TCRLA_Public/040128.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

          Wednesday, January 28, 2004, Vol. 5, Issue 19

                          Headlines

A R G E N T I N A

ACINDAR: Commences $80M Bond Issue
ACINDAR: Argentine S&P Rates $100M of Bonds `raD'
BANCO BISEL: $354M in Bonds Get Default Ratings from S&P
BANCO SUQUIA: S&P Rates $36M of Bonds `raD'
CRM: Corporate Bonds Get Default Ratings from Argentine S&P

DROGUERIA MAGNA: Evaluadora Assigns Junk Ratings To Bonds
GRUPO GALICIA: Confirms Details of Planned Rights Issue
SCP: S&P Rates $400M of Bonds `raD'


B R A Z I L

CFLCL: Shareholders' Row Delays Subsidiary's Project
CHAPECO: Santa Catarina Court Approves Bankruptcy Proceedings
EMBRATEL: TelComp Exec Qualmish About Data Room Opening
GERDAU: Rolling Mill Starts Wire Rod Production In Minas Gerais
IMPSAT: Gives Up Licenses to Operate in Certain Brazilian Cities

PARMALAT BRASIL: Parent Completes Financial Report Draft
PARMALAT BRASIL: Nestle Not Buying Assets, But Offers Aid


C H I L E

ENDESA CHILE: Merrill Lynch Expects $21.6M Profit for 4Q03
ENERSIS: Merrill Lynch Lowers Expectations for 4Q03
MANQUEHUE NET: Must Submit to Rates Setting Process - COURT
RAILAMERICA: S&P Affirms Corporate Credit Rating at `B+/B'
RAILAMERICA: Agrees to Sell Chilean Railroad Interest


C O L O M B I A

AVIANCA: Continental In Take Over Negotiations
CHIQUITA BRANDS: Discusses Potential Colombian Banana Ops Sale


E L   S A L V A D O R

MILLICOM INTERNATIONAL: Rolls Out GSM Networks In Central America


M E X I C O

HYLSAMEX: Merrill Lynch Sticks to `Buy' Recommendation
TV AZTECA: Schiffrin & Barroway, LLP Files Class Action Suit
VITRO: Reaches Agreement to Sell its Stake in Vitro Fibras
VITRO: Agreement to Sell Fibras Will Not Affect Rating, Says S&P


V E N E Z U E L A

CANTV: CADIVI Approves Payment Of Yankee Bonds, Other Debts

     -  -  -  -  -  -  -  -

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

ACINDAR: Commences $80M Bond Issue
----------------------------------
Acindar, Argentina's largest long steelmaker, began Monday the
issuance of US$80 million in negotiable bonds as part of a debt
restructuring deal signed with creditors in December.

The operation, scheduled to close Feb. 4, will entail leading
shareholders injecting fresh funds into the Company for eventual
capitalization.

Earlier, Acindar's legal advisor Carlos Gomez said that proceeds
from the bond issue will be used for financing normal business
transactions and meeting debt commitments with creditors.

Belo Horizonte-based Belgo-Minera owns 20.5% of Acindar,
Argentina's Acevedo family holds 20.5%, the World Bank's IFC has
7% and the rest is floated on the stock market. Acindar has
installed capacity of nearly 1.2Mt/y of steel products.

CONTACT:  ACINDAR INDUSTRIA ARGENTINA DE ACEROS SA
          2739 Estanislao Zeballos Beccar
          Buenos Aires
          Argentina B1643AGY
          Phone: +54 11 4719 8500
          Fax: +54 11 4719 8501
          Home Page: http://www.acindar.ar.com

          Jose I. Giraudo, Investor Relations Manager
          Tel: (54 11) 4719 8674
          Andrea Dala, Investor Relations Officer
          Tel: (54 11) 4719 8672


ACINDAR: Argentine S&P Rates $100M of Bonds `raD'
-------------------------------------------------
Standard & Poor's International Ratings, Ltd. Sucursal Argentina
rates US$100 million of bonds issued by Acindar Industria
Argentina de Aceros `raD'. The rating issued is based on the
Company's finances as of the end of September last year.

The affected bonds are described by the Commission Nacional de
Valores as "Obligaciones Negociables simples, no convertibles en
acciones, autorizadas por AGOyE de fecha 5.8.96". These were
classified under "Simple Issue" and would mature on February 16.

S&P said that an obligation is rated `raD' when it is payment
default, or the obligor has filed for bankruptcy. The `raD'
rating is used when interest or principal payments are not made
on the date due, even if the applicable grace period has not
expired, unless S&P believes that such payments will be made
during such grace period.


BANCO BISEL: $354M in Bonds Get Default Ratings from S&P
--------------------------------------------------------
A total of US$354 million worth of corporate bonds issued by
Banco Bisel S.A. received default ratings from Standard & Poor's
International Ratings, Ltd. Sucursal Argentina. The Comision
Nacional de Valores, the county's securities regulator, relates
that the Company's finances as of the end of September 2003 were
used as basis for the issued rating.

About US$54 million of the bonds were described as "Obligaciones
Negociables Subordinadas", classified under "Series and/or Class"
while the rest are called "Programa de Emisión de Títulos de
Deuda a Mediano Plazo", under "Program". Both set of bonds
matured in July 2000.

The ratings agency said that the `raD' rating is assigned to
bonds that are in payment default or whose obligor has filed for
bankruptcy.


BANCO SUQUIA: S&P Rates $36M of Bonds `raD'
-------------------------------------------
Standard & Poor's International Ratings, Ltd. Sucursal Argentina
assigned default ratings to corporate bonds issued by Banco
Suquia S.A., relates the Argentine securities regulator, Comision
Nacional de Valores.

The rating, based on the Company's finances as of September 30,
2003, is given to bonds that are in payment default, or whose
obligor has filed for bankruptcy. The ratings agency said that
the `raD' rating will also be used when interest or principal
payments are not made on the date due, even if the applicable
grace period has not expired, unless S&P believes that payments
will be made during the said grace period.

The rating affects US$23 million worth of bonds called
"Obligaciones Negociables subordinadas, autorizadas por AGO de
fecha 19.12.97" due in November 2005. It also applies to US$13
million worth of "Obligaciones Negociables subordinadas
convertibles, autorizadas por AGE de fecha 19.9.97" due in May
2005. Both set of bonds are classified under "Simple Issue".


CRM: Corporate Bonds Get Default Ratings from Argentine S&P
-----------------------------------------------------------
Corporate bonds issued by Compania de Radiocomunicaciones Moviles
S.A. received a `raD' rating from the Argentine arm of Standard &
Poor's International Ratings, Ltd. The Comision Nacional de
Valores, Argentina's securities regulator, reports that the
rating was based on the Company's finances as of September 30,
2003.

The affected bonds are described as "Serie emitida bajo el
Programa de Ons por hasta U$S 350 millones, vencido el 9-02-03",
classified under "Series and/or class". The bonds are due on May
31, 2008.

The rating, issued last Thursday, is assigned to bonds that are
in payment default or whose obligor has filed for bankruptcy,
said the ratings agency.


DROGUERIA MAGNA: Evaluadora Assigns Junk Ratings To Bonds
---------------------------------------------------------
Evaluadora Latinoamericana S.A. Calificadora de Riesgo assigned
junk ratings to corporate bonds issued by Drogueria Magna S.A.,
reports the Comision Nacional de Valores, Argentina's securities
regulator. Some US$5 million worth of the Company's bonds were
rated `C+', which denotes that the bonds possess significant risk
of nonpayment.

The recently issued rating applies to bonds called "Obligaciones
Negociables", which are classified under "Simple Issue". The
bonds matured in April last year.


GRUPO GALICIA: Confirms Details of Planned Rights Issue
-------------------------------------------------------
Argentine banking group Grupo Financiero Galicia (GGAL) confirmed
late Friday the details of a planned rights issue, Dow Jones
relates.

According to documents filed with the Buenos Aires stock
exchange, Galicia will issue up to 149 million preferential
rights, which will automatically be converted into ordinary
shares one year after their issuance. That represents a 13%
increase in the total shares issued.

Shareholders will have 10 days to bid for the new shares. Each
shareholder can buy 0.1364 of the rights for every current share
held. The rights will be quoted in dollars and will cost 49 cents
each.

The planned rights issue is part of a debt restructuring of
Galicia's main unit Banco de Galicia y Buenos Aires SA (GALI.BA).
Last month, Banco Galicia gave details of a restructuring of
US$1.4 billion that it said had been accepted by a majority of
shareholders. The Company is seeking to get 95% creditor backing
by Feb. 18.


SCP: S&P Rates $400M of Bonds `raD'
-----------------------------------
A total of US$400 million of corporate bonds issued by Sociedad
Comercial del Plata received junk ratings from Standard & Poor's
International Ratings, Ltd. Sucursal Argentina last Thursday. The
Company's finances as of the end of September 30 last year was
used as basis for the rating issued.

According to the Comision Nacional de Valores, the bonds, called
"obligaciones negociables", were classified under "Program". Its
CUSIP and maturity date, however, were not indicated.



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

CFLCL: Shareholders' Row Delays Subsidiary's Project
----------------------------------------------------
Cat-Leo Energia, a generation subsidiary of Brazilian
distribution holding Companhia Forca e Luz Cataguazes-Leopoldina
(CFLCL), is forced to put projects on hold because of the ongoing
judicial dispute between CFLCL's shareholders, newspaper Gazeta
Mercantil reports, citing CFLCL president Manoel Neiva.

Furthermore, the subsidiary, which has a portfolio of 20 projects
totaling 500MW capacity, is awaiting congressional approval of
the country's new power sector rules before taking final
investment decisions.

Six of the projects are in an advanced development stage, Gazeta
said. The projected plants are: Bau (110MW), Barra do Brauna
(40MW), Jurumirim (15MW), Cachoeira Grande (5MW), Cachoeira
Escura (15MW) and Cachoeira Providencia (15MW).

Minas Gerais state based utility CFLCL, like most of the electric
companies in Brazil, performed very poorly in the last couple of
years, triggering a dispute between shareholders over the way the
Company is run.

The dispute has gone beyond the boardroom and reached a number of
courts, with the local controlling shareholders - the Botelho
family - claiming that the principal minority shareholders - US
utility Alliant and US investment fund Fondelec - are trying to
take over the Company.


CHAPECO: Santa Catarina Court Approves Bankruptcy Proceedings
-------------------------------------------------------------
The bankruptcy of Brazilian slaughterhouse Chapeco Alimento has
received authorization from a court on Santa Catarina, reports
local newspaper Gazeta Mercantil. The same newspaper reported
earlier that the Company sought for bankruptcy to protect itself
from several legal actions that arose because of its debts.

The Company has more than BRL1 billion in debts, and has to
settle them within a year. It owes at least BRL560 million to
Banco Nacional de Desenvolvimento Economico e Social(BNDES). Its
smaller creditors include ABN, Santos, Chain and pension funds
Aerus and Serpros banks. The Company owes a total of BRL156
million to the said banks and another BRL$64 million to its
suppliers.

The source added that French company Coinbra gave up its
intentions to acquire the beleaguered slaughterhouse, controlled
by Argentine group Macri. Chapeco has a total capacity of 400
poultry and 5,200 hogs per day.

In the meantime, the Company tries to guarantee payment of labor
and suppliers through leasing its units. Globoaves leased the
poultry units, based in Xaxim in Santa Catarina state and
Cascavel in Parana while Cooperativa Aurora is managing the hog
plants in Chapeco and Santa Rosa, Rio Grande do Sul state, the
local daily added.


EMBRATEL: TelComp Exec Qualmish About Data Room Opening
-------------------------------------------------------
Luis Cuza, the president of Brazil's competitive telecoms
services association (TelComp), is apprehensive of local telco
Embratel's plan to open a data room on Feb. 2 to allow potential
buyers to scrutinize its financial books.

Business News Americas recalls that there are three local
telephony incumbents interested in buying Embratel. These are
Telemar (NYSE: TNE), Brasil Telecom (NYSE: BRP) and Spain's
Telefonica (NYSE: TEF).

Cuza suggested that allowing these incumbents to examine
Embratel's finances would pose a great risk because even if they
do not buy Embratel they will have had access to highly sensitive
information.

Other interested bidders include local corporate services
operator Geodex and Mexico's Telmex (NYSE: TMX).

Speculation is rife that the three incumbents have invited Geodex
to take 40% of Embratel and split the remaining 60% of the
Company in order to make the joint takeover legal.

The law forbids the three incumbents from purchasing Embratel but
market analysts believe the government might bend the rules in
this case.

However, Eunicio Oliveira, scheduled to be formally invested
Tuesday as communications minister, replacing Miro Teixeira,
reassured operators and investors that he would not make radical
changes and would respect existing contracts.

"The government is not changing, there has merely been a change
in minister. The government's policy is underway and there will
be continuity," Oliveira was quoted as saying on the Telebrasil
website.

CONTACT:   Silvia M.R. Pereira, Investor Relations
           Tel: (55 21) 2121-9662
           Fax: (55 21) 2121-6388
           Email: silvia.pereira@embratel.com.br
                  invest@embratel.com.br


GERDAU: Rolling Mill Starts Wire Rod Production In Minas Gerais
---------------------------------------------------------------
The new Gerdau Acominas rolling mill has just produced its first
coils of wire rod. Located at Ouro Branco in the state of Minas
Gerais, the US$66 million rolling mill is the most modern wire
rod production facility in the Americas, with an annual capacity
of 550,000 metric tons. Wire rod is a raw material in the
production of wire for civil construction, agriculture and
general industry.

The rolling mill is currently undergoing tests, and will use
modern technology to produce special quality wire rod. The
product will become available during the first quarter of 2004 to
meet the elevated export demand. According to figures from the
International Iron and Steel Institute (IISI), world production
of crude steel should reach one billion metric tons for the first
time in 2004. This 6% increase on last year's performance
reflects increased international demand, especially from China.
"We are in a situation of high demand for steel products around
the world," says Gerdau president, Jorge Gerdau Johannpeter.
"Wire rod, being an important raw material for other stages of
production, is also in great demand, especially in the Asian
region."

Gerdau Group operations throughout the Americas produced over 12
million metric tons of crude steel in 2003, compared to 9.4
million metric tons in the previous year.

Gerdau Acominas already produces wire rod to the strictest
Brazilian and international standards at four mills: Riograndense
(state of Rio Grande do Sul), Cosigua (state of Rio de Janeiro),
Aconorte (state of Pernambuco) and Usiba (state of Bahia). Wire
rod from these units meets the needs of Gerdau Group wire mills
in Brazil, where it is transformed into products of higher added
value, as well as supplying the domestic market and being
exported around the world.

CONTACT:  Press Office +55(51) 3323-2170
          imprensa@gerdau.com.br
          www.gerdau.com.br


IMPSAT: Gives Up Licenses to Operate in Certain Brazilian Cities
----------------------------------------------------------------
Argentine telecoms carrier Impsat gained Brazil's telecoms
regulator Anatel's approval to return four local and long
distance telephony licenses, reports Business News Americas.

Last week Impsat decided to give up the local telephony licenses
for the Brazilian cities of Brasilia, Campinas and Porto Alegre,
and a national and international long distance license for the
city of Sao Paulo because its networks do not provide sufficient
coverage in those markets.


PARMALAT BRASIL: Parent Completes Financial Report Draft
--------------------------------------------------------
Parmalat Finanziaria Spa, under Extraordinary Administration,
communicates that PriceWaterhouseCoopers (PWC) has completed a
draft Report on the financial and economic situation of the
Parmalat Group, which indicates, amongst other things, an
estimate of the revenues and profitability of the 2002 financial
year and for the nine months to 30 September 2003 adjusted for
non-documented transactions and unregistered liabilities. The
Report also indicates the Group's indebtedness at 30 September
2003, this also following adjustments for non-documented
transactions and unregistered liabilities.

PWC's work is still in progress and therefore the figures
presented in the Report are not final and are subject to change.
However, in order to provide the market with timely information
Parmalat Finanziaria Spa, under Amministrazione Straordinaria,
has decided, in agreement with the Minister of Productive
Activities, to make public some of the information contained in
the Report.

With regard to revenues, profitability and net financial
indebtedness, PWC's Report highlights significant differences
compared to the figures reported in the Group's consolidated
Financial Statement at 31 December 2002 and in the Statement at
30 September 2003, as follows:

(in Euros millions)

               FY 2002                    1.01.-30.09 2003
                PWC         Company       PWC      Company
               Report    consolidated    Report   consolidated
                             data                    data

Revenues        6,202       7,722        4,002      5,376
EBITDA            286         931          121        651
Net Financial   not yet     1,862       14,300      1,818
               available

PWC's Report shows that "liquid assets" at 31 December 2002 and
at 30 September 2003 were negligible.

The review of the Group's industrial activities undertaken by
Parmalat Spa, under Extraordinary Administration, with the
assistance of its financial advisers Lazard and Mediobanca, is
still in progress and has the objective of identifying possible
actions to improve the Group's financial performance through the
re-shaping of its portfolio and increased efficiency. The results
of this review together with the PWC's Final Report will form the
basis for the industrial, economic and financial restructuring of
the Parmalat Group.

At the present time, the Group's production activities have been
substantially stabilized at all the operating units, both
national and international. From a financial viewpoint, the Group
is in a condition to make ongoing payments, although there have
been a few exceptions in number of businesses (dairy USA and in
Brazil) where taskforces are already at work with the aim of
helping local management to limit their financial requirements
and to reach agreements with their local financing banks.

With specific regard to Italy, sales of the Group's products have
shown an overall positive trend at the beginning of the year.
Retail sales of UHT milk are up by 13.8% compared to the same
period last year.


PARMALAT BRASIL: Nestle Not Buying Assets, But Offers Aid
---------------------------------------------------------
Nestle, the world's largest food company, will not buy any assets
from the embattled Italian food group Parmalat, Reuters reports.

However, according to Chief Executive Peter Brabeck, Nestle has
offered to help Latin American governments run any plants they
might buy.

"We will not acquire any of the assets of Parmalat," Brabeck
said, adding, "If (a) government acquires a factory, we are
willing to help them run the factory."

Parmalat, which was declared insolvent last month after the
discovery of a multi-billion dollar hole in its finances, has
filed for bankruptcy protection in Italy. Nestle has been named
as one of the companies that want to buy the Brazilian unit of
Parmalat.

Known for its dairy products worldwide, Parmalat has extensive
interests in milk and related businesses across Latin America.
Output at its Brazilian units has been cut by half since the
accounting shortfall was discovered.



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

ENDESA CHILE: Merrill Lynch Expects $21.6M Profit for 4Q03
----------------------------------------------------------
Merrill Lynch expects Endesa Chile, a local generation unit of
Chilean power sector holding Enersis, to return to profitability
in the fourth quarter of 2003, according to Business News
Americas.

Merrill Lynch is forecasting a US$21.6-million profit for Endesa
Chile in the fourth quarter of 2003, compared to a US$99.6-
million loss in the same quarter of the previous year.

Operating income is expected to climb 13.5% to US$147 million
from US$129 million in the fourth quarter of 2002, while EBITDA
should increase 10.5% to US$223 million.

Merrill Lynch earlier expected Endesa Chile to report a US$9.7-
million profit in the fourth-quarter of 2003. But due to the
impact of the stronger Chilean peso on the Company's results,
Merrill Lynch raised its expectation to US$21.6 million.

Merrill Lynch continues to rate Endesa Chile's shares "Neutral,"
although the enactment of the Ley Corta transmission bill,
finally passed by congress on January 22, could lead to higher
generation prices and lower transmission costs, the report said.


ENERSIS: Merrill Lynch Lowers Expectations for 4Q03
---------------------------------------------------
Merrill Lynch expects new accounting rules to negatively affect
the fourth quarter results of Chilean power sector holding
Enersis, relates Business News Americas.

Merrill Lynch is forecasting an US$83.4-million net income at
Enersis for the fourth-quarter of 2003. According to Merrill
Lynch analyst Frank McGann, the figure is lower than previous
estimates because "of the expected effects of the application of
Technical Bulletin 64 on non-operating income and expense."

Nevertheless, operating income is expected to climb 84.2% to
US$260 million from US$141.4 million in the fourth-quarter of
2002, while Ebitda should increase 38.8% to US$426 million.

Merrill Lynch continues to rate Enersis' shares at "Buy" because,
after successfully wrapping up its 2003 refinancing program,
Enersis' earnings and cash flow should benefit in 2004 from
continued strong growth in Chile, improvements in Brazil and
recovery in Argentina.

CONTACT:  Enersis SA
          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


MANQUEHUE NET: Must Submit to Rates Setting Process - COURT
-----------------------------------------------------------
Chilean telco Manquehue Net lost in its battle to exclude itself
from the process for setting regulated tariffs, reports Business
News Americas.

Last year, telecoms regulator Subtel began a process to set rates
and included Manquehue in the said process. Subtel will determine
regulated rates for the five years between May 2004 and May 2009.

Manquehue rejected its inclusion on the grounds that the
regulator never completed its last rates process in 1998.
However, the Supreme Court upheld an appeals court ruling
obliging Manquehue to submit itself to the process.

Subtel started the process but ultimately opted to leave
Manquehue with no regulated tariffs. To date Subtel has stuck to
its rates setting calendar, defining the guidelines for the
operator's rates despite its refusal to participate.

The regulator is expected to publish fixed line operator's
objections and counterproposals on February 24, leading up to the
final rates' decree to be published in May.

Subtel may come up with a revised calendar to allow Manquehue to
submit proposals and counterproposals and still meet the May
deadline.

CONTACT:  MANQUEHUE NET S.A.
          Av. Condor 796, Enterprise City,
          Huechuraba Santiago Chile
          Phone: 00 562 243 8800
          Fax: 00 562 248 7292
          EMAIL: info@manquehue.netl
          Home Page: http://www.manquehue.net/
                     http://www.manquehue.cl
          Contact:
          Mr. Miller Williams, President
          Sr.Jos, Luis Rabat Vilaplana, Vice President


RAILAMERICA: S&P Affirms Corporate Credit Rating at `B+/B'
----------------------------------------------------------
Standard & Poor's Ratings Services assigned a preliminary 'B+/B'
rating to RailAmerica Inc.'s (RRA.N: Quote, Profile, Research)
and unit RailAmerica Transportation Corp.'s (co-registrants) $400
million Rule 415 shelf registration, under which the companies
may issue debt securities. The 'B+' preliminary rating reflects
the rating that would likely be assigned to senior unsecured debt
obligations, based on the company's current capital structure,
which contains a significant amount of secured debt. The 'B'
rating reflects the rating that would be assigned to subordinated
debt. The companies may also issue senior secured debt and
RailAmerica Inc. may also issue preferred stock under the shelf.
At the same time, Standard & Poor's affirmed its 'BB-' corporate
credit rating on RailAmerica Inc. and its 'BB' senior secured
bank loan rating and 'B' subordinated debt rating on RailAmerica
Transportation Corp. RailAmerica Transportation Corp.'s debt is
guaranteed by RailAmerica Inc. The outlook is stable.

The Boca Raton, Fla.-based owner and operator of short line and
regional freight railroads has about $545 million of lease-
adjusted debt outstanding.

"Ratings reflect RailAmerica's aggressive debt leverage and the
potential for debt-financed acquisitions, partly offset by its
position as the largest owner and operator of short-line
(regional and local) freight railroads in North America and the
favorable risk characteristics of the U.S. freight railroad
industry," said Standard & Poor's credit analyst Lisa Jenkins.
RailAmerica operates a diverse network of rail operations in
North America, consisting of 47 rail properties and 8,700 miles
of track as of Sept. 30, 2003. The company also currently owns
rail properties in Australia and Chile. In October 2003,
RailAmerica announced its intention to exit from international
markets and to focus on the North American market; in January
2004, the company entered into an agreement to sell its Chilean
operation.

Australian and Chilean rail operations are currently included in
discontinued operations in the company's financial statements.
North American operations accounted for about three-fourths of
the $428 million in revenues generated in 2002.

RailAmerica is the largest customer of the large Class 1
railroads in North America. About 82% of its rail traffic
interchanges with Class 1 railroads. Typically, a RailAmerica
line is the only rail carrier directly serving its customers,
usually under contracts specifying the rate per carload (indexed
for inflation) and/or the number of carloads to be hauled in a
given period. Competition, which varies significantly, is
primarily with trucks and, to a lesser extent, barges.
RailAmerica benefits from the operating flexibility of its mostly
nonunion workforce. Diverse commodities are hauled, with modest
concentrations in coal, forest products, agricultural products,
and chemicals. Despite the substantial dispersion of rail
properties, management has achieved respectable efficiencies. The
North American operating ratio (operating expenses, including
depreciation, as a percentage of revenues) is currently about
77%, better than the ratios for most large North American
railroads.

Upside rating potential is limited by the company's aggressive
acquisition strategy. Downside risk is limited by the company's
good track record of integrating acquisitions and achieving
operational efficiencies and management's commitment to improving
the financial profile of the company.

Complete ratings information is available to subscribers of
RatingsDirect, Standard & Poor's Web-based credit analysis
system, at www.ratingsdirect.com. All ratings affected by this
rating action can be found on Standard & Poor's public Web site
at www.standardandpoors.com; under Credit Ratings in the left
navigation bar, select Credit Ratings Actions.


RAILAMERICA: Agrees to Sell Chilean Railroad Interest
-----------------------------------------------------
RailAmerica entered into an agreement to sell its 55% Chilean
Railroad interest for $18.1 million to an affiliate of its
Chilean partner, Andres Pirazzoli y Cia., Ltda. RailAmerica
purchased its 55% interest in Ferronor from the Chilean
government in February 1997 for $6.8 million. The consideration
to be paid to RailAmerica will consist of cash payments totaling
$10.75 million on or before February 5, 2004, and delivery of
secured instruments totaling $7.4 million which will bear
interest and be payable over a 6-1/2 year period.

"We have announced our intentions to pursue a strategy to reduce
debt and focus on growing our core North American rail business,"
said Gary O. Marino, Chairman, President and CEO of RailAmerica.

"A component of this strategy included the divestiture of our
Chilean railroad interest. Although our Chilean operation
performed exceptionally well for RailAmerica since acquisition,
this transaction will allow RailAmerica to monetize this
investment and redeploy the proceeds toward debt reduction or
other North American rail acquisitions. An additional benefit of
this sale will be that it will eliminate approximately $20
million of Ferronor debt from our balance sheet."

Website: http://www.railamerica.com



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

AVIANCA: Continental In Take Over Negotiations
----------------------------------------------
Continental Airlines Inc. (CAL.N), the fifth-largest airline in
the United States is in talks for the possible acquisition of
bankrupt Colombian airline Avianca, reports Reuters News, citing
an unnamed source privy to the matter. The negotiations came
after Avianca's owners rejected a take over bid by LanChile,
saying it was too low.

Avianca has a U.S. subsidiary, which allowed it to apply for
Chapter 11 proceedings last March to try to renegotiate US$269
million in debt while continuing to operate. The U.S. law is more
generous with struggling debtor companies than Colombian
legislation.

The airline is awaiting approval from a U.S. bankruptcy judge to
extend the deadline for its debt-restructuring plan until March
30. If granted, the deadline extension would be its fifth.

Continental, which has an agreement to share air miles with
Avianca, is among several airlines that have expressed interest
in acquiring the troubled airline. Copa de Panama and Taca
(Transportes Aereo Centroamericano) might be interested in the
troubled airline, according to Colombian newspapers.


CHIQUITA BRANDS: Discusses Potential Colombian Banana Ops Sale
--------------------------------------------------------------
Chiquita Brands International, Inc. (NYSE: CQB) confirmed Monday
reports that it is having discussions regarding the potential
sale of its banana-producing and port operations in Colombia to
Invesmar Ltd., the holding company of C.I. Banacol S.A. C.I.
Banacol S.A. is a Colombian-based producer and exporter of
bananas. The discussions also involve a potential long-term
agreement for Chiquita's purchase of Colombian bananas.

There can be no assurance that these discussions will lead to an
agreement or a transaction.

Chiquita currently produces approximately 11 million 40-lb. boxes
of bananas in Colombia, which represents about 10 percent of its
volume sourced from Latin America.

Chiquita Brands International is a leading international
marketer, producer and distributor of high-quality bananas and
other fresh produce, which are sold primarily under the premium
Chiquitar brand. The company is one of the largest banana
producers in the world and a major supplier of bananas in North
America and Europe. The company also distributes and markets
fresh-cut fruit and other branded, value-added fruit products.
Additional information is available at www.chiquita.com.

CONTACT:  News Media:
          Michael Mitchell
          Tel: 513-784-8959
          Email: mmitchell@chiquita.com

          Investors:
          Monique Wise
          Tel: 513-784-8935
          Email: mwise@chiquita.com



=====================
E L   S A L V A D O R
=====================

MILLICOM INTERNATIONAL: Rolls Out GSM Networks In Central America
-----------------------------------------------------------------
Millicom International Cellular S.A. ("Millicom") (Nasdaq: MICC)
announced Monday that it has selected a supplier to overlay its
existing TDMA and CDMA networks in El Salvador (Telemovil) and
Honduras (Celtel) respectively with GSM 800 networks. According
to the contracts signed on January 20th, 2004, the nationwide
networks will become operational before the second quarter of
2004.

Marc Beuls, President and Chief Executive Officer of Millicom
International Cellular commented: "This move follows the roll-out
of GSM services in Guatemala and Paraguay in December 2003 and
will facilitate further operational synergies across the region."

Millicom International Cellular S.A. is a global
telecommunications investor with cellular operations in Asia,
Latin America and Africa. It currently has a total of 16 cellular
operations and licenses in 15 countries. The Group's cellular
operations have a combined population under license of
approximately 382 million people. In addition, MIC provides high-
speed wireless data services in five countries.

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

           SHARED VALUE LTD, LONDON
           Investor Relations
           Telephone: +44 20 7321 5022

           Web site at: www.millicom.com



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

HYLSAMEX: Merrill Lynch Sticks to `Buy' Recommendation
------------------------------------------------------
Financial analysts at Merrill Lynch maintain a `buy'
recommendation for Mexican conglomerate Alfa, which recently
announced plans to spin off steelmaker Hylsamex (BMV: HLYSAMXB)
as part of an effort to shed some US$1 billion in debt.

Under the spin-off plan, the conglomerate would distribute its
Hylsamex shares, which represent just less than 90% of the
steelmaker, in two phases starting this quarter and ending next
year. The conglomerate's shareholders are scheduled to meet on
the issue February 4.

Merrill Lynch forecasts Alfa and Hylsamex 2003 Ebitda will reach
US$818 million and US$193 million, respectively. That means that
Alfa, without Hylsamex, would post USS$624 million in Ebitda.
Alfa's enterprise value (EV) to Ebitda ratio stays at 6.0 with or
without the spin-off.


TV AZTECA: Schiffrin & Barroway, LLP Files Class Action Suit
------------------------------------------------------------
The following statement was issued Monday by the law firm of
Schiffrin & Barroway, LLP:

Notice is hereby given that a class action lawsuit was filed in
the United States District Court for the Southern District of New
York on behalf of all purchasers of the of Television Azteca SA
de CV (NYSE:TZA) ("TV Azteca" or the "Company") from October 6,
2003 through January 7, 2004, inclusive (the "Class Period").

If you wish to discuss this action or have any questions
concerning this notice or your rights or interests with respect
to these matters, please contact Schiffrin & Barroway, LLP (Marc
A. Topaz, Esq. or Stuart L. Berman, Esq.) toll free at 1-888-299-
7706 or 1-610-667-7706, or via e-mail at info@sbclasslaw.com.

During the Class Period defendants failed to disclose certain
related- party transactions between a privately-held company
jointly owned by the Company's Chairman, Ricardo Salinas Pliego
("Salinas") and the Company's President, M. Saba Masri ("Saba")
and one of the Company's affiliates -- Unefon Corporacion RBS
("Unefon"), a wireless telecommunications provider in Mexico.
Specifically, defendants denied any affiliation with a "white-
knight" group of investors that had saved Unefon from bankruptcy
back in June of 2002. Defendants stonewalled disclosure of the
true facts, including ignoring advice from their securities
lawyers in the U.S., until a spin-off of Unefon was completed in
December 2002. The spin-off anticipated that Unefon's shares
would be registered to trade in the U.S. markets facilitating a
merger with Salinas' other telecommunications holdings. Then, on
January 9, 2004, defendants stunned the markets by admitting that
the "white-knight" investors were in fact Salinas and Saba who
made a profit of $218 million when their privately-held company
bought Unefon's debt for $107 million and then sold it back for
$325 million.

Market reaction to defendants' belated disclosures was severe. By
January 12, 2004, the first day of trading following the
Company's admission, the price of TV Azteca securities fell more
than 14.9 percent in value to close at $7.76 per share in heavy
trading volume.

Plaintiff seeks to recover damages on behalf of class members and
is represented by the law firm of Schiffrin & Barroway, which
prosecutes class actions in both state and federal courts
throughout the country. Schiffrin & Barroway is a driving force
behind corporate governance reform, and has recovered in excess
of a billion dollars on behalf of institutional and high net
worth individual investors. For more information about Schiffrin
& Barroway, or to sign up to participate in this action online,
please visit http://www.sbclasslaw.com/.

If you are a member of the class described above, you may, not
later than March 23, 2004, move the Court to serve as lead
plaintiff of the class, if you so choose. In order to serve as
lead plaintiff, however, you must meet certain legal
requirements. You may retain Schiffrin & Barroway, LLP, or other
counsel of your choice, to serve as your counsel in this action.

CONTACT:  Schiffrin & Barroway, LLP
          Three Bala Plaza East
          Suite 400, Bala Cynwyd,
          PA  19004
          Phone: 1-888-299-7706 (toll free) or 1-610-667-7706
          Email: info@sbclasslaw.com
          Contact:  Marc A. Topaz, Esq.
                    Stuart L. Berman, Esq.


VITRO: Reaches Agreement to Sell its Stake in Vitro Fibras
----------------------------------------------------------
Vitro, S.A. de C.V. (NYSE:VTO) (NYSE:and) (NYSE:BMV:)
(NYSE:VITROA) announced Monday that it has reached a preliminary
agreement to sell its 60 percent interest in Vitro Fibras, S.A.
to Owens Corning for approximately US$71.5 million in cash. Owens
Corning currently owns 40 percent of this Mexican based joint
venture, which was formed in 1957.

Vitro has also agreed to pay Vitro Fibras approximately US$22
million to pay its bank debt at the closing of negotiations.

"This is a strategic move for our company and part of our plan to
focus on our core businesses of Flat Glass, Containers and
Glassware" said Federico Sada, Vitro's CEO. "Vitro will continue
to focus its resources and energy to maintain and develop its
glass-oriented businesses throughout the world. Vitro will use
the resources obtained from this transaction, to strengthen its
financial position and operations."

Vitro Fibras, S.A. manufactures a wide range of light-density,
fiber glass products as well as molded pipe, board and composite
reinforcements with operations in Mexico City and three (3)
fabrication facilities located in Mexicali, Monterrey, and San
Luis Potosi. In 2003 Vitro Fibras, S.A. had estimated sales of
US$64 million.

The transaction is subject to customary closing conditions,
including Mexican regulatory approval, and to the approval by the
United States Bankruptcy Court for the District of Delaware
administering the chapter 11 case of Owens Corning.

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 eight countries,
located in North, Central and South America, and Europe, and
export to more than 70 countries worldwide. For further
information, please visit the Company's website at:
http://www.vitro.com/

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

          Eduardo Cruz
          Phone: +52-55-5089-6904
          Email: ecruz@vitro.com

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

          Jorge Torres
          Phone: +52-81-8863-1240
          Email: jtorres@vitro.com

          Alex Fudukidis
          Phone: +1-646-536-7012
          Email: afudukidis@breakstoneruth.com

          Susan Borinelli
          Phone: +1-646-536-7018
          Email: sborinelli@breakstoneruth.com

          Home page: http://www.vitro.com/


VITRO: Agreement to Sell Fibras Will Not Affect Rating, Says S&P
----------------------------------------------------------------
Standard & Poor's Ratings Services said Monday that the
announcement by Vitro S.A. de C.V. (Vitro, B+/Negative/--) that
it has reached a preliminary agreement to sell its 60% interest
in Vitro Fibras S.A. to Owens Corning for approximately US$71.5
million in cash will not affect Vitro's rating or outlook. Vitro
has also agreed to pay Vitro Fibras about US$22 million to pay
its bank debt at the closing of negotiations. Although the
transaction will not have a material impact on Vitro's financial
profile, Standard & Poor's considers it a positive development,
as Vitro's asset sale program continues to move forward. Vitro
Fibras contributed about 3% of Vitro's consolidated revenues and
is dedicated to the manufacturing of a wide range of light-
density fiberglass products as well as molded pipe, board, and
composite reinforcements.

ANALYST:  Jose Coballasi
          Mexico City
          Phone: (52) 55-5279-2014

          Santiago Carniado
          Mexico City
          Phone: (52) 55-5279-2013



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

CANTV: CADIVI Approves Payment Of Yankee Bonds, Other Debts
-----------------------------------------------------------
Compania Anonima Nacional Teléfonos de Venezuela (CANTV) (NYSE:
VNT) announced Monday that it has received approval from the
Government's Committee for the Administration of Foreign Currency
(CADIVI) to acquire US$104.6 million to pay its US$100 million
Yankee Bonds and respective interest payment, and US$6.7 million
to pay its loan backed by the Japanese Bank International
Corporation (formerly Jeximbank), both due at the end of this
month.

Payments will be made during this week. The Company also received
approval in the amount of US$7.9 for the payment of interest on
its International Finance Corporation US$25 million loan due in
2005.

The Company is optimistic and committed to obtaining the
necessary approvals for its foreign exchange requirements,
including the conversion of bolivars into US dollars for the
payment of dividends to foreign investors, and will continue to
work with CADIVI and Government officials to meet these
obligations.

CONTACT:  Centro Nacional de Telecomunicaciones (CANTV)
          Investor Relations
          TEL: 011-58-212-500-1831
          FAX: 011-58-212-500-1828
          E-Mail: invest@cantv.com.ve

          THE GLOBAL CONSULTING GROUP
          Mariana Crespo
          TEL: 646-284-9407
          E-Mail: mcrespo@hfgcg.com




               ***********


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 America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA. John D. Resnick, Edem Psamathe P. Alfeche and Oona
G. Oyangoren, Editors.

Copyright 2004.  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
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Information contained herein is obtained from sources believed to
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The TCR Latin America subscription rate is $575 per half-year,
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or balance thereof are $25 each.  For subscription information,
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