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

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

             Wednesday, May 14, 2008, Vol. 9, No. 95

                            Headlines


A R G E N T I N A

ALTO PALERMO: Pays Second Interest Installment on US$120MM Notes
BANCO HIPOTECARIO: Earnings Drop to ARS26.6 Mil in First Quarter
BANCO PATAGONIA: Net Profit Increases to ARS55.2MM in 1st Qtr.
CREACIONES MI: Trustee to File Individual Reports on July 15
CUVERA AGROPECUARIA: Trustee Verifies Claims Until July 1

FIAT SPA: Agnelli Group Denies Planned Fiat Auto Spin-Off
GRAN TIERRA: Turnarounds With US$4.7 Mil. Net Income in 1Q 2008
MOCCIARO SRL: Proofs of Claim Verification Deadline Is Aug. 15
SUCESORES DE JUAN: Proofs of Claim Verification Is Until June 2
SUPERAR SRL: Proofs of Claim Verification Deadline Is June 6

MAGALCUER SA: Trustee Verifies Proofs of Claim Until Aug. 28
TELECOM ARGENTINA: Eyes US$530 Million Investment in 2008
TONGAS SA: Proofs of Claim Verification Deadline Is July 16


B A H A M A S

ULTRAPETROL BAHAMAS: First Qtr. Net Income Rose to US$17.3 Mil.


B A R B A D O S

BIOVAIL CORP: S&P Puts 'BB' Corp. Credit Under Neg. CreditWatch


B E R M U D A

ARCH CAPITAL: To Further Repurchase Up to US$500MM Common Shares
FOSTER WHEELER: Finnish Unit Bags Contract from NSE Biofuels
NEW WORLD: Proofs of Claim Filing Deadline Is May 28
NEW WORLD: Sets Final Shareholders Meeting for June 17
SEA CONTAINERS: Court Delays Decision on Document Disclosure

SEA CONTAINERS: Wants to Supplement Non-Insider Retention Plan
WARNER CHILCOTT: FDA Approves New Drug Application for Taclonex


B O L I V I A

COEUR D'ALENE: Reports US$4.7 Mil. Net Income in First Quarter


B R A Z I L

BANCO SOFISA: Net Income Increases to BRL34.6 Million in 1Q 2008
BERTIN LTDA: S&P Affirms B+ Credit Rating & Removes From Watch
BRASIL TELECOM: Tele Norte Buying Preferred Stocks From Firm
CENTRAIS ELECTRICAS: S&P Raises Corporate Rating From B- to B
COMPANHIA DE ENERGIA: S&P Lifts Corp. Credit Rating to B From B-

DELPHI CORP: Seeks to Raise Loan by US$254MM Amid Market Support
DIAGNOSTICOS DA AMERICA: S&P Assigns BB- Long-Term Credit Rating
DIAGNOSTICOS DA AMERICA: Fitch Puts BB Foreign & Local ID Rtgs.
FRONTIER AIRLINES: Creditors Panel Taps Wilmer Cutler as Counsel
FRONTIER AIRLINES: Gets Court Nod to Hire Davis Polk as Counsel

FRONTIER AIRLINES: Can Employ Togut Segal as Conflicts Counsel
GERDAU AMERISTEEL: Books US$163MM Net Income in 1st Qtr. 2008
GERDAU SA: Reports BRL1.1BB Consolidated Net Profit in 1Q 2008
NORSKE SKOGINDUSTRIER: Shows Weak Results in First Quarter 2008
NORSKE SKOGINDUSTRIER: S&P's BB- Ratings Remains on Watch Neg.

RHODIA SA: March 31 Balance Sheet Upside Down by EUR284 Million
TAM SA: First Quarter 2008 Net Income Up 0.1% to BRL2.6 Million
TELE NORTE: Purchasing Preferred Stocks Issued by Brasil Telecom
UNIAO DE BANCOS: Net Income Up 27.5% to BRL741 Mil. in 1Q 2008


C A Y M A N  I S L A N D S

AMERICAN MARINE: Deadline for Proofs of Claim Filing Is May 14
AMERICAN MARINE: To Hold Final Shareholders Meeting on May 14
GREYHOUND INCOME: Proofs of Claim Filing Deadline Is May 14
LAFFERTY LTD: Proofs of Claim Filing Deadline Is Until May 14
ORIENTAL CAPITAL: Deadline for Proofs of Claim Filing Is May 14

PFA ASSURANCE: Proofs of Claim Filing Deadline Is Until May 14
SLOANE ROBINSON: Deadline for Proofs of Claim Filing Is May 14
TAHOMA INTERNATIONAL: Proofs of Claim Filing Deadline Is May 14
WESSEX HOLDINGS: Proofs of Claim Filing Deadline Is May 14
WESSEX HOLDINGS: Holds Final Shareholders Meeting on May 14


C H I L E

CODELCO: Won't Have to Hire 5,000 Outsourced Workers, Court Says
SCIENTIFIC GAMES: Earns US$19.9 Million in First Quarter 2008
SCIENTIFIC GAMES: Moody's Rates New US$850 Mln Facility at Ba1


C O L O M B I A

BANCOLOMBIA SA: Posts COP93.1 Bil. Net Income in April 2008
ECOPETROL: Petroleos de Venezuela Wants Partnership With Firm
GLOBAL CROSSING: Inks 54 Colombian Security Service Pacts in '07
GLOBAL CROSSING: Says New Orders Steady Despite Credit Crisis


D O M I N I C A N   R E P U B L I C

PRC LLC: Judge Glenn Approves Disclosure Statement
PRC LLC: Can Hire Epiq Systems as Voting and Tabulation Agent
PRC LLC: Wants to Employ Korn Ferry as Hiring Consultants


J A M A I C A

AIR JAMAICA: Union Wants Workers to Benefit From MOU 3
CASH PLUS: Kevin Bandoian to Present Status Report in Court
MAAX HOLDINGS: Extends Forbearance Period to June 12
NATIONAL COMMERCIAL: Olint Attorney Questions Account Closure


M E X I C O

CLEAR CHANNEL: Extends Offer Date for 7.65% Senior Notes
DURA AUTOMOTIVE: Ct. Rejects Confirmation Hearing Extension Plea
DURA AUTOMOTIVE: Johnson Electric Objects to Plan Confirmation
MEXORO MINERALS: Gets US$500,000 1st Payment From Paramount Gold
UNITED RENTALS: Moody's Affirms B1 Rating on Sr. Unsecured Debt

X-RITE INC: Moody's Junks Corporate Family Rating


P U E R T O  R I C O

DIRECTV HOLDINGS: Fitch Puts 'BB+' Rating on US$1 Bil. Term Loan
HOME INTERIORS: Section 341 Meeting of Creditors Set June 6


V E N E Z U E L A

PETROLEOS DE VENEZUELA: Will Invest in Sidor, Hugo Chavez Says
PETROLEOS DE VENEZUELA: Curacao Plant To Resume Full Service
PETROLEOS DE VENEZUELA: Wants Partnership With Ecopetrol
PETROLEOS DE VENEZUELA: Says Oil Reserves Rise to 130B Barrels
PETROLEOS DE VENEZUELA: To Supply Cammesa With Fuel & Gas Oil


                         - - - - -


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

ALTO PALERMO: Pays Second Interest Installment on US$120MM Notes
----------------------------------------------------------------
Alto Palermo S.A. a.k.a. APSA on Monday started paying the
second installment of interests related to the US$120,000,000
Fixed Rate Series I Notes issued on May 11, 2007.

According to a disclosure with the U.S. Securities and Exchange
Commission, the payment agents are The Bank of New York and, in
Argentina, Banco Santander Rio S.A.

The interests, totaling US$4,725,000, will be paid to the people
at whose name the notes were registered on April 25, 2008, in
the registry held by the Register Agent, the company said.

Alto Palermo S.A. (a.k.a. APSA) operates and develops commercial
centers in Argentina.  It has six commercial centers located in
Capital Federal and Buenos Aires suburbs, where it has got the
43% of participation on the market and another three located in
the cities of Salta, Mendoza and Rosario.  It represents, in
all, 1,118 shops.  The shareholders of Alto Palermo are
Inversiones y Representaciones S.A. (61.5%) and Parque Arauco
(29.6%), with the rest of the shares trading in the stock market
of Buenos Aires and New York.

                        *     *     *

As reported by the Troubled Company Reporter-Latin America on
May 0, 2008, Fitch Ratings affirmed these ratings of Alto
Palermo S.A.:

  -- Foreign currency issuer default rating at 'B+';

  -- Local currency issuer default rating at 'B+';

  -- US$120 million notes due in 2017 at 'B+/RR4'; and

  -- US$50 million argentine peso-linked notes due in 2012 at
     'B+/RR4'.


BANCO HIPOTECARIO: Earnings Drop to ARS26.6 Mil in First Quarter
----------------------------------------------------------------
Banco Hipotecario SA's earnings decreased 65.6% to
ARS26.6 million in the first quarter OF 2008, compared to the
same quarter last year, as derivatives related to the bank's
stock price caused a ARS24.4 million loss.

Business News Americas relates that Banco Hipotecario's net
interest income declined 58.4% to ARS270 million in the first
quarter 2008, from the same period last year.  Charge-offs
increased 172% to ARS36.6 million.  Fee income rose to
ARS45.2 million.

According to BNamericas, Banco Hipotecario's loans increased
42.5% to ARS4.27 billion in March 2008, from March 2007.  Its
mortgage and consumer lending accounted for 85% of the
ARS4.27 billion in total loans.

Banco Hipotecario's assets totaled ARS10.7 billion as of
March 31, 2008, BNamericas states.

Headquartered in Buenos Aires, Argentina, Banco Hipotecario SA
-- http://www.hipotecario.com.ar-- is an Argentinean commercial  
bank and specialty mortgage provider.  Banco Hipotecario'
business lines include credit lines for consumers, short-term
financing for exporting companies, factoring services, deposit
accounts, purchase and sale of foreign currency, custodial
services, safe deposit box rentals, payroll bank accounts,
securities brokerage services and sales of insurance through
authorized agents and companies.  The bank launched this new
series of products and services as an alternative to its
mortgage loans business, which as a result of the economic
crisis, came to a temporary halt in 2002.  In late 2003, and in
the light of the favorable trends shown by economic variables,
Banco Hipotecario started to offer new housing mortgage loans.  
The bank's subsidiaries consist of BHN Sociedad de Inversion
Sociedad Anonima.

                       *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 29, 2008, Standard & Poor's Ratings Services revised its
outlook on Banco Hipotecario to negative from stable.  The long-
term counterparty credit rating is still 'B+', the same as the
sovereign ratings.

In November 2007, Moody's Investors Service assigned a 'Ba1'
global local currency deposit rating to Banco Hipotecario.


BANCO PATAGONIA: Net Profit Increases to ARS55.2MM in 1st Qtr.
--------------------------------------------------------------
Banco Patagonia SA's net profit increased 24% to ARS55.2 million
in the first quarter of 2008, compared to the first quarter
2007.

Banco Patagonia's Investor Relations Manager Laura Varela said
in a conference call that the increase in the first quarter 2008
net profit is due to higher revenues, stronger fee income, and
the appreciation of government-backed assets.

According to BNamericas, Banco Patagonia's loans to the private
sector rose 51% to ARS3.17 billion in the 12 months ending March
2008, compared to the previous period.  Banco Patagonia's non-
performing loan portfolio improved to 2.1% from 3.4%.  The
bank's exposure to the public sector declined by 28.8% to
ARS621 million in March 2008, compared to March 2007.

Banco Patagonia told BNamericas that its private sector deposits
increased 26.1% to ARS4.49 billion in the 12 months ended March
2008, from the previous period.

According to BNamericas, Banco Patagonia will pay
ARS66.5 million in cash dividends to its shareholders from
May 16, 2008.

Banco Patagonia had ARS7.50 billion in assets in the first
quarter 2008, compared to the same period last year, BNamericas
states.

Banco Patagonia SA specializes in public offerings of
securitizations.  It became Argentina's fifth largest locally
owned private bank through its purchase of Lloyds TSB Argentina
in late 2004.  The bank operates through 139 branches and has
202 ATM machines.

                       *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 29, 2008, Standard & Poor's Ratings Services revised its
outlook on Banco Patagonia S.A. to negative from stable.  The
long-term counterparty credit ratings on the bank is still 'B+',
the same as the sovereign ratings.

In November 2007, Moody's Investors Service assigned a 'Ba1'
global local currency deposit rating to Banco Patagonia SA.  
Moody's also assigned a 'Caa1' long-term foreign currency
deposit rating on the bank.


CREACIONES MI: Trustee to File Individual Reports on July 15
------------------------------------------------------------
Mabel Herrera, the court-appointed trustee for Creaciones Mi
S.A.'s bankruptcy proceeding, will file the validated claims in
as individual reports in the National Commercial Court of First
Instance in Buenos Aires on July 15, 2008.

Ms. Herrera will be verifying creditors' proofs of claim until
June 2, 2008.  He will submit to court a general report
containing an audit of Creaciones Mi's accounting and banking
records on Sept. 9, 2008.

Ms. Herrera is also in charge of administering Creaciones Mi's
assets under court supervision and will take part in their
disposal to the extent established by law.

The trustee can be reached at:

           Mabel Herrera
           Rodriguez Pena 694
           Buenos Aires, Argentina


CUVERA AGROPECUARIA: Trustee Verifies Claims Until July 1
---------------------------------------------------------
Alfredo Yanny, the court-appointed trustee for Cuvera
Agropecuaria SA's reorganization proceeding, will be verifying
creditors' proofs of claim until July 1, 2008.

Mr. Yanny will present the validated claims in court as  
individual reports.  The National Commercial Court of First
Instance No. 14 in Buenos Aires, with the assistance of Clerk
No. 27, 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 Cuvera Agropecuaria and
its creditors.

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

A general report that contains an audit of Cuvera Agropecuaria's
accounting and banking records will be submitted in court.

La Nacion didn't state the submission dates for the reports.

Creditors will vote to ratify the completed settlement plan  
during the assembly on Aug. 18, 2009.

The debtor can be reached at:

           Cuvera Agropecuaria SA
           Ciudad de la Paz 306
           Buenos Aires, Argentina

The trustee can be reached at:

           Alfredo Yanny
           Viamonte 1446
           Buenos Aires, Argentina


FIAT SPA: Agnelli Group Denies Planned Fiat Auto Spin-Off
---------------------------------------------------------
The Agnelli family has given no mandate to sell Fiat S.p.A.'s
Fiat Auto S.p.A. unit, Reuters reports citing Il Sore 24 Ore's
interview of IFIL Chairman Gianluigi Gabetti.

Mr. Gabetti denied market speculations that Fiat will separate
its car business because it negatively affects the group,
Reuters reports.

Fiat CEO Sergio Marchionne had denied a Fiat Auto spin-off in
March, saying it was "purely hypothetical," Reuters relates.  
Mr. Marchionne added that the unit would only be separated if
the business were permanently undervalued.

IFIL, which holds a 30.45% stake in Fiat, is an investment
holding owned by the Agnelli Group.

                        About Fiat S.p.A.

Based in Turin, Italy, Fiat SpA -- http://www.fiatgroup.com/--
designs, manufactures, and sells automobiles, trucks, wheel
loaders, excavators, telehandlers, tractors and combine
harvesters.  Outside Europe, the company has subsidiaries in the
United States, Japan, India, China, Mexico, Brazil and
Argentina, among others.

                          *     *     *

As of March 13, 2008, Fiat S.p.A. and its subsidiaries carries
Ba3 Corporate Family and Senior Unsecured ratings from Moody's
Investors Service, which said the outlook is positive.


GRAN TIERRA: Turnarounds With US$4.7 Mil. Net Income in 1Q 2008
---------------------------------------------------------------
Gran Tierra Energy Inc. has released financial and operating
results for the quarter ended March 31, 2008.

Total revenue for the three months ended March 31, 2008, was
US$20.8 million as compared to US$4.5 million for the same
period in 2007.  Net income for the three months ended March 31,
2008 increased to US$4.7 million as compared to a loss of US$6.7
million in the same period of 2007.

The results for the first quarter of 2008 reflect the growing
production from the recent oil discoveries in Colombia and a
higher West Texas Intermediate price, partially offset by higher
overall operating expenses, depletion, depreciation and
accretion, general and administrative expenses and income taxes
resulting from the company's increased level of activities.  The
results for the first quarter of 2007 were impacted by non-cash
expenses of US$4.1 million for liquidated damages.

At the end of the first quarter of 2008, the company reported
cash and equivalents of US$26 million as compared to US$18.2
million at Dec. 31, 2007.  Working capital increased to US$14.5
million as compared to US$8.1 million at Dec. 31, 2007.  
Shareholders' equity increased from US$76.8 million at Dec. 31,
2007 to US$87.3 million at March 31, 2008, and the company
reported no outstanding long-term debt as of March 31, 2008.

Average oil sales for the three months ended March 31, 2008, net
of royalties, increased 148% to 2,842 barrels of oil per day
from 1,157 oil barrels per day in the same period of 2007.  
Production for the quarter averaged 3,065 oil barrels per day,
but sales were reduced by periods of temporary transportation
capacity restrictions in both Argentina and Colombia.  The
average price received per barrel of oil increased 95% to
US$80.21 per barrel for the three months ended March 31, 2008
from US$41.06 per barrel in the same period of 2007.

At year end 2007, the company reported a 100% increase in net
after royalty proved reserves to 6.4 million barrels of oil as
compared to year-end 2006.  Net probable reserves increased to
5,000,000 million barrels of oil and net possible reserves
increased to 5.1 million barrels of oil, both after royalty, as
reported at year-end 2007.  The year end 2007 externally audited
oil reserves do not include the impact of the positive results
from two recently completed and tested wells in the Costayaco
oil field discovery in Colombia, and an additional well that is
currently drilling in the field.  The company expects to
undertake an independent mid-year reserve audit at June 30,
2008, to include these and other wells that may be completed by
that time.

                       Operations Update:

Drilling of the Costayaco-4 well in the Costayaco oil field in
Colombia is continuing and is expected to be finished in late
May.  Testing operations are expected to follow in June.
Preparations have begun for the drilling of Costayaco-5.  The
Costayaco field is located in the Chaza Block in the Putumayo
Basin, where the company has a 50% interest and is the operator,
with Solana Resources holding the remaining 50% interest.

A workover rig is being mobilized to re-enter and test Palmera-1
in the Azar Block, also in the Putumayo Basin.  Palmera-1 was an
exploration well drilled in 1996 that had potential oil pay
indicated on logs but was never tested. Testing operations are
expected to be completed in June.  Gran Tierra Energy is
operator of the Azar Block and has a 40% working interest.

Exploration drilling operations have been initiated in the Rio
Magdalena Block in the Middle Magdalena Basin in central
Colombia.  Popa-2 started drilling on May 8 and is expected to
finish drilling in late June.  This well will be drilled near a
non-commercial oil discovery made by Gran Tierra Energy in 2006
at Popa-1, which tested approximately 160 oil barrels per day.  
Gran Tierra Energy is the operator of the Rio Magdalena Block
and has a 100% working interest. Under the terms of a recently
completed farmin agreement, Omega Energy Colombia will earn a
60% share of Gran Tierra Energy's interest.  In the event of a
commercial discovery, Ecopetrol S.A. has a right to back in for
a 30% working interest, to be split proportionally between Gran
Tierra Energy and Omega Energy Colombia.

In Argentina, a rig contract has been signed for the drilling of
the Proa-1 exploration well in the Surubi Block, where Gran
Tierra Energy has a 100% working interest and is the operator.  
Proa-1 is expected to spud in mid-June and finish drilling in
mid-August.

In Peru, the company is 99% complete with the acquisition of
approximately 20,000 linear kilometers of new high definition
airborne gravity and magnetic data over the entire area of
Blocks 122 and 128.  This data will be used to define
exploration leads over which 2-D seismic data will be acquired
in the Second Exploration Period of each block.  Block 122
encompasses approximately 1.2 million acres and Block 128
encompasses approximately 2.2 million acres of land.  Gran
Tierra Energy is operator and holds a 100% working interest in
both exploration blocks.

Commenting on the results, Gran Tierra Energy Inc. President and
Chief Executive Officer, Dana Coffield stated, "The first
quarter of 2008 was another outstanding period of growth in
production, revenue, and profitability.  The combination of a
higher West Texas Intermediate and a 53% decrease in our
operating costs per barrel to US$9.77, have been extremely
beneficial to Gran Tierra Energy, and have helped to validate
our long term business model.  We will continue to execute our
development drilling program through this year to grow
production, in addition to advancing our exploration programs in
Colombia, Peru and Argentina."

Mr. Coffield concluded, "Gran Tierra Energy's recent listings on
the Toronto Stock Exchange and the American Stock Exchange have
been very well received and have helped to expand our
shareholder base considerably.  The listings complement our
ongoing operational and financial successes."

                        In Related News:

On May 9, 2008, the company announced that it planned to restate
financial statements relating to its accounting for certain Cash
Flow Statement items pertaining to the 2006 and 2007 period.  
The company filed a Form 10-K/A to amend its annual report on
Form 10-K for the year ended Dec. 31, 2007.  The company
discovered a  isclassification of accounts payable and accrued
liabilities resulting in a misstatement of cash flows from
operating activities, with a corresponding offset to cash flows
from investing activities.  The restatement has no effect on the
previously reported net change in cash and cash equivalents and
no impact on previously reported consolidated balance sheets or
consolidated statements of operations and accumulated deficit.

                     About Gran Tierra Energy

Headquartered in Calgary, Alberta, Canada, Gran Tierra Energy
Inc. (OTC BB: GTRE.OB) -- http://www.grantierra.com/-- is an  
international oil and gas exploration and production company,
incorporated and traded in the United States and operating in
South America.  The company holds interests in producing and
prospective properties in Argentina, Colombia and Peru.

At Dec. 31, 2007, the company's balance sheet showed total
assets of US$112.79 million, total long term liabilities of
US$36 million and total shareholders' equity of US$76.79
million.

                      Successive Net Losses

As reported in the Troubled Company Reporter on Jan. 4, 2008,
the company disclosed in the regulatory filing that it "has a
history of net losses."  The company said it expects to incur
substantial expenditures to further its capital investment
programs and the company's existing cash balance and cash flow
from operating activities may not be sufficient to satisfy its
current obligations and meet its capital investment commitments.

According to the company, its ability to continue as a going
concern is dependent upon obtaining the necessary financing to
acquire, explore and develop oil and natural gas interests and
generate profitable operations from its oil and natural gas
interests in the future.


MOCCIARO SRL: Proofs of Claim Verification Deadline Is Aug. 15
--------------------------------------------------------------
The court-appointed trustee for Mocciaro S.R.L.'s bankruptcy
proceeding, will be verifying creditors' proofs of claim until
Aug. 15, 2008.

The trustee will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance in Trenque Lauquen, Buenos Aires, will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Mocciaro and its creditors.

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

A general report that contains an audit of Mocciaro's accounting
and banking records will be submitted in court.

Infobae didn't state the submission dates for the reports.

The trustee is also in charge of administering Mocciaro's assets
under court supervision and will take part in their disposal to
the extent established by law.


SUCESORES DE JUAN: Proofs of Claim Verification Is Until June 2
---------------------------------------------------------------
The court-appointed trustee for Sucesores de Juan Pegoraro y
Hnos. S.R.L.'s bankruptcy proceeding, will be verifying
creditors' proofs of claim until June 2, 2008.

The trustee will present the validated claims in court as
individual reports on Aug. 27, 2008.  The National Commercial
Court of First Instance in Mar del Plata, Buenos Aires, will
determine if the verified claims are admissible, taking into
account the trustee's opinion, and the objections and challenges
that will be raised by Sucesores de Juan and its creditors.

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

A general report that contains an audit of Sucesores de Juan's
accounting and banking records will be submitted in court on
Oct. 29, 2008.

The trustee is also in charge of administering Sucesores de
Juan's assets under court supervision and will take part in
their disposal to the extent established by law.


SUPERAR SRL: Proofs of Claim Verification Deadline Is June 6
------------------------------------------------------------
The court-appointed trustee for Superar S.R.L.'s bankruptcy
proceeding, will be verifying creditors' proofs of claim until
June 6, 2008.

The trustee will present the validated claims in court as
individual reports on Aug. 5, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Superar and its creditors.

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

A general report that contains an audit of Superar's accounting
and banking records will be submitted in court on
Sept. 19, 2008.

The trustee is also in charge of administering Superar's assets
under court supervision and will take part in their disposal to
the extent established by law.

The debtor can be reached at:

         Superar SRL
         Avenida Corrientes 2312
         Buenos Aires, Argentina


MAGALCUER SA: Trustee Verifies Proofs of Claim Until Aug. 28
------------------------------------------------------------
Lopez Santiso, Alanis y Asoc. -- the court-appointed trustee for
Magalcuer SA's reorganization proceeding -- will be verifying
creditors' proofs of claim until Aug. 28, 2008.

Lopez Santiso will present the validated claims in court as  
individual reports.  The National Commercial Court of First
Instance No. 21 in Buenos Aires, with the assistance of Clerk
No. 42, 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 Magalcuer and its
creditors.

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

A general report that contains an audit of Magalcuer's
accounting and banking records will be submitted in court.

La Nacion didn't state the submission dates for the reports.

Creditors will vote to ratify the completed settlement plan  
during the assembly on Aug. 18, 2009.

The debtor can be reached at:

           Magalcuer SA
           Sanchez 2054
           Buenos Aires, Argentina

The trustee can be reached at:

           Lopez Santiso, Alanis y Asoc.
           Florida 234
           Buenos Aires, Argentina


TELECOM ARGENTINA: Eyes US$530 Million Investment in 2008
---------------------------------------------------------
Telecom Argentina SA's Fixed Telephony Unit Marketing Manger
Marcelo Ozino Caligaris told Business News Americas that the
firm expects investment to total US$530 million this year.

About 51% of the capex will go to mobile telephony, BNamericas
says, citing Mr. Caligaris.  Some 49% of the capex will be
allocated to fixed telephony services, Mr. Caligaris added.  

Mr. Caligaris told BNamericas that Telecom Argentina expects to
see higher average revenue per unit in the fixed segment in 2008
due to the offering of new value-added services.  Telecom
Argentina's fixed telephony base increased 3% in 2007, from
2006, Mr. Caligaris added.

Telecom Argentina invested ARS1.44 billion in its different
business segments in 2007, BNamericas notes.

According to BNamericas, Telecom Argentina is trying to expand
its fixed segment by launching several value-added services
including fixed SMS and videocall.  The firm will continue
increasing the number of Aladino phones that allow customers to
use this value-added service offering.  Aladino wireless digital
phones have these features:

          -- games,
          -- MP3, and
          -- SMS.

Mr. Caligaris told BNamericas that Aladino phones have been
widely adopted by small and medium-sized firms.  

Telecom Argentina will conduct internal tests for the possible
launch of Internet protocol television services, BNamericas
says, citing Mr. Caligaris.  Argentine regulations don't allow
telecoms operators to offer broadcasting services.  Mr.
Caligaris told BNamericas that Telecom Argentina is also
considering launching WiMax technology to offer services in
rural areas and closed communities.

Headquartered in Buenos Aires, Telecom Argentina S.A. --
http://www.telecom.com.ar/index-flash.html-- provides         
telephone-related services, such as international long-distance
service and data transmission and Internet services, and through
its subsidiaries, wireless telecommunications services,
international wholesale services and telephone directory
publishing.  As of Dec. 31, 2006, its telephone system included
approximately 4.09 million lines in service.

As of 2007, current approximate ownership of Telecom Argentina
is: * 54.74% by Nortel Inversora S.A., itself a consortium made
up of: -- Werthein Group (48%) -- Telecom Italia  -- France
Telecom group (2%); * 41.5% publicly traded; and * 4.21%
employee stock ownership program France Telecom sold its part of
Telecom Argentina to the WertheinGroup, an Argentine
agricultural concern owned in part by vice chairman Gerardo
Werthein.  As of 2007, current approximate ownership of Telecom
Argentina is: * 54.74% by Nortel Inversora S.A., itself a
consortium made up of: -- Werthein Group (48%) -- Telecom Italia
group (50%) -- France Telecom group (2%); * 41.5% publicly
traded; and * 4.21% employee stock ownership program.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 21, 2008, Fitch Ratings upgraded Telecom Argentina's
foreign and local currency issuer default ratings to 'B+' from
'B'.  Fitch said the outlook is positive.


TONGAS SA: Proofs of Claim Verification Deadline Is July 16
-----------------------------------------------------------
Hector Grisolia, the court-appointed trustee for Tongas SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until July 16, 2008.

Mr. Grisolia will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 15 in Buenos Aires, with the assistance of Clerk
No. 29, 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 Tongas and its creditors.

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

A general report that contains an audit of Tongas' accounting
and banking records will be submitted in court.

Infobae didn't state the submission dates for the reports.

Mr. Grisolia is also in charge of administering Destino Sur's
assets under court supervision and will take part in their
disposal to the extent established by law.

The debtor can be reached at:

           Tongas SA
           Emilio Mitre 457
           Buenos Aires, Argentina

The trustee can be reached at:

           Hector Grisolia
           Salguero 2555
           Buenos Aires, Argentina



=============
B A H A M A S
=============

ULTRAPETROL BAHAMAS: First Qtr. Net Income Rose to US$17.3 Mil.
---------------------------------------------------------------
Ultrapetrol (Bahamas) Limited earned of US$17.3 million for the
three months ended March 31, 2008, compared with net income of
US$2.0 million for the same period in 2007.

Felipe Menendez, Ultrapetrol's President and Chief Executive
Officer, said, "During the first quarter of 2008, we experienced
strong demand in all of our main lines of business.  In our
Ocean Business, we generated record revenue and EBITDA, driven
by the operation of an additional Capesize vessel and the
renewals of time charters covering two of our three Capesize OBO
vessels.  In our River Business, loaded volumes increased 14%,
as compared to the first quarter of 2007, and in our Offshore
Supply Business, we operated a total of five ships as opposed to
four in the first quarter 2007.  We believe the Company is well
positioned to take advantage of the strong fundamentals in the
offshore sector that are driving the market today. During the
quarter, we also continued to implement our growth strategy in
all three of our core businesses.  We added one chemical and
product carrier under a three-year bareboat charter to our South
American product carrier fleet.  We also advanced the
construction of our new barge building yard, during a time in
which we added barges and pushboats to our River fleet.  The
steel cutting for our new PSVs being built in India has begun,
and we have made the initial payments for our new construction
of PSVs in China.  We are excited about these initiatives and
believe that as they further develop, we will consolidate our
growth on a diversified basis as we seek to take advantage of
the positive long-term fundamentals in our core businesses."

                 Overview Of Financial Results

First quarter 2008 revenues of US$67.4 million were 48% higher
than first quarter 2007 revenues of US$45.4 million.

The company's first quarter 2008 net income includes a non-cash
net gain on mark-to-market FFAs hedges of US$6.3 million and
does not include a cash loss of US$5.4 million arising from
settlements of FFAs hedges made during the quarter which was
already accounted for as of Dec. 31, 2007.  First quarter 2008
results also include a deferred income tax charge of
US$0.2 million from unrealized foreign currency exchange rate
gains on U.S. Dollar-denominated debt of one of our Brazilian
subsidiaries in the Offshore Supply Business.  The adjusted net
income for the first quarter 2008, excluding the effect of both
items mentioned here above is US$5.8 million, as compared with
US$2.8 million (after adjusting net income for a similar
US$0.8 million deferred income tax charge in Brazil) in the
first quarter 2007.

Ultrapetrol's Chief Financial Officer Mr. Len Hoskinson said:
"Our results this quarter reflect the strong performance of all
our main business units and in particular our Ocean Business,
which combines the strong time charter market rates for our
expanded fleet with the long-term stability provided by our FFA
positions.  We expect these drivers in our Ocean Business to
continue to serve the Company well for the remainder of 2008.
Regarding the accounting for our FFAs, as of the second quarter
of 2008 (provided our FFA future positions continue to qualify
as cash flow hedges), we no longer expect to record in our
income statement non-cash losses resulting from the mark-to-
market of our FFA transactions."

                    Share Repurchase Program

On March 17, 2008, the company announced that its board had
approved a share repurchase program that may cover purchases of
up to US$50.0 million of its common stock up to Sept. 30, 2008.
On March 19, the company started repurchasing its shares under
this program, and as of March 31, 2008 it had acquired 638,971
of its shares at an average cost of US$9.60 per share for a
total cost of US$6.1 million.  This program does not require the
company to purchase a specific number of shares, and it may be
suspended or reinstated at any time at the Company's discretion
and without notice.  The shares purchased under this program are
held as treasury stock and are recorded by the company as
authorized but unissued shares in its books.

Headquartered in Nassau, Bahamas, Ultrapetrol (Bahamas) Limited
(Nasdaq: ULTR) -- http://www.ultrapetrol.net/-- is a diverse   
international marine transportation company.  The company
operates in four segments: River, Ocean, Offshore Platform
Supply and Passenger and had 2007 revenues of US$221.7 million.  
It serves the shipping markets for grain, forest products,
minerals, crude oil, petroleum and refined petroleum products,
as well as the offshore oil platform supply market and the
leisure passenger cruise market, with its extensive and diverse
fleet of vessels.  These include river barges and pushboats,
platform supply vessels, tankers, oil-bulk-ore vessels and
passenger ships.

                            *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 15, 2008, Moody's Investors Service affirmed the B2
corporate family rating and the B2 rating on the US$180 million
9% guaranteed first mortgage notes due 2014 of Ultrapetrol
(Bahamas) Limited.  Moody's said the outlook remains stable.

As reported in the Troubled Company Reporter-Latin America on
Feb. 4, 2008, Standard & Poor's Ratings Services revised the
outlook on Ultrapetrol (Bahamas) Ltd. to positive from stable.
The 'B' long-term corporate credit rating was affirmed.



===============
B A R B A D O S
===============

BIOVAIL CORP: S&P Puts 'BB' Corp. Credit Under Neg. CreditWatch
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB' long-term
corporate credit and 'BBB-' bank loan ratings on Mississauga,
Ontario-based Biovail Corp. on CreditWatch with negative
implications.  The '1' recovery rating on the bank loan is
unchanged.
     
"The Credit Watch placement reflects concerns that the new
strategic focus on developing specialty products targeted toward
central nervous system disorders and the rationalization of
Biovail's operations will involve a long time frame, significant
investments, and high execution risk," said Standard & Poor's
credit analyst Maude Tremblay.
     
Furthermore, the announced share repurchase program for up to
10% of Biovail's public float, representing as much as C$175
million, could weaken liquidity and constrain management's
ability to execute its strategy.
     
The company's drug franchise has faced numerous challenges in
the past year, namely increased generic competition for key
products, product approval delays, and limited new revenue
drivers from the product pipeline before 2010.  Furthermore,
novel formulations of existing drugs, the previous focus of
Biovail's research and development efforts, offer limited growth
potential given the increasing unwillingness of third-party
payors to reimburse products that offer primarily convenience
benefits.  Standard & Poor's believes the new strategic focus
could be positive in the long term; however, it will likely
negatively affect the company's medium-term credit metrics given
the significant investments in developing a portfolio of new
products in the face of declining revenues.
     
S&P will keep the ratings on Biovail on CreditWatch until S&P
obtain better visibility on the effect that the company's new
strategic focus and efficiency initiatives will have on its
operating performance and capital structure.  S&P will also seek
greater clarity regarding the company's financial policy in the
future.

Based in Ontario, Canada, Biovail Corporation
(NYSE:BVF)(TSX:BVF) -- http://www.biovail.com/-- is a specialty   
pharmaceutical company that applies advanced drug-delivery
technologies to improve the clinical effectiveness of medicines.  
The company is engaged in the formulation, clinical testing,
registration, manufacture and commercialization of
pharmaceutical products.  Its main therapeutic areas of focus
are central nervous system disorders, pain management and
cardiovascular disease.  The primary markets for its products
are the United States and Canada. Biovail has a portfolio of
drug-delivery technologies includes controlled release, enhanced
absorption, rapid absorption, taste masking, and oral
disintegration technologies, among others.

Biovail operates R&D, manufacturing and clinical research
facilities in the U.S., Canada, Barbados, Puerto Rico and
Ireland.  It markets its products directly in North American
through its marketing divisions Biovail Pharmaceuticals Inc. and
Biovail Pharmaceuticals Canada.



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

ARCH CAPITAL: To Further Repurchase Up to US$500MM Common Shares
----------------------------------------------------------------
Arch Capital Group Ltd.'s Board of Directors has authorized the
company to invest up to an additional US$500 million in the
company's common shares.

This authorization is in addition to the approximately
US$170 million remaining under the Board's previous US$1 billion
share repurchase authorization approved in February 2007.  
Repurchases under the new authorization may be effected from
time to time in open market or privately negotiated transactions
through February 2010.  The timing and amount of the repurchase
transactions under this authorization will depend on a variety
of factors, including market conditions and corporate and
regulatory considerations.

Headquartered in Bermuda, Arch Capital Group Ltd. (NASDAQ: ACGL)
-- http://www.archcapgroup.bm-- is a public limited liability
company, which provides insurance and reinsurance on a worldwide
basis through operations in Bermuda, the United States, Europe
and Canada.  It provides a range of property and casualty
insurance and reinsurance lines, and focus on writing specialty
lines of insurance and reinsurance.  Arch Capital classifies its
business into two underwriting segments: reinsurance and
insurance.  The company's reinsurance operations are conducted
on a worldwide basis through its reinsurance subsidiaries, Arch
Reinsurance Ltd. and Arch Reinsurance Company.  The company's
insurance operations in Bermuda are conducted through Arch
Insurance (Bermuda), a division of Arch Re Bermuda, which has an
office in Hamilton, Bermuda.


                           *     *     *

In December 2006, A.M. Best assigned these ratings on to Arch
Capital's debts:

    -- "bb+" from "bb" on US$200 million 8% non-cumulative
       Series A preferred shares; and

    -- "bb+" from "bb" on US$125 million 7.875% non-cumulative
       Series B preferred shares.


FOSTER WHEELER: Finnish Unit Bags Contract from NSE Biofuels
------------------------------------------------------------
Foster Wheeler Ltd.'s Finnish subsidiary Foster Wheeler Energia
Oy, part of its Global Power Group, has been awarded a contract
by NSE Biofuels Oy Ltd. for a circulating fluidized-bed biomass
gasifier to be located in Varkaus, Finland. NSE Biofuels Oy Ltd.
is a joint venture owned 50:50 by Stora Enso Oyj and Neste Oil
Corporation.

Foster Wheeler'sscope includes an oxygen/steam gasifier and gas
treatment equipment.  The plant utilizes Foster Wheeler's fuel-
flexible circulating fluidized-bed gasification technology to
convert a wide spectrum of biomass into a clean syngas to be
used in a gas to liquids (Fischer-Tropsch) process to produce
feedstock for renewable diesel from biomass/wood residue-based
gas.  The gasification and syngas cleaning system is part of
NSE's new-generation renewable diesel demonstration plant at
Stora Enso's Varkaus Mill in Finland.

Foster Wheeler has received a full notice to proceed on this
contract.  The terms of the award were not disclosed, and the
contract will be included in the company's bookings for the
second quarter of 2008.  The plant is expected to start up in
early 2009 and will be integrated into the energy infrastructure
of the Stora Enso Varkaus Mill.

Foster Wheeler and the JV partners have also agreed in principle
for further co-operation, aiming for delivery of a commercial-
scale production plant to be located at one of Stora Enso's
mills.

"This project is a major step forward in the development of
technologies to reduce CO2 emissions," said Tomas Harju-Jeanty,
president and chief executive officer of Foster Wheeler Energia
Oy.  "With our world-leading biomass gasifying technology, we
are excited to be a key player in this project led by Stora Enso
and Neste Oil which uses wood-based biomass for production of
biofuels, thereby reducing the use of fossil fuels in
transportation."

                         About Neste Oil

Neste Oil Corporation -- http://www.nesteoil.com/--is a  
refining and marketing company concentrating on clean, high-
quality traffic fuels.  The company pursues growth in both oil
refining and high-end renewable diesel production. Neste Oil
refineries are located in Porvoo and Naantali, and their
combined crude oil refining capacity is about 260,000 barrels a
day.  The company's net sales in 2007 were EUR 12,103 million
and it employs about 5,100 people.  Neste Oil's share is listed
on the Nordic Stock Exchange in Helsinki.

                        About Stora Enso

Stora Enso is an integrated paper, packaging and forest products
company producing newsprint, magazine paper, fine paper,
consumer board, industrial packaging and wood products.  Stora
Enso's sales totaled EUR 13.4 billion in 2007.  The Group has
some 38 000 employees in more than 40 countries on five
continents.  Stora Enso has an annual production capacity of
13.1 million tones of paper and board and 7.5 million cubic
meters of sawn wood products.  Stora Enso's shares are listed in
Helsinki and Stockholm.

                       About Foster Wheeler

Foster Wheeler Ltd. (Nasdaq: FWLT) -- http://www.fwc.com/--    
offers a broad range of engineering, procurement, construction,
manufacturing, project development and management, research and
plant operation services.  Foster Wheeler serves the refining,
upstream oil and gas, LNG and gas-to-liquids, petrochemical,
chemicals, power, pharmaceuticals, biotechnology and healthcare
industries.  The corporation is based in Hamilton, Bermuda, and
its operational headquarters are in Clinton, New Jersey.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 28, 2008, Moody's Investors Service upgraded Foster
Wheeler LLC's corporate family rating to Ba2 from Ba3, and
raised its probability of default Rating to Ba2 from Ba3.  The
outlook continues to be positive.

As reported in the Troubled Company Reporter-Latin America on
Feb. 5, 2008, Standard & Poor's Ratings Services revised its
outlook on Foster Wheeler Ltd. to positive from stable.  At the
same time, S&P affirmed its 'BB' corporate credit rating on the
company.  The company reported total debt of approximately
US$150 million at Sept. 30, 2007.


NEW WORLD: Proofs of Claim Filing Deadline Is May 28
----------------------------------------------------
New World (SAC) Reinsurance Ltd.'s creditors are given until
May 28, 2008, to prove their claims to Jennifer Y. Fraser, the
company's liquidator, or be excluded from receiving any
distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

New World's shareholders agreed on May 7, 2008, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.

The liquidator can be reached at:

         Jennifer Y. Fraser
         Canon's Court, 22 Victoria Street
         Hamilton, Bermuda


NEW WORLD: Sets Final Shareholders Meeting for June 17
------------------------------------------------------
New World (SAC) Reinsurance Ltd. will hold its final
shareholders meeting on June 17, 2008, at 9:00 a.m. at Canon's
Court, 22 Victoria Street, Hamilton, Bermuda.

These matters will be taken up during the meeting:

   -- receiving an account showing the manner in which
      the winding-up of the company has been conducted
      and its property disposed of and hearing any
      explanation that may be given by the liquidator;

   -- determination by resolution the manner in
      which the books, accounts and documents of the
      company and of the liquidator shall be
      disposed; and

   -- passing of a resolution dissolving the
      company.

New World's shareholders agreed on May 7, 2008, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.

The liquidator can be reached at:

         Jennifer Y. Fraser
         Canon's Court, 22 Victoria Street
         Hamilton, Bermuda


SEA CONTAINERS: Court Delays Decision on Document Disclosure
------------------------------------------------------------
The Honorable Kevin J. Carey of the U.S. Bankruptcy Court for
the District of Delaware reserved its decision on the request of
the Official Committee of Unsecured Creditors of Sea Containers
Services Ltd., to compel the Official Committee of Unsecured
Creditors of Sea Containers Ltd. to produce certain documents.

The SCSL Committee had asked the Court to compel the SCL
Committee to produce documents that have been withheld on the
basis of the common interest privileges between the SCL
Committee and the DIP lenders or the bondholders.

The Debtors previously asked the Court to approve the pension
scheme agreement between them and the trustees of the two main
Sea Containers Pension Schemes to agree on the amount of their
claims against the Sea Containers estate.

As a result of extensive negotiations that commenced prior to
the bankruptcy filing and have continued throughout these
Chapter 11 cases, the Debtors, their Official Committee of
Unsecured Creditors, and the Trustees agreed to the Settlement
under which the Schemes' claims against the Debtors are fully
resolved.

The SCSL Committee's Document Requests sought to obtain from the
SCL Committee various categories of documents directly relevant
to the issues raised by its objection to the Settlement,
including:

  -- documents relating to the SCL Committee's evaluation and
     analysis of the Pension Schemes' claims;

  -- documents concerning communications between the SCL
     Committee and the Debtors or their creditors about:

     * the Pension Schemes' claims;

     * the SCL Committee's contention that the Pension Schemes
       and the SCSL Committee violated the automatic stay; and

     * set-off rights between the Debtors; and

  -- documents relating to the grounds raised in the objection
     to the Pension Schemes' proofs of claim filed by the SCL
     Committee.

David B. Stratton, Esq., at Pepper Hamilton LLP, in Wilmington,
Delaware, said the SCL Committee has not produced, and does
not intend to produce, a privilege log for the documents
withheld based on the common interest privileges it asserted.  
Although the parties did agree that privilege logs need not be
produced for documents withheld based on the attorney-client
privilege or attorney-work product doctrine, reflecting
communications between the committees and their members and
advisors, no agreement was reached with respect to documents
withheld based on a common interest privilege, he continues.

                  Dispute on Common Interests

Mr. Stratton argued that the SCL Committee's assertion that it
has a "common interest" privilege with respect to all
communications between the SCL Committee and two groups of
creditors, the DIP Lenders, and a group of unsecured bondholders
represented by Kramer Levin Naftalis & Frankel LLP, is not
supported by law.

Mr. Stratton told Judge Carey that there is no common interest
between the DIP Lenders and the SCL Committee.  He asserted that
the interests of the DIP Lenders, by virtue of their position,
differ significantly from, and potentially conflict with, the
interests of unsecured creditors.  He notes that it was this
divergence in interest that led the U.S. Trustee to remove
certain noteholders, who became DIP Lenders, from the original
SCL Committee.  Hence, he pointed out, the SCL Committee cannot
withhold communications with the DIP Lenders under the guise of
a "common interest" privilege.

Although the SCL Committee and the Bondholders may share a
common commercial interest, that interest alone is insufficient
to give rise to a common interest privilege, Mr. Stratton
argued.  He contends that the SCL Committee cannot demonstrate
that it shares a common legal interest with the Bondholders in
opposing the Debtors' request to approve the settlement
regarding the pension claims.

As a result of the expansive privileges asserted by the SCL
Committee, its entire document production consists of seven
documents, a number of which are duplicates, totaling eleven
pages in the aggregate, Mr. Stratton told the Court.  He noted
that the SCSL Committee, the Sea Containers 1983 Pension Scheme
and the Sea Containers 1990 Pension Scheme have produced more
than 20,000 pages of documents in response to the SCL
Committee's discovery requests.

                Court Wants Privilege Log Produced

Judge Carey directed the SCL Committee to produce to the SCSL
Committee a privilege log identifying all documents that:

   -- were created prior to the filing of the Debtors' request
      for the approval of their settlement agreement with the
      Trustees of the Pension Schemes to settle the Pension
      Claims;

   -- have been withheld on the basis of a common interest
      privilege; and

   -- evidence communications between the SCL Committee and the
      DIP Lenders or the unsecured bondholders represented by
      Kramer Levin Naftalis & Frankel LLP regarding the Pension
      Claims, the question of violation of the automatic stay,
      or the Debtors' Settlement Request.

The Court said that upon review of the privilege log, the SCSL
Committee may seek further relief as necessary with respect to
its request to compel.  The Court has noted that the rights of
objecting parties as to the SCSL Committee's request are
reserved.

With regards the joint request of the SCSL Committee and the
Pension Scheme Trustees for a protective order limiting the
scope of discovery sought by the SCL Committee concerning the
equalization reserve component of the Pension Settlement, Judge
Carey granted the request except the portion limiting the scope
of scheduled depositions.

The Court has directed the Pension Schemes to produce to the SCL
Committee their financial statements for the years 1994 to 1997.

                       About Sea Containers

Based in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing.  Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore.  The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974.  On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland.  It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.

Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP.  Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers disclosed
total assets of US$62,400,718 and total liabilities of
US$1,545,384,083.  (Sea Containers Bankruptcy News, Issue No.
41; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


SEA CONTAINERS: Wants to Supplement Non-Insider Retention Plan
--------------------------------------------------------------
Sea Containers Ltd. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for permission to
supplement their existing non-insider retention plan with
respect to certain employees.

Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, relates that the Debtors and Towers
Perrin -- the Debtors' compensation consultants -- structured a
narrowly focused retention plan that identified certain non-
insider, critical employees without whom the Debtors believed
they may suffer breakdowns in operating and reporting functions,
which will destroy value for the bankruptcy estates.  

Mr. Brady informs the Court that retention payments were paid in
three separate installments.  The first installment was paid on
Oct. 15, 2007.  An additional one-third installment was paid
on Jan. 15, 2008.  The final one third will be paid at the end
of April 2008.

While the last payment pursuant to the Retention Plan will be
made shortly, due to the unanticipated length of the Debtors'
bankruptcy cases, Mr. Brady relates that the Debtors have
determined they still need to employ seven of the eligible
employees.

Accordingly, the Debtors seek the Court's permission to amend
the Retention Plan with respect to the seven eligible employees.

Under the Amended Retention Plan, the Debtors will make two
additional payments, on July 15, 2008, and October 15, 2008, to
the seven eligible employees.  The total cost of the Amended
Retention Plan will not exceed GBP184,000 or US$364,320.

Mr. Brady tells the Court that the seven eligible employees are
experienced and talented employees who are intimately familiar
with the Debtors' business but, at the same time, have other
employment options that must be weighed against continued
employment with the Debtors.  Furthermore, it would be difficult
and expensive for the Debtors to attract and hire qualified
replacements if the seven eligible employees left.  The Debtors
submit that the cost of the Amended Retention Plan, far outweigh
the costs resulting from deterioration of the value of the
Debtors' estates from loss of the seven eligible employees and
the time and expense of recruiting and hiring a replacement
personnel.

The Debtors further ask the Court to place the Amended Retention
Plan under seal, and not be available to anyone other than the
Court, the U.S. Trustee, and the counsel to the Committees.  

Mr. Brady relates that if the confidential information contained
in the Amended Retention Plan is exposed, the Debtors'
competitors may use it to lure the seven eligible employees away
from the Debtors' business by offering enhanced compensation and
bonuses.  "This, in turn, would cause a significant disruption
in the Debtors' operations and may jeopardize the efforts to
confirm and implement a reorganization plan," Mr. Brady
concludes.

                       About Sea Containers

Based in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing.  Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore.  The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974.  On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland.  It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.

Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP.  Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers disclosed
total assets of US$62,400,718 and total liabilities of
US$1,545,384,083.  (Sea Containers Bankruptcy News, Issue No.
41; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


WARNER CHILCOTT: FDA Approves New Drug Application for Taclonex
---------------------------------------------------------------
The United States Food and Drug Administration has approved the
New Drug Application for Taclonex Scalp (calcipotriene 0.005%
and betamethasone dipropionate 0.064%) Topical Suspension.  LEO
Pharma submitted the NDA for Taclonex Scalp(R) to the FDA in
July 2007.  Taclonex Scalp(R) is a topical suspension containing
a combination of calcipotriene 0.005% and betamethasone
dipropionate 0.064% for the treatment of moderate to severe
psoriasis vulgaris of the scalp in adults.  Taclonex Scalp(R) is
called Xamiol(R) outside the United States.

"Taclonex Scalp(R) represents an exciting addition to our
Taclonex(R) and Dovonex(R) franchise, expanding the treatment
options for psoriasis patients in the U.S.," said Warner
Chilcott Ltd. Chief Executive Officer, Roger Boissonneault.

Warner Chilcott is LEO Pharma's exclusive licensee of
Taclonex(R) and Dovonex(R) products in the United States.  
Warner Chilcott expects to launch Taclonex Scalp(R) in the
second half of 2008.  As a result of the FDA approval of
Taclonex Scalp(R), Warner Chilcott will pay a milestone payment
of US$40 million to LEO Pharma in June 2008.  Warner Chilcott
will record the milestone payment as an intangible asset on its
balance sheet and will amortize it over the useful life of the
product.

Psoriasis is a chronic, inflammatory skin disease for which
there is no cure.  In plaque psoriasis (psoriasis vulgaris), the
most common type, patches of skin called "lesions" become
inflamed and are covered by silvery white scales.  A non-
contagious disorder, psoriasis can occur on any part of the
body, and can significantly alter a sufferer's life both
physically and mentally, including the ability to work, play and
interact with others.  Scalp psoriasis is very common.  In fact,
at least half of all people who have psoriasis have it on their
scalp.  As with psoriasis elsewhere on the body, skin cells grow
too quickly on the scalp and cause red lesions covered with
scales to appear.  As many as 7.5 million Americans have been
diagnosed with psoriasis.

                       About LEO Pharma

LEO Pharma is a research-based pharmaceutical company with
headquarters in Denmark and 100% owned by the LEO Foundation.
LEO Pharma is a global leading company within topical
dermatology and parenteral treatment of thromboembolic disorders
and employing about 3,000 people in more than 40 countries.

                     About Warner Chilcott

Headquartered in Hamilton, Bermuda, Warner Chilcott Ltd. --
http://www.warnerchilcott.com/-- is the holding company for a  
host of pharmaceutical makers.  Women's health care products,
including hormone therapies (femhrt and Estrace Cream) and
contraceptives (Estrostep, Loestrin, and OvCon), are the
company's largest segment.  Other products include dermatology
treatments for acne (Doryx) and psoriasis (Dovonex and
Taclonex).  United States subsidiary Warner Chilcott Inc. makes
prescription drugs for dermatology and women's health; other
subsidiaries provide services in data management systems,
pharmaceutical development, manufacturing, and chemical
development.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 8, 2008, Standard & Poor's Ratings Services revised its
outlook on specialty drug manufacturer Warner Chilcott Corp.,
Warner Chilcott Limited's subsidiary, to positive from stable.
The ratings, including B+ corporate credit rating, were
affirmed.  "The outlook revision on the company reflects its
solid operational track record and improving financial profile
over the past two years," said S&P's credit analyst Arthur Wong.




=============
B O L I V I A
=============

COEUR D'ALENE: Reports US$4.7 Mil. Net Income in First Quarter
--------------------------------------------------------------
Coeur d'Alene Mines Corporation has recorded first quarter
revenues of US$57.3 million and net income of US$4.7 million,
which includes US$5.8 million of pre-development costs at its
Palmarejo project in Mexico.  These costs will begin to be
capitalized in the second quarter once the Company completes its
final feasibility study.

Dennis E. Wheeler, Coeur's Chairman, President and Chief
Executive Officer, commented, "The first phase of Coeur's
leading growth profile is now set to be delivered once
production begins at San Bartolome.  This new mine, the largest
pure silver operation in the world, is expected to produce six
million ounces of silver during the remainder of the year,
boosting Coeur's overall production for 2008 by nearly 40% and
more than doubling the Company's operating cash flow this year."

"At the Palmarejo silver/gold project in Mexico, Coeur's next
project to come online, construction activities remain on-track
for a first quarter 2009 startup.  With expected annual silver
production of over 10 million ounces and gold production of
115,000 ounces at negative cash costs, this new mine will
lead to even greater production and cash flow increases,"
continued Mr. Wheeler.

"Finally, we have submitted permit applications with the
agencies in Alaska which would allow for construction of an
alternative tailings facility at Kensington beginning next
spring, resulting in gold production late next year.  Kensington
will add an additional 140,000 ounces of gold production
annually to Coeur's growing production and cash flow profile."

Mr. Wheeler added, "Each of our existing operations delivered
strong performances during the first quarter, which we believe
is a direct reflection of the high-quality general managers and
operational professionals that have joined Coeur over the past
year.  With the exception of Rochester, where mining activities
ended as planned last August and the mine entered its residual
leaching phase, every operation delivered higher silver
production this quarter compared to a year ago. Companywide, our
cash costs declined 43% this quarter from last year's first
quarter."

"In particular, I'm pleased to report that Cerro Bayo's
operating performance showed measurable improvement during the
first quarter.  With production already resumed after a brief
shutdown to upgrade our electrical systems, we expect further
operating improvements at Cerro Bayo, especially in the second
half of the year."

"Silver and gold prices remain strong and we continue to be
bullish on the outlook for the metal.  According to World Silver
Survey 2008, released last week by the Silver Institute and GFMS
Limited, industrial demand increased 7% in 2007 and reached a
record 54% of total global silver fabrication demand in 2007.  
At the same time, overall supply declined 2%. Investor demand
continues to be a key component to the continued strength of
silver prices."  Mr. Wheeler added.

                     Balance Sheet & Capital
                      Investment Highlights

At March 31, 2008, the company had US$298.7 million of cash,
cash equivalents and short-term investments.  The company's
working capital (current assets less current liabilities) at
March 31, 2008 increased by US$148.1 million to approximately
US$300.5 million compared to US$152.4 million at Dec. 31, 2007.

The increase in working capital was primarily a result of the
issuance in March 2008 of US$230 million 3 1/4% Convertible
Senior Notes due March 2028.  These notes were structured to be
as advantageous as possible to shareholders.  The company is
obligated to repay the principal amount in cash.  Any excess of
the conversion obligation above the notes' principal amount may
be settled with cash, shares of the company's common stock, or a
combination thereof, at the company's election.  As a result of
these terms, the number of new shares of common stock to be
issued in the future has been significantly minimized.

                       Overview of Assets

San Bartolome:

As of March 31, 2008, the company has invested US$146.8 million
to construct the mine and processing facilities.  During
construction, over 2,100 highly-skilled workers were employed
through the company's Bolivian subsidiary, Empresa Minera
Manquiri, and its contractors, most of whom are Bolivians.  
These workers reached nearly five million man hours without a
lost time accident, a truly remarkable achievement given the
size and scope of this state-of-the-art facility.

Coeur is proud of the strong community, government and economic
relationships that have been developed with the people and
organizations of Potosi and Bolivia, such as the Bolivian State
Mining Company (COMIBAL), and the local
mining cooperatives, which lease the mining concessions for San
Bartolome to Coeur.  The company has become part of the
community by helping to re-establish cultural institutions,
supporting concerts and art contests for the local artisans, and
funding civic beautification projects.

As a producing mine, San Bartolome is the fifth largest primary
silver mine in the world and the world's largest pure silver
mine.  It will employ approximately 250 workers, providing high-
paying job opportunities to the residents of Potosi for many
years to come.

   -- Silver production during the remainder of 2008 at San
      Bartolome is expected to be approximately 6.0 million
      ounces.

   -- Operating cash costs once the plant reaches full-scale
      operations are expected to be US$4.10 per ounce of silver
      (excluding royalties and production taxes of US$2.03 per
      ounce).

   -- The company anticipates full-year 2009 production to be
      approximately nine million ounces of silver.

   -- San Bartolome currently has 153.0 million ounces of silver
      mineral reserves and 34.5 million ounces of additional
      indicated mineral resource, which is expected to support
      an estimated mine life of 14 years.

Palmarejo:

   -- Production is expected to commence during the first
      quarter of 2009 with average annual silver production of
      approximately 10.4 million ounces and annual gold
      production of approximately 115,000 ounces.  Cash costs
      are expected to be negative after applying the gold by-
      product credit.

   -- More than 140 operating personnel are on site, along with
      nearly 450 construction workers.

   -- Crews have now advanced nearly 300 meters on the
      underground decline.

   -- Pre-stripping activities to accommodate open pit
      production continue at a daily rate of 20,000 tons

   -- Excavation work for the main camp site has been completed
      and construction has now begun.  The 358 room camp is
      expected to be completed in October.

   -- US$15.3 million of capital expenditures were incurred and
      US$5.8 million of pre-development expenses were recorded
      during the first quarter, with an additional
      US$209.7 million expected to be spent during the remainder
      of the year.

   -- The final feasibility study for Palmarejo, including third
      party review, is nearing completion, which will establish
      the mine's first proven and probable mineral reserves.

   -- The first phase of the US$8 million 2008 exploration
      program at Palmarejo has returned positive results during
      the first quarter at the Guadalupe area.

Kensington:

   -- The U.S. Forest Service has evaluated public and agency
      comments, and recently announced that an Environmental
      Assessment (EA) is the preferred level of review, which
      could allow for a conclusion of permitting for an
      alternative tailings facility later this year.

   -- Conservation groups have indicated that the new tailings
      option is preferable.

   -- Surface facilities are substantially completed except for
      the tailings facility.

   -- Permitting of this alternative tailings facility is
      targeted for later this year which would allow for
      construction to take place next year, leading to potential
      production in late 2009.

   -- Kensington is expected to produce 140,000 ounces of gold
      per year and has an initial mine life of ten years based
      on current proven and probable gold mineral reserves of
      1.4 million ounces.

                     Overview Of Operations

Cerro Bayo:

   -- Performance at Cerro Bayo has improved significantly.  The
      execution of the recovery plan initiated late last year
      has led to improvements in both production and costs.  The
      recovery plan is targeting a number of critical areas
      including planning, grade control, mine productivity and
      organizational efficiency.

   -- Cerro Bayo's silver production increased 23% during the
      first quarter to 434,030 ounces, compared to the first
      quarter of 2007.  This increase was primarily due to a
      56.6% increase in tons mined.  First quarter gold
      production increased 7.4% to 10,129 ounces over the first
      quarter of 2007.

   -- Cash costs during the first quarter were US$1.25 per ounce
      of silver compared to cash costs in the fourth quarter of
      2007 of US$7.75 per ounce of silver.

   -- Mine operations were temporarily suspended in April to
      upgrade electrical systems as part of the recovery plan.
      Production has now resumed ahead of schedule.

   -- Coeur expects full-year 2008 production of over 2.1
      million ounces of silver and over 30,000 ounces of gold.

Martha:

   -- The new 240 tonne per day processing facility at Mina
      Martha was commissioned in the first quarter.  The mill
      has the capacity to accommodate annual silver production
      of approximately three million ounces of silver.

   -- The inauguration ceremony for the new mill was held on
      March 18.  The President of Argentina, Cristina Fernandez
      de Kirchner, attended the ceremony along with other local
      dignitaries and officials.

   -- During the first quarter, Martha produced 650,636 ounces
      of silver compared to 623,098 ounces during the first
      quarter of 2007.

   -- Cash costs during the first quarter were US$6.67 per ounce
      of silver versus US$6.11 per ounce during the first
      quarter of 2007.  This increase is due to higher tons
      mined and reflects lower efficiency related to the start-
      up of the new mill facility.

   -- The company is projecting full-year 2008 production to
      exceed 3.3 million ounces of silver.

Rochester:

   -- Rochester, which continues in its residual leaching phase
      at very low costs, produced 680,510 ounces of silver and
      5,850 ounces of gold during the first quarter at a cash
      cost of negative (US$1.26) per ounce of silver (including
      gold by-product credits).

   -- The mine provided US$12.4 million of cash flow during
      first quarter due to the low costs of processing-only
      operations.

   -- In 2008, Coeur expects Rochester to produce approximately
      1.9 million ounces of silver and 20,000 ounces of gold.

Broken Hill:

   -- Broken Hill produced 386,481 ounces of silver during the
      first quarter, a 28% increase over last year's first
      quarter production.  This increase is primarily due to a
      66% increase in tons mined.

   -- First quarter cash costs were US$3.72 per ounce of silver
      compared to US$3.16 per ounce during last year's first
      quarter.  This increase is mostly due to higher smelting
      and refining costs.

   -- The company expects 2008 production from Broken Hill of
      approximately 1.6 million ounces.

   -- Coeur has now recouped nearly 100% of its initial
      investment in Broken Hill made only 2 1/2 years ago, with
      silver production expected to continue to be received by
      Coeur for another eight years.

Endeavor:

   -- During the first quarter, Endeavor produced 228,499 ounces
      of silver for Coeur, a 43% increase compared to last
      year's first quarter.  This increase in production is
      primarily due to an 81% increase in the silver ore grade.

   -- Cash costs during the first quarter were US$2.35 per ounce
      of silver compared to US$3.19 per ounce during the first
      quarter of 2007.  This decline in cash costs is primarily
      due to higher grades and lower smelting and refining
      costs.

   -- Coeur expects 2008 production from Endeavor of
      approximately 806,000 ounces of silver.

   -- In April 2008, Coeur made the second and final payment of
      US$26.2 million to CBH Resources related to the
      acquisition of the silver at its Endeavor Mine, which was
      contingent on CBH achieving certain production and
      operating thresholds that have now been met.

   -- Including the payment mentioned above, Coeur has now
      recouped approximately 30.9% of its total investment, yet
      has only received approximately 8% of the total payable
      silver ounces it is entitled to receive under the terms of
      the silver sale agreement entered into in June 2005.

Coeur d'Alene Mines Corp. (NYSE:CDE) (TSX:CDM) --
http://www.coeur.com/-- is the world's largest primary silver
producer, as well as a significant, low-cost producer of gold.
The company has mining interests in Nevada, Idaho, Alaska,
Argentina, Chile, Bolivia and Australia.

                         *     *     *

Coeur d'Alene Mines Corp.'s US$180 Million notes due
Jan. 15, 2024, carry Standard & Poor's Ratings Services B-
rating.



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

BANCO SOFISA: Net Income Increases to BRL34.6 Million in 1Q 2008
----------------------------------------------------------------
Banco Sofisa S.A. released its results for the first quarter of
2008.  Except where stated otherwise, all operating and
financial information contained in the release is presented in
Brazilian reais and on a consolidated basis, pursuant to
Brazilian Corporate Law.

                          Highlights:

   -- Net Earnings of BRL34.6 million in first quarter 2008,
      +236.3% against first quarter 2007 and stable in relation
      to fourth quarter 2007.

   -- Loan Portfolio of BRL2.8 billion, +7.2% in relation to
      fourth quarter 2007 and +119.2% versus first quarter 2007.

   -- Total Funding of BRL3.2 billion, +17.2% versus fourth
      quarter 2007 and +82.5% against first quarter 2007.

   -- Reduction of 13.9% in administrative expenses against
      fourth quarter 2007, reflecting strict cost controls.

   -- Favorable vote by the CMN for migration to Level 2
      Corporate Governance segment of the Bovespa.

   -- Full earnings release is available on the bank's web site
      at http://www.sofisa.com.br/ir


Established in 1961, Banco Sofisa SA --
http://www.sofisa.com.br/ir-- is headquartered in Sao Paulo,   
Brazil.  The bank offers commercial and retail banking products
primarily to small and medium-size companies.  As of June 2007,
the bank had total assets of approximately BRL3.44 billion
(US$1.79 billion) and equity of BRL821.5 million (US$427
million).

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 8, 2007, Moody's Investors Service assigned to Banco Sofisa
S.A., a bank financial strength rating of D+, long- and short-
term local-currency deposit ratings of Ba1 Not Prime, and long-
and short-term foreign currency deposit ratings of Ba2 Not
Prime, respectively.  Moody's outlook on all these ratings is
stable.


BERTIN LTDA: S&P Affirms B+ Credit Rating & Removes From Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services has affirmed its 'B+'
corporate credit rating on Bertin Ltda. and removed the ratings
from CreditWatch, where they were placed with negative
implications on Nov. 26, 2007.  At the same time, S&P affirmed
its 'B+' ratings on Bertin's outstanding bonds due in 2008 and
2016.  The company's outstanding, pro forma debt, considering
results from recently acquired dairy producer Vigor, as of Dec.
31, 2007, was about US$2.2 billion, while cash and market
securities totaled US$758 million.  The outlook on the corporate
credit rating is stable.
      
"The rating action reflects our view that Bertin's aggressive
growth strategy, strongly based on mergers & acquisitions (M&A)
activity, will receive support from the company's sound cash
reserves, especially after the strategic capital inflow from the
Brazilian Development Bank's (BNDESPar) investment arm, which
reinforced company's liquidity position," said S&P's credit
analyst Reginaldo Takara.  

The ratings also consider that the company will continue to post
higher-than-market average EBITDA margins this year and during
the next couple of years, in addition to adequate cash flow
generation.  The company's entrance into the branded consumer-
products market through its recent acquired dairy division and
its diversified business strategy in the cattle chain also
contributed to S&P's rating decision.
     
The stable outlook reflects S&P's expectations that the company
will be able to support temporary margin pressure, reflecting
higher raw-material costs and fiercer global market conditions.  
It also incorporates S&P's expectation that the company will
continue to report relatively high leverage by year-end 2008,
which Bertin's strong cash reserves will partly compensate.  

If S&P raises the ratings or revise the outlook to positive,
Bertin would have to reduce debt significantly, report a total
debt-to-EBITDA ratio below 3.5 and an FFO-to-total debt ratio
that is consistently higher than 15%, while sustaining higher
EBITDA margins compared with those of peers.  S&P could lower
the ratings or revise the outlook to negative if the company's
ability to deal with increasing costs and constrained price
scenarios result in EBITDA margins below 10%.  S&P could also
lower the ratings if the company adopts a more aggressive
financial risk profile, reflected by extensive leveraged
acquisitions or by overall debt increase to finance organic
growth and/or working capital needs.

Headquartered in Sao Paulo, Brazil, Bertin Ltda. --
http://www.bertin.com.br/-- is one of the largest beef
processing and leather exporting companies in Latin America.  
The company owns and operates other facilities to produce
cleaning products, personal protective equipment, dog toys, cans
and packaging materials using by-products of its
slaughterhouses.


BRASIL TELECOM: Tele Norte Buying Preferred Stocks From Firm
------------------------------------------------------------
Tele Norte Leste Participacoes SA will continue buying preferred
stocks issued by Brasil Telecom SA, either through direct trades
or through public tender offers.

Tele Norte told Business News Americas that in this way it will
be able to acquire one third of Brasil Telecom preferred shares
"that are freely circulating."  BNamericas notes that Tele Norte
already acquired 13.6 million preferred shares in parent company
Brasil Telecom  Participacoes SA, which is 5.92% of the total
existing stocks.  It also acquired 10.7 million preferred shares
of Brasil Telecom, which is 3.44% of the total.

Tele Norte's controller Telemar successfully concluded in April
2008 talks for the acquisition of 22.28% of Brasil Telecom
Participacoes for BRL5.86 billion.  

                      About Tele Norte

Headquartered in Rio de Janeiro, Brazil, Tele Norte Leste
Participacoes SA -- http://www.telemar.com.br-- is a provider
of fixed-line telecommunications services in South America.  The
company markets its services under its Telemar brand name.  Tele
Norte's subsidiaries include Telemar Norte Leste SA; TNL PCS SA;
Telemar Internet Ltda.; and Companhia AIX Participacoes SA.

                    About Brasil Telecom

Headquartered in Brasilia, Brasil Telecom S.A. --
http://www.brasiltelecom.com.br-- is an integrated    
telecommunications company operating in nine states in the
southern, mid-western and northern regions of Brazil.  In 2007,
the company reported consolidated net revenues of
BRL11.1 billion.

                        *     *     *

In April 2008, Moody's Investors Service continues to review
Brasil Telecom SA's Ba1 rating for possible upgrade after the
announced acquisition of Brasil Telecom Participacoes SA by Tele
Norte Leste Participacoes SA.


CENTRAIS ELECTRICAS: S&P Raises Corporate Rating From B- to B
-------------------------------------------------------------
Standard & Poor's Ratings Services has raised its corporate
credit ratings by one notch in the global scale on three
Brazilian electric power distribution companies:

   -- Centrais Eletricas Matogrossenses S.A. (to 'B' from 'B-'),  

   -- Centrais Eletricas do Para S.A. (to 'B' from 'B-'), and

   -- Companhia de Energia Electrica do Estado do Tocantins (to
      'B+' from 'B').

S&P also upgraded Centrais Eletricas do Para SA and Centrais
Eletricas Matogrossenses SA's jointly owned US$38 million
outstanding unsecured senior notes units to 'B' from 'B-'.
     
The rating actions mirror significant improvements in the
companies' financial risk profile, marked by the development in
the companies' financial flexibility and liquidity position.
     
The three companies have concentrated efforts in liability
management, mainly focusing on extending debt maturities.  The
companies have also benefited from capturing part of the
resources from the perpetual notes issued by the main
shareholder Rede Empresas de Energia S.A. (not rated).
     
The positive outlook for Centrais Eletricas Matogrossenses and
Companhia de Energia Electrica do Estado do Tocantins reflects
S&P's expectations that the companies' financial performances
will continue to evolve positively, even considering the second
cycle of the tariff revision process that was recently
established for the companies.  The companies' current liquidity
cushion provides additional comfort and the belief that they
will present credit metrics according to their ratings.  S&P may
upgrade the global scale corporate credit ratings for Companhia
de Energia Electrica do Estado do Tocantins and Centrais
Eletricas Matogrossenses by one notch, if the companies continue
to work on liability management in their quality and efficiency
indicators, thus resulting in improved financial profiles.
     
The stable outlook on Centrais Eletricas do Para reflects S&P's
expectation that the company can adequately manage its maturity
schedule, maintain its current credit fundamentals, and
gradually improve its cash flow protection measures.  S&P could
revise the outlook to positive if financial metrics are higher
than the rating agency's expectations.
     
"We could downgrade all of the company ratings if a more
aggressive financial policy, resulting from an imprudent debt
increase from a more aggressive dividend distribution,
potentially pressures ratings," said S&P's credit analyst
Juliana Gallo.

Centrais Eletricas do Para S.A. (aka Celpa) provides electricity
services in the State of Para, Brazil.  The company distributes
electric energy for an area of concession of approximately
1,247,703 square kilometers, enclosing 143 cities of the state.  
It provides electricity to approximately 4,913,087 residential,
industrial, and commercial customers.  The company was founded
in 1962 and is based in Coqueiro, Brazil. Centrais Eletricas do
Para operates as a subsidiary of REDE Empresas de Energia
Electrica SA.


COMPANHIA DE ENERGIA: S&P Lifts Corp. Credit Rating to B From B-
----------------------------------------------------------------
Standard & Poor's Ratings Services has raised its corporate
credit ratings by one notch in the global scale on three
Brazilian electric power distribution companies:

   -- Centrais Eletricas Matogrossenses S.A. (to 'B' from 'B-'),  

   -- Centrais Eletricas do Para S.A. (to 'B' from 'B-'), and

   -- Companhia de Energia Electrica do Estado do Tocantins (to
      'B+' from 'B').

S&P also upgraded Centrais Eletricas do Para SA and Centrais
Eletricas Matogrossenses SA's jointly owned US$38 million
outstanding unsecured senior notes units to 'B' from 'B-'.
     
The rating actions mirror significant improvements in the
companies' financial risk profile, marked by the development in
the companies' financial flexibility and liquidity position.
     
The three companies have concentrated efforts in liability
management, mainly focusing on extending debt maturities.  The
companies have also benefited from capturing part of the
resources from the perpetual notes issued by the main
shareholder Rede Empresas de Energia S.A. (not rated).
     
The positive outlook for Centrais Eletricas Matogrossenses and
Companhia de Energia Electrica do Estado do Tocantins reflects
S&P's expectations that the companies' financial performances
will continue to evolve positively, even considering the second
cycle of the tariff revision process that was recently
established for the companies.  The companies' current liquidity
cushion provides additional comfort and the belief that they
will present credit metrics according to their ratings.  S&P may
upgrade the global scale corporate credit ratings for Companhia
de Energia Electrica do Estado do Tocantins and Centrais
Eletricas Matogrossenses by one notch, if the companies continue
to work on liability management in their quality and efficiency
indicators, thus resulting in improved financial profiles.
     
The stable outlook on Centrais Eletricas do Para reflects S&P's
expectation that the company can adequately manage its maturity
schedule, maintain its current credit fundamentals, and
gradually improve its cash flow protection measures.  S&P could
revise the outlook to positive if financial metrics are higher
than the rating agency's expectations.
     
"We could downgrade all of the company ratings if a more
aggressive financial policy, resulting from an imprudent debt
increase from a more aggressive dividend distribution,
potentially pressures ratings," said S&P's credit analyst
Juliana Gallo.

Companhia de Energia Electrica do Estado do Tocantins SA is an
energy distribution company in the Brazilian state of Tocantin
connected to Centrais Eletricas Matogrossenses SA and Centrais
Eletricas do Para SA.


DELPHI CORP: Seeks to Raise Loan by US$254MM Amid Market Support
---------------------------------------------------------------
Delphi Corp. and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the Southern District of New York to:

   (a) increase the size of the Tranche C term loan by
       approximately US$254 million,

   (b) complete any necessary related documentation and   
       transactions, and

   (c) pay related fees.

The Hon. Robert Drain on, April 30, 2008, authorized the Debtors
to enter into an amendment and restatement of the First Amended
and Restated DIP Credit Agreement.  Among other things, the
amendment extended the maturity of the DIP Facility to Dec. 31,
2008 and reconfigured the size of the first priority revolving
loan and the first priority term loan.

At the time of the April 30 hearing, the Debtors anticipated
that:

    -- the Tranche A of the DIP Facility would consist of a
       first priority revolving credit facility of up to
       US$1 billion;

    -- Tranche B would consist of a first priority term loan of
       up to US$600 million, and

    -- The principal amount of the second priority term loan of
       approximately US$2.5 billion under Tranche C would remain
       unchanged.

As the syndication effort proceeded, investor interest in
participating in the Debtors' DIP Facility proved to be
significantly stronger than previously expected, John Wm.
Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
in Chicago, Illinois, tells the Court.  "Indeed, interest in the
Debtors' DIP Facility was so high that it resulted in an
oversubscription for the Tranche A, Tranche B, and Tranche C
amounts that the Debtors anticipated borrowing."

As a result, the Debtors and the DIP Lenders, according to
Mr. Butler, were able to make use of the opportunity afforded by
the market support to make several improvements to the structure
of the Second DIP Extension:

   (i) The Debtors increased the amount of availability under
       the Tranche A revolving credit facility to US$1.1 billion
       and decreased the amount of the Tranche B term loan to
       US$500 million.  The Debtors anticipate the shift between
       the Tranche A and Tranche B borrowings will save several
       hundred thousand dollars in interest expense per month.  
       The amendments to Tranche A and Tranche B are
       substantially consistent with the terms of the form of
       Second Amended and Restated DIP Credit Agreement.  

  (ii) As a result of greater market interest, the Debtors were
       able to increase the principal amount of the Tranche C
       Loan by approximately US$254 million.

The Second Amended and Restated Credit Agreement, including the
revisions to Tranche A and Tranche B as well as the existing
Tranche C, became effective on May 9, 2008.  The increase in the
principal amount of the Tranche C Term Loan of approximately
US$254 million remains subject to the Court's approval and
therefore has not yet become effective.

Mr. Butler explains that upsizing the Tranche C term loan will
supply additional liquidity for the Debtors without negatively
affecting the pricing terms or other benefits of the financing
for which the Debtors sought approval from this Court in April
2008.  Although the upsizing will result in incrementally higher
interest expense (related solely to the contemplated additional
principal amount under the Tranche C term loan), the Debtors
believe that during this period of unprecedented financial
market volatility and uncertainty in the economy and the
automotive industry, the additional liquidity requested is of
substantial value to them.

As of May 9, 2008,the Debtors have borrowed US$2,496,000,000
under the Tranche C term loan.  Pending the Court's approval of
the loan increase, the Debtors anticipate borrowing an
additional amount equal to approximately US$254 million under
the Tranche C term loan on June 9, 2008.

The Debtors will be obligated to pay certain fees with respect
to the increase of the Tranche C loan.  Specifically, the
Debtors will be required to pay the lenders an upfront fee of 2%
of the additional US$254 million.  In addition, the
US$254 million will also accrue a "ticking fee" equal to 262.5
basis points from the May 9, 2008, effective date of the DIP
Facility through the funding date, on a daily basis.

                        About Delphi Corp.

Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- is the single supplier of vehicle    
electronics, transportation components, integrated systems and
modules, and other electronic technology.  The company's
technology and products are present in more than 75 million
vehicles on the road worldwide.  Delphi has regional
headquarters in Japan, Brazil and France.

The company filed for Chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represents the Official Committee of Unsecured Creditors.  As of
March 31, 2007, the Debtors' balance sheet showed
US$11,446,000,000 in total assets and US$23,851,000,000 in total
debts.

The Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the
solicitation of votes on the First Amended Plan on Dec. 20,
2007.  The Court confirmed the Debtors' First Amended Plan on
Jan. 25, 2008.

(Delphi Bankruptcy News, Issue No. 128; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)


DIAGNOSTICOS DA AMERICA: S&P Assigns BB- Long-Term Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services has assigned its 'BB-' long-
term corporate credit rating to Diagnosticos da America S.A. and
to its senior-unsecured, 10-year term notes (approximately
US$250 million).  The company's wholly owned subsidiary, DASA
Finance Corp., will issue the notes under its full and
unconditional guarantee.  At the same time, S&P affirmed its
'brA' long-term national scale rating on the company and its
five-year BRL202.5 million debentures.  The outlook is stable.
      
"The ratings on DASA reflect the company's aggressive growth
strategy, both organically and through acquisitions, from which
we expect negative free operating cash flow, higher leverage in
the medium term, and continued integration challenges with the
acquired laboratories," said S&P's credit analyst Eduardo
Chehab.  Diagnosticos da America is also exposed to the still
competitive and fragmented diagnostics industry, with relatively
low entry barriers and some dependence on large health insurers.
     
These risk factors are somewhat offset by the company's growing
market leadership in Brazil in terms of number of units and
revenues, the quality of its clinical and imaging diagnostic
exams under a multibrand platform, and serving different
geographic regions and customer income levels.  The ratings also
reflect the favorable prospects for Brazil's diagnostic testing
services industry, the growing employment rates, and the
increased demand for medical exams.
     
The stable outlook reflects S&P's expectation that the company's
strong growth strategy will be successful because of
acquisitions, opening new units, and integrating acquired units.  
S&P believes that gains from larger scale and acquisitions will
help Diagnosticos da America improve its credit metrics (FFO-to-
total debt ratio to exceed 25% as of year-end 2009).  
     
S&P does not expect to upgrade the company during the medium
term because the rating agency believes Diagnosticos da America
will sustain its growth strategy, based on acquisitions, for at
least the next 2-3 years.  On the other hand, if the company's
debt position increases unexpectedly and/or if its liquidity
deteriorates, S&P could revise the outlook or lower the rating.

Headquartered in Sao Paulo, Brazil, Diagnosticos da America SA
-- http://www.diagnosticosdaamerica.com.br/-- provides such  
services as clinical analysis tests, diagnostic imaging tests
and diagnostic ophthalmology tests, as well as research services
directly or through contracted laboratories in Latin America.  
As of Dec. 31, 2007, the company had a number of operational
units, such as Delboni Auriemo, Lavoisier, Bronstein and Lamina,
among others, located in Sao Paulo, Rio de Janeiro, Prana,
Brasilia, Bahia, Ceara, Santa Catarina and Goias.


DIAGNOSTICOS DA AMERICA: Fitch Puts BB Foreign & Local ID Rtgs.
----------------------------------------------------------------
Fitch Ratings has assigned a foreign currency issuer default
rating of 'BB', local currency IDR of 'BB', and a national scale
rating of 'A+(bra)' to Diagnosticos da America S.A.  Fitch has
also assigned an expected rating of 'BB' to the proposed senior
unsecured notes of approximately US$250 million due in 2018 to
be issued by DASA Finance Corporation.  The notes are
irrevocably and unconditionally guaranteed by Diagnosticos da
America.  The rating outlook for corporate ratings is stable.

Diagnosticos da America's credit ratings are supported by the
company's leading position in the Brazilian medical diagnostics
industry.  The ratings of the company also take into
consideration the company's conservative management of its
credit profile historically, using a mix of debt and equity to
fund growth.  Further factored into the company's ratings are
its presence in many segments of the diagnostic health care
market -- private sector, lab-to-lab, public sector -- and the
diversification of its exposure to multiple counterparties for
payment receipt.  Fitch's favorable outlook for the medical
diagnostic industry is further factored into the company's
ratings.  Considerations that limit Diagnosticos da America's
ratings at the current level are the rapid consolidation of the
diagnostic industry, the need to manage reputation risk and the
potential for counterparty payment risk to increase during an
economic crisis.

The company's revenues grew to BRL859 million in 2007 from
BRL364 million in 2003.  Its growth was due to multiple
acquisitions and the opening of 60 patient service centers.  The
company funded this growth through a mix of debt and equity,
completing its initial public offering in 2004 and doing a
follow-on issue in 2006.  This balanced approached to growth has
enabled the company to maintain low levels of debt between 2003
and 2007.  Its average FFO Adjusted Leverage ratio was 1.1 times
during this time period, while its total debt/EBITDA ratio
averaged 1.8 and its net debt/EBITDA ratio averaged 0.8.

The outlook for the Brazilian private medical diagnostic
industry is favorable for a couple of reasons.  First,
increasing levels of GDP per capita and a declining unemployment
rate has enabled many people to switch from public health care
to private health care.   Second, the availability of more
diagnostic tests as well as an aging population should lead to
more tests per person per year.

The rapid consolidation of the diagnostic industry means that
DASA will continue to buy many companies during the next two to
three years.  As Diagnosticos da America continues to
consolidate the industry, other companies will likely react.  
This could lead to higher purchase prices for laboratories.  It
could also result in acquiring one of the top five companies.  
To avoid a credit downgrade, an acquisition of this size would
need to be financed with considerable equity.  Given the wide
array of diagnostic service providers in Brazil, and the absence
of integrated health care systems, reputation is a key component
of success.  The growth of the company will require much effort
to maintain the quality of its diagnostic services, as well as
its reputation.

The collection of payment for medical services is challenging in
Brazil, as it is in many parts of the world.  To mitigate this
risk, the company seeks to work with many counterparties.  
Nevertheless, they are exposed to one key account that
represents about 9% of the company's revenues.  Should the
Brazilian economy weaken dramatically, it is expected that the
company's revenues would decline and that the amount of
provisions it needs to make for doubtful accounts would
increase.

Diagnosticos da America had BRL406 million of consolidated
financial debt as of Dec. 31, 2007 and BRL46 million of cash and
marketable securities.  Of the company's debt, BRL374 million is
located at the holding company level, which also acts as an
operating company.  The remaining BRL32 million of debt is held
amongst 9 different subsidiaries, with none of them holding more
than BRL9 million of debt.  Almost all of the subsidiary debt is
guaranteed by the company, while the holding company debt does
not enjoy subsidiary guarantees.  The holding company, accounted
for about 60% of the company's consolidated EBITDA in 2007.

The company's Brazilian real denominated consolidated debt
consists of BRL203 million of debentures, BRL66 million of bank
debt, BRL23 million of debt at subsidiaries that is guaranteed,
and BRL13 million of capital lease debt.  The bank debt is with
Banco Votorantin, Banco Safra and Banco do Brasil.  Diagnosticos
da America's U.S. dollar denominated debt consists of BRL9
million of bank loans from Banco Itau, BRL20 million of
equipment loans and BRL68 million of capital leases.  The bank
loans and financing agreements do not have covenants.  The two
main covenants of the debenture agreement are a consolidated net
debt/EBITDA ratio of less than or equal to 2.5x and an
EBITDA/net consolidated financial expenses ratio of greater than
or equal to 2.0.  The leasing debt is secured by assets.

Diagnosticos da America generated BRL180 million of EBITDA and
BRL184 million of funds from operations during 2007.  These
figures compare with BRL139 million of EBITDA and BRL153 million
of FFO during 2006.  The increased operating cash flow of the
company was due to the opening of 34 Patient Service Centers
during 2007 plus the acquisition of three companies. The
company's cash flow from operations was BRL130 million in 2007,
a decline from BRL133 million in 2006.  The decline is primarily
explained by a growth in the company's accounts receivables to
BRL205 million from BRL139 million.  As of Dec. 31, 2007, its
total adjusted debt/EBITDA ratio was 2.3 and its FFO adjusted
leverage ratio was 1.5.  These ratios are relatively unchanged
from comparable ratios of 2.5 and 1.5 in 2006.

For a number of reasons, absent any acquisitions, the company's
EBITDA should continue to present growth.  One of the important
drivers of EBITDA growth will be a full years consolidation of
the acquisitions made in the middle of 2007 -- Exame (May 2007),
CientificaLab (June 2007) and Med Imagem (August 2007).  A
second driver of growth will be PSC.  Many of the PSC's build in
2007 weren't completed until the second half of the year.  
Furthermore, the company will likely build 20 additional PSC
during 2008.

Looking forward, the company will likely spend between BRL100
million and BRL150 million annually on capital expenditures.  
Acquisitions will likely remain in the range of BRL125 million
to BRL175 million during 2008 and 2009, which should increase
leverage.  The company intends to issue equity if necessary to
keep its net debt/EBITDA ratio below 2.5 in the event of a large
acquisition.  The uncertainty of capital markets, however,
remains a risk to successfully executing an equity offering.

Headquartered in Sao Paulo, Brazil, Diagnosticos da America SA
-- http://www.diagnosticosdaamerica.com.br/-- provides such  
services as clinical analysis tests, diagnostic imaging tests
and diagnostic ophthalmology tests, as well as research services
directly or through contracted laboratories in Latin America.  
As of Dec. 31, 2007, the company had a number of operational
units, such as Delboni Auriemo, Lavoisier, Bronstein and Lamina,
among others, located in Sao Paulo, Rio de Janeiro, Prana,
Brasilia, Bahia, Ceara, Santa Catarina and Goias.


FRONTIER AIRLINES: Creditors Panel Taps Wilmer Cutler as Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Frontier
Airlines Holdings Inc. and its subsidiaries seeks authority from
the U.S. Bankruptcy Court for the Southern District of New York
to retain Wilmer Cutler Pickering Hale and Dorr LLP as its
counsel, nunc pro tunc to April 24, 2008.

The Committee selected WilmerHale based on, among other things,
the firm's considerable national experience and knowledge in the
field of creditors' rights and business reorganizations under
Chapter 11, and in other related areas of law, including, but
not limited to, aviation and aircraft finance, corporate,
banking and litigation matters, R. Douglas Greco, vice president
of Committee chair Airbus Americas Holding, Inc., states.

As the Committee's counsel, WilmerHale is expected to:

   (a) advise the Committee with respect to its rights, duties
       and powers in the Debtors' Chapter 11 cases;

   (b) assist and advise the Committee in its consultations with
       the Debtors;

   (c) assist the Committee in analyzing the Debtors' capital
       structure, the claims of the Debtors' creditors, and in
       negotiating with holders of claims and equity interests;

   (d) investigate the acts, conduct, assets, liabilities and
       financial condition of the Debtors and of the operation
       of the Debtors' businesses;

   (e) analyze, and negotiate with, the Debtors or any third
       party concerning matters related to, among other things,
       (i) the assumption or rejection of certain leases of non-
       residential real property and executory contracts, asset
       dispositions, financing of other transactions, and (ii)
       the terms of one or more plans of reorganization for the
       Debtors and accompanying disclosure statements and
       related Plan of Reorganization documents;

   (f) assist and advise the Committee as to its communications
       to the general creditor body regarding significant
       matters in the Debtors' Chapter 11 cases;

   (g) participate in all hearings and other proceedings;

   (h) review and analyze all motions, applications, orders,
       statements of operations and schedules filed with the
       Court;

   (i) assist and advise the Committee with respect to any
       legislative or governmental activities;

   (j) prepare pleadings and applications as may be necessary to
       uphold the Committee's interests and objectives;

   (k) investigate and analyze any claims against the Debtors'
       non-debtor affiliates;

   (l) prepare, on behalf of the Committee, any pleadings,
       including without limitation, motions, memoranda,
       complaints, adversary complaints, objections or comments;
       and

   (m) perform other legal services as may be required or are
       otherwise deemed to be in the interests of the Committee
       in accordance with the Committee's powers and duties.

The professionals in WilmerHale will be paid according to their
customary hourly rates of:

     Professional        Hourly Rate
     ------------        -----------
     Partners          US$550 - US$765
     Counsel           US$515 - US$595
     Associates        US$345 - US$515
     Paralegals        US$210 - US$250

Andrew N. Goldman, Esq., a partner at WilmerHale, asserts that
the firm does not represent any interest adverse to the Debtors,
their estates or creditors.  WilmerHale is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code, Mr. Goldman assures the Court.

                   About Frontier Airlines Inc.

Headquartered in Denver, Colorado, Frontier Airlines Inc. --
http://www.frontierairlines.com/-- provide air transportation  
for passengers and freight.  They operate jet service carriers
linking their Denver, Colorado hub to 46 cities coast-to-coast,
8 cities in Mexico, and 1 city in Canada, well as provide
service from other non-hub cities, including service from 10
non-hub cities to Mexico.  As of May 18, 2007 they operated 59
jets, including 49 Airbus A319s and 10 Airbus A318s.

The Debtor and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D. N.Y. Case No.: 08-
11297 thru 08-11299.)  Hugh R. McCullough, Esq. at Davis Polk &
Wardwell represent the Debtors in their restructuring efforts.
Togul, Segal & Segal LLP is Debtors' Conflicts Counsel, Faegre &
Benson LLP is the Debtors' Special Counsel, and Kekst and
Company is the Debtors' Communications Advisors.  At Dec. 31,
2007, Frontier Airlines Holdings Inc. and its subsidiaries'
total assets was US$1,126,748,000 and total debts was
US$933,176,000.  (Frontier Airlines Bankruptcy News, Issue
No. 5; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)  


FRONTIER AIRLINES: Gets Court Nod to Hire Davis Polk as Counsel
---------------------------------------------------------------
Frontier Airlines Holdings Inc. and its subsidiaries obtained
authority from the U.S. Bankruptcy Court for the Southern
District of New York to employ Davis Polk & Wardwell as their
counsel, nunc pro tunc to April 10, 2008.

DPW is expected to:

   (a) take necessary or appropriate actions to protect and
       preserve the Debtors' estates, including the prosecution
       of actions on the Debtors' behalf, the defense of any
       actions commenced against the Debtors, the negotiation of
       disputes in which the Debtors are involved, and the
       preparation of objections to claims filed against the
       Debtors' estates;

   (b) prepare on behalf of the Debtors, as debtors-in-  
       possession, necessary or appropriate motions,     
       applications, answers, orders, reports and other
       papers in connection with the administration of the   
       Debtors' estates;

   (c) provide advice, representation, and preparation of
       necessary documentation and pleadings regarding debt  
       restructuring, statutory bankruptcy issues, postpetition  
       financing, securities laws, real estate, employee
       benefits, environmental, business and commercial  
       litigation, tax, aircraft financing and, as
       applicable, asset dispositions;
     
   (d) counsel the Debtors with regard to their rights and  
       obligations as debtors-in-possession, and their powers  
       and duties in the continued management and operations of
       their businesses and properties;

   (e) take necessary or appropriate actions in connection
       with a plan or plans of reorganization and related
       disclosure statements and all related documents, and  
       further actions as may be required in connection with the  
       administration of the Debtors' estates; and

   (f) act as general bankruptcy counsel for the Debtors and   
       perform all other necessary or appropriate legal services  
       in connection with the Chapter 11 cases.

DPW will be paid based on it its hourly rates:

      Partners and counsel          US$620 to US$960
      Associates                    US$305 to US$675
      Paraprofessionals and staff   US$100 to US$355

During the 12-month period prior to the bankruptcy filing, DPW
received from the Debtors an aggregate of US$955,304 for
professional services performed and expenses incurred.
As of the bankruptcy filing, DPW was not a creditor of the
Debtors because DPW waived any unpaid amounts -- believed to be
zero -- for services it performed before the bankruptcy filing.  

Prior to the Chapter 11 filing, the Debtors had established a
retainer balance with DPW.  Subsequently, DPW issued a final
pre-filing invoice to the Debtors and drew down the amount due
from the retainer.  DPW held a retainer as of the bankruptcy
filing equal to US$510,740.

Marshall S. Huebner, Esq., at Davis Polk & Wardwell, assured the
court that DPW is a "disinterested person" as defined in Section
101(14), as modified by Section 1107(b) of the Bankruptcy Code.
The firm neither holds nor represents any interests adverse to
the Debtors and their estates, Mr. Heubner said.

                  About Frontier Airlines Inc.

Headquartered in Denver, Colorado, Frontier Airlines Inc. --
http://www.frontierairlines.com/-- provide air transportation  
for passengers and freight.  They operate jet service carriers
linking their Denver, Colorado hub to 46 cities coast-to-coast,
8 cities in Mexico, and 1 city in Canada, well as provide
service from other non-hub cities, including service from 10
non-hub cities to Mexico.  As of May 18, 2007 they operated 59
jets, including 49 Airbus A319s and 10 Airbus A318s.

The Debtor and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D. N.Y. Case No.: 08-
11297 thru 08-11299.)  Hugh R. McCullough, Esq. at Davis Polk &
Wardwell represent the Debtors in their restructuring efforts.
Togul, Segal & Segal LLP is Debtors' Conflicts Counsel, Faegre &
Benson LLP is the Debtors' Special Counsel, and Kekst and
Company is the Debtors' Communications Advisors.  At Dec. 31,
2007, Frontier Airlines Holdings Inc. and its subsidiaries'
total assets was US$1,126,748,000 and total debts was
US$933,176,000.  (Frontier Airlines Bankruptcy News, Issue
No. 5; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)  


FRONTIER AIRLINES: Can Employ Togut Segal as Conflicts Counsel
--------------------------------------------------------------
Frontier Airlines Holdings Inc. and its subsidiaries obtained
authority from the U.S. Bankruptcy Court for the Southern
District of New York to employ Togut Segal & Segal LLP as their
conflicts counsel, nunc pro tunc to April 10, 2008.

Togut Segal is expected to:

   (a) advise the Debtors regarding their powers and duties as    
       Debtors and debtors-in-possession in the continued
       management and operation of their businesses and
       properties;

   (b) attend meetings and negotiate with representatives of
       creditors and other parties-in-interest;
   
   (c) take necessary action to protect and preserve the
       Debtors' estates and to represent the Debtors' interests
       in negotiations concerning litigation in which the
       Debtors are involved, including, but not limited to
       objections to claims files against the estates;

   (d) prepare on the Debtors' behalf, motions, applications,
       adversary proceedings, answers, orders, reports and
       papers necessary to the administration of the estates;

   (e) advise the Debtors in connection with any potential sale  
       of the assets;

   (f) appear before the Court and to protect the interests of
       the Debtors' estates before the Court; and

   (g) perform other necessary legal services and provide other
       necessary advice to the Debtors in connection with the
       Chapter 11 cases.

The firm will perform the duties of counsel to the Debtors on
all matters where DPW cannot perform its services, making the
the firm's service complimentary rather than duplicative to
DPW's role as bankruptcy and reorganization counsel, says Mr.
Christie.

The Debtors will pay Togut Segal based on the firm's hourly  
rates and will be reimbursed for its actual, necessary expenses.

The firm's hourly rates are:

   Partners                     US$725 to US$845
   Associates and Counsel          245 to 650
   Paralegals and Law Clerks       125 to 245

Alber Togut, Esq., a member of Togut Segal, assures the court
that his firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.

                   About Frontier Airlines Inc.

Headquartered in Denver, Colorado, Frontier Airlines Inc. --
http://www.frontierairlines.com/-- provide air transportation  
for passengers and freight.  They operate jet service carriers
linking their Denver, Colorado hub to 46 cities coast-to-coast,
8 cities in Mexico, and 1 city in Canada, well as provide
service from other non-hub cities, including service from 10
non-hub cities to Mexico.  As of May 18, 2007 they operated 59
jets, including 49 Airbus A319s and 10 Airbus A318s.

The Debtor and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D. N.Y. Case No.: 08-
11297 thru 08-11299.)  Hugh R. McCullough, Esq. at Davis Polk &
Wardwell represent the Debtors in their restructuring efforts.
Togul, Segal & Segal LLP is Debtors' Conflicts Counsel, Faegre &
Benson LLP is the Debtors' Special Counsel, and Kekst and
Company is the Debtors' Communications Advisors.  At Dec. 31,
2007, Frontier Airlines Holdings Inc. and its subsidiaries'
total assets was US$1,126,748,000 and total debts was
US$933,176,000.  (Frontier Airlines Bankruptcy News, Issue
No. 5; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)  


GERDAU AMERISTEEL: Books US$163MM Net Income in 1st Qtr. 2008
-------------------------------------------------------------
Gerdau Ameristeel Corporation reported net income of
US$163 million for the three months ended March 31, 2008, a
22.1% increase in comparison to net income of US$133.5 million
for the three months ended March 31, 2007.

Net Sales for the three months ended March 31, 2008 increased
53.8% to US$2 billion from US$1.3 billion for the three months
ended March 31, 2007.  For the three months ended March 31,
2008, finished steel shipments increased to 2.4 million tons, an
increase of 488,200 tons from the three months ended March 31,
2007, primarily as a result of the acquisition of Chaparral
Steel in September 2007.  In comparison to the fourth quarter of
2007, which included the Chaparral facilities, shipment volume
increased 9.5%.  Average mill finished steel selling prices for
the three months ended March 31, 2008 increased 24.4% over the
level in this same period in 2007 and 7% over the fourth quarter
2007 levels.

For the three months ended March 31, 2008, metal spread, the
difference between mill selling prices and scrap raw material
costs, was US$458 per ton, an increase of US$84 per ton from the
same period in 2007.  The increase is primarily attributable to
the higher margin Chaparral products.

EBITDA was US$387.4 million for the three months ended March 31,
2008, compared to EBITDA of US$244.5 million for the three
months ended March 31, 2007.

Included in selling and administrative expense for the three
months ended March 31, 2008 is a non-cash pretax expense of
US$3.8 million to mark to market outstanding stock appreciation
rights and expenses associated with other executive compensation
agreements compared to a non-cash pretax expense of US$8.8
million for the three months ended March 31, 2007.

From time to time, the company invests excess cash in short-term
investments that are comprised of variable rate debt
obligations, known as auction rate securities.  During the three
months ended March 31, 2008, the company recorded a US$22.7
million charge to writedown the carrying value of auction rate
securities to their fair market value of US$71.9 million.  The
impact to earnings per share of this writedown was approximately
US$0.05.  The effective tax rate for the three months ended
March 31, 2008 was 34% and was unfavorably impacted by this
writedown as no associated tax benefit was recorded for this
item.

On May 11, 2008, the Board of Directors approved a quarterly
cash dividend of US$0.02 (two US$ cents) per common share,
payable June 13, 2008 to shareholders of record at the close of
business on May 29, 2008.

On April 1, 2008, Pacific Coast Steel, a majority owned and
consolidated joint venture of the company, acquired all the
assets of Century Steel, Inc., a reinforcing and structural
steel contractor specializing in the fabrication and
installation of structural steel and reinforcing steel products,
for approximately US$151.5 million.  Concurrently with the
acquisition of Century Steel, the company paid approximately
US$68 million to increase its equity participation in Pacific
Coast Steel to approximately 84%.

                Chief Executive Officer Comments

Gerdau Ameristeel President and CEO, Mario Longhi, commented:  
"Gerdau Ameristeel delivered another quarterly earnings record
as strong global demand for steel has driven selling prices
higher and provided us the opportunity to export our product
globally.  We offer a well-balanced steel product mix of rebar,
merchant and structural shapes, wire rod and flat rolled sheet
which when combined with our expanding downstream business, has
allowed us to deliver these attractive results."

"Our balance sheet remains strong and we continue to seek
opportunities to expand our business and provide attractive
returns to our shareholders.  The Chaparral integration
continues to exceed our expectations and we are now raising the
annualized synergy expectations to US$100 million by the end of
2008.  We are also focused on the integration of the recent
Century Steel fabrication business acquisition which continues
to expand our market presence in the western United States," Mr.
Longhi added.

Mr. Longhi concludes, "Our outlook for the near term remains
positive despite the unprecedented level of volatility in raw
material costs.  Certain grades of scrap raw material costs have
increased over US$200 per ton since the end of the first
quarter, however with our captive scrap operations which supply
approximately one third of our scrap needs and announced selling
price increases, we remain focused on keeping metal spreads
robust.  Import levels remain lower than historical highs,
global steel demand and prices are creating export
opportunities, and inventory levels in North America appear to
be at low levels throughout the system.  In addition, our flat
rolled joint venture, Gallatin Steel saw improving margins
throughout the three months ended March 31, 2008 and this trend
is expected to continue into the next quarter".

                     About Gerdau Ameristeel

Headquartered in Tampa, Florida, Gerdau Ameristeel Corporation
(NYSE: GNA; TSX: GNA.TO) -- http://www.ameristeel.com/-- is a  
mini-mill steel producer in North America.  Through its
vertically integrated network of 17 mini-mills, 17 scrap
recycling facilities and 52 downstream operations, Gerdau
Ameristeel serves customers throughout North America.  The
company's products are sold to steel service centers, steel
fabricators, or directly to original equipment manufactures for
use in a variety of industries, including construction, cellular
and electrical transmission, automotive, mining and equipment
manufacturing.  Gerdau Ameristeel is a unit of Brazilian firm
Gerdau SA.

                          *     *     *

As reported in the Troubled Company Reporter on Nov. 26, 2007,
Moody's Investors Service affirmed the ratings of Gerdau
Ameristeel Corporation including its 'Ba1' Corporate Family
Rating and Probability of Default Rating, as well as the US$405
million Senior Unsecured Regular Bond issued.  Moody's outlook
for all ratings is stable.  Moody's also affirmed Gerdau
Brazil's (fictitious entity representing the Brazilian
operations of Gerdau S.A. Comprising Gerdau Acominas S.A.,
Gerdau Acos Longos S.A., Gerdau Acos Especiais S.A., and Gerdau
Comercial de Acos SA) Ba1 Global Local Currency Corporate Family
Rating.


GERDAU SA: Reports BRL1.1BB Consolidated Net Profit in 1Q 2008
--------------------------------------------------------------
Gerdau SA reported its first quarter 2008 consolidated results:

   -- Crude steel production grows 25.1% in 1st quarter when
      compared to the same period in 2007, totaling 5.1 million
      tonnes.

   -- Gross revenue reaches BRL10 billion in the period from
      January to March this year, 23.8% higher than the same
      period in 2007.

   -- Exports from Brazil generate revenues of US$362.9 million,
      totaling 616.9 thousands tonnes.

   -- Net profit reaches BRL1.1 billion in the quarter, with net
      margin of 12.2%.

   -- First quarter dividends will be paid on June 3, 2008.
      Metalurgica Gerdau S.A. shareholders will receive BRL0.64
      per share and Gerdau S.A. shareholders BRL0.41 per share.

   -- EBITDA reaches BRL2 billion until March this year, 30.4%
      higher than the value achieved in the same period in 2007.
      Margin is 22.2% versus 20.8% in 2007.

   -- Board of Directors proposes 100% Stock Split aiming to
      increase liquidity and allow easier access to investors
      through reduction of the price of the stock.

   -- Metalurgica Gerdau S.A. and Gerdau S.A. conclude capital
      increase of approximately BRL1.5 billion and BRL2.9
      billion, respectively.  Metalurgica Gerdau issued 19.2
      million stocks at BRL78.35 per stock and Gerdau S.A.
      issued 48.1 million stocks at BRL60.30 per stock.

   -- Acquisitions announced and closed this year represent
      investments of US$2.3 billion and business expansion
      abroad.

Gerdau SA additionally disclosed that it has filed its 1st
quarter 2008 results at the Securities and Exchange Commission
and at the Comissao de Valores Mobiliarios.  To view this
document, visit:

http://www.gerdau.com.br/ing/ri/download.asp?categoria=1,47&menu
=inffinance ira s_relevantes

This document and the complementary data regarding the first
quarter 2008 are also available at Gerdau's Web site at:

                http://www.gerdau.com.br/ing/ri

Gerdau S.A. has filed its 2007 Form 20-F at the Securities and
Exchange Commission on April 11, 2008.  The document is
accessible at the company's Web site:

http://www.gerdau.com.br/ing/ri/download.asp?categoria=1,44&menu
=inffinance ira s_sec

Gerdau provides all shareholders, upon request and at no cost, a
hard copy of the first quarter 2008 results and the Form 20-F.

Headquartered in Porto Alegre, Brazil, Gerdau SA --
http://www.gerdau.com.br/-- produces and distributes crude
steel and related long rolled products, drawn products, and long
specialty products.  In addition to Brazil, Gerdau operates in
Argentina, Canada, Chile, Colombia, Uruguay, India and the
United States.

                            *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 26, 2007, Moody's Investors Service affirmed Gerdau S.A.'s
Ba1 corporate family rating and stable outlook.


NORSKE SKOGINDUSTRIER: Shows Weak Results in First Quarter 2008
---------------------------------------------------------------
Norske Skogindustrier ASA reported that gross operating profit
before depreciation and all special items was NOK489 million in
the first quarter of 2008, down from 778million in the fourth
quarter of 2007.  The weakened result is due to lower newsprint
prices in Europe, increased prices on several input factors and
currency factors.  Price increases have been implemented for
magazine paper in Europe and newsprint in China. With the
exception of magazine paper, all segments show weaker results,
and in some cases significantly weaker results.

"Seasonal fluctuations add to the weak result. However, the
strong cost growth, combined with a weak price development for
newsprint in Europe, is the largest challenge facing Norske
Skog," says CEO Christian Rynning-Tønnesen.

Decisions have been made to shut down three paper machines in
2008.  This is expected to yield a result improvement of NOK 500
million per year.  In addition, staff reductions and other
measures have been carried out at the corporate centre which
will give annual cost savings of about NOK 150 million.

One of Norske Skog's main priorities is to reduce net debt by
generating sufficient cash flow from operations and
transactions.  As previously reported, Norske Skog is working
with external advisers to review various models to restructure
the group and reduce the debt.

The underlying operating profit, containing NOK145 million in
realised gains from currency hedging, amounted toNOK 634 million
in the quarter.  The corresponding figure in the fourth quarter
of 2007 was NOK926 million.

The net loss after tax was NOK 966 million in the first quarter
of 2008.  The halting of the Pisa PM2 project in Brazil has
added NOK 665 million in termination costs and impairments to
the accounts.

Operations generated a good cash flow during the quarter,
NOK832 million in total.  This has contributed to reducing net
interest-bearing debt with NOK666 million from year-end 2007,
and as of March 31, 2008, it amounts to NOK15.7 billion.  

               Outlook for the remainder of 2008

Measured in local currency, stable newsprint prices are expected
in Europe, lower prices in Australia from July 1, and price
increases in Asia.  The price increase on input factors remains
a concern.  The second half of 2008 will see cost savings as a
result of the shutdown of paper machines and other cost-reducing
measures.

                  About Norske Skogindustrier

Norske Skogindustrier ASA -- http://www.norskeskog.com/--  
produces and supplies paper and related products to the
concerned industry.  The company's products are used to make
newspapers, telephone directories, inserts, flyers, magazines,
catalogs, and books.  Its operations are carried out through
three segments: Newsprint, Magazine Paper and Other.  The
Newsprint segment produces news papers, free sheets, telephone
directories, catalogues and supplements.  The Magazine Paper
segment produces uncoated super calendared and coated
lightweight coated paper for magazines, catalogues and
advertising material.  Other activity includes the sale of wood
and energy to external parties.  Its product lines include
newsprint brand Nornews; directory paper brands Bio Bio and
Tasman; improved newsprint brands Norbright, Norstar, and NorX;
and book paper brand Norbook. Norske Skog, which incorporates
recycled paper into some products, operates about 20 paper mills
worldwide.   It has paper mills in Chile and Brazil.


NORSKE SKOGINDUSTRIER: S&P's BB- Ratings Remains on Watch Neg.
--------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB-' long-term
corporate credit ratings on Norway-based forest product company
Norske Skogindustrier ASA remain on CreditWatch, where they were
placed with negative implications on April 21, 2008, reflecting
weaker financial prospects and increasing liquidity concerns.

"Norske Skog's first quarter performance was weak, as expected,
but the company managed to contain the shrinkage of its covenant
headroom, which we view as positive," said Standard & Poor's
credit analyst Andreas Zsiga.

"As expected, the annual shareholder meeting approved a
cancellation of dividends for 2007 and settled the composition
of the company's board," he added.

The CreditWatch placement continues to reflect the risk of a
further weakening of the newsprint market in the event of a deep
and sustained recession, implying that the company's financial
profile would be commensurate with a rating in the 'B' category.
It also reflects the risk of a reduction of covenant headroom to
uncomfortably low levels for a 'BB-' rating in the prevailing
environment.

While we view Norske Skog's liquidity as adequate, based on the
company's currently available resources, the covenant situation
is a concern.  The company's shrinking covenant headroom
heightens its short- to medium-term liquidity exposure to
adverse developments in the currently challenging credit
market conditions and could have implications for refinancing in
the 2010-2011 period.

In resolving the CreditWatch placement, we will take into
consideration the company's performance in the first two
quarters of 2008, progress on asset disposals, other measures to
improve the company's financial position, and prospects for
developments in the economy and the publication paper market.

Norske Skogindustrier ASA -- http://www.norskeskog.com/--  
produces and supplies paper and related products to the
concerned industry.  The company's products are used to make
newspapers, telephone directories, inserts, flyers, magazines,
catalogs, and books.  Its operations are carried out through
three segments: Newsprint, Magazine Paper and Other.  The
Newsprint segment produces news papers, free sheets, telephone
directories, catalogues and supplements.  The Magazine Paper
segment produces uncoated super calendared (SC) and coated
lightweight coated (LWC) paper for magazines, catalogues and
advertising material.  Other activity includes the sale of wood
and energy to external parties.  Its product lines include
newsprint brand Nornews; directory paper brands Bio Bio and
Tasman; improved newsprint brands Norbright, Norstar, and NorX;
and book paper brand Norbook. Norske Skog, which incorporates
recycled paper into some products, operates about 20 paper mills
worldwide.   It has paper mills in Chile and Brazil.


RHODIA SA: March 31 Balance Sheet Upside Down by EUR284 Million
---------------------------------------------------------------
Rhodia S.A. released its financial results for the first quarter
ended March 31, 2008.

The company posted EUR42 million net profit on EUR1.19 billion
net sales for the first quarter of 2008, compared with
EUR60 million net profit on EUR1.19 billion net sales for the
same period in 2007.

Rhodia reported net financial debt of EUR1.53 billion at
March 31, 2008.

As of March 31, 2008, the company's balance sheet showed
EUR4.57 billion in total assets, EUR4.85 billion in total
liabilities, resulting in a stockholders' deficit of
EUR284 million.

"Healthy levels of demand across all businesses have allowed us
to increase prices and offset successfully most raw material and
energy cost increases," Jean-Pierre Clamadieu, Rhodia chairman
and CEO commented.  "Foreign exchange rates and raw material &
energy costs are set to remain the key challenges in 2008 but we
remain confident in the pricing power of our businesses which
benefit from strong leadership positions in dynamic markets."

                             Outlook

During the rest of 2008, Rhodia will continue exercising its
proven pricing power with further price increases underway in
all businesses.  It will also take initiatives to better match
currency revenues and costs.  Finally the group will continue to
focus on free cash flow generation.

The group is facing stronger headwinds from a further decline of
the US dollar and from an unrelenting increase in the cost of
key raw materials.

Rhodia expects market demand to remain healthy with solid
volumes and price rises continuing.

Current conditions prevailing, recurring EBITDA for 2008 is
expected within 5% of the level achieved in 2007.  Rhodia
confirms it expects Earnings per Share to increase versus 2007.

A full-text copy of Rhodia's financial results is available at
no charge at http://ResearchArchives.com/t/s?2bca

                        About Rhodia

Headquartered in Paris, France, Rhodia S.A. (NYSE: RHA)
-- http://www.rhodia.com/-- is a global specialty chemicals
company partnering with major players in the automotive,
electronics, pharmaceuticals, agrochemicals, consumer care,
tires, and paints and coatings markets.  Rhodia offers tailor-
made solutions combining original molecules and technologies to
respond to customers' needs.  The group generated sales of
EUR4.8 billion in 2006 and employs around 16,000 people
worldwide.

Rhodia is listed on Euronext Paris and the New York Stock
Exchange.  The company has operations in Brazil.

                           *     *    *

As reported in the Troubled Company Reporter-Europe on
April 9, 2008, Standard & Poor's Ratings Services raised its
long-term corporate credit rating on France-based chemical
producer Rhodia S.A. to 'BB' from 'BB-'.  S&P affirmed the
bank's 'B' short-term corporate credit rating.  S&P said the
outlook is stable.


TAM SA: First Quarter 2008 Net Income Up 0.1% to BRL2.6 Million
---------------------------------------------------------------
TAM S.A. reported its first quarter results for 2008.
Operational and financial data, except where otherwise
indicated, are presented based on amounts consolidated in Reais
(BRL) and prepared in accordance with accounting principles
generally accepted in Brazil (BR GAAP).

   Highlights:

   -- 7.6  million passengers transported - an increase of 13%.

   -- Decrease in block hours/day per aircraft from 13 to 12.6

   -- Gross Revenues of BRL2.3 billion, an increase of 22.7%.

   -- Redelivery of two F100s, compensated by the delivery of 1
      A320 in first quarter 2008 vs. fourth quarter 2007.

   -- Begin of code share operations with LAN Peru.

   -- IOSA certificate (IATA Operational Safety Audit) renewed
      until January 2010.

   -- Firm contract for acquisition of 22 A350 XWBs, four A330-
      200s and 20 A320 aircraft.

   -- Easy web check-in expanded for international Destinations.

   -- Conclusion of 30 business agreements (SPAs), reaching 64
      airline partners abroad.

   -- 153 thousand shares bought back.


                    Operational Performance

Domestic Operations:

   -- TAM reached 50% average market share in first quarter
      2008.

   -- ASKs (capacity) increased 14.2% in first quarter 2008
      compared to first quarter 2007 as a result of the increase
      in the operating fleet of 16 A320 and 3 A321, compensated
      by 13 F100 reduction and other 3 in redelivery and the
      reduction in block hours by aircraft from 13 hours per day
      to 12.6 hours per day (total operation).

   -- RPKs (demand) increased 14.6% in first quarter 2008
      compared to first quarter 2007.

   -- TAM's domestic load factor increased to 70.9% in first
      quarter 2008, compared to 70.7% in first quarter 2007.

International Operations:
    
   -- TAM reached 67.7% average market share in first quarter
      2008.
   
   -- ASKs (capacity) increased 49.7% in first quarter 2008, due
      to the increase of 2 A340 and 2 A330 and into its
      international operating fleet allowing the beginning of
      long haul daily flights to Frankfurt and Madrid.  In South
      America the company started daily flights to Caracas and
      Montevideo through the increase in the narrow body fleet
      in the region.

   -- RPKs (demand) increased 61.3%  comparing first quarter
      2008 with first quarter 2007.

   -- TAM's international load factor increased 5.6p.p. to 76.8%
      in first quarter 2008 compared to 71.2% in first quarter
      2007.

                      Financial Performance

   -- Total CASK increased by 2.1% in first quarter 2008
      compared to first quarter 2007, and CASK excluding fuel
      decreased 5.5%.

   -- EBIT and EBITDAR margins of 0.8% and 12% respectively.
   
   -- Net income of BRL2.6 million, a positive margin of 0.1%.

   -- The company's total cash and cash equivalents equaled
      BRL2,226 million.

   -- Return on Assets of 1.1%

   -- Return on Equity of 4.9%

To see the full press release, visit the company's web site:
http://www.tam.com.br/ir.

TAM currently -- http://www.tam.com.br/-- has business  
agreements with the regional airlines Pantanal, Passaredo,
Total and Trip.  As of Jan. 14, the daily flight on the Corumba
-- Campo Grande route in Mato Grosso do Sul began to be operated
by a partnership with Trip.  With the expansion of the agreement
with NHT, TAM will now be serving 82 destinations in Brazil, 45
of which with its own flights.  In addition, the company is
strengthening its presence in Rio Grande do Sul and Santa
Catarina.

The company's international operations include direct flights to
17 destinations: New York and Miami (USA), Paris (France),
London (England), Milan (Italy), Frankfurt (Germany), Madrid
(Spain), Buenos Aires and Cordoba (Argentina), Santiago (Chile),
Caracas (Venezuela), Montevideo and Punta del Este (Uruguay),
AsunciOn and Ciudad del Este (Paraguay), and Santa Cruz de la
Sierra and Cochabamba (Bolivia)

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 27, 2007, Standard & Poor's Ratings Services affirmed its
'BB' long-term corporate credit rating on Brazil-based airline
TAM S.A.  S&P said the outlook is stable.

On July 23, 2007, Fitch Ratings affirmed the 'BB' foreign
currency and local currency Issuer Default Ratings of TAM S.A.
Fitch has also affirmed the 'BB' rating of its US$300 million of
senior unsecured notes due 2017 as well as the company's
'A+(bra)' national scale rating and for its first debentures
issuance (BRL500 million).  Fitch's rating outlook is stable.


TELE NORTE: Purchasing Preferred Stocks Issued by Brasil Telecom
----------------------------------------------------------------
Tele Norte Leste Participacoes SA will continue buying preferred
stocks issued by Brasil Telecom SA, either through direct trades
or through public tender offers.

Tele Norte told Business News Americas that in this way it will
be able to acquire one third of Brasil Telecom preferred shares
"that are freely circulating."  BNamericas notes that Tele Norte
already acquired 13.6 million preferred shares in parent company
Brasil Telecom  Participacoes SA, which is 5.92% of the total
existing stocks.  It also acquired 10.7 million preferred shares
of Brasil Telecom, which is 3.44% of the total.

Tele Norte's controller Telemar successfully concluded in April
2008 talks for the acquisition of 22.28% of Brasil Telecom
Participacoes for BRL5.86 billion.  

                    About Brasil Telecom

Headquartered in Brasilia, Brasil Telecom S.A. --
http://www.brasiltelecom.com.br-- is an integrated    
telecommunications company operating in nine states in the
southern, mid-western and northern regions of Brazil.  In 2007,
the company reported consolidated net revenues of
BRL11.1 billion.

                      About Tele Norte

Headquartered in Rio de Janeiro, Brazil, Tele Norte Leste
Participacoes SA -- http://www.telemar.com.br-- is a provider
of fixed-line telecommunications services in South America.  The
company markets its services under its Telemar brand name.  Tele
Norte's subsidiaries include Telemar Norte Leste SA; TNL PCS SA;
Telemar Internet Ltda.; and Companhia AIX Participacoes SA.

                        *     *     *

As reported on April 27, 2007, Standard & Poor's Ratings
Services placed on CreditWatch with negative implications the
'BB+' corporate credit rating on Tele Norte Leste Participacoes
S.A.  The creditwatch resulted from TmarPart's decision to buy
out its holding company's preferred shares.


UNIAO DE BANCOS: Net Income Up 27.5% to BRL741 Mil. in 1Q 2008
--------------------------------------------------------------
Uniao de Bancos Brasileiros SA (a.k.a. Unibanco) reported its
net income reached BRL741 million in first quarter 2008, up
27.5% when compared to first quarter 2007.  In the same period,
operating income was BRL1,133 million, up 21.3% from first
quarter 2007.

The stockholders' equity was BRL12.2 billion, and annualized
return on average equity reached 27% in first quarter 2008.

Uniao de Bancos' total assets reached BRL156.2 billion, up 35.6%
when compared to March 31, 2007.  It is worth mentioning the
BRL19.2 billion increase in total loans.  Annualized return on
average assets was 2% in first quarter 2008.

The loan portfolio reached BRL66,153 million in March 2008, up
7.7% in the quarter and 40.7% in 12 months.  Retail portfolio
increased 49% in 12 months, with highlight for growth in auto
loans, up 94.6%; SME loans, 49.6%; and own portfolio of payroll
loans, 42.8%.  Wholesale portfolio grew 29.3% in the last 12
months, as a result of an increasing demand from large companies
for funds in the Brazilian market, mainly due to the lower
liquidity in the international market.

The bank's risk management policy, along with the increase in
lower risk portfolios, has provided a continuous asset quality
improvement, reflected in the decreasing ratio of non performing
loans, to 3.6% of total portfolio in March 2008 from 5.1% in
March 2007.

The increase in the bank's total funding was 43.4% in the last
12 months, above the loan portfolio growth in the same period.

The bank's personnel and administrative expenses posted a 3.4%
decrease in first quarter 2008 from fourth quarter 2007, mainly
due to the seasonal effects in the period.  Considering
companies under Uniao de Bancos' direct management, these
expenses increased 7.5% when compared to first quarter 2007,
largely due to the Retail business expansion, and the wage
increase.  As a consequence of operational efficiency
management, the efficiency ratio reached 45.3% in first quarter
2008 vis-a-vis 48.6% verified in first quarter 2007, a 330 b.p.
improvement.

Uniao de Bancos remains satisfied and confident with the ongoing
results and the continuous improvement of its performance.

Headquartered in Sao Paulo, Brazil, Uniao de Bancos Brasileiros
SA -- http://www.unibanco.com/-- is a full-service financial  
institution providing a range of financial products and services
to a diversified individual and corporate customer base
throughout Brazil.  The company's businesses comprise segments:
Retail, Wholesale, Insurance and Pension Plans and Wealth
Management.  Uniao de Bancos and its associated companies
FinInvest, LuizaCred, PontoCred and Tecban (Banco 24 Horas)
offer a network composed of 17,000 points of service.  It also
counts on 7,580 automated teller machines and all 30 Hours'
products and services, including the telephone service and the
Internet banking.  The company's international network consists
of branches in Nassau and the Cayman Islands; representatives
offices in New York; banking subsidiaries in Luxembourg, the
Cayman Islands and Paraguay; and a brokerage firm in New York
-- Unibanco Securities Inc.

    *     *     *

In April 2008, Moody's Investors Service assigned a Ba2 foreign
currency deposit rating to Uniao de Bancos Brasileiros SA.



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

AMERICAN MARINE: Deadline for Proofs of Claim Filing Is May 14
--------------------------------------------------------------
American Marine & Offshore Services Ltd.'s creditors have until
May 14, 2008, to prove their claims to Helen Zhou, the company's
liquidators, or be excluded from receiving any distribution or
payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

American Marine's shareholder decided on March 31, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Helen Zhou
              c/o P.O. Box 309, Grand Cayman,
              Cayman Islands


AMERICAN MARINE: To Hold Final Shareholders Meeting on May 14
-------------------------------------------------------------
American Marine & Offshore Services Ltd. will hold its final
shareholders meeting on May 14, 2008, at 10:00 a.m. at 1900 West
Loop South No. 920, Houston, Texas 77027, USA.

Accounting of the wind-up process will be taken up during the
meeting.

American Marine's shareholder agreed on March 31, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Helen Zhou
              c/o P.O. Box 309, Grand Cayman,
              Cayman Islands


GREYHOUND INCOME: Proofs of Claim Filing Deadline Is May 14
-----------------------------------------------------------
Greyhound Income Strategies Fund Ltd.'s creditors have until
May 14, 2008, to prove their claims to Glen Trenouth, the
company's liquidators, or be excluded from receiving any
distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

Greyhound Income's shareholders decided on April 2, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Glen Trenouth
              P.O. Box 31118, Grand Cayman,
              Cayman Islands
              Telephone: (345) 943 8800
              Fax: (345) 943 8801


LAFFERTY LTD: Proofs of Claim Filing Deadline Is Until May 14
-------------------------------------------------------------
Lafferty Ltd.'s creditors have until May 14, 2008, to prove
their claims to Gordon I. MacRae and Naul C. Bodden, the
company's liquidators, or be excluded from receiving any
distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

Lafferty Ltd.'s shareholder decided on April 4, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

              Gordon I. MacRae and Naul C. Bodden
              Attn: Korie Drummond
              c/o Kroll (Cayman) Limited
              4th Floor, Bermuda House
              Dr. Roy's Drive, Grand Cayman,
              Cayman Islands
              Telephone: +1 (345) 946-0081
              Fax: +1 (345) 946-0082


ORIENTAL CAPITAL: Deadline for Proofs of Claim Filing Is May 14
---------------------------------------------------------------
Oriental Capital Fund Co.'s creditors have until May 14, 2008,
to prove their claims to Susan Lo Yee Har and Linburgh Martin,
the company's liquidators, or be excluded from receiving any
distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

Oriental Capital's shareholder decided on March 27, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

              Susan Lo Yee Har
              28 Three Pacific Place,
              1 Queen's Road East, Hong Kong

                       or

              Linburgh Martin
              Attn: Kim Charaman
              c/o Close Brothers (Cayman) Limited
              4th Floor, Harbour Place
              P.O. Box 1034, Grand Cayman,
              Cayman Islands
              Telephone: (345) 949 8455
              Fax: (345) 949 8499


PFA ASSURANCE: Proofs of Claim Filing Deadline Is Until May 14
--------------------------------------------------------------
PFA Assurance Group Ltd.'s creditors have until May 14, 2008, to
prove their claims to Messrs. Kenneth Krys and Christopher
Stride, the company's liquidators, or be excluded from receiving
any distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

PFA Assurance's shareholder decided on April 14, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

              Kenneth Krys and Christopher Stride
              Attn: Mathew Clingerman
              c/o Krys & Associates (Cayman) Ltd.
              P.O. Box 31237, Grand Cayman,
              Cayman Islands
              Telephone: (345) 949-0355
              Fax: (345) 949-0360


SLOANE ROBINSON: Deadline for Proofs of Claim Filing Is May 14
--------------------------------------------------------------
Sloane Robinson Investment (Cayman) Ltd.'s creditors have until
May 14, 2008, to prove their claims to Linburgh Martin and John
Sutlic, the company's liquidators, or be excluded from receiving
any distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

Sloane Robinson's shareholder decided on April 3, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

              Linburgh Martin
              Attn: Kim Charaman              
              c/o Close Brothers (Cayman) Limited
              Fourth Floor, Harbour Place
              P.O. Box 1034, Grand Cayman,
              Cayman Islands
              Telephone: (345) 949 8455
              Fax: (345) 949 8499


TAHOMA INTERNATIONAL: Proofs of Claim Filing Deadline Is May 14
---------------------------------------------------------------
Tahoma International Ltd.'s creditors have until May 14, 2008,
to prove their claims to Stuart K. Sybersma and Ian A. N. Wight,
the company's liquidators, or be excluded from receiving any
distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

Tahoma International's shareholder decided on April 13, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

              Stuart K. Sybersma and Ian A. N. Wight
              Attn: Jessica Turnbull
              Deloitte, P.O. Box 1787GT,
              Grand Cayman, Cayman Islands
              Telephone: (345) 949 7500
              Fax: (345) 949 8258


WESSEX HOLDINGS: Proofs of Claim Filing Deadline Is May 14
----------------------------------------------------------
Wessex Holdings Ltd.'s creditors have until May 14, 2008, to
prove their claims to Buchanan Limited, the company's
liquidators, or be excluded from receiving any distribution or
payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

Wessex Holdings' shareholders decided on April 2, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Buchanan Limited
              Attn: Francine Jennings
              P.O. Box 1170, Grand Cayman,
              Cayman Islands
              Telephone: (345) 949-0355
              Fax: (345) 949-0360


WESSEX HOLDINGS: Holds Final Shareholders Meeting on May 14
-----------------------------------------------------------
Wessex Holdings Ltd. will hold its final shareholders meeting on
May 14, 2008, at the offices of Cititrust (Jersey) Limited, 38,
Esplanade, St. Helier, Jersey.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process.

Wessex Holdings's shareholders agreed on April 2, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Buchanan Limited
              Attn: Francine Jennings
              P.O. Box 1170, Grand Cayman,
              Cayman Islands
              Telephone: (345) 949-0355
              Fax: (345) 949-0360



=========
C H I L E
=========

CODELCO: Won't Have to Hire 5,000 Outsourced Workers, Court Says
----------------------------------------------------------------
The Supreme Court of Chile has ruled that Corporacion Nacional
del Cobre a.k.a. Codelco won't have to hire 5,000 outsourced
workers.

Business News Americas relates that the labor regulator had
issued a report listing some 5,000 subcontracted employees at
Codelco.  The regulator had ordered Codelco to place the listed
workers on its payroll.

According to published reports, the supreme court ruled that it
was unconstitutional for the labor regulator to dictate which
employees a firm must hire.

Codelco said it was satisfied with the ruling.  It would
continue the process of internalizing some functions being
carried out by subcontractors.

Codelco previously closed its El Teniente mine after the attack
of striking contract workers to buses carrying company workers.
Workers demanding bonuses and benefits started the strike on  
April 16, halting production.  As a result, the company
reportedly incurred almost US$100 million on supply services as
of April 29, and contributed to a 26% gain in copper prices this
year in New York.

As reported in the Troubled Company Reporter-Latin America on
May 9, 2008, protests at Codelco stopped after the government
proposed that employees get an advance on a CLP500,000 bonus
that was due to be paid by year-end.  The government agreed with
labor organization Central Unitaria de Trabajadores to obligate
Codelco's suppliers to advance CLP300,000 of the bonus.

Some suppliers at Codelco, however, are refusing to advance the  
bonus payments to employees.  The union representing Codelco's
outsourcers, the CTC, also didn't participate in the signing of
the bonus advance accord.

Corporacion Nacional del Cobre -- Codelco -- explores, develops,
mines and processes copper in Chile. The principal product of
the company is Grade A copper cathodes. The company, which is
owned by Chilean government, exports most of its production to
companies in Europe and Asia.


SCIENTIFIC GAMES: Earns US$19.9 Million in First Quarter 2008
-------------------------------------------------------------
Scientific Games Corporation reported first quarter 2008
revenues of US$257.0 million, up 6% from US$242.3 million in the
first quarter of 2007.  Net income was US$19.9 million or
US$0.21 per diluted share, down from net income of US$24.8
million or US$0.26 per diluted share in the first quarter of
2007.

Non-GAAP adjusted net income, excluding the Global Draw Limited
earn-out accrual, phone card business restructuring cost, and
stock compensation expense was US$29.0 million or US$0.31 per
non-GAAP diluted share, compared to non-GAAP adjusted net income
of US$30.0 million or US$0.32 per non-GAAP diluted share in the
first quarter of 2007.

EBITDA for the first quarter of 2008 was US$76.9 million, up
from US$75.8 million in the first quarter of 2007. Adjusted
EBITDA increased 8% to US$89.9 million for the first quarter of
2008, compared to adjusted EBITDA of US$82.9 million for the
first quarter of 2007.

During the quarter ended March 31, 2008, Scientific Games
recorded charges of US$1.8 million, or US$0.01 per share, for a
portion of the Global Draw contingent earn-out, US$2.8 million,
or US$0.02 per share, for the phone card business restructuring
costs and a charge of US$8.5 million, or US$0.06 per share, for
stock compensation expense.

                          Printed Products

Printed Products Group revenue increased by 19% overall to
US$135.9 million in the first quarter; Printed Products Group
service revenue for the quarter was US$127.2 million, 22% ahead
of the first quarter of 2007.  Excluding revenues from Oberthur
Gaming Technologies (OGT) of US$19.5 million, the Pennsylvania
cooperative service contract re-pricing, and instant tickets
shipped to China, ‘same store' sales growth in the quarter was
just under 9%.  Holding all of these things constant and
excluding licensed products, ‘same store' sales were up 15% in
the quarter.  Once again we saw strong results from instant
ticket sales in the U.K. and in Italy.

As expected, overall margins in the Printed Products Group
improved sequentially from 39% in the fourth quarter of 2007 to
43% in the first quarter of this year, and nearly back to the
pre-OGT level of 44% recorded in the first quarter of 2007.  The
integration of OGT was completed part way through the first
quarter of 2008 and the company expects to see the full benefits
accruing in future quarters.  First quarter revenue and gross
margin were further impacted by the fact that while close to a
billion instant tickets were manufactured and delivered to
China, revenue was recognized on less than a quarter of the
production, with the balance expected to be recognized in the
second quarter.

As mentioned previously, the Printed Products Group underwent a
restructuring of the phone card business in the Leeds, England
plant in the first quarter 2008 and incurred a charge of US$2.8
million, predominantly for employee termination.  The redesign
of our phone card product allows us to significantly reduce the
number of employees needed to package the product and we expect
margins to improve from this segment going forward.

During the quarter, Scientific Games announced the successful
launch of Olympic-themed instant lottery tickets by the China
Sports Lottery in the People's Republic of China.  The program
debuted on Sunday, March 23rd, in the Shandong province with
over 1,500 initial retail locations.  CSL has achieved
approximately 1.3 billion Yuan or US$180 million in sales since
this launch. CSL and Scientific Games have now expanded into
nine provinces with 13,500 retailers with plans to expand into
additional provinces approximately every two weeks until all 31
provinces in the PRC sell CSL instant tickets.

These initial results are all due to the company's successful
design, installation and operation of the national instant
ticket network with the CSL, comprising a central monitoring and
control system and a national call center.  The company expects
to have 40,000 instant ticket validation terminals online by the
start of the Beijing Olympics, and at least 90,000 terminals by
the end of 2009.  The company's CSL printing agreement to
establish a state-of-the-art instant ticket production facility
in China is also on track to be complete by the end of the year.

Subsequent to the end of the quarter, Scientific Games announced
it had been awarded its fourth cooperative service contract in
Germany with the Sachsen-Anhalt Lottery to supply instant
tickets and cooperative services to 2.5 million people and
approximately 670 retailers.

                     Lottery Systems Group

A year to year decline in one-time lottery equipment sales of
nearly US$3 million accounted for the overall decline in Lottery
Systems Group revenue in the quarter.  While Lottery Systems
Group margins declined slightly to 45% from 46% in 2007,
domestic system margins, which have been increasing steadily for
several quarters, improved once again by nearly a full
percentage point to 45%.

During the first quarter of 2008, Scientific Games announced a
contract to supply 25,000 Leonardo/WAVE(TM) terminals to SISAL
S.p.A., a leading Italian lottery and gaming company.  Terminal
deliveries will begin in the second quarter of this year and
continue for the next 36 months.

The Televisa Mexican lottery contract continued to have a
negative impact on earnings, costing the company US$2.8 million,
approximately US$0.02 per share, in the first quarter of 2008.   
As previously indicated, we believe the launch of instant
tickets is the key to future profitability.  At the present
time, progress has been made in this regard, and we are
cautiously optimistic that instant tickets will be launched
during the second half of 2008.

Subsequent to the end of the quarter, after an open and
competitive procurement process, the Pennsylvania Department of
Revenue announced it selected Scientific Games to enter into
negotiations for its lottery systems contract to supply a new
range of lottery equipment, including the "next-generation"
WAVE(TM) terminal.  The contract begins in January 2009, will
have an initial term of five years, and will provide for five
one-year extension options.  Also during the quarter the company
was granted a nine-month contract extension by the West Virginia
Lottery to allow our previously announced protest to run its
course.

                       Diversified Gaming

Global Draw's 'same store' sales were up 36% in win per shop for
the first quarter of 2008 versus 2007; and 17% on a win per
terminal basis, both achieving record highs.  By the end of the
first quarter, Global Draw had connected 547 William Hill
betting shops, representing approximately 2,100 dual-screen
Nevada terminals, to the Global Draw server-based satellite
network.  The total Global Draw installed base in the U.K. has
now reached 11,746 terminals.  Initial installations into
Corporacion Interamericana de Entretenimiento (CIE) in Mexico
are performing ahead of expectations, recording win per day in
excess of competitive products. Global Draw is also witnessing
progress on expanding this network elsewhere in Latin America,
Eastern Europe and Asia.

In contrast to strong revenue growth in Global Draw, revenues
within Diversified Gaming were down in the racing—related
businesses and in Games Media Limited.  The former was impacted
by the shift of the racing communications business from our own
books to the Roberts Communications Network, LLC joint venture
in the second quarter of 2007.  Games Media was impacted by the
strategic shift in its business mix from one-time sale of analog
machines in the first quarter of last year, to a digital,
participation-based recurring revenue model at present.  As
previously reported, the roll-out of the new Games Media model,
which builds on the Global Draw infrastructure, is proceeding
exceedingly well.  Lastly, as indicated earlier in this release,
Diversified Gaming profits were impacted by nearly US$2 million
due to the Global Draw earn-out accrual.

During the quarter, Scientific Games signed new contracts with
Nassau Regional Off-Track Betting Corporation to replace the
existing totalisator services agreement for the provision of
wagering systems hardware, software, service, wagering devices
and a new digital Interactive Voice Response (IVR) telephone
wagering system as well as provide for the implementation of a
new Trackplay(TM) advanced deposit wagering (ADW) website.  The
company also signed four new contracts with customers in Germany
and Finland for the provision of pari-mutuel wagering systems,
terminal and services.

                    Share Repurchase Program

During the quarter Scientific Games purchased 1,000,000 shares
at an aggregate cost of approximately US$18.0 million or
US$18.03 per share.  The remaining authorization under the
company's stock repurchase program totaled US$172 million at
March 31, 2008.

                    Convertible Debentures

A market price event did not occur for the quarter ended
March 31, 2008 and, accordingly, the Convertible Debentures are
not convertible during the current quarter ending June 30, 2008.  
During the first quarter of 2008, the average price of the
company's common stock did not exceed the specified conversion
price of US$29.10 of the Convertible Debentures. Because of
this, no additional shares of common stock have been included in
the weighted average number of diluted shares for the first
quarter of 2008.

                       About Scientific Games

Scientific Games Corporation (NASDAQ: SGMS) --  
http://www.scientificgames.com/-- is an integrated supplier of  
instant tickets, systems and services to lotteries worldwide, a
leading supplier of fixed odds betting terminals and systems,
Amusement and Skill with Prize betting terminals, interactive
sports betting terminals and systems, and wagering systems and
services to pari-mutuel operators.  It is also a licensed pari-
mutuel gaming operator in Connecticut, Maine and the Netherlands
and is a leading supplier of prepaid phone cards to telephone
companies.  Scientific Games' customers are in the United States
and more than 60 other countries.  The company has additional
productions and operating facilities located in Austria, Chile
and the United Kingdom.


SCIENTIFIC GAMES: Moody's Rates New US$850 Mln Facility at Ba1
--------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Scientific
Games Corporation's proposed US$600 million term loan and US$250
million revolving credit agreement.

Moody's also affirmed the company's Ba2 corporate family and
probability of default rating, and Ba3 rating on the existing
US$200 million senior subordinated debentures.  Moody's will
withdraw the ratings of the company's existing term loans and
revolver when the proposed transaction closes.  The rating
outlook is stable.

The proceeds from the new term loan will be used to refinance
outstanding loans under the company's existing term loan and
revolver and for general corporate purposes. The obligor under
the proposed facilities will be Scientific Games International,
Inc., a wholly owned subsidiary of SGC. The Facilities will be
secured by all assets and guaranteed by all domestic
subsidiaries, as well as by SGC.

The rating affirmation reflects SGC's leading position in the
faster growing instant ticket segment of the lottery industry,
good contract retention rates, and solid growth prospects
internationally. SGC has just finished absorbing several
acquisitions and consolidating instant ticket plant capacity.
Improvement in consolidated operating margins is expected as a
result of an improved cost structure along with the new instant
ticket contract in China, solid instant ticket growth in the UK
and Italy, and a growing installed base of fixed odds and sports
betting terminals.

Credit concerns include above average leverage for the rating
category, a decline in consolidated operating margins over the
past few years, spending to support growth initiatives,
particularly in China, and a potential slow down in domestic
lottery demand due to weak macro-economic conditions.

Rating assigned:

    * Scientific Games International, Inc.

   -- US$600 million term loan at Ba1 (LGD 2, 29%)
   -- US$250 million revolving credit facility at Ba1 (LGD2,
      29%)

Ratings to be withdrawn:

   -- US$300 million revolver at Ba1 (LGD2, 25%)
   -- US$100 million term loan C at Ba1 (LGD 2, 25%)
   -- US$150 million term loan D at Ba1 (LGD 2, 25%)
   -- US$200 million term loan E at Ba1 (LGD 2, 25%)

Scientific Games Corporation is a provider of services, systems,
and products to both the instant ticket lottery industry and
pari-mutuel wagering industry.  The company operates in three
business segments: Printed Products, Lottery Systems, and
Diversified Gaming.  Revenues for the year ended December 31,
2007 were US$1.0 billion.  The company has additional
productions and operating facilities located in Austria, Chile
and the United Kingdom.



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

BANCOLOMBIA SA: Posts COP93.1 Bil. Net Income in April 2008
-----------------------------------------------------------
Bancolombia S.A. reported unconsolidated net income of
COP93.1 billion during the past month of April.  As of April 30,
2008, net income for the company's unconsolidated totaled
COP425 billion for the first four months increasing 56.6% as
compared to the same period of 2007.

Net interest income, including investment securities totaled
COP216.4 billion for the month of April.  As of April 30, 2008,
net interest income totaled COP798.1 billion increasing 42.5% as
compared to the same period last year.

Net fees and income from services totaled COP66 billion for the
month ended April 30, 2008.  As of April 30, 2008, net fees and
income from services totaled COP249 billion increasing 21.5% as
compared to the same period last year.

Other operating income totaled COP40.1 billion for the month
ended April 30, 2008.  As of April 30, 2008, other operating
income totaled COP299.4 billion increasing 124.2% as compared to
the same period last year driven by the dividend income received
from the bank's subsidiaries.  These dividends are not included
in the consolidated results because of the application of
Colombian generally accepted accounting principles when
consolidating, the bank notes.  As a result, this dividend
income is only recorded in Bancolombia's unconsolidated results.

Operating expenses totaled COP144 billion for the month ended
April 30, 2008.  As of April 30, 2008, Operating expenses
totaled COP553 billion increasing 7.3% as compared to the same
period last year.

Total assets amounted to COP33.11 trillion, net loans amounted
to COP22.5 trillion, deposits totaled COP20.79 trillion and
Bancolombia's total shareholders' equity amounted to COP4.85
trillion.

Bancolombia's unconsolidated level of past due loans as a
percentage of total loans was 3.2% as of April 30, 2008, and the
level of allowance for past due loans was 128.9% as of the same
date.

                          Market Share

According to Colombia's national banking association
(ASOBANCARIA), Bancolombia's market share of the Colombian
financial system as of April, 2008 was as follows: 18.1% of
total deposits, 21.4% of total net loans, 18.7% of total
savings accounts, 20.6% of total checking accounts and 15.4% of
total time deposits.

                     About Bancolombia S.A.

Bancolombia S.A. is Colombia's largest full-service financial
institution, formed by a merger of three leading Colombian
financial institutions.  Bancolombia's market capitalization is
over US$5.5 billion, with US$13.8 billion asset base and US$1.4
billion in shareholders' equity as of Sept. 30, 2006.
Bancolombia is the only Colombian company with an ADR level III
program in the New York Stock Exchange.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 27, 2007, Moody's Investors Service changed the outlook to
positive from stable on its Ba3 long-term foreign currency
deposit ratings and Ba1 long-term foreign currency subordinated
bond rating for Bancolombia, S.A.


ECOPETROL: Petroleos de Venezuela Wants Partnership With Firm
-------------------------------------------------------------
Eric Watkins at Oil & Gas Journal reports that Venezuela's
President Hugo Chavez has suggested that Ecopetrol SA become a
partner of Petroleos de Venezuela SA in the Orinoco oil region.

According to Oil & Gas Journal, President Chavez said over
television, "As a matter of fact, I could propose that Colombia
come here to [participate in] the Orinoco oil region, even as it
brings down oil production at home."

Oil & Gas relates that Petroleos de Venezuela is purchasing
three times more natural gas from Colombia than what was
originally agreed upon.  Petroleos de Venezuela is buying 150
million cubic feet per day of natural gas from Colombia through
the 224-kilometer pipeline that was launched in October 2007.  
Petroleos de Venezuela initially offered to purchase 50 million
cubic feet per day of gas this year.

Colombian Energy Ministry's Hydrocarbons Director Julio Cesar
Vera told Bloomberg News that the increased purchases indicate
that the relationship between Colombia and Venezuela is solid.  
The supply of gas didn't drop, despite President Chavez's
threats to terminate the energy accords between the two nations
"after diplomatic clashes led to a serious political crisis,"
Mr. Vera added.

                About Petroleos de Venezuela

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

                       About Ecopetrol

Ecopetrol SA is an integrated-oil company that is wholly owned
by the Colombian government.  The company's activities include
exploration for and production of crude oil and natural gas, as
well as refining, transportation, and marketing of crude oil,
natural gas and refined products.  Ecopetrol is Latin America's
fourth-largest integrated-oil concern.  Operations are organized
into Exploration & Production, Refining & Marketing,
Transportation, and International Commerce & Gas.  Ecopetrol
produced 385,000 barrels a day of oil and gas in 2006 and has
330,000 barrels a day of refining capacity, according to the
company's Web site.  In 2005 it produced about 60 percent of
Colombia 's daily output.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 6, 2007, Fitch Ratings affirmed Ecopetrol S.A. 's foreign
and currency issuer default rating at 'BB+'.


GLOBAL CROSSING: Inks 54 Colombian Security Service Pacts in '07
----------------------------------------------------------------
Global Crossing Ltd. disclosed 54 signed new security service
contracts in Colombia in 2007, underscoring the advantages of
its managed security services and highlighting its new portfolio
of Global Crossing Security Solutions for the enterprise sector.  
The deals include contracts with both new and existing
customers.

The Ministry of Education -- which signed a 36-month contract
last year -- is just one example of the organizations that rely
on Global Crossing for critical managed security needs.

In addition to the government of Colombia, enterprises in the
financial, industrial and manufacturing sectors are also
investing in security solutions.  Companies such as Salud Total
and Calzado Spring Step, among many others around the country,
have also signed on for Global Crossing's solutions.

"Currently, enterprises are extremely aware of the value
information has in their businesses.  As a result, they don't
hesitate when making the necessary investments to secure their
processes and reduce their risks.  Global Crossing developed an
integral suite of security solutions that has been widely
embraced by customers and has positioned us as the technological
partner of choice for managed security for some of the most
important companies in the country," stated president of Global
Crossing in Colombia, Jaime Pelaez.

"As a leading provider of security services, we've always
strived to offer the best in managed security, as can be seen by
our launch of Latin America's Security Operations Center (SOC)
seven years ago; our set of innovative and proprietary solutions
for enterprises, such as our Unified Security portal; and the
launch of our complete Professional Services portfolio.  The
fact that customers ranging from government ministries to
financial services firms rely on us reaffirms that we're on the
right track," adds Mr. Martinez.

IDC, a leading provider of global IT research and advice defines
"Managed Security Services" as those services that manage
security 24x7, real time, including monitoring, protection,
scalability, analysis and response time to incidents, applied on
technologies of "management of anti-virus, firewalls, IDS/IDP,
VPNs, UTM, etc.  It also includes other services that assure the
correct operation of information assurance systems.  According
to IDC estimates for the Colombian Managed Security Services
market, Global Crossing ranks number one in market share and
is among the leading providers.

By providing managed security leveraging resources of Security
Operation Center combined with world-class ICT infrastructure,
Global Crossing Security Solutions help protect customers'
sensitive information, maintaining their business agility and
flexibility.  Global Crossing Continuity Solutions provide
preventive tools and redundancy capabilities that keep
businesses running or help minimize any potential economic
losses caused by an unexpected incident.  On-Demand Solutions
let customers use what they need when they need it, including
network capacity, storage, processing power and managed
services.  They enable customers to respond rapidly and
adequately to the demands of their clients or to other business
opportunities.

                    About Global Crossing

Headquartered in Florham Park, New Jersey, Global Crossing Ltd.
(NASDAQ: GLBC) -- http://www.globalcrossing.com/-- provides  
telecommunication  services over the world's first integrated
global IP-based network.  Global Crossing serves many of the
world's largest corporations, providing a full range of managed
data and voice products and services.  The company filed for
chapter 11 protection on Jan. 28, 2002 (Bankr. S.D.N.Y. Case No.
02-40188).  When the Debtors filed for protection from their
creditors, they listed US$25,511,000,000 in total assets and
US$15,467,000,000 in total debts.  Global Crossing emerged from
chapter 11 on Dec. 9, 2003.

Global Crossing's Latin American business has operations in
Argentina, Brazil, Chile, Colombia, Ecuador, Panama, Peru,
Mexico, Venezuela and the United States (Florida).  It also has
operations in the United Kingdom.

                         *     *     *

At Sept. 30, 2007, Global Crossing Ltd.'s balance sheet showed
total assets of US$2.6 billion, total debts of US$2.7 billion
and a US$74 million stockholders' deficit.

As reported in the Troubled Company Reporter-Latin America on
Nov. 8, 2007, Global Crossing Ltd. said in a statement that its
net loss increased 75% to US$89 million in the third quarter
2007, compared to US$51 million in the third quarter 2006.


GLOBAL CROSSING: Says New Orders Steady Despite Credit Crisis
-------------------------------------------------------------
Global Crossing Ltd. said new orders are stable albeit a global
credit crisis and the possibility of an economic slowdown,
various reports states.

The company's Chief Financial Officer Jean Mandeville told
Bloomberg News that average monthly revenue from new orders was
about US$4.1 million in April, the same rate as during the two
preceding quarters.

"We help other people to reduce their costs.  We don't see any
slowdown at all at this stage," Bloomberg reports, citing
Mr. Mandeville as saying.

According to Royal Gazzette, the company climbed 50 cents, or
2.9 percent, to US$17.89 at 4 p.m. New York time, May 12, in
Nasdaq Stock Market trading.  The shares have dropped 19 percent
in 2008.

Headquartered in Florham Park, New Jersey, Global Crossing Ltd.
(NASDAQ: GLBC) -- http://www.globalcrossing.com/-- provides      
telecommunication  services over the world's first integrated
global IP-based network.  Global Crossing serves many of the
world's largest corporations, providing a full range of managed
data and voice products and services.  The company filed for
chapter 11 protection on Jan. 28, 2002 (Bankr. S.D.N.Y. Case No.
02-40188).  When the Debtors filed for protection from their
creditors, they listed USUS$25,511,000,000 in total assets and
USUS$15,467,000,000 in total debts.  Global Crossing emerged
from chapter 11 on Dec. 9, 2003.

Global Crossing's Latin American business has operations in
Argentina, Brazil, Chile, Colombia, Ecuador, Panama, Peru,
Mexico, Venezuela and the United States (Florida).  It also has
operations in the United Kingdom.

                         *     *     *

At Sept. 30, 2007, Global Crossing Ltd.'s balance sheet showed
total assets of US$2.6 billion, total debts of USUS$2.7 billion
and a US$74 million stockholders' deficit.

As reported in the Troubled Company Reporter-Latin America on
Nov. 8, 2007, Global Crossing Ltd. said in a statement that its
net loss increased 75% to US$89 million in the third quarter
2007, compared to USUS$51 million in the third quarter 2006.



===================================
D O M I N I C A N   R E P U B L I C
===================================

PRC LLC: Judge Glenn Approves Disclosure Statement
--------------------------------------------------
The Honorable Martin Glenn of the U.S. Bankruptcy Court for the
Southern District of New York approved PRC LLC and its debtor-
affiliates' Amended Disclosure Statement explaining the Debtors'
Joint Plan of Reorganization on May 8, 2008.

The Court finds that the Amended Disclosure Statement provides
"adequate information" pursuant to Section 1125 of the U.S.
Bankruptcy Code.

The Voting Record Date for creditors entitled to vote on the
Plan, including the holders of Class 4 Allowed Prepetition First
Lien Claims, Class 5 Allowed Prepetition Second Lien Claims, and
Class 6 General Unsecured Claims, is May 8, 2008, the Court
ruled.  

The Debtors are directed to complete the mailing of the
Solicitation Packages no later than May 15, 2008.  The
Solicitation Packages will contain, among other things, a copy
of the Disclosure Statement and Plan, the Disclosure Statement
Order; the Confirmation Hearing Notice; and the appropriate
Ballot and ballot instructions together with a return envelope.

The Court also approved the proposed form of the ballots, and
the proposed tabulation and voting procedures.  

All Ballots of voting parties-in-interest must be properly
executed, completed, and delivered to the Epiq Systems
Bankruptcy Solutions by first-class mail, overnight courier, or
personal delivery no later than 4:00 p.m., on June 9, 2008.

The Confirmation Hearing will be held on June 19, 2008, at 10:00
a.m.  Any response or objection to the approval of the Plan must
be filed with the Court by June 12, at 4:00 p.m.

                      Objections Overruled

Among those who disputed the Disclosure Statement before the
Court's approval order were Verizon Communications, Inc., and
its affiliates, ACE American Insurance Company, ACE Property &
Casualty Insurance Company, and Illinois Union Insurance
Company.

In response to Verizon's objections, the Debtors contended that:

   * Verizon did not cite any authority to deny them the right
     to amend the schedule of executory contracts up to the Plan
     confirmation as being in some point violating the "adequate
     information" provision of Section 1125;

   * it is not their purpose to delay payment.  The relevant
     provision of the Disclosure Statement merely provides that
     "[e]xcept to the extent that different treatment has been
     agreed to by the parties, within 30 days after the
     Effective Date, the Reorganized Debtors will cure all
     undisputed defaults under any executory contract or
     unexpired lease assumed by the Debtors pursuant to the
     Plan;"

   * contrary to Verizon's arguments, Section 365 of the
     Bankruptcy Code allows removal of an executory contract
     from the schedule of assumed contracts, post-confirmation,
     based on the resolution of a disputed cure claim.

In addition, the Debtors proposed to delete the final clause
"except as ordered by the Court before the Voting Deadline" in
order to clarify that any creditor whose claim is subject to an
objection can file a motion under Rule 3018(a) of the Federal
Rules of Bankruptcy Procedure for temporary allowance of their
claim.

IAC/InterActiveCorp also asked the Court to postpone the
recently  concluded Disclosure Statement hearing, asserting that
the Disclosure Statement improperly incorporated the approval of
the Debtors' settlement with the Official Committee of Unsecured  
Creditors on only five days' notice, in plain violation of Rules
Rules 2002 and 9019 of the Federal Rules of Bankruptcy
Procedure.

"A 20 days' notice is required under Rules 2002 and 9019 to
approve a settlement entered into by a debtor," Janet M. Weiss,
Esq., at Gibson, Dunn & Crutcher LLP, in New York, said.

The Court, however, ruled that all objections to the Disclosure
Statement not otherwise withdrawn or resolved are overruled;
provided that the objections raised by ACE Group of Companies
will be heard at the Confirmation Hearing.

A full-text copy of the Disclosure Statement Order is available
for free at:

              http://researcharchives.com/t/s?2bc7

                          About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer             
management solutions.  PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor.  Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Court approved the Debtors' Disclosure Statement on May 8,
2008.  (PRC LLC Bankruptcy News, Issue No. 12; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


PRC LLC: Can Hire Epiq Systems as Voting and Tabulation Agent
-------------------------------------------------------------
PRC LLC and its debtor-affiliates obtained permission from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Epiq Bankruptcy Solutions as their voting and tabulation
agent.

As reported in the Troubled Company Reporter, April 18, 2008,
the Debtors sought to hire Epiq for the purpose of assisting
with, among other things, the solicitation and calculation of
votes and the distribution as required in furtherance of
confirmation of the Debtors' plan of reorganization, Alfredo
Perez, Esq., at Weil, Gotshal & Manges LLP, in Houston, Texas,
related.

In an effort to reduce administrative expenses related to Epiq's
retention, the Debtors sought authorization to pay Epiq's fees
and expenses, as set in the Epiq Agreement dated Jan. 18, 2008,
without the necessity of Epiq filing formal fee applications.

The Debtors believe that no additional information regarding
Epiq's disinterestedness to support the firm's employment as
voting and tabulation agent is required as they have received
authorization to retain Epiq as their claims and noticing agent.

                          About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer             
management solutions.  PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor.  Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Court approved the Debtors' Disclosure Statement on May 8,
2008.  (PRC LLC Bankruptcy News, Issue No. 12; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


PRC LLC: Wants to Employ Korn Ferry as Hiring Consultants
---------------------------------------------------------
PRC LLC and its debtor-affiliates seek authority from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Korn/Ferry International as their executive search consultants,
pursuant to the terms and conditions of an agreement entered
into with Korn/Ferry dated May 1, 2008.

Korn/Ferry will assist in the identification of candidates to
fill the chief executive officer and chief financial officer
positions for the Debtors.

Korn/Ferry is a premier provider of executive talent management
solutions, conducting more than 10,000 senior-level searches for
clients worldwide each year, the Debtors note.  Korn/Ferry's
consultants are based in more than 80 offices in nearly 40
countries in the Americas, Asia/Pacific, Europe, the Middle East
and Africa.  

Korn/Ferry's services will be paid at fixed rates of US$200,000
for the successful identification of a chief executive officer
candidate, and US$110,000 for the successful identification of
chief financial officer position.  Korn/Ferry will also be
reimbursed for all search-related expenses, to be billed at 12%
of the fee capped at US$15,000.  

Alfredo R. Perez, Esq., at Weil, Gotshal & Manges LLP, in
Houston, Texas, says that although the Court previously approved
the retention of the Debtors' current Chief Executive Officer,
Regis G. McElhatton, Mr. McElhatton's term of employment as CEO
will expire on January 23, 2009.  The Debtors have also employed
an interim chief financial officer pursuant to a Court order
approving the retention of CXO, LLC, as restructuring advisors.

The Debtors believe that hiring the firm will enable them to
execute faithfully their duties as debtors and debtors in
possession and to further their reorganization efforts.  
Moreover, the Debtors maintain that the retention of Korn/Ferry
represents a prudent business decision as the company will soon
need to search for candidates to serve as permanent CEO and CFO
to provide for a seamless transition of senior leadership
following the company's successful emergence from their Chapter
11 cases.

The Debtors will pay the Korn/Ferry's first retainer on the
earlier of (i) the entry of a Court order approving the firm's
employment, or (ii) June 30, 2008.   

                          About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer             
management solutions.  PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor.  Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Court approved the Debtors' Disclosure Statement on May 8,
2008.  (PRC LLC Bankruptcy News, Issue No. 12; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)



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

AIR JAMAICA: Union Wants Workers to Benefit From MOU 3
------------------------------------------------------
The National Workers Union wants benefits in the the Third
Public Sector Memorandum of Understanding or MOU 3 to be
extended to Air Jamaica's workers, Radio Jamaica reports.

The National Workers' Vice-President Granville Valentine
commented to Radio Jamaica, "The government has signed an MOU,
that MOU represents what the government says they can pay the
public sector workers in government entities ... Air Jamaica is
a quasi government entity that falls squarely under the MOU,
more so, the Ministry of Finance has the responsibility to
oversee Air Jamaica, to make it even stronger and they're the
ones responsible for the MOU."  

Mr. Valentine is positive this interim measure of including
workers in the MOU 3 could end the protests at Air Jamaica,
Radio Jamaica states.

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

                          *    *     *

As reported in the Troubled Company Reporter-Latin America on
June 12, 2007, Moody's Investors Service assigned a rating of B1
to Air Jamaica Limited's guaranteed senior unsecured notes.

On July 21, 2006, Standard & Poor's Rating Services assigned a
"B" long-term foreign issuer credit rating on Air Jamaica Ltd.,
which is equal to the long-term foreign currency sovereign
credit rating on Jamaica, based on the government's
unconditional guarantee of both principal and interest payments.


CASH PLUS: Kevin Bandoian to Present Status Report in Court
-----------------------------------------------------------
Cash Plus Limited's Co-Interim Receiver Manager Kevin Bandoian
will present to the Supreme Court of Jamaica a status report on
the firm, Radio Jamaica reports.

Radio Jamaica says that Mr. Bandoian was given the mandate of
determining the status of the assets and liabilities of Cash
Plus and its affiliates, which status will determine if pay outs
can be made to lenders and creditors.

Presentation of the report was scheduled since last week.  Mr.
Bandoian, however, asked the court to extend the deadline for
seven days to complete his work.  The court granted another
extension last Friday.  Mr. Bandoain needed more time due to the
complexity of the process, Radio Jamaica states.

Cash Plus Limited is an investment club in Jamaica. It
collapsed in 2007 after the Financial Services Commission moved
to regulate its operations. The company is a financial arm of
the Cash Plus Group of Companies, a business conglomerate
established in 2002 by mortgage banker Carlos Hill. The company
offers its participants the opportunity to participate in the
group's ventures which include mergers and numerous
acquisitions.

In April this year, the Supreme Court of Jamaica placed Cash
Plus into receivership. Cash Plus admitted that it wouldn't be
able to pay its lenders until April 14. The firm has 40,000
lenders with loans totaling J$4 billion. Cash Plus was unable
to repay its investors. The Financial Services Commission said
it was informed by the attorney acting on behalf of Cash Plus
that the investment club lacked the funds to start the repayment
of the principal and interest owing to its investors.
PricewaterhouseCoopers' accountant Kevin Bandoian was appointed
as joint receiver-manager for Cash Plus.


MAAX HOLDINGS: Extends Forbearance Period to June 12
----------------------------------------------------
MAAX Holdings Inc. and certain of its subsidiaries further
amended the Credit and Guaranty Agreement, dated as of Jan. 9,
2007, with its senior secured lenders by entering into an
amendment and restatement of the forbearance agreement on
April 1, 2008, among the Lenders, the company and certain of the
company's subsidiaries.

Brookfield Bridge Lending Fund Inc., its collateral agent,
administrative agent and lender, and its swingline lender, HSBC
Bank Canada are the company's senior secured lenders.

Pursuant to the Amendment, Brookfield Bridge Lending Fund Inc.
and HSBC agreed to extend the forbearance period under the
forbearance agreement until June 12, 2008, and further agreed to
increase by US$35.0 million the Canadian revolving commitments
available to the Company, for a total increase of $45.0 million
of the Canadian revolving commitments over the initial amount
agreed to by the parties at inception of the credit facility.

The Company also recently announced that it has developed and is
pursuing a sales process to market the entire Company in the
pursuit of its overall objective of reducing its debt and
improving its capital structure.  In parallel with that sales
process, the Company is also continuing its discussions with its
key stakeholders, and continues to operate in the normal course.

"We continue to face adverse market conditions, particularly in
the United States. In the meantime, our focus remains on
improving operating efficiencies, on-time delivery, new
innovative product development and introduction, as well as on
restructuring our balance sheet to improve liquidity and
financial flexibility. This focus will allow us to protect and
improve our market position, and take advantage of any growth
opportunity that would result from an eventual rebound in our
market environment", stated Paul Golden, President of the
Company, and President and Chief Executive Officer of MAAX
Corporation.

            4th Quarter & Year Ended Feb. 29 Results

MAAX Holdings released last week its earnings for the fourth
quarter and fiscal year ended February 29, 2008.

The following presents a comparison of the Company's results
of operations for the quarterly and annual periods ended
February 29, 2008 against the results for the same periods ended
February 28, 2007.

Net sales for the fourth quarter ended February 29, 2008
decreased 10.8% to US$76.9 million from net sales of US$86.2
million for the fourth quarter ended February 28, 2007.  Net
sales were mainly impacted by the decline in the U.S. housing
industry. Operating losses decreased from US$62.0 million for
the quarter ended February 28, 2007 to US$59.3 million for the
quarter ended February 29, 2008 including a non cash impairment
charge of US$49.7 million incurred on our goodwill and
trademarks, compared to a similar charge of US$60.7 million
during the fourth quarter of the previous fiscal year ended
February 28, 2007.

Net sales for the fiscal year ended February 29, 2008 decreased
11.8% to US$375.5 million from net sales of US$425.9 million for
the fiscal year ended February 28, 2007.  Operating losses for
the same period increased US$60.2 million, from a loss of
US$44.6 million for the fiscal year ended February 28, 2007 to a
loss of US$104.8 million for the fiscal year ended February 29,
2008, including a non cash impairment charge of US$99.4 million
incurred on our goodwill and trademarks, compared to a similar
charge of US$60.7 million for the previous fiscal year ended
February 28, 2007.

For the fiscal year ended February 29, 2008, the company posted
a net loss of US$176.5 million, compared with US$115.1 million
in 2007.  Net loss of the fourth quarter was US$73.3 million
compared with US$77.1 million in the same period in 2007.

Free cash flow (cash flow related to operating activities minus
capital spending net of asset disposal) for the twelve months
ended February 29, 2008 was US$(23.6) million.  Total debt
amounted to US$540.9 million as of February 29, 2008 compared to
US$479.8 million as of February 28, 2007, an increase of
US$61.1 million.

As of February 29, 2008, the company showed strained liquidity
with US$79 million current assets available to pay US$598.6
million debts coming due with the next 12 months.  Total assets
reached US$384.3 million while total liabilities is almost twice
as much at US$622.8 million, resulting in a shareholders'
deficit of US$245.4 million.  A year ago, the company's
shareholders' deficit was US$92.4 million.

                           About MAAX

Headquartered in Quebec, MAAX Corporation --
http://www.maax.com/-- is a North American manufacturer of  
bathroom products, and spas for the residential housing market.
The Company is committed to offering its customers an enjoyable
experience: distinctive, stylish and innovative products and the
best customer service practices in the industry.  MAAX offerings
are available through plumbing wholesalers, bath, and spa
specialty boutiques and home improvement centers.  The company
has operations in Jamaica and Puerto Rico.

The corporation employs more than 2,000 people and currently
operates 16 manufacturing facilities and independent
distribution centers throughout North America and Europe. MAAX
Corporation is a subsidiary of Beauceland Corporation, itself a
wholly owned subsidiary of MAAX Holdings, Inc.

The Troubled Company Reporter-Latin America reported on April 9,
2008, that Moody's Investors Service withdrew all ratings on
MAAX Holdings, Inc. and MAAX Corporation for business reasons.

These ratings were withdrawn on MAAX Holdings, Inc.:

  -- Corporate Family Rating, Ca

  -- Probability of Default Rating, Ca

  -- Speculative Grade Liquidity Rating, SGL-4

  -- US$152 million 11.57% senior unsecured discount notes due
     2012, C (LGD6, 93%)

This rating was withdrawn on MAAX Corporation:

  -- US$150 million 9.75% senior subordinated notes due 2012, Ca
     (LGD5, 73%)


NATIONAL COMMERCIAL: Olint Attorney Questions Account Closure
-------------------------------------------------------------
Radio Jamaica reports that Olint Limited's lead attorney Gordon
Robinson has questioned the National Commercial Bank Jamaica
Ltd.'s haste to close the firm's accounts.

Radio Jamaica relates that the National Commercial asserted that
Olint's accounts put its operation at risk with the Bank of
Jamaica and institutions overseas.  

According to Radio Jamaica, Mr. Gordon claimed that the tough
stance taken by National Commercial "borders on contempt of
court."  However, Mr. Gordon argued that there is no evidence
that the Bank of Jamaica or any overseas institution threatened
to sever ties with the National Commercial if it doesn't close
Olint's accounts.  Mr. Gordon said that the National Commercial
hadn't charged Olint of being involved in any suspicious
transactions.

The Appeal Court should grant the extension of an injunction
that will continue to stop the National Commercial from closing
Olint's accounts, Radio Jamaica says, citing Mr. Gordon.  

As previously reported in the Troubled Company Reporter-Latin
America, Olint had taken out the injunction on Jan. 11, 2008,
when the National Commercial had planned to close Olint's
accounts, alleging that the company was unregulated and was
operating in breach of the Securities Act.  

Headquartered in Kingston, Jamaica, the National Commercial Bank
Jamaica Limited  -- http://www.jncb.com/-- provides commercial           
and retail banking, wealth management services.  The company's
services include personal banking, business banking, mortgage
loans, wealth management and insurance services.  Founded in
1977, the bank primarily operates in West Indies and the UK.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 18, 2006, Standard & Poor's Rating Services affirmed its
'B/B' counterparty credit and CD ratings on National Commercial
Bank Jamaica Ltd.  S&P said the outlook is stable.

As reported in the Troubled Company Reporter-Latin America on
May 2, 2007, Fitch Ratings affirmed these ratings on Jamaica-
based National Commercial Bank Jamaica Limited: long-term
foreign and local currency Issuer Default at 'B+'; short-term
foreign and local currency rating at 'B'; individual at 'D'; and
support at 4.  The rating outlook on the bank's ratings is
stable, in line with Fitch's view of the sovereign's
creditworthiness.



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

CLEAR CHANNEL: Extends Offer Date for 7.65% Senior Notes
--------------------------------------------------------
In connection with Clear Channel Communications, Inc.'s
previously announced tender offer for its outstanding 7.65%
Senior Notes due 2010 (CUSIP No. 184502AK8) and Clear Channel's
subsidiary AMFM Operating Inc.'s previously announced tender
offer for its outstanding 8% Senior Notes due 2008 (CUSIP No.
158916AL0), Clear Channel said that it has extended:

   -- the date on which the tender offers are scheduled to
      expire from 8:00 a.m. New York City time on May 9, 2008 to
      8:00 a.m. New York City time on May 16, 2008; and

   -- the consent payment deadline for the Notes from 8:00 a.m.
      New York City time on May 9, 2008 to 8:00 a.m. New York
      City time on May 16, 2008.

The Offer Expiration Date and the Consent Payment Deadline are
subject to extension by Clear Channel, with respect to the CCU
Notes, and AMFM, with respect to the AMFM Notes, in their sole
discretion.

The completion of the tender offers and consent solicitations
for the Notes is conditioned upon the satisfaction or waiver of
all of the conditions precedent to the Agreement and Plan of
Merger by and among:

     * Clear Channel,
     * CC Media Holdings, Inc.,
     * B Triple Crown Finco, LLC,
     * T Triple Crown Finco, LLC and
     * BT Triple Crown Merger Co., Inc.

dated November 16, 2006, as amended by Amendment No. 1, dated
April 18, 2007, and Amendment No. 2, dated May 17, 2007 and the
closing of the merger contemplated by the Merger Agreement. The
closing of the Merger has not occurred.

On March 26, 2008, Clear Channel, joined by CC Media Holdings,
Inc., filed a lawsuit in the Texas State Court in Bexar County,
Texas, against Citigroup, Deutsche Bank, Morgan Stanley, Credit
Suisse, The Royal Bank of Scotland, and Wachovia, the banks who
had committed to provide the debt financing for the Merger.
Clear Channel intends to complete the tender offers and consent
solicitations for the CCU Notes, and AMFM intends to complete
the tender offers and consent solicitations for the AMFM Notes,
upon consummation of the Merger.

Clear Channel previously announced on January 2, 2008 that it
had received, pursuant to its previously announced tender offer
and consent solicitation for the CCU Notes, the requisite
consents to adopt the proposed amendments to the CCU Notes and
the indenture governing the CCU Notes applicable to the CCU
Notes, and that AMFM had received, pursuant to its previously
announced tender offer and consent solicitation for the AMFM
Notes, the requisite consents to adopt the proposed amendments
to the AMFM Notes and the indenture governing the AMFM Notes.

As of May 7, approximately 95 percent of the AMFM Notes have
been validly tendered and not withdrawn and approximately 99
percent of the CCU Notes have been validly tendered and not
withdrawn. The Clear Channel tender offer and consent
solicitation is being made pursuant to the terms and conditions
set forth in the Clear Channel Offer to Purchase and Consent
Solicitation Statement for the CCU Notes dated December 17,
2007, and the related Letter of Transmittal and Consent. The
AMFM tender offer and consent solicitation is being made
pursuant to the terms and conditions set forth in the AMFM Offer
to Purchase and Consent Solicitation Statement for the AMFM
Notes dated December 17, 2007, and the related Letter of
Transmittal and Consent. Further details about the terms and
conditions of the tender offers and consent solicitations are
set forth in the Offers to Purchase and the related documents.

Clear Channel has retained Citi to act as the lead dealer
manager for the tender offers and lead solicitation agent for
the consent solicitations and Deutsche Bank Securities Inc. and
Morgan Stanley & Co. Incorporated to act as co-dealer managers
for the tender offers and co-solicitation agents for the consent
solicitations.  Questions regarding the tender offers should be
directed to:

     Citi
     Phone: 800-558-3745 (Toll-free)
            212-723-6106 (collect)

Global Bondholder Services Corporation is the Information Agent
for the tender offers and the consent solicitations.  Requests
for documentation should be directed to:

     Global Bondholder Services Corporation
     Phone: 212-430-3774 (for banks and brokers only)
            866-924-2200 (for all others toll-free)

                       About Clear Channel

Based in San Antonio, Texas, Clear Channel Communications Inc.
(NYSE:CCU) -- http://www.clearchannel.com/-- is a media
and entertainment company specializing in "gone from home"
entertainment and information services for local communities and
premiere opportunities for advertisers.  The company's
businesses include radio, television and outdoor displays.
Outside U.S., the company operates in 11 countries -- Norway,
Denmark, the United Kingdom, Singapore, China, the Czech
Republic, Switzerland, the Netherlands, Australia, Mexico and
New Zealand.  As of Dec. 31, 2007, it owned 717 core radio
stations, 288 non-core radio stations which are being marketed
for sale and a leading national radio network operating in the
United States.

                            *     *     *

In March 2008, Standard & Poor's Ratings Services said its
ratings on Clear Channel Communications, including the 'B+'
corporate credit rating, remain on CreditWatch with negative
implications.

Fitch Ratings stated that in line with previous guidance, Clear
Channel Communications' 'BB-' Issuer Default Rating and Senior
Unsecured Ratings would remain in place if the going-private
transaction is not completed.

Moody's stated that assuming the transaction is completed as
currently contemplated, Clear Channel will likely be assigned a
Corporate Family Rating of B2 and the rating on the existing
senior notes is likely to be notched down to Caa1 based on their
expected subordination to the new senior secured debt facilities
and the new senior notes.


DURA AUTOMOTIVE: Ct. Rejects Confirmation Hearing Extension Plea
----------------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware, denied a request by J.W. Korth, on behalf
of an ad hoc committee of holders of more than US$100 million of
8-5/8% Senior Bonds and 9% Subordinated Bonds of Dura Automotive
Systems Inc. and its debtor-affiliates, to extend the date of
the confirmation hearing to allow it more time to submit an
objection to the Plan's confirmation.

As reported in the Troubled Company Reporter on April 7, 2008,
Judge Carey set a hearing, on May 13, 2008, to confirm the
Debtors' revised Plan of Reorganization.

The Official Committee of Unsecured Creditors refuted J.W.
Korth's assertions that the Court cannot rely on the Committee's
recommendation supporting the Plan because the information
provided was flawed.  The Committee informed Judge Carey that it
based its recommendation after a careful independent review and
analysis of the Debtors' businesses performed by the Committee's
financial advisors, Chanin Capital Partners.

The Committee said it has fully reviewed the Debtors'
liquidation analysis and believes that the Revised Plan provides
a greater recovery to the Senior Notes Claims and other general
unsecured claims than if the Debtors' Chapter cases were
converted to cases under Chapter 7 of the Bankruptcy Code.

The Committee added it believes the Revised Plan, which is the
result of substantial negotiation among the Committee, the
Debtors, and other creditor constituencies, is fair and
equitable and does not discriminate unfairly.  Furthermore, the
Committee pointed out that each impaired class entitled to vote
has accepted the Revised Plan.

The Committee avers J.W. Korth improperly suggested that certain
current owners of the Second Lien Facility Claims and Senior
Notes Claims are "insiders" who are not entitled to vote on the
Revised Plan.  It pointed out J.W. Korth failed to identify any
individual who meets the definition of insider set forth in the
Bankruptcy Code and should, consequently, be disqualified from
voting, the Committee further noted.

In a letter sent to Judge Carey, Jeff Comfort, a retail
investor, asked the Court direct the creation of an unsecured
creditors committee to look at the valuation of the Debtors by
an independent third party.  "There are huge discrepancies in
what was previously published and what management are now saying
the company is worth."  Mr. Comfort said.  "The value is
whatever the management wants it to be unless there is an
independent valuation."  Mr. Comfort noted that "the public
would like to know where almost $1,000,000,000 went."

Rochester Hills, Mich.-based DURA Automotive Systems Inc.
(Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent  
designer and manufacturer of driver control systems, seating
control systems, glass systems, engineered assemblies,
structural door modules and exterior trim systems for the global
automotive industry.  The company is also a supplier of similar
products to the recreation vehicle and specialty vehicle
industries.  DURA sells its automotive products to North
American, Japanese and European original equipment manufacturers
and other automotive suppliers.

The company has three locations in Asia -- China, Japan and
Korea.  It has locations in Europe and Latin-America,
particularly in Mexico, Germany and the United Kingdom.

The Debtors filed for chapter 11 petition on Oct. 30, 2006,
(Bankr. D. Del. Case No. 06-11202). Marc Kieselstein, P.C.,
Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq.,
at Kirkland & Ellis LLP are lead counsels for the Debtors'
bankruptcy proceedings.  Daniel J. DeFranseschi, Esq., and Jason
M. Madron, Esq., at Richards Layton & Finger, P.A. Attorneys are
the Debtors' co-counsels.  Baker & McKenzie acts as the Debtors'
special counsel.  Togut, Segal & Segal LLP is the Debtors'
conflicts counsel.  Miller Buckfire & Co., LLC is the Debtors'
investment banker.  Glass & Associates Inc., gives financial
advice to the Debtor.  Kurtzman Carson Consultants LLC handles
the notice, claims and balloting for the Debtors and Brunswick
Group LLC acts as their Corporate Communications Consultants for
the Debtors.

As of Jan. 31, 2008, the Debtor had US$1,503,682,000 in total
assets and US$1,623,632,000 in total liabilities.

On April 3, 2008, the Court approved the Debtors' revised
Disclosure Statement explaining their revised Chapter 11 plan of
reorganization.  

(Dura Automotive Bankruptcy News, Issue No. 54; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or    
215/945-7000)


DURA AUTOMOTIVE: Johnson Electric Objects to Plan Confirmation
--------------------------------------------------------------
Johnson Electric North America, Inc., asks the U.S. Bankruptcy
Court for the District of Delaware to deny confirmation of the
Revised Joint Plan of Reorganization of Dura Automotive Systems
Inc. and its debtor-affiliates.

Charlene D. Davis, Esq., at The Bayard Firm, in Wilmington,
Delaware, says the Plan is unconfirmable because it attempts to
assume a requirements contract to which Johnson is a party
without curing the existing default.

Pursuant to Sections 365(b)(1), 1123(b), 1123(d) and 1129(a) of
the Bankruptcy Code, Johnson Electric asks the Court to deny
confirmation of the Plan unless and until the Debtors agree to
pay the cure amount of US$2,078,859 on the Effective Date.

If the Court finds that confirmation of the Plan is appropriate,
Johnson asks the Court to allow its cure claim and direct either
payment by the Effective Date of the Plan or the provision of
adequate assurance of prompt payment.

Rochester Hills, Mich.-based DURA Automotive Systems Inc.
(Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent  
designer and manufacturer of driver control systems, seating
control systems, glass systems, engineered assemblies,
structural door modules and exterior trim systems for the global
automotive industry.  The company is also a supplier of similar
products to the recreation vehicle and specialty vehicle
industries.  DURA sells its automotive products to North
American, Japanese and European original equipment manufacturers
and other automotive suppliers.

The company has three locations in Asia -- China, Japan and
Korea.  It has locations in Europe and Latin-America,
particularly in Mexico, Germany and the United Kingdom.

The Debtors filed for chapter 11 petition on Oct. 30, 2006,
(Bankr. D. Del. Case No. 06-11202). Marc Kieselstein, P.C.,
Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq.,
at Kirkland & Ellis LLP are lead counsels for the Debtors'
bankruptcy proceedings.  Daniel J. DeFranseschi, Esq., and Jason
M. Madron, Esq., at Richards Layton & Finger, P.A. Attorneys are
the Debtors' co-counsels.  Baker & McKenzie acts as the Debtors'
special counsel.  Togut, Segal & Segal LLP is the Debtors'
conflicts counsel.  Miller Buckfire & Co., LLC is the Debtors'
investment banker.  Glass & Associates Inc., gives financial
advice to the Debtor.  Kurtzman Carson Consultants LLC handles
the notice, claims and balloting for the Debtors and Brunswick
Group LLC acts as their Corporate Communications Consultants for
the Debtors.

As of Jan. 31, 2008, the Debtor had US$1,503,682,000 in total
assets and US$1,623,632,000 in total liabilities.

On April 3, 2008, the Court approved the Debtors' revised
Disclosure Statement explaining their revised Chapter 11 plan of
reorganization.  

(Dura Automotive Bankruptcy News, Issue No. 54; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or    
215/945-7000)


MEXORO MINERALS: Gets US$500,000 1st Payment From Paramount Gold
----------------------------------------------------------------
Mexoro Minerals Ltd. receives first payment in its strategic
alliance with Paramount Gold and Silver Corp.

Mexoro Minerals disclosed that Paramount Gold and Silver Corp.
has advanced the initial US$500,000 pursuant to its strategic
alliance with Mexoro Minerals.  This initial advance will allow
Mexoro to continue with its ongoing drill program.  The secured
convertible debenture bears interest at a rate of 8% per annum
for a term of one year.  Paramount Gold will have the option to
convert the debt into units as part of the overall financing and
will retain the first right of refusal on all future financings
of Mexoro for a period of four years.

                     About Paramount Gold

Paramount Gold and Silver Corp. (Amex: PZG; TSX) (Frankfurt:
P6G, WKN: A0HGKQ) is a precious metals mining exploration
company presently in the early stages of an extensive
exploration program at their San Miguel project in the
Guazapares Mining District, part of the Sierra Madre Occidental
gold-silver belt of Mexico.  Paramount Gold and Silver Corp. is
the operator of the San Miguel project, which is a joint venture
with Tara Gold Resources Corp. (30%) who is required to
contribute 30% of exploration costs to maintain their interest.

                  About Mexoro Minerals Ltd.

Mexoro Minerals Ltd. (MXOM.OB) -- http://www.mexoro.com/-- is  
an exploration and production company focused on mining precious
metals in the traditionally mineral rich Sierra Madre region of
Chihuahua, Mexico.  Mining operations are through a 100%-owned
Mexican subsidiary, Sunburst de Mexico, S.A. de C.V.  Sunburst
Mexico owns or has options on three historical gold-silver mines
for which additional exploration has confirmed significant
mineral potential.  The company has also staked claims on
additional attractive properties, in the Chihuahua area.  

                         *      *      *

As of Nov. 30, 2007, Mexoro Minerals Ltd. had US$1,669,789 in
unaudited total assets and unaudited total liabilities of
US$2,087,110, resulting in a stockholder's deficit of
US$417,321.


UNITED RENTALS: Moody's Affirms B1 Rating on Sr. Unsecured Debt
---------------------------------------------------------------
Moody's Investors Service assigned a Baa3 rating to United
Rentals (North America), Inc.'s new US$1.0 billion senior
secured credit facility, affirmed the ratings of its other debt
instruments -- senior unsecured at B1, senior subordinate at B3,
and affirmed the rating for the Quarterly Income Preferred
Securities issued by United Rentals Trust I at B3.  United
Rentals, Inc.'s existing rating of Ba1 for its senior secured
credit facility was not affected by these rating actions and
will be withdrawn once the new senior secured credit facility
closes.

Moody's maintains the B1 corporate family and probability of
default ratings for United Rentals, but has relocated them to
United Rentals (North America), Inc. level as United Rentals,
Inc. will not have any rated debt outstanding upon closing of
the proposed senior secured credit facility.  Moody's is also
maintaining the speculative grade liquidity rating of SGL-2.  
The outlook remains stable.

United Rentals, Inc. is a holding company that conducts its
operations through United Rentals (North America), Inc. and its
subsidiaries.  URI's B1 corporate family rating reflects its
leading competitive position in the North American equipment
rental industry.  URI's moderate leverage profile, scale and
high regional diversification represent credit positives.  For
the twelve months ended March 2008, URI's key credit metrics (as
adjusted per Moody's Methodology) were: debt/EBITDA 2.6x;
EBIT/interest expense 3.0x; and, EBITDA/interest expense of
5.5x.

These strengths are balanced against the slowing of the non-
residential construction end markets which Moody's expects will
weaken over the balance of 2008 and into 2009.  The B1 corporate
family rating also reflects the potential for URI to pursue
shareholder enhancing activity.

Additionally, URI remains subject to various SEC investigations
and shareholder lawsuits related to its past accounting
irregularities.  Moody's believes that the company has made
significant progress in resolving these outstanding issues.  
Moody's notes that URI is now subject to other shareholder
lawsuits principally focusing on the acquisition of URI by
Cerberus and the ensuing breakdown in negotiations.

The stable outlook reflects URI's solid credit metrics, good
liquidity, and the progress the company has made in resolving
its outstanding issues with the SEC and shareholder lawsuits.

These ratings/assessments were affected by this action:

United Rentals, Inc.:

The SGL-2 speculative grade liquidity rating and the B1
corporate family and probability of default ratings were
relocated to the United Rentals (North America), Inc. level.  
Previously, United Rentals, Inc. was a named borrower under the
revolving credit facility.  However, United Rentals, Inc. is not
a named borrower under the proposed senior secured credit
facility, and the ratings have been relocated to the United
Rentals (North America), Inc. level in accordance with Moody's
standard rating practices.

United Rentals (North America), Inc:

  -- Corporate family rating at B1;
  -- Probability of default rating at B1;
  -- US$1.0 billion senior secured revolving credit facility due
     2013 assigned at Baa3 (LGD2, 11%);

  -- US$1.0 billion senior unsecured notes due 2012 affirmed at
     B1, but its loss given default assessment is changed to
     LGD3 (42%) from LGD3 (45%);

  -- US$525 million senior subordinated notes due 2013 affirmed
     at B3 but its loss given default assessment is changed to
     (LGD5, 80%) from LGD5 (81%);

  -- US$375 million senior subordinated notes due 2014 affirmed
     at B3 but its loss given default assessment is changed to
     (LGD5, 80%) from LGD5 (81%); and,

  -- US$144 million convertible notes due 2023 affirmed at B3
     but its loss given default assessment is changed to (LGD5,
     80%) from LGD5 (81%);

United Rentals Trust I:

  -- US$146 million Quarterly Income Preferred Shares ("QUIPS")
     due 2028 affirmed at B3 (LGD6, 96%).

Headquartered in Greenwich, Conn., United Rentals Inc. (NYSE:
URI) -- http://www.unitedrentals.com/ -- is an equipment rental
company with an integrated network of over 690 rental locations
in 48 states, 10 Canadian provinces and Mexico.  The company's
approximately 10,900 employees serve construction and industrial
customers, utilities, municipalities, homeowners and others.  
The company offers for rent over 20,000 classes of rental
equipment with a total original cost of US$4.2 billion.  
Revenues for the twelve months ended March 2008 totaled about
US$3.6 billion.


X-RITE INC: Moody's Junks Corporate Family Rating
-------------------------------------------------
Moody's Investors Service lowered X-Rite, Inc.'s corporate
family rating to Caa1 from B2.

Moody's also lowered the rating on the company's first lien
senior secured credit facilities to B3 from B1 and the rating on
the second lien term loan to Caa3 from Caa1.  All ratings remain
under review for possible downgrade.  As part of this action,
Moody's also affirmed the company's SGL-4 speculative grade
liquidity rating.

The downgrade reflects Moody's concern over X-Rite's ability to
execute on its OEM sales initiatives given that design wins have
been slower than expected.  The downgrade also reflects Moody's
concern over the sustainability of X-Rite's capital structure in
light of softening demand from its key OEM customers, weakening
consumer economies in the U.S. and Europe that pressure the
retail business unit as well as a generally uncertain
macroeconomic environment and the ongoing integrations of Amazys
and Pantone.  Moody's notes that the company's cash conversion
cycle has slowed over the past few years, although recognizing
that this is partly a function of recent acquisition activity.
Nevertheless, the company has recently taken steps to improve
its working capital management, including extending its payable
days with certain vendors.

X-Rite was not in compliance with the covenants governing its
first and second lien credit facilities as of the March 2008
quarter (specifically, the company violated the leverage
covenant under the first lien credit facilities while it
experienced a technical default under the second lien term
loan).  Additionally, X-Rite must address a $12.1 million
obligation arising from Goldman Sachs Capital Markets'
termination of the swap agreement with the company.  The company
has yet to secure a forbearance agreement, which requires
majority approval of both first and second lien lenders. Given
recent challenges, the company publicly announced that it has
engaged RBC Capital Markets as its financial advisor.

Moody's review will continue to focus on the status of X-Rite's
negotiations with its first lien and second lien lenders, and
Goldman Sachs Capital Markets, and its ability to secure a
timely forbearance agreement and/or amendment.  The review will
also focus on the status of the Pantone and Amazys integrations
as well as an assessment of the company's operating performance,
the potential cost savings associated with its expanded cost
reduction plan, business strategy, and liquidity.

The affirmation of the SGL-4 speculative grade liquidity rating
incorporates the recent covenant violations, the restricted
access to the revolving credit facility, and the likelihood that
softening demand levels and a weak economic environment will
pressure the company's cash flows.

These ratings were downgraded:

   -- Corporate family rating, to Caa1 from B2;

   -- Probability-of-default rating, to Caa1 from B2;

   -- US$40 million senior secured revolving credit facility due
      2012, to B3 (LGD3, 36%) from B1 (LGD3, 35%);

   -- US$270 million first lien senior secured term loan due
      2012, to B3 (LGD3, 36%) from B1 (LGD3, 35%);

   -- US$105 million second lien senior secured term loan due
      2013, to Caa3 (LGD5, 87%) from Caa1 (LGD5, 87%).


Headquartered in Grand Rapids, Mich., X-Rite (Nasdaq: XRIT) --
http://www.xrite.com/-- is the world's largest provider of
color-measurement solutions, offering hardware, software, color
standards and services for the verification and communication of
color data.  The company serves a range of industries, including
imaging and media, industrial color and appearance, retail color
matching, and medical.  X-Rite serves customers in more than 100
countries from its offices in Europe, Asia and the Americas.

The X-Rite Latin America sales team provides assistance to
customers in Mexico, Central and South America, and the
Caribbean.  The company's European headquarters is located at
Switzerland.  In the Asia Pacific Region, the company's regional
headquarters is in Hong Kong.  X-Rite's sales team works
together with highly qualified local vendors and distributors to
ensure the best possible personalized customer assistance,
offering a wide and unparalleled array of products, support and
repair services.



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

DIRECTV HOLDINGS: Fitch Puts 'BB+' Rating on US$1 Bil. Term Loan
----------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' Issuer Default Rating
assigned to DIRECTV Holdings LLC.  In addition Fitch has
assigned a 'BB+' to the company's US$1 billion incremental term
loan due 2013 and a 'BB' rating to DIRECTV's offering of senior
unsecured notes due 2016.  The Rating Outlook for all of
DIRECTV's debt remains Stable.  DIRECTV is a wholly owned
subsidiary of The DIRECTV Group, Inc.  Approximately US$3.4
billion of debt as of March 31, 2008 is affected.

Proceeds from the issuance are expected to be dividend to DTVG
and used for general corporate purposes including funding DTVG's
US$3 billion stock repurchase authorization.  The incremental
term loan facility will be secured in a similar manner and rank
pari passu with the existing senior secured debt.  Similar to
DIRECTV's existing senior unsecured notes, the new notes will be
guaranteed by substantially all of DIRECTV's subsidiaries, and
will rank pari passu with the existing senior unsecured notes.  
The new financing does not materially change the composition of
DIRECTV's debt structure as approximately 43% of the company's
debt remains secured.

Pro forma for the new debt issuance, DIRECTV's leverage
increases to 1.4 times, on an LTM basis as of the end of the
first quarter.  Fitch acknowledges that DIRECTV's credit profile
is very strong relative to the current ratings; however, now
that the transactions between News Corporation and Liberty Media
Corporation are complete and the standstill agreement with
Liberty is in place, Fitch expects that DIRECTV will increase
leverage to a level reflective of the current IDR.  Fitch
believes that given DIRECTV's operating profile and the
competitive operating environment, the company's leverage can
range between 3.0x and 3.5x and maintain the 'BB' issuer default
rating.  Reflecting the financial flexibility inherent within
DIRECTV's current ratings, the leverage target indicates the
company has the capacity to add between US$6.5 billion and
US$8.5 billion of leverage to its balance sheet based on the
first-quarter 2008 LTM EBITDA of
US$4.069 billion.

In Fitch's view, the new debt issuance signals the start of a
gradual increase in DIRECTV's leverage profile.  Fitch
anticipates that proceeds from a recapitalization of DIRECTV's
balance sheet will likely be used to fund share repurchases or a
possible one-time dividend.  Based on management commentary,
acquisitions are not expected to be a high priority.  
Additionally, seeing that DIRECTV did not participate in the
700MHz auctions it does not appear that DIRECTV will make a
significant investment in a wireless broadband network.  
However, Fitch views an investment in a broadband service
provider as a possible use of cash.

Overall, the ratings reflect the size and scale of DIRECTV's
operations as the second-largest multichannel video programming
distributor in the United States, Fitch's expectation for
continued generation of free cash flow (before dividends to
DTVG) and the positive effect on average revenue per user,
margin and churn stemming from the company's success with up-
selling subscribers to more advanced video services.

Rating concerns center on the evolving competitive landscape, as
well as DIRECTV's lack of revenue diversity and narrow product
offering relative to its cable multiple system operator  and
growing telephone company competition.  Fitch believes the
convergence of service offerings between the cable MSOs and the
telephone companies have weakened DIRECTV's competitive
position, which will limit the company's growth potential and
increase the business risks related to DIRECTV's credit profile
over the long term.  

With that said, however, DIRECTV's strategy to focus on
providing the best-in-class video offering especially exclusive
sports programming, has provided the company with a defensible
market niche, from Fitch's perspective, positioning DIRECTV to
compete with cable and telephone companies, grow its subscriber
base and control churn.  As evidence of DIRECTV's competitive
position, the company's positive subscriber and operating
momentum continued during the first quarter with DIRECTV adding
275,000 net subscribers and growing its ARPU 8.6% to US$79.70.

The strong net additions performance was driven by a 3.8%
increase in gross additions and by the company lowering its
churn rate to a 10-year low of 1.36%.  Importantly DIRECTV
continues to add quality subscribers that have a high propensity
to take HD and DVR services, which generate the highest returns
and tend to churn less.

DIRECTV's liquidity position is supported by the US$500 million
of available borrowing capacity from the revolver contained in
the company's credit facility and expected free cash flow
generation (before any potential dividend payment to DTVG).  
During the first quarter DIRECTV generated approximately US$405
million of free cash flow, including a US$100 million dividend
to DTVG, reflecting a 55% increase compared to the same period
last year.  Free cash flow generation was supported by a 25%
reduction in capital expenditures and EBITDA growth.  For all of
2008 Fitch expects the company to generate approximately US$1.3
billion of free cash flow (before dividends to DTVG)
representing a 125% increase relative to the free cash flow
generated during 2007.

The Stable Rating Outlook incorporates Fitch's expectation that
any potential recapitalization of DIRECTV's balance sheet will
demonstrate a credit protection metrics consistent with a 'BB'
credit profile.

Fitch affirmed these ratings:

DIRECTV Holdings, LLC
  -- IDR at 'BB';
  -- Senior secured debt at 'BB+';
  -- Senior unsecured debt at 'BB'.

Fitch has assigned these new ratings

DIRECTV Holdings, LLC

  -- Incremental term loan due 2013 'BB+';
  -- Senior unsecured notes due 2016 'BB'

Headquartered in El Segundo, California, The DIRECTV Group Inc.
(NYSE:DTV) -- http://www.directv.com/-- provides digital
television entertainment in the United States and Latin America.
It has two segments, DIRECTV U.S. and DIRECTV Latin America.
The DIRECTV U.S. segment provides direct-to-home digital
television services in the multichannel video programming
distribution industry in the United States.  The DIRECTV Latin
America segment provides digital direct-to-home digital
television services to approximately 1.6 million subscribers in
27 countries, including Brazil, Argentina, Venezuela, and Puerto
Rico.

DIRECTV Holdings LLC is a wholly-owned subsidiary of The
DIRECTV Group Inc.


HOME INTERIORS: Section 341 Meeting of Creditors Set June 6
-----------------------------------------------------------
William Neary, the United States Trustee for the Northern
District of Texas, will convene a meeting of creditors in the
Chapter 11 case of Home Interiors & Gifts, Inc. and its debtor-
affiliates on June 6, 2008, at 10:00 a.m. in Dallas, Texas.

The meeting will be held at the Office of the United States
Trustee, 1100 Commerce Street, Room 976.

The U.S. Trustee can be reached at:

   William T. Neary
   Office of the United States Trustee
   1100 Commerce Street - Room 976
   Dallas, TX 75242-1496
   Tel: (214) 767-8967
   Fax: (214) 767-8971

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in the Debtors' case.  The Section
341(a) Meeting has been scheduled within the time required by
Rule 2003 of the Federal Rules of the Bankruptcy Procedure.

All creditors are invited, but not required, to attend.  The
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible officer of
the
Debtors under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

                      About Home Interiors

Headquartered in Carrollton, Texas, Home Interiors & Gifts, Inc.
-- http://www.homeinteriors.com/-- manufactures, imports and    
distributes indoor and outdoor home decorative accessories.  The
company and six of its affiliates filed for Chapter 11
protection on April 29, 2008 (Bankr. N.D. Tex. Lead Case No.08-
31961).

Andrew E. Jillson, Esq., Cameron W. Kinvig, Esq., Lynnette R.
Warman, Esq., and Michael P. Massad, Jr., Esq., at Hunton &
Williams, LLP, represent the Debtors in their restructuring
efforts.  The company is a member of the Direct Selling
Association and markets exclusive home decoration products
through its independent decorating consultants in the United
States, Puerto Rico, Mexico and Canada.  The U.S. Trustee for
Region 6 has not appointed any creditors to serve on an Official
Committee of Unsecured Creditors to date.  When the Debtors file
for protection against their creditors, they listed assets and
debts between US$100 million and US$500 million.



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

PETROLEOS DE VENEZUELA: Will Invest in Sidor, Hugo Chavez Says
--------------------------------------------------------------
Petroleos de Venezuela SA will invest in steel firm Siderurgica
del Orinoco, a.k.a Sidor, as the state-owned oil company will
need all the tubes in the world, reports quoted Venezuela
President Hugo Chavez as saying.

Pres. Chavez made the statement on Monday after announcing the
nationalization of Sidor, a subsidiary of Luxembourg-based
Ternium S.A.  Ternium is controlled by Argentine-Italian
conglomerate Techint Group.

The Venezuela President signed the law after drawn-out
negotiations between Sidor and its workers, who sought improved
pay and benefits.  Sidor has until June 30 to handover all of
its assets to the Venezuelan government.

Pres. Chavez wants Petroleos de Venezuela to invest in Sidor to
begin production of pipelines in the medium term, Matthew Walter
and Daniel Cancel writes for Bloomberg News.  PdVSA and Sidor
will be forming a joint venture that will be named Corporacion
Siderurgica Venezolana, the Bloomberg report adds.

"PdVSA must sign in the coming months a deal with Sidor ...
PdVSA can well invest some resources here, and Sidor can pay
that back with (steel) pipes," Dow Jones quotes Pres. Chavez.

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

                      *     *     *

In March 2007, Standard & Poor's Ratings Services assigned its
'BB-' senior unsecured long-term credit rating to Petroleos de
Venezuela S.A.'s US$2 billion notes due 2017, US$2 billion notes
due 2027, and US$1 billion notes due 2037.

Also in March 2007, Fitch Ratings gave a BB- rating to PdVSA's
Senior Unsecured debt.

On Feb. 7, 2007, Moody's Investors Service affirmed the
company's B1 global local currency rating.


PETROLEOS DE VENEZUELA: Curacao Plant To Resume Full Service
------------------------------------------------------------
Petroleos de Venezuela SA's Refining, Commercialization and
Supply Chief and Board Member Asdrubal Chavez told Steven Bodzin
at Bloomberg News that the firm's Isla plant in Curacao will
return to full service after an being shut down due to a broken
part.

According to Bloomberg News, Mr. Chavez said that the plant has
a "theoretical capacity" of 335,000 barrels per day.  It
normally processes up to 215,000 barrels to keep refining
margins healthy, Mr. Chavez added.

Bloomberg News relates that the Isla plant has had at least two
outages in 2007 due to a lack of steam and electricity from its
outside vendor.  

Mr. Chavez told Bloomberg that Petroleos de Venezuela is looking
for a way to give the power company an interest in the plant so
that it will provide more dependable energy.  Bloomberg notes
that Petroleos de Venezuela rents the plant from the Curacao
government, part of the Netherlands Antilles.  Mr. Chavez said
that this keeps Petroleos de Venezuela from selling or swapping
shares directly with Petroleos de Venezuela, Chavez said.  
Petroleos de Venezuela is keen on launching negotiations with
the Curacao government about purchasing the refinery site, Mr.
Chavez added.

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

                       *     *     *

In March 2007, Standard & Poor's Ratings Services assigned its
'BB-' senior unsecured long-term credit rating to Petroleos de
Venezuela S.A.'s US$2 billion notes due 2017, US$2 billion notes
due 2027, and US$1 billion notes due 2037.


PETROLEOS DE VENEZUELA: Wants Partnership With Ecopetrol
--------------------------------------------------------
Eric Watkins at Oil & Gas Journal reports that Venezuela's
President Hugo Chavez has suggested that Ecopetrol SA become a
partner of Petroleos de Venezuela SA in the Orinoco oil region.

According to Oil & Gas Journal, President Chavez said over
television, "As a matter of fact, I could propose that Colombia
come here to [participate in] the Orinoco oil region, even as it
brings down oil production at home."

Oil & Gas relates that Petroleos de Venezuela is purchasing
three times more natural gas from Colombia than what was
originally agreed upon.  Petroleos de Venezuela is buying
150 million cubic feet per day of natural gas from Colombia
through the 224-kilometer pipeline that was launched in October
2007.  Petroleos de Venezuela initially offered to purchase 50
million cubic feet per day of gas this year.

Colombian Energy Ministry's Hydrocarbons Director Julio Cesar
Vera told Bloomberg News that the increased purchases indicate
that the relationship between Colombia and Venezuela is solid.  
The supply of gas didn't drop, despite President Chavez's
threats to terminate the energy accords between the two nations
"after diplomatic clashes led to a serious political crisis,"
Mr. Vera added.

                        About Ecopetrol

Ecopetrol SA is an integrated-oil company that is wholly owned
by the Colombian government.  The company's activities include
exploration for and production of crude oil and natural gas, as
well as refining, transportation, and marketing of crude oil,
natural gas and refined products.  Ecopetrol is Latin America's
fourth-largest integrated-oil concern.  Operations are organized
into Exploration & Production, Refining & Marketing,
Transportation, and International Commerce & Gas.

                 About Petroleos de Venezuela

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

                       *     *     *

In March 2007, Standard & Poor's Ratings Services assigned its
'BB-' senior unsecured long-term credit rating to Petroleos de
Venezuela S.A.'s US$2 billion notes due 2017, US$2 billion notes
due 2027, and US$1 billion notes due 2037.


PETROLEOS DE VENEZUELA: Says Oil Reserves Rise to 130B Barrels
--------------------------------------------------------------
Petroleos de Venezuela SA's President and Venezuelan Energy and
Oil Minister Rafael Ramirez said during a regional energy summit
that proven crude oil reserves increased by 30 billion to
130 billion barrels as of April 2008, from the "prior estimate,"  
Agence France-Presse reports.

Minister Ramirez commented to AFP, "As of April 2008 we have
increased by 30 billion barrels of oil our additional proven
crude reserves" in the north of the Orinoco River.  Venezuela
hopes to have its proven oil reserves certified at 235 billion
barrels by next year, Minister Ramirez added.

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

                       *     *     *

In March 2007, Standard & Poor's Ratings Services assigned its
'BB-' senior unsecured long-term credit rating to Petroleos de
Venezuela S.A.'s US$2 billion notes due 2017, US$2 billion notes
due 2027, and US$1 billion notes due 2037.


PETROLEOS DE VENEZUELA: To Supply Cammesa With Fuel & Gas Oil
-------------------------------------------------------------
Petroleos de Venezuela SA will supply Argentine state wholesale
power market administrator Cammesa with 10 million barrels of
fuel oil and 2.96 million barrels of gas oil.

Business News Americas relates that by subsidizing heavy fuel
for Argentina's thermo generators in the wake of the nation's
natural gas shortage, Cammesa reportedly racked up a debt of
over US$4 billion.

BNamericas notes that the price Argentine thermo generators
charge for power is regulated.  The generators can't afford to
pay for needed liquid fuels during tight natural gas supply.

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

                       *     *     *

In March 2007, Standard & Poor's Ratings Services assigned its
'BB-' senior unsecured long-term credit rating to Petroleos de
Venezuela S.A.'s US$2 billion notes due 2017, US$2 billion notes
due 2027, and US$1 billion notes due 2037.


                            ***********


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
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Rizande de los Santos, and Pamella Ritah K. Jala, Editors.

Copyright 2008.  All rights reserved.  ISSN 1529-2746.

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           * * * End of Transmission * * *