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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

            Monday, September 22, 2008, Vol. 9, No. 188

                            Headlines

A R G E N T I N A

CENTRAL DE SEGURIDAD: Trustee to File Reports on February 10
ESTANCIA LOS: Trustee Verifying Proofs of Claim Until October 17
GRAN TIERRA: Discovers Oil Deposits in Surubi Block, Argentina
ICARFO SA: Individual Reports Filing Deadline Is on December 29
LEHMAN BROTHERS: Gets Interim OK to Borrow US$200MM From Barclays

LEHMAN BROTHERS: Court Agrees to Rush-Sale
LEHMAN BROTHERS: US$138BB in Advances by JPMorgan Is Secured
SECURNAVI SA: Proofs of Claim Verification Deadline Is October 29


B E R M U D A

CENTAL EUROPEAN: Signs Licensing Agreement to Launch MTV Czech
FOSTER WHEELER: Unit Bags Construction Contract From Senmin Int'l


B R A Z I L

DELPHI CORP: Chapter 11 Examiner Will Cause Delay, Committee Says
DELPHI CORP: Equity Panel Taps Farrell Fritz as Conflicts Counsel
DELPHI CORP: Joseph Firm to Step Down as Equity Panel Counsel
FORD MOTOR: Urges Congress to Fund US$25 Billion Loan Program
GENERAL MOTORS: Urges Congress to Fund US$25 Billion Loan Program

GENERAL MOTORS: May Issue Securities to Raise Funds
NET SERVICOS: Sets Extraordinary Shareholders Meeting on Oct. 12
NORTEL NETWORKS: Recent Actions Point to New Restructuring
TYSON FOODS: Expands Biz in Brazil; To Acquire Three Poultry Firms


C A Y M A N  I S L A N D S

3D TRANSITION: Holding Final Shareholders Meeting on Sept. 25
AQR ALPHAPORT: Holds Final Shareholders Meeting on Sept. 25
AQR OFFSHORE: To Hold Final Shareholders Meeting on Sept. 25
AQR GLOBAL FIXED: Sets Final Shareholders Meeting on Sept. 25
AQR SMID CAP: Will Hold Final Shareholders Meeting on Sept. 25

ALUMINCO LTD: Final Shareholders Meeting Is on Sept. 23
E2E SUPPLY: Holding Final Shareholders Meeting on Sept. 23
LIA FAIL: Deadline for Proof of Claim Filing Is Sept. 24
PACTUAL MULTI: Holds Final Shareholders Meeting on Sept. 25
QUADRIGA ZEUS: To Hold Final Shareholders Meeting on Sept. 24

C O L O M B I A

* COLOMBIA: Peso Denominated Bonds Hit Two-Year Low


J A M A I C A

AIR JAMAICA: Board to Replace Edward Weigel as CEO
CASH PLUS: Investors Gather at Trustee's Office to Get Payment


M E X I C O

BHM TECHNOLOGIES: Court Approves Jaffe as Committee Counsel
BHM TECHNOLOGIES: Dundee Wants US$346,967 in Goods Returned
HSBC MEXICO: Willing to Up Financiera Independencia's Credit Line
MOVIE GALLERY: Changes Board of Directors and Management Team
MOVIE GALLERY: Delays Filing of Report for Quarter Ended July 6

MOVIE GALLERY: Sopris Wants US$205MM Debt Converted Into Equity
RADIOSHACK CORP: Initiates New Organizational Structure
RADIOSHACK CORP: Board Amends By-Laws to Adopt Voting Standard


P U E R T O  R I C O

AVETA INC: S&P Lifts Counterparty Credit Rating to 'B' from 'CCC+'
LEHMAN BROTHERS: To Sell Investment Mgmt Unit to Bain, Hellman
LEHMAN BROTHERS: SIPC Does Not Expect Liquidation
LEHMAN BROTHERS: Linklaters to Advice PwC in U.K. Administration
POPULAR INC: Banking Unit to Buy US$34MM Rights from RG Financial

R&G FINANCIAL: To Sell Unit's Servicing Rights for US$34 Million


U R U G U A Y

LEHMAN BROTHERS: Japan Banks, Insurers Have US$2.3BB Exposure
LEHMAN BROTHERS: U.S. Trustee Appoints Panel, RR Donnelly Quits
LEHMAN BROTHERS: Asian Unit Quits as Citic Privatization Advisor
LEHMAN BROTHERS: 3 Directors Dispose of Company Shares
LEHMAN BROTHERS: S&P Cuts Ratings on 11 Securities Transactions

LEHMAN BROTHERS: S&P Cuts Five Ratings and Puts Under Dev. Watch
LEHMAN BROTHERS: S&P Junks Counterparty Credit Ratings on Unit

* BOND PRICING: For the Week September 15 - September 19, 2008


                         - - - - -


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

CENTRAL DE SEGURIDAD: Trustee to File Reports on February 10
------------------------------------------------------------
Carlos Berger, the court-appointed trustee for Central de
Seguridad SA's bankruptcy proceeding, will present the validated
claims as individual reports in the National Commercial Court of
First Instance No. 3 in Buenos Aires, with the assistance of Clerk
No. 6, on February 10, 2009.

Mr. Berger is verifying creditors' proofs of claim until Nov. 24,
2008.  He will also submit to court a general report containing an
audit of Central de Seguridad's accounting and banking records on
March 25, 2009.

Mr. Berger is also in charge of administering Central de
Seguridad's assets under court supervision and will take part in
their disposal to the extent established by law.

The debtor can be reached at:

                     Central de Seguridad SA
                     Montevideo 596
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Carlos Berger
                     Santiago del Estero 112
                     Buenos Aires, Argentina


ESTANCIA LOS: Trustee Verifying Proofs of Claim Until October 17
----------------------------------------------------------------
The court-appointed trustee for Estancia Los Robles S.A.'s
reorganization proceeding will be verifying creditors' proofs of
claim until October 17, 2008.

The trustee will present the validated claims in court as
individual reports.  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
Estancia Los Robles and its creditors.

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

A general report that contains an audit of Estancia Los Robles'
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.


GRAN TIERRA: Discovers Oil Deposits in Surubi Block, Argentina
--------------------------------------------------------------
Gran Tierra Energy Inc. has finished drilling and testing the
Proa.x-1 exploration well in the Surubi Block, Noroeste Basin,
Argentina.

Gran Tierra Energy began drilling the Proa.x-1 exploration well
on July 9, 2008 and reached total measured depth of 12,920 feet
on August 28, 2008.  Good oil shows were encountered in Cretaceous
volcanics and volcaniclastics in the Palmar Largo Formation during
drilling and oil saturations were indicated on logs. Gran Tierra
Energy conducted a drill-stem test in the Lower Palmar Largo
formation from 12,694 to 12,713 feet and obtained no flow.  The
company then conducted a production test in the intervals 12,649
to 12,661 feet and 12,620 to 12,641 feet, and obtained a
stabilized gross flow rate of 2,324 barrels of oil per day through
a 35/64 inch choke with a watercut of 0.5 percent.  The oil
gravity was 43.8 degree API at 60 degree Fahrenheit.

Gran Tierra Energy will initiate long-term production testing in
approximately one week, with commercial oil sales to begin
concurrently.  Crude oil transportation will be through an
existing 3-1/2 inch, 15 kilometer pipeline with approximately
4,000 oil barrels per day capacity to existing facilities at the
Gran Tierra Energy-operated Chivil field in the adjacent Chivil
Block.  Gran Tierra Energy oil production in Argentina has been
averaging approximately 570 oil barrels per day net after royalty
to date in the third quarter of 2008.

Gran Tierra Energy is the operator and has an 85% working interest
in the 90,688 gross acre Surubi Block in the Formosa Province in
northern Argentina.  Recursos Energeticos Formosa S.A., the
provincial government company has a 15% working interest.  
Recursos Energeticos' costs were carried by Gran Tierra Energy
during drilling of the Proa.x-1 well.  Gran Tierra Energy will be
reimbursed for all costs incurred during drilling from 50% of the
net production assigned to Recursos Energeticos.  The provincial
royalties payable on production in the revised contract vary from
12% for cumulative production below 750,000 cubic meters of oil
(approximately 4.7 million barrels of oil), to 14% for cumulative
production between 750,000 to 1,500,000 cubic meters of oil
(approximately 9.4 million barrels of oil), and to 16% for
cumulative production above 1,500,000 cubic meters of oil.

Commenting on the drilling and testing progress, Dana Coffield,
President and Chief Executive Officer of Gran Tierra Energy Inc.,
stated, "The Proa.x-1 test results should prove to be a
substantial reserves and production addition to our Argentine
business unit.  This success adds near-term production and cash
flow to our Argentina business unit, in addition to increasing the
prospectivity of identified leads in the Surubi Block and in the
adjoining Chivil and Palmar Largo Blocks, where Gran Tierra Energy
has a 100% and 14% working interest respectively."

                     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.


ICARFO SA: Individual Reports Filing Deadline Is on December 29
---------------------------------------------------------------
Luis Moisin, the court-appointed trustee for Icarfo SA's
reorganization proceeding, will present the validated claims as
individual reports in the National Commercial Court of First
Instance No. 1 in Buenos Aires, with the assistance of Clerk
No. 1, on December 29, 2008.

Mr. Moisin is verifying creditors' proofs of claim until Nov. 13,
2008.  He will also submit to court a general report containing an
audit of Icarfo SA's accounting and banking records on March 11,
2009.

Creditors will vote to ratify the completed settlement plan  
during the assembly on September 2, 2009.

The debtor can be reached at:

                     Icarfo SA
                     Avenida San Juan 1388
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Luis Moisin
                     Avenida Corrientes 4560
                     Buenos Aires, Argentina


LEHMAN BROTHERS: Gets Interim OK to Borrow US$200MM From Barclays
-----------------------------------------------------------------
Judge James M. Peck of the U.S. Bankruptcy Court for the Southern
District of New York granted Lehman Brothers Holdings Inc. interim
authority to immediately borrow up to US$200,000,000 from Barclays
Bank Plc and use those borrowed funds as outlined in a budget to
which Lehman and Barclays have agreed.  Judge Peck held that the
the terms and conditions of the parties' DIP Credit Agreement are
fair and reasonable under the circumstances, and that Lehman
Brothers' business would be irreparably harmed if the DIP Credit
Agreement were not approved.

Judge Peck will convene a Final DIP Financing Hearing on Oct. 2,
2008, in Manhattan.  Objections, if any, must be filed and served
no later than 4:00 p.m. on Sept. 25, 2008.

Lehman Brothers' ability to maintain business relationships with
its customers, pay its employees, and satisfy other critical
operating expenses is essential to its ability to survive,
Richard P. Krasnow, Esq., at Weil, Gotshal & Manges LLP, told
Judge Peck at a hearing Sept. 17 in Manhattan, and there is
little or no cash available to the Debtor.  In light of the
events of the last week, Mr. Krasnow said, Lehman no longer has
liquidity to fund its operations.  Without immediate access to a
source of fresh working capital, Mr. Krasnow warned, Lehman's
operations may literally shut down and result in irreparable harm
to its business and substantial deterioration of the value of its
enterprise to the detriment of its estate, its thousands of
employees, its creditors, and its stockholders.

Lehman Brothers is seeking to borrow up to US$450,000,000 under a
Senior Secured Superpriority Debtor-in-Possession Credit Facility
arranged by Barclays.  The Debtor will repay all amounts borrowed
from Barclays from the proceeds of the sale of Lehman Brothers
Inc. to Barclays Capital Inc. (or any higher bidder) for US$1.7
billion.  The terms of the DIP loan are:

Borrower:     Lehman Brothers Holdings Inc.

DIP Lenders:  Barclays Bank plc and any other lenders who become
             a party to the DIP Credit Agreement.

Loan Amount:  US$450,000,000, in the form of:

                -- a US$250,000,000 Term Loan to be made available
                   immediately following the entry of an Interim
                   DIP Financing Order and

                -- a US$200,000,000 Revolving Loan to be made
                   available to the Debtor upon entry of a
                   Final DIP Financing Order.

Mandatory
Prepayments:  Proceeds from the Sale of Lehman Brothers Inc. and
             certain other assets must be used to pay off the
             DIP Credit Facility.

             All cash in excess of US$5,000,000 at the close of
             any business day must be used to pay down any
             borrowings under the Revolving Loan Facility.

Maturity
Date:         The earliest of:

                (A) March __, 2009;

                (B) the date on which the LBI/Barclays Sale
                    Agreement terminates; and

                (C) consummation of a sale of Neuberger Berman
                    Holdings LLC;

Interest:     At Barclays option:

                (1) for the first 60 days:

                    -- LIBOR plus 6.0% per annum;
                    -- the Prime Rate plus 5.0% per annum; or
                    -- the Federal Funds Rate plus 5.5%; and

                (2) thereafter:

                    -- LIBOR plus 7.5% per annum;
                    -- the Prime Rate plus 6.5%; or
                    -- the Federal Funds Rate plus 7.0%.

             all subject to a 3.5% LIBOR floor, a 4.5% Prime
             Rate floor, and a 4.0% Federal Funds Rate floor.

             In the event of a default, the Interest Rate
             increases by 2.0%.

Fees:         Lehman Brothers will pay Barclays an Unused Line
             Fee equal to 1% per year on every dollar is doesn't
             borrow under the DIP Financing Facility.

             Lehman Brothers will pay Barclays additional fees
             described in a non-public Fee Letter dated
             September 17, 2008.

Collateral:   All loans will be secured by a first priority lien
             in all of Lehman Brothers' equity interests in
             Neuberger Berman.

Carve-Out:    Barclays liens and superpriority administrative
             expense claims are subject to a US$6,000,000 Carve-
             Out for payment of fees and expenses owed to the
             professionals representing Lehman Brothers and its
             Creditors' Committee, the Court Clerk and the U.S.
             Trustee in the event of a default.

Use of
Proceeds:     The proceeds of the DIP Credit Facility will be
             used by the Debtor to fund professionals fees,
             personnel expenses and other operating expenses in
             accordance with a [non-public] budget to be agreed
             upon with the DIP Lenders.

Conditions
& Covenants:  Lehman Brothers is required to appoint:

                    Brian Marsal
                    ALVARAZ & MARSAL, LLC
                    600 Lexington Avenue, 6th Floor
                    New York, NY 10022
                    Telephone (212) 759-4433
                    Fax (212) 759-5532
             
             as its Chief Restructuring Officer on terms
             reasonably acceptable to Barclays, and Mr. Marsal
             must report directly to Lehman's Board of
             Directors.

             Lehman Brothers is required to hire an investment
             banker or other financial advisor satisfactory to
             Barclays.

             Barclays has the right to appoint and retain its
             own financial advisor at Lehman Brothers' expense.

Ian T. Lowitt, Lehman's chief financial officer, controller,
and executive vice president, told Judge Peck that he believes
the terms of the Barclays Loan Facility are significantly more
favorable than any terms that would be offered by other lenders.  
Mr. Lowitt says this arises largely from the fact that Barclays
is the proposed purchaser of Lehman Brothers Inc.  Mr. Lowitt is
convinced that the DIP Credit Facility reflects the exercise of
the Debtor's sound business judgment.  Mr. Lowitt assured Judge
Peck that the Debtor negotiated with the DIP Lenders at arms-
length, in good faith and pursuant to its sound business
judgment.

Subject only to the Carve-Out, all amounts Lehman borrows from
Barclays will:

   -- constitute, under section 364(c)(1) of the Bankruptcy
      Code, allowed superpriority administrative expense claims
      against the Debtor having priority over all administrative
      expenses of the kind specified in, or ordered pursuant to,
      any provision of the Bankruptcy Code, including, without
      limitation, those specified in, or ordered pursuant to,
      sections 105, 326, 328, 330, 503(b), 506(c), 507(a),
      507(b), 546(c), 726 and 1114 of the Bankruptcy Code, or
      otherwise, whether incurred in the Chapter 11 Case or any
      conversion thereof to a case under chapter 7 of the
      Bankruptcy Code or any other related proceeding; and

   -- be secured, pursuant to section 364(c)(2) of the
      Bankruptcy Code, by valid, binding, enforceable, first
      priority and perfected Postpetition Liens in (a) all
      of Lehman's equity interests in Neuberger Berman Holdings
      LLC.

Judge Peck instructs the Debtor to deliver a copy of the Fee
Letter to the Court, the Creditors' Committee and the U.S.
Trustee, and directs those parties to keep that document secret.  

Barclays is represented by:

      Lisa Schweitzer, Esq.
      Lindsee Granfield, Esq.
      CLEARY GOTTLIEB STEEN & HAMILTON LLP
      One Liberty Plaza
      New York, NY 10006

A full-text copy of the 100-page Credit Agreement is available at
http://bankrupt.com/misc/LehmanBarclaysDIP.pdfat no charge.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Court Agrees to Rush-Sale
------------------------------------------
Judge James M. Peck approved Lehman Brothers' proposed procedures
in connection with the US$1.7 billion sale of certain of its
assets to Barclays Bank plc.

A hearing to consider approval of the proposed sale is scheduled
for Sept. 19, at 4:00 p.m. in Courtroom 601.  Judge Peck has said
he will entertain all objections lodged before the conclusion of
the sale hearing, and oral objections will be considered at the
hearing.  The sale hearing will not be adjourned or canceled
without prior consent of Barclays, the Securities and Exchange
Commission, the Commodity Futures Trading Commission, and the
Federal Reserve Bank of New York.

"The sale . . . is critical to the stabilization of value,"
Jacqueline Marcus, Esq., at Weil, Gotshal & Manges LLP, told
Judge Peck.  The value of the business declines every day it is
"subject to the vagaries and vicissitudes of the marketplace and
the impact of bankruptcy."

"Time is of the essence," Ms. Marcus stresses, "because Lehman
Brothers' business is dependent upon its ability to assure its
clients and customers of its financial and operational integrity,
and Lehman can't do that today."

Attorneys for creditors expressed concern over how quickly Lehman
Brothers is pushing to close the sale and that it may be leaving
assets behind in the broker-dealer unit that Barclays is buying,
according to a report by Bloomberg.

Proposed counsel for the Official Committee of Unsecured
Creditors, Luc Despins, Esq., at Milbank Tweed Hadley & McCloy
LLP, said Lehman Brothers is leaving about US$1,300,000,000 in
cash and equivalents with the unit.  Mr. Despins, however, said
that a provision in the bidding rules preventing the company from
seeking bids to compete with Barclays has been eliminated.

Daniel Goldin, Esq., at Akin Gump Strauss Hauer & Feld LLP, who
represents some bondholders, said creditors needed to know who
else Lehman Brothers has talked to about a sale ahead of its
bankruptcy filing.  He asked for more time beyond a sale hearing
to allow the creditors' financial advisers to talk with Lehman
Brothers' financial adviser Lazard.

Harvey Miller Esq., at Weil, Gotshal & Manges LLP, representing
Lehman Brothers, said the company does not have enough money to
operate and that its deal with Barclays needs to close
immediately or there won't be anything to sell.

                     Salient Terms of Deal

Under the terms of a 47-page Asset Purchase Agreement dated
September 16, 2008 -- a full-text copy of which is available at
http://bankrupt.com/BarclaysAPA.pdfat no charge -- Lehman
Brothers Holdings Inc., non-debtor Lehman Brothers Inc., and LB
745 LLC agree to sell to Barclays Capital Inc.:

these Included Assets:

    (a) US$1,300,000,000 of Retained Cash held by Lehman Brothers
        Inc. and its Subsidiaries;

    (b) all customer, security, utility, and similar deposits;

    (c) Transferred Real Property Leases;

    (d) approximately US$70,000,000,000 (at book value) of
        government securities, commercial paper, corporate debt,
        corporate equity, exchange traded derivatives and
        collateralized short-term agreements;

    (e) 50% of each position in the residential real estate
        mortgage securities;

    (f) furniture and equipment;

    (g) Purchased Intellectual Property, including the LEHMAN
        and LEHMAN BROTHERS names and marks, all patents,  
        trademarks, copyrights and software rights;

    (h) Purchased Contracts;

    (i) all relevant Business Documents and relevant personnel
        files;

    (j) all Permits to the extent assignable;

    (k) all supplies;

    (l) rights under relevant non-disclosure, confidentiality,
        non-compete, non-solicitation and similar agreements;

    (m) [intentionally omitted]

    (n) rights to "Lehman" indices and analytics that support
        the indices;

    (o) general trading tools supporting the Business;

    (p) interests in Townsend Analytics;  

    (q) interests in Eagle Energy Management LLC;

    (r) all past and present goodwill and other intangibles
        associated with or symbolized by the Business;

    (s) Mercantile Exchange license agreements with respect to
        335 South LaSalle Street and 400 South LaSalle Street in
        Chicago; and

    (t) any insurance proceeds from the occurrence of a post-
        closing event;

but not these Excluded Assets:

    (1) interests in affiliates other than Townsend Analytics
        and Eagle Energy Management LLC;

    (2) all cash other than the Retained Cash;

    (3) intercompany receivables;

    (4) Excluded Contracts;

    (5) intellectual property rights that don't constitute
        Purchased Intellectual Property;

    (6) confidential personnel and medical records and books and
        records that Lehman Brothers Inc. is required to retain
        by law, corporate minute books, stock ledgers and stock
        certificates of Subsidiaries;

    (7) refunds, rebates and tax refunds;

    (  non-SIPC insurance policies;

    (9) pre-closing dates claims and causes of action;

   (10) commercial real estate investments, private equity
        investments and hedge fund investments;

   (11) 50% of each position in residential real estate mortgage
        securities;

   (12) Lehman Brothers Derivative Products Inc.'s derivatives
        contracts;

   (13) artwork (through Barclays will have the right to possess
        the artwork for one year and will have the option to
        purchase it at its appraised value);

   (14) assets related to the Investment Management Business and
        related derivatives contracts;

   (15) Specific Excluded Assets that will be used to satisfy
        Specific Excluded Liabilities;

   (16) real property leases other than the Transferred Real
        Property Leases; and

   (17) assets of Lehman Commercial Paper Inc.

pursuant to 11 U.S.C. Sec. 363 for the sum of:

    (A) US$250,000,000 in cash;

    (B) the appraised value of Lehman's headquarters at
        745 Seventh Avenue less a reasonable market commission;  

    (C) the appraised value of the Cranford, New Jersey, Data
        Center less a reasonable market commission;

    (D) the appraised value of the Piscataway, New Jersey, Data
        Center less a reasonable market commission;

which is estimated to total about US$1,700,000,000.  

                 Contract Assumption & Assignment

Lehman Brothers intends to assume and assign to Barclays leases
for premises located at:

    -- 125 High Street in Boston;

    -- 190 South LaSalle Street in Chicago; and

    -- 10250 Constellation Boulevard in Los Angeles.

pursuant to 11 U.S.C. Sec. 365.  

Barclays will have the right, but not the obligation, to take
assignment of other contracts it designates.  The parties
estimate that the cure costs associated with these assumption and
assignment transactions are about US$1,500,000,000.  Barclays will
pay any cure amounts applicable to any contracts it assumes.  
Lehman Brothers suggests that Barclays financial condition and
reputation provide parties to contracts with ample "adequate
assurance of future performance" as required by 11 U.S.C. Sec.
365(f)(2).

                           Employees

Barclays has agreed to absorb approximately 10,000 Lehman
Brothers employees for a period of 90 days and pay any employee
laid off thereafter 20% of the amount they earned in the prior
year.  Lehman Brothers estimates Barclays will free it from close
to US$2,500,000,000 of employee-related obligations.

Barclays has the right to walk away from the Asset Purchase
Agreement if eight workers designated as Critical Employees don't
join Barclays.  Barclays also has the right to walk away if more
than 60 of a pool of 200 Key Employees don't join Barclays.

                       Regulatory Review

Barclays can walk away from the Asset Purchase Agreement if
Lehman Brothers Inc. files a Chapter 7 petition, or if the U.S.
Department of Justice, U.S. Commodity Futures Trading Commission
or Securities and Exchange Commission balk.

                        SIPA Proceeding

The Asset Purchase Agreement contemplates that Lehman Brothers
Inc. will consent to the commencement of a case under the
Securities Investor Protection Act of 1970, 15 U.S.C. Secs.
78aaa, et seq.  In that proceeding, the Debtors will request that
the SIPA Trustee consent to the sale and request the SIPA Court's
approval of the sale.  Lehman Brothers says the Securities
Investor Protection Corporation and the Federal Reserve Bank have
been apprised of this plan.

15 U.S.C. Section 78eee(a)(3)(A) provides that the SIPC may file
an application for a protective decree with the U.S. district
court if the SIPC determines that any member has failed or is in
danger of failing to meet obligations to customers and meets one
of the four conditions specified in 15 U.S.C. Section 78eee(b)(1).
This application is filed as a civil case in which the SIPC or the
SEC or both are named as plaintiff, and the member securities firm
is named as the debtor-defendant. In the event that the SIPC
refuses to act under the SIPA, the SEC may apply to the U.S.
District Court for the District of Columbia to require the SIPC to
discharge its obligations under the SIPA. 15 U.S.C. Section
78ggg(b). By contrast, customers of failing broker-dealers do not
have an implied right of action under the SIPA to compel the SIPC
to exercise its statutory authority for their benefit. Barbour,421
U.S. at 425. Upon the filing of an application, the district court
has exclusive jurisdiction of the debtor-defendant and its
property.

                   US$100,000,000 Break-Up Fee

The Debtors obtained the Court's authority to pay Barclays a
US$100,000,000 Break-Up Fee and reimburse up to US$25,000,000 of
Barclays' expenses in the event that Barclays' bid is topped by a
competing offer.  The Debtors told Judge Peck at a hearing in
Manhattan Sept. 17 that the proposed Break-Up Fee is reasonable
under the circumstances, satisfies the business judgment rule, and
is consistent with the Second Circuit's teaching in In re
Integrated Resources, 147 B.R. 650 (S.D.N.Y. 1992), appeal
dismissed, 3 F.3d 49 (2d Cir. 1993).

"The approval of break-up fees and other forms of bidding
protections in connection with the sale of significant assets
pursuant to section 363 of the Bankruptcy Code have become an
established practice in chapter 11 cases," Jacqueline Marcus,
Esq., at Weil, Gotshal & Manges LLP, told Judge Peck.

In connection with this transaction, Lehman Brothers is receiving
additional legal counsel from

         John Finley, Esq.
         Andrew Keller, Esq.
         SIMPSON THACHER & BARTLETT LLP
         425 Lexington Avenue
         New York, NY 10017

and Barclays is being advised by:

         Victor I. Lewkow, Esq.
         David Leinwant, Esq.
         Duane McLaughlin, Esq.
         CLEARY GOTTLIEB STEEN & HAMILTON LLP
         One Liberty Plaza
         New York, NY 10006

              - and -

         Mitchell S. Eitel, Esq.
         Jay Clayton, Esq.
         SULLIVAN & CROMWELL LLP
         125 Broad Street
         New York, NY 10004

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: US$138BB in Advances by JPMorgan Is Secured
------------------------------------------------------------
Lehman Brothers Holdings, Inc., sought and obtained confirmation
from the U.S. Bankruptcy Court for the Southern District of New
York regarding the status and treatment of transfers amounting to
US$138 billion made by JPMorgan Chase Bank, N.A., to Lehman
Brothers, Inc.

Lehman Brothers Inc., a non-Debtor subsidiary of Lehman Brothers
Holdings, is a registered broker-dealer with the Securities and
Exchange Commission.  JPMorgan Chase Bank is party to five
clearing agreements with Debtor and certain of its affiliates:

(A) the Clearance Agreement executed by Chase as of June 15,
     2000 and executed by the Debtor, LBI, Lehman Commercial
     Paper Inc., Lehman Brothers International (Europe), Lehman
     Brothers OTC Derivatives Inc., and Lehman Brothers Japan
     Inc. as of June 7, 2000;

(B) the Clearance Agreement, dated as of September 10, 2008,
     with Lehman Brothers Bank, FSB;

(C) the Clearance Agreement, dated as of September 10, 2008,
     with Lehman Brothers Bankhaus Aktiengesellschaft;

(D) the Clearance Agreement, dated as of September 10, 2008,
     with Lehman Brothers Commercial Bank; and

(E) the Global Custody and Clearance Agreement, dated March 14,
     2001, with LBI, and together with the June 2000 Clearance
     Agreement.

Harvey R. Miller, Esq., at Weil, Gotshal & Manges LLP, in New
York, says pursuant to the June 2008 Clearance Agreement, the
September 2008 Clearance Agreements and the Global Clearance
Agreement, Chase may, in its sole discretion, make advances to or
for the benefit of the respective Lehman Clearance Parties, which
advances are payable by the Lehman Clearance Parties upon demand
by Chase.

Mr. Miller says further that the obligations of the Lehman
Clearance Parties under the Clearance Agreements are guaranteed
by Lehman pursuant to:

(1) the Guaranty, dated as of August 26, 2008, by the Debtor in
     favor of Chase and its successors and assigns; and

(2) the Guaranty, dated as of September 9, 2008, made by the
     Debtor in favor of Chase and its affiliates, subsidiaries,
     successors, and assigns.

According to Mr. Miller, the Debtor's obligations under the
Guarantee Agreements are secured by collateral, including all its
proceeds, whether arising before or after the Commencement Date,
pledged to Chase pursuant to:

(a) the Security Agreement, dated as of August 26, 2008, by the
     Debtor in favor of Chase and any of its successors and
     assigns party to the Clearance Agreements; and

(b) the Security Agreement, dated as of September 9, 2008, by
     the Debtor in favor of Chase and any of its affiliates,
     subsidiaries, successors, and assigns.

The Agreements contain these additional key provisions:

  -- the Clearance Agreement was amended Aug. 26, 2008 pursuant
     to which Lehman Brothers Holdings, Inc., Lehman Brothers
     International (Europe), Lehman Brothers OTC Derivatives
     Inc. and Lehman Brothers Japan Inc., joined Lehman Brothers
     Inc. and Lehman Commercial Paper Inc. as customers under
     the Agreement.  The amendment also said that except for the
     obligations of Lehman Brothers Holdings under the Guaranty
     and Security Agreement dated Aug. 26, 2008, the obligations
     and liabilities of each of the Lehman entities will be
     several and not joint.

  -- on Sept. 10, 2008, Lehman Brothers Bank, FSB, Lehman
     Brothers Bankhaus Aktiengesellschaft, and Lehman Brothers
     Commercial Bank signed separate clearance agreements with
     Chase.

  -- Pursuant to the Clearance Agreement, Chase will make
     advances or loans to LBI and other Lehman Entities, which
     loans will be backed by security interest in, among other
     things, liens upon and right of set-off as to balance of
     every existing or future deposit that it maintains with
     Chase.

  -- Ian Lowitt, as CFO of Lehman Brothers Holdings, signed a
     Guaranty dated Aug. 26, 2008, pursuant to which the comapny
     agreed to guarantee the loans and advances made by Chase to
     LBI, et al.

  -- Chase agreed to act as non-exclusive agent for securities
     transactions for the Lehman entities.  Chase also agreed to
     provide tri-party custodian services, pursuant to which it
     will accept from LBI any securities, which include physical      
     securities and securities held by the Federal Reserve Bank
     of New York, DTC, PTC, First Chicago Clearing Center, or      
     other depository or clearing corporation.

Full-text copies of the Agreements can be accessed for free at
http://bankrupt.com/misc/LehmanChaseAgreements.pdf

                  US$138 Billion in Advances By
                    Chase on Sept. 15 and 16

At the opening of the U.S. securities markets on Sept. 15, 2008,
after the filing of Lehman's Chapter 11 petition, Chase advanced
US$87 billion to or for the benefit of the Lehman Clearance
Parties
at the request of the Debtor and the Federal Reserve Bank of New
York, Mr. Miller relates.  That Commencement Date Advance was
necessary to clear, and facilitate the settlement of, securities
transactions with customers or clients of the Lehman Clearance
Parties to avoid a disruption of the financial markets, he says.  
The Commencement Date Advance was repaid by the Federal Reserve
Bank.

Mr. Miller relates further that on Sept. 16, Chase advanced "a
comparable amount" to or for the benefit of the Lehman Clearance
Parties at the request of the Debtor and the Federal Reserve Bank
of New York.  He says the Second Day Advance was necessary to
clear, and facilitate the settlement of, securities transactions
with customers or clients of the Lehman Clearance Parties to
avoid a disruption of the financial markets.  Chase may elect to
make additional advances under the Clearance Agreements in its
sole discretion.

Pursuant to the Guarantee Agreements and Security Agreements, all
Postpetition Advances are guaranteed by the Debtor, which
guarantees are secured by the Holding Company Collateral,
Mr. Miller adds.

              Bankruptcy Court Confirms Advances

Pursuant to Section 105(a) of the Bankruptcy Code, the Debtor
sought and obtained confirmation from Judge James M. Peck that
any of Chase's claims arising under or pursuant to the Clearance
Agreements, Guarantee Agreements, or Securities Agreements --
which agreements are securities contracts within the meaning of
Section 741(7)(A) of the Bankruptcy Code -- arising from any
Postpetition Advances, will be allowed as claims under the
Guarantee Agreements and will be secured by the Holding Company
Collateral to the same extent as if they had been made prior to
the Petition Date.

Mr. Miller asserted that to assure that Chase will continue to
perform under the Clearance Agreements, out of an abundance of
caution, it is necessary for the Court to confirm that the claims
of Chase that may arise from Postpetition Advances or other
transactions arising under or pursuant to the Clearance
Agreements, Guarantee Agreements, or Security Agreements post the
Petition Date will be allowed as claims under the Guarantee
Agreements secured by the Holding Company Collateral.

To the extent the Court views the Postpetition Advances as the
postpetition incurrence of debt, the Debtor asked the Court to
confirm that the Postpetition Advances are authorized under
Section 364 of the Bankruptcy Code as to the Guarantee Agreements
and the Holding Company Collateral.

The Debtor clarified that it is not asking the Court to validate
Chase's guarantees or the liens securing the guarantees, or to
grant administrative expense status for the Clearing Claims.  
Rather, out of an abundance of caution, it was asking the Court
to confirm that Chase's Clearing Claims will be allowed as claims
under the Guarantee Agreements that are secured by the Holding
Company Collateral to the same extent as if they had been made
prior to the Commencement Date.

The Debtor has been advised by Chase that, if the Court will not
grant the request, Chase will be unable to continue to make
Postpetition Advances at the Debtor's request, Mr. Miller
relates.  It is essential to the Debtor's customers that Chase
continue to clear securities transactions for the Lehman
Clearance Parties in accordance with its prepetition practices.  
Any cloud on the guarantees vis-a-vis the Holding Company
Collateral will inhibit Chase from clearing advances to or for
the benefit of the Lehman Clearance Parties to the detriment of
public investors.

According to Mr. Miller, approval of the Debtor's proposal is
fully consistent with the terms of the Bankruptcy Code, will
facilitate a smooth and orderly transition of the Debtor's
operations into Chapter 11, and minimize not only the disruption
of the Debtor's business affairs, but also the disruption of the
financial markets as a whole.

After a hearing on September 16, the Court ruled that any of
Chase's claims against Lehman arising under or pursuant to the
Clearance Agreements, the Guarantee Agreements, or the Securities
Agreements arising from any Postpetition Advances will be allowed
as claims under the Guarantee Agreements and will be secured by
the Holding Company Collateral to the same extent as if they had
been made prior to the date on which the Debtor commenced its
Chapter 11 case in the Court.

                Chase: Advances for Clearing of
            Securities Transactions with LBI clients

JPMorgan Chase Bank, N.A., delivered a statement to Judge Peck
supporting the Debtor's motion for confirmation of the status of
the Clearing Advances.

Harold S. Novikoff, Esq., at Wachtell, Lipton, Rosen & Katz, in
New York, confirmed that Chase advanced US$87 billion to or for
the
benefit of LBI on September 15, 2008, in order to clear, and
facilitate the settlement of, certain securities transactions
with customers or clients of LBI.  The advance was repaid on
Sept. 15, 2008.  Mr. Novikoff adds that on Sept. 16, 2008, Chase
advanced US$51 billion.

Mr. Novikoff stressed that the Debtor is not asking for a
validation of Chase's guarantee from the Debtor or of the liens
that secure that guarantee, nor does it seek a determination that
Chase is entitled to administrative expense status.  Rather, the
Court is being asked to confirm that Clearing Claims arising from
Postpetition Advances or other transactions after the filing of
the Debtor's bankruptcy petition will be allowed as claims under
the Guarantee Agreements, and will be secured by the Holding
Company Collateral, to the same extent as if they had been made
prior to the filing of the Debtor's bankruptcy petition.

Mr. Novikoff warned that if the Court does not grant the Debtor's
proposal, Chase would stop making Postpetition Advances as it has
been doing at the Debtor's request.

                         *     *     *

According to Bloomberg News, Chase said that the second advance
of US$51 billion has been repaid and the process will zero out the
advances at the end of each day.

The advances are guaranteed through collateral of Lehman
Brothers' holding company under an existing agreement.  Chase
holds about US$17 billion in collateral to secure the advances,
according to Bloomberg.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


SECURNAVI SA: Proofs of Claim Verification Deadline Is October 29
-----------------------------------------------------------------
Miguel Tregob, the court-appointed trustee for Securnavi SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until October 29, 2008.

Mr. Tregob will present the validated claims in court as  
individual reports on December 11, 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
Securnavi SA and its creditors.

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

A general report that contains an audit of Securnavi SA's
accounting and banking records will be submitted in court on
March 12, 2009.

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

The debtor can be reached at:

                     Securnavi SA
                     Luis M. Campos 635
                     Buenos Aires, Argentina

The trustee can be reached at:

                     Miguel Tregob
                     Lima 287
                     Buenos Aires, Argentina



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

CENTAL EUROPEAN: Signs Licensing Agreement to Launch MTV Czech
--------------------------------------------------------------
Central European Media Enterprises Ltd. and MTV Networks
International, a division of Viacom Inc., signed a multi-year
licensing agreement granting Central European rights to launch a
localized MTV channel in the Czech Republic, as well as the
opportunity to distribute the channel via cable and satellite
platforms in the Slovak Republic.

MTV Czech, which is slated to launch in the first half of 2009,
will operate as a fully-localised, 24-hour youth lifestyle
channel, providing the very best in international and local music
and long-form programming.  MTV Networks will work closely with
Central European and TV Nova to offer viewers a mix of locally
produced content, Czech adaptations of MTV formats and
internationally renowned programs such as Pimp My Ride and Cribs
subtitled in Czech.  MTV Czech will be available as part of TV
Nova's family of terrestrial and cable entertainment and thematic
channels.

Managing Director and Executive Vice President, Emerging Markets,
for MTV Networks, Bhavneet Singh commented:  "The Czech Republic
has been a priority market for us for some time now and we're
delighted to announce this deal and the extension of our strategic
partnership with Central European.  This is the very first MTV
Networks service to launch in the Czech Republic, marking a real
milestone in our network's history, and further strengthens our
MTV brand footprint across Central and Eastern Europe. Our aim is
to provide the best content across multiple media platforms and
create the ultimate go-to entertainment destination for Czech
youth."

Central European's Chief Executive Officer, Michael Garin added:
"We are thrilled to be launching MTV in the Czech Republic.  Our
strong partnership with MTV enhances our ability to deliver our
multichannel strategy.  We now have 22 networks across our markets
and look forward to working with MTV to expand further."

General Director of TV Nova, Petr Dvorak said:  "We are excited
to have the opportunity to include MTV into the TV Nova group of
channels.  We believe that MTV Czech will complement our existing
portfolio of channels, giving our viewers and advertisers an even
more complete media offering.  With the digitalisation processes
in the Czech and Slovak Republics already underway, we will be
able to offer the audience additional program diversity under the
Nova umbrella."

MTV Networks International is owned by Viacom Inc (NYSE: VIA,
VIA.B).  The company's Emerging Markets group is one of the
fastest growing regions in its portfolio of multi-platform
businesses.  The Emerging Markets group manages 26 television
channels, 24 websites, one broadband channel and three mobile TV
channels encompassing the MTV, VH1, Nickelodeon, VIVA and Comedy
Central brands in Central & Eastern Europe, Russia, Africa and
the Middle East.

                     About Central European

Based in Bermuda, Central European Media Enterprises Ltd.,  is a
TV broadcasting company with leading networks in seven Central
and Eastern European countries, including in Bulgaria, Croatia,
Czech Republic, Romania, Slovakia, Slovenia and Ukraine.  
Launched in 1994, the company and its partners now operate 22
channels, including TV Nova, Nova Cinema and Galaxie Sport in the
Czech Republic; PRO TV, PRO Cinema, Pro International, Sport.ro,
MTV and Acasa in Romania; Nova TV in Croatia, TV Markiza in the
Slovak Republic; POP TV and Kanal A in Slovenia; and Studio 1+1,
Kino and Citi in Ukraine.  Central European Media is traded on
the NASDAQ and the Prague Stock Exchange under the ticker symbol
“CETV”.

                          *    *    *

As reported in the Troubled Company Reporter-Latin America on
April 25, 2008, Standard & Poor's Ratings Services assigned its
'BB' debt rating to the 475 million senior secured convertible
notes due 2013 issued by Bermuda-based emerging markets TV
broadcaster, Central European Media Enterprises Ltd. in March
2008.  The long-termcorporate credit rating was affirmed at
'BB'.  S&P's outlook is stable.

At the same time, S&P raised the debt rating on both Central
European Media's EUR245 million and EUR150 million floating-rate
notes due, respectively, in 2012 and 2014 to 'BB' from the
previous 'BB-'.


FOSTER WHEELER: Unit Bags Construction Contract From Senmin Int'l
-----------------------------------------------------------------
Foster Wheeler Ltd.'s South African subsidiary, Foster Wheeler
South Africa (Pty) Limited, part of its Global Engineering and
Construction Group, has been awarded an engineering, procurement
and construction (EPC) contract by Senmin International (Pty) Ltd.  
for a new facility to produce carbon disulfide and recover sulfur
from hydrogen sulfide.  The plant will be located at Sasolburg in
South Africa and is scheduled for completion in 2009.

The Foster Wheeler contract value for this project was not
disclosed and will be included in the company’s third-quarter 2008
bookings.

“We are pleased to have been selected by Senmin for the EPC phase
of this project following our completion of the FEED, and we hope
that this develops into a long and successful relationship between
our two companies,” said Steve Scott, managing director of Foster
Wheeler South Africa (Pty) Limited.  “With over 70 years of
experience in the chemicals industry and many years of experience
in project delivery at Sasolburg, we will leverage our technical
expertise and extensive project execution experience to assist
Senmin in realizing its business objectives.”

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.



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

DELPHI CORP: Chapter 11 Examiner Will Cause Delay, Committee Says
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Delphi Corp.'s
bankruptcy case asserts that the United States Bankruptcy Court
for the Southern District of New York is not required to appoint
an examiner in the Chapter 11 cases under Section 1104(c) of the
Bankruptcy Code because a plan of reorganization has already been
confirmed by the Court.  

CR Intrinsic Investors, LLC and Highland Capital Management,
L.P.'s request is not supported by the terms of the statute or by
any case law, asserts Robert J. Rosenberg, Esq., at Latham &
Watkins LLP, in New York.

The Committee asserts that while the Court has the discretion to
appoint an examiner at this time notwithstanding Section 1104(c),
it should not exercise that discretion here.

Mr. Rosenberg contends that the downside to appointing an
examiner at this stage vastly outweighs the upside.  He argues
that an examiner would simply distract all parties from dealing
with the important matters at hand in the Chapter 11 cases.  

The Committee asserts that the current focus of the cases is the
Debtors' request to enter into amendments to the Global
Settlement Agreement and a Master Restructuring Agreement with
General Motors Corporation.  Mr. Rosenberg points out that
because the Debtors seek in that motion to grant GM an
administrative expense claim measured in the billions of dollars
and a general release, the determination of what recoveries
general unsecured creditors might receive will hinge on the
outcome of that motion, regardless of whether or not an examiner
is appointed.  "An examiner is therefore likely only to cause
delay and increase expenses without providing any benefit to the
Debtors or their creditors."

                      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,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 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.  The Plan has not been consummated after a group
led by Appaloosa Management, L.P., backed out from their
proposal to provide US$2,550,000,000 in equity financing to
Delphi.

(Delphi Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


DELPHI CORP: Equity Panel Taps Farrell Fritz as Conflicts Counsel
-----------------------------------------------------------------
The Official Committee of Equity Holders in Delphi Corp.'s
bankruptcy case seeks authority from the United States Bankruptcy
Court for the Southern District of New York, pursuant to Sections
328 and 1103 of the Bankruptcy Code, and Rule 2014 of the Federal
Rules of Bankruptcy Procedure, to retain Farrell Fritz, P.C., as
conflicts counsel.

Representing the Equity Committee, Bonnie Steingart, Esq., at
Fried, Frank, Harris, Shriver & Jacobson LLP, in New York,
narrates in Court that the Equity Committee's intent to retain
Farrell Fritz stems from A-D Acquisition Holdings, LLC's,
question whether Fried Frank was conflicted from further
representation of the Equity Committee on matters in which the
Committee was potentially adverse to the Plan Investors due to
its representation of Appaloosa on matters unrelated to the
Chapter 11 cases.

This led to the retention of the Gregory P. Joseph Law Offices as
conflicts counsel for the Equity Committee, which it sought and
obtained on November 9, 2007, pursuant to Sections 328 and 1103
of the Bankruptcy Code, Mr. Steingart recalls.  On May 16, 2008,
the Debtors filed an adversary proceeding against the Plan
Investors.  Since then, the Joseph firm has been actively
involved in the adversary proceeding on the Equity Committee's
behalf.

For reasons unrelated to any substantive aspects of its
representation of the Committee, and no current conflicts have
arisen in connection with the Joseph Firm's representation, it
notified the Equity Committee of its firm desire to withdraw as
conflicts counsel.

After discussing the terms and conditions of the withdrawal, the
Equity Committee consented to the Joseph Firm's withdrawal
provided that the Equity Committee was able to obtain this
Court's authorization to retain a substitute conflicts counsel
and that the Joseph Firm would cover the costs associated with
the transition to substitute conflicts counsel and not seek
reimbursement of any amount from the Debtors.

To ensure that the Equity Committee continues to have conflicts
counsel to represent them in the mediation and litigation with
the Plan Investors, the Equity Committee intends to retain
Farrell Fritz to replace the Joseph Firm as conflicts counsel.

Farrell Fritz is expected to render legal services in matters
that may not be handled by Fried Frank due to conflicts of
interest.  As conflicts counsel to the Equity Committee, Farrell
Fritz's responsibilities will include representing the Equity
Committee in matters where Fried Frank has a conflict of interest
or is otherwise unable to represent the Equity Committee.  Those
matters will include any legal services in connection with the
pending litigation against the Plan Investors.

The Equity Committee seeks to retain Farrell Fritz as its
conflicts counsel because Farrell Fritz has extensive experience
in the fields of business and financial litigation, bankruptcy
and creditors' rights.  Furthermore, Farrell Fritz's practice,
which also includes banking and finance, corporate, securities
and mergers and acquisitions, will permit it to fully represent
the interest of the Equity Committee in an efficient and
effective manner.  The Equity Committee believes that Farrell
Fritz is well-qualified and uniquely able to represent the Equity
Committee effectively in these Chapter 11 Cases, Mr. Steingart
relates.

Farrell Fritz has not received a retainer.  The firm will be
compensated on an hourly basis and will be reimbursed for actual,
necessary out-of-pocket expenses incurred in performing services.  
Farrell Fritz's rates are:

  Professional                    Hourly rate
  ------------                    -----------
  Louis A. Scarcella                   US$575
  Ted A. Berkowitz                        575
  Law clerks/paralegals             75 to 225
  Associates                       250 to 360
  Partners                         425 to 595
  Counsel                          335 to 650

Louis A. Scarcella, a member of Farrell Fritz, assures the Court
that her firm does not hold or represent any interest adverse to
and has no connection with the Equity Committee, the Debtors,
their creditors or any party-in-interest in matters upon which
Farrell Fritz is to be retained.  The Equity Committee also
believes that Farrell Fritz is a "disinterested person" as that
phrase is defined in Section 101(14) of the Bankruptcy Code.

                      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,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 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.  The Plan has not been consummated after a group
led by Appaloosa Management, L.P., backed out from their
proposal to provide US$2,550,000,000 in equity financing to
Delphi.

(Delphi Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


DELPHI CORP: Joseph Firm to Step Down as Equity Panel Counsel
-------------------------------------------------------------
The Gregory P. Joseph Law Offices LLC seeks permission from the
United States Bankruptcy Court fort the Southern District of New
York to withdraw as conflict counsel for the Official Committee of
Equity Security Holders in Delphi Corp.'s bankruptcy cases,
including as counsel in the adversary proceedings between Delphi
and Appaloosa Management L.P., et al.

Peter R. Jerdee, Esq., a member of the Joseph Firm, relates that
the firm has requested to end its representation for reasons
unrelated to any substantive aspects of its representation of the
Committee, and no current conflicts have arisen in connection
with the Joseph Firm's representation.

After due consideration, the Equity Committee acquiesced to the
Joseph Firm's request, provided that the Committee first obtain
and put in place replacement counsel and that the Joseph Firm
cover the costs associated with the transition to replacement
counsel.

Mr. Jardee asserts (i) "good cause" is established by the
Committee's consent to the firm's withdrawal and because its
interests will be fully protected by successor counsel, (ii) the
Committee will not be prejudiced by the Joseph Firm's withdrawal
as conflict counsel; and (iii) the Joseph Firm has made
appropriate arrangements with the Committee and its successor
counsel to ensure that the Debtors' estates do not incur any
incremental cost as a result of the withdrawal.

                      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,
represent the Official Committee of Unsecured Creditors.  As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 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.  The Plan has not been consummated after a group
led by Appaloosa Management, L.P., backed out from their
proposal to provide US$2,550,000,000 in equity financing to
Delphi.

(Delphi Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


FORD MOTOR: Urges Congress to Fund US$25 Billion Loan Program
-------------------------------------------------------------
Top executives at General Motors Corp., Chrysler LLC and Ford
Motor Co. met with House Speaker Nancy Pelosi and other
congressional leaders on Wednesday to pursue the funding of a
US$25 billion loan program intended to help the automakers  
modernize their plants to meet fuel efficiency requirements in the
future, reports say.

GM Chairman and CEO Rick Wagoner, Ford CEO Alan Mulally and
Chrysler Chairman and CEO Robert Nardelli, also sent a letter
stating their request for the loan program.  In it, they warned
that sluggish U.S. economy could affect thousands of workers.

Dow Jones reports that House Speaker Pelosi told reporters on the
same day that she plans to unveil a US$25 billion loan package to
U.S. automakers next week that could possibly add new efficiency
standards.  It would likely be contained in a government funding
bill.

Congress has authorized US$25 billion in loans in last year's
energy bill, but the plan has yet to be funded.  The program
authorizes Congress to provide US$25 billion in low-cost loans in
order for automakers and their suppliers to meet new fuel-
efficiency requirements of at least 35 miles per gallon by 2020, a
40% increase.

According to a report by the Associated press, the loans would
have an interest rate of around 5 percent, providing about
US$100 million a year in savings for every US$1 billion the
companies receive in loans.  The interest rate would have been in
double-digit on the open market because of the companies' poor
bond ratings, the report said.

                      About Chrysler LLC

Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital             
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                   About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM
employs about 266,000 people around the world and manufactures
cars and trucks in 35 countries.  In 2007, nearly 9.37 million GM
cars and trucks were sold globally under the following brands:
Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security and
information services.

General Motors Latin America, Africa and Middle East, with
headquarters in Miramar, Florida, is one of GM's four regional
business units.  GM LAAM employs approximately 37,000 people in
18 countries and has manufacturing facilities in Argentina,
Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and
Venezuela.  GM LAAM markets vehicles under the Buick,
Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and
Suzuki brands.

At June 30, 2008, the company's balance sheet showed total assets
of US$136.0 billion, total liabilities of US$191.6 billion, and
total stockholders' deficit of US$56.9 billion.  For the quarter
ended June 30, 2008, the company reported a net loss of
US$15.4 billion over net sales and revenue of US$38.1 billion,
compared to a net income of US$891.0 million over net sales and
revenue of US$46.6 billion for the same period last year.

                     About Ford Motor Co.

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles in
200 markets across six continents.  With about 260,000 employees
and about 100 plants worldwide, the company's core and affiliated
automotive brands include Ford, Jaguar, Land Rover, Lincoln,
Mercury, Volvo, Aston Martin, and Mazda.  The company provides
financial services through Ford Motor Credit Company.

The company has operations in Japan in the Asia Pacific region. In
Europe, the company maintains a presence in Sweden, and the United
Kingdom.  The company also distributes its brands in various
Latin-American regions, including Argentina and Brazil.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 21, 2008, Standard & Poor's Ratings Services said its
ratings on Ford Motor Co. (B-/Negative/--) and related entities
are not affected by Ford's intention to use up to US$500 million
of new common equity issuance to make purchases of Ford Motor
Credit Co.'s debt.  Debt due before 2012 will be the focus of
the repurchases.  Any such purchases in the open market or in
private transactions will likely be at a discount from par,
given current prices.  S&P views such purchases as a modest
positive for Ford's consolidated credit quality.

The TCR-LA reported Aug. 6, 2008, that Fitch Ratings downgraded
the issuer default rating of Ford Motor Company and Ford Motor
Credit Company LLC to 'B-' from 'B'.  The Rating Outlook remains
Negative.  The downgrade reflects these: (i) the further
deterioration in Ford's U.S. sales as a result of economic
conditions, an adverse product mix and the most recent jump in
gas prices; (ii) portfolio deterioration at Ford Credit and
heightened concern regarding economic access to capital to
support financing requirements; and (iii) escalating commodity
costs that will remain a significant offset to cost reduction
efforts.


GENERAL MOTORS: Urges Congress to Fund US$25 Billion Loan Program
-----------------------------------------------------------------
Top executives at General Motors Corp., Chrysler LLC and Ford
Motor Co. met with House Speaker Nancy Pelosi and other
congressional leaders on Wednesday to pursue the funding of a
US$25 billion loan program intended to help the automakers  
modernize their plants to meet fuel efficiency requirements in the
future, reports say.

GM Chairman and CEO Rick Wagoner, Ford CEO Alan Mulally and
Chrysler Chairman and CEO Robert Nardelli, also sent a letter
stating their request for the loan program.  In it, they warned
that sluggish U.S. economy could affect thousands of workers.

Dow Jones reports that House Speaker Pelosi told reporters on the
same day that she plans to unveil a US$25 billion loan package to
U.S. automakers next week that could possibly add new efficiency
standards.  It would likely be contained in a government funding
bill.

Congress has authorized US$25 billion in loans in last year's
energy bill, but the plan has yet to be funded.  The program
authorizes Congress to provide US$25 billion in low-cost loans in
order for automakers and their suppliers to meet new fuel-
efficiency requirements of at least 35 miles per gallon by 2020, a
40% increase.

According to a report by the Associated press, the loans would
have an interest rate of around 5 percent, providing about
US$100 million a year in savings for every US$1 billion the
companies
receive in loans.  The interest rate would have been in double-
digit on the open market because of the companies' poor bond
ratings, the report said.

                      About Chrysler LLC

Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital             
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                     About Ford Motor Co.

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles in
200 markets across six continents.  With about 260,000 employees
and about 100 plants worldwide, the company's core and affiliated
automotive brands include Ford, Jaguar, Land Rover, Lincoln,
Mercury, Volvo, Aston Martin, and Mazda.  The company provides
financial services through Ford Motor Credit Company.

The company has operations in Japan in the Asia Pacific region. In
Europe, the company maintains a presence in Sweden, and the United
Kingdom.  The company also distributes its brands in various
Latin-American regions, including Argentina and Brazil.

                   About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM employs  
about 266,000 people around the world and manufactures cars and
trucks in 35 countries.  In 2007, nearly 9.37 million GM cars and
trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security and
information services.

General Motors Latin America, Africa and Middle East, with
headquarters in Miramar, Florida, is one of GM's four regional
business units.  GM LAAM employs approximately 37,000 people in
18 countries and has manufacturing facilities in Argentina,
Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and
Venezuela.  GM LAAM markets vehicles under the Buick,
Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and
Suzuki brands.

At June 30, 2008, the company's balance sheet showed total assets
of US$136.0 billion, total liabilities of US$191.6 billion, and
total stockholders' deficit of US$56.9 billion.  For the quarter
ended June 30, 2008, the company reported a net loss of
US$15.4 billion over net sales and revenue of US$38.1 billion,
compared to a net income of US$891.0 million over net sales and
revenue of US$46.6 billion for the same period last year.


GENERAL MOTORS: May Issue Securities to Raise Funds
---------------------------------------------------
General Motors Corp. disclosed in a Securities and Exchange
Commission filing that it plans to register and issue these
classes of securities:

  1) Debt Securities;
  2) Common Stock (par value US$12/3 per share);
  3) Preferred Stock (without par value);
  4) Preference Stock (par value US$0.10 per share); and
  5) Warrants

GM said in its prospectus that an indeterminate aggregate initial
offering price and number or amount of the securities of each
identified class is being registered as may from time to time be
sold at indeterminate prices.  Separate consideration may or may
not be received for securities that are issuable upon conversion
of, or in exchange for, or upon exercise of, convertible or
exchangeable securities.

Registration fees of US$809,000 for up to US$10 billion net
aggregate principal amount of securities were paid previously by
the GM in connection with the Registration Statement on Form S-3
(File No. 333-108532) originally filed on September 5, 2003.
Pursuant to Rule 457(p) under the Securities Act of 1933, the fees
of US$629,402 with respect to US$7,780,000,000 aggregate initial
offering price of securities that were previously registered and
not sold are being carried forward, and such unsold securities are
deregistered, GM said.  In accordance with Rules 456(b) and
457(r), the company is deferring payment of all of the
registration fee except that portion previously paid and which is
being carried forward.

GM said net cash proceeds from the issuance of the securities will
be added to its general funds and will be available for general
corporate purposes, including capital expenditures, working
capital and the repayment of existing indebtedness.

A copy of GM's prospectus is available free of charge at:

               http://researcharchives.com/t/s?3236

                   About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM employs             
about 266,000 people around the world and manufactures cars and
trucks in 35 countries.  In 2007, nearly 9.37 million GM cars and
trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's OnStar
subsidiary is the industry leader in vehicle safety, security and
information services.

General Motors Latin America, Africa and Middle East, with
headquarters in Miramar, Florida, is one of GM's four regional
business units.  GM LAAM employs approximately 37,000 people in
18 countries and has manufacturing facilities in Argentina,
Brazil, Colombia, Ecuador, Egypt, Kenya, South Africa and
Venezuela.  GM LAAM markets vehicles under the Buick,
Cadillac, Chevrolet, GMC, Hummer, Isuzu, Opel, Saab and
Suzuki brands.

At June 30, 2008, the company's balance sheet showed total assets
of US$136.0 billion, total liabilities of US$191.6 billion, and
total stockholders' deficit of US$56.9 billion.  For the quarter
ended June 30, 2008, the company reported a net loss of
US$15.4 billion over net sales and revenue of US$38.1 billion,
compared to a net income of US$891.0 million over net sales and
revenue of US$46.6 billion for the same period last year.


NET SERVICOS: Sets Extraordinary Shareholders Meeting on Oct. 12
----------------------------------------------------------------
Net Servicos de Comunicacao S.A.'s shareholders will convene an
Extraordinary Shareholders’ Meeting, on October 2, 2008, at 11.00
a.m., at the company’s headquarters, at Rua Verbo Divino, So
Paulo, to resolve on the following:

   1. To acknowledge the resignation of the member of the Fiscal
      Council, Mr. Antonio Josr Alves Junior, and

   2. To elect his substitute until the conclusion of the term of
      office of the Fiscal Council.

Shareholders whose shares are held in custody by the CBLC
(Brazilian Clearing and Depositary Coporation) who wish to attend
the meeting should present a certificate issued by CLBC by
September 30, 2008, attesting to their shareholding position.

Headquartered in Sao Paulo, Brazil, Net Servicos de Comunicacao
S.A. -- http://nettv.globo.com/NETServ/us/empr/sobr_visao.jsp--          
is the largest pay-television operator in Latin America.  The
company operates in 79 Brazilian cities, including Sao Paulo,
Rio de Janeiro, Belo Horizonte and Porto Alegre.  It is also the
leading provider of high-speed cable modem Internet access
through Net Virtua service.  Its advanced network of coaxial and
fiber-optic cable covers over 44,000 kilometers and passes
approximately 9 million homes.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 21, 2008, Moody's Investors Service assigned a Ba2 foreign
currency rating to the proposed up to US$200 million guaranteed
long term senior unsecured notes to be issued by Net Servicos de
Comunicacao S.A.  Moody's said the rating outlook is stable.


NORTEL NETWORKS: Recent Actions Point to New Restructuring
----------------------------------------------------------
Nortel Networks Corp. maybe in the verge of restructuring again as
indicated by its current actions.  The company cut its revenue
forecasts by 2% - 4% compared to 2007.  It is now preparing for
another round of layoffs and has said it is selling its Metro
Ethernet business, Wojtek Dabrowski and Susan Taylor of Reuters
report.

The company had its bouts with several restructuring and efforts
at turning the company around cost thousands of jobs and billion
dollars in losses, the report added.

Mr. George Riedel, Chief Strategy Officer was very positive in an
interview, "We certainly have our challenges, but I think we've
got momentum as well, and if we stay focused on the growth areas
with more firepower, we feel confident we can power through this."

Nortel reported a cash outflow from operating activities of US$74
million in the second quarter of 2008.

                      About Nortel Networks

Nortel Networks Corporation -- http://www.nortel.com--
(NYSE/TSX: NT) is a global supplier of networking solutions
serving both service provider and enterprise customers.  It
supplies end-to-end networking products and solutions that help
organizations enhance and simplify communications.  Nortel
operates in four segments: Carrier Networks, Enterprise
Solutions, Metro Ethernet Networks and Global Services.  Nortel
Networks Limited is the company’s principal operating
subsidiary.

The company's executive offices are located in Toronto and has
operations in the United Kingdom, China, Australia, Argentina
and Brazil, among others.

                          *     *     *

In May 2008, Standard & Poor's Ratings Services revised its
outlook on Toronto-based telecommunications equipment provider
Nortel Networks Ltd. to positive from stable.  At the same time,
S&P affirmed the ratings, including the 'B-' long-term corporate
credit rating, on the company.  The ratings on NNL are based on
the consolidation with parent Nortel Networks Corp.

At the same time, S&P assigned a 'B-' bank loan rating to NNL's
proposed US$500 million 10.75% senior unsecured notes due 2016.
The notes are being issued as an add-on to the existing
US$450 million 10.75% senior unsecured notes due 2016, issued
July 2006.  S&P also assigned a recovery rating of '4' to the
notes, indicating the expectation for average (30%-50%) recovery
in the event of payment default.  Nortel will use the net
proceeds from the new debt issuance, together with cash
balances, to repay Nortel Network Corp.'s US$675 million 4.25%
convertible notes maturing Sept. 1.

At the same time, Moody's Investor Service said Nortel Network
Corp.'s Senior Unsecured Convertible, Exchange Bond, Debenture
ratings remains unchanged at B3 with LGD assessment changed to
LGD4, 66% from LGD4, 67%.


TYSON FOODS: Expands Biz in Brazil; To Acquire Three Poultry Firms
------------------------------------------------------------------
Tyson Foods Inc. has expanded its international business by
investing in the Brazilian poultry industry.  The company has
signed purchase agreements with three poultry companies in
southern Brazil.  Each is vertically integrated and offers the
potential for domestic and international sales growth.

Terms of the planned Brazilian transactions were not disclosed,
however, company officials confirmed Tyson will acquire Macedo
Agroindustrial and Avicola Itaiopolis (Avita), both located in the
state of Santa Catarina, and will initially have 70% ownership of
Frangobras in the state of Parana.  Tyson expects to conclude all
three transactions in the next 60 days.

Santa Catarina and Parana are leading corn and soy-producing
states in Brazil.  This is important since grain represents about
half of the cost of raising a chicken.  Both Brazilian states also
have excellent access to major ports for exporting products.

“Our investment in these companies is a key part of our
international strategy, especially since Brazil is currently the
world’s leading chicken exporter and third largest chicken
producer behind the U.S. and China,” said Rick Greubel, group vice
president and international president for Tyson Foods, which had
sales of US$26.9 billion in fiscal 2007, with chicken sales
representing 31 percent of the total.

“The Brazilian population consumes about 37 kilos (81 pounds) of
chicken per person per year compared to 45 kilos (99 pounds) in
the U.S.,” he said.  “With the economic stability and a growing
middle class, the per capita consumption of chicken will continue
to increase in Brazil.  In addition, our Brazilian operations will
give us greater access to markets that are currently buying little
to no poultry from the U.S.”

Macedo, based in Sao Jose, employs approximately 1,200 people and
recorded sales of BRL102 million in 2007.  Macedo is a strong
retail chicken brand in southern Brazil.  The company also exports
chicken to a variety of countries including the United Kingdom,
Belgium, Spain, Hong Kong, Japan, South Africa and Yemen.  As a
result of the transaction, Tyson plans to
expand production, more than doubling the plant’s capacity to
176,000 birds per day.  

Avita and Frangobras are new poultry companies with tremendous
growth potential.  Both recently built new, strategically-located
plants that contain modern processing technology.  Avita, located
in Itaiopolis, began operations in January 2008 and includes a
network of contract poultry producers.  The company’s processing
plant is involved in producing whole
and cut-up frozen chicken primarily for the foodservice industry.
Frangobras, which is based in Campo Mourao and expects to start
plant operations this month, relies on contract poultry producers.  
The poultry processing facility will also be involved in the
production of whole and cut-up chicken for both foodservice and
retail customers.  Product from the two companies will be sold in
the Brazilian domestic market as well as exported to several
countries.

Tyson’s investment in Avita and Frangobras will enable each
processing facility to increase daily chicken production to
320,000 birds.  Direct and indirect employment is also expected to
grow.

Joster Macedo, president of Macedo, has been selected to head all
of the Brazilian operations to be acquired by Tyson.  “Joster is
an experienced, dynamic leader with excellent knowledge of the
Brazilian poultry industry,” Mr. Greubel said.  “We have
aggressive growth plans in Brazil and we are confident he has the
qualifications to lead this process.

“The current management teams as well as other jobs at all three
companies are expected to remain in place as we move forward with
expansion plans,” said Mr. Greubel.  “The transition to expanded
production will be gradual with our focus on the long-term success
of these operations.”

Headquartered in Springdale, Arkansas, Tyson Foods Inc.
(NYSE:TSN) -- http://www.tysonfoods.com/-- is a processor and
marketer of chicken, beef, and pork. The company makes a wide
variety of protein-based and prepared food products at its 123
processing plants.  Tyson has approximately 114,000 Team Members
employed at more than 300 facilities and offices in 26 states
and 80 countries.

Tyson's U.S. beef plants are located in Amarillo, Texas; Dakota
City, Nebraska; Denison, Iowa; Finney County, Kansas; Joslin,
Illinois, Lexington, Nebraska and Pasco, Washington. The
company also has a beef complex in Canada, and is involved in a
vertically integrated beef operation in Argentina.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Sept. 17, 2008, Standard & Poor's Ratings Services affirmed the
'BB' corporate credit rating on Tyson Foods Inc. and its wholly
owned subsidiary, Tyson Fresh Meats Inc. and removed the rating
from CreditWatch with negative implications, where S&P had
originally placed it on June 19, 2008.

The TCR-LA reported on April 7, 2008, that Moody's Investors
Service confirmed Tyson Foods, Inc.'s corporate family rating and
probability of default rating at Ba1.  Moody's said the rating
outlook remains negative.



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

3D TRANSITION: Holding Final Shareholders Meeting on Sept. 25
-------------------------------------------------------------
3D Transition Ltd. will hold its final shareholders meeting on
Sept. 25, 2008, at 8 Boulevard Menilmontant, 75020 Paris, France.

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

3D Transition's shareholder decided on July 29, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

                Nicolas Lefevre
                c/o 8 Boulevard Menilmontant
                75020 Paris, France


AQR ALPHAPORT: Holds Final Shareholders Meeting on Sept. 25
-----------------------------------------------------------
AQR Alphaport Plus Fund Ltd. will hold its final shareholders
meeting on Sept. 25, 2008, at 11:00 a.m., at the offices of Ogier,
Queensgate House, South Church Street, Grand Cayman, Cayman
Islands.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) authorizing the liquidators of the company to retain the
      records of the company for a period of five years from the
      dissolution of the company, after which they may be  
      destroyed.

AQR Alphaport's shareholder decided on July 29, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

                Bradley D. Asness
                c/o AQR Capital Management LLC
                3rd Floor, Two Greenwich Plaza
                Greenwich, Connecticut
                USA

Contact for inquiries:

                Shameer Jasani
                c/o Ogier
                P.O. Box 1234
                Queensgate House, South Church Street
                Grand Cayman, Cayman Islands
                Tel: (345)949-9876
                Fax: (345)949-1986


AQR OFFSHORE: To Hold Final Shareholders Meeting on Sept. 25
------------------------------------------------------------
AQR Offshore Currency Fund (US$) Ltd. will hold its final
shareholders meeting on Sept. 25, 2008, at 11:00 a.m., at the
offices of Ogier, Queensgate House, South Church Street, Grand
Cayman, Cayman Islands.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) authorizing the liquidators of the company to retain the
      records of the company for a period of five years from the
      dissolution of the company, after which they may be  
      destroyed.

AQR Offshore's shareholder decided on July 9, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

                Bradley D. Asness
                c/o AQR Capital Management LLC
                3rd Floor, Two Greenwich Plaza
                Greenwich, Connecticut
                USA

Contact for inquiries:

                Shameer Jasani
                c/o Ogier
                P.O. Box 1234
                Queensgate House, South Church Street
                Grand Cayman, Cayman Islands
                Tel: (345)949-9876
                Fax: (345)949-1986


AQR GLOBAL FIXED: Sets Final Shareholders Meeting on Sept. 25
-------------------------------------------------------------
AQR Global Fixed Income Offshore Fund (US$) III Ltd. will hold its
final shareholders meeting on Sept. 25, 2008, at 11:00 a.m., at
the offices of Ogier, Queensgate House, South Church Street, Grand
Cayman, Cayman Islands.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) authorizing the liquidators of the company to retain the
      records of the company for a period of five years from the
      dissolution of the company, after which they may be  
      destroyed.

AQR Global Fixed's shareholder decided on July 9, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Bradley D. Asness
                c/o AQR Capital Management LLC
                3rd Floor, Two Greenwich Plaza
                Greenwich, Connecticut
                USA

Contact for inquiries:

                Shameer Jasani
                c/o Ogier
                P.O. Box 1234
                Queensgate House, South Church Street
                Grand Cayman, Cayman Islands
                Tel: (345)949-9876
                Fax: (345)949-1986


AQR SMID CAP: Will Hold Final Shareholders Meeting on Sept. 25
--------------------------------------------------------------
AQR Smid Cap Fund Ltd. will hold its final shareholders meeting on
Sept. 25, 2008, at 11:00 a.m., at the offices of Ogier, Queensgate
House, South Church Street, Grand Cayman, Cayman Islands.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) authorizing the liquidators of the company to retain the
      records of the company for a period of five years from the
      dissolution of the company, after which they may be  
      destroyed.

AQR Smid Cap's shareholder decided on July 9, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Bradley D. Asness
                c/o AQR Capital Management LLC
                3rd Floor, Two Greenwich Plaza
                Greenwich, Connecticut
                USA

Contact for inquiries:

                Shameer Jasani
                c/o Ogier
                P.O. Box 1234
                Queensgate House, South Church Street
                Grand Cayman, Cayman Islands
                Tel: (345)949-9876
                Fax: (345)949-1986


ALUMINCO LTD: Final Shareholders Meeting Is on Sept. 23
-------------------------------------------------------
Aluminco Ltd. will hold its final shareholders meeting on
Sept. 23, 2008, at 9:00 a.m., at Room A215, No 5 Sanlihe Road,
Haidian District, Beijing, P.R. China.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) determining the manner in which the books, accounts and
      documentation of the Company, and of the liquidator should
      be disposed of.

Aluminco's shareholder decided on Aug. 5, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

               Xu JiQing
               No. 602, 6/F, Door 7
               Luo Zhuang Nan Li, Haidian District
               Beijing, P.R. China
               Tel: (010) 6849-5212
               Fax: (010) 6849-4279


E2E SUPPLY: Holding Final Shareholders Meeting on Sept. 23
----------------------------------------------------------
E2E Supply Ltd. will hold its final shareholders meeting
Sept. 23, 2008, at 10:00 a.m., at the representative office,
78/F., The Center, 99 Queen’s Road, Central, Hong Kong.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) determining the manner in which the books, accounts and
      documentation of the Company, and of the liquidator should
      be disposed of.

E2E Supply's shareholders agreed on July 16, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

                Men Yihu
                P.O. Box 268GT
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Rhonda Laws
                Tel: (345)949-2648
                Fax: (345)949-8613


LIA FAIL: Deadline for Proof of Claim Filing Is Sept. 24
--------------------------------------------------------
Lia Fail Ltd.'s creditors have until Sept. 24, 2008, to prove
their claims to Brewer Ezzell, 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.

Lia Fail's shareholders agreed on May 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:

               Brewer Ezzell
               c/o C/-Clay Blue
               Murphy Investment Group Inc.
               5185 S. NC 41 Highway
               Wallace, NC 28466 USA
               Tel: (910) 285-1047
               Fax: (910) 284-1048


PACTUAL MULTI: Holds Final Shareholders Meeting on Sept. 25
-----------------------------------------------------------
Pactual Multi Strategies Fund Ltd. will hold its final
shareholders meeting on Sept. 25, 2008, at 10:30 a.m., at 3rd
Floor, Queensgate House, 113 South Church Street, Grand Cayman,
Cayman Islands.

These matters will be taken up during the meeting:

   1) accounting of the wind-up process, and
   
   2) authorizing the liquidators of the company to retain the
      records of the company for a period of five years from the
      dissolution of the company, after which they may be  
      destroyed.

Pactual Multi's shareholder decided on May 15, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

             Carolina Tepedino de Lima Costa and Iuri Rapoport
             c/o Praia de Botafogo
             501, 5th Floor
             Rio de Janeiro, Brazil

Contact for inquiries:

             Bryant Terry
             c/o Ogier
             Queensgate House, South Church Street
             Grand Cayman, Cayman Islands
             Telephone: (345) 949-9876
             Facsimile: (345) 949-1987


QUADRIGA ZEUS: To Hold Final Shareholders Meeting on Sept. 24
-------------------------------------------------------------
Quadriga Zeus Hedge Fund will hold its final shareholders meeting
on Sept. 24, 2008, at 4:00 p.m., at the registered office of the
Company.

These matters will be taken up during the meeting:

   1) approving the conduct of the liquidators, S.L.C. Whicker
      and K.D. Blake;

   2) approving the quantum of the liquidators' remuneration,
      that being fixed by the time properly spent by the
      liquidators and their staff;

   3) accounting of the wind-up process, and
   
   4) authorizing the liquidators of the company to retain the
      records of the company for a period of five years from the
      dissolution of the company, after which they may be  
      destroyed.

Quadriga Zeus' shareholder decided on Feb. 15, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

               S.L.C. Whicker and K.D. Blake
               c/o KPMG, P.O. Box 493,
               Grand Cayman, Cayman Islands
               Telephone: 345-949-4800
               Fax: 345-949-7164

Contact for inquiries:

               Bekilizwe Dube
               Tel: (345) 945-4464
               Fax: (345) 949-7164



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

* COLOMBIA: Peso Denominated Bonds Hit Two-Year Low
---------------------------------------------------
Andrea Jaramillo and Drew Benson at Bloomberg News report that
Colombia's peso-denominated bonds dropped the most in two years
amid concern a global financial crisis will deepen.

Alberto Bernal, head of emerging market research with Bulltick
Capital Markets in Miami, as cited by Bloomberg, disclosed that
although Latin America is in much better shape to weather an
international storm, that doesn't mean it's immune to financial
risk.

Citing Colombia's stock exchange, Bloomberg notes that the yield
on Colombia's benchmark 11 percent bonds due in July 2020 rose 51
basis points, or 0.51 percentage point, to 12.5% last week.  The
bond's price plunged 2.94 centavos to 90.884 centavos per peso,
its biggest drop since June 28, 2006, the report says.

The peso, Bloomberg relates, has slid 6.3% last week following the
record bankruptcy filing by Lehman Brothers Holdings Inc. and the
government takeover of American International Group Inc., the
largest U.S. insurer.  According to Bloomberg, the world's biggest
central banks, including the U.S. Federal Reserve and the European
Central Bank, agreed to pump as much as US$247 billion into the
financial system in a bid to stem the worst financial crisis since
the 1920s.

Juan Pablo Barney, a foreign-exchange trader at Banco Bilbao
Vizcaya's Colombia unit in Bogota, said the state's central bank
has been buying US$20 million a day in the currency market as part
of a plan announced in June to accumulate international reserves,
adding that the bank will likely scrap the plan if the peso
weakens to about 2,300 or 2,400 per dollar, Bloomberg relates.

"It's a good thing to accumulate international reserves,
especially in times of uneasiness, but once the weakening peso
creates inflationary problems, the bank will have to change its
plans," Bloomberg quoted Mr. Barney as saying.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Sept, 8, 2008, Fitch Ratings affirmed Colombia's foreign currency
sovereign Issuer Default Rating at 'BB+' and the short-term IDR at
'B'.

The TCR-LA on Feb. 29, 2008, Standard & Poor's Ratings Services
affirmed its 'BB+' long- and 'B' short-term foreign currency
sovereign credit ratings on the Republic of Colombia.



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

AIR JAMAICA: Board to Replace Edward Weigel as CEO
--------------------------------------------------
Air Jamaica's Board of Directors is considering selecting another
CEO after confirming to RJR News that newly appointed Chief
Executive Officer for the airlines, Edward Weigel, will not
take the post, Radio Jamaica reports.

As reported in the Troubled Company Reporter-Latin America on
Sept. 17, 2008, Mr. Weigel has been missing in action.

Radio Jamaica quoted Airline Chairperson Shirley Williams as
saying that Mr. Weigel cited personal reasons for his inability to
assume office.

                         About Air Jamaica

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 B1 rating
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: Investors Gather at Trustee's Office to Get Payment
--------------------------------------------------------------
Over 200 investors of Cash Plus Ltd last week waited outside the
office of L. Monty Kandekore, the Court-appointed Provisional
Liquidator for the company, on Sept. 17, hoping to get payed, The
Jamaica Observer reports.

According to The Observer, word spread from friend-to-friend that
the company will be handing out reimburment payments, although no
official announcements had been made.  The crowd were dissapointed
upon arrival at the trustee's office that no such
cheques for the reimbursment of investments, amounting to
billions, have been issued.

The 40,000 lenders of the investment club have been unable to
claim their investments since the cease and desist order issued
by Financial Services Commission (FSC), which was served by
Justice Patrick Brooks, on Dec. 29, 2007, The Observer notes.

                     About Cash Plus Limited

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 2008, the Supreme Court of Jamaica placed Cash Plus in
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.



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

BHM TECHNOLOGIES: Court Approves Jaffe as Committee Counsel
-----------------------------------------------------------
The United States Bankruptcy Court for the Western District of
Michigan approved the request of the Official Committee of
Unsecured Creditors of BHM Technologies Holdings, Inc., and its
debtor-subsidiaries to retain Jaffe Raitt Heuer & Weiss, P.C., as
counsel.

As reported by the Troubled Company Reporter on July 16, 2008,
Martin Seward, chairman of the Creditors Committee, says the
panel has selected Jaffe as counsel because of the firm's
extensive general experience and knowledge, and its recognized
expertise in the field of debtor's and creditors' rights,
business reorganizations under Chapter 11 of the Bankruptcy
Code, and unsecured creditors committees' rights and duties.

Jaffe will assist the Committee in fulfilling the functions
described in Section 1103(c) of the Bankruptcy Code and other
functions as may be required or permitted of the Committee
pursuant to the Bankruptcy Code.

Judith Greenstone Miller, Esq., a member of the firm, says his
firm does not hold or represent an interest adverse to the
Debtors' estate in the matters upon which Jaffe is to be
employed.

Jaffe will charge the Debtors' estates at its standard hourly
rates and will seek reimbursement of necessary out-of-pocket
expenses.  The firm's standard rates are:

     Professional               Position        Hourly Rate
     ------------               --------        -----------
     Jay L. Welford             Partner          US$385
     Thomas E. Coughlin         Partner             335
     Judith Greenstone Miller   Partner             360
     Louis P. Rochkind          Partner             455
     Richard Kruger             Partner             285
     Alicia Schehr              Partner             250
     Paige Barr                 Associate           200
     Paul Hage                  Associate           185
     Maureen E. Chapman         Paralegal           160

Jaffe will apply to the Court for allowance of compensation and
reimbursement of expenses in accordance with applicable
provisions of the Bankruptcy Code, Federal Rules of Bankruptcy
Procedure, local rules and orders of the Court.

Headquartered in Ionia, Michigan, BHM Technologies Holdings
Inc. -- http://www.browncorp.com/-- manufactures and sells   
automobile parts including air bags and electrical systems.  It
has manufacturing facilites in Mexico and operates under Brown
Corp.

BHM Technologies Holdings, Inc. and 14 affiliates filed separate
voluntary petitions under Chapter 11 on May 19, 2008 (Bankr.
W.D. Mich. Lead Case No. 08-04413).  Hannah Mufson McCollum,
Esq., Kay Standridge Kress, Esq., Robert S. Hertzberg, Esq., and
Leon R. Barson, Esq. of Pepper Hamilton LLP, represent the
Debtors in their restructuring efforts.  The Debtors total  
scheduled asset is US$0 and its total scheduled liabilities is  
US$336,506,519.

The Debtors have until Dec. 15, 2008, to exclusively file their
bankruptcy plan.  (BHM Technologies Bankruptcy News; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


BHM TECHNOLOGIES: Dundee Wants US$346,967 in Goods Returned
-----------------------------------------------------------
Dundee Products Co. gives notice of the delivery of written
demand, pursuant to Sections 503 and 546 of the Bankruptcy Code,
and applicable non-bankruptcy law, on debtor-affiliates -- The
Brown Co. of Moberly, LLC, The Brown Co. of Ionia, LLC, and The
Brown Co. of Waverly, LLC -- of BHM Technologies Holdings, Inc.,
to reclaim certain assets that are subject to reclamation.

Michael S. Messenger, Esq., at Robison, Curphey & O'Connell, in
Toledo, Ohio, says that Dundee believes that the Goods were sold
in the ordinary course of business and delivered on credit terms
to, and received by, the Debtors during the days prior to the
Petition Date.  

Mr. Messenger adds that Dundee further believes that Debtors were
insolvent at the time Debtors received delivery of the goods.  The
value of the goods at issue in this demand is US$346,967.

Headquartered in Ionia, Michigan, BHM Technologies Holdings
Inc. -- http://www.browncorp.com/-- manufactures and sells   
automobile parts including air bags and electrical systems.  It
has manufacturing facilites in Mexico and operates under Brown
Corp.

BHM Technologies Holdings, Inc. and 14 affiliates filed separate
voluntary petitions under Chapter 11 on May 19, 2008 (Bankr.
W.D. Mich. Lead Case No. 08-04413).  Hannah Mufson McCollum,
Esq., Kay Standridge Kress, Esq., Robert S. Hertzberg, Esq., and
Leon R. Barson, Esq. of Pepper Hamilton LLP, represent the
Debtors in their restructuring efforts.  The Debtors total  
scheduled asset is US$0 and its total scheduled liabilities is  
US$336,506,519.

The Debtors have until Dec. 15, 2008, to exclusively file their
bankruptcy plan.  (BHM Technologies Bankruptcy News; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


HSBC MEXICO: Willing to Up Financiera Independencia's Credit Line
-----------------------------------------------------------------
HSBC Overseas Holdings UK Limited is intending to divest its
entire stake in Financiera Independencia, S.A.B. de C.V., SOFOM,
E.N.R, which represents 126,999,000 shares equivalent to 18.68%
of total shares outstanding.

At the same Financiera Independencia's controlling shareholders
have indicated interest in increasing their ownership stake in
Financiera Independencia by acquiring 76,999,000 shares owned by
HSBC Overseas.  The shares will be acquired through the two
trusts that each group of individuals created to hold their stake
in Financiera Independencia.  The Financiera Independencia has
been informed that HSBC Overseas and these trusts will formalize
such purchase and sale transaction through a private agreement
pursuant to the right of first refusal provided under the
shareholders' agreement in place among them and HSBC Overseas,
which shall be thereafter terminated.

HSBC Overseas Holdings UK Limited mentioned that "since we
initially met Financiera Independencia we liked very much its
business model, its positioning, its management team and its
profitability.  Those characteristics remain as strong as ever.
HSBC Overseas' decision to divest its stake in Financiera
Independencia is consistent with HSBC's global strategy to focus
in its core banking business".

Simultaneously, HSBC Mexico, S.A. has confirmed to Financiera
Independencia its willingness to increase Independencia's
outstanding line of credit from MXN2,000 million to MXN2,500
million.

Chairman of the Board of Financiera Independencia, Jose Rion
commented "we have very much enjoyed having HOHU as our strategic
partner and are sorry to see them leave the partnership.  However,
we recognize that their departure increases our flexibility going
forward."  The HSBC group will continue to hold a seat in
Financiera Independencia's board.

As a result of HSBC Overseas' exit, Financiera Independencia's
board has decided to call to an Extraordinary Shareholders'
Meeting to discuss an amendment of its by-laws and a reduction in
its shareholders' equity through the amortization of up to a total
of 50 million shares at a reimbursement price per share of
MXN12.35, which is exactly the same price at which the controlling
shareholders will buy shares directly from HSBC Overseas.  If this
transaction is approved at the Shareholders' Meeting, the total
shares outstanding will be reduced from 680 million shares to 630
million shares.  In addition, all the shareholders of Financiera
Independencia may participate in the capital reduction
proportionally to their stake in the company.  The controlling
shareholders have informed Financiera Independencia that in case
that HSBC Overseas still owns any its shares after the
amortization takes place, they will be acquiring such shares.

After the amortization is completed, the equity to assets ratio
will be reduced from 39.8% to approximately 25.6%, resulting in a
solid equity ratio to continue supporting strong asset growth in
the near future.  With such reduction in excess capital,
Financiera Independencia reaffirms its commitment to use its
capital in the most efficient way without compromising growth.  
Moreover, the resulting equity ratio is more in line with that of
the Mexican banking industry.

The share amortization to be proposed at the Shareholders' Meeting
is a transaction highly accretive to current shareholders (5.4% in
proforma 2008 EPS) so we expect the Shareholders' Meeting to
approve this transaction.

Through the above mentioned transactions, the controlling
shareholders of Financiera Independencia will increase its
ownership stake in the company from 63.93% to at least 81.22%.

Financiera Independencia will host an investor conference call to
discuss the announcement.

Day:             Sept. 19, 2008

Time:            11:00 AM US ET; 10:00 AM Mexico City time

Dial-in number:  800-901-5259 (US & Canada)
                  617-786-4514 (International & Mexico)

Access Code:     91824810

Replay:          Starting Sept. 19, 2008 at 1:00 PM US ET,
                  ending at midnight US ET on Sept. 26, 2008.

  Dial-in number: 888-286-8010 (US & Canada);
                  617-801-6888 (International & Mexico).
  Access Code:    47510003.

   Web cast:      Web cast of the conference call and replay
                  is be available at Financiera Independencia's
                  web site.

                 About Financiera Independencia

Financiera Independencia, S.A.B. de C.V., SOFOM, E.N.R. (BMV:
FINDEP) -- http://www.independencia.com.mx-- is a Mexican  
microfinance lender of personal loans to individuals.  It
provides microcredit loans on an unsecured basis to individuals
in the low-income segments in Mexico in urban areas of both the
formal and informal economy.  As of June 30, 2008, the company
had a total outstanding loan balance of MXN3,914.6 million,
operated 172 offices in 124 cities throughout 31 of Mexico's 32
federal entities and has a labor force of more than 8,900 people.

                      Abou HSBC Mexico

HSBC Mexico, the fourth largest banking franchise in Mexico, had
total assets of around US$23.8 billion at March 2006.

                        *     *     *

To date, HSBC Mexico carries Moody's B1 issuer default rating
and long-term corporate rating.


MOVIE GALLERY: Changes Board of Directors and Management Team
-------------------------------------------------------------
Movie Gallery Inc.'s board of directors has elected C.J. "Gabe"
Gabriel, Jr., chief executive officer of Movie Gallery, as a
director, effective Aug. 19, 2008, the company said in a press
release.

Mr. Gabriel's appointment will fill the vacancy created by the
departure of Joe T. Malugen from the board.

"We are delighted that [Mr. Gabriel] is joining Movie Gallery's
board of directors and look forward to his playing an active role
on the board," Neil Subin, chairman of the board of directors of
Movie Gallery, said.

"Movie Gallery has already greatly benefited from [Mr. Gabriel's]
leadership and guidance as chief executive officer, and we
believe the company will continue to benefit from his significant
strategic expertise and vision, as well as his decades of
experience in the consumer products and retail industries," added
Mr. Subin.

Mr. Gabriel stated, "I am pleased and honored that the Board has
elected me as a director.  Movie Gallery is an increasingly
strong company with much to be proud of and I am committed to
taking the steps necessary to keep everyone focused on the future
of the company. I look forward to joining the board while
continuing my work with our outstanding senior management team,
dedicated employees and loyal customers."

In a separate statement dated August 29, 2008, Movie Gallery
disclosed that Thomas D. Johnson, Jr., terminated his
relationship with the company as executive vice president and
chief financial officer.  On July 23, Mr. Johnson will be replaced
by Lucinda M. Baier, who will be reporting directly to Mr.
Gabriel.

Mr. Johnson joined Movie Gallery in April 2004, and served as the
company's chief financial officer from June 1, 2006, through
July 27, 2008.  He became as the company's executive vice
president from June 1, 2006, through Aug. 29, 2008.

"[Mr. Johnson] has been a valued member of our senior management
team and we thank him for his significant contributions to the
company over the last four years. We wish him all the best in his
future endeavors," Mr. Gabriel said.

Mr. Johnson stated, "I am proud to have been associated with
Movie Gallery and continue to believe in its great potential.  I
have reached a point in my career where I have the unique
opportunity to pursue new challenges and I am looking forward to
doing so."

In connection with Mr. [Johnson's] resignation, Movie Gallery
disclosed in a regulatory filing with the Securities and Exchange
Commission that it entered into a Confidential Separation
Agreement and Release with Mr. Johnson, dated Aug. 29, 2008.

The Agreement provides in part for:

  -- a lump sum payment by the Company to Mr. Johnson of
     US$751,062, which represents 18 months' severance pay of
     US$487,500 and US$263,562 to pay all applicable taxes related
     to the severance pay;

  -- reimbursement of Mr. Johnson's premium payments for
     continuation coverage under COBRA for 12 months;

  -- a mutual release of all claims by the Company and Mr.
     Johnson; and

  -- a confidentiality agreement by Mr. Johnson.

                      About Movie Gallery

Headquartered in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment specialty
retailer.  The company owns and operates 4,600 retail stores that
rent and sell DVDs, videocassettes and video games.  The company
has operations in Mexico.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853).  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kurtzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The U.S. Bankruptcy Court for the Eastern District of Virginia
confirmed the Debtors' Second Amended Chapter 11 Plan of
Reorganization on April 9, 2008.  (Movie Gallery Bankruptcy News
Issue No. 33; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Delays Filing of Report for Quarter Ended July 6
---------------------------------------------------------------
In a regulatory filing with the Securities and Exchange Commission
dated Aug. 21, 2008, Movie Gallery Inc., disclosed that it was
unable to file its report for the quarter ended July 6, 2008, on
Form 10-Q by the August 20 deadline.

The Reorganized Debtors were focused on stabilizing and
restructuring their operations in accordance with their business
plan, including identifying and closing certain of their under-
performing video rental stores, the SEC filing disclosed.

At the same time, key personnel within the Company's accounting
and finance organization were actively involved with finalizing
necessary financing arrangements that enabled the Reorganized
Debtors to exit from Chapter 11.

Lucinda M. Baier, Movie Gallery's executive vice president and
chief financial officer, disclosed that the Company has spent
significant time during the first, second, and third quarters of
2008, preparing for confirmation of its Plan and the Reorganized
Debtors' emergence from Chapter 11.  Subsequent to the Effective
Date, the Debtors focused on implementing the post-emergence
aspects of the Plan.

In addition, the Debtors spent time reviewing inventories,
leases, goodwill and other assets for possible impairment
charges, and adopting the accounting requirements under AICPA
Statement of Position 90-7, Financial Reporting of Entities in
Reorganization Under the Bankruptcy Code, including the "fresh
start" provisions of SOP 90-7, Ms. Baier told the SEC.

According to Ms. Baier, the amounts and classification of certain
items previously reported in the company's consolidated financial
statements will be materially different in the second quarter
2008 financial results, owing to the consummation by the
Reorganized Debtors of the transactions contemplated by the Plan.

As a result of the adoption of the provisions of SOP 90-7, the
Company's consolidated financial statements for Q2 2008 will
require, among other things, that assets and liabilities be
restated to their fair values as of the Effective Date, and,
therefore, will not be comparable to those of prior periods,
Ms. Baier added.

The results of operations that the Company will include in its
second quarter Form 10-Q needs to be finalized by management and
reviewed by the Company's independent registered public
accounting firm.  Accordingly, Ms. Baier asserts that "it is not
appropriate to provide an estimate of [the second quarter]
results at this time."

The Company is making diligent efforts to file its Form 10-Q for
the second quarter of 2008, as soon as possible, Ms. Baier
assured the SEC.

                      About Movie Gallery

Headquartered in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment specialty
retailer.  The company owns and operates 4,600 retail stores that
rent and sell DVDs, videocassettes and video games.  The company
has operations in Mexico.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853).  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kurtzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The U.S. Bankruptcy Court for the Eastern District of Virginia
confirmed the Debtors' Second Amended Chapter 11 Plan of
Reorganization on April 9, 2008.  (Movie Gallery Bankruptcy News
Issue No. 33; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Sopris Wants US$205MM Debt Converted Into Equity
---------------------------------------------------------------
In a regulatory filing with the Securities and Exchange Commission
dated Sept. 9, 2008, Movie Gallery Inc., disclosed that on
September 4, the company and Sopris Capital Advisors LLC, on
behalf of itself and certain related parties, gave notice of the
parties' desire to enter into a transaction to convert certain
first lien debt into equity.

According to C. J. Gabriel, Jr., Movie Gallery's president and
chief executive officer, the Notice is pursuant to the Amended
and Restated First Lien Credit and Guaranty Agreement, dated
March 8, 2007, as amended and restated as of May 20, 2008, among
the company and certain of its subsidiaries as Guarantors,
Wilmington Trust company, as administrative agent, and Deutsche
Bank Trust company Americas, as collateral agent.

The Notice specifies that:

  (1) the company and Contributing Lenders desire to enter into
      a transaction pursuant to which the Contributing Lenders
      will assign Term Loans to the company in the aggregate
      principal amount of up to US$205,000,000, but not less than
      US$130,000,000, in exchange for shares of common stock, par
      value US$.001 per share of the company at the rate of
      US$10.00 per share; and

  (2) the transaction would be subject to a number of
      conditions, including:

         -- the execution of mutually agreeable, definitive
            documentation containing customary representations
            and warranties and closing conditions;

         -- the approval of the Audit Committee and the Board of
            Directors of Movie Gallery; and

         -- no existing Default or Event of Default to occur
            under the Agreement on the date of conversion.

In accordance with the terms of the Agreement, each Lender has
the right to participate in the transaction by assigning its Term
Loans to Movie Gallery in exchange for Common Stock at the
Exchange Rate and under substantially similar documentation.  
Movie Gallery has expressed a willingness to accept assignments
from Contributing Lenders and other assigning Lenders up to an
aggregate principal amount of US$250,000,000 at the Exchange Rate.

As required under the terms of the Agreement, only a Notice of
the proposed transaction has been given by the company and
Sopris.   No definitive documentation regarding the transaction
has been entered into by the parties and the company's Audit
Committee and Board of Directors has not yet approved the
proposed transaction.

Assuming all conditions of closing are satisfied, the transaction
is expected to close on or about October 6, 2008.  However, no
assurance can be given that the transaction will be consummated.

A full text copy of the Capital Contribution Notice is available
for free at:

             http://ResearchArchives.com/t/s?3235

                      About Movie Gallery

Headquartered in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment specialty
retailer.  The company owns and operates 4,600 retail stores that
rent and sell DVDs, videocassettes and video games.  The company
has operations in Mexico.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853).  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kurtzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The U.S. Bankruptcy Court for the Eastern District of Virginia
confirmed the Debtors' Second Amended Chapter 11 Plan of
Reorganization on April 9, 2008.  (Movie Gallery Bankruptcy News
Issue No. 33; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)


RADIOSHACK CORP: Initiates New Organizational Structure
-------------------------------------------------------
RadioShack Corporation, at the company's annual vendor conference,
has introduced its new organizational structure under Executive
Vice President of Store Operations Bryan Bevin.  The company has
established a new retail store management structure that is better
aligned to support the company's goals.

"This new structure enables us to intensify our focus on
productivity down to a local level and enhance our customers'
overall shopping experience," Mr. Bevin said.  "We are now better
prepared to pursue local marketing opportunities while achieving
greater continuity and consistency in store execution nationwide.  
This area structure also supports the continued professional
development of our management teams at the local level."

The retail operations in the United States are now comprised of
five areas, each of which is overseen by its own area vice
president reporting to Mr. Bevin.  Each area vice president
directs the activities of five regional sales directors and a
dedicated support staff.  Each regional sales director is
responsible for an average of 10 districts.  Each district manager
is responsible for approximately 15 to 20 stores.

The area vice presidents in the U.S. include:

    * Bill Nebes - Northeast Area.  Mr. Nebes joined RadioShack in
      2008.
    * Steve Schmidt - Southeast Area.  Mr.Schmidt joined
      RadioShack in 1985.
    * Sal Todaro - Great Lakes Area.  Mr. Todaro joined RadioShack
      in 2007.
    * Gregory Pattakos - Southwest Area.  Mr. Pattakos joined
      RadioShack in 2008.
    * Tom Schultz - West Area.   Mr. Schultz joined RadioShack in
      1977.

Store operations in the Caribbean will remain under the leadership
of John Wissinger, vice president, who also reports to Mr. Bevin.  
Mr. Wissinger joined RadioShack in 1983.

In addition to the changes accomplished in the field:

    * Debi Gladu, vice president of central operations, joined
      RadioShack in September 2008.
    * Kathy Buckley, vice president of finance, reporting to the
      chief financial officer, was promoted to her current
      position in 2008 to provide full-time support to retail
      store operations.

RadioShack Corporation (NYSE: RSH) -- http://radioshack.com/--
retails consumer electronics specialty products through almost
6,000 company-operated stores and dealer outlets in the United
States, over 100 RadioShack locations in Mexico.  Its retail
network include 4,439 retail stores, 721 kiosks, and 1,444
dealer and other outlets throughout the United States, and
generated LTM June 2008 revenues of US$4.27 billion.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 19, 2008, Standard & Poor's Ratings Services revised its
outlook on RadioShack Corp. to stable from negative.  At the
same time, S&P affirmed our ratings on the company, including
the 'BB' corporate credit and senior unsecured ratings.

The TCR-LA reported on Aug. 15, 2008, that Moody's Investors
Service affirmed RadioShack Corporation's Ba1 Corporate Family
Rating and SGL-1 Speculative Grade Liquidity rating; the outlook
is stable.


RADIOSHACK CORP: Board Amends By-Laws to Adopt Voting Standard
--------------------------------------------------------------
RadioShack Corporation's Board of Directors amended the company's
bylaws and corporate governance framework to adopt a majority
voting standard for any uncontested election of its Board.  The
new standard is effective immediately and will apply to all future
uncontested elections of directors.

The company's majority vote standard requires each uncontested
nominee for election to the Board of Directors receive a majority
of the votes cast.  In the event a nominee does not receive a
majority of the votes cast, such nominee shall tender his or her
resignation.  The Board will then consider whether to accept such
resignation.  Previously, directors were elected under a plurality
vote standard, in which candidates receiving the most votes were
elected, regardless of whether those votes constituted a majority.  
Plurality voting still will apply in contested elections of the
Board of Directors when the number of nominees exceeds the
designated number of available board seats.

The majority vote standard was approved by the shareholders at the
company's Annual Meeting of Shareholders held May 15, 2008.  In
addition, RadioShack has also made other revisions to its bylaws,
including clarification of the process under which shareholders
may submit proposals for consideration at shareholder meetings.  
The Amended and Restated bylaws were filed as an exhibit to a Form
8-K filed with the U.S. Securities and Exchange Commission.

RadioShack Corporation (NYSE: RSH) -- http://radioshack.com/--
retails consumer electronics specialty products through almost
6,000 company-operated stores and dealer outlets in the United
States, over 100 RadioShack locations in Mexico.  Its retail
network include 4,439 retail stores, 721 kiosks, and 1,444
dealer and other outlets throughout the United States, and
generated LTM June 2008 revenues of US$4.27 billion.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 19, 2008, Standard & Poor's Ratings Services revised its
outlook on RadioShack Corp. to stable from negative.  At the
same time, S&P affirmed our ratings on the company, including
the 'BB' corporate credit and senior unsecured ratings.

The TCR-LA reported on Aug. 15, 2008, that Moody's Investors
Service affirmed RadioShack Corporation's Ba1 Corporate Family
Rating and SGL-1 Speculative Grade Liquidity rating; the outlook
is stable.



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

AVETA INC: S&P Lifts Counterparty Credit Rating to 'B' from 'CCC+'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its counterparty credit
ratings on Aveta Inc., MMM Holdings Inc., and NAMM Holdings Inc.
to 'B' from 'CCC+'.
   
Standard & Poor's also said that it raised its rating on the
senior secured credit facility issued through MMM and NAMM to 'B'
from 'CCC+'.
   
The outlook on all these companies is stable.  Aveta conducts its
business through MMM and NAMM, which operate as two downstream
wholly owned holding companies.
   
The recovery ratings assigned to the credit facility issued
through MMM and NAMM is unchanged at '4', indicating average
recovery of principal in the event of default.
   
Debt outstanding through Aug. 31, 2008, consisted of a US$404.4
million term loan due August 2011 and an untapped US$10 million
revolver also due August 2011.
     
"The upgrade reflects Aveta's improving earnings and cash-flow
profile," explained Standard & Poor's credit analyst Joseph
Marinucci.  "The core operational fixes related to medical
management and contracting initiatives that the new management
team has implemented mainly drove the improvement."  Aveta is
better positioned to sustain and potentially build on its already
established competitive position in Puerto Rico.  In addition, the
company paid down US$70 million of debt so far in 2008 and
favorably
amended its credit facility agreement in July 2008 to allow for
greater financial flexibility in the near to intermediate term.

"The stable outlook reflects our expectation for sustained
business and financial profile development commensurate with
progress achieved for the 12-month period ended June 30, 2008.  It
also reflects our expectation for relatively strong debt-service
capacity and improved liquidity and capitalization over the next
12 months.  By year-end 2008, S&P expects revenue to be
US$1.9 billion-US$2.1 billion and for core Medicare HMO membership
in Puerto Rico to be very modestly higher at 170,000 members-
175,000 members," S&P says.

Headquartered in Fort Lee, New Jersey, Aveta Inc. is a for-
profit company that focuses on Medicare Advantage and addresses
the healthcare needs of the chronically ill.  Aveta has
operating subsidiaries in Southern California, Puerto Rico, and
Illinois.  Aveta is caring for over 195,000 Medicare
beneficiaries.


LEHMAN BROTHERS: To Sell Investment Mgmt Unit to Bain, Hellman
--------------------------------------------------------------
According to Bloomberg News, Lehman Brothers Holdings is in
discussions regarding a sale of its investment-management unit to
private-equity firms Bain Capital LLC and Hellman & Friedman LLC,
Bloomberg News reports, citing people familiar with the
negotiations.

Lehman's Investment-Management unit recorded net revenues
(revenues less interest) of US$634 million in the quarter ended
Aug. 31, 2008, compared to US$802 million during the same period
in 2007.  Investment Management provides strategic investment
advice and services to institutional and high-net-worth clients on
a global basis.

During 2007, Lehman acquired H.A. Schupf, a high net worth  
boutique asset manager with approximately US$2.3 billion in
assets under management; LightPoint Capital Management LLC, a  
leveraged loan investment manager based in Chicago, Illinois,  
with approximately US$3.2 billion in assets under management;  
Dartmouth Capital, a U.K.-based investment advisory firm with  
approximately US$340 million in assets under advisory; and MNG  
Securities, an equity securities brokerage firm in Turkey.  
Lehman also purchased interests in both Spinnaker Asset
Management Limited and Spinnaker Financial Services, part of
Spinnaker Capital, an emerging markets investment management
firm, and a 20% interest in the D.E. Shaw group, a global
investment management firm.

The Asset Management section under Investment-Management includes
proprietary asset management products across traditional and
alternative asset classes, through a variety of distribution
channels, to individuals and institutions:

  (i) Neuberger Berman, which Lehman acquired in 2003;

(ii) Lehman Brothers Asset Management brands; and

(iii) Private Equity, under which a number of private equity
      portfolios are managed.

A second section, Private Investment Management, provides
traditional brokerage services and comprehensive investment,
wealth advisory, trust and capital markets execution services to
both high-net- worth individuals and small and medium size
institutional clients, leveraging all the resources of Lehman
Brothers.

Established in 1984, Bain Capital is an private investment firm,  
managing over US$78 billion in assets.  Its affiliated advisors in
private equity, public equity, leveraged debt assets, venture
capital and global macro assets.

Hellman & Friedman LLC, founded in 1984, is a private equity
investment firm well respected for its distinctive investment
philosophy and approach.  During its 22-year investing history,
it has raised and managed over US$16 billion of committed capital
and has invested in over 50 companies.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: SIPC Does Not Expect Liquidation
-------------------------------------------------
The Securities Investor Protection Corporation, which maintains a
special reserve fund authorized by Congress to help investors at
failed brokerage firms, issued the following statement this
morning in relation to reports about the bankruptcy filing of
Lehman Brothers Holdings, Inc.

SIPC President Stephen Harbeck said: "SIPC has not initiated a
liquidation proceeding against the broker-dealer Lehman Brothers
Inc. and we do not currently anticipate doing so. As of this
morning, it appears that all customer cash, stocks and other
securities are accounted for."

"It is important to understand that the holdings of broker-dealer
Lehman Brothers Inc., would not be directly impacted by a
bankruptcy filing at the separate entity Lehman Brothers Holdings,
Inc.

"Should the situation at Lehman Brothers Inc. change in some
material way not now anticipated by SIPC and regulators, we will,
of course, intervene as necessary to protect the cash and
securities of customers. However, I want to underscore that such
an action is considered unlikely at this time.

"SIPC is working closely with the U.S. Securities and Exchange
Commission (SEC) to monitor the situation at Lehman Brothers Inc.

"The Securities Investor Protection Corporation remains vigilant
and committed to our core mission: When a brokerage firm is closed
due to bankruptcy or other financial difficulties and customer
assets are missing, SIPC steps in as quickly as possible and,
within certain limits, works to return customers' cash, stock and
other securities.  Without SIPC, investors at financially troubled
brokerage firms might lose their securities or money forever or
wait for years while their assets are tied up in court."

                           About SIPC

The Securities Investor Protection Corporation is the U.S.
investor's first line of defense in the event a brokerage firm
fails, owing customer cash and securities that are missing from
customer accounts.  SIPC either acts as trustee or works with an
independent court-appointed trustee in a brokerage insolvency case
to recover funds.  The statute that created SIPC provides that
customers of a failed brokerage firm receive all non-
negotiable securities - such as stocks or bonds -- that are
already registered in their names or in the process of being
registered.  At the same time, funds from the SIPC reserve are
available to satisfy the remaining claims of each customer up to a
maximum of US$500,000.  This figure includes a maximum of
US$100,000 on claims for cash.  From the time Congress created it
in 1970 through December 2006, SIPC has advanced US$505 million in
order to make possible the recovery of US$15.7 billion in assets
for an estimated 626,000 investors.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEHMAN BROTHERS: Linklaters to Advice PwC in U.K. Administration
----------------------------------------------------------------
The U.K. Administrators tapped the services of Linklaters LLP to
advise them in the U.K. administration proceeding for Lehman
Brothers International Europe according to a report by
TheLawyer.com.

PricewaterhouseCoopers partners Mike Jervis, Tony Lomas, Steven
Pearson and Dan Schwarzmann sought Linklaters' services after
Lehman Brothers International was placed into administration and
they were appointed as joint administrators to wind down the
business.

Tony Bugg, Linklaters' head of restructuring and insolvency,
leads the engagement, and will be assisted by Richard Holden,
restructuring partner, and Matthew Middleditch and David Ereira,
corporate partners, according to the report.

Lehman Brothers International is the principal U.K. trading
company in the Lehman group.  Three other group companies:

  -- Lehman Brothers Holdings Plc,
  -- Lehman Brothers Limited and
  -- LB UK RE Holdings Limited

have also been placed into administration.

In a Sept. 15 press release, Lehman Brothers Holdings Inc. said
the U.K.-based firms were put into administration in light of the
absence of ongoing financial support from the company.

The London Stock Exchange recently declared Lehman Brothers
International a defaulter, meaning it would lose its membership
and ability to trade in the stock exchange.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


POPULAR INC: Banking Unit to Buy US$34MM Rights from RG Financial
-----------------------------------------------------------------
Banco Popular de Puerto Rico, a unit of Popular Inc. in Puerto
Rico, agreed to buy third-party mortgage servicing rights from RG
Mortgage Corp, a unit of RG Financial, for about US$34 million,
Caribbean Net News says.

Popular said it expects to close the sale deal in the fourth
quarter, the report relates.  Popular added that it expects its
earnings to immediately increase due to the acquisition.

In a phone interview, Joseph Gladue, analyst with B. Riley & Co,
told the Caribbean Net News that "RG Mortgage Corp is a bank
that's struggling and they needed to raise some capital."

Popular, according to the report, disclosed that the third-party
servicing rights serve a mortgage loan portfolio of about
US$5.1 billion.

Banco Popular, the Caribbean Net News reveals, has been attempting
to narrow the scope of its mainland U.S. operations exposed to the
credit and mortgage markets.  The bank, the report says, is
leveraging on its core strengths in Puerto Rico.  In January, the
bank sold its U.S. consumer finance business, Equity One, to an
American International Group Inc. unit for about US$1.5 billion,
the Caribbean Net News notes.  In August, Popular sold the loan
and servicing assets of its U.S. mortgage unit to Goldman Sachs
for US$1.17 billion, the report adds.

Banco Popular still has a lot of work to do, including sale of
additional assets, before it makes its U.S. mainland operations
profitable, the Caribbean Net News reports, citing analyst Gladue.

                         About RG Financial

San Juan, Puerto Rico-based R & G Financial Corporation --
http://www.rgonline.com/-- is a Puerto Rico chartered diversified  
financial holding company.  Through its wholly owned subsidiaries,
is engaged in banking, mortgage banking and insurance activities
in Puerto Rico.  Its subsidiaries include R-G Premier Bank of
Puerto Rico, R&G Mortgage Corporation, and R-G Insurance
Corporation, its Puerto Rico insurance agency.  Banking activities
include commercial and retail banking services, corporate and
construction lending, consumer lending and credit cards, offering
a diversified range of deposit products and, to a lesser extent,
investment services through its private banking department.  In
November 2007, the company announced that it has completed the
sale of Crown to Fifth Third Financial Corporation, a subsidiary
of Fifth Third Bancorp (Fifth Third).

                           About Popular

Headquartered in Puerto Rico, Popular Inc. (Nasdaq: BPOP) --
http://www.popular.com/-- is a full service financial
institution with operations in Puerto Rico, the United States,
the Caribbean and Latin America.  With over 300 branches and
offices, the company offers retail and commercial banking
services through its franchise, Banco Popular de Puerto Rico,
well as auto and equipment leasing and financing, mortgage
loans, consumer lending, investment banking, broker/dealer and
insurance services through specialized subsidiaries.  In the
United States, the company has established a community banking
franchise providing a broad range of financial services and
products to the communities it serves.

                        *       *      *

The Troubled Company Reporter related on Nov. 20, 2007, that Banco
Popular de Puerto Rico' Bank Financial Strength Rating,  Moody's
Investors Service has placed the ratings of Popular, Inc. and its
subsidiaries on review for possible downgrade.  The holding
company is rated A2 for senior debt and Prime-1 for short-term
debt.  The lead bank, Banco Popular de Puerto Rico, is rated B-
for bank financial strength and A1 for long-term deposits.  The
lead bank's Prime-1 rating is not on review.


R&G FINANCIAL: To Sell Unit's Servicing Rights for US$34 Million
----------------------------------------------------------------
Banco Popular de Puerto Rico, a unit of Popular Inc. in Puerto
Rico, agreed to buy third-party mortgage servicing rights from RG
Mortgage Corp, a unit of RG Financial, for about US$34 million,
Caribbean Net News says.

Popular said it expects to close the sale deal in the fourth
quarter, the report relates.  Popular added that it expects its
earnings to immediately increase due to the acquisition.

In a phone interview, Joseph Gladue, analyst with B. Riley & Co,
told the Caribbean Net News that "RG Mortgage Corp is a bank
that's struggling and they needed to raise some capital."

Popular, according to the report, disclosed that the third-party
servicing rights serve a mortgage loan portfolio of about
US$5.1 billion.

Banco Popular, the Caribbean Net News reveals, has been attempting
to narrow the scope of its mainland U.S. operations exposed to the
credit and mortgage markets.  The bank, the report says, is
leveraging on its core strengths in Puerto Rico.  In January, the
bank sold its U.S. consumer finance business, Equity One, to an
American International Group Inc. unit for about US$1.5 billion,
the Caribbean Net News notes.  In August, Popular sold the loan
and servicing assets of its U.S. mortgage unit to Goldman Sachs
for US$1.17 billion, the report adds.

Banco Popular still has a lot of work to do, including sale of
additional assets, before it makes its U.S. mainland operations
profitable, the Caribbean Net News reports, citing analyst Gladue.

                           About Popular

Headquartered in Puerto Rico, Popular Inc. (Nasdaq: BPOP) --
http://www.popular.com/-- is a full service financial
institution with operations in Puerto Rico, the United States,
the Caribbean and Latin America.  With over 300 branches and
offices, the company offers retail and commercial banking
services through its franchise, Banco Popular de Puerto Rico,
well as auto and equipment leasing and financing, mortgage
loans, consumer lending, investment banking, broker/dealer and
insurance services through specialized subsidiaries.  In the
United States, the company has established a community banking
franchise providing a broad range of financial services and
products to the communities it serves.

                         *       *      *

The Troubled Company Reporter related on Nov. 20, 2007, that Banco
Popular de Puerto Rico' Bank Financial Strength Rating,  Moody's
Investors Service has placed the ratings of Popular, Inc. and its
subsidiaries on review for possible downgrade.  The holding
company is rated A2 for senior debt and Prime-1 for short-term
debt.  The lead bank, Banco Popular de Puerto Rico, is rated B-
for bank financial strength and A1 for long-term deposits.  The
lead bank's Prime-1 rating is not on review.

                         About RG Financial

San Juan, Puerto Rico-based R & G Financial Corporation --
http://www.rgonline.com/-- is a Puerto Rico chartered diversified  
financial holding company.  Through its wholly owned subsidiaries,
is engaged in banking, mortgage banking and insurance activities
in Puerto Rico.  Its subsidiaries include R-G Premier Bank of
Puerto Rico, R&G Mortgage Corporation, and R-G Insurance
Corporation, its Puerto Rico insurance agency.  Banking activities
include commercial and retail banking services, corporate and
construction lending, consumer lending and credit cards, offering
a diversified range of deposit products and, to a lesser extent,
investment services through its private banking department.  In
November 2007, the company announced that it has completed the
sale of Crown to Fifth Third Financial Corporation, a subsidiary
of Fifth Third Bancorp (Fifth Third).

                        *       *      *

As reported in the Troubled Company Reporter-Latin America on
July 18, 2008, R&G Financial Corporation reported that its
wholly-owned Puerto Rican mortgage subsidiary, R&G Mortgage
Corporation and R-G Premier Bank, and its wholly-owned chartered
commercial bank, R-G Premier Bank, received notices from the
Federal Home Loan Mortgage Corporation of immediate termination
of their respective eligibility to sell mortgages to and service
mortgages for Federal Home.  Federal Home indicated that it has
taken these actions due to its concerns regarding the entities'
ability to continue to act as servicer and to meet their
obligations to Federal Home, among other reasons.



=============
U R U G U A Y
=============

LEHMAN BROTHERS: Japan Banks, Insurers Have US$2.3BB Exposure
-------------------------------------------------------------
Japan's banks and insurers disclosed a combined JPY245 billion
(US$2.3 billion) of potential losses tied to the collapse of
Lehman Brothers Holdings Inc., Bloomberg news reports.

According to Bloomberg, Banks from Tokyo-based Mitsubishi UFJ,
Japan's largest, to Bank of the Ryukyus Ltd., a lender based in
Okinawa, disclosed assets that might become worthless following
Lehman's filing for bankruptcy protection.  The total for 37
banks was JPY198 billion, compared with a combined JPY47 billion
at seven Japanese insurers, according to data compiled by
Bloomberg based on announcements.

Mitsubishi UFJ said in a statement that, on a net basis, the
total amount of credits, etc., extended by group companies of
Mitsubishi UFJ Financial Group, Inc., to Lehman Brothers Holdings
and related companies is US$235 million:

1. The Bank of Tokyo-Mitsubishi UFJ, Ltd.
    (total US$260 million)

       Credits, including loans, etc.:      US$218 million
          Of which, to the headquarters:     US$35 million
                    to Japanese subsidiary:  JPY20 billion
       Corporate bonds:                      US$42 million

       Of these amounts US$40 million is hedged by credit
       default swaps.

2. Mitsubishi UFJ Trust & Banking Corporation (total
    US$15 million)

Mizuho Financial Group Inc., Japan's second-largest bank by
revenue, may record losses as much as JPY20 billion due to
exposure to Lehman, spokeswoman Masako Shiono said in an
interview, according to Bloomberg.

The absolute priority rule under the Bankruptcy Code provides
that creditors have priority over a company's equity holders.
Shareholders will only receive value after creditors have been
paid.  Unsecured creditors won't obtain any recovery until
secured creditors receive recovery to the extent of the value of
their collateral.

Additionally, the Singapore Stock Exchange has suspended Lehman
Brothers Pte Ltd from taking on new securities and derivatives
positions.  SGX is facilitating the orderly transfer of customers'
derivatives positions from LBPL to other brokers.  At present,
LBPL is meeting their financial obligations to SGX's securities
and derivatives clearing houses.  SGX will continue to monitor the
situation and maintain the orderly function of the markets.

Korea's financial regulator, the Financial Services Commission,
also has banned Lehman Brothers Holdings Inc.'s Korean units from
selling and repaying debts until Dec. 15., the day after parent
firm filed for bankruptcy in the U.S., Yonhap News reports.  
According to the report, Lehman's Seoul units will also be
prohibited from receiving deposits, trading stocks and
transferring money overseas.  The commission, the report relates,
said the ban was aimed at "protecting investors at home and
preventing potential chaos in local financial markets."

The Korean Times notes that Seoul's benchmark stock index plunged
6.54% on the news of Lehman's bankruptcy and insurance giant AIG
Inc.'s struggle for survival after being battered by mortgage
losses.  Moreover, Asia Pulse relates, that the Korean won
currency also plunged by KRW50.9 to close at 1,160.0 versus the
U.S. dollar, marking the biggest one-day loss since August 1998,
as local banks scrambled to buy the U.S. currency.

"The situation in the U.S. financial markets appears to be bad
because Lehman filed for bankruptcy only three days after it
announced a plan to sell its assets," Asia Pulse cited Shim
Jae-yeop, a senior analyst at Meritz Securities Co. in Seoul,
as saying.

Government officials, Yonhap points out, tried to calm the market
by assuring the public that Lehman's demise would probably erase
uncertainties in global financial markets in the long term.

The Pulse says that the Korea's finance ministry and the Bank of
Korea said they would act "if necessary."  Vice Finance Minister
Kim Dong-soo said the government will provide liquidity to
stabilize the nation's financial markets.  "The government and
the Bank of Korea will take steps against excessive fluctuations
in foreign exchange markets," he said.

As of the end of July, the Lehman units in Seoul had a total of
KRW1.6 trillion (US$1.44 billion) in assets from investors.
South Korean financial companies held about US$720 million in
securities linked to Lehman.

In Taiwan, the Financial Supervisory Commission, Taiwan's
watchdog, said it would help investor's of Lehman Brothers
Holdings Inc.'s Taiwan unit to file for damages against its parent
firm if the need arises, Business News reports.  The Commission,
the report relates, also ordered the Lehman's Taiwan office to
suspend operations until the parent company's financial crisis is
over. The local benchmark TAIEX stock index, The China Post
relates, precipitated in a steep and combined loss of 554 points
in the first two days of trading this week, compared with the
sharp fall of 504 points in the Dow Jones industrial average index
on Monday.

Taiwan Stock Exchange executives conducted an audit check at the
office of Lehman Brothers in accordance with the enforcement
regulations concerning TSE business operations, but have found no
abnormalities except it voluntarily ceased in securities trading
on September 16, according to The Post.

The Post says that a large number of financial institutions in
Taiwan have made investments in the bonds and other securities
issued, guaranteed by, or related to the Lehman.  Among the local
financial institutions, Hua Nan Commercial Bank revealed that it
still holds about NTUS$440 million worth of such bonds, The Post
says.  Hua Nan executives said they have taken necessary actions
to secure the NTUS$1.7 billion loan extended to the local branch
of
Lehman Brothers, the same report adds.  Taiwan's institutional
and retail investors have about NTUS$80 billion (US$2.5 billion US
dollars) of exposure in Lehman investments.

The Taiwan branch of Lehman Brothers has also made investment in
the transactions of non-performing loans and delinquent assets on
the Taiwan market.

Business News points out that some Taiwan investors have asked
the Commission to freeze the assets of Lehman's Taiwan office to
cover their potential losses, but the Commission said that if
there are losses, the parent company is responsible, not its unit
in Taiwan.  If there is a need, it would help Taiwan investors
seek damages from the parent company, the commission added.

In India, the Reserve Bank of India (RBI) has advised Indian unit,
Lehman Brothers Capital Pvt Ltd, that it would need prior approval
of RBI before contracting any direct/indirect liability from any
institution in India or outside India or making any foreign
currency remittance, India Infoline News Service reports.  
According to Infoline News, the RBI is keeping a close watch on
the developments in the wake of Lehman's bankruptcy filing and is
in constant touch with banks and other market participants to
manage any fallout of these developments on the Indian markets in
an orderly manner.

Meanwhile, The Economic Times says Lehman's bankruptcy wiped off
more than Rs 2,000 crore (US$431 million) from the market
valuation of those Indian companies in which the U.S. firm has
made equity investments.  In addition, recent news reports cited
by The Financial Express says Lehman had asked a section of its
BPO staff in India to quit.  In India, Lehman employs a total of
2,500 including those in the BPO unit.

The Times relates that Lehman has recorded a loss of more than Rs
50 crore on its investments in India, which is nearly 10 per cent
of its current holding worth an estimated over Rs 500 crore.  

Late last month, Lehman offloaded around Rs 400 crore of its
equity holding in nearly 10 companies, most of which were
purchased by Deutsche Bank.  Prior to the sell-off, Lehman's
Indian equity portfolio is estimated to have been worth more than
Rs 1,000 crore, which has now nearly halved to about Rs 500
crore, the Times says.

Lehman also had equity holding in about two dozen firms at the
end of June quarter including Spice Communications, Spice Mobile,
Anant Raj Industries, Edelweiss Cap, IVRCL Infra and Tulip
Telecom, the Times adds.

Separately, the Times reports that Lehman's bankruptcy will
impact India's largest private bank ICICI Bank partly.  ICICI
Bank, the same report says, will have to take a hit of US$28
million on account of the additional provisioning that ICICI
Bank's UK subsidiary will have to make.  

ICICI Bank's UK subsidiary had investments of EUR57 million
(around US$80 million) in senior bonds of Lehman Brothers, the
Times notes.  Broking house Edelweiss foresees the UK subsidiary
would have to book mark-to-market losses of US$200 million.
its subsidiaries.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: U.S. Trustee Appoints Panel, RR Donnelly Quits
---------------------------------------------------------------
Pursuant to Section 1102 of the Bankruptcy Code, Diana G. Adams,
the United States Trustee for Region 2, appointed these seven
creditors to serve on the Official Committee of Unsecured
Creditors in Lehman Brothers' Chapter 11 cases:

      1. Wilmington Trust Company, as
         Indenture Trustee
         520 Madison Avenue, 33rd Floor
         New York, New York 10022
         Attn: James J. McGiniey, Managing Debtor
         Phone Number (212) 415-0522
         Fax Number (212) 415-0513

      2. The Bank of NY Mellon
         101 Barclay - 8 W.
         New York, New York 10286
         Attn: Gerard Facendola, Vice President Corporate Trust
         Phone Number (212) 815-5373

      3. Shinsei Bank, Limited
         1-8, Uchisaiwaicho 2- Chome
         Chiyoda - Ku, Tokyo 100-8501
         Japan
         Attn: Edward P. Gilbert
         Phone Number 81-3-5510-6614
         Fax Number 81-3-4560-2846

      4. Mizuho Corporate Bank, Ltd. as Agent
         1251 Avenue of the Americas
         New York, New York 10020-1104
         Attn: Noel P. Purcell, Senior Vice President
         Phone Number (212) 282-3486
         Fax Number (212) 282-4490

      5. The Royal Bank of Scotland, PLC
         101 Park Avenue, 6th Floor
         New York, New York 10178
         Attn: Alan Ferguson/Michael Fabiano
         Phone Number (212) 401-3552 or (212) 401-3663
         
      6. Metlife
         10 Park Avenue
         P.O. Box 1902
         Morristown, New Jersey 07962-1902
         Attn: David Yu, Director
         Phone Number (973) 355-4581
         Fax Number (973) 355-4230
         
      7. RR Donnelley & Sons
         3075 Highland Parkway
         Downers Grove, Il. 60515
         Attn: Daniel Pevonka, Senior Manger Legal Accounts
         Phone Number (630) 322-6931
         Fax Number (630) 322-6052

R.R. Donnelley & Sons Company said in a statement released Sept.
17 that it has resigned from the Creditors Committee.  The U.S.
Trustee has not yet appointed a replacement.  R.R. Donnelley said
that its exposure to Lehman is less than US$1 million.

The Trial Attorney at the United States Trustee's office in
charge of Lehman Brothers' chapter 11 cases is:

         Andrew D. Velez-Rivera, Esq.
         Office of the United States Trustee
         33 Whitehall Street, 21st Floor
         New York, New York 10004
         Tel. No. (212) 510-0500

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtors'
expense.  They may investigate the Debtors' business and
financial affairs.  Importantly, official committees serve as
fiduciaries to the general population of creditors they
represent.  Those committees will also attempt to negotiate the
terms of a consensual Chapter 11 plan -- almost always subject to
the terms of strict confidentiality agreements with the Debtors
and other core parties-in-interest.  If negotiations break down,
the Committee may ask the Bankruptcy Court to replace management
with an independent trustee.  If the Committee concludes
reorganization of the Debtor is impossible, the Committee will
urge the Bankruptcy Court to convert the Chapter 11 cases to a
liquidation proceeding.

Lehman's creditors convened for the Organizational Meeting at
6:00 p.m. Tuesday evening and waited until almost midnight as the
Office of the U.S. Trustee interviewed candidates for the
committee and assessed potential conflicts of interest.  

According to Bloomberg News, creditors interviewed by the U.S.
Trustee that weren't named as committee members included Swedish
bank Svenska Handelsbanken AB; London-based investment manager
Western Asset Management Co.; Bank of China Ltd.; Bank of Tokyo
Ltd.; Charlotte, North Carolina-based Bank of America Corp.; and
BlackRock Inc.

                       Milbank On Board

The Committee has selected Milbank Tweed Hadley & McCloy LLP, as
its legal counsel.  

Kramer Levin Naftalis & Frankel, Akin Gump Strauss Hauer & Feld
and Paul Weiss Rifkind Wharton & Garrison were also interviewed
by the Committee as potential counsel, Kramer Levin partner David
Feldman said in an interview with Bloomberg.

Milbank Tweed's attorneys primarily responsible for the firm's
representation of the Committee are:

         Dennis F. Dunne, Esq.
         Luc A. Despins, Esq.
         Wilbur F. Foster, Jr., Esq.
         MILBANK, TWEED, HADLEY & McCLOY LLP
         1 Chase Manhattan Plaza
         New York, New York 10005
         Telephone: (212) 530-5000
         Facsimile: (212) 530-5219
         E-mail: ddunne@milbank.com
                 ldespins@milbank.com
                 wfoster@milbank.com

              - and -

         Paul Aronzon, Esq.
         Gregory A. Bray, Esq.
         MILBANK, TWEED, HADLEY & McCLOY LLP
         601 South Figueroa Street, 30th Floor
         Los Angeles, CA 90017
         Telephone: (213) 892-4000
         Facsimile: (213) 629-5063
         E-mail: paronzon@milbank.com
                 gbray@milbank.com

Mr. Despins is a senior partner in the Financial Restructuring
Group, and is resident in the Firm's New York office.  Mr.
Despins' prior engagements include advising the unsecured
creditors committees in Refco, Inc.'s and Enron Corp.'s chapter
11 proceedings, and representing the agent for the secured
lenders in Adelphia Communications' chapter 11 cases.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Asian Unit Quits as Citic Privatization Advisor
----------------------------------------------------------------
Lehman Brothers Asia Limited has withdrawn as financial adviser
to Gloryshare Investments Limited in connection with the proposed
privatization of CITIC International Financial Holdings Limited.

Lehman Brothers Asia has asked Gloryshare, a unit of CITIC group,
to seek a replacement advisor after the Stock Exchange of Hong
Kong, Ltd., issued restriction notices on four Hong Kong-based
Lehman Brothers entities, after Lehman Brothers Holdings, Inc.,
filed for Chapter 11 protection in the U.S.

Morgan Stanley Asia Ltd has replaced Lehman effective Sept. 17 as
financial advisor.

Lehman Brothers was formally retained by Gloryshare in June 10,
2008, but has been making a number of proposals to CITIC group in
connection with the transaction since 2007.  The terms of the
privatisation proposal envisaged that Banco Bilbao Vizcaya
Argentaria S.A., presently a substantial shareholder of CIFH,
would increase its shareholding interest in CIFH from about 15%
to 30%, the balance of the shares in CIFH being held by the
offeror or members of its group.

The proposal has not been accepted by CIFH shareholders.  In late
August 2008, CITIC group beefed up its offer by boosting proposed
cash payments by US$493.2 million, offering HKD2.16 per share
plus one China CITIC Bank Corp Ltd H share for each CIFH share.  
CITIC group originally offered one CNCB CITIC Bank Corp H share
plus HKD1.46 cash for each CIFH share.

Jones Day is the adviser to CIFH, and Linklaters is the adviser
to Banco Bilbao.

Separately, Lehman Brothers Holdings Inc. suspended the provision
of secondary market quotes or liquidity for unlisted structured
products.  In a Sept. 17 statement, Lehman Brothers said it
suspended the provision for unlisted structured products issued by
Pacific International Finance Limited, Atlantic International
Finance Limited, and Pyxis Finance Limited pending further
announcements.

Lehman Brothers is the swap guarantor for the minibonds issued by
Pacific International and the notes issued by the two other
companies.  It is also the guarantor of the collateral for the
notes and for some series of minibonds.

The swap counterparties for the minibonds and the notes are all
wholly-owned subsidiaries of Lehman Brothers.

Lehman Brothers Asia Limited is the arranger of the Lehman
Brothers Unlisted Structured Products.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: 3 Directors Dispose of Company Shares
------------------------------------------------------
Three directors of Lehman Brothers Holdings Inc., filed with the
U.S. Securities and Exchange Commission statements of changes in
beneficial ownership of Lehman common stock after they disposed
of their shares on the day Lehman filed for bankruptcy
protection.

Richard Fuld Jr., chief executive officer and director, disclosed
that he beneficially owns 21,040,914 shares of the company's
common stock after disposing of 2,878,302 shares on Sept. 15,
2008.  He further said that some of these shares are held in
various benefit plans.

Thomas Cruikshank disclosed that he beneficially owns 5,000
shares of the company's common stock after disposing of 28,000
shares on Sept. 15, 2008.  

Meanwhile, Henry Kaufman reported a zero beneficial securities
ownership after he disposed of 5,000 shares of the company's
common stock on the same date.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.

Subsidiary LB 745 LLC, submitted a Chapter 11 petition on Sept. 16
(Case No. 08-13600).

The Debtors' bankruptcy cases are handled by Judge James M. Peck.  
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Barclays Bank Plc has agreed, subject to U.S. Court and relevant
regulatory approvals, to acquire Lehman Brothers' North American
investment banking and capital markets operations and supporting
infrastructure for US$1.75 billion.

               International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008. The joint
administrators have been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.  
The two units of Lehman Brothers Holdings, Inc., which has filed
for bankruptcy protection in the U.S. Bankruptcy Court for the
Southern District of New York, have combined liabilities of JPY4
trillion -- US$38 billion).  Lehman Brothers Japan Inc. reported
about JPY3.4 trillion (US$33 billion) in liabilities in its
petition.  Akio Katsuragi, a former Morgan Stanley executive, runs
Lehman's Japan units.

Lehman Brothers Asia Limited, Lehman Brothers Securities Asia
Limited and Lehman Brothers Futures Asia Limited have suspended
its operations with immediate effect, including ceasing to trade
on the Hong Kong Securities Exchange and Hong Kong Futures
Exchange, until further notice.  The Asian units' asset management
company, Lehman Brothers Asset Management Limited, will continue
to operate on a business as usual basis.  A further notice
concerning the retail structured products issued by or arranged by
any Lehman Brothers group company will be issued as soon as
possible, a press statement said.

(Lehman Brothers Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: S&P Cuts Ratings on 11 Securities Transactions
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 10
Lehman Bros. Holdings Inc.-related and one Lehman Bros. Inc.-
related repackaged securities transactions.  At the same time, S&P
removed its rating on one of the downgraded transactions from
CreditWatch with developing implications, where it was placed on
Sept. 12, 2008, and placed its ratings on another transaction on
CreditWatch with developing implications.
   
S&P lowered its ratings on these transactions following Standard &
Poor's downgrade of LBHI to D/--/D on Sept. 16, 2008, and Standard
& Poor's downgrade of Lehman Bros. Inc. to BB-/Watch Dev/B on
Sept. 15, 2008.
   
Nine of the repack downgrades reflect heightened risk to the
transactions given LBHI's recent bankruptcy filing.  The filing
has increased the likelihood of cash flow shortfalls because the
repayment terms of those transactions were, in whole or in part,
supported by the fact that LBHI was acting as a guarantor of an
unrated affiliate's swap payment obligations.
   
The rating on OMX Timber Finance Investments II LLC, a pass-
through transaction, is based solely on LBHI's guarantee of the
repayment of an installment note that was issued by Boise Land &
Timber II LLC, which Standard & Poor's does not rate.
   
The rating on RACERS Series 2002-38-S, a pass-through transaction,
is based, in part, on Lehman Bros. Inc.'s obligation to make whole
market value losses upon the occurrence of a "non-investment-grade
downgrade event," as per the transaction documents, related to the
underlying issuer of the assets.
   
The Lehman Bros. Inc. and LBHI-related research updates, "Lehman
Bros. Holdings Downgraded To 'Selective Default'; Other Lehman
Entities To 'BB-' Or 'R'" and "Lehman Brothers Holdings Inc.
Rating Lowered To 'D'," were published on Sept. 15, and Sept. 16,
respectively, on RatingsDirect.

                         Ratings Lowered

Restructured Asset Certificates With Enhanced Returns (RACERS)  
Series 2002-10-TR Trust
US$14 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
Certs        CCC             A-

Restructured Asset Certificates With Enhanced Returns (RACERS)
Series 2003-7-A Trust
US$17 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
Certs        CCC             A+

RACERS Series 2004-6-MM Trust
US$2,925 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
            C               A-1

Restructured Asset Securities with Enhanced Returns (RACERS)
Series 2004-25-TR
US$63 million

                  Rating
                  ------
Class        To              From
-----        --              ----
A-1          CCC             BB
A-2          CCC             BB
A-3          CCC             BB
A-4          CCC             BB
A-6          CCC             BB
A-7          CCC             BB

Restructured Asset Certificates w/Enhanced Returns (RACERS) Series
2005-6-A Trust
US$5 million credit-linked certificates

                  Rating
                  ------
Class       To              From
Certs       CCC             AA+

Restructured Asset Certificates with Enhanced Returns ("RACERS")
Series 2006-15-A Trust
US$500 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
Certs        CCC              AAA

Restructured Asset Securities w/Enhanced Returns, Series 2007-7 MM
Trust
US$5000 million notes

                  Rating
                  ------
Class        To              From
-----        --              ----
            C               A-1/Watch Dev

Variable Funding Trust 2007-1
US$500 million variable rate senior secured revolving notes

                  Rating
                  ------
Class        To              From
-----        --              ----
Notes        CCC             A    

Variable Funding Trust 2008-1
US$500 million variable rate senior secured revolving notes

                  Rating
                  ------
Class        To              From
-----        --              ----
Notes        CCC             A

OMX Timber Finance Investments II LLC
US$735 million Notes

                  Rating
                  ------
Class        To              From
-----        --              ----
A-2          CCC             A

Restructured Asset Certificates With Enhanced Returns (RACERS)
Series 2002-38-S
US$50 million certificates

                  Rating
                  ------
Class        To              From
-----        --              ----
A-1          BB-/Watch Dev   A-
A-2          BB-/Watch Dev   A-

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.


LEHMAN BROTHERS: S&P Cuts Five Ratings and Puts Under Dev. Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its short-term ratings
on nine Lehman Brothers Inc. liquidity facility-backed issues and
placed them on CreditWatch with developing implications.  This
action follows Standard & Poor's Sept. 15, 2008, downgrade of
Lehman Brothers Inc. to 'BB-/B' from 'A+/A-1' and placement of the
rating on CreditWatch with developing implications.  As Lehman
Brothers provides liquidity for the issues, the downgrade and
CreditWatch action only affect the short-term ratings on the
issues.

Issue Description

* Ribco Trust (California) floating rate trust receipts series
   2004 L27 relating to State of California economic recovery
   bonds series 2004A

* Ribco Trust series 00L-12 floating rate trust receipts
   relating to Chicago college single-family mortgage revenue
   bonds series 2000A

* Ribco Trust series 00L-9 floating rate trust receipts relating
   to Colorado Housing Finance Authority single- family bonds
   2000 B-2

* Ribco Trust (Florida Hsg Fin Corp.) series 2004 L9 floating
   rate trust receipts relating to Florida Housing Finance Corp.
   homeowner mortgage revenue bonds 2004 series 2

* Ribco Trust (Jefferson Parish Home Mtg Auth) series 2003 L-51J
   floating rate trust receipts relating to Parish of Jefferson
   Home Mortgage Authority single-family mortage revenue bonds
   series 2003C

* Ribco Trust (Metropolitan Transp Auth) Floating Rate Trust
   Receipts series 2008-F111W relating to Metropolitan Transp
   Authority

* Ribco Trust (Missouri Hsg Dev Comm) series 2004 L15 floating
   rate trust receipts relating to Missouri Housing Development
   Community single-family mortgage revenue bonds series 2004
   series A-1

* Ribco Trust (Nebraska Invest Fin Auth) series 2001L-31
   floating rate trust receipts single-family housing revenue
   bonds series 2000A

* Ribco Trust series 2004L2 floating rate trust receipts
   relating to Texas Department of Housing and Community Affairs
   home mortgage revenue bonds

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees, Lehman
Brothers offers a full array of financial services in equity and
fixed income sales, trading and research, investment banking,
asset management, private investment management and private
equity.  Its worldwide headquarters in New York and regional
headquarters in London and Tokyo are complemented by a network of
offices in North America, Europe, the Middle East, Latin America,
including Argentina, Brazil, Mexico, Puerto Rico and Uruguay,
and the Asia Pacific region.  The firm, through predecessor
entities, was founded in 1850.


LEHMAN BROTHERS: S&P Junks Counterparty Credit Ratings on Unit
--------------------------------------------------------------
Standard & Poor's Ratings Services has lowered its long and short-
term counterparty credit ratings on U.K.-based Lehman Brothers
International (Europe) and Lehman Brothers Holdings PLC to 'D/--
/D' from 'R/--/R'.  This rating action follows a review of the
companies' regulatory status in administration, and the
declaration of Lehman Brothers International (Europe) as a
"defaulter" by a number of counterparties.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com-- is the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.  Through its team of more than 25,000 employees,
Lehman Brothers offers a full array of financial services in
equity and fixed income sales, trading and research, investment
banking, asset management, private investment management and
private equity.  Its worldwide headquarters in New York and
regional headquarters in London and Tokyo are complemented by a
network of offices in North America, Europe, the Middle East,
Latin America, including Argentina, Brazil, Mexico, Puerto Rico
and Uruguay, and the Asia Pacific region.  The firm, through
predecessor entities, was founded in 1850.

Lehman filed for chapter 11 bankruptcy September 15, 2008 (Bankr.
S.D.N.Y. Case No.: 08-13555).  Lehman's bankruptcy petition listed
US$639 billion in assets and US$613 billion in debts, effectively
making the firm's bankruptcy filing the largest in U.S. history.  
The September 15 Chapter 11 filing by Lehman Brothers Holdings,
Inc., does not include any of its subsidiaries.  Harvey R. Miller,
Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y.
Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal &
Manges, LLP, in New York, represent Lehman.  Epiq Bankruptcy
Solutions serves as claims and noticing agent.

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. These are currently the only UK incorporated
companies in administration.  Tony Lomas, Steven Pearson, Dan
Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers
LLP, have been appointed as joint administrators to Lehman
Brothers International (Europe) on September 15, 2008.  The joint
administrators have been appointed to wind down the business.


* BOND PRICING: For the Week September 15 - September 19, 2008
--------------------------------------------------------------

   Issuer               Coupon    Maturity   Currency    Price
   ------               ------    --------   --------    -----

   ARGENTINA
   ---------
Alto Palermo SA          7.875     5/11/17     USD      63.38
Argnt-Bocon PRE8         2.000      1/3/10     ARS      72.88
Argnt-Bocon PR11         2.000     12/3/10     ARS      49.21
Argnt-Bocon PR13         2.000     3/15/24     ARS      38.12
Arg Boden                2.000     9/30/08     ARS      15.50
Arg Boden                7.000     10/3/15     USD      55.00
Autopistas Del Sol      11.500     5/23/17     USD      50.25
Bonar Arg $ V           10.500     6/12/12     ARS      61.64
Bonar V                  7.000     3/28/11     USD      74.38
Bonar VII                7.000     9/12/13     USD      67.38
Bonar X                  7.000     4/17/17     USD      58.67
Inversiones y Rep        8.500      2/2/17     USD      63.34
Argent-EURDIS            7.820    12/31/33     EUR      43.15
Argent-$DIS              8.280    12/31/33     USD      58.73
Argent-Par               0.630    12/31/38     ARS      28.79
Banco Hipot SA           9.750     4/27/16     USD      62.25
Banco Macro SA          10.750      6/7/12     USD      59.69
Banco Macro SA           9.750    12/18/36     USD      56.00
Buenos-EURDIS            8.500     4/15/17     EUR      62.95
Buenos-$DIS              9.250     4/15/17     USD      61.50
Buenos Aire Prov         9.375     9/14/18     USD      52.50
Buenos Aire Prov         9.625     4/18/28     USD      51.50
Mendoza Province         5.500     9/04/18     USD      52.00

   BERMUDA
   -------
XL Capital Ltd           6.500    12/31/49     USD      60.50

   BRAZIL
   ------
Cosan SA Industria       8.250     2/28/49     USD      66.50
AMBEV Int'l Finance      9.500     7/24/17     BRL      72.75
CESP                     9.750     1/15/15     BRL      58.92
Gol Finance              7.500     4/03/17     USD      65.96
Gol Finance              7.500     4/03/17     USD      61.50
Tam Capital Inc.         7.375     4/25/17     USD      74.50
Gol Finance              8.750     4/29/49     USD      55.00

   CAYMAN ISLANDS
   --------------
Barion Funding           0.100    12/20/56     EUR       6.94
Barion Funding           0.250    12/20/56     USD       6.67
Barion Funding           0.250    12/20/56     USD       6.67
Barion Funding           0.250    12/20/56     USD       6.67
Barion Funding           0.250    12/20/56     USD       6.67
Barion Funding           0.250    12/20/56     USD       6.67
Barion Funding           0.250    12/20/56     USD       6.67
Barion Funding           0.630    12/20/56     GBP      15.54
Barion Funding           1.440    12/20/56     GBP      27.84
Mazarin Fdg Ltd          0.100     9/20/68     EUR       4.26
Mazarin Fdg Ltd          0.250     9/20/68     USD       4.92
Mazarin Fdg Ltd          0.250     9/20/68     USD       4.92
Mazarin Fdg Ltd          0.250     9/20/68     USD       4.92
Mazarin Fdg Ltd          0.250     9/20/68     USD       4.92
Mazarin Fdg Ltd          0.250     9/20/68     USD       4.92
Mazarin Fdg Ltd          0.510     9/20/68     EUR      10.88
Mazarin Fdg Ltd          0.630     9/20/68     GBP      12.88
Mazarin Fdg Ltd          1.440     9/20/68     GBP      25.60
Shimao Property          8.000     12/1/16     USD      44.55
Shinsei Fin Caym         6.418     1/29/49     USD      48.48
Shinsei Finance          7.160     7/29/49     USD      53.08
Vontobel Cayman         17.900     1/23/09     USD      71.40
Vontobel Cayman         10.650     2/27/09     USD      69.70

   JAMAICA
   -------
Jamaica Govt LRS         7.500     10/6/12     JMD      72.94
Jamaica Govt LRS        12.750     6/29/22     JMD      69.98
Jamaica Govt LRS        12.750     6/29/22     JMD      70.00
Jamaica Govt LRS        12.850     5/31/22     JMD      70.55
Jamaica Govt LRS        13.375    12/15/21     JMD      73.55
Jamaica Govt            13.375     4/27/32     JMD      68.54

  PUERTO RICO
  -----------
Puerto Rico Cons         6.200      4/1/16     USD      73.00
Puerto Rico Cons         6.200      5/1/17     USD      72.00

   VENEZUELA
   ---------
Petroleos de Ven         5.250     4/12/17     USD      50.00
Petroleos de Ven         5.375     4/12/27     USD      39.00
Petroleos de Ven         5.500     4/12/27     USD      38.00
Venezuela                5.750     2/26/16     USD      61.02
Venezuela                6.000     12/9/20     USD      54.00
Venezuela                7.000     3/16/15     EUR      72.89
Venezuela                7.000     3/16/15     EUR      73.62
Venezuela                7.000     12/1/18     USD      62.75
Venezuela                7.000     3/31/38     USD      52.50
Venezuela                7.650     4/21/25     USD      68.48
Venezuela                9.000      5/7/23     USD      63.32
Venezuela                9.250     9/15/27     USD      70.50
Venezuela                9.250      5/7/28     USD      63.50
Venezuela                9.375     1/13/34     USD      66.25



                            ***********

Monday's edition of the TCR-LA delivers a list of indicative
prices for bond issues that reportedly trade well below par.
Prices are obtained by TCR-LA editors from a variety of outside
sources during the prior week we think are reliable.   Those
sources may not, however, be complete or accurate.  The Monday
Bond Pricing table is compiled on the Friday prior to
publication.  Prices reported are not intended to reflect actual
trades.  Prices for actual trades are probably different.  Our
objective is to share information, not make markets in publicly
traded securities.  Nothing in the TCR-LA constitutes an offer
or solicitation to buy or sell any security of any kind.  It is
likely that some entity affiliated with a TCR-LA editor holds
some position in the issuers' public debt and equity securities
about which we report.

Tuesday's edition of the TCR-LA features a list of companies
with insolvent balance sheets obtained by our editors based on
the latest balance sheets publicly available a day prior to
publication.  At first glance, this list may look like the
definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical
cost net of depreciation may understate the true value of a
firm's assets.  A company may establish reserves on its balance
sheet for liabilities that may never materialize.  The prices at
which equity securities trade in public market are determined by
more than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Thursday's edition of the TCR-LA. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com

                            ***********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter - Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Marie Therese V. Profetana, Sheryl Joy P. Olano,
Rizande de los Santos, and Pamella Ritah K. Jala, Editors.

Copyright 2008.  All rights reserved.  ISSN 1529-2746.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Latin America subscription rate is US$625 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for members
of the same firm for the term of the initial subscription or
balance thereof are US$25 each.  For subscription information,
contact Christopher Beard at
240/629-3300.


           * * * End of Transmission * * *