/raid1/www/Hosts/bankrupt/TCRLA_Public/021212.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, December 12, 2002, Vol. 3, Issue 246

                           Headlines


A R G E N T I N A

NII HOLDINGS: Signs $100M Sale-Lease Back Deal With ATC


B E R M U D A

ANNUITY & LIFE: S&P Lowers Ratings to 'BBB-'
TYCO INTERNATIONAL: Appoints New Human Resources Senior VP


B R A Z I L

AOLA: Aims To Launch Broadband Services Next Year
AOLA: Predicts Flat Revenues for Brazilian Unit
ELETROPAULO METROPOLITANA: Hedging to Meet Debt Deadlines
EMBRATEL: Sector Regulations Delay Takeover Bid
STATE-RUN BANKS: Privatization Program In Jeopardy
VARIG: Controllers May Conceed To Prevent Collapse


C H I L E

AES GENER: Delays Totihue EIS Presentation Again
EDELNOR: NorAndino Sets January 4 Deadline for Guarantees


C O L O M B I A

EDT: Metrotel Expresses Willingness To Take Over Management
MILLICOM INT'L: Intends To Sell Colombian Operations


M E X I C O

ASARCO: Seeks Union Agreement On Workers' Temporary Pay Cut
SANLUIS CORPORACION: Restructures $255M Of Debt


T R I N I D A D   &   T O B A G O

BWIA: Executive Assures UAL Is Still Strong Partner


V E N E Z U E L A

PDVSA: Strike Prompts S&P CreditWatch Negative Warning
PETROZUATA FINANCE: S&P Puts $1B Of Bonds on Watch Negative
PDVSA FINANCE: Sr. Notes Go to S&P CreditWatch Negative
SIDOR: Posting Record Production Levels Despite Debt Troubles


     - - - - - - - - - -


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

NII HOLDINGS: Signs $100M Sale-Lease Back Deal With ATC
-------------------------------------------------------
NII Holdings, Inc. (OTCBB:NIHD) announced Tuesday the signing of
a definitive agreement with American Tower Corporation (NYSE:AMT)
for certain of NII's subsidiaries to sell at least 535
communication towers for an aggregate of $100 million to ATC and
lease them back.

The transaction is expected to close in stages, with the first
closing of approximately $30 million scheduled to be finalized by
the end of 2002, subject to customary closing conditions.
American Tower has also agreed to provide up to 250 additional
cell sites to NII Holding's incremental network build-out, of
which at least 100 cell sites must be co-locations on American
Tower's existing towers. The remaining 150 cell sites, if not co-
located on the American Tower's existing towers, will be part of
a build-to-suit program, which is expected to be completed over
the next three years.

"We are pleased to enter this transaction with American Tower,"
said Steve Shindler, CEO of NII Holdings. "It will provide NII
with incremental cash liquidity and, as importantly, allows us to
reduce our cash capital expenditures as we enter into the build
to suit component of this transaction. We recently completed a
successful debt restructuring, emerging as a financially healthy
company with tremendous assets and a solid operational track
record. With a fully funded business plan with annual revenues in
excess of $700 million, less than $500 million in debt and 1.2
million wireless subscribers with the best ARPU and EBITDA per
subscriber in Latin America, we are now on track to deliver
strong operating cash flow growth and a clear company-wide focus
on profitability and free cash flow generation."

    About NII Holdings, Inc.

NII Holdings, Inc., a publicly held company based in Reston, Va.,
is a leading provider of mobile communications for corporate
customers in Latin America. NII Holdings Inc. has operations in
Argentina, Brazil, Chile, Mexico and Peru, offering a fully
integrated wireless communications tool with digital cellular
service, text/numeric paging, wireless Internet access and Nextel
Direct Connect(R), a digital two-way radio feature. NII Holdings
Inc. trades on the over-the -counter market under the symbol
NIHD.

CONTACT:  NII Holdings, Inc.
          Byron R. Siliezar, 703/390-5170 (Investor Relations)
          Byron.siliezar@nextel.com
                  or
          Claudia E. Restrepo, 305/779-3086 (Media Relations)
          Claudia.restrepo@nextel.com



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

ANNUITY & LIFE: S&P Lowers Ratings to 'BBB-'
--------------------------------------------
Standard & Poor's Ratings Services said Tuesday that it lowered
its counterparty credit and financial strength ratings on Annuity
& Life Reassurance Ltd. and its subsidiary, Annuity & Life
Reassurance America Inc. (collectively referred to as Annuity &
Life Re), to 'BBB-' from 'BBB+' following a review of the
company's recent operating results as well as its plans to raise
capital and secure collateral facilities to back statutory
reserves ceded by U.S.-based life insurers.

Standard & Poor's also said that it lowered its counterparty
credit rating on Annuity & Life Re (Holdings) Ltd. to 'BB-' from
'BB+'. The ratings remain on CreditWatch with negative
implications, where they were placed on November 20, 2002.

"Although Annuity & Life Re has made progress on the capital and
collateral issues, continued execution risk exists," said
Standard & Poor's credit analyst Rodney A. Clark. "The company's
capital remains adequate for the current rating, but failure to
raise additional capital and to maintain existing collateral
facilities would restrict the company's ability to issue
additional profitable new business in 2003."

In addition, there is concern that downgrade triggers associated
with certain contracts could cause more profitable contracts to
be recaptured by ceding companies or assumed by a third party.
The recapture of certain contracts would help the company to
manage its capital and collateral issues but would leave the
company with reduced profitability and increased volatility on
remaining business. Standard & Poor's will continue to monitor
the Annuity & Life Re's efforts to raise capital as well as the
adequacy of its collateral facilities.

If the remaining issues are resolved satisfactorily by year-end
and no significant downgrade triggers are exercised, the ratings
are likely to be removed from CreditWatch and affirmed at the
current level. If these issues are not resolved, or if downgrade
triggers substantially reduce the company's profitable contracts,
the ratings on Annuity & Life Re could be lowered into the 'BB'
category.

CONTACT:  STANDARD & POOR'S
          Rodney A Clark, FSA, New York, 212/438-7245
          Kevin Ahern, New York, 212/438-7160
          Robert G Partridge, New York, 212/438-7231


TYCO INTERNATIONAL: Appoints New Human Resources Senior VP
----------------------------------------------------------
Tyco International Ltd. (NYSE: TYC, BSX: TYC, LSE: TYI) announced
Tuesday that Laurie Siegel has been appointed Senior Vice
President, Human Resources. She will report to Chairman and Chief
Executive Officer Ed Breen.

Ms. Siegel was previously at Honeywell International, where she
spent eight years in various roles, most recently as Vice
President, Human Resources, Specialty Materials. Ms. Siegel also
served at Honeywell as the Vice President, Human Resources,
Aerospace Services; Vice President, Human Resources Services; and
Director, Compensation. She has extensive experience in
organization design, talent management, executive compensation,
and use of Six-Sigma methodology applied to HR processes.

Mr. Breen said: "Laurie Siegel is an outstanding human resources
professional with extensive experience in diversified, global,
manufacturing companies. At Tyco she will help us establish
processes for identifying, developing and promoting talent
throughout the organization. She will be integral to the
management team we are continuing to build here at Tyco."

Ms. Siegel said: "I could not be more enthusiastic about taking
this position at Tyco. Ed Breen and his executive team are
committed to a disciplined approach to human resources management
at all levels of the Company. Tyco employs a remarkable number of
talented men and women, and one of our great challenges will be
to ensure that every one of them has the opportunity to reach his
or her potential at the Company. With senior management's full
support, I believe we can achieve that goal."

Ms. Siegel's appointment is effective January 2, 2003. She
succeeds Patricia Prue, who has resigned from the Company to
allow Mr. Breen, as Tyco's new CEO, to build the Company's
management team.

Mr. Breen said: "I respect Patty's decision to leave the Company
at this time, and I appreciate her help over the last few months
in the transition we are implementing here at Tyco."

Prior to joining Honeywell, Ms. Siegel was also Director, Global
Compensation at Avon Products and a Principal at Strategic
Compensation Associates. Ms. Siegel graduated from the University
of Michigan with a Bachelor of General Studies and received a
Masters of Business Administration and a Masters in City Planning
from Harvard University.

ABOUT TYCO INTERNATIONAL LTD.

Tyco International Ltd. is a diversified manufacturing and
service company. Tyco is the world's largest manufacturer and
servicer of electrical and electronic components; the world's
largest designer, manufacturer, installer and servicer of
undersea telecommunications systems; the world's largest
manufacturer, installer and provider of fire protection systems
and electronic security services and the world's largest
manufacturer of specialty valves. Tyco also holds strong
leadership positions in medical device products, and plastics and
adhesives. Tyco operates in more than 100 countries and had
fiscal 2002 revenues from continuing operations of approximately
$36 billion.

CONTACT: Gary Holmes (Media)
         Tel 212-424-1314

         Kathy Manning (Investors)
         Tel 603-778-9700



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

AOLA: Aims To Launch Broadband Services Next Year
-------------------------------------------------
The Brazilian operation of US-based ISP and content provider
America Online Latin America is currently in negotiations with
two local fixed line incumbents Telemar and Telesp over plans to
offer broadband services in 2003. In a Business News Americas
report, AOLA Brazil operations director Cyro Ovalle said
discussions have taken longer but are expected to conclude
sometime next year.

AOLA has already initiated a pilot program with 200 users through
a partnership with local fixed line incumbent Brasil Telecom, Mr.
Ovalle said. Broadband services are not expected to represent a
significant source of revenues, but the Company is planning to
offer a variety of value-added services to attract new clients.

AOLA was the first service launched by AOL Latin America. It was
launched in November 1999, and began as a joint venture of
America Online, Inc., a wholly owned subsidiary of AOL Time
Warner Inc. (NYSE:AOL), and the Cisneros Group of Companies.
Banco Itau, a leading Brazilian bank, is also a minority
stockholder of AOL Latin America.

CONTACT:  America Online Latin America, Inc., Fort Lauderdale
          Financial Community
          Monique Skruzny, 954/689-3256
          aolairr@aol.com
            or
          News Media
          Fernando Figueredo, 954/689-3256
          LatAmPressMail@aol.com


AOLA: Predicts Flat Revenues for Brazilian Unit
------------------------------------------------
America Online Latin America expects online ad revenues of its
Brazilian operation to remain stable next year, according to its
Brazil marketing and e-commerce director Ricardo Daumas.

A report from the Tuesday edition of Business News Americas
revealed that the Company had taken 6-7% of all online
advertising revenues in Brazil, which is estimated to be worth
BRL260 million (US$68.2 million).

However, Mr. Daumas said that online ad revenues make up only 10
percent of the Company's revenues. The rest come from the ISP's
core business of Internet access. Of its total ad revenue, e-
tailers contribute 30-40%, said Mr. Daumas, adding that AOLA
Brazil has partnerships with over 40 local e-tailers.

AOLA Brazil also plans to improve product marketing to niche
customers in theme-specific areas, rather than expecting
consumers to visit the online shopping section on their own, in
order to boost revenues from e-commerce partners.

CONTACT:  AOL TIME WARNER INC.
          Head Office
          75 Rockefeller Plaza
          New York
          NEW YORK
          United States
          10019
          Tel  +1 212 484-8000
          Web  http://www.aoltimewarner.com
          Contacts:
          Stephen M. Chase, Chairman
          Richard D. Parsons, Chief Executive Officer


ELETROPAULO METROPOLITANA: Hedging to Meet Debt Deadlines
---------------------------------------------------------
Brazilian companies face a number of financial obligations coming
due in the following weeks. The majority of the companies that
have to make debt payments soon are banks, which, according to
the report, have more capacity to meet their debts. The report
had mentioned Banco Votorantim as an example. Despite several
foreign debt payments coming due this month, it is seen as one of
the financially stronger companies in the country.

However, some companies may have to struggle to pay their debts.
Klabin SA, for example, has to make a payment of US$60 million in
late December. The company had negotiated with major banks,
including the Brazilian Development Bank (BNDES) to help it with
its financial needs until the second half of next year.

Eletropaulo Metropolitana also had to make a US$100 million
payment, which was due last Monday. The company had received an
extension of a few more days to make a payment. Eletropaulo had
managed to extend the deadlines on hundreds of million of debt
that came due earlier this year.

However, many companies in Brazil have purchased derivatives
contracts offered by the central bank. Upon maturity, these
contracts ensure that the buyers will have enough money in the
local currency to settle their dollar debts, even if the real
declined in the period.

A report from Dow Jones Newswires reveals that swaps coming due
between December 11 and January 7 total about US$10.2 billion,
while companies face debt amortizations worth about US$2.2
billion come due this month, while another US$1.2 billion matures
next month.

Luis Fernando Lopes, economist at J.P. Morgan in Brazil, said
that these companies may not need to use all the hard currecy
they would be receiving from their swaps, saying they would
probably strengthen the real if they sold their dollars in the
form of their swap investments.

Companies "may not be forced to replace all their (dollar-linked
investments) coming due, but if the situation is nervous enough
it's possible that they will," said Adam Weiner, an analyst at
ING Barings in New York. Still, "the numbers themselves don't
represent any kind of time bomb," Weiner said.

Analysts fear that the real would decline further as an effect of
the central bank's attempts to renew US$3.7 billion in dollar-
linked investments that come due on December 12 and December 18.

The report also said that the central bank should have the means
to absorb the demand for dollars, even if the companies decide to
renew their swaps.

The future of Brazilian companies lies, in large part, on the
ability of the upcoming administration, under Inacio Lula da
Silva to keep the economy stable.

CONTACT:  Klabin SA
          Rua Formosa, 367 - 12o Andar
          Centro
          01075-900 Sao Paulo - SP
          Brazil
          Tel  +55 11 3225-4000
          Fax  +55 11 3225-4241
          Web  http://www.klabin.com.br
          Contact:
          Pedro Franco Piva, Chairman

          Eletropaulo Metropolitana Electricid
          Pca Professor Jose Lannes, 40 - 17
          andar
          Brooklin Novo
          04571-100 Sao Paulo - SP
          Brazil
          Tel  +55 11 5501-7400
          Fax  +55 11 4469-4114
          Web  http://www.eletropaulo.com.br
          Contact:
          Luiz D. Travesso, Chairman


EMBRATEL: Sector Regulations Delay Takeover Bid
-----------------------------------------------
An executive of Brazilian telephone company Telemar admitted that
it would be difficult for his company and rivals Telefonica and
Brasil Telecom to seal a joint acquisition of leading long-
distance operator Embratel by year-end, relates Reuters.

"I think it will be hard to close the deal by the end of the
year," Jose Fernandes Pauletti, the President of Tele Norte Leste
Participacoes (Telemar), said. "There are difficulties ahead, and
before those (are resolved), it is hard to talk of a date."

The three companies are discussing setting up an investment fund
abroad to skirt rules, which would prevent them from buying the
Brazilian subsidiary of bankrupt telecommunications provider
WorldCom Inc. This process alone could take long.

Government rules on acquisitions in the telecommunications market
before 2003, five years after the sector was privatized, bar the
fixed-line firms from buying the operator.

The National Telecommunications Agency, which regulates the
sector, has said it is against the sale to the three fixed-line
firms because it violates anti-trust laws.

Embratel Participacoes, a unit of US-based Worldcom, Inc., has
been battling with seven consecutive quarterly losses and
apprehensions have been raised as to its ability to pay its hefty
debts. Despite these woes, Embratel insisted it is not for sale
and branded talk to the contrary as a bid by fixed-line firms to
destabilize the market to their advantage.

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


STATE-RUN BANKS: Privatization Program In Jeopardy
--------------------------------------------------
Speculation is mounting that the Brazilian government is about to
call off its privatization program for this year, Dow Jones
suggests.Just a little more than a week after it effectively
buried the auction of Maranhao's state bank, the central bank
withdrew a plan to sell the state bank of Santa Catarina.

Banco do Estado de Santa Catarina SA was scheduled to go on the
auction block this month for a minimum price of BRL521 million.
But injunctions filed by the Santa Catarina state government
blocked the future operation, and the federal government has run
out of time to overturn the said injunctions.

Santa Catarina's state government is opposed to the sale claiming
that it will be left with a debt of BRL1 billion after spending
BRL1.5 billion cleaning up the institution's books.

The government is now left with the tiny state banks of Ceara and
Piaui on the market, but the sale of these two banks is also at
risk because of litigation, bureaucracy, weak investor interest
and political pressure.

Furthermore, any delay beyond December means that the sales will
likely be cancelled by President-elect Luiz Inacio Lula da Silva
next year.

According to political circles, Lula, who needs support for his
reforms, has told regional governors he would be prepared to push
for a delay of the sales if it were in their interest.


VARIG: Controllers May Conceed To Prevent Collapse
-------------------------------------------------------
The Ruben Berta Foundation, which owns 87% of Varig, said it was
ready to reduce its stake in the ailing Brazilian airline in
order to avert bankruptcy, reports EFE.

"The Foundation has acquiesced on the question of control and has
approved the possibility of becoming a minority shareholder,"
Varig CEO Manuel Guedes said after meeting with Development,
Industry and Trade Minister Sergio Amaral on Monday.

Varig is struggling with debts totaling US$764 million and a
negative net equity of US$450 million. Its long-running financial
crisis came to a head last month when the Foundation ditched an
agreement between the airline's board of directors and creditors,
prompting the resignation of Varig's top executive and directors.

The rejection also ended any chance of receiving help from the
government, which was ready to inject capital of US$300 million
through the National Economic and Social Development Bank
(BNDES). The government said it would only provide funds if Varig
presented a solid restructuring plan.

The Company's new interim president, Manuel Guedes, described the
situation at the Company as delicate but he stressed that the
US$764-million can be renegotiated.

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



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

AES GENER: Delays Totihue EIS Presentation Again
------------------------------------------------
Chilean generator AES Gener received a year-long extension in
presenting the environmental impact study (EIS) for its 740 MW
Totihue thermoelectric project located in Chile's Region VI,
reports Business News Americas Tuesday, citing local press.

The Company's third extension for making the presentation comes
despite assertions that the project meets all environmental
regulations. The project faced fierce opposition from the local
wine industry, who interpret the delay as time for the Company to
look for a new and less problematic location for the project.

The report indicated that Region IV is an attractive location for
generators because of the proximity to load center and capital
city Santiago. The availability of gas through the recently
approved extension of the GasAndes pipeline to the area, adds to
the location's viability.

However, the region is also a prime wine producing area, hence
the wine makers' opposition.

Other generators in the region had also suspended the
presentation of their projects' EIS. Colbun, for instance, has
suspended its Candelaria thermoelectric project's EIS
presentation until May 2003.

In September, Australia's Pacific Hydro and German engineering
firm Lahmeyer International moved the presentation date for its
EIS until December 25 this year, for its US$250mn, 240MW La
Higuera run of the river hydro project.

CONTACT:  AES GENER S.A
          Head Office
          3rd Floor
          Mariano Sanchez Fontecilla
          310
          Santiago
          Chile
          Tel  +56 2 686 8900
          Fax  +56 2 686 8991
          Web  http://www.gener.cl
          Contact:
          Robert Morgan, Chief Executive

          COLBUN SA
          Head Office
          AV. 11 DE SEPTIEMBRE
          2355
          SANTIAGO
          Chile
          Tel  +56 2 460 4000
          Fax  +56 2 460 4005
          Contact:
          Engr Yves Jourdain, Chairman
          Engr Emilio Pellegrini Ripamonti, Vice Chairman

          LAHMEYER INTERNATIONAL GMBH
          Friedberger Str.173
          61118 Bad Vilbel
          Phone: +49 6101 55-0
          Fax: +49 6101 55-2222
          E-Mail: info@lahmeyer.de


EDELNOR: NorAndino Sets January 4 Deadline for Guarantees
---------------------------------------------------------
Troubled Chilean energy distributor Empresa Electrica del Norte
Grande S.A. (ELDENOR S.A.) gained additional time to provide
guarantees for its natural gas supply contracts with natural gas
transport company Gasoducto NorAndino, reports Business News
Americas. According to a statement issued by Chile's securities &
exchange commission, NorAndino has extended the deadline to
January 4, next year.

Edelnor, which is controlled by FS Inversiones, signed a gas
transport agreement (GTA) with NorAndino in 1997 and this
required Edelnor to maintain a credit rating of BB+ or higher
with credit rating agency Standard & Poor's (S&P).

However, in 1999, the credit rating fell below the stipulated
level. This is the fifth time NorAndino has extended the
deadline. The guarantee was originally provided by former Edelnor
owner Mirant, which sold out to FS Inversiones. Belgian power
company Tractebel controls Norandino and has an option to buy
Edelnor from present owner FS Inversiones.

Edelnor is a partially integrated utility engaged in the
generation, transmission, and sale of electric power in northern
Chile. It operates generating facilities with a capacity of
approximately 687MW and about 1056 km of transmission lines.

CONTACT:  Empresa Electrica Del Norte Grande SA
          Avenida Grecia 750
          Antofagasta, Chile
          Phone: +56 55 248500
          +56 55 248094
          Contact: Fernando del Sol, Chairman

          Tractebel Energia SA
          Registered Office
          Rua Antonio Dib Mussi, no 366
          Centro
          88015 - 110 Florianopolis - SC
          Brazil
          Tel  +55 48 221-7016
          Fax  +55 48 221-7015
          Web  http://www.gerasul.com.br
          Contacts:
          Mauricio Stolle Bahr, Chairman
          Eric L.J. de Muynck, Vice Chairman



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

EDT: Metrotel Expresses Willingness To Take Over Management
-----------------------------------------------------------
EDT would be secure in the hands of Colombian local telephony
provider if President Alvaro Uribe decides to hand management of
Barranquilla's municipal telco to Metrotel instead of liquidating
the intervened company, suggests Business News Americas. Metrotel
CEO Raul Navarro was quoted by local daily El Heraldo as saying
that his company is fully capable of operating EDT.

One option under consideration is for Metrotel to replace public
services regulator Superservicios as EDT's administrator until
its assets are sold, Mr. Navarro revealed. The proceeds of the
sale would be invested in a fund to cover EDT's COL230-billion
(US$82mn) pension liability before anything else. Besides the
pension liability, EDT has a COL54-billion debt with the central
government and COL150 billion in other debts.

Additionally, Metrotel's greater operating efficiency could help
cut EDT's COL50,000 line activation costs to something closer to
Metrotel's COL17,000 cost, instantly freeing up some COL30
billion, the CEO said.  EDT has 140,000 lines in service, while
Metrotel has 100,000.

According to estimations by Barranquilla mayor Humberto Caiafa,
EDT would need US$140 million in investments to restore financial
balance.

Mr. Navarro blamed Superservicios for the COL25-billion loss in
the value of EDT since its intervention.


MILLICOM INT'L: Intends To Sell Colombian Operations
----------------------------------------------------
In an official company press release, Millicom International
Cellular S.A. ("Millicom") (Nasdaq: MICC), a global
telecommunications investor, announced Tuesday that it has
entered into separate discussions with third parties for the
disposal of its cellular operations in The Philippines (Extelcom)
and Colombia (Celcaribe). The company cautioned that there can be
no assurance that either transaction will occur.

Extelcom, Millicom's business in The Philippines, has continued
to experience a number of difficult operational and trading
issues, which have adversely impacted its financial performance.
The board of Millicom has therefore concluded that the most
appropriate course of action is to pursue a sale of Extelcom.
Discussions with a potential buyer are ongoing and it is
currently anticipated that the sale of Extelcom will be made for
little consideration. It is expected that the sale of Extelcom
will result in Millicom incurring a book write-off of
approximately US$50 million.

Separately, Millicom is in discussions with a third party
regarding the potential sale of Celcaribe, Millicom's business in
Colombia. In the context of this transaction, the third party
potential purchaser is currently conducting due diligence of
Celcaribe's operations. It is currently anticipated that the sale
of Celcaribe will result in Millicom incurring a book write-off
of approximately US$125 million.

Millicom also announces that it has retained Lazard to assist it
in reviewing strategic alternatives to address Millicom's ongoing
liquidity needs, including other potential asset sales and
divestitures, the availability of new debt and equity financing
and potential debt restructuring alternatives.

Millicom has, directly or through its affiliates, repurchased
from time to time over the past year a portion of its outstanding
debt securities at a discount from par and may continue to do so
in the future depending upon market conditions and its other
liquidity needs.

Millicom is a global telecommunications investor with cellular
operations in Asia, Latin America and Africa. It currently has a
total of 18 cellular operations and licenses in 17 countries. The
Group's cellular operations have a combined population under
license (excluding Tele2) of approximately 444 million people.
Millicom also has a 7.0% interest in Tele2 AB, the leading
alternative pan-European telecommunications company offering
fixed and mobile telephony, data network and Internet services to
over 16 million customers in 21 countries. Millicom's shares are
traded on the Nasdaq Stock Market under the symbol MICC.

CONTACTS:  MILLICOM INTERNATIONAL CELLULAR S.A., Luxembourg
           Marc Beuls
           Telephone: +352 27 759 101
           President and Chief Executive Officer

           Jim Millstein
           Telephone: +1 212 632 6000

           Peter Warner
           Telephone: +44 20 7588 2721

           LAZARD
           Andrew Best
           Telephone: +44 20 7321 5022
           Investor Relations
           Shared Value Ltd., London



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

ASARCO: Seeks Union Agreement On Workers' Temporary Pay Cut
-----------------------------------------------------------
Grupo Mexico's troubled unit Asarco plans to ask its employees to
take a 15 percent pay cut until the end of next year, according
to a report from Reuters, citing Asarco spokesman Clay Allen.
Mr. Allen conceded that the cash-strapped company has not had
talks with the unions on the matter, adding that the Company
hopes to have the pay cut in effect by the beginning of next
year.

Asarco is planning to present the idea to the United Steelworkers
union soon, in order to fulfill its plan of starting the pay cuts
next month. Meanwhile, Grupo Mexico said that it decide on the
proposed closure of Asarco's mine in Mission, Arizona on December
21.

CONTACT:  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

          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 Garcˇa 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


SANLUIS CORPORACION: Restructures $255M Of Debt
-----------------------------------------------
SanLuis Corporacion, Mexico's largest manufacturer of car parts,
restructured close to US$255 million in debt, or 88% of its total
debt load, reports EFE. Of the total liabilities renegotiated,
US$148 million accounted for cash while US$107 million was
swapped for new bonds. The deadline to accede to the offer ended
on December 3, SanLuis said in a press release.

In August, Grupo SanLuis also struck a deal with creditors to
restructure US$291 million in eurobonds and commercial paper.

SanLuis Corporacion trades on the Mexican Stock Exchange under
the board code MSE: SANLUIS. Its Auto-Part Division, SANLUIS
Rassini, manufactures suspension and brake components and
systems, and it is a leading company in suspensions in North
America and mercosur. Over 85% of SanLuis Corporacion's
consolidated sales are made abroad and denominate in dollars.

CONTACT:  SANLUIS Corporacion, S.A. de C.V.
          Hector Amador
          Tel. +11-5255-5229-5838
          Fax. +11-5255-5202-6604
          Email: hamador@sanluiscorp.com.mex
          Web site:  www.sanluiscorp.com



=================================
T R I N I D A D   &   T O B A G O
=================================

BWIA: Executive Assures UAL Is Still Strong Partner
---------------------------------------------------
BWIA still considers United Airline (UAL) as a very strong
partner, despite the latter's filing for Chapter 11 bankruptcy
protection last Monday, reports the Trinidad Guardian. The
article said that BWIA's corporate communications director Clint
Williams was more optimistic during his interview on Monday.
Earlier, Williams had expressed concerns on UAL's bankruptcy.

Mr. Williams noted that the Chapter 11 does not mean the end of
UAL. He also said that he expects UAL to be on the way to
recovery by the time Trinidad and Tobago regains Category One
status from the US Federal Aviation Administration.

According to the report, Chapter 11 protection, under US law,
will allow United to continue its global operations while giving
it access to special financing.

However, UAL's application for a US$1.8 billion federal loan
guarantee was turned down by the Air Transport Stabilization
Board (ATSB), as UAL pilots voted "no" to a US$700 million pay-
cut package.

CONTACT:  British West Indies Airways
          Phone: + 868 627 2942
          E-mail: mailto:mail@bwee.com
          Home Page: http://www.bwee.com/
          Contacts:
          Conrad Aleong, President and CEO (Trinidad)
          Beatrix Carrington, VP Marketing and Sales (Barbados)
          Paul Schutz, CFO (Trinidad)

          UAL CORP.
          John Springer
          Manager-Investor Relation
          Email: cliff.hew@ual.com
          Tel (847) 700-7501
              or
          Solange Cobbs
          Investor Relations Assistant
          Email: solange.cobbs@ual.com
          Tel (847) 700-7365



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

PDVSA: Strike Prompts S&P CreditWatch Negative Warning
------------------------------------------------------
Standard & Poor's Ratings Services on Tuesday changed its ratings
on U.S. refining and marketing company PDV America Inc. and its
affiliates (including its wholly owned subsidiary CITGO Petroleum
Corp.) to CreditWatch with negative implications. The CreditWatch
listing follows the severe disruption of the operations of
Petroleos de Venezuela S.A. (PDVSA), PDV America's ultimate
parent, as a result of the work force strike that has curtailed
crude oil and refined product exports.

Tulsa, Okla.-based PDV America has about $2 billion of
outstanding debt.

"PDVSA has declared force majeure on crude supply arrangements
that contain margin stabilization provisions," noted Standard &
Poor's credit analyst Bruce Schwartz, CFA. "This is diminishing
the profitability and cash flow generation of CITGO's refineries
by forcing CITGO to refine crude oil from other suppliers," he
continued. Standard & Poor's is concerned for the company's
future credit quality because the disarray in Venezuela and PDVSA
could affect CITGO by limiting its access to external capital as
CITGO enters a year of heavy capital expenditures to meet clean
fuels standards and large refinancing requirements. CITGO's
marketing margins also may be squeezed as it is forced to source
product from alternative vendors.

Standard & Poor's will resolve the CreditWatch listing when
events warrant. If CITGO closes December 11th on a new bank
credit facility as planned, the ratings agency could resolve the
CreditWatch listing on the completion of a final review of the
agreement's terms. If the new facility is not obtained, key
events that could determine the direction of PDV America's credit
quality could include changes to the ratings of its parent and/or
a resolution to the labor and political unrest in Venezuela.

ANALYST:  Bruce Schwartz, CFA, New York (1) 212-438-7809


PETROZUATA FINANCE: S&P Puts $1B Of Bonds on Watch Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services on Tuesday placed the ratings
on Petrozuata Finance Inc.'s $1 billion bonds on CreditWatch with
negative implications. The bonds are currently rated 'BB-'. The
CreditWatch placement follows recent negative developments in
Venezuela that have begun to and that could further disrupt
Petrozuata's production, transport, and processing of heavy crude
oils and its export of synfuel products.

The developments include a strike by management and employees of
Petroleos de Venezuela S.A. (PDVSA), which has led to a large
reduction in domestic production and refining, a large drop in
exports of crude oil and refined products, and growing civil
unrest between the government and opposition groups.

The bonds are guaranteed by Petrolera Zuata, Pertozuata C.A.
Petrozuata is a heavy oil upgrading project that is located in
Venezeula (B-/Negative/--) and owned by Conoco Orinoco (50.1%), a
subsidiary of ConocoPhillips (A-/Stable/A-2), and PDVSA Petroleo
Y Gas (49.9%), a subsidiary of PDVSA (B-/Negative/--).

ConocoPhillps' management has reported that the strike has
started to affect operations at Petrozuata as of late yesterday,
Dec. 9th, due to insufficient hydrogen supply at the Jose
upgrader, which is provided by PDVSA. The curtailment has
resulted in a reduction in oil production to about 80,000 barrels
per day (bpd) from 120,000 bpd. Petrozuata's work force has not
joined in the strike actions. There are no operational problems
with oil transport, and export operations are normal.

The political situation in the country could lead to more
widespread developments that could continue to negatively affect
the company's wide range of operations. Petrozuata and other
heavy oil projects with operations at the Jose complex have been
negatively affected in the past by indirect strike actions, which
were resolved through government intervention. Also, there is an
increased risk of sovereign intervention in the oil and gas
sector, especially if the strike action continues unabated, as
the country's lack of exports would seriously deteriorate the
government's financial position.

Standard & Poor's expects to resolve the CreditWatch as
developments warrant. The rating could fall if Petrozuata's
operations are affected such that disruptions lead to material
cash flow loss, or following an adverse government intervention
into the sector or the project.

ANALYSTS:  Terry A. Pratt, New York (1) 212-438-2080
           Bruce Schwartz, CFA, New York (1) 212-438-7809


PDVSA FINANCE: Sr. Notes Go to S&P CreditWatch Negative
-------------------------------------------------------
Standard & Poor's Ratings Services on Tuesday placed its 'BB+'
ratings on the senior unsecured notes issued by PDVSA Finance
Ltd., a wholly owned subsidiary of Petr˘leos de Venezuela S.A.
(PDVSA), on CreditWatch with negative implications. The
CreditWatch placement affects US$3.6 billion and ?200 million
senior unsecured notes (see list).

The CreditWatch placement is due to the interruption of export
flows caused by labor disruptions in Venezuela and the potential
for future strikes to plague future production volumes. If the
near-paralysis of PDVSA's operations continues, Standard & Poor's
is concerned that the need to generate revenue both for PDVSA and
the Venezuelan government could reduce the willingness of the
government to continue to allow a portion of PDVSA's export
revenue to be trapped offshore to service the PDVSA Finance
notes.

PDVSA's production capacity has been greatly reduced as a result
of the labor turmoil in Venezuela, with some former PDVSA
officials estimating that it has been reduced as much as 70%.
Exports have been further disrupted by striking administrative
staff members and tanker captains. These actions affect PDVSA
Finance as it purchases receivables generated from crude oil
exports to designated customers in the U.S. and is required to
deliver a sufficient amount of receivables to ensure that
collections during the next debt service payment (debt service
coverage ratio) exceed 4x. As of November 2002, the debt service
coverage ratio was approximately 22.2x, requiring an 82% drop in
collections for the next three months (December to February) to
trigger an acceleration event, and a 95% drop in collections to
cause a payment default.

Given the importance of oil exports to the country, Standard &
Poor's does not believe that a strike itself would last long
enough to cause the PDVSA Finance notes to default. An offshore
reserve currently funded in an amount equal to the next debt
service payment (three months principal and interest) is
available if the strike lasts until the payment date in February
2003. However, a lowering of PDVSA Finance's credit rating could
occur if the political crisis continues. The transaction is
structured to mitigate sovereign interference risk by requiring
designated customers who purchase crude oil from PDVSA to deposit
payments into an offshore collection account controlled by the
trustee. Once crude oil exports resume, and if the political and
economic problems continue, the government may have a greater
incentive to try to reduce the amount of cash captured in the
offshore account by redirecting cash flow (either directly or by
redirecting the oil).

The outlooks on the Republic of Venezuela and PDVSA remain
negative.

RATINGS PLACED ON CREDITWATCH WITH NEGATIVE IMPLICATIONS
PDVSA Finance Ltd.

Class                                       Rating
                                  To                     From
A 6.45% notes due 2004            BB+/Watch Neg           BB+
B 6.65% notes due 2006            BB+/Watch Neg           BB+
C 6.80% notes due 2008            BB+/Watch Neg           BB+
D 7.40% notes due 2016            BB+/Watch Neg           BB+
E 7.50% notes due 2028            BB+/Watch Neg           BB+
F 8.75% notes due 2004            BB+/Watch Neg           BB+
G 6.25% notes due 2006            BB+/Watch Neg           BB+
H 9.40% notes due 2007            BB+/Watch Neg           BB+
I 9.75% notes due 2010            BB+/Watch Neg           BB+
J 9.95% notes due 2020            BB+/Watch Neg           BB+
K 8.50% notes due 2012            BB+/Watch Neg           BB+

ANALYSTS:  Nancy Gigante Chu, New York (1) 212-438-2429
           Bruce Schwartz, CFA, New York (1) 212-438-7809


SIDOR: Posting Record Production Levels Despite Debt Troubles
-------------------------------------------------------------
Siderurgica del Orinoco (Sidor), a Venezuelan flat steel maker,
continues to reap the rewards from the efforts it has gone
through to up its production capacity. According to Business News
Americas, with staff training, technology investment and cost
reductions, Sidor is likely to end the year with production of
2.8Mt. That far exceeds its design capacity by 400,000t.

Sidor first set out a new output record in October when it
registered 2.455Mt for molten steel, exceeding the previous
record of 2.453Mt set in 2000, the year it reached design
capacity.

A company spokesperson also revealed that Sidor has reduced its
accident rate by 30% from last year.

"There is a project to eliminate unsafe working conditions,
instill safe practices and, above all, get the workers to look
after themselves," the spokesperson said.

Sidor is the first large-scale plant in Venezuela, owned or
partly owned by the state, to exceed its installed capacity. At
the same time the Company has reduced emissions by 75%.

The Company failed to restructure US$1.4 billion in debt with
banks by the September 30 deadline and is now in talks with its
creditor banks.

Sidor was privatized in 1990 when the Amazonia consortium - made
up of Mexico's Hylsamex, Argentina's Techint group (including its
Mexican unit Tamsa), Venezuela's Sivensa and Brazil's Usiminas -
acquired 70% of the company.

State heavy industry holding company CVG held on to 30% but its
stake is due to rise to 42% under a refinancing package announced
in August that involves capitalizing part of Sidor's debt.

CONTACT:  SIDERURGICA DEL ORINOCO, C.A. (SIDOR)
          Edificio General, Piso 9
          Avda. La Estancia
          Chuao, Caracas 1060
          Venezuela
          Tel: (582) 902 3800/3917/3955
          Fax: (582) 993 2930
          Home Page: www.sidor.com.ve/




               ***********


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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Information contained herein is obtained from sources believed to
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