TCRLA_Public/041118.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 18, 2004, Vol. 5, Issue 229

                            Headlines


A R G E N T I N A

ACINDAR: Takes Full Control of Bonelli for $30M
BANCO HIPOTECARIO: Records Ps.61.8 Mln Net Income in 3Q04
BINARY S.A.: Court Approves Reorganization Plea
COMPANIA ARGENTINA: Court Appoints Trustee for Reorganization
EMPREYSER S.R.L.: Claims Verification Deadline Approaches

FS RADAVERO: Required Report Submission Schedule Set
LA FRAGUA S.A.: Prepares To Liquidate Assets
OSVALDINI S.R.L.: Court Orders Liquidation
TRAFUL EXPORTADORA: Court Upgrades Bankruptcy to Reorganization
TRANSPORTES DOMCAR: Trustee to Finalize Claims Review

WILSOCO S.A.: Gears for Reorganization
* ARGENTINA: Judge Denies Motion to Block Restructuring


B R A Z I L

BANCO SANTOS: Likely to Go Under the Hammer
CEMAR: Net Loss Up 4% in the Jan-Sep 2004 Period
USIMINAS: Net Income Tops BRL1 Bln in Third Quarter 2004


C O L O M B I A

AVIANCA: Removes Final Hurdle to Restructuring Plan
CHIVOR: Moody's Issues B1 Rating to $150M Notes


D O M I N I C A N   R E P U B L I C

EDEESTE: Rejects $104M Fraud Claims
EDEESTE: AES Disposes of 50% Stake


E C U A D O R

PETROECUADOR: Crude Contract Bids Expected To Open This Friday


M E X I C O

HYLSA: Moody's Ups Ratings, Changes Rating Outlook to Positive


     - - - - - - - - - -

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

ACINDAR: Takes Full Control of Bonelli for $30M
-----------------------------------------------
Argentine steelmaker Acindar Industria Argentina de Aceros SA
(ACIN.BA) announced Tuesday that it has signed an accord to
acquire the remaining 51% stake it didn't already own in local
laminated steel manufacturer Fortunato Bonelli y Cia SA, relates
Dow Jones Newswires.

In a filing to the Buenos Aires bourse Tuesday, Acindar
disclosed that the US$30-million acquisition, which will boost
its stake in Bonelli to 100%, will be completed on Nov. 30.

Acindar President Arturo Acevedo told reporters earlier this
month that acquiring the rest of Bonelli would "compliment our
product line," and that the company was "always thinking" of
purchasing the company but there was nothing yet concrete.

Belgo Mineira owns 73% of Acindar.

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


BANCO HIPOTECARIO: Records Ps.61.8 Mln Net Income in 3Q04
---------------------------------------------------------
EXECUTIVE SUMMARY

- Banco Hipotecario recorded net income of Ps.61.8 million
during the third quarter of 2004, building on the positive trend
from 2003 (with a net income of Ps.255.2 million), and resulting
in net income of Ps. 223.5 million for the nine months period
ended September 30, 2004, which has strengthened the Bank's
position as a leading institution in the Argentine financial
system.

- Banco Hipotecario ranked first among private banks in terms of
shareholders' equity and net income, with total shareholder's
equity of Ps.1,899.1 million and net income of Ps.223.5 million
at September 30, 2004.

- Banco Hipotecario achieved significant profitability and
efficiency ratios, with a return on average shareholders' equity
of 17.75% and administrative expenses to total assets of 1.10%.

- Creditworthiness and liquidity levels in excess of the average
recorded by the Argentine financial system, with a
capitalization level measured in terms of shareholders' equity
over total assets of 22.03%.

- Credit rating upgrade, Standard & Poor's raised the Bank's
counterparty credit rating to "CCC+" from "SD" at global scale
and to investment grade rating ("raBBB-" from "SD") at local
scale.

- Increased lending and development of new lines of business, in
addition to mortgage lending, the Bank has increased its
portfolio of consumer and corporate loans, credit cards,
expanded its retail and wholesale deposit base and the provision
of financial products and services.

- Significant improvement in asset quality, through a
substantial reduction in delinquency rates as reflected by the
Bank's non-performing loan ratios, which are among the lowest in
the system.

- Banco Hipotecario is the first bank to obtain foreign
financing since the Argentine crisis, with total funding of
US$85 million.

Banco Hipotecario recorded net income of Ps.61.8 million at
September 30, 2004 (Ps.0.41 per share), an increase of Ps.60.4
million compared to net income of Ps.1.4 million recorded at
September 30, 2003.

Third quarter results reflect the substantial improvement in the
Bank's financial position resulting from the achievements made
in terms of operating income, reduction in the Bank's
indebtedness and in the cost of such indebtedness, sustained
improvement in operating efficiency, continued upgrading in the
quality of its loan assets and consolidation of its capital
base.

Administrative expenses were Ps.25.5 million for the third
quarter of 2004, representing an 8.4% increase compared to the
same period of 2003, primarily as a result of the implementation
by the Bank of its business diversification strategy.

At September 30, 2004, non-performing loans accounted for 12.44%
of the Bank's total loan portfolio, compared to 15.09% in the
third quarter of 2003. Total loan reserves were 89.09% at
September 30, 2004.

PRESENT CONDITION

During the third quarter of 2004, Banco Hipotecario made further
progress in the implementation of its business diversification
initiatives, capitalizing on the current franchise of its
mortgage business. Some of the actions taken include:

- Increase in loan products and lines of business, as reflected
by the 19% growth in retail and wholesale time deposits, the 4%
increase in savings accounts, the 7% increase in sales of new
insurance products, the 79% increase in disbursements of
personal loans and 54% increase in new mortgage loans, in each
case compared to the third quarter of 2003.

- Development of new products, since July 2004 the Bank began
taking savings account deposits denominated in foreign
currencies. In addition, during September the Bank started
offering VISA credit cards and pledge loans.

On November 1, 2004, Standard & Poor's raised Banco
Hipotecario's counterparty risk rating from "SD" to "CCC+" at
global scale and from "SD" to "raBBB-" (Investment Grade) at
local scale, reflecting the stabilization of its operating
results and strengthening of its financial condition. In
addition, on August 6, 2004, the Bank's Global Medium Term Note
Program was rated "BBB-(arg)" by Fitch Ratings.

Banco Hipotecario is the first bank to obtain foreign financing
after the Argentine economic crisis, as it closed two new credit
facilities with foreign financial institutions for a total of
US$ 85 million.

On November 4, 2004 Banco Hipotecario launched the second series
of C‚dulas Hipotecarias in the local capital market. The
aggregate amount of the offering was Ps.50 million, consisting
of Ps.40 million of Senior Bonds and Ps.10 million of
Subordinated Bonds and Certificates of Participation issued
under the "Cedulas Hipotecarias Argentinas Ps.500 million Note
Program". Senior Bonds accrue variable interest at the higher of
CER + 3% and the interest rate for time deposits between
Ps.100,000 and Ps.500,000, up to 59 days, reported by the BCRA +
4%, subject to a floor of 8% p.a. and a ceiling of 15% p.a. The
securities are collateralized by residential mortgage loans and
were rated "raAA" by Standard & Poor's.

RELEVANT EVENTS DURING THE FIRST QUARTER AND RECENT DEVELOPMENTS

On August 3, 2004 the Bank serviced the first principal payment
under its U.S. dollar and peso-denominated mediumterm guaranteed
notes due 2010 in an amount of US$21.0 million and Ps. 5.5
million, respectively, that were issued in January 2004 in
connection with the Bank's exchange offer. In addition, on
August 4, 2004 the Bank released excess collateral in an
aggregate amount of US$79.5 million of BODEN due 2012 and
US$32.4 million of guaranteed loans that has been deposited in
trust as collateral for the Bank's debt securities issued in
connection with the exchange offer. The excess of assets
deposited in trust as collateral for such debt results from the
repayment of principal, the buyback and subsequent cancellation
of a substantial portion of the collateralized debt and the
interest payments made by the Argentine government on the BODEN
due 2012 given as collateral for the medium-term notes.

On October 27, 2004, under Resolution No. 269 of the
Superintendence of Financial and Exchange Institutions, the
Bank's Regularization Plan filed pursuant to Resolutions No.
213/02 and 227/03 of the Central Bank's Board of Directors, was
declared concluded.

PRESENTATION OF INFORMATION

The Bank's assets include Argentine government bonds (the so-
called BODENs) issuable pursuant to Decree 905/ 02 as
compensation for the loss suffered by the Bank as a result of
the asymmetric "pesification" of assets and liabilities and the
devaluation of the peso that took place in 2002. The Bank's loss
suffered as a result of pesification amounted to US$1,193.5
million (equivalent to Ps.3,559.6 million, based on the exchange
rate at September 30, 2004 of Ps.2.9825 per dollar).
Compensation for this loss resulted in the Bank becoming
entitled to receive from the Argentine Government US$381.0
million in "compensatory" Boden and US$812.5 million in
additional Boden.

As of September 30, 2004, the Bank had received US$344.1 million
in compensatory BODEN from the Central Bank but had not received
the additional Boden. The Bank maintains the right to subscribe
for an additional US$812.7 million of additional BODENs, all of
which are reflected as assets of the Bank at September 30, 2004.
The definitive amount of such bonds the Bank ultimately receives
is subject to approval by the Argentine Ministry of Economy.

In accordance with Central Bank regulations, the Bank's right to
receive compensatory and additional Boden from the Argentine
government is recorded at book value, including the accrual of
interest on such bonds during the periods under analysis in this
press release, which is recorded as income on the Bank's income
statement.

Assets and liabilities denominated in foreign currency as of
September 30, 2004 were converted into Pesos at the exchange
rate of Ps.2.9825/US$1.00 and Ps.3.7033/EUR1.00, which was the
reference exchange rate published by the Central Bank on such
date.

SELECTED STATISTICAL INFORMATION

The Bank's net income for the third quarter of 2004 was Ps.61.8
million, reflecting an increase of Ps.60.4 million from Ps.1.4
million recorded in the third quarter of 2003. Results for the
third quarter of 2004 were impacted primarily by:

i) the positive effects of lower interest rates on the Bank's
restructured financial indebtedness resulting from the exchange
offer that was consummated in January 2004;

ii) higher financial income as a result of the appreciation of
government securities and investments in financial trusts;

iii) the positive effect of the buyback of financial debt at
market prices; iv) the positive impact of the appreciation of
the dollar on the Bank's net foreign currency position; and

v) an increase in the value of metals.

As compared to the second quarter of 2004, the Bank's net income
increased to Ps.61.8 million from Ps.61.0 million. This
variation reflects: i) lower financial expenditures due to lower
inflation from the CER index accrued on Central Bank borrowings;
and ii) lower accrual of restructured financial debt due to
lower average balances caused by the first principal repayment
of guaranteed debt and buyback of debt made during the quarter.
These effects were partially offset by i) lower financial
income, mainly from the impact of the suspension of the CVS
index during the previous quarter; and ii) higher administrative
expenses on personnel bonuses and advertising related to the
actions taken by the Bank in implementing its strategy of
becoming a diversified financial institution.

Financial Income

Financial income for the third quarter of 2004 was Ps.160.9
million, an increase of Ps.58.9 million or 57.7% from the
Ps.102.0 million recorded in the third quarter of 2003. This
increase was mainly due to: i) the positive effect of the
prepayment of financial debt at market values; ii) higher income
from government securities and other investments due to the
appreciation of certificates of participation in financial
trusts, iii) higher other financial income due to the
appreciation of marketable securities held by the Bank; and iv)
the positive change in the value of metals and the positive
impact of the exchange rate on the Bank's net positive position
in foreign currency. These effects were partially offset by: i)
lower income from mortgage loans due to the suspension of the
CVS index effective May 31, 2004 and lower average balances due
to natural amortization, prepayments and the securitization of
mortgage loans for Ps.50 million carried out in June 2004.

As compared to the second quarter of 2004, financial income for
the third quarter of 2004 decreased Ps.4.8 million to Ps.160.9
million from Ps.165.7 million, primarily due to: i) lower income
from mortgage loans due to the suspension of the CVS index on
mortgage loans; ii) lower prepaid amounts under the Bank's
restructured financial debt; and iii) lower income from
guaranteed loans resulting from lower increase in the CER index
during the period. These effects were partially offset by higher
income from securities and other investments due to the
increased value of certificates of participation in financial
trusts; and ii) higher income from Compensatory and Hedge Boden
resulting from the increase in the Libor rate during the
quarter.

Financial Expenditures

Financial expenditures for the third quarter of 2004 reached
Ps.78.3 million, Ps.12.2 million lower than the Ps.90.5 million
recorded in the third quarter of 2003. The main reason for this
decrease was the positive impact of lower interest rates accrued
on bonds and interbank loans, which were restructured, from an
average annual interest rate of 10% to approximately 3% during
the quarter. This effect was partially offset by: i) an increase
in the accrual of interest and CER on Central Bank borrowings;
and ii) an increase in other expenditures mainly related to
higher taxes accrued during the period.

As compared to the previous quarter, financial expenditures
decreased Ps.12.1 million from Ps.90.4 million in the second
quarter of 2004, mainly due to: i) lower interest on external
financing due to lower average debt balances resulting from the
first repayment of principal under the Bank's guaranteed debt
and buyback of debt made during the quarter; and ii) lower
negative results from interest and CER on Central Bank
borrowings.

Net Contribution from Insurance

As compared to the third quarter of 2003, net contribution from
insurance activities during the third quarter of 2004 decreased
13.7%, to Ps.9.2 million as of September 30, 2004 as compared to
Ps.10.7 million as of September 30, 2003.

This reduction reflects the lower premiums earned due to lower
average loan balances, partially offset by higher premiums
earned on additional insurance products. As compared to the
second quarter of 2004, net contribution from insurance
activities increased slightly, mainly due to the effect of
higher premiums earned on traditional and new insurance
products, partially offset by higher claims paid.

Other Income from Services, Net

Other income from services, net amounted to Ps.1.0 million in
the third quarter of 2004, reflecting an increase of Ps.1.4
million from a loss of Ps.0.4 million in the third quarter of
2003. The main variations resulted from lower structuring and
underwriting fees related to the Bank's financial debt,
partially offset by expenditures on services incurred by the
Bank in connection with its new financial products.

As compared to the previous quarter, other income from services,
net decreased Ps.0.1 million during the third quarter of 2004.
This decrease was mainly due to higher expenditures on services
related to the new products offered by the Bank.

Administrative Expenses

Administrative expenses for the third quarter of 2004 increased
to Ps.25.5 million, Ps.2.0 million higher than for the quarter
ended September 30, 2003, as a result of the increase in
personnel bonuses, taxes and advertising and publicity related
to the Bank's efforts to develop its strategy of becoming a
diversified financial institution.

As compared to the second quarter of 2004, administrative
expenses increased by Ps.2.8 million from Ps.22.7 million as of
June 30, 2003, basically due to an increase in taxes, bonuses
and salaries and social contributions related to the actions
aimed at increasing the range of services offered by the Bank.

Miscellaneous Income (Loss), Net

At September 30, 2004, miscellaneous income (loss), net
decreased to a loss of Ps.2.8 million, Ps.8.0 million lower than
the Ps.10.8 million loss recorded at September 30, 2003. This
decrease resulted primarily from: i) higher miscellaneous income
mainly due to the change in the method of valuation of public
sector assets to be delivered as collateral for future advances
from the Central Bank in order to subscribe additional Boden,
offset by higher miscellaneous losses from provisions for other
contingencies made.

Miscellaneous income, net decreased by Ps.7.3 million in the
third quarter of 2004 as compared to the second quarter of 2004,
mainly as a result of higher provisions for other contingencies
made, partially offset by the change in the valuation of public
sector assets to be delivered as collateral for future advances
from the Central Bank in order to subscribe additional Boden.

Loans

The Bank's total loan portfolio at September 30, 2004 increased
by Ps.16.1 million to Ps.3,159.0 million from Ps.3,142.8 million
at June 30, 2004. This increase mainly resulted from higher
disbursements in new lines of consumer and corporate loans and
higher balances of guaranteed loans resulting from changes in
their accounting valuation, partially offset by the natural
amortization of loans and prepayments.

In addition, the Bank's total loan portfolio at September 30,
2004 decreased by Ps.89.8 million from Ps.3,248.8 million as of
September 30, 2003. Changes resulted primarily from lower
average balances in the Bank's mortgage portfolios due to
prepayments and the natural amortization of loans, and the
securitization of Ps.50.0 million of mortgage loans in
connection with the issuance of Argentine Mortgage Bonds
("Cedulas Hipotecarias Argentinas"). Such effects were partially
offset by the effect of the CER/CVS indexes on mortgage loans.

Asset Quality

The ratio of non-performing loans to total loans as of September
30, 2004 was 12.44%, 46 basis points lower than the 12.90% as of
June 30, 2004 and 245 basis points lower than the 15.09% as of
September 30, 2003, showing a substantial improvement during the
third quarter of 2004 as compared to the same quarter of the
previous year. This variation was primarily due to a better
collection performance of mortgage loans as a result of the
Bank's collection management efforts and analysis of non-
performing loans, and due to the origination of short-term loans
to export companies.

Reserve for Loan Losses

Due to the favorable development of its loan asset quality
experienced during this fiscal year, the Bank did not establish
reserves for loan losses, reaching a ratio of reserves for loan
losses over total non-performing loans of 89.1% compared to
90.7% as of June 30, 2004, and 99.2% at September30, 2003.

Funding Sources

Total on-balance sheet funding for the third quarter of 2004 was
Ps.6,430.2 million compared to Ps.6,442.1 million as of
September 30, 2003. This decrease was primarily due to the
reduction in total funding of (Ps.637.6) million, or (10)%, as a
consequence of the financial debt restructuring process
concluded by the Bank early in 2004. This effect was partially
offset by: i) new financing granted by foreign entities for
US$85 million; ii) higher deposits resulting from increased
acceptance of institutional time deposits, iii) an increase in
the CER index applicable on Central Bank borrowings, and iv) an
increase in other non-interest bearing liabilities, mainly due
to a currency swap to hedge the Bank's liability exposure in
Euros.

Funding at September 30, 2004 was 1.8% higher as compared to the
Ps.6,318.7 million recorded as of June 30, 2004. This increase
was mainly due to an increase in the total financing derived
from funding obtained abroad during the quarter. As of September
30, 2004, shareholders' equity amounted to 22.0% of assets and
the ratio of debt to shareholder's equity was 3.0x.

On January 14, 2004 Banco Hipotecario restructured its then
existing financial liabilities totaling approximately US$1,208.4
million principal amount, reducing its debt by US$361.0 million,
extending maturities to an average life of 6.5 years and
achieving a reduction in average interest rates to 5%, allowing
it to align principal and interest payments with its cash flow
without having to rely on changes in the stock or flow of
deposits.

On August 3, 2004 the Bank serviced the first principal payment
under its U.S. dollar and peso-denominated medium-term
guaranteed notes due 2010 in an amount of US$21.0 million and
Ps. 5.5 million, respectively, that were issued in January 2004
in connection with the Bank's exchange offer. In addition, on
August 4, 2004, the Bank released excess assets deposited in
trusts as collateral for such debt in an aggregate amount of
US$79.5 million of BODEN due 2012 and US$32.4 million of
guaranteed loans. Such excess results from: i) the repayment of
principal, ii) the buyback and subsequent cancellation of a
substantial portion of the referred debt (US$46.6 million and
Ps.175.7 million), and iii) the interest payments made by the
Argentine Government on the BODEN due 2012 given as collateral
for the medium-term notes.

On November 4, 2004 Banco Hipotecario launched the second series
of "C‚dulas Hipotecarias Argentinas" in the local capital
market. The aggregate amount of the offering was Ps.50 million,
consisting of Ps.40 million of Senior Bonds and Ps.10 million of
Subordinated Bonds and Certificates of Participation issued
under the "C‚dulas Hipotecarias Argentinas Ps.500 million Note
Program". Senior Bonds accrue variable interest at the higher of
CER + 3% and the interest rate for time deposits between
Ps.100,000 and Ps.500,000, up to 59 days, reported by the BCRA +
4%, subject to a floor of 8% p.a. and a ceiling of 15% p.a. The
securities are collateralized by residential mortgage loans and
were rated "raAA" by Standard & Poor's.

To view financial statements:
http://bankrupt.com/misc/3Q04Hipotecario.pdf


BINARY S.A.: Court Approves Reorganization Plea
-----------------------------------------------
Binary S.A. will begin reorganization proceedings following the
approval of its petition by court no. 19 of Buenos Aires' civil
and commercial tribunal. The opening of the reorganization will
allow the company to negotiate a settlement with its creditors
in order to avoid a straight liquidation.

Accounting firm "Estudio Chachques, Chamatropulo y Asociados"
will oversee the reorganization proceedings as the court-
appointed trustee. The firm will verify creditors' claims until
March 3, 2005. The validated claims will be presented in court
as individual reports on April 14, 2005.

The trustee is also required by the court to submit a general
report essentially auditing the company's accounting and
business records as well as summarizing important events
pertaining to the reorganization. This report will be presented
in court on May 27, 2005.

The Informative Assembly, the final stage of a reorganization
where the settlement proposal is presented to the company's
creditors for approval, is scheduled on November 10, 2005.

CONTACT: Binary S.A.
         Reconquista 737
         Buenos Aires

         "Estudio Chachques, Chamatropulo y Asociados"
         Parana 123
         Buenos Aires


COMPANIA ARGENTINA: Court Appoints Trustee for Reorganization
-------------------------------------------------------------
Compania Argentina de Salud S.A., a company operating in Buenos
Aires, is ready to start its reorganization after Court no. 8 of
the city's civil and commercial tribunal appointed Mr. Felipe
Florio to supervise the proceedings as trustee.

Infobae reports that the trustee will verify creditors claims
until December 3. Afterwards, the trustee will present these
claims as individual reports for final review by the court on
February 17, 2005. He will also provide the court with a general
report on April 5, 2005.

Clerk no. 15 assists the court with the proceedings.

CONTACT: Compania Argentina de Salud S.A.
         Avda Cordoba 3536
         Buenos Aires

         Mr. Felipe Florio, Trustee
         Uruguay 618
         Buenos Aires


EMPREYSER S.R.L.: Claims Verification Deadline Approaches
---------------------------------------------------------
Mr. Luis Horacio Stamati, the trustee overseeing the
reorganization of local company Empreyser S.R.L., will close the
verification of creditors' claims Friday, November 19. Creditors
are required to submit proof of their claims by the said
deadline in order to qualify under the Company's restructuring
plan.

Court no. 10 of Buenos Aires' civil and commercial tribunal
handles this case. The city's clerk no. 19 assists the court in
the proceedings.

CONTACT: Mr. Luis Horacio Stamati, Trustee
         Avda Rivadavia 3320
         Buenos Aires


FS RADAVERO: Required Report Submission Schedule Set
----------------------------------------------------
Ms. Beatriz Laura Colucci, the trustee assigned to supervise the
liquidation of F.S. Radavero S.A., will submit the validated
individual claims for court approval on March 15, 2005. These
reports explain the basis for the accepted and rejected claims.
The trustee will also submit a general report on April 26, 2005.

Infobae reports that Court no. 2 of Buenos Aires' civil and
commercial tribunal has jurisdiction over this bankruptcy case.
Clerk no. 4 assists the court with the proceedings.

CONTACT: Ms. Beatriz Laura Colucci, Trustee
         Eduardo Acevedo 217
         Buenos Aires


LA FRAGUA S.A.: Prepares To Liquidate Assets
--------------------------------------------
Court no. 22 of Buenos Aires' civil and commercial tribunal,
with assistance from clerk no. 44, issued a resolution opening
the liquidation of La Fragua S.A. Ms. Alejandra Ethel Giacomini
will serve as trustee during the course of the liquidation. She
will be validating creditors' proofs of claims until December
27. The results of the verification will be presented in court
as individual reports on March 8, 2005.

The trustee is also obligated to give the court a general report
of the case on April 19, 2005. The general report summarizes
events relevant to the reorganization and provides an audit of
the Company's accounting and business records.

CONTACT: Ms. Alejandra Ethel Giacomini, Trustee
         Carabobo 250
         Buenos Aires


OSVALDINI S.R.L.: Court Orders Liquidation
------------------------------------------
Osvaldini S.R.L. prepares to wind-up its operations following
the bankruptcy pronouncement issued by Court no. 2 of Buenos
Aires' civil and commercial tribunal. The declaration
effectively prohibits the company from administering its assets,
control of which will be transferred to a court-appointed
trustee.

Infobae reports that the court appointed Mr. Mario Norberto
Aragon as trustee. He will be reviewing creditors' proofs of
claims until December 16. The verified claims will be the basis
for the individual reports to be presented for court approval on
February 25, 2005. Afterwards, the trustee will also submit a
general report on April 8, 2005.

The city's clerk no. 4 assists the court on this case that will
end with the disposal of the company's assets to repay
liabilities.

CONTACT: Osvaldini S.R.L.
         Rio Cuarto 3060/62
         Buenos Aires

         Mr. Mario Norberto Aragon, Trustee
         A. Alsina 1535
         Buenos Aires


TRAFUL EXPORTADORA: Court Upgrades Bankruptcy to Reorganization
---------------------------------------------------------------
Traful Exportadora e Importadora S.A. will proceed with
reorganization after court no. 12 of Mar del Plata'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.

Mr. Roberto Oscar Benassi, the court-appointed trustee, closed
the verification of creditors' claims on Novemeber 4.

CONTACT: Traful Exportadora e Importadora S.A.
         Rafael del Riego 459
         Mar del Plata

         Mr. Roberto Oscar Benassi, Trustee
         San Martin 4141
         Mar del Plata


TRANSPORTES DOMCAR: Trustee to Finalize Claims Review
-----------------------------------------------------
Transportes Domcar S.A., the Buenos Aires-based company
undergoing liquidation, is set to complete a significant step in
the bankruptcy process with the closing of its credit
verification period Friday, November 19.

All proofs of claims should be submitted to trustee Norberto
Sapir by the said deadline to qualify for any post-liquidation
distribution to be made.

Court no. 13 of the City's civil and commercial tribunal handles
this case.

CONTACT: Transportes Domcar S.A.
         Carlos Pellegrini 763
         Buenos Aires

         Mr. Norberto Sapir, Trustee
         Uriburu 1010
         Buenos Aires


WILSOCO S.A.: Gears for Reorganization
--------------------------------------
Court no. 5 of Mar del Plata's civil and commercial tribunal
issued a resolution opening the reorganization of Wilsoco S.A.
The pronouncement authorizes the Company to begin drafting a
settlement proposal with its creditors in order to avoid
liquidation. The reorganization further allows the Company to
retain control of its assets subject to certain conditions
imposed by Argentine law and the oversight of the court
appointed trustee.

Ms. Angelica B. Ercoreca will serve as trustee during the course
of the reorganization. She will be validating creditors' proofs
of claims until December 17. The results of the verification
will be presented in court as individual reports on March 18,
2005.

The trustee is also required to give the court a general report
of the case on May 16, 2005. The general report summarizes
events relevant to the reorganization and provides an audit of
the Company's accounting and business records.

The Company will present the completed settlement proposal to
its creditors during the informative assembly scheduled on
September 28, 2005.

CONTACT: Wilsoco S.A.
         San Juan 4225
         Mar del Plata

         Ms. Angelica B. Ercoreca, Trustee
         Corrientes 1847
         Mar del Plata


* ARGENTINA: Judge Denies Motion to Block Restructuring
-------------------------------------------------------
A New York federal judged rebuffed the request from a class of
Argentine bondholders asking to block the country's sovereign
bond restructuring.

Reuters reports that German businessman Horst Urban asked the
court to prevent Argentina from making an exchange offer to
members of his class on grounds that their recognition as a
class compels Argentina to deal directly with its lawyers.

However, Judge Thomas Griesa ruled that individual members of
the class headed by Urban would have to decide whether to accept
the offer when the bond swap opens on November 29. He adds that
an exchange offer that is done properly is a legitimate business
proposition and, as such, should not be construed as an attempt
to bypass lawyers with the settlement offer.

Many investors are unhappy with Argentina's final offer.
Bondholders have said that the proposal promises as little as 25
cents for every dollar invested in terms of net present value.



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

BANCO SANTOS: Likely to Go Under the Hammer
-------------------------------------------
Banco Santos, the troubled Brazilian institution that was taken
over by the central bank last weekend, may be headed for the
auction block, according to local press reports. After meeting
with lawyers to discuss options Monday, Banco Santos Chairman
Edemar Cid Ferreira admitted he may have to sell the bank to
overcome its liquidity crisis.

However, the bank's lawyers contend that Banco Santos needs a
capital injection of only BRL180 million to resolve its woes.

Prior to its collapse, the Sao Paulo-based bank was audited by
the central bank, said Marcelo Lopes, a lawyer with Escritora de
Advocacia Sergio Bermudes law firm, which represents Banco
Santos.

Audit results showed Banco Santos faced BRL700 million (US$251
million) of withdrawals the past four months because of
speculation it was insolvent and a failure to meet loan
classification rules.

"I don't think any bank would have survived under the kind of
pressure of withdrawals Banco Santos was under," Lopes said in
an interview. "The central bank was not very discrete. That
along with its conservative attitude toward classification of
loans led directly to this situation."

The central bank said Saturday that if Banco Santos' financial
problems can't be overcome, the bank will be liquidated, sold or
declared bankrupt.


CEMAR: Net Loss Up 4% in the Jan-Sep 2004 Period
------------------------------------------------
Brazilian power distributor Cemar reported a first nine-month
2004 net loss of BRL52.9 million, 4% higher compared to the
figure reported in the same period last year, reports Business
News Americas. The company, which is now controlled by Brazilian
investment fund GP Investimentos, reported net revenue of BRL366
million for the period, 25.6% higher than last year's figure.

Earlier reports suggested that Cemar is likely to return to
black this year following a debt restructuring and a five-year,
BRL300-million investment program launched by GP Investimentos.

GP Investimentos took over control of Cemar in April from power
regulator Aneel, which had managed the utility since 2002 when
US power company PPL (NYSE: PPL) abandoned the investment after
sustaining heavy losses.

Among conditions for taking over control, GP Investimentos
injected capital into Cemar while creditor federal power holding
company Eletrobras agreed to exchange its debt for a minority
stake.

The company's debt has been reduced to BRL416 million from
BRL747 million.

CONTACT:  COMPANHIA ENERGETICA DO MARANHAO
          Av. Colares Moreira, 477
          65075-441 - Sao Luiz- MA
          PHONE: (98) 217-2119
          FAX: (98) 235-3024
          WEBSITE: http://www.cemar.com.br/



USIMINAS: Net Income Tops BRL1 Bln in Third Quarter 2004
--------------------------------------------------------
Usinas Siderurgicas de Minas Gerais S/A - USIMINAS (OTC Bulletin
Board: USNZY; BOVESPA: USIM3 USIM5 USIM6) announced Wednesday
its third quarter 2004 results. Operational and financial
information of the Company, except where otherwise indicated, is
presented based on consolidated data in Brazilian reais in
accordance with Corporate Law. All comparisons made in this
release take into consideration the same period in 2003, except
when specified differently.

HIGHLIGHTS

Sales and Revenues

With both mills at full capacity, sales volume of the Usiminas
System totaled 2 million tonnes in 3Q04 and accumulated 5.9
million tonnes in the first nine months of 2004, a growth of 5%
over 9M03. The high levels of international prices resulted in
remarkable growth in net revenues of 66% in 3Q04. Year-on-year,
growth was 35% with consolidated sales revenues at R$ 8.4
billion in the first nine months of 2004.

EBITDA

EBITDA responded to the favorable steel scenario and reached R$
1.6 billion in 3Q04, a 143% growth. EBITDA margin in the quarter
reached 49%. In the year, EBITDA totaled R$ 3.8 billion, an
increase of 65%. EBITDA margin went from 37% in the first nine
months of 2003 to 45% in the same period of 2004.

Net Income

Consolidated net income reached the mark of R$ 1 billion in 3Q04
and was the consequence of the Company's efficient management
and favorable steel sector conditions.

Other Events

The Usiminas System took advantage of favorable cash generation
and, in line with its policy of debt reduction, on Oct. 20/04,
proceeded to redeem all of the outstanding debentures issued by
Cosipa in a total amount of R$ 240 million. On Nov. 9/04,
Usiminas requested that the Brazilian Securities and Exchange
Commission (CVM) register the Public Offering to acquire the
totality of shares issued by Cosipa for the purpose of canceling
Cosipa's registration as a publicly held company.

Outlook

The continuation of the cycle of high worldwide steel prices
allows us to foresee high margins in 4Q04 and 2005. We do not
foresee substantial reductions in international prices in the
medium term by reason of heated demand in the main markets and
of raw materials cost increases expected in 2005. The Usiminas
System expects to maintain its sales in 2005 along the same line
as this year, i.e., 8 million tonnes of steel products, with 75%
of sales volume earmarked for the domestic market. Solid
operational cash generation of the System in the coming quarters
will be directed towards debt amortization, dividend payments
and new investments.

  --------------------------------------------------------------
    R$ million         3Q 2004    3Q 2003    2Q 2004    Chg.%
                                                        3Q/3Q
    Total Sales
     Volume (000 t)      2,011      1,822      1,971       10
    Net Revenues         3,285      1,984      2,771       66
    Gross Profit         1,591        658      1,316      142
    Operating Result
    (EBIT)(a)            1,473        498      1,142      196
    Financial Result       (96)      (358)      (339)     -73
    Net Income           1,005        123        528      717
    EBITDA (b)           1,602        660      1,285      143
    EBITDA (R$/t)          796        362        652      120
    Total Assets        16,682     14,997     15,976       11
    Net Debt             4,975      7,369      6,052      -32
    Stockholders'
     Equity              5,621      3,897      4,886       44

    R$ million         9M 2004    9M 2003      Chg.%
    Total Sales
     Volume (000 t)      5,892      5,591          5
    Net Revenues         8,421      6,218         35
    Gross Profit         3,843      2,295         67
    Operating Result
    (EBIT)(a)            3,397      1,884         80
    Financial Result      (688)      (469)        --
    Net Income           1,892        947        100
    EBITDA (b)            3,808      2,309         65
    EBITDA (R$/t)          646        413         56
    Total Assets        16,682     14,997         11
    Net Debt             4,975      7,369        -32
    Stockholders'
     Equity              5,621      3,897         44
  ----------------------------------------------------------
  (a) Earnings before interest, tax and participations.
  (b) Earnings before interest, depreciation, amortization and
      participations.

CONTACTS: Mr. Bruno Seno Fusaro
          e-mail: brunofusaro@usiminas.com.br
          Phone: +55 (31) 3499-8710

          Mr. Paulo Esteves
          e-mail: paulo.esteves@thomsonir.com.br
          Phone: + 55 (11) 3897-6466/6857



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

AVIANCA: Removes Final Hurdle to Restructuring Plan
---------------------------------------------------
Colombia's flagship airline, Avianca SA (ANC.YY), on Tuesday
received authorization from a U.S. bankruptcy court judge to
proceed with its restructuring proposal. The authorization paves
the way for Brazil's Grupo Synergy to take control of the
indebted carrier.

Sinergy, which is controlled by magnate German Efromovich,
proposed a US$63-million cash injection into the Colombian
airline and assumption of its debt of about US$220 million.

The airline's creditors approved the plan, which was then given
the green light by Judge Allan Gropper in a New York bankruptcy
court, Avianca said.

Synergy president, German Efromovich, said Tuesday his company
expects to take control of Avianca within 10 days. He added that
the acquisition may result in a capital injection of as much as
US$70 million.

Avianca filed for Chapter 11 bankruptcy protection in March last
year, pressured by rising fuel and insurance costs and slow
economies in Colombia and Venezuela. Because it has a subsidiary
in the United States, the airline was able to take advantage of
US bankruptcy law, which allowed it to keep operating while
negotiating with creditors.

After posting losses for several years, Avianca made net profits
of COP74 billion (US$29 million) in the third quarter of the
year, from revenues of COP476 billion (US$184 million).


CHIVOR: Moody's Issues B1 Rating to $150M Notes
-----------------------------------------------
Moody's Investors Service assigned a B1 rating to Colombian
hydroelectric generator Chivor S.A. E.S.P.'s US$150 million,
144A senior secured notes due 2014. In addition, Moody's
assigned a B1 Senior Implied rating, and a B2 Issuer Rating.

The rating outlook is stable.

Moody's said the B1 rating on the notes reflects the security
afforded to the notes, and that the issuer's other debt ranks
pari passu to the notes.

The B1 Senior Implied rating reflects Chivor's dependence on the
Colombian economy and electricity market, continuing (although
significantly reduced) exposure to foreign currency movements,
exposure to spot market fluctuations, and emerging market risks
that include the risk of terrorism. The rating also reflects the
company's competitive market position, favorable hydrology,
stable contractual revenue, and the company's strong operating
history.

The B2 Issuer Rating reflects Moody's opinion of Chivor's
unsupported ability to meet senior unsecured obligations.

Chivor's stable outlook reflects Moody's expectation that
Chivor's operating performance will be stable and its credit
metrics will be relatively robust for its rating category.



===================================
D O M I N I C A N   R E P U B L I C
===================================

EDEESTE: Rejects $104M Fraud Claims
-----------------------------------
The Dominican Republic parliamentary chamber has charged power
distributor EdeEste of a DOP2.66-billion (US$104mn) fraud
involving its billing process, reports Business News Americas.
The chamber, following a review on the distributor's books, has
officially accused seven present and former executives at
EdeEste of "fraud, breach of trust and misdoing," the
presidential news agency reported.

But EdeEste has denied the charges saying, "EdeEste is an open
book company and has always been characterized by an impeccable
image and management."

"Our lawyers are working to defend us against these accusations
contained in this report, which is not well-grounded," said
EdeEste spokesperson Marcos Cadet.

The company has requested two weeks to conduct an investigation
to respond to the accusations.


EDEESTE: AES Disposes of 50% Stake
----------------------------------
US-based power company AES (NYSE: AES) announced Monday it has
sold its 50% stake in EdeEste to Dominican Energy Holdings, a
subsidiary of California-based Trust Company of the West (TCW),
reports Business News Americas.

Under the sale agreement, AES will continue to run the
distributor's day-to-day operations. According to EdeEste
spokesperson Marcos Cadet, the transaction has an immediate
effect.

The Dominican Republic's government owns the other 50% of
EdeEste.



=============
E C U A D O R
=============

PETROECUADOR: Crude Contract Bids Expected To Open This Friday
--------------------------------------------------------------
Ecuador's state oil firm Petroecuador may call for bids on 10
one-year contracts to sell 12,000 barrels a day of crude this
Friday at the latest, reports Business News Americas. According
to a spokesperson, Petroecuador wants to award the contracts as
soon as possible for loading in the first week of December.

In October, foreign buyers of Ecuador's Oriente crude "phased
out" their contracts with Petroecuador after rejecting the
company's proposed price differential for November.

The report says the companies had been seeking a discount of
between US$16.30 and US$16.50 below WTI, but Petroecuador opted
for a "political" price differential, which was the same
discount offered in October, because of pressure from the
government to reduce the spread.

By refusing the pricing terms offered by Petroecuador, six
companies broke their contracts, which were scheduled to expire
in April 2005.

The companies were US oil major ChevronTexaco (NYSE: CVX),
Jamaican state firm Petrojam, AOT Trading, Citizen Resources,
Tevier Petroleum, and Glencore. The companies can bid on the new
contracts.



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

HYLSA: Moody's Ups Ratings, Changes Rating Outlook to Positive
--------------------------------------------------------------
Moody's Investors Service upgraded the ratings of Hylsa S.A. de
C.V.'s (Hylsa) and changed the outlook on the ratings to
positive from stable.

The following ratings were upgraded:

- US$139 million senior unsecured notes, due 2007, to B1 from B3
- US$161 million senior unsecured notes, due 2010, to B1 from B3
- Senior implied rating, to B1 from B2
- Issuer rating, to B1 from B3.

The upgrades and positive outlook reflect Hylsa's strong
operating and financial performance due to much-improved steel
market conditions, the debt reduction that has occurred as a
result, and the company's increased financial flexibility.

Hylsa reported US$463 million of EBITDA for the first nine
months of 2004, compared to US$102 million during the same
period in 2003. The improved financial performance has enabled
Hylsa to repay US$255 million of debt in the first 10 months of
2004, leaving it with a balance of US$485 million, or debt to
LTM EBITDA of 1.0 times.

The positive outlook on the ratings reflects a favorable outlook
for steel prices, which, while likely to moderate from current
levels, should continue to yield higher-than-normal margins for
Hylsa.

Also, the positive outlook is supported by positive economic
conditions in Mexico and the US and the potential for Hylsa to
further de-lever over the next year.

Hylsa S.A. de C.V., headquartered in Monterrey, Mexico, is a
wholly-owned steel making subsidiary of Hylsamex S.A. de C.V.,
which will be entirely spun off from its ultimate parent
company, Alfa S.A. de C.V., in the first half of 2005.


                            ***********


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

Troubled Company Reporter - Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA. John D. Resnick, Edem Psamathe P. Alfeche and
Lucilo Junior M. Pinili, Editors.

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

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