TCRLA_Public/021031.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

           Thursday, October 31, 2002, Vol. 3, Issue 216

                           Headlines


A R G E N T I N A

AGUAS ARGENTINAS: S&P Lowers $140M IADB Loan To B+
BANCO VELOX: New Owner Takes Over, Consolidates Operations
BHN: S&P Cuts Ratings On Transactions
IMAGEN SATELITAL: Claxson Gets Tenders From 89% of Bondholders
PEREZ COMPANC: Reports Significant 3Q02 Business Events
TGN: Standard & Poor's Cuts 3 Structured Transactions


B R A Z I L

AES CORP: Scrambling to Beat the Refinancing Curve
AES SUL: Seeks Renegotiation on Bonds Due December 1
ELETROPAULO METROPOLITANA: AES Defers $85M Payment
GLOBOPAR/GLOBO LTDA: Ratings Lowered to 'CC'; Watch Negative
NET SERVICOS: Debt Talks Spark Share Price Optimism
TELESP CELULAR: Downplays Telecom Italia Competition Threat


C H I L E

ENDESA: Reiterates 2002-2006 Strategic Plan
ENDESA: LatAm Investments Pull Down Overall Earnings
ENERSIS: Reports 3Q03 Loss of CLP6.86 Billion
MADECO: Shareholders Meet Nov. 14 on Capital Increase Plan


C O L O M B I A

PAZ DEL RIO: Meeting Outlines Restructuring Efforts
* Power Distributors Turn Lights Out On Defaulting Towns


E C U A D O R

PACIFICTEL: Service Plan Gets Regulator Approval


M E X I C O

ALESTRA: Liquidity Problems Hinder Interest Payment
ISPAT MEXICANA: Weak Outlook Yields Moody's Caa1, Outlook Stable
LUZ Y FUERZA: Financial Crisis Worsens Despite Rate Increases
RAINTREE RESORTS: Lack of Information Prompts Ratings Withdrawal
UNEFON: TV Azteca Postpones Spinoff Over Legal Issues


     - - - - - - - - - -

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

AGUAS ARGENTINAS: S&P Lowers $140M IADB Loan To B+
--------------------------------------------------
Standard & Poor's downgraded the debt rating Monday on Aguas
Argentinas S.A.'s US$140 million IADB B loan to B+ from BB-.
The announcement followed Standard & Poor's decision to lower the
long-term sovereign credit rating of the Republic of Argentina to
triple-'C'-plus from single-'B'-minus on Oct. 9, 2001. At that
time, Standard and Poor's also affirmed Argentina's short-term
sovereign credit rating at single-'C'. The outlook for Argentina
remains negative.

The current downgrade reflects the increasingly severe economic
and social challenges Argentina faces in balancing its federal
budget. Low tax revenues for September and the likely need for
US$900 million in additional spending cuts highlight the mounting
challenges the government faces in implementing its fiscal
program.

Standard & Poor's believes that, despite the commitment of the
federal government, prospects for achieving the "zero deficit"
budget goal for 2001 and maintaining budgetary austerity in 2002
while ensuring timely debt service has continued to wane
following the announcement of the policy on July 11, 2001. Thus
far, the Republic has met its monthly budgetary objectives in
part by accumulating arrears of $480 million of transfer payments
due to the provinces.

Low consumer confidence, the severe local credit crunch, and the
global economic slowdown have resulted in continued negative GDP
growth, industrial output, and tax collection trends. Although
the reported 14% year-over-year drop in revenue collections in
September incorporated some one-time effects (such as increased
valued-added tax reimbursements and pension contributions), the
decline is significant and confirms that the battered economy
shows no signs of stabilizing.

Thus, all efforts to balance the budget must continue to focus
exclusively on further spending cuts. Growing internal challenges
lessen the government's budgetary maneuverability. Moreover,
given these pressures, Standard & Poor's maintains that
regardless of the outcome of the legislative elections, Argentina
will most likely need to restructure its debt.

Due to the "mega-debt exchange" undertaken in June, the
government's near-term debt servicing burden is manageable,
assuming balanced fiscal operations. Additionally, while
Argentina can cover its financial needs without accessing
international capital markets for almost a year, internal debt
(Letes) must continue to be rolled. Given domestic market
dynamics however, the risk of an inability to do so still remains
low.

The principal and interest repayment on Aguas' US$140 million
IADB B loan is dependent on the creditworthiness of the
underlying corporate obligor. According to S&P, the Aguas IADB
transaction benefits from an IADB preferred creditor status
umbrella. This transaction is therefore constrained by the credit
quality of the underlying corporate obligor, and it is not
constrained by sovereign transfer and convertibility risk.

ANALYSTS:  Jorge Solari, Buenos Aires (54) 114-891-2114; Diane
Audino, New York (1) 212-438-2388; Rosario Buendia, New York (1)
212-438-2410


BANCO VELOX: New Owner Takes Over, Consolidates Operations
----------------------------------------------------------
Nuevo Banco Industrial de Azul (Azul) will absorb the assets and
liabilities of Argentine bank Banco Velox, after the country's
central bank accepted Azul's purchase offer. The new owner says
it will close two of Velox's 12 branches, reports Business News
Americas. Banco Velox belongs to the troubled Uruguay-based Velox
group.

Azul was also mandated to maintain the greatest number of
employees possible following the acquisition. Nuevo Banco
Industrial Azul is owned by the local Meta family, which entered
the financial system 15 years ago through a lending cooperative.


BHN: S&P Cuts Ratings On Transactions
-------------------------------------
Standard & Poor's lowered Monday its ratings on BHN II and III
Mortgage Trusts. The ratings affected are: (Downgraded To/From)

                                            To              From
BHN II Mortgage Trust
   Class A1 & A2 bonds                       B+              BB-
BHN III Mortgage Trust
   Class A1 & A2 bonds                       B+              BB-

The rating actions followed Standard & Poor's decision to lower
the long-term sovereign credit rating of the Republic of
Argentina to triple-'C'-plus from single-'B'-minus on Oct. 9,
2001. At that time, Standard and Poor's also affirmed Argentina's
short-term sovereign credit rating at single-'C'. The outlook for
Argentina remains negative.

The current downgrade reflects the increasingly severe economic
and social challenges Argentina faces in balancing its federal
budget. Low tax revenues for September and the likely need for
$900 million in additional spending cuts highlight the mounting
challenges the government faces in implementing its fiscal
program.

Standard & Poor's believes that despite the commitment of the
federal government, prospects for achieving the "zero deficit"
budget goal for 2001 and maintaining budgetary austerity in 2002
while ensuring timely debt service has continued to wane
following the announcement of the policy on July 11, 2001. Thus
far, the Republic has met its monthly budgetary objectives in
part by accumulating arrears of $480 million of transfer payments
due to the provinces.

Low consumer confidence, the severe local credit crunch, and the
global economic slowdown have resulted in continued negative GDP
growth, industrial output, and tax collection trends. Although
the reported 14% year-over-year drop in revenue collections in
September incorporated some one-time effects (such as increased
valued-added tax reimbursements and pension contributions), the
decline is significant and confirms that the battered economy
shows no signs of stabilizing.

Thus, all efforts to balance the budget must continue to focus
exclusively on further spending cuts. Growing internal challenges
lessen the government's budgetary maneuverability. Moreover,
given these pressures, Standard & Poor's maintains that
regardless of the outcome of the legislative elections, Argentina
will most likely need to restructure its debt.

Due to the "mega-debt exchange" undertaken in June, the
government's near-term debt servicing burden is manageable,
assuming balanced fiscal operations. Additionally, while
Argentina can cover its financial needs without accessing
international capital markets for almost a year, internal debt
(Letes) must continue to be rolled. Given domestic market
dynamics however, the risk of an inability to do so still remains
low.

The senior bonds of BHN II and III Mortgage Trusts are supported
by subordination (provided by junior bonds and certificates of
participation), a liquidity reserve fund, and the revenue spread
that exists between the interest received on the mortgages and
interest that is payable on the securities. The trust's ability
to make payments to the senior bondholders is further enhanced
because the bonds were structured in order to increase the level
of subordination over time.

In addition, as of Oct. 10, 2001, none of the pools backing the
rated securities have suffered any losses, and the current level
of subordination on BHN II (as of Sept. 25, 2001) is 50.29%, and
subordination on BHN III (as of Sept. 30, 2001) is 34.15%.

However, Standard & Poor's believes that even though the
transactions have shown a strong credit performance during the
past four years and benefit from adequate loss coverage break-
even levels, they do not have appropriate protections to cover
even higher transfer and convertibility risk, given the current
foreign currency rating of the sovereign.

Specifically, Standard & Poor's dollarization policy allows the
BHN transactions to be rated as high as single-'B'-plus.

ANALYSTS:  Jorge Solari, Buenos Aires (54) 114-891-2114; Diane
Audino, New York (1) 212-438-2388; Rosario Buendia, New York (1)
212-438-2410


IMAGEN SATELITAL: Claxson Gets Tenders From 89% of Bondholders
--------------------------------------------------------------
Claxson Interactive Group Inc. (Nasdaq: XSON) ("Claxson")
announces an extension of its pending exchange offer and consent
solicitation (the "Exchange Offer") for all US$80 million
outstanding principal amount of the 11% Senior Notes due 2005
(144A Global CUSIP No. 44545HHA0 and Reg S Global ISIN No.
USP52800AA04) (the "Old Notes") of its subsidiary, Imagen
Satelital S.A. ("Imagen").

The expiration date for the Exchange Offer has been extended from
5:00 p.m. New York City time on October 28, 2002, to 5:00 p.m.
New York City time on November 1, 2002, unless further extended.
As of 5:00 p.m. October 28, 2002, Claxson had received tenders
from holders of approximately US$71 million (89%) principal
amount of the outstanding Old Notes.

The Exchange Offer is being extended to allow bondholders who
have not yet participated additional time to accept the
previously announced offer. Any bondholder who does not
participate in the Exchange Offer will not be offered any type of
separate transaction on improved economic terms. Furthermore,
Imagen will not make any past due interest payments and will not
pay the upcoming November 1, 2002 interest payment on the Old
Notes.

The Exchange Offer is subject to a number of conditions,
including a 93% minimum participation condition, which can be
waived by the Company at any time. Further, on October 24, 2002
at a formal meeting of bondholders in Buenos Aires, the Company
received the requisite consents necessary to amend the indenture
governing the Old Notes. As a result, at closing the Company will
eliminate substantially all of the restrictive covenants of the
indenture governing the Old Notes.

Informational documents relating to the Exchange Offer will only
be distributed to eligible investors who complete and return an
Eligibility Letter. If you would like to receive further
information regarding this offer, please contact Tom Long at D.F.
King & Co., the Information Agent for the Exchange Offer, at +(1)
212-493-6920, or Eduardo Rodriguez Sapey at Banco Rio de la
Plata, the Trustee and Rep. Exchange Agent in Buenos Aires,
Argentina at +(54) 11-4341-1013.

The new notes will not be registered under the U.S. Securities
Act of 1933, as amended, and will only be offered in the United
States to qualified institutional buyers and accredited investors
in private transactions and to persons outside the United States
in off-shore transactions. The new notes will be listed on the
Buenos Aires Stock Exchange.

This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of,
the new notes in any state of the United States in which such
offer, solicitation or sale would be unlawful.

Claxson (Nasdaq: XSON) is a multimedia company providing branded
entertainment content targeted to Spanish and Portuguese speakers
around the world. Claxson has a portfolio of popular
entertainment brands that are distributed over multiple platforms
through its assets in pay television, broadcast television, radio
and the Internet. Claxson was formed in a merger transaction,
which combined El Sitio, Inc. and other media assets contributed
by funds affiliated with Hicks, Muse, Tate & Furst Inc. and
members of the Cisneros Group of Companies. Headquartered in
Buenos Aires, Argentina, and Miami Beach, Florida, Claxson has a
presence in all key Ibero-American countries, including without
limitation, Argentina, Mexico, Chile, Brazil, Spain, Portugal and
the United States.


PEREZ COMPANC: Reports Significant 3Q02 Business Events
-------------------------------------------------------
Perez Companc S.A. (Buenos Aires: PC NYSE: PC), controlling
company with a 98.21% stake in Pecom EnergĦa S.A. (Buenos Aires:
Peco), announces volumes and net average prices of the main
products marketed by Pecom EnergĦa S.A., change in the hedging
prices of crude oil produced for the year 2003, change in
valuation of the debt with HSBC Bank Argentina S.A. (HSBC), and
reduction in the forestry business book value.

-- Change in the hedging price of crude oil produced for the year
2003

During the third quarter of this year, the Company has performed
several transactions using derivative instruments in order to
reduce expense.

For WTI prices below 20 US$/bbl, the hedging price is 19.52
US$/bbl and the hedging volume amounts to 17,500 bbl/d. For WTI
prices equal to or above 20 US$/bbl and below 21 US$/bbl, the
price is 19.44 US$/bbl and the hedging volume falls to 15,000
bbl/d. For WTI prices equal to or above 21 US$/bbl and below or
equal to 27 US$/bbl, the hedging price is 18.65 US$/bbl and the
hedging volume falls to 10,000 bbl/d. For WTI prices above 27
US$/bbl, the hedging volume amounts to 17,500 bbl/d and the
hedging price is 22.31 US$/bbl.

-- Change in valuation of debt with HSBC

In June 1999, the Company, through its controlled company Perez
Companc International S.A. (PCI), acquired a 10% equity interest
in Distrilec Inversora S.A. in the amount of US$ 101 million.
Payment was made by means of a promissory note drawn by PCI and
guaranteed by Pecom EnergĦa, maturing in June 2002 at a 7% p.a.
fixed rate. The promissory note was subsequently transferred to a
financial trust domiciled in Argentina in a securitized
transaction and the trust issued US dollar-denominated bonds to
be placed among Argentine investors.

On the promissory note maturity date, the Company and HSBC put
forward opposing interpretations as to whether conversion into
pesos (pesification) regulations under the Public Emergency and
Exchange System Reform Law in connection with obligations to pay
a sum certain in money denominated in foreign currency were
applicable to such debt. At the trustee's request, the Company
and HSBC initiated a mediation process.

As of June 30, 2002, the Company's debt was valued at
approximately P$105 million. As of such date, the mediation
process referred to above was open and final decision was subject
to the progress of negotiations, there being at that time no
elements or evidences that might serve as a basis for determining
how the dispute would be settled.

Within the framework of such negotiations, PCI, Pecom EnergĦa and
HSBC agreed on a proposal involving reciprocal concessions that
would result in the settlement of the dispute. Pursuant to the
terms and conditions of such proposal, the parties acknowledge a
debt in the amount of US$101 million to be cancelled by
delivering HSBC Pecom EnergĦa S.A.'s corporate notes
(obligaciones negociables) due on June 2011. The first repayment
of the aggregate principal amount of US$10 million is scheduled
for December 2002 and repayment of the principal balance will be
made on the maturity date at an annual rate equal to LIBOR plus a
spread of 100 basis points. The proposal's contractual provisions
will only be valid and binding upon the parties provided certain
conditions are met within a term of 40 consecutive days, such
conditions including approval of the proposal terms and
conditions by Pecom EnergĦa's and PCI's Board of Directors and by
the Meeting of the Financial Trust Beneficiaries.

Taking into account the new elements provided during the course
of the mediation and considering such elements clearly indicate
the probable outcome of the dispute, as of September 30, 2002,
the Company's debt will be recorded according to the terms and
conditions of the proposal mentioned above. As a result of the
debt depesification, the Company will record a debt of
approximately P$288 millions in 2002 third quarter.

-- Reduction in the forestry business book value

As of September 30, 2002, the Company is negotiating the sale of
forestry assets.

Taking into account the Company's own evaluations as regards the
probable sales price of such assets in the current Argentine
macroeconomic scenario, it was deemed prudent to set up a
provision to adjust book value of such assets to probable market
value. Consequently, as of September 30, 2002 the Company will
record a P$120 million loss.


TGN: Standard & Poor's Cuts 3 Structured Transactions
-----------------------------------------------------
Standard & Poor's lowered Monday its ratings on 3 TGN structured
transactions. The ratings affected are: (Downgraded To/From)

TGN IFC Trust I                                B+             BB-
TGN IFC Trust II                               B+             BB-
TGN CRIBs Financial Trust I                    B+             BB-

The rating actions followed Standard & Poor's decision to lower
the long-term sovereign credit rating of the Republic of
Argentina to triple-'C'-plus from single-'B'-minus on Oct. 9,
2001. At that time, Standard and Poor's also affirmed Argentina's
short-term sovereign credit rating at single-'C'. The outlook for
Argentina remains negative.

The current downgrade reflects the increasingly severe economic
and social challenges Argentina faces in balancing its federal
budget. Low tax revenues for September and the likely need for
$900 million in additional spending cuts highlight the mounting
challenges the government faces in implementing its fiscal
program.

Standard & Poor's believes that despite the commitment of the
federal government, prospects for achieving the "zero deficit"
budget goal for 2001 and maintaining budgetary austerity in 2002
while ensuring timely debt service has continued to wane
following the announcement of the policy on July 11, 2001. Thus
far, the Republic has met its monthly budgetary objectives in
part by accumulating arrears of $480 million of transfer payments
due to the provinces.

Low consumer confidence, the severe local credit crunch, and the
global economic slowdown have resulted in continued negative GDP
growth, industrial output, and tax collection trends. Although
the reported 14% year-over-year drop in revenue collections in
September incorporated some one-time effects (such as increased
valued-added tax reimbursements and pension contributions), the
decline is significant and confirms that the battered economy
shows no signs of stabilizing.

Thus, all efforts to balance the budget must continue to focus
exclusively on further spending cuts. Growing internal challenges
lessen the government's budgetary maneuverability. Moreover,
given these pressures, Standard & Poor's maintains that
regardless of the outcome of the legislative elections, Argentina
will most likely need to restructure its debt.

Due to the "mega-debt exchange" undertaken in June, the
government's near-term debt servicing burden is manageable,
assuming balanced fiscal operations. Additionally, while
Argentina can cover its financial needs without accessing
international capital markets for almost a year, internal debt
(Letes) must continue to be rolled. Given domestic market
dynamics however, the risk of an inability to do so still remains
low.

The principal and interest repayment on TGN IFC Trust I (TGN IFC
I), TGN IFC Trust II (TGN IFC II) and TGN CRIBs Financial Trust I
(TGN CRIBs) are dependent on the creditworthiness of the
underlying corporate obligor.

The TGN CRIBs transaction benefits from a transfer and
convertibility insurance policy issued by OPIC. Furthermore, the
TGN IFC I and II transactions benefit from an IFC preferred
creditor status umbrella. These transactions are therefore
constrained by the credit quality of the underlying corporate
obligor, and they are not constrained by sovereign transfer and
convertibility risk.

ANALYSTS:  Jorge Solari, Buenos Aires (54) 114-891-2114; Diane
Audino, New York (1) 212-438-2388; Rosario Buendia, New York (1)
212-438-2410



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

AES CORP: Scrambling to Beat the Refinancing Curve
--------------------------------------------------
Standard & Poor's Ratings Services believes that the largest
credit concern in the energy merchant sector Tuesday is liquidity
and refinancing risk. Recently, Standard & Poor's estimated the
volume of refinancing needs in the sector to be about $30 billion
to $50 billion between now and 2006. As energy companies struggle
with upcoming maturities, they are being forced to pay higher
interest rates, offer security, or both.

U.S.-based electricity provider AES Corp. is no exception, and is
one of the first of many players that will be forced to address
these concerns.

The firm's recent announcement of a proposed bank/bond
transaction that would lock up virtually its entire asset base as
security in exchange for pushing off nearly all of its upcoming
debt maturities through 2005, is indicative of industry
challenges. AES' near-term parent level maturities include:

     -- $300 million senior unsecured note due December 2002,
     -- $850 million revolving credit facility due March 2003,
     -- $200 million senior unsecured note due June 2003,
     -- $425 million term bank loan due August 2003, and
     -- $262.5 million secured equity linked bank loan due
        October 2003.

AES is offering $350 million in senior secured exchange notes
coupled with a $1.6 billion senior secured bank facility. The
securities will refinance all of this outstanding debt, and are
secured by all of AES' equity in its domestic businesses and 65%
of its equity in its foreign businesses. In addition, some
proceeds from asset sales are committed paying down the bank
facility and exchange notes. The transaction is contingent on 75%
participation by the unsecured noteholders in the exchange offer.

The $350 million exchange notes will be used to refinance the
unsecured notes coming due. AES is offering 50% of face value
($150 million) at closing in cash and 50% of face value ($150
million) in the senior secured exchange note for the $300 million
senior unsecured notes due December 2002. AES is offering 100% of
face value in the new exchange notes for the $200 million senior
unsecured notes due June 2003. The new exchange notes would
mature in December 2005.

The $1.6 billion senior secured bank facility would refinance the
revolving credit facility and bank loans. The bank facility would
include a number of tranches. There would be a $500 million
senior secured revolver and a $350 million term loan facility
that would refinance the current $850 million revolving credit
facility due in March 2003. There would be an additional œ52.25
million letter of credit that was previously outside of the
revolver and would now be included in this new facility.

Also, there would be a $425 million term loan facility that
refinances the $425 million bank term loan due August 2003, and a
$262.5 million bank term loan facility that refinances the $262.5
million secured equity linked bank loan due October 2003. The
bank facilities would mature at the earliest of three years after
close, shortly before the exchange notes, or June 2005, if a $150
million junior subordinated unsecured note due in June 2005 has
not been refinanced. The bank facility would allow for an
additional $225 million in secured debt.

AES had been hoping to pay down some of these maturities as they
came due out of operating cash flow and from asset-sale proceeds.
When the proposed transactions were announced, Standard & Poor's
lowered its corporate credit rating on AES to 'B+' from 'BB-',
reflecting lower-than-expected operating cash flow and slower-
than-expected progress on asset sales, resulting in AES needing
to refinance rather than pay off these maturities. Apparently,
banks are uncomfortable with the idea of some creditors being
paid while they wait. The 'B+' rating is in line with Standard &
Poor's expected cash flow compared with AES' debt burden. AES'
corporate credit rating is on CreditWatch with negative
implications because the rating could fall precipitously if AES
were unable to execute this transaction.

Standard & Poor's preliminary 'BB' rating on the bank loan and
exchange notes is two notches above the corporate credit rating.
This reflects Standard & Poor's high degree of confidence that
the collateral package provides enough value for lenders to
realize 100% recovery in a likely default or stress scenario.
This rating assumes that a bankruptcy court would give priority
to the secured creditors in a bankruptcy. The preliminary rating
would become final when the transaction closes and Standard &
Poor's receives final documentation.

The successful execution of this transaction would give AES much-
needed flexibility by eliminating the immediate liquidity
pressure and pushing out any substantial maturities until 2005.
The reliance on bank financing could present risks as banks may
exert increasing control over AES' financing and operations if
AES is unable to execute its deleveraging plans. Bank facility
terms have yet to be finalized, but it is likely that there will
be covenants that include cash maintenance requirements and asset
sale targets that could restrict AES' control over cash outflows
to and from subsidiaries, or affect AES' ability to pay dividends
to preferred holders.

Excessive debt, aggressive expansion in Latin America, weak power
markets in the U.S. and the U.K., and a difficult capital markets
environment have all hurt AES and its contractual counterparties,
resulting in their current situation. Over the past several
months, AES has taken steps to shore up its balance sheet and
strengthen its liquidity. In February 2002, AES began to scale
back its construction plans, reducing capital expenditures from a
planned $1.2 billion in capital expenditures in 2002 to about
$800 million. Also, AES has embarked on an asset sale program
whose goal is to raise a total of $1 billion to $1.5 billion. AES
has a contract to sell CILCORP Inc. to Ameren Corp., which is
expected to raise $510 million, and AES has sold NewEnergy Inc.,
a retail electricity seller, raising $260 million. AES will need
to continue to execute on its asset sale program and pay down
debt to stabilize its rating. As assets are sold and debt is paid
down, the rating could change, reflecting a revised cash flow
profile and debt burden.

If AES successfully executes this transaction, it would put its
refinancing issues temporarily behind it and will either sink or
swim based on its ability to successfully execute asset sales and
generate cash flow to pay down the secured debt. By pledging its
entire asset base, AES will have given nearly all it has to offer
for future financing needs. However, they will have bought much-
needed time to delever to a more manageable capital structure, a
necessary move to allow AES to regain capital markets access.

ANALYST: Scott Taylor, New York (1) 212-438-2057


AES SUL: Seeks Renegotiation on Bonds Due December 1
----------------------------------------------------
AES Sul Distribuidora Gaucha de Energia SA wants to renegotiate
the terms of the bonds due December 2003 worth BRL187.5 million
(US$49.3 million). According to Brazilian daily Gazeta Mercantil,
the bonds raised BRL250 million when they were sold two years
ago. The Brazilian unit of U.S.-based AES Corp. is also
attempting to renegotiate the partial amortization payment of
some BRL62.5 million in debt due on Dec. 1.

The first of the four amortization payments on the bonds was paid
in June. The remaining payments would be due this December, June
next year, and the following December.

Despite the considerable amount of time before the bonds come
due, AES Sul still wants to renegotiate their terms as the
company is facing BRL2.3 billion in debt. Most of the company's
debt is in dollars, adding to the difficulty of repayment, as
earnings come in the local currency.

The company has called a bondholders meeting for November 12,
2002 to address the issues.

CONTACT:  AES CORP.
          Investor Relations
          Kenneth R. Woodcock, 703/522-1315
          www.investing@aes.com


ELETROPAULO METROPOLITANA: AES Defers $85M Payment
--------------------------------------------------
AES Corp. announced today that the Brazilian National Bank for
Economic and Social Development (BNDES) had agreed to defer until
December 16, 2002 an $85 million payment due by an AES subsidiary
related to the acquisition of common shares of Eletropaulo
Metropolitana Electricidade de Sao Paulo S.A., the electric
distribution company for Sao Paulo, Brazil.

"Safe Harbor" Statement under the Private Securities Litigation
Reform Act of 1995: This news release may contain "forward-
looking statements" regarding The AES Corporation's business.
These statements are not historical facts, but statements that
involve risks and uncertainties. Actual results could differ
materially from those projected in these forward-looking
statements. For a discussion of such risks and uncertainties, see
"Risk Factors" in the Company's Annual Report or Form 10-K for
the most recently ended fiscal year.

AES is a leading global power company comprised of contract
generation, competitive supply, large utilities and growth
distribution businesses.

The company's generating assets include interests in 176
facilities totaling over 60 gigawatts of capacity, in 33
countries. AES's electricity distribution network sells over
108,000 gigawatt hours per year to over 16 million end-use
customers.

More general information about the company is available at
www.aes.com or by contacting investor relations at
investing@aes.com.

CONTACT:  AES CORPORATION
          Kenneth R. Woodcock, 703/522-1315


GLOBOPAR/GLOBO LTDA: Ratings Lowered to 'CC'; Watch Negative
------------------------------------------------------------
Standard & Poor's Ratings Services said Tuesday it lowered the
corporate credit ratings on Brazilian media companies Globo
Comuni‡a‡oes e Participa‡oes S.A. (Globopar) and TV Globo Ltda.
to double-'CC' from single-'B'. At the same time, the senior
unsecured ratings on Globopar and TV Globo, as well as the
ratings on Globopar's debt issuances, were lowered to double-'CC'
from single-'B'. All the ratings are placed on CreditWatch with
negative implications.

The ratings were lowered following Globopar's announcement that
it will not service amortization or interest payments on any of
its financial obligations within the next 90 days as part of a
broad debt restructuring.

The CreditWatch negative reflects the imminent risk of default on
coming maturities. The listing will be resolved within the next
few days, as Globopar is expected to default on a US$10 million
bank agreement on Oct. 31. At the time of the default, the
ratings will be lowered further to 'D' and removed from
CreditWatch.

The default will not include suppliers or other commercial
obligors. However, the default on the bank agreement will trigger
the acceleration of virtually all of TV Globo's and Globopar's
debt obligations, which the companies will not be able to meet
given their current financial distress.

Globopar's own debt, not including contingent debt at certain
subsidiaries, amounts to US$1.2 billion and is mostly guaranteed
by TV Globo. Contingent debt at subsidiaries, guaranteed only by
Globopar, amounts to another US$410 million. Debt maturities and
interest payments coming due this year are estimated at about
US$130 million, including a US$22 million put option on eurobonds
in December.

Globopar's financial profile has been worsening since 2001
because revenues have declined steeply as a result of the weak
advertising market. Cost-cutting initiatives and some market
improvement in 2002 have allowed for slight operating
improvements. Nevertheless, the company's financial condition has
deteriorated severely in the past several months due to the huge
depreciation of the Brazilian currency, increasing Globopar's
U.S. dollar-denominated debt burden compared with its cash-
generating sources.

The liquidity crunch in Brazil and the weak operating performance
by the Globo Group have impaired the company's access to capital
and banking markets in the past year. The company's options to
refinance short-term maturities have narrowed, and traditionally
less expensive international trade-related loans have had to be
refinanced domestically at higher interest rates. These trends
have weakened the company's financial profile to the point that
cash reserves are depleted and banks are reluctant to provide the
company with the financial flexibility, in the form of bank
facilities, which is necessary to sustain the ratings.

Standard & Poor's expects to revise the ratings on Globopar if
the company is successful in completing the debt restructuring
process that has been initiated today.

Milena Zaniboni, Sao Paulo (55) 11-5501-8945; Heather M
Goodchild, New York (1) 212-438-7835


NET SERVICOS: Debt Talks Spark Share Price Optimism
---------------------------------------------------
Shares of Brazilian cable television company Net Servicos de
Comunicacao SA went up by as much as 9 percent Tuesday. A report
from Bloomberg shows that the shares rose by 1 centavo after
falling to a record low of 19 centavos. As of 11:56 a.m. Tuesday,
the shares were valued at 24 centavos. The reported increase in
shares price came after the company had asked for a renegotiation
of debt payments on US$1.5 billion debt.

The company suffered on concern the new president Luiz Inacio
Lula da Silva may boost deficit spending and trigger a default on
the country's debt, which prompted investors to sell assets in
Brazil.

Rating agency Standard & Poor's cut Net Servicos' credit rating
Monday to "CCC+" from "CCC", and placed the company on watch for
possible further downgrade.

CONTACT:  Net Servicos De Comunicacao SA
          Registered Office
          Rua Verbo Divino, 1.356 - 1 Andar
          Santo Amaro
          04719-002 Sao Paulo - SP
          Brazil
          Tel  +55 11 5186-2606
          Fax  +55 11 5186-2780
          Web  http://www.globocabo.com.br/
          Contacts:
          Roberto Irineu Marinho, Chairman
          Jose Roberto Marinho, Member
          Henri Philipe Reischtul, Member

          GLOBO COMUNICA?OES E PARTICIPA?OES
          Rua Afrƒnio de Melo Franco
          135/4§ andar- Leblon
          Rio de Janeiro - RJ
          CEP: 22430-060
          Phone: (21) 240.2000
          Fax: (21) 259.6586
          Home Page: http://www.globopar.com.br/
          Contacts:
          Mr. Roberto Marinho, President of the BOD
          Mauro Molchansky, Executive Director
          Marcos Carneiro, Director of the Corporate Relations
          Area


TELESP CELULAR: Downplays Telecom Italia Competition Threat
-----------------------------------------------------------
Telesp Celular executive vice president Maria Paulo Canais said
Tuesday that they expect little competition from newcomer Telecom
Italia Mobile (TIM). In a conference call to discuss 3Q02
earnings, Canais said that Telesp Celular expects the third
quarter EBITDA to remain stable in the fourth quarter of this
year, and throughout the whole of next year.

Telesp Celular Participacoes (TCP), holding company and
controller of Telesp Celular reported an Ebitda margin of 44.7%
for 3Q02. The reported amount is higher by almost 17 points from
that of the same period last year. The increase was attributed to
the cost cutting measures implemented in the company, according
to Business News Americas.

Contrary to Canais beliefs, an analyst expects a slight dip in
the EBITDA margin for the fourth quarter of this year due to
holiday offers, adding that the margin this quarter is already
very high.

Furthermore, the analyst expects that Capex to remain flat in
2003. According to the report, Telesp Celular's Capex was 193mn
reais (US$50.2mn) for 3Q02, or 8% of gross revenues, and full
year capex for Telesp Celular and subsidiary Global Telecom is
expected to total 10-11% of sales.

CONTACT:  Telesp Celular Participacoes, Sao Paulo
          Investor Relations:
          Edson Alves Menini, (55 11) 3059-7531
          Email: mailto:emenini@telespcelular.com.br



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

ENDESA: Reiterates 2002-2006 Strategic Plan
-------------------------------------------
--  As a response to the macroeconomic and industry environment,
ENDESA has updated its Strategic Plan 2002-2006 reinforcing its
basic strategic and financial guidelines.

--  The company sets as priority targets the cash flow generation
and the strengthening of its balance sheet.

--  In line with the above, ENDESA reduces its investment budget
for the period 2002-2006 by Euro 3.3 billion to Euro 9.7 billion,
focusing on the consolidation and profitability of its core
business.

--  Divestitures for the same period will increase by Euro 1.0
billion over the amount initially estimated to Euro 6.5 billion.

--  The Strategic Plan of the consolidated Enersis Group will
allow reducing its debt levels by US$ 2.6 billion.

--  Divestitures made in the first nine months 2002 amounted to
Euro 1,824 million.

During the year 2002 ENDESA (NYSE:ELE) has been developing its
Strategic Plan 2002-2006 released last February, which focuses on
profitability, the electricity business and customer service.

Based on the level of achievements to date of the above plan, the
company has carried out an update in order to come up with an
adequate and flexible response to the evolution and perspectives
of the macroeconomic environment and the financial markets since
the plan was initially released to the markets.

This update allows ENDESA to deepen the reach of some of the
actions included in its Strategic Plan, with especially a
restatement of its investment program and an increase of the
volume of expected divestitures.

The Strategic Plan's update aims mainly at strengthening the
company's financial and competitive position in the new
environment.

Achievement of the Strategic Plan in 2002

Along the first nine months of the current year, ENDESA has made
significant advances in the achievement of the objectives set by
the Plan, that is:

--  Increasing the profitability of its current businesses

--  Benefiting from the organic growth of the markets in which it
has a presence.
--  Managing its asset portfolio

--  Strengthening its financial position.

Among the figures that reflect the development of the Plan along
the first nine months the following should be highlighted:

--  The company has managed to reduce its debt by Euro 1.145
million.

--  Asset disposals have been made in Spain for a total amount of
Euro 1,824 million, which mainly include the sale of Viesgo and
shareholdings in water distribution businesses and Arch Coal.

--  Enersis has started to implement a Strategic Plan, the main
aim of which is a reduction of debt of US$ 2.2 billion at Enersis
(US$ 2.6 billion for the consolidated group) through a series of
measures toward the strengthening of its financial position, of
which we highlight:

--  Divestitures in 2002-2003 for a total amount of US$ 1.0
billion, mainly including the distribution company Rio Maipo, the
Canutillar hydroelectric plant, the real estate company Manso de
Velasco, the toll road operator Infraestructura 2000, elements of
the transmission network in Chile and Peru and other non-core
assets.

--  A US$ 1.5 billion capital increase to be carried out in the
first half 2003.

--  An annual improvement of free cash flow of US$ 130 million,
achievable in three years, through a reduction of costs and
investments.

--  The refinancing of the intercompany debt at some of the
subsidiaries, which will enable the recovery of US$ 500 million.

--  Investments made by ENDESA in the first nine months of 2002
were Euro 2,305 million, against Euro 3,916 million in the first
nine months of 2001.

--  Capital expenditures made by ENDESA in the same period have
been carried out as established by the Strategic Plan, with a
concentration in the development of CCGTs in Spain, the start of
the repowering of ENDESA Italia's plants and the construction of
the Ralco and Fortaleza plants in Latin America.

--  Maintenance capex in the first nine months 2002 has been kept
stable in Spain, especially on service quality, but as a whole
were reduced by 30%, from Euro 821 million in the first three
quarters of 2001 to Euro 573 million in the same period 2002.

--  During the third quarter the new CCGT plants at Besos
(Barcelona) and San Roque (Cadiz), of 400 MW each, started their
commercial operations, thereby contributing to maintaining the
excellent balance of the company's domestic generation mix.
Additionally, the new 232 MW CCGT at the Son Reus plant (Majorca)
also started its commercial operation.

--  The evolution of the controllable costs for the domestic
electricity business is in line with the cost reduction plan set
up to that effect and as of 30 September 2002 has achieved a
reduction in real terms on the cost base of the year 1996 of Euro
646 million, therefore an achievement of 80% of the initial
target.

Update of the Strategic Plan

Since the date in which ENDESA's Strategic Plan was released to
the markets, the economic environment has maintained its trend of
growth slowdown. Also, local currencies have depreciated in some
of the countries in which ENDESA has a presence and the
conditions in the financial markets have become ever more
demanding.

In order to face the current perspectives under the best
conditions, ENDESA has carried out an update of its Strategic
Plan, with the aim of reinforcing the achievement of its
essential financial targets.

The most relevant issues of this strategy update are the
following:

--  In the electricity business in Spain and Europe:

--  The strengthening of the company's commercial structure in
Spain in order to benefit from the possibilities derived from the
full liberalization of the domestic market in 2003, through the
enhancement of the cross-selling and a competitive supply of
electricity and gas.

--  The optimization of the generation assets through an adequate
time schedule of the repowering of plants in Europe and the
optimization of the start up program of new plants.

--  In the Latin American electricity business:

--  Maintain the self-financing of the subsidiaries without
recourse to the parent.

--  The strengthening of Enersis's financial position.

--  A pro-active management of regulatory issues, optimizing the
balance between cash flow and investments.

--  In telecommunications:

--  Take part in the design of a program that guarantees that
Auna will obtain financing without recourse to its shareholders.

--  Contribute to the management of the holding in order to
anticipate the achievement of positive net income.

Investments and divestitures

--  The update of the Strategic Plan incorporates a Euro 3.3
billion reduction in the investment program, that is, a reduction
of 25%, as well as a review of the calendar for the disposals,
transferring some of them to the last years of the plan.

The relevant actions include:

--  Maintaining the amounts for recurring capex in Spain.

--  The likely entry of a partner in the ownership of the
renewable energy business.

--  Reconsidering the acquisition of new financial stakes in
Europe and extending the calendar for the repowering of plants.

--  Limiting the investments in organic growth of the generation
business in Latin America to the completion of the plants at
Ralco and Fortaleza.

--  A reduction of recurring maintenance capital expenditures in
Latin America, taking advantage of the evolution of the exchange
rates of the local currencies.

To see investment program:
http://bankrupt.com/misc/Investment_program.htm

-- On the other hand, planned divestitures are increased in Euro
1.0 billion to a figure between 6.0 and 7.0 billion Euro for the
period with the following breakdown:
http://bankrupt.com/misc/Divestiture_program.htm

This update of the Strategic Plan 2002-2006 reinforces the
competitive and financial positions of the company in the current
perspectives of the evolution of the macroeconomic Environment.
Additionally, the financial targets related to the maintenance of
the credit ratings, the generation of cash flow and the reduction
of debt are more solidly assured.

CONTACT:  ENDESA
          Jacinto Pariente
          North America Investor Relations Office
          Tel: 212/750-7200
          Email: jpariente@endesa.es


ENDESA: LatAm Investments Pull Down Overall Earnings
----------------------------------------------------
As part of an official announcement regarding future business
plans, ENDESA included the following explanations about recent
financial results:

--  Earnings per share were Euro 1,04, also representing an
increase of 5.3% against the same period of 2001.

--  Cash flow amounted to Euro 2,809 million that allowed to
cover capital expenditures of Euro 1,455 million and a dividend
payment of Euro 724 million.

--  ENDESA's debt was reduced by Euro 1,145 million in the first
nine months of 2002. As of September 30th 2002 total debt
amounted to Euro 23,862 million.

-   Average cost of debt was 5.0% in the first nine months 2002,
which against 5.9% in 2001.

-   Lower debt and average cost resulted in a reduction on
financial expenses of Euro 115 million, in other words, 9.3%
against same period of 2001.

--  ENDESA has provisioned all its direct and indirect investment
and its loans in Argentina.

--  ENDESA has accounted the Euro 482 million revenue shortfall
in the first nine months of 2002 in the Spanish electricity
system as lower revenues.

-   As a result of the revenue shortfall, operating income
amounted to Euro 2,263 million, 7.6% lower than in the same
period of the previous year.

-   If, as seems likely, the future recovery of the shortfall is
approved and supported by a bill issued prior to the closing of
the current financial year, ENDESA will account such amount as an
account receivable in the balance sheet.

--  Should the shortfall have been accounted as of September
30th, 2002 net income would have increased by 12.1%.

--  Operating income for the domestic electricity business was
Euro 1,178 million, 19.5% lower than in 2001, as a result of the
tariff shortfall.

-   Should the tariff shortfall have been recorded as revenue,
operating income for the electricity business in Spain would have
increased by 13,5%.

--  In the third quarter 2002 the evolution of the operating
income of the electric business in Spain has experienced a
remarkable change increasing by 4.7% against the third quarter
2001.

-   Once the effect of Viesgo and the provision for additional
compensation for extra peninsular system for the first nine
months 2001 are discounted, operating income of the electricity
business in Spain increases by 24.3% in the third quarter 2002
against same period 2001.

--  Operating income for ENDESA's Latin American subsidiaries was
5.7% lower in the period against last year.

-   Should the Argentinean data be excluded, operating income
would have increased by 19.3%.

-   In local currency terms, it would have increased by 15.1%
against 2001.

--  Endesa Europe added Euro 95 million to ENDESA's operating
income in the first nine months 2002, which offset the effect of
the sale of Viesgo.

--  The combined cycle power plants of San Roque (Cadiz) and
Besos (Barcelona) started commercial operations in the third
quarter 2002. In their first two months of operation they
generated a total of 1,057 GWh. Likewise the 232 MW cycle power
plant of Son Reus (Balearic Islands) started commercial
operations during the period.

--  During the year, ENDESA has implemented the Strategic Plan
2002-2006 released in February. The following are relevant items
of the plan:

-   Divestments in Spain in 2002 amounted to Euro 1,824 million.

-   The new strategic plan for Enersis, which include US$ 1 bn
divestments comtemplates among its main otargets to reduce
consolidated debt by US$ 2.6 bn.

ENDESA's (NYSE:ELE) net income for the first nine months 2002 was
Euro 1,102 million and earnings per share were Euro 1.04, both
with an increase of 5.3% over last year.

The above results have been influenced mainly by the following:

--  The sale in January of ENDESA's 87.5% stake of Viesgo that it
held as of 31 December 2001, which generated a gross capital gain
of Euro 1,066 million and a net capital gain of Euro 930 million.

--  The full provisioning of its investments and direct and
indirect loans in Argentina. The negative impact of the country's
economic situation and especially the evolution of the country's
exchange rate on ENDESA's consolidated accounts as of 30th
September 2002 was Euro 192 million on net income and Euro 193
million on equity, similar amounts to the end of June.

--  The devaluation of the Brazilian real has brought a negative
impact of Euro 114 million on conversion differences and Euro 30
million on net income. As of September 30th, 2002, the book value
of the direct and indirect investments in Brazil, including
goodwill and inter company loans, amounted to Euro 799 million.

--  The revenue shortfall in the Spanish electricity system, of
which Euro 482 million corresponded to Endesa in the first nine
months of 2002. This shortfall has been accounted as lower
revenues and therefore as lower operating income.

Nevertheless, chances are that prior to year-end the Government
will release a bill to enable the future recovery of the tariff
shortfall. Should this bill be passed, ENDESA will account the
deficit as an account receivable in the asset thereby increasing
revenues and operating income.

On the other hand, it is very likely that such bill will
establish the final islands compensation, which would result in
an additional revenue and income that are yet to be quantified.

--  Extraordinary provisions amounting to Euro 341 million. From
an operational standpoint, the performance of the domestic
electricity business has been affected in the first nine months
of 2002 by the change in hydrological conditions vis-a-vis last
year.

The lower level of hydro generation this year was translated into
a higher production from thermal-based generation plants that was
not compensated with higher revenues due to the system's revenue
shortfall mentioned above.

In the first nine months 2002 operating income for the domestic
electricity business dropped by 19.5%. Should the revenue
shortfall have been accounted as revenue, operating income would
have increased by 13.5% against last year.

In the third quarter 2002 the operating income for the
electricity business in Spain has experienced a remarkable shift
in trend increasing by 4.7% against the third quarter of 2001
despite the fact that the latter included Viesgo as well as a
provision to cover additional extraordinary extra peninsular
compensations.

Once both effects are corrected, that is, taking out the above
two factors from the 2001 figures, the operating income for the
electricity business in Spain would increase by 24.3%.

As for the electricity business in Latin America, operating
income in Euro decreased by 5.7% in the first nine months of 2002
against last year. If the figures for the Argentinean
subsidiaries were not taken into account, operating income would
rise 19.3%.

This increase, which was achieved in a very unfavorable economic
environment and with a strong devaluation of local currencies
against the Euro, shows the improvement experienced by these
subsidiaries at the operating level, which will lead to a
substantial improvement of their results once the Latin American
currencies stabilize.

The prudent accounting criteria followed by ENDESA have resulted
in a significant write off amounting to Euro 3,445 million
carried out since the acquisition of the Latin American
electricity subsidiaries acquisition until September 30th, 2002,
as a consequence of the depreciation of the local currencies. On
September 30th, 2002 the book value of these subsidiaries,
including goodwill and intercompany loans, amounted to Euro 3,265
million. This value reasonably compares to the real value of the
companies, therefore no extraordinary write offs are expected on
these investments.

The electricity business in Europe added Euro 95 million to the
Group's operating income in the first three quarters of 2002,
which offset the effect of the sale of Viesgo.

ENDESA's debt was reduced by Euro 1,145 million in the first nine
months of 2002. As of September 30th, 2002 total debt amounted to
Euro 23,862 million.

The average cost of debt for the period was 5.0%, against 5.9%
for the first nine months 2001.

Lower debt and average cost resulted in a reduction on financial
expenses of Euro 115 million, in other words, 9.3% against 2001.

CHANGES IN THE CONSOLIDATION PERIMETER

The main changes in the consolidation perimeter that took place
in the first three quarter of 2003 have been were the following:

--  In January 2002, ENDESA sold the 87.5% stake that it held in
Viesgo as of 31 December 2001. As a result of this sale,
completed as of January 2002, Viesgo has not been consolidated in
ENDESA's 2002 accounts.

--  In the first quarter 2002, ENDESA Europa acquired an
additional 5.7% of ENDESA Italia, raising therefore its stake in
the company to 51%. Therefore ENDESA's financial statements for
the first nine months 2002 fully consolidate ENDESA Italia.

--  The Chilean mobile telephone operator SMARTCOM is now
consolidated by the equity method, following the criteria adopted
in the first quarter 2002. The company's accounts had previously
been fully consolidated.


ENERSIS: Reports 3Q03 Loss of CLP6.86 Billion
---------------------------------------------
Energy company Enersis SA reported a loss of CLP6.86 billion
(US$9.1 million) for this year's third quarter. For the same
period last year, the company had reported profits of CLP31.9
billion pesos, according to Bloomberg. The loss, equivalent to a
decline of CLP0.8 per share was mainly due to the currency
depreciation in Argentina and Brazil.

Revenue of the company's units in Brazil fell with the Brazilian
currency losing 40 percent of its value against the U.S. dollar.
Enersis units in Argentina blamed the losses on a combination of
the 72 percent decline of the country's currency and the imposed
rate freeze in the country. However, the company forsaw the event
and had prepared CLP77.4 billion to compensate for the losses.

Analysts expect the company's earnings to decline further as a
result of lower revenues and paying dollar denominated debts
while earning in the depreciating local currency.

Earlier, the company has contemplated on selling some assets and
swap new shares for debt, aiming to reduce its US$9 billion debt
by as much as US$2.2 billion.

Enersis shares, down by 62 percent this year fell 2.1 percent to
CLP70.5 on the Santiago Stock Exchange.

Enersis' losses resulted in an 8.6 percent decline in the
earnings of its parent company, Endesa SA of Spain. Endesa's
earnings is now down to EU265 million from EU290 million last
year.

CONTACT:  Ricardo Alvial
          Chief Investments & Risks Officer
          E-mail: ram@e.enersis.cl
          Phone: 56 (2) 353-4682

          Susana Rey, srm@e.enersis.cl
          Ximena Rivas, mxra@e.enersis.cl
          Pablo Lanyi-Grunfeldt, pll@e.enersis.cl

                 Or

          ENDESA SA
          Head Office
          Principe de Vergara 187
          28002 Madrid
          Spain
          Tel  +34 91 213 10 00
          Fax  +34 91 563 81 81
          Telex  22917 ENE
          Web  http://www.endesa.es/
          Contacts:
          Rodolfo M. Villa, Chairman
          Rafael Miranda Robredo, Managing Director


MADECO: Shareholders Meet Nov. 14 on Capital Increase Plan
----------------------------------------------------------
An official from Chilean copper wire and cable manufacturer
Madeco (NYSE: MAD) confirmed that the company has set a
shareholders' meeting for November 14. According to Business News
Americas, the meeting's purpose is to approve its proposal of a
US$137 million capital increase.

The new equity to be issued is the company's second try to raise
funds in order to restructure its debts. This time the company
expects to raise at least US$70 million. If the equity issue goes
forward, bondholders expect to receive some US$24 million of the
total.

The first attempt failed as only one company, Quinenco, which is
also Madeco's controlling company, took up the offer. Madeco
initially wanted to raise US$90 million. Reports indicate that
Series A, B and C bondholders were meeting Monday to discuss
Madeco's unmet obligations.

Local paper La Segunda reported that the bondholders consented to
waive their rights to pre-payment of the debt if less than 80% of
the new equity issue goes unsubscribed.

In addition to battling with total debts of about US$325 million,
units in Chile, Peru, Argentina and Brazil have cost the company
considerable operating losses.

CONTACT:  Ureta Cox, 930
          San Miguel, Santiago, Chile
          Phone: 56-2 5201461
          Fax: 56-2 5516413
          E-mail: mfl@madeco.cl
          Home Page: http://www.madeco.cl
          Contacts:
          Oscar Ruiz-Tagle Humeres, Chairman
          Albert Cussen Mackenna, Chief Executive Officer

          Investor Relations
          Phone: 56-2 5201380
          Fax:   56-2 5201545
          E-mail: ir@madeco.cl

          Subsidiary in Brazil:
          FICAP
          Av. Cel. Phidias Tavora,
          100-Pavuna - Cep 21535-510
          RĦo de Janeiro - RJ, Brasil
          Phone: 55 21 33627100
          Fax:   55 21 34712921
          E-mail: adila@ficap.com.br

          Subsidiary in Argentina:
          DECKER-INDELQUI
          Av. Juan XXIII 3630 (1832) Llavallol,
          Buenos Aires, Argentina
          Phone: 54-11-4003-0000
          Fax:   54-11-4283-0282
          E-mail: kramirez@decker-indelqui.com.ar



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

PAZ DEL RIO: Meeting Outlines Restructuring Efforts
---------------------------------------------------
Colombian President Alvaro Uribe, the governor of Boyaca province
Miguel Angel Bermudez, congressmen, workers and union
representatives agreed on a number of measures to be taken in
order to avert the impending bankruptcy of Colombian steel maker
Acerias Paz del Rio in a meeting last Sunday

Business News Americas reported the agreements reached in the
meeting include having an independent audit on the company's
books. Also approved was a plan to creat a "mixed fund" and
accepting a private operator.

Acquiring some US$11 million worth of equipment to modernize
operations was also tabled as a possibility. Three universities
with metallurgic engineering faculties will be contracted to
advise the company on its upgrade plans. The company, owned by
Boyaca departmental government, may receive a proposal from the
workers to take over management.


* Power Distributors Turn Lights Out On Defaulting Towns
--------------------------------------------------------
Privately-owned electricity distributors in Colombia announced
the suspension of services on Friday to some 200 municipalities
in the country. The municipalities to be affected are those that
defaulted on fees due to the distributors, reports EFE News.

The country's Mines and Energy Minister Ernesto Mejia responded
to the announcement saying that the government would not be
tolerating a "non-payment culture" in the utilities sector.
Meanwhile, Colombian President Alvaro Uribe Velez has been
negotiating with the distributors to avert the looming blackout.

Even if this current dilemma is resolved, future power service
interruption is still inevitable if the debts are not paid, said
Mr. Mejia.

Mr. Mejia, along with Interior Minister Fernando Londono had
proposed the creation of a prompt payment system. They also
suggest that the current debt be paid in installments.



=============
E C U A D O R
=============

PACIFICTEL: Service Plan Gets Regulator Approval
------------------------------------------------
Pacifictel has received authorization for its service plan from
Ecuador's telecoms regulator Conatel. The regulator was also
praised for its prompt response to network service interruptions,
having a rate of response for a 24-hour period of 74 percent.
Conatel requires only 44 percent.

According to local daily El Comercio, the plan enumerates the
company's preparations to meet various financial and operational
goals. Within the company's action plan is the installation of
49,000 new lines next year in addition to its 575,000 lines
currently in service. The company also plans to setup 100 pay
phones during the fourth quarter of this year, and at least 500
more in the first quarter of next year.

The approval also means that the company's shareholder, Fondo de
Solidaridad (FS) under chairman Alejandro Ribadeniera, is allowed
complete its search for a foreign administrator to run the
company.

According to the report, interested parties include Spain's
Telefonica (NYSE: TEF), Mexico's America Movil (NYSE: AMX); Bell
Canada (NYSE: BCE); Swedtel and Andrade Gutierrez (AG) Telecom,
consultancies linked to Swedish operator Telia and Brazilian
operator Telemar, respectively; and a consortium between US
carrier Sprint (NYSE: FON) and Washington-based telecoms
management and technical consulting firm Taylor McKenzie.



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

ALESTRA: Liquidity Problems Hinder Interest Payment
---------------------------------------------------
Mexican telephone company Alestra's current liquidity struggles
are making a disbursement of interest payments on the company's
senior notes expiring in mid-November difficult, reports Mexico
City daily Reforma. Alestra communications director Jorge
Escribano said that the interest payment, worth US$35 million is
subject to the debt restructuring process. The company also
intends to exchange notes expiring in 2006 and 2009.

Alestra, owned by Bancomer, AT&T and Grupo Alfa, has not
registered the intent to exchange notes with the U.S. Securities
and Exchange Commission. The deadline is less than a month from
now. Earlier, Alestra reported widening losses during the third
quarter of this year blaming the depreciation of the Mexican
peso.

The Mexican competitive local exchange carrier reported a loss of
US$32 million for the third quarter of this year, a 146% increase
from the US$13 million loss reported in the same period last
year.

Revenues fell 11% to US$125 million, due in part to a 14% decline
in long distance call volume. EBITDA improved 45% at US$19.7
million, compared with US$13.6 million for 3Q01. EBITDA growth
was helped by a 12% reduction in operating expenses to US$44
million.

Cost reductions were achieved through staff downsizing,
postponing annual inflation-related wage increases, and cutting
marketing and training expenses, Alestra said in a statement.

CONTACT:  ALESTRA S.A. DE R.L. DE C.V
          Av. Paseo de las Palmas No. 405
          Col. Lomas de Chapultepec
          11000 Mexico, D.F.
          Phone: 5201-5020
                 5201-5019
          Fax: 5201-5031
               5201-5027
          Web site: http://www.alestra.com.mx/cgi-
          Executives: Rolando Zubiran, Chief Executive Officer
                      Eduardo Lazos, V.P. Engineering & Ops
          Investor Relations: Alberto Guajardo
                              Phone: (52-818) 625-2219
          E-mail: aguajard@alestra.com.mx

FINANCIAL ADVISOR: MORGAN STANLEY
                   Worldwide Headquarters
                   1585 Broadway
                   New York, NY 10036
                   Phone: (212) 761-4000
                   Fax: (212) 761-0086
                   Home Page: http://www.morganstanley.com/
                   Contact:
                   Investor Relations
                   Phone: (212) 762-8131

                   In Mexico:
                   MORGAN STANLEY & CO. INCORPORATED
                   Oficina de Representaci>n en M,xico
                   Andres Bello 10
                   8o Piso
                   Colonia Polanco
                   11560 Mexico, D.F.
                   Phone: 011-525-282-6700
                   Fax: 011-525-282-9200


ISPAT MEXICANA: Weak Outlook Yields Moody's Caa1, Outlook Stable
----------------------------------------------------------------
Ispat Mexicana, S.A. de C.V. (Imexsa) was given a first-time
senior implied rating of Caa1 Tuesday by Moody's Investors
Service, reflecting the company currently has weak debt
protection measures. However, the outlook for the rating is
stable.

The rating follows the completion of Imexsa's offer to exchange
all of its formerly outstanding 10.125% Export Trust 96-1 senior
structured export certificates, due 2003, for 10.625% senior
structured export certificates, due 2005.

The rating acknowledges that Imexsa is among the world's leading
producers of steel slabs, but is in a tenuous financial
condition.

Imexsa has suffered severely from adverse economic conditions.
Steel slab prices declined precipitously between mid-2000 and
early 2002 as the global supply of slabs vastly exceeded demand.

Labor costs also increased by 10 percent in accordance with the
company's resolution of the 28-day work stoppage at its Lazaro
Cardenas facility in January 2002.

The company's situation was aggravated by the appreciation of the
Mexican peso versus the U.S. dollar (its sales invoice currency),
which unfavorably affected its reported results, while the
depreciation of the Brazilian real (the local currency of
Imexsa's main rival) lowered Imexsa's relative competitiveness.

According to the statement released by Moody's, the culmination
of these factors produced an operating loss for Imexsa in 2001,
according to Mexican GAAP, of more than $151 million, on sales of
$488 million. Consequently, Imexsa's available liquidity was
drained to support its operations, and a rating action triggered
acceleration of principal payments on its then-outstanding senior
structured export certificates.

However, Moody's holds the opinion that Imexsa's cost structure
has been elevated by its natural gas and labor contracts as well
as by rising electricity costs, despite remaining vulnerable to
unfavorable currency movements.

Among the factors used to determine the rating Moody's gave the
company is that this year, Imexsa operating results have signs of
recovery from earlier depressed levels as improved demand for
steel slabs has sustained higher prices and allowed the company
to produce slabs in full capacity.

Moody's also noted that Imexsa's exemption from import tariffs on
its sales to the U.S.

The company has successfully negotiated with it creditors to
exchange structured notes for its financial obligations thus
receiving necessary bank amendment waivers, and establishing
working capital credit facilities.

Moody's acknowledges that Imexsa has been actively lowering its
operating costs through headcount reductions and the sale of a
non-core asset (an ocean-going vessel), the proceeds of which
will repay debt and finance working capital needs.

Imexsa is a subsidiary of the Ispat International N.V. (issuer
rating of Caa1, outlook stable) group of companies, which also
includes Ispat Europe Group S.A. (senior implied rating of B3,
outlook stable), Ispat Inland, Inc. (senior implied rating of
Caa1, outlook stable), Ispat Sidbec Inc. (unrated), and Caribbean
Ispat Ltd. (unrated).

Ispat Mexicana, S.A. de C.V., the largest steel producer in
Mexico is 99.9% owned by Grupo Ispat International, S.A. de C.V.

CONTACT:  New York
          Steven Oman
          Senior Vice President
          Corporate Finance Group
          Moody's Investors Service
          JOURNALISTS: 212-553-0376
          SUBSCRIBERS: 212-553-1653

          New York
          Grace Kennedy
          Asst Vice President - Analyst
          Corporate Finance Group
          Moody's Investors Service
          JOURNALISTS: 212-553-0376
          SUBSCRIBERS: 212-553-1653


LUZ Y FUERZA: Financial Crisis Worsens Despite Rate Increases
-------------------------------------------------------------
Luz y Fuerza del Centro (LyFC or Central Light and Power) is in
deep trouble, as it faces huge financial and operational losses.
Mexico City daily El Universal quoted LyFC director Luis de Pablo
Serna saying the company will need some MXP22.6 billion to
subsidize electricity in Central Mexico despite an increase in
rates.

Earlier, De Pablo had reported the problems he discovered in the
to Mexican President Vicente Fox and to the Mexican Congress
since his take-over of the post a few months ago.

According to De Pablo, the theft of energy is one of the major
causes of loss. Until September this year, illegal electricity
taps cost the company 14 percent of all sales. Continued labor
liability also adds to the company's losses as pensioners now
number 17,636.

LyFC has a total of 138 plants, substations and generating
plants. In recent years, 22 of these have undergone remodeling,
while another 55 have been in operation for at least 30 years,
and may need upgrading soon.


RAINTREE RESORTS: Lack of Information Prompts Ratings Withdrawal
----------------------------------------------------------------
Standard & Poor's Ratings Services said Tuesday that it withdrew
its 'D' long-term corporate credit and senior unsecured debt
ratings on Mexican-based Raintree Resorts International Inc. The
company has not provided Standard & Poor's with any information
to continue with the surveillance of the ratings.

On June 5, 2002, the ratings were lowered to 'D' (default) from
triple-'C' following the company's failure to pay a US$6.1
million coupon due June 1, 2002, on its US$94.5 million
outstanding senior notes maturing 2004.

Raintree is a developer, marketer, and operator of luxury
vacation ownership resorts in North America with resorts in
Mexico, the U.S., and Canada.

ANALYST: Beatriz Coll, Mexico City (52) 55-5279-2016


UNEFON: TV Azteca Postpones Spinoff Over Legal Issues
-----------------------------------------------------
The board of directors of Mexican broadcaster TV Azteca (NYSE:
TZA) has given its nod Monday to spinoff its investment in
Mexican mobile operator Unefon, according to reports from
Business News Americas. The new date for the spinoff is set at
Dec. 11, 2003.

The spinoff, originally scheduled for December 11 of this year
was postponed as TV Azteca's board gives Unefon time to settle a
legal dispute with Canadian network equipment vendor Nortel
Networks.

Under the spinoff plan, TV Azteca shareholders are given the
right to acquire TV Azteca's equity interest in Unefon, on a pro-
rata basis for an exercise price similar to the price TV Azteca
paid in its acquisition of Unefon.

Unefon's stock was valued at US$0.55 per share in December last
year.

CONTACT:  Unefon Sa De CV
          Head Office
          EdificioA
          Puriferico Sur 4119 Fuentes del
          Pedregal
          Mexico DF
          Mexico 14141
          Tel  +52 8582 50000
          Fax  +52 8582 5052
          Web  http://www.unefon.com.mx/
          Contacts:
          Engr Moises M. Saba, Chairman
          Pedro L. Padilla, Vice Chairman

          TV Azteca SA de CV
          Periferico Sur 4121
          Mexico DF
          Mexico 14141
          Tel  +52 55 3099 1313
          Fax  +52 55 3099 1418
          Web  http://www.tvazteca.com.mx/
          Contacts:
          Ricardo B. Salinas Pliego, Chairman
          Pedro Padilla, Chief Executive
          Jose Ignacio Morales, Chief Operating Officer


              ***********


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.

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 $575 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 $25 each.  For subscription information,
contact Christopher Beard at 240/629-3300.


* * * End of Transmission * * *