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

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

             Thursday, April 7, 2011, Vol. 12, No. 69

                            Headlines



B E R M U D A

MAN-GLENWOOD: Creditors' Proofs of Debt Due April 15
MAN-GLENWOOD: Member to Receive Wind-Up Report on May 5
MAN MULTI-STRATEGY: Creditors' Proofs of Debt Due April 15
MAN MULTI-STRATEGY: Member to Receive Wind-Up Report on May 9
MGS DIVERSIFIED: Creditors' Proofs of Debt Due April 15

MGS DIVERSIFIED: Member to Receive Wind-Up Report on May 11
MGS GLOBAL: Creditors' Proofs of Debt Due April 15
MGS GLOBAL: Member to Receive Wind-Up Report on May 4
MILT 3 FEEDER: Creditors' Proofs of Debt Due April 15
MILT 3 FEEDER: Member to Receive Wind-Up Report on May 9

MULTI-STRATEGY TRADING: Creditors' Proofs of Debt Due April 15
MULTI-STRATEGY: Member to Receive Wind-Up Report on May 6
TRADING 220: Creditors' Proofs of Debt Due April 15


B R A Z I L

AMERICAN APPAREL: "We're Not Going Bankrupt," CEO Dov Charney Says
BANCO BMG: Moody's Puts Ba2 Rating on Proposed Sr. Unsecured Notes
LIGHT SA: Moody's Affirms 'Ba1' Global Scale Corp. Family Rating
TRANSAX INTERNATIONAL: Delays Filing of 2010 Annual Report


C A Y M A N  I S L A N D S

ACFL LIMITED: Members' Final Meeting Set for May 2
CABS CAPITAL: Shareholders' Final Meeting Set for April 28
DASH LEASING: Members' Final Meeting Set for May 2
FORUM GROUP: Shareholders' Final Meeting Set for April 26
GUGNER CAYMAN: Shareholders' Final Meeting Set for April 28

GUGNER LONG/SHORT: Shareholders' Final Meeting Set for April 28
HIC ASSET: Members' Final Meeting Set for May 2
HNR ASSET: Members' Final Meeting Set for May 2
KBC ALPHA: Members' Final Meeting Set for May 12
KBC ALPHA: Members' Final Meeting Set for May 12

NEW STREAM: Opposing Investors Win Standing in Firm's Chapter 11
REGENT EUROPEAN: Members' Final Meeting Set for May 12
ST MARGARETS: Members' Final Meeting Set for May 12


M E X I C O

GREENBRIER COMPANIES: Closes Offering of Convertible Sr. Notes
MESA AIR: Resolves Rejection Claims of Aircraft Finance Parties
MESA AIR: Has Settlement Allowing Arizona Rev. Dept. Claims
MESA AIR: Travis County Seeks Payment of $630,357 Admin. Claim
SEAHAWK DRILLING: Court, FTC Approve Sale to Hercules Offshore


P U E R T O  R I C O

BORDERS GROUP: Borders Inc. Files Schedules of Assets & Debts
BORDERS GROUP: Borders Inc. Files Statement of Financial Affairs
BORDERS GROUP: Rosetta Stone Records $0.9-Mil. Charge
BORDERS GROUP: Proposes to Modify Lease Terms With Landlords


T R I N I D A D  &  T O B A G O

HINDU CREDIT: Former Pres. Harry Harnarine Fails To Block Enquiry


X X X X X X X X

* Upcoming Meetings, Conferences and Seminars




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B E R M U D A
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MAN-GLENWOOD: Creditors' Proofs of Debt Due April 15
----------------------------------------------------
The creditors of Man-Glenwood Select Euro Trading Limited are
required to file their proofs of debt by April 15, 2011, to be
included in the company's dividend distribution.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MAN-GLENWOOD: Member to Receive Wind-Up Report on May 5
-------------------------------------------------------
The member of Man-Glenwood Select Euro Trading Limited will
receive on May 5, 2011, at 9:30 a.m., the liquidator's report on
the company's wind-up proceedings and property disposal.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MAN MULTI-STRATEGY: Creditors' Proofs of Debt Due April 15
----------------------------------------------------------
The creditors of Man Multi-Strategy Guaranteed Limited are
required to file their proofs of debt by April 15, 2011, to be
included in the company's dividend distribution.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MAN MULTI-STRATEGY: Member to Receive Wind-Up Report on May 9
-------------------------------------------------------------
The member of Man Multi-Strategy Guaranteed Limited will receive
on May 9, 2011, at 9:30 a.m., the liquidator's report on the
company's wind-up proceedings and property disposal.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MGS DIVERSIFIED: Creditors' Proofs of Debt Due April 15
-------------------------------------------------------
The creditors of MGS Diversified Opportunities USD Shares Trading
Ltd are required to file their proofs of debt by April 15, 2011,
to be included in the company's dividend distribution.

The company commenced wind-up proceedings on March 25, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MGS DIVERSIFIED: Member to Receive Wind-Up Report on May 11
-----------------------------------------------------------
The member of MGS Diversified Opportunities USD Shares Trading Ltd
will receive on May 11, 2011, at 9:30 a.m., the liquidator's
report on the company's wind-up proceedings and property disposal.

The company commenced wind-up proceedings on March 25, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MGS GLOBAL: Creditors' Proofs of Debt Due April 15
--------------------------------------------------
The creditors of MGS Global Macro NF Strategies Limited are
required to file their proofs of debt by April 15, 2011, to be
included in the company's dividend distribution.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MGS GLOBAL: Member to Receive Wind-Up Report on May 4
-----------------------------------------------------
The member of MGS Global Macro NF Strategies Limited will receive
on May 4, 2011, at 9:30 a.m., the liquidator's report on the
company's wind-up proceedings and property disposal.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MILT 3 FEEDER: Creditors' Proofs of Debt Due April 15
-----------------------------------------------------
The creditors of MILT 3 Feeder Limited are required to file their
proofs of debt by April 15, 2011, to be included in the company's
dividend distribution.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MILT 3 FEEDER: Member to Receive Wind-Up Report on May 9
--------------------------------------------------------
The member of MILT 3 Feeder Limited will receive on May 9, 2011,
at 9:30 a.m., the liquidator's report on the company's wind-up
proceedings and property disposal.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MULTI-STRATEGY TRADING: Creditors' Proofs of Debt Due April 15
--------------------------------------------------------------
The creditors of Multi-Strategy Trading Limited are required to
file their proofs of debt by April 15, 2011, to be included in the
company's dividend distribution.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


MULTI-STRATEGY: Member to Receive Wind-Up Report on May 6
---------------------------------------------------------
The member of Multi-Strategy Trading Limited will receive on
May 6, 2011, at 9:30 a.m., the liquidator's report on the
company's wind-up proceedings and property disposal.

The company commenced wind-up proceedings on March 29, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


TRADING 220: Creditors' Proofs of Debt Due April 15
---------------------------------------------------
The creditors of Trading 220 Plus (Series A) Limited are required
to file their proofs of debt by April 15, 2011, to be included in
the company's dividend distribution.

The company commenced wind-up proceedings on March 30, 2011.

The company's liquidator is:

         Beverly Mathias
         c/o Argonaut Limited
         Argonaut House, 5 Park Road
         Hamilton HM O9
         Bermuda


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


AMERICAN APPAREL: "We're Not Going Bankrupt," CEO Dov Charney Says
------------------------------------------------------------------
American Apparel CEO and majority stockholder Dov Charney in an
exclusive interview with Counselor magazine said the company would
not go bankrupt and that reports that the company is unstable are
inaccurate.

"First of all, the announcement about us possibly seeking
bankruptcy protection is something we did as an obligation to
shareholders to explain that it's a possibility, however remote,"
said Mr. Charney, who founded American Apparel.  "In reality, to
say that the company is unstable is not accurate."

In light of recent reports that American Apparel is in financial
trouble, Mr. Charney told Counselor Senior Editor Michele Bell
that while the company suffered net losses of $86.3 million in
2010, its ad specialties sales were only down 1%.

Mr. Charney, who rarely gives interviews, reached out to shed
light on his unconventional company and his role in it.  He said
the company's ad specialty sales for the first quarter of 2011 are
up, and that he sees a very positive trend in the sale of
wholesale merchandise to the ad specialty industry.

"Things are healthier this year than last year, across the board,"
Mr. Charney said.  "We had difficulties last year in the
manufacturing process because we had to change over the workers,"
he said, referring to an immigration inspection last year that
caused the company to replace employees who appeared not to be
authorized to work in the U.S. Now with 12,000 employees, the
majority of which work in Los Angeles County, Mr. Charney said
that his workforce has produced more than enough inventory for the
season and that American Apparel's commitment to the ad specialty
industry is stronger than ever.

"There's no chance this industry has to worry about me, or
American Apparel, leaving," Mr. Charney told Counselor. "I've been
producing and selling T-shirts in this industry for more than 20
years and I'm not going anywhere.  American Apparel will be
producing T-shirts 20 years from now, I assure you."

Mr. Charney said his company has over 14 million garments in its
Los Angeles warehouse ready to ship.  "The 'can do'
entrepreneurial spirit that I love about this industry is alive
and well, and we feel it's very important for us to be successful
as a 'Made in the USA' producer to the incredible ad specialty
industry," he said.  "Yes, we got hurt a little bit with the
cotton prices, but that'll subside. American Apparel and I are
survivors. We're going to have a great year and we're not going
bankrupt."

The Neal Award-winning Counselor magazine is the voice of the
promotional products industry.  It is one of six B-to-B magazines
published by the Advertising Specialty Institute.

                         About ASI

The Advertising Specialty Institute is the largest education,
media and marketing organization serving the advertising specialty
industry, with a membership of over 26,000 distributor firms
(sellers) and supplier firms (manufacturers) of advertising
specialties.  Supplier firms use ASI print and electronic
resources to market products to over 23,000 ASI distributor firms.
Distributor firms use ASI print and electronic resources, which
contain nearly every product in the industry from more than 3,200
reputable suppliers, to locate supplier firms and to market
services to buyers.  ASI provides catalogs, information
directories, newsletters, magazines, websites and databases, and
offers e-commerce, marketing and selling tools.

                    About American Apparel

Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP)
-- http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel.  As of Sept. 30, 2010, American Apparel employed over
10,000 people and operated 278 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea and China.

                       Bankruptcy Warning

American Apparel, Inc., if unable to improve its operating
performance and financial position, obtain alternative sources of
capital or otherwise meet its liquidity needs, may need to
voluntarily seek protection under Chapter 11 of the U.S.
Bankruptcy Code, the retailer said in its annual report on Form
10-K filed with the U.S. Securities and Exchange Commission.

American Apparel reported a net loss of $86.31 million on
$532.99 million of net sales for the year ended Dec. 31, 2010,
compared with net income of $1.11 million on $558.77 million of
net sales during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed
$327.95 million in total assets, $252.93 million in total
liabilities and $75.02 million in total stockholders' equity.

Marcum LLP, in New York, in its audit report on American Apparel's
financial statements for the year ended Dec. 31, 2010, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred a substantial loss from operations and had negative
cash flow from operations for the year ended Dec. 31, 2010.  As a
result of noncompliance with certain loan covenants, debt with
carrying value of approximately $138.0 million at Dec. 31, 2010,
could be declared immediately due and payable.  Notwithstanding
the foregoing, the Company has minimal availability for additional
borrowings from its existing credit facilities, which could result
in the Company not having sufficient liquidity or minimum cash
levels to operate its business.


BANCO BMG: Moody's Puts Ba2 Rating on Proposed Sr. Unsecured Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Ba2 foreign currency debt
rating to the proposed senior unsecured notes to be issued by
Banco BMG S.A. (BMG).  The notes will be denominated in US Dollars
and will have a maximum maturity of 7 years (2018).  The rating
outlook is negative.

Assignments:

   Issuer: Banco BMG S.A.

   * Senior Unsecured Regular Bond, Assigned Ba2

Ratings Rationale

The rating agency explained that the foreign currency senior
unsecured debt rating derives from BMG's Ba2 global local currency
deposit rating, which, in turn, is based on the bank's D BFSR
(mapping to a baseline credit assessment of Ba2).  At this rating
level, the bond rating is not constrained by the country ceiling
for foreign currency bonds and notes for Brazil.

The last rating action on Banco BMG S.A. was on March 3, 2011,
when Moody's rated the bank's 6.75% US$300 million senior
unsecured notes due in March 2014.  All other ratings remained
unchanged.

The principal methodologies used in this rating were Bank
Financial Strength Ratings: Global Methodology published in
February 2007, and Incorporation of Joint-Default Analysis into
Moody's Bank Ratings: A Refined Methodology published in March
2007.

Banco BMG S.A. is headquartered in Belo Horizonte, Brazil and had
total consolidated assets of BRL11,442 million (US$6,893 billion)
and equity of BRL2,337 million (US$1,408 million) as of
December 31, 2010.


LIGHT SA: Moody's Affirms 'Ba1' Global Scale Corp. Family Rating
----------------------------------------------------------------
Moody's America Latina affirmed Light S.A.'s corporate family
ratings of Ba1 on the global scale and Aa2.br on the Brazilian
national scale.  At the same time, Moody's assigned issuer ratings
of Ba1 on the global scale and Aa2.br on the Brazilian national
scale to Light Servicos de Eletricidade S.A. (Light SESA).
Moody's has also assigned a Ba1 local currency rating on the
global scale and Aa2.br rating on the Brazilian national scale to
Light SESA's proposed up to BRL650 million senior unsecured
debentures due in five and seven years.  These debentures will be
supported by a corporate guarantee of Light.  The outlook is
stable for all the ratings.

The issue is being offered under CVM's Regulation 476 with a firm
underwriting commitment for the whole amount from the arranging
banks Itau BBA, Bradesco BBI e Citibank.  The proceeds will be
used to repay Light SESA's short-term debt maturities and to
support its corporate investments.

Ratings Affirmed:

   Issuer: Light S.A. (Light)

   * Corporate Family Ratings: Ba1/Aa2.br

Ratings Assigned:

   Issuer: Light Servicos de Eletricidade S.A. (Light SESA)

   * Issuer Ratings: Ba1/Aa2.br

   * up to BRL650 million senior unsecured debentures guaranteed
     by Light S.A.(Light): Ba1/Aa2.br

Ratings Rationale

The Ba1/Aa2.br issuer ratings reflect Light SESA's stable and
predictable cash flows derived from its regulated distribution
business but are constrained by the potential cash flow drains
related to existing contingent liabilities and the challenges from
high levels of energy losses and delinquency rates.  Moody's rates
the proposed debentures of Light SESA at the same level as the
corporate family rating of its parent company, Light, which is the
guarantor of this debt.  Considering that Light SESA is the
principal subsidiary of Light, Moody's assessment of Light SESA's
financial strength largely reflects the rating assessment of Light
based on its consolidated financial statements.

Light's Ba1/Aa2.br corporate family ratings reflect its strong
consolidated credit metrics for the rating category.  The
relatively stable cash flow derived from the regulated
distribution business of Light SESA, which is the primary support
for this stability along with the medium-term supply contracts of
the generation segment represented by Light Energia S.A. (Light
Energia).  Light's adequate governance practices and liquidity
position also support the ratings.  Constraining the ratings are a
sizeable consolidated capital expenditure program, relatively high
dividend distributions and the potential impact of acquisitions on
cash flow and leverage.

Light SESA's annual Cash Flow From Operations (CFO) has been
in the range of BRL1.0 billion to BRL1.3 billion since 2007.
These cash flows derive from the company's monopoly rights to
provide the essential service of electricity distribution in a
relatively wealthy service area in the state of Rio de Janeiro.
Nevertheless, Light SESA's operating margins have been below
their potential because of low rates of growth for electricity
consumption in its concession area over the last five years,
continued high levels of electricity losses and high delinquency
rates.

Another important factor constraining the ratings has been the
evolving Brazilian regulatory framework, which is well developed
but has a limited track record of support to entail timely
recovery of costs and investments.  In 2010, Light SESA's
operating margins remained low while the company contended with
higher administrative expenses (controllable costs) in face of a
modest tariff adjustment of 0.88% that the regulator ANEEL granted
in November 2009.  Despite the positive tariff adjustment of 8.31%
granted in November 2010 to compensate for higher controllable
costs, Moody's expects operating margins to remain low in 2011
pressured by higher electricity purchase costs (non-controllable
costs).  Going forward, Moody's expects higher volatility in
operating margins and cash flow parameters as measured by funds
from operations (FFO) given that the IFRS does not provide for the
accountability of regulatory assets and liabilities and all the
changes in non-controllable costs needs to be expensed in the
income statement rather than deferred for later recovery.

The expiration of approximately 42% of Light SESA's existing power
purchase agreements from 2013 through 2015, which are currently
priced at approximately BRL80 per megawatt-hour, will also cause
increased volatility in operating margins of the distribution
business.  Moody's expects an increase of approximately 30% in
the re-pricing of those contracts, with a 12-month lag for the
effective pass-through of those costs to higher tariffs.  Moody's
expects an effective reduction of operating margins in 2014 as a
result of the third cycle of periodic tariff review scheduled to
occur by the end of 2013.  The periodic tariff review aims at
adjusting the company's tariffs to reflect the typical more
efficient operational parameters as determined by the regulator
and to transfer to consumers the productivity gains attained
since the last tariff periodic review in 2008.  Moody's expects a
tariff reduction to stay within the 4-6% range, which translates
to an EBITDA reduction of approximately 20% in 2014.

Light and its subsidiaries have significantly enhanced their
capital structures since 2005 when EDF (Electricite de France),
the sole shareholder at that time, converted around BRL940 million
of inter-company loans into equity.  Another BRL800 million
conversion of debt into equity followed in 2007, this time by
BNDES Participacoes S.A. (BNDESPar, the investment arm of the
Brazilian Development Bank - BNDES).  As a result, Light has a
solid consolidated capital structure.  Its leverage ratios are
currently strong for the rating category.  Using Moody's standard
adjustments, Cash Flow From Operations before working capital
needs (CFO pre -- WC) to Debt is 41% and Debt over total
capitalization is 50.6% as of December 31, 2010.  These indicators
are expected to deteriorate over the next three years as a result
of Light's capital expenditures program and high dividend
distributions to shareholders.  Nevertheless, additional leverage
is limited on a consolidated basis by the financial covenants
embedded in the proposed debentures, which require Light's
consolidated net debt to EBITDA to be lower than 3.0 times while
EBITDA coverage of interest expense needs to be higher than 2.5
times.

Light currently has a number of judicial disputes arising from
a variety of sources, of which BRL552 million are considered
a probable loss and accounted for as contingent liabilities.
Although these liabilities are recorded as long-term items on
the balance sheet, some of them could eventually be paid off in
the short-term as a result of judicial settlements.  Like most
other Brazilian companies, Light does not maintain committed
credit facilities to face unexpected large cash disbursements.
Nonetheless, Moody's deems Light's liquidity as adequate.  Stable
and predictable operating cash flows from the regulated business
support liquidity as does a consolidated cash position outstanding
in the balance sheet of BRL525 million as of December 31, 2010.
Light has short-term debt maturities of BRL664 million in 2011,
calculated using Moody's standard adjustments for pension
obligations and refinanced tax liabilities.  These maturities
will be largely addressed by a proposed issuance of BRL650 million
debentures by Light SESA.

Moody's expects Light to make up to BRL3.4 billion of consolidated
capital expenditures in the period 2011 through 2014.  These are
largely to develop the distribution network, improve system
reliability, reduce energy losses and fund additional investments
in the generation business.  Management announced the construction
of two small hydroelectric power generation units and one
hydroelectric power plant with a combined installed capacity of
238MW, which are scheduled to come on stream from 2011 through
2013. Total investment in generation could reach BRL700 million
over the next four years, with 60-70% of the long-term funding
coming from the BNDES.  Light is developing these generation
projects in partnership with Companhia Energetica de Minas Gerais
(CEMIG; Ba1/Aa2.br Issuer Ratings; Outlook Stable).  In the
partnership, Light will own 51% and CEMIG 49% of the projects.

Going forward, Light is likely to continue this expansion
strategy, particularly given the stated willingness of Light's
major individual shareholder, CEMIG, to pursue strategic
investments in the electricity sector.  CEMIG has also recently
been increasing its equity participation in the company.  Moody's
incorporates into its long-term rating assessment the potential
risk that CEMIG will use Light as a vehicle to further expand its
activities in the distribution and generation businesses.
Additional acquisitions and investments would not necessarily
cause a rating downgrade, but the impact of future deals on
consolidated leverage and liquidity will be particularly important
in our analysis.

Light has evolving corporate governance practices that Moody's
views as above the average for Latin American issuers.  In March
2010, Light announced a significant change in the composition of
its Board of Executive Officers, including the appointment of Mr.
Jerson Kelman, former General Director of ANEEL, as the CEO as
well as the appointment of four other senior executives.  Moody's
expects Light's new executives to face stepped-up pressure to
enhance processes and strengthen the quality of service provided.
They will look to balance the needs of shareholders and
bondholders against the necessity of addressing the company's
current challenging operational issues.

The stable outlook captures Moody's view that despite some
expected reduction in operating margins, internal cash generation
should be the primary funding source for the group's cash needs.
Long-term funding on a timely basis will complement internal cash
generation over the medium term.  The overall level of debt should
moderately increase along with the planned investments, but it
should remain compatible with the current rating category.

The ratings or outlook could be upgraded as a result of progress
in reducing the company's high levels of bad debt provisions
(currently at 3.2% of gross revenues) and total energy losses
(currently at 21.3%).  Also important to an upgrade would be
greater visibility regarding the potential impact of both
contingent liabilities and acquisitions on the group's
consolidated cash flow and leverage. Pressure for an upgrade
could increase if Light's consolidated Retained Cash Flow (RCF)
over Total Debt remained higher than 20% and interest coverage
(CFO pre-WC over cash interest) became higher than 5.0x, both
on a sustainable basis.

The ratings or outlook could be downgraded if Light's consolidated
RCF over Total Debt ratio fell below 10% and interest coverage
decreased to below 3.0x for an extended period.  A change in the
supportiveness of the Brazilian regulatory environment could also
trigger a rating action

Moody's National Scale Ratings (NSRs) are intended as relative
measures of creditworthiness among debt issues and issuers within
a country, enabling market participants to better differentiate
relative risks.  NSRs differ from Moody's Global Scale Ratings in
that they are not globally comparable with the full universe of
Moody's rated entities, but only (GSR) with NSRs for other rated
debt issues and issuers within the same country. NSRs are
designated by a ".nn" country modifier signifying the relevant
country, as in ".br" for Brazil.  For further information on
Moody's approach to national scale ratings, please refer to
Moody's Rating Implementation Guidance published in August 2010
entitled "Mapping Moody's National Scale Ratings to Global Scale
Ratings"

The principal methodology used in rating Light and Light SESA was
Regulated Electric and Gas Utilities published in August 2009.

Headquartered in Rio de Janeiro, Brazil, Light S.A.
(Light) is an integrated utility company with activities in
generation, distribution and commercialization of electricity.
The distribution company, Light Servicos de Eletricidade S.A.
(Light SESA), is Light's main subsidiary responsible for around
93% of consolidated Net Sales and 85% of consolidated EBITDA.
In 2010, Light SESA distributed 22,384 GWh of electricity
(approximately 5.3% of the electricity consumed in the Brazilian
Integrated National System).  Light reported consolidated net
revenues of BRL6,509 million (US$3,951 million) and Net Profit of
BRL575 million (US$346 million) in 2010.


TRANSAX INTERNATIONAL: Delays Filing of 2010 Annual Report
----------------------------------------------------------
Transax International Limited told the U.S. Securities and
Exchange Commission that it has not timely received financial
information from its operating subsidiary pertaining to business
operations in Brazil.  Therefore, management of the Company cannot
fully complete the Company's consolidated financial statements.
Management deems it necessary that additional time be provided in
order to ensure that complete, thorough and accurate disclosure of
all material information is made in its Annual Report on Form
10-K for the period ended Dec. 31, 2010.  Management anticipates
the filing of its Annual Report on Form 10-K within the extension
period.

                    About Transax International

Transax International Limited -- http://www.transax.com/--
primarily through its 55% owned subsidiary, Medlink Conectividade
em Saude Ltda is an international provider of information network
solutions specifically designed for healthcare providers and
health insurance companies.  The Company's MedLink Solution
enables the real time automation of routine patient eligibility,
verification, authorizations, claims processing and payment
functions.  The Company has offices located in Plantation, Florida
and Rio de Janeiro, Brazil.  The Company currently trades on the
OTC Pink Sheet market under the symbol "TNSX" and the Frankfurt
and Berlin Stock Exchanges under the symbol "TX6".

Since inception, the Company has incurred cumulative net losses of
$19.04 million, has a stockholders' deficit of $9.54 million, and
a working capital deficit of $7.77 million at Sept. 30, 2010.

The Company's balance sheet at Sept. 30, 2010, showed
$1.13 million in total assets, $10.68 million in total
liabilities, and a stockholders' deficit of $9.54 million.

As reported in the Troubled Company Reporter on April 21, 2010,
MSPC Certified Public Accountants and Advisors, P.C., in New York,
expressed substantial doubt about Transax International Limited's
ability to continue as a going concern, following the Company's
2009 results.  The independent auditors noted that the Company has
accumulated losses from operations of roughly $17.21 million, a
working capital deficiency of roughly $6.16 million and a
stockholders' deficiency of roughly $7.39 million at December 31,
2009.


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


ACFL LIMITED: Members' Final Meeting Set for May 2
--------------------------------------------------
The members of ACFL Limited will hold their final meeting on
May 2, 2011, at 9:10 a.m., to receive the liquidator's report on
the company's wind-up proceedings and property disposal.

The company's liquidator is:

         Andrew Feldman
         c/o Victor Murray
         MaplesFS Limited
         P.O. Box 1093
         4th Floor Boundary Hall
         Cricket Square, George Town
         Grand Cayman KY1-1102
         Cayman Islands
         Telephone: 1 345 814 5722


CABS CAPITAL: Shareholders' Final Meeting Set for April 28
----------------------------------------------------------
The shareholders of Cabs Capital Limited will hold their final
meeting on April 28, 2011, at 11:15 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

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


DASH LEASING: Members' Final Meeting Set for May 2
--------------------------------------------------
The members of Dash Leasing Two Limited will hold their final
meeting on May 2, 2011, at 10:20 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

The company's liquidator is:

         Marc Randall
         c/o Maples Liquidation Services (Cayman) Limited
         P.O. Box 1093, Boundary Hall
         Grand Cayman KY1-1102
         Cayman Islands


FORUM GROUP: Shareholders' Final Meeting Set for April 26
---------------------------------------------------------
The shareholders of Forum Group Ltd. will hold their final meeting
on April 26, 2011, at 12:00 noon, to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

The company's liquidator is:

         Dean C. Desantis
         799 Sanctuary Drive,
         Boca Raton, Florida 33431
         USA
         Telephone: 1 561 447 9055
         Facsimile: 1 561 447 9035


GUGNER CAYMAN: Shareholders' Final Meeting Set for April 28
-----------------------------------------------------------
The shareholders of Gugner Cayman Limited will hold their final
meeting on April 28, 2011, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Ian Stokoe
         c/o Prue Lawson
         Telephone: (345) 914 8662
         Facsimile: (345) 945 4237
         P.O. Box 258, Grand Cayman KY1-1104
         Cayman Islands


GUGNER LONG/SHORT: Shareholders' Final Meeting Set for April 28
---------------------------------------------------------------
The shareholders of Gugner Long/Short Limited will hold their
final meeting on April 28, 2011, 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:

         Ian Stokoe
         c/o Prue Lawson
         Telephone: (345) 914 8662
         Facsimile: (345) 945 4237
         P.O. Box 258, Grand Cayman KY1-1104
         Cayman Islands


HIC ASSET: Members' Final Meeting Set for May 2
-----------------------------------------------
The members of HIC Asset Finance (Cayman) Limited will hold their
final meeting on May 2, 2011, 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:

         Marc Randall
         c/o Maples Liquidation Services (Cayman) Limited
         P.O. Box 1093, Boundary Hall
         Grand Cayman KY1-1102
         Cayman Islands


HNR ASSET: Members' Final Meeting Set for May 2
-----------------------------------------------
The members of HNR Asset Finance (Cayman) Limited will hold their
final meeting on May 2, 2011, at 10:10 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Marc Randall
         c/o Maples Liquidation Services (Cayman) Limited
         P.O. Box 1093, Boundary Hall
         Grand Cayman KY1-1102
         Cayman Islands


KBC ALPHA: Members' Final Meeting Set for May 12
------------------------------------------------
The members of KBC Alpha Master Fund SPC will hold their final
meeting on May 12, 2011, at 9:20 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

The company's liquidator is:

         Marc Randall
         c/o Maples Liquidation Services (Cayman) Limited
         P.O. Box 1093, Boundary Hall
         Grand Cayman KY1-1102
         Cayman Islands


KBC ALPHA: Members' Final Meeting Set for May 12
------------------------------------------------
The members of KBC Alpha Series Feeder Fund SPC will hold their
final meeting on May 12, 2011, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Marc Randall
         c/o Maples Liquidation Services (Cayman) Limited
         P.O. Box 1093, Boundary Hall
         Grand Cayman KY1-1102
         Cayman Islands


NEW STREAM: Opposing Investors Win Standing in Firm's Chapter 11
----------------------------------------------------------------
Bankruptcy Law360 reports that investors opposing New Stream
Secured Capital Inc.'s reorganization plan won standing Wednesday
to participate in the Delaware bankruptcy, allowing the investors
to embark on a broad investigation of the hedge fund that could
threaten the expedited timeline of the case.

                         About New Stream

New Stream is an inter-related group of companies that
collectively comprise an investment fund, headquartered in
Ridgefield, Connecticut.  Founded in 2002, New Stream focuses on
providing non-traded private debt to the insurance, real estate
and commercial finance sectors.

On March 7, 2011, when New Stream was still soliciting votes on
the Chapter 11 plan, certain investors filed a petition (Bankr. D.
Del. Lead Case No. 11-10690) seeking to force three new stream
funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream
Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured
Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy.

The petitioning investors in the New Stream investment enterprise
say they are collectively owed over $90 million, representing
roughly 28% of the approximately $320 million owed to all U.S. and
Cayman investors.  The Petitioners are represented by (i) Joseph
H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A.
Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware,
and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in
Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M.
Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee,
P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law
Offices, in New York, and (iii) John M Bradham, Esq., and David
Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York.

New Stream Secured Capital, Inc., and three affiliates (New Stream
Insurance, LLC, New Stream Capital, LLC, and New Stream Secured
Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead
Case No. 11-10753) on March 13, 2011, with a proposed prepackaged
Chapter 11 plan.

Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J.
Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP,
serve as the Debtors' bankruptcy counsel.  Kurtzman Carson
Consultants LLC is the Debtors' claims and notice agent.

NSSC, Inc., estimated its assets and debts at up to $50,000.  NSC
estimated its assets at $100,000 to $500,000 and debts at $50,000
to $100,000.  NSI estimated its assets at $100 million to
$500 million and debts at $50 million to $100 million.  NSSC, LP,
estimated its assets and debts at $500 million to $1 billion.

NSI's insurance portfolio is being sold for $184.35 million as
part of the Chapter 11 plan.  The aggregate indebtedness secured
by the investment portfolio of NSSC is $688,412,974.  NSI owes
$81,573,376 to certain account classes under a Bermuda fund.


REGENT EUROPEAN: Members' Final Meeting Set for May 12
------------------------------------------------------
The members of Regent European Securities (Cayman) Limited will
hold their final meeting on May 12, 2011, at 9:10 a.m., to receive
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Marc Randall
         c/o Maples Liquidation Services (Cayman) Limited
         P.O. Box 1093, Boundary Hall
         Grand Cayman KY1-1102
         Cayman Islands


ST MARGARETS: Members' Final Meeting Set for May 12
---------------------------------------------------
The members of St Margarets Leasing Limited will hold their final
meeting on May 12, 2011, at 9:00 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

The company's liquidator is:

         Marc Randall
         c/o Maples Liquidation Services (Cayman) Limited
         P.O. Box 1093, Boundary Hall
         Grand Cayman KY1-1102
         Cayman Islands


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


GREENBRIER COMPANIES: Closes Offering of Convertible Sr. Notes
--------------------------------------------------------------
The Greenbrier Companies, Inc., announced on April 5, 2011, the
closing of its previously announced offering of $230 million
aggregate principal amount of 3.5% Convertible Senior Notes due
2018 which includes $15 million aggregate principal amount of the
Notes issued to the initial purchasers in connection with the
exercise of their over-allotment option.  The Notes were offered
only to qualified institutional buyers pursuant to Rule 144A under
the Securities Act of 1933, as amended.  The Notes are senior
unsecured obligations and rank equally in right of payment with
the Company's other unsecured debt.

Greenbrier intends to use the net proceeds from the offering,
together with additional cash on hand, to:

   (i) purchase any and all of Greenbrier's outstanding
       $235 million aggregate principal amount of its
       8 3/8% senior notes due 2015 that are tendered
       pursuant to a cash tender offer and consent
       solicitation which Greenbrier announced on
       March 30, 2011;

  (ii) pay the consent and other fees in connection with
       such cash tender offer and consent solicitation;
       and

(iii) redeem or otherwise retire any and all 2015 Notes
       that remain outstanding following consummation or
       termination of the cash tender offer.

The Notes and the shares of Greenbrier common stock issuable upon
conversion of the Notes will not be registered under the
Securities Act or the securities laws of any other jurisdiction
and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements.

                       About Greenbrier Cos.

Based in Lake Oswego, Oregon, The Greenbrier Companies Inc.
operates in three primary business segments: manufacturing,
refurbishment and parts, and leasing and services.  The
manufacturing segment, operating from four facilities in the
United States, Mexico and Poland, produces double-stack intermodal
railcars, conventional railcars, tank cars and marine vessels.
The refurbishment & parts segment performs railcar repair,
refurbishment and maintenance activities in the United States and
Mexico.  The leasing & services segment owns roughly 8,000
railcars and provides management services for roughly 225,000
railcars.

The Company's balance sheet as of Nov. 30, 2010, showed
$1.1 billion in total assets, $812.7 million in total assets and
$296.5 million in total equity.

                         *     *     *

Greenbrier carries a 'Caa1' corporate family rating from Moody's
Investors Service and a Speculative Grade Liquidity
Rating of SGL-3.  In August 2010, Moody's said Greenbrier's rating
outlook is negative in consideration of the continued sluggish
demand for new railcars and the company's need to address
certain refinancing needs.

Greenbrier carries 'B-' issuer credit ratings from Standard &
Poor's Ratings Services.  S&P said in May 2010 that the ratings on
Greenbrier reflect the company's fair business risk profile
stemming from the cyclicality of the freight car manufacturing
industry; the dramatic decline in demand for new railcars as a
result of slower economic growth and weaker carloadings; and
limited customer diversity.  The Company, according to S&P, also
has a highly leveraged financial risk profile, marked by increased
debt balances as a result of acquisitions completed in recent
years.


MESA AIR: Resolves Rejection Claims of Aircraft Finance Parties
---------------------------------------------------------------
Reorganized Mesa Air and various aircraft financing parties with
respect to certain applicable transactions have entered into a
stipulation and agreement (i) fixing the final amount and
allowance of certain claims pursuant to the May 13, 2010 Claims
Settlement Order; (ii) resolving the Debtors' Sixth Omnibus
Objection; and (iii) expunging certain proofs of claim that were
amended, deemed amended, and superseded or filed on account of
certain Leveraged Leases that were assumed in connection with the
Plan.

The Aircraft Financing Parties include:

    * SW Holding Trust and Wilmington Trust Company, solely as
      Owner Trustee of SW Holding Trust; and

    * U.S. Bank, National Association, as indenture trustee,
      solely with respect to applicable transactions.

The financing parties in the applicable transactions include:

    * Export Development Canada;

    * EDC and CIT Capital USA Inc.;

    * DVB Bank SE;

    * BNP Paribas, Commerzbank Aktiengesellschaft, Singapore
      Branch, Credit Agricole Corporate and Investment Bank,
      DVB, ING Bank N.V., Singapore Branch, and NIBC Bank N.V.;

    * DVB Transport Finance Limited and Bremer Landesbank
      Kreditanstalt Oldenburg-Girozentrale;

    * ABN AMRO Bank N.V., as successor to Fortis Bank Nederland
      N.V. and NIBC Bank N.V.;

    * HSH Nordbank AG and Landesbank Baden-Wurttemberg; and

    * HSH Nordbank AG and Bank of Scotland plc.

Before the Petition Date, pursuant to certain aircraft leveraged
leases, Mesa Airlines, Inc. leased 32 Bombardier CRJ-200LR
aircraft and two de Havilland DHC 8-202 aircraft as to which a
Financing Party was the controlling party with respect to the
applicable Leveraged Leases upon the commencement of the Chapter
11 cases.  In each case, Mesa Air Group, Inc. guaranteed Mesa
Airlines' obligations under the Leveraged Leases.

The Debtors rejected each of the Leveraged Leases in accordance
with the terms and conditions of the February 23, 2010 Lease
Rejection Order and the agreements entered into pursuant to the
February 23, 2010 Section 1110 Procedures Order by filing various
notices of rejection during the pendency of these cases.

In accordance with the procedures set forth in the March 26, 2010
Bar Date Order, Lease Rejection Order, and Section 1110
Procedures Order, the Financing Parties filed proofs of claim
for, among other things, damages arising from the Debtors'
rejection of the Leveraged Leases.  The proofs of claim against
Mesa Airlines and Mesa Air Group have been amended and superseded
by (i) subsequently filed proofs of claim or (ii) will be deemed
amended by the terms and conditions of the Stipulation and
Agreement.

In addition to the claims covered by the Claims Settlement Order,
the parties wish to resolve the proofs of claim that were not
covered by the order but for which the parties have reached an
agreement as to the allowed amount of those claims.  The damage
claims arising from the rejection of the Leveraged Leases for
aircraft having U.S. Registration Nos. N75998, N75996, N75995,
N75994, N75993, N75992, N75987, and N75991; and the proofs of
claim for those Leveraged Leased Aircraft will be deemed amended
by the terms and conditions of the Stipulation and Agreement.

On October 29, 2010, the Debtors filed their Sixth Omnibus
Objection to certain unsubstantiated administrative expense
claims arising from the rejection of Aircraft Equipment Leases or
the Abandonment of Aircraft Equipment.

Solely to avoid further expense and inconvenience, and without
any admission of any issue of fact or law, the parties entered
into the Stipulation and Agreement.  The salient terms include:

  (a) The parties agree to the allowed amount of each General
      Unsecured Claim arising from the rejection of the
      Leveraged Leases for each applicable aircraft.  Each
      Allowed General Unsecured Claim will be allowed in
      Class 3(e) against Mesa Airlines and in Class 3(a) against
      Mesa Air Group.

  (b) The Reorganized Debtors waive and release any right they
      or the Debtors' estates had or may have to assert any
      objection, defense, claim, counterclaim, or right of set-
      off or recoupment with respect to any Allowed General
      Unsecured Claim, or any and all avoidance or recovery
      actions under Sections 502(d), 542, 544, 545, 547, 548,
      549, 550, 551, and 553 of the Bankruptcy Code, against the
      Financing Parties with respect to each Allowed General
      Unsecured Claim, or otherwise to seek any reduction to any
      Allowed General Unsecured Claim.

      No parties-in-interest may object to the allowance of each
      Allowed General Unsecured Claim.

  (c) Each Financing Party agrees, with respect to its claims,
      that (1) the amount of the Allowed General Unsecured Claim
      represents only the liquidated general unsecured claims
      set forth in any of its proofs of claim designated as
      "Amended/Surviving Proofs of Claim" and (2) the Financing
      Parties hold no other claims, or no further claims exist,
      against the Debtors or their estates relating to the
      Leveraged Leases for the Aircraft.  All proofs of claim
      designated as "Amended/Surviving Proofs of Claim" will be
      deemed amended by the terms of the Stipulation and
      Agreement.

  (d) With respect to the Sixth Omnibus Objection, each
      Financing Party agrees that it is not aware of any
      liquidated administrative expense priority pursuant to
      Sections 503(b) and 507(a)(2) of the Bankruptcy Code
      against any of the Debtors as of the date of the
      Stipulation and Agreement in relation to the aircraft and
      the related Leveraged Leases.

      Each Financing Party reserves and retains any and all of
      its rights to assert administrative expense claims to the
      extent not barred by the terms and conditions of the
      Rejection Order, provided that the administrative expense
      claims are filed on or before the Administrative Claims
      Bar Date.  The Debtors and the Post-Effective Date
      Committee reserve the right to contest any asserted
      administrative expense claims based upon any and all
      defenses or other rights under any agreements, document,
      or applicable law.

  (e) The claims listed as "Proofs of Claim to be Expunged" will
      be expunged and not entitled to any distribution under the
      Plan.

Schedules of the General Unsecured Claims and their allowed
amounts, among others, are available at no charge at:

  http://bankrupt.com/misc/Mesa_SkedClmsStipFinPar030711.pdf

The Reorganized Debtors represent and warrant that, pursuant to
the Plan, upon obtaining the consent of the Post-Effective Date
Committee -- which they did -- they are authorized to enter into
the Stipulation and Agreement resolving the Allowed General
Unsecured Claims without notice to or approval of the Court or
any other person.

                            About Mesa Air

Mesa Air currently operates 76 aircraft with approximately 450
daily system departures to 94 cities, 38 states, the District of
Columbia, and Mexico.  Mesa operates as US Airways Express and
United Express under contractual agreements with US Airways and
United Airlines, respectively, and independently as go! Mokulele.
This operation links Honolulu to the neighbor island airports of
Hilo, Kahului, Kona and Lihue.  The Company was founded by Larry
and Janie Risley in New Mexico in 1982.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5, 2010, in New York (Bankr. S.D.N.Y. Case No. 10-10018),
listing assets of $976 million against debt totaling $869 million
as of Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel to the
Debtors.  Imperial Capital LLC is the investment banker.  Epiq
Bankruptcy Solutions is claims and notice agent.  Brett Miller,
Esq., Lorenzo Marinuzzi, Esq., and Todd Goren, Esq., at Morrison &
Foerster LLP, serve as counsel to the Official Committee of
Unsecured Creditors.

Judge Martin Glenn entered a final order confirming the Third
Amended Joint Plan of Reorganization of Mesa Air Group, Inc., and
its debtor affiliates on January 20, 2011.  Under the plan, the
reorganized company will issue new notes, common stock and
warrants to creditors.  Unsecured creditors that are U.S. citizens
will receive a combination of new notes and new common stock,
while unsecured creditors that are Non-U.S. citizens will receive
a combination of new notes and new warrants.  An agreement with US
Airways paved way for the filing of the plan.

Mesa Air's Plan of Reorganization became effective March 1, 2011.
The Company's restructuring accomplishments included elimination
of 100 excess aircraft and associated leases and debt which
contributed to the deleveraging of Mesa's balance sheet in the
approximate amount of $700 million in capitalized leases and
$50 million in debt, and extending the term of the code-share
agreement with US Airways through September 2015.

Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by Mesa Air Group Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000).


MESA AIR: Has Settlement Allowing Arizona Rev. Dept. Claims
-----------------------------------------------------------
Judge Martin Glenn has approved the settlement agreement among
Mesa Air Group and the Arizona Department of Revenue regarding the
compromise and allowance of the Department's claims.

To recall, the settlement agreement provides, among other things,
that (i) Claim No. 1450 is allowed for $2,977,299 as an Allowed
Priority Tax Claim with interest; (ii) Claim No. 1517 is
estimated, is not yet due under state law, and will be paid in
the ordinary course of the Debtors' business when liquidated and
due under applicable state law; and (iii) Claim No. 1518 is
disallowed and expunged.

                            About Mesa Air

Mesa Air currently operates 76 aircraft with approximately 450
daily system departures to 94 cities, 38 states, the District of
Columbia, and Mexico.  Mesa operates as US Airways Express and
United Express under contractual agreements with US Airways and
United Airlines, respectively, and independently as go! Mokulele.
This operation links Honolulu to the neighbor island airports of
Hilo, Kahului, Kona and Lihue.  The Company was founded by Larry
and Janie Risley in New Mexico in 1982.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5, 2010, in New York (Bankr. S.D.N.Y. Case No. 10-10018),
listing assets of $976 million against debt totaling $869 million
as of Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel to the
Debtors.  Imperial Capital LLC is the investment banker.  Epiq
Bankruptcy Solutions is claims and notice agent.  Brett Miller,
Esq., Lorenzo Marinuzzi, Esq., and Todd Goren, Esq., at Morrison &
Foerster LLP, serve as counsel to the Official Committee of
Unsecured Creditors.

Judge Martin Glenn entered a final order confirming the Third
Amended Joint Plan of Reorganization of Mesa Air Group, Inc., and
its debtor affiliates on January 20, 2011.  Under the plan, the
reorganized company will issue new notes, common stock and
warrants to creditors.  Unsecured creditors that are U.S. citizens
will receive a combination of new notes and new common stock,
while unsecured creditors that are Non-U.S. citizens will receive
a combination of new notes and new warrants.  An agreement with US
Airways paved way for the filing of the plan.

Mesa Air's Plan of Reorganization became effective March 1, 2011.
The Company's restructuring accomplishments included elimination
of 100 excess aircraft and associated leases and debt which
contributed to the deleveraging of Mesa's balance sheet in the
approximate amount of $700 million in capitalized leases and
$50 million in debt, and extending the term of the code-share
agreement with US Airways through September 2015.

Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by Mesa Air Group Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000).


MESA AIR: Travis County Seeks Payment of $630,357 Admin. Claim
--------------------------------------------------------------
Nelda Wells Spears, Travis County Tax Collector, for and on
behalf of Travis County, City of Austin, Central Health
Administrative, Austin Community College, and Del Valle
Independent School District, seeks payment of the estimated
$630,357 administrative expense for the tax year 2011.

The 2011 Taxes include taxes against property of the estate.
Because the specific amount of debt has not been determined under
Texas law, the estimated amount of the 2011 Taxes is based on the
amount for the previous year, according to Karon Y. Wright,
assistant county attorney.

The said debt is for ad valorem property taxes due under the
Texas Tax Code, Chapter 11, being Taxable Property and Exemptions
Chapter.  The ad valorem property taxes are delinquent if not
paid before February 1st of the year following the year in which
the taxes were imposed, according to Texas Property Tax Code
Section 31.02, Ms. Wright notes.

Since the ad valorem property taxes for the tax year 2011 were
incurred subsequent to the filing of the petition in bankruptcy,
they are administrative expenses of the estate and the Travis
County Tax Collector is entitled to request and receive payment
for the taxes as a first priority claim under Sections 507(a)(1)
and 503(b)(1) of the Bankruptcy Code, Ms. Wright says.

Accordingly, the Travis County Tax Collector asks the Court to
order the Debtors to remit the ad valorem property tax and any
additional charges that have accrued since the Petition Date.

The proposed order provides that the Debtors will remit the ad
valorem property tax for the tax year 2011 in the amount of
$630,357, along with all statutory interest of 12% per annum and
penalties accrued at the time of payment.

                            About Mesa Air

Mesa Air currently operates 76 aircraft with approximately 450
daily system departures to 94 cities, 38 states, the District of
Columbia, and Mexico.  Mesa operates as US Airways Express and
United Express under contractual agreements with US Airways and
United Airlines, respectively, and independently as go! Mokulele.
This operation links Honolulu to the neighbor island airports of
Hilo, Kahului, Kona and Lihue.  The Company was founded by Larry
and Janie Risley in New Mexico in 1982.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5, 2010, in New York (Bankr. S.D.N.Y. Case No. 10-10018),
listing assets of $976 million against debt totaling $869 million
as of Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel to the
Debtors.  Imperial Capital LLC is the investment banker.  Epiq
Bankruptcy Solutions is claims and notice agent.  Brett Miller,
Esq., Lorenzo Marinuzzi, Esq., and Todd Goren, Esq., at Morrison &
Foerster LLP, serve as counsel to the Official Committee of
Unsecured Creditors.

Judge Martin Glenn entered a final order confirming the Third
Amended Joint Plan of Reorganization of Mesa Air Group, Inc., and
its debtor affiliates on January 20, 2011.  Under the plan, the
reorganized company will issue new notes, common stock and
warrants to creditors.  Unsecured creditors that are U.S. citizens
will receive a combination of new notes and new common stock,
while unsecured creditors that are Non-U.S. citizens will receive
a combination of new notes and new warrants.  An agreement with US
Airways paved way for the filing of the plan.

Mesa Air's Plan of Reorganization became effective March 1, 2011.
The Company's restructuring accomplishments included elimination
of 100 excess aircraft and associated leases and debt which
contributed to the deleveraging of Mesa's balance sheet in the
approximate amount of $700 million in capitalized leases and
$50 million in debt, and extending the term of the code-share
agreement with US Airways through September 2015.

Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by Mesa Air Group Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000).


SEAHAWK DRILLING: Court, FTC Approve Sale to Hercules Offshore
--------------------------------------------------------------
Dow Jones' DBR Small Cap reports Hercules Offshore Inc. won
bankruptcy court approval to buy smaller rival, Seahawk Drilling
Inc., and its fleet of shallow-water drilling rigs.

Bankruptcy Law360 reports that the Federal Trade Commission on
Wednesday granted an early termination of its antitrust review of
Hercules Offshore Inc.'s offer to buy $100 million in assets from
Seahawk Drilling Inc.  By granting an early termination request,
the FTC closed the waiting period for the transaction mandated by
the Hart-Scott-Rodino Act without taking any enforcement action,
according to Law360

Hercules agreed in February to acquire Seahawk's 20 shallow-water
drilling rigs and other assets for about $100 million in cash and
stock.  Hercules anticipates closing of the transaction to occur
during the second quarter of 2011.

                         About Seahawk Drilling

Houston, Texas-based Seahawk Drilling, Inc., engages in a jackup
rig business in the United States, Gulf of Mexico, and offshore
Mexico.  It offers rigs and drilling crews on a day rate
contractual basis.

The Company and several affiliates filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Tex. Lead Case Nos. 11-20089) on Feb. 11,
2011.  The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.

Berry D. Spears, Esq., and Johnathan Christiaan Bolton, Esq., at
Fullbright & Jaworkski L.L.P., serve as the Debtors' bankruptcy
counsel.  Jordan, Hyden, Womble, Culbreth & Holzer, P.C., serves
as the Debtors' co-counsel.  Alvarez and Marsal North America,
LLC, is the Debtors' restructuring advisor.  Simmons And Company
International is the Debtors' transaction advisor.  Kurtzman
Carson Consultants LLC is the Debtors' claims agent.

Judy A. Robbins, U.S. Trustee for Region 7, appointed three
creditors to serve on an Official Committee of Unsecured Creditors
of Seahawk Drilling Inc. and its debtor-affiliates.  Heller,
Draper, Hayden, Patrick & Horn, L.L.C., represents the creditors
committee.

The U.S. Trustee also established an Official Committee of Equity
Security Holders, which is represented by Charles R. Gibbs, Esq. -
- cgibbs@akingump.com -- at Akin Gump Strauss Hauer & Feld LLP.
The Equity Panel also tapped Duff & Phelps Securities, LLC, as its
financial advisors.

Seahawk filed for Chapter 11 bankruptcy with a contract for
selling the business to competitor Hercules Offshore Inc. under in
a transaction valued at $105 million.  The price includes $25
million cash and 22.3 million Hercules shares.  Seahawk said the
sale should pay funded debt and trade suppliers in full.


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


BORDERS GROUP: Borders Inc. Files Schedules of Assets & Debts
-------------------------------------------------------------

A.   Real Property                                             -

B.1  Cash on hand
     Store funds                                     $1,553,597
     Petty cash                                          20,363
B.2  Bank Accounts
     PNC Bank Overnight Sweep Inv. Acct.             10,570,196
     Bank of America Waldenbooks Concentration Acct.  1,860,117
     US Bank Store Bank Account                         916,156
     PNC Bank Payroll Controlled Disbursement Acct.     685,927
     Bank of America Store Bank Account                 562,370
     Key Bank Store Bank Account                        531,260
     Union Bank Store Bank Account                      508,936
     PNC Bank Store Bank Account                        354,719
     Bank of America Store Bank Account                 351,381
     PNC Bank Store Bank Account                        311,255
     Comerica Bank Store Bank Account                   290,493
     JP Morgan Chase Bank Store Bank Account            258,353
     JP Morgan Chase Bank Store Bank Account            191,204
     Banco Popular Store Bank Account                   185,831
     Others                                           4,128,857
     See http://bankrupt.com/misc/BISchedB2BankAccts.pdf

B.3  Security Deposits with public utilities
     Bank of America Merchant Services                  500,000
     American Express                                   498,910
     Discover Card                                      225,000
     Emkay Inc.                                         135,000
     Emkay Inc.                                          92,500
     Westfield Concession Mgmt.                          49,500
     Autoridad de Energia Electrica, Mayaguez, PR        27,000
     Gulf Power                                           8,000
     Florida Power and Light                              7,200
     Massachusetts Port Authority                         5,000
     Public Services                                      2,250
     Colorado Springs                                       300
     Ohio Bureau of Workers Comp.                           267
     City of Eureka, CA                                     100
B.5  Books, artworks, miscellaneous objects         Undetermined
B.13 Stock and interests                            Undetermined
     See http://bankrupt.com/misc/BISchedB13StockInterests.pdf
B.14 Interests in partnerships or joint ventures
     Borders/JGE Joint Venture LLC                 Undetermined
B.16 Accounts receivable
     Intercompany receivable
       Borders Group, Inc.                          557,851,612
       Borders Direct, LLC                          179,793,794
       Borders Intl. Services, Inc.                   3,664,910
       Borders Online, Inc.                         (15,769,138)
       Borders Properties, Inc.                    (447,250,959)
     Accounts receivable from vendors                11,917,773
     Other accounts receivable                       11,507,317
     Credit card clearing
       VISA/MC                                        9,659,100
       AMEX                                           1,072,182
     Others                                           4,919,978
     See http://bankrupt.com/misc/BISchedB16AcctsReceivable.pdf
B.18 Other liquidated debts                            1,053,443
     See http://bankrupt.com/misc/BISchedB18LiquidatedDebts.pdf
B.22 Patents, copyrights                            Undetermined
     See http://bankrupt.com/misc/BISchedB22Patents.pdf
B.23 Licenses, franchises and others
     SBC License                                   Undetermined
B.28 Office equipment, furnishings, and supplies
     Leasehold improvements                          99,239,151
     Furniture                                       54,712,444
     Equipment                                       18,133,183
     PC software                                     13,431,053
     PC equipment                                     5,734,296
B.30 Inventory
     Capitalized Inventory Costs                     39,188,000
     Inventory Balance
      Distribution Center #7091                      22,288,571
      Distribution Center #7090                      22,481,296
      Distribution Center #7030                      17,853,590
      Distribution Center #7054                       9,791,590
      Distribution Center #7032                       7,461,235
      Distribution Center #9030                       3,553,258
      Store #0356                                     2,512,951
      Store #0133                                     2,001,599
      Store #0120                                     1,988,405
      Store #0225                                     1,964,801
      Store #0050                                     1,926,637
      Store #0592                                     1,922,738
      Store #0057                                     1,873,744
      Store #0330                                     1,863,344
      Store #0200                                     1,846,283
      Store #0566                                     1,823,843
      Store #0258                                     1,822,494
      Store #0405                                     1,807,290
      Inventory not assigned to
       specific store locations                       1,902,749
      Others                                        490,846,557
      See http://bankrupt.com/misc/BISchedB30Inventory.pdf
B.35 Other personal property
     Mortgage Note Receivable
      Torrance, CA store                              6,608,000
      Harrisburg, PA Distribution Center              1,953,000
     Prepaid rent
      Ann Arbor, MI store                             6,194,183
      Boynton Beach, FL                               2,514,555

    TOTAL SCHEDULED ASSETS                       $1,190,492,893
    ===========================================================

C. Property Claimed as Exempt                     Not applicable

D. Creditors Holding Secured Claims
   Secured Debt
    Bank of America, N.A. - Revolver Facility      $196,469,250
    GA Capital, LLC - Term Loan                      48,919,245
   Letters of Credit Outstanding
    Dominion Virginia Power                             127,252
    Florida Power and Light                             104,052
    Northern Indiana Public Service                      16,115
    Paradies-Rhode Island, LLC                           35,000
    Port Authority of NY & NJ                           178,200
    Southern California Edison                          400,000

E. Creditors Holding Unsecured Priority Claims
   Tax Claims                                      Undetermined
    See http://bankrupt.com/misc/BISchedE1TaxClaims.pdf
   Severance Claims
    Gary M. Bale                                         11,725
    William A. Dandy                                     11,725
    Anthony J. Grant                                     11,725
    John J. Melnick                                      11,725
    Lawrence A. Norton                                   11,725

F. Creditors Holding Unsecured Nonpriority Claims
   Trade Payables
    Penguin Putnam Inc.                              42,542,806
    Hachette Book Group USA                          36,850,128
    Random House                                     35,161,393
    Simon & Schuster Inc.                            29,090,286
    HarperCollins Publishers                         28,981,082
    Macmillan                                        12,719,258
    John Wiley and Sons Inc.                         12,192,885
    Perseus Distribution Services                     8,613,160
    Source Interlink Companies                        6,797,320
    Twentieth Century Fox                             6,493,767
    Seattles Best Coffee Inc.                         5,882,855
    Diamond Comic Distributors                        5,519,252
    F&W Media Inc.                                    5,148,023
    Houghton Mifflin Company                          4,560,091
    Sony Music Entertainment Inc.                     4,370,995
    U M G D                                           3,756,577
    Perfect Timing Inc.                               3,632,707
    The McGraw-Hill Companies                         3,155,410
    Pearson Education Inc.                            3,095,316
    Rosetta Stone Ltd.                                2,992,945
    Sony Pictures Home Ent.                           2,836,708
    WM Norton & Company Inc.                          2,154,999
    Workman Publishing Company                        2,078,146
    EMI Music Marketing                               2,037,410
    Zindervan Corporation                             2,010,671
    National Book Network Inc.                        1,980,944
    Elsevier Science                                  1,781,820
    Thomas Nelson Publishers                          1,772,471
    Hay House Inc.                                    1,760,463
    Meadwestvaco                                      1,702,809
    Workman Pub Co.                                   1,602,179
    Trends International LLC                          1,597,779
    Publications International Ltd.                   1,444,221
    Papyrus-Recycled Greetings                        1,324,353
    Hachette Book Group                               1,288,403
    Barrons Educational Series Incorporated           1,216,137
    Triumph Books Corp.                               1,096,518
    Others                                          104,531,777
    See http://bankrupt.com/misc/BISchedF1TradePayables.pdf
   Litigation & Environmental                      Undetermined
    See http://bankrupt.com/misc/BISchedF2EnvlClaims.pdf
   Employees Holding Unsecured Claims
    Lawrence A. Norton                                  468,275
    David S. Laverty                                    400,000
    William A. Dandy                                    388,275
    David R. Marsico                                    280,000
    John J. Melnick                                     268,275
    Anthony J. Grant                                    254,275
    Michael A. Steele                                   119,942
    Gary M. Bale                                        160,390
    Patricia Wynn                                        98,000
    William W. Christensen                               58,279
    Jennifer S. Lovin                                    49,546
    Arthur L. Keeney                                     42,308

    TOTAL SCHEDULED LIABILITIES                    $644,669,368
    ===========================================================

                        About Borders Group

Borders Group is a leading operator of book, music and movie
superstores and mall-based bookstores.  At Jan. 29, 2011, the
Debtors operated 642 stores, under the Borders, Waldenbooks,
Borders Express and Borders Outlet names, as well as Borders-
branded airport stores in the United States, of which 639 stores
are located in the United States and 3 in Puerto Rico.  Two of
Borders' flagship stores (along with other less prominent stores)
are located in Manhattan.  In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online e-
commerce components.  As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

National law firm Lowenstein Sandler has been appointed to
represent the official unsecured creditors committee for Borders
Group.  Bruce S. Nathan and Bruce Buechler, members of Lowenstein
Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights
Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000)


BORDERS GROUP: Borders Inc. Files Statement of Financial Affairs
----------------------------------------------------------------
Borders, Inc. earned income from operation of business during the
two years immediately preceding the Petition Date:

        Fiscal Year End                 Amount
        ---------------             --------------
            2010                    $2,177,101,597
            2009                     2,625,283,632
            2008                     3,113,082,986

Borders Inc. also earned income other than from operation of
business during the two years immediately before the Petition
Date:

        Fiscal Year End                 Amount
        ---------------             --------------
            2010                       $11,953,082
            2009                                 0
            2008                        11,797,534

Borders Senior Vice President of Restructuring Holly Etlin
discloses that the Debtor made payments, totaling $556,548,070,
to creditors within 90 days immediately preceding the Petition
Date, a schedule of which is available for free at:

     http://bankrupt.com/misc/BordersInc_SofA3b.pdf

Borders Inc. also made payments, totaling $48,423,388, to
insiders within one year immediately before the Petition Date, a
schedule of which is available for free at:

        http://bankrupt.com/misc/BordersInc_SofA3c.pdf

Borders Inc. is a party to about 75 lawsuits and administrative
proceedings, a schedule of which is available for free at:

        http://bankrupt.com/misc/BordersInc_SofA4a.pdf

The Company assigned a property to Inland Western Lansing
Eastwood, LLC on February 11, 2011.

The Company donated gifts or charitable contributions, totaling
$378,710, within one year immediately preceding the Petition
Date, a schedule of which is available for free at:

       http://bankrupt.com/misc/BordersInc_SofA7.pdf

Borders Inc. made payments related to debt counseling or
bankruptcy, totaling $9,673,650, within one year immediately
preceding the Petition Date, a schedule of which is available for
free at http://bankrupt.com/misc/BordersInc_SofA9.pdf

The Company reported lease assignments worth $9,150,000 within
two years immediately preceding the Petition Date, a schedule of
which is available for free at:

      http://bankrupt.com/misc/BordersInc_SofA10a.pdf

The Company closed about 324 financial accounts within one year
immediately preceding the Petition Date, a list of which is
available for free at:

      http://bankrupt.com/misc/BordersInc_SofA11.pdf

These officers kept or supervised the keeping of books and
records of Borders Inc. within two years immediately before the
Petition Date:

   Name                        Title
   ----                        -----
   Glenn Tomaszewski           Vice President
   Mark Bierley                Former Chief Financial Officer
   Scott Henry                 Current Chief Financial Officer

Ernst & Young LLP audited the books and records of Borders Inc.
within two years immediately before the Petition Date.

Messrs. Tomaszewski and Henry were in possession of the books and
records of Borders Inc.

The Company reported that several inventory were taken at its
various stores, a schedule of which is available for free at:

        http://bankrupt/com/misc/BordersInc_SofA20a.pdf

Therese Tierney was in charge of the inventories reported
possessed records for those inventories.

Borders Inc.'s officers and stockholders who directly own,
control, or hold 5% or more of the equity securities of the
corporation are:

                                      Nature of    % of
                                        Stock      Stock
  Name/Title                         Ownership   Ownership
  ----------                         ----------  ---------
  Daniel R. Angus                       N/A          N/A
  Vice President

  Borders Group, Inc.           Legal Ownership      100%
                                of Wholly Owned
                                    Subsidiary

  Jason D. Cline                        N/A          N/A
  Vice President

  Joanna Cline                          N/A          N/A
  Vice President

  Michele M. Cloutier                   N/A          N/A
  Executive Vice President

  Michael J. Edwards                    N/A          N/A
  Member, Board of Directors and
  President, Chief Executive Officer

  James M. Frering                      N/A          N/A
  Senior Vice President

  Scott D. Henry                        N/A          N/A
  Member, Board of Directors and
  Executive Vice President,
  Chief Financial Officer, &
  Treasurer

  Edward J. Jackson                     N/A          N/A
  Vice President, Assistant
  Treasurer & Assistant
  Secretary

  Eric A. Kovats                        N/A          N/A
  Regional Vice President

  Lynda Y. Pak                          N/A          N/A
  Vice President

  Kathryn M. Popoff                     N/A          N/A
  Vice President

  Rosalind L. Thompson                  N/A          N/A
  Senior Vice President

  Glen Tomaszewski                      N/A          N/A
  Vice President

  Beatrice Vicente                      N/A          N/A
  Regional Vice President

The Debtor's former officers are:

    Name                         Title
    ----                         -----
    Gary M. Bale                 Senior Vice President
    William A. Dandy             Senior Vice President
    David S. Laverty             Senior Vice President
    Lawrence A. Norton           Senior Vice President
    Anthony J. Grant             Vice President
    David R. Marsico             Regional Vice President
    Thomas Carney                Executive Vice President
    Patricia Wynn                Vice President
    Scott Brown                  Vice President
    Nelson D. Clark              Vice President
    William W. Christensen       Regional Vice President
    Michael A. Steele            Regional Vice President
    Sheree Solaiman              Senior Vice President
    Jennifer S. Lovin            Vice President
    John J. Melnick              Regional Vice President
    Mark R. Bierley              Member, Board of Directors and
                                 Executive Vice President,
                                 Chief, Financial Officer &
                                 Treasurer

                        About Borders Group

Borders Group is a leading operator of book, music and movie
superstores and mall-based bookstores.  At Jan. 29, 2011, the
Debtors operated 642 stores, under the Borders, Waldenbooks,
Borders Express and Borders Outlet names, as well as Borders-
branded airport stores in the United States, of which 639 stores
are located in the United States and 3 in Puerto Rico.  Two of
Borders' flagship stores (along with other less prominent stores)
are located in Manhattan.  In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online e-
commerce components.  As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

National law firm Lowenstein Sandler has been appointed to
represent the official unsecured creditors committee for Borders
Group.  Bruce S. Nathan and Bruce Buechler, members of Lowenstein
Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights
Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000)


BORDERS GROUP: Rosetta Stone Records $0.9-Mil. Charge
-----------------------------------------------------
Rosetta Stone Inc. recorded a charge of $0.9 million associated
with the potential loss of its accounts receivable from Borders
Group, Inc. as a result of Borders' bankruptcy filing during the
quarter ended December 31, 2010, Rosetta disclosed in its Form
10-K filing with the U.S. Securities and Exchange Commission for
the year ended December 31, 2010.

Rosetta also changed the accounting for revenue and bookings for
the three months ended December 31, 2010, for Borders on a cash
basis, which reduced both revenue and bookings by approximately
$1.7 million and $2 million respectively.  "Additional store
closures by Borders could result in more inventory liquidations
and negatively impact sales of our products by other retailers,"
Rosetta said.

Rosetta develops, markets, and sells language learning solutions
consisting of software, online services, and audio practice tools
primarily under the Rosetta Stone brand.

                        About Borders Group

Borders Group is a leading operator of book, music and movie
superstores and mall-based bookstores.  At Jan. 29, 2011, the
Debtors operated 642 stores, under the Borders, Waldenbooks,
Borders Express and Borders Outlet names, as well as Borders-
branded airport stores in the United States, of which 639 stores
are located in the United States and 3 in Puerto Rico.  Two of
Borders' flagship stores (along with other less prominent stores)
are located in Manhattan.  In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online e-
commerce components.  As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

National law firm Lowenstein Sandler has been appointed to
represent the official unsecured creditors committee for Borders
Group.  Bruce S. Nathan and Bruce Buechler, members of Lowenstein
Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights
Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000)


BORDERS GROUP: Proposes to Modify Lease Terms With Landlords
------------------------------------------------------------
Borders Group, Inc. and its debtor affiliates seek authority from
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York to modify terms of certain of their lease
agreements.

The Debtors are parties to 650 unexpired real property leases for
their retail stores with hundreds of landlords.  The Debtors and
their professionals have been reviewing the Leases to determine
whether to close underperforming stores and maximize
profitability of their store footprint.  In connection with this
process, the Debtors also renegotiate Leases where, with certain
concessions from landlords, the reduction in costs is sufficient
to result in otherwise unprofitable stores becoming profitable.

During the two-year period prior to the filing of their Chapter
11 cases, the Debtors obtained rent concessions of about $38.3
million at 154 of their locations and closed 35 unprofitable
stores.

The Debtors relate that they will continue closing stores where
they are unable to turn a profit without modifications to the
corresponding Leases.  Indeed, the Debtors recently closed at
least 226 of its store locations.

While the Debtors believe it is important to close
underperforming locations, they also believe it is beneficial
first to try to obtain concessions from landlords that can turn
an underperforming store into a profitable location, Andrew K.
Glenn, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New
York, tells the Court.  To that end, the Debtors aver that they
would like to continue negotiating rent concessions during their
Chapter 11 cases to determine which stores to close, subject to
their ability to renegotiate the terms of applicable Leases.
However, given that certain of the Lease Modification Agreements
contain releases, including releases of preference claims, the
Debtors filed this request.

Specifically, the Debtors propose to include these Modified Lease
terms in the proposed Lease modification agreements:

  * Reductions of base rent;

  * Reductions or extensions of lease terms;

  * Reductions or elimination of option terms;

  * Reconciliations and settlements of additional rent charges
    and disputes, including, but not limited to, common area
    maintenance taxes, insurance, and other costs that are
    typically added to base rent;

  * Recapture and early termination rights;

  * Granting administrative claim status for the difference in
    rent if the applicable Lease is ultimately rejected;

  * Continuous operations obligations;

  * Waivers or modifications to "exclusive use" provisions;

  * Waivers or modifications to "prohibited use" restrictions;

  * Agreement to a Landlord's waiver of all or a portion of
    unpaid prepetition rent;

  * A Landlord's stipulation for extension of time for the
    Debtors' right to assume or reject the Lease;

  * Occupancy cost conversions, example "gross rent" or
    "percentage rent" only plus additional rent charges;

  * "Percentage rent" added as an occupancy cost obligation;

  * Preference waivers;

  * Release provisions;

  * Inclusion of an obligation by the Debtors to provide sales
    reporting;

  * Modification or elimination of co-tenancy clauses; or

  * Reductions in gross leasable area.

The Lease Modification Agreements may also contain provisions for
the preservation of a landlord's claim under Section 502(b)(6) of
the Bankruptcy Code in the pre-Lease modification rent amount.
Despite the fact that the rent under the Lease is being reduced,
landlords may assert unsecured or administrative claims for the
full amount of rent under the Lease if the Lease is ultimately
rejected.

Mr. Glenn insists that the Debtors' renegotiation of lease terms
is an ordinary course transaction and is consistent with their
prepetition practices.  "Continuing negotiations is a core
strategy of the Debtors and an integral part of these Chapter 11
cases," he avers.

However, to ensure that the Lease Modification Agreements are
beneficial to their estates, the Debtors propose to provide, on a
"professionals' eyes only" basis, written notice and copy of the
Lease Modification Agreement via e-mail or overnight mail to
counsel for the Official Committee of Unsecured Creditors and the
DIP Lenders, which parties will have three days to object to the
Lease Modification Agreement by serving via e-mail the objection
on the Debtors' counsel.  If no objection is timely served, the
Debtors will schedule a hearing before the Court for approval of
the Lease Modification Agreement.

Mr. Glenn asserts that the proposed Approval Procedures benefit
the Debtors' estates because if the Debtors were forced to
disclose the Lease Modification Agreements in separate motions,
their bargaining power would be severely compromised to the
detriment of their estates.  Filing motions to obtain approval of
the hundreds of modified Leases would also create a costly and
unnecessary burden on the Debtors' estates, he adds.

The Court is set to consider the Debtors' request on April 14,
2011.  Objections are due no later than April 7.

                        About Borders Group

Borders Group is a leading operator of book, music and movie
superstores and mall-based bookstores.  At Jan. 29, 2011, the
Debtors operated 642 stores, under the Borders, Waldenbooks,
Borders Express and Borders Outlet names, as well as Borders-
branded airport stores in the United States, of which 639 stores
are located in the United States and 3 in Puerto Rico.  Two of
Borders' flagship stores (along with other less prominent stores)
are located in Manhattan.  In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online e-
commerce components.  As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

National law firm Lowenstein Sandler has been appointed to
represent the official unsecured creditors committee for Borders
Group.  Bruce S. Nathan and Bruce Buechler, members of Lowenstein
Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights
Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000)


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


HINDU CREDIT: Former Pres. Harry Harnarine Fails To Block Enquiry
-----------------------------------------------------------------
Denyse Renne at the Trinidad Express Newspapers reports that Chief
Justice Ivor Archie and Justices Peter Jamadar and Nolan Bereaux,
have denied former Hindu Credit Union president Harry Harnarine's
request to stop enquiry into HCU.

As reported by the Troubled Company Reporter on Feb. 17, 2011,
Trinidad Express said that attorneys representing HCU and Mr.
Harnarine filed an application in the High Court for judicial
review of Trinidad and Tobago President George Maxwell Richards'
decision to appoint a Commission of Enquiry into HCU.  Trinidad
Express notes that the application names Attorney General Anand
Ramlogan and the lone commissioner in the enquiry, Queen's Counsel
Sir Anthony Colman, as respondents.

According to the Trinidad Express, the panel ruled that the
previous HCU board didn't have the power to bring judicial review
proceedings, and that the powers to commence and defend
proceedings were vested in HCU liquidator Dave Rampersad.

The Trinidad Express relates that Mr. Harnarine, who said that he
welcomed the enquiry and would make objections at the right time,
was ordered to pay costs.

Hindu Credit Union Co-Operative Society Limited (HCU)
-- http://www.ourhcu.com/-- is headquartered in Borough,
Chaguanas, in Trinidad and Tobago.

As reported in the Troubled Company Reporter-Latin America on
July 28, 2008, the High Court of Trinidad and Tobago granted the
government full control of Hindu Credit as the company faces
financial difficulties, leaving depositors in limbo despite
requests from lawyers.  In June 2008, chartered accountants Ernst
and Young inspected Hindu Credit's books, accounts, and records
after a public outcry and calls for an internal audit.  Charles
Mitchell, the Commissioner for Co-Operative Development,
represents Hindu Credit's depositors.


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


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

April 27-29, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott, Chicago, IL
           Contact: http://www.turnaround.org/

May 5, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Nuts and Bolts - New York City
        Association of the Bar of the City of New York,
        New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

May 6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     New York City Bankruptcy Conference
        Hilton New York, New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Canadian-American Cross-Border Insolvency Symposium
        Fairmont Royal York, Toronto, Ont.
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Central States Bankruptcy Workshop
        Grand Traverse Resort and Spa, Traverse City, Mich.
              Contact: http://www.abiworld.org/

July 21-24, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Northeast Bankruptcy Conference
        Hyatt Regency Newport, Newport, R.I.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 27-30, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Sanctuary at Kiawah Island, Kiawah Island, S.C.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 4-6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hotel Hershey, Hershey, Pa.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 14, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     NCBJ/ABI Educational Program
        Tampa Convention Center, Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. __, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     International Insolvency Symposium
        Dublin, Ireland
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 25-27, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     Hilton San Diego Bayfront, San Diego, CA
        Contact: http://www.turnaround.org/

Dec. 1-3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     23rd Annual Winter Leadership Conference
        La Quinta Resort & Spa, La Quinta, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 3-5, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        Grand Hyatt Atlanta, Atlanta, Ga.
           Contact: http://www.turnaround.org/

Apr. 19-22, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Ritz-Carlton Amelia Island, Amelia Island, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hyatt Regency Chesapeake Bay, Cambridge, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Westin Copley Place, Boston, Mass.
           Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott Chicago, Chicago, Ill.
           Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.

Last Updated: Mar. 21, 2011


                            ***********


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. Agravante, Rousel Elaine T.
Fernandez, Valerie U. Pascual, Psyche A. Castillon, Julie Anne G.
Lopez, Ivy B. Magdadaro, Frauline S. Abangan, and Peter A.
Chapman, Editors.

Copyright 2011.  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 * * *