TCRLA_Public/041111.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                    L A T I N   A M E R I C A

         Thursday, November 11, 2004, Vol. 5, Issue 224

                            Headlines

A R G E N T I N A

ACRAN S.R.L.: Court Rules for Liquidation
ALPARGATAS: Fitch Retains Junk Status on 5 Bond Issues
AMERICAN FOOD: Court Grants Reorganization Plea
AOL LATIN AMERICA: Third Quarter Revenues Slide 21% Year-on-Year
BANCO FRANCES: BBVA Subscribes to New Shares

BANCO HIPOTECARIO: Appeals Court Rejects Debt Offer
BD GARDIAN: Enters Bankruptcy on Court Orders
CABLEVISION: Fitch Maintains Junk Rating on $1.5B in Bonds
CABLEVISION: Posts Net Loss Amid a Difficult Debt Restructuring
DROGUERIA MAGNA: Moody's Maintains `C' Rating on $5M of Bonds

EDEMSA: Fitch Retains 'D(arg)' Rating on $150M Worth of Bonds
EDENOR: Directors Vote To Launch Dollar Debt Buyback
EDITORIAL PERFIL: $25M of Bonds Remain In Default
MASTERS INTERNACIONAL: Court Orders Reorganization
METROGAS: Releases Details of 3Q, 9-Month Results

MOLINOS RIO: Reports ARS29.151 Mln 9-Month Profit
NORPLASTIC S.A.: Begins Liquidation Proceedings
PINO CAMBY: Court Resets Liquidation Outline
SANCOR: Inks Deal to Refinance $29M Debt With IFC
SIDERAR: Records ARP856.8 Mln Net Income in 3Q04

SPORTBRANDS S.A.: Liquidates Assets to Pay Debts
VILLAMAR S.A.: Reports Submission Set
VINTAGE PETROLEUM: Makes $5.2M Charge to 3Q04 Financials
* ARGENTINA: U.S. Judge to Address Bondholders' Requests


B A H A M A S

ULTRAPETROL BAHAMAS: Posts Revenues of $24.1M for 3Q04


B E R M U D A

GLOBAL CROSSING: Suggests REFORM Agenda To Guide Telecom Rules


B R A Z I L

BANCO ITAU: Posts Net Income of BRL2.7 Billion for First 9 Mos.
CEMIG: Board Passes New Resolutions
SADIA S.A.: Gross Revenues Increase 30.5% Over 3Q04
TCP: Launches Capital Increase
UNIBANCO: Extends GDRs Conversion Period

UNIBANCO/BANCO ITAU: Restructure Credicard Group Ownership


M E X I C O

AXTEL S.A.: 3Q04 Revenues Rise 26% Year-on-Year
NII HOLDINGS: Notifies SEC of Delay in Form 10-Q Filing
UNEFON: Pays $10M in Cash to TV Azteca
* MEXICO: IMF Director Commends Government on Economic Agenda


T R I N I D A D   &   T O B A G O

FNCU VENTURE CAPITAL: Struggles to Prevent Total Shutdown
NWRHA: Officials Say `No' to Separation


U R U G U A Y

PARMALAT URUGUAY: Italian Government to Decide on Sale

     -  -  -  -  -  -  -  -

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

ACRAN S.R.L.: Court Rules for Liquidation
-----------------------------------------
Court No. 12 of Buenos Aires' civil and commercial tribunal
ordered the liquidation of Acran S.R.L. after the Company
defaulted on its debt obligations, Infobae reveals. The
pronouncement will effectively place the Company's affairs as
well as its assets under the control of Mr. Juan Jose Oscar
Castronuovo, the Court-appointed trustee.

Mr. Castronuovo will verify creditors' proofs of claims until
December 31 this year. The verified claims will serve as basis
for the individual reports to be submitted in Court on March 14,
2005. The submission of the general report follows on April 25,
2005.

The city's clerk no. 23 assists the Court on this case that will
end with the disposal of the Company's assets in favor of its
creditors.

CONTACT: Mr. Juan Jose Oscar Castronuovo, Trustee
         Avda Corrientes 2621
         Buenos Aires


ALPARGATAS: Fitch Retains Junk Status on 5 Bond Issues
------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A. maintains the
`D(arg)' rating assigned on the following corporate bonds issued
by Alpargatas S.A.I. y C.:

- US$40M worth of "Eurobonos a Mediano Plazo - Serie X" with
undisclosed maturity date;

- US$5.1M worth of "O.N. convertibles" with undisclosed maturity
date.

- ARS70M worth of "Obligaciones negociables convertibles" with
undisclosed maturity date;

- US$81.1M worth of "Obligaciones Negociables Serie A por U$S
1.1 millones y Serie B por U$S 80 millones" with undisclosed
maturity date; and

- ARS80M worth of "Obligaciones Negociables Subordinadas
Obligatoriamente Convertibles en Acciones Ordinarias" that
matured on July 30, 2003.

The rating was given based on the Company's financial condition
as of June 30, 2004. A 'D(arg)' rating is assigned to issues
with very low recovery potential.


AMERICAN FOOD: Court Grants Reorganization Plea
-----------------------------------------------
The American Food Company S.R.L. successfully petitioned for
reorganization after Court No. 8 of Cordoba's civil and
commercial tribunal issued a resolution opening the Company's
insolvency proceedings.

During the process, the Company will continue to manage its
assets subject to certain conditions imposed by Argentine law
and the oversight of a Court-appointed trustee.

The trustee assigned on the case will prepare individual reports
and submit it in Court on November 16, 2004. The firm will also
present a general report for Court review on February 9, 2005.

CONTACT: The American Food Company S.R.L.
         Independencia 663 Barrio Nueva
         Cordoba (Cordoba)


AOL LATIN AMERICA: Third Quarter Revenues Slide 21% Year-on-Year
----------------------------------------------------------------
America Online Latin America, Inc. (Nasdaq: AOLA) announced
Tuesday that its net loss applicable to common stockholders for
the quarter ended September 30, 2004, narrowed 17% from $28.6
million to $23.6 million and cash used in operating activities
declined 67% from $9.5 million to $3.1 million from the same
period a year ago. Net loss applicable to common stockholders
narrowed by 12% from $26.9 million in the second quarter of 2004
and cash used in operating activities increased by 35% from $2.3
million during the same period.

Based on these results and its current operating budget, the
Company has extended its forecast for available cash and
believes that cash on hand will now be sufficient to fund
operations into the third quarter of 2005.

Third-Quarter Results

The Company's third-quarter 2004 net loss applicable to class A
common stockholders, which includes dividends to preferred
stockholders, was $23.6 million, or $0.17 per class A common
share, basic and diluted, compared with a loss of $28.6 million,
or $0.21 per share, in the same period a year ago. This third
quarter 2004 loss also compares with a second quarter 2004 net
loss applicable to common stockholders of $26.9 million, or
$0.20 per share.

AOL Latin America's net loss before dividends on preferred stock
was $19.3 million in the third quarter of 2004, narrowing from a
net loss of $24.2 million in the prior-year period and a net
loss of $22.8 million in the second quarter of 2004.

Total revenue was $12.8 million in the third quarter of 2004,
down 21% from $16.3 million in the third quarter of 2003 but up
slightly from $12.7 million in the second quarter of 2004.
Subscription revenue totaled $11.6 million, down 21% from $14.8
million in the year-ago period and down 3% compared to $12.0
million in the second quarter of 2004. Reduced membership
resulted in lower subscription revenues. Advertising and other
revenue totaled $1.2 million in the 2004 third quarter, down 23%
from $1.5 million in the year-ago period but up 58% from
$728,000 in the second quarter of 2004. The Company expects
total revenue to decrease further in the fourth quarter of 2004
as a result of continued declines in membership.

Membership

The Company had 400,000 members as of September 30, 2004, down
from 418,000 members as of June 30, 2004. The decline in
membership was driven by lower levels of new member
registrations, which were insufficient to offset membership
turnover. New member registrations continue to be negatively
impacted by strong price competition from providers of free and
paid Internet services in Brazil and Mexico. They were also
impacted in the third quarter by the general banking strike in
Brazil, which slowed new-member acquisition efforts through the
Banco Itau channel. The Company expects a smaller membership
decline in the fourth quarter of 2004.

As with the Company's previous membership reports, the 400,000
membership total includes members participating in free trial
periods and retention programs, as well as members of the Banco
Itau service. Totals include members of the AOL country
services, Web-based interactive services and broadband
offerings. As of September 30, 2004, approximately 19% of the
membership total subscribed to the Company's Web-based
interactive services and 8.5% subscribed to the Company's
broadband service.

Cash Utilization

Cash used in operating activities in the third quarter of 2004
was $3.1 million, down 67% from $9.5 million used in the third
quarter of 2003 but an increase of 35% from $2.3 million in the
second quarter of 2004. The improvement in cash used in
operating activities as compared to the year-ago period was
achieved largely as a result of the Company's reduced losses,
driven primarily by lower marketing and telecommunications costs
as well as improved working capital performance.

Cash and cash equivalents totaled $26.3 million as of September
30, 2004, compared with $27.9 million at the end of the second
quarter of 2004, a net decrease of $1.6 million. As in recent
quarters, the Company's cash and cash equivalents position
benefited from a payment from Banco Itau to the Company in lieu
of certain marketing activities. AOL Latin America received $1.1
million from Banco Itau in the 2004 third quarter, representing
the current quarter's payment and a partial prepayment for the
fourth quarter. The Company expects to continue to receive
payments from Banco Itau in the future, although in smaller
amounts. AOL Latin America also received $777,000 from
McDonald's in Brazil for its failure to meet August 2004
contractual targets as part of the joint McInternet initiative.
Total cash utilization in the fourth quarter of 2004 and in
future quarters is expected to be greater than the third
quarter's, which benefited from the McDonald's and Banco Itau
payments.

The Company believes that under its current operating budget,
cash on hand will now be sufficient to fund operations into the
third quarter of 2005.

Management Comments

Charles Herington, President and CEO of AOL Latin America, said:
"AOL Latin America's two areas of focus during the third quarter
continued to be cash preservation and serving the needs of our
members. Reduced losses and the current operating budget have
allowed us to extend our forecast for available cash into the
third quarter of 2005. Regarding our interactive services, in
Mexico the new AOL 9.0 software launch has been well-received.
The Company's broadband offerings also continue to attract
members, highlighted by the third-quarter launch in Brazil of a
new broadband service designed specifically for small
businesses."

Nine-Month Results

For the first nine months of 2004, the Company's net loss
applicable to class A common stockholders was $71.5 million, or
$0.53 per share of class A common stock, basic and diluted,
compared with a loss of $89.7 million, or $0.68 per share, for
the first nine months of 2003. Total revenue was $39.5 million
in the first nine months of 2004, which compares with $50.3
million in the year-ago period. Subscription revenue totaled
$37.1 million, compared with $45.6 million in the prior-year
period, and advertising and other revenue was $2.4 million vs.
$4.7 million a year ago.

About AOL Latin America

America Online Latin America, Inc. is the exclusive provider of
AOL-branded services in Latin America. America Online, Inc., a
wholly owned subsidiary of Time Warner Inc. (NYSE:TWX - News),
and the Cisneros Group of Companies are AOL Latin America's
principal stockholders. Banco Itau, a leading Brazilian bank, is
also a minority stockholder of AOL Latin America. The Company
combines the technology, brand name, infrastructure and
relationships of America Online, the world's leader in branded
interactive services, with the relationships and regional
experience of the Cisneros Group of Companies, one of the
leading media groups in the Americas. The Company currently
operates services in Brazil, Mexico and Argentina and serves
members of the AOL-branded service in Puerto Rico.

To view financial statements:
http://bankrupt.com/misc/AOLA3Q04.htm

CONTACT: AOL Latin America - Fort Lauderdale
         Ms. Monique Skruzny
         Phone: 954-689-3119
         E-mail: aolairr@aol.com


BANCO FRANCES: BBVA Subscribes to New Shares
--------------------------------------------
BBVA Banco Frances S.A. informed the Buenos Aires Stock
Exchange, through this letter dated November 2, 2004, that
discusses its recapitalization:

The letter is being written in our capacity as attorneys-in-fact
for BBVA Banco Frances S.A. (the "Bank" or "Banco Frances"), in
accordance with the provisions of section 23 of Bolsa de
Comercio de Buenos Aires [Buenos Aires Stock Exchange]
Regulations, within the framework of the process of equity
capitalization of the Bank for up to 103,232,874 shares. The
public offering was authorized by Resolution No. 14.917 of the
Comisi˘n Nacional de Valores [National Securities Commission of
Argentina] on October 4, 2004.

We would like to inform you that on November 2, 2004, Banco
Bilbao Vizcaya Argentaria, S.A. ("BBVA") subscribed 65,326,744
New Shares (as defined in the Prospectus dated October 5, 2004)
exercising its pre-emptive rights on 232,955,170 shares.

The paying-up of the amount in pesos corresponding to the New
Shares, $ 230,603,406.32 (two hundred and thirty million six
hundred three thousand four hundred and six Argentine pesos and
32/100 cents) is made by means of capitalization of BBVA loans
(as defined in the Prospectus dated October 5, 2004) for US$
77,701,464.68 plus interest until November 2, 2004, for US$
21,288.07. The applicable rate of exchange is 2.967 pesos for
each U.S. dollar.

Regarding accretion rights, BBVA has confirmed its intention to
exercise the accretion rights provided that the total
subscriptions made by third party subscribers, other than BBVA,
both for pre-emptive and accretion rights, added to the
subscription of BBVA, do not reach an amount equivalent to US$
117,701,464.68.

CONTACT: BBVA Banco Frances S.A.
         Reconquista 199, 1006
         Buenos Aires
         Phone: 54-11-346-4310
         Web Site: http://www.bancofrances.com.ar/


BANCO HIPOTECARIO: Appeals Court Rejects Debt Offer
---------------------------------------------------
Argentine mortgage bank Banco Hipotecario (BHIP.BA) has appealed
a commercial Court's rejection of its US$971 million debt-
restructuring proposal, Dow Jones reports, citing a Company
filing to the local bourse.

On Oct. 29, a commercial court rejected the bank's debt
restructuring deal, known in Spanish as an APE. In this kind of
restructuring, a two-thirds creditor agreement allows a Company
to submit a debt offer for legal approval. That final clearance
then allows the repayment terms to be imposed on all creditors.

Under Argentine law governing financial entities, these kinds of
institutions cannot go through bankruptcy proceedings. Banco
Hipotecario, which announced 94% for its APE in late December
and submitted the offer to the Court in June, had argued that
the extrajudicial restructuring didn't count as a traditional
bankruptcy proceeding.

But the Court had disagreed, saying, "the APE can't be
considered alien to bankruptcy procedures. It isn't outside of
those bankruptcy proceedings but rather falls in the same
terrain."

The Court went on to say that the APE is "an alternative
mechanism for the prevention or healing of insolvency," a
characteristic that links the new procedure closely with
standard bankruptcy proceedings.

Local real estate developer IRSA Inversiones y Representaciones
SA (IRS) holds a majority stake in Banco Hipotecario and the
Argentine government has 44%.

CONTACTS:  Marcelo Icikson
           Nicolas Vocos
           Capital Markets
           Tel. (54-11) 4347-5798
           Fax (54-11) 4347-5874
           E-mail: micikson@hipotecario.com.ar
                   nmvocos@hipotecario.com.ar

           Gabriel G. Saidon, Chief Financial Officer
           Tel. (54-11) 4347-5759/5212
           Fax (54-11) 4347-5874/5113
           E-mail: gsaidon@hipotecario.com.ar


BD GARDIAN: Enters Bankruptcy on Court Orders
---------------------------------------------
Buenos Aires' civil and commercial Court No. 20 declared BD
Gardian S.R.L. bankrupt after the Company defaulted on its debt
payments. The bankruptcy order effectively places the Company's
affairs as well as its assets under the control of Court-
appointed trustee Ricardo Felix Fernandez.

As trustee, Mr. Fernandez is tasked with verifying the
authenticity of claims presented by the Company's creditors. The
verification phase is ongoing until February 7, 2005.

Following claims verification, the trustee will submit the
individual reports based on the forwarded claims for final
approval by the Court on March 21, 2005. A general report will
also be submitted on May 21, 2005.

Infobae reports that Clerk no. 39 assists the Court on this case
that will end with the disposal of the Company's assets to pay
its debts.

CONTACT: Mr. Ricardo Felix Fernandez, Trustee
         Tucuman 1567
         Buenos Aires


CABLEVISION: Fitch Maintains Junk Rating on $1.5B in Bonds
----------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A. maintains a `D(arg)'
rating on US$1.5 billion worth of corporate bonds issued by
Cablevision S.A., the largest Argentine cable operator.

In its official Web site, the CNV reveals that the rating action
affected bonds described as "obligaciones negociables simples."
The maturity date of such issue wasn't disclosed.

The rating action was taken based on the Company's finances as
of June 30, 2004.

CONTACT:  Mr. Santiago Pena
          Phone: (5411) 4778-6520
          E-mail: spena@cablevision.com.ar

          Mr. Martin Pigretti
          Phone: (5411) 4778-6546
          E-mail: mpigretti@cablevision.com.ar

          Web site: http://www.cablevision.com.ar


CABLEVISION: Posts Net Loss Amid a Difficult Debt Restructuring
---------------------------------------------------------------
Argentine cable operator Cablevision SA (CBV.YY) registered a
ARS240.6-million net loss for the nine-month period ended Sept.
30, according to Dow Jones Newswires.

In a short statement to the local stock exchange, Cablevision
revealed a negative net worth of ARS577.7 million as of the end
of September. The Company didn't offer comparative results for
its net loss figure or a breakdown of the result.

The negative performance came despite a growth in Cablevision's
client base.

Cablevision is having a hard time restructuring US$725 million
in debts, and its heavy debt load has left its bottom line
subject to volatility from exchange rate movements.

The Company's creditors are scheduled to meet in Buenos Aires on
Nov. 17 to vote on the Company's debt offer.

CONTACT:  Santiago Pena
          (5411) 4778-6520
          E-mail: spena@cablevision.com.ar

          Martin Pigretti
          (5411) 4778-6546
          E-mail: mpigretti@cablevision.com.ar

          Web site: http://www.cablevision.com.ar


DROGUERIA MAGNA: Moody's Maintains `C' Rating on $5M of Bonds
-------------------------------------------------------------
Moody's Latin America Calificadora de Riesgo S.A. maintains a
`C' rating on a total of US$5 million of corporate bonds issued
by Argentine Company Drogueria Magna S.A. The rating denotes
that the bonds possess a risk of nonpayment.

The Comision Nacional de Valores (CNV), Argentina's securities
regulator, described the affected bonds as "Obligaciones
Negociables Simples". The bonds matured in April last year and
are classified under "Simple Issue".

The issued rating was based on the Company's financial status as
of July 31, 2004.


EDEMSA: Fitch Retains 'D(arg)' Rating on $150M Worth of Bonds
-------------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A. maintains the
'D(arg)' rating on bonds issued by Empresa Distribuidora de
Electricidad de Mendoza S.A. 'D(arg)'. The rating was based on
the Company's finances as of June 30, 2004.

The affected bonds were described as "Programa de emisi›n de
Obligaciones Negociables simples". Argentina's securities
regulator, the Comision Nacional de Valores relates that the
bonds, worth a total of US$150M, will mature on April 13, 2005.

Fitch said that the given rating is assigned to bonds that are
currently in default.


EDENOR: Directors Vote To Launch Dollar Debt Buyback
----------------------------------------------------
Directors of Argentine power distributor Edenor have voted to
launch a buyback of the Company's dollar debt, Dow Jones
Newswires reports, citing a Tuesday filing with the local
bourse.

The Company, a unit of Electricite de France SA (EDF.YY),
indicated it will release details about the operation in the
next few days.

Edenor has the power distribution concession for half of Buenos
Aires city.


EDITORIAL PERFIL: $25M of Bonds Remain In Default
-------------------------------------------------
Moody's Latin America Calificadora de Riesgo S.A. maintains a
`D' rating on US$25 million worth of corporate bonds issued by
Argentine Company Editorial Perfil S.A., the CNV reveals in its
Web site. The Company's finances as of June 30 this year
dictated the action taken by Moody's.

The rating, given to bonds that are in payment default, applies
to bonds called "Primera serie de Obligaciones Negociables" and
were classified under "Series and/or Class." The maturity of the
bonds was not disclosed.


MASTERS INTERNACIONAL: Court Orders Reorganization
--------------------------------------------------
Masters Internacional S.A. proceeds with reorganization after
Court No. 1 of San Fernando del Valle de Catamarca's civil and
commercial tribunal converted the Company's ongoing bankruptcy
case into a "concurso preventivo", states Infobae.

Under Insolvency protection, the Company will be able to draft a
proposal designed to settle its debts with creditors. The
reorganization also prevents the Company's outright liquidation.

Ms. Maria Esther Trepat, the Court-appointed trustee, will
verify creditors' proofs of claims "por via incidental".
Creditors with unverified claims cannot participate in the
Company's settlement plan.

CONTACT: Ms. Maria Esther Trepat, Trustee
         Peru 338 San Fernando del Valle de Catamarca
         (Catamarca)


METROGAS: Releases Details of 3Q, 9-Month Results
-------------------------------------------------
Argentina's leading gas distributor Metrogas SA has released
details of its nine-month and third-quarter earnings, Dow Jones
Newswires revealed.

For the third quarter of 2004, Metrogas revealed a net loss of
ARS11.5 million, lower than the ARS68.9-million loss in the same
period last year. In its report, the Company attributed lower
third-quarter net loss to higher sales revenue.

Sales in the third quarter of 2004 increased to ARS250 million
from ARS227.3 million in 2003.

In addition, lighter exchange rate effects during the period
also helped the Company lower its net loss. Exchange-rate loss
for the third quarter totaled ARS20.9 million, down from an
ARS55.4 million loss a year earlier.

Exchange rate movements had a much more negative impact on nine-
month results. The Company's total nine-month loss was ARS28.3
million, compared with an ARS30.1 million profit a year earlier.

In the first nine months of 2004, Metrogas booked an ARS19.2-
million exchange rate loss on liabilities, compared with an
ARS155.4-million gain in the year-earlier period.

Sales over the nine-month period totaled ARS617 million, up from
ARS518.3 million for the same period in 2003. While residential
sales fell to ARS312.5 million from ARS319 million, sales to
power plants surged to ARS73 million from ARS3.7 million and the
heavy industrial users category jumped to ARS101 million from
ARS86.7 million.

CONTACT:  MetroGAS S.A.
          Pablo Boselli, Financial Manager
          E-mail: pboselli@metrogas.com.ar
          Tel: 5411-4309-1511


MOLINOS RIO: Reports ARS29.151 Mln 9-Month Profit
-------------------------------------------------
Argentine food Company Molinos Rio de la Plata SA (E.MRP) posted
ARS29.151 million in net profit for the nine-month period ended
Sept. 30, Dow Jones Newswires reveals, citing a Company
statement to the local bourse.

The Company, Argentina's largest and oldest packaged food
Company, reported operating profit of ARS37.011 million, an
extraordinary profit of ARS7.86 billion.

Molinos didn't give figures for net earnings per share nor did
it give comparative figures for the same period in 2003.

The Perez Companc family, which bought a controlling stake in
Molinos from Brazilian grain and oil giant Bunge International
in 1999, owns about 64% of the Company. In 2003, Molinos sold
its milk unit to Canadian Company Saputo and in 2004 it
announced the sale of its Russian oil unit to Bunge.

CONTACT INFO: Molinos Rio de la Plata S.A.
              Uruguay 4075 CP (B1644HKG)
              Victoria
              Pcia. de Buenos Aires
              Argentina
              Telephone: 54-11-4340-1100

              Contacts:
              Maria Soledad Kern
              Investors Service
              Tel: (0054)-(11)-4340-1592
              E-mail: maria.soledad.kern@molinos.com.ar


NORPLASTIC S.A.: Begins Liquidation Proceedings
-----------------------------------------------
Norplastic S.A. of Buenos Aires will begin liquidating its
assets after Court No. 2 of the city's civil and commercial
tribunal declared the Company bankrupt. Infobae reveals that the
bankruptcy process will commence under the supervision of Court-
appointed trustee Antonio Gargiulo.

The trustee will review claims forwarded by the Company's
creditors until December 13. After claims verification, the
trustee will submit the individual reports for Court approval on
February 23, 2005. The general report submission follows on
April 8, 2005.

Clerk no. 3 assists the Court with the liquidation proceedings.

CONTACT: Mr. Antonio Gargiulo, Trustee
         Uruguay 385
         Buenos Aires


PINO CAMBY: Court Resets Liquidation Outline
--------------------------------------------
Court no. 2 of Buenos Aires' civil and commercial tribunal moved
key events in the Pino Camby S.A. bankruptcy case to these
dates:

1. Claims verification deadline - March 2, 2005
2. Submission of Individual Reports - April 13, 2005
3. Submission of the General Report - May 26, 2005

Infobae reports that the city's clerk no. 3 assists the Court on
this case.

CONTACT: Pino Camby S.A.
         Avda Cramer 2145
         Buenos Aires

         "Estudio Carreiro Harvey & Asociados" - Trustee
         Presidente Peron 1143
         Buenos Aires


SANCOR: Inks Deal to Refinance $29M Debt With IFC
-------------------------------------------------
Argentina's dairy cooperative Sancor announced Tuesday that it
has inked a deal with International Finance Corp. to refinance
US$29 million in debt with the lender, relates Dow Jones
Newswires.

Under the accord, Sancor will have eight years to pay the money
back and a grace period until September 2005.

Sancor said the IFC deal will allow it to begin work on "new
growth and alternative development projects," though it provided
few details about either.

Sancor, which is one of Argentina's top milk and dairy product
manufacturers, has annual sales of US$450 million.


SIDERAR: Records ARP856.8 Mln Net Income in 3Q04
------------------------------------------------
Siderar S.A.I.C. (Buenos Aires Stock Exchange: ERAR) announced
Monday its results for the nine months and third quarter ended
September 30, 2004.

HIGHLIGHTS:

Nine Months ended September 30, 2004

- Consolidated net income of ARP856.8 million. Net income per
share of ARP2.4660 (ARP19.7278 per ADS)

- Consolidated operating profit of ARP964.0 million

- EBITDA of ARP1,124.6 million (45% of net sales)

- Net sales of ARP2,522.5 million

Results for the Nine Months ended September 30, 2004 vs. the
Nine Months ended September 30, 2003

Siderar recorded a net income of ARP856.8 million in the period.
Earnings per share (EPS) and per ADS were a gain of ARP 2.4660
and ARP19.7278 respectively based on a total of 347,468,771
shares outstanding as of September 30, 2004. Each ADS represents
8 (eight) class "A" shares.

Total shipments were 1,574 thousand tons, down 7% compared to
those of the same period last year, due mainly to lower
production levels this year as a consequence of the stoppage of
rolling mill lines for ordinary maintenance, which took more
days than in the same period last year.

Domestic market shipments totaled 1,181 thousand tons, a
significant 34% recovery compared to those of the previous year
as a result of the improving economic situation in Argentina due
to a sustained growth in consumption, industrial and
construction activity, and as a result of steel imports
substitution.

Export shipments totaled 394 thousand tons, down 52% compared to
the same period last year due to the recovery of the domestic
market sales and the effect of the lower production levels as
mentioned. Although the Company reduced overall exports, it kept
its export presence in traditional markets such as Latin
America, Europe and the United States.

Net sales were ARP2,522.5 million compared to ARP2,030.3 million
in the same period last year. This improvement is mainly the
result of better steel product prices, partially offset by lower
shipments.

Cost of sales in the period were ARP1,412.2 million (56% of net
sales) compared to ARP1,220.1 million (60% of net sales) in the
same period last year. Production costs increased in the period,
mainly raw materials and freights, together with domestic costs
related to supplies, energy, services and labor. These
increases, together with those coming from the previous fiscal
year, were partially offset by lower shipments.

Selling, general and administrative expenses in the period were
ARP146.2 million (6% of net sales), compared to ARP146.4 million
(7% of net sales) in the previous year. The commercial expense
reduction, associated to the lower level of exports, was
compensated by some administrative expense increases, mainly due
to the tax on financial transactions as a result of higher
activity levels in the domestic market.

Operating profit was ARP964.0 million (38% of net sales)
compared to ARP663.8 million (33% of net sales) last year.
EBITDA was ARP1,124.6 million and EBITDA margin was 45% in the
period, which compares to an EBITDA margin of 39% in the
previous year.

Financial and holding results were a gain of ARP143.9 million.
This result includes a loss of ARP27.3 million in interest and
other financing expenses results, a gain of ARP21.5 million in
foreign exchange rate differences as a result of the Argentine
Peso depreciation, and a gain of ARP149.7 million in net
inventory and spare parts holding results, reflecting a higher
price of raw materials and some services. This result compares
to a loss of ARP168.3 million last year, including a loss of
ARP82.6 million in foreign exchange rate differences as a result
of the strong appreciation of the Argentine Peso, and a loss of
ARP85.7 million in interest and other financing expenses as a
result of a higher indebtedness last year.

Other income and expense represented a net loss of ARP31.8
million in the period, compared to a net loss of ARP 43.2
million in the same period last year. The reduction was mainly
the result of lower doubtful account provisions.

The income tax of the period was a loss of ARP396.5 million,
including an income tax provision loss of ARP402.6 million, and
a differed tax provision gain of ARP6.1 million. In the same
period last year the income tax was a loss of ARP183.0 million,
including an income tax provision loss of ARP104.7 million and a
differed tax provision loss of ARP78.3 million. The tax increase
is the result of a higher net income.

Amazonia and Ylopa equity holdings result for the period,
generated by its participation in Sidor, was a gain of ARP177.2
million compared to a gain of ARP15.2 million in the same period
last year. This significant improvement was generated by the
strong recovery of Sidor's operating result, mainly as a result
of higher prices for Sidor's products, and a higher investment
valuation. Sidor's shipments in the period were 2,476 thousand
tons, compared to 2,430 thousand tons in the same period last
year. Domestic shipments were up 82% to 1,295 thousand tons,
while exports were down 31% to 1,181 thousand tons. Siderar's
investments in Amazonia equity, and Ylopa equity and debt were,
as of September 30, 2004, US$110.5 million.

During the period the Company invested ARP179.5 million in fixed
assets and information technology, within a plan that introduced
important improvements in productivity and processes. The plan
included the start up last September of blast furnace #1, an
investment estimated at US$25 million. The purpose of this
investment is to maintain the production of pig iron,
considering that the blast furnace #2 now in operation, will be
stopped for a programmed relining.

On September 30, the Company paid off the remaining restructured
financial debt, including the cancellation of the Medium Term
Notes, and thus releasing the Company from all guaranties and
covenants undertaken under its terms and conditions. As a
result, financial debt as of September 30, 2004 was US$ 7.9
million, down US$263.8 million compared to December 31, 2003.

Results for the Quarter ended September 30, 2004 vs. the Quarter
ended September 30, 2003 Siderar recorded a net income of
ARP288.2 million in the quarter. Earnings per share (EPS) and
per ADS were a gain of ARP 0.8295 and ARP6.6362 respectively
based on a total of 347,468,771 shares outstanding as of
September 30, 2004. Each ADS represents 8 (eight) class "A"
shares.

Domestic market shipments totaled 386 thousand tons, a 19%
increase compared to those of the previous year. Export
shipments totaled 101 thousand tons, down 62% compared to the
same period last year mainly due to the lower production levels
this year as a consequence of the maintenance stoppage of the
rolling mill.

Net sales were ARP881.5 million compared to ARP702.9 million in
the same period last year. This improvement is mainly the result
of better steel product prices, partially offset by lower
shipments.

Cost of sales in the quarter were ARP470.0 million (53% of net
sales) compared to ARP444.9 million (63% of net sales) in the
same period last year. The increase is the result of higher
production costs, mainly raw materials and freights, together
with higher domestic costs, partially offset by lower shipments
this year.

Selling, general and administrative expenses in the quarter were
ARP49.8 million (6% of net sales), compared to ARP48.1 million
(7% of net sales) in the previous year. The commercial expense
reduction associated to the lower level of exports was
compensated by some administrative expense increases, mainly due
to the tax on financial transactions as a result of higher
activity levels in the domestic market. Operating profit was
ARP361.7 million (41% of net sales) compared to ARP209.8 million
(30% of net sales) last year.

EBITDA was ARP422.2 million and EBITDA margin was 48% in the
period, which compares to an EBITDA margin of 37% in the
previous year.

Financial and holding results were a loss of ARP3.1 million.
This result includes a loss of ARP4.3 million in interest and
other financing expenses results, a gain of ARP4.3 million in
foreign exchange rate differences as a result of the Argentine
Peso depreciation, and a loss of ARP3.1 million in net inventory
and spare parts holding results. This result compares to a loss
of ARP15.4 million last year, including a gain of ARP13.9
million in foreign exchange rate differences, and a loss of
ARP29.3 million in interest and other financing expenses as a
result of a higher indebtedness last year.

Other income and expense represented a net loss of ARP10.1
million in the quarter, compared to a net loss of ARP 9.5
million in the same period last year. Higher intangible assets
depreciation was offset by a reduction in severance payments.

The income tax of the period was a loss of ARP127.9 million,
including an income tax provision loss of ARP124.3 million, and
a differed tax provision loss of ARP3.6 million. In the same
period last year the income tax was a loss of ARP68.8 million,
including an income tax provision loss of ARP67.8 million, and a
differed tax provision loss of ARP0.9 million. The tax increase
is the result of a higher net income.

Amazonia and Ylopa equity holdings result for the quarter,
generated by its participation in Sidor, was a gain of ARP67.6
million compared to a gain of ARP14.4 million in the same period
last year. The increase was generated by Sidor's improving
operating result.

To view financial statements:
http://bankrupt.com/misc/3Q04Siderar.pdf

CONTACT: Mr. Leonardo Stazi (CFO)
         Mr. Pablo Brizzio (Financial Manager)
         Siderar S.A.I.C.
         Phone: 54 (11) 4018-2308/2249
         Web Site: www.siderar.com


SPORTBRANDS S.A.: Liquidates Assets to Pay Debts
------------------------------------------------
Sportbrands S.A. begins liquidation proceedings following the
bankruptcy pronouncement issued by Court No. 1 of the city's
civil and commercial tribunal.

The ruling places the Company under the supervision of Court-
appointed trustee Mauricio Gola. The trustee will verify
creditors' proofs of claims until February 4, 2005.

The bankruptcy process will end with the disposal Company assets
to repay its debts. Clerk no. 2 assists the Court on this case.

CONTACT: Mr. Mauricio Gola, Trustee
         Maipu 509
         Buenos Aires


VILLAMAR S.A.: Reports Submission Set
-------------------------------------
Mr. Gustavo Vignale, the trustee assigned to supervise the
liquidation of Villamar S.A., will submit the validated
individual claims for Court approval on March 18, 2005. These
reports explain the basis for the accepted and rejected claims.
He will also submit a general report on April 29, 2005.

Infobae reports that Court No. 5 of Buenos Aires' civil and
commercial tribunal has jurisdiction over this bankruptcy case.
The city's Clerk no. 10 assists the Court with the proceedings.

CONTACT: Mr. Gustavo Vignale, Trustee
         Vuelta de Obligado 2717
         Buenos Aires


VINTAGE PETROLEUM: Makes $5.2M Charge to 3Q04 Financials
--------------------------------------------------------
Vintage Petroleum, Inc. (NYSE:VPI) reported Tuesday that it has
recorded an additional non-cash charge to the third quarter of
2004 of $5.2 million after tax ($7.5 million before tax), or
$0.08 per diluted share, to reflect the discontinuance of hedge
accounting for certain of its crude oil price hedges for the
month of September 2004.

This charge results in corrected net income for the three months
and nine months ended September 30, 2004 of $27.0 million, or
$0.41 per diluted share, and $83.6 million, or $1.28 per diluted
share, respectively, versus the previously reported net income
amounts of $32.2 million, or $0.49 per diluted share, and $88.8
million, or $1.36 per diluted share, for the comparable periods
as reported in its press release dated November 3, 2004.

This correction to reported earnings has no effect on previously
reported cash provided by operating activities for the nine
months ended September 30, 2004, nor does it impact any of the
Company's previously announced revised operating and financial
targets for 2004.

The Company had previously determined, in error, that certain
crude oil price hedges related to its U.S. West Coast production
continued to qualify for hedge accounting during September 2004.
The additional non-cash charge of $7.5 million was recorded to
other non-operating expense. The revised total non-cash charges
related to hedging activities for the third quarter of 2004 and
the nine months ended September 30, 2004 are $9.7 million after
tax ($14.0 million before tax), or $0.15 per diluted share, and
$10.7 million after tax ($15.4 million before tax), or $0.16 per
diluted share, respectively. No prior periods were affected.

In addition, the Company has revised its balance sheet to
reflect certain reclassifications related to liabilities and
deferred taxes associated with hedging activities and
discontinued operations. See the acCompanying revised tables.

Vintage Petroleum, Inc. is an independent energy company engaged
in the acquisition, exploitation and exploration of oil and gas
properties and the marketing of natural gas and crude oil.
Company headquarters are in Tulsa, Oklahoma, and its common
shares are traded on the New York Stock Exchange under the
symbol VPI.

To view adjusted financial statements:
http://bankrupt.com/misc/Vintage3Q04.htm

CONTACT: Vintage Petroleum, Inc.,
         Tulsa
         Mr. Robert E. Phaneuf
         Phone: 918-592-0101

         Web Site: http://www.vintagepetroleum.com/


* ARGENTINA: U.S. Judge to Address Bondholders' Requests
--------------------------------------------------------
A U.S. judge is scheduled to hear on Nov. 16 requests from
bondholders to block Argentina's attempt to force acceptance of
an exchange offer for US$100 billion or so of its foreign
currency debt, reports Dow Jones.

Judge Thomas Griesa of the U.S. District Court in Manhattan will
hear arguments beginning at 4:30 p.m. EST, Courtroom deputy John
Beale said Tuesday.

While others are suing Argentina as individuals, German investor
Horst Urban heads the only class action lawsuit so far given a
green light in New York federal Court to sue Argentina for some
of the money lost in the record default on more than US$100
billion in bonds.

Urban's lawyer Ralph Stone had asked Judge Griesa to block
Argentina from making an offer to members of the class action
suit, arguing that since the class was certified, Argentina must
deal directly with its lawyers.

"The exchange offer is in effect an effort to reach out to the
class and to get class members to resolve their claims with
Argentina," Stone had said. "That is against the rules and a
violation of fundamental class action principles."

"It becomes incumbent upon Argentina to deal with us," he added.

Judge Griesa will also hear arguments next Tuesday from
Guillermo Gleizer, a lawyer for bondholders Sylvia Seijas,
Heather Munton and Thomas Pico Estrada, who also are trying to
thwart the restructuring.

Beale said the complaints of bondholder groups will likely be
addressed together at a single hearing.

Last Friday, Griesa also ordered the Argentine government to
appear before his Court on Nov. 16 to "show cause" why he
"should not enter an order permanently enjoining (Argentina)
from consummating (the) exchange offer."

The Argentine government filed the final details of its proposed
debt restructuring with the U.S. Securities and Exchange
Commission on Nov. 1, nearly three years after defaulting on
most of its foreign bond obligations.

Many bondholders have vowed to fight the terms, which call for
creditors to be paid back only around 30 cents on the dollar.



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ULTRAPETROL BAHAMAS: Posts Revenues of $24.1M for 3Q04
------------------------------------------------------
Ultrapetrol (Bahamas) Limited ("Ultrapetrol" or the "Company")
announced Tuesday that for the three months ended September 30,
2004, it generated consolidated revenues of $24.1 million, as
compared to $18.1 million during the three months ended
September 30, 2003, which represents an increase of $6.0 million
or 33.2%. The Company generated $11.3 million in EBITDA during
the three months ended September 30, 2004, as compared to $6.2
million in EBITDA during the three months ended September 30,
2003, which represents an increase of $5.1 million or 82%.

For the nine months ended September 30, 2004, Ultrapetrol
generated consolidated revenues of $71.5 million, as compared to
$55.6 million during the nine months ended September 30, 2003,
which represents an increase of $15.9 million or 29%. The
Company generated $36.8 million in EBITDA during the nine months
ended September 30, 2004, as compared to $22.9 million in EBITDA
during the nine months ended September 30, 2003, which
represents an increase of $13.9 million or 61%.

For the twelve months ended September 30, 2004, the Company
generated consolidated revenues of $91.2 million, as compared to
$85.2 million during the twelve months ended June 30, 2004,
which represents an increase of $6.0 million or 7%. The Company
generated $39.5 million in EBITDA during the twelve months ended
September 30, 2004, as compared to $34.4 million in EBITDA
during the twelve months ended June 30, 2004, which represents
an increase of $5.1 million or 15%.

From 2000 to 2004, the Company operated a portion of its
business through UABL Limited ("UABL"), a joint venture in which
the Company had a 50% equity interest. On April 23, 2004, the
Company acquired the remaining 50% equity interest in UABL and
began to include UABL's financial results in its consolidated
financial statements. The financial data set forth above
reflects the UABL acquisition as of April 23, 2004, and does not
purport to represent pro forma financial data.

We understand that Moody's Investors Service has published a
forecast pro forma EBITDA figure for 2004 of $50 million after
giving effect to the Company's decision to deconsolidate its
investment in the offshore transportation services industry and
assuming that the UABL acquisition occurred at the beginning of
2004. Based on the expected employment of the fleet, the
Company's estimate of this pro forma EBITDA figure is in the
range of $44 million - $50 million.

EBITDA, which is not a recognized measure under generally
accepted accounting principles ("GAAP"), represents income
before interest expense, income taxes, depreciation and
amortization (including amortization of drydock expenses) and
other non-cash charges. Ultrapetrol believes that EBITDA is
useful in evaluating the performance of shipping companies,
particularly in evaluating its operating performance compared to
that of other shipping companies because the calculation of
EBITDA generally eliminates the effects of financing and income
taxes and the accounting effects of capital spending and
acquisitions, which items may vary for different companies for
reasons unrelated to overall operating performance. Ultrapetrol
therefore uses EBITDA in evaluating its own business
performance.

When analyzing Ultrapetrol's operating performance, interested
parties should use EBITDA in addition to, and not as an
alternative for, its net income (loss) as determined in
accordance with GAAP. Because not all companies use identical
calculations, Ultrapetrol's presentation of EBITDA may not be
comparable to similarly titled measures presented by other
companies.

About Ultrapetrol

Ultrapetrol is a diversified ocean and river transportation
Company involved in the carriage of dry and liquid bulk cargoes.
In its "Ocean Business," it owns and operates oceangoing vessels
that transport petroleum products and dry cargo around the
world. In its "River Business," it owns and operates river
barges and push boats in the Hidrovia region of South America, a
fertile agricultural region of navigable waters on the Parana,
Paraguay and Uruguay Rivers and part of the River Plate, which
flow through Brazil, Bolivia, Uruguay, Paraguay and Argentina.
The Company's registered office is located at H & J Corporate
Services Ltd., Shirlaw House, 87 Shirley Street, P.O. Box SS-
19084, Nassau, Bahamas.



=============
B E R M U D A
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GLOBAL CROSSING: Suggests REFORM Agenda To Guide Telecom Rules
--------------------------------------------------------------
Global Crossing (NASDAQ: GLBC) issued the following statement,
which should be attributed to John Legere, CEO, on the Federal
Communications Commission's declaratory ruling released Tuesday.

"We are pleased that the FCC is continuing its efforts to
regulate VoIP services with a 'light touch.' We believe this
approach will foster continued innovation and investment in IP
networks and services.

"The ever-quickening acceleration of technological change in the
telecommunications industry demands a regulatory process that is
swift, efficient and final."

As the industry evolves towards an IP environment, Global
Crossing recommends its REFORM agenda to begin adapting today's
regulatory tools to tomorrow's regulatory challenges. Global
Crossing's REFORM agenda is comprised of six pillars:

- Rationalizing inter-carrier compensation;
- Establishing a swift and efficient dispute resolution forum;
- Formulating clear and simple rules and regulations;
- Overhauling universal service;
- Redefining public interest obligations; and
- Maintaining authority over essential bottleneck facilities.

The Company believes that the few simple rules and safeguards
outlined by REFORM will provide for a largely deregulated
environment that will benefit both consumers and the
telecommunications industry as a whole.

About Global Crossing

Global Crossing provides telecommunications solutions over the
world's first integrated global IP-based network. Its core
network connects more than 300 cities and 30 countries
worldwide, and delivers services to more than 500 major cities,
50 countries and 6 continents around the globe. The Company's
global sales and support model matches the network footprint
and, like the network, delivers a consistent customer experience
worldwide.

Global Crossing IP services are global in scale, linking the
world's enterprises, governments and carriers with customers,
employees and partners worldwide in a secure environment that is
ideally suited for IP-based business applications, allowing e-
commerce to thrive. The Company offers a full range of managed
data and voice products including Global Crossing IP VPN
Service, Global Crossing Managed Services and Global Crossing
VoIP services, to more than 40 percent of the Fortune 500, as
well as 700 carriers, mobile operators and ISPs.

CONTACTS: Global Crossing
          Press Contacts:
          Ms. Becky Yeamans
          Phone: + 1 973-937-0155
          e-mail: PR@globalcrossing.com

          Analysts/Investors Contact
          Ms. Laurinda Pang
          Phone +1 800-836-0342
          e-mail: glbc@globalcrossing.com

          Web Site: http://www.globalcrossing.com/



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

BANCO ITAU: Posts Net Income of BRL2.7 Billion for First 9 Mos.
---------------------------------------------------------------
During the January - September 2004 period, Itau Holding (NYSE:
ITU) maintained its differentiated performance and reiterated
its corporate commitment to social, environmental, and economic
dimensions.

The results achieved arise from the permanent search for
excellence of a transparent and ethical relationship with all
Itau Holding stakeholders, with the object of building a
sounder, more dependable Company.

Below are the highlights of Itau Holding in the period January -
September.

1. Consolidated net income totaled R$ 2,745 million in the
period, with an annualized return of 28.1% and growth of 19.5%
as compared to the same period in 2003.

2. Itau Holding paid or provided for taxes and contributions for
the period January - September 2004 the amount of R$ 2,870
million.

3. Itau Holding had 42,152 employees at the end of the period.
The fixed remuneration added to the charges and benefits totaled
R$ 715 million, representing R$ 17,000 per employee on average
in the quarter. During the quarter, R$ 11 million was invested
in the development of personnel.

4. Consolidated stockholders' equity totaled R$ 13,471 million,
a 17.5% increase as compared to the same period in 2003, while
the net regulatory capital reached R$ 18,806 million. Itau
Holding's stock exchange market capitalization reached R$ 34,959
million, the highest among banks in Latin America.

5. The efficiency rate was below 50% for the eighth consecutive
quarter, confirming Itau Holding's efficiency in controlling
costs, thanks to the efforts of the entire organization.

6. By the end of the period, the value of Itau Holding Shares
increased 37.6% as compared to the same period in the prior
year. The amount of interest on own capital, provisioned and
distributed to the stockholders totaled R$ 828 million in the
nine-month period, at R$ 7.31 per thousand shares.

7. Consolidated assets totaled R$ 138,520 million, a 16.4%
increase compared to the same period in the prior year. The loan
portfolio reached R$ 51,059 million, including endorsements and
sureties. In the last quarter, the loan portfolio increased
4.8%, an increase noted virtually in all segments.

8. Total resources grew 21.8% as compared to September 2003,
totaling R$ 213,289 million. Note the 28.8% increase in managed
funds in the same period, totaling R$ 93,774 million.

9. Total technical provisions related to insurance, pension and
capitalization reached R$ 10,048 million, a 65.1% increase
compared to the same period of 2003. The premiums earned and
pension and capitalization plans grew 2.7% in the quarter.

10. The efforts of the Itau Social Foundation and Itau Cultural
Institute stand out on the social and cultural scenes.
Highlights of the Itau Social Foundation include the new edition
of the Writing the Future Award, involving more than 10 thousand
schools and approximately 1.5 million students, the continuity
of the Program to Improve Education in Municipalities, and the
training activities for teachers and youngsters that
participated in the Urban Youth Program. In an effort to
democratize access to culture, the Itau Cultural Institute
promoted the exhibition Emocao Artificial 2.0. In partnership
with Paco Imperial in Rio de Janeiro, it launched the All is
Brazil exhibition. The Idea Games interview program, produced by
Itau Cultural, was launched in TVE of Rio de Janeiro. The Rumos
Program received applications from Brazil and other countries
such as Germany, United States, and Japan. Note also the
Chronicle in the Classroom Project selected to be included in
the Good Corporate Citizenship Guide 2004 of Exame Magazine.

11. To reiterate Itau Holding concern with the environment,
Banco Itau and Banco Itau-BBA adopted the Ecuador Principles. By
adopting these Principles, Banks assure that projects financed
over US$ 50 million are developed in a socially responsible
manner, reflecting environmental management best practices.

12. Itau Holding and Companhia Brasileira de Distribuicao (CBD)
announced on July 27, 2004 the formation of a new financial
institution that will operate exclusively in structuring and
selling financial and related products and services to CBD's
customers. The new institution will be called Financeira Itau
CBD S.A. Credito, Financiamento e Investimento. Management will
be the responsibility of Itau which will appoint the Board of
Directors, formed by professionals widely experienced in the
business. Start-up is scheduled for the first half of 2005.

13. Itau Holding was picked for the fifth consecutive time to be
part of the Dow Jones Sustainability Index (DJSI). In addition
to being recognized for its management and generating
shareholder value, the companies forming the DJSI represent an
aggregate market value of US$ 6.5 trillion.

14. Itau Holding became the holder of 50% of Unibanco's equity
interest in Credicard, which, added to its existing
participation in this Company's capital, reached a total Itau
Holding's equity interest of 50% in Credicard Banco (a credit
card issuer). Itau Holding will acquire the equity interests of
Citigroup and Unibanco in Orbitall, thus increasing its
participation to 100% of the Company's capital (a credit card
transaction processor). The net investment amounts approximately
to R$ 1,049 million, including estimated goodwill of R$ 955
million.

15. In October, Banco Itau inaugurated its first branch in
Tokyo, Japan. The branch is dedicated to the Brazilian clients
resident in or passing through Japan to facilitate business with
Brazil, always joining convenience, modernity, technology,
transparency, and ethics, which are organization-wide values.
Among the main services provided by the Japan Branch is the Itau
Remittance -- transferring money from Japan to Brazil.

16. Banco Itau launched in early October a unique campaign on
the judicious use of credit. The purpose of the campaign it to
guide clients and the population in general on how to
judiciously use the Bank's credit products. The campaign is
planned to unfold into various aspects and aims at having a
clarifying and educational role. In a time of solid credit
expansion, Itau Holding understands this is a material task for
the sustainable development of the country.

Olavo Egydio Setubal

Chairman of the Board of Directors


CEMIG: Board Passes New Resolutions
-----------------------------------
The Board of Directors of Companhia Energetica de Minas Gerais
(CEMIG) approved these proposals during the meeting held Monday:

1. Presentation to Caiua - Servicos de Eletricidade S.A. of a
binding proposal for purchase of 100% of the shares of Rosal
Energia S.A., holder of the concession for the Rosal
hydroelectric power plant.

2. Re-ratification of CRCA-127/2004, changing the form for
contracting of an amount of up to R$ 119 million with Unibanco.

3. Opening of competitive tender proceedings for works on the
Company's Rural Electrification Program and the Luz para Todos
program.

4. Updating of the budget for the Funil hydroelectric project,
and signing of the first amendment to the implementation
contract for that project with the Funil Construction
Consortium.

5. Signing of a contractual amendment with SAP Brasil Ltda, for
additional services.

6. Signing of a settlement in a labor complaint currently in
progress in Belo Horizonte brought by the Minas Gerais
Intermunicipal Electricity Workers' Union (Sindieletro).

7. Acquisition of active energy measurers, to be used in
connecting new consumers and to replace existing measuring
equipment that is defective.

8. Structuring of and decision on participation by Cemig in
Aneel Auction 002/2004, for grant of concession to provide
public transmission service.

CONTACT: Companhia Energetica de Minas Gerais
         AV. Barbacenda 1200
         Bello Horizonte MG, 30161-970
         Brazil


SADIA S.A.: Gross Revenues Increase 30.5% Over 3Q04
---------------------------------------------------
Sadia S.A. (BOVESPA: SDIA4; NYSE: SDA), the Brazilian processed
foods, poultry and pork market leader, reported Monday its
earnings for the third quarter of 2004 (3Q04). The Company's
operating and financial information, except where indicated
otherwise, is presented in thousands of Brazilian reais, based
upon consolidated numbers according to corporate legislation.
All of the comparisons in this report are with respect to the
same period in 2003 (3Q03), except when otherwise specified.

"Sadia is beginning a new growth cycle," announced Walter
Fontana Filho, the Company's CEO. "We approved capital
expenditures of R$ 350 million for 2005, about three times the
average annual amount spent over the past five years. In 2004,
we increased our originally budgeted investments of R$ 150
million to about R$ 220 million, mainly because of the new
Distribution Center in Ponta Grossa (PR), which will start up in
the month of November. Fully automated, the Center will
contribute to improving our efficiency and increasing our
capacity to store products destined for the export market.

"The 30.5% growth of gross revenues over 3Q03 was due to the
combination of the results obtained on both the domestic and
international markets. On the international market, despite
falling prices in the first half of this year, the good sales
volume of poultry, coupled with a better product mix,
contributed to a 41.2% increase in revenues. Domestically, there
was an increase in the volume of sales of processed products
while tenuous, but consistent, indications of a reheating up of
the economy, especially in the large population centers, were
observed.

"Nevertheless, operating results were less positive than in
3Q03, mainly due to the increase in the cost of production raw
materials. Net earnings improved because of the positive
contribution of financial income. The initiatives to invest in
order to grow over the medium and long terms help prepare us to
take maximum advantage of new opportunities domestically and
overseas. With the higher pace of product introductions and the
opening up of 4,950 new jobs in the Company this year, Sadia is
reiterating its confidence in the continued growth of the
country. Over the short-term, in the last quarter of 2004, we
believe that the recovery of employment levels will be more
strongly felt in the consumption sector. In fact, we are working
with the prospect of posting the best Christmas of the past
three years."

GROSS OPERATING REVENUE

Sadia's gross operating revenue grew 30.5% in 3Q04, totaling R$
1.9 billion. Overall on the year, sales reached R$ 5.3 billion,
an increase of 28.5% over the same period of 2003.

Domestic revenues rose 21.4% in 3Q04, propelled by the 11.2%
increase in sales, principally of processed products, and a
slightly improved sales mix. This performance was the result of
the strength of the Sadia brand, its extensive presence outside
of the large population centers and the slight but consistent
signs of a recovery of demand in the main metropolitan regions.
On the international markets, despite persistent protectionist
barriers, export revenues increased 41.2% during the quarter.
This result mostly reflects an increase in poultry volumes,
which were still favored by the avian flu epidemic in Asia.
Overseas sales represented 50.2% of the Company's total revenues
during 3Q04.

DOMESTIC MARKET

Since the end of the first half of 2004, Sadia has been
observing a slow recovery in consumption in the large urban
centers. This trend continued throughout all of 3Q04, and sales
rose 11.2%. The continuity of this process signals a situation
that should benefit the leading brands, which are more valued by
consumers.

The processed products segment was responsible for 81.4% of
domestic sales. The volume sold grew 13% and revenues were 21.1%
higher than for the same period in 2003. Considering the
difficulties involved in passing along costs in the form of
price increases, the increase in revenue thus is directly
related to improvement of the mix.

Poultry sales volumes increased 7.1%, with a 21.7% rise in
revenues, also due to improved mix. In the pork line, despite a
1.0% decline in volume, there was a 17.7% increase in revenues,
benefited by the recovery of prices in a situation in which
there was a reduction of supply to the domestic market.

The fast food segment was a highlight. Distinctive service
provided to restaurants, fast food chains and hotels prompted a
31% increase in revenues this year. Sadia enlarged its
partnership with the McDonald's chain, integrating with the
expansion of the "breakfast" project, supplying part of the menu
for the new meal. In September, Sadia also ran a promotional
campaign in the Viena group's stores and commemorated ten years
of its partnership with the Galeto chain.

In 3Q04, the Company resumed the pace of its product launches at
levels seen in previous years, placing 42 new products in the
market. Among them were third generation ready-to-eat frozen
meals, with complete individual portions - beef strips with
potatoes and green beans, beef stroganoff with rice and
shoestring potatoes, and chicken fillet with broccoli, carrots
and rice, processed cheeses and olive oil, marking the entry of
Sadia into new segments.

Another highlight consisted of the two new versions of fresh
pasta with sauce, designed for instant (4-minute) preparation:
cappelletti with beef and a cheese or tomato sauce.

During 3Q04, Sadia continued to have a strong presence in the
media, running daily television commercials. In August, Sadia
brand was elected one of the five that Brazilians most trust, in
the Marcas de Confian‡a (Trustworthy Brands) survey conducted by
the magazine Selecoes de Reader's Digest. Once again, the
Company came in first in the Frozen/Processed Ready Meals
category.

EXPORT MARKET

Even with the continuing downward trend in international poultry
prices seen since the beginning of 2Q04, export revenues
increased 41.2% over 3Q03, reaching R$ 949.3 million.

The volume exported hit a record level - 234,300 tons -
representing an increase of 34.9% over of the same period of
2003. In 3Q04, poultry sales represented 75.9% of export markets
sales.

Poultry volumes were 41.4% higher, mainly due to sustained high
demand in Asia. Sales, totaling R$ 731.4 million, were up 47.9%
compared to the same period in 2003. However, prices declined in
comparison to the first half of 2004 due to an oversupply of
semi-processed birds from Thailand in the European market and
the re-establishment of supply conditions in the Japanese
market.

The volume of processed products rose 81.4%. As already had been
occurring, the reduction of 31.8% in the average price of this
line overseas reflects the change in the mix provided by the
consolidation of the businesses in South America. Still, sales
for this segment, totaling R$ 90.8 million, were 23.7% higher
than in 2003.

The 20.8% reduction in the volume of pork meat exported was a
result of the impact of the implementation of an import quota
system by Russia. However, reduced availability of the product
on the international market raised prices by 34.4% over the 3Q03
level. This offset the reduction in sales, and revenues reached
R$ 106.2 million -- 6.6% higher than the same period in 2003.

The Russian embargo of beef produced in Brazil, based on an
isolated outbreak of foot-and-mouth disease in the state of
Amazonas, did not affect the 3Q04 results. The outlook is for
shipments to be resumed by the end of this year.

OPERATING INCOME

Sadia's net operating revenues of R$ 1.6 billion in 3Q04
represented an increase of 25.3% compared to 3Q03, and R$ 4.6
billion accumulated for the year, an increase of 24.4% over
2003. However, the 33.8% rise in production costs was greater
than the increase in revenues, reflecting higher packaging
prices, up 40% on average (for example, the prices of plastic
resins rose 57% during the year).

The cost of animal production in 3Q04 was about 13.0% higher
than 3Q03, mainly because the price of corn and soybeans
increased an average of 9.0% over the same period. Our policy
regarding grain stocks continued to be to strive to maintain
small inventories of purchased grains, with contracted positions
remaining open for subsequent setting of prices. In view of the
positive outlook for the 2004/05 soybean and corn harvest and
the good level of stocks that are still available in the market,
the expectation is that soybean and corn prices will decline
until the end of 2004. All of the physical supply of grains
necessary for the year has been assured.

Selling expenses continued to suffer from the effect of the
increase of international freight rates, while also being
pressured by higher warehousing expenses as the Company
continues to prepare for the increase in demand expected for the
end of the year. The sales expense/net revenues ratio went from
17.2% in 3Q03, to 19.3% in 3Q04, remaining at the same level as
2Q04.

General and administrative expenses, which increased 9.4% during
the quarter, represented 0.8% of net revenues, versus 0.9% in
3Q03 and 2Q04.

EBITDA

Operating earnings before interest and taxes (EBIT) in 3Q04
totaled R$ 131.5 million, a decline of 21.2% compared to 3Q03,
due to increases in the aforementioned costs and expenses. This
result led to an EBITDA of R$ 174.1 million, compared to R$
218.0 million in 3Q03. The EBITDA margin was 10.6%, against
16.7%. For the year overall, however, EBITDA totaled R$ 665.6
million, up 49.8% over the same period in 2003.

FINANCIAL INCOME

Revenues from financial income were R$ 75.0 million, against R$
33.9 million in expenses in 3Q03. This performance mainly was a
result of a decline in financial costs and a reversal of
expenses in the amount of R$ 26.1 million related to PIS/COFINS
taxes on financial operations. The lower foreign exchange rate
also had a positive impact on swap operations.

EQUITY PICKUP

Equity pickup in 3Q04, of negative R$ 49.1 million, was the
result of the impact of the foreign exchange rate variation on
the net equity of the Company's overseas subsidiaries. In 3Q03,
the equity pickup value was R$ 7.3 million.

NET INCOME

Net income in 3Q04 was R$ 112.7 million, 4% higher than the
result for 3Q03 and 63% better than 2Q04. For the year, the
Company has accumulated net income of R$311.3 million, 6.9%
higher than the result posted in the January-September 2003
period.

CAPITAL STRUCTURE

At the end of 3Q04, Sadia's net financial debt was R$ 475.4
million. The direction of the net debt continued downward,
representing 27.2% of net equity, compared to 32.4% in 3Q03,
with costs staying below the CDI. During the quarter, the
financial strategy continued to be to reduce leveraging,
emphasizing operations that made it possible to match up
maturing liabilities with financial investments. The practice of
making financial investments in assets with very low market
volatility was consolidated. A highlight of the quarter was the
renewal of the overseas receivables operation that, increased to
US$ 100 million at a cost of Libor+0.7%, should contribute to
reduce working capital needs. The market demand for the
operation was US$ 300 million.

CAPITAL EXPENDITURES

Sadia invested R$ 71.3 million during 3Q04, compared to R$ 23.8
million in 3Q03 and R$ 52.9 million in 2Q04. Of this total,
46.0% was for the processed segment, 36.3% went for poultry and
3.3% was for pork. The remaining 14.4% were invested mainly in
information technology.

Over the first nine months of the year, the Company invested R$
171.6 million. In October, Sadia successfully upgraded its ERP
system, leading to an improvement in controls and enhancing
operating integration. Installation went faster than expected,
reducing interruption of manufacturing operations to a minimum.

For 2004, capital expenditure outlays were revised from R$150
million to R$220 million. The additional funds are mostly being
used for the new Distribution Center in Ponta Grossa (PR),
designed for the export market, whose inauguration is scheduled
for November.

In 2005, Sadia expects to boost its capital expenditures to R$
350 million in order to support its new growth phase. The
strategic orientation is centered on the elimination of
bottlenecks on existing manufacturing lines, which will enable
faster and higher rates of return.

OTHER EVENTS

To expand service for international investors interested in its
securities, as of November 15, Sadia's shares will be traded on
the Latibex, the segment of the Madrid Stock Exchange dedicated
to trading the shares of Latin American companies.

To view financial statements:
http://bankrupt.com/misc/3Q04Sadia.pdf

CONTACTS: Mr. Luiz Murat Jr.
          Director of Administration,
          Finance and Investor Relations
          Phone: 11 3649-3465
          Fax: 11 3649-1785
          e-mail: grm@sadia.com.br
          Web Site: www.sadia.com.br

          RI SADIA
          Ms. Silvia H. M. Pinheiro
          Phone: 11 3649-3197
                 or
          Mr. Henrique Bastos
          Phone: 11 3649-3130

          Ms. Ligia Montagnani
          IR Consultant
          Phone: 11 3897-6405
          e-mail: Ligia.montagnani@thomsonir.com.br


TCP: Launches Capital Increase
------------------------------
Telesp Celular Participacoes S.A. (TCP) (NYSE: TCP), announces
the launch of a capital increase. TCP is one of the companies
belonging to the largest wireless group in the southern
hemisphere and controls:

(i) 100% of the capital stock of Telesp Celular S.A. (TC);
(ii) 100% of the capital stock of Global Telecom S.A. (GT); and
(iii) 90.2% of the voting capital stock (51.4% of the total
capital stock), excluding treasury shares, of Tele Centro Oeste
Celular Participacoes S.A. (TCO), operating companies offering
services under the VIVO brand.

Telesp Celular Participacoes S.A. ("Company") announces that it
will proceed a capital increase of up to R$ 2,053,895,871.47
through the subscription of shares pursuant to shareholders'
exercise of preemptive rights. Of that amount, R$
2,000,000,000.00 will be paid in cash, and a portion equal to R$
53,895,871.47, corresponding to the tax benefit from goodwill
effectively realized in the 2003 fiscal year, will be subscribed
for with credits by Portelcom Participacoes S.A, a shareholder
of the Company. 410,779,174,294 new shares will be issued,
143,513,066,618 of which will be common shares and
267,266,107,676 of which will be preferred shares, all of them
identical to the outstanding shares in all respects.

The period to exercise the right to acquire the new shares in
the Brazilian market will be from November 18, 2004 to December
17, 2004 for shareholders holding common shares or preferred
shares on November 11, 2004.  These shareholders will be
entitled to subscribe for 0.350558679 new shares for each share
they hold on that date.

The capital increase is conditioned upon the subscription for a
minimum amount of R$1,400,000,000.00.

Shares acquired from November 12, 2004 onwards will not entitle
the purchaser to the subscription right.

Shareholders holding shares issued by the Company who wish to
trade their subscription rights may do so from November 18, 2004
to December 10, 2004. Shareholders who wish to subscribe for any
leftover unsubscribed shares must indicate their interest in
doing so in the applicable subscription bulletin.

The issue price will be R$ 5,00 (five Reais) per lot of one
thousand shares for both classes of shares of the Company and
shall be paid in cash, in Brazilian currency, upon subscription.

After confirmation of the capital increase by the Board of
Directors, the shares issued will be entitled to receive the
full amount of any dividends to be declared by the Company
thereafter.

Shareholders who indicate an interest through their subscription
bulletins in subscribing for any leftover unsubscribed shares
will have a period of three (3) business days after the
determination of the number of leftover shares to subscribe for
a portion of such leftover shares, which period will begin on
December 21, 2004 and end on December 23, 2004.

Shareholders who indicate an interest through their subscription
bulletins in subscribing for any leftover unsubscribed shares
after the first reoffering round will have a period of three (3)
business days after the determination of the number of leftover
shares from the first reoffering round to subscribe for a
portion of such leftover shares, which period will begin on
December 27, 2004 and end on December 29, 2004.

If unsubscribed shares remain after the second reoffering round,
the Executive Officers of the Company may decide, as authorized
by the Board of Directors, to dispose of the remaining shares in
an auction at the Sao Paulo Stock Exchange ("Bovespa") for the
benefit of the Company (article 171, paragraph 7, item "b" of
the Corporations Law), which auction, if necessary, will be held
on January 4, 2005, or to allocate such remaining shares among
the shareholders through additional reoffering rounds.

A registration statement on Form F-3 ("F-3") has been filed with
the U.S. Securities and Exchange Commission ("SEC") regarding
the preferred shares, ADSs and the related subscription rights
to be offered in the United States of America ("U.S."), but such
registration statement has not yet been declared effective by
the SEC. The subscription rights, the preferred shares and the
ADSs may not be sold nor may offers to buy be accepted in the
United States or to U.S. persons (as defined under U.S. law)
prior to the time the F-3 becomes effective. This press release
does not constitute an offer to sell or the solicitation of an
offer to buy preferred shares, ADSs or the related subscription
rights in the United States or to U.S. persons, nor shall there
be any sale of subscription rights, preferred shares or ADSs in
any state in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the laws
of any such state.

The prospects relating to the offering of subscription rights,
preferred shares and ADSs may be obtained, when it is available,
at the following address:

MacKenzie Partners, Inc.
105 Madison Avenue
New York, New York, 10016,
U.S.A.
Phone: (212) 929-5500.

The rights offered to U.S. holders of TCP common shares may be
transferred by U.S. holders only in accordance with Regulation S
under the U.S. Securities Act of 1933, as amended.

The offering of rights described herein is made for the
securities of a Brazilian Company. The offering is subject to
disclosure requirements in Brazil, which are different from
those of the United States.

It may be difficult for a person in the United States
subscribing for shares to enforce its rights and any claim it
may have arising under the US federal securities laws, given
that the Company is located in Brazil and some or all of its
officers or directors are residents of Brazil or of other
foreign countries. A person in the United States subscribing for
shares may not be able to sue the Company or its officers or
directors in a Brazilian Court or in a Court in another country
outside the United States for violations of the U.S. securities
laws. It may be difficult to compel a Brazilian Company and its
affiliates to subject themselves to a U.S. Court's judgment.

CONTACT: VIVO - Investor Relations
         Pone: +55 11 5105-1172
         e-mail: ir@vivo.com.br


UNIBANCO: Extends GDRs Conversion Period
----------------------------------------
Unibanco announces that the period of costless conversion of
GDRs into UNITs will be extended

Unibanco - Uniao de Bancos Brasileiros S.A. (Unibanco) announces
an extension of the period of costless conversion of GDR into
UNITs. No cancellation fee will be charged for the transaction
until the end of 2004. The GDR's standard issuance fee remains
unchanged (conversion of UNITs into GDRs).

The BNY is the depositary bank of Unibanco Global Depositary
Receipts (GDRs). Each GDR (UBB) represents 5 UNITs (UBBR11). A
Unit is a marketable security that consists of one Unibanco
preferred share (UBBR4) and one Unibanco Holdings (UBHD6)
preferred share and it is negotiated in the Sao Paulo Stock
Exchange. With these steps, Unibanco aims to increase the
liquidity of the UNITs in the Brazilian market.

CONTACT: Uniao de Bancos Brasileiros S.A. (Unibanco)
         Investor Relations Area
         Ave. Eusebio Matoso, 891
         15th floor
         Sao Paulo, SP 05423-901
         Brazil
         Phone: (55 11) 3097-1313
         Fax: (55 11) 3097-6182 / 3813-4830
         e-mail: investor.relations@unibanco.com.br
         Web Site: www.ir.unibanco.com


UNIBANCO/BANCO ITAU: Restructure Credicard Group Ownership
----------------------------------------------------------
The owners of the Credicard Group, Banco Itau (Itau), Citibank
Brazil (Citibank), and Unibanco, jointly announced Monday an
agreement to restructure ownership of the joint venture to
reflect the parties' individual and collective business
development plans.

Under this agreement:

- Citibank and Itau will each increase their ownership in
Credicard, the card issuing business, from 33 percent to 50
percent by acquiring all of Unibanco's interest in Credicard.
The parties confirmed that this agreement is not expected to
affect Credicard's relationships with employees or customers.
Cardholders will continue to use their cards as they do today
and can expect the same high level of service that they rely on
from Credicard;

- Itau will increase its ownership in Orbitall, the card
processing and servicing business, to 100 percent by acquiring
all of Citibank's and Unibanco's shares. Itau confirmed that
this agreement is not expected to affect Orbitall's
relationships with employees or customers. Credicard will
continue to maintain its card processing and servicing at
Orbitall;

- Redecard, the merchant acquiring business, will maintain its
current ownership structure, with Citibank, Itau and Unibanco
each owning 32 percent, and MasterCard owning 4 percent. The
companies confirmed that this agreement is not expected to
affect Redecard's relationships with employees or merchants.

Credicard and Orbitall are valued together at R$ 4.8 billion /
US$ 1.54 billion as of June 30, 2004. The agreement is subject
to approval by the relevant authorities and is expected to close
by the end of 2004.

About Banco Itau Holding Financeira:

Banco Itau Holding Financeira S.A. is one of the largest
privately-owned banks in Brazil. It has a market capitalization
of R$ 30.5 billion (on June 30th, 2004), the highest value of
any bank traded on the Brazilian stock market. It owns Banco
Itau which attends individuals and companies through its network
of branches and platforms, and Banco Itau BBA, specialized in
large corporate clients. It has more than 3,000 attendance
points and more than 20,000 ATMs, the largest private network of
multi-functional equipments in Brazil.

About Citigroup:

Citigroup (NYSE symbol: C), the preeminent global financial
services Company has some 200 million customer accounts and does
business in more than 100 countries, providing consumers,
corporations, governments and institutions with a broad range of
financial products and services, including consumer banking and
credit, corporate and investment banking, insurance, securities
brokerage, and asset management. Major brand names under
Citigroup's trademark red umbrella include Citibank,
CitiFinancial, Primerica, Smith Barney, Banamex, and Travelers
Life and Annuity.

About Unibanco:

Established in 1924, Unibanco (NYSE: UBB) is the oldest and one
of the largest private sector banks in Brazil. It provides a
wide range of financial products and services to a diversified
individual and corporate customer base. Unibanco's activities
comprise Retail, Wholesale, Insurance and Wealth Management,
enjoying a solid market position in each of them. Unibanco has a
leading position in the credit card and private label business,
with a portfolio in excess of 17 million credit and private
label cards and owns Fininvest, the leading consumer finance
Company in Brazil.

CONTACT: Banco Itau:
         Mr. Paulo Marinho
         Phone: 55-11-5019-8880/8881
         e-mail: imprensa@itau.com.br
                 or
         Citigroup:
         Mr. Henrique Szapiro (Brazil)
         Phone: 55-11-5576-1717
         e-mail: henrique.szapiro@citigroup.com
                 or
         Ms. Lula Rodriguez (International)
         Phone: 305-347-1444
         e-mail: lula.rodriquez@citigroup.com
                 or
         Unibanco:
         Ms. Valerie Cadier Adem
         Phone: 55-11-3097-4520
         e-mail: valerie.adem@unibanco.com.br
                 or
         Mr. Cesar Augusto
         Phone: 55-11-3097-1391
         e-mail: cesar.augusto@unibanco.com.br



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

AXTEL S.A.: 3Q04 Revenues Rise 26% Year-on-Year
-----------------------------------------------
Axtel, S.A. de C.V., a leading telecommunications services
provider in Mexico, announced its unaudited third quarter
results and the results for its twelve-month period ended
September 30, 2004 ("LTM"). Figures in this release are based on
Mexican GAAP, stated in constant pesos (Ps.) as of September 30,
2004. Comparisons in pesos are in real terms, that is, adjusted
for inflation.

REVENUES:

We derive our revenues from:

- Local calling services. We generate revenue by enabling our
customers to originate and receive an unlimited number of calls
within a defined "exchange" area. Customers are charged an
initial fee for activating the service, a flat monthly fee for
basic service, a per call fee ("measured service") and a per
minute usage fee for calls completed on a cellular line
("calling party pays," or CPP, calls).

- Long distance services. We generate revenues by providing long
distance services (domestic and international) for our
customers' completed calls.

- Other services. We generate revenues by providing other
services to our customers including internet, data,
interconnection and dedicated private line service, as well as
value-added services such as caller ID, call waiting, call
forwarding and voicemail.

Revenues from operations

Revenues from operations increased to Ps. 976.1 million in the
third quarter of year 2004 from Ps. 771.7 million for the same
period in 2003, an increase of Ps. 204.4 million, or 26%. Our
lines in service at the end of the third quarter of 2004
increased to 418,035 from 332,703 at the end of the same period
in 2003, an increase of 26%.

Revenues from operations increased to Ps. 3,588.6 million for
the twelve-month period ended September 30, 2004 from Ps.
2,863.8 million for the same period in 2003, an increase of Ps.
724.8 million, or 25%. This increase was mainly achieved due to
both, higher customer base and traffic growth.

We derived our revenues from the following sources:

Local Services - Local service revenues increased to Ps. 692.3
million for the three-month period ended September 30, 2004 from
Ps. 580.0 million for the same period ended 2003, an increase of
Ps. 112.3 million, or 19%. For the twelve-month period ended
September 30, 2004, local services increased to Ps. 2,548.6
million from Ps. 2,168.9 million recorded in the same period of
2003, an increase of Ps. 379.6 million, or 18%. Higher number of
lines in service as well as monthly rent and cellular
consumption were the main drivers of this increase.

Long Distance Services - Long distance service revenues
increased to Ps. 96.7 million for the three-month period ended
September 30, 2004 from Ps. 80.0 million in the third quarter of
2003, an increase of Ps. 16.7 million, or 21%, due to higher
consumption in domestic long distance.

For the twelve-month period ended September 30, 2004, long
distance services increased to Ps. 358.1 million from Ps. 294.6
million registered in the same period in 2003, an increase of
Ps. 63.5 million, or 22%.

Other services - Revenue from other services increased to Ps.
187.1 million in the third quarter of 2004 from Ps. 111.7
million in the same period in 2003, an increase of Ps. 75.5
million, or 68%.

Other services revenue increased to Ps. 681.9 million for the
twelve-month period ended September 30, 2004 from Ps. 400.3
million for the same period in year 2003, an increase of Ps.
281.7 million, or 70%.

Cost of Revenues and Operating Expenses (2)

Cost of Revenues - For the three-month period ended September
30, 2004, the cost of revenues was Ps. 310.5 million, an
increase of Ps. 102.7 million compared with the same period of
year 2003. For the twelve-month period ended September 30, 2004,
the cost of revenues reached Ps. 1,087.5 million, an increase of
Ps. 292.8 million in comparison with the same period in year
2003. Both increases were mainly due to a higher consumption in
the cellular and domestic long distance traffic.

Gross Profit - Gross profit is defined as revenues minus costs
of revenues. For the third quarter of 2004 the gross profit
accounted for Ps. 665.6 million, an increase of Ps. 101.7
million, or 18%, compared with the same period in year 2003.

For the twelve-month period ended September 30, 2004, our gross
profit increased to Ps. 2,501.1 million from Ps. 2,069.1 million
recorded in the same period of year 2003, an increase of Ps.
432.0 million, or 21%.

Operating expenses - For the third quarter of year 2004
operating expenses grew Ps. 50.3 million totaling Ps. 347.3
million. This result is mainly attributable to increases in
salaries and rents. During the same period of year 2003 this
amount was Ps. 297.0 million. For the twelve-month period ended
September 30, 2004, operating expenses increased Ps. 117.2
million coming from Ps. 1,157.4 million in 2003 to Ps. 1,274.6
million in 2004. This effect was primarily due to increases in
salaries, rents and maintenance which were partially offset by
reductions in advertising and uncollectible reserve.

Depreciation and Amortization - As a result of the continuing
expansion of our asset base, depreciation and amortization
increased to Ps. 250.3 million for the three-month period ended
September 30, 2004 from Ps. 223.1 million for the same period in
year 2003, an increase of Ps. 27.2 million, or 12%.

Depreciation and amortization for the twelve-month period ended
September 30, 2004 reached Ps. 959.4 million from Ps. 841.1
million in the same period in year 2003, an increase of Ps.
118.3 million, or 14%.

Operating Income (loss)- Due to the factors previously
described, operating income increased to Ps. 68.1 million for
the three-month period ended September 30, 2004 compared to an
operating income of Ps. 43.9 million registered in the same
period in year 2003, an increase of Ps. 24.2 million or 55%.

For the twelve-month period ended September 30, 2004 our
operating income reached Ps. 267.1 million when compared to the
income registered in the same period of year 2003 of Ps. 70.7
million, an increase of Ps. 196.4 million or, 2.8x.

Comprehensive financial result - The comprehensive financial
loss was Ps. 49.0 million for the three-month period ended
September 30, 2004, compared to a comprehensive financial loss
of s. 96.1 million for the same period in 2003.

Capital Expenditures - Axtel invested Ps. 358.5 million in fixed
assets during the third quarter of year 2004 vs. Ps. 123.0
million during the same period of year 2003, a 191% increase.

This increase was driven by the expansion of our network
infrastructure in new and current cities as well as the net
lines added during this period. For the twelve-month period
ended September 30, 2004, Axtel invested Ps. 1,013.1 million in
fixed assets compared to Ps. 423.0 million of the same period of
year 2003, an increase of Ps. 590.1 million, or 140%.

AXTEL is a leading fixed-line telecommunications provider in
Mexico. It offers local, domestic and international long
distance, Internet and value-added services. It provides a basic
telecom infrastructure in Mexico through its intelligent
network, offering a wide range of services to all its markets.
Headquartered in Monterrey, AXTEL has offices in Guadalajara,
Leon, Mexico, Puebla, Toluca, Queretaro and San Luis Potosi.

To view financial statements:
http://bankrupt.com/misc/Axtel.pdf

NOTE 2:

(2) Our costs are categorized as follows:

- Cost of revenues include expenses related to the termination
of our customers' cellular and long distance calls in other
carriers' networks, as well as expenses related to billing,
payment processing, operator services and our leasing of private
circuit links.

- Operating expenses include costs incurred in connection with
general and administrative matters which incorporate
compensation and benefits, the costs of leasing land related to
our operations and costs associated with sales and marketing and
the maintenance of our network.

- Depreciation and amortization includes depreciation of all
communications network and equipment and amortization of pre-
operating expenses and the cost of spectrum licenses.


NII HOLDINGS: Notifies SEC of Delay in Form 10-Q Filing
-------------------------------------------------------
On October 28, 2004, NII Holdings Inc. reported its plan to
restate certain previously issued financial statements contained
in the annual report on Form 10-K for the year ended December
31, 2003 (including the comparative 2002 periods) and the
quarterly reports on Form 10-Q for the periods ended March 31,
2004 and June 30, 2004 (including the comparative 2003 periods).

The restatements will reflect corrections relating to previously
disclosed bookkeeping errors identified in two liability
accounts at the Company's Mexican subsidiary. In addition, on
November 4, 2004, the Company disclosed that further restatement
adjustments were necessary to correct the reversal of valuation
allowances on deferred tax assets that were originally recorded
as a reduction to the income tax provision for the indicated
periods.

The non-cash adjustments described above will reduce net income
over the period from September 30, 2002 to June 30, 2004. The
Company will report and disclose any adjustments in its Form 10-
Q for the period ended September 30, 2004 (including the
comparative 2003 period). As a result, the Company's financial
reporting staff has experienced difficulty in finalizing
required disclosures in order to complete the filing of Form 10-
Q for the period ended September 30, 2004 by the prescribed due
date. It is anticipated that such information will be produced
and that the Form 10-Q will be filed as soon as possible (and no
later than the fifth calendar day following the prescribed due
date). The Company could not eliminate the foregoing difficulty
without unreasonable effort and expense, including hiring
additional professional staff on a short-term basis.

CONTACT: NII Holdings, Inc.
         10700 Parkridge Blvd.
         Suite 600
         Reston, VA 20191
         USA
         Phone: 703-390-5100
         Web Site: http://www.nextelinternational.com/


UNEFON: Pays $10M in Cash to TV Azteca
--------------------------------------
TV Azteca, S.A. de C.V. (NYSE: TZA) (BMV: TVAZTCA), one of the
two largest producers of Spanish- language television
programming in the world, announced Tuesday that the Company
received US$10 million in cash from Unefon under the credit
support agreement granted by TV Azteca in 2001.

The payment represents the full redemption of the outstanding
balance of TV Azteca's credit support for Unefon. On March 10,
the Company received US$17 million from Unefon, which, together
with Tuesday's payment, terminates all of the financial
obligations to TV Azteca under the support agreement. Unefon has
also complied entirely with the financial cost of the support,
which bore yearly interest of 20%.

The Company noted that Unefon's payments from the credit support
agreement, when added to their ongoing cash purchases of
advertising, result in significant cash inflows for TV Azteca,
further enhancing its capital structure.

The Company has received aggregate cash payments for advertising
of US$29 million since December 1999 and anticipates US$6
million of additional payments before year end as part of
Unefon's US$200 million ten-year advertising contract with TV
Azteca.

The Company noted that the value of the ten-year ad contract is
greater than the US$168 million originally invested by TV Azteca
in Unefon, and that the advertising contract makes Unefon an
important source of top-line growth and cash generation for TV
Azteca.

Company Profile

TV Azteca is one of the two largest producers of Spanish-
language television programming in the world, operating two
national television networks in Mexico, Azteca 13 and Azteca 7,
through more than 300 owned and operated stations across the
country. TV Azteca affiliates include Azteca America Network, a
new broadcast television network focused on the rapidly growing
US Hispanic market, and Todito.com, an Internet portal for North
American Spanish speakers.


* MEXICO: IMF Director Commends Government on Economic Agenda
-------------------------------------------------------------
Mr. Rodrigo de Rato, Managing Director of the International
Monetary Fund (IMF), issued the following statement on November
8 in Mexico City at the conclusion of his visit:

"I am very pleased to be in Mexico, where I have had many
productive meetings. I was privileged to meet with President
Vicente Fox, Presidente de la Junta de Coordinacion Politica del
Senado Jackson, Chairman of the Board of the Lower Chamber
Boltrones, Senate leader of the Partido Accion Nacional
Fernandez, Finance Secretary Francisco Gil Dˇaz, other senior
government officials, Bank of Mexico Governor Ortiz and the
Bank's Board, and business leaders.

"In my meetings with the Mexican authorities, we discussed the
situation in Latin America and in the global economy. There is a
clear sense that economic activity in the region is rebounding
strongly this year, supported by a pickup in domestic demand and
the robust global expansion, reinforced by the rising share of
trade in GDP.

"Mexico has established a strong and credible macroeconomic
policy framework based on prudent fiscal policy and debt
management, a floating exchange rate, and inflation targeting.
This has been supported by a high degree of integration with the
world economy. The maturity of the multi-party political system
and the vigor of the democratic process are also noteworthy.
Institutions have also been strengthened in key areas such as
central bank independence, and structural reforms have built a
strong financial system. These achievements have been
complemented by further progress in the areas of poverty
alleviation, with improving social indicators over the past
decade. The authorities' commendable, continuing determination
to share the benefits of economic progress widely across society
is crucial to ensure broad support for further forward momentum
on sound economic policies.

"I was impressed by the determination of those that I met to
build on these achievements, to sustain the recovery of growth
and employment, while ensuring that policies result in an
equitable sharing of the benefits of economic progress across
society. In this context, I have had very useful discussions
with President Fox and his team about their medium-term reform
program, which is aimed at meeting these challenges while
further reducing macroeconomic and financial vulnerabilities.
Further strengthening of the fiscal position, including
continued tax reform to reduce reliance on oil revenues, is an
important part of the government's program. In this period of
high oil prices, it is also critical to ensure that a
substantial part is used to provide a cushion to protect high
priority investment and social spending from future external
shocks and, perhaps most importantly, to save oil wealth for
future generations. In today's increasingly competitive world,
broader reforms in energy, labor markets, judicial, and
telecommunication sectors would unlock the growth potential of
the Mexican economy. Congressional and business leaders-from
different parties and sectors-have made clear that their aim is
to see reforms deepened and accelerated to maintain Mexico's
competitiveness and accelerate medium-term growth.

"In conclusion, I am optimistic Mexico will seize the
opportunity now given by a benign external environment, and high
oil prices, to build a consensus for structural reforms that are
needed to sustain a higher growth path, create employment, and
reduce poverty and inequality. We look forward to continuing our
close policy dialogue and collaboration with Mexico in the years
ahead."

CONTACT: International Monetary Fund
         External Relations Department
         700 19th Street, NW
         Washington, D.C. 20431
         USA

         Public Affairs:
         Phone: 202-623-7300
         Fax: 202-623-6278

         Media Relations:
         Phone: 202-623-7100
         Fax: 202-623-6772



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

FNCU VENTURE CAPITAL: Struggles to Prevent Total Shutdown
---------------------------------------------------------
FNCU Venture Capital Company, which is under investigation for
alleged irregularities, is scrambling to implement a number of
corrective measures to stave off a threat of a total shutdown,
the Trinidad Express reports.

The publicly-traded Company was suspended by its regulators -the
Venture Capital Incentive Programme (VCIP)- on September 1 for
several breaches of the Venture Capital Act of 1994, including
making a number of controversial million-dollar investments in
companies which did not meet the Qualifying Investee Company
(QIC) criteria under the Act.

VCIP Administrator, Judith Mark, has given the Company until the
end of this month to put its house in order or face
deregulation.

In an effort to prevent deregulation, FNCU VCC put in place
corrective measures, including producing updated accounts up to
March this year. However, sources close to the investigation
said the new accounts raise more questions than they provide
answers.

Specifically, a recorded $0.75 million investment in FNCU VCC's
fund manager, Financial Concepts Ltd (FCL), which is owned by
Daniel Lambert. It is being viewed as a case of the fund manager
lending money to himself. Worse than that, FCL does not qualify
as a QIC under the Act


NWRHA: Officials Say `No' to Separation
---------------------------------------
The North West Regional Health Authority (NWRHA) and the Central
Regional Health Authority should not be separated, said Mr. Fuad
Khan, MP of Barataria/San Juan.

The Trinidad Express reports that Khan's comments came in
support of a private motion filed in Parliament Friday by former
health minister Dr. Hamza Rafeeq. The motion seeks the reversal
of a move by Health Minister John Rahael to separate the NWRHA
and the Central Regional Health Authority.

Rahael sought for the separation of the two regional health
authorities in light of the series of problems that have
occurred.

But Khan asserts that the separation is not an answer to the
problems as the problem lies in the management structure of the
RHA.

"A proper management system is needed," argued. He said there is
only a need for three regional health authorities - North West,
Central and Tobago. "With three regional health authorities, all
will be handled at an optimum level," he added.



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

PARMALAT URUGUAY: Italian Government to Decide on Sale
------------------------------------------------------
Parmalat Uruguay could soon change hands if the Italian
government approves the sale of the subsidiary to a group of
German investors.

El Observador Economico reports that Parmalat has agreed to the
terms of the sale and it only awaits the decision of government
regulators to allow the transfer.

The Uruguayan subsidiary contributed US$45 million to Parmalat's
coffers in 2003. Its revenues are driven largely by exports to
markets such as Mexico. By year-end, the Company expects to post
US$23 million in exports.

Parmalat Uruguay employs 380 people in Montevideo and Nueva
Helvecia.



                            ***********


S U B S C R I P T I O N   I N F O R M A T I O N

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Copyright 2004.  All rights reserved.  ISSN 1529-2746.

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