TCRLA_Public/050207.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

           Monday, February 7, 2005, Vol. 6, Issue 26

                            Headlines


A R G E N T I N A

AHOLD: Cuts Credit Facility To Reduce Cost
ATEBA Y CIA: Court Names Trustee for Bankruptcy
CETECO ARGENTINA: Court Orders Liquidation
MASTELLONE HERMANOS: S&P Assigns `raD' Rating to Bonds
PARMALAT: Better Results Lowers Debt by EUR232.6 Million in 2004

SAFEWAY S.A.: Debt Payments Halted, Set To Reorganize
TGS: Net Income Totals ARP147.9Mln in 2004
ROYAL SHELL: Releases Results for the 4Q04, Full Year 2004
* ARGENTINA: Convinces Holders to Swap; Angers GCAB


B E R M U D A

INTELSAT: Plans New Debt Securities Issue
INTELSAT: Fitch Places Company on Rating Watch Negative
INTELSAT: Moody's Assigns B3 Rating To New Private Placement
INTELSAT: S&P Rates $300M Rule 144A Senior Discount Notes 'B'


B R A Z I L

AES CORP.: Profitability Returns in 4Q04
AMBEV: Issues Notice Regarding Warrants
CEMIG: Board Passes New Resolutions
EMBRATEL: Directors Approve Capital Increase
UNIBANCO: Board OKs Private Negotiation of UNITS in Treasury


M E X I C O

BANSI: S&P Releases Report on Ratings


P E R U

NII HOLDINGS: Joins Bidding for Peru Mobile Band


V E N E Z U E L A

EDC: Reports Bs.4.6 Bln Loss In 2004
DVSA: NB Power Drops $2B Lawsuit
SIDOR: Tenaris Exercises Convertible Debt Option


     - - - - - - - - - -

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

AHOLD: Cuts Credit Facility To Reduce Cost
------------------------------------------
Ahold announced Friday its intention to terminate its EUR 300
million and USD 1.45 billion secured back-up credit facility
within this month. This three-year facility was signed with a
syndicate of banks on December 17, 2003.

With the high cash balances resulting from the success of its
asset divestment program, Ahold's liquidity position is strong
and the company is able to reduce financing cost by terminating
the facility.

Ahold will be cash collateralizing up to USD 700 million worth
of letters of credit that are currently issued under this
facility. The company is in discussion with financial
institutions to establish a new credit facility later this year
at more favorable conditions.

"Today's announcement shows that we are delivering on our
commitment to restore the company's financial health, which is a
key element of our 'Road to Recovery' strategy," said Hannu
Ryopponen, Ahold's Chief Financial Officer. "We are ahead of
schedule in executing our divestment program and are nearing
completion of this process. We feel we are now well positioned
to move into a new financing phase on better terms."

CONTACT: Ahold Corporate Communications
         Royal Ahold N.V.
         P.O. Box 3050 1500 HB
         Zaandam, Netherlands
         Phone: +31 (0)75 659 57 20
         Fax: +31 (0)75 659 83 02
         Web site: http://www.ahold.com


ATEBA Y CIA: Court Names Trustee for Bankruptcy
-----------------------------------------------
Mendoza-based accountant Eduardo Osvaldo Casares was assigned
trustee for the bankruptcy of local company Ateba y Cia S.A.,
relates Infobae.

The city's Court No. 24 holds jurisdiction over the Company's
case.

CONTACT: Ateba y Cia S.A.
         Coni 1742
         Godoy Cruz (Mendoza)

         Mr. Eduardo Osvaldo Casares, Trustee
         Colon 412
         Mendoza


CETECO ARGENTINA: Court Orders Liquidation
------------------------------------------
Ceteco Argentina S.A. prepares to wind-up its operations
following the bankruptcy pronouncement issued by Court No. 19 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 local accounting firm
"Estudio Lesta, Calello, De Chiara" as trustee. The firm will be
reviewing creditors' proofs of claims until March 30. The
verified claims will be the basis for the individual reports to
be presented for court approval on May 11. Afterwards, the
trustee will also submit a general report on June 22.

Clerk No. 37 assists the court on this case that will end with
the disposal of the company's assets to cover its liabilities.

CONTACT: "Estudio Lesta, Calello, De Chiara", Trustee
          Viamonte 783
          Buenos Aires


MASTELLONE HERMANOS: S&P Assigns `raD' Rating to Bonds
------------------------------------------------------
Standard & Poor's International Ratings, Ltd. Sucursal Argentina
Assigned a `raD' rating to US$7.091 Million worth of corporate
bonds issued by Mastellone Hermanos S.A., the CNV reveals in its
Web site.

The bonds were classified under `simple issue' and are described
as "Obligaciones Negociables monto original U$S225 millones."
The issue has an undated maturity.

S&P gives the `raD' rating to financial obligations that are
currently in default. The ratings agency said that the same
rating may be issued if interest or principal payments are not
made on the due even if the applicable grace period has not
expired.

The ratings given were based on the Company's finances as of
September 30, 2004.


PARMALAT: Better Results Lowers Debt by EUR232.6 Million in 2004
----------------------------------------------------------------
Parmalat Finanziaria S.p.A. in Extraordinary Administration
reports the operating and financial results for the Parmalat
Group as at December 31, 2004. Since this announcement refers to
the fourth quarter of 2004, it provides information in a manner
consistent with the quarterly reporting guidelines provided in
Annex 3D to the Consob regulation set out in Resolution No.
11971/99.

Scope of Consolidation

The scope of consolidation has been defined applying principles
consistent with those adopted in preparing the income statement
and balance sheet as at June 30, 2004. Non-Italian operations of
the Group classified as non-core that were consolidated line by
line at December 31, 2003 and which are currently subject to
certain restrictions on their management as a result of local
bankruptcy proceedings that have effectively placed them outside
the control of Parmalat Finanziaria S.p.A. in Extraordinary
Administration, and companies in voluntary liquidation, are no
longer consolidated on a line-by-line basis.

Consequently, pro forma data for the previous year have been
restated to reflect the new scope of the line-by-line
consolidation. In the tables contained in this press release,
the restated data are compared with those for the current fiscal
year.

The results for 2004 do not include the contribution of
companies that were divested during 2004 (Parmalat Chile,
Parmalat Dominicana, Parmalat Argentina, and their subsidiaries)
and of companies that comprised the USA Bakery Division
(Mother's Cake & Cookies, Archway Cookies and three production
units in Canada) which were divested in January 2005.

OPERATING PERFORMANCE

Core Businesses

The Group's Core Businesses reported revenues of EUR3,681.9
million at December 31, 2004, down slightly (-3.1%) from the
EUR3,800.9 million booked last year. However, EBITDA increased
to EUR273.2 million, 30.0% higher than the EUR210.0 million
reported at December 31, 2003.

The combined impact of successful marketing initiatives and
efforts to reduce operating costs and overheads, which more than
offset the impact of lower unit sales, explains the markedly
improved operating performance.

Revenues for the fourth quarter of 2004 were EUR959.7 million,
6.3% lower than in the same period last year (EUR1,024.5
million). However, EBITDA increased 67.6%, rising from EUR47.9
million to EUR80.3 million.

An analysis of the Group's results in the main geographic
regions in which it operates is provided below.

Italy

Cumulative 2004 revenues decreased to EUR1,367.1 million, 7.9%
less than the EUR1,484.3 million reported at December 31, 2003.
The revenue decrease was, however, accompanied by an increase in
EBITDA, which grew to EUR90.3 million (6.6% of net revenues),
compared with EUR69.8 million (4.7% of net revenues) at December
31, 2003.

In the fourth quarter of 2004, net revenues totaled EUR337.9
million and EBITDA came to EUR23.7 million (7.0% of revenues),
compared with EUR357.7 million and EUR4.1 million (1.1% of
revenues), respectively, in the last quarter of 2003. A strong
performance by the Milk and Fresh Dairy Products Divisions
(particularly in the yogurt segment) was the main reason for the
improvement in cumulative results.

Despite lower unit sales of UHT and fresh milk, the Milk
Division reported increased EBITDA thanks to a more favorable
sales mix, higher sales of functional milks (Omega 3 and Zymil,
which has become the fourth brand in its segment in Italy) and
lower spending on promotions and advertising for conventional
products.

The strongly positive unit sales and operating results achieved
in the yogurt segment were made possible by strong demand for
Parmalat branded products (whole milk and 0.1%), which continued
in 2004 thanks to their excellent market position and successful
promotional programs. The cumulative data for the fruit juice
operations reflect the negative impact of weather conditions
that were less favorable than in 2003.

Demand should improve following the recent launch of a corporate
advertising campaign, which is expected to produce benefits
similar to those generated by the Kyr and Zymil campaigns.

Spain

At December 31, 2004, revenues totaled EUR222.6 million, or 2.4%
less than the EUR228.0 million reported a year earlier. EBITDA
was also lower, down both in absolute terms (from EUR20.2
million to EUR14.8 million) and as a percentage of revenues
(from 8.9% to 6.7%).

Revenues and EBITDA for the fourth quarter of 2004 were down
year on year, decreasing to EUR49.7 million (EUR50.6 million in
2003) and EUR2.5 million (EUR2.6 million in 2003), respectively.
The main reasons for the contraction in operating results
compared with the data at December 31, 2003 were a rise in the
cost of packaging plastics, higher prices paid for milk
(although the upward trend was less pronounced in December than
it was during the rest of the year) and aggressive promotions
and price competition from competitors with a global reach in
the yogurt (specifically in smoothies) and dessert segments.

Intensive advertising campaigns by Parmalat's competitors in the
flavored milk segment also had a negative impact on the
performance of the Group's Spanish operations. Moreover, unit
sales of seasonal products (Royne-branded ice creams, shakes and
almond-flavored beverages) were down sharply due to the less
favorable weather that characterised the summer of 2004 compared
with 2003.

However, increased production of generic-brand yogurt and the
4.0% increase in retail milk prices that came into effect in
October, coupled with a reduction in advertising expenses, has
begun to reverse the trend that characterized operating results
in the earlier part of the year.

South Africa

Annual revenues grew to EUR252.7 million this year, up 22.9%
compared with the EUR205.6 million reported in 2003. EBITDA
showed the same positive trend, rising from EUR20.1 million to
EUR22.8 million (+13.4%). The improvement in cumulative revenues
and EBITDA over 2003 was made possible by the appreciation of
the South African rand versus the euro compared with December
2003 (the average exchange rate was up 6.0% compared with 2003)
and by a sharp rise in unit sales of low-margin products (bulk
cheese in particular), which provided better coverage for fixed
production costs and helped reduce the excess inventory that had
existed in South Africa. At the same time, increased shipments
of products such as fruit juices, desserts, yogurt and premium
cheeses (the recent Simonsberg and Melrose acquisitions were a
factor here) helped boost EBITDA.

The principal negative factors that affected the Group's
operations in South Africa included higher transportation and
distribution costs and the inability to raise the retail prices
of dairy products.

Fourth quarter revenues totaled EUR74.4 million (EUR68.2 million
in 2003). At EUR8.6 million, EBITDA were slightly higher than
the EUR8.2 million earned in the last three months of 2003.

Venezuela

In December, the Bolivar continued to lose value against the
euro (-27.6% compared with the average exchange rate for the
same month in 2003). Against this backdrop cumulative revenues
decreased to EUR145.0 million in 2004, 26.9% lower than the
EUR198.3 million booked in 2003. The same was true for EBITDA,
which fell both in absolute terms (down from EUR20.9 million to
EUR6.8 million) and as a percentage of net revenues (from 10.6%
to 4.7%).

The financial difficulties experienced by the Group's Venezuelan
operations, which resulted in a halt in the importation of
numerous raw materials, the decision by the Venezuelan
Government to regulate the markets for "basic" powdered milk,
increases in the price paid for raw materials (especially milk)
and packaging plastics were the principal negative factors
underlying the deterioration in operating performance.

On a more positive note, the sales data for the closing months
of the year point to the beginnings of a recovery for the
Venezuelan companies, made possible by the implementation of
reorganization and refocusing programs. The product categories
that enjoyed unit sales increases include pasteurized milk,
fruit juices, yogurt and fermented milk.

In the fourth quarter of 2004, revenues totaled EUR34.2 million
(EUR48.6 million in 2003) and EBITDA amounted to EUR3.0 million
(EUR2.7 million in 2003).

Canada

Revenues totaled EUR1,187.2 million in 2004, up from EUR1,172.1
million in 2003. The increase in net revenues produced a
significant gain in EBITDA, which rose both in absolute terms
(EUR86.8 million, up 29.0% from EUR67.3 million at December 31,
2003) and as a percentage of net revenues (from 5.7% to 7.3%).

These improvements were largely the result of a strong
performance in the core ingredients, cheese and yogurt segments.
All three posted higher sales than in 2003. In the fruit juice
segment, unit sales were relatively flat, but margins increased.

Additional factors that contributed to the positive operating
results described above include reduced marketing expenses and
lower overheads and the rapid implementation of some of the
initiatives outlined in the Group's industrial plan. These
initiatives include: renegotiation of contracts with certain
suppliers, expansion of the contract with Canada's largest
retail chain, a reduction in distribution costs, reorganization
of manufacturing processes and a streamlining of the product
portfolio. These positive factors more than offset the negative
impact of a slight decrease in the value of the Canadian dollar
versus the euro (-2.2% compared with the average exchange rate
in December 2003).

In the fourth quarter of 2004, revenues totaled EUR337.9 million
(EUR330.4 million in 2003) and EBITDA increased to EUR30.9
million (EUR18.8 million in 2003).

Australia

Helped in part by the appreciation of the Australian dollar
versus the euro (+2.8% compared with the average rate through
December 2003), revenues for 2004 grew to EUR384.7 million, up
from EUR381.2 million in 2003. EBITDA totaled EUR33.0 million,
or 0.6% less than the EUR33.2 million earned last year.

Higher unit sales of pasteurized milk made possible by increased
production for private labels, the start of a supply contract
with a large local distributor and rising shipments of yogurt
account for most of the revenue gain. Additional positive
factors include the containment of overhead and promotional and
transportation expenses, a more effective raw materials
procurement policy, and the streamlining of production
facilities.

In the fourth quarter of 2004, revenues totaled EUR107.1 million
(EUR111.7 million in 2003). EBITDA amounted to EUR10.4 million,
compared with EUR14.0 million in the last three months of 2003.

NON-CORE BUSINESSES

In 2004, the Group's Non-core Businesses reported revenues of
EUR243.8 million, down 68.9% on the EUR783.6 million booked in
2003.

The favorable trend that started the year continued in December
with EBITDA remaining positive despite the decrease in net
revenues. EBITDA totaled EUR21.4 million (negative EBITDA of
EUR45.2 million in 2003), due mainly to a change in the
treatment of certain items attributed to Parma F.C. that relate
to the sale of some of the team's players.

Revenues for the fourth quarter of 2004 decreased to EUR57.7
million (EUR202.3 million in 2003), but EBITDA improved to a
negative EUR3.4 million (negative EUR9.9 million in 2003).

Foreign companies that were divested in 2004 and are no longer
consolidated line by line had revenues of 439.0 million and
negative EBITDA of EUR20.8 million in 2003.

In addition to the above mentioned item, the year-on-year
improvement in cumulative EBITDA is attributable primarily to
the success of programs implemented by certain Italian
businesses.

Italy

The operations of Parmalat S.p.A. designated as Non-core
Businesses had lower revenues than at December 31, 2003.

Nevertheless, EBITDA improved, rising from a negative EUR16.5
million to a negative EUR3.0 million. The decision to
discontinue the water business and the implementation of deep
cuts in promotional and advertising spends for bakery goods and
fruit juices mainly explain the improved results.

Divestitures

During 2004, the Group divested its investments in MCC Spa,
Capitalia Spa, Fondo di Investimento Alfieri, Parmalat Thailand
Ltd, Parmalat Trading Thailand Ltd, Parmalat Chile SA, Parmalat
Dominicana SA and Parmalat Argentina SA (99.99%), and their
subsidiaries; it sold the assets of Parmalat de Mexico SA and,
in January 2005, the companies that comprised the USA Bakery
Division (Mother's Cake & Cookies, Archway Cookies and three
production units in Canada). It also disposed of certain real
estate assets and sold the Coca-Cola bottling franchise owned by
Parmalat Australia Ltd.

These divestitures enabled the Group to generate proceeds
amounting to EUR53.0 million and to deconsolidate indebtedness
totaling about EUR121.0 million. The Group is currently in the
process of divesting the following assets: the Italy Bakery
Division, Streglio Spa in Extraordinary Administration, Parma
F.C. Spa, companies in Uruguay and China, a building owned by
Eurolat, and an equity investment in NOM AG.

NET FINANCIAL POSITION

At December 31, 2004, the Group's total indebtedness had fallen
to EUR11,959.0 million, or EUR121.3 million less than the
EUR12,080.3 million it owed at November 30, 2004. The
deconsolidation of divested businesses (Parmalat Argentina and
its subsidiaries and the companies that comprised the USA Bakery
Division), an increase in liquid assets, a reduction in
indebtedness and the impact of foreign exchange differences
account for this improvement.

The combined indebtedness owed to lenders outside the Group by
subsidiaries that are parties to local composition-with-
creditors proceedings and, consequently, have been
deconsolidated, is not reflected in the net financial position.

At December 31, 2004, these borrowings totaled EUR2,484.4
million (EUR2,437.3 million at June 30, 2004). Because some of
these borrowings are secured by guarantees provided Parmalat
S.p.A. and Parmalat Finanziaria S.p.A. to the amount of
EUR1,668.1 million (EUR1,753.4 million at June 30, 2004), a
reserve for risks of an amount equal to the guaranteed
indebtedness (EUR1,675.2 million) was established in the
consolidated financial statements at June 30, 2004. Based on
currently available information, it is considered reasonable to
adjust the reserve amount to an amount of EUR1,657.1 million.
The consolidated financial statements also show that
indebtedness owed by the Group to companies in special
proceedings that are not consolidated line by line amounted to
EUR 728.0 million (EUR 745.8 million at June 30, 2004).

As of press time, no amount has been drawn down from the
EUR105.8-million line of credit provided to Parmalat S.p.A. by a
pool of banks on March 4, 2004.

COMPANIES UNDER EXTRAORDINARY ADMINISTRATION

The net indebtedness incurred by companies under Extraordinary
Administration towards lenders outside the Group prior to their
becoming eligible for Extraordinary Administration is all short-
term, since all of these companies are in default of the
covenants of the respective loan agreements.

A noteworthy development is the increase in liquid assets held
by the companies included in the Proposal of Composition with
Creditors. These assets rose from EUR24.0 million at December
31, 2003 to EUR235.3 million at December 31, 2004. The main
reason for this improvement is the inflow of EUR160.0 million
received under a settlement agreement with Nextra Investment
Management - Societa di Gestione del Risparmio S.p.A. The
decrease in liquid assets compared with November 30, 2004
(EUR248.5 million) reflects primarily the disbursement of loans
to Group companies that are not under Extraordinary
Administration and unusually high payments to suppliers and
consultants.

The increase in total indebtedness owed to lenders outside the
Group by other companies under Extraordinary Administration is
due to the following additional companies becoming eligible for
Extraordinary Administration proceedings: Emmegi Agro
Industriale S.r.l., Parmalat Malta Holding Limited, Parmalat
Trading Limited and Boschi Luigi e Figli S.p.A.

Other Companies

The net indebtedness owed to lenders outside the Group by the
remaining operating and financial companies consolidated line by
line that are not included in the Extraordinary Administration
proceedings fell from EUR1,329.3 million at December 31, 2003 to
EUR1,188.6 million (including EUR669.0 million in long-term
debt) at December 31, 2004. The reasons for the decrease of
EUR163.3 million compared with the balance at the end of the
previous month (EUR1,351.9 million) include the following:

- reclassifications of the debt positions of companies declared
eligible for Extraordinary Administration amounting to EUR38.4
million;

- deconsolidation of EUR32.9 million in indebtedness owed by
divested Argentinian companies; deconsolidation of EUR25.5
million in indebtedness owed by divested companies that
comprised the USA Bakery Division; and liquid asset increases,
reductions in indebtedness and foreign exchange differences
totaling EUR66.5 million.

Some Group companies are currently in the process of
renegotiating their indebtedness in order to restructure it.

PRINCIPAL COMPANIES UNDER EXTRAORDINARY ADMINISTRATION

Parmalat Finanziaria S.p.A.

The indebtedness of Parmalat Finanziaria S.p.A. at December 31,
2004 was unchanged compared with that reported for the previous
month.

Parmalat S.p.A.

The change in indebtedness at December 31, 2004 compared with
the previous month is due mainly to the decrease in liquid
assets caused by the reallocation of the EUR160.0 million
settlement received from Nextra Investment Management - Societa
di Gestione del Risparmio S.p.A. Originally, the full amount had
been collected by Parmalat S.p.A. in Extraordinary
Administration acting on behalf of all Group companies that were
parties to the settlement.

In December 2004 certain intra-Group loans receivable were
written down by EUR1.7 million. Indebtedness owed to lenders
outside the Group increased due to adjustments made following a
review of verified claims.

Eurolat S.p.A.

The indebtedness of Eurolat S.p.A. increased in December 2004,
due mainly to a payment of EUR10.5 million made to Parmalat
S.p.A. to cover costs related to the Extraordinary
Administration proceedings that were attributable to Eurolat
S.p.A. In addition, financing totaling EUR2.2 million was
provided to the subsidiary Centrale del Latte di Roma S.p.A.

Lactis S.p.A.

The indebtedness of Lactis S.p.A. at December 31, 2004 was
unchanged compared with that reported in the previous month.


CONTACT: Parmalat Finanziaria SPA
         Piazza Erculea 9
         Milan, 20122
         Italy
         Phone: 3902-8068-801
         Web site: http://www.parmalat.net


SAFEWAY S.A.: Debt Payments Halted, Set To Reorganize
-----------------------------------------------------
Court No. 9 of Buenos Aires' civil and commercial tribunal is
currently reviewing the merits of a petition to reorganize
submitted by Safeway S.A.

Infobae recalls that the company filed the petition following
cessation of debt payments. Reorganization will allow the
Company to avoid bankruptcy by negotiating a settlement with its
creditors.

Clerk No. 17 assists the court with the proceedings.

CONTACT: Safeway S.A.
         Juan B. Justo 9250
         Buenos Aires


TGS: Net Income Totals ARP147.9Mln in 2004
----------------------`-------------------
Transportadora de Gas del Sur S.A. ("TGS" or "the Company")
(NYSE: TGS, MERVAL: TGSU2) reported Thursday a Ps. 147.9 million
Net Income, or Ps. 0.186 per share, (Ps. 0.931 per ADS) for the
fiscal year ended December 31, 2004, compared to the Ps. 286.2
million or Ps. 0.360 per share (Ps. 1.801 per ADS) for 2003.
Net income for the year 2004 is almost half of net income
obtained in the previous year, considering that 2003 net income
had been significantly affected by positive accounting results
related to income tax and Peso revaluation against the US
Dollar.

For the fourth quarter of 2004, the Company reported a Net
Income of Ps. 78. 7 million, or Ps. 0.099 per share (Ps. 0.495
per ADS), compared to a Net Income of Ps. 42.7 million, or Ps.
0.054 per share (Ps. 0. 269 per ADS) for the same quarter of
2003. This improvement is mainly due to the accounting gain
generated by TGS's debt restructuring process that concluded in
December 2004.

Basis of Presentation of Financial Information

Accounting for Devaluation

According to Resolutions No. 3/2002 and 87/03 (the latter
provided for the suspension of the first one ) issued by the
Professional Council in Economic Sciences of the Autonomous City
of Buenos Aires and Resolution No. 398 of the CNV established
that exchange losses arising from the devaluation of the peso
from January 6, 2002 to July 28, 2003, to the extent that they
were related to foreign currency liabilities already existing by
the first date, are to be added to the cost basis of assets
acquired or constructed with direct financing by such foreign
currency liabilities. Similar accounting treatment is permitted,
but not required, for exchange losses arising from indirect
financing. It was assumed that the proceeds from such financings
were used, firstly, to cover working capital requirements and,
secondly, to finance the assets that do not qualify for
capitalization. The remainder was assumed to relate to assets
for which capitalization is permitted.

YEAR-ENDED DECEMBER 31, 2004 VERSUS 2003

In the year ended December 31, 2004, TGS posted total net
revenue of Ps. 994.1 million in comparison with the Ps. 892.8
million earned in 2003.

Gas Transportation revenue for the year was Ps. 434.3 million,
showing a 2.9% increase when compared to the Ps. 422.1 million
earned in 2003. The increase was driven basically by higher
sales of firm (new firm transportation capacity agreements
effective May 2004) and interruptible gas transportation
services.

Gas Transportation revenues are derived principally from firm
contracts, under which pipeline capacity is reserved and paid
for regardless of actual usage by the shipper. TGS also provides
interruptible transportation services subject to available
pipeline capacity. This segment is subject to regulation by Ente
Nacional Regulador del Gas ("ENARGAS").  The gas transportation
segment represents approximately 44% and 47% of the Company's
total revenue for the fiscal years of 2004 and 2003,
respectively. The Economic Emergency Law passed by the Argentine
Congress on January 6, 2002, determined the "pesification" of
regulated tariffs at an exchange rate of US$ 1=Ps. 1, as well as
the prohibition to apply variations of local and international
indexes, or any other type of price adjustment thereon. Since
that time, the tariff renegotiation process has been delayed
with no significant progress thus.

The NGL Production and Commercialization segment revenue
increased to Ps. 506.3 million in the year ended December 31,
2004 from Ps. 428.4 million for the previous year, representing
a 18.2% rise. Increased revenue is mainly the result of a rise
in the international reference prices and, to a lesser extent,
of the higher volumes sold.

NGL Production and Commercialization revenue accounted for
approximately 51% and 48% of the total revenue for 2004 and
2003, respectively.  NGL production and commercialization
consists of natural gas processing activities, conducted at the
Cerri Complex, located near the city of Bahia Blanca which
connect to each of TGS's main pipelines, where ethane, propane,
butane and natural gasoline are recovered. This segment also
includes the commercialization of NGL for the Company's own
account and on behalf of its clients.

In the year ended December 31, 2004, Other Services revenues
amounted to Ps. 53.5 million, a 26.5% increase when compared to
2003. This increase is due to the effect of higher services
provided, including: (i) a Ps. 5. 3 million increase in
construction services, (ii) a Ps. 4. 8 million increase in
midstream and (iii) a Ps. 3.1 million increase associated with
telecommunications services, which also includes the effect of
tariff adjustments tied to domestic inflation or denominated in
US dollars.

The Other Services segment mainly includes midstream and
telecommunication activities. Its share in the Company's total
revenue accounted for approximately 5% of the total revenue in
both 2004 and 2003. Midstream activities consist of gas
treatment, separation, and removal of impurities from the
natural gas stream and gas compression, rendered at wellhead,
typically to gas producers. In addition, TGS provides services
related to pipeline and compression plant construction and
related operation and maintenance services. Telecommunication
services are rendered through Telcosur S.A., a company
controlled by TGS. Telcosur S.A. provides services as an
independent carrier of carriers to leading telecommunication
operators and corporate customers located in its service area.

Costs of Sales and Administrative and Selling Expenses for the
year ended December 31, 2004 rose by Ps. 54. 5 million, from Ps.
485.9 million registered in 2003 to Ps. 540.4 million in 2004,
mainly due to: (i) a Ps. 18 million increase in NGL production
costs originated in higher cost s of natural gas and its
richness, (ii) an increase of Ps. 14. 5 million for higher tax
on exports (where rates increased from 5% to 20% effective May
2004), and (iii) a Ps. 8.6 million increase in pipeline system
maintenance expenses.

Net Financial Expense increased from Ps. 219.8 million, reported
in 2003, to Ps. 260.9 million reported in 2004. This negative
variation is principally a consequence of the Peso appreciation
in 2003, which generated a foreign exchange gain of Ps. 30.7
million. Additionally, the Peso was devalued in 2004 which
caused a Ps. 26 million loss. Finally, in 2004, an accounting
gain of Ps. 33.1 million was generated as a consequence of the
successful closing of the debt restructuring process.

Other Expenses, Net increased from Ps. 26.4 million in 2003 to
Ps. 33.7 million in 2004. The increase is mostly because of the
Ps. 13 million allowance accounted in 2004 regarding a turnover
tax claim, made by Buenos Aires Province, on the NGL sales
billed since 2002. The Company also accrued a loss of Ps. 16.1
million during 2004 (in addition to the Ps. 24 million loss
recorded in this line in 2003), in connection with a resolution
from the Argentine Supreme Court, in a lawsuit filed by Gas del
Estado S.E. ("GdE") against TGS, relating to transferred assets
upon the privatization of such company.

For the fiscal year ended December 31, 2004, the Company
reported a Ps. 10. 6 million Income Tax expense, compared with a
Ps. 121.5 million gain for 2003. This negative variation of Ps.
132 .1 million is due principally to the Ps. 137.0 million
decline in the deferred tax liability generated by the reduction
of the exchange loss capitalization in the period of 2003.

FOURTH QUARTER 2004 VERSUS FOURTH QUARTER 2003

Total Net Revenues for the fourth quarter 2004 increased to Ps.
252.9 million from Ps. 227.5 million earned in the same quarter
of 2003, representing an 11.1% increase.

Gas Transportation revenues for the fourth quarter 2004 were Ps.
108.8 million, a 2.2% increase over the fourth quarter 2003.
This increase reflects higher revenues generated by the new firm
transportation contracts and higher interruptible transportation
services.

NGL Production and Commercialization revenues for the fourth
quarter 2004 were Ps. 131 million, representing a 21% increase
over the same period in 2003.  Increased revenue is mainly the
result of a rise in the international reference prices.

Other Services revenues for the fourth quarter 2004 was Ps. 13.1
million, compared to Ps. 12.5 million in the same period of 20
03. This increase is due to higher telecommunication and
midstream services rendered in the 2004 fourth quarter.

Costs of Sales and Administrative and Selling Expenses were Ps.
141.2 million, resulting in a 25% increase when compared to the
fourth quarter 2003. This variation is mostly attributable to:
(i) a Ps. 8.8 million increase in NGL production costs (higher
cost of natural gas and its richness), (ii) a Ps. 3.9 million
growth in operation and maintenance expenses of the pipeline
system, and (iii) a Ps. 5. 9 million rise in taxes on exports
due to the rate increase from 5% to 20% which went into effect
in May 2004.

For the fourth quarter 2004, the Company reported Net Financial
Expense s amounting to Ps. 14.4 million compared to Ps. 60.1
million for the same quarter in 2003 mainly, as a consequence of
the accounting gain generated by the debt restructuring process
which ended in December 2004.

Other Expenses, Net increased from Ps. 0.7 million in the fourth
quarter 2003 to Ps. 23 million in the same period of 2004. This
variation is principally due to: (i) the Ps. 13 million
allowance accrual in connection with the Buenos Aires Province
claim, and (ii) the Ps. 9.6 million additional loss provision
regarding the lawsuit filed by GdE against TGS (both mentioned
above).

For the fourth quarter of 2004, the Company reported a Ps. 4. 3
million Income Tax gain, compared with a Ps. 10.3 million
expense for the same quarter in 2003. This positive variation of
Ps. 14.6 million is principally due to a higher reversion of the
tax loss carry-forward allowance for Ps. 21.3 in the 2004
period, partially offset by a higher taxable income in the same
quarter.

Liquidity and Capital Resources

As announced on May 14, 2003, upon the withdrawal of its first
debt restructuring proposal, the Company decided to postpone
interest and principal payments due under its debt agreements.

On October 1, 2004, TGS announced a new debt restructuring
proposal which was accepted by creditors who held 99.76% of the
principal debt amount. On December 15, 2004, TGS carried out the
exchange of previously existing debt obligations for (i) a
combination of cash payment of past due interest and 11% of the
principal amount, and (ii) the issuance of new debt obligations
or the amendment of certain debt obligations, representing the
remaining 89% of previously existing debt.

As the result of the debt restructuring process and the
Company's new debt profile, TGS's liquidity ratio improved
significantly, from 0.24x as of December 31, 2003 to 1.72x as of
December 31, 2004.

Cash flow from operating activities for year ended December 31,
2004, amounted to Ps. 116.3 million, Ps. 411.3 million lower
than what was recorded in 2003. The reduction is mainly
attributable to the Ps. 370.3 million payment of past due
interest, previously mentioned. Also, cash flow used in
financing activities amounted to Ps. 354.7 million, which
corresponds to the amortization of 11% of the previously
existing debt principal. Currently, TGS relies on cash generated
by operations as its primary source of financing.  For detailed
information on the Company's cash flow refer to Exhibit IV.

About TGS

TGS, with a current delivery capacity of approximately 63.4
MMm3/d or 2.2 Bcf/d is Argentina's leading transporter of
natural gas. The Company is also Argentina's leading processor
of natural gas and one of the largest marketers of natural gas
liquids. TGS is quoted on both the New York and Buenos Aires
stock exchanges under the ticker symbols TGS and TGSU2,
respectively. TGS's controlling shareholder is Compania de
Inversiones de Energia S.A. ("CIESA"), which together with
Petrobras Energia and a subsidiary and Enron Corp. subsidiaries,
hold approximately 70% of the Company's common stock. CIESA is
currently owned 50% by Petrobras Energia S.A. and a subsidiary,
and 50% by subsidiaries of Enron Corp.

CONTACT: Investor Relations
         Mr. Eduardo Pawluszek
         Finance & Investor Relations Manager

         Mr. Gonzalo Castro Olivera
         Investor Relations
         E-mail: gonzalo_olivera@tgs.com.ar

         Ms. Maria Victoria Quade
         Investor Relations
         E-mail: victoria_quade@tgs.com.ar

         Tel: (54-11) 4865-9077

         Media Relation
         Mr. Rafael Rodriguez Roda
         Tel: (54-11) 4865-9050 ext. 1238

         New York:
         Mr. Kevin Kirkeby
         E-mail: kkirkeby@hfgcg.com
         Tel: (646) 284-9416


ROYAL SHELL: Releases Results for the 4Q04, Full Year 2004
----------------------------------------------------------
Record earnings and cash generation

- Record 2004 net income of $18.5 billion

- Strong downstream profits and asset utilisation

- Record $33 billion cash from operations and divestments

- 3.8 million barrels of oil equivalent (boe) per day
production, at high end of indicated range

- At least $10 billion cash to shareholders from dividends in
2005 subject to exchange rates

- $3-5 billion buyback programme relaunched for 2005

- Proved reserves 2003 restated by 1.4 billion boe

- Proved Reserves Replacement Ratio (RRR) for 2004 expected to
be in range 45-55% before year-end pricing impact and
divestments

Jeroen van der Veer, Chief Executive, said: "2004 was a year of
extremes, with the reserves recategorisation on one hand and
record net income and cash generation on the other. Our
performance demonstrates our financial and operational
resilience, and the quality of our people and assets. We have
taken the steps necessary to close out the reserves issue, made
substantial improvements to our portfolio and are reshaping the
organisation. We expect to pay out at least $10 billion in
dividends in 2005 and will relaunch our share buyback programme.
The proposal to create Royal Dutch Shell plc reflects our
commitment to regain our competitive strength."

- Basic net income per share for Royal Dutch in 2004 was euro
4.43 ($5.50) and for Shell Transport was 42.7p. Basic CCS
earnings per share for Royal Dutch in 2004 were euro 4.19
($5.22) and for Shell Transport were 40.5p.

- Second interim dividends have been announced of euro 1.04 per
share for Royal Dutch (euro 1.79 for the year) and of 10.7p per
share for Shell Transport (16.95p for the year).

Segment earnings

The earnings in the fourth quarter 2004 reflect the following
items, which in aggregate were a net gain of $318 million
(compared to net charges of some $900 million a year ago):

- In Exploration and Production the impact on earnings was
neutral as divestment gains of $306 million and $228 million
income related to the mark-to-market valuation of certain UK gas
contracts were offset by other charges.

- Gas & Power earnings included $564 million gains from
divestments.

- Oil Products earnings included total net gains of $416
million, from divestments gains ($810 million) and combined net
charges ($394 million) related to the impairment of certain
refining and retail assets and various tax, legal, severance and
environmental items.

- Chemicals earnings include an impairment of the investment in
Basell of $565 million.

- Corporate and other industry segment earnings include charges
of $101 million.

Key features of the full year 2004

- Prior to restatement (see note 1), on a net income basis,
basic earnings per share (EPS) for Royal Dutch for 2004 was euro
4.43 ($5.50) and for Shell Transport were 42.7p. On a CCS basis,
basic EPS for Royal Dutch 2004 were euro 4.19 ($5.22) and for
Shell Transport EPS were 40.5p.

- Second interim dividends have been announced of euro 1.04 per
share for Royal Dutch (euro 1.79 for the full year, up 1.7% from
2003) and of 10.7p per share for Shell Transport (16.95p for the
full year, up 7.6%).

- Record reported net income of $18,536 million was 48% higher
than 2003. Net income in 2004 included net gains of $88 million
(including divestment gains partly offset by other charges),
versus a net charge of $14 million in 2003.

- Full year CCS earnings (i.e. on an estimated current cost of
supplies basis for the Oil Products segment earnings) for the
year were $17,591 million, 38% higher than 2003. Earnings
reflected higher hydrocarbon realisations, strong LNG earnings
and higher Downstream earnings in Oil Products and Chemicals.

- The return on average capital employed (ROACE) on a net income
basis (see note 5) was 20.1% (2003 15.5%).

- Exploration and Production 2004 segment earnings of $9,664
million were 6% higher than a year ago mainly reflecting higher
prices, lower volumes and higher costs. This included divestment
gains of $608 million offset by charges (totalling $1,030
million) for mark-to-market valuations in the UK, the write down
of exploration assets and other charges. 2003 earnings of $9,105
million included net credits of $45 million.

- Hydrocarbon production in 2004 was 3,772 thousand barrels oil
equivalent (boe) per day. Excluding the impact of divestments of
76 thousand boe per day, total production was 3,848 or 1% lower
than 2003. Previous guidance for production for 2004 was 3.7 to
3.8 million boe per day.

- The Group has now completed its proved reserves reviews and
internal audits for the period 2003 and earlier, and has
determined that it will restate approximately 1.4 billion boe of
proved reserves. SEC Proved reserves at December 31, 2003,
previously reported as 14.35 billion boe, are estimated to be
12.95 billion boe.

- The proved Reserves Replacement Ratio (RRR) for 2004 is
expected to be in the range 45-55% before year-end pricing
impact and divestments.

- Gas & Power segment earnings for 2004 were $2,155 million
including divestment gains of $748 million. 2003 earnings were
$2,289 million and included divestment gains of $1,120 million
mainly from the sale of Ruhrgas. Earnings reflected higher LNG
volumes and improved LNG prices.

- Oil Products CCS segment earnings for 2004 were $6,530 million
including divestment gains of $1,038 million partly offset by
net charges of $475 million. 2003 earnings were $3,147 million
and included a charge of $427 million. Earnings increased mainly
due to significantly higher refining margins, higher trading
profits and higher operating rates.

- Chemicals segment earnings were a profit of $930 million. This
includes the impairment of the investment in Basell amounting to
$565 million. 2003 was a loss of $209 million, which included
$549 million net charges. The improvement in earnings was due to
volume growth and higher margins.

- Full year cash flow from operating activities was $25.6
billion, up 18% from 2003. Fourth quarter cash flow from
operations was $6.7 billion.

- The total debt ratio was 13.7% compared to 20.9% at year-end
2003; cash and cash equivalents increased by $6.5 billion to
$8.5 billion and debt decreased by $5.7 billion.

- Capital investment for 2004 was $13.4 billion (excluding the
minority share of Sakhalin of $1.5 billion) of which $10.0
billion was invested in the Upstream segments.

- Gross proceeds from divestments for the full year were $7.6
billion and for the fourth quarter were $4.8 billion.

- Share purchases for cancellation and to underpin the employee
share option schemes were a combined total of $1.7 billion in
2004.

- The documentation for the proposal to shareholders for the
unification of the Royal Dutch/Shell Group of Companies under a
single parent company, Royal Dutch Shell plc (the
"Transaction"), is expected to be published in May 2005. As
previously announced, it is envisaged that the Transaction will
be voted on by shareholders at meetings on 28 June 2005 (the
same day as the Annual General Meetings of Royal Dutch Petroleum
Company and The "Shell" Transport and Trading Company, p.l.c.),
with the Transaction expected to be completed in July 2005.

Outlook 2005

- With the adoption of quarterly dividends in 2005 and subject
to exchange rates, payment of at least $10 billion in dividends
is expected in 2005. In this transition year this results from
payment of the 2004 second interim dividend (some 60% of the
2004 dividend distribution subject to exchange rates) followed
by three quarterly dividend payments on account of 2005.

- Given strong cash and debt position from 2004, the buyback
program will be relaunched on 3 February 2005, with return of
surplus cash to shareholders for the year 2005 in the range of
$3 billion to $5 billion, assuming continued high oil prices.
Any purchases will be made in accordance with applicable
regulations and consistent with an exemption received from the
SEC in connection with the Transaction whereby any purchases of
Royal Dutch shares will only occur outside the USA.

- Capital investment in the medium term is expected to be around
$15 billion per annum excluding the minority share of Sakhalin.

- Guidance for gross divestment proceeds for the period 2004 to
2006 is increased to a range of $12 billion to $15 billion in
aggregate.

- The targeted gearing is in the 20% to 25% range, including
other commitments such as operating leases and retirement
benefits (totalling some $10 billion), and net of cash holdings
minus operational cash requirements. On this basis gearing stood
at some 16% at the end of 2004.

- The production outlook for 2005 to 2006 remains 3.5 to 3.8
million boe per day and for 2009 remains 3.8 to 4.0 million boe
per day.

Reserves Restatement as at end 2003

On 28 October 2004, the Group provided early guidance that
reserve audits indicated the potential for an SEC proved reserve
reduction of approximately 900 million boe. At that time, some
55% of the proved reserve base had been subject to preliminary
review by our internal audit teams.

The Group has now completed its proved reserves reviews and
internal audits for the period 2003 and earlier, and has
determined that it will restate approximately 1.4 billion boe of
proved reserves. SEC proved reserves at 31 December 2003,
previously reported as 14.35 billion boe, are estimated to be
12.95 billion boe.

These revisions result from a thorough review of the portfolio
by asset teams and completion of the audit process that
commenced mid 2004. More than 3,000 staff have been trained on
SEC-compliant reserves estimation procedures, and have engaged
in a detailed review of 100% of the Group's asset base, in many
cases assisted by external consultants. In addition, an
extensive programme of 30 internal audits was conducted with the
participation of separate external consultants. The reserve
changes announced today have been agreed by the Exploration and
Production Reserves Committee, with final review by the
Executive Committee, Group Audit Committee and Parent Company
Boards completed as of 2 February 2005.

Restated volumes are primarily a result of re-interpretation of
technical data consistent with SEC definitions. Four technical
issues contribute to the restatement: recovery factor analysis
and interpretation accounts for approximately 52%; definition of
proved area approximately 31%; lack of suitable field analogues
for improved recovery approximately 8%; and interpretation of
lowest known hydrocarbons accounts for approximately 6%. Non-
technical issues such as project phasing and contractual issues
contribute 3%, in contrast to earlier announced restatements.
The proportion of proved developed reserves in this restatement
is around 45%.

This announcement of a further adjustment in SEC proved reserves
reflects the application of our more rigorous and detailed
estimation and reporting procedures, announced in April 2004. We
have completed the 2004 reserves review and based on this will
publish final figures with the publication of our Annual Report
and Form 20-F filings. We expect to publish details of our
reserves process and guidelines prior to our Annual General
Meetings in June 2005.

The proved Reserves Replacement Ratio (RRR) for 2004 is expected
to be in the range 45-55% before year-end pricing impact and
divestments. Including these items, the proved RRR is expected
to be in the range 15-25%. The impact of year-end pricing is
14%, most of which is attributable to low year-end bitumen
prices at Peace River in Canada, leading to the removal of all
Peace River SEC proved reserves. The remaining year-end pricing
impact is attributable to a reduction in reserve entitlements in
production sharing contracts. Divestments reduce the proved RRR
by 16%.

The SEC proved reserves estimates do not include petroleum
reserves of around 600 million barrels associated with oil sands
in Canada, which contributed 80 thousand boe per day in 2004 to
production.

The Group continues to target 100% Reserves Replacement over the
period 2004-2008. Most proved reserves are expected to be added
in the latter part of the period as new projects are developed
and brought on stream.

Fourth quarter 2004 investments and portfolio developments

Upstream portfolio developments during the quarter were:

Petroleum Development Oman (Shell share 34%) extended its oil
concession licence in Oman to carry out petroleum operations to
2044. This concession accounts for more than 90% of Oman's
current crude oil production.

During the fourth quarter, exploration discoveries were made in
Gabon, Malaysia and Alberta, Canada and appraisal drilling was
successful at Gumusut in deepwater Malaysia.

In Ireland, planning permission was received for the development
of the Corrib gas field (Shell Share 45%).

First oil and gas was produced from Holstein (Shell share 50%)
in the Gulf of Mexico, West Salym (Shell share 50%) in Western
Siberia and from Goldeneye (Shell share 49%) and Howe (Shell
share 60%) in the North Sea.

The divestments of Block 18 in Angola (Shell share 50%) and the
Rosetta concession in Egypt (Shell share 40%) were completed. In
addition, an agreement was signed for the sale of the Schooner
and Ketch gas fields in the UK and for Chinese National Offshore
Oil Corporation Limited to participate in the North West Shelf
(NWS) venture in Australia.

The Australian NWS venture delivered its first LNG cargo from
LNG train 4.

The Sakhalin LNG joint venture signed a supply agreement for 1.5
million tonnes per annum (mtpa) for 22 years with Tokyo Electric
Power. Malaysia Tiga LNG concluded a supply agreement with Kogas
in Korea for 2.8 mtpa from 2005 to 2008 and the Australian NWS
LNG partners concluded agreements with Guangdong Dapeng LNG of
China for the supply of 3.3 mtpa from 2006 for 25 years and
equity participation of Guangdong Dapeng LNG in part of the NWS
project.

The sale of the gas transportation business of N.V. Nederlandse
Gasunie to the Dutch government for euro 2.8 billion (Shell has
a 50% share) was agreed. Completion is expected mid 2005
contingent on Dutch parliamentary approval. Shell also divested
its 16.67% interest in gas distribution companies Distrigas SA
and Fluxys SA in Belgium, the majority of its gas transmission
businesses in the Gulf of Mexico and part of its shareholding in
Enterprise Products Partners L.P. Shell also agreed to sell a
further 25% equity interest in the Altamira LNG import terminal
project in Mexico, retaining capacity rights.

Downstream continued implementation of the Group's strategy for
reshaping the portfolio during the quarter.

The sales of Shell's US Mid-Continent and Mid-West refined
products pipeline systems were completed with total gross cash
proceeds of just over $1 billion. The sale of the retail and
commercial assets in Portugal and of the downstream assets
mainland Spain were completed.

The sale of Shell's 64% equity share in the Rayong Refinery in
Thailand was completed, reducing Shell's consolidated debt by
some $1.3 billion.

Asset sale agreements were signed for some Oil Products
businesses in the Eastern part of the Caribbean, Romania, the
Netherlands and the USA. Additionally, Shell concluded the sale
agreement relating to the divestment of the LPG business in
Portugal. These transactions and the sale of the Canary Islands
downstream assets are expected to close in 2005.

In early 2005, the sale of the Bakersfield Refinery was
announced and is expected to complete in the first quarter of
2005.

Shell announced that it is progressing with the detailed design
and engineering of its proposed world scale cracker and
derivatives project in Singapore to begin construction in 2006
and start up in 2009.

PTT PolyCanada (Shell share 50%) started up the 95,000 tonnes
per annum plant for the production of polytrimethylene
terephthalate (Corterra) in Montreal, Canada. Feedstock will be
supplied from Shell's Geismar petrochemicals plant in the USA.

In July 2004, Shell and BASF announced the review of strategic
alternatives regarding their polyolefins joint venture Basell
(Shell share 50%). The options being reviewed by the
shareholders include the sale of their stakes. To date, a number
of offers for the company from both financial and strategic
buyers have been received.

Earnings by segment

Exploration and Production

Fourth quarter segment earnings of $2,578 million were 26%
higher than a year ago, mainly due to higher hydrocarbon prices.

Earnings this quarter included divestment gains offset by
charges. Divestment gains of $306 million from assets in Angola,
Australia and Egypt, and a $228 million mark-to-market valuation
credit related to certain UK gas supply contracts, were offset
by charges including deferred tax revaluations and unrecoverable
costs.

Liquids realisations were 46% higher compared to an increase in
Brent of 50% and WTI of around 55%. Outside the USA, gas
realisations increased by 14%. In the USA gas realisations
increased by 56%, compared to an increase in Henry Hub of 23%.

Total hydrocarbon production for the quarter was 3,837 thousand
boe per day. Excluding the impact of divestments of 55 thousand
boe per day, production is 2% lower than a year ago; this
reflects a 7% decrease in oil production and a 5% increase in
gas production.

Production benefited from new fields in the USA (primarily Na
Kika), Malaysia (Jintan) and the UK (Goldeneye, Howe, Scoter)
and the ramp-up of production (in Nigeria and Brazil) totalling
some 180 thousand boe per day versus the same quarter last year.
New production volumes exceeded field declines of approximately
150 thousand boe per day, mainly in the USA, the UK and Norway.
Production quarter on quarter was impacted by hurricanes in the
Gulf of Mexico by some 43 thousand boe per day.

Capital investment in the fourth quarter of $2.9 billion,
excluding the minority share of Sakhalin, and including
exploration expense of $0.5 billion, was 13% higher than the
corresponding period last year.

Full year earnings of $9,664 million were 6% higher than a year
ago, mainly due to higher hydrocarbon prices.

Divestment gains of $608 million in 2004 were offset by $118
million mark-to-market valuation charges for certain UK gas
supply contracts and a $330 million charge for the write down of
various exploration assets. Other charges (including tax) of
$582 million led to an overall net charge of $422 million for
2004.

Earnings were further impacted by lower hydrocarbon production,
an increase in the effective tax rate, higher depreciation,
higher operating costs and exploration charges and the effect of
a weaker dollar.

The increase in the effective tax rate this year is due to the
effect of higher oil and gas prices on certain production
contracts and an increase in the tax burden in Denmark.

Liquids realisations were 29% higher than in 2003 against an
increase in Brent and WTI of 33-34%. Outside the USA gas
realisations increased by 10%. In the USA the increase was 13%,
higher than the Henry Hub increase of 4%.

Total hydrocarbon production for 2004 was 3,772 thousand boe per
day and 3% down compared to a year ago. Excluding divestments of
76 thousand boe per day, the year on year price impact on
Production Sharing Contracts (PSC) and the increased effect of
hurricanes in the Gulf of Mexico, production was unchanged
compared to 2003; this reflected a decrease in oil production of
2% and an increase in gas production of 3%.

Production benefited from new fields in Canada (Athabasca Oil
Sands), Brazil (Bijupira Salema), the USA (mainly Na Kika and
Habanero), Malaysia (Jintan) and the UK (Carrack and Scoter) and
ramp up of production totalling some 221 thousand boe a day. New
production volumes exceeded field declines, mainly in the USA,
the UK, Oman and Norway of some 163 thousand boe per day.

Capital investment in 2004 of $8.8 billion, excluding minority
share of Sakhalin, was similar to a year ago. Exploration
expenditure including signature bonuses amounted to $1.3 billion
in 2004.

Gas & Power

Fourth quarter earnings of $1,020 million compared to earnings
of $266 million a year ago. The current quarter benefited from
divestment gains of $564 million, 12% higher LNG sales volumes
(at quarterly record of 2.76 million tonnes), improved realised
LNG prices and higher dividends. LNG volumes include the start-
up of Australian NWS LNG Train 4 and the continued ramp-up of
Malaysia Tiga LNG volumes. Marketing and Trading earnings were
better than the same period last year.

Full year 2004 segment earnings of $2,155 million compared with
earnings of $2,289 million a year ago. 2004 earnings included
$748 million income from divestment gains versus $1,120 million
in 2003. Strong earnings reflected a 9% increase in LNG sales
volumes and higher realised LNG prices and dividends. Income
from Gas-To-Liquids (GTL) increased as a result of high asset
utilisation and margins at the Malaysian Bintulu plant.
Midstream and Marketing and Trading income were lower and
development costs increased during the year. LNG volumes
benefited from the start-up of Australia NWS joint venture Train
4, Malaysia Tiga volume ramp-up and a full year of Nigeria LNG
Train 3 volumes.

Oil Products

Fourth quarter segment earnings were $1,633 million compared to
$481 million a year ago.

Fourth quarter CCS earnings were $2,297 million compared to $236
million a year ago.

Oil Products earnings included total net gains of $416 million
from divestments ($810 million) and combined charges ($394
million) related to the impairment of certain refining and
retail assets and various tax, legal, severance and
environmental charges.

Outside the USA segment earnings were $1,123 million compared to
$330 million a year ago. CCS earnings were $1,591 million in the
fourth quarter up from earnings of $294 million a year ago. Net
gains of $75 million are included in these results (2003: net
charges $155 million). Refining earnings were up as a result of
strong margins in Europe and Asia Pacific. Refinery intake was
1.6% lower than the prior year. Marketing earnings increased
versus the prior year due to stronger retail and commercial
margins. Trading profits were up versus the fourth quarter of
2003. Overall operating costs increased by $493 million due
largely to the impact of a weaker US dollar on non-dollar
denominated operating costs.

In the USA segment earnings were $510 million compared to $151
million a year ago. CCS earnings were $706 million compared to a
loss of $58 million in the fourth quarter of 2003. Fourth
quarter 2004 earnings include net gains of $341 million (2003:
net charges of $169 million). Refining earnings increased as a
result of stronger Gulf Coast and West Coast refining margins.
Refinery intake declined nearly 8% due to the sale of the
Delaware City refinery in the second quarter of the year. Plant
utilisation was up marginally and unplanned downtime was
reduced. Marketing earnings declined, as the impact of higher
retail and commercial margins was offset by lower Lubricants
results reflecting lower volumes and margins as well as higher
cost. Retail and commercial volumes declined in line with the
ongoing network optimisation. Trading earnings were up versus
last year.

Full year segment earnings were $7,537 million compared to
$2,860 million a year ago.

Full year CCS earnings were $6,530 million in 2004, an increase
of 107% compared to earnings of $3,147 million in 2003. Earnings
included net gains of $1,038 million from divestments and $475
million charges related to the impairment of certain refining
and retail assets and various tax, legal, severance and
environmental charges. This compares to 2003 net charges of $427
million.

Outside the USA segment earnings were $5,597 million compared to
$2,461 million a year ago. CCS earnings were $4,844 million, 75%
up from earnings of $2,768 million in 2003. Net gains of $242
million are included in these results (2003: net charges $164
million). Refining earnings were up as a result of stronger
refining margins for most of the year in Europe and Asia
Pacific. Refinery intake was up about 1% versus 2003. Marketing
earnings increased versus the prior year due to stronger retail
and commercial margins in the last half of the year. Refinery
utilisation was down slightly from 81% to 80% due to higher
planned maintenance downtime. Trading earnings were up over
2003. Overall operating costs increased by $1,639 million due
largely to the impact of a weaker US dollar on non-dollar
denominated operating costs.

In the USA segment earnings were $1,940 million compared to $399
million a year ago. CCS earnings were $1,686 million in 2004
substantially up from earnings of $379 million in 2003. Net
gains of $321 million are included in 2004 results (2003: net
charges $263 million). Refining earnings increased as a result
of stronger Gulf Coast and West Coast refining margins for much
of the year. Refinery intake declined 2%; lost intake due to the
sale of the Delaware City refinery was partially offset by
higher intake at other refineries. Refinery utilisation was up
nearly 2 percentage points due to lower unplanned downtime.
Marketing earnings declined as a result of lower marketing
margins for most of the year and reduced earnings from
Lubricants due to lower volumes and margins as well as higher
cost. Retail and commercial volumes declined due to ongoing
portfolio rationalisation. Trading earnings were up
significantly versus the prior year.

Chemicals

Segment earnings for the fourth quarter were a loss of $200
million and after the impairment of the investment in Basell
amounting to a loss of $565 million. This compared to a loss of
$354 million last year, which included net charges of $417
million. Earnings reflected stronger demand and higher margins
and benefited from capacity additions in 2004 (Deer Park cracker
expansion and Sabina Petrochemicals butadiene plant start-up in
the USA and the expansion of the EO/Glycols unit in the
Netherlands). Earnings increased relative to a year ago due to
improved industry margins tempered by cost of sales increases in
the USA due to falling crude based feedstock prices during the
fourth quarter 2004 and crude and ethylenes inventory valuation.
Unplanned downtime of cracker capacity in Europe as well as a
late-December unplanned shutdown at Deer Park in the USA
impacted sales volumes and earnings. The weaker US dollar
improved margins outside the USA, partly offset by a negative
impact on costs.

Full year segment earnings were a profit of $930 million and
after the $565 million impairment of the investment in Basell.
This compared with a loss of $209 million in 2003, when earnings
were impacted by charges of $549 million. The improvement in
earnings this year was attributable to higher operating rates
and more favourable margins. Sales volumes increased by 5%
reflecting higher demand and capacity additions. Asset
utilisation was 3% higher on average, reflecting higher
operating rates in the second and third quarter of 2004,
although in the first and the fourth quarter asset performance
was impacted by planned and unplanned downtime of crackers in
Europe and in the USA. Margins improved for most products,
reflecting price realisations that outweighed the growing cost
of feedstocks.

Other Industry and Corporate segments

In the fourth quarter Other industry segments (Renewables,
Hydrogen and Consumer) earnings were a loss of $81 million,
compared to a loss of $40 million in the same period a year ago.
Corporate net costs were $305 million compared to $396 million a
year ago. Positive difference in exchange results and reduced
interest costs were partly offset by higher costs and taxation
expenses.

Full year losses in Other industry segments were $141 million,
compared to a loss of $267 million in the same period a year
ago.

Corporate net costs were $899 million compared to $917 million a
year ago.

Note: The results shown for the fourth quarter are unaudited.
Quarterly results for 2005 are expected to be announced on 28
April 2005 for the first quarter, 28 July 2005 for the second
quarter and 27 October 2005 for the third quarter.

CONTACTS:  SHELL CENTRE
           Media Relations
           London SE1 7NA
           UK

           Contacts for journalists:

           Stuart Bruseth - (Head of Group Media Relations)
           Tel +44 (0)20 7934 6238

           Lisa Givert - (Renewables, Hydrogen, Chemicals)
           Tel +44 (0)20 7934 2914

           Simon Buerk - (Exploration and Production)
           Tel: +44 (0)20 7934 3453

           Andy Corrigan - (Gas & Power)
           Tel: +44 (0)20 7934 5963

           Bianca Ruakere - (Oil Products)
           Tel: +44 (0)20 7934 4323

           Susan Shannon
           Tel: +44 (0)20 7934 3277

           Bernadette Cunnane
           Tel: +44 (0)20 7934 2713

           Mary Brennan
           Tel: +44 (0)20 7934 3505


* ARGENTINA: Convinces Holders to Swap; Angers GCAB
---------------------------------------------------
On Wednesday, the Argentine Economy Minister Roberto Lavagna
announced that the executive branch would send to the Argentine
Congress a law that would prohibit any future offer to
bondholders who do not accept the current exchange offer
commenced by Argentina on January 12, 2005. In addition, the law
would require the government to take all necessary steps to de-
list defaulted bonds not tendered in the exchange offer.

This proposal is another deliberate attempt by Argentina to
threaten bondholders into accepting a unilateral and coercive
exchange offer that many holders are now realizing is well below
Argentina's ability to pay and does not represent fair value for
the defaulted debt held by hundreds of thousands of holders. It
ignores the various international legal systems under which the
defaulted debt was issued. Passing a law in Argentina does not
subordinate a creditor's rights that are contained in the bond
agreements.

Holders of the defaulted debt should recognize that this action
by Argentina is a last ditch attempt to rescue a failing
transaction following public rejection of the offer from major
bondholder groups. Congressional action in Argentina will not
supersede rights under international law.

Moreover, Argentina has historically adopted and repealed laws
to suit short-term political goals and this action should not be
considered a permanent change.

If there was any question that Argentina has not acted in good
faith, this development should clarify matters. Given this lack
of good faith, which is contrary to its written commitment to
the International Monetary Fund and the G-7 to do so, the IMF
cannot re-engage Argentina and, in any way, provide added
financial assistance as it will be acting in direct
contradiction of its own policy regarding "lending in arrears."

The Official Sector needs to finally express, in the strongest
possible terms, its condemnation of this maneuver, which will
establish a dangerous precedent for sovereign bond issuances.
GCAB again calls on the G-7 and the IMF to reject this plan and
denounce Argentina's unilateral and coercive exchange offer as
Italy has already done so rather than stand by in tacit
approval.

About GCAB

GCAB was formally established in January 2004 by representatives
of all the major foreign bondholder constituencies of defaulted
Argentine debt, and consists of a broad-based group of holders.
The Steering Committee represents holders from Germany, Italy,
Japan, Switzerland, the USA and other countries. Its retail and
institutional members hold approximately US$40 billion in
defaulted debt of Argentina, accounting for 45% of the principal
amount of US$82 billion in outstanding Argentine debt and 73% of
all outstanding Argentine debt held outside Argentina.

     GCAB Contact:
     Hans Humes
     Greylock Capital Associates, LLC (212) 808-1818

     Nicola Stock
     Associazione per la Tutela Degli
     Investitori in Titoli Argentini (3906) 676-7603

     URL: http://www.gcab.org

Investors in Argentine securities must make their own
evaluation, analysis and decision with respect to participation
in any exchange offer, restructuring, debt swap or other
transaction, based on such information as they deem appropriate
after consultation with their own advisors and without reliance
upon this communication or any materials contained herein or
furnished herewith or upon GCAB or any of its members,
affiliates or advisers.

Any such evaluation, analysis and decision should be based on,
among other matters, the investor's own views as to the
financial, economic, legal, regulatory, tax and other risks and
consequences associated with Argentina's exchange offer,
including but not limited to the consequences of declining to
participate in any exchange offer proposed by Argentina, the
structure, terms and conditions of any proposed new securities,
the Argentine political situation and economy, convertibility
and exchange rate risks, and risks posed by developments in
other emerging market countries.

GCAB and each of its members, affiliates and advisors disclaims
any and all liability relating to any exchange offer or other
transaction proposed by Argentina or any creditor's decision
regarding its participation or non-participation in any such
exchange offer or any transaction or any litigation pursued by
or on behalf of such creditor either individually or in concert
with others, whether or not such decision was made in whole or
in part based on information furnished by or obtained through
GCAB.



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

INTELSAT: Plans New Debt Securities Issue
-----------------------------------------
Intelsat, Ltd. ("Intelsat") announced Thursday that it, and a
newly formed subsidiary, are intending to issue new Senior
Discount Notes due 2015. Subject to regulatory approvals of
certain asset transfers between subsidiaries of Intelsat and
consummation of those transfers, the net offering proceeds of
approximately $300 million are expected to be used to fund the
repurchase of certain preferred shares held by the shareholders
of Intelsat's parent, Zeus Holdings Limited.

If the required approvals are not received and the transfers are
not completed within 90 days, the notes will be redeemed at 100%
of their accreted value. The notes will accrete in value for the
first five years, after which time noteholders will be paid cash
interest on a semi-annual basis. Upon consummation of the
offering, receipt of regulatory approvals and completion of the
asset transfers, the new Senior Discount Notes will rank
structurally subordinate to the existing debt of Intelsat
(Bermuda), Ltd. and structurally senior to the existing debt of
Intelsat, Ltd.

The debt securities have not been registered under the
Securities Act of 1933, as amended and may not be offered or
sold in the United States absent registration or an applicable
exemption from the registration requirements under that Act.

CONTACT: Intelsat, Ltd.
         E-mail: media.relations@intelsat.com
         Phone: +1 202-944-7500


INTELSAT: Fitch Places Company on Rating Watch Negative
-------------------------------------------------------
Fitch Ratings has placed the ratings of Intelsat, Ltd.
(Intelsat) and its wholly owned subsidiary, Intelsat (Bermuda),
Ltd. (Intelsat Bermuda) on Rating Watch Negative following the
announcement that the company plans to issue $300 million
(proceeds) of senior discount notes to retire recently invested
equity of an equal amount. Fitch's rating action affects about
$4.6 million of existing debt.

The new notes are going to be issued by a newly formed
intermediate subsidiary placed between Intelsat and Intelsat
Bermuda. This would rank the new issue as structurally senior to
the Intelsat senior notes and structurally junior to all of the
debt at Intelsat Bermuda.

Fitch currently rates Intelsat and Bermuda as follows:

Intelsat
--Senior unsecured notes 'B-'.

Bermuda
--Senior unsecured notes 'B+';
--Senior secured credit facilities 'BB' .

The proposed issuance and subsequent use of proceeds to retire
equity increases the estimated pro forma total leverage as of
Sept. 30, 2004 from about 6.2 times (x) to 6.6x, based on Fitch
estimates.

Fitch expects that if the new senior discount note offering is
successful and $300 million of equity is retired that the
ratings on the existing senior notes at both the Intelsat, Ltd.
and Intelsat Bermuda levels could be affected negatively.
Fitch's 'BB' rating for the Intelsat Bermuda senior secured
credit facilities (the draw is estimated at $350 million with
$300 million unused on a revolver) is also at risk, although
Fitch recognizes the substantial value of the assets securing
the facilities. A future downgrade upon completion of the
proposed offering of senior discount notes would recognize the
impact of the additional leverage and the future significant
increase in cash interest expense in five years when the
proposed senior discount notes begin cash interest payments. The
five-year period may coincide with a possible need to increase
capital spending at that time to replace aging satellites.

This action is based on existing public information and is being
provided as a service to investors.

CONTACT:  Phelps B. Hoyt +1-312-368-3205, Chicago
          Michael Weaver +1-312-368-3156, Chicago

MEDIA RELATIONS: Brian Bertsch +1-212-908-0549, New York


INTELSAT: Moody's Assigns B3 Rating To New Private Placement
------------------------------------------------------------
Approximately $5 Billion in Debt Affected

Moody's Investors Service downgraded Intelsat, Ltd's
("Intelsat") existing long term ratings and assigned a B3 rating
to the private placement to be issued by a newly created
subsidiary, Zeus Special Subsidiary Limited ("Special Sub") to
yield the net proceeds of $300 million. Intelsat plans on using
the proceeds to purchase the preferred stock of its equity
sponsors, which Moody's views as an effective dividend. The
downgrade reflects not only the increase in leverage that will
result from this dividend transaction, but Moody's view the
company is inclined to aggressively use leverage for financial
rather than business purposes.

Moody's has taken the following rating actions:

At Intelsat, Ratings downgraded:

- Senior Implied to B2 from B1
- Unsecured Issuer Rating to Caa1 from B3
- $400 Million 5.25% Global notes due in 2008 to Caa1 from B3
- $600 Million 7.625% Sr. Notes due in 2012 to Caa1 from B3
- $700 Million 6.5% Global Notes due in 2013 to Caa1 from B3
- $200 Million 8.125% Eurobonds due in 2005 to B1 from Ba3

Ratings Affirmed:

The speculative grade liquidity rating is at SGL-2

At Intelsat (Bermuda) Ltd. ("Intelsat Bermuda"), Ratings
downgraded:

- $300 Million Sr. Secured Revolver due in 2011 to B1 from Ba3
- $350 Million Sr. Secured T/L B due in 2011 - to B1 from Ba3
- $1000 Million Sr. Floating Rate Notes due in 2012 - to B2 from
  B1
- $875 Million Sr. Fixed Rate Notes due in 2013 - to B2 from B1
- $675 Million Sr. Fixed Rate Notes due in 2015- to B2 from B1

At Special Sub, Ratings Assigned:

- $300 Million Sr. Unsecured Discount Notes due 2015 -- B3

The outlook on all ratings is negative.

As a result of this transaction, Intelsat's pro forma debt will
increase from 5.9x EBITDA to 6.3x. Moody's believes this metric
will worsen slightly in 2005 before possibly improving in 2006,
leaving the company very little financial flexibility. The
downgrades further reflect Moody's concern that the company is
unlikely to use free cash flow or the proceeds from a future IPO
to reduce leverage, which Moody's believes would leave the
company vulnerable to negative developments in its business
environment discussed in recent Moody's press releases.

In addition to concerns about increased vulnerability to a
downturn in the business environment as a result of the
company's increased leverage, the negative outlook continues to
incorporate Moody's view that recent satellite failures could be
indicative of more serious systemic problems. Moody's would
likely move the rating outlook to stable if the failure review
boards, established to examine the causes of the recent
satellite failures, does not find systemic failings and Intelsat
begins to reduce leverage with free cash flow or equity
proceeds. Moody's would likely lower Intelsat's ratings if
operational problems persist or if cash flow is distributed to
shareholders instead of used to reduce leverage.

Moody's has assigned a B3 rating to the senior unsecured
discount notes issued by Special Sub, one notch below Intelsat's
senior implied rating, since these notes are structurally
subordinated to secured bank debt and senior unsecured notes at
Intelsat Bermuda (pre-transaction). The discount notes are not
guaranteed, but Intelsat is a co-obligor. Upon FCC approval,
Intelsat Bermuda will contribute all of its assets and
liabilities to a subsidiary created in conjunction with this
transaction, Intelsat Subsidiary Holding Company Ltd. ("Intelsat
Sub"). Intelsat Bermuda will then merge with Special Sub, so the
discount notes will be obligations of Intelsat Bermuda while the
existing obligations of Intelsat Bermuda will be obligations of
Intelsat Sub. Effectively, the discount notes are being layered
in between Intelsat and Intelsat Bermuda to facilitate a
dividend payment to Intelsat's equity sponsors. Except for the
negative effects of added leverage, the senior secured lenders
and senior unsecured noteholders at Intelsat Bermuda are not
impacted by this transaction (except for the name change of the
obligor). Moody's believes Intelsat noteholders' position in the
capital structure is, however, weakened by the new, structurally
senior layer of debt and also believes they could be further
weakened by future debt layering or exchanges.

Intelsat, headquartered in Bermuda, owns and operates a global
communication satellite system that provides capacity for voice,
video, networks services, and the Internet in more than 200
countries and territories.

New York
James Veneau
Vice President - Senior Analyst
Corporate Finance Group
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

New York
Andris G. Kalnins
Senior Vice President
Corporate Finance Group
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653


INTELSAT: S&P Rates $300M Rule 144A Senior Discount Notes 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' rating to
Zeus Special Subsidiary Ltd.'s senior discount notes due 2015,
which will initially yield $300 million of net proceeds. The
notes will be issued under Rule 144A with registration rights.
They will accrete for five years and then pay cash interest.
Parent Intelsat Ltd. will be the co-obligor.

The outlook on Intelsat was revised to negative from stable.
Ratings on the company (including the 'BB-' corporate credit
rating) and its affiliates were affirmed.

"The outlook revision is a direct result of the proposed note
issue," noted Standard & Poor's credit analyst Rosemarie
Kalinowski. "The revision reflects not only the increase in
absolute debt, but also a shift to a somewhat more aggressive
financial policy." The new notes will be used to repay preferred
stock issued by Intelsat's 100% owner, Zeus Holdings Ltd.

Proceeds from the new debt will remain at Zeus Special
Subsidiary Ltd. pending FCC approval of a reorganized corporate
structure. Upon FCC approval, the senior discount notes will
then become an obligation of Intelsat Bermuda Ltd. and the $650
million credit facility and $2.55 billion of senior unsecured
notes that currently reside at Intelsat Bermuda Ltd. will become
obligations of the newly created Intelsat Subsidiary Holding Co.
Ltd. The new Zeus Special Subsidiary Ltd. notes are rated two
notches lower than the corporate credit rating, reflecting that,
after the reorganization, these notes will be junior to all of
the debt at Intelsat Subsidiary Holding Co. Ltd. Pro forma for
the new discount notes issue, as of Sept. 30, 2004, debt to
EBITDA weakens slightly to 6.3x from 5.9x, while EBITDA coverage
of gross interest expense is in the low 2.0x area. In the event
that the FCC does not approve the reorganization, the discount
notes will be redeemed.

On Jan. 28, 2005, Zeus Holdings Ltd. completed its largely debt-
financed acquisition of Intelsat Ltd. Ratings on Intelsat
reflect the significant financial risk accruing from that
largely debt-financed acquisition, as well as the more
aggressive financial policy of its new owners. Business risk
concerns include mature industry growth prospects, excess
satellite capacity, competition from terrestrial fiber networks
in the channel product (point-to-point traffic), and potential
risk of satellite failure. These factors are somewhat mitigated
by the solid business risk characteristics of stable,
predictable cash flow from long-term contracts, limited
competition because of high barriers to entry and orbital slot
scarcity over key geographic areas, the essential nature of
satellite services to key customers (particularly government
agencies), and customer diversity. In addition, Intelsat's
global fleet of satellites enables it to accommodate the
multinational voice, data, and video needs of its solid customer
base.

Primary Credit Analyst: Rosemarie Kalinowski, New York (1) 212-
438-7841; rosemarie_kalinowski@standardandpoors.com



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

AES CORP.: Profitability Returns in 4Q04
----------------------------------------
The AES Corporation (NYSE:AES) reported Thursday strong results
for the fourth quarter and full year, with record annual
revenues of $9.5 billion. In the fourth quarter, net income
was$169 million and earnings were $0.26 per diluted share. This
compares to a loss of $443 million or $(0.71) per diluted share
in the fourth quarter of 2003. These results include favorable
adjustments related to the final disposition of discontinued
operations in the fourth quarter of 2004 versus write-downs on
discontinued businesses and impairment losses taken in the prior
year quarter. Income from continuing operations, which excludes
these adjustments, was $102 million or $0.16 per diluted share,
up substantially from $4 million or $0.01 per diluted share in
the prior year quarter.

Adjusted earnings per share for the fourth quarter were $0.21
compared to $0.11 last year. Adjusted earnings per share (a non-
GAAP financial measure) excludes from diluted earnings per share
from continuing operations the effects of gains or losses from
mark-to-market accounting related to derivatives, certain
foreign currency transaction gains and losses, significant
impacts from net asset disposals or impairments and early
retirements of recourse debt. See the attached Reconciliation of
Adjusted Earnings Per Share.

For the full year, AES reported net income of $395 million or
$0.61 per diluted share, compared to a loss of $(403) million or
$(0.67) per diluted share in 2003. Income from continuing
operations was $376 million or $0.58 per diluted share, compared
to $336 million or $0.56 per diluted share in 2003. Adjusted
earnings per share for the year were $0.74 compared to $0.56 in
2003.

"We had a strong quarter and a very good year overall. Once
again we met or exceeded our key financial goals," said Paul
Hanrahan, President and Chief Executive Officer. "Our focus on
improving our existing businesses resulted in improved earnings
quality and solid growth in revenue, gross margin and earnings.
We remain on track to meet our long-term annual earnings per
share growth rate of 13-19% through 2008."

Fourth Quarter Highlights

- Revenues increased 11% to $2,528 million, compared to $2,281
million in the prior year quarter.

- Gross margin was $709 million, a 10% increase from $644
million for the prior year quarter. Gross margin as a percent of
sales for the fourth quarter was 28.0% compared to 28.2% a year
ago.

- Income before taxes and minority interest increased to $235
million, or 231% compared to $71 million in the prior year.

- Net cash from operating activities was $459 million in the
fourth quarter of 2004.

- The net reduction in recourse debt was $318 million in the
quarter while the net increase in non-recourse debt was $391
million due to borrowings for new projects.

Fourth Quarter Segment Highlights

- Large Utilities revenues increased 11% to $1,009 million from
$913 million in 2003, driven primarily by higher tariff rates, a
shift in revenues towards residential customers and revenue
recovery of NOx compliance program costs. The impacts of foreign
currency translation were not significant in the quarter
compared to the prior year. Gross margin increased 30% to $248
million from $191 million in the prior year quarter,
attributable primarily to the higher tariffs. In addition, gross
margin as a percent of sales improved to 24.6% from 20.9% in the
prior year quarter largely driven by revenue gains and lower
fixed costs in our South American business.

- Growth Distribution revenues increased 16% to $350 million
compared to $303 million in the fourth quarter of 2003 due to
higher tariffs, favorable foreign currency translation impacts
and increased demand. Excluding the estimated impacts of foreign
currency translation, revenues would have increased
approximately 13% for the fourth quarter of 2004 versus the same
quarter in 2003. Gross margin declined to $28 million compared
to $42 million in the fourth quarter of 2003 while gross margin
as a percent of sales declined similarly to 8.0% from 13.9%.
These decreases were largely driven by a $16 million severance
charge for workforce restructuring taken in the fourth quarter
of 2004 by AES Sonel, our business in Cameroon, related to cost
and overhead reduction objectives.

- Contract Generation revenues increased 8% to $905 million from
$840 million in the fourth quarter of 2003, due primarily to
increased pricing, new projects on line and favorable foreign
currency translation effects. Excluding the estimated impacts of
foreign currency translation, revenues would have increased
approximately 6% for the fourth quarter of 2004 versus the same
quarter in 2003. Gross margin increased 4% to $378 million from
$364 million in the prior year quarter. Gross margin as a
percent of sales declined to 41.8% from 43.3% in the fourth
quarter of 2003 primarily due to higher plant dispatching rates
among our contracted businesses.

- Competitive Supply revenues increased 17% to $264 million from
$225 million in the fourth quarter of 2003, resulting from
higher realized prices, new projects on line, favorable foreign
currency translation effects and increased production volumes.
Excluding the estimated impacts of foreign currency translation,
revenues would have increased approximately 13% for the fourth
quarter of 2004 versus the same quarter in 2003. Gross margin
also increased 17% to $55 million from $47 million in the fourth
quarter of last year. Gross margin as a percent of sales
remained stable at 20.8% compared to 20.9% in the prior year
quarter.

Full Year Highlights

- Full-year revenues were $9,471 million, an increase of 13%
over $8,415 million in 2003. Excluding foreign currency
translation effects revenues increased 11% for the year.

- Gross margin was $2,768 million, an increase of $335 million
or 14% compared to 2003 reflecting positive contributions across
all four segments. Higher prices along with the contribution
from new projects drove the significant increase.  Less than 7%
of the $335 million increase can be attributed to foreign
currency translation effects. Gross margin as a percent of sales
also improved 30 basis points for the year to 29.2%.

- Interest expense declined 4% to $1,909 million compared to
$1,986 million in the prior year, reflecting the benefits of
financial restructuring and debt retirement, partially offset by
new project debt with longer maturities.

- Income before taxes and minority interest increased 38% to
$884 million, compared to $640 million in 2003.

- Net cash from operating activities was $1,568 million, or $8
million lower than 2003. In 2004, improved operating income was
partially offset by increased working capital related to
Eletropaulo's payments for outstanding payables from the period
prior to its debt restructuring.

- Maintenance capital expenditures were $507 million compared to
$542 million in 2003. Free cash flow (a non-GAAP financial
measure) defined as net cash from operating activities less
maintenance capital expenditures, was $1,061 million in 2004 vs.
$1,034 million in 2003.

- AES reduced total net debt in 2004 by $1,055 million,
including $787 million in recourse parent debt and $268 million
in non-recourse subsidiary debt.

- Fleet reliability continued to improve year-over-year. The
fleet's annual forced outage factor improved to 4.0% down from
4.6% in 2003.

2005 Earnings Guidance

AES expects 2005 diluted earnings per share of $0.76 with
adjusted earnings per share of $0.83. The difference is
attributable to expected effects from foreign currency
transaction, recourse debt retirement, and derivatives mark-to-
market accounting. The operating scenario underlying this
guidance assumes a number of market factors, including foreign
exchange rates, commodity prices, interest rates, tariff
increases, new investments, as well as other significant factors
which could make actual results vary from this guidance.
Additional guidance elements are presented in the company's 2004
Financial Review and 2005 Outlook presentation.

"We expect 2005 to be another good year for AES with a
continuing and persistent focus on improving the financial
performance of our businesses while looking selectively for
attractive growth opportunities," Hanrahan said. "In our
generation businesses we expect further improvements in
commercial availability and a continued effort to develop
platform extension opportunities at our existing businesses. In
our utilities businesses, we will continue to focus our efforts
on continued customer service enhancements, tariff and cost
management and reducing non-commercial losses. We expect to use
our substantial free cash flow to pay down debt and support new
growth projects such as our recently announced SeaWest
acquisition, our first wind business."

About AES

AES is a leading global power company, with 2004 sales of $9.5
billion. AES operates in 27 countries, generating 44,000
megawatts of electricity through 120 power facilities and
delivers electricity through 17 distribution companies. Our
30,000 people are committed to operational excellence and
meeting the world's growing power needs.

CONTACT: AES Corporation
         Media Contact
         Mr. Robin Pence
         Phone: 703-682-6552
                or
         Investor Contact
         Mr. Scott Cunningham
         Phone: 703-682-6336
         E-mail: media@aes.com.
         Web site: http://www.aes.com


AMBEV: Issues Notice Regarding Warrants
---------------------------------------
Companhia de Bebidas das Americas -- AmBev (NYSE:ABV)
(NYSE:ABVc) (BOVESPA:AMBV4) (BOVESPA:AMBV3) informs its
shareholders of recent events related to certain demands
regarding warrants issued by Companhia Cervejaria Brahma in
1996, which were later replaced by warrants issued by AmBev.

Such demands refer to the warrants' strike price, which AmBev
understands to be equivalent to R$915.95 per thousand common
shares and R$909.77 per thousand preferred shares. Those prices
have been calculated according to the criteria defined by two
decisions of the Colegiado da Comissao de Valores Mobiliarios --
CVM (the Board of the Brazilian Securities Exchange Commission).
Nevertheless, some warrant holders initiated a dispute on the
Sao Paulo and Rio de Janeiro Courts, contesting the proposed
prices. They argue that the definition of the strike price
should take into consideration the effect of the price of shares
issued by AmBev under its executives and employees Stock
Ownership Plan. Those disputes are disclosed in AmBev's
quarterly information reports for the three-month period ended
March 31, 2003 and June 30, 2003, as well as in the Company's
financial statements for the fiscal year ended December 31,
2003.

Until now, four decisions have been issued in Lower Courts in
favor of AmBev, in line with CVM's decision, rejecting the
strike price proposed by the holders. Three of these decisions
were issued in Rio de Janeiro and one in Sao Paulo (they relate
to warrants representing the subscription rights of 19.1 million
common shares and 560.1 million preferred shares). AmBev
presented counterclaims in the Courts of Rio de Janeiro
requiring that the holders involved in those demands exercise
the subscription rights at the prices disclosed by AmBev in
relevant notes published in March 03, 2003 and April 22, 2003,
in the amount equivalent to R$915.95 per thousand common shares
and R$909.77 per thousand preferred shares. Such counterclaims
were accepted by the Courts and there is not a superior Court
decision until now.

Recently, AmBev learned that a Lower Court of Sao Paulo
presented a decision accepting the claim of three other warrant
holders (which have the right to subscribe 7.2 million common
shares and 540.2 million preferred shares). The strike price
will be defined after the decision is liquidated. AmBev has not
yet been officially informed of this decision and, as soon as an
official notice is issued, the Company will appeal, confident
that CMV's ruling and the above-mentioned favorable decisions
will prevail.

Our investor web site has additional Company financial and
operating information, as well as transcripts of conference
calls. Investors may also register to automatically receive
press releases by email and be notified of Company presentations
and events.


CEMIG: Board Passes New Resolutions
-----------------------------------
The Board of Directors of Companhia Energetica de Minas Gerais
(CEMIG), in Meeting held February 2, 2005, 10:00 a.m., decided:

1. To authorize the signature of amendments to the consortium
constitution contracts of the Aimores, Funil, Porto Estrela,
Queimado and Igarapava hydroelectric power plants, assigning
Cemig's rights and obligations in relation to them to Cemig
Geracao e Transmissao S.A.

2. To submit to the Extraordinary General Meeting of
Stockholders to be held on 18 February 2005 the following
proposal:

a) To ratify the transfer, from Cemig to the wholly-owned
subsidiary Cemig Geracao e Transmissao S.A., of the debt
relating to the two issues of debentures subscribed by the State
of Minas Gerais, the proceeds of which were invested in the
construction of the Irape Hydroelectric power plant.

b) To ratify maintenance of the counter-guarantee offered by the
State of Minas Gerais to the Federal Government of Brazil for
the debt contracted by Cemig and payable to KfW and the Inter-
American Development Bank and for the debt arising from the
restructuring of the foreign debt which gave rise to the
Contract for Acknowledgment and Consolidation of Debt signed
under Resolution 98/1992, of the Brazilian Senate, transferred
to the wholly-owned subsidiaries Cemig Geracao e Transmissao S.A
and Cemig Distribuicao S.A.

c) To ratify the approval of the transfers which are the subject
of the Extraordinary General Meeting held on 30 December 2004,
the individual amounts of which are greater than or equal to 20
(twenty) times the minimum limit established by the bylaws for
authorization by the Board of Directors of Cemig.

3. To grant annual leave to the Chief Energy Generation and
Transmission Officer.

4. To grant annual leave to the Chief Planning, Projects and
Construction Officer.

5. To authorize closure of the Operational Agreement for the
Guilman-Amorim hydroelectric power plant.

6. To authorize signing of the Electricity Sale Chamber (CCEE)
Arbitration Convention.

CONTACT: Cemig - Companhia Energetica
         AV. Barbacenda 1200
         Bello Horizonte MG, 30161-970
         Brazil
         Fax: (0XX31) 299-4691
         Phone: (0XX31) 3299-4524



EMBRATEL: Directors Approve Capital Increase
--------------------------------------------
The Board of Directors of Embratel Participacoes S.A., in a
meeting held at the Company's headquarters on February 3,
reviewed the following AGENDA:

AGENDA:

(A) Approve a capital increase of the Company, within the limits
of the authorized capital; and

(B) Resignation and election of company management.

OPINION OF THE BOARD OF AUDITORS:

Initially, the Board Members were informed that the Board of
Auditors issued an opinion in favor of Company's management
proposal to a capital increase, which is transcribed as follows:

"After having examined the Company's management proposal, the
Board of Auditors has issued an opinion that favors the
Company's management proposal, under the following terms:

(i) increase the capital stock, which is currently
R$2,273,913,387.00 (two billion, two hundred seventy three
million, nine hundred thirteen thousand, three hundred eighty
seven reais), to up to R$4,096,713,387.00 (four billion, ninety
six million, seven hundred thirteen, three hundred eighty seven
reais), with an increase, therefore, of up to R$1,822,800,000.00
(one billion, eight hundred twenty two million, eight hundred
thousand reais), of which up to 157,658,651,441 (one hundred
fifty seven billion, six hundred fifty eight million, six
hundred fifty one thousand, four hundred forty one) in common
shares and up to 266,248,325,303 (two hundred sixty six billion,
two hundred forty eight million, three hundred twenty five
thousand, three hundred and three) in preferred shares, all of
them identical to the outstanding shares, at an issue price of
R$4.30 (four reais and thirty cents) per lot of one thousand
shares, through a private subscription by the current
shareholders; and

(ii) the maintenance by the Company of its decision to increase
the capital stock provided that the amount subscribed reaches
the minimum level of R$911,400,000.00 (nine hundred eleven
million, four hundred thousand reais).

DECISIONS:

The members of the Board of Directors unanimously approved the
resolutions below without restrictions:

(A) CAPITAL INCREASE OF THE COMPANY.

1. Following the decision taken on the Board Meeting on December
15, 2004 and having examined the company management's proposal
as well as the opinion of the board of auditors, the final terms
of the capital increase were approved, within the limits of the
authorized capital, of R$2,273,913,387.00 (two billion, two
hundred seventy three million, nine hundred thirteen thousand,
three hundred eighty seven reais), to up to R$4,096,713,387.00
(four billion, ninety six million, seven hundred thirteen, three
hundred eighty seven reais), with an increase, therefore, of up
to R$1,822,800,000.00 (one billion, eight hundred twenty two
million, eight hundred thousand reais), of which up to
157,658,651,441 (one hundred fifty seven billion, six hundred
fifty eight million, six hundred fifty one thousand, four
hundred forty one) in common shares and up to 266,248,325,303
(two hundred sixty six billion, two hundred forty eight million,
three hundred twenty five thousand, three hundred and three) in
preferred shares, all of them identical to the outstanding
shares, at an issue price of R$4.30 (four reais and thirty
cents) per lot of one thousand shares, for both classes of
shares of the Company, through a private subscription by the
current shareholders, with preemptive right being extended to
the holders of American Depositary Shares ("ADSs"), considering
the proposal presented by the management of the Company and the
justifications mentioned in item 2 below, as well as the
favorable opinion issued by the Board of Auditors. The Company
shall maintain its decision to increase the capital stock
provided that the subscription amount reaches a minimum level of
R$911,400,000.00 (nine hundred eleven million, four hundred
thousand reais).

2. The following reasons justify the capital increase:

(a) The Company intends to reduce its net debt levels and the
financial costs of its controlled company, Empresa Brasileira de
Telecomunicacoes S.A. - Embratel, through injection of funds to:

(i) redeem 35%, or US$96,250,000.00 (approximately
R$250,635,000.00), of the aggregate principal amount outstanding
under Embratel's US$275,000,000.00 (approximately
R$716,100,000.00) guaranteed notes due 2008. The guaranteed
notes bear interest at 11.0% per annum and mature in 2008. Under
the terms of the guaranteed notes, the redemption price would
equal 111% of the principal amount of the notes, which would
result in an aggregate redemption payment of US$106,837,500.00
(approximately R$278,204,850.00) plus accrued interest; and

(ii) pay short-term debt as it matures. Short-term debt, which
may be repaid with part of the proceeds from the offering or
with other funds, includes R$1,000,000,000.00 in commercial
paper issued by Embratel in Brazil in Reais, maturing in the
second quarter of 2005; and

(b) The Company intends to gain financial flexibility to fund
general working capital needs and capital expenditures. Proceeds
may be used for the acquisition of certain assets from the
controlling shareholder in Brazil, although no specific
transaction has been proposed.

3. The issue price will be of R$4.30 (four reais and thirty
cents) per lot of one thousand shares, for both classes of
shares of the Company. The issue price for the new common and
preferred shares was determined based on the share price of the
preferred shares on Bolsa de Valores de Sao Paulo ("BOVESPA"),
due to its high degree of liquidity, according to terms in
Article 170, paragraph 1, of Law No. 6.404 of December 15, 1976,
as amended ("Lei das Sociedades Anonimas"), and to CVM Advisory
Opinions No. 1 of September 27, 1978, and No. 5 of December 3,
1979. The determination of the issue price of the new shares to
be issued by the Company, based on what was proposed by the
company management, which was supported by studies and opinions
made by the financial advisors of the Company - Goldman Sachs &
Co., is a function of market conditions and is intended to
stimulate shareholder participation and to enable the formation
of a market price for the subscription rights. The issue price
represents (i) a discount of approximately 9% (nine percent) on
the volume weighted average closing price of the preferred
shares in the last thirty (30) trading days at BOVESPA; and (ii)
a discount of approximately 19% (19 percent) on the volume
weighted average closing price of the preferred shares in the
last sixty (60) trading days at BOVESPA.

4. The capital increase approved herein shall be done in
accordance with the following terms and conditions:

4.1. Record and Subscription List: Shareholders holding common
and preferred shares of the Company on February 16, 2005, shall
have preference in the subscription of the capital increase
decided herein, for shares identical to the shares held by them,
in the proportion of:

(i) 1.267668090 common shares of each common share held by them,
(ii) 1.267668090 preferred shares for each preferred share held
by them. Shareholders holding ADSs of the Company on February
22, 2005, shall have preference in the subscription of the
capital increase decided herein, for shares identical to the
shares held by them, in the proportion of;
(iii) 1.267668090 ADSs of each ADS held by them.

4.2. Ex-Rights Trading: Common and preferred shares or ADSs
acquired beginning on February 17, 2005 shall not entitle the
purchaser to the subscription right.

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

4.4. Period to Exercise the Subscription Right: (i) in the
Brazilian market: from February 22, 2005 to March 23, 2005, and
(ii) in the US market: from February 25, 2005 to March 21, 2005.

4.5. Manner of Payment: The shares shall be paid for in cash in
Brazilian currency at the time of subscription.

4.6. Procedure To Subscribe Remaining Shares:

(i) after the end of the exercise period of the preemptive
rights, shareholders who indicated an interest in their
subscription bulletins in subscribing for any leftover
unsubscribed shares shall have a period of three (3) business
days after the determination of the number of leftover shares to
subscribe for such leftover shares;

(ii) shares that remain unsubscribed after the first reoffering
round will again be reoffered to shareholders that have
indicated an interest in their subscription bulletins in
subscribing for any leftover unsubscribed shares. Shareholder
will have a period of 03 (three) business days after the
determination of the number of leftover shares from the first
reoffering round to subscribe for such unsubscribed shares;

(iii) the maximum number of shares (including shares in the form
of ADSs) to be allocated to each subscriber will be determined
by multiplying the total number of shares (including shares in
the form of ADSs) that were not subscribed by the percentage
calculated by dividing the number of shares (including shares in
the form of ADSs) subscribed by the subscriber by the total
number of shares subscribed (including shares in the form of
ADSs), provided that the maximum number of leftover unsubscribed
shares (including shares in the form of ADSs) to be allocated to
each subscriber will be calculated based on the results of the
first reoffering round. Each subscriber will have the right to
subscribe shares in the proportion described above, being sure
that, in order to determine the number of shares that each
subscriber will be allowed to subscribe of the leftover, it will
be applied the proportion that each subscriber has over the
total amount of leftover relative to each class of share. Each
subscriber will initially subscribe the leftover relative to the
shares identical to the share held by them, and, once this
leftover is concluded, the subscriber will subscribe the
remaining share classes, if necessary.

(iv) in addition, the Company management is authorized to decide
if any leftover unsubscribed shares, after two reoffering
rounds, shall be sold in an auction at BOVESPA, for the benefit
of the Company (article 171, paragraph 7, item "b" of Lei das
S.A.s), which auction, if necessary, will be held on April 18,
2005, or shall be allocated among the shareholders through
additional reoffering rounds.

4.7. Ratification: After subscribers effectively pay in the
capital increase approved herein, a new meeting of the Board of
Directors shall be convened to ratify the capital increase of
the Company.

4.8. Notice to the Shareholders: The Company will publish a
Notice to the Shareholders in a newspaper of wide circulation in
Brazil to communicate the capital increase approved herein and
the terms and conditions for the exercise of the preemptive
subscription rights.

4.9. F-3: In order to enable holders of ADSs holders traded in
the U.S. market to exercise preemptive rights to subscribe for
preferred shares in the capital increase, Company management
filed F-3 Registration Statement with the U.S. Securities and
Exchange Commission and shall make amendments to it to reflect
the terms and conditions approved herein.

4.10. Ratification: The Board of Directors ratifies all acts
taken to date by the Company's management with respect to the
capital increase approved herein.

(B) RESIGNATION AND ELECTION OF COMPANY MANAGEMENT.

5. ELECTION OF COMPANY VICE-PRESIDENT. As stated in the minutes
of the August 25, 2004 Board Meeting that took place at 16:15PM,
and in view of the fact that Mr. JOS FORMOSO MARTINEZ has met
all legal formalities with the Brazilian immigration authorities
and obtained the needed documentation to be eligible to be
elected to the title of VICEPRESIDENT, Mr. ISAAC BERENSZTEJN
presented his resignation to this title, which he had been
concomitantly occupying, along with the title of Financial
Director and Investor Relations Officer, until Mr. JOSE FORMOSO
MARTINEZ could have obtained the aforementioned documentation.
Therefore, the Board Members elected as VICEPRESIDENT of the
Company Mr. JOSE FORMOSO MARTINEZ, Mexican, married, engineer,
bearer of Registro Nacional de Estrangeiro (RNE) n.§ V405864-B,
bearer of CIC/MF under n.§ CPF: 059.557.727-07, resident and
domiciled in this City, with commercial address at Av.
Presidente Vargas, n.§ 1.012, Centro, Rio de Janeiro/RJ, who
will take office to the title he was elected within the
applicable legal term. The Director presented to the Company a
Disengagement Statement as to fulfill the requirements of
article 147,  1 and 2 of Law 6.404/76, shall remain in office
to fill out the 3-fiscal-year term of his predecessor, as
described in the Company's by-laws and in accordance with the
applicable law.

6. ELECTION OF THE VICE-CHAIRMAN OF THE BOARD OF THE DIRECTORS.
The Board unanimously elected Mr. JOSE FORMOSO MARTINEZ,
Mexican, married, engineer, bearer of Registro Nacional de
Estrangeiro (RNE) n.§ V405864-B, bearer of CIC/MF under n.§ CPF:
059.557.727-07, resident and domiciled in this City, with
commercial address at Av. Presidente Vargas, n.§ 1.012, Centro,
Rio de Janeiro/RJ, to the title of VICE-CHAIRMAN of the Board of
Directors. The Board member herein elected presented to the
Company a Disengagement Statement as to fulfill the requirements
of article 147,  1 and 2 of Law 6.404/76, shall remain in
office to fill out the 3-fiscal-year term of his predecessor, as
described in the Company's by-laws and in accordance with the
applicable law.

CONTACT: Embratel Participacoes S.A.
         Rua Regenta Feijo
         166 sala 1687-B Centro
         Rio de Janeiro, 20060-060
         Brazil
         Phone: 5521-519-6474
         Website: http://www.embratel.net.br



UNIBANCO: Board OKs Private Negotiation of UNITS in Treasury
------------------------------------------------------------
Uniao de Bancos Brasileiros S.A. ("Unibanco") and Unibanco
Holdings S.A. ("Unibanco Holdings") announce to the market that,
as they have obtained approval from the Brazilian Securities and
Exchange Commission ("CVM") to carry out private transactions
with UNITS held in treasury under the terms of the Stock
Purchase Option Plan - Performance ("Performance Plan"), the
Board of Directors of Unibanco has authorized that Unibanco:

1) May privately negotiate the UNITS held in treasury with
executives of UNIBANCO and its subsidiary companies in such a
way as to fulfill its obligations arising from the Performance
Plan; and

2) At the Officers discretion, may exercise its right of first
refusal to acquire the UNITS sold to executives under the
Performance Plan, and place such shares in its treasury.

As of this date - from the total amount of options that can be
exercised between January 21, 2005 and January 21, 2006 -
171,501 options for purchase of UNITS have been exercised, of
which 69,414 have been sold by the executives and acquired by
Unibanco, on the exercise of its preference rights.

CONTACT: Investor Relations
         Unibanco - Uniao de Bancos Brasileiros S.A.
         Ave. Eusebio Matoso 891
         15th floor - Sao Paulo, SP 05423-901
         Brazil
         Phone: (55 11) 3097-1980
         Fax: (55 11) 3813-6182
         E-mail: investor.relations@unibanco.com
         Web site: http://www.ir.unibanco.com



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


BANSI: S&P Releases Report on Ratings
-------------------------------------
Rationale

The ratings assigned to Bansi S.A. (B+/Stable/B) consider the
small size of the bank in the Mexican financial system as well
as strong concentration of the business within a small client
base, which includes related parties and the lack of
geographical diversification. The ratings are supported by the
general improvement of credit risk management, adequate
profitability and capitalization levels, and management's ample
knowledge of its market.

Bansi is categorized as a small bank within the Mexican banking
system, as it holds a small market share of 0.2% in terms of
loans. The bank operates basically in the State of Jalisco, a
competitive disadvantage given the geographic diversification of
stronger peers. In fact, despite the bank's efforts to penetrate
Mexico City's market, growth has remained shadowed by the strong
presence and long-term relationship that other banks have built
with their customers. In this sense, Standard & Poor's Ratings
Services expects Bansi to remain concentrated in the State of
Jalisco.

We consider the bank's concentration within a small client base
as a major risk. In this context, the default of a single
customer has a significant impact on asset quality indicators.
Related parties-while within regulatory limits-are also an
important component of Bansi's loan portfolio, some of which
have already been problematic, and have been restructured,
further enlarging asset quality concerns.

After a period of continued problem loans, the bank focused on
improving credit risk policies and enforcing collecting
procedures, sacrificing loan growth. The application of these
measures has been successful, and asset quality deterioration
has been contained. At year-end 2004, past-due loans represented
2% of total loans, due to both the decrease of nonperforming
loans (NPLs) and the rebound of lending activities. Reserve
coverage stands at 4x, an adequate level considering the
inherent risks of the loan portfolio.

The rebound in lending activities started in 2003, together with
the increase of noninterest income-especially trading gains,
which represent 12% of total revenues-has resulted in the
recovery of profitability levels. Nevertheless, absent previous
trading activity that brought important gains to the bank before
2001, profitability is not expected to reach levels obtained in
the past. Efficiency is considered an area of opportunity for
the bank, since noninterest expense is still high (60% of
revenues), considering that Bansi operates mainly through two
branches and is focused on electronic distribution. At December
2004, profitability was 1.8%. Adjusted equity to assets of 22%
is considered adequate, viewed from the context of asset
concentrations.

Although the bank's activities are limited in comparison to
those of larger banks, it has been consistently well focused on
a market niche of small and middle-market companies and high-
income individuals, helping its market penetration. Management's
knowledge, experience, and business contacts in the area have
helped Bansi increase its customer base.

Outlook

Like other banks in the system, Bansi faces a difficult
operating environment, characterized by strong competition from
larger players. Although the bank has followed prudent risk
management strategies, a decrease of single-customer exposures
and the reduction of related party lending would be welcome.
Management faces important challenges, such as maintaining NPLs
and reducing operating costs while increasing its loans and
deposit base. The bank's performance is not expected to change
significantly going forward.

Primary Credit Analyst: Angelica Bala, Mexico City (52) 55-5081-
4405; angelica_bala@standardandpoors.com



=======
P E R U
=======

NII HOLDINGS: Joins Bidding for Peru Mobile Band
------------------------------------------------
NII Holdings, one of the world's leading providers of fully
integrated wireless communication services, will bid for Peru's
fourth mobile phone band, says M2 Presswire. Peru's Proinversion
privatization agency is expected to reveal the pre-qualified
companies participating in the auction on March 16. The contract
will be awarded on April 1.

The band up for auction will help boost the Company's position
in Peru's mobile market. The mobile market is on the upswing
with subscriber growth growing from just 36,000 users in the
early 1990's to over 3.8 million users in 2004.

CONTACT: NII Holdings
         10700 Parkridge Blvd.
         Suite 600
         Reston, VA 20191
         USA
         Phone: 703-390-5100

         Website: http://www.nextelinternational.com



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

EDC: Reports Bs.4.6 Bln Loss In 2004
------------------------------------
C. A. La Electricidad De Caracas (EDC) Announced Its
Consolidated Results For The Fourth Quarter And Year End 2004.
For the fourth quarter, EDC recorded a net profit of Bs. 42.1
billion, with Operating Revenue of Bs. 327.6 billion while
EBITDA stood at Bs. 164.6 billion with an EBITDA margin of
50.2%.

HIGHLIGHTS

- The Operating Revenue during the year amounted to Bs. 1,257.9
billion.

- EBITDA for the year 2004 stood at Bs. 647.1 billion with an
EBITDA margin of 51.4 %.

- The net loss for the year totaled Bs. 4.6 billion.

- On October, EDC placed notes for US$ 260 MM for 10 years in
the international markets to pre pay external debt for US$ 133.8
MM.

- Total debt at the end of the year was US$ 780 MM.

- The merger of CALEV and ELEGGUA with EDC became effective on
December 30.

- EDC paid an extraordinary dividend of Bs. 15.28 / share on
December 16, 2004.

- Cadivi authorized payment of extraordinary dividends, in
dollars (as a result of the September 28, 2004 dividend payment
of Bs. 36.65 /share) to ADS shareholders at the official rate of
Bs. 1,920 per US$, for a total amount of US$ 52.4 MM.


EXTERNAL FACTORS (*)

- Accrued inflation at the end of the year stood at 19.2%.
Whereas quarterly inflation amounted to 3.9% (down 143 bps from
2003).

- The Wholesale Price Index (WPI) increased by 22,45% in 2004.

- Accrued devaluation in 2004 was 20% (Bs.1,920/US$).

- The GDP for the 2004 increased by 18.4%. (**)

- The average unemployment rate at the end of December stood at
10.9%

* Source: BCV and INE
**Estimation from Metroeconomica.


During 2004, Operating Revenue totaled Bs. 1.26 trillion, down
1.6% from 2003. This is the result of a tariff lag with respect
to the year's inflation rate, as well as a drop in energy sales
to the National Interconnected System (NIS) due to the recovery
of Guri Dam water levels. The decrease in the Operating Revenue
was offset by a 2.8% increase in electricity demand in the
service area.

Operating Revenue in the fourth quarter of 2004 stood at Bs.
327.6 billion, which represents a 4.6% decrease compared to the
fourth quarter 2003. This is in spite of a 0.2% increase in
energy demand in the service area for the quarter and the
initiatives carried out by the recently created Losses
Coordination Unit. This Unit reversed the upward trend of the
indicator for monthly Energy losses, recovering 103.6 GWh during
the quarter.

Operating Expenses (without depreciation) for 2004, totaled Bs.
610.8 billion, increasing by 3.9% with respect to 2003. This
upward trend is mainly due to the following:

a) An increase in employee labor expenses due to the application
of the second phase of the salary increase agreed upon in the
2003 Collective Bargaining Agreement;

b) An increase in expenditures in municipal taxes for energy
sales proportional to the 2.8% increase in energy demand for
2004;

c) A 39.7% increase in fuel prices. The impact of this was
however partially offset by savings obtained as a result of the
agreement with EDELCA to purchase hydroelectric energy. Savings
were obtained both in fuel consumption and the operating
expenses of power facilities.

Total Operating Expenses (without depreciation) during the
fourth quarter of the year 2004, increased by 1.9% with respect
to the same quarter in 2003. This increase was in part offset by
the cost reduction plan that is currently underway.

The EBITDA for 2004 stood at Bs. 647.1 billion, down 6.4% with
respect to 2003, this was the result of both, the 1.6% decrease
in the Operating Revenue and 3.9% increase in Operating
Expenditures. The EBITDA represents 4.8 times the interest
expenses.

The EBITDA Margin for the year stood at 51.4%, down 260 bps
compared to 2003. The EBITDA and EBITDA Margin for the fourth
quarter of 2004 stood at Bs. 164.6 billion and 50.2%
respectively.

The Integral Cost of Financing for 2004 increased by Bs. 25
billion (13.2%) from 2003. This was due to the decrease of: a)
49.3% in the monetary balance (because inflation was 790 bps
lower than in 2003), and b) the passive monetary position as a
result of debt amortization and early payment of external loans.
This increase was offset by: a) The interannual reduction of
interest rates and financial expenses by 22%, due to lower local
active interest rates and b) A net exchange gain of 14.6% with
respect to 2003, due to the efficient usage of hedge
instruments, that eased the devaluation effects.

During 2004 EDC could not completely offset the effects of the
currency devaluation (20% compared to US$) and the increase in
operating expenses, even though a costs reduction plan had been
undertaken by Management. The tariff lag in 2004 had an impact
on the company's financial results for the exercise ending in
December 2004. This produced a Net Loss of Bs. 4.6 billion.

This is part of the refinancing strategy started by the company
to improve the debt maturity profile.

In the fourth quarter a Net Income of Bs. 42.1 billion was
recorded. This is 48.9% lower than the income obtained in the
same quarter in 2003. This reduction was partially due to early
additional charges resulting from the early payment of foreign
loans.

Dividends

On December 16, 2004, a extraordinary dividend of Bs.
15.28/share (Bs. 764 by ADS) was paid in cash. This payment was
made to shareholders registered as of December 08, 2004. During
2004 the total dividends paid per share reached 64.78 Bs. (Bs.
3,239 by ADS).

Merger CALEV-ELEGGUA with EDC

On December 30, 2004 the merger of affiliates C.A. Luz El,ctrica
de Venezuela and C.A. Electricidad de Guarenas and Guatire with
C.A. La Electricidad de Caracas became effective.

This merger was agreed upon in response to the separation of
activities and was presented to the Ministry of Energy and Mines
to comply with the stipulations of the Organic Law for
Electrical Service (LOSE).

SUMMARY OF FINANCIAL STRATEGY

The year 2004 ended with a financial debt of US$ 780 MM, showing
an increase of US$ 116 MM with respect to 2003. This variation
is the consequence of placing new Notes for US$ 260 MM on the
market on October 28, headed by ABN Amro. These notes have 10
years to maturity and yield 10.25%. The resources obtained by
placing ABN Notes were used during the fourth quarter to make an
early payment on existing short-term debts for a total of US$
133.8 MM. This early payment program will be continued
throughout the first quarter of 2005.

During the first semester of 2004, a Syndicated Loan for Bs. 200
billion (US$ 104 MM) was approved as well as a loan from ABN
Amro Bank for US$ 50 MM.

These financing arrangements increased the average life of the
debt to 4.18 years, significantly improving with respect to
2003.

The average weighted cost of the debt for 2004 was 10.33% for
the total debt, 8.46% for foreign currency debt, and 16.88% for
local currency debt.

Financial leverage (Debt/Equity) stood at 51.0%.

Generation

At the end of 2004, the net energy generated in our power
facilities totaled 10,354 GWh, a 14.9% decrease from 2003. In
the fourth quarter of 2004, net energy amounted to 2,233 GWh,
34.7% down from 2003. This is a result of the recovered Guri Dam
water levels, which caused a reduction
in thermoelectric production.

Through an agreement with EDELCA to purchase hydroelectric
energy, EDC bought 859 GWh from the NIS to satisfy the totality
of the demand in our service area. This led to cost reductions
resulting from decreased use of the generating units and reduced
Fuel-Oil #6 consumption.

Transmission and Distribution

During 2004, the total energy consumed by the transmission and
distribution system amounted to 11,461 GWh, accounting for an
inter-annual increase of 4.5%. Whereas, in the fourth quarter,
the energy entering in the system amounted to 2,976 GWh, with a
3.2% increase from 2003.

Retail

EDC continues to adapt to our customers' needs with the
incorporation of 5 new payment locations. Our Customer Service
Network consists of 94 collections counters in Authorized
Agencies, 10 commercial offices and more than 400 bank agencies
available for online payment. Among the most significant
achievements for the fourth quarter are:

- Reading estimates were reduced to 5.40%.

- Reduction in tolerance limits for validating readings and
amounts invoiced (quality testing).

- Processing of low-tension meters with Consumption, recovering
over 14 GWh.

- Elimination of over 8.300 disconnected meters without
consumption, resulting in savings on tax payments.

- Reduction of non-invoiced Supplies to 9 of every 10.000.

Overall collections effectiveness stood at 101% at the closing
of the fourth quarter of 2004. This indicator closed at 98% for
private sector accounts and 115% for public sector accounts.

The EDC accounts receivables turnover for the closing of the
fourth quarter of 2004 was 2.13 months compared to 2.42 in
December 2003. This improvement was the effect of positive
collections results from the public sector thanks to the
Agreement to Reduce Government Debt.

Agreement to Honor the Government Debt

On July 28, 2003, EDC signed an agreement to offset the accounts
receivable belonging to the government with the accounts payable
owed to Petr˘leos de Venezuela, S.A. PDVSA. As of December 31,
2004, the company has offset Bs. 47.7 billion. As a result, the
government has paid off the total balance stipulated in the
aforementioned Agreement.

EDC Share

The share experienced a 13.6% increase in value in 2004 closing
at Bs. 499.9. This increase is partially due to the merger of
ELEGGUA and CALEV with EDC, and to the distribution of
extraordinary dividends throughout 2004. Investor return for the
period, including dividends, was 28.34%

Market Capitalization

Market capitalization amounted to US$ 827 MM, down 5.3% from
December 2003. This decrease is due to the 20% devaluation of
the Bolivar relative to the US$ during 2004. Nevertheless, the
share price increased by 13.6% during this period.

The results presented in this report have not been audited and
were derived according to the Generally Accepted Accounting
Principles currently in force in Venezuela for companies whose
securities are registered with the Venezuelan Securities
Commission and according to the International Accounting
Standards.

These results have been adjusted to reflect the effects of
inflation following the aforementioned accounting standards and
are presented in constant bolivars as of December 31, 2004.

As of December 2004, the exchange rate was 1,920.00 bolivars per
US dollar and the average exchange rate for the year was
1,886.38 bolivars per US dollar. The Consumer Price Index (1997
base year) for the end of December, 2004, was 459.65 and the
average Consumer Price Index for the January-December 2004
period was 428.73.

C.A. La Electricidad de Caracas y Compa¤Ħas Filiales (EDC) is an
affiliate of The AES Corporation (AES). EDC provides electricity
mainly to the Caracas Metropolitan Area and is the largest
private utility in Venezuela. Each share of EDC is transacted in
the Bolsa de Valores de Caracas (Caracas Stock Exchange). EDC
American Depositary Receipts (ADRs) are dealt in the U.S. "over-
thecounter" market under "ELDAY."

AES is a leading global power company, with 2004 sales of $9.5
billion. AES delivers 45,000 megawatts of electricity to
customers in 27 countries through 113 power facilities and 17
distribution companies. Our 30,000 people are committed to
operational excellence and meeting the world's growing power
needs.

CONTACT:  EDC
          Av. Vollmer, Torre Central, Piso 17
          San Bernardino 1010-A
          Caracas, Venezuela
          58-212-502-3535
          58-212-502-2500
          Fax: 58-212-576-4931 / 502-3972
          INVESTOR RELATIONS: edcinversionistas@aes.com


PDVSA: NB Power Drops $2B Lawsuit
---------------------------------
Canadian energy company NB Power has dropped its lawsuit against
Venezuela's state-owned oil company Petroleos de Venezuela S.A.
(PDVSA) in what NB Power President David Hay called a "strategic
decision."

The New Brunswick problem-plagued electric utility announced a
year ago that it would sue PDVSA for US$2 billion dollars after
it backed out of an arrangement to supply Orimulsion. It's a
relatively inexpensive fuel, which NB Power wanted to burn at
the Colson Cove generating station near Saint John.

But on Tuesday, Hay told an all-party committee of the
legislature that he put the lawsuit aside in the hopes of
working out a settlement instead.

"The conclusion that I would draw is that we had a lawsuit that
we decided, strategically, to put on the side table - to show
our teeth - yet to be able to negotiate on a more friendly
basis," Hay said.

The NB executive said he was involved in negotiations with the
Venezuelans just recently. The matter is still unresolved.
However, Hay said NB Power has the option of re-starting the
lawsuit if it needs to.


SIDOR: Tenaris Exercises Convertible Debt Option
------------------------------------------------
Tenaris S.A. (NYSE:TS) (BCBA:TS) (BMV:TS) (BI:TEN), announced
Thursday that Ylopa - Servicos de Consultadoria Lda. (Ylopa), an
associated company in which Tenaris holds a 24.4% interest, has
notified Consorcio Siderurgia Amazonia Ltd. (Amazonia), another
associated company, that it has elected to convert its
outstanding subordinated loan with Amazonia into equity. Ylopa
was formed by those Amazonia shareholders who elected to
contribute additional funds in connection with Sidor's and
Amazonia's debt restructuring in June 2003, and the conversion
announced Thursday is contemplated under the agreements
governing such restructuring.

As a result of this conversion and the subsequent proportionate
transfer of the Amazonia shares to Tenaris, Tenaris's
participation in Amazonia will increase to 21.2% from 14.5%,
thereby increasing its indirect participation in Sidor to 12.6%
from 8.7%. In addition, Tenaris will record a one-time gain of
US$71.0 million in respect of its indirect equity participation
in Sidor in the fourth quarter of 2004. This gain reflects the
difference between the value of the shares that will be acquired
pursuant to the conversion and the value of the loan that is to
be converted and will be additional to any other gains or losses
that it may record during the quarter in respect of this
participation.

Amazonia holds 59.7% of the shares of Sidor, the leading steel
company in Venezuela, which produced 3.4 million tons of steel
products in 2004. The remainder of the shares of Sidor are held
by the Venezuelan government and Sidor's present and former
employees.

Tenaris is a leading global manufacturer of seamless steel pipe
products and provider of pipe handling, stocking and
distribution services to the oil and gas, energy and mechanical
industries and a leading regional supplier of welded steel pipes
for gas pipelines in South America. Domiciled in Luxembourg, it
has pipe manufacturing facilities in Argentina, Brazil, Canada,
Italy, Japan, Mexico, Romania and Venezuela and a network of
customer service centers present in over 20 countries worldwide.




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Copyright 2005.  All rights reserved.  ISSN 1529-2746.

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