TCRLA_Public/021126.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

           Tuesday, November 26, 2002, Vol. 3, Issue 234


A N T I G U A   &   B A R B U D A

LIAT: Former PM Quashes St. Vincent Bail Out
LIAT: Nevis Alleges Predatory Pricing


CRESUD/IRSA: Bond Offer Sells Out Quickly
METRORED: Auction Set for December 6; $9M Minimum Bid


BAHAMASAIR: Government Proposes Job Cuts, Flight Realignment


ANNUITY & LIFE: Fitch Lowers Ratings To 'CCC'
TRENWICK GROUP: Lloyd's LoCredit Providers Extend Facility
TYCO INTERNATIONAL: Belnick Asks Judge To Be Tried Earlier
TYCO INTERNATIONAL: Hires Ernst & Young To Probe Embattled Unit


CERJ: Enersis To Boost Ownership by Capital Increase
EMBRATEL: Telefonica Talking To Two Firms About Acquisition
FIAT: Brazilian Insurance Unit Not For Sale
USIMINAS: Diverting Productin To Focus On Domestic Market


NEXTEL CHILE: Trunking Authorization Cancelled By Court
TELEFONICA CTC: Santiago Court Denies Labor Dispute Appeal
UGC: Appeals Nasdaq Delisting Decision

D O M I N I C A N   R E P U B L I C

UNION FENOSA: Government Official May Seek Arbitration


TV AZTECA/AZTECA HOLDINGS: S&P Revises Outlook to Stable


WIESE SUDAMERIS: Fitch Revises Support Rating


ANCAP: S&P Reduces Ratings to 'B-' Following Uruguay Downgrade
ANCAP: Continues Talks With 7 Companies Over Partnership
BANCO COMERCIAL: S&P Lowers All Outstanding Ratings to Default
URUGUAYAN BANKS: S&P Lowers Ratings After Sovereign Downgrade


* Successful Bond Swap Eases Venezuela Liquidity

     - - - - - - - - - -

A N T I G U A   &   B A R B U D A

LIAT: Former PM Quashes St. Vincent Bail Out
Sir James Mitchell, former prime minister of St Vincent and the
Grenadines said that he is thoroughly against the release of any
funds to bail out troubled regional airline, LIAT.

The Searchlight quoted Mitchell saying "Both St. Vincent and
Dominica have been held hostage by LIAT. We in St. Vincent, by
having a small airport, are in a position to be blackmailed by
the likes of LIAT."

Mitchell's opinion is that any subsidy from St. Vincent taxpayers
should be given to locally owned and operated airlines SVG Air
and Mustique Airways, and not to Antigua-based LIAT.

He added that market forces should apply, and attempts at
dictating prices should not be made.

Earlier, Caricom leaders had moved to investigate the alleged
predatory pricing practiced by LIAT rival, Caribbean Star.

Mitchell also said that he would like to see an alliance between
Air Jamaica and Caribbean Star competing with the BWIA/LIAT

CONTACT:  LIAT Corporate Headquarters
          V.C. Bird International Airport,
          P.O. Box 819,
          St. John's, Antigua West Indies
          Tel. 1 (268) 480-5600/1/2/3/4/5/6
          Fax: 1 (268) 480-5625
          Garry Cullen, Chief Executive Officer
          David Stuart, Vice President of Marketing

LIAT: Nevis Alleges Predatory Pricing
Nevis Express, a small airline based in Nevis said that it is
forced to suspend its flights from Nevis to San Juan because of
LIAT's predatory pricing strategy on the same route.

Allen Haddadi, president of Nevis Express said that LIAT dropped
round trip fares to US$100 on the day the code share alliance
between Nevis Express and US Airways take effect.

According to Haddadi, LIAT is not making any profits from this
operation as there is a small market, and LIAT is using a 19-
seater Beechcraft, adding that LIAT is saturating the market with
extra capacity.

After Nevis has discontinued operations on the said route, LIAT
is the only airline servicing it, but only on Saturdays and
Sundays, and the flights are nonstop.

Earlier, LIAT accused its rival Caribbean Star Airlines of
predatory pricing. However, The Antigua Sun reported that LIAT
had reduced fare between Barbados and the three islands of St
Lucia, Grenada and St Vincent to US$50 on the September 2 this

A week later Caribbean Star Airlines followed suit. Caribbean
Star President Paul Moreira said that they little choice but to

Moreira added that their company's structure allows them to offer
lower fares than their competition.

The report indicated that efforts to reach LIAT were futile.


CRESUD/IRSA: Bond Offer Sells Out Quickly
Cresud, a top Argentine agricultural producer, successfully
completed the sale of US$50 million worth of bonds, of which
US$22.2 million were snapped up by current shareholders, reports
Dow Jones. The securities expire in 2007 and pay an annual yield
of 8%.

The company, which represents over 50% of Argentina's farm
exports, said it would use part of the money to buy convertible
bonds offered by Inversiones y Representaciones S.A. (IRSA),
Argentina's leading real estate firm. The rest will go toward
fresh investments in the agricultural sector.

Cresud said that as of Dec. 13, bondholders could swap the
securities for ordinary shares at a price of US$0.5078. Those who
do so will have the option of buying additional shares at a price
of US$0.6093.

At the same time, IRSA, which owns landmark buildings, shopping
centers and land reserves in Buenos Aires, sold its entire US$100
million offer of convertible bonds also maturing in 2007 and
yielding 8%. According to IRSA, of the US$100 million of bonds it
sold, US$77.4 million were taken by existing shareholders.

IRSA said it would use the proceeds from the sale to reduce its
debt load and to make investment in its core real estate business
at a time when prices are cheap after a four-year recession.

IRSA's current debt, according to a press release, is now down to
US$117 million from US$226 million in March 2001. IRSA said it
had settled around US$16.3 million owed to Goldman Sachs Group
(GS). It also announced it had renegotiated a syndicated loan of
US$80 million from six banks and rolled over convertible bonds
worth some US$37 million held by the banks. The company has paid
back US$13.6 million of what it owed the banks in cash and gave
creditor Bank Boston US$15 million in the 2007 convertible bonds
to settle some of its debt to that U.S. bank, the release said.

IRSA also said its subsidiary - leading shopping center developer
Alto Palermo S.A. - reduced its debt load from US$270 million in
Dec. 2001 to around US$85 million now.

According to IRSA, as of Dec. 13, bondholders could swap their
securities for stocks at a price of US$0.5571. Those who do so
will be able to buy further shares at US$0.6686.

On Wednesday, a spokesman at IRSA confirmed press reports that as
a result of the bond offer, a U.S. investment fund headed by
American tycoons Edgar Bronfman Jr. and Michael Steinhart would
take a controlling stake in Cresud and would take around 20% of
IRSA's stocks.

A group of investors led by Argentine tycoon Eduardo Elzstain who
currently controls IRSA and Cresud, is also a participant in the
U.S. fund.

According to the press reports, Bronfman and Steinhart will
continue to leave decision-making at IRSA and Cresud in the hands
of the Elzstain-led investment group.

CONTACT:  Irsa Inversiones y Representaciones SA
          Head Office
          Bolivar 108
          Buenos Aires
          Argentina C1066AAD
          Tel  +54 11 4323 7555
          Fax  +54 11 4323 7597
          Eduardo Sergio Elsztain, Executive Chairman
          M. Marcelo Mindlin, Executive Vice Chairman
          Atty Saul Zang, Vice Chairman

METRORED: Auction Set for December 6; $9M Minimum Bid
The assets of bankrupt corporate communications provider MetroRed
Argentina will be sold for a minimum price of US$9 million at an
auction scheduled for December 6, reports Business News Americas,
citing an article published on the Company's website.

While earlier offers for MetroRed were all under US$2 million,
the upcoming auction is expected to fetch a higher price because
creditors have agreed to swallow the Company's liabilities.

Metrored's two largest creditors Boston financial institutions
BankBoston and Fidelity currently hold US$100 million and US$47
million of the Company's liabilities, respectively.

The assets for sale include 300km of installed fiber optic
cabling, machinery and furnishings, trademarks belonging to
MetroRed Telecomunicaciones, three proprietary vehicles and
various leased vehicles. Bidding rules are available for

Companies expected to have an interest in the auction are
Argentine corporate communications providers Datco, Iplan and
Techtel as well as US-based holding SkyOnline subsidiary Netizen
and Argentina's Dolphin investment fund. Local press also
revealed that Argentine communications group Grupo Macri is also
interested in bidding.

Reports in October suggested that the court overseeing MetroRed's
bankruptcy case would approve a new owner for the Company
sometime in December.

          Paseo Col>n 746
          Piso 4 (C1063ACU)
          Buenos Aires
          Phone: (5411) 4876-7700
          Fax: (5411) 4876-7767
          Home Page:


BAHAMASAIR: Government Proposes Job Cuts, Flight Realignment
Bahamas Minister of Works and Utilities Bradley Roberts announced
proposals to cut 150 jobs and salary deductions in troubled
national carrier Bahamasair. A report from The Financial Times
disclosed that the government is also seeking to rearrange the
routes traversed by Bahamasair. Cutting labor costs is expected
to result in savings of US$3.5 million annually.

Roberts said that the carrier's overstaffing had been one of its
problems. He added that about 45 employees are qualified for
early retirement, while most of the others will be absorbed in
other areas of the public service.

The realignment of the routes will allow the carrier to
concentrate on more profitable routes like Marsh Harbour/Palm
Beach, Cap Haitien, Haiti, Havana, Cuba, Orlando and the Freeport
to Miami routes, according to Roberts.

He added that the government would make sure that the sub-
carriers provide the same operation standards offered by

The reorganization also involves the acquisition of two Dash-8s,
which are expected to raise revenue base by BSD$5 million and
help service heavier passenger traffic during Christmas and

Theoretically, the reorganization will help the airline achieve
profitability and solvency within two years, according to

CONTACT:  Bahamasair Holdings Limited
          P.O.Box N 4881
          Nassau, Bahamas
          Tel: (242) 377-8451
          Fax: (242) 377-7409


ANNUITY & LIFE: Fitch Lowers Ratings To 'CCC'
Fitch Ratings has lowered the insurer financial strength rating
of Annuity & Life Reassurance, Ltd. (ANR) to 'CCC' from 'BBB+'.
The Rating Watch has been changed to Evolving from Negative.

Friday's rating action is in response to recent discussions Fitch
has held with senior management and public disclosures regarding
ANR's current financial condition. In particular, the rating
action reflects Fitch's opinion of ANR's liquidity position and
financial flexibility. Fitch believes that at the present time,
there is a significant risk that ANR will not be able to satisfy
its obligations to accept additional ceded business under its
existing reinsurance treaties. Such circumstances are not
consistent with Fitch's published definition of ANR's previous
rating category.

Being Bermuda-based, ANR is an unauthorized reinsurer in the
U.S., and like all unauthorized reinsurers, it must post
collateral to the benefit of its U.S. ceding companies per U.S.
regulatory requirements. Such collateral can be provided in the
form of trust deposits and/or letters of credit. On Aug. 22,
2002, Fitch downgraded ANR's IFS rating from 'A-' to 'BBB+',
citing our view that ANR's business model has become overly
dependent on the company's ability to obtain credit in various
forms to allow it to provide collateral to its U.S.-based ceding
companies. Today's [Friday] rating action reflects what Fitch
views as the growing risk associated with this business model.

ANR is currently in negotiations to raise additional capital to
fill a collateral requirement of between $140 and $230 million by
year-end 2002. This collateral requirement was disclosed in a
Form 8-K filed with the Securities and Exchange Commission on
Nov. 19, 2002. ANR is also in various stages of negotiations to
retrocede or sell certain of its reinsurance treaties in an
effort to reduce its collateral requirement. However, there can
be no assurance that these negotiations will be successful.

Following the release of ANR's delayed third quarter 10-Q, Fitch
plans to continue its ongoing dialogue with management to discuss
operating performance and negotiations related to capital raising
and the reduction in collateral requirements. As these
negotiations continue, Fitch will continue to assess ANR's
financial position to determine whether or not the company has
placed itself in a position to comply with its obligations under
its reinsurance treaties.

The Rating Watch reflects Fitch's belief that if ANR is
successful in removing these risks, the company will be reviewed
for a possible upgrade. On the other hand, if ANR fails to
resolve its liquidity issues, additional downgrades are possible.

Entity/Issue Type                Action     Rating/Watch

Annuity & Life Reassurance, Ltd.

--Insurer financial strength   Downgrade   'CCC'/ Evolving

CONTACT: Fitch Ratings
         Bradley S. Ellis, CFA, 312/368-2089
         Julie A. Burke, CPA, CFA, 312/368-3158
         James Jockle, 212/908-0547 (Media Relations

TRENWICK GROUP: Lloyd's LoCredit Providers Extend Facility
Trenwick Group Ltd. ("Trenwick") announced Friday that, while it
continues to engage in discussions with its current letter of
credit providers for the renewal for an additional year of its
existing letter of credit facility in support of its Lloyds'
operations, final terms are yet to be agreed. In connection with
these discussions, Trenwick and its letter of credit providers
have extended the current forbearance agreement until December 6,

Lloyd's has also agreed to permit Trenwick to delay its funding
for the 2003 year of account for a short time beyond November 22,

Background Information

Trenwick is a Bermuda-based specialty insurance and reinsurance
underwriting organization with two principal businesses operating
through its subsidiaries located in the United States, the United
Kingdom and Bermuda. Trenwick's reinsurance business provides
treaty reinsurance to insurers of property and casualty risks
from offices in the United States and Bermuda. Trenwick's
international operations underwrite specialty insurance as well
as treaty and facultative reinsurance on a worldwide basis
through its London-based insurer and at Lloyd's.

CONTACT: Trenwick Group Ltd.
         Alan L. Hunte, 441-298-8082
         Executive Vice President and
         Chief Financial Officer

TYCO INTERNATIONAL: Belnick Asks Judge To Be Tried Earlier
Tyco International Ltd.'s former general counsel Mark Belnick
could be put to trial before ex-Tyco chief executive officer
Dennis Kozlowski and former chief financial officer Mark Swartz
should a judge grant his request to schedule a February trial.
Belnick will be tried on charges he falsified business records to
hide more than US$14 million in improper loans from the Company.

However, according to a report by the Bermuda Sun, State Supreme
Court Justice Michael Obus is delaying his decision regarding
Belnick's request, noting that prosecutors prefer to try
Kozlowski and Swartz first.

Kozlowski and Swartz are accused of more serious charges,
including enterprise corruption, for allegedly looting the
Company in a US$600-million theft and fraud scheme. Kozlowski and
Swartz have pleaded innocent to the charges. Their trial begins

         Corporate Office
         The Zurich Centre, Second Floor
         90 Pitts Bay Road
         Pembroke HM 08, Bermuda
         Phone: 441-292-8674
         Home Page:

TYCO INTERNATIONAL: Hires Ernst & Young To Probe Embattled Unit
Tyco International Ltd., a Bermuda-registered conglomerate,
confirmed in a statement Thursday that it has hired Ernst & Young
LLP to help probe accounting practices at its ailing ADT
security-alarm unit, Dow Jones reports, citing the Wall Street
Journal. The move sends another signal that ADT is a focus of an
internal investigation at Tyco.

An earlier report by The Wall Street Journal questioned whether
ADT is improperly carrying canceled alarm accounts on its books,
which could inflate profits. A person close to the situation said
Ernst & Young accountants have been gathering information about
cancellation rates and other ADT bookkeeping practices since
being hired. ADT officials have defended their accounting as

Tyco has been buffeted this year by criminal charges brought
against its former top executives, who have been accused of
looting the Company of US$170 million and illicitly reaping an
additional US$430 million through stock sales. The executives
have pleaded not guilty.

Tyco's new management, headed by Chief Executive Officer Edward
Breen, launched the internal accounting probe in response to
investors' concern that the disgraced former executives may also
have tampered with the books.

The Securities and Exchange Commission is also investigating
Tyco's accounting.


CERJ: Enersis To Boost Ownership by Capital Increase
Chilean power holding Enersis proposed increasing its share in
Brazil's Rio de Janeiro distributor Cerj to 72.8% from the
current 62.6% in a BRL370-million (US$100mn) capital injection.
According to Business News Americas, Enersis proposal already has
the approval of Cerj's board but shareholders still have to
approve it on December 10.

Enersis proposed to buy 771 billion new shares at a price of 0.48
reais per 1,000 through the capitalization of a BRL370-million
loan to Cerj Overseas Ltd.

Other shareholders will not subscribe, with their stakes
subsequently falling. Endesa Internacional's 18% stake will fall
to 13.2%, Portuguese power company EDP's 15.4% stake will fall to
11.3%, and the free float will slip to 2.7% from 4%.

The capital increase will boost Cerj's shareholder equity to
BRL915 million.

Just four months ago, Enersis provided BRL260 million reais in
fresh capital through the conversion into shares of bonds issued
in November 1998.

EMBRATEL: Telefonica Talking To Two Firms About Acquisition
Fernando Xavier, the chief executive officer of Spain's
Telefonica, made a statement to Brazil's communications minister
Juarez Quadros, expressing his company's interest in acquiring
Embratel, the country's largest long distance operator.

Citing local news agency Agencia Estado, Business News Americas
reports that Xavier said Telefonica is in "embryonic" talks with
Brazilian fixed line operators Brasil Telecom and Telemar for a
joint acquisition of Embratel.

Embratel, a unit of the embattled U.S.-based WorldCom Inc, is
struggling to pay its BRL5.2-billion debt (US$1.46bn), which has
ballooned with the sharp depreciation of the real this year as
only 34.6% is hedged. The Company faces debt maturities of about
US$790 million next year and a deteriorating operating
environment following the launching of long distance services by
fixed line operators.

          Investor Relations
          Silvia Pereira
          Tel. (55 21) 2519-9662
          Fax: (55 21) 2519-6388
          Press Relations:
          Helena Duncan/Mariana Palmeira
          Tel: (55 21) 2519-3653/3654
          Fax: (55 21) 2519-8010

FIAT: Brazilian Insurance Unit Not For Sale
Italian carmaker Fiat, which is facing total debts of US$3.5
billion and is struggling to honor agreements with creditors,
denied reports indicating a possible sale of its insurance unit
in Brazil, relates Brazilian magazine Revista Cobertura.

According to Italian paper Il Sole 24 Ore, Fiat had been in talks
with several potential suitors, including German reinsurance
giant Munich Re, over the sale if its Brazilian insurance unit,
which has been valued at US$2.5 billion.

The profitable insurance arm in Brazil has been singled out by
international and Italian press as one of the assets the group is
likely to off-load to cut its debt. The Brazilian insurance unit
posted a net profit of US$152 million last year, up 79% compared
to the previous year.

USIMINAS: Diverting Productin To Focus On Domestic Market
Paulo Penido Pinto Marques, the chief financial officer of
Usiminas, announced that the Brazilian flat steelmaker will
abandon exports in order to satisfy the domestic market, relates
Business News Americas. According to Marques, the Company has
already decided to divert 80,000t of steel slated for export to
South Korea to the domestic market.

Company executives forecast that the steelmaker will sell 76% of
this year's production on the domestic market and export the
rest. In recent years, the ratio has been 80:20.

Usiminas expects to keep exporting 24% of its output next year,
and the Company does not believe that this will create problems
supplying the domestic market.

Belo Horizonte-based Usiminas hiked its prices 14-17% at the
start of November, bringing the year's accumulated price increase
to 40-44%. The Company rules out another rise, despite higher

"We are still off in relation to the rise in our costs, but we
are not going to introduce another price increase this year,"
said Usiminas' commercial director Idalino Coelho.

He predicts that slab prices will fall slightly in 1Q03 to

"Through the second and third quarter we hope that prices will
return to their current levels of US$240," he said.

CONTACT:  Usinas Siderurgicas de Minas Gerais Usiminas PN A
          Rua Prof. Jose Vieira de
          Mendonca, 3011
          Engenheiro Nogueira
          31310-260 Belo Horizonte - MG
          Tel  +55 31 3499-8000
          Fax  +55 31 3499-8475
          Jose Augusto Muller de Oliveira Gomes, Chairman


NEXTEL CHILE: Trunking Authorization Cancelled By Court
An appeals court in Chile has cancelled authorization previously
granted by the country's communications ministry to Nextel Chile,
reported local daily Estrategia. According to the report, Nextel
must win a moble telephony concession through public bidding,
upholding arguments in an appeal to an earlier ruling submitted
by mobile operators Entel PCS and Smartcom PCS.

The appeal was the last chance for the mobile operators to
prevent Nextel operations. Nextel had won three earlier cases
filed by other rivals over the past two years. Nextel has the
right to file an appeal to this ruling.

However, a report from Business News Americas cited a source
close to the Company saying that the newspaper may have
misinterpreted the ruling and the digital trunking concessions
remain intact. Nextel's parent company is bankrupt NII Holdings.

         10700 Parkridge Blvd., Ste. 600
         Reston, VA 20191
         Phone: 703-390-5100
         Fax: 703-390-5149

TELEFONICA CTC: Santiago Court Denies Labor Dispute Appeal
A Santiago appeals court rejected an appeal by Telefonica CTC,
Chile's largest telco, against a labor court ruling that it must
pay CLP7.5 billion (US$10.8mn) to its employees in compliance
with a collective contract that expired June 30.

According to a Business News Americas report, the court has
placed an embargo on a current account in CTC's name, containing
CLP250 million.

The payment corresponds to productivity bonuses and incentives
due to some 6,900 employees, including 1,300 that were laid off
in October as part of a company-wide restructuring plan.

          Avenida Providencia 111, Piso 2
          Santiago, Chile
          Phone: +56-2-691-2020
          Fax: +56-2-691-2392
          Mr. Bruno Philippi, President
          Mr. Jacinto Díaz, Vice President
          Gisela Escobar, Head of Investor Relations

UGC: Appeals Nasdaq Delisting Decision
UnitedGlobalCom, Inc. ("UGC" or "the Company") (Nasdaq: UCOMA)
announced that it received a letter from Nasdaq on November 15,
2002, in which Nasdaq stated that UGC will be delisted because it
is not in compliance with Marketplace Rule 4450(b)(4).  Nasdaq
determined that the Company is not in compliance because the bid
price of its common stock had closed at less than $3.00 per share
over 30 consecutive trading days and the stock did not regain
compliance with the rule within the 90 calendar days prior to
November 12, 2002.  UGC has appealed Nasdaq's determination to a
Listing Qualifications Panel pursuant to the procedures set forth
in the Nasdaq Marketplace Rule 4800 Series.  No assurance can be
made, however, that the appeal will be successful.  This hearing
request will stay the delisting of the Company's common stock
pending the Panel's decision.

If the Panel rejects the Company's appeal, UGC intends to apply
to transfer its common stock to The Nasdaq SmallCap Market
(SmallCap Market). The Company currently complies with all of the
listing requirements for that market, including the minimum bid
price of $1.00 per share.  Although no assurance can be made that
the transfer application will be granted, the Company expects
that it will be allowed to transfer to the SmallCap Market if it
complies with all listing requirements.

About UnitedGlobalCom

UGC is the largest international broadband communications
provider of video, voice, and Internet services with operations
in 21 countries.  Based on the Company's aggregate operating
statistics at September 30, 2002, UGC's networks reached
approximately 19.1 million homes and 13.1 million total
subscribers.  Based on the Company's consolidated operating
statistics at September 30, 2002, UGC's networks reached
approximately 12.4 million homes and over 8.7 million
subscribers, including over 7.3 million video subscribers,
690,300 voice subscribers, and 700,000 high-speed Internet access
subscribers.  In addition, its programming business had
approximately 45.8 million aggregate subscribers worldwide.

UGC's major operating subsidiaries include UPC, a leading pan-
European broadband communications company; VTR GlobalCom, the
largest broadband communications provider in Chile, and Austar
United Communications, a leading satellite, cable television and
telecommunications provider in Australia and New Zealand.

CONTACT:  Investor Relations
          Richard S. L. Abbott - VP, Finance
          Phone: (303) 220-6682

D O M I N I C A N   R E P U B L I C

UNION FENOSA: Government Official May Seek Arbitration
Dominican Republic Superintendent of Power Julio Cross said that
he would like to take Union Fenosa distributor companies to
international arbitration, being a Dominican consumer himself.
An article from DR.Com cited Cross saying that such an
arbitration would pave the way for the disclosure of how the
companies managed themselves. Cross said that the companies have
not been performing in the interest of the state, which owns 49.9
percent of Union Fenosa shares.

According to the report, the general manager of Union Fenosa's
Edenorte and Edesur distribution companies Mario Lopez said that
they have no intention to leave the country or sell their shares
in the power distribution sector, despite losing thousands of
millions of pesos in their operations in the country.

Cross aslo questioned Lopez statement, which was made after the
senae proposed to buy back the shares with sovereign bond
placement money.

CONTACT:  Union Fenosa SA
          Head Office
          Avda San Luis No 77
          28033 Madrid
          Tel  +34 91 567 6000
          Fax  +34 91 571 4593
          Telex  27412
          Antonio Basagoiti, Chairman
          Vicente Arias Mosquera, Vice Chairman
          Antonio Barrera de Irimo, Vice Chairman


TV AZTECA/AZTECA HOLDINGS: S&P Revises Outlook to Stable
Standard & Poor's Ratings Services said Friday it revised its
outlook on Mexican television broadcaster, TV Azteca S.A. de C.V.
and Azteca Holdings S.A. de C.V. to stable from positive.

The 'B+' corporate credit rating on TV Azteca and 'B-' corporate
credit rating on Azteca Holdings were affirmed. TV Azteca's debt,
as of September 2002, totaled US$926 million when consolidating
Azteca Holdings' obligations.

"The outlook revision reflects Standard & Poor's view that
despite moderate recent improvement in financial statistics,
Azteca now faces a number of challenges that will likely preclude
an upgrade in the short to medium term," stated Standard & Poor's
credit analyst Beatriz Coll.

These challenges include: refinancing of Azteca's holding debt,
potential litigation risk, risks related to the Unefon
investment, and risks for Azteca America S.A. de C.V.'s growth.
Standard & Poor's has concerns as to how the company will resolve
Azteca Holdings' US$150 million bond due in July 2003 and how
this could affect TV Azteca's financial profile and financial
flexibility. Standard & Poor's also is concerned about potential
risks of litigation with counterparties at Azteca America, 46.5%-
owned by Unefon, and other litigations at TV Azteca.

TV Azteca has increased its EBITDA generation during 2002;
nevertheless, in 2002 the company's cash flow has been reduced by
payments related to Unefon and Azteca America. The company's
discretionary cash flow to total debt has decreased to 15.1% for
the last 12 months ended September 2002 from 25.2% as of
September 2001. Full year 2002 discretionary cash flow is
expected to decrease from 2001.

EBITDA coverage of interest and total debt to EBITDA improved
slightly to 3.1 times (x) and 2.5x, respectively for the nine
months as of September 2002, from 3.0x and 2.7x as of September
2001. Taking into account Azteca Holdings' debt, total debt to
EBITDA and EBITDA coverage of interest coverage were 3.1x and
2.7x, respectively for the 12 months ended September 2002. These
measures are expected to remain fairly stable as debt reduction
is not expected in the medium term and growth in EBITDA is not
expected to be significant during 2003. Nevertheless, these
expectations might be affected by how management decides to meet
the maturity of Azteca Holdings' notes next year.

Standard & Poor's expects that the company should be able to
generate sufficient cash for repayment of the Azteca Holdings'
US$150 million notes, such that net debt will not significantly
increase. The outlook also incorporates the expectation that the
total exposure to Unefon will be limited to the $54 million
stated by the company.

Any indication that the payment of Azteca Holdings' debt might
result in additional financing needs, that additional funding
related to Azteca America, Unefon, or any other affiliate might
be required, that free cash flow generation may fall short of
expectations, or that the company needs to pay a significant
litigation case could result in an outlook revision or a rating

ANALYSTS:  Beatriz Coll, Mexico City (52) 55-5279-2016
           Manuel Guerena, Mexico City (52) 55-5279-2011


WIESE SUDAMERIS: Fitch Revises Support Rating
Fitch Ratings has affirmed Peru's Banco Wiese Sudameris' (BWS)
long and short-term foreign currency ratings of 'BB-' with a
Negative Outlook and 'B', as well as its individual rating of
'D'. The Outlook on the long-term foreign currency rating remains
in line with that of the sovereign.

In addition, Fitch has revised the support rating for BWS from
'3T' to '4T'. The support ratings represent Fitch's assessment of
whether a bank would receive support should this be necessary.
The change in support rating to the above banking subsidiary
controlled by Italy's IntesaBci reflects the tightening of
Fitch's global methodology for assigning Support ratings, as
communicated by Fitch on July 29, 2002. A support rating of '3'
is assigned to a bank which has an institutional, majority owner
of sufficient reputation and possessing such resources and
resolve that, in Fitch's opinion, support would be forthcoming.
In order to qualify for a support rating of '3', certain
conditions must be met, including written confirmation of the
formalization of parental support. A support rating of '4'
denotes that support from a state or from an institutional owner
is likely but not certain. While Fitch continues to take into
account the ownership of IntesaBci and considers that the foreign
parent's commitment to BWS remains strong, the more restrictive
conditions for assigning a support rating of '3' have forced the
change, not only in Peru but to a number of subsidiaries of
financial institutions globally. For BWS, and all banks operating
in sub-investment grade countries, transfer risk concerns for
foreign currency denominated obligations remain, as indicated by
the 'T' suffix attached to the support rating. Positively,
IntesaBci has recently announced further tangible support for BWS
in the form of plans to capitalize US$300 million of the debt
currently owed by BWS to IntesaBci.

BWS is Peru's second largest bank with deposit and loan market
shares of 19% and 20%, respectively, at end-June 2002. The bank
is the result of the September 1999 merger of Banco Wiese and
Banco de Lima-Sudameris. Prior to its acquisition, Banco Wiese
had been experiencing severe liquidity problems since the second
half of 1998. On that date, BWS was controlled controlled
directly and indirectly by IntesaBci (93.8%), the Wiese family
(1.8%), the Ministry of Finance (2.3%) while the balance was
widely held. IntesaBci, Italy's largest banking group, has made
public its intention to exit Latin America as assets are sold in
a period not to exceed 3 years.

CONTACT:  Ricardo Chaves 1-212-908-0606
          Peter Shaw 1-212-908-0553

          Media Relations: James Jockle 1-212-908-0547, NY


ANCAP: S&P Reduces Ratings to 'B-' Following Uruguay Downgrade
Standard & Poor's Ratings Services said Friday that it lowered
its local and foreign currency corporate credit ratings on
Uruguay's 100% state-owned fuel, alcohol, and cement company,
Administración Nacional de Combustibles Alcohol y Portland
(ANCAP), to 'B-' from single-'B' respectively. The rating action
is in line with the recent downgrade on the sovereign.

The outlook on the ratings is negative, reflecting that of the
Oriental Republic of Uruguay (local and foreign currency B-
/Negative/C). As of Sept. 30, 2002, ANCAP had approximately
US$105 million in debt (including a syndicated loan) that
represented less than 30% of capitalization.

The downgrade and negative outlook on the sovereign reflect the
greater risk that the government's envisioned fiscal adjustment
may prove inadequate. Compounding this problem, investor
confidence may be further eroded by the government's slower-than-
expected progress in crafting a definitive resolution for the
four suspended private-sector banks (Banco Comercial, Caja
Obrera, Banco Montevideo, and Banco de Crédito), and sufficiently
managing operations at Banco Hipotecario del Uruguay (BHU).

Due to the still pending resolution of the status of these banks,
International Monetary Fund (IMF) disbursements under its US$2.8
billion stand-by agreement have been delayed, highlighting the
difficulty in reconciling the differences between the
government's local and external constituencies.

"ANCAP's credit quality is tightly linked to that of the Republic
of Uruguay, its 100% owner. Therefore, Uruguay's financial system
crisis, and unfavorable growth prospects will also affect ANCAP,"
said Standard & Poor's credit analyst Pablo Lutereau.

"The risks inherent in operating as a single-asset refiner, as
well as the company's limited upstream production, are also major
rating factors," he added.

The company is currently undergoing the upgrade of La Teja
refinery for a total cost of US$120 million of which
approximately 75% had been incurred as of June 30, 2002. To fund
that investment, ANCAP had entered into a US$115 million
committed credit facility of which US$50 million have already
been drawn. Under this facility, the fall from investment-grade
of the rating of either ANCAP or the Republic of Uruguay allows
lenders to ask for acceleration of the facility. After this
trigger was activated in February following the downgrade of the
sovereign and ANCAP, the company has been negotiating with its
lenders to obtain a waiver on this breach.

Standard & Poor's expects that the company will continue to have
the government's support in this negotiation and will be
successful in obtaining a solution in the near term. However,
Standard & Poor's does not anticipate ANCAP to be able to
continue drawing down on the facility, requiring the company to
look for alternative funding sources in a context of restricted
credit availability. Additionally, growing levels of short-term
debt add to the company's refinancing risk.

Although Standard & Poor's expects ANCAP to maintain its dominant
market position and adequate financial measures for the rating
over the medium term, a growing fiscal deficit and a contracting
economy could hurt ANCAP's future financial performance and
capital expenditures.

ANALYSTS:  Pablo Lutereau, Buenos Aires (54) 114-891-2125
           Marta Castelli, Buenos Aires (54) 114-891-2128

ANCAP: Continues Talks With 7 Companies Over Partnership
Negotiations among Uruguay's state oil company Ancap and seven
companies over a possible strategic partnership are developing
satisfactorily, said Ancap director Pablo Abdala, adding that the
Company expects to finish talking by the end of December.

The companies are: Brazil's federal energy company Petrobras and
its Argentine subsidiary Perez Companc, Venezuela's state oil
company PDVSA, Anglo-Dutch conglomerate Shell, the US'
ChevronTexaco, and Spain's Repsol-YPF and Cepsa.

According to Business News Americas, Ancap must wait to see if
political opponents to the partnership can obtain enough
signatures by January 3 to call a referendum on to try and
overturn the oil law passed in December 2001.

"We have to wait to see what happens on January 3, but if the law
is confirmed because there aren't enough signatures then that
would open the way to a bidding round in 1Q03," Abdala said.

The oil law set terms for Ancap to find the strategic partner, as
well as opening the refining, crude import and export markets
immediately. It also legislates for the end of Ancap's oil
products importing monopoly in January 2006, as long as Ancap has
secured a partner by then.

"Petrobras is in a phase of expansion in the region, which we are
very excited about, and PDVSA has shown its interest in
participating, so these are positive signs we can reach some kind
of agreement," Abdala said, cautioning that none of Ancap's other
potential partners have been eliminated from the list just yet.

BANCO COMERCIAL: S&P Lowers All Outstanding Ratings to Default
Standard & Poor's Ratings Services said Friday it cut the ratings
on all outstanding debts of Banco Comercial S.A.'s senior debt to
'D' after the bank missed an interest payment. The government has
intervened the bank and is considering alternatives for re-
opening it.

The government has said the most likely solution to re-open the
bank is to merge it with Banco Montevideo and Caja Obrera to form
a new bank. Montevideo and Caja Obrera were also intervened and
suspended by the government in July and August due to capital and
liquidity problems.

ANALYSTS:  Gabriel Caracciolo, Buenos Aires (54) 114-891-2100
           Carina Lopez, Buenos Aires (54) 11-4891-2118

          Cerrito No. 400,
          11100 Montevideo
          Phone: 960-394/97
          Fax: 963-569
          Home Page:

          1399 - Montevideo
          Fax: 9162880
          Home Page:
          Contact: Sr. Marcelo Pestarino, President

URUGUAYAN BANKS: S&P Lowers Ratings After Sovereign Downgrade
Standard & Poor's Ratings Services said Friday that it lowered
its counterparty credit ratings on Citibank N.A. (Uruguay
Branch), American Express Bank (Uruguay) S.A., Banco Bilbao
Vizcaya Argentaria Uruguay, and Discount Bank Latin America S.A.
to 'B-/C' from 'B/B' as a direct result of the downgrade of the
local and foreign currency ratings of the Oriental Republic of
Uruguay. All short-term ratings have been lowered to 'C'. The
outlooks remain negative, reflecting the negative outlook on the
Uruguayan sovereign ratings.

"The ratings on these financial institutions are not expected to
change over the medium term unless the sovereign's ratings
change," said credit analyst Gabriel Caracciolo.

ANALYSTS:  Gabriel Caracciolo, Buenos Aires (54) 114-891-2100
           Carina Lopez, Buenos Aires (54) 11-4891-2118


* Successful Bond Swap Eases Venezuela Liquidity
Venezuela, which is trying to stretch out debt payments next year
to alleviate a budget crisis, gained more breathing room after
holders of domestic debt exchanged more than expected in
Thursday's bond swap. Citing the Finance Ministry, Bloomberg
reports that banks and financial institutions swapped VEB1.52
trillion (US$1.14 billion), or 36% of the VEB4.2 trillion in
domestic debt eligible during the first phase of the exchange.

The swap allows the government to stretch out payments and ease
concern that the country would be hard-pressed to refinance debt
obligations. According to estimates by Fitch Inc. rating service,
the South American country has US$4.3 billion coming due in
foreign debt payments next year, including interest, and another
US$4.5 billion in domestic debt payments, including interest.

Investors have questioned Venezuela's ability to service its debt
due to a recession, depreciating currency and a political
stalemate between President Hugo Chavez and the opposition.

"This swap gives them some breathing room," said Theresa Paiz
Fredel, a sovereign analyst at Fitch. "But they still need to
work on their fiscal policy."

The government said last week that it planned to swap up to 30%
of VEB7.5 trillion (US$1.7 billion) of domestic bonds for longer-
term securities. A second swap of VEB3.5 trillion of debt will be
held Tuesday.


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 Oona G. Oyangoren, Editors.

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

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