/raid1/www/Hosts/bankrupt/TCRLA_Public/020412.mbx        T R O U B L E D   C O M P A N Y   R E P O R T E R

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

            Friday, April 12, 2002, Vol. 3, Issue 72

                           Headlines


A R G E N T I N A

AGUAS ARGENTINAS: Delays Construction Loan Repayment
BANCO FRANCES: Chairman Collar Zabaleta Steps Down
GRUPO VELOX: Dutch Partner To Extend Rescue Financing
IMPSA: Extends Exchange Offer Expiration Two Weeks
TELECOM ARGENTINA: To Bid For Paraguayan Telephony Services


B E R M U D A

FLAG TELECOM: Restructuring Prompts Fitch Downgrade To 'D'
FLAG TELECOM: Company Profile
GLOBAL CROSSING: More Bidders Surface By E-Mail Mistake
GLOBAL CROSSING: Warns Of $8B Write-Down; Seeks CEO's Pay Cut
MUTUAL RISK: President Resigns After 23 Years


B R A Z I L

CEMAR: Awaits Aneel's Response On Appeal To Cut Extra Tax
SUPERVIA: Gets 30-Day Extension To Cover Electricity Bills
TRANSBRASIL: Court To Hear Bankruptcy Case Filed By GE
VARIG: Launching Road Show To Sell Restructuring Plan


C H I L E

AES GENER: Fitch Downgrades `BBB-` On Divestiture Delays
MANQUEHUE NET: Three Potential Investors Sited


M E X I C O

GRUPO MEXICO: Moody's Cuts GMM's Ratings On Liquidity Fears
TRIBASA: Treasury Forgoes Collection Of US$303 Mln In Back Taxes
INVERWORLD: Liquidator Sues Deloitte & Touche For $200M


P E R U

PESQUERA CAROLINA: Creditors Meet To Review Restructuring Plan


V E N E Z U E L A

PDVSA: S&P Rates PDVSA Finance Notes BBB-; CreditWatch Negative


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

AGUAS ARGENTINAS: Delays Construction Loan Repayment
-----------------------------------------------------
Aguas Argentinas informed Argentinean stock market authorities of
its decision to temporarily postpone the repayment of its project
finance debt, which was mainly incurred with multilateral
institutions.

Instead, Aguas Argentinas says it will dedicate its financial
resources to ensuring the continuity of the services it provides
to 8 million inhabitants of Buenos Aires.

This decision falls within the framework of a renegotiation
provided for within Argentinean Public Urgency legislation, over
a period of 180 days starting from March 2002, after the 1:1
parity of the US dollar with the Argentinean peso was rescinded.

Aguas Argentinas intends to develop and propose a plan to
reestablish the economic and financial balance of the concession
contract, in association with the public authorities.

Over the last 9 years, Aguas Argentinas made investments that, in
particular, gave a further 2.7 million inhabitants access to the
town's water supply.

The total duration of the contract is 30 years. SUEZ (NYSE: SZE)
owns 46% of Aguas Argentinas.

Suez is a global services group and leading international player
in the Energy, Water, and Waste Services businesses. The Group
has 190,000 employees at work in 130 countries. It generated 2001
revenues of EUR 42.4 million, 54.6% of which originated outside
the Group's domestic markets of France and Belgium.

Suez is listed on Euronext Paris and Euronext Brussels, as well
as on the Luxembourg, Zurich and New York Stock Exchanges. It is
the only name from its sector represented on every major
international index: MSI Europe (Morgan Stanley Index), FTSE
Eurotrop 100, Eurostoxx 50 and the CAC 40. According to the World
Investment Report 2001 (United Nations Conference on Trade and
Development - UNCTAD), Suez is ranked 19th in the world among
companies with the greatest international presence, and 2nd among
French companies so listed.

CONTACT:  SUEZ
          Media:
          Antoine Lenoir
          Phone: +331-4006-6715
                 or
          Investors:
          Arnaud Erbin
          Phone: +331-4006-6489
                 or
          Belgium
          Guy Dellicour
          Phone: +322-507-02-77

          INTER-AMERICAN DEVELOPMENT BANK
          1300 New York Avenue, NW
          Washington, DC 20577
          United States of America
          Phone: 202-623-1000
          E-mail: pic@iadb.org
          Contacts:
          Enrique V. Iglesias, President
          K. Burke Dillon, Executive Vice President

          For Investors:
          Hakan Lon`us, Chief, Funding Section
          Phone: +1-202-623-2441
          E-mail: hakanl@iadb.org

          Office in Argentina:
          INTAMBANC
          Calle Esmeralda 130, pisos 19 y 20
          Casilla de Correo N  181
          Sucursal 1
          Buenos Aires, Argentina
          Phone: 320-1800
                 320-1803
          Fax: 320-1830
               320-1831
          Contact:
          Jorge Elena, Representative
          Juan Jose Olivella, Deputy Representative


BANCO FRANCES: Chairman Collar Zabaleta Steps Down
--------------------------------------------------
BBVA Banco Frances announced Wednesday that the Board of
Directors has approved the resignation submitted by Mr. Gervasio
Collar Zabaleta as Chairman of the Board and as a member of the
Board of Directors of Banco Frances.

Mr Collar Zabaleta has also resigned as a member of the Board of
Directors of all other companies in the BBVA Group.

CONTACT:  BANCO FRANCES
          Maria Elena Siburu de Lopez Oliva
          Investor Relations Manager, in Argentina
          Tel. 5411-4341-5035
          E-mail: mesiburu@bancofrances.com.ar

          Maria Adriana Arbelbide
          Investor Relations
          Tel. 5411-4341-5036
          E-mail: marbelbide@bancofrances.com.ar


GRUPO VELOX: Dutch Partner To Extend Rescue Financing
-----------------------------------------------------
Help is within reach for Grupo Velox, the Argentinean partner of
the Dutch company Royal Ahold in the Disco and Santa Isabel
supermarkets, which is on the verge of default.

In a recent meeting held with investors, Royal Ahold predicted it
might need to invest US$492 million (ARS1.353 billion, or EUR557
million) to help Velox head-off a default.

However, the move implies that the Dutch group will increase its
share in Disco from 55.9 percent to 99.9 percent. Therefore, the
Peirano family, who owns Velox, would reduce its share from 44.1
percent to only 0.01 percent.


IMPSA: Extends Exchange Offer Expiration Two Weeks
--------------------------------------------------
Industrias Metalurgicas Pescarmona S.A.I.C. y F. (the "Company"
or "IMPSA") announced the extension of its pending exchange offer
(the "Offer") for all U.S. $137.6 million of its outstanding 9-
1/2% Notes due May 31, 2002 (144A - CUSIP No. 45647WAB9, and Reg
S - ISIN No. US45647XAB73) (the "Notes").

The expiration date for the Offer has been extended from 5:00
p.m., New York City time, on April 10, 2002, to 5:00 p.m., New
York City time, on April 24, 2002.

The Company also announced that, in response to ongoing
discussions with its bondholders, it has amended certain terms of
the Offer related to the financial covenants of the new notes to
be issued thereunder (the "Exchange Notes"). These changes would
reduce the thresholds that would entitle bondholders to receive
the contingent extraordinary cash payment.

The Offer remains subject to certain conditions, including the
consent of the Company's lenders to permit IMPSA to provide a
subsidiary guarantee with respect to the Exchange Notes. The
Company has amended the Offer to provide that the subsidiary
guarantee to be granted in respect of the Exchange Notes will be
granted by Planeta Brillante, S.A., a wholly-owned subsidiary of
the Company organized under the laws of the Kingdom of Spain,
rather than by Rerum Novarum, S.L.

The complete terms of the Offer are contained in the Offering
Memorandum dated March 14, 2002 and the Supplement thereto dated
April 11, 2002.

The Company also announced that as of 5:00 p.m., New York City
time, on April 10, 2002, it had received tenders from holders of
U.S. $86.0 million in aggregate principal amount of the
outstanding Notes, representing approximately 62.5% of the
outstanding Notes. IMPSA is continuing to seek tenders from
bondholders who have not yet participated in the Offer with the
goal of obtaining full participation. The Offer continues to be
subject to a 95% minimum participation condition.

Banc of America Securities LLC is the exclusive dealer manager
for the Offer. D.F. King & Co., Inc. is the information agent and
Bankers Trust is the exchange agent. Information concerning the
terms and conditions of the Offer may be obtained by calling D.F.
King at (800) 735-3591 or Banc of America Securities at (1) 888-
292-0070 (U.S. toll-free) or (1) 704-388-4807 (from outside the
U.S.).

The Exchange Notes will not be registered under the United States
Securities Act of 1933, as amended, and will only be offered in
the U.S. to qualified institutional buyers and accredited
investors in private transactions, and outside the U.S. to
persons other than U.S. persons in offshore transactions. The
Exchange Notes will be authorized by the Argentine Comision
Nacional de Valores for their public offering in Argentina.

CONTACT:  D.F. King at +800-735-3591; or Banc of America
          Securities at +1-888-292-0070 (U.S. toll-free) or
          +1-704-388-4807 (from outside the U.S.)


TELECOM ARGENTINA: To Bid For Paraguayan Telephony Services
-----------------------------------------------------------
Telecom Argentina Stet France Telecom SA, Argentina's No. 2 phone
carrier, will participate in the bid for fixed basic telephony
services in Paraguay, according to a report by South American
Business Information. The Paraguayan bid reportedly has a base
price of US$400 million.

The move seems untimely given that the Company recently said it
would suspend principal payments on US$3.2 billion in debt,
blaming the nation's crumbling currency and uncertain regulatory
environment.

As of Dec. 31, 2001, Telecom Argentina's total debt amounted to
approximately US$3.2 billion with more than 90 percent
denominated in US dollars. The liabilities consist of
approximately US$1.6 billion of senior unsecured notes, nearly
US$900 million of vendor financing and US$730 million of bank
loans.

CONTACT:  TELECOM ARGENTINA STET - FRANCE TELECOM SA(TELECOM)
          Alicia Moreau de Justo 50, 10th Floor
          Capital Federal (1107) Repoblica Argentina
          Phone: +54 11 4968 4000
          Home Page: http://www.telecom.com.ar
          Contacts:
          Alberto J. Ricciardi, Chief Financial Officer
          Elvira Lazzati, Finance Director
          Pedro Insussarry, Investor Relations Manager
          Phone: (5411) 4968-3626/3627
          Fax: (5411) 4313-5842/3109
          Email: inversores@intersrv.telecom.com.ar



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

FLAG TELECOM: Restructuring Prompts Fitch Downgrade To 'D'
----------------------------------------------------------
Fitch Ratings has downgraded the Senior Unsecured debt rating of
Flag Telecom Holdings Limited (FTHL) to 'D' (default) from 'B+'
following today's announcement of a proposed restructuring in
respect of the obligations of FTHL and its subsidiaries. The
'BB+' rating of Flag Limited is also downgraded to 'D'. Both
ratings are removed from the Rating Watch Negative that was put
in place on 13 February 2002 after announcements in the company's
preliminary fourth quarter and full year results statements,
highlighting management's concerns about the group's ongoing
liquidity.

The restructuring proposal affects approximately USD257 million
of Flag Atlantic bank debt, the US$430mn 8 1/4% Flag Limited
Senior Notes due 2008 and the USD300m and EUR300m FLAG 11 5/8%
Senior Notes due 2010. The terms of the proposal, which have yet
to be approved by the group's creditors, envisage a combination
of cash, equity and/or new senior notes in respect of the
currently outstanding debt obligations.

Contact:  Stuart Reid, London
          Phone: +44 (0)20 7417 4323

          David Staples, London
          Phone: +44 (0)20 7417 4282


FLAG TELECOM: Company Profile
-----------------------------
NAME:  Flag Telecom Holdings Limited
       41 Cedar Ave.
       Hamilton HM 12, Bermuda

PHONE: 441-296-0909

FAX: (441) 296-0938

EMAIL: irelations@flagtelecom.com

WEB SITE: http://www.flagtelecom.com

EXECUTIVE MANAGEMENT TEAM:
     Andres Bande, Chairman and Chief Executive Officer
     Edward McCormack, Deputy Chairman and COO
     Michel Cayouette, Chief Financial Officer
     Kees van Ophem, General Counsel and Secretary

TYPE OF BUSINESS: FLAG Telecom Holdings Ltd. is a global network
services provider and independent carriers' carrier, providing a
range of products and services to the international carrier
community, application service providers (ASPs) and Internet
service providers (ISPs) across a global network platform
optimized to support the next generation of Internet protocol
over optical data networks.

SIC: Telecommunications - Miscellaneous Services to Communication
Providers

EMPLOYEES: 266 (last reported count)

NUMBER OF SHARES OUTSTANDING: Approximately 134 million

AUDITOR: Arthur Andersen
         P.O. Box HM 1553
         Hamilton HMFX
         Bermuda
         Phone: 1 441 295 0001
         Fax:   1 441 292 1142
         E-mail: bermuda@andersen.com

To see financial statements:
http://bankrupt.com/misc/Flag_Telecom.txt


GLOBAL CROSSING: More Bidders Surface By E-Mail Mistake
-------------------------------------------------------
Lawyers for Global Crossing inadvertently revealed the identities
of more than 50 potential bidders for the bankrupt Bermuda-based
fiber-optic network operator.

According to an AP report, in an e-mail sent March 28 to detail
parts of the bidding process for each bidder, an employee of the
New York law firm Weil, Gotshal & Manges copied the names of all
interested parties, each of which had signed confidentiality
agreements.

A copy of the e-mail, later obtained by the New York Times, which
published the contents and addresses on Wednesday, revealed that
telecommunications firms Verizon Communications, Deutsche
Telekom, Telefonica of Spain, Telefonos de Mexico and France
Telecom, were among the potential buyers.

Smaller telecoms identified as possible bidders on all or parts
of Global Crossing's 100,000-mile fiber-optic network included
Level 3 Communications of Broomfield, Colo. and Net2Phone of
Newark, New Jersey, the Times said.

Financial firms on the list included the Washington-based Carlyle
Group, Credit Suisse First Boston and the Canadian Imperial Bank
of Commerce, the Times added.

The breach of confidentiality is an embarrassment for Weil,
Gotshal. The firm billed Global Crossing more than US$1.5 million
in legal fees and related expenses in its first month of work on
the bankruptcy, the Times said.

LAWYERS:  WEIL, GOTSHAL & MANGES LLP
          767 Fifth Avenue
          New York, NY 10153
          Phone: 212-310-8000
          Fax: 212-310-8007
          Home Page: http://www.weil.com
          Contact:
          John Neary, Executive Director
          E-mail: john.neary@weil.com

          Peter Columbus, Manager of Public Affairs
          E-mail: peter.columbus@weil.com


GLOBAL CROSSING: Warns Of $8B Write-Down; Seeks CEO's Pay Cut
-------------------------------------------------------------
Global Crossing Ltd. is requesting bankruptcy court approval for
an employment agreement with Chief Executive Officer John J.
Legere that would cut the executive's salary during the Company's
restructuring, says Dow Jones.

The agreement would cut Legere's salary by 30-percent, from
US$1.1 million to US$770,000. However, the agreement also
stipulates an annual bonus equal to 125 percent of his base
salary if he meets certain performance goals.

A hearing is scheduled for May 1 before the U.S. Bankruptcy Court
in Wilmington, Del. and objections may be filed through April 18.

Meanwhile, the struggling voice and data carrier also said in
Tuesday's court filing that it will take an US$8-billion goodwill
write-down in the fourth quarter to reflect the drop of the value
of intangible assets like reputation. The bankrupt telecom also
warned that it will take a future multi-billion dollar write-off
of tangible assets, like its underutilized network, but did not
say when.

In its first monthly financial report since filing for Chapter 11
bankruptcy protection on Jan. 28, Global Crossing posted a net
loss of $US152 million for the month ending February 28, 2002.

CONTACT:  GLOBAL CROSSING
          Press Contacts:
          Becky Yeamans
          +1 973-410-5857
          rebecca.yeamans@globalcrossing.com

          Cynthia Artin
          +1 973-410-8820
          cynthia.artin@globalcrossing.com

          Analysts / Investors Contact:
          Ken Simril
          +1 310-385-5200
          investors@globalcrossing.com


MUTUAL RISK: President Resigns After 23 Years
---------------------------------------------
Mutual Risk Management (MRM) announced Wednesday that John
Kessock Jr. has resigned as President and a Director of the
Company in order to pursue personal interests.

Mr. Kessock has served the Company for 23 years in various
executive capacities and was instrumental in introducing the
Insurance Profit Center (IPC) rent-a-captive facility in the
early 1980's.

Robert A. Mulderig, MRM's Chairman and CEO said, "John played a
key role in building the Company over the years, particularly the
sales and marketing of the IPC product. We wish him all the best
in his future endeavors."

Mutual Risk Management Ltd. provides risk management services to
clients in the United States, Canada and Europe seeking
alternatives to traditional commercial insurance for certain of
their risk exposures, as well as financial services to
individuals and other companies.

CONTACT:  MUTUAL RISK MANAGEMENT LTD.
          Robert A. Mulderig, Chairman and CEO
          Fran Tucker, Investor Relations
          800/772-0849 or 441/295-5688
          Joel Weiden, Media Contact
          212/515-1970



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

CEMAR: Awaits Aneel's Response On Appeal To Cut Extra Tax
---------------------------------------------------------
Brazil's Maranhao state distributor Cemar (Companhia Energetica
do Maranhao) is yet to obtain a response from the Brazilian
electricity regulator Aneel (Agencia Nacional de Energia
Eletrica) regarding its appeal for a reduction of an added tax.

Cemar, which employs about 1,500 people and delivers electricity
to about 1.04 million customers in the northeastern state of
Maranhao in Brazil, is fighting to get out of its financial
crisis.

Central to the Company's plan is a focus on controlling fraud,
defaults and moving ahead with the negotiations for the payment
of its debts. Cemar has liabilities totaling BRL40 million due to
default.

The Company is also negotiating a BRL14-million loan owed to the
BNDES (Banco Nacional de Desenvolvimento Economico e Social).

Cemar's primary creditors are Eletronorte and Eletrobras to which
it owes a total of BRL43.5 million in debts.

CONTACT:  BNDES
          Main Office
          Av. Republica do Chile,
          100 Rio de Janeiro - RJ
          Phone: (021) 2277-7447/6978
          Home Page: http://www.bndes.gov.br/english/welcome.htm

CREDITORS:  Centrais Eletricas Brasileiras S.A. - ELETROBRAS
            Avenida Presidente Vargas 409, 13 Andar
            20071-003 Rio de Janeiro Brazil
            Phone: (21) 2514-5151
            Fax: +55-21-2242-2697
            Home Page: http://www.eletrobras.gov.br
            Contacts:
            Cladio da Silva avila, President
            Jose Alexandre Nogueira de Resende, Director of
                                  Financial and Market Relations

            Investor Relations Division
            Phone: (0XX21) 2514-6207 / 2514-6333
            Av. Presidente Vargas, 409 - 9§ andar
            20071-003 - Rio de Janeiro - RJ
            Email: arlindo@eletrobras.gov.br

            CENTRAIS ELETRICAS DO NORTH DO BRAZIL - ELETRONORTE
            Av. Presidente Vargas, 489 -13§ andar.
            20071-003- Rio do Janeiro RJ
            Phone: + (55+61) 429 5139
            Fax: +(55+61) 328 1373
            E-mail: elnweb@eln.gov.br
            Home Page: http://www.eln.gov.br/
            Contact:
            Mr. Arlindo Soares Castanheira, Investor Relations
            Phone: 55 21 2514.6331
                   55 21 2514.6333
            Fax: 55 21 2242.2694
            E-mail: arlindo@eletrobras.gov.br


SUPERVIA: Gets 30-Day Extension To Cover Electricity Bills
----------------------------------------------------------
A Rio de Janeiro court gave Supervia, operator of the
metropolitan train system in the Brazilian state, 30 days to pay
BRL25 million in debt owed the electricity utility Light, says O
Globo in a report. The train company has become Light's largest
debtor after failing to pay electricity bills for 17 months.

Supervia claimed that the state government failed to fulfill
parts of the agreement which accompanied the granting of the
rights to operate the system. In dispute are amounts arising from
passing on BRL232 million in costs associated with insurance, the
reimbursement of fares to compensate for free trips for students
and seniors and the promise of delivery of 48 new trains, of
which only 20 have been delivered.

Supervia is controlled by the banks Proper and Pactual,
international investment funds and the Spanish group
Construcciones y Auxiliar de Ferrocarriles.

CONTACT:  SuperVia
          Marco Simoes, SuperVia Director
          Phone: (021) 588 9494)

          CONSTRUCCIONES Y AUXILIAR DE FERROCARRILES S.A.
          Padilla, 17 - 6§
          28006 Madrid, Spain
          Phone: +34-91-435-25-00
          Fax: +34-91-436-03-96
          Home Page: http://www.caf.es
          Contact:
          Jose Maria Baztarrica Garijo, Chairman and CEO


TRANSBRASIL: Court To Hear Bankruptcy Case Filed By GE
------------------------------------------------------
A Brazilian Court is set to hear by mid-April a bankruptcy claim
made by GE against Transbrasil, reports O Estado de Sao Paulo.

As a result of the hearing, the two companies are expected to
come to an agreement regarding the US$20 million Transbrasil owes
to GE. This is expected to be based on the sale of tax credits,
which the airline has to a GE subsidiary in Brazil.

Transbrasil still owes BRL35 million in salaries to employees and
the time frame to pay this debt has already expired. In order to
cover this debt, the Company will initiate the process of selling
one of its Boeing 767s.

Meanwhile, state airport management company Infraero, to which
Transbrasil owes BRL115 million, has been trying to take over
control of areas in airports formerly used by the defunct
airline.

CONTACT:  Antonio Celso Cipriani, CFO
          Rua Geral Pantaleao Telles, No. 4,
          Jardim Aeroporto
          04355-040 Sao Paulo, Brazil
          Phone: +55-11-533-7111
          Fax: +55-11-543-9083


VARIG: Launching Road Show To Sell Restructuring Plan
-----------------------------------------------------
Brazil's largest airline, Via‡ao A‚rea Rio-Grandense (VARIG),
which has been struggling to fly amid heavy debt, high costs, and
lost routes, announced a restructuring plan aimed at getting the
Company out of its predicament.

As part of the plan, the Company will launch a road show in the
middle of this month in order to attract institutional investors,
with the goal of raising US$400 million to cover part of its
US$900-million debt.

Moreover, routes will be reorganized, and the 50 seat Embraer
ERJ-145 jets will be introduced on the Rio/Sao Paulo route, with
the goal of optimizing capacity and frequency on the route.

Other features of the Company's new strategy also include
increasing presence in the European and Japanese markets, selling
advertising space on aircraft fuselages and increasing quality of
service.

The Company has also recently introduced electronic ticketing,
which allows customers to buy tickets on the Internet and is
expanding the services linked to its Smiles frequent flier plan.

CONTACT:  VARIG (Viacao Aerea Rio-Grandense, S.A.)
          Rua 18 de Novembro No. 800, Sao Joao
          90240-040 Porto Alegre,
          Rio Grande do Sul, Brazil
          Phone: (51) 358-7039/7040
                 (51) 358-7010/7042
          Fax: +55-51-358-7001
          Home Page: www.varig.com.br/english/
          Contacts:
          Dorival Ramos Schultz, EVP Finance and CFO
          E-mail: dorival.schultz@varig.com.br

          Investor Relations:
          Av. Almirante Silvio de Noronha,
          n  365-Bloco "B" - s/458 / Centro
          Rio de Janeiro, Brazil



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

AES GENER: Fitch Downgrades `BBB-` On Divestiture Delays
--------------------------------------------------------
Fitch Ratings has downgraded the foreign and local currency
ratings of AES Gener S.A. to 'BBB-' from 'BBB' and assigned a
Negative Rating Outlook.

The rating action primarily reflects the continued pressure on
AES Gener's consolidated credit quality from its ownership of
Chivor, TermoAndes and InterAndes. The inability to divest
TermoAndes and InterAndes and the expectation that the company
will maintain its ownership in these assets over the near- to
medium-term moderate the inherent credit strengths found in its
Chilean operating assets, which have shown marked improvement
recently. Consolidated interest coverage ratios have been very
low for the previous rating category.

Fitch's rating of AES Gener incorporated the expectation that the
company would complete the divestiture or transfer of a majority
of its non-core assets, including Chivor, InterAndes and
TermoAndes, and that the company would be primarily, if not
exclusively, operating in the Chilean electricity market. The
divestitures have not occurred completely as planned and will
somewhat delay the expected financial improvement. The Negative
Rating Outlook primarily reflects the continued consolidation of
Chivor, concern regarding the refinancing of Chivor's past due
obligations and the power purchase costs with TermoAndes and
InterAndes. A change in the Rating Outlook to Stable may result
from the future use of asset sale proceeds and available free
cash flow to reduce debt levels and/or other financial
obligations.

Following its acquisition by AES Corporation (AES) in December
2000 and January 2001, AES Gener embarked on a strategy to
primarily focus on thermal generation in Chile and divest many of
its international investments and stakes in ports and other non-
core assets. AES Gener sold many of its non-core, non-Chilean
assets and used the proceeds to upstream associated dividends and
funds to AES to help finance its acquisition of AES Gener, as
expected.

AES Gener benefits from its project-like structural
characteristics, including long-dated PPAs with financially
strong customers and fuel supply contracts that lower business
risk and offset lower than average consolidated credit protection
measures. Credit protection measures are expected to improve over
the next year as the company benefits from continued demand
growth in Chile, which should offset the reduction in regulated
energy prices, a constructive regulatory environment and a
contractually stable base of revenues. Consolidated results will
still reflect the financial burden of its international
investments until they are sold or transferred, or materially
improve their individual financial performance. If consolidated
results are not improved it could further pressure credit
fundamentals.

AES Gener reported consolidated credit protection measures, as
measured by EBITDA-to-interest, of 1.8 times (x). While these
levels are still low for the current rating category, the credit
rating reflects the recent and prospective solid operational
results from AES Gener's Chilean operations, which are being
dragged down by the continuation of the TermoAndes power purchase
agreement and the consolidation of Chivor. The negative effect on
AES Gener associated with TermoAndes and InterAndes may decline
due to the expected increase of the dispatch capacity permitted
in the SING in northern Chile and the possible reduction of the
operational costs in view of ongoing gas contract negotiations.

At year-end 2001, AES Gener had a leveraged consolidated balance
sheet with total debt-to-capital of 58% up from 54% in 2000,
reflecting a $400 million reduction in both debt and equity
levels from the sale of previously-consolidated assets. With the
exception of Chivor, which is non-recourse to AES Gener,
liquidity issues for AES Gener are not an immediate concern as
AES Gener's debt service profile is manageable until 2005 when
the company's $477 million convertible bond matures and in 2006
when the $200 million Yankee bond matures. AES Gener continues to
work toward refinancing past due Chivor debt of approximately
$335 million. The financing structure will likely prohibit
distribution of dividends for the coming years. An agreement is
expected in the near term, however uncertainty will remain until
the transaction is closed.

Longer term, debt levels may fluctuate to support the company's
expansion program, most immediately represented by the repowering
of the company's Renca diesel-fired generating plant planned for
completion during 2003. The repowering of the plant and its
conversion to natural gas is positive for the company and will
materially improve the level of dispatch of the plant.

Generally, dividends will be a minimum of 30% of net income, as
required by Chilean law. Given the 2001 net loss reported under
Chilean GAAP, the company will not pay any dividends based on
2001 results. During 2001, AES Gener paid dividends in the amount
of US$210 million based on 2000 net income, retained earnings and
dividend reserves. For 2002, dividend payments may be made
quarterly, depending on financial results. Capital reductions at
AES Gener are precluded by the convertible bond indenture.

AES Gener is the second largest electricity generation group in
Chile in terms of operating revenue and generating capacity with
an installed capacity of 1,757 MW composed of 1,512 MW of thermal
and 245 MW of hydro generating capacity. The company operates
most of the thermal electric power plants in the country. AES
Gener serves both the Central Interconnection System (SIC) and
Northern Interconnection System (SING) through various
subsidiaries and related companies. AES Gener is 98.65%-owned by
AES.

CONTACT:  FITCH RATINGS
          Jason T. Todd, 312/368-3217 (Chicago)
          Giovanny Grosso, 312/368-2074 (Chicago)
          Carlos Diez, +011-562-206-7171 (Santiago)
          Media Relations:
          James Jockle, 212/908-0547 (New York)


MANQUEHUE NET: Three Potential Investors Sited
----------------------------------------------
Three telecom operators Telsur, GTD, and CMET are believed to be
vying for a strategic partnership with Chilean telecommunications
company Manquehue Net.

Telsur is looking for a foothold in Santiago; GTD Teleductos,
while focused in the corporate segment, is also aimed at becoming
an integrated operator; and CMET local telephone company could
also bid for partnership.

Manquehue Net recently hired investment bank ABN Amro (ABN) to
help it find a strategic partner after its foreign shareholders,
U.K. utility National Grid Group PLC (NGG) and Williams
Communications Group (WCGR) revealed plans to sell their
30 percent and 16.4 percent stakes, respectively.

Manquehue Net's primary assets include 100,000 fixed lines spread
over 22 communes in Santiago, specifically the high income
household customers. The Company has a 2.8-percent penetration
Chile, and 4 - 6 percent in the Metropolitan Region, while it has
a 22-percent share in the Internet ADSL access segment.

Manquehue Net registered a net loss of CLP11.34 billion in 2001,
compared with a net profit of CLP224 million in 2000.

To see financial statements:
http://bankrupt.com/misc/Manquehue.doc



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

GRUPO MEXICO: Moody's Cuts GMM's Ratings On Liquidity Fears
-----------------------------------------------------------
Due to the continued difficulties of Grupo Minero Mexico (GMM) in
reaching a restructuring agreement with its creditors and the
ongoing and severe deterioration of the Company's liquidity
position, Moody's Investors Service downgraded several of its
transactions.

The ratings affected are:

Issuer: GRUPO MEXICO EXPORT MASTER TRUST NO.1

    -  U.S. $100,000,000 Secured Notes Series B-2,
       downgraded to Caa3 from Caa1
    -  U.S. $200,000,000 Secured Notes Series C,
       downgraded to Caa3 from Caa1
    -  U.S. $80,000,000 Secured Notes Series D,
       downgraded to Caa3 from Caa1
    -  U.S. $220,000,000 Secured Notes Series E,
       downgraded to Caa3 from Caa1

Issuer: Grupo Minero Mexico, S.A. de C.V.
    -  U.S. $375,000,000 Series A Guaranteed Senior Notes,
       downgraded to Ca from Caa2
    -  U.S. $125,000,000 Series B Guaranteed Senior Notes,
       downgraded to Ca from Caa2

GMM's liquidity has been hampered by the trapping of export
collections by the SEN holders after the waiver previously given
expired on March 28, 2002; and weak copper prices that, although
having recovered somewhat from the low levels of November, 2001,
are still putting pressure on the Company's earnings, cash flow
and receivable generation, says Moody's.

In addition, the strike by workers at GMM's four mining
operations in Mexico, which has been settled at three of the
mines but remains ongoing at the La Caridad mining, smelting and
refining facility is expected to impact production, which will
likely have a follow-on impact on liquidity.

Debt protection measures weakened considerably, particularly as
GMM continues to have a sizable debt burden, with total debt of
U.S.$1.3 billion as of December 30, 2001.

Moody's notes that, given the current liquidity situation,
creditors' willingness to restructure their debt obligations is a
critical element and GMM's ability to meet debt service
requirements is poor.

The Secured Notes are secured by a note issued by Mexico
Desarrollo Industrial Minero, S.A. de C.V. (Medimsa), joint and
several guarantees issued by certain principal subsidiaries of
Medimsa, and collateral pledged by Medimsa and the guarantors,
including export receivables arising from export sales of copper,
zinc, lead and other metals and metal by-products.

Medimsa and the guarantors are 100 percent indirectly owned
subsidiaries of Grupo Mexico, S.A. de C.V.

The Guaranteed Senior Notes are direct, unsecured obligations of
GMM and the guarantors, which include all of GMM's principal
operating subsidiaries.

Contact:  New York
          Linda Stesney
          Managing Director
          Structured Finance Group
          Moody's Investors Service

          New York
          Maria Muller
          VP - Senior Credit Officer
          Structured Finance Group
          Moody's Investors Service


TRIBASA: Treasury Forgoes Collection Of US$303 Mln In Back Taxes
----------------------------------------------------------------
Despite the Mexican Treasury's need to raise tax revenues, the
tax collecting agency is allowing Tribasa to delay payment of
some MXN2.74 billion (US$303 million) in back taxes. The taxes
owed comprise about 25 percent of the Company's total debt,
reports Diario de Yucatan.

On March 26, a judge ordered Tribasa to suspend payment
on its obligations. However, the judge also ordered it to
continue meeting its payroll and to pay taxes and social security
contributions.

The judge's orders came after Banco del Atlantico bank, Bank of
America and BBVA Bancomer petitioned the court to call a
creditors meeting. As a result, Tribasa was granted 185 days in
which to consolidate its debts and negotiate settlements with its
creditors.

Failure to meet obligations by the end of this period will result
in bankruptcy proceedings for Tribasa.

Meanwhile, it has been confirmed that David Penaloza Sandoval,
Chairman of Tribasa's board, was on the run from law enforcement
officials after a federal judge released an arrest warrant
regarding an alleged fraud committed against State credit
organization Nafin for some US$30 million.

In the face of the crisis enveloping Tribasa, the government of
Estado de Mexico plans to bailout two highways that are currently
under concession and operated by Tribasa, said state Secretary of
Communications and Transport Guillermo Cano Garduno.

CONTACT:  GRUPO TRIBASA, S.A. DE C.V.
          Bosque de Cidros No. 173,
          Bosques de las Lomas
          05120 Mexico, D.F., Mexico
          Phone: +52-55-5229-7400
          Fax: +52-55-5229-7430
          E-mail: tribasa@tribasa.com.mx
          Home Page: http://www.tribasa.com.mx
          Contacts:
          David Sandoval, Chairman and President
          Salvador Linares, Chief Executive Officer
          Adriana De Penaloza, Vice Chairman
          Fernando Ochoa, Corp. Director of Construction
          Gustavo Carbajal, Corp. Director of Admin. and Control


INVERWORLD: Liquidator Sues Deloitte & Touche For $200M
--------------------------------------------------------
The liquidator of the InverWorld estate has filed a $200 million
lawsuit against accounting giant Deloitte & Touche LLP over its
role in the 1999 collapse of the InverWorld investment companies.
An announcement was released Wednesday by Diamond McCarthy Taylor
& Finley outlining the action.

The suit, filed on April 4 in federal bankruptcy court in San
Antonio, accuses Deloitte & Touche -- the former auditor for
InverWorld principal I.G. Services LTD -- of gross negligence.

"InverWorld's books should have raised some serious red flags,"
Diamond says.  "But Deloitte missed them.  Now InverWorld's
investors are paying a high price for their negligence.  Had
Deloitte been more diligent -- had they done their job --
InverWorld would not have been able to carry out its fraudulent
schemes."

Although the suit seeks actual damages of at least $200 million,
the final damages claim may be in excess of $300 million, says
Allan Diamond, a co-founder of Diamond McCarthy Taylor &
Finley.  Diamond, along with William T. Reid, is counsel to Len
B. Blackwell, a PricewaterhouseCoopers partner who serves as the
liquidator and bankruptcy trustee for I.G. Services, which filed
for bankruptcy protection in 1999.

About 1,200 InverWorld investors, mostly clients from Mexico,
lost approximately $325 million in the allegedly fraudulent
investment scheme.  Two of the company's top executives, Jose
Zollino and George Fahey, were arrested last April and charged
with masterminding a conspiracy to defraud investors.

Fahey has already pleaded guilty.  Zollino is expected to go to
trial this summer.

CONTACT:  Amy Hunt of Androvett Legal Media, +1-800-559-4534, or
amy@legalpr.com, for Diamond McCarthy Taylor & Finley



=======
P E R U
=======

PESQUERA CAROLINA: Creditors Meet To Review Restructuring Plan
--------------------------------------------------------------
The creditors of the Peruvian fishing company Pesquera Carolina
are expected to meet soon in order to discuss the Company's
restructuring plan, according to South American Business
Information.

The Company's plan calls for the sale of three fishing ships in
an effort to generate an expected US$5.4 million. The proceeds
would then be passed on to Interbank, in exchange for a US$1.1
million capital injection and cancellation of US$10 million in
debts & interest.

Presently, three of Pesquera Carolina's seven fishing boats are
operational.

Pesquera Carolina's income was reduced by 12 percent to US$14.4
million in 2001, from US$16.4 million in 2000. However, it
managed to post 23.4 percent growth in fish flour production,
totaling 25,217 m tons.

Pesquera Carolina listed liabilities of US$55 million at year-end
2001.



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

PDVSA: S&P Rates PDVSA Finance Notes BBB-; CreditWatch Negative
---------------------------------------------------------------
Standard & Poor's on Wednesday placed its triple-'B'-minus
ratings on the senior unsecured notes issued by PDVSA Finance
Ltd., a wholly owned subsidiary of Petroleos de Venezuela S.A.
(PDVSA), on CreditWatch with negative implications.  The
CreditWatch placement affects $3.6 billion of U.S. dollar-
denominated notes and 200 million in euro- denominated notes (see
list).

The CreditWatch placement indicates the increased probability of
a downgrade if the current dispute between workers at PDVSA and
the Venezuelan government leads to a substantial decline in
output.  A downgrade of the notes will depend on Standard &
Poor's assessment of any impairment of the short- and long-term
production capacity of PDVSA, which is threatened by the
unexpectedly severe reaction of PDVSA management to the
government's politically motivated changes in senior management
and the board of directors.

According to PDVSA, current work stoppages have not affected
crude oil export volumes to designated customers, although
independent reports indicate otherwise. According to Standard &
Poor's analysis, exports would have to be halted for almost two
months to trigger a covenant violation or more than six months to
trigger a payment default, which is unlikely given the strong
economic incentives for the government of Venezuela to ensure an
orderly continuation of oil exports. While government and/or
military action could restore export flows in the short term,
Standard & Poor's is concerned that the recent dispute -- if not
resolved amicably -- still could translate into a reduction in
the company's long-term production capacity through many
mechanisms, including (but not limited to) ongoing acrimonious
relations between the government and PDVSA's workers, the
draining of PDVSA's managerial and intellectual talent, and
constrained access to capital.  The ability of PDVSA to
consistently export is critical to the transaction's investment-
grade ratings as it underpins its strong financial
parameters.  PDVSA's export capacity and the transaction's strong
financial parameters are still well above PDVSA and the
Bolivarian Republic of Venezuela's single-'B' long- and short-
term foreign currency ratings.  The outlook on PDVSA and the
government's foreign currency ratings is negative.

Standard & Poor's requirements for investment-grade future flow
transactions to maintain liquidity reserves equal to at least
three month's debt service and to have strong cash flow coverage
of debt service help to reduce the risk of either payment default
or covenant breaches that could result from events such as a
prolonged strike by PDVSA workers.  The liquidity account is
currently fully funded and available to cover the next debt
service payment in May, if necessary.  While the coverage levels
have dropped to 11 times (x) from 19x in December, the drop is
more a result of an increase in principal amortization beginning
in May than a result of a reduction in receivables
generation.  According to PDVSA, while OPEC cuts have reduced the
level of receivables flowing through the transaction, the company
has added designated customers to the program in order to
maintain a ratio of collections over debt service greater than
10x.

RATINGS PLACED ON CREDITWATCH WITH NEGATIVE IMPLICATIONS

PDVSA Finance Ltd.

     Issue                                 Rating
     Class A 6.45% notes due 2004          BBB-
     Class B 6.65% notes due 2006          BBB-
     Class C 6.80% notes due 2008          BBB-
     Class D 7.40% notes due 2016          BBB-
     Class E 7.50% notes due 2028          BBB-
     Class F 8.75% notes due 2004          BBB-
     Class G 6.25% notes due 2006          BBB-
     Class H 9.40% notes due 2007          BBB-
     Class I 9.75% notes due 2010          BBB-
     Class J 9.95% notes due 2020          BBB-
     Class K 8.50% notes due 2012          BBB-

CONTACT:  STANDARD & POOR'S
          Nancy Gigante Chu
          Tel. +1-212-438-2429

          Bruce Schwartz, CFA
          Tel. +1-212-438-7809

          Jose Coballasi
          Tel. +52-55-5279-2014




               ***********


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 American is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ,
and Beard Group, Inc., Washington, DC. John D. Resnick, Edem
Psamathe P. Alfeche and Ma. Cristina Canson, Editors.

Copyright 2002.  All rights reserved.  ISSN 1529-2746.

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