[Federal Register Volume 72, Number 203 (Monday, October 22, 2007)]
[Notices]
[Pages 59575-59576]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E7-20782]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 39-2449; File No. 22-28859]


Application and Opportunity for Hearing: Grupo Iusacell Celular, 
S.A. de C.V.

October 15, 2007.
    The Securities and Exchange Commission gives notice that Grupo 
Iusacell Celular, S.A. de C.V. has filed an application under section 
304(d) of the Trust Indenture Act of 1939. Iusacell Celular asks the 
Commission to exempt from the certificate or opinion delivery 
requirements of section 314(d) of the 1939 Act certain provisions of 
indentures between Iusacell Celular, certain guarantors and Law 
Debenture Trust Company of New York, as trustee. The indentures relate 
to Senior Floating Rate First Lien Notes due 2011 and 10% Senior 
Subordinated Second Lien Notes due 2012.
    Section 304(d) of the 1939 Act, in part, authorizes the Commission 
to exempt conditionally or unconditionally any indenture from one or 
more provisions of the 1939 Act. The Commission may provide an 
exemption under Section 304(d) if it finds that the exemption is 
necessary or appropriate in the public interest and consistent with the 
protection of investors and the purposes fairly intended by the 1939 
Act.
    Section 314(d) requires the obligor to furnish to the indenture 
trustee certificates or opinions of fair value from an engineer, 
appraiser or other expert upon any release of collateral from the lien 
of the indenture. The engineer, appraiser or other expert must opine 
that the proposed release will not impair the security under the 
indenture in contravention of the provisions of the indenture. The 
application requests an exemption from Section 314(d) for specified 
dispositions of collateral that are made in Iusacell Celular's and the 
guarantors' ordinary course of business.
    In its application, Iusacell Celular alleges that:
    1. The indentures permit Iusacell Celular and the guarantors to 
dispose of collateral in the ordinary course of their business;
    2. Iusacell Celular and the guarantors will deliver to the trustee 
annual consolidated financial statements audited by certified 
independent accountants; and
    3. Iusacell Celular and the guarantors will deliver to the trustee 
a semi-annual certificate stating that all dispositions of collateral 
during the relevant six-month period occurred in Iusacell Celular's and 
the guarantors' ordinary course of business and that all of the 
proceeds were used as permitted by the indentures.
    Any interested persons should look to the application for a more 
detailed statement of the asserted matters of fact and law. The 
application is on file in the Commission's Public Reference Section, 
File Number 22-28859, 100 F Street, NE., Washington, DC 20549.
    The Commission also gives notice that any interested persons may 
request, in writing, that a hearing be held on this matter. Interested 
persons must submit those requests to the Commission no later than 
November 14, 2007. Interested persons must include the following in 
their request for a hearing on this matter:
    --The nature of that person's interest;
    --The reasons for the request; and
    --The issues of law or fact raised by the application that the 
interested person desires to refute or request a hearing on.

[[Page 59576]]

    The interested person should address this request for a hearing to: 
Nancy M. Morris, Secretary, Securities and Exchange Commission, 100 F 
Street, NE., Washington, DC 20549-1090. At any time after November 14, 
2007, the Commission may issue an order granting the application, 
unless the Commission orders a hearing.

    For the Commission, by the Division of Corporation Finance, 
pursuant to delegated authority.
Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E7-20782 Filed 10-19-07; 8:45 am]
BILLING CODE 8011-01-P