TCRLA_Public/030609.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, June 9, 2003, Vol. 4, Issue 112

                           Headlines


A R G E N T I N A

AGRINM: Court Makes Bankruptcy Official
AMERICAN SOFT: Court Opens Creditors' Meeting
BASTIONPAPIER: Declared Bankrupt By Buenos Aires Court
EGOR: Court Oversees Bankruptcy
GOLD POINT: Under Bankruptcy, Says Buenos Aires Court

INSTITUTO PSICOPEDAGOGICO: To Hold Formal Creditors Meeting
LABORGASA: Court Orders Bankruptcy
PILDAN ROQUE: Civil, Commercial Court Declares Bankrupt
RADIODIFUSORA PAMPEANA: Court Sets Formal Creditor's Meeting
REPSOL YPF: Lowers Gasoline, Diesel Prices in Argentina

SALON ESPANOL: Court Makes Bankruptcy Official
SERVICIOS Y CALIDAD: Seeks Pre-Reorganization Agreement
SPELL: Creditors Meeting Scheduled Following Concurso Proceeding
THERAPIA NORTE: Applies For Concurso Preventivo
TRANS BEEF: Capital Federal Court Declares Bankruptcy


B E R M U D A

SEA CONTAINERS: Signs US$6.7 Million Contract With Equant


B R A Z I L

MRS LOGISTICA: Sets New Transportation Record In May
TELEMAR: Minority Shareholders Object to Oi Purchase
TELEMAR: Wins $12.6M, 2-Yr. Contract With CEF
TELESP CELULAR: Sets $150M Bond Issue Despite Poor Perception


M E X I C O

ALESTRA: Strong Results Won't Deter Restructuring
GRUPO MEXICO: Fitch Assigns 'BBB-' Rating to GFM


T R I N I D A D   &   T O B A G O

BWIA: Airline Faces Imminent Bankruptcy, Chief Steps Down
BWIA: Vice President Steps In As Temporary Head

     - - - - - - - - - -

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

AGRINM: Court Makes Bankruptcy Official
---------------------------------------
Buenos Aires Court No. 1 has declared Agrinm S.A. bankrupt. The
Court, in cooperation with Secretary No. 2, has assigned Mr. Juan
Carlos Rico as receiver. Claims will be verified until July 10,
2003.

CONTACT:  Juan Carlos Rico, receiver
          No. 1546 Viamonte Street
          Buenos Aires
          Argentina


AMERICAN SOFT: Court Opens Creditors' Meeting
---------------------------------------------
An Argentine Court has scheduled a meeting for the creditors of
American Soft SA. The software company is based in Buenos Aires.
Azar Lavezzari is assigned receiver for the proceedings. The
receiver may be contacted at Corrientes Ave. No. 1312 in the
federal capital. In the meantime, claims will be verified until
August 29, 2003.

CONTACT:  AMERICAN SOFT S.A.
          8th Floorr C105AAG
          Ave. Cordova 795
          Buenos Aires
          Phone: 4312-9040
          Contact:
          Daniel Napoli
          Email: ddnapoli@americansoft.com

          Press Contacts:
          Samanta Leccese
          Phone: (5411)4371-6777 Int 9210
          Email: sleccese@gmc.com.ar


BASTIONPAPIER: Declared Bankrupt By Buenos Aires Court
------------------------------------------------------
Bastionpapier S.A. is declared bankrupt by Court No. 13 of Buenos
Aires. Agustin Cueli Gomez, also from Buenos Aires, was assigned
receiver for the proceedings. Verifications are welcome until
July 7, 2003.

CONTACT:  Agustin Cueli Gomez
          No 915 Corrientes Ave.
          Buenos Aires
          Argentina


EGOR: Court Oversees Bankruptcy
-------------------------------
Buenos Aires Company Egor SA has initiated the bankruptcy
process. Court No. 23, with Secretary No. 45 of Buenos Aires
declared the bankruptcy. So far, local reports have not indicated
whether a receiver has been assigned or not.

CONTACT:  EGOR S.A.
          No. 2053
          Beron de Astrada Street
          Buenos Aires
          Argentina


GOLD POINT: Under Bankruptcy, Says Buenos Aires Court
-----------------------------------------------------
Buenos Aires Court No. 21, with Secretary No. 41, declared Gold
Point SRL under bankruptcy. The court assigned Mr. Jorge Sahade
as receiver for the proceedings. Mr. Sahade may be contacted at
No, 1324, Avenidad de Mayo Avenue, Buenos Aires. Claims will be
verified until September 22, 2003.

CONTACT:  GOLD POINT SRL
          No. 35 Pedernera Street
          Buenos Aires
          Argentina


INSTITUTO PSICOPEDAGOGICO: To Hold Formal Creditors Meeting
-----------------------------------------------------------
Instituto Psicopedag˘gico San Pablo SA, after applying for
reorganization, will hold a formal creditors' meeting. The
Company stopped paying its obligations on October 30, 2001.

Infobae reports that the Company is seeking permission to start
reorganization proceedings at Court No. 25, through case no.
3065523681.

CONTACT:  INSTITUTO PSICOPEDAGOGICO SAN PABLO S.A.
          Asuncion 2983,
          Buenos Aires
          Argentina


LABORGASA: Court Orders Bankruptcy
----------------------------------
Argentine company Laborgasa is officially bankrupt. The
declaration came from Court No. 13 of Buenos Aires. Mr. Miguel
Adolfo Kupchik from Alsina Street in Buenos Aires is assigned as
receiver for the case.

Claims will be verified until July 4, 2003.

CONTACT:  Mr. Miguel Adolfo Kupchik, receiver
          No. 1360
          Alsina Street
          Buenos Aires
          Argentina


PILDAN ROQUE: Civil, Commercial Court Declares Bankrupt
-------------------------------------------------------
Pildan Roque Vicente Pildayn Marcelo Osvaldo S.H. is officially
considered bankrupt by the Civil and Commercial Court No. 4 of
Provincia de Buenos Aires. Mr. Juan Carlos Bianchi is the
assigned receiver. Mr. Bianchi will file the individual report on
August 25, 2003, and the general report on October 6, 2003.
Claims will be verified until June 27, 2003.

CONTACT:  Juan Carlos Bianchi, receiver
          Leandro N. Alem Street
          No. 37 San Nicholas
          Prov. De Bs. As.
          Argentina


RADIODIFUSORA PAMPEANA: Court Sets Formal Creditor's Meeting
------------------------------------------------------------
The court opens a formal meeting for the creditors of
Radiodifusora Papeana SA. Infobae earlier reported that the
Company is asking for "concurso preventivo" permission from
Buenos Aires Court No. 1, to start reorganization proceedings.

The deadline for verification of claims is June 25, 2003. The
informative assembly will take place on March 31, 2004.

The receiver, Mr. Hugo Adriano Zaragosa, will file the individual
reports on August 21, 2003. The general report will be submitted
on October 2, 2003.

The Company's case, number 33642025169, is handled by Secretary
No, 21 of Buenos Aires.

CONTACT:  Mr. Hugo Adriano Zaragoza, receiver
          Cordoba 1318,
          Buenos Aires


REPSOL YPF: Lowers Gasoline, Diesel Prices in Argentina
-------------------------------------------------------
Spanish oil company Repsol-YPF effected Thursday, June 5, an
agreement reached with the Argentine government, reports Business
News Americas. On Thursday, the Company, which supplies about 50%
of the gasoline and diesel market in Argentina, lowered gasoline
and diesel prices in the country by 1% and 2%.

In addition, the Company also agreed to lower the price of JP1
fuel used by commercial planes by 5% "to improve the
competitiveness of local companies" and to cut LPG prices by 7%
for 10kg and 45kg cylinders.

"Basically it's a gesture of support for the national government,
and an attempt to cooperate with the government according to
their request to reduce fuel prices," a Repsol YPF source said.

The government had reportedly asked Repsol YPF to cut prices by
about 4%, but higher international crude prices last week made
the Company wary about lowering prices that much, the source
said.


SALON ESPANOL: Court Makes Bankruptcy Official
----------------------------------------------
Buenos Aires Company Salon Espanol is declared bankrupt by the
Capital Federal Court No. 4. The same court assigned Mr. Jose
Lucchetti as receiver for the proceedings. Mr. Lucchetti may be
reached at No. 1539 Cordoba Avebue in Buenos Aires.

The deadline for verification of claims is July 14, 2003.

CONTACT:  SALON ESPANOL S.R.L.
          No. 1199
          Avenida de Mayo Avenue
          Buenos Aires
          Argentina


SERVICIOS Y CALIDAD: Seeks Pre-Reorganization Agreement
-------------------------------------------------------
Major passanger bus company Servicios y Calidad S.A. has applied
for "Acuero Preconcursal" a pre-concurso agreement. The Company's
case, number 30542090649, is under the jurisdiction of Buenos
Aires Court No. 9, relates Infobae.

The report adds that oppositions will be entertained until June
20, 2003. However, it did not indicate whether the court has
assigned a receiver or not.


SPELL: Creditors Meeting Scheduled Following Concurso Proceeding
----------------------------------------------------------------
Buenos Aires Court No. 5 opened a formal meeting for the
creditors of Argentine promotional service company Spell S.A.,
which recently applied for reorganization. The meeting, revailed
that the Company's assets are valued at about ARS2.15 million,
while its liabilities total almost ARS4.38 million.

The Court has also assigned Estudio Cantero, Sartori, Fern ndez
de Scala as the receiver. The deadline for verification of claims
is September 10, 2003.

CONTACT;  Spell S.A.
          Teniente General Juan Domingo Peron 685
          Piso A
          Buenos Aires

          Estudio Cantero, Sartori, Fern ndez de Scala
          2nd Floor
          No. 1393
          Corrientes Avenue
          Buenos Aires
          Argentina


THERAPIA NORTE: Applies For Concurso Preventivo
-----------------------------------------------
Argentine hospital service company Therapia Norte S.A. has
applied for "concurso preventivo" at Court No. 6, Secretary No.
11 of Buenos Aires. Infobae reports that the Company's petition
is assigned case no. 30606142567. However, it did not indicate
whether a receiver for the reorganization proceedings has been
assigned or not.

CONTACT:  THERAPIA NORTE S.A.
          Rodriguez Pena 1657
          Buenos Aires
          Argentina


TRANS BEEF: Capital Federal Court Declares Bankruptcy
-----------------------------------------------------
Argentine Capital Federal Court No. 21 has declared Trans Beef
S.R.L. bankrupt. The Court assigned Mr. Hector Juan Kaiser of
Montevideo Street in Buenos Aires as receiver for the
proceedings. The deadline for verification of claims is September
30, 2003. Mr. Kaiser will file the individual reports on November
17, 2003, and the general report on February 9, 2004.

CONTACT:  TRANS BEEF S.R.L.
          No. 2078
          Terrada Street
          Buenos Aires
          Argentina



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

SEA CONTAINERS: Signs US$6.7 Million Contract With Equant
---------------------------------------------------------
Equant (NYSE: ENT) (Euronext Paris: EQU), a recognised industry
leader in global IP and data services to multinational
businesses, has won a 5-year, $6.7 million contract with Sea
Containers Ltd to provide a global IP VPN solution.

Sea Containers Ltd, a Bermuda company (NYSE: SCRA and SCRB) with
operating offices in London, New York, Genoa, Rio de Janeiro and
Sydney, is a passenger and freight transport operator, marine
container lessor and leisure industry investor. The Equant IP VPN
will be used to provide connectivity to more than 50 sites in 25
countries around the world, including Australia, France, Germany,
the UK and the US. For the last five years, Sea Containers has
used Equant``s frame relay service.

"Due to our global presence, we needed a reputable provider with
local knowledge," said vice-president of information services
Duncan Scott, Sea Containers. "Equant has teams in place in all
of our locations - even the most obscure - which means that it``s
in a good position to meet our local needs as part of our overall
business and IT strategies."

End-to-end service coverage is available in all of Sea
Containers`` geographical locations. The new IP VPN solution
offers other benefits including:

* Equant IP VPN will enable Sea Containers Ltd to run IP, data,
fax and voice over a single, cost-effective network providing
secure, high performance connectivity to its 10,000-employee
business

* Using the class of service option under Equant``s IP VPN
solution, Sea Containers Ltd can maximise bandwidth utilisation
and optimise performance of applications - both proprietary and
off-the-shelf - covering business-critical tasks such as:
centralised container and ferry management systems, regional data
collection and corporate accounting and management information

* Equant will monitor the network 24 hours a day, seven days a
week, and Sea Containers`` executives will have access to service
level and near-real time reports on network performance via
WebVision, Equant``s Web-based customer service portal

* Sea Containers is also connected to agents and partners across
the world via extranets on the Equant network. This facilitates
sharing information and connects key contacts into the core
network, enabling the business to operate faster and more
effectively

"The IP VPN offering enables us to bind our most distant
locations, helping us to unite our group. It``s an economically
viable solution, especially for small, local offices, as we are
not charged on a distance basis, but on access. It``s become
clear that using IP VPN, we``ll benefit from double the bandwidth
for a reduction in costs and a dramatically improved technology
infrastructure," Scott said.

Sea Containers will rely on Equant to ensure smooth migration
from the existing service to IP VPN. "Equant offered competitive
commercial terms, and it``s a financially stable company, which
gave us added security when selecting our provider," Scott said.

Howard Ford, Equant's president of markets and sales, said, "Sea
Containers is a global business, with operations from Charleston
to Singapore to Sydney. Our IP VPN solution is a cost-effective
and secure way of enhancing our customer``s communication and
facilitating transactions beyond the already robust frame relay
service that we have been providing."

Equant has served the shipping industry since 1993, beginning
with Peninsular & Orient Container Line (P&O). Today
Equant serves more than 100 shipping-related companies with
thousands of sites in more than 176 countries. In addition to Sea
Containers Ltd, P&O Nedlloyd and others, Equant currently
provides service to such shipping companies as:

* APL and APL Logistics

* CP Ships

* China Shipping

* CompanĦa Sudamericana de Vapores (CSAV)

* Hanjin Shipping

* K Line

* Kuehne & Nagel

* Stolt-Nielsen Transportation Group Ltd.

* ZIM

About Equant

Equant (NYSE: ENT) (Euronext Paris: EQU) is a recognised industry
leader in global data and IP network and integration services for
multinational businesses. The Equant network has unmatched
seamless reach, connecting key business centres in 220 countries
and territories, with local support in more than 165 countries.
Building on more than 50 years of experience in data
communications, Equant serves thousands of the world``s top
companies with the industry``s most extensive portfolio of
managed network services, including the market-leading IP VPN
used by more than 800 global businesses as of May 13, 2003.
Equant, a member of the France Telecom Group, was named Best
Global Carrier 2002 at the World Communication Awards and
consistently leads industry surveys in corporate user
satisfaction.

About Sea Containers Ltd.

Sea Containers Ltd is engaged in two main activities: passenger
and freight transport and marine container leasing. Passenger
transport consists of fast ferry and/or freight services in the
English Channel, the Irish Sea, New York, the Baltic and the
Adriatic. Rail operations in the UK are conducted under the name
Great North Eastern Railway.

Marine container leasing is primarily conducted through GE SeaCo
SRL a Barbados company owned 50 percent by Sea Containers and 50
percent by General Electric Capital Corporation and operating one
of the largest container fleets in the world.

The company also owns 47 percent of the equity of Orient-Express
Hotels Ltd (NYSE:OEH) which has 40 deluxe properties in 17
countries.

Other Sea Containers activities include port interests in the UK
and Greece property development publishing fruit farming in the
Ivory Coast and Brazil and a UK-based travel agency.

CONTACT:  Katy Lyons
          Phone: +44 (0)20 7802 2626
          Fax: +44 (0)20 7802 2627
          Email: katyl@lewispr.com

          Alex Olive
          Email: alexo@lewispr.com
          Home Page: http://www.lewispr.com



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

MRS LOGISTICA: Sets New Transportation Record In May
----------------------------------------------------
MRS LogĦstica S.A., one of the largest railroad concessionaires
in Brazil, has just established a new transportation record,
shipping in May, 7,368,302 tonnes. With this result, the Company
achieved the best monthly result in its history, exceeding in 326
thousand tonnes the former record conquered in October, 2002.

The average daily production rate was also a new record: 237.7
thousand tonnes/day, against 229.2 thousand, accomplished last
April. Simultaneously, MRS has surpassed the 400 million tonnes
mark since it assumed the Concession, on December 1st, 1996,
confirming the success of the privatization program of RFFSA's
Southeastern Railroad Network.

The accomplishments were possible as a consequence of the massive
capital expenditure program in place over the last years,
primarily applied in the overhauling and acquisition of rolling
stock, track maintenance, technological development, productivity
increase and the improvement in the quality of the Company's
workforce.

CONTACTS:  Eduardo Cassinelli - Treasurer
           Marco Andr‚ Guimaraes - Financial Manager
           Maria L£cia Silveira - Financial Analyst
           MRS LOGISTICA
           Praia de Botafogo, 228/1201-E
           Rio de Janeiro - RJ, 22250-906 - Brazil
           Tel: 021-2559-4600
           Fax: 021-2552-2635
           E-mail: daf@mrs.com.br
           Home page: www.mrs.com.br


TELEMAR: Minority Shareholders Object to Oi Purchase
----------------------------------------------------
Believing that there were irregularities in the Oi transaction,
minority shareholders in Telemar Norte Leste, the operating unit
of Brazil's biggest telephone company, called for an
investigation from the securities regulator, according to the
Financial Times.

On May 28, Telemar Norte Leste announced it bought the wireless
unit Oi from parent Tele Norte Leste Participacoes SA for BRL1
real (34 cents) plus BRL4.76 billion in debt. The transaction
would mean BRL1.6 billion in tax savings and reduced costs and
expenses to Telemar Norte Leste.

However, Telemar Norte Leste's minority shareholders claimed that
the price paid for the wireless unit was inflated and resulted in
significant loss of value to Telemar.

Marcos Duarte, who owns about BRL700,000 in Telemar Norte Leste
shares, noted that before the deal, the shares traded this year
at an average of 1.72 times the value of parent shares. Since the
deal, that ratio has fallen to 1.25, he said.

"We wrote to the BNDES (the state-controlled development bank and
one of Telemar's controlling shareholders) immediately before and
after the sale detailing our misgivings and have had zero
response," FT quoted Duarte, as saying.

CONTACT: TNE - INVESTOR RELATIONS
         Roberto Terziani
         Email: terziani@telemar.com.br
         Tel: 55 21 3131 1208

         Carlos Lacerda
         Email: carlosl@telemar.com.br
         Tel: 55 21 3131 1314

         Fax: 55 21 3131 1155


TELEMAR: Wins $12.6M, 2-Yr. Contract With CEF
---------------------------------------------
Brazil's largest fixed line operator Telemar won a data
transmission contract with Brazilian federal bank Caixa Economia
Federal (CEF), Business News Americas reports, citing local tech
news agency IT Web.

The BRL36-million (US$12.6mn) contract, is valid for two years
and renewable for five years. The contract holds Telemar
responsible of expanding CEF's data network and interlinking the
bank's branches within Telemar's 16-state concession area, as
well as managing circuit time responses.

CEF expects to reduce its data transmission costs by 10% as a
result of the contract.


TELESP CELULAR: Sets $150M Bond Issue Despite Poor Perception
-------------------------------------------------------------
The US$150 million worth of bonds that Telesp Celular
Participacoes SA, Brazil's biggest cellular phone company, plans
to issue will mature in December 2004 and yield about 7%,
Bloomberg reports, citing a person familiar with the transaction.

The investment banking arm of Portugal's Banco Espirito Santo SA
will lead the sale with Spain's Banco Bilbao Vizcaya Argentaria,
the person said.

Early last week, Merrill Lynch downgraded Telesp Celular to
"sell" due to its "unattractive valuation," an ML analyst said.

"With Telesp Celular up 65% over the past three months on the
back of an improved macro outlook for Brazil, we believe it is
now overvalued," said ML Equity Analyst Mauricio Fernandes.

The "fair value" for Telesp Celular would be US$3.60 per American
Depositary Receipt of the company, "implying a 13% downside
potential," the analyst added.

ML also cited "increasing competition as not reflected in the
stock price."

"We believe our Ebitda margin estimates are not conservative at
41%-42%, slightly ahead of management's 40%. This represents high
earnings risk," Fernandes said.

CONTACT:  Telesp Celular Participacoes S.A.
          Fernando Abella Garcia, Investor Relations Officer



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

ALESTRA: Strong Results Won't Deter Restructuring
-------------------------------------------------
Analysts still believe that Alestra, despite posting strong first
quarter results, will undergo a restructuring of US$570 million
in debts with bondholders, relates Business News Americas. The
Mexican long distance operator reported first quarter Ebitda of
MXN302 million, up 100% from MXN151 million a year ago. Sales
also grew 48.7% to MXN1.45 billion at the end of the quarter,
compared to MXN973 million last year.

But an analyst with a major international ratings agency doubts
that Alestra's better performance would allow the Company to pay
its debts.

"The company has already defaulted because it couldn't pay it
debts," he said, adding, "When a company defaults very rarely
does it start repaying its debts."

Last year, Alestra chose to default on interest payments of US$35
million that were due on November 15 and payable until December
15. The payments are related to bonds worth US$570 million,
maturing in 2006 and 2009.

On May 30 this year, Alestra extended the deadline for its
outstanding exchange and cash tender offers until June 11, with
no change to the terms of the offers. The offers apply to US$270
million of 12 1/8% Senior Notes due 2006, and US$300 million of
12 5/8% Senior Notes due 2009. Alestra is offering to buy back
each US$1,000 of principal amount for US$400.

The Company also said that about US$144 million principal amount
of its outstanding 12 1/8% Senior Notes due 2006 and about US$95
million principal of its outstanding 12 5/8% Senior Notes due
2009 had been tendered as of May 30.

Alestra reported total liabilities of MXN7.97 billion at the end
of the first quarter, of which MXN6.14 billion were in the form
of senior notes and MXN998 million of accrued interest, expenses
and other payables.

Debt restructuring is probably the best and most likely outcome
for Alestra and bondholders, according to Manuel Guerena,
corporate ratings director at Standard & Poor's Mexico.

Creditors would not want to end up owning the company, Guerena
said, citing as a fact the depressed value of telecom assets
worldwide.

AT&T has a 49% controlling stake in Alestra. Onexa - a 50:50
joint venture between local bank BBVA Bancomer and Mexican
industrial group Alfa - holds the other 51%.


GRUPO MEXICO: Fitch Assigns 'BBB-' Rating to GFM
-------------------------------------------------
Fitch Ratings has assigned a senior unsecured local and foreign
currency rating of 'BBB-' to Grupo Ferroviario Mexicano, S.A. de
C.V. (GFM). The Rating Outlooks are Stable. The investment grade
ratings of GFM are supported by the company's solid competitive
position, strong cash flows and moderate leverage.

GFM benefits from the diversity of its cash flow generation from
various sectors such as agriculture, cement, intermodal,
metals/mining, chemicals, industrial products, and automobile. A
significant portion of total cargo comes from the higher-margin
agriculture and intermodal sectors. GFM is able to vary pricing
among sectors and attempts to set price increases in line with
inflation.

GFM has historically had an unleveraged capital structure. During
the second half of 2002, GFM increased its debt by obtaining a
five-year loan for MXP2.5 billion (approximately US$225 million)
from Banco Inbursa, S.A. The proceeds of this loan were
distributed as dividends and capital reductions to the company's
shareholders, Grupo Mexico S.A. de C.V. (Grupo Mexico) and Union
Pacific Railroad (Union Pacific). Grupo Mexico used the funds to
increase the capital and improve the liquidity of its highly
leveraged subsidiary Grupo Minero Mexico (GMM). As a result, GFM
ended 2002 with approximately US$315 million of debt and US$252
million of cash and marketable securities. This compares with the
company's cash flow generation during the year, as measured by
EBITDA, of US$235 million.

In March 2003, GFM increased its leverage via a one-year US$200
million bridge loan from a bank syndicate led by J.P Morgan-Chase
and Bank of America. The proceeds of this loan were also
distributed as dividends and capital reductions to Grupo Mexico
and Union Pacific. These funds were also used to recapitalize
Grupo Mexico's struggling copper subsidiaries, primarily its
U.S.-based company, Asarco Inc. (Asarco). On a pro forma basis,
the additional debt gives GFM total debt of approximately US$515
million. GFM is expected to generate US$225 million of EBITDA
this year such that the company should have a leverage ratio in
2003, as measured by total debt-to-EBITDA, of about 2.3 times (x)
and an interest coverage greater than 5.0x.

Risks of additional debt increases at GFM are low as both Grupo
Mexico and Union Pacific, a minority shareholder, believe that
the company is appropriately capitalized. Union Pacific has
indicated to Fitch that it will not approve further debt
increases. Although Union Pacific owns only 26% of GFM, it is
able to control GFM's capital structure as a result of corporate
by-laws and a shareholders agreement that limits Grupo Mexico's
ability to operate the railroad solely in its interests.
Restrictive covenants further prohibit additional indebtedness.
As, a result, debt levels are expected to remain stable and
gradually decrease over time.

GFM's board of directors has 11 members, eight of which are
appointed by Grupo Mexico and three by Union Pacific. A
supermajority of nine out of 11 votes are needed to approve
changes in by-laws, acquisitions, increases in debt, capital
reductions, asset dispositions, operating and capital budgets,
payments of dividends above or below the mandatory 30% level,
etc. The by-laws include transfer restrictions in the form of
reciprocal rights of first refusal such that Grupo Mexico and
Union Pacific have the right of first refusal if the other party
decides to sell their stake in GFM to an external party.
Shareholders also need approval by the board of directors to
pledge their shares in GFM.

GFM is the largest railroad company in Mexico. More than 10,000
kilometers of rail lines cover about 71% of the country and
almost 80% of industrial and commercial areas. The principal
subsidiary of GFM is Ferrocarril Mexicano, S.A. de C.V.
(Ferromex), which was acquired in a government privatization
process in 1998 for US$524 million. GFM is a direct subsidiary of
Infraestructura y Transportes Mexico, S.A. de C.V. (ITM), which
is a direct subsidiary of Grupo Mexico, Mexico's largest mining
company. Grupo Mexico has a 74% stake in GFM, while the remaining
26% is held by Union Pacific.

As part of the privatization process of the Mexican railway
system in 1997, GFM's Ferromex subsidiary was granted a 50-year
concession to operate the North Pacific and Ojinaga-Topolobampo
railways lines. Since privatization, improvements have been made
in GFM's operating efficiencies, which have resulted in increased
load factors. Monthly average net tons kilometer increased from
about 1.83 billion in 1998 to 2.30 billion in 2002, while net
tons kilometer per employee increased from 214,000 to 351,000 in
2002. In addition to transportation by truck, GFM's main
competitor is Transportacion Ferroviaria Mexicana (TFM).

CONTACT:  Fitch Ratings
          Anita Saha, CFA
          Phone: 312/368-3179

          Joe Bormann, CFA
          Phone: 312/368-3349

          James Jockle, (Media Relations)
          Phone: 212/908-0547



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

BWIA: Airline Faces Imminent Bankruptcy, Chief Steps Down
---------------------------------------------------------
Conrad Aleong, chairman and president of cash-strapped airline
BWIA, stepped down last week as the airline comes under more
pressure from creditors, relates the Associated Press. Mr.
Aleong's contract with BWIA expires on January 31, 2004.

The airline's corporate communications director Clint Williams
said that Mr. Aleong presented his immediate resignation to the
Company's board. The board immediately accepted the resignation.

Mr. Aleong's resignation is seen as part of the "restructuring"
the government asked of BWIA's management, in return for keeping
the airline alive. Trinidad and Tobago Prime Minister Patrick
Manning would not say if he is asking for Mr. Aleong's
resignation or not.

Last week, BWIA faced imminent closure after creditors started
impounding aircraft due to the airline's failure to pay its
lease. The government resolved the dilemma by convincing the
International Lease Finance Corporation to release the airplanes.
In turn, the government agreed to loan BWIA some US$5.5 million
to pay its arrears to ILFC.

Mr. Aleong served as the airline's CEO since 1998.

A source close to the airline commented, "Aleong was quite
generous to BWIA. He did not exact his pound of flesh."

In a press release, BWIA's board expressed its "deep appreciation
and sincere gratitude" to Mr. Aleong.


BWIA: Vice President Steps In As Temporary Head
-----------------------------------------------
Troubled Trinidad and Tobago flag carrier BWIA is currently in
the hands of its vice president of procurement and material
administration Brenda Billy following the resignation of CEO and
president Conrad Aleong.

The Trinidad Express reports that Ms. Billy supervises the
airline's day-to-day operations in the interim. Local reports
suggest that Ms. Billy would be elevated to the position of Chief
Executive Officer.

Corporate communications director Clint Williams said that a new
CEO may be appointed before the week ends.



               ***********


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.

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