TCRLA_Public/091030.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

           Friday, October 30, 2009, Vol. 10, No. 215

                            Headlines

A R G E N T I N A

FAESA SA: Creditors' Proofs of Debt Due on December 14
GASTRONOMICA GENESIS: Creditors' Proofs of Debt Due on February 16
MAVERICK SOLUTION: Creditors' Proofs of Debt Due on December 30
OLANO TOURS: Creditors' Proofs of Debt Due on December 21


B E R M U D A

GLOBAL FINANCIAL: Creditors' Proofs of Debt Due on November 12
GLOBAL FINANCIAL: Members' Final Meeting Set for December 1
PHILIP MORRIS: Creditors' Proofs of Debt Due on November 11
PHILIP MORRIS: Members' Final Meeting Set for December 2
UNOCAL BORNEO: Creditors' Proofs of Debt Due on November 12

UNOCAL BORNEO: Members' Final Meeting Set for December 2


B R A Z I L

BANCO INDUSVAL: S&P Affirms Counterparty Credit Rating at 'B+/B'
BANCO SANTANDER BRASIL: 9Mo Net Profit Up 30.3% to R$3.917 Billion
CAMAGRO CORREA: To Develop Mozambique Hydro Plant


C A Y M A N  I S L A N D S

ACTIAN MASTER: Shareholders to Hear Wind-Up Report on November 4
AEC FIXED: Shareholders to Hear Wind-Up Report on November 4
ARES VI: Shareholders to Hear Wind-Up Report on November 5
BASE 1: Shareholders to Hear Wind-Up Report on November 5
BESTINVEST FUND: Sole Shareholder Receives Wind-Up Report

BOSTON EQUITY: Shareholders to Hear Wind-Up Report on November 5
BOSTON RESEARCH: Shareholders to Hear Wind-Up Report on Nov. 5
BOSTON TECHNOLOGY: Shareholders to Hear Wind-Up Report on Nov. 5
CENTURY ASSET: Shareholders to Receive Wind-Up Report on Nov. 4
DESAROLLO INDUSTRIALES: Shareholders Receive Wind-Up Report

ESTHER 3: Final Meeting Set for December 17
FARAWAY 4: Final Meeting Set for December 17
FORTRESS HOLDINGS: Shareholders Receive Wind-Up Report
FORTRESS SUBSIDIARY: Shareholders Receive Wind-Up Report
GRACELAND 5: Final Meeting Set for December 17

HANOVER 6: Final Meeting Set for December 17
ISOLDE 7: Final Meeting Set for December 17
RIVERSOURCE VALUE: Shareholders to Hear Wind-Up Report on Nov. 5
S2 CAPITAL: Shareholders to Receive Wind-Up Report Today
SAJEN TRADING: Shareholders to Hear Wind-Up Report on November 4

SPECTRA CAPITAL: Shareholders' Final Meeting Set for November 2


G R E N A D A

GRENADA TODAY: Local Judge Appoints Liquidator


J A M A I C A

AIR JAMAICA: Takes on US$6 Million Overhaul
DIGICEL GROUP: Responds to LIME Lawsuit
LIME: Digicel Group Responds to Company's Lawsuit


M E X I C O

COMERCI: Swings to MXN136.8 Million Net Profit in Third Quarter
GRUMA SAB: Records MXN45 Million Net Profit in Third Quarter
VITRO SAB: Discloses Third Quarter Unaudited Results
SERVICIOS CORPORATIVOS: Launches Consent Solicitation for Notes


V E N E Z U E L A

GOLD RESERVE: Venezuela Takes Over Brisas Mine Site
PETROLEOS DE VENEZUELA: Still Owes US$4.5BB to Service Providers


                         - - - - -


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


FAESA SA: Creditors' Proofs of Debt Due on December 14
------------------------------------------------------
The court-appointed trustee for Faesa S.A.'s bankruptcy
proceedings will be verifying creditors' proofs of claim until
December 14, 2009.

The trustee will present the validated claims in court as
individual reports on February 15, 2010.  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.

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

A general report that contains an audit of the company's
accounting and banking records will be submitted in court on
March 31, 2010.


GASTRONOMICA GENESIS: Creditors' Proofs of Debt Due on February 16
------------------------------------------------------------------
The court-appointed trustee for Gastronomica Genesis S.R.L.'s
reorganization proceedings will be verifying creditors' proofs of
claim until February 16, 2010.

The trustee will present the validated claims in court as
individual reports on April 20, 2010.  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.

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

A general report that contains an audit of the company's
accounting and banking records will be submitted in court on
June 14, 2010.

Creditors will vote to ratify the completed settlement plan
during the assembly on November 29, 2010.


MAVERICK SOLUTION: Creditors' Proofs of Debt Due on December 30
---------------------------------------------------------------
The court-appointed trustee for Maverick Solution S.R.L.'s
bankruptcy proceedings will be verifying creditors' proofs of
claim until December 30, 2009.

The trustee will present the validated claims in court as
individual reports on March 13, 2010.  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.

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

A general report that contains an audit of the company's
accounting and banking records will be submitted in court on
April 28, 2010.


OLANO TOURS: Creditors' Proofs of Debt Due on December 21
---------------------------------------------------------
The court-appointed trustee for Olano Tours Transportes S.R.L.'s
bankruptcy proceedings will be verifying creditors' proofs of
claim until December 21, 2009.

The trustee will present the validated claims in court as
individual reports on March 29, 2010.  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.

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

A general report that contains an audit of the company's
accounting and banking records will be submitted in court on
June 1, 2010.


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


GLOBAL FINANCIAL: Creditors' Proofs of Debt Due on November 12
--------------------------------------------------------------
The creditors of Global Financial Solutions Limited are required
to file their proofs of debt by November 12, 2009, to be included
in the company's dividend distribution.

The company commenced wind-up proceedings on October 28, 2009.

The company's liquidator is:

          Robin J. Mayor
          Clarendon House, Church Street
          Hamilton, Bermuda


GLOBAL FINANCIAL: Members' Final Meeting Set for December 1
-----------------------------------------------------------
The members of Global Financial Solutions Limited will hold their
final general meeting on December 1, 2009, at 9:30 a.m., to
receive the liquidator's report on the company's wind-up
proceedings and property disposal.

The company commenced wind-up proceedings on October 28, 2009.

The company's liquidator is:

          Robin J. Mayor
          Clarendon House, Church Street
          Hamilton, Bermuda


PHILIP MORRIS: Creditors' Proofs of Debt Due on November 11
-----------------------------------------------------------
The creditors of Philip Morris Capital (Bermuda) Ltd. are required
to file their proofs of debt by November 11, 2009, to be included
in the company's dividend distribution.

The company commenced wind-up proceedings on October 26, 2009.

The company's liquidator is:

          Robin J. Mayor
          Clarendon House, Church Street
          Hamilton, Bermuda


PHILIP MORRIS: Members' Final Meeting Set for December 2
--------------------------------------------------------
The members of Philip Morris Capital (Bermuda) Ltd. will hold
their final general meeting on December 2, 2009, at 9:30 a.m., to
receive the liquidator's report on the company's wind-up
proceedings and property disposal.

The company commenced wind-up proceedings on October 26, 2009.

The company's liquidator is:

          Robin J. Mayor
          Clarendon House, Church Street
          Hamilton, Bermuda


UNOCAL BORNEO: Creditors' Proofs of Debt Due on November 12
-----------------------------------------------------------
The creditors of Unocal Borneo Utara, Ltd. are required to file
their proofs of debt by November 12, 2009, to be included in the
company's dividend distribution.

The company commenced wind-up proceedings on October 26, 2009.

The company's liquidator is:

          Gary R. Pitman
          Chevron House, 11 Church Street
          Hamilton, Bermuda


UNOCAL BORNEO: Members' Final Meeting Set for December 2
--------------------------------------------------------
The members of Unocal Borneo Utara, Ltd. will hold their final
general meeting on December 2, 2009, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced wind-up proceedings on October 26, 2009.

The company's liquidator is:

          Gary R. Pitman
          Chevron House, 11 Church Street
          Hamilton, Bermuda


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


BANCO INDUSVAL: S&P Affirms Counterparty Credit Rating at 'B+/B'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
'B+/B' global scale counterparty credit rating and its
'brBBB+/brA-3' Brazil national scale counterparty credit rating on
Banco Indusval S.A.  The outlook is revised to positive from
stable.

"The outlook change reflects the bank's stronger financial profile
due to its prudent liquidity management (cash and money-market
instruments accounted for 43% of the bank's assets in June 2009)
and greater funding stability with the use of Fundo Garantidor de
Credito-insured time deposits," said Standard & Poor's credit
analyst Marcelo Peixoto.  This helped stretch the bank's funding
tenor to an average of 14 months.

The ratings on Banco Indusval S.A. incorporate the risks related
to its limited business profile as a small bank attending to
basically one business segment--small and midsize enterprises.
Indusval is also challenged to recover its historical
profitability by expanding its loan portfolio and adequately
managing its credit risk.  The rating benefits from Indusval's
prudent risk management strategy and its consistent track record
in its core business: collateral-backed loans to SMEs.

Although funding volatility remains a concern for Indusval and for
niche banks in general, the bank's financial profile improved
substantially when it took advantage of the new FGC-guaranteed
time deposits (DPGE), extending the average tenor of its funding,
improving its overall profile and stability of resources.
Deposits are still the bank's main source of funding (67%),
followed by foreign borrowings (21%) and domestic onlendings
(12%).  Deposits from institutional investors (55% of total
deposits) continue to be a concern because of their potential
volatility.  However, DPGE partially mitigated this risk as
deposits are issued with long terms and are not liquid until
maturity.  DPGE already represents 36% of Indusval's total
deposits, with a comfortable average tenor of 607 days to fund a
credit portfolio that is basically short-term (average tenor of
388 days).

The positive outlook incorporates S&P's expectation that Indusval
will be able to manage credit risk adequately and gradually show
better asset quality and better returns.  It also reflects S&P's
expectation that the bank will maintain adequate asset-liability
management.  S&P could raise the ratings if Indusval can resume
loan growth without relaxing its credit risk-management practices
and thus significantly improve its asset quality metrics.  S&P
would also need to see the bank recover its profitability track
record of 2.0%-3.0% ROAA.  S&P could affirm the ratings if the
bank fails to grow its loan portfolio with adequate asset quality
or better profitability.


BANCO SANTANDER BRASIL: 9Mo Net Profit Up 30.3% to R$3.917 Billion
------------------------------------------------------------------
Banco Santander (Brasil) S.A. reported net profit of R$3.917
billion in the first nine months of 2009, an increase of 30.3%
compared to the R$3.007 billion recorded in the same period last
year, according to International Financial Reporting Standards.
This evolution was better than in the first half of 2009, when
profit growth over 2008 totaled 13%.

The company is releasing its financial statements under IFRS
before the mandatory implementation of these standards on
December 31, 2010, in accordance with CMN Resolution 3786 of
September 31, 2009.

The company's net interest income in the first nine months was the
17.8% year-on-year growth in net interest income (or R$2.47
billion), mainly driven by the 16.8% increase in average credit
volume in the same period.  The expenses, on the other hand, fell
by 3.6% year-on-year, with capture of synergies related to the
integration process.

Performance indicators were also favorable in 9M09: the efficiency
ratio reached 34.4%, down 8.3 percentage points compared with the
same period of 2008, while the recurrence ratio (fees/expenses)
stood at 56.8%, an increase of 2.3 percentage points in 12 months.
ROE (adjusted by goodwill)) increased by 3.3 percentage points in
the same period to 21.2%.

On 3Q09 the BIS ratio reached 17.8% and coverage ratio 101%,
showing a sound balance sheet.

The total credit portfolio closed September at R$132.9 billion,
3.7% up on the R$128.2 billion recorded between January and
September last year, also impacted by the exchange variation on
the portfolio in U.S. dollars.  Loan to individuals was the period
highlight, recording growth of 13% to R$42.4 billion, fueled by
credit cards (+22.2%), payroll loans (+44.2%) and mortgages
(+41.8%). Loans to large companies totaled R$35.3 billion, up 5.7%
year-on-year. On the other hand, loans to small and medium-sized
businesses fell by 2.1% in 12 months, partially due to lower
demand caused by the financial crisis.

Total deposits fell by 2.6% in 12 months and recorded a small
decline of 2.3% in the quarter due to less need for market funding
to finance portfolio growth.  Savings were the deposit highlight,
increasing by 19.5% in 12 months, thanks to the increased
attractiveness of such investments in a scenario of falling
interest rates.  Demand deposits increased by 3.1% in 12 months
and fell 3.4% in the quarter.

Investment funds recorded 12-month and quarterly growth of 8.8%
and 8.9%, respectively, also due to the recovery of the
attractiveness by achieving higher yields in an environment of
lower interest rates and stock market up.

Under Brazilian accounting standards, adjusted net income totaled
R$2.914 billion in the first nine months (excluding, specially,
the amortization of goodwill from the acquisition of Banco Real),
30.7% up year-on-year.

                 About Banco Santander (Brasil)

Banco Santander Brasil SA attracts deposits and offers retail,
commercial and private banking, and asset management services.
The bank offers consumer credit, mortgage loans, lease financing,
mutual funds, insurance, commercial credit, investment banking
services, and structured finance.

                           *     *    *

As of September 3, 2009, the company continues to carry Moody's
"Ba2" Foreign LT bank Deposits rating.


CAMAGRO CORREA: To Develop Mozambique Hydro Plant
-------------------------------------------------
Camargo Correa SA said that a new $2 billion 1,500 megawatt hydro-
power station in Mozambique was expected to produce its first
power in 2015, Wendell Roelf at Reuters reports, citing company
chairman Vitor Hallack.  The report relates that the company was
the developer of Project Mphanda Nkuwa on the banks of the
Zambezi, leading a group of companies including Mozambique's
electricity company EDM.

"On the first stage we contemplate 1,500 megawatts of energy to be
generated, with investments of about $2 billion," Mr. Nkuwa told
Reuters on an interview.  "If everything goes according to the
preliminary schedule . . . we should start construction by 2011
and have first power produced by 2015," he added.

According to the report, Mr. Nkuwa said that the second phase of
the project, which would represent an additional 1,000 megawatts
could cost around US$500 million.

                      About Camargo Correa

Camargo Correa SA is one of the largest private industrial
conglomerates in Brazil.  The company is a holding company with
interests in cement, engineering and construction, textiles,
footwear and sportswear manufacturing.  It also owns non-
controlling equity interests in the energy, transportation
(highway concessions) and steel businesses.  During the last
12 months through June 2007, Camargo Correa had net sales of
BRL9.2 billion and EBITDA of BRL1.4 billion.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
September 24, 2009, Standard & Poor's Ratings Services said that
it affirmed its 'BB' long-term corporate credit rating on Camargo
Correa S.A. and on CCSA's cement company Camargo Correa Cimentos
S.A. (CCC).  S&P removed the ratings from CreditWatch Negative
where they were placed Feb. 2, 2009.  The outlook is negative.


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


ACTIAN MASTER: Shareholders to Hear Wind-Up Report on November 4
----------------------------------------------------------------
The shareholders of Actian Master Fund Ltd. will hold their final
meeting on November 4, 2009, at 10:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

           Victor Murray
           c/o Maples Finance Limited
           PO Box 1093, Boundary Hall
           Grand Cayman KY1-1102 Cayman Islands


AEC FIXED: Shareholders to Hear Wind-Up Report on November 4
------------------------------------------------------------
The shareholders of AEC Fixed Income Fund, Ltd. will hold their
final meeting on November 4, 2009, at 10:00 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

          Jess Shakespeare
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


ARES VI: Shareholders to Hear Wind-Up Report on November 5
----------------------------------------------------------
The shareholders of Ares VI CLO Ltd. will hold their final meeting
on November 5, 2009, at 10:40 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

The company's liquidator is:

          Jess Shakespeare
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


BASE 1: Shareholders to Hear Wind-Up Report on November 5
---------------------------------------------------------
The shareholders of Base 1 Fund will hold their final meeting on
November 5, 2009, at 10:30 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

The company's liquidator is:

          Jess Shakespeare
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


BESTINVEST FUND: Sole Shareholder Receives Wind-Up Report
---------------------------------------------------------
On October 28, 2009, the sole shareholder of Bestinvest Fund
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

           K.D. Blake
           c/o Ann Smith
           Telephone: 345-914-4383
           Facsimile: 345-949-7164
           P.O. Box 493, Grand Cayman KY1-1106
           Cayman Islands
           Telephone: 345-949-4800
           Facsimile: 345-949-7164


BOSTON EQUITY: Shareholders to Hear Wind-Up Report on November 5
----------------------------------------------------------------
The shareholders of Boston Equity Fund Inc. will hold their final
meeting on November 5, 2009, at 10:45 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

          Jess Shakespeare
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


BOSTON RESEARCH: Shareholders to Hear Wind-Up Report on Nov. 5
--------------------------------------------------------------
The shareholders of Boston Research Fund Inc. will hold their
final meeting on November 5, 2009, at 10:45 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

          Jess Shakespeare
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


BOSTON TECHNOLOGY: Shareholders to Hear Wind-Up Report on Nov. 5
----------------------------------------------------------------
The shareholders of Boston Technology Opportunities Fund Inc. will
hold their final meeting on November 5, 2009, at 10:45 a.m., to
receive the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

          Jess Shakespeare
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


CENTURY ASSET: Shareholders to Receive Wind-Up Report on Nov. 4
---------------------------------------------------------------
The shareholders of Century Asset Funding Corporation will hold
their final meeting on November 4, 2009, at 10:00 a.m., to receive
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

          Jess Shakespeare
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


DESAROLLO INDUSTRIALES: Shareholders Receive Wind-Up Report
-----------------------------------------------------------
On October 28, 2009, the shareholders of Desarollo Industriales
Cayman, LLC received the liquidator's report on the company's
wind-up proceedings and property disposal.

The company's liquidator is:

          Rick L. Klingensmith
          835 Hamilton Street
          2nd Floor, Allentown, PA 18101
          Telephone: 610 774 7181
          Facsimile: 610 774 7376


ESTHER 3: Final Meeting Set for December 17
-------------------------------------------
The members of Esther 3 Limited will hold their final meeting on
December 17, 2009, at 10:30 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

Russell Smith is the company's liquidator.


FARAWAY 4: Final Meeting Set for December 17
--------------------------------------------
The members of Faraway 4 Limited will hold their final meeting on
December 17, 2009, at 11:00 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

Russell Smith is the company's liquidator.


FORTRESS HOLDINGS: Shareholders Receive Wind-Up Report
------------------------------------------------------
On October 29, 2009, the shareholders of Fortress Holdings
(GAGACQ) Investors Ltd. received the liquidator's report on the
company's wind-up proceedings and property disposal.

The company's liquidator is:

          Victor Murray
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


FORTRESS SUBSIDIARY: Shareholders Receive Wind-Up Report
--------------------------------------------------------
On October 29, 2009, the shareholders of Fortress Subsidiary
(GAGACQ) Investors Ltd. received the liquidator's report on the
company's wind-up proceedings and property disposal.

The company's liquidator is:

          Victor Murray
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


GRACELAND 5: Final Meeting Set for December 17
----------------------------------------------
The members of Graceland 5 Limited will hold their final meeting
on December 17, 2009, at 12:30 p.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

Russell Smith is the company's liquidator.


HANOVER 6: Final Meeting Set for December 17
--------------------------------------------
The members of Hanover 6 Limited will hold their final meeting on
December 17, 2009, at 12:00 noon, to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

Russell Smith is the company's liquidator.


ISOLDE 7: Final Meeting Set for December 17
-------------------------------------------
The members of Isolde 7 Limited will hold their final meeting on
December 17, 2009, at 11:30 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

Russell Smith is the company's liquidator.


RIVERSOURCE VALUE: Shareholders to Hear Wind-Up Report on Nov. 5
----------------------------------------------------------------
The shareholders of Riversource Value Long Short Fund, Inc. will
hold their final meeting on November 5, 2009, at 10:45 a.m., to
receive the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

          Jess Shakespeare
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


S2 CAPITAL: Shareholders to Receive Wind-Up Report Today
--------------------------------------------------------
The shareholders of S2 Capital Fund (Offshore), Ltd. will hold
their final meeting today, October 30, 2009, at 12:45 p.m., to
receive the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

          Walkers Corporate Services Limited
          Walker House, 87 Mary Street, George Town
          Grand Cayman KY1-9002, Cayman Islands


SAJEN TRADING: Shareholders to Hear Wind-Up Report on November 4
----------------------------------------------------------------
The shareholders of Sajen Trading Ltd. will hold their final
meeting on November 4, 2009, at 2:40 p.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

          Jess Shakespeare
          c/o Maples Finance Limited
          PO Box 1093, Boundary Hall
          Grand Cayman KY1-1102 Cayman Islands


SPECTRA CAPITAL: Shareholders' Final Meeting Set for November 2
---------------------------------------------------------------
The shareholders of Spectra Capital Fund LDC will hold their final
meeting on November 2, 2009, at 10:00 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

          Ramona Bowry
          Telephone: +1-345-769-3400
          Facsimile: + 1-345-769-3404
          A.R.C. Directors Ltd.
          P.O. Box 10250
          Grand Pavilion Commercial Centre
          Suite #7, 802 West Bay
          Grand Cayman KY1-1003, Cayman Islands


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G R E N A D A
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GRENADA TODAY: Local Judge Appoints Liquidator
----------------------------------------------
Grenada Judge Justice Claire Henry appointed a former accountant
as liquidator for a weekly newspaper, Grenada Today, after it lost
a libel case to former Grenada Prime Minister Keith Mitchell.

According to the report, Justice Henry said she issued the order
because the newspaper and Mr. Mitchell failed to agree on an
arrangement on paying damages.  The report relates that the former
accountant will oversee the sale of the paper's assets to
compensate Mr. Mitchell.

The report notes that the court ordered the newspaper to pay
$71,000 in libel damages.  Mr. Mitchell, the report notes, had
sued over a 2001 letter to the editor that called him corrupt and
incompetent.

Grenada Today was established in 1990 and employs nine people.


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J A M A I C A
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AIR JAMAICA: Takes on US$6 Million Overhaul
-------------------------------------------
The Jamaican government approved Air Jamaica Limited with some
US$6 million (JM$534 million) in contracts for insurance, radar
and engine repairs, but half of the cost will be reimbursed by GE
Capital Aviation Services, a leasor of air planes, Jamaica
Observer reports, citing Airline President and Chief Executive
Officer Bruce Nobles.

According to the report, national airline was given the green
signal to overhaul two engines costing US$3.2 million  The
airline, the report relates, will use US-based Pratt and Whitney
Norway Engine Centre for the three-month repair.

Air Jamaica, the report says, will also spend US$2.5 million on
procuring hull and passenger liability aviation insurance for the
period October 1 to September 30, 2010 from Ace Global Insurance;
and will spend an additional US$85,500 on war or terrorism
insurance from Aspen Insurance, spanning the same period.

Mr. Nobles, the report notes, stated that the insurance, which
covers its entire fleet and passenger load, is relatively low due
to the reduced size of the airline and also its accident-free
record.  Insurance was necessary as average payment to survivors
of an air accident today is "US$3.5 million per passenger," he
added.

"So all of the premiums Air Jamaica has paid over 40 years would
not cover the loss of one accident because we are so small we
could not cover the loss.  The insurer is willing to give us a
reasonable rate because we have a perfect safety record but they
would take a loss if there was an accident, but they would have to
pay it," the report quoted Mr. Nobles as saying.

The Observer adds that the airline also spent US$170,000 for an
emergency procurement of a weather radar transceiver from Rockwell
Collins Ltd.

                       About Air Jamaica

Headquartered in Kingston, Jamaica, Air Jamaica Limited --
http://www.airjamaica.com/-- was founded in 1969.  It flies
passengers and cargo to almost 30 destinations in the Caribbean,
Europe, and North America.  Air Jamaica offers vacation packages
through Air Jamaica Vacations.  The company closed its intra-
island services unit, Air Jamaica Express, in October 2005.  The
Jamaican government owned 25% of the company after it went private
in 1994.  However, in late 2004, the government assumed full
ownership of the airline after an investor group turned over its
75% stake.  The Jamaican government does not plan to own Air
Jamaica permanently.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
August 10, 2009, Standard & Poor's Ratings Services said that it
lowered its foreign currency corporate credit rating on Air
Jamaica Ltd. to 'CCC+' from 'B-'.  The outlook is negative.  The
rating action followed S&P's recent lowering of the long-term
sovereign credit rating on Jamaica (CCC+/Negative/C).


DIGICEL GROUP: Responds to LIME Lawsuit
---------------------------------------
Digicel Group issued a response to the lawsuit filed by Lime
(formerly Cable & Wireless Jamaica), RadioJamaica reports.

According to the report, Digicel dismissed LIME's claim as a
desperate attempt to cling on to its crumbling monopoly on the
local land-line market.  The report relates that Digicel Group
added that the action by its rival is aimed at forcing it to hike
the prices of its fixed wireless product for business customers --
a move which it has vowed to resist.

As reported in the Troubled Company Reporter-Latin America on
October 29, 2009, Gleaner/Power 106 News said that Lime filed a
lawsuit with the Fair Trading Commission against Digicel Group
over the call charges being imposed to call Digicel Group's mobile
phones from LIME landlines.  The report related that LIME is
taking issue with Digicel for allegedly increasing the rates for
LIMEís landline customers to call Digicel mobile phones.
According to the report, citing a LIME company statement, LIME
said that it is seeking US$100 million in damages for losses,
which it claims it has incurred because of Digicelís pricing
structure.  The report related that LIME said in January this
year, that Digicel Group started to charge LIMEís landline
customers as much as US$8.50 a minute to call Digicel mobile
phones.  At the same time Digicel was charging its landline
customers only four dollars per minute to call Digicel mobile
phones, LIME added.

Lime (formerly Cable & Wireless Jamaica) --
http://home.cwjamaica.com/-- is a provider of national and
international fixed line services.  The company is owned 82% by
Cable & Wireless plc. Cable & Wireless Jamaica also owns Jamaica
Digiport International Limited, a company which provides high
speed data and other telecommunications services exclusively to
freezone and offshore companies.

                     About Cable & Wireless

Headquartered in London, England, Cable & Wireless plc --
http://www.cw.com/-- is an international telecommunications
company.  The Company offers mobile, broadband and domestic and
international fixed line services to homes, small and medium-sized
enterprises, corporate customers and governments.  It operates in
39 countries through four major operations in the Caribbean,
Panama, Macau and Monaco & Islands.  It operates through two
businesses: International and Europe, Asia & US.  Its
International business operates full service telecommunications
companies through four major operations in the Caribbean, Panama,
Macau and Monaco and Islands.  Its Europe, Asia & US provides
enterprise and carrier solutions to the largest users of telecom
services across the United Kingdom, continental Europe, Asia and
the United States.  Its subsidiaries include Cable & Wireless UK,
Cable & Wireless Jamaica Ltd, Cable & Wireless Panama, SA, Cable &
Wireless (Barbados) Ltd and Monaco Telecom SAM.

                         *     *     *

According to Bloomberg data, Cable & Wireless plc continues to
carry Moody's "Ba3"long-term corporate family rating, "B1"senior
unsecured debt rating and "Ba3"probability of default rating with
a stable outlook.

The company continues to Standard & Poor's "BB-"long-term foreign
and local issuer credit ratings and "B" short-term foreign and
local issuer credit ratings.

                      About Digicel Group

Digicel Group -- http://www.digicelgroup.com-- is renowned for
competitive rates, unbeatable coverage, superior customer care, a
wide variety of products and services and state-of-the-art
handsets. By offering innovative wireless services and community
support, Digicel has become a leading brand across its 31 markets
worldwide.

Digicel is incorporated in Bermuda and now has operations in 31
markets worldwide. Its Caribbean and Central American markets
comprise Anguilla, Antigua & Barbuda, Aruba, Barbados, Bermuda,
Bonaire, the British Virgin Islands, the Cayman Islands, Curacao,
Dominica, El Salvador, French Guiana, Grenada, Guadeloupe, Guyana,
Haiti, Honduras, Jamaica, Martinique, Panama, St Kitts & Nevis,
St. Lucia, St. Vincent & the Grenadines, Suriname, Trinidad &
Tobago and Turks & Caicos. The Caribbean company also has coverage
in St. Martin and St. Barths. Digicel Pacific comprises Fiji,
Papua New Guinea, Samoa, Tonga and Vanuatu.

                           *     *     *

As of June 25, the company continues to carry these low ratings
from Moody's:

   -- LT Corp Family Rating at B2
   -- Senior Undecured Debt Rating at Caa1
   -- probability of Default at B2


LIME: Digicel Group Responds to Company's Lawsuit
-------------------------------------------------
Digicel Group issued a response to the lawsuit filed by Lime
(formerly Cable & Wireless Jamaica), RadioJamaica reports.

According to the report, Digicel dismissed LIME's claim as a
desperate attempt to cling on to its crumbling monopoly on the
local land-line market.  The report relates that Digicel Group
added that the action by its rival is aimed at forcing it to hike
the prices of its fixed wireless product for business customers --
a move which it has vowed to resist.

As reported in the Troubled Company Reporter-Latin America on
October 29, 2009, Gleaner/Power 106 News said that Lime filed a
lawsuit with the Fair Trading Commission against Digicel Group
over the call charges being imposed to call Digicel Group's mobile
phones from LIME landlines.  The report related that LIME is
taking issue with Digicel for allegedly increasing the rates for
LIMEís landline customers to call Digicel mobile phones.
According to the report, citing a LIME company statement, LIME
said that it is seeking US$100 million in damages for losses,
which it claims it has incurred because of Digicelís pricing
structure.  The report related that LIME said in January this
year, that Digicel Group started to charge LIMEís landline
customers as much as US$8.50 a minute to call Digicel mobile
phones.  At the same time Digicel was charging its landline
customers only four dollars per minute to call Digicel mobile
phones, LIME added.

Lime (formerly Cable & Wireless Jamaica) --
http://home.cwjamaica.com/-- is a provider of national and
international fixed line services.  The company is owned 82% by
Cable & Wireless plc. Cable & Wireless Jamaica also owns Jamaica
Digiport International Limited, a company which provides high
speed data and other telecommunications services exclusively to
freezone and offshore companies.

                     About Cable & Wireless

Headquartered in London, England, Cable & Wireless plc --
http://www.cw.com/-- is an international telecommunications
company.  The Company offers mobile, broadband and domestic and
international fixed line services to homes, small and medium-sized
enterprises, corporate customers and governments.  It operates in
39 countries through four major operations in the Caribbean,
Panama, Macau and Monaco & Islands.  It operates through two
businesses: International and Europe, Asia & US.  Its
International business operates full service telecommunications
companies through four major operations in the Caribbean, Panama,
Macau and Monaco and Islands.  Its Europe, Asia & US provides
enterprise and carrier solutions to the largest users of telecom
services across the United Kingdom, continental Europe, Asia and
the United States.  Its subsidiaries include Cable & Wireless UK,
Cable & Wireless Jamaica Ltd, Cable & Wireless Panama, SA, Cable &
Wireless (Barbados) Ltd and Monaco Telecom SAM.

                         *     *     *

According to Bloomberg data, Cable & Wireless plc continues to
carry Moody's "Ba3"long-term corporate family rating, "B1"senior
unsecured debt rating and "Ba3"probability of default rating with
a stable outlook.

The company continues to Standard & Poor's "BB-"long-term foreign
and local issuer credit ratings and "B" short-term foreign and
local issuer credit ratings.

                      About Digicel Group

Digicel Group -- http://www.digicelgroup.com-- is renowned for
competitive rates, unbeatable coverage, superior customer care, a
wide variety of products and services and state-of-the-art
handsets. By offering innovative wireless services and community
support, Digicel has become a leading brand across its 31 markets
worldwide.

Digicel is incorporated in Bermuda and now has operations in 31
markets worldwide. Its Caribbean and Central American markets
comprise Anguilla, Antigua & Barbuda, Aruba, Barbados, Bermuda,
Bonaire, the British Virgin Islands, the Cayman Islands, Curacao,
Dominica, El Salvador, French Guiana, Grenada, Guadeloupe, Guyana,
Haiti, Honduras, Jamaica, Martinique, Panama, St Kitts & Nevis,
St. Lucia, St. Vincent & the Grenadines, Suriname, Trinidad &
Tobago and Turks & Caicos. The Caribbean company also has coverage
in St. Martin and St. Barths. Digicel Pacific comprises Fiji,
Papua New Guinea, Samoa, Tonga and Vanuatu.

                           *     *     *

As of June 25, the company continues to carry these low ratings
from Moody's:

   -- LT Corp Family Rating at B2
   -- Senior Undecured Debt Rating at Caa1
   -- probability of Default at B2


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


COMERCI: Swings to MXN136.8 Million Net Profit in Third Quarter
---------------------------------------------------------------
Controladora Comercial Mexicana SAB de (Comerci) recorded a net
profit of MXN136.8 million (US$10.1 million) in the third quarter,
from a net loss of MXN3.79 billion a year earlier on derivatives
losses, Anthony Harrup at Dow Jones Newswires reports.  The report
relates that the company's sales in the July-September period rose
2.5% from a year earlier to MXN14.28 billion; while same-store
sales, which only compare stores in operation for at least a year,
fell 1.9%.

According to the report, the company's lower operating expenses
partially offset higher cost of sales, and operating profit rose
by 1.7% to MXN811 million.  The report relates that Ebitda rose
7.9% to MXN1.12 billion.

Dow Jones notes that the company's debt restructuring negotiations
continue.

As reported in the Troubled Company Reporter-Latin America on
July 22, 2009, Reuters said that Comerci defaulted in October
after massive derivatives losses sent its debt soaring above US$2
billion.  On Oct. 9, 2008, Comerci filed for protection under
Mexico's bankruptcy code Ley de Concurso Mercantil.

                         About Comerci

Controladora Comercial Mexicana SAB de CV a.k.a Comerci
(MXK:COMERCIUBC) --- http://www.comerci.com.mx/--- is a Mexican
holding company that, through its subsidiaries, operates several
chains of retail stores, as well as a chain of family restaurants
under the Restaurantes California brand name.  In addition, CCM
owns a 50% interest in the Costco de Mexico, a joint venture with
Costco Wholesale Corporation, which operates a chain of membership
warehouses in Mexico.  The company's store chains include
Comercial Mexicana, City Market, Mega, Bodega CM, Sumesa and
Alprecio, among others.  As of December 31, 2007, CCM operated 214
commercial units and 71 restaurants across Mexico.  The company's
retail outlets sell a variety of food items, including basic
groceries and perishables, and non-food items, which include
electronics, home furnishings, personal hygiene products and
clothing.  CCM is a parent of Tiendas Comercial Mexicana SA de CV,
Tiendas Sumesa SA de CV, Restaurantes California SA de CV and
Costco de Mexico SA de CV, among others.

                           *     *     *

As of June 19, 2009, the company continues to carry Moody's "D" LT
Issuer Credit ratings.  The company also continues to carry Fitch
Ratings' "D" LT Issuer Default ratings.


GRUMA SAB: Records MXN45 Million Net Profit in Third Quarter
------------------------------------------------------------
Gruma, S.A.B. de C.V. made a net profit of MXN45 million (US$3.3
million) in the third quarter from compared with a MXN1.77 billion
loss a year ago brought about by derivatives losses, Anthony
Harrup at Dow Jones Newswires reports.

According to the report, the company said its sales in the third
quarter rose 12% to MXN12.57 billion on a weaker peso against the
U.S. dollar and higher sales volume in Mexico; while total sales
volume rose 1% to 1.09 million tons.  The report relates that
operating profit rose 52% from the year-ago quarter, while
financial costs fell to MXN646 million from MXN2.9 billion.

As reported in the Troubled Company Reporter-Latin America on
October 23, 2009, Reuters said that Gruma SAB completed a major
debt restructuring after it racked up huge losses on currency
derivatives last year when the Mexican peso plunged against the
U.S. dollar.  According to the Reuters, the company said the deal
with its creditors converts US$738.3 million in derivatives losses
into medium and long-term debt and refinances a 5-year US$197
million syndicated loan.  The report related that the company had
previously refinanced a MXN3.37 billion (US$252 million) loan with
state development bank Bancomext in September.

                         About Gruma SAB

Headquartered in Monterrey, Mexico, Gruma, S.A.B. de C.V. --
http://www.gruma.com-- is a corn flour and tortilla producer and
distributor.  The company conducts its U.S. and European
operations principally through its subsidiary, Gruma Corporation,
which manufactures and distributes corn flour, packaged tortillas,
corn chips and related products.  As of Dec. 31, 2007, Gruma held
approximately 8.62 % of the capital stock of Grupo Financiero
Banorte, S.A.B. de C.V.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 30, 2009, Standard & Poor's Ratings Services said that its
ratings on GRUMA S.A.B. de C.V., including its 'B+' corporate
credit rating, remain on CreditWatch with negative implications,
where they were placed on Oct. 13, 2008.  S&P based that action on
its perception of GRUMA's more aggressive financial policy,
including the use of derivative instruments.


VITRO SAB: Discloses Third Quarter Unaudited Results
----------------------------------------------------
Vitro S.A.B. de C.V posted third quarter unaudited results.  Year-
over-year consolidated net sales declined 36.9 percent affected by
a 25% peso depreciation during last 12 months, lower volumes and
the deconsolidation in December 2008 of Comegua -- the Company's
glass container venture in Central America.  Consolidated EBITDA
decreased 36.7% YoY while the consolidated EBITDA margin of 14.5%
remained without change from the same period last year.  On a
comparable basis, excluding Comegua, consolidated net sales during
3Q'09 declined 31.7 percent YoY while EBITDA decreased 31.5%
during the same period.


      FINANCIAL HIGHLIGHTS*

                                    3Q'09  3Q'08  % Change
                                    -----------------------
      Consolidated Net Sales          457    724     -36.9%
        Glass Containers              241    404     -40.3%
        Flat Glass                    213    314     -32.3%
      Cost of Sales                   322    523     -38.3%
                                   ------ ------    ------
      Gross Income                    135    201     -33.1%
                                   ------ ------    ------
      Gross Margins                  29.5%  27.8%      1.7 pp
                                   ------ ------    ------
      SG&A                            103    141     -26.7%
                                   ------ ------    ------
      SG&A % of sales                22.5%  19.4%      3.1 pp
                                   ------ ------    ------
      EBIT                             32     61     -47.9%
                                   ------ ------    ------
      EBIT Margins                    6.9%   8.4%     -1.5 pp
                                   ------ ------    ------
      EBITDA                           67    105     -36.7%
        Glass Containers               65     80     -18.6%
        Flat Glass                      3     22     -85.5%
      EBITDA Margins                 14.5%  14.5%      0 pp
      Net loss                        (70)  (153)    -54.6%
                                   ------ ------    ------
      Net Income Margins            -15.2% -21.2%     +6 pp
                                   ------ ------    ------
      Total Debt                    1,458  1,456       0.1%
        Short Term Debt(1)          1,346    158     753.7%
        Long Term Debt                111  1,299     -91.4%

      Cash & Cash Equivalents(2)      112    128     -12.8%
      Total Net Debt                1,346  1,329       1.3%
                                   ------ ------    ------
      * Million US$ Nominal
      (1) Since we are not in full compliance under our
          bond indentures, the outstanding amount of
          the Senior Notes debt was reclassified from long-
          term to short-term
      (2) Cash & Cash Equivalents include restricted cash
          which corresponded to cash
          collateralizing debt and derivatives instruments
          accounted for in other current
          assets.

Commenting on the results for the quarter, Mr. Hugo Lara, Chief
Executive Officer, said, "As expected, sales declines of 40% in
Glass Containers and 32% in Flat Glass continue to reflect a
challenging economic environment exacerbated by the depreciation
of the Mexican peso.  Although there still is uncertainty on when
the markets in which we participate will recover, we continue to
execute our cost cutting and productivity programs with the
objective of maintaining production levels equal to demand.  The
positive results from our efforts this quarter are further
enhanced by ongoing strict cash management controls to support the
long term viability of operations."

Mr. Claudio Del Valle, Chief Restructuring Officer, noted,
"Although our Glass Containers business continues to suffer from
the global slowdown in demand, operating performance benefited
from the initiatives implemented to enhance profitability.  Weak
demand impacted volumes in every one of our markets with the
exception of domestic soft drinks and CFT export volumes.
Domestic and export sales measured in US dollars were down year-
over-year by 40% and 11%, respectively.  EBITDA decreased by 19%
driven by lower energy costs, a reduction in the workforce to
adjust to lower demand and cost reduction initiatives which
partially offset the lower sales volumes, higher raw material
prices and the effect of the deconsolidation of Comegua."

"Flat Glass sales continued to reflect the difficult environment
in two of the most affected sectors of the NAFTA economy -
automotive and construction, and the poor conditions in the
construction market in Spain in which Vitro has important
exposure.  The depreciation of the Mexican peso also had a
negative impact on sales.  However, we are pleased to report that
we continue to maintain the 46% share of the Mexican float glass
market achieved in 1Q'09.  This compares to a 45% market share in
3Q'08 and was achieved through our continued focus on new products
targeted to glass transformers and new industrial and automotive
clients.  Auto glass volumes in the OEM market declined 23% driven
by lower industry demand, while AGR domestic sales volumes rose 5%
reflecting higher demand from insurance companies.  Float glass
export volumes increased 33% year-on-year driven by a recovery in
demand from South American markets.  EBITDA fell 86% this quarter
reflecting the continued slowdown in the construction and
automotive markets, lower prices stemming from increased
competition and the negative impact from the depreciation of the
peso against the US dollar.  All this, however, was partially
offset by the ongoing implementation of our cost reduction program
and the positive impact from the lower natural gas prices."

"Looking forward, we maintain our EBITDA guidance for 2009 of
between US$210-220 million.  However, we have revised our CapEx
guidance for the year to US$40 million, from our original guidance
of US$74 MM.  Given the low production volumes this year and the
heavy CapEx investments made in 2007 and 2008 we have postponed
certain maintenance investments until 2010."

Commenting on the restructuring process, Mr. Del Valle said, "We
continue working to achieve an organized debt restructuring.  We
are in conversations with our bondholders with the objective of
reconciling the differences between the counterproposal received
on September 22 from Chanin Capital, the financial adviser of the
bondholder group, and the one submitted by Vitro on August 5,
2009.  In terms of the derivative counterparties, the judge
announced that he would postpone his decision on the summary
judgment plead by the banks and established December 17, 2009 as
the new hearing date."

"We are pleased with the progress on our cost control program,"
Mr. Lara noted, "and have exceeded our cost reduction goal for the
year.  To-date, our cost and production realignment initiatives
have allowed us to achieve annualized savings of US$122 million,
compared with our target of annualized savings of between US$80
and US$120 million."

"We remain focused on maximizing liquidity by preserving strict
control over our cash position while optimizing working capital
management.  A US$34 million reduction in the planned CapEx for
the year, together with the US$30 million reduction in working
capital during the quarter achieved through our efforts
to preserve cash have allowed us to increase our cash position in
anticipation of the next two quarters. Given the seasonality of
our business, these quarters are usually the lowest cash
generators, requiring the highest working capital.  In fact, we
closed the quarter with a US$112 million cash position," continued
Mr. Lara.

"As the global economic slowdown continues to affect Vitro's
performance, we remain committed to strengthening our operations
and cash management as we adjust conditions to the environment,
continue to serve our valued clients and prepare for the economic
recovery," Mr. Lara noted.  In addition, he continued, "Vitro
believes it has successfully isolated its day to day operations
from the current debt restructuring process allowing the company
to maintain its value as the parties continue conversations to
achieve a timely and mutually satisfactory solution.  Debt
restructuring generally follows a schedule that is dependent on a
series of factors, some of which are beyond Vitro's control.  One
of those is the time required to achieve agreement among
all parties involved."

                         About Vitro

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

                           *     *     *

In June 30, 2009, Galaz, Yamazaki, Ruiz Urquiza, S.C., member of
Deloitte Touche Tohmatsu and C.P.C. Jorge Alberto Villarreal in
Monterrey, N.L., Mexico raised substantial doubt about the
Company's ability to continue as a going concern after auditing
financial results for the period ended Dec. 31, 2007, and 2008.
The auditors pointed out to the Company's net loss and its non-
compliance with covenants related to its long-term debt
obligations.


SERVICIOS CORPORATIVOS: Launches Consent Solicitation for Notes
---------------------------------------------------------------
Servicios Corporativos Javer, S.A.P.I. de C.V. is soliciting
consents, upon the terms and subject to the conditions set forth
in the Consent Solicitation Statement and in the related Consent
Letter, to a proposed waiver of the change of control provisions
of and amendment to the Indenture, dated as of August 4, 2009,
among the company, The Bank of New York Mellon, as Trustee, and
the Subsidiary Guarantors party thereto, pursuant to which the
13.0% Senior Notes due 2014 were issued.

The Consent Solicitation Statement is being furnished by the
company to holders of Notes as of 5:00 p.m., New York City time,
on October 27, 2009 in connection with the consent solicitation
contemplated by the Consent Solicitation Statement and the Consent
Letter.

The Consent Solicitation will expire at 5:00 p.m., New York City
time, on November 10, 2009 unless extended or earlier terminated
by the company.  Holders may revoke their consents until the
earlier of (1) the time that the Requisite Consents have been
obtained or (2) the Expiration Date.  Holder may not revoke
consents thereafter.

The company is soliciting Consents in connection with the intended
sale of the company's Series "A" and Series "B" shares
representing 60% of the capital  stock of the company.  On
October 24, 2009, the company, Proyectos del Noreste, S.A. de
C.V., which beneficially owns 99.99% of the company's capital
stock, and Mr. Salomon Marcuschamer Stavchansky, who owns 99.9% of
the capital stock of the Parent Company, entered into a Stock
Purchase Agreement with Southern Cross Latin America Private
Equity Fund III, L.P., Gestora Metevco Holding Limitada y
Compania en Comandita por Acciones, Degomex Holding, L.P.,
Evercore Mexico Capital Partners II, L.P. and ARVX Capital, S.A.
de C.V. and other parties thereto in connection with the sale of
the shares.  Each of the Purchasers may appoint investment
vehicles as designees to purchase their portion of the Shares.
Upon consummation of the Stock Purchase, it is anticipated that
the Purchasers, and/or their designees, will own capital stock
representing 60% of the Voting Stock of the company.  The closing
of the Stock Purchase is conditioned on the consummation of the
Consent Solicitation, approval from Mexican Regulatory Authorities
and other customary conditions.  If the Requisite Consents are
obtained, the Stock Purchase is expected to close in November
2009.  However, closing may be delayed or not occur at all.  Under
the terms of the Indenture, the consummation of the Stock Purchase
would constitute a Change of Control to purchase the Notes at a
purchase price equal to 101.0% of the aggregate principal amount,
plus accrued and unpaid interest, if any, through the date of
purchase.  The company is soliciting Consents to (i)
waive the company's obligation under the Indenture to make a
Change of Control Offer in connection with the Stock Purchase and
(ii) amend the Indenture to provide that the Purchasers and/or
their respective affiliates, Southern Cross Capital Partners III,
L.P. and/or its affiliates, Evercore Mexico Partners II,
L.P. and/or its affiliates and ARVX Capital, S.A. de C.V. and/or
its affiliates, investment funds or vehicles managed, sponsored or
advised, directly or indirectly, by Southern Cross Capital
Partners III, L.P., Evercore Mexico Partners II, L.P. or ARVX
Capital, S.A. de C.V., or any of their respective affiliates, and
any limited or general partners of, or other investors in, any of
the entities referred to in the foregoing and their respective
affiliates will be "Permitted Holders" under the Indenture.

If valid Consents from the Holders of a majority in aggregate
principal amount of the outstanding Notes are received by the
Company on or prior to the Expiration Date, the Proposed Waiver
and Amendment will be effected through a supplemental indenture
executed by the company, the Guarantors and the Trustee following
receipt of the Requisite Consents.

On the terms and subject to the conditions of the Consent
Solicitation, if the company receives the Requisite Consents and
the Supplemental Indenture is executed, the Proposed Waiver and
Amendment will not become operative until the company pays the
Consent Payment and delivers an officers' certificate to the
Trustee certifying such payment has been made.

Following the satisfaction of the conditions contained in the
Consent Solicitation Statement, the company will pay, prior to the
consummation of the Stock Purchase, to the Information Agent for
transmission to each Holder who has validly delivered a valid
Consent on or prior to the Expiration Date in respect of such
Notes, US$2.50 for each US$1,000 in principal amount of such
Notes.

In the event that the Consent Solicitation is withdrawn or
otherwise not completed, or all conditions to the consummation of
the Stock Purchase, including payment of any consideration
pursuant to the Stock Purchase Agreement and other than the
consummation of the Consent Solicitation, have not been met or
waived, the Consent Payment will not be paid or become payable
to the Holders who have validly delivered Consents in connection
with the Consent Solicitation, and the Proposed Waiver and
Amendment will not become operative.

The company has engaged Credit Suisse and BofA Merrill Lynch to
act as the Solicitation Agents for the Consent Solicitation, and
Global Bondholder Services Corporation to act as the Information
Agent for the Consent Solicitation.


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


GOLD RESERVE: Venezuela Takes Over Brisas Mine Site
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Gold Reserve Inc. disclosed that the Venezuelan government has
assumed control of the Brisas Property in southeastern Venezuela.
Government personnel arrived at the Brisas Camp to deliver
notification of the government's takeover of the property relating
to the Brisas Del Cuyuni alluvial gold concession and to take
physical possession of that property.  The 500-hectare alluvial
concession area is coextensive with the underlying hard rock
concession area.

The government's actions come less than a week after the company
filed its request for international arbitration. Doug Belanger,
President of Gold Reserve stated, "The Government's actions are a
continuation of its wrongful treatment of Gold Reserve and its
investments and a further demonstration of the Government's
earlier decision to expropriate the entire Brisas Project."

      Company Files In'l Arbitration Against Government

Gold Reserve filed a Request for Arbitration under the Additional
Facility Rules of the International Centre for Settlement of
Investment Disputes of the World Bank, in Washington D.C., against
the Bolivarian Republic of Venezuela seeking compensation for the
losses caused to the company resulting from Venezuela's violations
of the Agreement between the Government of Canada and the
Government of the Republic of Venezuela for the Promotion and
Protection of Investments in regard to the Company and its
investments in Venezuela relating to the Brisas Project and the
Choco 5 property in the Bolivar State of Venezuela.

As described in the Request for Arbitration, after enjoying years
of support from the relevant Venezuelan authorities in developing
its mining projects, investing nearly US$300 million in
exploration and development, and developing the Brisas Project in
particular to the threshold of production, the Company's
investments were unlawfully and effectively taken from it as a
result of the decisions and actions taken, directed, and supported
by the administration of President Hugo Chavez.

The wrongful and expropriatory acts by the Venezuelan Government
include unreasonable delays by the Venezuelan Ministry of
Environment in completing the permitting process for the Brisas
Project, MinAmb's rescission of the March 2007 permit for the
commencement phase of the Brisas Project for pretextual reasons,
the announcement by President Chavez in January 2009 that the
Government was taking over the Brisas Project, the denial by the
Venezuelan Ministry of Mines of the extension of the Brisas del
Cuyuni alluvial gold concession for erroneous and pretextual
reasons and in disregard of Venezuela's mining law, and failing to
maintain a fair, stable and transparent legal environment.

These and other actions have had the effect of denying the Company
its right to fair and equitable treatment as required by the
Canada-Venezuela Treaty, including protection against unlawful
expropriation and treatment in accordance with international law.
As a result of such treatment, the company has suffered
substantial loss and damage, including the value of the Company's
investments in Venezuela, which must be assessed but for
Venezuela's wrongful conduct and in view of the projected
profitability of those investments, which is estimated to be
approximately US$5 billion.  The company will seek compensation in
the arbitration for all of the loss and damage resulting from
Venezuela's wrongful conduct.

Douglas Belanger, President of Gold Reserve said, "Gold Reserve
has been a dedicated and conscientious investor in Venezuela.  In
view of the Government's actions, the company consistently has
sought to meet with the government and hoped to reach an amicable
resolution of the dispute.  The government's actions, however,
have resulted in significant loss to the company and its
shareholders and in view of the government's unwillingness to
address these matters on an amicable basis, it became necessary to
commence international arbitration as permitted under the Canada-
Venezuela Treaty.  While we are disappointed to have to proceed to
arbitration, we are confident in our case."

                      About Gold Reserve

Gold Reserve Inc. -- http://www.goldreserveinc.com/ -- is engaged
in the business of exploration and development of mining projects
and is focused primarily on its most significant asset, the Brisas
Project, and to a lesser extent the exploration of its Choco 5
property, both located in Bolivar State, Venezuela.  As of
December 31, 2008, the Company has no commercial production.  The
company's subsidiaries include Great Basin Energies, Inc. (Great
Basin) and MGC Ventures Inc. (MGC Ventures).


PETROLEOS DE VENEZUELA: Still Owes US$4.5BB to Service Providers
----------------------------------------------------------------
Petroleos de Venezuela still has US$4.5 billion debt obligations
with supplies, Gerardo Cardenas at EL Universal reports, citing
PDVSA Chief Finance Executive Victor Aular.  The report relates
that the company said that although it issued bonds to meet its
commitments, funds are still insufficient.

According to the report, as part of the economic measures, the
authorities said that one of the actions was to pay the debt to
providers.  The report notes that Nelson Merentes, the President
of the Central Bank of Venezuela, said that PDVSA has already a
schedule, up to December, to minimize the debt."

However, the report relates Mr. Aular said that due tot he audits
and the uncompletion of valuations PDVSA was not able to pay its
dues.

The report says that with regard to the repurchase of debt, Mr.
Aular said that PDVSA is not considering this type of financial
operation. However, the possibility of a new bond issue may be
possible, he added.

As reported in the Troubled Company Reporter-Latin America on
October 28, 2009, Bloomberg News said that PDVSA boosted a bond
sale to US$3.26 billion from US$3 billion to meet local investor
demand for dollar-based assets.  According to the report, PDVSA
met 100% of the orders for the securities.  The company, the
report related, sold:

   -- US$1.4 billion of notes due in 2014 with an interest
      rate of 4.9%;
   -- US$1.4 billion of securities due in 2015 with a rate of
      5%; and
   -- US$435 million of bonds due in 2016 with a rate of
      5.125%.

Central Bank President Nelson Merentes, the report noted, said
that PDVSA is selling bonds to pay off outstanding debts to
service providers.

                            About PDVSA

Petroleos de Venezuela -- http://www.pdvsa.com/-- is Venezuela's
state oil company in charge of the development of the petroleum,
petrochemical, and coal industry, as well as planning,
coordinating, supervising, and controlling the operational
activities of its divisions, both in Venezuela and abroad.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 3, 2009, Fitch Ratings assigned a 'B+/RR4' rating to
Petroleos de Venezuela S.A.'s proposed US$3 billion zero coupon
notes due in 2011.  These notes will be registered at Euroclear
or Clearstream.  Proceeds from the issuance are expected to be
used to fund capital expenditures and for other general corporate
purposes.  Fitch also has these ratings on PDVSA:

  -- Foreign currency Issuer Default Rating 'B+'
  -- Local currency IDR 'B+'
  -- US$3 billion outstanding senior notes (due 2017) 'B+/RR4'
  -- US$3.5 billion outstanding senior notes (due 2027) 'B+/RR4'
  -- US$1.5 billion outstanding senior notes (due 2037) 'B+/RR


                            ***********

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


Copyright 2009.  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
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Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

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delivered via e-mail.  Additional e-mail subscriptions for members
of the same firm for the term of the initial subscription or
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