TCRLA_Public/110413.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

            Wednesday, April 13, 2011, Vol. 12, No. 73

                            Headlines



A R G E N T I N A

BANCO DE GALICIA: Moody's Puts Low-B Ratings on Sr. Debt Program


B R A Z I L

BES INVESTIMENTO: Moody's Cuts Sr. Unsecured Debt Ratings to 'Ba1'
MULTIPLAN EMPREENDIMENTOS: S&P Affirms 'BB+' Corp. Credit Rating


C A Y M A N  I S L A N D S

ABCHURCH EUROPE: Creditors' Proofs of Debt Due May 2
ABCHURCH EUROPE: Creditors' Proofs of Debt Due May 2
AMOEBA CAPITAL: Creditors' Proofs of Debt Due May 11
AMOEBA CAPITAL: Creditors' Proofs of Debt Due May 11
AMOEBA CAPITAL: Creditors' Proofs of Debt Due May 11

BABCOCK & BROWN: Creditors' Proofs of Debt Due May 9
CLS INVESTMENTS: Creditors' Proofs of Debt Due May 2
EDDINGTON SPC: Creditors' Proofs of Debt Due May 11
EDIMARC LIMITED: Placed Under Voluntary Wind-Up
GOLDEN GATE: Creditors' Proofs of Debt Due May 11

KBAL II: Creditors' Proofs of Debt Due May 11
LYDIAN OVERSEAS: Creditors' Proofs of Debt Due May 11
QPRV LIMITED: Creditors' Proofs of Debt Due May 11
RISTORANTE LTD: Creditors' Proofs of Debt Due June 24
SIMJA LTD: Creditors' Proofs of Debt Due May 2

SOFTWARE LEASING: Creditors' Proofs of Debt Due May 11
TABERNA REAL: Creditors' Proofs of Debt Due May 11
THL CAYMAN: Creditors' Proofs of Debt Due May 11
THL FUND V: Creditors' Proofs of Debt Due May 11
UPCB FINANCE: S&P Affirms 'B+' Rating on EUR500MM Sr. Notes


C O L O M B I A

OSAGE EXPLORATION: Issues $200,000 Promissory Note to P. Hoffman


J A M A I C A

AIR JAMAICA: Caribbean Airlines Merger May Cause 300 Job Cuts


M E X I C O

GREENBRIER COS: Incurs $293,000 Net Loss in Qtr. Ended Feb. 28
MUNICIPALITY OF MEXICALI: Moody's Puts Ba1 Debt Rating to Loan
SATELITES MEXICANOS: Files Schedules of Assets & Liabilities
SATELITES MEXICANOS: Taps Epiq as Balloting & Claims Agent
SATELITES MEXICANOS: Taps Greenberg Traurig as Bankruptcy Counsel

VITRO SAB: US Units to Sell Operations for $44MM to Grey Mountain


P U E R T O  R I C O

MILLENNIUM INSTITUTE: Court Denies PREPA's Bid Over 2009 Accord
MORGANS HOTEL: To Sell Royalton and Morgans Hotels for $140MM




                            - - - - -


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A R G E N T I N A
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BANCO DE GALICIA: Moody's Puts Low-B Ratings on Sr. Debt Program
----------------------------------------------------------------
Moody's Investors Service assigned (P) Ba3 and (P)B2 global local
and foreign currency debt ratings to Banco de Galicia y Buenos
Aires senior debt program in the amount of US$342.5 million.  In
addition, a B2 global foreign-currency debt rating was assigned
to the expected first issuance of the program, amounting up to
US$300 million.  The outlook for all ratings is stable.  The
program allows for multicurrency debt issuances and is governed
by New York law.

At the same time, Moody's Latin America assigned Aa2.ar and Aa3.ar
national scale local and foreign currency debt ratings to
Galicia's debt program.  In addition, a national scale local
currency debt rating of Aa3.ar was assigned to the expected first
issuance of the program

These ratings were assigned to Banco de Galicia y Buenos Aires
S.A.:

   -- US$342.5 million (or its equivalent in other currencies)
      senior debt program:

      * (P)Ba3 Global Local Currency Debt Rating, with stable
        outlook

      * (P)B2 Global Foreign Currency Debt Rating, with stable
        outlook

      * Aa2.ar Argentina National Scale Local Currency Debt Rating

      * Aa3.ar Argentina National Scale Foreign Currency Debt
        Rating

   -- First Issuance of a maximum amount of US$300 million:

      * B2 Global Foreign Currency Debt Rating, with stable
        outlook

      * Aa3.ar Argentina National Scale Foreign Currency Debt
        Rating

Ratings Rationale

Moody's explained that the local currency senior unsecured debt
rating derives from Galicia's Ba2 global local currency deposit
rating.  Moody's also noted that seniority was taken into
consideration in the assignment of the debt ratings.

Banco de Galicia y Buenos Aires S.A. is headquartered in Buenos
Aires, with assets of ARS35.3 billion and loans of ARS22.4 billion
as of December 2010.


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B R A Z I L
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BES INVESTIMENTO: Moody's Cuts Sr. Unsecured Debt Ratings to 'Ba1'
------------------------------------------------------------------
Moody's Investors Service downgraded the global local currency
deposit ratings and foreign-currency senior unsecured debt
ratings of BES Investimento do Brasil S.A. (BESI Brasil) to Ba1
and Not Prime, from Baa2 and P-3, in the long- and short-term
respectively.  Moody's also downgraded the bank's foreign-currency
deposit ratings to Ba1 and Not Prime from Baa3 and P-3; and the
long-term Brazilian national scale deposit rating to Aa2.br from
Aaa.br.  The outlook on all ratings is negative.

The bank financial strength rating (BFSR) of D+ and the short-
term Brazilian national scale rating of BR-1 were both confirmed.
Moreover, BESI Brasil's baseline credit assessment was maintained
at Ba1.

The rating actions conclude the review for downgrade of BESI
Brasil's deposit and debt ratings and reflect the downgrade of the
ratings of its parent, Banco Espirito Santo S.A., particularly the
downgrade of its BFSR to D+ from C-, which lowered the baseline
credit assessment to Ba1, from Baa2.

These ratings were confirmed:

   -- Bank financial strength rating: D+, with negative outlook;

   -- Short-term Brazilian national scale deposit rating: BR-1

These ratings of BES Investimento do Brasil S.A. were downgraded:

   -- Global local-currency deposit ratings: to Ba1 and Not Prime
      from Baa2 and P-3, with negative outlook;

   -- Foreign-currency deposit ratings: to Ba1 and Not Prime from
      Baa3 and P-3, with negative outlook;

   -- Foreign-currency senior unsecured debt ratings: to Ba1 and
      Not Prime from Baa2 and P-3, with negative outlook;

   -- Long-term Brazilian national scale deposit rating: to Aa2.br
      from Aaa.br, with negative outlook

Ratings Rationale

Moody's highlighted that the downgrade of BESI Brasil's deposit
and senior debt ratings followed the lowering of Banco Espirito
Santo's stand alone financial strength rating to D+ and baseline
credit assessment (BCA) to Ba1.  As per Moody's joint default
analysis, Portugal's Banco Espirito Santo's BCA is the anchor
for assessing parental support, which is incorporated into its
subsidiary's deposit and senior debt ratings.  After the downgrade
of the parent's financial strength, BESI Brasil's Ba1 deposit and
senior debt ratings no longer incorporate any uplift from Banco
Espirito Santo.

The confirmation of BESI Brasil's BFSR at D+ as well as the
maintenance of the bank's BCA at Ba1 reflect the limited
dependence on its parent both for business origination and funding
and liquidity, as indicated by revenue generation that is
predominantly derived from domestic activities.  BESI Brasil's
well-managed liquidity position, which has not drawn on parent's
resources over the past couple of years, also supports the rating
confirmation.  BESI Brasil's BFSR benefits from the consistent and
independent performance of the bank's financial metrics,
particularly its profitability and capital ratios, which have
cushioned the bank's stand-alone operation against pressures on
its parent's creditworthiness.

Moody's noted, however, that the negative outlook on the rating
reflect the challenges that BESI Brasil may face particularly in
regards to its funding dynamics.  The rating agency will monitor
the bank's funding structure for indications of rising costs or
decline in deposit volumes that might be associated to investors'
behavior, as the deposit ratings of the parent bank remain on
review for downgrade.  Moody's will also monitor BESI Brasil's
profitability and capital ratios, including any extraordinary
dividend up-streaming that could weaken the subsidiary's
performance.

Moody's last rating action on BESI Brasil was on December 14,
2010, when Moody's placed on review for downgrade the deposit and
debt ratings of BESI Brasil following the review for downgrade of
all ratings of Banco Espirito Santo S.A.  On the same date,
Moody's affirmed BESI Brasil's BFSR of D+ and the short-term
Brazilian national scale rating of BR-1.

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.

BES Investimento do Brasil S.A is headquartered in Sao Paulo,
Brazil.  In December 2010, the bank had total assets of
approximately BRL6.0 billion (US$3.6 billion) and equity of
BRL476 million (US$287 million).


MULTIPLAN EMPREENDIMENTOS: S&P Affirms 'BB+' Corp. Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its ratings on
Multiplan Empreendimentos Imobiliarios S.A., including the 'BB+'
global scale corporate credit rating and the 'brAA+' Brazilian
national scale rating.  S&P revised the outlook to positive from
stable.

"The positive outlook reflects our opinion that Multiplan will
manage its significant capital expenditures program for the next
two years with only modest weakening of its credit metrics (which
are currently strong for its rating category), and will maintain
its adequate liquidity position," said Standard & Poor's credit
analyst Piero Parolin.

The positive environment for shopping malls in Brazil should
continue helping Multiplan's greenfield projects ramp up.  This
will allow the company to deal with increased operating risks,
mainly related to the development of its sizable planned projects.

"Our ratings on Multiplan reflect its historically conservative
credit metrics that are base on its strategy of using equity and
internal cash flows during more-aggressive investment cycles.  The
ratings also reflect Multiplan's low indebtedness, adequate
internal cash flows, and strong cash reserves," S&P stated.

The significant capital required to grow organically during the
next two years partially offsets the positives.  This growth
includes the development of greenfield shopping malls and
commercial towers, and the associated risks (considering that
several competitors are also expanding capacity, raising
some risks of overbuilding).  The rating incorporates some cash
use to fund investments and occasional additional gross debt.
Multiplan's opportunistic presence in the lower-margin and more
volatile real estate business (though decreasing in recent years)
is also a risk.

"The positive outlook reflects our opinion that, despite its heavy
investment program and some uncertainty about the ramp-up of
greenfield properties, Multiplan will sustain adequate liquidity
and gradually reduce leverage to historical levels after a short
period of higher leverage," S&P related.

"We could raise the ratings if Multiplan successfully delivers its
greenfield projects and keeps improving its credit metrics and
liquidity.  This would depend on maintaining high occupancy rates
in both new and existing malls and adequate rent renewals.  We
could also raise the ratings if Multiplan improves its FOCF and
maintains or brings credit metrics back to historical levels
(debt-to-EBITDA and FFO-to-debt ratios of 1.5x and 45%) through
its investment cycle.  We could lower the ratings, which is
currently unlikely, if additional debt causes cash-flow protection
metrics to weaken, resulting in an FFO-to-total debt ratio
consistently less than 30% and a total debt-to-EBITDA ratio of
more than 3.0x.  The deterioration of Multiplan's liquidity
profile and its lack of adequate funding for investments could
also hurt the ratings," S&P noted.


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C A Y M A N  I S L A N D S
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ABCHURCH EUROPE: Creditors' Proofs of Debt Due May 2
----------------------------------------------------
The creditors of The Abchurch Europe Master Fund Limited are
required to file their proofs of debt by May 2, 2011, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on February 10,
2011.

The company's liquidator is:

         Avalon Management Limited
         c/o GL
         Telephone: (+1) 345 769 4422
         Facsimile: (+1) 345 769 9351
         Landmark Square, 1st Floor
         64 Earth Close, West Bay Beach
         P.O. Box 715, George Town
         Grand Cayman KY1-1107
         Cayman Islands


ABCHURCH EUROPE: Creditors' Proofs of Debt Due May 2
----------------------------------------------------
The creditors of The Abchurch Europe Fund Limited are required to
file their proofs of debt by May 2, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on February 10,
2011.

The company's liquidator is:

         Avalon Management Limited
         c/o GL
         Telephone: (+1) 345 769 4422
         Facsimile: (+1) 345 769 9351
         Landmark Square, 1st Floor
         64 Earth Close, West Bay Beach
         P.O. Box 715, George Town
         Grand Cayman KY1-1107
         Cayman Islands


AMOEBA CAPITAL: Creditors' Proofs of Debt Due May 11
----------------------------------------------------
The creditors of Amoeba Capital Asia Fund are required to file
their proofs of debt by May 11, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on March 14, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


AMOEBA CAPITAL: Creditors' Proofs of Debt Due May 11
----------------------------------------------------
The creditors of Amoeba Capital Asia US Feeder Fund are required
to file their proofs of debt by May 11, 2011, to be included in
the company's dividend distribution.

The company commenced liquidation proceedings on March 14, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


AMOEBA CAPITAL: Creditors' Proofs of Debt Due May 11
----------------------------------------------------
The creditors of Amoeba Capital Asia Feeder Fund are required to
file their proofs of debt by May 11, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on March 14, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


BABCOCK & BROWN: Creditors' Proofs of Debt Due May 9
----------------------------------------------------
The creditors of Babcock & Brown Managed Workspace Limited are
required to file their proofs of debt by May 9, 2011, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on March 21, 2011.

The company's liquidator is:

         Mr. Robin Lee Mcmahon
         c/o Mr. Geoff Baker
         Ernst & Young Ltd
         62 Forum Lane, Camana Bay
         P.O. Box 510, Grand Cayman KY1-1106
         Cayman Islands
         Telephone: +1 345 914 9011
         e-mail: Geoff.Baker@ky.ey.com


CLS INVESTMENTS: Creditors' Proofs of Debt Due May 2
----------------------------------------------------
The creditors of CLS Investments Co. Ltd. are required to file
their proofs of debt by May 2, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on March 23, 2011.

The company's liquidator is:

         Basem Ricardo Mustafa Aguinaga
         c/o Loreto Avenue No. 643
         Piura
         Peru


EDDINGTON SPC: Creditors' Proofs of Debt Due May 11
---------------------------------------------------
The creditors of Eddington SPC are required to file their proofs
of debt by May 11, 2011, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on March 11, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


EDIMARC LIMITED: Placed Under Voluntary Wind-Up
-----------------------------------------------
On March 17, 2011, the sole shareholder of Edimarc Limited
resolved to voluntarily wind up the company's operations.

The company's liquidator is:

         Appleby Trust (Cayman) Ltd
         Clifton House, 75 Fort Street
         P.O. Box 1350, Grand Cayman KY1-1108
         Cayman Islands


GOLDEN GATE: Creditors' Proofs of Debt Due May 11
-------------------------------------------------
The creditors of Golden Gate Logistics (Cayman) Ltd. are required
to file their proofs of debt by May 11, 2011, to be included in
the company's dividend distribution.

The company commenced liquidation proceedings on February 24,
2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


KBAL II: Creditors' Proofs of Debt Due May 11
---------------------------------------------
The creditors of KBAL II Limited are required to file their proofs
of debt by May 11, 2011, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on February 21,
2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


LYDIAN OVERSEAS: Creditors' Proofs of Debt Due May 11
-----------------------------------------------------
The creditors of Lydian Overseas Partners Master Fund, Ltd. are
required to file their proofs of debt by May 11, 2011, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on March 17, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


QPRV LIMITED: Creditors' Proofs of Debt Due May 11
--------------------------------------------------
The creditors of QPRV Limited are required to file their proofs of
debt by May 11, 2011, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on March 17, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


RISTORANTE LTD: Creditors' Proofs of Debt Due June 24
-----------------------------------------------------
The creditors of Ristorante Ltd. are required to file their proofs
of debt by June 24, 2011, to be included in the company's dividend
distribution.

The company commenced wind-up proceedings on March 24, 2011.

The company's liquidator is:

         MBT Trustees Ltd.
         Telephone: 945-8859
         Facsimile: 949-9793/4
         P.O. Box 30622, Grand Cayman KY1-1203
         Cayman Islands


SIMJA LTD: Creditors' Proofs of Debt Due May 2
----------------------------------------------
The creditors of Simja Ltd. are required to file their proofs of
debt by May 2, 2011, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on March 25, 2011.

The company's liquidator is:

         CDL Company Ltd.
         P.O. Box 31106, Grand Cayman KY1-1205
         Cayman Islands


SOFTWARE LEASING: Creditors' Proofs of Debt Due May 11
------------------------------------------------------
The creditors of Software Leasing International Limited are
required to file their proofs of debt by May 11, 2011, to be
included in the company's dividend distribution.

The company's liquidator is:

         Bernard Mcgrath
         69 Dr. Roy's Drive
         P.O. Box 1043, George Town
         Grand Cayman KY1-1102
         Cayman Islands


TABERNA REAL: Creditors' Proofs of Debt Due May 11
--------------------------------------------------
The creditors of Taberna Real Estate CDO 1 Ltd are required to
file their proofs of debt by May 11, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on February 15,
2011.

The company's liquidator is:

         DMS Corporate Services Ltd.
         c/o Bernadette Bailey-Lewis
         Telephone: (345) 946 7665
         Facsimile: (345) 946 7666
         dms House, 2nd Floor
         P.O. Box 1344, Grand Cayman KY1-1108
         Cayman Islands


THL CAYMAN: Creditors' Proofs of Debt Due May 11
------------------------------------------------
The creditors of THL Cayman Fund V (Alternative) Corp. are
required to file their proofs of debt by May 11, 2011, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on March 23, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


THL FUND V: Creditors' Proofs of Debt Due May 11
------------------------------------------------
The creditors of THL Fund V (Alternative) Corp. are required to
file their proofs of debt by May 11, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on March 23, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         c/o Anthony Johnson
         Telephone: (345) 914-6314
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands


UPCB FINANCE: S&P Affirms 'B+' Rating on EUR500MM Sr. Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services has corrected an error in its
database by affirming the 'B+' issue rating on the EUR500 million
senior secured notes issued by special-purpose vehicle UPCB
Finance Ltd., a subsidiary of international cable TV operator
Liberty Global Inc. (LGI; B+/Stable/--), and removing the rating
from CreditWatch with negative implications.  The rating should
have been affirmed and taken off CreditWatch on April 29, 2010, at
the same time as the other outstanding issue ratings on senior
secured debt issued by LGI or its subsidiaries.

UPCB Finance Ltd. was incorporated in 2009 and is based in George
Town, Cayman Islands. The company operates as a subsidiary of
Liberty Global Inc.


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


OSAGE EXPLORATION: Issues $200,000 Promissory Note to P. Hoffman
----------------------------------------------------------------
Osage Exploration and Development, Inc., issued a $200,000 secured
promissory note to E. Peter Hoffman, Jr., an individual investor
and an owner of more than 10% of the issued and outstanding shares
of the Company's common stock for gross proceeds of $200,000.  The
Secured Promissory Note matures Aug. 6, 2011, has a loan fee and
prepaid interest of 250,000 shares of common stock, $0.0001 par
value issued at closing, and is secured by an assignment of the
Company's future oil and gas leases in Logan County, OK.  The
Company is only permitted to use the proceeds from the Secured
Promissory Note to acquire additional oil and gas leases.

In addition, the Company amended its $500,000 Secured Promissory
Note issued to Blackrock Management, Inc., maturing May 24, 2011,
to allow Hoffman to receive, as collateral, all future oil and gas
leases in Logan County, OK.  The Company further agreed that, as
long as the Blackrock Secured Promissory Note is outstanding, it
will keep a minimum of $50,000 in the bank account of Cimarrona,
LLC, the Company's wholly owned subsidiary.  There is no relation
between Hoffman and Blackrock Management, Inc.

                      About Osage Exploration

Based in San Diego, California with production offices in Oklahoma
City, Oklahoma, and executive offices in Bogota, Colombia, Osage
Exploration and Development, Inc. (OTC BB: OEDV) --
http://www.osageexploration.com/-- is an independent exploration
and production company with interests in oil and gas wells and
prospects in the US and Colombia.

The Company reported a net loss $1.62 million on $1.83 million of
total operating revenues for the year ended Dec. 31, 2010,
compared with a net loss of $2.32 million on $2.81 million of
total operating revenues during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $2.43 million
in total assets, $1.13 million in total liabilities and $1.30
million in total stockholders' equity.

GKM, LLP expressed substantial doubt about the Company's ability
to continue as a going concern.  GKM noted that the Company has
suffered recurring losses from operations and has an accumulated
deficit as of Dec. 31, 2010.


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


AIR JAMAICA: Caribbean Airlines Merger May Cause 300 Job Cuts
-------------------------------------------------------------
About 300 jobs in Air Jamaica's IT and accounting services are
likely to be cut in the transition process, the Sunday Gleaner
reports.

In any integration process certain job losses are to be expected,
Vernon Khelawan at Trinidad & Tobago's Newsday relates, citing
Caribbean Airlines' corporate communications department chief
Laura Asbjornsen.  According to the Newsday, Ms. Asbjornsen said
that while there would be cuts in some departments, there would be
increases in others and the overall job losses would be minimal.
Ms. Asbjornsen, the Newsday relates, said that additional pilots
and flight attendants have already been hired.

Curtis Rampersad at the Trinidad Express Newspapers relates that
Caribbean Airlines said there will be staff redundancies in some
departments of Air Jamaica.  "Since the signing of the initial
agreement almost a year ago, the Caribbean Airlines team continues
to work towards the consolidation of Air Jamaica and Caribbean
Airlines in time for April 30, 2011 deadline of the Shareholder
Agreement.  As with any merger or acquisition, centralization of
most of the airline's operations continues to be the main purpose
of this integration process.  In this case, centralizing the
operations is critical in order to make sound business decisions
for the long-term benefit of the company," the report quoted
Caribbean Airlines as saying.

The Newsday reports that Air Jamaica chairman Dennis Lalor said he
had not been advised of any plan to lay off workers in the
airline.  The Sunday Gleaner quoted Mr. Lalor as saying, "All I
can say is that the contracts that the Air Jamaica staff had were
to expire at the end of April, but I haven't been told of any non-
renewal of contracts or non-issue of contracts.  I would expect
that I would have had some indication."

                        About Air Jamaica

Headquartered in Kingston, Jamaica, Air Jamaica Limited --
http://www.airjamaica.com/-- was founded in 1969.  It flies
passengers and cargo to almost 30 destinations in the Caribbean,
Europe, and North America.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 23, 2010, Trinidad and Tobago Caribbean Airline on May 1,
2010, acquired Air Jamaica for US$50 million and operated six Air
Jamaica aircraft and eight of its routes.  Jamaica got a 16% stake
in the merged operation, with CAL owning 84%.  According to a TCR-
LA report on June 29, 2009, RadioJamaica News said the Jamaican
government indicated it will name a buyer for cash-strapped Air
Jamaica.  RadioJamaica related the airline has been hemorrhaging
over US$150 million per annum and the government has had to foot
the massive bill.  In addition, RadioJamaica said, Air Jamaica
currently has over US$600 million in loans outstanding.

As of August 18, 2010, the airline continues to carry Moody's "B3"
long-term corporate family, and senior unsecured debt ratings.


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


GREENBRIER COS: Incurs $293,000 Net Loss in Qtr. Ended Feb. 28
--------------------------------------------------------------
The Greenbrier Companies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $293,000 on $286.30 million of revenue for the three
months ended Feb. 28, 2011, compared with a net loss of $4.38
million on $199.95 million of revenue for the same period during
the prior year.  The Company also reported a net loss of $2.34
million on $487.74 million of revenue for the six months ended
Feb. 28, 2011, compared with a net loss of $7.74 million on
$371.64 million of revenue for the same period during the prior
year.

The Company's balance sheet at Feb. 28, 2011 showed $1.19 billion
in total assets, $827.88 million in total liabilities and $363.16
million in total equity.

William A. Furman, president and chief executive officer, said,
"We are pleased to report near breakeven results, consistent with
our previously disclosed outlook.  This goal was achieved during a
quarter when we were ramping up railcar production, and were
impacted by both severe weather at certain facilities and
expiration of a management services contract.  Our business
visibility continues to improve.  New railcar orders are continued
evidence of the recovery in new railcar manufacturing.  Since the
beginning of our fiscal year, we have received orders for 10,200
new railcars.  We believe the expanding product diversity of new
orders signals the next stage of the recovery in the new railcar
market.  As we strive to meet ongoing demand, we continue to ramp
up production and are on track with plans to open an additional
production line in July 2011.  We continue to expect to deliver
between 9,000 and 10,000 new railcars in fiscal 2011."

A full-text copy of the Quarterly Report is available at no charge
at http://is.gd/FhEQCW

                       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.

                         *     *     *

As reported by the TCR on April 5, 2011, Moody's Investors Service
upgraded the ratings for The Greenbrier Companies Inc. Corporate
Family Rating to B3 from Caa1.  The upgrade of the CFR reflects
Moody's expectations that Greenbrier's earnings, revenues and
financial performance will improve over the next 12 to 18 months
as a result of growing demand for rail cars.  Greenbrier is well
position to benefit from improving industry conditions in the rail
car manufacturing and leasing businesses, where continued growth
in overall railroad freight volume will likely result in robust
demand growth for new railcars.

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.


MUNICIPALITY OF MEXICALI: Moody's Puts Ba1 Debt Rating to Loan
--------------------------------------------------------------
Moody's de Mexico assigned debt ratings of Ba1 (Global Scale,
local currency) and A1.mx (Mexico National Scale) to the
Municipality of Mexicali MXN814.5 million enhanced loan from
Banobras

The MXN814.5 million loan from Banobras is payable through a trust
(HSBC, Trust Number 303550), to which the Municipality has pledged
the rights and flows of 28.5% of participation transfers from the
Government of Mexico (Baa1, stable).  In case that participation
revenues are not sufficient for paying debt service on any of the
loans, the municipality has the obligation to send additional
revenues to the trust in order to make up the shortfalls.

The loan is denominated in Mexican pesos, with maturity of 20
years.  The loan will pay an interest rate composed of the 28-day
Mexican Interbank Interest Rate (TIIE in Spanish) plus a spread.
This loan is refinancing three Banobras loans with a total
outstanding value of MXN 735.6 and the incremental debt issuance
stands at around MXN78.9 million.

The ratings assigned are based on documentation received by
Moody's as of the rating assignment date.  In the event that the
loan structure change from the documentation submitted to us,
Moody's will assess the corresponding impact these factors may
have on the ratings and act accordingly.

Ratings Rationale

The Ba1/A1.mx ratings assigned to the loan reflect the underlying
creditworthiness of the Municipality of Mexicali (Ba3/A3.mx,
stable), supported by the following legal and credit enhancements
embedded in the loan.

   1. Validity of the legal authorization of the transaction,
      which authorizes the trust to be used as a mechanism for
      debt service payment.

   2. Strong trust structure based on an irrevocable notification
      to the State of Baja California regarding the transfer of
      rights and flows of participation revenues to the trustee.

   3. An interest rate "CAP" of 10% for the first nine years,
      which provides protection against unforeseen medium-term
      increases in the TIIE.

   4. Estimated cash flows generate solid debt service coverage
      ratios.  Under a Moody's base case scenario, cash flows for
      the loan are projected to provide 2.3x debt service coverage
      at the lowest point over the life of the loan.  Under a
      Moody's stress case scenario, estimated cash flows for the
      loan are projected to provide 2.2x debt service coverage, at
      the lowest point over the life of the loan.

   5. Solid level of reserve funds that represent 2.2x coverage of
      debt service at the minimum point over the life of the loan
      and provide a solid cushion against payment delays.

The rating rationale also recognizes these credit challenges:

   1. Commingling risk at the level of the State of Baja
      California (Baa1/Aa1.mx, stable) as the state sends cash
      flows to the trust, however, this is offset by:

      a) the state's strong governance and management practices,
         including a strong credit culture, and

      b) legal barriers that prohibit the state for intervening
         with municipal transfers.

The last rating action with respect to the Municipality of
Mexicali was taken on October 8, 2007, when Moody's upgraded the
National Scale Issuer Ratings to A3.mx from Baa1.mx.

The principal methodologies used in this rating were Regional and
Local Governments Outside the US published in May 2008, The
Application of Joint Default Analysis to Regional and Local
Governments, published in December 2008, and Enhanced Municipal
and State Loans in Mexico published in January 2011.


SATELITES MEXICANOS: Files Schedules of Assets & Liabilities
------------------------------------------------------------
Satelites Mexicanos, S.A. de C.V., has filed with the U.S.
Bankruptcy Court for the District of Delaware its schedules of
assets and liabilities, disclosing:

  Name of Schedule                       Assets        Liabilities
  ----------------                       ------        -----------
A. Real Property                               $0
B. Personal Property                 $393,427,023
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                     $442,763,459
E. Creditors Holding
   Unsecured Priority
   Claims                                               $1,664,432
                                                    + undetermined
F. Creditors Holding
   Unsecured Non-priority
   Claims                                              $13,272,087
                                                    + undetermined
                                      -----------      -----------
TOTAL                                $393,427,253     $457,699,978
                                                    + undetermined

                         About Satmex SAB

Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based
provider of fixed satellite services in the Americas, with
coverage to more than 90% of the population to the Americas,
including more than 45 nations and territories.  Satmex also
provides Latin American television programming in the United
States.

One of only two privately managed FSS providers based in Latin
America, Satmex has a fleet comprised of three satellites.  Satmex
5 and Satmex 6 generate the adjusted EBITDA for Satmex.  A third
satellite, Solidaridad 2, is inclined orbit but does not generate
any adjusted EBITDA.  Construction of Satmex 8 is expected to be
completed by July 2012.  Satmex also intends to pursue plans for a
new satellite, to be named Satmex 7.

Satmex filed for Chapter 11 bankruptcy protection on April 6, 2011
(Bankr. D. Del. Case No. 11-11035).

Affiliates Alterna'TV International Corporation (Bankr. D. Del.
Case No. 11-11034) and Alterna'TV Corporation (Bankr. D. Del. Case
No. 11-11033) simultaneously filed separate Chapter 11 petitions.

Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, serves
as the Debtor's bankruptcy counsel.  Lazard Freres & Co. LLC is
the Debtors' investment banker.  Ernst & Young LLP is the Debtors'
financial advisor.  Rubio Villegas & Asociados, S.C., serves as
the Debtors' special Mexican corporate and regulatory counsel.
Epiq Bankruptcy Solutions is the Debtors' claims and notice agent.

Jefferies & Company, Inc., is the financial advisor to supporting
2nd lien noteholders.  Ropes & Gray LLP is the U.S. counsel to
supporting 2nd lien noteholders.  Cervantes Sainz serves as
Mexican counsel to supporting 2nd lien noteholders.

Dechert LLP is the U.S. counsel to supporting holders of first
priority notes.  Galicia Abogados, S.C., is the Mexican counsel to
supporting holders of first priority notes.

Bracewell & Giuliani LLP is the U.S. counsel to Series B.
Directors.  Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel
to Series B. Directors.

Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico
Government.  Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is
the Mexican counsel for SCT for Mexico Government.  Detente Group
is the financial advisor for SCT for Mexico Government.

Latham & Watkins LLP is the U.S. counsel to Jefferies Finance.
Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for
Jefferies.


SATELITES MEXICANOS: Taps Epiq as Balloting & Claims Agent
----------------------------------------------------------
Satelites Mexicanos, S.A. de C.V., et al., ask for authorization
from the U.S. Bankruptcy Court for the District of Delaware to
employ Epiq Bankruptcy Solutions, LLC, as balloting, noticing,
claims and subscription agent.

Epiq will, among other things:

     a. prepare and serve a variety of documents on behalf of the
        Debtors in their Chapter 11 cases;

     b. provide claims administration services;

     c. act as balloting agent and consult with the Debtors and
        their counsel regarding timing issues, voting and
        tabulation procedures, and documents needed for the vote;
        and

     d. collect and review contracts and leases and prepare custom
        reports.

Epiq will be paid based on the hourly rates of its professionals:

        Clerk                                   $40-$60
        Case Manager (Level 1)                 $125-$175
        IT Programming Consultant              $140-$190
        Case Manager (Level 2)                 $185-$220
        Senior Case Manager                    $225-$275
        Senior Consultant                        $295

A copy of the Debtors' service agreement with Epiq is available
for free at:

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

Jennifer M. Meyerowitz, Epiq's Vice President and Director of
Business Development, assures the Court that the firm is a
"disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.

                        About Satmex SAB

Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based
provider of fixed satellite services in the Americas, with
coverage to more than 90% of the population to the Americas,
including more than 45 nations and territories.  Satmex also
provides Latin American television programming in the United
States.

One of only two privately managed FSS providers based in Latin
America, Satmex has a fleet comprised of three satellites.  Satmex
5 and Satmex 6 generate the adjusted EBITDA for Satmex.  A third
satellite, Solidaridad 2, is inclined orbit but does not generate
any adjusted EBITDA.  Construction of Satmex 8 is expected to be
completed by July 2012.  Satmex also intends to pursue plans for a
new satellite, to be named Satmex 7.

Satmex filed for Chapter 11 bankruptcy protection on April 6, 2011
(Bankr. D. Del. Case No. 11-11035).

Affiliates Alterna'TV International Corporation (Bankr. D. Del.
Case No. 11-11034) and Alterna'TV Corporation (Bankr. D. Del. Case
No. 11-11033) simultaneously filed separate Chapter 11 petitions.

Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, serves
as the Debtor's bankruptcy counsel.  Lazard Freres & Co. LLC is
the Debtors' investment banker.  Ernst & Young LLP is the Debtors'
financial advisor.  Rubio Villegas & Asociados, S.C., serves as
the Debtors' special Mexican corporate and regulatory counsel.

Jefferies & Company, Inc., is the financial advisor to supporting
2nd lien noteholders.  Ropes & Gray LLP is the U.S. counsel to
supporting 2nd lien noteholders.  Cervantes Sainz serves as
Mexican counsel to supporting 2nd lien noteholders.

Dechert LLP is the U.S. counsel to supporting holders of first
priority notes.  Galicia Abogados, S.C., is the Mexican counsel to
supporting holders of first priority notes.

Bracewell & Giuliani LLP is the U.S. counsel to Series B.
Directors.  Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel
to Series B. Directors.

Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico
Government.  Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is
the Mexican counsel for SCT for Mexico Government.  Detente Group
is the financial advisor for SCT for Mexico Government.

Latham & Watkins LLP is the U.S. counsel to Jefferies Finance.
Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for
Jefferies.

The Debtors disclosed $441.6 million in total assets and
$531.6 million in total debts as of March 23, 2011.

In its schedules, Satmex disclosed $393,427,253 in total assets
and $457,699,978 in total debts.


SATELITES MEXICANOS: Taps Greenberg Traurig as Bankruptcy Counsel
-----------------------------------------------------------------
Satelites Mexicanos, S.A., de C.V., et al., ask for authorization
from the U.S. Bankruptcy Court for the District of Delaware to
employ the law firm of Greenberg Traurig, LLP, as bankruptcy
counsel, nunc pro tunc to the Petition Date.

Greenberg Traurig can be reached at:

                  Attn: Victoria Watson Counihan, Esq.
                  Greenberg Traurig, LLP
                  The Nemours Building
                  1007 North Orange Street, Suite 1200
                  Wilmington, DE 19801
                  Tel: (302) 661-7000
                  Fax: (302) 661-7360
                  E-mail: bankruptcydel@gtlaw.com

Greenberg Traurig has advised the Debtors that the current hourly
rates applicable to the principal attorneys and paralegals
proposed to represent the Debtors are:

        Professional                        Rate Per Hour
        ------------                        -------------
     Nancy A. Mitchell                          $945
     Maria DiConza                              $730
     Victoria W. Counihan                       $665
     Paul J. Keenan Jr.                         $600
     Alexandra Aquino-Fike                      $420
     Aviram Fox          $395
     Matthew L. Hinker                          $315
     Elizabeth Thomas                           $235

Other attorneys and paralegals will render services to the Debtors
as needed.  Greenberg Traurig's hourly rates are:

        Professional                        Rate Per Hour
        ------------                        -------------
     Shareholders                            $340-$1,090
     Of counsel                              $360-$935
     Associates                              $175-$610
     Legal Assistants/Paralegals              $60-$310

To the best of the Debtor's knowledge, Greenberg Traurig is a
"disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.

                         About Satmex SAB

Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based
provider of fixed satellite services in the Americas, with
coverage to more than 90% of the population to the Americas,
including more than 45 nations and territories.  Satmex also
provides Latin American television programming in the United
States.

One of only two privately managed FSS providers based in Latin
America, Satmex has a fleet comprised of three satellites.  Satmex
5 and Satmex 6 generate the adjusted EBITDA for Satmex.  A third
satellite, Solidaridad 2, is inclined orbit but does not generate
any adjusted EBITDA.  Construction of Satmex 8 is expected to be
completed by July 2012.  Satmex also intends to pursue plans for a
new satellite, to be named Satmex 7.

Satmex filed for Chapter 11 bankruptcy protection on April 6, 2011
(Bankr. D. Del. Case No. 11-11035).

Affiliates Alterna'TV International Corporation (Bankr. D. Del.
Case No. 11-11034) and Alterna'TV Corporation (Bankr. D. Del. Case
No. 11-11033) simultaneously filed separate Chapter 11 petitions.

Lazard Freres & Co. LLC is the Debtors' investment banker.  Ernst
& Young LLP is the Debtors' financial advisor.  Rubio Villegas &
Asociados, S.C., serves as the Debtors' special Mexican corporate
and regulatory counsel.  Epiq Bankruptcy Solutions is the Debtors'
claims and notice agent.

Jefferies & Company, Inc., is the financial advisor to supporting
2nd lien noteholders.  Ropes & Gray LLP is the U.S. counsel to
supporting 2nd lien noteholders.  Cervantes Sainz serves as
Mexican counsel to supporting 2nd lien noteholders.

Dechert LLP is the U.S. counsel to supporting holders of first
priority notes.  Galicia Abogados, S.C., is the Mexican counsel to
supporting holders of first priority notes.

Bracewell & Giuliani LLP is the U.S. counsel to Series B.
Directors.  Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel
to Series B. Directors.

Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico
Government.  Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is
the Mexican counsel for SCT for Mexico Government.  Detente Group
is the financial advisor for SCT for Mexico Government.

Latham & Watkins LLP is the U.S. counsel to Jefferies Finance.
Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for
Jefferies.

In its schedules, Satmex disclosed $393,427,253 in total assets
and $457,699,978 in total debts.


VITRO SAB: US Units to Sell Operations for $44MM to Grey Mountain
-----------------------------------------------------------------
Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that
the U.S. subsidiaries of Vitro SAB filed papers April 7 to sell
the businesses for $44 million to an affiliate of Grey Mountain
Partners LLC from Boulder, Colorado.  The sale motion came one day
after four U.S. Vitro companies consented to being in Chapter 11
after involuntary petitions were filed against them in November by
holders of some of the $1.2 billion of bonds in default for two
years.  Vitro wants the bankruptcy court to require the submission
of any competing purchase offers by May 20. If the judge goes
along, the auction would be held June 1, with a hearing for
approval of the sale on June 2.

Vitro is facing opposition from noteholders of its request for
financing from Bank of America, an existing lender.  BofA would
provide $30 million of the loan on a first-lien basis, with the
other $7.5 million coming from the Vitro parent protected by a
second-lien.  The noteholders say the financing is nothing more
than the conversion of the prepetition bank debt to an obligation
protected by the Chapter 11 case.  As for the Vitro parent's loan,
the noteholders say it improperly contains a default provision
that would be invoked if anyone sues the Mexican parent.

Mr. Rochelle notes that not all targets of the involuntary
petitions put themselves into Chapter 11.  There are 11 U.S. Vitro
companies where the bankruptcy judge still must decide whether
they too should be in Chapter 11.

                       About Vitro SAB

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

Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of MXN23,991
million (US$1.837 billion).

Vitro defaulted on its debt in 2009, and is now seeking to
restructure around US$1.5 billion in debt, including US$1.2
billion in notes.

Vitro launched an offer to buy back or swap US$1.2 billion in debt
from bondholders.  The tender offer would be consummated with a
bankruptcy filing in Mexico and Chapter 15 filing in the United
States.  Vitro said noteholders would recover as much as 73% by
exchanging existing debt for cash, new debt or convertible bonds.
The offer was to expire Dec. 7, 2010.

Noteholders who oppose the exchange, namely Knighthead Master
Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson
Kempner Distressed Opportunities Fund LP, and Brookville Horizons
Fund, L.P. -- which hold US$75 million, or approximately 6% of the
outstanding bond debt -- commenced involuntary bankruptcy cases
under Chapter 11 of the U.S. Bankruptcy Code against Vitro Asset
Corp. (Bankr. N.D. Tex. Case No. 10-47470) and nine other
affiliates on Nov. 17, 2010.

Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
Counsel to analyze the potential rights that Vitro may exercise in
the United States against the ad hoc group of dissident
bondholders and its advisors.

A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has expressed
concerns over the exchange offer.  The group says the exchange
offer exposes Noteholders who consent to potential adverse
consequences that have not been disclosed by Vitro.  The group is
represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at
White & Case LLP.

The U.S. affiliates subject to the involuntary petitions are Vitro
Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No. 10-
47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473);
Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-47474); Super
Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-47475); Super Sky
International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP
Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47477); Amsilco
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O.
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger
Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa
Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance
Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass,
Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC
(Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC
(Bankr. N.D. Tex. Case No. 10-47485).

Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for Civil
and Labor Matters for the State of Nuevo Leon, thereby commencing
its voluntary concurso mercantil proceedings.  Vitro SAB believes
that, as a result of the implementation of the Concurso Plan
through the Mexican Proceeding, the holders of the Restructured
Debt will recover 68% to 75% of the face value of their respective
claims.

Vitro SAB also commenced parallel proceedings under Chapter 15 of
the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in
Manhattan on Dec. 13, 2010, to seek U.S. recognition and deference
to its bankruptcy proceedings in Mexico.

Alejandro Francisco Sanchez-Mujica, as foreign representative of
Vitro, has asked the U.S. Bankruptcy Court to enter an order
recognizing the Mexican Proceeding as "foreign main proceeding"
pursuant to 11 U.S.C. Sections 1515 and 1517.

Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings.  The judge said Vitro couldn't push through
a plan based on the vote of $1.9 billion of intercompany debt when
third-party creditors were opposed.  Vitro is appealing.


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


MILLENNIUM INSTITUTE: Court Denies PREPA's Bid Over 2009 Accord
---------------------------------------------------------------
Puerto Rico Electric and Power Authority and Millennium Institute
for ANC, Inc., filed, and the Bankruptcy Court approved, a joint
stipulation regarding adequate assurance of payment in April 2009.
On July 6, 2009, PREPA also filed a motion to compel compliance
with the settlement agreement, which was later approved by the
Court.

The Debtor filed several proposed plans between June and December
2009, the last of which, filed on Dec. 28, 2009, was confirmed by
the Court on March 2, 2010.  The confirmed Plan made no mention of
the 2009 stipulation agreement.  On Dec. 6, 2010, the Debtor filed
an application for Final Decree.  Three days later, PREPA filed a
motion seeking enforcement of its 2009 stipulation.  The Debtor
contends that PREPA's motion is untimely; that once a plan is
confirmed, the bankruptcy court loses jurisdiction over the
reorganized entity, except to the extent necessary to ensure
compliance with the confirmed plan; and that the continuation of
utility services post-petition and post-confirmation constitutes a
waiver of any further request for adequate assurance.  PREPA seeks
to hold the Debtor to the terms of the stipulation approved by the
Court.

In a March 31, 2011 Opinion and Order, Bankruptcy Judge Brian K.
Tester denied PREPA's motion as untimely, without prejudice to
PREPA seeking any remedy it deems appropriate in the Courts of the
Commonwealth of Puerto Rico.  The Debtor's application for Final
Decree is granted.  A copy of the Court's ruling is available at
http://is.gd/0byL3hfrom Leagle.com.

Based in San Juan, Puerto Rico, Millenium Institute for ANC Inc.
filed for Chapter 11 bankruptcy (Bankr. D. P.R. Case No. 08-04767)
on July 24, 2008, represented by Andres Garcia Arregui, Esq. --
garciarr@prtc.net -- at Garcia Arregui & Fullana. In its petition,
the Debtor listed $3,927,851 in total assets and $5,515,869 in
total debts.


MORGANS HOTEL: To Sell Royalton and Morgans Hotels for $140MM
-------------------------------------------------------------
Royalton, LLC, a subsidiary of Morgans Hotel Group Co., entered
into a purchase and sale agreement to sell the Royalton hotel for
$88.2 million to Royalton 44 Hotel, L.L.C., an affiliate of FelCor
Lodging Trust, Incorporated, and Morgans Holdings LLC, a
subsidiary of the Company, entered into a purchase and sale
agreement to sell the Morgans hotel for $51.8 million to Madison
237 Hotel, L.L.C., an affiliate of FelCor Lodging Trust,
Incorporated.  The parties have agreed that the Company will
continue to operate the hotels under a 15-year management
agreement with one 10-year extension option.  The transaction is
expected to close in the second quarter and is subject to
satisfaction of customary closing conditions.

The Company intends to use a portion of the proceeds to retire
approximately $37.7 million outstanding under its revolving credit
facility.  The hotels, along with the Delano hotel, are collateral
for its revolving credit facility, which terminates upon the sale
of any of the properties securing the facility.  Upon termination
of the facility the Delano hotel will be unencumbered.

The Company has received a $7 million security deposit, which is
non-refundable except in the event of a default by the Company.

Copies of the purchase and sale agreements will be filed as
exhibits to the Company's quarterly report on Form 10-Q for the
quarter ended June 30, 2011.

                    About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets.  Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.

The Company reported a net loss of $83.64 million on
$236.37 million of total revenues for the year ended Dec. 31,
2010, compared with a net loss of $101.60 million on $225.05
million of total revenues during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed
$714.77 million in total assets, $716.58 million in total
liabilities, a $12.72 million shareholders' deficit and
$10.92 million noncontrolling interest.


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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


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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.


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