TCRLA_Public/041223.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
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          Thursday, December 23, 2004, Vol. 5, Issue 254

                            Headlines


A R G E N T I N A

CRESUD: Convertible Notes Holder Exercises Rights; Debt Reduced
DISTRIBUIDORA SA: Concludes Reorganization
EUROMAYOR: $10M of Bonds Retain Junk Rating From Moody's
FRUTAS DEL SUR: Court Approves Creditor's Bankruptcy Motion=20
IMPSA: Moody's Leaves Default Rating Unchanged on Bonds

IRSA: Convertible Notes Holder Exchanges Debt for Equity
PROCESADORA ROSARIO: Gets Court OK to Reorganization
RIVERA INMOBILIARIA: Seeks Court Authority to Reorganize=20
ROTRAS SA: Reorganization Converts To Bankruptcy
RSM ARGENTINA: Court OKs Creditor's Bankruptcy Call=20

SUPERSOUIC SA: Court Rules Liquidation Necessary
TELEFONICA DE ARGENTINA: Shareholders OK 2Mln Share Issue
TGN: Local S&P Reaffirms `raD' Rating on Bonds
WAIMEA SA: Bankruptcy Starts by Court Order


B E R M U D A

NORTHERN OFFSHORE: Liquidators Report on Restructuring


B R A Z I L

BANCO SANTOS: Govt to Reimburse Employees, Clients This Week
ESCELSA: S&P Removes CreditWatch on Ratings; Outlook Improves
VARIG: Concession Renewed Through 2010
VARIG/TAM/VASP: Appeals Court Seeks Restitution Deal


C H I L E

ENAMI: Constitutional Tribunal Authorizes Ventanas Transfer


D O M I N I C A N   R E P U B L I C

TRICOM: Committee to Review Prior Private Equity Investment


E L   S A L V A D O R

BANCO AGRICOLA: S&P Details Ratings Rationale


J A M A I C A

KAISER ALUMINUM: Updates Reorganization, Disclosure Hearings


M E X I C O

ENTRX: Mexican Labor Arbitration Board Renders Decision=20
ISPAT INTERNATIONAL: Acquisition Forms New Company
PEMEX: CEO Calls For Private Investment


V E N E Z U E L A

BANESCO: Fitch Ups Ratings on Improved Overall Performance
CANTV: Conatel to Decide on Digitel Buy Early Next Year
CANTV: To Issue VEB15 Bln In Commercial Paper
PDVSA: Output Likely to Recover Next Year
PDVSA: Management Angers Fedepetrol With Contract Decision


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CRESUD: Convertible Notes Holder Exercises Rights; Debt Reduced
---------------------------------------------------------------
Cresud S.A.C.I.F. y A. (Nasdaq: CRESY - News; BCBA: CRES), a=20
leading Argentine producer of agricultural products, informed=20
the Bolsa de Comercio de Buenos Aires and the Comision Nacional=20
de Valores that a holder of Company's Convertible Notes=20
exercised its conversion rights. Hence, the financial=20
indebtedness of the Company shall be reduced in US$ 530,531 and=20
an increase of 1,044,763 ordinary shares face value pesos 1 (V$N=20
1) each was made. The conversion was performed according to=20
terms and conditions established in the prospectus of issuance=20
at the conversion rate of 1.96928 shares, face value pesos 1 per=20
Convertible Note of face value US$ 1. As a result of that=20
conversion the amount of shares of the Company goes from=20
151,728,464 to 152,773,227. On the other hand, the amount of=20
registered Convertible Notes is US$ 42,247,483.=20

CONTACT: Mr. Gabriel Blasi - CFO=20
         Phone: +011-54-11-4323-7449=20
         e-mail: finanzas@cresud.com.ar=20
         Web Site: http://www.cresud.com.ar=20
=20

DISTRIBUIDORA SA: Concludes Reorganization
------------------------------------------
The reorganization of Buenos Aires-based Distribuidora Norte=20
S.A. has ended. Data revealed by Infobae on its Web site=20
indicated that the process was concluded after Buenos Aires=20
Court No. 9, with assistance from Clerk No. 18, made official=20
the debt agreement signed between the Company and its creditors.

CONTACT: Distribuidora Norte S.A.
         Buenos Aires


EUROMAYOR: $10M of Bonds Retain Junk Rating From Moody's
--------------------------------------------------------
Some US$10 million worth of Euromayor S.A. de Inversiones'=20
corporate bonds received junk ratings from Moody's Latin America=20
Calificadora de Riesgo S.A. The issued rating was based on the=20
Company's financial situation as of October 31 this year.

Argentina's securities regulator, the Comision Nacional de=20
Valores relates that the bonds are called "Primera Serie por 10=20
milliones de US$ dentro de un Programa Global". The bonds, which=20
matured in April this year, were classified under "Series and/or=20
Class".

The `C' rating is assigned to financial obligations that have a=20
risk of nonpayment.


FRUTAS DEL SUR: Court Approves Creditor's Bankruptcy Motion=20
-----------------------------------------------------------=20
Judge Hualde, serving for Court No. 9 of Buenos Aires' civil and=20
commercial tribunal, declared Frutas del Sur S.R.L. bankrupt,=20
says La Nacion. The ruling comes in approval of the bankruptcy=20
petition filed by the Company's creditor, Cooperativa de=20
Vivienda, Credito y Consumo Interamericana Ltda., for nonpayment=20
of US$46,035 in debt.=20

Trustee Abraham Yalovetzky will examine and authenticate=20
creditors' claims until May 3, 2005. This is done to determine=20
the nature and amount of the Company's debts. Claims must be=20
authenticated by the trustee by the said date in order to=20
qualify for the payments that will be made after the Company's=20
assets are liquidated.=20

Dr. Raisberg of Merenzon, Clerk No. 17, assists the court on the=20
case that will conclude with the liquidation of the Company's=20
assets.

CONTACT: Frutas del Sur S.R.L.
         Tucuman 141
         Buenos Aires
  =20
         Mr. Abraham Yalovetzky, Trustee
         Lavalle 1567
         Buenos Aires


IMPSA: Moody's Leaves Default Rating Unchanged on Bonds
-------------------------------------------------------
Argentina's securities regulator, CNV, reports that Moody's=20
Latin America Calificadora de Riesgo S.A. is maintaining a 'D'=20
rating on US$150 million worth of bonds issued by Industrias=20
Metalurgicas Pescarmona.

The affected bonds are described as "2Y Serie emitida por U$S=20
150 millones del Programa Global de U$S 250 millones " that=20
matured on May 30 2002.

The rating action was taken based on the Company's financial=20
status as of October 31, 2004.

CONTACT: Industrias Metalurgicas Pescarmona
         Rodriguez Pena 2451
         Godoy Cruz, Mendoza
         Argentina

         Telephone: 54 1 315 2400
         Fax: 54 1 315 2388


IRSA: Convertible Notes Holder Exchanges Debt for Equity
--------------------------------------------------------=20
Inversiones y Representaciones Sociedad Anonima informed the=20
Bolsa de Comercio de Buenos Aires and the Comision Nacional de=20
Valores that a holder of the Company's Convertible Notes has=20
exercised its conversion right. Hence, the financial=20
indebtedness of the Company shall be reduced in US$ 198,065 and=20
an increase of 363,422 ordinary shares face value pesos 1 (V$N=20
1) each was made. The conversion was performed according to=20
terms and conditions established in the prospectus of issuance=20
at the conversion rate of 1.83486 shares, face value pesos 1 per=20
Convertible Note of face value US$ 1. As a result of that=20
conversion the amount of shares of the Company goes from=20
259,264,622 to 259,628,044. On the other hand, the amount of=20
registered Convertible Notes is US$ 86,308,265.=20

CONTACT: IRSA Inversiones y Representaciones S.A.=20
         1066=20
         Phone: 541-342-7555=20
         Bolivar 108=20
         Buenos Aires=20
         Argentina

=20
PROCESADORA ROSARIO: Gets Court OK to Reorganization
----------------------------------------------------
Procesadora Rosario S.R.L. will begin reorganization following=20
the approval of its petition by Judge No. 1 of Rosario, Santa Fe=20
Court, says Infobae. The opening of the reorganization will=20
allow the company to negotiate a settlement with its creditors=20
in order to avoid a straight liquidation.

Mr. Jose Ernesto Pedro will oversee the reorganization=20
proceedings as the court-appointed trustee. The verification of=20
creditors' claims ended last Sept. 14, 2004.

The Informative Assembly, the final stage of a reorganization=20
where the settlement proposal is presented to the company's=20
creditors for approval, is scheduled for March 21, 2005.

CONTACT: Procesadora Rosario S.R.L.
         Marcos Paz 4021 Rosario (Santa Fe)

         Mr. Jose Ernesto Pedro, Trustee=20
         Avda Pellegrini 1898 Rosario (Santa Fe)


RIVERA INMOBILIARIA: Seeks Court Authority to Reorganize=20
--------------------------------------------------------=20
Rivera Inmobiliaria S.A. filed a "Concurso Preventivo" motion,=20
reports La Nacion. The Company, which ceased debt payment since=20
August 29, 2001, is seeking to reorganize its finances.

The Company's case is pending before Judge Hualde of Buenos=20
Aires civil and commercial Court No. 9. Dr. Raisberg de=20
Merenzon, the city's Clerk No. 17, assists the court on this=20
case.
=20
CONTACT: Rivera Inmobiliaria S.A.
         Aranguren 2941
         Buenos Aires


ROTRAS SA: Reorganization Converts To Bankruptcy
------------------------------------------------
The reorganization of Rotras S.A. has progressed into=20
bankruptcy after Judge No. 11 of the civil and commercial=20
tribunal in Rosario, Sante Fe declared the company "Quiebra."
According to Argentine news source Infobae, the court-assigned=20
trustee, Ms. Alicia Susana Pereyra, has until March 1, 2005 to=20
submit the general report.=20

The Company will present the completed settlement plan to its=20
creditors at the informative assembly scheduled for March 26,=20
2005.

CONTACT: Rotras S.A.
         Ov. Lagos 6736 Rosario (Santa Fe)
         Buenos Aires

         Ms. Alicia Susana Pereyra, Trustee
         Rioja 2170 Rosario (Santa Fe)
         Buenos Aires


RSM ARGENTINA: Court OKs Creditor's Bankruptcy Call=20
---------------------------------------------------=20
RSM Argentina S.A., a local finance company, entered bankruptcy=20
after Judge Martin of Buenos Aires' civil and commercial Court=20
No. 3 approved a bankruptcy motion filed by Mr. Gustavo=20
Rabinovich, reports La Nacion. The Company's failure to pay=20
US$11,000 in debt prompted the creditor to file the petition.=20
=20
Working with Dr. Gutierrez Huertas, the city's Clerk No. 6, the=20
court assigned Mr. Santiago Quiben as trustee for the bankruptcy=20
process. The trustee's duties include the authentication of the=20
Company's debts and the preparation of the individual and=20
general reports. Creditors are required to present their proofs=20
of claims to the trustee by April 4 next year.

The Company's assets will be liquidated at the end of the=20
bankruptcy process to repay creditors. Payments will be based on=20
the results of the verification process.=20
=20
CONTACT: RSM Argentina S.A.
         Rivadavia 969
         Buenos Aires

         Mr. Santiago Quiben, Trustee
         Esmeralda 783
         Buenos Aires


SUPERSOUIC SA: Court Rules Liquidation Necessary
------------------------------------------------=20
Buenos Aires Court No. 7 ordered the liquidation of Supersouic=20
S.A. after the company defaulted on its obligations, Infobae=20
reveals. The liquidation pronouncement will effectively place=20
the company's affairs as well as its assets under the control of=20
Ms. Alicia Rita Romeo, the court-appointed trustee.

Ms. Romeo will verify creditors' proofs of claim until Feb. 28,=20
2005.=20

Clerk No. 14 assists the court on this case, which will end with=20
the disposal of the company's assets in favor of its creditors.

CONTACT: Ms. Alicia Rita Romeo, Trustee
         Rodriguez Pena 694=20
         Buenos Aires


TELEFONICA DE ARGENTINA: Shareholders OK 2Mln Share Issue
---------------------------------------------------------
Telefonica de Argentina (TAR) announced in a statement Monday to=20
the local stock exchange that its program to issue 2 million new=20
ordinary shares has been approved by the company's Class B=20
shareholders during a meeting on December 16, reveals Dow Jones.

The fixed-line carrier said that a 30-day preferred subscription=20
period would be held, and the price of the shares, which will be=20
entitled to dividends, would be ARS1 ($1=3DARS2.98) each.

Telefonica de Argentina, a unit of Telefonica (TEF) of Spain,=20
did not give either the date for the issuance, which still needs=20
the approval of national securities regulators, or the amount of=20
new shares current investors can receive for their holdings.

Meanwhile, cellular subsidiary Telefonica Moviles Argentina SA=20
(TEF) said in a separate statement to the stock exchange that=20
its general shareholders assembly approved December 17 the=20
issuance of about 43 million new ordinary shares.

CONTACT:  TELEFONICA DE ARGENTINA=20
          Tucuman 1, 18th Floor, 1049=20
          Buenos Aires, Argentina=20
          Phone: (212) 688-6840=20
          Home Page: http://www.telefonica.com.ar=20


TGN: Local S&P Reaffirms `raD' Rating on Bonds
----------------------------------------------
The Argentine arm of Standard and Poor's International Ratings,=20
Ltd. reaffirmed the `raD' rating on bonds issued by=20
Transportadora de Gas del Norte, the CNV says.

The rating, taken based on the Company's financial health as of=20
September 30, 2004, affects the following bonds:

-- US$24 million worth of "Serie V, con vencimiento en junio de
2003, emitada bajo el programa Global de Ons simples (USD300
Mio) vencido en 03.99" coming due on June 1, 2004;

-- US$60.5 million worth of "Serie VI emitada bajo el Prorama
Global de Ons Simples por un monto de US$320 mm" coming due on
September 1, 2008;

-- US$20 million worth of "Serie VII, con vencimiento en marzo
de 2003, emitada bajo el Programa Global de Ons simples (US$300
Mio)," which came due on March 3, 2003;

-- US$20 million worth of "Serie I emitada bajo el Programa
Global de Ons Simples por un monto de US$320 million" coming due
on July 1, 2009;

-- US$154.5 million worth of "Serie II emitada bajo el programa
Global de Ons Simples por un monto de US$320 million" coming due
on August 1, 2008;

-- US$10.7 million worth of "Serie III emitada bajo el programa
Global de Ons Simples por un monto de US$320 million" coming due
on July 1, 2009;

-- US$50 million worth of "Serie III, con vencimiento en octubre
de 2004, emitada bajo el Programa Global de Obligaciones simples
(USD 300 Mio) vencido en 03.99" coming due this October 1, 2004;

-- US$9.3 million worth of "Serie IV emitada bajo el Programa
Global de Ons Simples por un monto de US$320 mm" maturing on
July 1, 2009; and

-- US$46 million worth of "Serie IV, con vencimiento en junio de
2002, emitida bajo el Programa Global de ONs simples (USD 300
Mio) vencido en 03.99" that came due on June 3, 2002.

CONTACT:  TRANSPORTADORA DE GAS DEL NORTE (TGN)
          Don Bosco 3672, (C120ABF) Buenos Aires, Argentina.
          Phone: (+54 11) 4959-2000
          Fax: (+54 11) 4959-2242
          Home Page: www.tgn.com.ar


WAIMEA SA: Bankruptcy Starts by Court Order
-------------------------------------------
Buenos Aires Court No. 15 declared Waimea S.A. bankrupt after=20
the company defaulted on its debt payments. The bankruptcy order=20
effectively places the company's affairs as well as its assets=20
under the control of court-appointed Trustee, Miguel Angel=20
Tregob.

As the Trustee, he is tasked with verifying the authenticity of=20
claims presented by the company's creditors. The verification=20
phase is ongoing until Feb. 25, 2005.

Infobae reports that Clerk No. 29 assists the court on this=20
case, which will end with the disposal of the company's assets=20
in favor of its creditors.

CONTACT: Mr. Miguel Angel Tregob
         Lima 287
         Buenos Aires



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NORTHERN OFFSHORE: Liquidators Report on Restructuring
------------------------------------------------------
The joint provisional liquidators (the JPLs) of Northern=20
Offshore Limited (NOL) announce that certain discussions have=20
taken place between them, the ad hoc committee of NOL's=20
bondholders, NOL's largest shareholder, World Shipholding=20
Limited (WSL), and Geveran Trading Limited (Geveran), a company=20
affiliated to WSL which is a significant NOL bondholder. These=20
discussions have resulted in an agreement between the ad hoc=20
committee, Geveran and WSL regarding the financial restructuring=20
of NOL.
=20
The restructuring will take the form of a debt-for-equity swap=20
pursuant to which 98% of the equity in the restructured NOL=20
would be held by NOL's bondholders and up to 2% will be held by=20
NOL's current shareholders. Accordingly, Geveran has entered=20
into the restructuring agreement made between NOL, the JPLs and=20
various of NOL's other bondholders. Bondholders representing in=20
aggregate 89% of NOL's outstanding US dollar notes and Norwegian=20
kroner bonds have now signed this restructuring agreement. WSL=20
has also provided its commitment to support the restructuring.
=20
The JPLs, working together with WSL, have also lodged an appeal=20
against the decision of the Oslo Bors to permanently delist=20
NOL's shares and it is hoped that this will result in NOL's=20
shares being re-admitted to trade on the Oslo Bors on completion=20
of the restructuring (although no commitment can be given that=20
this will happen).
=20
Mike Morrison of KPMG, one of the JPLs commented: "The option=20
for a consensual restructuring has been contemplated since the=20
outset, but it has taken some time to reach this stage.=20
Fortunately there is still a possibility for the company's=20
shares to remain listed, and if realized, this would be of value=20
to all stakeholders in the company. Consensual restructurings=20
are always preferable, and in this case a large part of the=20
uncertainty with regard to the timing of the implementing the=20
restructuring has now been removed".
=20
Tor Olav Troim, representative for WSL and Geveran said: "We are=20
pleased to have been able to resurrect relations with NOL's=20
bondholders, and to preserve some value for the company's=20
shareholders. We see real opportunities for NOL going forward,=20
and much opportunity for us to work together in the future".
=20
A representative of the ad hoc bondholder committee said:=20
"Building a new relationship with John Fredriksen and the=20
Seatankers Group is an interesting proposition for NOL's new=20
majority shareholders, and we look forward to working together=20
in this endeavour."
=20
The JPLs, the ad hoc committee, WSL and Geveran will now be=20
working to finalise the restructuring documentation with a view=20
to this being put to shareholders and creditors for their=20
approval as soon as practicably possible in 2005.
=20
A copy of a presentation made by the JPLS on 16 Dec 2004 to=20
bondholders who have signed the restructuring agreement can be=20
found on the Northern Offshore website (www.northern.no).=20

CONTACT: Ms. Judith Dow
         KPMG Corporate Communications (London)
         Phone: 0207 694 8584=20
         Mobile: 07786 197 718=20
         e-mail: Judith.dow@kpmg.co.uk
         KPMG Press Office: 0207 694 8773
=20
         Joint Provisional Liquidators:=20
         Mr. Adrian Bourne
         KPMG in London
         Phone: (+ 44 (0) 207 694 3018)=20
=20
         Or
=20
         Mr. Chris Giddens
         KPMG Financial Advisory Services Limited=20
         Bermuda
         Phone: (+ (1) 441 294 2653)
=20


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BANCO SANTOS: Govt to Reimburse Employees, Clients This Week
------------------------------------------------------------
Employees and clients of intervened local bank Banco Santos will=20
be reimbursed a total of BRL19.3 million by the Brazilian=20
government this week through its credit insurance fund, the FGC,=20
reports BNamericas, citing a report by local news service Valor=20
Online. In cases of bank failure, the insurance fund guarantees=20
up to BRL20,000 for each account.

The FGC will start reimbursing 743 Santos employees before=20
December 23 with some BRL1.7 million. On December 27, it will be=20
the turn of 2,497 individual and company clients to be=20
reimbursed. The reimbursements, the largest announced by the=20
Brazilian government since it paid BRL20.6 million to clients of=20
intervened local bank Banco Interior in 2001, will be paid out=20
through the branch-network of Brazil's largest private bank=20
Banco Bradesco (NYSE: BBD).=20

Financial problems and irregularities prompted the Brazilian=20
Central Bank to intervene Santos and its brokerage on November=20
12. At the time of the intervention, local authorities said the=20
bank and the brokerage would remain closed during a 60-day=20
intervention process, which, in the worst-case scenario, could=20
lead to the liquidation of both.

The intervention did not have a negative impact on the local=20
banking industry as a whole.

A wholesale bank geared mainly towards corporate banking and=20
chiefly focused on the medium-sized enterprise segment, Sao=20
Paulo-based Banco Santos is Brazil's 21st largest bank with=20
BRL6.3 billion in assets.


ESCELSA: S&P Removes CreditWatch on Ratings; Outlook Improves
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' foreign-=20
and local-currency ratings on Espirito Santo Centrais Eletricas=20
S.A. (Escelsa) and removed the ratings from CreditWatch with=20
developing implications. In addition, the 'B+' rating on the=20
US$431 million senior notes program was also removed from=20
CreditWatch with developing implications. The outlook now is=20
stable.

The ratings were placed on CreditWatch with developing=20
implications due to the uncertainty surrounding the significant=20
ownership restructuring of EDP Brasil's assets in Brazil and the=20
potential effects on Escelsa's balance sheet and cash=20
generation. It also reflected Standard & Poor's expectations=20
that the company's financial profile would remain aggressive in=20
the absence of a positive ownership-restructuring outcome. As=20
part of that restructuring and following legal provisions=20
enacted in the beginning of the year by the federal government--
which require the separation of all types of assets under the=20
control of an electric distribution concessionaire--the=20
investment in the subsidiary Empresa Energetica de Mato Grosso=20
do Sul S.A. (Enersul, among other minor investments) will be=20
transferred to another ownership during 2005.

The stable outlook reflects the expectation that Escelsa will be=20
able to execute the divestment program required by law, in line=20
with what we have projected, will keep on the company's balance=20
sheet the amount of senior notes spread out in the market, and=20
will sustain minimum financial indicators of FFO-to-total-debt=20
of 10% until the divestment is completed and about 30% in the=20
scenario after divestment.

"If the company's divestment results in a lower debt reduction=20
than Standard & Poor's is expecting, showing a more aggressive=20
capital structure, then the outlook could be revised to=20
negative," said credit analyst Marcelo Costa.

Escelsa is an electric utility that holds the exclusive=20
concession to distribute energy in the Espirito Santo state to=20
about 980,000 consumers. The Energias de Portugal (EDP; A/Watch=20
Neg/A-1) group has a 52.3% controlling stake in Escelsa, and=20
holds approximately 83% of Escelsa's outstanding senior notes=20
due in 2007.


VARIG: Concession Renewed Through 2010
--------------------------------------
Brazilian civil aviation authority DAC renewed on Tuesday the=20
air transport concession of Viacao Aerea Rio Grandense SA=20
(VAGV4.BR) or VARIG through 2010, Dow Jones reports.

In a statement, Varig said, "The renewal of the concession is of=20
significant relevance for the company to maintain normal=20
operations".=20

According to a spokesman for Brazil's largest airline, the=20
company secured a temporary extension in September because it=20
did not have certificates proving it had no debts with Brazil's=20
tax and pension authorities. The temporary extension would have=20
expired in February 2005.

Varig, which is in the middle of talks with the Brazilian=20
government and with creditors for the restructuring of an=20
estimated BRL6 billion in debt, secured the last of those=20
certificates last week, and immediately requested the full six-
year extension, the spokesman said.


VARIG/TAM/VASP: Appeals Court Seeks Restitution Deal
----------------------------------------------------
The president of Brazil's Appeals Court, STJ, met separately=20
Tuesday with the presidents of three of Brazil's airlines to=20
seek an agreement over billions of reals ($1=3DBRL2.69) of damages=20
claimed from the federal government for price freezes between=20
1985 and 1992, according to Dow Jones. After meeting with the=20
presidents of Viacao Aerea Rio Grandense SA (VAGV4.BR), or=20
Varig; TAM Linhas Aereas SA (TANC4.BR) and Viacao Aerea de Sao=20
Paulo SA, or Vasp; STJ president Edson Vidigal said he thinks an=20
agreement between the government and the airlines is "possible".

Mr. Vidigal said that before an "economic and political"=20
agreement could be forged, he would need another "two or three=20
meetings" early next year.

The STJ ruled in favor of Varig last week in its BRL2-BRL3=20
billion claim in damages for losses related to the government-
imposed price freezes during the 1980s and 1990s. The government=20
has said it would appeal the decision to the Supreme Court.

Should the STJ ruling stand, similar rulings for nearly-bankrupt=20
Vasp, which has filed a BRL2-billion claim against the=20
government, and TAM, which is claiming some BRL170 million,=20
could be handed down.



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ENAMI: Constitutional Tribunal Authorizes Ventanas Transfer
-----------------------------------------------------------
Chile's constitutional tribunal has ratified the law authorizing=20
national mining company Enami to transfer the Ventanas smelting=20
and refinery complex to state copper corporation Codelco,=20
reports Business News Americas.

The government and company representatives will now formalize=20
the process. Mining minister Alfonso Dulanto said: "the most=20
important thing is that the conditions of the project still need=20
to be announced," which should happen before January 17.=20

Codelco chief Juan Villarzu said his company may make a special=20
issue to cover the US$393-million purchase of Ventanas.=20

Enami decided to sell the Ventanas complex in central Chile's=20
Region V to help cover its mounting debts. Following the=20
transfer, Enami will concentrate on developing new projects that=20
will allow it to speed up improvements and investments to=20
finance the small mining industry.=20

CONTACT:  ENAMI (Empresa Nacional de Mineria)=20
          MacIver 459,=20
          Santiago, Chile=20
          Phone: 637 52 78=20
                 637 50 00=20
          Fax:   637 54 52=20
          Email: webmaster@enami.cl=20
          Home Page: www.enami.cl/=20
          Contact:=20
          Jorge Rodriguez Grossi, President=20
=20


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D O M I N I C A N   R E P U B L I C
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TRICOM: Committee to Review Prior Private Equity Investment
-----------------------------------------------------------=20
Tricom, S.A. (OTC Pink Sheets: TRICY) announced Tuesday that its=20
Board of Directors has appointed a Special Committee to examine=20
and provide an independent review and evaluation of the=20
purchase, in December 2002, of 21,212,121 shares of Tricom's=20
Class A common stock by a group of investors for an aggregate=20
purchase price of approximately US$70 million, with funds loaned=20
to the investors by a bank formerly affiliated with GFN Corp.,=20
Tricom's largest shareholder.

The Special Committee is composed of independent directors=20
Thomas Canfield, James Deane and Gerald L. Gitner. The Special=20
Committee intends to retain advisers, including legal counsel,=20
to conduct the review and to provide independent professional=20
advice. On November 4, 2004, the Company announced that KPMG,=20
Tricom's independent auditor, had decided to hold their consent=20
for the filing of Tricom's Form 20-F for the year ended December=20
31, 2003, pending further clarification of the above mentioned=20
transaction.

About TRICOM

Tricom, S.A. is a full service communications services provider=20
in the Dominican Republic. The Company offers local, long=20
distance, mobile, cable television and broadband data=20
transmission and Internet services. Through Tricom USA, the=20
Company is one of the few Latin American-based long distance=20
carriers that is licensed by the U.S. Federal Communications=20
Commission to own and operate switching facilities in the United=20
States. Through its subsidiary, TCN Dominicana, S.A., the=20
Company is the largest cable television operator in the=20
Dominican Republic based on its number of subscribers and homes=20
passed.

CONTACT:  Miguel Guerrero, Investor Relations
          Ph (809) 476-4044 / 4012
          E-mail: investor.relations@tricom.net



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E L   S A L V A D O R
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BANCO AGRICOLA: S&P Details Ratings Rationale
---------------------------------------------
CREDIT RATING: BB/Stable/B

Outstanding Rating(s):=20
=20
Counterparty Credit              BB/Stable/B=20
Certificate of deposit           BB/B=20

Major Rating Factors=20

Strengths:=20
- Leading market position=20
- Improving profitability levels=20
- Adequate management=20
=20
Weaknesses:=20
- Large portfolio of nonperforming assets (NPAs) in the form of=20
restructured loans=20
- Flexible loan renegotiation and nonconservative reserve=20
coverage policy toward NPAs=20
- Small Salvadorian economy with low growth prospects=20
=20
Rationale=20
The ratings on Banco Agr=EDcola S.A. (Banco Agricola) are=20
constrained by the bank's vulnerable asset quality due to its=20
relatively flexible policy toward loan restructuring and a=20
nonconservative reserve policy on nonperforming assets (NPAs),=20
which is a weakness of the Salvadorian banking system as a=20
whole. The ratings are also constrained by the relatively small=20
size and limited diversification of El Salvador's economy. The=20
ratings are supported by Banco Agricola's leading market=20
position in El Salvador, particularly in attracting retail=20
deposits, which contributes to good liquidity. Other positive=20
factors considered in the ratings are the adequate management of=20
the bank, which has been able to maintain profitability levels=20
despite the challenging economic environment during the past two=20
years.=20

Banco Agricola remains El Salvador's largest bank, with $3=20
billion in assets and a market share of 30% in deposits as of=20
September 2004. The bank has always focused on the mass market.=20
Banco Agricola wants to consolidate local leadership by=20
emphasizing retail deposits and cross-selling other products.=20
The current focus is to be the leader in costs and efficiency in=20
El Salvador, and re-engineering has taken place mainly in=20
consumer banking. It is probable that cost-cutting actions taken=20
in the past several months will benefit Banco Agricola's future=20
profitability.=20

Banco Agricola has improved its main profitability ratios in the=20
past three years and is one of the most profitable banks in El=20
Salvador. This success is explained mainly by the implementation=20
of a cost reduction program and a drop in its cost of funds.=20
Future profitability will be strongly influenced by competition=20
in the market, as most competitors are focusing their strategies=20
on lowering prices and targeting consumer and personal loans,=20
but profitability will probably be maintained as one of the=20
highest of the market. Despite an aggressive dividend payout=20
ratio of 50%, as growth in loans is not going to be high,=20
current capitalization and internal capital generation could be=20
enough to finance the bank's future needs, and the bank's higher=20
capitalization than that of its immediate peers is expected to=20
continue in the future.=20

Banco Agricola's loan book shows more diversity than that of its=20
peers. Diversification is expected to be maintained, as the bank=20
is focusing its new loans mainly on consumer and personal lines.=20
Despite loan diversification, structural factors that raise=20
credit risk, while decreasing, remain such as NPAs (including=20
nonperforming loans, restructured loans, and repossessed assets)=20
of 13%. The bank has strengthened its credit underwriting policy=20
to contain loan losses and is dealing more dynamically with=20
repossessed assets. Banco Agricola is expected to improve its=20
asset quality in the future, although economic growth will shape=20
it as well.=20

Outlook=20
The stable outlook reflects Standard & Poor's Ratings Services=20
opinion that the bank's strategies and adequate operations=20
should maintain profitability at good levels in a stable=20
economic environment. An economic downturn or the continuation=20
of low growth prospects for the Salvadorian economy could affect=20
the bank's overall performance and thus pressure the ratings. On=20
the other hand, the ratings could be raised if there is a=20
larger-than-expected development in economic conditions, along=20
with a sustainable improvement in asset quality (including=20
restructured loans and repossessed assets) and profitability,=20
and if capital ratios remain higher than those of its closest=20
peers.=20

PRIMARY CREDIT ANALYST: Leonardo Bravo, Mexico City (52) 55-
5081-4406; leonardo_bravo@standardandpoors.com

SECONDARY CREDIT ANALYST: Angelica Bala, Mexico City (52) 55-
5081-4405; angelica_bala@standardandpoors.com



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J A M A I C A
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KAISER ALUMINUM: Updates Reorganization, Disclosure Hearings
------------------------------------------------------------
The Court has considered Kaiser's request for approval of two=20
disclosure statements on the liquidating plans for the Company's=20
subsidiaries that sold (or are in the process of selling) their=20
interests in alumina assets in Jamaica and Australia. The two=20
disclosure statements basically describe how the liquidating=20
plans will work, including the proposed allocation of cash=20
proceeds among creditors, mainly bondholders and the Pension=20
Benefit Guaranty Corporation (PBGC).

Several parties to the cases filed objections to these plans,=20
which were not unexpected, and the Court heard everyone out on=20
these issues.  Because the hearing on December 20 did not result=20
in any definitive resolution of these objections, the Court said=20
it would consider the arguments and have another hearing on=20
these two plans on February 23, 2005.=20

Timing of Kaiser's Plan of Reorganization

The Company is working to complete a consensus on the principal=20
elements of the reorganization with the major creditors so that=20
it can file the Kaiser Plan of Reorganization and Disclosure=20
Statement with the Court within the next month or so. (Kaiser=20
currently has exclusivity through the end of February.) These=20
documents will include proposed terms of settlement with various=20
classes of creditors and a description of the capital structure=20
and financial projections for Kaiser Aluminum upon its emergence=20
from Chapter 11. Once these documents are filed, they will be=20
posted on Kaiser's web site for easy access by all concerned=20
parties. The Court typically schedules an initial hearing on the=20
Plan and Disclosure statement within 45 days of their filing. =20
Following that hearing, additional time must be allowed for the=20
solicitation of votes on the plan. There are always many complex=20
variables in a Chapter 11 timeline that make exact predictions=20
of emergence difficult. As more fully discussed below, we hope=20
many of these issues will be resolved before or during the=20
hearings scheduled for January and early February of 2005, so=20
that the company can remain on track to emerge from bankruptcy=20
by the middle of 2005.=20

Court Calendar

January promises to be a busy month for Kaiser.  They are=20
scheduled for a series of hearings on the following matters:

January 18 -- Seeking formal approval of our agreement with the=20
PBGC,=20

January 24 - Attending the regularly scheduled monthly hearing,=20

January 31 - Beginning three days of hearings on the=20
Intercompany Settlement Agreement, which is particularly=20
important because, among other things, it specifies the amount=20
of cash from asset sales that the company would receive to help=20
fund our exit costs from Chapter 11.=20

Headquarters to Be Consolidated in Southern California

As the company prepares to emerge from Chapter 11, it will be=20
smaller and primarily focused on its fabricated products=20
business, which is already headquartered in Southern California. =20
In order to best achieve cost efficiency and take advantage of=20
the staffing and expertise in the fabricated products=20
headquarters, we are transitioning existing corporate=20
headquarters functions from Houston to Southern California and=20
consolidating the corporate headquarters there.  The move will=20
occur in stages, generally over the first half of 2005. We=20
expect these changes to have no impact on our dealings with=20
customers and vendors=20

Liquidity

Liquidity - defined as cash and borrowing availability -=20
continues to be adequate. As I have said previously, we expect=20
that the amount of the borrowing base available under our Credit=20
Agreement will decline as we complete commodity asset sales (ie,=20
we expect the sale of our interests in the QAL alumina refinery=20
to close in the first quarter of 2005). However, with reduced=20
exposure to the variability of the commodity business, we also=20
expect that the remaining availability will be adequate to=20
support our liquidity requirements through the remainder of our=20
Chapter 11.  Based on recent primary aluminum prices and recent=20
market conditions for fabricated aluminum products, we currently=20
expect availability under the Credit Agreement to remain near or=20
above the $100 million range. =20



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M E X I C O
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ENTRX: Mexican Labor Arbitration Board Renders Decision=20
-------------------------------------------------------          =20
Entrx Corporation (Nasdaq: ENTX) announced Tuesday that on=20
December 14, 2004, it was informed that a panel of the Mexican=20
Federal Labor Arbitration Board rendered a decision on December=20
13, 2004, to the effect that a former employee was entitled to=20
an award of $350,000 from Entrx in connection with the=20
termination of his employment.  The award is in the form of a=20
recommendation and it is up to the Mexican Federal Court to=20
affirm, modify or reject the award. =20

On December 15, 2004, both Entrx and the employee filed appeals=20
in the matter.  The Company anticipates that the Mexican Federal=20
Court will render its decision sometime in the first quarter of=20
2005. As previously reported in the Company's filings with the=20
Securities and Exchange Commission, a default was entered in=20
this matter against the Company in December 2002. The default=20
decision was rendered by the panel of the Labor Arbitration=20
Board for an unspecified amount. The employee was alleging=20
damages of MXP$9,000,000 arising out of his termination.

The default was obtained without proper notice being given to=20
the Company, and was set aside in the quarter ended June 30,=20
2003.  In the meantime, also as previously reported, the Company=20
intends to continue to pursue its claims against the same=20
employee for breach of contract, fraud, collusion and other=20
causes of action in connection with the 1999 sale of one of the=20
Company's operating businesses in Mexico.

Entrx Corporation with offices at 800 Nicollet Mall, Suite 2690,
Minneapolis, Minnesota 55402, is primarily engaged in providing=20
insulation and asbestos abatement services through its Metalclad=20
Insulation Corporation subsidiary.


ISPAT INTERNATIONAL: Acquisition Forms New Company
--------------------------------------------------
LNM Holdings/Ispat International, the parent company of Ispat=20
Sidbec, has combined with Ispat International/LNM Holdings to=20
form Mittal Steel Company ("Mittal Steel"). The transaction was=20
approved by shareholders of Ispat International at an=20
Extraordinary General Meeting held in Rotterdam on Dec. 15. The=20
transaction closed on Dec. 17. Mittal Steel will trade on the=20
New York Stock Exchange and Amsterdam Euronext under the ticker=20
symbol "MT", Mittal Steel will be the world's most global steel=20
company, with operations in fourteen countries, on four=20
continents.

It was announced on Oct. 25 that, subsequent to the transaction=20
closing, the new combined company would be named Mittal Steel=20
Company. All principal subsidiary companies will also be re-
named.

Subject to shareholder approval and any other approval that is=20
required Ispat Sidbec will therefore be re-named Mittal Canada.=20
This process is expected to be completed before Jan. 30, 2005.

Commenting, Mr Richard Leblanc, Chief Executive of Ispat Sidbec=20
said:

"Mittal Canada will be part of the world's most global steel=20
company. This will provide us with many benefits, including=20
access to an extensive marketing platform, shared knowledge,=20
technology and aggregated purchasing power. As part of Mittal=20
Steel Company, we look forward to an exciting future."


PEMEX: CEO Calls For Private Investment
---------------------------------------
To help ensure the Mexican government won't have to sell its=20
crude oil reserves, the chief executive of state-owned oil firm=20
Petroleos de Mexico (Pemex) called on legislators to open the=20
country's energy sector to private investment, reports=20
Bloomberg.

In a radio interview, Pemex CEO Luis Ramirez said the company=20
has to pay lower taxes, to have autonomy from the government,=20
and to be able to form partnerships to keep investing.

Pemex, which was formed in 1938 from expropriated foreign oil=20
assets, has more than doubled its debt to US$37 billion since=20
1996 for investment to arrest a decline in production.=20

"Precisely not to privatize, which means selling reserves, is=20
why we're taking these initiatives and pushing this strategy for=20
Petroleos Mexicanos", Mr. Ramirez said. "It depends on our=20
legislators to give us the ability to strengthen ourselves."=20

Mr. Ramirez added that Mexico is the only country in the world=20
that bars the private sector from investing in its oil industry.=20
He also cited the case of Brazil's Petroleo Brasileiro SA, a=20
state-controlled oil company, which was able to develop=20
technology to drill in waters more than a kilometer deep and to=20
invest abroad because of private investment.

Last month, Mr. Ramirez said Pemex is considering a plan to=20
raise funds in a limited sale of equity to Mexico investors.



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V E N E Z U E L A
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BANESCO: Fitch Ups Ratings on Improved Overall Performance
----------------------------------------------------------
Fitch Ratings, the international rating agency, has upgraded=20
Banesco Banco Universal (Banesco) as follows:

--Foreign currency long-term to 'B' from 'B-';

--Individual to 'D' from 'D/E'.

Fitch also affirms the following ratings for Banesco:

--Short-term foreign currency 'B';

--Support '5';

--National long-term 'A-(ven);

--National short-term 'F2(ven)'.

The Rating Outlook is Stable.

The rating action reflects Banesco's improving capital base and=20
overall performance in the past few years, despite the economic=20
and political turmoil in Venezuela, which until only recently=20
had seen some improvements. Banesco's ratings also consider its=20
relative size in Venezuela, well-established franchise, and the=20
growth potential generated by its diversified customer base. On=20
the other hand, the ratings address Banesco's weaker-than-
average asset quality and sizeable goodwill that hampers equity.=20
In common with other Venezuelan banks, Banesco's activities will=20
continue to be constrained by the volatile operating=20
environment.

At end-June 2004, Banesco was Venezuela's largest bank in terms=20
of funds under management (assets + investment funds), with a=20
market share of around 14%. It holds a leading position in the=20
retail market, especially in credit cards and mortgages. Banesco=20
originates from a number of mergers carried out since 1997.

Banesco's capital is 85% controlled by Banesco Holding; in turn,=20
around 88% of Banesco Holding's capital is held by Mr. Juan=20
Carlos Escotet, its founder, and the Salvatierra Family, former=20
shareholders of one of the merged institutions. A 2% stake=20
belongs to the Venezuelan Deposit Guarantee Fund and the=20
remaining 10% to minority shareholders. BBU is the largest asset=20
of Banesco Holding (91% of total assets), while most of the=20
remainder is concentrated in two offshore banks in Puerto Rico=20
and Panama.


CANTV: Conatel to Decide on Digitel Buy Early Next Year
-------------------------------------------------------
C.A. Nacional Telefonos de Venezuela (CANTV) is likely to get=20
approval from Venezuela's telecommunications regulator Conatel=20
on its US$450-million acquisition of Digitel, a unit of Italy's=20
Telecom Italia Mobile SpA, next year.

Citing Alvin Lezama, director of Conatel, Dow Jones reports that=20
the regulator could approve the acquisition at the end of the=20
first quarter or beginning of the second.

Mr. Lezama said the decision is a complex one because it=20
involves the country's largest telecom operator and the=20
acquisition would further consolidate its dominance in the=20
market.

"We've been analyzing this for two months now and it's a=20
complicated process," added Mr. Lezama.=20

CANTV is expected to have 3.9 million subscribers once the deal=20
is finalized.

CONTACT:  Gregorio Tomassi, CFA=20
          CANTV Investor Relations=20
          011-58-212-500-1831=20
          FAX: 011-58-212-500-1828=20
          E-Mail: invest@cantv.com.ve=20
=20
          Lauren Puffer=20
          The Global Consulting Group=20
          646-284-9426=20
          E-Mail: lpuffer@hfgcg.com=20


CANTV: To Issue VEB15 Bln In Commercial Paper
---------------------------------------------
The Caracas Stock Exchange (CSE) said Tuesday that C.A. Nacional=20
Telefonos de Venezuela (CANTV) will be issuing VEB15 billion in=20
commercial paper in coming days, relates Dow Jones.

According to a CSE spokesman, CANTV, Venezuela's largest telecom=20
carrier, will issue the 182-day paper to investors through the=20
CSE for the first time. The commercial paper to be issued pays a=20
12.6% rate. In a statement, the bourse said the minimum possible=20
investment will be VEB100,000 and the price will be set at=20
94.02.

A special trading session to sell the CANTV paper will be held=20
by the exchange Wednesday. The statement added that any paper=20
left over will be sold in coming days.


PDVSA: Output Likely to Recover Next Year
-----------------------------------------
Spending at Petroleos de Venezuela (PVZ.YY), South America's=20
largest oil firm, is picking up and output is set to rise as=20
2004 draws to a close. Dow Jones recalls that the company's=20
production suffered from a lack of investment and trained staff=20
throughout the year, despite a sustained rally in world oil=20
prices. Some analysts feared the lack of investment could cause=20
a decline in output heading into 2005.

Last month, however, the number of rigs in operation jumped to=20
71 from 54 in October, according to Baker Hughes Inc. (BHI), the=20
industry benchmark for global oil drilling activity. It was the=20
largest jump in drilling since PdVSA emerged from a devastating=20
two-month strike in early 2003, and drillers expect to see the=20
trend continue.

"There will probably be a higher level of activity in 2005,"=20
said an executive with an international drilling firm with=20
operations here.


PDVSA: Management Angers Fedepetrol With Contract Decision
----------------------------------------------------------
The Fedepetrol oil union was upset by the management of=20
Petroleos de Venezuela (PDVSA) for its decision to strip the=20
unions of the right to assign workers to projects contracted=20
with private oil firms, reports Dow Jones.

PdVSA has been assigning workers to contracted projects ever=20
since the company suffered a two-month strike two years ago.=20
Fedepetrol expected to get that right back in this year's=20
contract, according to Rafael Barrios, a representative for the=20
Fedepetrol oil union, the country's largest oil union in charge=20
of contract talks

But on Monday night, PdVSA management insisted on handling all=20
employment decisions.=20

"Last night [Monday night] the people from (PdVSA) kicked=20
everything off the table," said Mr. Barrios, adding, "We will=20
take action if they insist on not signing the contract."=20

He ruled out an oil strike for the time being, but said the=20
union will insist on the original terms of the labor contract.

The contract under discussion would allow the unions to choose=20
up to 60% of the blue collar workers for contracted projects,=20
using criteria such as how much time each worker has been=20
unemployed.



                            ***********


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=20
co-published by Bankruptcy Creditors' Service, Inc., Fairless=20
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,=20
Maryland USA. John D. Resnick, Edem Psamathe P. Alfeche and=20
Lucilo Junior M. Pinili, Editors.

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

This material is copyrighted and any commercial use, resale or=20
publication in any form (including e-mail forwarding, electronic=20
re-mailing and photocopying) is strictly prohibited without=20
prior written permission of the publishers.

Information contained herein is obtained from sources believed=20
to be reliable, but is not guaranteed.

The TCR Latin America subscription rate is $575 per half-year,=20
delivered via e-mail.  Additional e-mail subscriptions for=20
members of the same firm for the term of the initial=20
subscription or balance thereof are $25 each.  For subscription=20
information, contact Christopher Beard at 240/629-3300.


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