TCRLA_Public/081208.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

            Monday, December 8, 2008, Vol. 9, No. 243

                            Headlines

A R G E N T I N A

AES CORP: Argentine Unit Denies Criminal Fraud Charges
AEROLINEAS ARGENTINAS: Gov't to Seize Airline from Spanish Owners
A & T OBRAS: Trustee Verifying Proofs of Claim Until March 31
BLINTY SERVICES: Trustee Verifying Proofs of Claim Until Feb. 18
COMPAATIA DE: Trustee Verifying Proofs of Claim Until February 26

EMBRATEL: Gets Regulators' OK to Expand Fixed-Wireless Networks
FRUITFUL SA: Trustee Verifying Proofs of Claim Until March 11
JUAN A. CASSANELLO: Proofs of Claim Verification Due on April 15
METALES DEL: Trustee Verifying Proofs of Claim Until March 30
* ARGENTINA: Pres. Unveils Stimulus Plan to Combat Global Crisis


B A H A M A S

FORD MOTOR: Car Sales Drop to 118,818; Down 30% from 2007
FORD MOTOR: Sufficient Liquidity Cues Moody's to Keep Caa1 Ratings


B A R B A D O S

GENERAL MOTORS: Moody's Cuts Corporate Family & Debt Ratings to Ca
GENERAL MOTORS: Reports 154,877 Deliveries in November 2008


B E R M U D A

CA MANAGERS: Creditors' Proofs of Debt Due on December 15
CA MANAGERS: Member's Final Meeting Set for December 31
CHUBB INVESTMENT: Creditors' Proofs of Debt Due on December 15
CHUBB INVESTMENT: Final Meeting Set for December 31
CHUBB RE: Creditors' Proofs of Debt Due on December 15

CHUBB RE: Final Meeting Set for December 31
HISCOX LTD: To Close Bermuda Insurance Team
KELLEY ASSURANCE: Creditors' Proofs of Debt Due on December 15
KELLEY ASSURANCE: Members' Final Meeting Set for December 31
PARKCENTRAL GLOBAL: Appoints Morrison & Thresh as Liquidators

STEWARDSHIP: Appoints Mitchell & Hunter as Provisional Liquidators
TT INTERNATIONAL: Creditors' Proofs of Debt Due on December 17
TT INTERNATIONAL: Members' Final Meeting Set for January 14


B R A Z I L

BANCO ITAU: To Close 10% of Taii Consumer Credit Units
BNDES: Provides BRL1.15 Billion Loan to ETH Bioenergia
CVRD: To Cut Output and Halt Canadian Ops. on Weak Metal Demand
CVRD: JV Project With Baosteel Faces Delay on Relocation Issues
DELPHI CORP: Court OKs Creditors' Retention of Moelis & Co.

DELPHI CORP: Wins Court OK for GM Liquidity Enhancement Deals


C A Y M A N  I S L A N D S

BUNGE FERTILIZANTES: Members' Final Meeting Set for December 12
BUNGE TRADE: Final Meeting Set for December 12
CEVAL INTERNATIONAL: Final Meeting Set for December 12
COPLEY CAPITAL: Final Meeting Set for December 12
COPLEY CAPITAL: Final Meeting Set for December 12

CSAI LETTRS: Members Receive Wind-Up Report
EAST ISLAND: Members Receive Wind-Up Report
FIRST EAGLE: Final Meeting Set for December 12
GRANT PARK: Final Meeting Set for December 12
HARTFORD LEVERAGED: Final Meeting Set for December 25

HARTFORD LEVERAGED: Final Meeting Set for December 12
HEWLETT-PACKARD: Final Meeting Set for December 12
KALLISTA ARBITRAGE: Final Meeting Set for December 12
LADIES MATE: Final Meeting Set for December 12
YKPI HOLDINGS: Final Meeting Set for December 12


C H I L E

* CHILE: Posts Deflation in Nov. Since 2007 on Low Fuel Prices


E C U A D O R

* ECUADOR: Looks to Repudiate Debt; May Ask Loan from Iran


E L  S A L V A D O R

AES EL SALVADOR: Moody's Cuts Senior Unsecured Rating to 'Ba1'


G U A T E M A L A

BANCO INDUSTRIAL: Fitch Affirms 'BB' Long-Term Currency IDRs


M E X I C O

BALLY TOTAL: Gets Access to Cash Collateral to Fund Ch. 22 Case
CEMEX: World Bank Unit OKs to Hear Complaint Against Venezuela
FERROCARRIL MEXICANO: Cuts Debt With MXP1.2 Billion Payment
METROFINANCIERA SA: Fitch Puts Low-B IDR Ratings on Watch Evolving
* MEXICO: MXP15 Bil. Bond Buyback Flops as Officials Reject Offers


P U E R T O  R I C O

PILGRIM'S PRIDE: Receives Approval of "First Day" Motions
PILGRIM'S PRIDE: Sec. 341 Meet of Creditors Scheduled for Jan. 30
PILGRIM'S PRIDE: To Timely Pay for Goods Delivered Postpetition
PILGRIM'S PRIDE: Proposes to Pay Pre-Bankruptcy Dues to Growers


X X X X X X X X

* BOND PRICING: For the Week December 1 - December 5, 2008
* Detroit 3 Willing to Work Under Gov't Oversight Board


                         - - - - -



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

AES CORP: Argentine Unit Denies Criminal Fraud Charges
------------------------------------------------------
AES Corporation's Argentina unit, Edelap, denied any wrongdoings
after Argentina's electricity regulator, ENRE, filed charges
against them in a federal criminal court, Taos Turner of Dow Jones
Newswires writes.

According to Reuters, the regulator alleged Edelap of defrauding
the state.

Reuters says the lawsuit, filed before the No. 27 National
Criminal and Correctional Court, comes days after blackouts in
large parts of the country during a heat wave.

As reported by the Troubled Company Reporter - Latin America on
Dec. 4, 2008, Reuters said according to the Planning Ministry,
Argentina's government has found accounting irregularities in AES
Corp's Argentina unit, Edelap, adding they are considering taking
legal actions.

According to Reuters, the Planning Ministry said an audit had
revealed an "irregular" debt operation had benefited AES but left
Edelap without sufficient funds to guarantee services.  "As a
result of this maneuver, profit has shifted from Edelap to AES ...
Edelap remains in debt and cannot carry out the necessary
investments to maintain the service," the Ministry said.

DJ Newires relates Edelap said its accounting practices are not in
any way unusual or inappropriate.   Edelap's "accounting records
reflect its net assets, economic and financial situation according
to Argentine accounting norms and it has been audited regularly
and repeatedly by internationally respected independent auditors,"
the report quoted the company as saying.

                      About AES Corporation

The AES Corporation (NYSE:AES) -- http://www.aes.com/-- is one of
the world's largest global power companies, with 2007 revenues of
US$13.6 billion.  With operations in 29 countries on five
continents, AES's generation and distribution facilities have the
capacity to serve 100 million people worldwide.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 16, 2008, Moody's affirmed the ratings of AES, including
the company's Corporate Family Rating at B1, its Probability of
Default Rating at B1, its senior secured credit facilities at Ba1,
its second priority senior secured notes at Ba3, its senior
unsecured notes at B1 and its trust preferred securities at B3.
Moody's said the rating outlook for AES is stable.


AEROLINEAS ARGENTINAS: Gov't to Seize Airline from Spanish Owners
-----------------------------------------------------------------
Aerolineas Argentinas could be back into the government's hands
after Argentina's lower house of Congress approved legislation to
seize the country's biggest airline from its Spanish owners Grupo
Marsans, BBC News reports.

As reported by the Troubled Company Reporter - Latin America on
Oct. 21, 2008, Reuters said Argentina's government and Marsans
agreed to extend talks for one more month to set a price for
the state takeover of Aerolineas Argentinas after failing to reach
a decision on how much the airline is worth.

The TCR, citing The Financial Times, reported that with the
airline crippled by debts of US$890 million and staff strikes,
Marsans agreed in July to sell up at a mutually agreed price, but
stark differences over what the losing company is worth have
raised the prospect of a prolonged battle for control.

According to BBC, a congressional committee recommended that
Aerolineas Argentinas and its subsidiary, Austral, be simply taken
over, arguing that they were worthless.

BBC relates Marsans, which says an audit it commissioned from
Credit Suisse put the combined value at around US$450 million, has
vowed to seek compensation at the World Bank's arbitration
tribunal should the takeover proceed, saying it has invested some
US$900 million in the company.

                   About Aerolineas Argentinas

Aerolineas Argentinas is Argentina's largest domestic and
international airline.  It is the national airline and carries
around 70% of Argentina's domestic traffic and 40% of
international flights from Ministro Pistarini International
Airport, which is located in Ezeiza, Buenos Aires.  Aerolineas
Argentinas and LAN Airlines are the only Latin American airlines
that fly to Oceania.


A & T OBRAS: Trustee Verifying Proofs of Claim Until March 31
-------------------------------------------------------------
The court-appointed trustee for A & T Obras Civiles e Industriales
S.A.'s bankruptcy proceedings will be verifying creditors' proofs
of claim until March 31, 2009.

The trustee will present the validated claims in court as
individual reports on May 15, 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
June 25, 2009.


BLINTY SERVICES: Trustee Verifying Proofs of Claim Until Feb. 18
----------------------------------------------------------------
The court-appointed trustee for Blinty Services S.A.'s bankruptcy
proceedings will be verifying creditors' proofs of claim until
Feb. 18, 2009.

The trustee will present the validated claims in court as
individual reports on April 1, 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 13, 2009.


COMPAATIA DE: Trustee Verifying Proofs of Claim Until February 26
-----------------------------------------------------------------
The court-appointed trustee for Compaatia de Charly S.A.'s
reorganization proceedings will be verifying creditors' proofs of
claim until February 26, 2009.

The trustee will present the validated claims in court as
individual reports on April 20, 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
June 5, 2009.

Creditors will vote to ratify the completed settlement plan
during the assembly on December 3, 2009.


EMBRATEL: Gets Regulators' OK to Expand Fixed-Wireless Networks
---------------------------------------------------------------
Embratel Participacoes SA has been granted permission by industry
regulator Anatel to expand their fixed-wireless networks,
Telegeography News reports, citing BNamericas

According to the report, the company submitted requests to use
wireless in the local loop (WiLL) technology, following which the
watchdog decided to authorize the use of the 1900MHz band for
fixed-wireless services without the need to hold a licence.

Embratel Participacoes SA offers a range of complete
telecommunications solutions to the market all over Brazil,
including local, long distance domestic and international
telephone services, data, video and Internet transmission, and
is present all over the country with its satellite solutions.
Embratel is the market leader in revenues with Long Distance,
Domestic and International calls.

                         *     *     *

Embratel Participacoes continues to carry Moody's "B1" local
currency issuer rating and "B2" senior unsecured debt rating.


FRUITFUL SA: Trustee Verifying Proofs of Claim Until March 11
-------------------------------------------------------------
The court-appointed trustee for Fruitful S.A.'s bankruptcy
proceedings will be verifying creditors' proofs of claim until
March 11, 2009.

The trustee will present the validated claims in court as
individual reports on April 28, 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
June 11, 2009.


JUAN A. CASSANELLO: Proofs of Claim Verification Due on April 15
----------------------------------------------------------------
The court-appointed trustee for Juan A. Cassanello y Cia. S.A.'s
bankruptcy proceedings will be verifying creditors' proofs of
claim until April 15, 2009.

The trustee will present the validated claims in court as
individual reports on June 2, 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
July 16, 2009.


METALES DEL: Trustee Verifying Proofs of Claim Until March 30
-------------------------------------------------------------
The court-appointed trustee for Metales del Talar S.A.'s
reorganization proceedings will be verifying creditors' proofs of
claim until March 30, 2009.

The trustee will present the validated claims in court as
individual reports on May 15, 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
June 30, 2009.

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


* ARGENTINA: Pres. Unveils Stimulus Plan to Combat Global Crisis
----------------------------------------------------------------
Argentine President Cristina Fernandez de Kirchner unveiled a
ARS13.2 billion (US$3.9 billion) plan to spur the country's
consumption and exports in a bid to counter the effects of the
global financial crisis, Bill Faries of Bloomberg News writes.

According to the report, President Fernandez said the government
will fund reduced-interest loans for consumers and companies, as
well as make export financing cheaper.  She also announced a five
percentage-point cut in export taxes on wheat and corn, and said
further reductions are possible.

The announcement, the report notes, comes as Argentina's economy
shows signs that it's reaching the end of almost six years of 8.5%
annual growth.

UBS Pactual economist Javier Kulesz said in a report obtained by
Bloomberg News that Argentina's economy will shrink 1% in the
fourth quarter this year and will grow 0.3% in 2009.

Bloomberg News reports President Fernandez's proposal includes
ARS3.5 billion to provide loans for purchases of goods, and
ARS3.1 billion to help the auto industry by offering financing.

The report relates President Fernandez said companies that take
part in the plan will have to maintain personnel levels.

Bloomberg News states banks will offer loans at fixed rates of
11% for one year to help finance exports and investments, aiming
to help give companies "more certainty" over their access to
financing.

President Fernandez, the report adds, said taxes on wheat and corn
exports will decline to 23% and 20%, respectively.

"Cutting export taxes by 5 percentage points on wheat and corn is
almost meaningless," the report quoted Hugo Biolcati, president of
the Rural Society, the country's biggest farm group and an
advocate of eliminating export taxes, as saying.  "Credit to fund
an activity that isn't profitable is a lead-filled lifejacket."

As reported by the Troubled Company Reporter - Latin America on
November 7, 2008, Standard & Poor's Ratings Services lowered its
foreign and local currency sovereign credit ratings on the
Republic of Argentina to 'B-/C' from 'B/B'.  The outlook remains
stable.



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

FORD MOTOR: Car Sales Drop to 118,818; Down 30% from 2007
---------------------------------------------------------
Ford, Lincoln, and Mercury outpaced industry-wide November sales,
thanks largely to F-Series truck sales, and grew its retail and
total market share for the second straight month.

Ford, Lincoln, and Mercury dealers reported total sales of 118,818
in November, down 30% versus a year ago, while industry-wide auto
sales in November were down an estimated 35% as the weakening
economy continues to take a toll on consumer confidence and
spending.

"The economy continues to weaken and auto sales reflect this
reality," said Jim Farley, Ford Group Vice President of Marketing
and Communications.  "At Ford, we are focused on executing our
plan. In 2009 and 2010, we'll launch an unprecedented number of
new vehicles, and every product will offer consumers the best or
among the best fuel economy in its class."

In recent weeks, Ford Motor has received significant endorsements
from independent third parties for its quality and safety.  Ford
Motor's initial vehicle quality is now on par with Toyota and
Honda, and Ford Motor now has more 5-star vehicles and Insurance
Institute for Highway Safety (IIHS) "Top Safety Picks" than any
other company in the industry.

November marked the official introduction of the all-new F-150. F-
Series sales totaled 37,911 including nearly 5,000 all-new 2009
model F-150s.  Ford Motor's F-Series has been America's No. 1-
selling truck for 31 years in a row, and the new F-150 is designed
and engineered to further raise the bar in the light- duty pickup
market.

The 2009 model Ford F-150 has class-leading capability with 11,300
pounds towing and 3,030 pounds payload and unsurpassed fuel
economy of 21 mpg highway with the SFE package, which is available
on F-150's highest-volume XL and XLT series.

The new 2009 F-150 also earned the IIHS's "Top Safety Pick" award,
the Texas Auto Writers Association's "Truck of Texas" top honor
and is projected to have the best residual value of full-size
light-duty pickups according to the Automotive Leasing Guide.

North American Production

The company plans to produce 430,000 vehicles in the first quarter
of 2009.  During the first quarter of 2008, the company produced
692,000 vehicles.  The fourth quarter 2008 production plan is
unchanged from the previously announced plan of 430,000 vehicles.

"We believe the economy will continue to weaken in 2009," said Mr.
Farley.  "Our near-term production plan reflects this view, as we
continue to align capacity with customer demand."

          FORD MOTOR COMPANY NOVEMBER 2008 U.S. SALES

                 November        %       Year-To-Date        %
             2008     2007   Change    2008       2007    Change
             ----     ----   ------    ----       ----    ------
Sales By
Brand

Ford       103,055  147,310  -30.0  1,571,543  1,927,596  -18.5
Lincoln      8,019    8,744   -8.3     98,242    121,422  -19.1
Mercury      7,744   13,204  -41.4    111,375    155,791  -28.5
            -----   ------            ------    -------
Total Ford,
Lincoln and
Mercury    118,818  169,258  -29.8  1,781,160  2,204,809  -19.2
Volvo        4,404    8,227  -46.5     68,149     96,872  -29.7
            -----    -----            ------     ------
Total
Ford Motor
Company    123,222  177,485  -30.6  1,849,309  2,301,681  -19.7

Ford,
Lincoln
And
Mercury
Sales By
Type Cars   37,272   54,439  -31.5    628,878    698,252   -9.9

Crossover
Utility
Vehicles    22,016   33,271  -33.8    340,471    372,747   -8.7

Sport
Utility
Vehicles    10,586   17,575  -39.8    148,084    253,389  -41.6

Trucks and
Vans        48,944   63,973  -23.5    663,727    880,421  -24.6
           ------   ------           -------    -------
Total
Trucks      81,546  114,819  -29.0  1,152,282  1,506,557  -23.5
           ------  -------         ---------  ---------
Total
Vehicles   118,818  169,258  -29.8  1,781,160  2,204,809  -19.2

             FORD BRAND NOVEMBER 2008 U.S. SALES
                November        %       Year-To-Date        %
             2008     2007   Change    2008       2007    Change
             ----     ----   ------    ----       ----    ------
Crown
Victoria     2,934    5,170  -43.2     45,550     56,456  -19.3

Taurus       3,040    3,895  -22.0     49,207     61,770  -20.3

Fusion       8,914   12,278  -27.4    137,295    136,007    0.9

Focus        8,194   13,213  -38.0    184,152    159,190   15.7

Mustang      3,667    7,352  -50.1     87,224    126,311  -30.9

GT               0        0     NA          0        231 -100.0
                -        -                 -        ---
Ford Cars   26,749   41,908  -36.2    503,428    539,965   -6.8

Flex         2,203        0     NA     11,772          0     NA

Edge         5,080   12,594  -59.7    104,861    116,403   -9.9

Escape      10,019   12,383  -19.1    145,577    152,294   -4.4

Taurus X     1,234    2,728  -54.8     22,141     37,343  -40.7
            -----    -----            ------     ------
Ford
Crossover
Utility
Vehicles    18,536   27,705  -33.1    284,351    306,040   -7.1

Expedition   4,371    5,627  -22.3     51,290     82,771  -38.0

Explorer     4,763    8,609  -44.7     73,093    126,930  -42.4
            -----    -----            ------    -------
Ford Sport
Utility
Vehicles     9,134   14,236  -35.8    124,383    209,701  -40.7

F-Series    37,911   46,568  -18.6    473,933    635,520  -25.4

Ranger       3,311    4,938  -32.9     62,017     67,147   -7.6

Econoline/
Club Wagon   6,915   11,100  -37.7    116,763    153,876  -24.1

Freestar         0        0     NA          0      2,390 -100.0

Low Cab
Forward         34      151  -77.5        809      2,573  -68.6

Heavy Trucks   465      704  -33.9      5,859     10,384  -43.6
              ---      ---             -----     ------
Ford Trucks
and Vans    48,636   63,461  -23.4    659,381    871,890  -24.4
           ------   ------           -------    -------
Ford
Brand      103,055  147,310  -30.0  1,571,543  1,927,596  -18.5

              LINCOLN BRAND NOVEMBER 2008 U.S. SALES
                November        %       Year-To-Date        %
             2008     2007   Change    2008       2007    Change
             ----     ----   ------    ----       ----    ------
MKS          1,958        0     NA     10,882         0      NA
MKZ          1,805    2,712  -33.4     28,028    31,190   -10.1
Town Car     1,454      488  198.0     14,285    26,545   -46.2
MKX          1,526    3,360  -54.6     26,962    34,097   -20.9
Navigator      968    1,672  -42.1     13,739    21,759   -36.9
Mark LT        308      512  -39.8      4,346     7,831   -44.5
              ---      ---             -----     -----
Lincoln
Brand        8,019    8,744   -8.3     98,242   121,422   -19.1

               MERCURY BRAND NOVEMBER 2008 U.S. SALES
                November        %       Year-To-Date        %
            2008     2007   Change    2008       2007    Change
            ----     ----   ------    ----       ----    ------
Grand
Marquis     2,437    4,702  -48.2     27,495    46,577   -41.0
Sable       1,230    1,180    4.2     15,586    19,663   -20.7
Milan       1,639    3,449  -52.5     29,174    34,312   -15.0
Mariner     1,954    2,206  -11.4     29,158    32,610   -10.6
Mountaineer   484    1,667  -71.0      9,962    21,929   -54.6
Monterey        0        0     NA          0       700  -100.0
               -        -                 -       ---
Mercury
Brand       7,744   13,204  -41.4    111,375   155,791   -28.5

                 VOLVO BRAND NOVEMBER 2008 U.S. SALES
                 November        %       Year-To-Date        %
            2008     2007   Change    2008       2007    Change
            ----     ----   ------    ----       ----    ------
S40           622    1,239  -49.8      9,260    16,997   -45.5
V50           166      239  -30.5      1,723     2,665   -35.3
S60           431    1,575  -72.6      8,700    17,043   -49.0
S80           844      764   10.5     10,079    11,614   -13.2
V70           191      326  -41.4      3,003     3,428   -12.4
XC70          504    1,153  -56.3      8,708    11,179   -22.1
XC90        1,145    2,244  -49.0     17,338    27,993   -38.1
C70           216      298  -27.5      5,358     4,220    27.0
C30           285      389  -26.7      3,980     1,733   129.7
             ---      ---             -----     -----
Volvo
Brand       4,404    8,227  -46.5     68,149    96,872   -29.7

                      About Ford Motor Co.

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

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

                      *     *     *

As reported in the Troubled Company Reporter on Nov. 11,
2008, Moody's Investors Service lowered the debt ratings of
Ford Motor Company, Corporate Family and Probability of
Default Ratings to Caa1 from B3.  The company's Speculative
Grade Liquidity rating remains at SGL-3 and the rating outlook
is negative.  In a related action Moody's also lowered the
long-term rating of Ford Motor Credit Company to B3 from B2.
The outlook for Ford Credit is negative.

As reported in the Troubled Company Reporter on Oct. 10, 2008,
Fitch Ratings downgraded the Issuer Default Rating of Ford Motor
Company and Ford Motor Credit Company by one notch to 'CCC' from
'B-'.


FORD MOTOR: Sufficient Liquidity Cues Moody's to Keep Caa1 Ratings
------------------------------------------------------------------
Moody's Investors Service affirmed the Caa1 Corporate Family and
Probability of Default ratings of Ford Motor Company.  The
company's Speculative Grade Liquidity rating is unchanged at
SGL-3, and the company's rating outlook remains negative.  The
affirmation reflects Moody's view that Ford's current liquidity
position, which consisted of US$18.9 billion of cash and
US$10.7 billion of committed credit facilities at Sept. 30, should
be sufficient to cover the company's cash requirements during the
coming twelve months.  Moody's noted, however, that Ford continues
to face considerable operating, competitive and financial
challenges that contribute to the negative outlook and which could
result in pressure on the ratings.

These challenges include a potential decline in US automotive
shipments below the 12.5 million unit level underlying Ford's
operating plan, greater-than anticipated erosion in the important
European markets, or delays in achieving planned cost reductions.
Moody's also notes that Ford has submitted a proposal to receive a
US$9 billion loan commitment from the US government that might be
drawn if market conditions are more difficult than anticipated.
While the provision of such a loan would likely strengthen the
company's liquidity profile, Moody's would assess the degree to
which the granting of security for such government loans or the
other terms and conditions which might be necessary to obtain such
loans would have any adverse implications for existing rated
obligations.

The last rating action on Ford was a downgrade of the company's
Corporate Family Rating to Caa1 from B3 on Nov. 7, 2008.

Ford Motor Company, headquartered in Dearborn, Michigan, is a
leading global automotive manufacturer.



===============
B A R B A D O S
===============

GENERAL MOTORS: Moody's Cuts Corporate Family & Debt Ratings to Ca
------------------------------------------------------------------
Moody's Investors Service has downgraded the debt ratings of
General Motors Corporation, Corporate Family and Probability of
Default ratings to Ca from Caa2, in recognition of the increased
probability of a balance sheet restructuring which results in a
loss for current debtholders.  Moody's would view the company's
potential balance sheet restructuring, which is likely to cause
bondholder losses, to be a distressed exchange which would be
treated as a default for analytic purposes. The rating outlook is
negative and the company's Speculative Grade Liquidity Rating is
affirmed at SGL-4. The ratings of GMAC LLC are not affected by
these GM rating actions.

In its Restructuring Plan for Long-term Viability submitted to the
Senate Banking Committee and House of Representatives Financial
Services Committee on December 2, 2008, General Motors indicated
that its restructuring plan "includes, and is conditioned upon,
significant sacrifice and deleveraging of its balance sheet."
Specifically, the plan references a reduction of GM's total debt,
including VEBA-related obligations from US$62 billion to
approximately US$30 billion with a corresponding increase in book
equity from (US$65.1) billion to approximately (US$32) billion.
GM has not specifically identified the mechanism for implementing
the balance sheet restructuring, nor has it made any specific
proposals to bondholders.  Nevertheless, the plan is suggestive of
a transaction that would be viewed as a distressed exchange by
Moody's if implemented.

Importantly, GM has indicated that its plan would "preserve the
status of existing trade creditors" and "would honor terms and
provisions of all outstanding warranty obligations to both
consumers and dealers."  Preservation of trade creditors will be
critical to avoid any disruption in the company's supply chain and
continuing to honor warranty obligations will help to avoid
significant erosion of the company's continuing vehicle brands
during the restructuring process.  Failure in either of these
areas could exacerbate the challenges that the company faces and
increase the risk of a bankruptcy filing.

In its filing, GM has requested a total of US$18 billion of
government funding be made available to it to bridge the liquidity
pressures which it anticipates in its business plan.  According to
GM, the funding would enable the company to maintain global
liquidity above its minimum threshold of about US$11 billion even
if automotive industry conditions were to worsen such that U.S.
automotive sales were to fall to 10.5 million units in 2009.  The
plan calls for a reduction in the number of GM's brands,
nameplates and retail dealers, cost reductions that would be
designed to achieve labor cost competitiveness with foreign
manufacturers in the U.S. by 2012 and changes to the company's
VEBA related obligations.

Moody's Senior Vice President Bruce Clark stated that "while the
plan provides a general framework for a business restructuring,
the success of the plan will be contingent on negotiations with
labor, creditors and government agencies.  The uncertainty of a
successful outcome along with the likelihood of debtholder losses
even if the plan succeeds is the basis for the downgrade and
negative outlook."

Downgrades:

Issuer: General Motors Corporation

-- Probability of Default Rating, Downgraded to Ca from Caa2

-- Corporate Family Rating, Downgraded to Ca from Caa2

-- Senior Secured Bank Credit Facility, Downgraded to a range of
    B3, LGD1, 4% from a range of B1, LGD1, 4%

-- Senior Unsecured debt and IRB's, Downgraded to a range of C,
    LGD5, 71% from a range of Caa3, LGD4, 61%

-- Senior Unsecured Shelf, Downgraded to a range of (P)C, LGD5,
    71% from a range of (P)Caa3, LGD4, 61%

-- Multiple Seniority Shelf for subordinated debt and preferred,
    Downgraded to a range of (P)C, LGD 6, 97% from a range of
    (P)Ca, LGD 6, 97%

Issuer: General Motors Nova Scotia Finance Company

-- Senior Unsecured Regular Bond/Debenture, Downgraded to a
    range of C, LGD5, 71% from a range of Caa3, LGD4, 61%

-- Senior Unsecured Shelf, Downgraded to a range of (P)C, LGD5,
    71% from a range of (P)Caa3, LGD4, 61%

Issuer: General Motors of Canada Limited

-- Senior Secured Bank Credit Facility, Downgraded to a range of
    B3, LGD1, 4% from a range of B1, LGD1, 4%

Issuer: Vauxhall Motors (Finance) PLC

-- Senior Unsecured Regular Bond/Debenture, Downgraded to a
    range of C, LGD5, 71% from a range of Caa3, LGD4, 61%

The last rating action on GM was a downgrade of the company's
Corporate Family Rating to Caa2 on Oct. 27, 2008.

General Motors Corporation, headquartered in Detroit, Michigan, is
the world's second-largest automotive manufacturer.


GENERAL MOTORS: Reports 154,877 Deliveries in November 2008
-----------------------------------------------------------
General Motors Corp. dealers in the United States delivered
154,877 vehicles in November 2008, down 41% compared with a year
ago.  GM car sales of 58,786 were off 44% and truck sales of
96,091 were down 39%.  The steep decline in vehicle sales was
largely due to a significant drop in the market's retail demand
compared with last year, and continuing economic uncertainty that
has negatively impacted consumer confidence.

"In November we saw the continuation of the dramatic decline in
volume for the industry.  Every manufacturer is posting awful
numbers and we are no exception," said Mark LaNeve, Vice President
of GM North America Vehicle Sales, Service and Marketing.  "We
have outstanding products in the market, so it is particularly
frustrating when economic uncertainty takes our customers out of
the market.  There were about 34%, or 400,000, fewer vehicles sold
this November in the industry than a year ago -- this is the
annual volume of two full production plants that have simply
evaporated in a single month.  The global economic crisis and
credit freeze have had a very negative impact on the vehicle
market which runs on consumer confidence and available financing."

Mr. LaNeve added, "The fact that we have outstanding, high
quality, fuel efficient products and great deals in almost every
market segment is not driving demand right now.  The consumer is
scared and sitting on the sideline.  We need appropriate economic
stimulus to get the consumer back in the game."

To offer customers an outstanding value at year-end, GM's Red Tag
Event continues through Jan. 5, 2009.  The Red Tag Event provides
great deals on most new vehicles in GM's portfolio by offering a
special Red Tag vehicle price and customer cash back.  GM's
"Financing That Fits" program enables consumers to find financing
at affordable rates from GMAC and thousands of other banks, credit
unions and financing institutions.

Despite the weak market in November, Chevrolet Malibu continued
its solid performance with total sales up 31% compared with last
November.  Year to date, Malibu total sales have now exceeded
160,000 cars, up 39 % from the same period last year.  With its
six-speed transmission and four-cylinder engine combination, the
Malibu delivers an EPA-estimated 33 mpg highway -- tops in the
industry's mid-car segment.  The Malibu Hybrid also offers the
lowest- priced hybrid in the segment.

GM hybrids continue to build sales momentum.  A total of 1,335
hybrid vehicles were delivered in the month.  Hybrid sales
included: 404 hybrid Chevrolet Tahoe, 190 GMC Yukon and 173
Cadillac Escalade 2-mode SUVs delivered.  There were 195 Chevrolet
Malibu, 45 Saturn Aura and 328 Vue hybrids sold in November.
Hybrids comprised 10 percent of combined Yukon/Tahoe retail sales
and 12% of Escalade retail sales in the month.  So far in 2008, GM
has sold a total of 11,884 hybrids.

GM inventories dropped compared with a year ago.  In November,
only about 862,000 vehicles were in stock, down about 130,000
vehicles (or about 13 percent) compared with last year.  There
were about 379,000 cars and 483,000 trucks (including crossovers)
in inventory at the end of November.

Certified Used Vehicles

November 2008 sales for all certified GM brands, including GM
Certified Used Vehicles, Cadillac Certified Pre-Owned Vehicles,
Saturn Certified Pre- Owned Vehicles, Saab Certified Pre-Owned
Vehicles, and HUMMER Certified Pre- Owned Vehicles, were 33,731
vehicles, down 10% from November 2007.  Year-to-date sales are
442,182 vehicles, down 7% from the same period last year.

GM Certified Used Vehicles, the industry's top-selling certified
brand, posted November sales of 28,607 vehicles, down more than 12
percent from November 2007.  Saturn Certified Pre-Owned Vehicles
sold 863 vehicles, down 16%.  Cadillac Certified Pre-Owned
Vehicles sold 3,453 vehicles, up 7%.  Saab Certified Pre-Owned
Vehicles sold 552 vehicles, up 18%, and HUMMER Certified Pre-Owned
Vehicles sold 256 vehicles, up 95%.

"November sales for certified GM programs were down overall, as
the growing economic uncertainty last month continued to impact
consumer confidence and demand for vehicles, both new and used,"
said Mr. LaNeve.  "We're pleased to see the Cadillac, Saab and
Hummer CPO programs post solid sales gains from last November as
shoppers continue to seek value and peace of mind in this
challenging retail environment."

         GM North America November 2008 Production

In November, GM North America produced 249,000 vehicles (109,000
cars and 140,000 trucks).  This is down 117,000 vehicles or 32
percent compared with November 2007 when the region produced
366,000 vehicles (134,000 cars and 232,000 trucks).  (Production
totals include joint venture production of 8,000 vehicles in
November 2008 and 22,000 vehicles in November 2007.)

The GM North America fourth-quarter production forecast is 835,000
vehicles (380,000 cars and 455,000 trucks) which is down about 20%
compared with a year ago.  GM North America built
1.042 million vehicles (358,000 cars and 684,000 trucks) in the
fourth-quarter of 2007.

The initial GM North America first-quarter 2009 production
forecast is 600,000 vehicles (235,000 cars and 365,000 trucks)
which is down about 32% compared with a year ago.  GM North
America built 885,000 vehicles (360,000 cars and 525,000 trucks)
in the first-quarter of 2008.  First quarter 2008 production was
reduced nearly 100,000 vehicles due to the strike at American
Axle.

            General Motors United States Deliveries

*S/D Curr: 25               November
*S/D Prev: 25                 2008      2007  % Chg  %Chg per
                                            Volume    S/D
Vehicle Total               154,877   263,654   -41.3   -41.3
Car Total                    58,786   105,077   -44.1   -44.1
Light Truck Total            94,618   156,196   -39.4   -39.4
Light Vehicle Total         153,404   261,273   -41.3   -41.3
Truck Total                  96,091   158,577   -39.4   -39.4

              GM Car Deliveries - (United States)
                         November 2008

                        November
                   2008         2007      % Chg       %Chg per
                                          Volume        S/D
Selling Days (S/D)    25           25

Century                0            0        ***.*        ***.*
LaCrosse           2,086        3,134        -33.4        -33.4
LaSabre                0            0        ***.*        ***.*
Lucerne            3,134        6,080        -48.5        -48.5
Park Avenue            0            0        ***.*        ***.*
Buick Total        5,220        9,214        -43.3        -43.3
CTS                2,902        5,586        -48.0        -48.0
DeVille                0            0        ***.*        ***.*
DTS                1,287        3,751        -65.7        -65.7
STS                  630        1,928        -67.3        -67.3
XLR                   60           97        -38.1        -38.1
Cadillac Total     4,879       11,362        -57.1        -57.1
Aveo               3,321        5,185        -35.9        -35.9
Cavalier               0            0        ***.*        ***.*
Classic                0            0        ***.*        ***.*
Cobalt             6,319       13,629        -53.6        -53.6
Corvette           1,093        2,438        -55.2        -55.2
Impala            12,851       22,824        -43.7        -43.7
Malibu             9,469        7,210         31.3         31.3
Monte Carlo            2          498        -99.6        -99.6
SSR                    0            1         **.*         **.*
Chevrolet Total   33,055       51,785        -36.2        -36.2
Bonneville             0            0        ***.*        ***.*
G5                 1,083        2,170        -50.1        -50.1
G6                 6,040       11,616        -48.0        -48.0
G8                 1,133            0        ***.*        ***.*
Grand Am               0            0        ***.*        ***.*
Grand Prix           119        5,743        -97.9        -97.9
GTO                    0           25         **.*         **.*
Solstice             325        1,360        -76.1        -76.1
Sunfire                0            0        ***.*        ***.*
Vibe               2,683        3,128        -14.2        -14.2
Pontiac Total     11,383       24,042        -52.7        -52.7
9-2X                   0            0        ***.*        ***.*
9-3                  606        1,432        -57.7        -57.7
9-5                  111          261        -57.5        -57.5
Saab Total           717        1,693        -57.6        -57.6
Astra              1,106            0        ***.*        ***.*
Aura               2,161        4,158        -48.0        -48.0
ION                    0        2,059         **.*         **.*
Saturn L Series        0            0        ***.*        ***.*
Sky                  265          764        -65.3        -65.3
Saturn Total       3,532        6,981        -49.4        -49.4
GM Car Total      58,786      105,077        -44.1        -44.1

                 (Calendar Year-to-Date)
                   January - November

                                2008         2007        %Chg
                                                        Volume
Selling Days (S/D)
Century                             0            5         **.*
LaCrosse                       35,422       44,207        -19.9
LaSabre                             0          121         **.*
Lucerne                        50,779       77,101        -34.1
Park Avenue                         0           26         **.*
Buick Total                    86,201      121,460        -29.0
CTS                            54,378       50,252          8.2
DeVille                             0           71         **.*
DTS                            28,667       47,231        -39.3
STS                            13,883       18,558        -25.2
XLR                             1,151        1,622        -29.0
Cadillac Total                 98,079      117,734        -16.7
Aveo                           53,103       60,705        -12.5
Cavalier                            0           57         **.*
Classic                             0           17         **.*
Cobalt                        175,259      183,029         -4.2
Corvette                       25,647       30,771        -16.7
Impala                        244,692      293,328        -16.6
Malibu                        160,898      116,140         38.5
Monte Carlo                       710       15,380        -95.4
SSR                                13          241        -94.6
Chevrolet Total               660,322      699,668         -5.6
Bonneville                          0          130         **.*
G5                             22,975       25,419         -9.6
G6                            132,534      132,894         -0.3
G8                             13,523            0        ***.*
Grand Am                            0           99         **.*
Grand Prix                      8,371       84,123        -90.0
GTO                                52        4,184        -98.8
Solstice                       10,338       15,493        -33.3
Sunfire                             0           39         **.*
Vibe                           44,485       33,825         31.5
Pontiac Total                 232,278      296,206        -21.6
9-2X                                3          118        -97.5
9-3                            14,483       21,206        -31.7
9-5                             2,418        3,974        -39.2
Saab Total                     16,904       25,298        -33.2
Astra                          10,813            0        ***.*
Aura                           56,194       54,645          2.8
ION                               314       47,197        -99.3
Saturn L Series                     0            2         **.*
Sky                             8,870       10,620        -16.5
Saturn Total                   76,191      112,464        -32.3
GM Car Total                1,169,975    1,372,830        -14.8

               GM Truck Deliveries - (United States)
                          November 2008

                          November
                     2008         2007       % Chg      %Chg per
                                             Volume       S/D
Selling Days (S/D)      25           25

Enclave              2,288        3,834        -40.3        -40.3
Rainier                  1           51        -98.0        -98.0
Rendezvous               1           11        -90.9        -90.9
Terraza                  6          135        -95.6        -95.6
Buick Total          2,296        4,031        -43.0        -43.0
Escalade             1,870        2,525        -25.9        -25.9
Escalade ESV           752        1,202        -37.4        -37.4
Escalade EXT           338          507        -33.3        -33.3
SRX                    976        1,445        -32.5        -32.5
Cadillac Total       3,936        5,679        -30.7        -30.7
Astro                    0            0        ***.*        ***.*
C/K Suburban
(Chevy)             3,882        6,033        -35.7        -35.7
Chevy C/T Series         9           12        -25.0        -25.0
Chevy W Series          60          197        -69.5        -69.5
Colorado             2,503        5,428        -53.9        -53.9
Equinox              2,570        5,261        -51.1        -51.1
Express Cutaway/G
Cut                1,370        1,709        -19.8        -19.8
Express Panel/G
Van                 5,870        6,657        -11.8        -11.8
Express/G Sportvan     669        1,368        -51.1        -51.1
HHR                  3,421        7,179        -52.3        -52.3
Kodiak 4/5 Series      499          861        -42.0        -42.0
Kodiak 6/7/8 Series     93          208        -55.3        -55.3
S/T Blazer               0            0        ***.*        ***.*
Tahoe                4,149        9,195        -54.9        -54.9
TrailBlazer          2,556        7,794        -67.2        -67.2
Traverse             2,936            0        ***.*        ***.*
Uplander               584        5,689        -89.7        -89.7
Venture                  0            0        ***.*        ***.*
Avalanche            1,996        4,144        -51.8        -51.8
Silverado-C/K
Pickup            29,534       38,122        -22.5        -22.5
Chevrolet Fullsize
Pickups           31,530       42,266        -25.4        -25.4
Chevrolet Total     62,701       99,857        -37.2        -37.2
Acadia               2,640        6,395        -58.7        -58.7
Canyon                 627        1,476        -57.5        -57.5
Envoy                  852        3,035        -71.9        -71.9
GMC C/T Series          82           50         64.0         64.0
GMC W Series           139          294        -52.7        -52.7
Safari (GMC)             0            0        ***.*        ***.*
Savana Panel/G
Classic              562        1,158        -51.5        -51.5
Savana Special/G Cut   155          212        -26.9        -26.9
Savana/Rally            90          191        -52.9        -52.9
Sierra              10,497       13,840        -24.2        -24.2
Topkick 4/5 Series     317          362        -12.4        -12.4
Topkick 6/7/8 Series   274          397        -31.0        -31.0
Yukon                2,251        4,317        -47.9        -47.9
Yukon XL             1,728        2,822        -38.8        -38.8
GMC Total           20,214       34,549        -41.5        -41.5
HUMMER H1                0            3         **.*         **.*
HUMMER H2              233          958        -75.7        -75.7
HUMMER H3            1,048        3,068        -65.8        -65.8
HUMMER H3T             173            0        ***.*        ***.*
HUMMER Total         1,454        4,029        -63.9        -63.9
Other-Isuzu F Series     0            0        ***.*        ***.*
Other-Isuzu H Series     0            0        ***.*        ***.*
Other-Isuzu N Series     0            0        ***.*        ***.*
Other-Isuzu Total        0            0        ***.*        ***.*
Aztek                    0            0        ***.*        ***.*
Montana                  0            0        ***.*        ***.*
Montana SV6              0           30         **.*         **.*
Torrent                757        1,968        -61.5        -61.5
Pontiac Total          757        1,998        -62.1        -62.1
9-7X                   135          310        -56.5        -56.5
Saab Total             135          310        -56.5        -56.5
Outlook              1,221        3,340        -63.4        -63.4
Relay                    1           96        -99.0        -99.0
VUE                  3,376        4,688        -28.0        -28.0
Saturn Total         4,598        8,124        -43.4        -43.4
GM Truck Total      96,091      158,577        -39.4        -39.4

                     (Calendar Year-to-Date)
                        January - November

                                  2008         2007        %Chg
                                                          Volume
Selling Days (S/D)
Enclave                          41,416       24,560         68.6
Rainier                             115        4,715        -97.6
Rendezvous                           24       15,258        -99.8
Terraza                             532        5,398        -90.1
Buick Total                      42,087       49,931        -15.7
Escalade                         21,145       33,302        -36.5
Escalade ESV                      9,828       14,837        -33.8
Escalade EXT                      4,117        7,357        -44.0
SRX                              14,755       20,060        -26.4
Cadillac Total                   49,845       75,556        -34.0
Astro                                 0           25         **.*
C/K Suburban (Chevy)             48,003       76,900        -37.6
Chevy C/T Series                    329          253         30.0
Chevy W Series                    1,458        2,483        -41.3
Colorado                         49,899       70,306        -29.0
Equinox                          61,700       81,848        -24.6
Express Cutaway/G Cut            12,314       18,355        -32.9
Express Panel/G Van              55,692       70,132        -20.6
Express/G Sportvan               12,725       15,176        -16.2
HHR                              89,184       95,525         -6.6
Kodiak 4/5 Series                 6,442        8,834        -27.1
Kodiak 6/7/8 Series               1,425        2,165        -34.2
S/T Blazer                            0            7         **.*
Tahoe                            85,161      134,905        -36.9
TrailBlazer                      70,791      122,554        -42.2
Traverse                          4,521            0        ***.*
Uplander                         39,943       65,708        -39.2
Venture                               0           25         **.*
Avalanche                        31,806       50,449        -37.0
Silverado-C/K Pickup            431,725      564,697        -23.5
Chevrolet Fullsize Pickups      463,531      615,146        -24.6
Chevrolet Total               1,003,118    1,380,347        -27.3
Acadia                           62,729       65,372         -4.0
Canyon                           13,531       19,451        -30.4
Envoy                            22,716       44,649        -49.1
GMC C/T Series                      511          943        -45.8
GMC W Series                      2,368        3,818        -38.0
Safari (GMC)                          0           13         **.*
Savana Panel/G Classic            9,651       13,759        -29.9
Savana Special/G Cut             10,166        8,083         25.8
Savana/Rally                      1,323        1,817        -27.2
Sierra                          155,564      188,461        -17.5
Topkick 4/5 Series                7,450        8,448        -11.8
Topkick 6/7/8 Series              3,933        5,543        -29.0
Yukon                            34,663       58,266        -40.5
Yukon XL                         22,608       41,620        -45.7
GMC Total                       347,213      460,243        -24.6
HUMMER H1                            17          122        -86.1
HUMMER H2                         5,721       11,281        -49.3
HUMMER H3                        19,152       39,250        -51.2
HUMMER H3T                          425            0        ***.*
HUMMER Total                     25,315       50,653        -50.0
Other-Isuzu F Series                  0        1,116         **.*
Other-Isuzu H Series                  0           61         **.*
Other-Isuzu N Series                  0        6,729         **.*
Other-Isuzu Total                     0        7,906         **.*
Aztek                                 0           25         **.*
Montana                               0           26         **.*
Montana SV6                          64        1,331        -95.2
Torrent                          18,560       30,223        -38.6
Pontiac Total                    18,624       31,605        -41.1
9-7X                              3,285        4,665        -29.6
Saab Total                        3,285        4,665        -29.6
Outlook                          23,986       31,591        -24.1
Relay                               160        1,401        -88.6
VUE                              75,097       76,439         -1.8
Saturn Total                     99,243      109,431         -9.3
GM Truck Total                1,588,730    2,170,337        -26.8


                     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 of US$110.425 billion, total liabilities of
US$170.3 billion, resulting in a stockholders' deficit of
US$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 E R M U D A
=============

CA MANAGERS: Creditors' Proofs of Debt Due on December 15
---------------------------------------------------------
The creditors of CA Managers (Bermuda) Ltd. are required to file
their proofs of debt by December 15, 2008, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Nov. 26, 2008.

The company's liquidator is:

          Kehinde A. L. George
          Crawford House, 50 Cedar Avenue
          Hamilton HM 11, Bermuda


CA MANAGERS: Member's Final Meeting Set for December 31
-------------------------------------------------------
The sole member of CA Managers (Bermuda) Ltd. will hold final
general meeting on December 31, 2008, at 10:00 a.m., to hear the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced liquidation proceedings on Nov. 26, 2008.

The company's liquidator is:

          Kehinde A. L. George
          Crawford House, 50 Cedar Avenue
          Hamilton HM 11, Bermuda


CHUBB INVESTMENT: Creditors' Proofs of Debt Due on December 15
--------------------------------------------------------------
The creditors of Chubb Investment Company of Bermuda Limited are
required to file their proofs of debt by December 15, 2008, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on Nov. 25, 2008.

The company's liquidator is:

          Kehinde A. L. George
          Crawford House, 50 Cedar Avenue
          Hamilton HM 11, Bermuda


CHUBB INVESTMENT: Final Meeting Set for December 31
---------------------------------------------------
The sole member of Chubb Investment Company of Bermuda Limited
will hold final general meeting on December 31, 2008, at 11:00
a.m., to hear the liquidator's report on the company's wind-up
proceedings and property disposal.

The company commenced liquidation proceedings on Nov. 25, 2008.

The company's liquidator is:

          Kehinde A. L. George
          Crawford House, 50 Cedar Avenue
          Hamilton HM 11, Bermuda


CHUBB RE: Creditors' Proofs of Debt Due on December 15
------------------------------------------------------
The creditors of Chubb Re (Bermuda) Ltd. are required to file
their proofs of debt by December 15, 2008, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Nov. 26, 2008.

The company's liquidator is:

          Kehinde A. L. George
          Crawford House, 50 Cedar Avenue
          Hamilton HM 11, Bermuda


CHUBB RE: Final Meeting Set for December 31
-------------------------------------------
The sole member of Chubb Re (Bermuda) Ltd. will hold final general
meeting on December 31, 2008, at 10:30 a.m., to hear the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced liquidation proceedings on Nov. 26, 2008.

The company's liquidator is:

          Kehinde A. L. George
          Crawford House, 50 Cedar Avenue
          Hamilton HM 11, Bermuda


HISCOX LTD: To Close Bermuda Insurance Team
-------------------------------------------
Hiscox Ltd will close its Bermuda based specialist reinsurance and
insurance team established earlier this year to ensure efficient
allocation of capital, the company said in a Dec. 3 statement.

The move will not have any material impact on Hiscox
International's 2009 business plan, the statement said.

Hiscox's treaty reinsurance business in Bermuda will continue
under the leadership of Rob Childs.

Headquartered in Hamilton, Bermuda, Hiscox Ltd (LSE:HSX) --
http://www.hiscox.com/-- is an international specialist insurer.
There are three main underwriting parts of the Group Hiscox
Global Markets, Hiscox UK and Europe and Hiscox International.
Hiscox Global Markets underwrites mainly internationally traded
business in the London Market generally large or complex
business which needs to be shared with other insurers or needs the
international licences of Lloyd's. Hiscox UK and Hiscox Europe
offer a range of specialist insurance for professionals and
business customers, as well as high net worth individuals.  Hiscox
International includes operations in Bermuda, Guernsey and USA.
Hiscox Insurance Company Limited, Hiscox Underwriting Limited and
Hiscox Syndicates Ltd are regulated by the Financial Services
Authority.


KELLEY ASSURANCE: Creditors' Proofs of Debt Due on December 15
--------------------------------------------------------------
The creditors of Kelley Assurance Group Ltd. are required to file
their proofs of debt by December 15, 2008, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Nov. 26, 2008.

The company's liquidator is:

          Kehinde A. L. George
          Crawford House, 50 Cedar Avenue
          Hamilton HM 11, Bermuda


KELLEY ASSURANCE: Members' Final Meeting Set for December 31
------------------------------------------------------------
The members of Kelley Assurance Group Ltd. will hold their final
general meeting on December 31, 2008, at 9:30 a.m., to hear the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced liquidation proceedings on Nov. 26, 2008.

The company's liquidator is:

          Kehinde A. L. George
          Crawford House, 50 Cedar Avenue
          Hamilton HM 11, Bermuda


PARKCENTRAL GLOBAL: Appoints Morrison & Thresh as Liquidators
-------------------------------------------------------------
On November 27, 2008, Michael W. Morrison and Charles Thresh were
appointed as provisional liquidators of Parkcentral Global Hub
Limited.

The Provisional Liquidators can be reached at:

          Michael W. Morrison
          Charles Thresh
          KPMG Advisory Limited
          Bermuda


STEWARDSHIP: Appoints Mitchell & Hunter as Provisional Liquidators
------------------------------------------------------------------
On November 27, 2008, Peter C.B. Mitchell and D. Geoffrey Hunter
were appointed as provisional liquidators of Stewardship Credit
Arbitrage Fund, Ltd.

The Provisional Liquidators can be reached at:

          Peter C.B. Mitchell
          D. Geoffrey Hunter
          Marshall, Diel & Myers
          Sofia House
          48 Church Street
          Hamilton HM 12
          Bermuda


TT INTERNATIONAL: Creditors' Proofs of Debt Due on December 17
--------------------------------------------------------------
The creditors of TT International (Bermuda) Limited are required
to file their proofs of debt by December 17, 2008, to be included
in the company's dividend distribution.

The company commenced liquidation proceedings on Dec. 3, 2008.

The company's liquidator is:

          Robin J. Mayor
          Messrs. Conyers Dill & Pearman
          Clarendon House, 2 Church Street
          Hamilton, HM 11, Bermuda


TT INTERNATIONAL: Members' Final Meeting Set for January 14
-----------------------------------------------------------
The members of TT International (Bermuda) Limited will hold their
final general meeting on January 14, 2009, at 9:30 a.m., to hear
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced liquidation proceedings on Dec. 3, 2008.

The company's liquidator is:

          Robin J. Mayor
          Messrs. Conyers Dill & Pearman
          Clarendon House, 2 Church Street
          Hamilton, HM 11, Bermuda



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

BANCO ITAU: To Close 10% of Taii Consumer Credit Units
------------------------------------------------------
Bloomberg News reports Banco Itau Holding Financeira SA closed 10%
of its consumer credit branches, Taii.

According to the report, clients can contact customer service or
go to Taii's Web site in the cities where the operation has been
discontinued.

Itau had 756 Taii units at the end of the third quarter, according
to Itau's quarterly earnings statement obtained by Bloomberg News.

Bloomberg News, citing  Folha de S. Paulo newspaper, said the move
will result in at least 150 job cuts.

Banco Itau Holding Financeira S.A. -- http://www.itau.com.br/--
is a private bank in Brazil.  The company has four principal
operations: banking -- including retail banking through its
wholly owned subsidiary, Banco Itau SA(Itau), corporate banking
through its wholly owned subsidiary, Banco Itau BBA SA (Itau
BBA) and consumer credit to non-account hold customers through
Itaucred -- credit cards, asset management and insurance,
private retirement plans and capitalization plans, a type of
savings plan.  Itau Holding provides a variety of credit and
non-credit products and services directed towards individuals,
small and middle market companies and large corporations.  The
bank has offices in Miami, New York, Hongkong, Lisbon,
Luxembourg, Bahamas, the Cayman Islands, Chile and Uruguay.


BNDES: Provides BRL1.15 Billion Loan to ETH Bioenergia
------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social SA (BNDES)
provided a BRL1.15-billion (US$463 million) loan to ETH
Bioenergia, the energy unit of Brazilian conglomerate Odebrecht,
for the construction of the company's ethanol mills, Dow Jones
Newswires reports.

The report relates ETH President Jose Carlos Grubisich said his
company will build three ethanol mills in Sao Paulo, Mato Grosso
do Sul and Goias states, with the annual capacity to crush 2
million tons of sugarcane in 2009 and will each be gradually
expanded to crush up to some 5 million tons per year.

According to the report, the bank also issued a further BRL634
million in loans toward projects of local company IACO Agricola as
well as to Usina Sao Fernando to build new sugar and ethanol mills
in Mato Grosso do Sul state.

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

                         *     *     *

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


CVRD: To Cut Output and Halt Canadian Ops. on Weak Metal Demand
---------------------------------------------------------------
Companhia Vale do Rio Doce plans to cut output and suspend some
operations in Canada because of falling metals demand, Bloomberg
News reports.

The report relates the company plans to:

-- suspend deep-mining operations near Sudbury, Ontario;

-- halt the Copper Cliff South mine for an "indeterminate period"
    starting in January;

-- suspend the planned Copper Cliff Deep project for
    12 months -- Vale had planned to spend US$138 million next
    year as part of US$814 million in investments planned for the
    mine --; and

-- stop work at Voisey's Bay on July, which operates the Ovoid
    mine and a processing plant.

"There's no point having production if there is no demand," Vale
Chief Executive Officer Roger Agnelli was quoted by the report as
saying.  "In Sudbury, there are deeper mines that have a higher
cost."  The company is prepared to cut output at "all" higher-cost
mines worldwide, he said.

Salman Partners Inc. analyst Raymond Goldie, in a telephone
interview, told Bloomberg News the production halts in Canada
would reduce global nickel supply by about 1.5% over 12 months.

As reported by the Troubled Company Reporter - Latin America on
December 5, 2008, Bloomberg News said Companhia Vale fired 1,300
employees, sent home 5,500 on paid leave, and retained 1,200 for
new jobs, because of the "serious crisis" in the metals and mining
industry.  The company has 62,000 employees worldwide.

A TCRLA report on November 21, 2008, also said the company dropped
to the lowest in three years in New York trading on November 20
after JPMorgan Chase & Co. said iron ore prices may fall next year
because of slumping demand.

                       About Companhia Vale

Headquartered in Rio de Janeiro, Brazil, Companhia Vale do Rio
Doce -- http://www.cvrd.com.br/-- engages primarily in mining
and logistics businesses. It engages in iron ore mining, pellet
production, manganese ore mining, and ferroalloy production, as
well as in the production of nonferrous minerals, such as
kaolin, potash, copper, and gold.


CVRD: JV Project With Baosteel Faces Delay on Relocation Issues
---------------------------------------------------------------
Companhia Vale do Rio Doce's (CVRD) joint venture with China's
Baosteel Group Corp for the construction of a US$4 billion steel-
slab may be delayed by six to nine months due to relocation issues
with the Brazil government, Helen Yuan of Bloomberg News writes.

As reported by the Troubled Company Reporter - Latin America on
Dec. 5, 2008, Bloomberg News said CVRD and Baosteel Group Corp.
were denied a request to build a steel-slab plant in Anchieta,
Brazil because of environmental concerns.

In that report, Bloomberg News related Baosteel Cia. Siderurgica
de Vitoria (Baosteel CSV), the companies joint venture, was told
by the Espirito Santo state that the planned project will be
dissolved after a study showed "there's not enough water at
Anchieta to supply the needs of a steelworks of that size, and the
air quality is at its limit."

Companhia Vale and Baosteel, the same report said, planned to
invest BRL10 billion aiming to build a plant in Anchieta and deep-
water port facilities to produce 5 million tons a year of steel
slabs for export to China, Europe and the U.S.  The slab mill was
due to apply for its environmental license in 2009 and start
operations in late 2012, the report noted.

"We've spent a lot for the study of the Anchieta project,"
Bloomberg New cited said Liu An, Baosteel's head of the project,
as saying.  "Moving to a new site would mean that we have to redo
the project again from the very beginning," he added.

                      About Companhia Vale

Headquartered in Rio de Janeiro, Brazil, Companhia Vale do Rio
Doce -- http://www.cvrd.com.br/-- engages primarily in mining
and logistics businesses. It engages in iron ore mining, pellet
production, manganese ore mining, and ferroalloy production, as
well as in the production of nonferrous minerals, such as
kaolin, potash, copper, and gold.


DELPHI CORP: Court OKs Creditors' Retention of Moelis & Co.
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has approved, on a final basis, the retention of the Official
Committee of Unsecured Creditors in Delphi's cases of Moelis &
Company LLC, as co-investment banker, in cooperation with
Jefferies & Company, Inc., effective nunc pro tunc to July 1,
2008.

The Creditors Committee tapped the services of Moelis after
professionals of Jefferies who performed investment banking
services to the Committee moved to Moelis.

According to the transcript of the 31st Omnibus Hearing,
Michael Riela, Esq., at Warner Stevens, LLP, informed Judge Drain
that Jefferies will continue to be retained in the case, but
there was going to be a sharing of the fees.  Mr. Riela also
assured the Court that the Debtors' estates would not incur
additional expenses as a result of the retention of two
investment bankers.

Committee Chairperson David Daigle said, "At this critical
juncture, the Committee needs to be fully engaged in assessing
the Debtors' reorganization alternatives without the delay or
undue cost that would be incurred by losing the knowledge and
expertise the Moelis professionals have.  Losing access to these
professionals could hinder the Committee's ability to effectively
respond to new developments and necessary modifications to the
Plan", Mr. Daigle asserts.

The Moelis professionals primarily responsible for providing
services to the Committee are (i) William Q. Derrough, (ii) Isaac
Lee, and (iii) David Groban.

The Committee selected Moelis as its investment banker for the
purpose of providing assistance and advice, in cooperation with
Jefferies, with respect to any potential strategy for
restructuring the Debtors' outstanding indebtedness, labor costs
or capital structure, whether pursuant to a reorganization plan,
a sale of assets pursuant to Section 363 of the Bankruptcy Code,
a liquidation or otherwise, Mr. Daigle relates.

The Committee seeks to continue to use the services of the
Jefferies as its co-investment banker.  Jefferies will be
primarily responsible for services related to asset sales,
analysis of debtor-in-possession financing and labor, pension and
OPEB issues.  Jefferies and Moelis have entered into an agreement
whereby they would allocate between themselves the fees earned
from the services rendered to the Committee, Mr. Daigle explains.

Moelis will be entitled to receive from the Debtors' estates, as
compensation for its services:

(1) US$131,250 monthly fee; and

(ii) and a transaction fee of 1/3 of (i) 0.50% of total
     consideration greater than US$0.50 and up to US$0.75 per
     US$1 of allowed unsecured claim and (ii) 0.75% of Total
     Consideration, as defined in the Engagement letter,
     greater than US$0.75 per US$1 of allowed unsecured claim.

The transaction fee will not be less than US$670,000 or greater
than US$3,330,000, however, Moelis has reserved the right to
request modification of the cap.

For purposes of clarification, the engagement Letter defines
Total Consideration as "[T]he total aggregate consideration paid
by the Debtors on account of allowed unsecured claims against the
Debtors pursuant to a plan or plans of reorganization in the
Cases, including any amounts in escrow, but excluding any
unsecured claims of, and consideration paid by the Debtors on
account of claims of, the Pension Benefit Guaranty
Corporation or any assignee of the PBGC.

                    About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- is the single supplier of vehicle
electronics, transportation components, integrated systems and
modules, and other electronic technology.  The company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  Delphi has regional headquarters
in Japan, Brazil and France.

The company filed for Chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the solicitation
of votes on the First Amended Plan on Dec. 20, 2007.  The Court
confirmed the Debtors' First Amended Plan on Jan. 25, 2008.  The
Plan has not been consummated after a group led by Appaloosa
Management, L.P., backed out from their proposal to provide
US$2,550,000,000 in equity financing to Delphi.
(Delphi Bankruptcy News, Issue No. 152; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)


DELPHI CORP: Wins Court OK for GM Liquidity Enhancement Deals
-------------------------------------------------------------
Delphi Corp. and its affiliates obtained approval from the U.S.
Bankruptcy Court for the Southern District of New York to enhance
their liquidity through June 30, 2009, by entering into two
agreements with General Motors Corp:

  -- The Debtors obtained permission to amend and extend, through
June 30, 2009, their current arrangement with GM pursuant to which
GM has agreed to provide up to US$300 million of liquidity
enhancement; and

  -- The Debtors obtained authority to enter into a new
agreement with GM whereby GM would provide an additional aggregate
US$300 million during the second quarter of 2009 through a
temporary acceleration of its accounts payable to the Debtors.

Delphi did not receive objections to the GM deals but asked the
Bankruptcy Court to defer for seven days, to Dec. 1, 2008, the
hearing on their proposed deals with General Motors Corp., to
permit further discussions by the parties on the proposed changes
to its US$4.35-billion DIP facility.  Delphi has entered into an
accommodation agreement with JPMorgan Chase Bank, N.A., as the
administrative agent under the DIP facility, and majority of the
lenders under tranches A and B of the facility.  The Accommodation
Agreement, which grants Delphi access to DIP financing until
June 30, 2009, faced opposition by the tranche C lenders, but
nonetheless, was subsequently approved by the Court.

As reported by the Troubled Company Reporter on Nov. 18, the two
agreements will afford the Debtors additional liquidity of
up to US$600 million through the end of the second quarter of
2009.  This will also provide the Debtors the time to seek
sufficient emergence funding capital to allow them to emerge from
chapter 11 as soon as practicable.

John Wm. Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher
& Flom LLP, in Chicago, Illinois, relates that through the Second
Amendment Agreement and the Partial Temporary Accelerated Payment
Agreement, GM would provide additional liquidity to the Debtors
through the second quarter of 2009, during the period covered by
the accommodation agreement with certain of the DIP Lenders.

The Debtors said the liquidity provided by the agreements
with GM should help facilitate their plan modifications and
emergence strategy while addressing the concerns of Delphi's
customers and suppliers.

                  More GM Support to Delphi

According to Mr. Butler, the relief sought by Delphi reflects
GM's further support for the Debtors' reorganization efforts.
GM has already made significant and substantial contributions
to the Debtors' reorganization efforts.  On September 26, 2008,
the Debtors received the authority to implement the Amended GSA
and the Amended MRA, which agreements became effective on
September 29, 2008.  The Amended GSA and Amended MRA, among other
things, produced US$4.6 billion in incremental net contributions
to Delphi from GM (resulting in an expected net contribution from
GM in the approximate amount of US$10.6 billion), pulled forward
GM's financial obligations under the global settlement agreement
and master restructuring agreement approved as part of the Plan to
the effective date of the Amended GSA and Amended MRA, made all
of GM's incremental financial contributions in the Amended GSA
and Amended MRA immediately and unconditionally effective on the
effective date of the Amended GSA and Amended MRA, eliminated
substantially all of GM's termination rights, and eliminated
substantial conditional aspects of the Original GSA and Original
MRA.  The agreements became effective on September 29, 2008, and
the Debtors and GM executed the first step of the section 414(l)
transfer on that date, transferring approximately US$2.1 billion
of the Debtors' net unfunded hourly pension liabilities to GM's
pension plan.

             Delphi Couldn't Find Exit Financing
                    Amid Worst Bear Market

Following the implementation of the Amended GSA and the Amended
MRA, the Debtors continued to take steps toward emergence from
chapter 11.  On October 3, 2008, the Debtors filed the Plan
Modification Approval Motion which included the Debtors' revised
emergence business plan and enterprise valuation.  That same day,
the United States House of Representatives approved the federal
bailout plan, now known as the Troubled Asset Relief Program or
"TARP."  However, on the following Monday, and for much of the
rest of the month of October, the global credit markets seized up
and experienced one of the five worst bear markets in history.

Despite the efforts of the federal government to provide
stability to the capital markets and banks, the markets have
remained extremely volatile and liquidity in the capital markets
has been nearly frozen, resulting in an unprecedented challenge
for the Debtors to successfully attract emergence capital funding
for their Modified Plan, particularly in light of the current
conditions in the global automotive industry, Mr. Butler
explains.

"Nevertheless, assuming that this Court approves this Motion and
the Accommodation Motion, the Debtors will continue to work with
their stakeholders in an effort to emerge from chapter 11 as
quickly as practicable despite the difficult economic
environment," Mr. Butler avers.

                    Amended GM Arrangement

The Amended GM Arrangement, as modified by the Second Amendment
Agreement, functions as an adjunct to the Debtors' US$4-billion
DIP financing facility, effectively providing Delphi with
US$300 million in additional unsecured, subordinated advancements
from GM, thereby continuing a definite and reliable source of
liquidity during an extended period of uncertainty in the capital
markets generally and the automotive industry in particular.

Under the terms of the Second Amendment Agreement, GM has agreed,
subject to this Court's approval, to make available to the
Debtors up to US$300 million through the maturity date of the
Second Amendment Agreement, subject to certain modified borrowing
mechanics and provided that certain conditions are met.  The
maturity date for the Second Amendment Agreement will be the
earliest of:

  (i) June 30, 2009,

(ii) the date on which Delphi or any guarantor of the GM
      Arrangement files any motion or other pleading seeking to
      amend the Plan or Disclosure Statement filed by the
      Debtors on October 3, 2008 in a manner not reasonably
      acceptable to GM,

(iii) the DIP Termination Date,

(iv) on or after January 1, 2009, the expiration or
      termination of the Accommodation Agreement or the
      Accommodation Period, and

  (v) the occurrence of the effective date of the Plan.

In addition, certain modifications were made to the Amended GM
Arrangement that protects GM in the event the Accommodation
Agreement is modified in a manner adverse to GM.  In such
circumstance, to the extent that Delphi seeks continued access to
the Second Amended GM Arrangement, GM would have approval rights
with respect to such modifications to the Accommodation
Agreement.  Other proposed modifications to the Amended
GM Arrangement are largely technical and conforming changes.

Effectiveness of the Second Amendment Agreement is conditioned
on, among other things, (i) the Debtors having no Automatic
Accommodation Termination Default and no Accommodation Default
and (ii) entry of a final, non-appealable order by the Court
approving the Accommodation Agreement and the Second Amendment
Agreement on or prior to December 31, 2008.

Upon the effectiveness of the Second Amendment Agreement, the
terms and conditions of the Amended GM Arrangement will remain in
full force and effect, including the provisions that GM and its
relevant Affiliates will have (a) allowed claims with
administrative expense priority pursuant to Section 503(b)(1) of
the Bankruptcy Code against Delphi and the GM Guarantors under and
as defined in the DIP Credit Agreement for all Obligations owing
to GM or any applicable GM Affiliates and (b) all other rights
under the Amended GM Arrangement and the Second Amendment
Agreement, including, without limitation, the ability to exercise
the right to set off and apply, subject to the terms of the
Amended GM Arrangement and the Second Amendment Agreement, any
indebtedness or liabilities owing by GM or the GM Affiliates to or
for the credit or the account of Delphi or the GM Guarantors
against any and all GM Arrangement Obligations of Delphi or the GM
Guarantors without the need to seek additional modification of the
automatic stay imposed pursuant to Section 362 of the Bankruptcy
Code and without further order of the Court.

Pursuant to a side letter between Delphi and GM, GM has agreed
that prior to the earlier of (i) the occurrence of the DIP
Termination Date, (ii) the effectiveness of the Debtors' plan of
reorganization, or (iii) the receipt of DIP Agent consent, GM
will not assert or exercise against any of the GM GSA Claims any
setoff of any amounts payable by GM or any of its Affiliates to
Delphi or any of its affiliates.  The GM GSA Claims are the First
Net Liability Transfer Claim, the Second Net Liability Transfer
Claim, and the GM Unsecured Claim.  The Side Letter does not
prejudice other parties' rights to contest GM's setoff rights if
(a) the Side Letter does not become effective or (b) one of the
events set forth in clauses (i)-(iii) above has occurred.  The
Side Letter will become effective on the date when all of the
conditions precedent set forth in section 3 of the Second
Amendment Agreement have been satisfied or waived.

Copies of the New GM Agreements are available at no charge at
http://bankrupt.com/misc/Delphi_GM_DealsNov08.pdf

                     About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- is the single supplier of vehicle
electronics, transportation components, integrated systems and
modules, and other electronic technology.  The company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  Delphi has regional headquarters
in Japan, Brazil and France.

The company filed for Chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.

The Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the solicitation
of votes on the First Amended Plan on Dec. 20, 2007.  The Court
confirmed the Debtors' First Amended Plan on Jan. 25, 2008.  The
Plan has not been consummated after a group led by Appaloosa
Management, L.P., backed out from their proposal to provide
US$2,550,000,000 in equity financing to Delphi.
(Delphi Bankruptcy News, Issue No. 152; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)



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

BUNGE FERTILIZANTES: Members' Final Meeting Set for December 12
---------------------------------------------------------------
The members of Bunge Fertilizantes International Participation
Ltd. will hold their final meeting on December 12, 2008, to hear
the liquidators' report on the company's wind-up proceedings and
property disposal.

The company's liquidators are:

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


BUNGE TRADE: Final Meeting Set for December 12
----------------------------------------------
The members of Bunge Trade Participation Ltd. will hold their
final meeting on December 12, 2008, to hear the liquidators'
report on the company's wind-up proceedings and property disposal.

The company's liquidators are:

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


CEVAL INTERNATIONAL: Final Meeting Set for December 12
------------------------------------------------------
The members of Ceval International Participation Ltd. will hold
their final meeting on December 12, 2008, to hear the liquidators'
report on the company's wind-up proceedings and property disposal.

The company's liquidators are:

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


COPLEY CAPITAL: Final Meeting Set for December 12
-------------------------------------------------
The members of Copley Capital II Ltd. will hold their final
meeting on December 12, 2008, to hear the liquidators' report on
the company's wind-up proceedings and property disposal.

The company's liquidators are:

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


COPLEY CAPITAL: Final Meeting Set for December 12
-------------------------------------------------
The members of Copley Capital III Ltd. will hold their final
meeting on December 12, 2008, to hear the liquidators' report on
the company's wind-up proceedings and property disposal.

The company's liquidators are:

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


CSAI LETTRS: Members Receive Wind-Up Report
-------------------------------------------
The members of CSAI Lettrs Fund, Ltd. met on Nov. 27, 2008, and
received the liquidators' report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

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


EAST ISLAND: Members Receive Wind-Up Report
-------------------------------------------
The members of East Island Ltd. met on Nov. 27, 2008, and received
the liquidators' report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

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


FIRST EAGLE: Final Meeting Set for December 12
-------------------------------------------------
The members of First Eagle Emerging Nations Debt Fund Ltd. will
hold their final meeting on December 12, 2008, to hear the
liquidators' report on the company's wind-up proceedings and
property disposal.

The company's liquidators are:

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


GRANT PARK: Final Meeting Set for December 12
---------------------------------------------
The members of Grant Park CDO Ltd. will hold their final meeting
on December 12, 2008, to hear the liquidators' report on the
company's wind-up proceedings and property disposal.

The company's liquidator is:

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


HARTFORD LEVERAGED: Final Meeting Set for December 25
-----------------------------------------------------
The members of Hartford Leveraged Loan Feeder Fund II, Ltd. will
hold their final meeting on December 25, 2008, to hear the
liquidators' report on the company's wind-up proceedings and
property disposal.

The company's liquidators are:

         Jan Neveril
         Bobby Toor
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands


HARTFORD LEVERAGED: Final Meeting Set for December 12
-----------------------------------------------------
The members of Hartford Leveraged Loan Fund, Ltd. will hold their
final meeting on December 12, 2008, to hear the liquidators'
report on the company's wind-up proceedings and property disposal.

The company's liquidators are:

         Jan Neveril
         Bobby Toor
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands


HEWLETT-PACKARD: Final Meeting Set for December 12
--------------------------------------------------
The members of Hewlett-Packard Equity Investments Limited will
hold their final meeting on December 12, 2008, to hear the
liquidators' report on the company's wind-up proceedings and
property disposal.

The company's liquidators are:

         Jan Neveril
         Bobby Toor
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands


KALLISTA ARBITRAGE: Final Meeting Set for December 12
-----------------------------------------------------
The members of Kallista Arbitrage Strategies Master Fund Limited
will hold their final meeting on December 12, 2008, to hear the
liquidators' report on the company's wind-up proceedings and
property disposal.

The company's liquidators are:

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


LADIES MATE: Final Meeting Set for December 12
----------------------------------------------
The members of Ladies Mate Capital will hold their final meeting
on December 12, 2008, to hear the liquidators' report on the
company's wind-up proceedings and property disposal.

The company's liquidators are:

          Guy Major
          Giles Kerley
          Maples Finance Limited, P.O. Box 1093GT
          Grand Cayman, Cayman Islands


YKPI HOLDINGS: Final Meeting Set for December 12
------------------------------------------------
The members of YKPI Holdings will hold their final meeting on
December 12, 2008, to hear the liquidators' report on the
company's wind-up proceedings and property disposal.

The company's liquidators are:

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



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

* CHILE: Posts Deflation in Nov. Since 2007 on Low Fuel Prices
--------------------------------------------------------------
Chile's National Statistics Institute released a report that
revealed consumer prices fell 0.1% last month, from 0.9% rise in
October, the first month of deflation since February 2007 as fuel
cost plunge, Sebastian Boyd of Bloomberg News reports.

Prices fell less than the median estimate of a 0.3% decline
forecast by 19 economists in a Bloomberg survey.

According to the report, Central Bank President Jose De Gregorio
said policy makers may begin to cut interest rates in coming
months as slowing global economic growth helps tame domestic
inflation.

Meanwhile, the report says according to Julio Espinoza, an
economist at Banco Bice SA in Santiago, the less-than-forecast
price drop may fail to persuade policy makers to cut lending rates
at its next meeting on Dec. 11.

"This could mean the bank delays its rate cut another month," the
report quoted Mr. Espinoza as saying.  The central bank has kept
the benchmark rate at decade-high at its last two meetings after
four consecutive half-point increases, he added.

As reported by the Troubled Company Reporter - Latin America on
Dec. 5, 2008, Bloomberg News said Chile's central bank board
members voted unanimously to hold the benchmark interest rate at
8.25% for a second month on expectations that slowing global
economic growth may help brake domestic inflation.

That report related the country's central bank has struggled to
rein in inflation this year, raising rates five times to the
highest level since 1998.

Bloomberg News recounts last month, the the central bank, which
had expected 2009 inflation of 5.9% and growth of up to
4.5%, revised its forecasts to show inflation slowing to
4.0% next year, aided by growth of between 2% and 3%.

The bank may cut the benchmark from a current 8.25% in the first
quarter of 2009, the report cited Cristian Gardeweg, an economist
at Celfin SA in Santiago., as saying.  Rodrigo Valdes, chief
economist at Barclays Capital in New York, also told clients in a
research note that the bank will probably wait before cutting
rates, Bloomberg News adds.

Annual inflation in November slowed to 8.9% , down from 9.9% in
October, the fastest in 14 years, the report says.

The price report was "negative in the numbers and positive for the
country," Finance Minster Andres Velasco said, the report notes.
"It's a welcome event that confirms the estimates both of the
government and private analysts," he added.



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

* ECUADOR: Looks to Repudiate Debt; May Ask Loan from Iran
----------------------------------------------------------
Ecuador's government is considering various ways of repudiating
its debt and may ask for loans from governments like Iran should
it lose access to credit markets, Stephan Kueffner of Bloomberg
writes, citing Finance Minister Maria Elsa Viteri.

"The national government is trying to find all mechanisms not to
pay the illegal debt," Bloomberg News cited Ms. Viteri as saying.
Bondholders have not sought to renegotiate the debt or complained
about the process, she added.

According to National Business, Ecuador is renewing its threats
not to pay off foreign debts it considers illegal, with a US$30.6
million payment due on Dec. 15.

As reported by the Troubled Company Reporter - Latin America on
Nov. 25, 2008, Reuters reported Ecuadorean President Rafael Correa
said he would not withdraw an international suit to suspend a
Brazilian loan repayment even if it frays diplomatic ties between
the two countries.

A TCRLA report, citing 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 country's debt audit commission
uncovered "illegality and illegitimacy" in the country's foreign
obligations and stated that 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.

Bloomberg News relates Jorge Glas, head of a government fund
handling the lawsuit, said the loan granted by BNDES, Brazil's
state development bank, was linked to a construction company that
was expelled from the country over a contractual dispute.

In September, Bloomberg News recounts, President Correa threatened
not to repay the the central bank, holding that the loan was
granted to Brazilian top construction firm Odebrecht to build a
plant and not to the government.

On December 5, Bloomberg News says, the government signed a US$200
million loan agreement with the Andean Finance Corporation.

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.



====================
E L  S A L V A D O R
====================

AES EL SALVADOR: Moody's Cuts Senior Unsecured Rating to 'Ba1'
--------------------------------------------------------------
Moody's Investors Service downgraded to Ba1 from Baa3 the senior
unsecured rating of AES El Salvador Trust and assigned a Corporate
Family Rating of Ba1, with a negative outlook.  This debt is
guaranteed by four affiliated electric distribution subsidiaries
that are 80% owned by The AES Corporation (B1 CFR).  These
operating subsidiaries which also act as guarantors are Compania
de Alumbrado Electrico de San Salvador, Empresa Electrica de
Oriente, AES Clesa y Compania and Distribuidora Electrica de
Usulutan.  The guaranteed debt matures in 2016.

This rating action concludes Moody's action of September 12, 2008,
wherein Trustco was placed under Review for Possible Downgrade.

The operating subsidiaries of AES in El Salvador are experiencing
higher costs of energy inputs than originally assumed and are
faced with rising generation prices being billed by the government
power suppliers, including for hydroelectric and geothermal costs
as well as private thermal generators.  In addition, the operating
companies continue to experience regulatory lag in cost recoveries
of higher energy input costs.  Moreover, the company is purchasing
a greater proportion of its power in the more costly spot market
as compared to the contract market where it was purchased before.
These higher costs of power purchase follow this year's 14% tariff
reduction for electricity distribution services provided by the
guarantor utility companies recently accorded by the El Salvador
government.

Furthermore, the country is experiencing a declining economic
situation on account of the global financial crisis that affects
overall liquidity in the system with new government elections
expected in early 2009.

Despite these uncertainties and rising energy input costs that are
affecting corporate liquidity, the guarantor companies are still
making cash dividend remittances to shareholders.  This
continuation in dividend payouts in the face of adverse economics
and the need to continue with programmed capital expenditures to
maintain and grow the distribution system, are expected to
significantly weaken historic credit metrics and stress the cash
flow and liquidity position of the operating companies on a
consolidated basis.  Specifically, on a consolidated basis the
RCF/Debt has weakened from 16.7% in 2007 to 9.9% in the last 12
months ended September 2008 while the FFO/Interest has declined
from 4.6X in 2007 to 3.3X for the same period.  The new
reduced tariff rates are in effect for a period of five years
through December 2012.

Domiciled in Panama, Trustco is a trust set up to issue debt for
the benefit of four affiliated electrical distribution companies
in El Salvador that together account for 80% of the distribution
market share of approximately one million customers.  AES
Corporation in the U.S. owns and controls approximately 80% of
these distribution companies.  The U.S. company acquired AES CLESA
utilities in 1998 as part of the privatization effort of the El
Salvador government for the electrical distribution sector and the
rest of the companies in 2000, when AES acquired EDC in Venezuela.



=================
G U A T E M A L A
=================

BANCO INDUSTRIAL: Fitch Affirms 'BB' Long-Term Currency IDRs
------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' long-term foreign and local
currency Issuer Default Ratings of Guatemala's Banco Industrial.
Fitch has also revised Industrial's Rating Outlook to Stable from
Positive.

Industrial maintains a robust franchise in Guatemala, low level of
loan delinquency, improving efficiency and profitability, and
adequate funding and liquidity, although the ratings also factor
in a tight capital position (following ample organic and
acquisition-driven growth over the past two years), limited and
declining loan loss reserves and its modest revenue
diversification.  All these factors sustain Industrial's 'D'
Individual rating and 'BB' long-term IDRs.

Industrial's prior Positive Outlook reflected Fitch's previous
perception that capital adequacy would improve following certain
strategies that the management has pursued.  However, the
worsening environment in the capital markets has complicated the
capital enhancement alternatives.  Moreover, the weakening
economic prospects are likely to impact Industrial's impairment
loan ratio, its provisions and overall performance, a confluence
of factors that is consistent with Industrial's current ratings,
hence Fitch's Outlook revision to Stable.

While Fitch's eligible capital ratio is closer to pre-acquisition
levels (6.65% of total assets, adjusting for goodwill) following a
hybrid securities placement, the limited capital position is
exacerbated at the ultimate holding level, Bicapital Corp., since
this incurred a sizeable lending facility earlier in 2008 to
finance the acquisition of Banco del Pais and Seguros del Pais in
Honduras, which in turn also created ample goodwill at the holding
company (roughly US$80 million).

Based on Fitch's approach, double-leverage is close to 150% at
Bicapital's level.  Given the ultimate parent's reliance on
dividends from its operating subsidiaries to service its debt
contracted, capital ratios at Industrial will likely remain tight
over the foreseeable future.  Although Bicapital is exploring some
capitalization alternatives with the International Finance
Corporation and its current shareholders, the potential positive
resolution of these plans is unlikely to dramatically improve the
company's capital position and overall financial flexibility in
such a magnitude that can drive positive rating actions in the
foreseeable future.

If Industrial ran into difficulties, Fitch believes the government
of Guatemala (rated 'BB+' with a Stable Outlook by Fitch) would
have a vested interest to support the bank, given its ample
deposit market share, which support Industrial's '3' support
rating and 'BB-' support floor.  Due to the country's sub-
investment grade sovereign rating, Fitch considers that the
probability of sovereign support for Industrial is moderate.
Downside risk for the IDRs, currently low in Fitch's view, is
limited to the support floor.

Established in Guatemala, Industrial is the largest subsidiary of
Bicapital, a recently-created holding company based in Panama,
which also owns roughly 90% of Honduras-based Banco del Pais.
Since 2006 acquisition-driven growth has been ample.  Medium-sized
Banco de Occidente was acquired by Industrial in March 2006.  In
January 2007, Industrial absorbed the deposits and branches of
Banco de Comercio, which was intervened by the banking regulators
due to liquidity problems.

In October 2007, Industrial announced the merger of the relatively
small Banco del Quetzal (merged in February 2008), a well-
performing small bank but which had experienced some deposit runs
amidst the local financial turmoil.  While these acquisitions
provided Industrial with a stronger market share and some product
and revenue diversification, it resulted in some weakening of the
bank's financial profile, especially capital adequacy and asset
quality, given the goodwill created upon the acquisition of
Occidente and the relatively weaker loans of Occidente and
Bancomer.

Fitch has affirmed these ratings and revised the Rating Outlook to
Stable from Positive:

Banco Industrial, S.A.:

  -- Long-term foreign and local currency IDRs at 'BB';

  -- Short-term foreign and local currency IDRs at 'B';

  -- US$35 million non-cumulative fixed/floating-rate step-up tier
     1 capital notes due 2068 at 'B+';

  -- Individual at 'D';

  -- Support at '3';

  -- Support Floor at 'BB-';

  -- National-scale long-term at 'AA-(gtm)';

  -- National-scale short-term at 'F1(gtm)'.



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

BALLY TOTAL: Gets Access to Cash Collateral to Fund Ch. 22 Case
---------------------------------------------------------------
Bankruptcy Law360 says the U.S. Bankruptcy Court for the Southern
District of New York reportedly gave Bally Total Fitness Holding
Inc. and its debtor-affiliates permission to pay employees and
access cash collateral securing their obligations to their
prepetition lenders -- as talks on a possible sale of the company
moved forward.

Bankruptcy Law360 says Judge Stuart Bernstein's order will last at
least through a hearing scheduled for December 9, 2008.

The Debtors are party to a credit agreement, dated October 1,
2007, with Morgan Stanley Senior Funding, Inc., as administrative
collateral agent, Wells Fargo Foothill, LLC, as revolving credit
agent, and the CIT Group/Business Credit, Inc., as revolving
syndication agent, and other senior secured lenders party to the
Credit Agreement, which provides for financing of up to
US$292,000,000, consisting of US$50,000,000 in a senior secured
revolving credit facility, with a US$40,000,000 sublimit for
letters of credit and a six-year US$242,000,000 senior secured
term loan facility.  The proceeds from the Term Loan and the
Revolver Facility were used to refinance the amounts outstanding
under the Company's debtor-in-possession credit agreement from the
Prior Bankruptcy Cases and to provide additional working capital.
Bally's obligations under the Credit Agreement are guaranteed by
most of Bally's domestic subsidiaries.

Pursuant to a Guarantee and Collateral Agreement, dated as of
October 1, 2007, between Bally and the Agent, obligations under
the Credit Agreement are secured by first priority liens and
security interests on certain assets and property of the Debtors,
including without limitation, accounts, deposit accounts,
chattel paper, commercial tort claims, contracts, documents,
equipment, general intangibles, instruments, intellectual
property, inventory, investment property, all pledged securities,
receivables, goods, and books and records and the proceeds
thereof.  The Prepetition Collateral includes cash collateral of
the Agent and the Senior Secured Lenders within the meaning of
Section 363(a) of the Bankruptcy Code.

As of the Petition Date, the Debtors had approximately
US$17,000,000 of cash on hand which comprises Cash Collateral.  In
addition, the Debtors forecast receipt of US$3,500,000 of
additional cash in the next 45 days, which comprises proceeds of
the Senior Secured Lenders' collateral.

Michael W. Sheehan, chief executive officer of Bally Total
Fitness Holding Corporation, said the Debtors have an immediate
need for the use of cash collateral to sustain their businesses as
a going concern and effect a successful reorganization, including:

* the continued operation of their businesses;

* the maintenance of business relationships with vendors,
   suppliers and customers; and

* the payment to employees and satisfaction of other
   working capital and operational needs.

To successfully navigate through their Chapter 11 cases, the
Debtors need to maintain sufficient liquidity to support the
continued ordinary course business operations, and immediate
access to Cash Collateral will enable the Debtors to demonstrate
to their vendors, suppliers, customers and employees that they
have sufficient capital to ensure ongoing operations.

The Debtors have proposed to grant their Prepetition Secured
Creditors adequate protection with respect to any diminution in
the value of the Senior Secured Lenders interests in the
Prepetition Collateral.

The Debtors' use of Cash Collateral will be governed by a cash
collateral budget, and will be used mainly to preserve and
maintain the value of their assets.  The Budget shows the
Debtors' cash flow forecasts for the next 13 weeks, a copy of
which is available for free at:

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

The Debtors' proposed counsel, Kenneth H. Eckstein, Esq., Kramer
Levin Naftalis & Frankel LLP, in New York, has said the Debtors
discussed the proposed Interim Order with the prepetition secured
creditors.  Thus, the Debtors believe that the Prepetition Secured
Creditors are agreeable to the use of the Cash Collateral,
pursuant to terms and conditions outlined in the proposed Interim
Order.

According to Mr. Eckstein, the Interim Order imposes conditions
and restrictions on the Debtors' use of Cash Collateral.  It also
grants relief and adequate protection for the benefit of the
Prepetition Secured Creditors.  Specifically, use of Cash
Collateral will be governed by the Budget and used to preserve
and maintain the value of the Debtors' assets.

In addition, the Cash Collateral may be used up to amounts not
exceeding 115% of the Budget on a cumulative, aggregate rolling
basis, measured weekly at the close of business on Friday of each
week.  The Debtors will deliver weekly Budget reconciliation
statements to the Prepetition Secured Creditors.

The use of the Cash Collateral is conditioned on the granting of
adequate protection, and will be subject to the rights of the
Prepetition Secured Creditors to seek further adequate
protection.

Mr. Eckstein said, as adequate protection for any diminution in
the value of the Prepetition Secured Creditors' interest in the
Prepetition Collateral that may result from the use of the Cash
Collateral:

(1) The Debtors will make a US$300,000 monthly interest payment
     to the Agent, for the benefit of the lenders under the
     Revolver Facility;

(2) The Debtors will pay the Agent's reasonable and
     documented expenses, not to exceed US$100,000 monthly, for
     professional fees in connection with monitoring the use
     of Cash Collateral;

(3) The Senior Secured Lenders will receive first priority
     perfected replacement liens on all of the Debtors' rights
     in property acquired postpetition, that are of the same
     type as the Prepetition Collateral and the Encumbered
     Leases, in the same relative priority as the Prepetition
     Liens;

(4) The Senior Secured Noteholders will receive second
     priority perfected replacement liens on the Debtors'
     rights in the Postpetition Collateral;

(5) Senior Secured Lenders will have first priority perfected
     liens on the Debtors' rights in the Unencumbered Leases
     in the same relative priority as the Prepetition Liens;
     and

(6) The Senior Secured Noteholders will have second priority
     perfected liens on the Unencumbered Leases.

The Debtors preserve their rights to pledge the Unencumbered
Assets to a lender providing debtor-in-possession financing, with
liens superior to the First Priority Real Estate Liens and the
Second Priority Real Estate Liens.

The Debtors maintain that the proposed Interim Order is without
prejudice to the rights of any party-in-interest.

A full-text copy of the proposed Interim Cash Collateral Order is
available for free at
http://bankrupt.com/misc/BallyInterimCashCollOrd.pdf

                 About Bally Total Fitness

Based in Chicago, Illinois, Bally Total Fitness Holding Corp.
(Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/-- operates
fitness centers in the U.S., with over 375 facilities located in
26 states, Mexico, Canada, Korea, China and the Caribbean under
the Bally Total Fitness(R), Bally Sports Clubs(R) and Sports Clubs
of Canada (R) brands.

Bally Total and its affiliates filed for Chapter 11 protection
on July 31, 2007 (Bankr. S.D.N.Y. Case No. 07-12396) after
obtaining requisite number of votes in favor of their pre-
packaged chapter 11 plan.  Joseph Furst, III, Esq. at Latham &
Watkins, L.L.P. represents the Debtors in their restructuring
efforts.  As of June 30, 2007, the Debtors had US$408,546,205 in
total assets and US$1,825,941,54627 in total liabilities.

The Debtors filed their Joint Prepackaged Plan & Disclosure
Statement on July 31, 2007.  The Court confirmed the Plan in Sept.
2007.  The Plan was declared effective Oct. 1, 2007.

Bally Total Fitness Holding Corp. and its debtor-affiliates and
subsidiaries again filed voluntary petitions under Chapter 11 on
Dec. 3, 2008 (Bankr. S. D. N. Y., Lead Case No. 08-14818).  Their
counsel is Kenneth H. Eckstein, Esq. at Kramer Levin Naftalis &
Frankel LLP, in New York.  As of September 30, 2008, the Company
(including non-debtor affiliates) had consolidated assets totaling
approximately US$1.376 billion and recorded consolidated
liabilities totaling approximately US$1.538 billion.

(Bally Bankruptcy News, Issue No. 17; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).



CEMEX: World Bank Unit OKs to Hear Complaint Against Venezuela
--------------------------------------------------------------
Cemex SAB said a world bank arbitration division has agreed to
consider a complaint against Venezuela's move to nationalize its
local cement plants, International Herald Tribune reports, citing
Cemex spokesman Jorge Perez.

The report recounts the company said in August that it would seek
arbitration by the International Center for Settlement of
Investment Disputes, after Venezuela seized control of its plants
as a deadline for negotiating terms for their takeover expired.

Cemex SAB, the report relates, called the confiscation a "flagrant
violation" of Venezuela's constitution and its expropriation laws.

According to the report, Cemex has said Venezuela's offer of
US$650 million for its local operations "significantly undervalues
its business in Venezuela."

                           About Cemex

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

                          *     *     *

As reported by the Troubled Company Reporter - Latin America on
Novermber 26, 2008, Fitch Ratings has downgraded these ratings of
Cemex, S.A.B. de C.V. and related entities:

-- Cemex foreign currency Issuer Default Rating to 'BB+' from
    'BBB-';

-- Cemex local currency IDR to 'BB+' from 'BBB-';

-- Cemex Espana S.A. (Cemex Espana) IDR to 'BB+' from 'BBB-';

-- Senior unsecured debt obligations of Cemex and Cemex Espana
    to 'BB+' from 'BBB-';

-- Rinker Materials Corporation US$150 million senior unsecured
    notes due 2025 to 'BB+' from 'BBB-';

-- Cemex long-term national scale rating to 'AA-(mex)' from
    'AA+(mex)';

-- Cemex short-term national scale rating to 'F1(mex)' from
    'F1+(mex)';

The Rating Outlook is Negative.


FERROCARRIL MEXICANO: Cuts Debt With MXP1.2 Billion Payment
-----------------------------------------------------------
Ferrocarril Mexicano SAB de CV, a unit of Grupo Mexico, was paying
off MXP1.2 billion (US$88 million) in commercial paper to reduce
the company's overall debt load, Mica Rosenberg of Reuters
reports.

With the payment, the report relates, the company said its debt
due in 2009 is US$8 million.

According to the report, the railroad has MXP1 billion
(US$73 million) in debt due in 2014 and MXP1.5 billion
(US$110 million) in 2022.

The report notes, Grupo Mexico's total consolidated debt at the
close of the third quarter was US$1.882 billion, but with a cash
and bank balance of US$2.701 billion the company had an equivalent
of US$818 million in cash.

                       About Grupo Mexico

Grupo Mexico SA de C.V. -- http://www.grupomexico.com/--
through its ownership of Asarco and the Southern Peru Copper
Company, is the world's third largest copper producer, fourth
largest silver producer and fifth largest producer of zinc and
molybdenum.

                    About Ferrocarril Mexicano

Ferrocarril Mexicano SAB de CV -- http://www.ferromex.com.mx/ --
is a Mexico-based company engaged in the rails transportation
sector.  It specializes in intermodal freight transport services
and auxiliary services, including the transport of passengers and
automotive terminal services, among others.  The company's
operations are divided into eight business segments: agriculture,
industrial products, metals and minerals, automotive services,
cement, chemicals and fertilizers, intermodal and energy
transportation.  The company is a subsidiary of Grupo Ferroviario
Mexicano, SA de CV, an indirect subsidiary of Grupo Mexico SAB de
CV.


METROFINANCIERA SA: Fitch Puts Low-B IDR Ratings on Watch Evolving
------------------------------------------------------------------
Fitch Ratings has placed Metrofinanciera S.A. de C.V.'s Issuer
Default Ratings and credit ratings on Rating Watch Evolving:

  -- Foreign and Local Currency Long-term IDR at 'B+';

  -- Foreign and Local Currency Short-term IDR at 'B';

  -- Support Rating at '4';

  -- Support Rating Floor at 'B+';

  -- Long-term national-scale issuer rating, including local long-
     term unsecured debt issues at 'BBB(mex)';

  -- Short-term national-scale issuer rating, including local
     short-term unsecured debt issues at 'F3(mex)'.

Fitch has also affirmed these ratings:

  -- US$100 million 11.25% perpetual non-cumulative subordinated
     step-up notes at 'C/RR6';

  -- Individual Rating at 'F'.

The ratings are currently driven by Fitch's expectation that
support will continue to be provided by the development bank
Sociedad Hipotecaria Federal.  In turn, Metro's Individual rating
remains at 'F', which indicates that its financial condition is
distressed, and that it would have defaulted absent the external
support of SHF and its shareholders.

The Rating Watch Evolving reflects the current uncertainty
surrounding the ongoing restructuring of Metro. Metro's issuer,
support and unsecured debt ratings reflect Fitch's view that SHF
support will continue to be forthcoming to Metro.  Fitch has
indicated in the past that such support was likely, and it has
proven critical for Metro's continued operations.  The company's
financial condition remains undoubtedly fragile, and the process
to strengthen its financial profile and restore its business
prospects faces important challenges ahead, especially the need to
complete a debt restructuring process amidst a difficult
environment in the capital markets.

In its recent disclosure of results through Sept. 30, 2008, Metro
disclosed that, in its role as collecting agent for loans which it
had securitized, it had collected roughly MXP 4.2 billion of loan
repayments that were improperly withheld from the securitization
trusts to which they were due; these trusts contain bridge loan
transactions as security.  As a result, Fitch recently downgraded
the ratings of the affected trusts, with the senior notes now at
the same level as Metro's ratings.  Given the operational
deficiencies that had been highlighted in the past, and the recent
disclosure of the extent of these, the ratings of the remaining
trusts, which contain residential mortgage loans, were placed on
Rating Watch Negative.

As a result of the disclosures noted above, Metro has undertaken
external audits, to be concluded within 90 days, focusing on the
asset quality of its loans, the valuation of the assets held in
its land bank, and on the internal operating procedures related to
its role as collecting agent for the trusts.  The results of these
audits will be critical to assess the shape and extent of the
restructuring the entity will face if it is to return to a stand-
alone viable entity.

As it has said consistently, Fitch continues to believe that the
SHF will continue to provide the support required to avoid a
default of Metro's debt obligations in the local capital markets,
given its stated interest in continuing to assure their smooth
functioning as a source of financing for the socially important
housing sector.  These obligations have been Metro's principal
funding source, and total roughly MXP 4.47 billion.

Metro is also in discussions with creditors considering the
possibility of restructuring certain secured and unsecured
interbank facilities, totaling about MXP 4.4 billion on Sept. 30,
2008.  Fitch is concerned that such restructuring could eventually
take the form of a Distressed Debt Exchange under Fitch's
criteria.  A DDE occurs when the terms of the restructured debt
represent a material reduction vis-a-vis the original terms, or
when such restructuring is coercive or de facto necessary even if
technically voluntary.  A material reduction in terms would arise
from any among several events, such as a reduction in principal
amount or in coupon/interest; significant extension of maturity
dates, such as a 'stand still' arrangement with creditors; a
contractual or structural reduction in seniority; among others.

However, mitigating factors such as coupon increases or elevation
of issue seniority could offset the potential economic loss caused
by the aforementioned and prevent the restructuring process from
being considered a DDE.  A DDE occurs because the actions aimed at
improving the issuer's financial condition are generally
associated to a reduction in terms from the creditors'
perspective.

When further details of the restructuring process are available,
Fitch will assess the rating implications of such event.  If the
proposed terms of the restructuring process are deemed a DDE,
Metro's IDRs would be immediately downgraded to 'C' and would
later be further downgraded to 'D' or 'RD' upon a successful debt
exchange, prior to the assignment of new debt ratings to the
refinanced debt obligations.  Alternatively, an eventual
restructuring may not necessarily be considered a DDE, and to the
extent to which SHF support could play an explicit role in such
restructuring, Metro's ratings could have upside potential.


* MEXICO: MXP15 Bil. Bond Buyback Flops as Officials Reject Offers
------------------------------------------------------------------
Mexico's bid to buy back as much as MXP15 billion
(US$1.1 billion) of bonds flopped as the government refused to buy
at the above-market prices offered, Valerie Rota of Bloomberg News
reported.

According to the report, bonds pared gains after the failed
auction, which undermines the government's efforts to hold down
borrowing costs amid the global financial crisis.  Investors
including pension funds held off from selling back the debt at
current market prices that would have forced them to record
losses, said Sergio Gutierrez, who manages MXP20 billion pesos in
assets at Investrust, the report relates.

"Pension funds are telling us that selling at lower prices means
recognizing losses and they would rather keep the bonds and wait
for other events that may push down yields further before
selling," the report cited Mr. Gutierrez as saying.  The offers at
above- market prices say "investors aren't in any hurry to get rid
of their debt," he added.

According to the report, Banco Santander SA said yields on the
government's 10% securities due in 2024, the country's most
actively traded bond, fell three basis point, or 0.03 percentage
point, to 8.96%, on December 3, after having fallen earlier to as
low as 8.82%, while  the bond's price rose 0.23 centavo to 108.84
centavos per peso.

Bloomberg News reports, investors offered to sell MXP8.6 billion
of the government's 8% bonds due in 2013 at an average price of
97.71838 centavos per peso.   The bond's price was 97.19 centavos
at 4:54 p.m. New York time, Dec. 3.

Meanwhile, Investors offered MXP10.3 billion of 9.5% securities
due in 2014 at an average price of 103.87597 while the bond's
price traded this afternoon at 103.13 centavos per peso.  They
offered MXP5.8 billion of 8% bonds due in 2015 at an average price
of 96.44572, while it traded at 95.49 centavos, Dec. 3, the report
says.

The buyback offer, the report notes, is part of President Felipe
Calderon's push to lower long-term lending rates after a surge in
yields hurt funds that manage investment assets of 2 million
Mexicans and the retirement savings of 39 million people.

The auction was the first in a 40 billion peso buyback plan the
government announced in October, the report says.

"The government is reading that there is no liquidity problem with
yields at these levels," Bloomberg News cited Salvador Orozco,
head of fixed-income research at Santander in Mexico City, as
saying.



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

PILGRIM'S PRIDE: Receives Approval of "First Day" Motions
---------------------------------------------------------
Pilgrim's Pride Corporation, together with certain of its wholly
owned subsidiaries, obtained approval of "first day" motions by
the United States Bankruptcy Court for the Northern District of
Texas.  The Company received interim approval to access
US$365 million of its US$450 million debtor-in-possession
financing facility arranged by Bank of Montreal as lead agent.
The DIP financing, combined with cash generated from ongoing
operations, will allow the Company to satisfy its customary
business obligations, including the timely payment of employee
wages and payments to vendors.  The final DIP hearing is scheduled
for December 17, 2008.

The Company also announced that it received Court approval to,
among other things, pay pre-petition employee wages, health
benefits, and other employee obligations during its restructuring
under Chapter 11.  Additionally, the Company is authorized to
continue to honor all of its current customer policies without
interruption, including marketing development, rebate and
prepayment programs, coupon programs, product replacement and
customer refunds.

"The Court's approval of our DIP financing and first day motions
is a positive first step toward a successful restructuring," said
Clint Rivers, president and chief executive officer.  "Throughout
this process, we will continue to operate our business without
interruption, including paying employee wages and purchasing the
goods and services necessary to serve our customers.  We have been
working hard to address the operational and financial challenges
we currently face, and this restructuring will help us not only
meet these challenges, but also enhance the efficiency of our
operations, strengthen our balance sheet and position Pilgrim's
Pride to compete more effectively in the future."

Additionally, the Company noted that the New York Stock Exchange
has suspended Pilgrim's Pride common stock as a result of the
Company's filing of its Chapter 11 petitions.  The Company's
common stock is now quoted on the Pink Sheets Electronic Quotation
Service and has been assigned the ticker symbol "PGPDQ.PK."
Information about this service is available at
http://www.pinksheets.com/

                  About Pilgrim's Pride

Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation
(NYSE: PPC) -- http://www.pilgrimspride.com/-- produces,
distributes and markets poultry processed products through
retailers, foodservice distributors and restaurants in the U.S.,
Mexico and in Puerto Rico.  In addition, the company owns 34
processing plants in the United States and 3 processing plants
n Mexico.  The processing plants are supported by 42 hatcheries,
31 feed mills and 12 rendering plants in the United States and 7
hatcheries, 4 feed mills and 2 rendering plants in Mexico.
Moreover, the company owns 12 prepared food production facilities
in the United States.  The company employs about 40,000
people and has major operations in Texas, Alabama, Arkansas,
Georgia, Kentucky, Louisiana, North Carolina, Pennsylvania,
Tennessee, Virginia, West Virginia, Mexico and Puerto Rico, with
other facilities in Arizona, Florida, Iowa, Mississippi and Utah.

Pilgrim's Pride Corporation and six other affiliates filed Chapter
11 petitions on December 1, 2008 (Bankr. N. D. of Texas, Lead Case
No. 08-45664).  Pilgrim's Pride has engaged Stephen A. Youngman,
Esq., Martin A. Sosland, Esq., and Gary T. Holzer, Esq., at Weil,
Gotshal & Manges LLP, as bankruptcy counsel.  The Debtors have
also tapped Baker & McKenzie LLP as special counsel.  Lazard
Freres & Co., LLC is the company's investment bankers and William
K. Snyder of CRG Partners Group LLC as chief restructuring
officer.  The company's claims and noticing agent is Kurtzman
Carson Consulting LLC. Pilgrim's Pride had total assets of
US$3,847,185,000, and debts of US$2,700,139,000 as of June 28,
2008.

(Pilgrim's Pride Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


PILGRIM'S PRIDE: Sec. 341 Meet of Creditors Scheduled for Jan. 30
-----------------------------------------------------------------
William T. Neary, United States Trustee for Region 7, will
convene a meeting of creditors of Pilgrim's Pride Corporation and
its affiliates on January 30, 2009, at 4:00 p.m., at Room  976,
at 1100 Commerce Street, in Dallas, Texas.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in the Debtor's bankruptcy cases.

Attendance by the Debtor's creditors at the meeting is welcome,
but not required.  The Sec. 341(a) meeting offers the creditors a
one-time opportunity to examine the Debtor's representative under
oath about the Debtor's financial affairs and operations that
would be of interest to the general body of creditors.

A notice filed with the Court said the deadline for filing proofs
of claim is set for April 30, 2009.  The Debtors have not yet
sought approval from the Court of a claims bar date in the
Chapter 11 cases.

                   About Pilgrim's Pride

Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation
(NYSE: PPC) -- http://www.pilgrimspride.com/-- produces,
distributes and markets poultry processed products through
retailers, foodservice distributors and restaurants in the U.S.,
Mexico and in Puerto Rico.  In addition, the company owns 34
processing plants in the United States and 3 processing plants
n Mexico.  The processing plants are supported by 42 hatcheries,
31 feed mills and 12 rendering plants in the United States and 7
hatcheries, 4 feed mills and 2 rendering plants in Mexico.
Moreover, the company owns 12 prepared food production facilities
in the United States.  The company employs about 40,000
people and has major operations in Texas, Alabama, Arkansas,
Georgia, Kentucky, Louisiana, North Carolina, Pennsylvania,
Tennessee, Virginia, West Virginia, Mexico and Puerto Rico, with
other facilities in Arizona, Florida, Iowa, Mississippi and Utah.

Pilgrim's Pride Corporation and six other affiliates filed Chapter
11 petitions on December 1, 2008 (Bankr. N. D. of Texas, Lead Case
No. 08-45664).  Pilgrim's Pride has engaged Stephen A. Youngman,
Esq., Martin A. Sosland, Esq., and Gary T. Holzer, Esq., at Weil,
Gotshal & Manges LLP, as bankruptcy counsel.  The Debtors have
also tapped Baker & McKenzie LLP as special counsel.  Lazard
Freres & Co., LLC is the company's investment bankers and William
K. Snyder of CRG Partners Group LLC as chief restructuring
officer.  The company's claims and noticing agent is Kurtzman
Carson Consulting LLC. Pilgrim's Pride had total assets of
US$3,847,185,000, and debts of US$2,700,139,000 as of June 28,
2008.

(Pilgrim's Pride Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


PILGRIM'S PRIDE: To Timely Pay for Goods Delivered Postpetition
---------------------------------------------------------------
Pilgrim's Pride Corp. and its debtor affiliates seek approval from
the U.S. Bankruptcy Court for the Northern District of Texas to
grant their vendors administrative expense priority status for
goods arising from postpetition deliveries.

The Debtors rely on numerous suppliers including vendors of corn,
soybean meal, and other chicken-feed ingredients, pullet chickens
and equipment.  They also rely on service providers, including
packagers, transporters, service technicians, sanitation
providers and inspectors to support their day-to-day operations
and to ensure compliance with governmental regulations
particularly those enacted by the United States Department of
Agriculture.

The Debtors' proposed counsel, Stephen A. Youngman, Esq., at
Weil, Gotshal & Manges LLP, in Dallas, Texas, relates that as a
consequence of the Debtors' Chapter 11 filing, Vendors may be
concerned that postpetition delivery of goods and services
ordered before the Petition Date will give rise general unsecured
claims against the Debtors' estates.  To that extent, Vendors may
refuse to deliver or perform the goods or services that are
subject to prepetition orders unless the Debtors either issue
substitute purchase orders or obtain a Court order affording
priority under Section 503(b) of the Bankruptcy Code to all of
their undisputed obligations arising from postpetition
deliveries, and seek authorization to pay those obligations in
the ordinary course of business.

The Debtors propose to grant pursuant to Sections 503(b) and
507(a)(2) of the Bankruptcy Code, their Vendors administrative
expense priority status for undisputed obligations arising from
postpetition deliveries.  The Debtors also seek the Court's
authority, out of abundance of caution, to satisfy their
undisputed obligations to the Vendors in the ordinary course of
the business pursuant to Section 363(c) of the Bankruptcy Code.

"The relief requested . . . will ensure a continuous supply of
goods and services that are indispensable to the Debtors'
operations," Mr. Youngman says.  He assures the Court that the
Debtors' estate will directly benefit from the postpetition
deliveries under the prepetition orders.

                   About Pilgrim's Pride

Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation
(NYSE: PPC) -- http://www.pilgrimspride.com/-- produces,
distributes and markets poultry processed products through
retailers, foodservice distributors and restaurants in the U.S.,
Mexico and in Puerto Rico.  In addition, the company owns 34
processing plants in the United States and 3 processing plants
n Mexico.  The processing plants are supported by 42 hatcheries,
31 feed mills and 12 rendering plants in the United States and 7
hatcheries, 4 feed mills and 2 rendering plants in Mexico.
Moreover, the company owns 12 prepared food production facilities
in the United States.  The company employs about 40,000
people and has major operations in Texas, Alabama, Arkansas,
Georgia, Kentucky, Louisiana, North Carolina, Pennsylvania,
Tennessee, Virginia, West Virginia, Mexico and Puerto Rico, with
other facilities in Arizona, Florida, Iowa, Mississippi and Utah.

Pilgrim's Pride Corporation and six other affiliates filed Chapter
11 petitions on December 1, 2008 (Bankr. N. D. of Texas, Lead Case
No. 08-45664).  Pilgrim's Pride has engaged Stephen A. Youngman,
Esq., Martin A. Sosland, Esq., and Gary T. Holzer, Esq., at Weil,
Gotshal & Manges LLP, as bankruptcy counsel.  The Debtors have
also tapped Baker & McKenzie LLP as special counsel.  Lazard
Freres & Co., LLC is the company's investment bankers and William
K. Snyder of CRG Partners Group LLC as chief restructuring
officer.  The company's claims and noticing agent is Kurtzman
Carson Consulting LLC. Pilgrim's Pride had total assets of
US$3,847,185,000, and debts of US$2,700,139,000 as of June 28,
2008.

(Pilgrim's Pride Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


PILGRIM'S PRIDE: Proposes to Pay Pre-Bankruptcy Dues to Growers
---------------------------------------------------------------
Pilgrim's Pride Corp. and its debtor affiliates seek approval from
the U.S. Bankruptcy Court for the Northern District of Texas to
pay prepetition amounts owed to independent contract growers.

In addition to the poultry processing arms of their businesses,
Pilgrim's Pride and its affiliates, in the ordinary course, raise
chickens for slaughter.  Specifically, the Debtors purchase
chicks, called "pullets", and deliver them to grow-out farms to be
raised over a 20-week period to become breeder hens and roosters.
After 20 weeks, hens and roosters are transported to breeder
farms.  The breeder hens are prepared for the egg laying process
over a five- week period and then produce eggs until they are 62
to 66 weeks old, at which point the breeder hens and roosters are
sold by the Debtors to third parties for slaughter.

Broiler eggs laid at breeder farms are delivered to hatcheries to
be incubated for 21 days at which time the chicks hatch and are
assigned and delivered to broiler grow-out farms.  At the broiler
grow-out farms, chicks are raised for six to ten weeks depending
on the desired size of the broiler.  When broiler chickens reach
full growth, they are caught and delivered to processing plants.

The Debtors enter into contractual growing arrangements with
those independent contracts growers.  Pursuant to the Growing
Arrangements, the Growers own and operate the farm, chicken
houses, equipment, utilities and labor required to raise and care
for the Debtors' chickens, while the Debtors provide the live
poultry as well as feed, veterinary services, technical
assistance, and the Debtors' recommendations as to the technical
aspects of efficiently growing, feeding and caring for the
chickens. In almost all cases, the Growers are independent
farmers who raise poultry solely for the Debtors.

The Debtors' general practice is to pay the Broiler Growers by
Friday the week after delivery to the Debtors a grown flock of
chickens, and the Breeder Growers on a weekly basis.  On
occasion, the Debtors also pay the Breeder Growers a "Feed
Efficiency Bonus" to the extent earned, and the Breeder Growers a
"Hatch Efficiency Bonus".

As of the November 24, 2008, the Debtors owe an aggregate of
US$600,000 to the Pullet Growers, and approximately US$2,800,000
to the Breeder Growers.  As of the same date, the Debtors owe
Broiler Growers approximately US$16,100,000.  The combined total
of outstanding payments due the Growers, as of November 24, was
approximately US$19,500,000.  Because the Broiler Growers are paid
only upon completion of a lengthy growing cycle, any one payment
by the Debtors represents a significant portion of the Broiler
Growers' annual incomes.

"It is critical to the Debtors' businesses that their live
chickens receive proper care.  Were the Growers to stop caring
for the Debtors' chickens, the Debtors' inventories would be
diminished for months.  The Debtors would be unable to meet
customer expectations and their customers would quickly find
alternative suppliers," Stephen A. Youngman, Esq., proposed
counsel to the Debtors, at Weil, Gotshal & Manges LLP, in Dallas,
Texas, maintains.

Mr. Youngman points out that many of the Debtors' major customers
regularly audit the Debtors for their compliance with industry
standards for animal welfare.  Any interruption in proper care of
the Debtors' chicken by the Growers, as well as any publicity
generated by that interruption, could endanger important
relationships with the Debtors' customers, he tells the Court.

A failure to pay the Growers may result in an inability or
unwillingness of the Growers to care for the Debtors' chickens
that are currently in the Growers' possession, Mr. Youngman tells
the Court.

                    About Pilgrim's Pride

Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation
(NYSE: PPC) -- http://www.pilgrimspride.com/-- produces,
distributes and markets poultry processed products through
retailers, foodservice distributors and restaurants in the U.S.,
Mexico and in Puerto Rico.  In addition, the company owns 34
processing plants in the United States and 3 processing plants
n Mexico.  The processing plants are supported by 42 hatcheries,
31 feed mills and 12 rendering plants in the United States and 7
hatcheries, 4 feed mills and 2 rendering plants in Mexico.
Moreover, the company owns 12 prepared food production facilities
in the United States.  The company employs about 40,000
people and has major operations in Texas, Alabama, Arkansas,
Georgia, Kentucky, Louisiana, North Carolina, Pennsylvania,
Tennessee, Virginia, West Virginia, Mexico and Puerto Rico, with
other facilities in Arizona, Florida, Iowa, Mississippi and Utah.

Pilgrim's Pride Corporation and six other affiliates filed Chapter
11 petitions on December 1, 2008 (Bankr. N. D. of Texas, Lead Case
No. 08-45664).  Pilgrim's Pride has engaged Stephen A. Youngman,
Esq., Martin A. Sosland, Esq., and Gary T. Holzer, Esq., at Weil,
Gotshal & Manges LLP, as bankruptcy counsel.  The Debtors have
also tapped Baker & McKenzie LLP as special counsel.  Lazard
Freres & Co., LLC is the company's investment bankers and William
K. Snyder of CRG Partners Group LLC as chief restructuring
officer.  The company's claims and noticing agent is Kurtzman
Carson Consulting LLC. Pilgrim's Pride had total assets of
US$3,847,185,000, and debts of US$2,700,139,000 as of June 28,
2008.

(Pilgrim's Pride Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).



===============
X X X X X X X X
===============

* BOND PRICING: For the Week December 1 - December 5, 2008
----------------------------------------------------------

Issuer                  Coupon    Maturity   Currency   Price
------                  ------    --------   --------   -----

   ARGENTINA
   ---------
Alto Palermo SA          7.875    05/11/17     USD      35.15
Argent-DIS               7.820    12/31/33     ARS      17.11
Argent-DIS               8.820    12/31/33     ARS      26.00
Argent-Par               0.630    12/31/38     ARS      20.75
Argentina-NGB            2.000    02/04/18     ARS      38.70
Argnt-Bocon PRE8         2.000    01/03/10     ARS      55.95
Argnt-Bocon PR11         2.000    12/03/10     ARS      35.34
Argnt-Bocon PRE9         2.000    03/15/24     ARS      56.07
Argnt-Bocon PR12         2.000    01/03/16     ARS      46.17
Argnt-Bocon PR13         2.000    03/15/24     ARS      16.89
Arg Boden                2.000    09/30/14     ARS      33.96
Arg Boden                7.000    10/03/15     USD      25.76
Autopistas Del Sol      11.500    05/23/17     USD      19.96
Banco Hipot SA           9.750    11/16/10     USD      35.50
Banco Hipot SA           9.750    04/27/16     USD      31.31
Bonar X                  7.000    04/17/17     USD      31.10
Argentina DIS          5.830    12/31/33     ARS      52.07
Banco Macro SA           8.500    02/01/17     USD      48.42
Banco Macro SA          10.750    06/07/12     USD      30.92
Bonar V                  7.000    03/28/11     USD      39.68
Bonar VII                7.000    09/12/13     USD      28.04
Bonar ARG $ V           10.500    06/12/06     ARS      35.33
Buenos-$DIS              9.250    04/15/17     USD      18.45
Buenos-$DIS              8.500    04/15/17     USD      18.50
Buenos Aire Prov         9.625    04/18/28     USD      19.53
Buenos Aire Prov         9.625    04/18/28     USD      19.44
Emp Distrib Nort        10.500    10/09/17     USD      38.00
Industrias Metal        11.250    10/22/14     USD      46.00
Inversiones y Rep        8.500    02/02/17     USD      39.57
Loma Negra Ciasa         7.250    03/15/13     USD      61.75
Mastellone Herma         8.000    06/30/12     USD      19.95
Mendoza Province         5.500    09/04/18     USD      30.87
Pan America              7.750    02/09/12     USD      69.96
Petrobras Energi         5.875    05/15/17     USD      68.01
Telefonica Argen         8.850    08/01/11     USD      72.43
Transener                8.87     12/15/16     USD      30.10
Trasport De Gas          7.875    05/14/17     USD      47.00
Xstrata Capital          4.000    08/14/17     USD      55.62
YPF SA                  10.000    11/02/28     USD      74.51

   BRAZIL
   ------
Arantes International    10.250    06/19/13      USD        31.00
Banco BMG                7.250    05/23/11     USD      66.00
Banco BMG SA             9.150    01/15/16     USD      62.14
Banco Cruzeiro          10.750    11/24/16     USD      72.11
Banco Ind E Com          9.750    03/03/16     USD      42.55
Banco Mercantil          7.750    05/08/12     USD      67.05
Barion Funding           0.100    12/20/56     USD       5.23
Bertin Ltda             10.250    10/05/16     USD      48.59
Bertin Ltda             10.250    10/05/16     USD      47.75
Braskem SA               9.000    04/29/49     USD      60.37
Braskem SA               9.750    06/29/49     USD      69.00
Braskem SA               8.000    01/26/17     USD      74.25
BR Malls Int Fi          8.500    04/15/17     EUR      61.01
Cosan Finance            7.000    02/01/17     USD      62.50
Cosan SA Industria       8.250    02/28/49     USD      46.57
JBS SA                  10.500    08/04/16     USD      62.00
Independencia In         9.875    05/15/15     USD      43.00
Independencia In         9.875    01/31/17     USD      42.12
Lehman Brothers         10.000    03/20/09     EUR       5.00
Mazarin FDG Limited      0.100    09/20/68     USD       3.17
National Steel           9.875    05/29/49     USD      57.50
Net Servicos             9.250    11/29/49     USD      69.12
Soc Gen Accept           0.750    12/21/11     EUR      40.06
Soc Gen Accept           8.000    12/20/13     EUR      24.79
Soc Gen Accept           7.000    02/27/13     EUR      15.52
Soc Gen Accept          14.000    04/09/09     EUR      44.75
Soc Gen Accept          17.750    01/05/09     EUR      20.09
Suntech Power            0.250    02/15/12     USD      64.68
RBS-Zero Hora Ed        11.250    06/15/17     BRL      49.70
Rede Empresas           11.125    04/29/49     USD      47.91
Rede Empresas           11.125    04/29/49     USD      39.05
Vigor                    9.250    02/23/17     USD      48.89

   CAYMAN ISLANDS
   --------------
801 Grand B-2            1.225    09/20/16     USD      69.50
Agile Property           9.000    09/22/13     USD      50.55
Aig Sunamerica           5.625    02/01/12     GBP      69.80
Aig Sunamerica           5.375    02/01/12     GBP      60.70
Ambev Intl Finan         9.500    07/24/17     BRL      70.00
Apex Silver              2.875    03/15/24     USD       2.40
Apex Silver              4.000    09/15/24     USD      12.00
Asif II                  5.125    01/28/13     GBP      67.87
Banco Brasl              9.750    07/18/17     BRL      72.50
Banco Safra CI          10.875    04/03/17     BRL      63.50
Barion Funding           0.100    12/20/56     EUR       5.23
Barion Funding           0.250    12/20/56     USD       6.47
Barion Funding           0.250    12/20/56     USD       6.47
Barion Funding           0.250    12/20/56     USD       6.47
Barion Funding           0.250    12/20/56     USD       6.47
Barion Funding           0.250    12/20/56     USD       6.47
Barion Funding           0.630    12/20/56     GBP      12.94
Barion Funding           1.440    12/20/56     GBP      23.98
BCP Finance Company      4.239    10/29/49     EUR      52.88
BCP Finance Company      5.543    06/29/49     EUR      59.37
Bes Finance Limited      6.625    05/08/49     EUR      56.50
Bes Finance Limited      5.580    07/29/49     EUR      52.66
Bes Finance Limited      4.500    12/29/49     EUR      49.26
Blue City Co             1.000    11/07/13     USD      62.90
Braskem Fin Limited      7.250    06/05/18     USD      68.43
Braskem Fin Limited      7.250    06/05/18     USD      66.75
China Med Tech           4.000    08/15/13     USD      39.93
China Properties         9.125    05/04/14     USD      39.02
Country Garden           2.500    02/22/13     CNY      38.05
Dasa Finance             8.750    05/29/18     USD      68.00
DP World Sukuk           6.250    07/02/17     USD      51.00
Dubai Holding Comm       4.750    01/30/14     EUR      53.00
Dubai Holding Comm       6.000    02/01/17     GBP      55.92
DWR CYMN FIN             4.473    03/31/57     GBP      69.61
Embraer Overseas         6.375    01/24/17     USD      67.00
ESFG International       5.753    06/29/49     EUR      36.50
Fair Vantage Ltd         1.000    06/03/13     GBP      61.21
Gol Finance              7.500    04/03/17     USD      43.00
Gol Finance              7.500    04/03/17     USD      46.50
Gol Finance              8.750    04/29/17     USD      30.50
Greentown China          9.000    11/08/13     USD      30.50
Ja Solar Hold Company    4.500    05/15/13     USD      33.00
Lupatech Finance         9.875    07/29/49     USD      50.25
Mafrig Overseas          9.635    11/16/16     USD       48.02
Mazarin Fdg Ltd          0.250    09/20/68     EUR       4.73
Mazarin Fdg Ltd          0.250    09/20/68     USD       4.73
Mazarin Fdg Ltd          0.250    09/20/68     USD       4.73
Mazarin Fdg Ltd          0.250    09/20/68     USD       4.73
Mazarin Fdg Ltd          0.250    09/20/68     USD       4.73
Mazarin Fdg Ltd          0.630    09/20/68     GBP      10.83
Mazarin Fdg Ltd          1.440    09/20/68     GBP      22.15
Minerva Overse           9.500    02/01/17     USD      45.50
Mizuho Capital I         5.020    06/29/49     EUR      60.46
Mizuho Capital INV I     6.686    03/29/49     EUR      61.16
Mufg Cap Fin1            6.346    07/29/49     EUR      72.30
Mufg Cap Fin2            4.850    07/29/49     EUR      56.91
Mufg Cap Fin4            5.271    01/29/49     EUR      56.98
Mufg Cap Fin5            6.299    01/25/49     GBP      54.37
New Asat Finance         9.250    02/01/11     USD      6.26
Parkson Retail           7.125    05/30/12     USD      58.00
Prince Fin Global        4.500    01/26/17     EUR      72.64
Pubmaster Fin            6.962    06/30/28     GBP      53.41
Resona PFD Glob          7.191    12/29/49     USD      46.07
Seagate Tech HDD         6.800    10/01/16     USD      60.31
Shimao Property          8.000    12/01/16     USD      40.15
Shimao Property          8.000    12/01/16     USD      39.00
SMFG Preferred           6.078    01/29/49     USD      70.98
SMFG Preferred           6.164    01/29/49     USD      69.30
SMFG Preferred           6.164    01/29/49     USD      47.97
Subsea                   2.800    06/06/11     USD      64.24
Suntech Power            3.000    03/15/13     USD      24.50
Tam Capital Inc.         7.375    04/25/17     USD      46.43
Tam Capital Inc.         7.375    04/25/17     USD      49.05
TMB Bank PCL/CI          7.750    05/29/49     USD      54.73
Transocean Inc.          1.500    12/15/37     USD      71.07
Trina Solar Limited      4.000    07/15/13     USD      33.55
UOB Cayman Limited      5.796     12/29/49     USD      64.84
Vestel Elec Fin          8.750    05/09/12     USD      38.89
Vontobel Cayman         11.350    01/23/09     USD      73.00
Vontobel Cayman         17.900    01/23/09     USD      48.60
Vontobel Cayman         11.300    04/24/09     USD      57.60
Vontobel Cayman         10.650    02/27/09     USD      52.40
Vontobel Cayman         10.550    02/27/09     USD      47.20
Xinao Gas Holdings       7.375    08/05/12     USD      64.50
XL Capital Limited       6.500    12/31/49     USD      25.62

   DOMINICAN REPUBLIC
   ------------------
Dominican Republic       8.625    01/23/18     USD      50.36
Dominican Republic       9.040    01/23/18     USD      59.68


   ECUADOR
   -------
Rep of Ecuador          12.000    11/15/12     USD      27.37
Rep of Ecuador           9.375    12/15/15     USD      28.25

  EL SALVADOR
  -----------
El Salvador Rep          8.250    04/10/32     USD      60.25
El Salvador Rep          7.625    09/21/34     USD      67.75
El Salvador Rep          7.650    06/15/35     USD      57.68

   JAMAICA
   -------
Jamaica Govt LRS         7.500    10/06/12     JMD      72.59
Jamaica Govt             8.000    06/24/19     USD      68.16
Jamaica Govt             8.000    03/15/39     USD      54.27
Jamaica Govt             8.500    02/28/36     USD      69.00
Jamaica Govt             9.250    10/17/25     USD      71.50
Jamaica Govt LRS        12.750    06/29/22     JMD      68.02
Jamaica Govt LRS        12.750    06/29/22     JMD      68.04
Jamaica Govt LRS        12.850    05/31/22     JMD      69.60
Jamaica Govt LRS        13.375    12/15/21     JMD      71.56
Jamaica Govt LRS        13.375    04/27/32     JMD      66.94
Jamaica Govt LRS        13.375    04/27/32     JMD      66.94
Jamaica Govt LRS        13.375    04/27/32     JMD      74.62
Jamaica Govt            14.000    10/27/14     EUR      74.98

    MEXICO
    ------
Mer Lynch Int CV         8.000    01/30/09     CHF      56.80
Mer Lynch Int CV        10.760    03/16/09     CHF      35.97
Mer Lynch Int CV        11.200    03/16/09     CHF      27.61
Mer Lynch Int CV        11.330    03/16/09     CHF      66.00
Mer Lynch Int CV        11.400    03/16/09     CHF      58.77
Mer Lynch Int CV        11.540    03/16/09     CHF      73.12
Mer Lynch Int CV        11.660    03/16/09     CHF      12.72
Mer Lynch Int CV        11.720    03/16/09     CHF      28.15
Mer Lynch Int CV        11.730    03/16/09     CHF      74.71
Mer Lynch Int CV        12.200    03/16/09     CHF      22.08
Mer Lynch Int CV        12.460    03/16/09     CHF      29.90
Mer Lynch Int CV        12.760    03/16/09     CHF      24.38
Mer Lynch Int CV        13.100    03/16/09     CHF      42.11
Mer Lynch Int CV        13.280    03/16/09     CHF      12.19
Mer Lynch Int CV        13.720    03/16/09     CHF      55.15
Mer Lynch Int CV        14.530    03/16/09     CHF      19.74
Mer Lynch Int CV        14.890    03/16/09     CHF      30.77
Mer Lynch Int CV        15.000    03/16/09     CHF      59.80
Mer Lynch Int CV        15.220    03/16/09     CHF      22.69
Mer Lynch Int CV        15.520    03/16/09     CHF      36.98
Mer Lynch Int CV        16.330    03/16/09     CHF      12.75
Mer Lynch Int CV        16.380    03/16/09     CHF      10.65
Mer Lynch Int CV        16.450    03/16/09     CHF      42.02
Mer Lynch Int CV        16.800    03/16/09     CHF      31.78
Mer Lynch Int CV        17.140    03/16/09     CHF      47.79
Mer Lynch Int CV        18.000    03/27/09     CHF      48.00
Mer Lynch Int CV        18.020    03/27/09     CHF      69.61
Mer Lynch Int CV        19.110    03/16/09     CHF      10.69
Mer Lynch Int CV        19.380    03/16/09     CHF      01.97
Mer Lynch Int CV        22.000    03/16/09     CHF      09.25
Mer Lynch Int CV        22.670    03/16/09     CHF      07.25


PUERTO RICO
  -----------
Puerto Rico Cons         6.200    05/01/17     USD      70.00
Puerto Rico Cons         6.500    04/01/16     USD      69.75

PANAMA
  ------
Wilbros Group            2.750    03/15/24     USD      58.50

URUGUAY
  -------
Uruguay                  3.700    06/26/37     UYU      41.87
Uruguay                  4.250    04/05/27     UYU      52.75
Uruguay                  5.000    09/14/18     UYU      67.12
Uruguay                  7.625    03/21/36     UYU      70.00
Uruguay                  7.875    07/15/27     UYU      73.81



   VENEZUELA
   ---------
Petroleos de Ven         5.250    04/12/17     USD      33.45
Petroleos de Ven         5.375    04/12/27     USD      29.75
Petroleos de Ven         5.500    04/12/37     USD      29.25
Venezuela                6.000    12/09/20     EUR      40.12
Venezuela                7.000    03/16/15     EUR      58.03
Venezuela                7.000    03/16/15     EUR      49.99
Venezuela                7.000    12/01/18     USD      45.00
Venezuela                7.000    03/31/38     USD      38.62
Venezuela                7.650    04/21/25     USD      43.50
Venezuela                8.500    10/08/14     USD      56.50
Venezuela                9.000    05/07/23     USD      48.50
Venezuela                9.250    09/15/27     USD      63.50
Venezuela                9.250    05/07/28     USD      49.00
Venzod - 189000          9.375    01/13/34     USD      49.00
Venzod - 189000         10.750    09/19/13     USD      66.50
Venezuela               10.750    09/19/13     USD      72.48
Venezuela               13.625    08/15/13     USD      73.00
Venezuela               05.750    02/26/16     USD      44.37



* Detroit 3 Willing to Work Under Gov't Oversight Board
-------------------------------------------------------
CEOs of General Motors Corp., Ford Motor Co., and Chrysler LLC
said on Thursday that they would be willing to put the companies
under a government oversight board's supervision to secure
financial help from the government, Josh Mitchell and Corey Boles
at The Wall Street Journal reports.

According to WSJ, Banking Committee Chairperson Christopher Dodd
asked the CEOs during a Senate hearing on Thursday whether they
would be willing to work within a structure similar to what was
established for Chrysler Corp.'s federal bailout in 1979-1980.
The report says that GM's Rick Wagoner, Ford Motor's Alan Mulally
and Chrysler's Robert Nardelli agreed that the board could have
the legal authority to dictate restructuring terms to the
companies and others including unions, suppliers, and dealers.

WSJ relates that Messrs. Wagoner, Mulally, and Nardelli admitted
that they made mistakes in their management and told the lawmakers
that they were unprepared for congressional hearings in November.
The report says that after the Congress criticized the CEOs for
not having credible plans to turn around their firms, the
executives came back with detailed turnaround plans for each of
their companies, increasing their financial aid request to
US$34 billion from US$25 billion.

According to WSJ, GM is asking for an immediate loan of about
US$4 billion to stay afloat until year-end and an additional
US$14 billion in 2009.  Chrysler, says WSJ, is asking for an
immediate loan of US$7 billion by year-end, while Ford Motor seeks
for a US$9 billion line of credit.

WSJ reports that as the Federal Reserve is expected to refuse the
automakers' requests, the Congress and the Bush administration
would decide on the matter.  WSJ relates that the Democratic
leaders have asked the Federal Reserve to review the turnaround
plans.  The report states that the central bank can lend to non-
financial companies on a fully secured basis.  Loans must be
backed by assets, and GM, Ford Motor, and Chrysler don't appear to
have collateral that would meet the criteria, according to the
report.

Sen. Dodd, WSJ states, was focusing on legislation that would
create a bridge loan for automakers, by diverting funds from an
loan program intended to help the industry retool to meet higher
fuel-economy standards.  WSJ reports that Senate Majority Leader
Harry Reid urged Sen. Dodd to move forward.  A bill supported by
Democrats that would draw on the US$700 billion market rescue fund
couldn't pass Congress, the report says, citing Sen. Reid.

Citing people familiar with the matter, James Rowley and Linda
Sandler at Bloomberg News report that GM and Chrysler executives
are considering accepting a pre-arranged bankruptcy as last resort
in securing government bailout.  According to Bloomberg, the
source said that the staff for three members of Congress have
asked restructuring experts if a pre- arranged bankruptcy, which
would be negotiated with workers, creditors, and lenders, could be
used to reorganize the industry without liquidation.

    Automakers May Cut Temporary Pay for Laid-Off Workers

Sharon Terlep at Dow Jones Newswires relates that sources said
that automakers could seek to cut temporary pay for thousands of
laid-off employees.  The United Auto Workers, says the report, is
preparing to revise labor deals reached with GM, Ford Motor, and
Chrysler in 2007, agreeing to a delay in the payment of billions
of dollars into a massive retiree health-care trust and the
termination of the jobs bank program to help the companies secure
the federal loans.

According to Dow Jones, thousands of workers who are temporarily
out of a job get supplementary unemployment benefits called SUB
from the automakers under a separate fund.  The SUB pay is less
expensive for automakers on a per-worker basis than the jobs bank,
but workers receiving the benefit have increased as the companies
cut jobs and production due to decline in sales, states the
report.


                            ***********

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.


           * * * End of Transmission * * *