TCRLA_Public/111125.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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


          Friday, November 25, 2011, Vol. 12, No. 234

                            Headlines



B E R M U D A

AIRLEASE LIMITED: Creditors' Proofs of Debt Due Nov. 30
AIRLEASE LIMITED: Members' Final Meeting Set for Dec. 20
CONCORD RE: Creditors' Proofs of Debt Due Nov. 30
MSD OVERSEAS: Creditors' Proofs of Debt Due Nov. 30
MSD OVERSEAS: Members' Final Meeting Set for Dec. 23

SASOL CHEVRON: Creditors' Proofs of Debt Due Nov. 30
SASOL CHEVRON: Members' Final Meeting Set for Dec. 20


B R A Z I L

BANCO PANAMERICANO: Central Bank Detected Fraud Before Sale
CHEVRON CORP: Brazil's Petroleum Agency Suspends Operations
LUPATECH SA: Lupatech Finance's Consent Solicitation Expires
NATIONAL STEEL: S&P Raises Ratings to 'BB+'; Outlook Stable


C A Y M A N   I S L A N D S

ADVANCED LTD: Creditors' Proofs of Debt Due Nov. 28
EAST CAMERON: Creditors' Proofs of Debt Due Dec. 7
EMJ LIMITED: Creditors' Proofs of Debt Due Nov. 28
FLEX HOLDING: Commences Liquidation Proceedings
HIGHBRIDGE EVENT: Creditors' Proofs of Debt Due Dec. 7

KC ASIA: Creditors' Proofs of Debt Due Dec. 7
KC ASIA: Creditors' Proofs of Debt Due Dec. 7
MH CAPITAL: Creditors' Proofs of Debt Due Dec. 7
MILLENNIUM INDIA II: Commences Liquidation Proceedings
RED LIQUID: Creditors' Proofs of Debt Due Nov. 28

TITCHOU LIMITED: Creditors' Proofs of Debt Due Nov. 28
TRIDENT VENTURES: Creditors' Proofs of Debt Due Nov. 28
UMEDA PROPERTY: Creditors' Proofs of Debt Due Dec. 7
VCM DIVERSIFIED: Creditors' Proofs of Debt Due Dec. 2


M E X I C O

VITRO SAB: Unit Gets U.S. Recognition for Mexico Restructuring


P U E R T O   R I C O

HERMANOS TORRES: Court Okays Plan, Junks Peerless Conversion Bid




                            - - - - -


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B E R M U D A
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AIRLEASE LIMITED: Creditors' Proofs of Debt Due Nov. 30
-------------------------------------------------------
The creditors of AirLease Limited are required to file their
proofs of debt by Nov. 30, 2011, to be included in the company's
dividend distribution.

The company commenced wind-up proceedings on Nov. 9, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House, 2 Church Street
         Hamilton HM 11
         Bermuda


AIRLEASE LIMITED: Members' Final Meeting Set for Dec. 20
--------------------------------------------------------
The members of AirLease Limited will hold their final meeting on
Dec. 20, 2011, at 9:30 a.m., to receive the liquidator's report on
the company's wind-up proceedings and property disposal.

The company commenced wind-up proceedings on Nov. 9, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House, 2 Church Street
         Hamilton HM 11
         Bermuda


CONCORD RE: Creditors' Proofs of Debt Due Nov. 30
-------------------------------------------------
The creditors of Concord Re Limited are required to file their
proofs of debt by Nov. 30, 2011, to be included in the company's
dividend distribution.

The company commenced wind-up proceedings on Nov. 7, 2011.

The company's liquidator is:

         Adrian Kimberley
         Windsor Place, 18 Queen Street
         Hamilton HM 11
         Bermuda


MSD OVERSEAS: Creditors' Proofs of Debt Due Nov. 30
---------------------------------------------------
The creditors of MSD Overseas Manufacturing Co. are required to
file their proofs of debt by Nov. 30, 2011, to be included in the
company's dividend distribution.

The company commenced wind-up proceedings on Nov. 9, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House, 2 Church Street
         Hamilton HM 11
         Bermuda


MSD OVERSEAS: Members' Final Meeting Set for Dec. 23
----------------------------------------------------
The members of MSD Overseas Manufacturing Co. will hold their
final meeting on Dec. 23, 2011, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced wind-up proceedings on Nov. 9, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House, 2 Church Street
         Hamilton HM 11
         Bermuda


SASOL CHEVRON: Creditors' Proofs of Debt Due Nov. 30
----------------------------------------------------
The creditors of Sasol Chevron Nigeria Holdings Limited are
required to file their proofs of debt by Nov. 30, 2011, to be
included in the company's dividend distribution.

The company commenced wind-up proceedings on Nov. 14, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House
         2 Church Street, Hamilton HM 11
         Bermuda


SASOL CHEVRON: Members' Final Meeting Set for Dec. 20
-----------------------------------------------------
The members of Sasol Chevron Nigeria Holdings Limited will hold
their final meeting on Dec. 20, 2011, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced wind-up proceedings on Nov. 14, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House
         2 Church Street, Hamilton HM 11
         Bermuda


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B R A Z I L
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BANCO PANAMERICANO: Central Bank Detected Fraud Before Sale
-----------------------------------------------------------
Telma Marotto at Bloomberg News reports that local newspaper O
Estado de S. Paulo published that a Caixa Economica Federal
executive said Brazil's central bank identified signs of
accounting fraud in Banco Panamericano SA before approving the
sale of a stake to the company.

In a testimony to the federal police, Marcio Percival, Caixa vice
president of finance, said the central bank approved the deal in
July 2010, paving the way for government-controlled Caixa to pay
for the last installment of the acquisition, the newspaper said,
according to Bloomberg.

The newspaper said the central bank approved the deal only in
November.

As reported in the Troubled Company Reporter on Nov. 17, 2011,
Bloomberg News said Banco Panamericano needs to raise BRL1 billion
(US$598 million) so that it can keep making loans.  The bank's
second-largest shareholder, Caixa Economica Federal, will likely
inject BRL340 million while parent Banco BTG Pactual SA and other
investors must provide the rest, according to Bloomberg. Bloomberg
said that the bank is under federal investigation after accounting
losses totaling BRL4.3 billion sparked two bailouts since November
of last year.

                     About Banco Panamericano

Banco Panamericano SA offers loans, personal credit, investments,
credit cards, and lease financing.  Banco Panamericano operates
throughout Brazil.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
November 12, 2010, Bloomberg News said that Banco PanAmericano SA
could have been liquidated or subjected to a central bank
intervention to sell its assets if its controller had not tapped
BRL2.5 billion from Brazil's deposit insurance fund to rescue the
bank.  According to the report, Mr. Ferreira said that talks to
rescue PanAmericano started Oct. 11 and were conducted by
Brazilian media mogul Silvio Santos, who controls the bank.

As of Nov. 17, 2011, the company continues to carry Moody's 'Ba2'
long-term supported global local currency deposit rating, long-
term foreign currency deposit and senior unsecured debt ratings.
It also carries Moody's 'Ba3' bank's foreign currency subordinated
debt rating.


CHEVRON CORP: Brazil's Petroleum Agency Suspends Operations
-----------------------------------------------------------
Paul Kiernan and Daniel Gilbert at The Wall Street Journal report
that Brazil's National Petroleum Agency suspended Chevron Corp.
from "all drilling activities" in the country, after the company
took responsibility for an oil spill off the coast of Rio de
Janeiro.

The agency's order, the most severe response to the spill so far,
covers Chevron Corp's drilling in the Frade field where the leaky
well is located, according to The Wall Street Journal.  The order
will remain in effect until authorities can "identify the causes
and those responsible for the oil spill, and until safe conditions
are reestablished," according to a press release obtained by the
news agency.

The Journal notes that between 200 and 330 barrels oil per day
leaked from the well, which lies in about 4,000 feet of water,
between Nov. 8 and Nov. 15.  Chevron has since plugged the well
and apologized for the incident, including an appearance by the
head of its Brazilian subsidiary before lawmakers, the report
relays.

The company's partners in the Frade field include state oil giant
Petroleo Brasileiro SA (Petrobras).

Chevron faces as much as US$139 million in fines and has become
the subject of widespread criticism from Brazilian officials as a
result of the Frade spill, the Journal discloses.

However, Mark Gilman, an analyst with Benchmark Capital, said the
Chevron Corp, in any event, had relatively little activity planned
for the area in the near future, the Journal discloses.  "Offshore
Brazil is not a significant part of Chevron's upstream portfolio,"
the Journal quoted Mr. Gilman as saying.

Brazil represents about 3% of Chevron's world-wide assets but the
South American country's offshore riches make Chevron's Brazilian
assets a strategically important toehold, the report notes.

An unnamed Chevron spokeman said that the company will "follow all
the rules and regulations of the government of Brazil and its
agencies," the Journal adds.

                      About Chevron Corporation

Chevron Corporation -- http://www.chevron.com/-- through its
subsidiaries, engages in petroleum, chemicals, mining, power
generation, and energy operations worldwide.  It operates in two
segments, Upstream and Downstream.


LUPATECH SA: Lupatech Finance's Consent Solicitation Expires
------------------------------------------------------------
Lupatech Finance Limited is soliciting consents from the Holders
of its US$275 million 9.875% Guaranteed Perpetual Bonds.  The
company is soliciting consents from the Holders (i) to release the
guarantee provided by Steelinject Injecao de Acos Ltda. pursuant
to the indenture under which the Bonds were issued, originally
dated as of July 10, 2007, as subsequently supplemented by a first
supplemental indenture dated as of June 30, 2008 and a second
supplemental indenture dated as of Nov. 8, 2008 and (ii) to amend
certain of the restrictive covenants and the definitions relating
thereto contained in the indenture in order to provide for the
conditions under which Lupatech S.A. may dispose of Guarantors or
the assets thereof.

Since the issuance of the Bonds, Lupatech SA, the parent company
of Lupatech group, has implemented a strategy to increase its
margins by divesting its lower margin metallurgy business in order
to provide a source of funds to invest in other, higher margin
businesses.  In accordance with this strategy, Lupatech SA seeks
to divest Steelinject and to amend certain of the restrictive
covenants in the Bonds in order to have flexibility to divest
other assets in the future.  Consequently, Lupatech SA is seeking
the consents primarily to gain additional operating flexibility,
increase its margins, reduce fixed assets and make new capital
expenditures as part of its reinvestment plan and, ultimately,
better compete with its principal competitors.

Since the issuance of the Bonds in July 2007, Lupatech SA has
acquired 17 new companies.  Between July 2007 and Sept. 30, 2011,
as a result of these acquisitions and subsequent mergers of
non-guarantor subsidiaries into Guarantors, Lupatech increased the
total amount of consolidated assets held by Guarantors of the
Bonds by approximately 53%, from BRL1,006.7 million to BRL1,539.6
million.

By comparison, at Sept. 30, 2011, Steelinject represented BRL11.7
million, or less than 1%, of the Lupatech SA's total consolidated
assets of BRL1,564.6 million.  For the nine months ended Sept. 30,
2011, Steelinject generated revenues of BRL7.3 million, equal to
approximately 1.6%, of Lupatech SA's total consolidated revenues
of BRL407.3 million.  For the same period, Steelinject represented
BRL 0.4 million in EBITDA, equal to approximately 0.6% of Lupatech
SA's total consolidated EBITDA for the period.

Holders of the Bonds are referred to the Consent Solicitation
Statement, dated Nov. 23, 2011, and the related Consent Letter for
the detailed terms and conditions of the Consent Solicitation.
The Consent Solicitation commenced and will expire at 5:00 pm on
Dec. 13, 2011, unless extended or earlier terminated.

Only Holders of the Bonds as shown in the records maintained by
the Trustee, at 5:00 p.m., New York City time, on Nov. 22, 2011
are entitled to consent to the Proposed Amendments and the Waiver.

If a third supplement to the indenture is executed, Holders of the
Bonds as of the Record Date that validly deliver their Consent
Letters and grant the consents prior to the Expiration Time will
receive a cash payment within five business days of the Expiration
Time equal to US$2.50 per US$2,000 principal amount of Bonds in
respect of which such Consent Letters and consents have been
validly delivered and not validly revoked.  Holders will be
permitted to revoke consents until the Third Supplemental
Indenture has been executed, which execution may occur prior to
the Expiration Time.  Holders will be permitted to submit Consent
Letters until the Expiration Time, even if the Effective Time
precedes the Expiration Time.

In order to execute the Third Supplemental Indenture as
contemplated by the Proposed Amendments, the Company must receive
Consents from Holders as of the Record Date representing at least
a majority of the aggregate outstanding principal amount of the
Bonds.  The Third Supplemental Indenture will become operative
only when the Company has paid all of the Consent Fees in full.

                         About Lupatech SA

Headquartered in Brazil, Lupatech SA --
http://www.lupatech.com.br/-- is a holding company engaged in
three business segments: Energy Products, Flow Control and
Metallurgy.  In the Energy Products segment, the company provides
such products as deepwater platform anchoring ropes, valves, tools
for oil exploration and tube coating.  In the Flow Control
segment, it is involved in the production and sale of industrial
valves for the petrochemical, pharmaceutical and construction
industries, among others.  In the Metallurgy segment, the Company
is principally engaged in the production of parts for the
automotive industry.  Lupatech SA's brand portfolio includes MNA,
CSL Off Shore, Petroima, Esferomatic, Gasoil, K&S, Fiberware,
Aspro, Gavea, Sinergas and Tecval, among others.  During the year
ended Dec. 31, 2008, the Company incorporated Cordoaria Sao
Leopoldo Offshore SA, Metalurgica Nova Americana Ltda and
Metalurgica Ipe Ltda.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 24, 2011, Moody's Investors Service has downgraded the global
corporate family rating of Lupatech S.A. and Lupatech Finance Ltd.
to Caa2 from Caa1.  At the same time, Moody's downgraded the
rating on the senior unsecured perpetual notes of Lupatech Finance
to Caa3 from Caa2. The ratings outlook remains negative.


NATIONAL STEEL: S&P Raises Ratings to 'BB+'; Outlook Stable
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BBB-' global
scale and 'brAAA' national scale ratings, including the corporate
credit ratings, on Brazil-based integrated steelmaker Companhia
Siderurgica Nacional (CSN).

"At the same time, we raised our ratings on CSN's indirect
controlling shareholder, National Steel S.A., to 'BB+' from 'BB',
based on our corporate criteria for parent and subsidiary
ratings," S&P said.

The outlooks are stable.

"CSN has a total rated debt in the amount of Brazilian reais (R$)
600 million plus US$3.72 billion.  Also, we rate National Steel's
perpetual bond in the amount of US$475 million," S&P said.

The ratings on CSN reflect the company's satisfactory business
profile, significant financial risk profile, and strong liquidity.

"The company has vertically integrated its operations into iron
ore, energy, and logistics," said Standard & Poor's credit analyst
Flavia Bedran.  "This and its and strong liquidity partially
offset its aggressive financial policy, sizable gross leverage,
and exposure to volatile commodity demand and prices."

"The stable outlook reflects our expectation that CSN will
continue to report sound profitability and robust cash flows,
while sustaining strong liquidity and adjusted net debt to EBITDA
of about 2.5x," S&P said.

"We believe CSN will continue seeking business growth,
inorganically or through significant capital expenditures, to
increase its iron ore exports and the participation of higher-
value-added products in its portfolio," S&P related.


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C A Y M A N   I S L A N D S
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ADVANCED LTD: Creditors' Proofs of Debt Due Nov. 28
---------------------------------------------------
The creditors of Advanced Ltd. are required to file their proofs
of debt by Nov. 28, 2011, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on Oct. 21, 2011.

The company's liquidator is:

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


EAST CAMERON: Creditors' Proofs of Debt Due Dec. 7
--------------------------------------------------
The creditors of East Cameron Gas Company are required to file
their proofs of debt by Dec. 7, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 20, 2011.

The company's liquidator is:

         Alan Turner
         Turner & Roulstone
         PO Box 2636
         Strathvale House, 3rd Floor
         90 North Church Street
         George Town Grand Cayman KY1-1102
         Cayman Islands
         c/o Andrea Dunsby
         Telephone: (345) 814-0713
         Facsimile: (345) 943-9999


EMJ LIMITED: Creditors' Proofs of Debt Due Nov. 28
---------------------------------------------------
The creditors of EMJ Limited are required to file their proofs of
debt by Nov. 28, 2011, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on Oct. 21, 2011.

The company's liquidator is:

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


FLEX HOLDING: Commences Liquidation Proceedings
-----------------------------------------------
On Sept. 21, 2011, the sole shareholder of Flex Holding Ltd.
resolved to voluntarily liquidate the company's business.

Only creditors who were able to file their proofs of debt by
Nov. 18, 2011, will be included in the company's dividend
distribution.

The company's liquidator is:

         Ron Fuccillo
         Randstad Professionals US, LP
         60 Harvard Mill Square, Wakefield
         Massachusetts 01880
         USA


HIGHBRIDGE EVENT: Creditors' Proofs of Debt Due Dec. 7
------------------------------------------------------
The creditors of Highbridge Event Driven Opportunities Fund Ltd.
are required to file their proofs of debt by Dec. 7, 2011, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on Oct. 17, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House
         87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814 6847


KC ASIA: Creditors' Proofs of Debt Due Dec. 7
---------------------------------------------
The creditors of KC Asia Fund are required to file their proofs of
debt by Dec. 7, 2011, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on Oct. 19, 2011.

The company's liquidator is:

         Highwater Limited
         c/o Nicole Weins
         Telephone: (345) 640 2279
         Facsimile: (345) 943 2294
         Grand Pavilion Commercial Centre
         802 West Bay Road, 1st Floor
         PO Box   31855, Grand Cayman, KY1-1207
         Cayman Islands


KC ASIA: Creditors' Proofs of Debt Due Dec. 7
---------------------------------------------
The creditors of KC Asia Master Fund are required to file their
proofs of debt by Dec. 7, 2011, to be included in the company's
dividend distribution.

The company commenced liquidation proceedings on Oct. 19, 2011.

The company's liquidator is:

         Highwater Limited
         c/o Nicole Weins
         Telephone: (345) 640 2279
         Facsimile: (345) 943 2294
         Grand Pavilion Commercial Centre
         802 West Bay Road, 1st Floor
         PO Box   31855, Grand Cayman, KY1-1207
         Cayman Islands


MH CAPITAL: Creditors' Proofs of Debt Due Dec. 7
------------------------------------------------
The creditors of MH Capital Development, Ltd. are required to file
their proofs of debt by Dec. 7, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 19, 2011.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House
         87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814 6847


MILLENNIUM INDIA II: Commences Liquidation Proceedings
------------------------------------------------------
At an extraordinary general meeting held on Oct. 4, 2011, the
members of Millennium India II Fund G.P. resolved to voluntarily
liquidate the company's business.

The company's liquidators are:

         Kenneth Krys
         Margot MacInnis
         Krys Global, 23 Lime Tree Bay Avenue
         Governors Square, Building 6, 2nd Floor
         P.O. Box 31237 KY1-1205, Grand Cayman
         Cayman Islands
         Telephone: +1 345 947 4700
         Facsimile: +1 345 946 6728


RED LIQUID: Creditors' Proofs of Debt Due Nov. 28
-------------------------------------------------
The creditors of Red Liquid Holdings Limited are required to file
their proofs of debt by Nov. 28, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 12, 2011.

The company's liquidator is:

         Hugh Dickson
         c/o John Royle
         10 Market Street #765
         Camana Bay
         Grand Cayman KY1-9006
         Cayman Islands
         Telephone: (345) 769 7206
         Facsimile: (345) 949 7120


TITCHOU LIMITED: Creditors' Proofs of Debt Due Nov. 28
------------------------------------------------------
The creditors of Titchou Limited are required to file their proofs
of debt by Nov. 28, 2011, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on Oct. 20, 2011.

The company's liquidator is:

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


TRIDENT VENTURES: Creditors' Proofs of Debt Due Nov. 28
-------------------------------------------------------
The creditors of Trident Ventures Limited are required to file
their proofs of debt by Nov. 28, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 21, 2011.

The company's liquidator is:

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


UMEDA PROPERTY: Creditors' Proofs of Debt Due Dec. 7
----------------------------------------------------
The creditors of Umeda Property Holding Two Ltd. are required to
file their proofs of debt by Dec. 7, 2011, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 21, 2011.

The company's liquidator is:

         Walkers SPV Limited
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814 6847


VCM DIVERSIFIED: Creditors' Proofs of Debt Due Dec. 2
-----------------------------------------------------
The creditors of VCM Diversified Trading Fund, Ltd. are required
to file their proofs of debt by Dec. 2, 2011, to be included in
the company's dividend distribution.

The company commenced wind-up proceedings on Oct. 18, 2011.

The company's liquidators are:

         E. Andrew Hersant
         Christopher Humphries
         Stuarts Walker Hersant
         Telephone: (345) 949 3344
         Facsimile:  (345) 949 2888
         P.O. Box 2510 Grand Cayman KY1-1104
         Cayman Islands


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M E X I C O
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VITRO SAB: Unit Gets U.S. Recognition for Mexico Restructuring
--------------------------------------------------------------
Jonathan Roeder at Bloomberg News reports Vitro, S.A.B. de C.V,
said in a statement to the Mexican stock exchange that U.S.
Bankruptcy Judge Harlin Hale recognized the restructuring
proceedings its unit, Mexico of Vitro Packaging de Mexico.

The decision will protect the operations of Vitro Packaging in
Mexico and the U.S. from creditors while the company restructures
in Mexican court proceedings, Vitro said in the statement obtained
by the news agency.

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 sought 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.

           Concurso Mercantil & Chapter 15 Proceedings

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, commencing its
voluntary concurso mercantil proceedings -- the Mexican equivalent
of a prepackaged Chapter 11 reorganization.  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.

Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings.  The judge said Vitro couldn't push through
a plan to buy back or swap US$1.2 billion in debt from bondholders
based on the vote of US$1.9 billion of intercompany debt when
third-party creditors were opposed.  Vitro as a result dismissed
the first Chapter 15 petition following the ruling by the Mexican
court.

On April 12, 2011, an appellate court in Mexico reinstated the
reorganization.  Accordingly, Vitro SAB on April 14 re-filed a
petition for recognition of its Mexican reorganization in U.S.
Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-
11754).

In the present Chapter 15 case, the Debtor seeks to block any
creditor suits in the U.S. pending the reorganization in Mexico.

                     Chapter 11 Proceedings

A group of noteholders opposed 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.  Together, they held US$75 million, or
approximately 6% of the outstanding bond debt.  The Noteholder
group 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 15 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.


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P U E R T O   R I C O
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HERMANOS TORRES: Court Okays Plan, Junks Peerless Conversion Bid
----------------------------------------------------------------
Bankruptcy Judge Edward A. Godoy confirmed the plan of liquidation
filed by Hermanos Torres Perez, Inc., over the lone objection by
Peerless Oil & Chemicals, Inc.  The Court also denied Peerless'
motion to convert the Chapter 11 case to one under Chapter 7 of
the Bankruptcy Code.

HTP is a family-owned corporation organized under the laws of the
Commonwealth of Puerto Rico.  Before ceasing distribution
operations in July 2011, HTP purchased and sold petroleum and
petroleum products.  The Debtor also owns several real properties,
which it leases together with the gas stations located on them.

Peerless, HTP's former petroleum supplier, is an unsecured
creditor with a claim for $3,943,273 against the Debtor.

The liquidation plan divides the Debtor's creditors into nine
classes, six of which are impaired.  Of those, Class 2 (Banco
Popular de Puerto Rico), Class 3 (MAPFRE Praico Insurance
Company), and Class 6 (general unsecured creditors) voted to
accept the liquidation plan, while only Class 8 (Peerless) voted
against it.

The plan will be funded by the collection of HTP's accounts
receivable, the sale of the Debtor's vehicles and tanks, and
rental income, in addition to funds HTP currently has on hand and
monies it has previously deposited with the court.  The projected
recovery from the collection or sale of assets -- which the
Debtor's accountant deemed reasonable -- will generate sufficient
funds to pay 100% of HTP's administrative expenses and priority
claims and at least 9.9% on unsecured claims, with a safety
cushion in excess of $700,000 in the event that the Debtor's
projections fall short.  The Debtor's accountant testified that
the priorities should be paid in full just from the liquidation of
HTP's vehicles and tanks.

The Debtor expects to distribute at least 9.998% to the general
unsecured creditors -- including any amount ultimately owed to
Peerless -- on or before 24 months.  In addition, the plan states
that in the event the Debtor prevails in its adversary claim
against Peerless, any and all proceeds from that litigation would
be distributed to the general unsecured creditors, after payment
in full to senior classes.

The Debtor's schedule B, filed at the outset of bankruptcy, lists
$4,664,806.79 in accounts receivable.  The Debtor projected in the
schedule that it would only be able to collect 40% of them, or
$1,865,922.60.

At a Court hearing, Peerless submitted an examiner's report as
evidence the estate lost substantial value since the Debtor filed
for bankruptcy.  It focused on the report's finding that in
March 2010 the Debtor's accounts receivable balance was discounted
from $4,664,807 to $1,483,703: a 68.2% reduction.

The Debtor has commenced an adversary proceeding against Peerless,
seeking $15 million for alleged antitrust violations, among other
things.

At Court hearings, the Bankruptcy Judge heard testimony from HTP's
president, Maria de los Angeles Torres Perez.  The Debtor's court-
appointed accountant, CPA Wigberto Lugo Mender --
wlugo@lugomender.com and trustee@lugomender.com -- also testified.
In addition, the report of CPA Francisco J. Mendez Gonzalez, the
examiner appointed under 11 U.S.C. Section 1104, was entered into
evidence as direct testimony in substitution of his live
testimony.

Counsel for Banco Popular and MAPFRE appeared at the hearing and
opposed conversion.

A copy of the Court's Nov. 21, 2011 Opinion and Order is available
at http://is.gd/KugVLbfrom Leagle.com.

Hermanos Torres Perez, Inc., filed a chapter 11 petition (Bankr.
D. P.R. Case No. 09-05585) on July 7, 2009, estimating $1 million
to $10 million in assets and $10 million to $50 million in debts.
Carmen D. Conde Torres, Esq. -- notices@condelaw.com -- serves as
the Debtor's counsel.   The petition was signed by Maria De Los
Angeles Torres Perez, general manager of the Company.

CPA Francisco J. Mendez-Gonzalez, director at LLM&D, PSC, the
court-appointed examiner, is represented by:

          Jairo Mellado-Villarreal, Esq.
          Roxana Aquino Segarra, Esq.
          MELLADO & MELLADO-VILLAREAL
          165 Ponce de Leon Ave., Suite 102
          San Juan, PR 00917-1233
          Tel: 787-767-2600
          Fax: 787-767-264
          E-mail: jmellado@mellado.com
                  raquino@mellado.com


                            ***********


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, 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.

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delivered via e-mail.  Additional e-mail subscriptions for members
of the same firm for the term of the initial subscription or
balance thereof are US$25 each.  For subscription information,
contact Christopher Beard at 240/629-3300.


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