the money they loaned to the Mexican
company, Reutes says.

Reuters adds that other Mexican creditors include Cemex and
Alfa.

            Comerici Sells Stake in Credit Business

Comercial Mexicana's shares surged 34% and was briefly halted from
trading after disclosing a plan to sell a stake in a finance unit,
Bloomberg News reported yesterday, November 28.

Bloomberg News relates, the company rose 80 centavos to MP3.14 in
Mexico City trading, the biggest gain since Oct. 14.  Trading was
suspended for 43 minutes after a 15% gain in the first minutes of
operation, the same report says.

Reuters recounts that Comerci said on Wednesday it sold its 50% in
credit business Prestacomer to partner Paribas Personal Finance in
a US$9 million deal.

According to Reuters, Prestacomer, a venture between the Mexican
retailer and a unit of French bank BNP Paribas, grants credit for
customers to shop at Comerci stores.  Comerci said it will
continue to offer the Prestacomer service for a five-year period
and receive 120 million pesos in exchange, the same report adds.

                         About Comerici

Controladora Comercial Mexicana SAB de CV (CCM) --
http://www.comerci.com.mx -- is a Mexican holding company that,
through its subsidiaries, operates several chains of retail
stores, as well as a chain of family restaurants under the
Restaurantes California brand name.  In addition, CCM 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.  The company's store chains include
Comercial Mexicana, City Market, Mega, Bodega CM, Sumesa and
Alprecio, among others.  As of December 31, 2007, CCM operated 214
commercial units and 71 restaurants across Mexico. The Company's
retail outlets sell a variety of food items, including basic
groceries and perishables, and non-food items, which include
electronics, home furnishings, personal hygiene products and
clothing.  CCM is a parent 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.


LANDAMERICA FINANCIAL: Files for Chapter 11 for Fidelity Sale Deal
------------------------------------------------------------------
The LandAmerica Financial Group Inc. along with affiliate
LandAmerica 1031 Exchange Services Inc. filed a voluntary petition
under Chapter 11 of the United States Bankruptcy Code in the
United States Bankruptcy Court for the Eastern District of
Virginia in order to facilitate the closing of the transactions
under a stock purchase agreement and protect its remaining
assets after the termination of its 1031 exchange business.


The company said it signed a definitive stock purchase agreement
for the sale of its two principal title underwriting subsidiaries
-- Lawyers Title Insurance Corporation and Commonwealth Land
Title Insurance Company -- as well as United Capital Title
Insurance Company to Fidelity National Title Insurance Company and
Chicago Title Insurance Company.

The sale agreement packaged with the bankruptcy filing comes just
days after Fidelity National backed out from an agreement to merge
with LandAmerica for more than US$125 million in stock.

The company is seeking a motion for expedited approval of the
transactions contemplated by the new stock purchase agreement.
None of the other many businesses of the company are seeking
bankruptcy protection.

The Nebraska Department of Insurance on Monday on Nov. 24, 2008,
filed petitions for rehabilitation for Commonwealth and Lawyers
Title under the Nebraska Insurance Code.  Hearings on the
petitions are set for later today.

The company said it expects that rehabilitation orders will be
entered quickly and that the rehabilitations will function as
a temporary administrative step to assist the transition of
Lawyers Title's and Commonwealth's businesses to the family of
companies owned by Fidelity National Financial Inc.

Lawyers Title and Commonwealth will continue to operate and
serve customers during the completion of the sale.  Both
underwriters are entirely solvent.

          Company to Seek Bankruptcy Court Approval of
         New US$298M Deal With Fidelity and Chicago Title

Under the stock purchase agreement, Fidelity and affiliate Chicago
Title will pay the company US$298 million in total for
Commonwealth,Lawyers Title, and United.  The closing of the
transactions under the stock purchase agreement are subject to
approvals by the Court, the Nebraska Department of Insurance, and
other state and federal regulatory agencies.  The company said it
intends to work with FNF toward a closing as early as late
December 2008 and will request expedited approval from the Court.

In conjunction with the bankruptcy filing, the company is
seeking customary authority from the Court that will enable it
to continue operating its business and serving its customers
in the ordinary course.  The company said it will make similar
requests of the Nebraska Department of Insurance in connection
with the rehabilitation process.

"The acquisition of these established title insurance franchises
is an exciting opportunity for FNF," said FNF Chairman William P.
Foley, II.  "We have always had great respect for the
Commonwealth, Lawyers and United commercial and residential
operations and all three underwriters will emerge from the LFG
bankruptcy proceedings as much stronger, stable and more valuable
companies. To the extent that it is legally permissible, we expect
to immediately begin meeting with the Commonwealth, Lawyers and
United managers, employees, agents and customers throughout the
country to ensure a smooth transition after closing, as we welcome
these underwriters and their employees, agents and customers into
the FNF title insurance family."

According to a Nov. 26 news release by FNF, under the terms of the
stock purchase agreement, Chicago Title Insurance Company will
acquire Commonwealth for US$158.6 million and Fidelity National
Title Insurance Company will acquire Lawyers and United for
US$139.4 million, for a total purchase price of US$298.0 million.
The transaction anticipates that LFG will file Chapter 11
proceedings and is subject to certain closing conditions and
regulatory approvals, including the entry of final approved orders
by the Chapter 11 court, Hart Scott Rodino approval and the
receipt of Form A approvals from applicable state insurance
regulators.

     Botched US$128.4M Merger With Fidelity Blamed for Filing

In early November, Fidelity National said that it had agreed to
acquire LandAmerica Financial for over US$125 million in stock.
Fidelity, however, announced Nov. 21 that it was terminating the
deal.

According to LandAmerica, the termination of the merger agreement
with Fidelity and the discontinuation of the 1031 Exchange
Company's business caused the Company to accelerate these actions.
The company said that the coordinated stock purchase, Chapter 11
petition and insurance rehabilitation process are in the best
interests of its stakeholders.  The company said it also expects
that the supervision of Commonwealth and Lawyers Title during
rehabilitation and the transition to the FNF family of companies
will provide employees and customers with necessary protection and
assurances in conducting real estate transactions.

After the consummation of the stock purchase and under the
protection of Chapter 11, the company plans to continue its
assessment of strategic opportunities for its remaining
businesses.

Theodore L. Chandler, Jr., Chairman and Chief Executive Officer,
said "I am deeply disappointed over the need to file for
bankruptcy protection for the LandAmerica holding company and
the 1031 company."

"However, this sale of our principal domestic title operations to
Fidelity National in this coordinated Chapter 11 filing and
Nebraska rehabilitation action offers our stakeholders the best
result available in this brutal real estate, credit and capital
market environment," Mr. Chandler continued.

The company's consolidated balance sheets at Sept. 30, 2008,
showedUS$3.32 billion in assets andUS$2.83 billion in total debts
resulting in aUS$485.3 million stockholders' equity.  The company
reportedUS$559.6 million in net loss on total revenue of
$631.8 million for the three months ended Sept. 30, 2008,
compared toUS$20.8 million in net loss on total revenue of
$906.8 million for the same period a year ago.

A full-text copy of the company's Form 10-Q is available for free
at:

http://sec.gov/Archives/edgar/data/877355/000100210508000361/f10ql
afg093008.htm

Merger Would Have Helped Meet Debt Covenants

A day before LandAmerica announced its bankruptcy filing, The Wall
Street Journal, citing analysts, said that the company might file
for Chapter 11 protection in order to meet debt covenants and
address its liquidity needs.

Aja Carmichael at The WSJ said that the merger deal with Fidelity
National was structured so that the firms' combined debt would be
reduced byUS$250 million, with Fidelity National's subsidiaries
providing liquidity to LandAmerica Financial's two primary
operating units to pay down debt.

RBC Capital Markets analyst Mark A. Dwelle, who cut his investment
rating on LandAmerica Financial to "underperform" from "sector
perform," said that he suspects that "LandAmerica was pushed into
the merger agreement with Fidelity as a result of covenant
issues."

WSJ notes that LandAmerica Financial reported in its third-quarter
results on Nov. 10 that it was no longer in compliance with
financial debt covenants and hadn't yet obtained waivers.  Citing
Mr. Dwelle, WSJ reports that the waivers were dependent on the
result of Fidelity National's due diligence, and LandAmerica
Financial "would probably pursue a Chapter 11 filing should the
waivers not be granted."

WSJ quoted Keefe Bruyette & Woods Inc. analyst Nat Otis as saying,
"The industry is facing challenging operating times and everyone
is in capital preservation mode, but no one is facing the level of
issues that LandAmerica has had to face," and competitors would
benefit from the company's market share losses.

             Funds Available for Unsecured Creditors

In its bankruptcy petition, the company said it estimates that
funds will be available for distribution to unsecured creditors.

The absolute priority rule of the Bankruptcy Code provides that
secured creditors will be paid the indubitable equivalent of their
collateral before unsecured creditors are paid.  Holders of equity
will not obtain return on account of their interests until
unsecured creditors are paid.

The company listed total assets ofUS$3,325,100,000 and total debts
ofUS$2,839,800,000 as of Sept. 30, 2008.  The company believes
that
it has 50,000 to 100,000 creditors.  Its debt include these
unsecured notes and debentures:

                                       Principal Amount
    Notes/Debentures                        Outstanding
    ----------------                        -----------
   7.16% Senior Notes, Series D            US$50,000,000
   7.20% Senior Notes, Series E           US$100,000,000
   3.25% Convertible Senior Debentures
    due 2034                              US$125,000,000
   3.125% Convertible Senior
    Debentures due May 2033                US$98,500,000

Bank of New York Mellon, as indenture trustee to the 3.25%
Convertible Senior Debentures Due 3.25%, is on top of the
company's list of 20 largest unsecured creditors, and has been
scheduled aUS$125,000,000 claim on account of the debentures.
BoNY
is also the indenture trustee for the 3.125% Convertible
Debentures.

The company said that there are approximately 1,448 holders of
15,471,268 shares of stock that it issued.  Parties holding more
than 5% of the shares include:

Stockholder                                  Shares Held    Stake
-----------                                  -----------    -----
Dimensional Fund Advisors LP
1299 Ocean Avenue
Santa Monica, California 90401                 1,388,153    9.0%

Advisory Research, Inc.
180 North Stetson Street, Suite 5500
Chicago, Illinois 60601                        1,386,623    9.0%

AQR Capital Management, LLC
Two Greenwich Plaza, 3rd Floor
Greenwich, Connecticut 06830                   1,099,746    7.2%

Markel Corporation
4521 Highwoods Parkway
Glen Allen, Virginia 23060                       930,500    6.1%

Lord, Abbett & Co.
90 Hudson Street
Jersey City, New Jersey 07302                    922,410    6.0%
Richard C. Perry
Perry Corp.
767 Fifth Avenue
New York, New York 10153                         870,838    5.7%

LandAmerica Financial Group, Inc.
Savings and Stock Ownership Plan
5600 Cox Road
Glen Allen, Virginia 23060                       812,901    5.3%

Old Republic International Corporation
307 North Michigan Avenue
Chicago, Illinois 60601                          795,200    5.2%

                  About LandAmerica Financial

LandAmerica Financial Group, Inc. is a leading provider of real
estate transaction services with offices nationwide and a vast
network of active agents. LandAmerica serves its agent,
residential, commercial and lender customers throughout the
United States, Mexico, Canada, the Caribbean, Latin America,
Europe and Asia.


LANDAMERICA FINANCIAL: Case Summary & 20 Largest Unsec. Creditors
-----------------------------------------------------------------
Debtor: LandAmerica Financial Group, Inc.
       5600 Cox Road
       Glen Allen, VA 23060

Bankruptcy Case No.: 08-35994

Debtor-affiliates filing separate Chapter 11 petitions:

       Entity                                     Case No.
       ------                                     --------
LandAmerica 1031 Exchange Services, Inc.           08-35995

Type of Business: The Debtor and its affiliates provide products
                 and services that facilitate the purchase, sale,
                 transfer, and financing of residential and
                 commercial real estate to a broad-based customer
                 group including: residential and commercial
                 property buyers and sellers, real estate agents
                 and brokers, developers, attorneys, mortgage
                 brokers and lenders, and title insurance agents.
                 The Debtor and its affiliates operate through
                 approximately 700 offices and a network of more
                 than 10,000 active agents throughout the world,
                 including Mexico, Canada, the Caribbean, Latin
                 America, Europe, and Asia.  Based on title
                 premium revenue, the Debtor is one of the
                 largest title insurance underwriters in the
                 United States.  In addition to their core title
                 insurance business, the Debtor and its
                 affiliates also provides a comprehensive suite
                 of other products and services for residential
                 and commercial real estate transactions,
                 including appraisals, home inspections,
                 warranties, title search, examination, escrow,
                 and closing services.

Chapter 11 Petition Date: November 26, 2008

Court: Eastern District of Virginia (Richmond)

Judge: Kevin R. Huennekens

Debtor's Counsel: Dion W. Hayes, Esq.
                 dhayes@mcguirewoods.com
                 John H. Maddock III, Esq.
                 jmaddock@mcguirewoods.com
                 McGuireWoods LLP
                 rfblair@mcguirewoods.com
                 One James Center, 901 E. Cary St.
                 Richmond, VA 23219
                 Tel: (804) 775-1144
                      (804) 775-1178
                      (804) 775-1147

                        -- and --

                 Willkie Farr & Gallagher LLP

Total Assets: US$3,325,100,000 as of Sept. 30, 2008

Total Debts: US$2,839,800,000 as of Sept. 30, 2008

The Debtor's Largest Unsecured Creditors:

  Entity                      Nature of Claim   Claim Amount
  ------                      ---------------   ------------
Bank of New York Mellon, as    Debentures       US$125,000,000
Indenture Trustee under
LandAmerica Financial Group
Inc. 3.25% Convertible Senior
Debentures due May 2034

Bank of New York Mellon
Corporate Trust Department
Attn: Larry O'Brien
101 Barclay Street, 8W
New York, NY 10286
Tel: (212) 815-5995
Fax: (212) 815-5707

Prudential Capital Group       Notes            US$100,000,000
Attn: Jay White
1170 Peachtree Street
Suite 500
Atlanta, GA 30309
Tel: (404) 870-3755
Fax: (404) 870-3741

SunTrust Bank                  Bank Loan        US$100,000,000
Administrative Agent
919 East Main Street
22nd floor
Richmond, VA 23219
Attn: Mark Flatin
Fax:: (804) 782-5818

       -- and --

SunTrust Bank
Agency Services
Attn: Dorris Folsom
303 Peachtree Street, N.E.
25th floor
Atlanta, GA 30308
Fax: (404) 658-4906

       -- and --

King & Spalding LLP
Attn: Carolyn Z. Alford
1180 Peachtree Street, N.E.
Atlanta, GA 30309
Fax: (404) 572-5100

Bank of New York Mellon, as    Debentures       US$98,500,000
Indenture Trustee under
LandAmerica Financial Group
Inc. 3.125% Convertible Senior
Debentures due May 2033

Bank of New York Mellon
Corporate Trust Department
Attn: Larry O'Brien
101 Barclay Street, 8W
New York, NY 10286
Tel: (212) 815-5995
Fax: (212) 815-5707

Prudential Capital Group       Notes            US$50,000,000
Attn: Jay White
1170 Peachtree Street
Suite 500
Atlanta, GA 30309
Tel: (404) 870-3755
Fax: (404) 870-3741

JPMorgan Chase Bank            Services         US$2,051,092
Attn: John Hofmann             Contract
383 Madison Avenue, 42nd Floor
New York, NY 10179
Tel: (212) 622-2470
Fax: (646) 224-5624

Verizon                        Contract         US$650,000
Attn: Scott Johnson
3 Bala Plaza East, Suite 700
Bala Cynwyd, PA 19004
Tel: (610) 257-7125
Fax: (804) 527-6395

Monument Consulting            Contract         US$469,000
Attn: Brad Cummings
3957 Westerre Parkway
Suite 330
Richmond, VA 23233
Tel: (804) 662-9997
Fax: (804) 622-9997

Ernst & Young LLP              Services         US$363,264
Attn: Laura Freitag            Contract
901 East Cary Street
Suite 1000
Richmond, VA 23219
Tel: (804) 344-4554
Fax: (866) 259-5961

Technology Leasing Concepts    Lease            US$350,000
Attn: Catherine Redford
557 Southlake Blvd., Suite B
Richmond, VA 23236
Tel: (804) 897-0200
Fax: (804) 897-0222

CapGemini                      Services         US$252,522
Attn: Joseph Carto             Contract
5301 Blue Lagoon Drive
Suite 700
Miami, FL 33126
Tel: (305) 269-8588
Fax: (305) 269.1911

Property Insight, LLC          Services         US$180,000
1007 E. Cooley Drive           Contract
Colton CA 92324
Tel: (909) 876-6504
Fax: (909) 872-6493

Vangent Inc.                   Services         US$177,013
Attn: Daniel Schrage           Contract
185 South Broad Street
Suite 201
Pawcatuck, CT 06379
Tel: (860) 599-9729 x218
Fax: (8600 599-9716

FTI Consulting                 Services         US$150,790
Attn: Thomas D. Bibby          Contract
2001 Ross Avenue
Suite 400
Dallas, TX 75201
Tel: (214) 397-1615
Fax: (214) 397-1790

Data Tree LLC                  Services         US$145,000
Attn: Ron Free                 Contract
550 West "C" Street
Suite 2040
San Diego, CA 92101
Tel: (619) 231-3300
Fax: (619) 231-3301

Indecomm Corporation           Contract         US$142,000
Attn: Rajan Nair
200 Middlesex Essex Turnpike
Suite 105
Iselin, NJ 08830
Tel: (732) 404-0081 x208
Fax: (732) 404-0081

AT&T                           Contract         US$140,000
Attn: Brett Corby
2500 Turner Road
Richmond, VA 23224
Tel: (804) 527-5402
Fax: (847) 326-2984

SoftPro, LLC                   Services         US$130,000.00
Attn: Joyce Weiland            Contract
4800 Falls of Neuse Road
Suite 400
Raleigh, NC 27609
Tel: (800) 848-0143
Fax: (919) 755-8350

Arc Partners, Inc              Services         US$119,594.00
Attn: Brendan O'Sullivan       Contract
3 Park Avenue, 27th Floor
New York, NY 10016
Tel: (212) 370-9460
Fax: (212) 370-4121

Sutherland                     Services         US$100,643.06
Attn: Phil Stano               Contract
1275 Pennsylvania Avenue NW
Washington, DC 20004-2415
Tel: (202) 383-0261
Fax: (202) 637-3593

The petition was signed by chief financial officer G. William
Evans.


PORTOLA PACKAGING: Emerges from Pre-Packaged Ch. 11 Restructuring
-----------------------------------------------------------------
Portola Packaging Inc. completed the process of de-leveraging its
balance sheet.  The restructuring has significantly reduced
Portola's total outstanding indebtedness and associated interest
expense.  During the pre-packaged chapter 11 reorganization,
Portola continued to operate without any disruption or effect on
suppliers and customers while it eliminated US$180MM of debt from
its balance sheet.  In connection with the restructuring, Portola
converted all of the 8.25% senior notes into equity.  Portola has
emerged from the re-structuring with strong financial sponsorship.
Funds managed by Wayzata Investment Partners are now Portola's
majority shareholder, and Wells Fargo Foothill, part of Wells
Fargo & Company, and its lending partners have provided a senior
loan facility for the company.

Brian Bauerbach, Portola's chief executive officer, said "Portola
is now one of the most financially sound suppliers in the market
and is positioned to move forward successfully and bring the best
products, quality, and service to our customers.  I wish to thank
all of our customers, suppliers, and employees for their patience
and loyalty while we worked through this critical period."

                   About Portola Packaging

Portola Packaging Inc. -- http://www.portpack.com/-- designs,
manufactures, and markets a full line of tamper-evident plastic
closures, bottles, and equipment for the beverage and food
industries, as well as plastic closures and containers for the
cosmetics industry.  The company and 6 of its debtor-affiliates
filed for Chapter 11 reorganization on Aug. 27, 2008 (Bankr. D.
Del. Lead Case No. 08-12001).  Edmon L. Morton, Esq., Robert S.
Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway,
Stargatt & Taylor, represent the Debtors as counsel.  When the
Debtors filed for protection from their creditors, they listed
assets of between US$50 million and US$100 million, and debts of
between US$100 million and US$500 million.  The company has
locations in China, Mexico and Belgium.

As reported in the Troubled Company Reporter on Oct. 16, 2008, the
Bankruptcy Court has confirmed the Plan.



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

* TRINIDAD & TOBAGO: Financial Firms Aim to Beat Financial Crisis
-----------------------------------------------------------------
Several top financial firms in Trinidad and Tobago are moving the
beat the financial crunch, Stephen Cummings of Caribbean Net News
reports, citing analysts.

The report relates that the county's largest mutual fund providers
have formed the T&T Mutual Fund Association (TTMFA).

According to the report, the association said its members manage
over TT$35 billion and serve over 500,000 unit holders, aiming to
help to further strengthen the country' s financial sector.

Members of the new body include Trinidad and Tobago's top
financial leaders:

  -- AIC Financial Group,
  -- ANSA Merchant Bank Ltd,
  -- Bourse Securities Ltd,
  -- First Citizens Asset Management Ltd,
  -- Guardian Asset Management Ltd,
  -- One Financial Ltd,
  -- RBTT Trust Ltd,
  -- Republic Bank Ltd., and
  -- T&T Unit Trust Corporation.

The Association is intended to spearhead the development and
growth of the mutual fund industry, the report says.

Caribbean Net News adds that in the midst of the global financial
crisis investors are now hopeful that at least this group will
boost investor confidence of the financial sector in Trinidad and
Tobago.



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

PETROLEOS DE VENEZUELA: Dues Up 80% to US$22.943BB as of 3Q
-----------------------------------------------------------
Petroleos de Venezuela S.A.'s outstanding debts as of the end of
third quarter increased about 80% to US$22.943 billion from
US$12.743 billion recorded at the same time last year, Jeremy
Morgan of Latin American Herald Tribune reports.  The increase
from just two years ago is put at no less than 211%, the report
relates.

According to the report, even thought the Brazil government will
cut state revenues from taxation, the unpaid bills are still
piling up at the company.

Many are confused with the state of the company, which was once
was the economics' lifeline.  Critics are saying that PDVSA is
carrying extensive largely unaccountable expenditure on President
Hugo Chavez' social welfare programs or "missions," The Herald
relates.

The report notes that the unpaid bills are seen as a sign of
organizational chaos at the corporation.

All this is happening as PDVSA hands over only a small proportion
of its oil export hard currency revenues for safe keeping in the
official reserves at the Venezuelan Central Bank (BCV), The Herald
says.

The report recounts, the state-owned company used to transfer its
net income to BCV.  However, after the implement of a new banking
law in 2005, the company now deposits most of its revenues at the
National Development Fund (Fonden).  Presumably, this is after
PDVSA's paid for all that spending on social welfare programs, the
report adds.

The Herald notes that figures at the BCV suggest that state funds
deposited overseas reached US$118.367 billion in the third quarter
of this year, up nearly 43% on a year earlier.

                 About Petroleos de Venezuela

Headquartered in Caracas, Petroleos de Venezuela S.A. --
http://www.pdvsa.com/-- is Venezuela's state oil company in
formed to develop the petroleum, petrochemical and coal industry.
The company also plans, coordinates, supervises and controls the
operational activities of its divisions, both in Venezuela and
abroad.  The company has a commercial office in China.

                          *     *     *
Petroleos de Venezuela S.A. continues to carry a 'BB-' long-term
corporate credit rating from Standard & Poor's with stable
outlook.  The rating was affirmed by S&P in April 2008.



                            ***********

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, Marites O. Claro, Joy
A. Agravente, Pius Xerxes V. Tovilla, Rousel Elaine C. Tumanda,
Valerie C. Udtuhan, Frauline S. Abangan, and Peter A. Chapman,
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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