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

              Thursday, June 7, 2012, Vol. 13, No. 113


                            Headlines



A R G E N T I N A

BANCO CRUZEIRO: S&P Cuts Issuer Credit Ratings to 'CC/C'
BANCO FIBRA: S&P Affirms 'BB-/B' Global Issuer Credit Rating
CAMBIOS Y TURISMO: Creditors' Proofs of Debt Due June 18
COMPANIA BOLIVIANA: Ask for Bankruptcy Proceedings
FERVI AIR: Creditors' Proofs of Debt Due July 11

FLOTA DE TRANSPORTE: Creditors' Proofs of Debt Due June 27
GASBI SRL: Requests Opening of Bankruptcy Proceedings
LA VENECIA: Creditors' Proofs of Debt Due June 11
NJULIAN CONSULTING: Creditors' Proofs of Debt Due June 7
SAN BERNARDO: Creditors' Proofs of Debt Due June 29

SERVICIOS TERCERIZADOS: Applies for Bankruptcy Protection
SOCIEDAD TELELINEA: Creditors' Proofs of Debt Due June 19
WESTRA SA: Creditors' Proofs of Debt Due July 13


B R A Z I L

BANCO CRUZEIRO: Central Bank Takes Over on Serious Violations
BANCO CRUZEIRO: Moody's Cuts BFSR to 'E'; Maintains Neg. Outlook
BANCO ORIGINAL: Moody's Assigns 'E+' BFSR; Outlook Stable
BRENNAND ENERGIA: Moody's Assigns 'Ba3' CFR; Outlook Stable
FIDC BCSUL: Moody's Cuts Ratings on Senior Shares to 'B3'


C A Y M A N   I S L A N D S

ASPET INVESTMENTS: Creditors' Proofs of Debt Due July 5
BARCLAYS MOSELLE NO 3: Creditors' Proofs of Debt Due July 5
COLOMBIERE INVESTMENTS: Creditors' Proofs of Debt Due July 5
LARRAU INVESTMENTS: Creditors' Proofs of Debt Due July 5
OUCHY CORPORATION: Creditors' Proofs of Debt Due July 5


J A M A I C A

DIGICEL GROUP: To Cut Workforce Through Voluntary Separation


P U E R T O   R I C O

ALCO CORP: Reorganization Plan Outline Hearing Set for June 20
AUTOS VEGA: Euroclass Motors' Plan Outline Approved
CONSTRUCTORA DE HATO: Filing Deficiency Cues Possible Dismissal
COSTA DORADA: Plan Outline Hearing Scheduled for June 12
INTERNATIONAL HOME: Has Interim Access to Cash Collateral


X X X X X X X X

* Upcoming Meetings, Conferences and Seminars




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A R G E N T I N A
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BANCO CRUZEIRO: S&P Cuts Issuer Credit Ratings to 'CC/C'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered our long- and short-
term ratings on Banco Cruzeiro do Sul to 'CC/C' from 'B+/B' and
its national scale long- and short-term ratings to 'brCC/brC'
from 'brBBB/brA-3'. "We have also placed the ratings on
CreditWatch with developing implications," S&P said.

"The downgrade reflects a deterioration of the bank's liquidity,
to such an extent that we believe the bank is unable to honor its
financial obligations without extraordinary support from the
Fundo Garantidor de Creditos (FGC) or Brazilian authorities,"
said Standard & Poor's credit analyst Cynthia Cohenfreue. "Its
liquidity position now depends on loans assignments
andsecuritization."

"Under the special regime of temporary administration (RAET),
announced, we believe the bank's capacity to continue these cash-
raising activities in a timely manner will be affected, given the
potential results of the central bank's review on the accounting
practices and evidence of unsubstantiated assets, jeopardizing
its liquidity. "Under our criteria, 'below-average'funding and
'very weak' liquidity results in a maximum standalone credit
profile (SACP) of 'cc'. Additionally, in recent months we have
seen a weakening in the bank's funding position, which we already
considered a credit weakness, further pressuring the bank's
business' viability. We expect the bank's risk-adjusted capital
position to deteriorate further."

The ratings on Cruzeiro do Sul reflect the bank's "weak" business
position, "moderate" capital and earnings, "moderate" risk
position, "below-average" funding, and "very weak" liquidity, all
as defined in S&P's criteria.

"Our bank criteria use our Banking Industry Country Risk
Assessment (BICRA) economic risk and industry risk scores to
determine a bank's anchor, the starting point in assigning an
issuer credit rating. Our anchor for a commercial bank operating
only in Brazil is 'bbb'. Our economic risk score for Brazil is
'5', reflecting our opinion that economic improvements and
cautious fiscal and monetary policies have added to the Brazilian
economic authorities' flexibility to manage significant external
shocks and potential distortions arising from the current
economic expansion there. We believe these potential risks remain
manageable, and the central bank's proactive stance has contained
them. Our industry risk score for Brazil is '3', reflecting sound
regulation, the regulators' good track record, and a high and
stable share of core deposits that support the Brazilian banking
industry. We consider the banking sector's moderate risk appetite
as a positive factor in our assessment," S&P said.

"We view the bank's business position as weak. Banco Cruzeiro do
Sul S.A. is only the 27th-largest bank in the Brazilian financial
system. We expect the bank to find it challenging to maintain its
market position in the payroll deductible loans segment, as we
believe that large banks, which are increasingly competing in
this segment, have stronger competitive advantages relative to
smaller institutions like Cruzeiro. These include: access to
cheaper funding, stronger franchise, higher economies of scale,
and wider distribution networks. Overall, we believe the bank's
increasing funding and operating costs will continue pressuring
its business viability. Moreover, we believe that the need for
the current special regime of temporary administration by the FGC
will hurt the bank's reputation, putting additional pressure on
its already weak business position," S&P said.

"We currently view Cruzeiro do Sul's capital and earnings as
moderate. We base our assessment on the bank's moderate risk-
adjusted capital ratio, which was about 6% in December 2011. We
believe the bank's capital position will weaken, but we expect to
have better clarity on this subject upon resolution of the RAET,"
S&P said.

"We consider Cruzeiro do Sul's quality of capital and earnings as
moderate, based on its concentrated earnings profile, volatile
earnings, and challenges on the operating front within the
payroll segment for smaller banks," S&P said.

"Our risk position assessment for Cruzeiro do Sul is also
moderate, mainly because of its concentrated risk profile and its
complexity, in turn a result of its high usage of securitization.
The bank has historically had low delinquencies for the past five
years. Nevertheless, it revised its credit loss provisioning
calculations, and its fourth-quarter 2011 results showed higher
provision expenses of Brazilian reais (R$) 98 million, hurting
bottom-line results and shareholders' equity. We understand this
is partly because of a regulatory measure that required the bank
to consider as nonperforming (and input provisions) the loans of
customers that had other loans in arrears on the ceded book, even
if they are not delinquent on those loans," S&P said.

"We view Cruzeiro do Sul's funding as below-average. We believe
the funding structure is highly dependent on the market because
Cruzeiro do Sul's funding sources are mainly wholesale and
institutional investors, who -- in our view -- are confidence-
sensitive and are less stable than retail deposits. We understand
that Cruzeiro do Sul entered into a new agreement to sell assets
to a new receivable fund at the end of last year, managed by a
large Brazilian bank; the execution of this agreement is less
certain now, given the uncertainties triggered by the RAET
announcement today. The bank expects a significant amount in
August 2012, which is vital to its liquidity," S&P said.

"We assess Cruzeiro do Sul's liquidity as 'very weak.' The bank's
ability to withstand its commitments over the next six months
depends on inflows coming from the newly created receivable fund.
We believe these cash inflows or the cession of additional assets
from its books could be delayed or restricted during the REAT. We
understand Cruzeiro do Sul has unused R$800 million of committed
line facilities for ceding loans; however, we believe this
availability may also suffer," S&P said.

"The CreditWatch Developing placement on Cruzeiro reflects the
fact that we could raise, lower, or affirm the ratings over the
next 90 days. If the bank is able to independently access
unsecured funding from the market or receive substantial external
support, we could raise the rating. It is unclear at this point
whether the FCG will provide the necessary liquidity for the bank
to meet its financial obligations in the following months," S&P
said.

"We intend to resolve the CreditWatch when we have greater
clarity on the effect of the new developments on the bank's
credit fundamentals," S&P said.


BANCO FIBRA: S&P Affirms 'BB-/B' Global Issuer Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its global scale 'BB-
/B' and national scale 'brA/brA-2' issuer credit ratings on Banco
Fibra S.A. The outlook is stable. The bank's stand-alone credit
profile (SACP) is 'bb-'.

"We base our ratings on Fibra on the bank's 'moderate' (as
defined in our criteria) business position, 'moderate' capital
and earnings, 'moderate' risk position, 'below average' funding,
and 'moderate' liquidity," said Standard & Poor's credit analyst
Vitor Garcia.

"Our bank criteria use our Banking Industry Country Risk
Assessment (BICRA) economic risk and industry risk scores to
determine a bank's anchor, the starting point in assigning an
issuer credit rating. Our anchor for a commercial bank operating
only in Brazil is 'bbb'. Our economic risk assessment reflects
our opinion that economic improvements and cautious fiscal and
monetary policies have added to the Brazilian economic
authorities' flexibility to manage significant external shocks
and potential distortions arising from the current economic
expansion in Brazil. We believe these potential risks remain
manageable, and the central bank's proactive stance has contained
them. With regard to industry risk, sound regulation, regulators'
good track record, and a high and stable share of core deposits
support the Brazilian banking industry. We consider the banking
sector's moderate risk appetite as a positive factor in our
assessment," S&P said.

"We maintain our view of Fibra's business position as 'moderate,'
given its small share in the Brazilian market, recent performance
of its lending activities, and its concentration in the small and
midsize enterprise (SME) segment. Our assessment of capital and
earnings as 'moderate' incorporates Fibra's moderate capital
levels, shareholders' commitment, and lower profitability than
peers'. Our 'moderate' risk-position score for Fibra reflects the
risks arising from the incursion into the retail segment,
characterized by significant asset-quality deterioration in 2011
and losses related to the accounting adjustment to the market
value of certain assets in 2010," S&P said.

"Fibra's funding is 'below average' and its liquidity is
'moderate.' Like many small banks in the country with no branch
network, Fibra relies on time deposits and institutional
investors to fund its activities, which generally tend to be more
expensive and volatile than retail deposits," S&P said.

"The stable outlook reflects our expectation that the bank's loan
portfolio will grow at a slower pace in 2012 as the bank strives
to improve its profitability and the asset quality of its retail
operations. We could revise the outlook to positive or raise the
ratings if the bank strengthens its capital levels and
profitability, leading to sustainable internal capital
generation. On the other hand, we could lower the rating if
capital levels drop significantly or liquidity falls," S&P said.


CAMBIOS Y TURISMO: Creditors' Proofs of Debt Due June 18
--------------------------------------------------------
Maria del Pilar Enriquez, the court-appointed trustee for Cambios
y Turismo Lancaster SA's bankruptcy proceedings, will be
verifying creditors' proofs of claim until June 18, 2012.

Ms. Enriquez will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 10 in Buenos Aires, with the assistance of Clerk
No. 19, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections and
challenges that will be raised by the company and its creditors.

The Trustee can be reached at:

         Maria del Pilar Enriquez
         Alsina 1495
         Argentina


COMPANIA BOLIVIANA: Ask for Bankruptcy Proceedings
--------------------------------------------------
Compania Boliviana Transporte Aereo Privado SA (Aerosur SA
Sucursal Argentina) asked for bankruptcy proceedings.

The company has defaulted on its payments last April 10.


FERVI AIR: Creditors' Proofs of Debt Due July 11
------------------------------------------------
Estudio Bejar y Asociados, the court-appointed trustee for Fervi
Air SA's reorganization proceedings, will be verifying creditors'
proofs of claim until July 11, 2012.

The Trustee will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 6 in Buenos Aires, with the assistance of Clerk
No. 12, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections and
challenges that will be raised by the company and its creditors.

Creditors will vote to ratify the completed settlement plan
during the assembly on May 6, 2013.

The Trustee can be reached at:

         Estudio Bejar y Asociados
         Suipacha 211
         Argentina


FLOTA DE TRANSPORTE: Creditors' Proofs of Debt Due June 27
----------------------------------------------------------
Jose Luis Carriquiry, the court-appointed trustee for Flota de
Transporte y Mudanzas SRL's bankruptcy proceedings, will be
verifying creditors' proofs of claim until June 27, 2012.

Mr. Carriquiry will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 25 in Buenos Aires, with the assistance of Clerk
No. 49, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections and
challenges that will be raised by the company and its creditors.

The Trustee can be reached at:

         Jose Luis Carriquiry
         Loyola 660
         Argentina


GASBI SRL: Requests Opening of Bankruptcy Proceedings
-----------------------------------------------------
Gasbi SRL requested the opening of bankruptcy proceedings.

The company has defaulted on its payments last April 23.


LA VENECIA: Creditors' Proofs of Debt Due June 11
-------------------------------------------------
Luis Ernesto Hilman, the court-appointed trustee for La Venecia
de Res Hermanos SRL's bankruptcy proceedings, will be verifying
creditors' proofs of claim until June 11, 2012.

Mr. Hilman will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 16 in Buenos Aires, with the assistance of Clerk
No. 32, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections and
challenges that will be raised by the company and its creditors.

The Trustee can be reached at:

         Luis Ernesto Hilman
         Parana 976
         Argentina


NJULIAN CONSULTING: Creditors' Proofs of Debt Due June 7
--------------------------------------------------------
Alfredo Americo Iriondo, the court-appointed trustee for Njulian
Consulting SA's bankruptcy proceedings, will be verifying
creditors' proofs of claim until June 7, 2012.

Mr. Iriondo will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 19 in Buenos Aires, with the assistance of Clerk
No. 38, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections and
challenges that will be raised by the company and its creditors.

The Trustee can be reached at:

         Alfredo Americo Iriondo
         Ciudad de La Paz 1383
         Argentina


SAN BERNARDO: Creditors' Proofs of Debt Due June 29
---------------------------------------------------
Maria Gabriela Paulina Stefanelli, the court-appointed trustee
for San Bernardo SRL's bankruptcy proceedings, will be verifying
creditors' proofs of claim until June 29, 2012.

Ms. Stefanelli will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 1 in Buenos Aires, with the assistance of Clerk
No. 2, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections and
challenges that will be raised by the company and its creditors.

The Trustee can be reached at:

         Maria Gabriela Paulina Stefanelli
         Bernardo de Irigoyen 1082
         Argentina


SERVICIOS TERCERIZADOS: Applies for Bankruptcy Protection
---------------------------------------------------------
Servicios Tercerizados SA applied for bankruptcy protection.

The company has defaulted on its payments last March on the
second half.


SOCIEDAD TELELINEA: Creditors' Proofs of Debt Due June 19
---------------------------------------------------------
Cristina Mattioni, the court-appointed trustee for Sociedad
Telelinea de Informacion y Telecomunicacion SA's bankruptcy
proceedings, will be verifying creditors' proofs of claim until
June 19, 2012.

Ms. Mattioni will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 5 in Buenos Aires, with the assistance of Clerk
No. 9, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections and
challenges that will be raised by the company and its creditors.

The Trustee can be reached at:

         Cristina Mattioni
         Uruguay 385


WESTRA SA: Creditors' Proofs of Debt Due July 13
------------------------------------------------
Nestor Monti, the court-appointed trustee for Westra SA's
bankruptcy proceedings, will be verifying creditors' proofs of
claim until July 13, 2012.

Mr. Monti will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 6 in Buenos Aires, with the assistance of Clerk No.
12, will determine if the verified claims are admissible, taking
into account the trustee's opinion, and the objections and
challenges that will be raised by the company and its creditors.

The Trustee can be reached at:

         Nestor Monti
         Av. Cordoba 1525
         Argentina



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


BANCO CRUZEIRO: Central Bank Takes Over on Serious Violations
-------------------------------------------------------------
Francisco Marcelino and Andre Soliani at Bloomberg News report
that Brazil's central bank took control of Banco Cruzeiro do Sul
SA and said it found "serious" financial violations at the
payroll lender, 17 months after the bailout of Banco Panamericano
SA.

The country's privately owned deposit insurance fund, known as
FGC, will manage Sao Paulo-based Cruzeiro do Sul for 180 days,
the central bank said in a statement obtained by the news agency.
Signs of apparent fraud were found in a BRL1.3 billion-real
(US$633 million) portfolio owed by the bank, which is being
prepared for sale, said the head of FGC, Antonio Carlos Bueno,
according to Bloomberg News.

Cruzeiro do Sul "violated financial-system rules" and regulators
found "unsubstantiated asset items," according to the statement
Bloomberg News says.

Bloomberg News notes that the bank had been searching for a buyer
before the announcement, and held talks with Sao Paulo-based
Grupo BTG Pactual SA, Mr. Bueno said at a press conference.

A transaction fell through because the credit portfolio lacked
proper documentation, Mr. Bueno said, adding that the company has
enough liquidity to meet all its obligations, which include
BRL2.8 billion in foreign debt, Bloomberg News discloses.


BANCO CRUZEIRO: Moody's Cuts BFSR to 'E'; Maintains Neg. Outlook
----------------------------------------------------------------
Moody's Investors Service has downgraded all ratings assigned to
Banco Cruzeiro do Sul S.A. (BCSul), including the bank financial
strength rating to E, from E+ (E plus); both long-term global
local and foreign currency deposit ratings to Caa1, from B2; the
foreign currency senior unsecured debt rating to Caa1, from B2;
the foreign currency subordinated debt rating to Caa2, from B3,
as well as the long-term Brazilian national scale deposit rating
to Caa1.br, from Ba2.br. All deposit and debt ratings remain on
negative outlook. The Not Prime short-term global local-currency
and foreign-currency deposit and debt ratings for BCSul were not
affected by this action.

The following ratings were downgraded:

Bank Financial Strength Rating: to E from E+

Long-term global local currency deposit rating: to Caa1, from B2;
negative outlook

Long-term foreign currency deposit rating: to Caa1, from B2;
negative outlook

Long-term foreign currency senior unsecured debt rating: to Caa1,
from B2; negative outlook

Long-term foreign currency subordinated debt rating: to Caa2,
from B3; negative outlook

Long-term foreign currency senior unsecured debt program rating:
to (P)Caa1, from (P)B2; negative outlook

Long-term foreign currency subordinated debt program rating: to
(P)Caa2, from (P)B3; negative outlook

Long-term Brazilian national scale deposit rating: to Caa1.br,
from Ba2.br; negative outlook

The following rating remained unchanged:

Short-term global local currency deposit rating: Not Prime

Short-term foreign currency deposit rating: Not Prime

Short-term foreign currency debt program rating: (P)Not Prime

Short-term Brazilian national scale deposit rating: BR-4

Rating Rationale

The ratings downgrades followed the announcement by Brazil's
regulatory authorities on June 4, 2012 that they have intervened
and replaced the management of BCSul, because of accounting
irregularities and regulatory violations. The bank has been
placed under the administration of the Fundo Garantidor de
Credito (FGC, the Brazilian deposit insurance corporation) for a
period of 180 days, during which the FGC will explore the sale of
BCSul's operations to a third party. The bank will continue to
operate in normal fashion during this period, according to the
FGC.

In downgrading BCSul's senior ratings to Caa1, Moody's noted that
the bank's financial strength and solvency have been severely
impaired by much weakened asset quality and funding conditions,
which present a very high credit risk to bondholders. More
stringent provisioning requirements for the bank's growing non-
performing loan book, combined with poor interest revenues and
rising funding costs during the past several quarters have led to
continued losses for the bank as well as putting pressure on its
capital base.

Moody's believes that the FGC's actions are not likely to
alleviate these challenges in the near term. Moreover,
uncertainties regarding the bank's ability to service or
refinance its debts as well as the treatment of uninsured
liabilities under the intervention regime contributed to the
ratings downgrades. The negative outlook on the ratings reflects
the continued uncertainty regarding the bank's future performance
and ownership, said Moody's.

The last rating action on Banco Cruzeiro do Sul took place on
March 29, 2012, when Moody's downgraded the bank financial
strength rating to E+, from D-; both local and foreign currency
deposit ratings to B2, from Ba3, as well as the foreign currency
debt ratings to B2, from Ba3 on the senior unsecured notes, and
to B3, from B1on the outstanding subordinated notes. The
Brazilian national scale ratings were also downgraded to
Ba2.br/BR-4, from A3.br/BR-2, long and short-term, respectively.
The outlook on the ratings was negative.

Banco Cruzeiro do Sul S.A. is headquartered in Sao Paulo, Brazil
and had total unconsolidated assets of R$12.1 billion (US$6.64
billion) and shareholders' equity of R$1.14 billion (US$629
million) as of March 31st, 2012.


BANCO ORIGINAL: Moody's Assigns 'E+' BFSR; Outlook Stable
---------------------------------------------------------
Moody's Investors Service assigned a bank financial strength
rating (BFSR) of E+ to Banco Original do Agronegocio S.A. (BOA)
and to Banco Original S.A. (Banco Original) as well. At the same
time, Moody's assigned long- and short-term global local and
foreign-currency deposit ratings of B1 / Not Prime, respectively,
as well as long- and short-term national scale deposit ratings of
Baa2.br and BR-2 to both banks. All of these ratings have stable
outlook.

The following ratings were assigned to Banco Original do
Agronegocio S.A.:

Bank Financial Strength Rating: E+, with stable outlook

Long-term and short-term global local-currency deposits: B1 and
Not Prime, stable outlook

Long-term and short term foreign currency deposits: B1 and Not
Prime, stable outlook

Brazilian National Scale Deposit Ratings: Baa2.br long term
deposit rating and BR-2 short term deposit rating; stable
outlook.

The following ratings were assigned to Banco Original S.A.:

Bank Financial Strength Rating: E+, with stable outlook

Long-term and short-term global local-currency deposits: B1 and
Not Prime, stable outlook

Long-term and short term foreign currency deposits: B1 and Not
Prime, stable outlook

Brazilian National Scale Deposit Ratings: Baa2.br long term
deposit rating and BR-2 short term deposit rating; stable
outlook.

Rating Rationale

Moody's ratings for BOA and Banco Original incorporate their
start-up profiles, with limited track record of operations and
financial performance, as well as their still developing monoline
business franchises. The ratings capture the challenges
management faces in growing the banks' assets and loan
origination, as well as in diversifying funding sources and
generating sustainable core earnings. The ratings also reflect
the banks' strong dependence on the commercial activities and
business strategy of sister companies of the controlling J&F
Group (unrated), which are focused on agribusiness. The group's
acquisitive profile and relevant intercompany activities raise
concerns about controls, risk management and governance, all of
which increase execution risks. Moody's notes that the banks'
high consolidated capitalization levels, derived from recent
capital injection by shareholders, seems enough to withstand
unexpected losses.

The following factors were considered in assigning the ratings to
Banco Original do Agronegocio and to Banco Original:

1) Developing standalone franchise, with limited business and
financial track record as start up operations. Banco Original do
Agronegocio, established by the J&F group in 2008, and Banco
Original, acquired in mid-2011 (former Banco Matone), are
primarily engaged in financing cattle suppliers to JBS (B1
stable), the large industrial protein company of the same J&F
group. As such, their business, earnings generation, and
franchise value are modest and largely tied to JBS's operations
and strategy. Management plans to expand the banks' activities
into other agribusiness segments and related services, however,
the competition of much larger and well established banks is
likely to constrain the banks' ability to grow beyond the captive
group's operations.

2) Modestly diversified loan and funding sources, and limited
earnings recurrence. Loan concentration in the inherently
volatile agribusiness sector and to limited customer base expose
the banks' asset quality and earnings to potential volatility,
particularly in the event of weakening commodity prices. While
both banks have access to long-term guaranteed deposits and
asset-backed facilities, these sources are largely wholesale and
expensive, and may pressure interest margins. Earnings generation
is limited and reflects the banks' still developing loan books,
as well as asset allocation and pricing decisions that depend on
JBS' strategy, and could squeeze their currently ample operating
margins. Sizable holdings of government securities, which derive
from the investment of recent capital injection, and of
confidence-sensitive corporate equities result in earnings that
are chiefly non-recurrent and volatile.

3) Weak governance and developing risk infrastructure. The banks'
still developing co-integration risk management framework,
systems, controls, and contingency plans, combined with poor
corporate governance, limit the transparency and reliability of
operations and financial reporting, and expose the banks to
higher operational risks. BOA and BO's actual consolidated
capitalization ratios seem ample enough to absorb unexpected
losses related to start up costs and the leveraging of their
respective balance sheets. However, intercompany activities or
outsized risk appetite that could lead to fast consumption of
capital without sustainable and recurrent earnings to replenish
it, would have negative implications to combined growth plans.

Moody's assigns B1 global local currency deposit ratings to both
banks, which are derived from the baseline credit assessment of
b1. Because of the bank's very limited share of the deposits
market in Brazil, with a combined share of less than 1%, BOA and
Banco Original's deposit ratings do not benefit from any uplift
from systemic nor parental support.

Management's ability to improve both banks' profitability while
maintaining adequate credit quality and low operating costs on a
sustained basis, combined with diversification of the banks'
funding sources and disciplined gap positions, could have
positive implications for the ratings. Conversely, aggressive
loan growth beyond the bank's target market or expertise in
agribusiness that leads to substantial asset-quality
deterioration and sizable charges against capital, or recurrent
losses that hurt capital, could put downward pressures on
ratings. Complex group transactions that deviate from the banks'
business plans could also lead to negative rating actions.

The methodologies used in this rating were Bank Financial
Strength Ratings: Global Methodology published in February 2007,
Incorporation of Joint Default Analysis into Moody's Bank
Ratings: A Refined Methodology published in March 2012 and
Mapping Moody's National Scale Ratings to Global Scale Ratings
published in March 2011.

Based in Sao Paulo, Banco Original do Agronegocio S.A. had total
assets of BR$1,05 billion (or approximately US$563 million) and
equity of BR$103 million (US$55.3 million) as of December 31,
2011.

Based in Porto Alegre, RS, Banco Original S.A. had total assets
of BR$3,36 billion (US$1.8 billion) and equity of BR$1,7 billion
(US$957.6 million) as of December 31, 2011.


BRENNAND ENERGIA: Moody's Assigns 'Ba3' CFR; Outlook Stable
-----------------------------------------------------------
Moody's America Latina Ltda has assigned Ba3 local currency
corporate family ratings on the global scale and A3.br on the
Brazilian national scale to Brennand Energia S.A (BESA) and
Brennand Investimentos S.A (BISA). The outlook is stable for all
ratings.

Moody's has also withdrawn the provisional (P) B1/Baa1.br ratings
assigned to 14-year debentures that were to be issued by BESA
(BRL110 million) and BISA (BRL55 million), which have been
interrupted with no expectation to be resumed in the short-term ,
as informed by management.

Ratings Rationale

The companies have strong credit metrics for their Ba3/A3.br
corporate family ratings, but Moody's expects metrics to
deteriorate over the next three years as BESA takes on debt to
fund its capital expenditure program. The ratings reflect the
companies' proven expertise on the construction and operation of
small hydro facilities and the relatively stable and predictable
cash flows based on existing medium to long-term electricity
supply contracts, mostly to free consumers.

The relatively short track record of the companies' operating
history as holding companies constrains the ratings as do the
companies' embryonic corporate governance practices, sizeable
capital expenditure program and the uncertainties on securing
adequate financing to meet their current expansion program.

The rating action factors in Moody's expectation that BESA will
obtain most of the funding for its capital expenditures program
from BNDES. Management states that the investment program will
require around BRL355 million in 2012. Management expects to
conclude the negotiations with international and local lenders to
cover the expected cash short fall estimated at BRL135 million.

While there is no assurance that BESA will obtain the BRL135
million as planned, management is confident of eventual success
given the current stage of the negotiations. If BESA is not
successful in obtaining the loan, Moody's expects the company to
reduce the payment of dividends, postpone the beginning of new
investments or eventually turn to the support of its
shareholders. Currently, BISA is very liquid given the slowdown
in its capital expenditure program. As of December 31, 2011 BISA
held BRL75 million in cash.

The stable outlook on the Ba3 and A3.br corporate family ratings
reflects Moody's expectation that BESA and BISA will secure
adequate long-term financing on a timely basis, allowing them to
maintain healthy liquidity during the construction and completion
phases of the small hydro power plants. While Moody's foresees a
deterioration of credit metrics from 2012 through 2014 due to the
planned expansion , the metrics should remain adequate for the
rating category.

The ratings could be upgraded if BESA and BISA improve their
corporate governance practices. Helpful actions would include the
publication of quarterly financial statements the assurance that
no material inter-company loans will be executed and extending
their track record of operations. Quantitatively, the ratings
could be upgraded if the cash-from-operations-before-working-
capital (CFO Pre WC) to debt ratio stays above 12 % and interest
coverage becomes higher than 3.0x both on a sustainable basis.

The ratings could be downgraded if BESA and BISA do not secure
adequate long-term funding as scheduled or if there is a
considerable delay in the construction of the power plants.
Ratings could also be downgraded if the company takes on
additional capital expenditures so that there is a deterioration
in liquidity or leverage increases beyond what Moody's is
forecasting. Quantitatively, the ratings could be downgraded if
the CFO pre WC to debt ratio falls below 8% and interest coverage
becomes lower than 1.8x for a prolonged period.

BESA is a holding company controlled by a diverse number of
holding companies that represent the interests of certain members
of the Ricardo Brennand family. BESA was formed in 2006 and
currently controls eight small hydro-power plants with an
installed capacity of 180 MW and assured energy of 134 MW.

In 2011, BESA posted net consolidated sales of BRL206 million
(US$123 million) and net profit of BRL70 million (US$42 million).

BISA is a holding company controlled by a group of holding
companies that represent the interests of another arm of the
Ricardo Brennand family. BISA was founded in 2000 and controls
two hydro-power plants and five small hydro-power plants with an
installed capacity of 155 MW and assured energy of 111 MW. In
2011, BISA posted net sales of BRL178 million (US$107 million)
and net profit of BRL69 million (US$41 million).


FIDC BCSUL: Moody's Cuts Ratings on Senior Shares to 'B3'
---------------------------------------------------------
Moody's America Latina has downgraded the ratings of the senior
shares of the fifth series (Series 2009-1) issued by FIDC BCSul
Verax Credito Consignado II (FIDC BCSUL or the Issuer), to B3
(sf) from Ba3 (sf), global local currency scale, and to B1.br
(sf) from A3.br (sf) on the Brazilian national scale. The ratings
remain on review for further possible downgrade.

The transaction is a securitization backed by a pool of payroll
deducted loans originated by Banco Cruzeiro do Sul S.A. (Bank or
Banco Cruzeiro do Sul).

Rating Rationale

Moody's downgrade of the senior shares of the fifth series of
FIDC BCSUL securitization is based on the following factors: (a)
the downgrade of Banco Cruzeiro do Sul's ratings following the
bank's intervention (via the declaration of a Regime Especial de
Administracao Temporaria) by the Brazilian Central Bank (Bacen);
Banco Cruzeiro do Sul has been placed under the administration of
the Fundo Garantidor de Credito (FGC, the Brazilian deposit
insurance corporation); (b) on-going concerns surrounding the
asset quality of FIDC BCSUL, and (c) uncertainty of Banco
Cruzeiro do Sul's future, which may include a sale to another
financial institution or even liquidation, in which case FIDC
BCSUL may experience interruptions due to heightened operational
risk surrounding servicing.

FIDC BCSUL's ratings are also placed on review for further
downgrade. Moody's review will focus on the performance of the
securitized assets as well as a review of any negative impact of
servicing of the assets in the event of sale or liquidation of
the bank.

Banco Cruzeiro do Sul

On June 5, 2012, Moody's downgraded the ratings assigned to Banco
Cruzeiro do Sul S.A. including the bank financial strength rating
to E, from E+; both long-term global local and foreign currency
deposit ratings to Caa1, from B2; as well as the long-term
Brazilian national scale deposit rating to Caa1.br, from Ba2.br.
All deposit and debt ratings remain on negative outlook. For more
information please refer to the press release titled "Moody's
downgrades Banco Cruzeiro do Sul's ratings; maintains negative
outlook" published June 5, 2012.

The rating downgrades followed the announcement by Brazil's
regulatory authorities on June 4, 2012 that they have intervened
and replaced the management of BCSul, because of accounting
irregularities and regulatory violations. The bank has been
placed under the administration of the Fundo Garantidor de
Credito (FGC, the Brazilian deposit insurance corporation) for a
period of 180 days, during which the FGC will explore the sale of
Bank's operations to a third party.

The bank will continue to operate in normal fashion during this
period, according to the FGC.

According to Moody's, FIDC BCSUL's ratings are linked to some
degree to the rating of Banco Cruzeiro do Sul, the deal's
sponsor. Moody's view is based on the commingling of the
securitized flows with collections belonging to the originator
and operational and legal issues that could make it difficult to
transfer servicing to an alternate servicer.

As the primary servicer of the transaction, Banco Cruzeiro do Sul
receives cash payments from the jurisdictions and then proceeds
to reconcile the received payments to determine which funds are
to be transferred to the segregated bank account of the FIDC, and
which funds it will retain for consigned loans that have not been
sold and remain on its own balance sheet. In the case of a
financial failure of the originator, however, cash could become
trapped in the estate of the originator until the regulators or
the judicial system sorts out what are the cash flows that belong
to the securitization.

Furthermore, Moody's highlights that consigned loan transactions
in general may also be supported by the originators in the form
of repurchase of delinquent assets, replacement of loans to avoid
breach of transaction triggers, sale of delinquent loans to a
third party and cash advances to cover shortfalls from prepaid
loans. A financial distress of the originator would halt support
to the securitization transaction, and as a result the
performance of the securitization could deteriorate
significantly.

Questions surrounding asset quality of the FIDC

The historical losses for this transaction have been higher than
for comparable transactions. As of March 31, 2012 this indicator
was at 12.7% per annum, considered very high for the consigned
credit loan asset class. Moody's calculates the 3-month rolling
average annualized loss rate for taking into consideration
repurchases and sales to third parties. Please see Moody's
performance overview report dated May 23, 2012.

In addition, in an earlier Press Release dated March 12, 2012,
Moody's had indicated concerns surrounding the adequacy of
provisioning for past due loans in the FIDC. It noted instances
in which a significant number of delinquent loans classified in
past due bucket "E" (91 to 120 days past due) and past due bucket
"F" (121 to 150 days past due) were re-classified as "D" (61 to
90 days past due) following the sale of one or more past due
installments of those loans to third parties outside of the fund.

The sale of those past due installments appeared to have
triggered a reclassification of the future installments of the
outstanding loans, thereby raising questions regarding the
adequacy of provisioning.

Moody's review will focus on the performance of the securitized
assets following the bank's intervention by the Brazilian Central
Bank, as well the review of any impact on servicing of the assets
in the event of sale or liquidation of the bank.

Moody's notes that a future downgrade of the rating of the bank
or further deterioration of the asset pool performance may lead
to a downgrade of the rating of this transaction.



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


ASPET INVESTMENTS: Creditors' Proofs of Debt Due July 5
-------------------------------------------------------
The creditors of Aspet Investments Limited are required to file
their proofs of debt by July 5, 2012, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on May 14, 2012.

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


BARCLAYS MOSELLE NO 3: Creditors' Proofs of Debt Due July 5
-----------------------------------------------------------
The creditors of Barclays Moselle No 3 Investments Limited are
required to file their proofs of debt by July 5, 2012, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on May 14, 2012.

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


COLOMBIERE INVESTMENTS: Creditors' Proofs of Debt Due July 5
------------------------------------------------------------
The creditors of Colombiere Investments Limited are required to
file their proofs of debt by July 5, 2012, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on May 14, 2012.

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


LARRAU INVESTMENTS: Creditors' Proofs of Debt Due July 5
--------------------------------------------------------
The creditors of Larrau Investments Limited are required to file
their proofs of debt by July 5, 2012, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on May 14, 2012.

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


OUCHY CORPORATION: Creditors' Proofs of Debt Due July 5
-------------------------------------------------------
The creditors of Ouchy Corporation are required to file their
proofs of debt by July 5, 2012, to be included in the company's
dividend distribution.

The company's liquidator is:

         Ezequiel A. Camerini
         Fox & Horan, Camerini LLP
         825 Third Avenue, 12th Floor
         New York, New York 10022
         United States of America



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


DIGICEL GROUP: To Cut Workforce Through Voluntary Separation
------------------------------------------------------------
RJR News reports that Digicel Group Limited, which is trying to
reduce its work force in Jamaica by way of voluntary separation,
is making a similar move in Barbados and other parts of the
region.

Digicel Group Chief Executive Officer for Barbados and the
Organization of Eastern Caribbean States South, Barry O'Brien,
described the process as completely voluntary, according to RJR
News.

However, Mr. O'Brien told the Barbados DAILY NATION newspaper
that the company reserves the right to refuse any application and
does not expect many staff members to take up the offer in the
current environment, RJR News notes.

Pressed to reveal how many workers were being targeted, the
Digicel Barbados boss neither gave a figure nor the total number
of workers employed by the telecommunications company, RJR News
adds.

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

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

                      *     *     *

As of September 27, 2011, the company continues to carry Moody's
"Caa1" senior unsecured debt rating.



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


ALCO CORP: Reorganization Plan Outline Hearing Set for June 20
--------------------------------------------------------------
The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for
the District of Puerto Rico will convene a hearing on June 20,
2012, at 9 a.m., to consider adequacy of the disclosure statement
explaining Alco Corporation's Plan of Reorganization dated May
10, 2012.  Objections, if any, are due 14 days prior to the
hearing.

According to the Disclosure Statement, the Debtor's Plan under
its own execution will be substantially supported by the Debtor's
operations, the collection of the account receivables and the
sale of all assets not necessary for its reorganization,
including but not limited to the asphalt plant and permits
related to the location in Hatillo, Puerto Rico and the real
estate and asphalt plant located at Guayama, Puerto Rico.  The
Debtor will generate revenue by the continued operations of the
asphalt plant located at Canovanas, Puerto Rico and all new
paving projects obtained during the term of the Plant for the
private and public sector.

A full-text copy of the Disclosure Statement is available for
free at http://bankrupt.com/misc/ALCO_CORPORATION_ds.pdf

                         About Alco Corp.

Alco Corporation in Dorado, Puerto Rico, filed for Chapter 11
bankruptcy (Bankr. D. P.R. Case No. 12-00139) on Jan. 12, 2012.
Carmen D. Conde Torres, Esq., and C. Conde & Associates
represents the Debtor in its restructuring effort.  Alco tapped
Jimenez Vasquez & Associates, PSC, as accountants.  The Debtor
scheduled $11.2 million in assets and $7.76 million in debts.
The petition was signed by Alfonso Rodriguez, president.

The Debtor reached an agreement with Banco Popular de Puerto Rico
regarding the sale of the company's asphalt plant located on Toa,
Alta, Puerto Rico.  In consideration of the sale and release of
the liens which attach the assets to be sold to BTB, the bank
will        accept payment of $225,000, in exchange for the
withdrawal of its objection.


AUTOS VEGA: Euroclass Motors' Plan Outline Approved
---------------------------------------------------
Judge Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico approved the disclosure statement in
support of the Chapter 11 plan of Euroclass Motors, Inc.

The proposed Chapter 11 Plan dated Jan. 30, 2012, provides for
the full payment of the secured claim of the Debtor's lender,
Reliable Finance Holding Company, estimated at US$1.67 million.
Holders of general unsecured claims, estimated at US$1.49
million, are expected to have a 13% recovery.  Equity interests
in the Debtor will be retained.

Holders of administrative expense claims, estimated at
US$114,500, and allowed priority tax claims, estimated at
US$16,000, are unimpaired under the Plan.

A full-text copy of the Disclosure Statement is available for
free at http://bankrupt.com/misc/EUROCLASS_DSJan30.PDF

                       About Autos Vega

Autos Vega, Inc., is a car dealership engaged in the sales of new
and used cars and trucks car parts, accessories and providing
vehicle repair and maintenance, based in San Juan, Puerto Rico.
The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
P.R. Case No. 11-05773) on July 6, 2011.  The Debtor disclosed
US$22,959,296 in assets and US$34,224,323 in liabilities.

The Charles A. Curpill, PSC Law Office, in San Juan, Puerto Rico,
serves as counsel to the Debtor.  Luis R. Carrasquillo Ruiz, CPA,
is the Debtor's accountant.

Affiliate Euroclass Motors, Inc. filed for Chapter 11 protection
(Bankr. D. P.R. Case No. 11-05772) on July 6, 2011.


CONSTRUCTORA DE HATO: Filing Deficiency Cues Possible Dismissal
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico
notified Constructora De Hato Rey Incorporada that its failure to
cure the deficient filing will result in its bankruptcy case
being dismissed with no further notice.

Previously, the Court notified the Debtor that pursuant to
General Order 06-01, the petition filed by the Debtor was
deficient because of its failure to cure the deficiency on
Corporate Resolution/Corporate Ownership Statement.

            About Constructora De Hato Rey Incorporada

Constructora De Hato Rey Incorporada filed a Chapter 11 petition
(Bankr. D. P.R. Case No. 12-02876-11) in Old San Juan, Puerto
Rico, on April 13, 2012.

The Debtor is represented by Charles Alfred Cuprill, Esq., at
Charles A. Curpill, PSC Law Office, in San Juan.

The Debtor disclosed $10.8 million in assets and $6.86 million
in liabilities in its schedules.  The Debtor owns parcels of
land in Puerto Rico with an aggregate value of $1.82 million.
The Debtor has "uncollectible" receivables of $4.05 million
owed by affiliates.  It also has construction equipment worth
$4.1 million.  Secured debt only totals $2.13 million.  A copy of
the schedules filed with the petition is available for free at:
http://bankrupt.com/misc/prb12-02876.pdf


COSTA DORADA: Plan Outline Hearing Scheduled for June 12
--------------------------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico will convene a hearing on
June 12, 2012, at 10:30 a.m. to consider adequacy of the Amended
Disclosure Statement explaining Costa Dorada Apartments Corp.'s
proposed Chapter 11 Plan.

According to the Amended Disclosure Statement dated March 19,
2012, the Plan provides that upon confirmation, the Debtor will
have sufficient funds to make all payments then due.  The funds
will be obtained from these sources:

   1) sale of 15 apartment units in the project;

   2) rent and regular operation of the other apartments as part
      of the hotel facilities;

   3) sale of the remnant land of 3.5 cdas located at State Road
      466 Bajuras Ward in Isabela, Puerto Rico; and

   4) rent and regular operation of the other apartments as part
      of the Time Sharing (Vacation Plan) project.

Under the Plan, the Debtor proposes to treat claims and interests
as follows:

   Class 2: Secured Creditor Scotiabank de PR -- the amounts due
under the class will be paid in full.  The Debtor will
immediately commence marketing effort of the apartment units at
the project and compromises to pay 90% of the proceeds of each
unit to be sold at the property located at Costa Dorada Apartment
complex at an estimated sales price of US$150,000, each.  The
remainder 10% will be used by the Debtor for selling; notarial
expenses and other expenses that may be incurred in each sale.

   Class 3: Secured Creditor Banco Popular de PR -- the class
will retain unaltered its legal equitable and contractual rights.
The  Debtor is in full compliance with the original terms with
the creditors in this class and will continue to make regular
payments as agreed to.

   Class 4: General Unsecured Creditors -- on the Consummation
date, each Class 4 claimant will receive from the Debtor a
nonnegotiable, interest bearing promissory note, dated as of the
Effective Date, providing for a payment of 100% of their allowed
claims plus yearly interest computed at 3.25%.

   Class 5: Unsecured Insiders Claims -- this class will be paid
in cash and in full but only after all allowed claims under Class
1, 2, 4 and allowed priority claims under Section 507(a)(8) of
the Bankruptcy Code are paid in full.

   Class 6: Time Sharing (Vacation Club) Agreements -- this class
will retain unaltered its legal equitable and contractual rights.

   Class 7: Equity Security Interest Holders -- Equity Security
Interest Holders may receive a residual dividend throughout this
plan consisting of all excess value in property after payment of
all allowed claims.  Any payment on their behalf is subordinated
to full payment of the allowed claims.  Additionally the equity
security holders will retain their interest in the Reorganized
Debtor by receiving a distribution of common stock from the
Reorganized Company equivalent to their current participation in
the corporate debtor.

A full-text copy of the Amended Disclosure Statement is available
for free at http://bankrupt.com/misc/COSTA_DORADA_ds_amended.pdf

                   About Costa Dorada Apartments

Costa Dorada Apartments Corp., dba Villas De Costa Dorada, in
Isabela, Puerto Rico, filed for Chapter 11 bankruptcy (Bankr.
D.P.R. Case No. 11-03960) on May 10, 2011.  The Debtor disclosed
$10.7 million in assets and $8.6 million in liabilities as of the
Chapter 11 filing.  The petition was signed by Carlos R.
Fernandez Rodriguez, its president.  Wigberto Lugo Mender, Esq.,
at Lugo Mender & Co., in Guaynabo, Puerto Rico, represents the
Debtor as counsel.


INTERNATIONAL HOME: Has Interim Access to Cash Collateral
---------------------------------------------------------
Judge Lamoutte S. Inclan authorized International Home Products,
Inc., to access the cash collateral of First Bank Puerto Rico on
an interim basis, strictly in accordance with a budget.

As adequate protection for the use of its cash collateral, the
Lender is granted adequate protection liens on all property of
the Debtor's estate to secure an amount of Prepetition Debt equal
to any decrease in the value of the Lender's interest in the
Prepetition Collateral occurring subsequent to the Petition Date.

The Debtor must be able to purchase inventory and pay employees
and vendors to maintain operations.  If the Debtor is unable to
purchase new inventory and pay its employees it will have to
cease operations and lay off more than 266 employees.

The Debtor has tried to negotiate with First Bank for the use of
the alleged cash collateral but the parties have been unable to
reach an agreement and the bank is requesting additional real
estate from third parties as collateral.  With respect to the
line of credit number, which is guaranteed by the account
receivables and inventory, the value of the collateral exceeds
the amount of the debt by US$17,045,886.

Therefore, there is sufficient equity cushion to adequately
protect First Bank from any loss in the value of the same.

First Bank-Puerto Rico, as secured creditor, has earlier opposed
the use by the Debtor of the Bank's cash collateral due to the
lack of adequate protection for its interest in the Cash
Collateral.  Furthermore, the Debtor has incurred and continues
to incur in wrongful acts that place the Bank's Cash Collateral
in considerable risk.  Without adequate protection, and absent a
viable reorganization strategy, the Bank's Cash Collateral will
diminish post-petition as a result of Debtor's deteriorating
financial condition.

First Bank-Puerto Rico is represented by:

        Manuel Fernandez-Bared, Esq.
        TORO, COLON, MULLET, RIVERA & SIFRE, P.S.C.
        P.O. Box 195383
        San Juan, PR 00919-5383
        Tel: (787) 751-8999
        Fax: (787) 763-7760
        E-mail: mfb@tcmrslaw.com

               About International Home Products

International Home Products, Inc., is engaged in the sale,
financing of "Lifetime" cookware and other kitchenware as well as
sale of account receivables in the secondary market.  It is the
exclusive distributor of "Lifetime" products in Puerto Rico for
over 40 years.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. P.R. Case No. 12-02997) on April 19, 2012.
Carmen D. Conde Torres, Esq., in San Juan, P.R., serves as the
Debtor's counsel.  Wigberto Lugo Mendel, CPA, serves as its
accountants.  The Debtor disclosed US$66,155,798 and
US$43,350,031 in liabilities as of the Chapter 11 filing.

Secured lender First-Bank Puerto Rico is represented by Manuel
Fernandez-Bared, Esq., and Jane Patricia Van Kirk, Esq., at Toro,
Colon, Mullet, Rivera & Sifre, P.S.C.



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


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

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

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

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

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

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


                            ***********


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, Ivy B. Magdadaro, Frauline S.
Abangan, and Peter A. Chapman, Editors.

Copyright 2012.  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 Peter Chapman at 240/629-3300.


                   * * * End of Transmission * * *