/raid1/www/Hosts/bankrupt/TCRLA_Public/021202.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

             Monday, December 2, 2002, Vol. 3, Issue 238

                             Headlines


A R G E N T I N A

GRUPO GALICIA: Shares Plummet On Court Decree Reversal News
REPSOL YPF: Officially Forms Financial Disclosure Committee
TELECOM ARGENTINA: Planned Rate Hikes May Too Little, Too Late
TRANSENER: Big Fine Would Follow Deliberate Power Outage Verdict
*Lavagna Seeks To Postpone Argentine Debt Payments


B O L I V I A

GASATACAMA: Plans Bolivian Gas Import


B R A Z I L


BEC: Auction Delayed Until March Next Year
CAIUA: Secures Loan To Pay Notes Due Friday
EMBRATEL: Shares Rise On Rumors Of Possible Sale
SABESP: Real Depreciation Takes Toll On Improved 3Q02 Numbers
SABESP: Shares Soar On Lower-Than-Expected Loss

VARIG: May Be Grounded If Restructuring Fails In December
* Brazil to Auction $770M of Interest-Rate Swaps
* Brazil Expects Debt Reduction Next Year


M E X I C O


GRUPO COVARRA: Court Extends Time To Tackle Debt Issues
GRUPO MEXICO: Sets Copper Production Targets, Updates Refi


P E R U

BELLSOUTH PERU: Forecasts Improved Sales For Next Year


U R U G U A Y

URUGUAYAN BANKS: Officials Consider Closure, Replacement


- - - - - - - - - -

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

GRUPO GALICIA: Shares Plummet On Court Decree Reversal News
---------------------------------------------------------------
Shares of Grupo Financiero Galicia SA plunged on concern the
Supreme Court may reverse a government decree that forced dollar
deposits to be converted to pesos, which would deepen banks'
losses, reports Bloomberg.

Galicia, the holding company for Argentina's third-largest bank,
fell 8.5 centavos, or 12%, to 60 centavos, the biggest one-day
decline since June 18. Argentina's Supreme Court may rule that a
government decree that forced dollar deposits to be converted to
pesos was unconstitutional. Such a decision would create even
more losses for banks, which would be forced to return
depositors' dollars while payment on loans issued in dollars
would still be made in pesos.

"The entire stock market has been affected by the news that the
Supreme Court may rule that all deposits should be returned in
dollars," said Eugenia Benitez, an analyst at Allaria Ledesma &
Cia Sociedad de Bolsa in Buenos Aires. "This could really upset
banks like Galicia and Frances. They could lose a fortune."

CONTACT:GRUPO FINANCIERO GALICIA S.A.
            Teniente General Juan D. Per>n 456, Piso 3
            1038 Buenos Aires, Argentina
            Phone: (54 11) 4343 7528 / 9475
            Home Page: http://www.gfgsa.com
            Contacts:
            Eduardo J. Escasany,  Chairman and CEO
            Sergio Grinenco, CFO, Banco de Galicia y Buenos Aires


REPSOL YPF: Officially Forms Financial Disclosure Committee
-----------------------------------------------------------
The ENRON, WorldCom, Global Crossing and other recent corporate
cases have given rise to a general process of response in the
countries with developed stock markets.Countries such as the US
are creating measures which make it possible to guarantee that
the financial and accounting information published by listed
companies accurately portrays their asset value. The purpose of
the measures is to improve protecting the rights of shareholders
and investors.

In Spain, these concepts are governed by Law 44/2002, of 22
November, on Measures to Reform the Financial System, and
initiatives such as the creation of The Special Commission for
transparency and security of financial markets and listed
companies (the "Aldama Commission"; the Proposal for a Code for
Trading Companies put forward by the General Codification
Commission; and the White Book for Accounting Reform in Spain.
Listed companies such as Repsol YPF have included reform measures
in their Codes of Conduct.

In the European Union, these initiatives have taken the form of
the Winter Report on Corporate Governance, sent to the Commission
and published at the beginning of November.
The USA has been the country to take the most effective measures
to date.At the end of July, the Sarbanes Oxley Act 2002 was
approved, and is noteworthy because it also applies to foreign
companies listed in the USA.

One of the measures established by the Sarbanes Oxley Act 2002 is
the requirement that the CEO and CFO of listed companies certify
the accuracy of the financial information presented.This
endorsement also includes the existence and maintenance of
procedures for the preparation and internal control of this
information.This aspect of the Sarbanes Oxley Act 2002 is
developed in the SEC Regulations dated 29 August last
("Certification of Disclosure in Companies' Quarterly and Annual
Reports"Release n§ 33-8124) in which the creation of a
Disclosure Committee is recommended, and which in its turn should
certify before the CEO and CFO the existence of such procedures
and controls.

Although the creation of this Committee is voluntary, it is
considered advisable to propose to a company's board of directors
that such a Disclosure Committee should be set up to take on the
functions stipulated in the SEC Regulations, and others which
would favour the correct preparation and control of financial and
accounting data released by the company.

Agreement
To this effect, the following resolution is presented for the
approval of the Board of Directors:

First.- To reiterate that it is the company's policy that all
information released to its shareholders, the markets on which
its shares are negotiated and the regulatory authorities for said
markets be true and complete, adequately representing its
financial situation and the results of its operations, and be
communicated in fulfilment of the deadlines and other
requirements established in the relevant standards and general
principles governing trade on the markets and the principles of
good governance that the company follows.

Second.- To set up a Disclosure Committee (in the terminology
used by the Securities Exchange Commission -SEC), which will have
the following mission:

a) To monitor the overall fulfilment of regulations and
principles of conduct of voluntary application that may be
stipulated or issued in relation to Company Law, especially
relating to listed companies, and their good governance;
evaluating the degree in which they affect the company and
proposing, when convenient, the adoption and instrumentation of
the pertinent measures.

b) To direct and coordinate the establishment and maintenance of:

Procedures for the preparation of accounting and financial
information to be approved and registered by the company, in
accordance with the regulations in force, or which are generally
released to the markets;

Systems of internal control, sufficient, adequate and efficient
enough to ensure that the company's financial statements included
in the annual and quarterly reports, are correct, trustworthy,
sufficient and clear, and to do the same with regard the
accounting and financial information that the company must
approve and register;

Processes of significant risk identification in the company's
businesses and activities, which may affect the accounting and
financial information that the company must approve and register.

c) To assume the functions that the laws of the United States and
the SEC regulations applicable to the company may attribute to a
Disclosure Committee or Internal Committee of a similar nature,
and especially those relating to the SEC Regulations dated 29
August 2002 ("Certification of Disclosure in Companies' Quarterly
and Annual Reports" Release number 33-8124), and those which
modify or substitute these, in relation to the support for the
endorsement by the Chairman of the Board and the company's CFO on
the existence and maintenance by the company of procedures and
controls referring to the elaboration and content of the
information included in the Form 20F, and other information of a
financial nature.

d) To take on similar functions to those stipulated in the SEC
Regulations for a Disclosure Committee with regard to the
existence and maintenance by the Company of procedures and
controls referring to the preparation and content of the
information included in the Annual Accounts (which the
administrators should formulate in compliance with Spanish
Company Law), and any accounting or financial information that
should be registered with the Spanish Stock Market Authorities
(la Comisi¢n Nacional de Valores), the Argentine Stock Market
Authorities (la Comisi¢n Nacional de Valores de Argentina) and
other regulators and agents of the markets on which the company's
stock is negotiated.

e) To revise and supervise the company's preparation and
presentation procedures for the following information:

Official notices which must be forwarded to the Spanish Stock
Market Authorities (CNMV), the SEC, the Argentine Stock Market
Authorities, (CNV) and other regulators and agents for the stock
markets on which the company's stock is negotiated.

Regular financial reports.

Press releases containing financial data on results, earnings,
large acquisitions, divestments or any other information of
relevance to the shareholders.

General correspondence sent out to the shareholders.

Presentations to analysts, the investment community, rating
agencies and lending institutions.

f) The elaboration of proposals for a "Code of Ethics" and an
"Internal rule of conduct on the stock markets" with the content
and coverage resulting from the relevant standards in force or
considered appropriate, adapting similar documents currently in
use within the company when necessary.

g) To supervise the same kind of Committee, with similar
responsibilities, that YPF may set up as a company whose stock is
negotiated on the USA stock markets.

h) To undertake any other function that, in relation to the
preparation and release of financial data, which the Board of
Directors, its Auditing and Control Commission, the Chairman of
the Board or the company's CFO may require of it.

Third.- The Committee will act under the supervision of the
Auditing and Control Commission to the Board of Directors, the
Chairman of the Board and the company's CFO, who will act as its
President.The Chairman of the Board of Directors will attend
the Committee meetings whenever the nature of decisions to be
taken so require, or whenever he himself deems necessary.

The Committee Members will be:

      The Corporate Vice Chairman
      The Executive Vice President of Exploration & Production
      The Executive Vice President of Refining & Marketing
      The Corporate Director of Legal Affairs
      The Corporate Director of External Relations
      The Corporate Director of Planning & Control
      The Corporate Director of Human Resources
      The Director of Consolidation and Accounting Regulations
      The Director of Corporate Auditing


TELECOM ARGENTINA: Planned Rate Hikes May Too Little, Too Late
--------------------------------------------------------------
Telecom Argentina Stet-France Telecom SA (TECO2 AR), the
country's second-biggest phone company, fell 11 centavos, or
6.6%, to ARS1.55, reports Bloomberg. The plunge was attributed to
speculation that a possible government plan to raise telephone
rates 12% won't be enough to help the Company renegotiate US$3.2
billion of defaulted debt.

Argentina banned increases in utility rates earlier this year in
an attempt to stem inflation after the government defaulted on
US$95 billion in bonds and devalued the currency. The
International Monetary Fund has said that Argentine utilities
should receive rate increases of at least 30% to offset the
effects of the devaluation.

The Company, which is controlled by Telecom Italia SpA (TI) and
France Telecom SA (FTE), began restructuring talks with creditors
in September. Widespread market speculation suggests that foreign
banks on the hook for roughly US$1.6 billion in loans will extend
maturities and lower interest payments without demanding a debt
for equity swap.

That would give the Company breathing room to work out a more
leisurely settlement with bondholders holding about the same
amount in defaulted paper.

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


TRANSENER: Big Fine Would Follow Deliberate Power Outage Verdict
----------------------------------------------------------------
Argentine electricity company Transener could face a fine of up
to US$100 million if inspectors from the country's electricity
regulator Enre find proofs that the Company deliberately cut
power to protest the government's slow progress on rates
increases, Business News Americas reports.

Enre's team of inspectors started an investigation of the
incident, a source said, without giving an exact date for when
their findings would be available.

"The inspectors will determine if fines should be applied in this
case, and they could be as much as US$100 million, but we will
not know until the inspection is finished," the source said.

"The climate in Argentina is such that everything is being
questioned and it's hard to know the truth. But we must wait
until the inspection team completes its studies before we jump to
conclusions," the source added.

Transener has asserted that the massive power outage, which left
more than a third of Argentina without electricity for three
hours on a recent Sunday afternoon, was due to the breakdown of
one of its main transformers, not an intentional move to lobby
for an increase in frozen utility rates.

Argentina's government has frozen electricity rates since January
and many companies, with pesified income and dollarized costs,
have been pushed to the brink of bankruptcy.

Energy companies have called on the government to increase rates
by as much as 30% to avoid deterioration in the level of service.
But public meetings on the rates increases, which are strongly
opposed by consumer groups, have been blocked repeatedly by court
injunctions.

Transener, which is owned by Pecom Energia and the UK's National
Grid, registered consolidated losses of ARS620.4 million
(US$174.3mn) for the nine months to September 30, 2002, compared
to net profits of ARS51.5 million in the same period of 2001.

Sales revenues during the period decreased 34.4% to ARS220.8
million due largely to the freeze on power rates. For the nine
months ended Sep. 30, the Company also recorded non-operating
losses of ARS666.3 million, of which exchange rate differences on
liabilities accounted for ARS505.1 million.

Transener defaulted on debt payments in 2002 and holds some
US$460 million in dollar-denominated debt. The Company remains in
default, but in a recent statement, said it "continues working
towards the objective of evaluating the restructuring of its debt
and maintaining fluid conversation with its creditors."

Morgan Stanley is Transener's financial advisor.

Transener owns the concession to operate the extra high voltage
electricity transmission network in the Argentine Republic. Since
its creation in 1993, the Company has remained a leader in the field.

CONTACT:   COMPANIA DE TRANSPORTE DE ENERGIA ELECTRICA EN ALTA
           TENSION (Transener S.A.)
            Av. Paseo Colon 728, 6"Piso - (1063)
            Buenos Aires, Argentina
            Tel. (5411) 4342-6925

            Business Development:
            Carlos A. Jeifetz (jeifecar@transx.com.ar)
            Gerardo Baseotto (baseoger@transx.com.ar)
            Tel.: (54-11) 4334-0182 / 4342-6925
            Fax: (54-11) 4342-4861

            MORGAN STANLEY, DEAN WITTER & COMPANY
            1585 Broadway
            New York, New York 10036            United States
            Phone: +1 212 761-4000
            Home Page http://www.msdw.com


*  Lavagna Seeks To Postpone Argentine Debt Payments
----------------------------------------------------
Argentina'a Economy Minister Roberto Lavagna said that the
country needs to postpone payments on US$9 billion of debt due to
various multinational lenders next spring. According to Lavagna,
the debt corresponds to 100 percent of the country's reserves.

After suffering through years of deep recession, Argentina
defaulted on most of a US$141 billion of public debt in September
last year. Then failed negotiations for an International Monetary
Fund loan forced the country to default on US$805 million loan
payment due to the World Bank earlier this month.

Mr. Lavagna is traveling to Europe to bolster support for his
country's economy. According to the report, talks with German
Finance Minister Hans Eichel and Deputy Finance Minister Caio
Koch-Weser were positive. The Minister will also meet with German
Economics Minister, Wolfgang Clement.

Meanwhile the country has postponed the deadline for finding a
bank to act as a financial advisor in restructuring of about
US$50 billion of the country's debt. The latest deadline is set
for December 9.



=============
B O L I V I A
=============

GASATACAMA: Plans Bolivian Gas Import
-------------------------------------
GasAtacama chief executive Rudolf Araneda revealed that the
Company bagan paying to import Bolivian gas to supply a
petrochemicals project, as well as three other mining projects.
Mr. Araneda was cited by Business News Americas saying the gas
would be brought in through a hook-up to the Argentine side of
the Company's trans-Andean pipeline.

However, the project may be facing a number of obstacles,
including the strained relationship between Bolivia and Chile.
The move would increase Chile's chances of hosting a terminal to
export Bolivian LNG to North America, and supports the Company's
plans to export electricity to Bolivia's San Cristobal mining
project.

According to the company's CEO, it is better to push the Pacific
LNG project through first, and then the Company's electric
project would be considered a "small thing".

The Company has also prepared for the possibility of failure of
the gas transport project. GasAtacama would be supporting the LNG
project and offer to transport natural gas liquids from Bolivia
to the Pacific, since that would be requiring at least two
transmission lines.

Mr. Araneda added that the GasAtacama or the Norandino piplines
could by extended to Bolivia from Argentina without much
difficulty. The lines would then be converted to allow transport
of liquids, which also solves the capacity surplus problems the
Company is facing.

Chilean generator Endesa and US power company CMS own GasAtacama
on a 50:50 basis.



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

BEC: Auction Delayed Until March Next Year
------------------------------------------
The Brazilian central bank hasn't issued an official announcement
yet but, according to local press reports, the sale of Banco do
Estado Do Ceara SA (BEC) has been postponed from Dec. 9 to March
next year. Exactly why the process will be delayed once again is
still not known.

BEC operates 70 branches, of which 26 are in the state capital
Fortaleza. The company was supposed to go on the block November
26 with a minimum bid price of BRL274 million. However, the
central bank decided to delay the process to December 9 after the
local government took issue with certain points in the bidding
rules.

At the end of September 2001, BEC had total assets of BRL978
million, a loan portfolio of BRL127 million, deposits of BRL513
million, and net equity of BRL158 million. Pre-qualified bidders
include Brazil's top three private banks in terms of assets:
Bradesco, Itau and Unibanco.

Meanwhile, the privatization of Brazil's Espirito Santo state
bank Banestes has been set for Dec. 10, according to bidding
rules published by the state government.

Local banks Bradesco, Itau and Safra have pre-qualified to bid in
the auction, with the starting price fixed at BRL347.5 million
(US$96.2mn). Ten percent of the shares have been reserved for the
bank's employees.


CAIUA: Secures Loan To Pay Notes Due Friday
-------------------------------------------
Caiua Servicos de Eletricidade said that it has secured a
syndicated loan to cover a US$55 million payment in Euro medium-
term notes due this Friday. The Brazilian power company would not
reveal details on the loan, saying the revelation of any details
nay harm the negotiation process, according to Business News
Americas, citing Rede corporate marketing manager Paulo Ribeiro.
Rede is Caiu's controlling shareholder.

Caiua had previously proposed to amend the terms and conditions
of the medium-term notes, but the report indicated that the
Company appears to have abandoned the idea. Moody's Investors
Service downgraded the Company's ratings earlier this week,
citing its poor financial performance and high leverage.

CONTACT:   Caiua Servicos de Electricidade SA
           Registered Office
           Avenida Paulista, 2439
           - 5o Andar
           Cerqueira Cesar
           01311-936 Sao Paulo - SP
           Brazil
           Tel  +55 11 3066-2000
           Fax  +55 11 3060-9550
           Telex  32058
           Contact:
           Jorge Queiroz de Moares Junior, Chairman


EMBRATEL: Shares Rise On Rumors Of Possible Sale
------------------------------------------------
Embratel Participacoes SA (EBTP4 BS), Brazil's largest long-
distance telephone service provider, were up 8 centavos, or 2.9%,
to BRL2.85, says Bloomberg. Some investors are optimistic the
Company, a unit of bankrupt U.S. carrier WorldCom Inc., will be
sold, which "could improve its debt profile," said Ricardo
Magalhaes, who helps manage about BRL2.5 billion ($640 million)
in equities with Mellon Global Investments in Rio de Janeiro.

Reports have surfaced that Brazil's three local service giants -
Telefonica SA's (TEF) Telesp (TSP) unit, Brasil Telecom
Participacoes SA (BRP) and Tele Norte Leste Participacoes SA
(TNE)- are planning to form one group to acquire the ailing long-
distance carrier.

While Embratel continues to deny such a plan, citing local
antimonopoly regulations that ban fixed line incumbents from
buying the Company, loopholes exist for rules on mergers in the
sector, which is set to further deregulate in June 2003.
If sold, analysts say Embratel might be valued at just above its
debt load. The money-losing company ended the third quarter with
BRL2.36 billion ($1=BRL3.60) in short-term debt and BRL2.82
billion in long-term debt.

While the deal might raise antitrust concerns, the government's
rulings on the matter would likely take into account Embratel's
difficult strategic position. And Cade, Brazil's top antitrust
body, has been soft on some mergers in the past.

CONTACT:    EMBRATEL PARTICIPACOES S.A.
            Investor Relations
            Silvia Pereira
            Tel. (55 21) 2519-9662
            Fax: (55 21) 2519-6388
            Email: Silvia.Pereira@embratel.com.br
                   invest@embratel.com.br
                      or
            Press Relations:
            Helena Duncan/Mariana Palmeira
            Tel: (55 21) 2519-3653/3654
            Fax: (55 21) 2519-8010
            Email: hduncan@embratel.com.br
                   mpalm@embratel.com.br


SABESP: Real Depreciation Takes Toll On Improved 3Q02 Numbers
-------------------------------------------------------------
Cia. de Saneamento Basico do Estado de Sao Paulo (NYSE: SBS;
Bovespa: SBSP3), the largest water and sewage utility company in
the Americas and the third largest in the world (in terms of
number of customers), announced Thursday its financial results
for the third quarter 2002 (3Q02). The following financial and
operating information, unless otherwise indicated, is presented
in nominal Reais pursuant to Brazilian Corporate Law.
Comparisons, unless otherwise stated, refer to the third quarter
of 2001 (3Q01).

Highlights

- Net operating revenue was R$ 963.3 million, a growth of 13.0%

- EBITDA reached R$ 480.6 million, a 15.4% increase; and margin
EBITDA was 49.9%, 1.1 percentage point higher that 3Q01

- EBIT totaled R$ 350.2 million, a growth of 20.1%

- Net Loss of R$ 663.6 million, strongly influenced by the effect
of the Brazilian Real depreciation on the Company's dollar-
denominated debt. The total amount of loans to be repaid by the
end of 2002 is R$205.6 million. Total debt coming due in 2003,
both short- and long-term and originated domestically and abroad
amounts to R$1,326.0 million, R$ 295.7 million of which in the
first half-year. In the second half, the amount is R$ 1,030.3
million, including US$ 200 million in Eurobonds due in July next
year.

- Foreign Exchange Loss was up by R$ 605.9 million or 124.5%, due
to the 36.9% depreciation of the Real against the dollar in 3Q02
compared to 15.9% in 3Q01, with a higher impact on BID loans,
Eurobonds and Deutsche Bank Luxembourg

- Volume billed to the retail market reached 628.5 million cubic
meters, a growth of 9.5%. Water and sewage connections grew 3.2%
and 4.0%, respectively.

   CONTACT: Sabesp
            Helmut Bossert,(5511) 3388-8664
            hbossert@sabesp.com.br

            Marisa Guimaraes, (5511) 3388-9135
            marisag@sabesp.com.br
            Website: www.sabesp.com.br


SABESP: Shares Soar On Lower-Than-Expected Loss
-----------------------------------------------
News of a lower-than-expected loss and higher revenue in the
third quarter boosted Sabesp's shares 4.1% or BRL3.20 to close at
BRL82, the biggest one-day gain this month, on the Sao Paulo
stock exchange, reports Bloomberg.

"People were expecting the Company to post an even bigger loss
because a large amount of its debt is in foreign currency," said
Marcelo Afonso, who helps manage about BRL750 million in assets
at Banco BNL do Brasil SA in Sao Paulo, including Sabesp shares.
"But the net revenue increased more than people were expecting."

Sabesp revenue climbed 13% to BRL963 million from BRL852 million
last year.

Gustavo Gattass, an analyst with UBS Warburg in Rio de Janeiro,
forecasted a BRL686-million loss and BRL890-million in revenue
for Sabesp.


VARIG: May Be Grounded If Restructuring Fails In December
---------------------------------------------------------
Brazilian airline Varig, which is struggling with a debt load of
US$900 million, will not survive beyond December if a
restructuring plan is not implemented soon, EFE reports, quoting
Economist Roberto Gianetti da Fonseca. Mr. Fonseca is acting as
mediator between Latin America's biggest airline and its
creditors.

The Varig group, which also includes the Rio Sul and Nordeste
regional airlines, generates more than US$3 billion per year,
which should serve to ensure smooth negotiations on its debt.

However, a negotiated agreement struck last month between the
administrative council and creditors was rejected last week by
the Ruben Berta Foundation, which controls 87% of the airline.
Leaders of the employee-controlled foundation disagreed with the
new repayment schedule, objected to the plan's favoring certain
creditors over others and said they sought fresh loans from the
BNDES development bank.

The foundation's refusal to accept the deal prompted the
resignation of Varig's president and board of directors.

Now, creditors are pushing to expedite the debt negotiations,
while the Brazilian government, which has offered to kick in
US$300 million to help resolve the matter, says the Company must
restructure itself before it will pour in any more money.

The Company's new interim president, Manuel Guedes, described the
situation at the Company as delicate but he stressed that the
US$900-million debt Varig struggled under early this year had
dropped to US$764 million by September and can be renegotiated.
"We need to renegotiate payment periods with our creditors and
reduce the interest rates being charged," Guedes said Wednesday,
upon being introduced as the airline's third president within as
many months.

During the first half of the year, Varig suffered losses of close
to US$315 million - double those recorded in all of 2001.

Varig, Brazil's flagship airline, has a fleet of 100 planes,
employs 15,000 people and serves 110 domestic and 27
international destinations.

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

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

              KPMG Brazil
              Belo Horizonte
              Rua Paraba, 1122
              13th Floor
              30130-918 Belo Horizonte MG
              Telephone 55 (31) 3261 5444
              Telefax 55 (31) 3261 5151
                       or
              Brasilia
              SBS Quadra 2 BL A N 1
              Edificio Casa de Sao Paulo SL 502
              70078-900 Braslia - DF
              Telephone 55 (61) 223 2024
              Telefax 55 (61) 224 0473

              BAIN & CO
              Primary Contact: Wendy Miller
              Two Copley Place, Boston, MA 02116
              USA
              Phone: +1-617-572-2000
              Fax: +1-617-572-2461
              Email: miles.cook@bain.com
              URL: http://www.bain.com


* Brazil to Auction $770M of Interest-Rate Swaps
------------------------------------------------
Brazil will sell about US$770 million of interest rate swaps to
refinance contracts maturing in the following weeks, according to
a report from Bloomberg's Thursday edition. About US$315 million
of the swaps would be due on February 3 next year, while US$220
million of swaps would mature on the first day of April. The rest
would come due on July 1.

As of Thursday, all offers for July 1 contracts were declined.
According to the report, the swap, known locally as the ``cupom
cambial,'' or exchange- rate coupon, is used by investors to
hedge against declines in the value of the real against the
dollar, by swapping local real-based interest rates on a fixed
amount of dollars for local dollar-indexed rates.

The government would be obliged to pay contract holders the
equivalent losses from any decline in the fixed amount of the
Brazilian currency against the dollar, plus a premium.

However, contract holders would have to pay the government in the
event the value of the dollar falls below that of the reais.

The contracts settle daily on Sao Paulo's BM&F commodities and
futures exchange until maturity.

To compensate for any change in the local currency, the
government will resort to settle the securities from cash
reserves, if the investors refuse to buy new contracts.

The country faces more than US$4 billion of contracts and dollar-
indexed bonds maturing before the end of the year, said the
central bank.


* Brazil Expects Debt Reduction Next Year
-----------------------------------------
The central bank of Brazil is forecasting a reduction of
government debt as the cost of servicing liabilities linked to
the US dollar will be reduced. The easing would come as a result
of an expected stabilization of the Brazilian currency, reports
Bloomberg News.

Altamir Lopes, head of the central bank's economic research said
that the total debt may fall to about 76.5 percent of the gross
domestic product, if the currency holds its gains after a 4
percent rise last month.

As of October, the country's total debt was BRL1.13 trillion
(US$314.7 billion), about 78 percent of GDP.

However, some economists said that increasing borrowing costs may
stop a decline in total debt. The report indicated that debt
servicing jumped last month after the central bank raised its
overnight interest rate 300 basis points to 21 percent and the
government paid about US$1.7 billion in principal and interest to
foreign bondholders.

About four-fifths of the country's debt is linked to interest
rates and the dollar, and the new administration, led by Inacio
Lula da Silva needs to pay about one-third of the total debt next
year.

A weakening of the currency or an increase in interest rates, or
both may force the country to default on its debt, the largest
ever in history.

An analyst said that the 22 percent increase in the overnight
rate last week will cost the government about BRL3.3 billin per
year, but the central bank still expects the currency to
strengthen, enough to compensate for the rise in floating- and
fixed-income notes linked to the benchmark rate.

Brazil's budget deficit widened to BRL8.3 billion last month due
to higher cost of credit, however, Lopes expects that this should
narrow this month.



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



GRUPO COVARRA: Court Extends Time To Tackle Debt Issues
----------------------------------------------------------
A court in Cuernavaca (Morelos) granted Mexican textile company
Grupo Covarra more time to reach a deal with its more than 155
foreign creditors and avoid bankruptcy, reports El Financiero.
The company has been in the first stage of legal insolvency since
March.

Grupo Covarra, which is dealing with US$100 million in debt,
originally had until October 20 to reach an agreement with
creditors but the magistrate gave it a 30-day extension. The 30-
day extension however was extended to 90 days due to the
complexity of the Company's problems.

Even after taking up the legal insolvency process, Grupo Covarra
has continued to suffer from losses. The downturn in the textile
market, both domestically and internationally, and the increase
in the costs of raw materials have complicated its financial
condition.

  CONTACT:  GRUPO COVARRA-RIVITEX, S.A. DE C.V.
            Carr. Federal Cuernavaca - Cuautlan Km 0.5
            Col. Flores Magon
            62370 Cuernavaca, MOR
            Phone: (73) 22 29 00 Fax: (73) 22 29 00
            http://www.adnet.com.mx/covarra


GRUPO MEXICO: Sets Copper Production Targets, Updates Refi
----------------------------------------------------------
Mining giant Grupo Mexico expects to produce about 900,000t of
copper this year, says Reuters.

Citing Xavier Garcia de Quevedo, the news agency reveals that
some 350,000t will come from the Company's 54.2%-owned Southern
Peru Copper Corp., 300,000t from Mexican operations and 245,000t
will come from its US subsidiary Asarco.

According to the executive, the Mexico City-based company would
probably turn out 300,000t of semi-manufactured copper products
this year, mainly copper wire.

Meanwhile, Grupo Mexico announced Wednesday that it is close to
concluding talks with U.S. authorities to transfer its majority
stake in SPCC from Asarco to the mining holding Americas Mining
Corp. The transfer could reach a total value of US$800 million,
according to market estimates.

Officials said it was gathering some US$600 million in credits to
help in purchasing the 54.2% stake in SPCC, which is the
principal copper company in Peru.

Executives from Grupo M‚xico said the Company had secured US$200
million through its rail affiliate from "a financial institute"
and is negotiating another US$300 million from another group
whose name was not revealed.

The purchase of SPCC stock will allow Asarco to increase its
liquidity to pay a revolving credit for US$450 million that comes
due Jan. 31, but was originally due this month.

CONTACT:  GRUPO MEXICO S.A. DE C.V.
          Avenida Baja California 200,
          Colonia Roma Sur
          06760 M,xico, D.F., Mexico
          Phone: +52-55-5264-7775
          Fax: +52-55-5264-7769
          Home Page: http://www.gmexico.com
          Contacts:
          Germ n Larrea Mota-Velasco, Chairman and CEO
          Xavier Garca de Quevedo Topete, President and COO
          Alfredo Casar P,rez, COO, Ferrocarril Mexicano
          Daniel Ch vez Carre n, COO, Industrial Minera M,xico
          Daniel Tellechea Salido, VP and Administration and
                                      Finance  President

          ASARCO
          2575 E. Camelback Rd., Ste. 500
          Phoenix, AZ 85016
          Phoenix City
          Phone: 602-977-6500
          Fax: 602-977-6701
          Home Page: http://www.asarco.com
          Contacts:
          Germ n Larea Mota-Velasco, Chairman and CEO
          Genaro Larrea Mota-Velasco, President
          Daniel Tellechea Salido, VP and CFO


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

BELLSOUTH PERU: Forecasts Improved Sales For Next Year
------------------------------------------------------
Bellsouth Corp.'s unit in Peru expects to boost sales by 10
percent next year, according to its president Juan Saca on
Thursday, adding that the company may target new areas of
business beyond mobile phones.

According to Mr. Saca, the company had increased sales this year,
as a result of an increase of its client base and call volume
after an improvement of the country's economy. Mr. Saca was
quoted by Reuters saying the company now has 550,000 clients, and
30 percent of the mobile market income.

BellSouth Peru, which has invested about US$550 million since it
started in the country 5 years ago, faces competition from the
Peruvian unit of Telecom Italia Mobile. The report also indicated
that Telefonica del Peru, claiming 59 percent market share,
dominates the telecommunications industry in the country, which
some say is worth about US$380 million per annum. Last year, the
company reported a net loss of US$41.5 million, compared to a
loss of US$62.5 million in 2000.

BellSouth Corporation, which is based in the United States, also
has units in Ecuador, Colombia, Nicaragua, Panama, Guatemala, and
Uruguay.

CONTACT:  BELLSOUTH CORPORATION
          1155 Peachtree St. NE
          Atlanta, GA 30309-3610
          Phone: 404-249-2000
          Fax: 404-249-5599
          Home Page: http://www.bellsouth.com/
          Contacts:
          Investor Relations
          Phone (US):    800.241.3419
          Fax: 404.249.2060
          E-mail: investor@bellsouth.com




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

URUGUAYAN BANKS: Officials Consider Closure, Replacement
--------------------------------------------------------
Defunct Uruguayan banks Banco Comercial SA, Banco de Montevideo
SA and Banco La Caja Obrera SA will be shut down. The move is
viewed as part fulfillment of a promise made by the government in
August to obtain a US$3.8 billion credit line from the
International Monetary Fund, World Bank and Inter-American
Development Bank.

According to Bloomberg, following the closure, a new entity, to
be named Nuevo Banco Comercial, will rise from the ashes of the
three failed banks. The government will send a proposal to
Congress "over the next few days", Economy Minister Alejandro
Atchugarry said without revealing whether the new bank would be
state-owned or private.

Banco Comercial -- majority owned by J.P. Morgan Chase & Co.,
Credit Suisse First Boston and Dresdner Bank AG -- Banco
Montevideo, Banco Caja Obrera were suspended by the country's
central bank earlier this year, due to capital and liquidity
problems.

A fourth bank, Banco de Credito was also suspended and according
to Atchugarry, the government is still considering a proposal
from St. George Ltd., an investment arm of the Rev. Sun Myung
Moon's Unification Church, to reopen the said bank.

CONTACT:  BANCO COMERCIAL
          Cerrito No. 400,
          11100 Montevideo
          Phone: 960-394/97
          Fax: 963-569
          Home Page: www.bancocomercial.com.uy/

          BANCO MONTEVIDEO
          Misiones
          1399 - Montevideo
          Fax: 9162880
          E-mail: info@bm.com.uy
          Home Page: http://www.bancomontevideo.com.uy
          Contact: Sr. Marcelo Pestarino, President


               ***********


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.
This material is copyrighted and any commercial use, resale or
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