TCRLA_Public/030331.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, March 31, 2003, Vol. 4, Issue 63

                           Headlines

* A R G E N T I N A *

DIRECTV LA: U.S. Trustee Appoints Unsecured Creditors' Committee
DIRECTV LA: Motion to Reject Music Choice Contract
DIRECTV LA: Motion to Reject Kirch World Cup Contract
DIRECTV LA: Motion to Continue AP Services Employment
DIRECTV LA: Motion to Reject Galaxy Put Agreement
DIRECTV LA: Application to Employ Bankruptcy Services LLC
DIRECTV LA: Motion to Reject Four Disney Contracts
TGS: Plans to Meet $1.65M in Interest Payments
* One-Third Of Frozen Deposits to Be Released in Bonds

* B E R M U D A *

ANNUITY AND LIFE: Implements Measure to Stabilize Ailing Business
TYCO INTERNATIONAL: Keller Arnold Named as New VP

* B R A Z I L *

AES CORP: Faces April 15 Deadline to Pay Obligations to BNDES

* C H I L E *

ENAMI: Minister Calls on Sonami to Present Own Solution to Debts
ENDESA CHILE: Strikes Deal to Sell Canutillar for $174M

* C O L O M B I A *

AVIANCA: Fitch Downgrades Receivables Backed Notes to 'DDD'
AVIANCA: Corrected Interim Order

* M E X I C O *

ALESTRA: Extends Deadline for Outstanding Exchange Offers
AXTEL: Reduces Debt by $400M
EMPRESAS ICA: Finalizing Credit Agreement With Germany's WestLB
IUSACELL: Defaults on $266M Pact
IUSACELL: Has Until June to Comply With NYSE Requirements
LFC: May Have Enough Cash to Spend on Generation and Distribution
VITRO: Holds General Shareholders' Meeting
VITRO: Expands Production Capacity

* P A R A G U A Y *

* IMF Concludes 2002 Article IV Consultation With Paraguay

* T R I N I D A D   &   T O B A G O *

BWIA: Anticipates Net Income This Year, Despite Troubles
BWIA: Seeks Government Help Again
BWIA: Middle East Conflict Causing More Losses


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

DIRECTV LA: U.S. Trustee Appoints Unsecured Creditors' Committee
----------------------------------------------------------------
Pursuant to Sections 1102(a)(1) and 1102(b)(1) of the Bankruptcy
Code, Acting United States Trustee for the District of Delaware
Roberta A. DeAngelis appoints these five creditors of DirecTV
Latin America LLC to serve on the Official Committee of Unsecured
Creditors in DirecTV Latin America's Chapter 11 case:

    1. HBO Latin America Media Services
         Attn: Jose Sariego, Senior Vice President
         1 Alhambra Plaza, Penthouse, Coral Gables
         Florida 33134

    2. Buena Vista International, Inc.
         Attn: Alec M. Lipkind
         350 S. Buena Vista Street, Burbank
         California 91521

    3. Music Choice
         Attn: Kim Murphy, Esq.
         300 Welsh Road, #200, Horsham
         Pennsylvania 19044

    4. Infront Sports & Media AG f/k/a Kirch Media AG
         Attn: Michael Francombe, Esq.
         Grafenavweg 2, P.O. Box 4442, 6304 Zug
         Switzerland

    5. Thomson Inc.
         Attn: Nickolas R. Talsma
         10330 N. Meridian Street, Indianapolis
         Indiana 46290 (DirecTV Latin America Bankruptcy News,
         Issue No. 3, Bankruptcy Creditors' Service, Inc.
         609/392-0900)


DIRECTV LA: Motion to Reject Music Choice Contract
-------------------------------------------------
DirecTV Latin America, LLC's financial difficulty is due, in
large part, to its agreements with its Programming Providers.  In
reorganizing its business, DirecTV believes that it is necessary
and appropriate to reject immediately certain of these uneconomic
contracts to avoid incurring postpetition administrative expense
claims for contracts that do not benefit its estate, creditors
and other parties-in-interest.

Accordingly, pursuant to Sections 105(a) and 365(a) of the
Bankruptcy Code, DirecTV seeks the Court's authority to reject --
effective March 18, 2003 -- an Affiliation Agreement for
International DTH Satellite Exhibition of Programming, dated as
of July 17, 1996, with Music Choice, formerly Digital Cable Radio
Associates.

Joel A. Waite, Esq., at Young Conaway Stargatt & Taylor LLP, in
Wilmington, Delaware, relates that the Music Choice Contract
governs the distribution of Music Choice channels by DirecTV in
Latin America.  Under the current terms, the Music Choice
Contract is expected to cost DirecTV $20,000,000 over the
remaining life of the contract -- until June 2006.

Mr. Waite contends that the rejection is warranted, given that:

    (a) DirecTV receives similar programming from another
        provider at a substantially lower price in many of the
        same markets;

    (b) it will allow DirecTV to avoid incurring postpetition
        administrative expense claims with respect to the
        contract; and

    (c) the economic burden of the Music Choice Contract is
        further exacerbated by certain withholding taxes that
        are payable related to payments under this contract.

Moreover, Mr. Waite informs Judge Walsh that DirecTV has already
notified Music Choice of its intention to reject the Music Choice
Contract immediately.  Music Choice has been advised that DirecTV
would cease performing its obligations on the Petition Date.
(DirecTV Latin America Bankruptcy News, Issue No. 3, Bankruptcy
Creditors' Service, Inc. 609/392-0900)


DIRECTV LA: Motion to Reject Kirch World Cup Contract
-----------------------------------------------------
Pursuant to Sections 105(a) and 365(a) of the Bankruptcy Code,
DirecTV seeks the Court's authority to reject two contracts with
KirchMedia WM GmbH.  The Kirch Contracts are:

    (a) World Cup Contract -- License Agreement Letter, dated
        October 11, 2001, as amended, in relation to the 2002
        FIFA World Cup and the 2006 FIFA World Cup; and

    (b) Kirch Side Letter Agreement -- Letter Agreement dated
        October 11, 2001.

According to M. Blake Cleary, Esq., at Young Conaway Stargatt &
Taylor LLP, in Wilmington, Delaware, the World Cup Contract gives
DirecTV the exclusive right to broadcast the 2002 and 2006 FIFA
World Cup soccer matches throughout several Latin American
countries.  The World Cup Contract requires the payment of
$387,000,000 from 2000 to 2006, with approximately $267,000,000
due and payable post-2002.

Mr. Cleary informs the Court that DirecTV lost approximately
$75,000,000 as a result of the World Cup Contract in 2002.
Moreover, DirecTV believes that it would incur even greater
losses for the remainder of the contract.

On the other hand, the Kirch Side Letter Agreement required
DirecTV to pay $5,700,000 to Kirch on July 1, 2003 as full, final
and complete satisfaction of any claim regarding any costs Kirch
incurred in financing its acquisition of the rights licensed to
DirecTV under the World Cup Contract.  The payment would only be
triggered if the World Cup Contract is not fully, finally and
validly terminated prior to July 1, 2003.

On December 24, 2002, DirecTV sent a letter to Kirch, terminating
the World Cup Contract and the Kirch Side Letter Agreement.  To
the extent that this Court or any other Court determined that
DirecTV did not legally terminate the World Cup Contract, DirecTV
seeks to reject this contract through this motion.

Mr. Cleary asserts that the request should be granted because:
    (a) the Contracts do not benefit DirecTV's estate or
        creditors; and

    (b) it will allow DirecTV to avoid incurring postpetition
        administrative expense claims with respect to the
        Contracts. (DirecTV Latin America Bankruptcy News, Issue
        No. 3, Bankruptcy Creditors' Service, Inc. 609/392-0900)


DIRECTV LA: Motion to Continue AP Services Employment
-----------------------------------------------------
Pursuant to Section 363 of the Bankruptcy Code, DirecTV Latin
America LLC seeks the Court's authority to continue the
employment of AP Services, LLC as crisis managers and designate
Michael A. Feder as Interim Chief Restructuring Officer.

Craig D. Abolt, DLA Chief Financial Officer, relates that prior
to the Petition Date, APS provided Mr. Feder as its
representative to serve as Chief Restructuring Officer of
DirecTV.  In this capacity, Mr. Feder directed DirecTV's
operations with an objective of restructuring DirecTV, and
managed DirecTV's restructuring efforts, including negotiating
with parties-in-interest, and coordinating the "working group" of
DirecTV's employees and external professionals who are assisting
DirecTV in the restructuring.  Mr. Feder is assisted by a staff
of Temporary Employees provided through APS at various levels,
all of whom had a wide range of skills and abilities related to
this type of assignment.

Mr. Abolt asserts that Mr. Feder is well suited to provide the
restructuring services DirecTV requires.  Mr. Feder is affiliated
with the restructuring firm AlixPartners, LLC -- a leading
corporate restructuring advisor, which has a wealth of experience
in providing services in Chapter 11 cases and has an excellent
reputation for the services it has rendered on behalf of debtors
in cases throughout the United States.  Since its inception in
1981, AlixPartners has provided restructuring services in
numerous large cases, including most recently, United Companies
Financial Corp, Service Merchandise Co. and Maidenform Worldwide.

Furthermore, Mr. Abolt relates that Mr. Feder has been assisting
DirecTV in its restructuring efforts for approximately four
months prior to the Petition Date.  Among other things, Mr. Feder
has provided assistance to DirecTV with respect to implementing
and developing ongoing business and financial plans and
conducting restructuring negotiations with creditors.  Mr.
Feder's efforts are indispensable to DirecTV.  In providing
various prepetition services to DirecTV, Mr. Feder has worked
closely with other members of DirecTV's management and has become
well-acquainted with DirecTV's capital structure, accounting and
financial systems, business and operations difficulties and
related matters.  Thus, Mr. Abolt points out, Mr. Feder has
developed significant relevant experience and expertise regarding
DirecTV.

Mr. Abolt informs Judge Walsh that APS and DirecTV have entered
into an engagement letter to govern the relationship between
them.  By the Engagement Letter, APS has agreed to provide
interim senior management and a staff of Temporary Employees at
various levels.  According to the terms of the Engagement Letter,
Mr. Feder and the Temporary Employees will be compensated at
these hourly rates:

    Principals                      $325 - 640
    Senior Associates                275 - 495
    Associates                       235 - 385
    Accountants and Consultants      195 - 290
    Analysts                         135 - 160

Mr. Abolt clarifies that these hourly billing rates were
implemented in 2002 and were reviewed and revised as of January
1, 2003 in accordance with APS' normal billing practices.
According to the Employment Agreement, hourly rates for 2003
applicable to DirecTV will not exceed these rates by more than
5%.

In addition to the compensation of services, DirecTV will pay
directly or reimburse APS upon receipt of periodic billings, for
all reasonable out-of-pocket expenses incurred in connection with
this assignment, including, among others, travel, lodging,
telephone and facsimile charges.

Also, DirecTV agreed to pay APS a performance fee of:

    (a) $2,500,000 upon the earlier to occur of:

        (1) the effective date of a confirmed plan of
            reorganization, provided that the Court approval of
            the plan occurs no later than 11 months after the
            Petition Date; or

        (2) the consummation of a sale, whether in one or a
            series of transactions, of all or substantially all
            of the business, assets or securities of DirecTV,
            excluding the then-pending EchoStar transaction, in
            each case occurring as part of a Chapter 11 filing
            and approved by the current executive committee of
            DirecTV provided, however, that the consummation
            occurs not later than 11 months after the Petition
            Date; or

    (b) $2,000,000 upon the earlier to occur of:

        (1) the effective date of the plan of reorganization; or

        (2) the consummation of a sale transaction; provided,
            however, that the approval or consummation occurs
            after the date that is 11 months after the Petition
            Date.

APS acknowledges that the Performance Fee is not payable if APS
is terminated for cause or if there is a conversion of a case.
APS further acknowledges that the Performance Fee is subject to
Court approval when earned.

Moreover, Mr. Abolt reports that the Engagement Letter provides
that DirecTV will provide Mr. Feder with insurance coverage and
he will be entitled to the benefit of the most favorable
indemnities DirecTV provided to its officers and directors,
whether under the by-laws, certificates of incorporation, by
contract or otherwise.

Mr. Abolt tells the Court that APS received a $500,000 retainer
under the Engagement Letter to be applied against the
compensation, including expenses specific to the engagement.  APS
will hold this retainer for application in accordance with the
Engagement Letter.  Prior to the Petition Date, APS has been paid
$1,450,679 in fees and expenses from DirecTV, none of which has
been offset by the retainer.  Any unearned portion of the
retainer will be returned to DirecTV when the engagement is
terminated.  The source of all prepetition payments and the
retainer was DirecTV's operating cash.

APS will file monthly invoices with DirecTV.  DirecTV will then
be authorize to pay, in the ordinary course of its business, the
amount APS invoiced for fees and expenses.  Since APS is not
employed as a professional under Section 327 of the Bankruptcy
Code, it will not be submitting quarterly fee applications
pursuant to Section 330 and 331 of the Bankruptcy Code.  However,
APC will submit quarterly reports of compensation earned.
Parties-in-interest will have the right to object to fees paid
when the quarterly reports of compensation earned are filed with
the Court.  The first quarterly report will be due on August 1,
2003 and will cover the period to and including June 15, 2003.
This procedure will continue at three-month intervals thereafter.
(DirecTV Latin America Bankruptcy News, Issue No. 3, Bankruptcy
Creditors' Service, Inc. 609/392-0900)


DIRECTV LA: Motion to Reject Galaxy Put Agreement
-------------------------------------------------
Under a Stock Purchase Agreement dated November 12, 2000, DirecTV
Latin America, LLC acquired all of the equity interests that
Plataforma Digital, S.A., an Argentine corporation, held in
Galaxy Entertainment Argentina, S.A., a satellite television
provider.  As consideration of the Purchase Agreement, DirecTV
delivered to Plataforma membership interests in DirecTV
representing 4% of the total outstanding equity interests in
DirecTV -- the Covered Equity Interests.

On the same date, DirecTV entered into the Put Agreement with
Plataforma, which gave Plataforma the right to sell to DirecTV,
and to require DirecTV to purchase, the Covered Equity Interests
on demand when certain events occur.  By assignment, Raven Media
Investments, LLC is now the holder of the rights under the Put
Agreement.

Under the terms of the Put Agreement, Joel A. Waite, Esq., at
Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware,
informs the Court that Raven can exercise the Put only within a
designated Put Period.  Absent the occurrence of a Put
Acceleration Event, the Put Period and Raven's right to exercise
the Put would not arise until November 12, 2003.  If the Put were
exercised properly, Raven would be entitled to $194,847,029 --
the Put Obligation -- in exchange for its 4% interest in DirecTV.

According to Mr. Waite, the Put Agreement defines certain events
as Put Acceleration Events.  By letter dated February 12, 2003,
Raven purported to declare that a Put Acceleration Event occurred
on January 8, 2003, thereby triggering the automatic exercise of
the Put.  By a letter dated March 5, 2003, DirecTV informed Raven
that it had improperly declared a Put Acceleration Event.  Also,
despite the improper exercise, the Put was ineffective and Raven
still was the holder of 4% membership interest in DirecTV.

Pursuant to Sections 105(a), 365(a) and 510(b) of the Bankruptcy
Code, DirecTV seeks the Court's authority to:

    (a) reject the Put Agreement effective March 18, 2003; and

    (b) subordinate any claims arising from the Put Agreement.

Mr. Waite asserts that the request is fair and reasonable since:

    (i) the Put Agreement is an executory contract within the
        meaning of Section 365 of the Bankruptcy Code that can be
        rejected;

   (ii) DirecTV's decision to reject the Put Agreement is a
        proper exercise of its business judgment and should be
        approved as of the Petition Date;

  (iii) the Put Agreement has no value to the estate and would
        pose a significant burden if enforceable;

   (iv) the Put Agreement could not exist and has no meaning
        without reference to the Purchase Agreement; and

    (v) Raven is a "disaffected equity investor" that now seeks
to
        recover its "investment losses in parity with general
        unsecured creditors in the event of a bankruptcy."
        (DirecTV Latin America Bankruptcy News, Issue No. 3,
        Bankruptcy Creditors' Service, Inc. 609/392-0900)


DIRECTV LA: Application to Employ Bankruptcy Services LLC
---------------------------------------------------------
DirecTV Latin America, LLC seeks the Court's authority to employ
Bankruptcy Services LLC as its notice, claims and balloting
agent, pursuant to Section 156(c) of the Judiciary Procedures
Code.

Joel A. Waite, Esq., at Young Conaway Stargatt & Taylor LLP, in
Wilmington, Delaware, relates that the numerous creditors and
other parties-in-interest involved in the Chapter 11 case of
DirecTV may impose heavy administrative and other burdens on the
Court and the Office of the Clerk of Court.  To relieve these
burdens, DirecTV proposes to engage the services of Bankruptcy
Services.  By appointing Bankruptcy Services as its notice,
claims and balloting agent, DirecTV's estate and creditors will
benefit from Bankruptcy Services' significant experience as agent
in other cases and the efficient and cost-effective methods it
has developed.

Mr. Waite assures the Court that Bankruptcy Services is one of
the country's leading Chapter 11 administrators with experience
in noticing, claims processing, claim reconciliation and
distribution, and balloting and vote tabulation.  In addition,
Bankruptcy Services has substantial experience in the matters in
which it is to be engaged.  Bankruptcy Services has acted has
acted as official notice, claims and balloting agent in several
large cases in a number of jurisdictions, including Chapter 11
cases filed in Delaware.

Moreover, Bankruptcy Services is fully equipped to handle the
volume involved in properly sending the required notices to, and
processing the claims and ballots of, creditors and other
interested parties in this Chapter 11 case.  Bankruptcy Services
will follow the notice, claim and balloting procedures that
conform to the guidelines the Clerk of the Bankruptcy Court and
the Judicial Conference promulgated.

At the request of DirecTV or the Clerk's Office, Bankruptcy
Services will provide computerized bankruptcy support services
and bankruptcy administrative services.  Specifically, Bankruptcy
Services will:

    (a) maintain copies of all proofs of claim and proofs of
        interest filed;

    (b) maintain official claims registers;

    (c) implement necessary security measures to ensure the
        completeness and integrity of claims registers;

    (d) maintain an up-to-date mailing list for all entities that
        have filed a proof of claim or proof of interest, which
        list will be available upon request of a party-in-
        interest or the Clerk's Office;

    (e) provide access to the public for examination of copies of
        the proofs of claims or interest without charge during
        regular business hours;

    (f) record all transfers of claims pursuant to Rule 3001(e)
        of the Federal Rules of Bankruptcy Procedure and provide
        notice of the transfers as required by Bankruptcy Rule
        3001(e);

    (g) comply with applicable federal, state, municipal and
        local statutes, ordinances, rules, regulations, order and
        other requirements;

    (h) promptly comply with further conditions and requirements
        as the Clerk's Office or the Court may at any time
        prescribe;

    (i) provide advice to DirecTV and its professionals regarding
        all aspects of the plan solicitation process, including,
        timing issues, voting and tabulation procedures and
        documents needed for voting;

    (j) mail voting documents to creditors and equity security
        holders, if necessary;

    (k) receive and examine all ballots cast by creditors and
        equity security holders; and

    (l) tabulate all ballots received prior to the voting
        deadline in accordance with established procedures and
        prepare a vote certificate for filing with the Court.

In return, Bankruptcy Services will be compensated in this
manner:

A. Mailing/Noticing

       Print & Mail (first page)           $0.20 each
       Additional Pages                     0.10 each
       Single Page (duplex)                 0.24 each
       Change of Address                    0.46 each

B. Printing and Reproduction

       Reports                              0.10 per page
       Photocopies                          0.15 per page
       Labels                               0.05 per page
       Fax                                  0.50 per page
       Document Imaging                     0.40 per image

C. Newspaper and legal notice publication  quoted as required

D. Professional Fees

       Kathy Gerber                      $210 per hour
       Senior Consultants                 185 per hour
       Programmer                         130 to 160 per hour
       Associates                         135 per hour
       Data Entry/Clerical                 40 to 60 per hour
       Schedule Preparation               225 per hour

In addition, DirecTV further seeks the Court's permission to pay
Bankruptcy Services a $15,000 retainer to be applied against the
final invoice.

Ron Jacobs, President of Bankruptcy Services LLC, represents
that, among other things:

    (a) Bankruptcy Services will not consider itself employed by
        the United States government and will not seek any
        compensation from the United States government in its
        capacity as the notice agent and claims agent in this
        Chapter 11 case;

    (b) by accepting employment in this Chapter 11 case,
        Bankruptcy Services waives any rights to receive
        compensation from the Untied States government;

    (c) in its capacity as the notice agent and claims in this
        Chapter 11 case, Bankruptcy Services will not be an agent
        of the United States and will not act on the United
        States' behalf; and

    (d) Bankruptcy Services will not employ any past or present
        employees of DirecTV in connection with its work as the
        notice agent and claims agent in this Chapter 11 case.

Bankruptcy Services also acknowledges that it will perform its
duties if it is retained by DirecTV regardless of payment and, to
the extent it requires redress, it will seek appropriate relief
from the Court.  Bankruptcy Services will also continue to
perform the services contemplated by the Agreement in the event
the Chapter 11 case is converted to a Chapter 7 case.
Furthermore, Mr. Jacobs assures the Court that if Bankruptcy
Services is terminated, it will perform its duties until a
complete transaction with the Clerk's Office or any successor
claims/noticing/balloting agent occurs. (DirecTV Latin America
Bankruptcy News, Issue No. 3, Bankruptcy Creditors' Service, Inc.
609/392-0900)


DIRECTV LA: Motion to Reject Four Disney Contracts
-------------------------------------------------
DirecTV Latin America, LLC entered into four agreements with
Buena Vista International, Inc.:

    (1) Disney Latam Agreement.  The Disney Channel License
        Agreement, dated December 16, 1999, as amended, for the
        distribution of the Disney Channel in Spanish speaking
        Latin America;

    (2) Disney Brazil Agreement.  The Disney Channel License
        Agreement dated May 1, 2000, as amended, for the
        distribution of the Disney Channel in Brazil;

    (3) Disney PPV Latam Agreement.  Pay Per View Short Form
        Agreement, dated March 29, 2000, as amended, for Pay-per-
        View television rights in Spanish speaking Latin America;
        and

    (4) Disney PPV Brazil Agreement.  Pay Per View License
        Agreement: Restatement: Brazil, dated May 1, 2000, as
        amended, for Pay-per-View television rights in Brazil.

According to M. Blake Cleary, Esq., at Young Conaway Stargatt &
Taylor LLP, in Wilmington, Delaware, DirecTV entered into
theDisney Contracts under the assumption that it would achieve
subscriber growth substantially in excess of what it has actually
achieved.  However, subscriber interest in the Disney Channel and
the pay-per-view programming has proven to be far less than what
was expected when the Disney Contracts were negotiated.  Thus,
DirecTV effectively pays substantially more per actual subscriber
than the rates per subscriber set forth in the Disney Contracts.

DirecTV attempted to renegotiate the terms of the Disney
Contracts but were unsuccessful.  Specifically:

A. Disney Latam Agreement

    DirecTV currently pays Disney $1.785 per subscriber per
    month. This rate is the result of, and subject to, periodic
    increases for CPI adjustments.  The monthly license fee
    payable by DirecTV is subject to a minimum guarantee -- which
    is a predetermined number, even if DirecTV does not actually
    achieve that number of subscribers.

    Mr. Cleary reports that DirecTV never achieved the minimum
    subscriber levels stipulated.  At the end of 2002, out of a
    total subscriber base of 978,000 in Spanish-speaking Latin
    America, 719,000 basic and premium subscribers received the
    Disney Channel.  This number is substantially fewer that the
    minimum levels guaranteed currently and in the future under
    this Contract.

    Going forward, the minimum subscriber level for the Disney
    Latam Agreement starts at 1,300,000 in 2003 and increased to
    1,700,000 by 2008.  DirecTV believes that these levels cannot
    be achieved.

    At its current rate, without considering future CPI
    adjustments, the annual cost of this contract over its life
    ranges from $27,846,000 in 2003 to $36,414,000 in 2008.
    Under these current terms, the Disney Latam Agreement is
    expected to cost DirecTV $250,000,000 over the remaining life
    of the contract, which expires in July 2010.

    Furthermore, because DirecTV's license fee obligation is
    denominated in US Dollars, DirecTV bears the risk of currency
    devaluation in Argentina and Venezuela.  DirecTV has
    performed an analysis of the Disney Latam Agreement and
    believes that this agreement does not benefit DirecTV's
    estate or creditors.  In addition, DirecTV believes that it
    is necessary and appropriate to immediately reject the Disney
    Latam Agreement to avoid incurring postpetition
    administrative expense claims with respect to the contract.

B. Disney Brazil Agreement

    Under the Disney Brazil Agreement, DirecTV currently pays
    Disney $1.785 per subscriber per month.  This rate is the
    result of, and subject to, periodic increases for CPI
    adjustments.  The monthly license fee payable by DirecTV is
    subject to a minimum guarantee -- which is a predetermined
    number, even if DirecTV does not actually achieve that number
    of subscribers.

    At the end of 2002, out of a total subscriber base of 420,000
    in Brazil, about 30,000 DirecTV subscribers received the
    Disney Channel.  This number is substantially fewer that the
    minimum levels guaranteed currently and in the future under
    this Contract.

    The minimum subscriber level for the Disney Brazil Agreement
    starts at 1,300,000 in 2003 and increased to 1,700,000 by
    2009.  DirecTV strongly believes that these levels cannot
    be achieved.

    Without considering future CPI adjustments, the annual cost
    of this contract over its life ranges from $27,846,000 in
    2003 to $36,414,000 in 2009.  Under these current terms, the
    Disney Brazil Agreement is expected to cost DirecTV
    $270,000,000 over the remaining life of the contract, which
    expires in July 2011.

    Moreover, because DirecTV's license fee obligation is
    denominated in US Dollars, DirecTV bears the risk of currency
    devaluation in Brazil.  DirecTV has performed an analysis of
    the Disney Brazil Agreement and believes that this agreement
    does not benefit DirecTV's estate or creditors.  In addition,
    DirecTV believes that it is necessary and appropriate to
    immediately reject the Disney Brazil Agreement to avoid
    incurring postpetition administrative expense claims with
    respect to the contract.

C. Disney PPV Latam Agreement

    DirecTV must pay an amount per movie based on the higher of:

    (1) a fixed price multiplied by a fixed number of guaranteed
        subscribers multiplied by a minimum guaranteed buy rate;
        and

    (2) the higher of (i) a fixed price per purchase and (ii) the
        actual price charged to subscribers for purchasing the
        movie, multiplied by the number of actual purchases.

    In many cases, actual buy rates have been lower than these
    guaranteed buy rates.  In other cases, DirecTV was forced to
    reduce the prices it charged to subscribers for movies below
    the fixed price per subscriber it is obligated to pay to
    Disney in order to achieve the guaranteed buy rates.
    However, Mr. Cleary notes that the reduction did not generate
    enough revenue to cover the cost to be paid to Disney under
    the agreement.  Both situations resulted in losses to
    DirecTV.

    Further, because DirecTV's license fee obligation under this
    Agreement is in US Dollar denomination, DirecTV bears the
    Risk of currency devaluation in the Latin American market,
    and there has been significant currency devaluation in
    Argentina and Venezuela.

    The Disney PPV Latam Agreement expires on December 31, 2009.
    DirecTV has performed and analysis of the Disney PPV Latam
    Agreement and believes that this agreement does not benefit
    DirecTV's estate or creditors.  In addition, DirecTV believes
    that it is necessary and appropriate to immediately reject
    the Disney PPV Latam Agreement to avoid incurring
    postpetition administrative expense claims with respect to
    the contract.

D. Disney PPV Brazil Agreement

    DirecTV must pay an amount per movie based on the fixed price
    per subscriber who purchased the movie multiplied by a
    minimum guaranteed buy rate.  In many cases, actual buy rates
    have been lower than these guaranteed buy rates.  In other
    cases, DirecTV was forced to reduce the prices it charged to
    subscribers for movies below the fixed price per subscriber
    it is obligated to pay to Disney in order to achieve the
    guaranteed buy rates.  However, Mr. Cleary notes that the
    reduction did not generate enough revenue to cover the cost
    to be paid to Disney under the agreement.  Both situations
    resulted in losses to DirecTV.

    Furthermore, because DirecTV's license fee obligation under
    this Agreement is in US Dollar denomination, DirecTV bears
    the risk of currency devaluation in the Latin American
    market, and there has been significant currency devaluation
    in Brazil.

    The Disney PPV Brazil Agreement expires on December 31,
    2009.  DirecTV has performed and analysis of the Disney PPV
    Brazil Agreement and believes that this agreement does not
    benefit DirecTV's estate or creditors.  In addition, DirecTV
    believes that it is necessary and appropriate to immediately
    reject the Disney PPV Brazil Agreement to avoid incurring
    postpetition administrative expense claims with respect to
    the contract.

Mr. Cleary contends that under Section 365 of the Bankruptcy
Code, the Disney Contracts should be rejected because:

    (a) DirecTV would save a substantial amount over the life of
        the Disney Contracts while not suffering any loss to its
        operational capabilities; and

    (b) the Disney Contracts are of no material economic benefit
        to DirecTV's estate.

By this motion, DirecTV seeks the Court's authority to reject the
Disney Contracts effective March 18, 2003.

Mr. Cleary tells Judge Walsh that DirecTV has already notified
Buena Vista International of its intention to reject the Disney
Contracts immediately.  Thus, Buena Vista has been advised to
cease performing its obligations on the Petition Date.

                Buena Vista Wants Hearing Expedited

Pursuant to Sections 105(a) and 362(d) of the Bankruptcy Code,
Buena Vista International, Inc. asks the Court to:

    (a) accelerate the entry of an order authorizing the
        immediate rejection of the Disney Contracts without
        hearing; or, alternatively

    (b) enter an order granting relief from the automatic stay
        to the extent necessary to permit it to enter into new
        programming distribution contracts.

Scott D. Cousins, Esq., at Greenberg Traurig, LLP, in Wilmington,
Delaware, relates that the Disney Contracts are important to
Buena Vista's introduction of the Disney Channel and other
programming -- which is comprised of family entertainment viewed
primarily by children and young adults -- into the Latin American
market.  Relying on its long-term contractual relationship with
DirecTV, Buena Vista invested substantial capital and other
resources to build an infrastructure to launch, market and
service the Disney Channel in Latin American markets.  In fact,
Mr. Cousins informs the Court that Buena Vista derives about 90%
of its annual revenues from, and 60% of its subscribers for,
channel television distribution in Latin America from the Disney
Contracts.  Moreover, other Latin American businesses of Buena
Vista and Disney's affiliates depend on the brand exposure,
publicity and advertisement provided by the broadcast of the
Disney Channel.

Mr. Cousins reports that DirecTV has been in default under the
Disney Contracts at least since July 2002.  DirecTV is in arrears
of about $25,000,000 as of March 18, 2003.  Notwithstanding
extensive prepetition negotiations, Buena Vista's efforts failed
to reach an agreement with DirecTV regarding a restructuring of
the Disney Contracts.

On March 19, 2003, without any warning to Buena Vista or the
subscribers of the Disney Channel and prior to Court approval of
the Rejection Motion, DirecTV unilaterally ceased distribution of
the Disney Channel in contravention of the Disney Contracts.
Accordingly, Buena Vista immediately contacted DirecTV and
requested that the Disney Channel be turned back on so that the
subscribers would have access to the Disney Channel at least
through the date of any Court-authorized rejection of the Disney
Contracts and to allow, if necessary, an orderly, planned
disconnection of the signal on proper notice to subscribers.

Notwithstanding Buena Vista's offer to waive any administrative
expense priority status for fees due under the Disney Contracts
from the Petition Date through the date the Court approves the
rejection, DirecTV refused to turn on the Disney Channel for its
subscribers.  Moreover, Mr. Cousin tells Judge Walsh that Buena
Vista has been informed that subscribers were told that Disney
was responsible for taking the Disney Channel off the air.

Mr. Cousin asserts that Buena Vista and its affiliates have
suffered, and continue to suffer, significant harm to their
reputation and brand name in the Latin America markets and a
potential loss of subscribers due to DirecTV's abrupt
disconnection of the Disney Channel.  To mitigate these damages,
Buena Vista must expeditiously make other arrangements with a new
satellite television provider to continue distribution of the
Disney Channel in Latin America.

Mr. Cousins contends that Buena Vista's request should be granted
because:

    (a) DirecTV has unequivocally stated that it no longer wishes
        to be bound by its obligations under the Disney
        Contracts, and, indeed, has already materially breached
        the Disney Contracts by improperly disconnecting the
        signal for the Disney Channel on its satellite television
        network;

    (b) Buena Vista does not object to DirecTV's rejection motion
        but instead asks for an immediate order in its attempt to
        mitigate the damaged caused by DirecTV's material breach
        of the Disney Contracts;

    (c) Section 365(a) of the Bankruptcy Code does not require
        that a hearing be held to consider a motion to reject an
        executory contract; and

    (d) Buena Vista and its affiliates face substantial economic
        and possible irreparable harm absent the expedited relief
        requested.

If the Court determines that a hearing is necessary for the
Rejection Motion, Mr. Cousins argues that the automatic stay
should be lifted.  The lifting would allow Buena Vista to enter
into new agreements with different satellite television providers
for distribution of the Disney Channel in Latin America,
notwithstanding any contrary terms contained in the Disney
Contracts, including, without limitation, the Debtor's exclusive
distribution rights.

According to Mr. Cousins, DirecTV's material breach of the Disney
Contracts frees Buena Vista of any obligation to perform under
the Contracts.  Moreover, DirecTV's actions effectively mean that
it has abandoned the Disney Contracts.  Thus, the Disney
Contracts are of no further force and effect.  Nonetheless, in an
abundance of caution, Buena Vista seeks a relief from the
automatic stay.

Mr. Cousins reiterates that Buena Vista must be free to pursue
and negotiate new distribution agreements to salvage its original
investment.  DirecTV cannot materially breach the Disney
Contracts and, at the same time, hold Buena Vista captive pending
a determination of the Rejection Motion.

The Court will convene a telephonic hearing on March 28, 2003 at
1:30 p.m. to consider Buena Vista's request. (DirecTV Latin
America Bankruptcy News, Issue No. 3, Bankruptcy Creditors'
Service, Inc. 609/392-0900)


TGS: Plans to Meet $1.65M in Interest Payments
----------------------------------------------
Argentine gas transport company Transportadora de Gas del Sur
(TGS) informed the Buenos Aires stock market that it will pay
US$1.65 million interest obligations on a US$150 million medium-
term bond issue from March 27.

According to Business News Americas, the interest corresponds to
the period December 27-March 27, at an annual rate of 4.4%.

In February, TGS announced its intention of undertaking a global
debt restructuring process for a substantial part of its
financial obligations. The proposal will be implemented through
an Out of Court Agreement ("Acuerdo Preventivo Extrajudicial")
under the Argentine Bankruptcy Law.

As of December 2002, TGS had approximately US$1 billion of debt.

The company is owned by Companhia de Inversiones de Energia SA,
or Ciesa, which is in turn co-owned by Perez Companc SA and
bankrupt Enron Corp.

CONTACTS: IN BUENOS AIRES
          Investor Relations:
          Eduardo Pawluszek, Finance & Investor Relations Manager
          Gonzalo Castro Olivera, Investor Relations
          (gonzalo_olivera@tgs.com.ar)

          Mara Victoria Quade, Investor Relations
          (victoria_quade@tgs.com.ar)
          Tel: (54-11) 4865-9077

          Media Relations:
          Rafael Rodriguez Roda
          Tel: (54-11) 4865-9050 ext. 1238


* One-Third Of Frozen Deposits to Be Released in Bonds
------------------------------------------------------
Argentine Economy Minister Roberto Lavagna said that all
remaining restrictions on bank withdrawals would be terminated in
four months. Bloomberg related that the move is part of the
country's attempt to restore its financial system and spur
economic activity.

About ARS12.2 billion pesos (US$4.3 billion) in term deposits,
which have been frozen for the last 15 months, would be released.
The amount corresponds to 20 percent of all funds in the entire
financial system, said the report.

However, the released funds would not be completely in cash.
Depositors will get about one-third of their savings in 1-year
bonds.

The government decided to free the deposits as the local
currency, which devaluated sharply last year, has shown strong
performance lately. This year alone, the peso has gained 18
percent.

Some analysts are wary of the announcement.

"If depositors decide to pull their money out of banks it could
weaken the peso and complicate the situation of some banks," said
economist Fabio Rodriguez at the Fundacion Capital consultancy.

Lavagna said depositors with as much as 42,000 pesos in term
deposits will be allowed to withdraw their money as soon as
President Eduardo Duhalde signs a decree, which is expected
within a few days. Depositors with term deposits up to 100,000
pesos will be able to access their funds in 90 days, and those
with more than 100,000 pesos will have to wait 120 days,
according to the report.

Argentina began releasing frozen deposits in October last year,
ten months after the freeze was imposed when the country
defaulted on US$95 billion of debt.

In related news, the government said that it would provide
compensation for losses due to the "pesofication" of dollar
deposits in the country. However, the actual form of the
compensation is yet to be determined. Mr. Lavagna said that the
president may sign a decree authorizing a compensation last week.


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

ANNUITY AND LIFE: Implements Measure to Stabilize Ailing Business
-----------------------------------------------------------------
Bermuda insurer Annuity and Life Re (Holdings), Ltd., which has
been rocked by recent lawsuits after allegations of issuing false
and misleading statements, said it has farmed out some of its
life reinsurance business to XL Capital Ltd., the Bermuda Sun
relates.

The transaction with XL, according to the company's management,
will allow them to meet a substantial portion of its year-end
collateral obligations and to reduce those obligations in future
periods on satisfactory terms.

"This transaction, together with other actions taken by the
company in the fourth quarter, is an important first step in our
continuing efforts to stabilize our business and address the
challenges that confront us," Frederick S. Hammer, non-executive
chairman of the board of directors of the company and co-chairman
of its transition committee, said.


TYCO INTERNATIONAL: Keller Arnold Named as New VP
--------------------------------------------------
Tyco International Ltd. (NYSE: TYC, BSX: TYC, LSE: TYI) announced
Thursday the appointment of Keller Arnold to the newly created
position of Vice President Financial Planning & Analysis.  She
comes to Tyco with 16 years of experience at General Electric,
where she most recently served as Staff Executive supporting the
Vice Chairman and Chief Financial Officer and driving the
company-wide focus on cash.

As Vice President Financial Planning & Analysis, Ms. Arnold will
be responsible for all short- and long-term planning, as well as
for creating operating mechanisms to drive execution of earnings
and cash commitments.  She will report to Executive Vice
President and Chief Financial Officer David J. FitzPatrick.

Mr. FitzPatrick said:  "Keller is an important addition to the
world-class finance team we are putting in place at Tyco.  The
experience she brings from GE includes outstanding leadership
skills, a vast financial knowledge of various areas including
manufacturing, marketing and sales, service, audit and planning
and a solid background in international business.  Keller's
credentials for this newly created position are impeccable and I
am confident that she will be a great addition to Tyco."

Ms. Arnold said:   "With its strong businesses and new
leadership, Tyco has the potential to deliver real value to
shareholders.  I am excited to take on the challenges that this
new role will bring and look forward to working with the strong
financial team that Dave FitzPatrick has put together."

Prior to her Staff Executive role, Ms. Arnold was the CFO of GE
Silicones, where she had full financial responsibility for a $1.3
billion revenue business.  Previous to that position, Ms. Arnold
managed a $500 million revenue pan-European business in her role
as Finance Director - Medical Services Business at GE Medical
Systems in Paris, France.  Before joining GE Medical Systems, she
spent nearly 5 years at GE Appliances in Product Management and
Manufacturing Finance, ultimately leading all communications and
planning activities as Manager of Financial Planning and
Analysis.

Ms. Arnold was an Audit Manager on GE's Corporate Audit Staff
prior to joining GE Appliances. She has a Bachelor of Science in
Economics from the University of Alabama.

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)
          212-424-1314

          Kathy Manning (Investors)
          603-334-3900


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


AES CORP: Faces April 15 Deadline to Pay Obligations to BNDES
-------------------------------------------------------------
Brazilian Development Bank (BNDES) threatened to lodge legal
action if U.S.-based utility AES Corp. fails to meet payment
arrears on April 15.

AES owes a total of US$1.2 billion to the Brazilian government-
controlled bank. In January, it failed to make a payment of US$85
million to the BNDES

According to BNDES President Carlos Lessa: "Legally, we can allow
arrears to remain on the books for 90 days. In the case of AES,
that means until Apr 15. After that, we have to take legal
action." Legal action could cost AES some of its Brazilian
holdings, the BNDES executive warned.

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


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

ENAMI: Minister Calls on Sonami to Present Own Solution to Debts
----------------------------------------------------------------
Chilean national mining society Sonami must reveal "once and for
all" its proposals for the ailing state minerals company Enami,
urged mining minister Alfonso Dulanto, who spoke during the
opening ceremony of the second Chile-Peru Mining Business Summit
in Santiago.

Sonami has been very vocal about its opposition to the
government's plan to sell Enami's principal assets, its Ventanas
copper smelter-refinery, to state copper corporation Codelco in
order to help pay off its debts of nearly U$500 million.

Enami currently has a tight liquidity, with just US$6 million in
cash. In Dec. 31, 2002, the company closed a three-year US$220
million syndicated bank loan, the proceeds of which was used to
repay two of its largest bank loans for US$150 million and US$70
million.

Enami, an industrial enterprise that is wholly owned by the
Chilean government, provides copper smelting and refining
services to small to mid-sized mining operations. In addition, it
supports these companies by providing price-stabilization
programs, loans, and technical and marketing assistance. By
performing these functions for companies, Enami helps to create
thousands of jobs in areas of Chile where unemployment would
otherwise be high.

CONTACT:  ENAMI (Empresa Nacional de Mineria)
          MacIver 459,
          Santiago, Chile
          Phone: 637 52 78
                 637 50 00
          Fax:   637 54 52
          Email: webmaster@enami.cl
          Home Page: www.enami.cl/
          Contact:
          Jorge Rodriguez Grossi, President


ENDESA CHILE: Strikes Deal to Sell Canutillar for $174M
-------------------------------------------------------
Chile's largest energy generator Endesa Chile agreed to sell its
Canutillar generator to Hidroelectrica Guardia Vieja SA for
US$174 million.

Hidroelectrica Guardia Vieja belongs to the Chilean conglomerate
Grupo Matte.

The sale is part of a restructuring plan by Endesa's parent
company Enersis, the Latin American investment arm of Spain's
Endesa SA, to reduce debt and raise capital of up to US$2
billion.

"The resources that Endesa will get from the sale will allow it
to improve its credit status, help its current investment
projects and grant the company greater liquidity to face the
global economic situation," the company said in a statement.

The Spanish parent's earnings have slumped after a 35% drop in
Brazil's currency last year and a 70% drop in Argentina's peso
against the dollar caused revenue to fall at Enersis. Slowing
economies in many Latin American countries may curb demand for
energy and trim revenue this year, analysts said.

"They need to reduce debt because they get less cash from their
units," said Mariela Iturriaga, head of research at BBVA
Corredores de Bolsa BHIF. "That situation is likely to continue
with the current economic outlook."

Chile's Enersis had a loss of US$335.4 million in the fourth
quarter, as revenue from Brazil and Argentina fell.


CONTACT:  Enersis S.A.
          Avenida Kennedy Vitacura No
          5454
          Santiago
          Chile
          1557
          Phone: +56 2 353 4400
          Fax:  +56 2 378 4768
          Home Page: http://www.enersis.cl
          Contacts:
          Engr Alfredo Llorente Legaz, Chairman
          Engr Rafael Miranda Robredo , Vice Chairman

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


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

AVIANCA: Fitch Downgrades Receivables Backed Notes to 'DDD'
-----------------------------------------------------------
Fitch Ratings has downgraded Avianca Airline Ticket Receivables
Master Trust to 'DDD' from 'B-'. The rating action reflects a
March 24, 2003 missed debt service payment and the ensuing event
of acceleration for the transaction. Resumption of payment and/or
recovery rests on resolution to the current dispute over the
company's claim to the receivables. Fitch will continue to
closely monitor the legal proceedings and comment as appropriate.

CONTACTS:  Samuel Fox 1-312-606-2307, Chicago
           Guido Chamorro1-312-368-5473, Chicago

Media Relations: James Jockle 1-212-908-0547, New York


AVIANCA: Corrected Interim Order
--------------------------------
Upon the annexed motion (the "Motion"), dated March 23, 2003, of
Aerovias Nacionales De Colombia S.A. Avianca ("Avianca S.A.") and
Avianca, Inc., as debtors and debtors in possession herein
(collectively, "Avianca" or the "Debtors"):

(1) seeking this Court's authorization to (i) obtain post-
petition financing in an amount up to $18,500,000 pursuant to
sections 105, 361, 362, 363 and 364(c)(1) of the United States
Bankruptcy Code (the "Bankruptcy Code") by entering into certain
financing agreements with Valores Bavaria S.A., a company
organized under the laws of the Republic of Colombia ("Valores
Bavaria, S.A."), Inversiones Fenicia S.A., a company organized
under the laws of the Republic of Colombia (collectively with
Valores Bavaria, S.A., "Valores Bavaria") and
Federacion Nacional De Cafeteros De Colombia, a private legal
entity organized under the laws of the Republic of Colombia (the
"Coffee Federation"; Valores Bavaria and the Coffee Federation
each a "Lender" and both, collectively, the "DIP Lenders")
referred to in the postpetition loan documents described in the
Motion and on the terms and subject to the conditions set forth
herein and therein and (ii) grant superpriority claims to the DIP
Lenders (including a priority pursuant to section 364(c)(1) of
the Bankruptcy Code, and,

(2) requesting, pursuant to Bankruptcy Rule 4001, that an interim
hearing (the "Interim Hearing") on the Motion be held for this
Court to consider entry of an interim order (the "Interim Order")
authorizing the Debtors, on an interim basis, to forthwith (a)
borrow from the DIP Lenders up to an aggregate of $18,500,000.00
(i) for the payment of such pre-petition claims as may be
permitted by the Court; and (ii) for working capital and other
general corporate purposes of the Debtors, and,

(3) requesting that (i) this Court schedule a final hearing not
later than 20 days after the entry of the Interim Order (the
"Final Order") to consider entry of a final order authorizing the
Postpetition Indebtedness (defined below) on a final basis and
(ii) establish notice procedures in respect of the final hearing;
and, pursuant to Bankruptcy Rules 4001(b) and 4001(c)(1), due and
sufficient notice under the circumstances of the Motion and the
Interim Hearing having been given by the Debtors as set forth in
the Motion and to the United States Trustee for the Southern
District of New York, the Interim Hearing having been conducted
on March 25, 2003, and upon all of the pleadings filed with this
Court, and upon the record made by the Debtors at the Interim
Hearing and after due deliberation and consideration and
sufficient cause appearing therefor: and the Interim Order
entered March 26, 2003 having contained errors;

IT IS HEREBY FOUND, AND, WHERE APPLICABLE, STIPULATED:

A. On March 21, 2003 (the "Petition Date"), the Debtors filed
with this Court their petition for relief under chapter 11 of the
Bankruptcy Code. The Debtors are now operating their business and
managing their property as debtors in possession pursuant to
sections 1107(a) and 1108 of the Bankruptcy Code. No request has
been made for the appointment of a trustee or examiner, and no
official committee has yet been appointed in this case.

B. This Court has jurisdiction over this matter pursuant to 28
U.S.C.  157 and 1334. This is a core proceeding pursuant to 28
U.S.C.  157(b)(2). The statutory predicates for the relief
sought herein are sections 105, 361, 362, 363 and 364 of the
Bankruptcy Code and Rules 4001(b) and (c) of the Federal Rules of
Bankruptcy Procedure. Venue of the Debtors' chapter 11 case and
this Motion in this district is proper pursuant to 28 U.S.C. 
1408 and 1409.

C. The DIP Lenders have agreed to provide the Debtors with post-
petition financing, as allowed by sections 364(c)(1) of the
Bankruptcy Code, in an amount not to exceed $18,500,000.00 (the
"Postpetition Indebtedness"), upon the terms and conditions set
forth in the proposed Debtor in Possession Loan and Security
Agreement by and among the Debtors and the DIP Lenders (the "DIP
Loan Agreement"), a true and correct copy of which is attached
hereto as Exhibit A.

D. The Debtors represent that: (i) an immediate and critical need
exists for the Debtors to obtain funds in order to continue the
operation of their businesses; (ii) without such funds, the
Debtors will not be able to pay their payroll and other direct
operating expenses and obtain fuel and services needed to carry
on their businesses during this sensitive period in a manner that
will avoid irreparable harm to the Debtors' estate and permit a
successful reorganization; and (iii) at this time, the ability of
the Debtors to finance their respective operations and the
availability to it of sufficient working capital and liquidity
through the incurrence of new indebtedness for borrowed money is
vital to restore the confidence of the Debtors' trade vendors and
suppliers of other goods and services, to their customers and to
the preservation and maintenance of the going concern values of
the Debtors' estates.

E. The Debtors are unable to obtain the adequate funds in the
form of unsecured credit or unsecured debt allowable under
section 503(b)(1) of the Bankruptcy Code as an administrative
expense pursuant to sections 364(a) or (b) of the Bankruptcy
Code.

F. The DIP Lenders are willing to provide the financing
contemplated herein, all on the terms and subject to the
conditions set forth herein and in the DIP Loan Agreement and
upon a finding by the Court that such financing is essential to
the Debtors' estates and is being provided in good faith, and
that the DIP Lenders' super-priority claims and other protections
granted pursuant to this Order and the DIP Loan Documents (as
defined hereafter) will not be affected by any subsequent renewal
or modification of this Order or any other order, as provided in
Section 364(e) of the Bankruptcy Code.

G. Telephonic, hand delivery, overnight delivery or facsimile
notice of the Interim Hearing and the proposed entry of this
Interim Order has been provided to the 20 largest creditors of
each Debtor, counsel to BONY, counsel to the DIP Lenders, and the
United States Trustee for this district. Under the urgent
circumstances, requisite notice of the Motion and the relief
requested thereby has been given in accordance with Bankruptcy
Rule 4001(c), and no other notice need be given for entry of this
Interim Order.

H. The ability of the Debtors to finance their operations and the
availability to the Debtors of sufficient working capital through
the incurrence of new indebtedness for borrowed money and other
financial accommodations is in the best interests of the Debtors
and their creditors and estate. The interim financing authorized
hereunder is vital to avoid immediate and irreparable harm to the
Debtors' estates and to allow the orderly continuation of the
Debtors'businesses.

I. The DIP Lenders appear to have significant prepetition
unsecured claims. The priorities granted pursuant to this Interim
Order have no effect on the status of the DIP Lenders'
prepetition claims, and the superpriority status of the
Postpetition Indebtedness will not extend to any prepetition
claims the DIP Lenders may have against the Debtors.

J. Based on the record before the Court, the DIP Loan Agreement
and the other DIP Loan Documents have been negotiated in good
faith and at arm's length among the Debtors and the DIP Lenders,
and credit extended and loans made to the Debtors shall be deemed
to have been extended, issued, made, or consented to, as the case
may be, in good faith within the meaning of section 364(e) of the
Bankruptcy Code.

K. The terms of the DIP Loan Documents are fair and reasonable
under the circumstances, reflect the Debtors' exercise of prudent
business judgment consistent with their fiduciary duties and are
supported by reasonably equivalent value and fair consideration.

THEREFORE, IT IS HEREBY ORDERED AND ADJUDGED THAT:

1. The Motion is granted as set forth in this Interim Order.

2. The Debtors shall be, and hereby are, authorized to execute
and deliver the Debtor in Possession Financing Agreement dated as
of March 26, 2003 (as the same may be amended from time to time
pursuant to the terms hereof and thereof, the "DIP Loan
Agreement") and any and all documents and instruments delivered
pursuant thereto or in connection therewith (collectively, the
"DIP Loan Documents"), and to perform their respective
obligations thereunder in accordance with the terms thereof.

3. The DIP Loan Agreement and the other DIP Loan Documents
constitute valid, binding obligations of the Debtors, enforceable
against the Debtors in accordance with their terms; provided,
however, that notwithstanding any other provision hereof or of
the DIP Loan Documents, pending the entry of a final order
approving the DIP Loan Agreement (the "Final Order"), the amount
of advances made shall not exceed $10,500,000.

4. The automatic stay in effect pursuant to section 362 of the
Bankruptcy Code, be, and it hereby is, vacated and modified so as
to permit (i) all payments and applications with respect to the
Postpetition Indebtedness as provided in the DIP Loan Documents
and (ii) the DIP Lenders to exercise, upon the occurrence and
continuation of an Event of Default, and the giving of five (5)
business days' written notice to any Committee, the Office of the
United States Trustee and Debtors' counsel, all rights and
remedies DIP Lenders have pursuant to the DIP Loan Documents.

5. The Debtors are authorized and directed to take and effect all
actions, to execute and deliver all agreements, instruments and
documents and to pay all present and future fees, costs, expenses
and taxes that may be provided for under or required or necessary
for their performance under the DIP Loan Agreement and the other
DIP Loan Documents.

6. The "Carve-Out" shall include only (i) in an aggregate amount
not to exceed $500,000.00 (and subject to approval by the Court
of such fees and expenses) (a) fees and expenses of professionals
retained in these cases by the Debtors and any committee
appointed by this Court under section 1102 of the Bankruptcy
Code, (b) any expenses of the members of such committee, and (c)
reasonable fees and expenses of a trustee under section 726(b) of
the Bankruptcy Code, and (ii) claims for the unpaid fees of the
United States Trustee or the Clerk of the Court payable pursuant
to 28 U.S.C.  1930(a). The Carve-Out may not be asserted by any
party other than in the event of the occurrence and continuation
of an Event of Default as set forth in the DIP Loan Agreement.
Nothing herein shall be construed to impair the ability of any
party to object to any of the fees, expenses, reimbursement or
compensation described in the Carve-Out.

7. The Postpetition Indebtedness shall constitute, in accordance
with section 364(c)(1) of the Bankruptcy Code, claims against the
Debtors in their chapter 11 cases which are administrative
expense claims having priority over any and all administrative
expenses of the kind specified in sections 503(b) or 507(b) of
the Bankruptcy Code, subject only to the Carve-Out. Except for
the Carve-Out, no costs or administrative expenses which have
been or may be incurred in the Debtors' chapter 11 cases, and no
priority claims, are or will be prior to or on a parity with the
claims of the DIP Lenders with respect to the Postpetition
Indebtedness. No other claim having a priority superior to or
pari passu with that granted by this Interim Order to the DIP
Lenders shall be granted while any portion of the Postpetition
Indebtedness remains outstanding.

8. To the extent that one Debtor (the "Codebtor") makes any
payment to the DIP Lenders of a principal amount of Postpetition
Indebtedness owing under the DIP Loan Agreement which exceeds the
actual amount of advances made to the Codebtor by the DIP Lenders
pursuant to the DIP Loan Agreement (or interest thereon), the
Codebtor shall be subrogated, pursuant to section 509 of the
Bankruptcy Code, to the rights of the DIP Lender to collect such
payment from the other Debtor (the "Primary Debtor"). All post-
petition indebtedness owed by the Primary Debtor to the Codebtor
on account of the Codebtor's subrogation rights pursuant to
section 509 of the Bankruptcy Code arising from the Codebtor's
having made any such payment as described above in this paragraph
8 shall be an allowed administrative expense claim with priority
under section 364(c)(1) of the Bankruptcy over any and all
administrative expenses of the kind specified in sections 503(b)
or 507(b) of the Bankruptcy Code, except for the claims of the
DIP Lenders arising pursuant to the Postpetition Indebtedness and
the Carve-Out.

9. The Debtors may use the proceeds of the loans and advances
made pursuant to the DIP Loan Agreement only for the purposes
specifically set forth in the DIP Loan Agreement.

10. The Postpetition Indebtedness shall become due and payable as
provided in the DIP Loan Agreement.

11. Nothing contained herein shall limit the rights of the DIP
Lenders to seek relief from the automatic stay of section 362 of
the Bankruptcy Code at any future time.

12. No failure or delay on the part of the DIP Lenders in
exercising any right, power or privilege provided for in this
Order or the DIP Loan Documents shall operate as a waiver
thereof.

13. Without limiting the rights of access and information
afforded the DIP Lenders under the DIP Loan Documents, the
Debtors shall permit representatives, agents and/or employees of
the DIP Lenders to have reasonable access to such entities'
premises and their records during normal business hours (without
unreasonable interference with the proper operation of the
Debtors' businesses) and shall cooperate, consult with, and
provide to such persons all such non-privileged information as
they may reasonably request.

14. If any or all of the provisions of this Interim Order or the
DIP Loan Agreement or any other DIP Loan Document are hereafter
modified, vacated, amended or stayed by subsequent order of this
Court or any other Court, such modification, vacatur, amendment
or stay shall not affect the validity of any obligation to the
DIP Lenders that is or was incurred prior to the effective date
of such modification, vacatur, amendment or stay, or the validity
and enforceability of any priority authorized or created by this
Order, the DIP Loan Agreement or any other DIP Loan Document and,
notwithstanding any such modification, vacatur, amendment or
stay, any obligations of the Debtors pursuant to this Interim
Order or the DIP Loan Agreement or any other DIP Loan Document
arising prior to the effective date of such modification,
vacatur, amendment or stay shall be governed in all respects by
the original provisions of this Interim Order and the DIP Loan
Agreement and the other DIP Loan Documents, and the validity of
any such credit extended pursuant to this Interim Order or the
DIP Loan Agreement or the other DIP Loan Documents is subject to
the protection accorded under section 364(e) of the Bankruptcy
Code.

15. This Order constitutes findings of fact and conclusions of
law and takes effect and becomes enforceable immediately upon
execution hereof.

16. This Order shall supersede and govern over the terms of the
DIP Loan Documents, to the extent such terms are inconsistent
with this Order.

17. This matter is set for a Final Hearing at 10:30 a.m. (Eastern
Time) on April 11, 2003, in this Court, at which time any party-
in-interest may appear and state its objections, if any, to the
borrowings by the Debtors. The following parties shall
immediately, and in no event later than March 27, 2003, be mailed
copies of this Order or such written summary of this Order as the
Court may approve: the Office of the United States Trustee; the
attorneys for the DIP Lenders, the attorneys for The Bank of New
York; the twenty largest unsecured creditors of each of the
Debtors; all creditors known to the Debtors who may have liens
against the Debtors' assets; the office of the U.S. Attorney and
the United States Internal Revenue Service. Objections to the
Motion shall be in writing and shall be filed with the Clerk of
the Bankruptcy Court, with a copy served upon Smith, Gambrell &
Russell, LLP, 1230
Peachtree Street, NE, Suite 3100, Atlanta, Georgia 30309,
Attention: Ronald E. Barab, so that such objections are received
on of before 4:00 p.m. on April 9, 2003; any objections by
creditors or other parties-in-interest to any of the provisions
of this Order may be deemed waived unless filed and received in
accordance with the notice on or before the close of business on
such date.

18. The Interim Order entered March 26, 2003 is vacated.

SO ORDERED this 27th day of March, 2003.
/s/ Allan L. Gropper
Allan L. Gropper
UNITED STATES BANKRUPTCY JUDGE


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

ALESTRA: Extends Deadline for Outstanding Exchange Offers
---------------------------------------------------------
Alestra, S. de R.L. de C.V. ("Alestra") announced Thursday that
the deadline for its outstanding exchange offers, cash tender
offers and consent solicitations has been extended.

The offers will remain open until the new expiration date of
April 15, 2003, unless further extended by Alestra. Alestra also
announced that it was negotiating with an ad hoc committee of
noteholders regarding the offers. The extension does not affect
the terms of the offers. Finally, Alestra announced that
approximately $143 million principal amount of its outstanding 12
1/8% Senior Notes due 2006 had tendered in the offers and that
approximately $95 million principal amount of its outstanding 12
5/8% Senior Notes due 2009 had tendered in the offers.

You may obtain copies of Alestra's prospectus and transmittal
documents for the offers from the Information Agent: D.F. King &
Co., Inc., 48 Wall Street, New York, New York, 10005. Banks and
brokers call collect: (212) 269-5550. All others call toll free:
(800) 549-6697.

This announcement and the cash tender offers, exchange offers,
and consent solicitations which are the subject hereof are not
being made in any jurisdiction in which, or to any person to
whom, it is unlawful to make such announcement and/or cash tender
offers, exchange offers and consent solicitations under
applicable securities laws. The new senior notes may not be sold
nor may offers to buy be accepted prior to the time Alestra has
obtained the necessary authorizations from the Comision Nacional
Bancaria y de Valores de Mexico. This release shall not
constitute an offer to sell or the solicitation of an offer to
buy nor shall any sale of these securities in Mexico or in any
U.S. state or territory in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under
the securities laws of Mexico and any such U.S. state or
territory.

This announcement shall not under any circumstances create any
implication that the information contained herein is correct as
of any time subsequent to the date hereof, or that there has been
no change in the information set forth herein or in the affairs
of Alestra or any of its affiliates since the date hereof. No
indications of interest in the offers are sought by this press
release.

Headquartered in San Pedro Garza Garcia, Mexico, Alestra is a
leading provider of competitive telecommunications services in
Mexico that it markets under the AT&T brand name and carries on
its own network. Alestra offers domestic and international long
distance services, data and internet services and local services.


AXTEL: Reduces Debt by $400M
----------------------------
Bell Canada International Inc. ('BCI') (NASDAQ:BCICF) (TSX:BI)
announced Thursday that Axtel S.A de C.V. ('Axtel') is proceeding
with a series of transactions pursuant to which Axtel's debt will
be reduced by approximately US$ 400 million. These restructuring
transactions include a capital call on shareholders in which BCI
is not participating.

In connection with the restructuring, which also includes a
settlement of all obligations under a BCI service agreement with
Axtel, BCI will receive the following at closing:

-- Approximately US$ 2.7 million in cash -- Two non-interest
bearing notes, one in the amount of approximately US$ 3.5 million
payable in instalments on June 30, September 30 and December 31,
2003, and the other in the amount of approximately US$ 9.4
million payable in the second quarter of 2006 -- A reduction in
its equity ownership in Axtel to 1.5% on a fully diluted basis

BCI is operating under a court supervised Plan of Arrangement,
pursuant to which BCI intends to monetize its assets in an
orderly fashion and resolve outstanding claims against it in an
expeditious manner with the ultimate objective of distributing
the net proceeds to its stakeholders and dissolving the company.
BCI is listed on the Toronto Stock Exchange under the symbol BI
and on the NASDAQ National Market under the symbol BCICF. Visit
our Web site at www.bci.ca.

CONTACT:  Bell Canada International Inc.
          Howard N. Hendrick, 514/392-2260
          howard.hendrick@bci.ca


EMPRESAS ICA: Finalizing Credit Agreement With Germany's WestLB
---------------------------------------------------------------
Constructora Internacional de Infraestructura, the consortium led
by Mexico's largest construction firm ICA, is about to strike a
US$748-million credit with German bank WestLB, reports Reuters.

The money will go to the construction of the 750MW El Cajon
hydroelectric project in Nayarit state.

"I still have not received the terms of the credit," an ICA
source told Reuters on condition of anonymity. "It is ready, but
they are giving it a last revision ... it is for the total amount
of the project, the USD$748 million."

Mexico's Federal Electricity Commission (CFE) recently awarded
the El Cajon construction contract to the consortium, which is
made up of two ICA subsidiaries (Promotora e Inversora Adisa, S.A
de C.V. and Ingenieros Civiles Asociados), Energomachexport Power
Machines and Peninsular Compania de Constructora, S.A. de C.V.
The bid presented by the consortium was for approximately US$750
million, with a term of completion of 1,620 days.

CONTACT:  Dr. Jos, Luis Guerrero
          (5255) 5272-9991 x2060
          jose.guerrero@ica.com.mx

          Lic. Paloma Grediaga
          (5255) 5272-9991 x3470
          paloma.grediaga@ica.com.mx

          In the United States:
          Zemi Communications
          Daniel Wilson
          (212) 689-9560
          d.b.m.wilson@zemi.com


IUSACELL: Defaults on $266M Pact
--------------------------------
Grupo Iusacell, S.A. de C.V. (BMV:CEL) (NYSE:CEL) announced
Thursday that its main operating company, Grupo Iusacell Celular
S.A. de C.V. (Iusacell Celular), has received a notice from
lenders of the occurrence of two technical defaults under the
US$266 million Amended and Restated Credit Agreement dated as of
March 29, 2001. The underlying defaults are due to the failure to
obtain the consent of the lenders prior to the closing and
opening of certain bank accounts and the failure to effect the
registration of a mortgage on certain newly acquired assets
within the time period specified in the Amended and Restated
Credit Agreement. The company has effected the registration of
the mortgage Thursday and has requested but has not yet received
the consent of the lenders with respect to the bank accounts.

There can be no assurance that the company will obtain the
lenders consent.

Neither of the defaults relates to the failure to pay principal
or interest as explained above.

Grupo Iusacell, S.A. de C.V. (Iusacell, NYSE: CEL; BMV: CEL) is a
wireless cellular and PCS service provider in seven of Mexico's
nine regions, including Mexico City, Guadalajara, Monterrey,
Tijuana, Acapulco, Puebla, Leon and Merida. The company's service
regions encompass a total of approximately 91 million POPs,
representing approximately 90% of the country's total population.
Iusacell is under the management and operating control of
subsidiaries of Verizon Communications Inc. (NYSE: VZ).

This press release contains statements about expected future
events and financial results that are forward-looking and subject
to risks and uncertainties. For those statements, the company
claims the protection of the safe harbor for forward-looking
statements contained in the Private Securities Litigation Reform
Act of 1995.

CONTACT:  Grupo Iusacell, S.A. de C.V., Mexico City
          Investor Contacts:
          Russell A. Olson
          Phone: 011-5255-5109-5751
          E-mail: russell.olson@iusacell.com.mx
             or
          Carlos J. Moctezuma
          Phone: 011-5255-5109-5780
          E-mail: carlos.moctezuma@iusacell.com.mx


IUSACELL: Has Until June to Comply With NYSE Requirements
---------------------------------------------------------
Iusacell CFO Russell Olson announced that the Mexican mobile
operator has until June to meet the requirements necessary for
continued listing on the New York Stock Exchange (NYSE). Iusacell
ADRs are currently trading at around US$0.30, well below the US$1
benchmark required by NYSE.

However, according to a report by Business News Americas, the
extension is dependent on Iusacell shareholders agreeing to
change the nature of the company's ADRs, which currently
represent 10 shares. The shareholders are scheduled to meet on
April 21.

Iusacell, which has total debt of US$822 million (including a
US$150 million bond due in July 2004 and one for US$350 million
due in June 2006), is currently working on a debt-restructuring
plan. Olson expects the company and its financial advisor Morgan
Stanley to publish the plan within 60 days.  A successful
restructuring would most likely be followed by a rights offering
to raise capital.

On the other hand, if Iusacell is unable to restructure its debt,
the company has three options on which way to go to: sale to a
third party, allow shareholders to take control of the company
through a bankruptcy process or the use of a lifeguard from
creditor banks to increase cash flow.

Grupo Iusacell, S.A. de C.V. (Iusacell, NYSE: CEL; BMV: CEL) is a
wireless cellular and PCS service provider in seven of Mexico's
nine regions, including Mexico City, Guadalajara, Monterrey,
Tijuana, Acapulco, Puebla, Leon and Merida. The company's service
regions encompass a total of approximately 91 million POPs,
representing approximately 90% of the country's total population.
Iusacell is under the management and operating control of
subsidiaries of Verizon Communications Inc.

To see financial statements:
http://bankrupt.com/misc/Grupo_Iusacell.htm

    Investor Contacts:

    Russell A. Olson
    Chief Financial Officer
    011-5255-5109-5751
    russell.olson@iusacell.com.mx

    Carlos J. Moctezuma
    Manager, Investor Relations
    011-5255-5109-5780
    carlos.moctezuma@iusacell.com.mx


LFC: May Have Enough Cash to Spend on Generation and Distribution
-----------------------------------------------------------------
Mexican state-owned power company Luz y Fuerza del Centro is
currently in debt-renegotiation talks with the federal
government, which is represented by Martens and Finance Minister
Francisco Gil Diaz.

Luz y Fuerza, which provides electricity to the capital district,
owes the government some MXN23 billion pesos (US2.14 billion).
Energy Minister Ernesto Martens suggested that the government is
likely to forgive the said debt. Should that be the case, the
cash, which the company was supposed to spend on servicing the
debt, will be used to boost spending on generation and
distribution,


VITRO: Holds General Shareholders' Meeting
------------------------------------------
Vitro S.A. de C.V. (NYSE: VTO; BMV: VITROA) held Thursday its
General Ordinary Shareholders Meeting which approved the
company's 2002 financial results, elected the members of the
Board of Directors and the Examiners for the year 2003 and
resolved to pay a cash dividend of Ps $0.36 (thirty six cents)
per common share.

The cash dividend will be paid from April 21, 2003 and on, in
exchange of coupon # 62 from the item Cuenta de Utilidad Fiscal
Neta (Net Tax Income Account), therefore, is not subject to a
withholding tax pursuant to the current Mexican Income Tax Law.

In addition, in accordance with the latest modifications of the
"Ley del Mercado de Valores" (Mexican Securities Exchanges Law),
the General Ordinary Shareholders Meeting approved a Ps $2
billion reserve out of the account Utilidades Acumuladas
(Accumulated Net Income) to use up to that amount during 2003 to
purchase its own shares.

Vitro, S.A. de C.V. (NYSE: VTO; BMV: VITROA), through its
subsidiary companies, is one of the world's leading glass
producers. Vitro is a major participant in three principal
businesses: flat glass, glass containers, and glassware. Its
subsidiaries serve multiple product markets, including
construction and automotive glass; fiberglass; food and beverage,
wine, liquor, cosmetics and pharmaceutical glass containers;
glassware for commercial, industrial and retail uses; plastic and
aluminum containers. Vitro also produces raw materials, and
equipment and capital goods for industrial use. Founded in 1909
in Monterrey, Mexico-based Vitro has joint ventures with major
world-class partners and industry leaders that provide its
subsidiaries with access to international markets, distribution
channels and state-of-the-art technology. Vitro's subsidiaries
have facilities and distribution centers in seven countries,
located in North, Central and South America, and Europe, and
export to more than 70 countries worldwide. For further
information, please visit our website at: http://www.vitro.com

CONTACT:  Vitro S.A. de C.V.
          Monterrey
          Albert Chico Smith
          Phone: +52-81-8863-1335
          E-mail: achico@vitro.com

          Mexico D.F.
          Eduardo Cruz
          Phone: +52-55-5089-6904
          E-mail: ecruz@vitro.com

          Financial Community
          Beatriz Martinez
          Phone: +52-81-8863-1258
          E-mail: bemartinez@vitro.com

          United States of America
          Luca Biondolillo
          Phone: +1-646-536-7012
          E-mail: Lbiondolillo@breakstoneruth.com
            or
          Susan Borinelli
          Phone: +1-646-536-7018
          E-mail: sborinelli@breakstoneruth.com


VITRO: Expands Production Capacity
----------------------------------
Vitro announced Wednesday that, in order to increase its
production capacity and to fulfill current and future customer
needs, it completed upgrading the largest furnace in Vitro's
Glass Container operation's network at Vidriera Quer,taro. A
close to US$21 million investment, the expansion project will
increase Vidriera Queretaro's monthly production capacity by up
to 15 million units and meet increasing demand for glass soft
drink, beer, wine and liquor, and food containers.

By increasing its capacity, Vitro will satisfy consumers' growing
need and preference for transparent, light, high-quality, and
hygienic containers.

The new furnace, which is currently operating, will also add to
Vitro's state-of-the-art Glass Container operation's network and
will enable the company to compete with the most advanced
production technology worldwide.

"Our expansion meets our customer's growing needs. Sales of our
glass containers products are rising, and this furnace will
provide an immediate answer to market demand," said Roberto
Rubio, Vice President of Vitro's Glass Containers and Glassware
Operations.

The new furnace offers Vitro a number of competitive advantages.
It will:

- Expand Vidriera Queretaro's capacity by 25%
- Increase operating efficiency, benefiting customers
- Ensure the company's high quality standards
- Significantly reduce the company's energy consumption,
protecting the environment "The upgraded furnace will allow us to
fulfill the soft drink market's increasing demand for our top-
quality glass containers," said Alfonso Gomez Palacio, Vitro's
Sales and Marketing Vice President.

"Having worked closely with our soft drink customers for many
years, I'm always enthusiastic about offering them just what they
want, when they need it," added G˘mez Palacio.

One of Vitro's six production facilities in Mexico, Vidriera
Queretaro (Viquesa) focuses on manufacturing glass containers for
the company's domestic and export markets, and generates the best
efficiency ratios. In 2002 Vitro's Glass Containers business'
sales increased 0.9% to US$977 million and accounted for 42% of
Vitro's consolidated sales. Excluding the effect of the company's
April 2002 divestiture of Ampolletas, Glass Containers' sales
would have risen by 3.2% versus 2001.

Year-over-year, Glass Containers' 2002 EBIT and EBITDA increased
28.7% and 9.6%, respectively, reaching US$117 million and US$214
million. Vitro actively promotes and educates the public about
the myriad advantages of glass recycling and environmental
protection. The company coordinates, sponsors, and directly
participates in a number of national and international programs
and initiatives. In Mexico, Vitro supports approximately 52 joint
recycling programs with communities, schools, hotels and
restaurants, federal, state and local governments, and disposal
collecting centers, among others.


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

* IMF Concludes 2002 Article IV Consultation With Paraguay
----------------------------------------------------------
On March 10, 2003, the Executive Board of the International
Monetary Fund (IMF) concluded the Article IV consultation with
Paraguay.

Background
Paraguay's economic performance in recent years has been
characterized by slow economic growth and increasing unemployment
and poverty rates. This stagnation reflects structural
impediments to growth, exacerbated by external and domestic
shocks. In 2002, the economy fell into its worst recession in
decades, with real GDP down by 2« percent, according to official
estimates, or 4« percent, according to staff estimates, while
inflation accelerated to 14« percent. The decline reflected a
combination of factors, including the worsening external
environment, a drought and the outbreak of foot-and-mouth
disease, and political uncertainties which hampered economic
policy making. The banking system was seriously affected by the
recession and by contagion from the regional crisis, with the
collapse of the third-largest bank triggering sizable deposit
outflows. The guarani depreciated by 34 percent vis-.-vis the
U.S. dollar, although in real effective terms it declined by only
2« percent due to the sharp decline of neighboring currencies.

The public finances also deteriorated sharply in 2002. The
consolidated public sector deficit increased to 3 percent of GDP,
mainly because of weak tax revenues, higher capital spending, and
financial difficulties in key public enterprises. Severe
financing constraints led to sizable arrears by early 2003,
including to multilateral lenders. Repeated attempts by the
government to adopt a comprehensive adjustment and reform program
with multilateral support failed, mainly because of the lack of
domestic consensus in the increasingly politicized environment
before national elections scheduled for April 2003.

Paraguay faces a difficult economic outlook in 2003. While better
climatic conditions in agriculture and some stability in
Argentina will keep GDP from falling as sharply as in 2002,
continuing domestic policy uncertainty and the effects of foot-
and-mouth disease are expected to depress growth.2 With the new
administration scheduled to take office on August 15, the policy
making environment may improve. If the new authorities move
decisively to implement sound economic policies, an economic
recovery could start late in the year. Inflation will edge up
further reflecting pass-through from continued depreciation of
the exchange rate.

Executive Board Assessment
Executive Directors observed that Paraguay had suffered large
adverse shocks in 2002, which had been exacerbated by long-
standing domestic vulnerabilities and impediments to growth. A
drought, the outbreak of foot-and-mouth disease, and contagion
from the regional crisis had caused a sharp decline in output,
with adverse effects on the public finances and the banking
system. Structural weaknesses, including serious governance
problems, inefficient public enterprises, a weak tax effort, and
inefficient government spending are key factors behind Paraguay's
record of low growth and its vulnerability to external shocks.

To address these structural weaknesses, restore macroeconomic
stability, and set Paraguay on a path of sustainable growth,
Directors recommended the adoption of a comprehensive program of
fiscal and structural reforms. The strategy should center on
restoring fiscal sustainability, improving the efficiency of the
public sector, strengthening the banking sector, and improving
governance and fighting corruption. Directors encouraged the new
government following the April 2003 elections to garner the broad
political consensus and ownership required to formulate a strong
adjustment program and push forward the reform process. However,
given the very difficult present economic situation, policy
efforts should get under way even before the election.

Directors expressed concern about the sharp deterioration of
Paraguay's fiscal situation and rising public debt burden, which
has resulted, inter alia, in the accumulation of large payments
arrears. While Directors took note of the authorities' efforts to
limit the deterioration through administrative means, they urged
the authorities to adopt a comprehensive and balanced package of
measures to correct the fiscal imbalance on a sustainable basis.
Such a package would have to include measures to strengthen tax
administration and the revenue effort more generally, as well as
appropriate spending restraint. Directors also emphasized the
need to reform the public employees' pension plan. Directors
regretted Paraguay's build up of arrears with the Inter-American
Development Bank and the World Bank, and encouraged the
authorities to quickly normalize relations with the international
financial community.

Directors observed that the adjustment effort should also include
the public enterprises. They noted that timely adjustment of fuel
and electricity prices to fully reflect their dollar costs is key
to the health of those enterprises as well as to the government's
cash flow. Directors stressed the need to consider reviving the
privatization program as soon as a transparent framework can be
put in place. They suggested that, if outright sale of
enterprises proves difficult in the near term, the authorities
should explore other means to improve public enterprises'
operations, such as better pricing structures and private
management contracts. Directors also suggested that the
authorities develop reorganization plans for each enterprise to
improve efficiency, in order to pave the way for eventual
privatization.

Directors noted that monetary policy had responded pragmatically
to the difficulties faced in 2002. They urged the authorities to
strengthen the operational framework of monetary policy,
establish a clear nominal anchor, and increase the central bank's
operational independence. Directors recommended less intervention
by the central bank in the foreign exchange market, to allow the
flexibility of the exchange rate to help cushion shocks and to
husband reserves for backing up deposits in the highly-dollarized
banking system. Directors encouraged the authorities to work
toward prudent macroeconomic policies and banking system reforms,
which would allow for a decline of dollarization over time.
Directors recommended that the authorities review the requirement
to move public sector deposits to the central bank in light of
the risks posed to the banking system. A few Directors noted,
however, that consolidation of public sector balances at the
central bank could be considered desirable, and that any
liquidity issues that might arise would need to be addressed
through other instruments.

Directors commended the authorities for their prompt and
effective intervention in Banco Alem n, while noting that
important gaps remain in the framework for bank resolution. They
recommended that these gaps be filled through early adoption of
draft laws on bank resolution and on public banking. Directors
encouraged the authorities to strengthen regulation and
supervisory practices, monitor the situation of banks closely,
and more generally take a proactive stance in response to any
difficulties. In particular, Directors expressed concern about
the precarious financial situation of the National Development
Bank (BNF). They urged the authorities to implement, without
further delay, a comprehensive restructuring and reform of the
bank, along the lines of the program designed last year with the
support of the Inter-American Development Bank and the World
Bank. Directors urged the authorities to step up their efforts to
address money laundering and terrorist financing.

Directors encouraged the authorities to maintain Paraguay's
relatively open trade regime. They stressed that tariff increases
should be viewed only as a last resort on the fiscal front, and
recommended that trade concerns be resolved within Mercosur and
WTO dispute resolution procedures.

Directors noted the improvements made in operational safeguards
at the central bank, and encouraged the authorities to implement
the recommendations set forth in the recent safeguards assessment
report prepared by IMF staff.

Directors considered data provision by the authorities as
adequate for surveillance purposes, although they noted that
important data deficiencies remain. They urged the authorities to
address those deficiencies, especially in the national accounts,
the public enterprise, and social security sectors, and in the
data on external trade and capital flows.


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

BWIA: Anticipates Net Income This Year, Despite Troubles
--------------------------------------------------------
BWIA is anticipating a net income of $30.67 million this year.
The financially troubled airline reportedly has a new ambitious
business plan which aims to re-fashion the carrier into a low-
cost, competitive enterprise, and return it to profitability.

The regional carrier is looking at a business model along lines
of the hugely successful, low cost carriers in the United States
such as Jet Blue and Southwest Airlines, though its international
competitors for the Caribbean market are the larger American
Airlines and US Airways, British Airways and Air Canada,
according to a report released by the Trinidad Guardian.

"Assuming an eight times multiple, this could translate to a
share price of US$0.80 ($4.96) by the end of fiscal 2003. This
could set the basis for regaining the issue price of US$1.25
($7.75) in the following year," said the plan.

However, the airline's 2002 financial report shows that it lost
$76.37 million on revenues of $1.589 billion.

The business plan focuses on three areas of the airline's
operations that are the largest source of annual expenditure -
employee costs ($342.4 million); aircraft rental ($252.27
million) and fuel ($212.84 million) that account for 50 per cent
of all its expenses, said the report.

One of the plan's main goals is to reduce the operating cost to
per seat mile eight US cents. The report said that the airline
aims to reduce the its financial outlay by about $97.03 million
over the next year touching on aspects of the carrier's
operations reservations, duty free concessions, management
reductions, outsourcing of major airline repairs, ramp operations
and general staff reductions.

However, the airline is presently seeking financial aid from the
government as military conflict in the Middle East is causing a
rapid decline in travel demands.

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)


BWIA: Seeks Government Help Again
---------------------------------
BWIA Chairman Lawrence Duprey, and the airline's president Conrad
Aleong met with Trinidad ad Tobago Prime Minister Patrick Manning
to discuss possible aid for the ailing flag carrier.

A source told the Trinidad Guardian that BWIA's top executives
are worried about the "apparent deepening of the impact of the
war on the travel industry."

A separate report said that BWIA is losing hundreds of thousands
of dollars weekly as travel demands dwindle due to the war.

BWIA is once again seeking the assistance of the government to
keep it on air. Less than a year ago, the government had agreed
to make US$13 million available to bail out the airline.

BWIA implemented a restructuring plan, which included a
rationalization of its fleet and sending home at least 600
employees. The fleet rationalization made 40 pilots redundant.

The airline embarked on a plan to save at least US$1.4 million in
operating expenses per month. Employees agreed to pay cuts.
However, the war seems to be putting the airline's newfound
lifeline in jeopardy.


BWIA: Middle East Conflict Causing More Losses
----------------------------------------------
Troubled Trinidadian carrier BWIA is losing hundreds of thousands
of dollars a week as war in the Middle East continues, reports
the Trinidad Express.

Corporate communications director Clint Williams said that the
airline's financial condition is "precarious", adding that they
are very much concerned with the situation.

The report indicates that the financially distressed airline is
suffering from the declining travel demand and increasing trip
cancellations in the past days.

The decline in travel demand is so fast, that the airline may
have to cut flights by Sunday.

Mr. Williams said, "In a matter of days, we may have to
reconsider flights. In the short term, the next responsibility
will be rationalising the frequency we fly to destinations. We
will have to minimise unprofitable flights."

BWIA may cut its seven-day service down to five flights per week
to save on man-hours in the air and save fuel.

BWIA has also cut down its own duty travel.

The airline may have to review its operations and staffing if
this continues. Recently, the airline has sent home 600 employees
in its restructuring.

However, Mr. Williams shows BWIA is determined to survive.

"The survival of the airline is paramount. We have a
responsibility to continue flying. The Caribbean needs BWIA," he
said.


                               **************

     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 2003.  All rights reserved.  ISSN 1529-2746.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
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Information contained herein is obtained from sources believed to
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or balance thereof are $25 each.  For subscription information,
contact Christopher Beard at 240/629-3300.


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