TCRLA_Public/050210.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

          Thursday, February 10, 2005, Vol. 6, Issue 29



COOPERATIVA DE VIVIENDA: Gears for Reorganization
DELTAGRO S.A.: Hopes to Reorganize, Avoid Bankruptcy
DISCO: Must Operate Separately From Jumbo Chain
GONZALEZ HERMANOS: Declared Bankrupt by Court
PETROBRAS ENERGIA: Reports Sales Volumes & Average Prices

RABBIONE SU TRANSPORTE: Liquidating Assets to Pay Debts
ROTOMPLAST S.A.: Enters Bankruptcy on Court Orders
SULADESO S.A.: Begins Liquidation on Court Orders
* ARGENTINA: Italian Banks to Fund Lawsuits Challenging Plan


FOSTER WHEELER: To Build Import-Export Facility for TNK-BP  
INTELSAT: Fitch Lowers, Removes Ratings
LINES OVERSEAS: Requests Stay of Judge's Order


EMBRATEL: Names New Vice-President  
NET SERVICOS: Opens Exchange Offer for Existing Notes

C O S T A   R I C A

ICE: Could Offer 600,000 New GSM Lines in October   


AIR JAMAICA: Enhances Plane Maintenance Program  


AOL LATIN AMERICA: To Move Away From Access Business   
BALLY TOTAL: Audit Committee Finds Multiple Accounting Errors
BALLY TOTAL: Hires David Reynolds as Controller
CEESP: Legislators Must Focus on Passing Reforms
CINTRA: Board OKs Separate Sale of Aeromexico and Mexicana

HYLSA: S&P Issues Ratings Report
MINERA AUTLAN: Secures $25M Credit Line With Germany's WestLB


EMPRESAS LUCCHETTI: Loses to Peru in Long-Standing Dispute
* PERU: To Present Formal Debt Proposal to Paris Club March 15


UTE: Board to Meet This Week to Discuss Tariff Hikes


PDVSA: Still Reeling From the Effects of 2002-2003 Strike
PDVSA: Oil Spill Investigation Continues   

     -  -  -  -  -  -  -  -                            


COOPERATIVA DE VIVIENDA: Gears for Reorganization
Court No. 23 of Buenos Aires' civil and commercial tribunal
issued a resolution opening the reorganization of Cooperativa de
Vivienda Credito y Consumo Lider Ltda, reports Infobae.

This pronouncement authorizes the Company to begin drafting a
settlement proposal with its creditors in order to avoid
liquidation. The reorganization further allows the Company to
retain control of its assets subject to certain conditions
imposed by Argentine law and the oversight of a court appointed

Mr. Anibal Daniel Ozuna will serve as trustee during the course
of the reorganization. He will be validating creditors' proofs
of claims until April 4. The Company will present the completed
settlement proposal to its creditors during the informative
assembly scheduled on December 15.

CONTACT: Mr. Anibal Daniel Ozuna
         Mercedes 3259
         Buenos Aires

DELTAGRO S.A.: Hopes to Reorganize, Avoid Bankruptcy
Court No. 7 of Buenos Aires' civil and commercial tribunal is
currently reviewing the merits of a petition to reorganize
submitted by Deltagro 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

Clerk No. 14 assists the court with the proceedings.

CONTACT: Deltagro S.A.
         Avda Cordoba 315
         Buenos Aires

DISCO: Must Operate Separately From Jumbo Chain
Argentina's antitrust authority, the National Commission for
Defense of Competition, ordered supermarket chains Disco and
Jumbo last month to operate as separate companies, reports Dow
Jones Newswires,

Disco is a unit of Royal Ahold NV, which was sold to Jumbo's
owner, Chilean retailer Cencosud SA, in November.

According to an Ahold representative, the Argentine regulator
issued the order to comply with a bureaucratic requirement to
follow an identical ruling from a federal judge in Mendoza

The Ahold source said nothing should change as a result of the
rulings from the Mendoza court and the antitrust authority
because Disco and Jumbo are already operating separately.

Cencosud bought an 84.75% stake in Disco through its Jumbo unit
and the funds were deposited in escrow. According to Dow Jones,
those funds haven't yet moved because of the court ruling in
Mendoza, which blocked the Disco sale on a lawsuit from a
provincial rural association. Ahold said in November that the
remaining 15.19% would be acquired "as soon as it is legally

Ahold and Cencosud filed an appeal to the court decision in
early December. Later that month, the appeals court rejected
that appeal. Ahold appealed again, but there has been no further
ruling from the court.

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:

         DISCO S.A.
         Larrea 847, Piso 1
         1117 Buenos Aires, Argentina
         Phone: +54-11-4964-8000
         Fax: +54-11-4964-8076
         Home Page:

GONZALEZ HERMANOS: Declared Bankrupt by Court
Gonzalez Hermanos S.R.L. is now "Quiebra" - meaning bankrupt,
says Infobae. Court No. 16 of Buenos Aires' civil and commercial
tribunal decreed the Company's bankruptcy and appointed Mr. Jose
Miras as trustee.

The court, which is aided by Clerk No. 32, will conclude the
bankruptcy process by liquidating its assets to repay creditors.

CONTACT: Gonzalez Hermanos S.R.L.
         Piedras 1841
         Buenos Aires

         Mr. Jose Miras, Trustee
         Paraguay 1307
         Buenos Aires

PETROBRAS ENERGIA: Reports Sales Volumes & Average Prices
Petrobras Energia Participaciones S.A. (MERVAL: PBE, NYSE: PZE),
controlling Company of Petrobras Energia S.A. (Buenos Aires:
PESA), announces sales volumes and average prices of the main
products marketed by Petrobras Energia S.A.

Volumes and net average prices of the main products marketed are
presented on these tables:

Petrobras is headquartered in the city of Rio de Janeiro, and
has offices and administration managers in major Brazilian
cities, such as Salvador, Brasilia and Sao Paulo.

CONTACT: Petrobras Energia Participaciones S.A.
         Edificio Perez Companc
         Maipu 1
         Buenos Aires, C 1084 ABA
         Phone: 54-11-4344-6000

RABBIONE SU TRANSPORTE: Liquidating Assets to Pay Debts
Buenos Aires-based Rabbione Su Transporte S.A. will begin
liquidating its assets following the bankruptcy pronouncement
issued by Court No. 1 of Buenos Aires' civil and commercial

The ruling places the Company under the supervision of a court-
appointed trustee who will oversee management prior to

CONTACT: Rabbione Su Transporte S.A.  
         Monasterio 269/271
         Buenos Aires
         Phone: (54) - (11) - 49424456

ROTOMPLAST S.A.: Enters Bankruptcy on Court Orders
Court No. 3 of Buenos Aires' civil and commercial tribunal
declared Rotomplast S.A. bankrupt after the Company defaulted on
its debt payments. The order effectively places the Company's
affairs as well as its assets under the control of court-
appointed trustee Rosa Gerscovich.

As trustee, Ms. Gerscovich is tasked with verifying the
authenticity of claims presented by the Company's creditors. The
verification phase is ongoing until February 25.

Following claims verification, the trustee will submit the
individual reports based on the forwarded claims for final
approval by the court on April 11. A general report will also be
submitted on May 23.

Infobae reports that Clerk No. 5 assists the court on this case,
which will end with the disposal of the Company's assets in
favor of its creditors.

CONTACT: Ms. Rosa Gerscovich, Trustee
         Tucuman 540
         Buenos Aires

SULADESO S.A.: Begins Liquidation on Court Orders
Suladeso S.A. of Buenos Aires will begin liquidating its assets
after Court No. 23 of the city's civil and commercial tribunal
declared the Company bankrupt. Infobae reveals that the process
will commence under the supervision of court-appointed trustee
Hugo Oscar D. Ubaldo.

The trustee will review claims forwarded by the Company's
creditors until March 23. After claims verification, the trustee
will submit the individual reports for court approval on May 6.
The general report submission will follow on June 21.

Clerk No. 45 assists the court on this case.

CONTACT: Suladeso S.A.
         Virrey Aviles 3465
         Buenos Aires

         Mr. Hugo Oscar D. Ubaldo, Trustee
         A. Alsina 1535
         Buenos Aires

The reorganization of Supermercados Parada Canga S.A. has been
concluded. Information provided by Infobae on its Web site
indicated that the process was concluded after Court No. 9 of
Corrientes' Civil and Commercial tribunal homologated the debt
agreement signed between the Company and its creditors.

* ARGENTINA: Italian Banks to Fund Lawsuits Challenging Plan
Angered by Argentina's approach to restructuring its defaulted
international bonds, Italian banks will fund lawsuits
challenging the indebted government's debt plan, reveals

"If there should be legal action, the Italian banking system
would cover the costs," Nicola Stock, who represents 450,000
Italian bondholders, was quoted as saying on Tuesday.

A spokesman for Italy's banking association, ABI, confirmed that
the banks would support the lawsuits.

Italian banks have sold clients more than US$14 billion of
Argentine bonds. Argentina is offering to swap US$81.2 billion
of defaulted debt at about 25 cents on the dollar. The
government, which defaulted in late 2001, opened the offer Jan.
14 and is set to close it Feb. 28.

Argentina needs to get at least two-thirds of creditors to
accept the offer for the International Monetary Fund to consider
the exchange a success and begin lending again to the
government, said analysts such as Pablo Morra at Goldman, Sachs
& Co.

According to two news agencies designated to receive a weekly
update on the progress of the six-week debt exchange as part of
a requirement by Italian securities regulator Consob, the face
value of old bonds tendered as of Feb. 4 was US$34.65 billion.
Italian news agency, ANSA, said this information is based on
statement by the Argentine government citing data from the
global exchange agent, the Bank of New York.

The figure amounts to 42.3% of the total US$81.8 billion in face
value defaulted debt eligible for the exchange.

The Feb. 4 cut-off date was considered important because it
marks the end of a three-week period in which small bondholders
got preferential treatment. During this period, holders of bonds
worth less than US$50,000 got priority access to the offer's
limited issue 35-year par bonds, which carry no reduction in
principal. Some US$10 billion of those bonds will be offered in
total, a figure that will rise to US$15 billion if overall
acceptance rates rise to 70%.


FOSTER WHEELER: To Build Import-Export Facility for TNK-BP  
Foster Wheeler Ltd. (OTCBB: FWHLF) announced Tuesday that its UK
subsidiary Foster Wheeler Energy Limited has been awarded a
concept selection study contract by TNK-BP for an oil and oil
products import and export facility, including a marine
facility, tankage and rail unloading terminal at Ust-Luga in the
Gulf of Finland. The terms of the award were not disclosed. The
project will be included in the Company's fourth-quarter
bookings for 2004.

"Foster Wheeler is delighted to be awarded this contract by
TNKBP," said Steve Davies, chairman and chief executive officer
of Foster Wheeler Energy Limited. "This success builds on Foster
Wheeler's good relationship with TNK-BP, and reinforces our
strong position in both oil and gas and in doing business in

"Using our wealth of oil and gas experience and technical
expertise, we will work closely with TNK-BP to identify and
evaluate a range of options, and so develop a design which
maximizes the value of the project to TNK-BP and its other
stakeholders," added Malcolm Harrison, divisional director, of
the Foster Wheeler Oil & Gas Division.

"Foster Wheeler is a quality company with a first-class
reputation in oil and gas," commented Dan Warden, director of
project appraisal, infrastructure and projects technology, TNK-

Foster Wheeler's scope of services will include the evaluation
of options for capacity and operations criteria, cost estimating
and outline design of the selected option, and liaison with
third- party design institutes and officials in connection with
overall master planning, railway expansion and port interfaces.

The study is scheduled for completion in the first quarter of

About Foster Wheeler

Foster Wheeler Ltd. is a global company offering, through its
subsidiaries, a broad range of design, engineering,
construction, manufacturing, project development and management,
research and plant operation services. Foster Wheeler serves the
refining, upstream oil and gas, LNG and gas-to-liquids,
petrochemical, chemicals, power, pharmaceuticals, biotechnology
and healthcare industries. The corporation is based in Hamilton,
Bermuda, and its operational headquarters are in Clinton, New
Jersey, USA.

CONTACTS: Foster Wheeler Ltd.
          Ms. Maureen Bingert
          Phone: 908-730-4444

          Ms. Anne Chong
          Phone: +44 (0) 118 913 2106

          Other Inquiries
          Phone: 908-730-4000

          Web site:

INTELSAT: Fitch Lowers, Removes Ratings
Fitch Ratings has downgraded and removed from Rating Watch
Negative the ratings of Intelsat, Ltd. (Intelsat) and its wholly
owned subsidiary, Intelsat (Bermuda), Ltd. (Intelsat Bermuda)
following the issuance of $478.4 million ($305.2 million gross
proceeds) of senior discount notes at an intermediate subsidiary
currently named Zeus Special Sub Ltd. (Zeus). Intelsat's Rating
Outlook is Stable. Fitch has also initiated a rating of 'B-' on
the new Zeus senior discount notes. The rating actions are as

Intelsat, Ltd.

--Senior unsecured notes to 'CCC+' from 'B-'.

Zeus Special Sub Ltd.

--Senior unsecured discount notes initiated at 'B-'.

Intelsat (Bermuda), Ltd.

--Senior unsecured notes to 'B' from 'B+';

--Senior secured credit facilities to 'BB-' from 'BB'.

The Stable Rating Outlook reflects the prospects for stable
revenues from its lease backlog and the expected resulting free
cash flow offset by a very competitive operating environment and
ownership by an investment group.

Fitch's rating action affects about $4.9 billion of existing

The new Zeus notes were issued by a newly formed intermediate
subsidiary placed between Intelsat and Intelsat Bermuda. This
ranks the new issue as structurally senior to the Intelsat
senior notes and structurally junior to all of the debt at
Intelsat Bermuda.

The 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.
When cash accrual on the notes begins in 2010, the annual cash
interest payment will be approximately $44.3 million. Fitch's
ratings not only reflect the overall increased leverage in the
consolidated capital structure but also reflect Intelsat's
possible need to increase capital spending at about the same
time as the new Zeus senior discount notes go cash pay.

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

LINES OVERSEAS: Requests Stay of Judge's Order
Lines Overseas Management (LOM) and its Managing Director Scott
Lines have filed a request for a stay with a US District Court,
regarding an order to comply with four subpoenas issued by the
Securities and Exchange Commission in connection with two
separate investigations of alleged securities fraud.

The Royal Gazette recalls that Magistrate Judge Alan Kay of the
U.S. District Court for the District of Columbia last month
ordered the Bermuda-based Company and its managing director to
comply with the subpoenas.

In addition, Judge Kay ordered LOM and Mr. Lines to follow-up
the submission of documents by appearing before the SEC in
Washington, D.C. to give testimony on all matters.

But late last month, LOM applied for the stay as it seeks a
review of Judge Kay's order. Lawyers for LOM and Mr. Lines said
in their joint application that they are entitled to the stay on
the basis that "they are likely to succeed [in having the
Judge's decision overturned] on their merits of their claims".

They argue that Judge Kay's order suffers from "numerous fatal
deficiencies" which include his failure to "provide a reasoned
explanation for his decision to resolve a number of disputed
factual issues against the respondents".

LOM lawyers also call his ruling regarding personal jurisdiction
"enormously and erroneously broad, in that it would subject any
foreign broker-dealer that executes trades in the US markets to
the full scope of the SEC's regulatory authority, as well as
subject Scott Lines to the Court's authority based solely on his
status as Managing Director and his ownership interest in
trading proceeds."

They say that Judge Kay also failed to explain how the
respondents could comply with the subpoenas in the face of legal
obligations imposed by the countries in which they conduct

The lawyers for LOM and Mr. Lines argue that a stay will neither
harm the SEC nor the public - the SEC already has in its
possession "the great majority of the material it seeks" and the
public will not be harmed as the investigation relates to events
that occurred nearly two years ago. However they argue that
their clients would be "irreparably injured" because complying
with the subpoenas will cause them to breach their duty of
confidentiality to their customers and expose them to the threat
of civil and criminal liability" in their won countries.

          The LOM Building
          27 Reid Street
          Hamilton HM 11

          Tel: 441 292 5000
          Fax: 441 295 3343

          LOM Asset Management Limited
          Tel: 441 296 5802
          Fax: 441 296 5597

          LOM Securities (Bahamas) Limited
          Millennium House
          P.O. F42498-350
          Freeport, Grand Bahama

          Tel: 242 351 5000
          Fax: 242 351 7738


EMBRATEL: Names New Vice-President  
On February 3, 2005, Jose Formoso Martinez was appointed vice
president of Embratel Participacoes S.A. Mr. Martinez was also
elected as vice-chairman of the Company's board of directors.

Embratel previously disclosed that its controlling shareholder
Telefonos de Mexico, S.A. de C.V., or Telmex, may offer the
opportunity to acquire one Brazilian investment it already owns
and another Brazilian investment it has agreed to acquire. The
two investments consist of a wholly-owned subsidiary called
Telmex do Brasil Ltda., or Telmex do Brasil, and an interest in
Net Servicos de Comunicacao S.A., or Net.

According to disclosures made by Telmex, Telmex expects to
acquire a total direct and indirect equity interest of between
30% and 60% (calculated by multiplying the shares of Net to be
owned by a special-purpose vehicle by Telmex's percentage equity
interest in the vehicle, and adding the shares Telmex will own
directly in Net).

Telmex has also stated that the total cost of its interest in
Net will be between U.S.$250 million and U.S.$370 million, and
that it expects that its cost and equity interest will fall at
the high end of these ranges.

Under current Brazilian law governing cable operators, because
Telmex is not controlled by Brazilian persons, neither Telmex
nor Embratel is permitted to control Net. Globo Comunicacoes e
Participacoes S.A., Distel Holding S.A., and Roma Participacoes
Ltda. (together, "Globo") will own a majority of the voting
interests in the special-purpose vehicle, which will own a
majority of the voting shares of Net. Telmex has agreed that if
Brazilian law changes to allow Telmex to own a controlling
interest in Net, Telmex has the right to purchase from Globo an
additional interest in the special-purpose vehicle to give
Telmex control of 51% of the voting shares of Net, and Globo has
the right to sell such interest to Telmex.

No specific transaction between Embratel and Telmex involving
Telmex do Brasil or Net has yet been proposed, and Telmex is
under no obligation to make these assets available. Embratel
believes there might be advantages because of the
complementarity and possible synergies with its current

The Company is also analyzing the possibility of technical and
commercial arrangements it could conclude with Net that could
provide some of the same advantages. If Telmex is prepared to
convey these assets to Embratel, such a transaction would
present a number of important issues, including the transaction
structure, the consideration, and the procedures to be followed
to negotiate and approve the transaction while protecting the
interests of other shareholders. As a result, there can be no
assurance as to whether any specific transaction will occur or,
if it does occur, on what terms or on what timetable. If
Embratel does acquire one or both of these assets, it could have
a material effect on its business prospects and results of
operations, including future cash requirements.

CONTACT: Embratel Participacoes S.A.
         Rua Regenta Feijo
         166 sala 1687-B Centro
         Rio de Janeiro, 20060-060
         Phone: 5521-519-6474

NET SERVICOS: Opens Exchange Offer for Existing Notes
Net Servicos de Comunicacao S.A. (the "Company") announced
Wednesday that it has commenced an exchange offer and consent
solicitation pursuant to a registration statement that was
declared effective on February 8, 2005.

The Company is offering to exchange (the "Exchange Offer") up to
US$76,593,068 aggregate principal amount of its 7.0% Senior
Secured Notes due 2009 (the "New Notes"), which have been
registered under the Securities Act of 1933, as amended, and
cash, for its US$97,692,000 12 5/8% Senior Guaranteed Notes due
2004 (the "Existing Notes").

Furthermore, the Company is soliciting (the "Consent
Solicitation" and together with the Exchange Offer, the
"Exchange Offer and Consent Solicitation") consents (the
"Consents") from holders of the Existing Notes to amendments
(the "Proposed Amendments") to certain provisions of the
indenture governing the Existing Notes, dated as of June 18,
1996, pursuant to which the Existing Notes were issued (the

Holders who tender their Existing Notes in the Exchange Offer
and Consent Solicitation will be deemed to have given their
consent to the Proposed Amendments to the Indenture.

The Exchange Offer and Consent Solicitation will remain open
until 5:00 p.m., Eastern time, on March 9, 2005, unless

Questions regarding the Exchange Offer and Consent Solicitation
should be directed to:

Credit Suisse First Boston LLC
Dealer Manager and global solicitation agent
Eleven Madison Avenue, New York, New York 10010-3629
Attention: Liability Management Group
Phone: (800) 820-1653 or (212) 325-2547.

Non-U.S. holders outside the United States may also contact:

Eurovest Global Securities, Inc.
Solicitation agent for non-U.S. holders
Rua Sansao Alves dos Santos 102 - 6th floor
Sao Paulo, SP - 04571-090, Brazil
Phone: (55 11) 5505-3334 or (55 11) 3346-9400.

Requests for additional copies of the prospectus or other
materials related to the Exchange Offer and Consent Solicitation
should be directed to:

D.F. King & Co., Inc.
Information Agent
48 Wall Street, 22nd floor
New York, New York 10005
Phone:(800) 290-6429 or (212) 269-5550

Copies of the prospectus related to the Exchange Offer and
Consent Solicitation and other materials filed by the Company
under the United States Securities Exchange Act of 1934 may also
be obtained free of charge through the website maintained by the
United States Securities and Exchange Commission at

This press release shall not constitute an offer to sell or
solicitation of an offer to buy, nor shall there be any sale of
the Existing Notes or the New Notes, or solicitation of
consents, in any jurisdiction in which such offer, solicitation
or sale would be unlawful.

CONTACT: Mr. Marcio Minoru Miyakava
         Head of Investor Relations
         Net Servicos de Comunicacao S.A.
         Phone: +5511 5186-2811

C O S T A   R I C A

ICE: Could Offer 600,000 New GSM Lines in October   
Local telecom monopoly ICE expects to open up 600,000 new GSM
lines in its system once Costa Rica's comptroller general
approves the long-delayed US$130 million contract with equipment
provider Ericsson, says Business News Americas.

The contract, awarded over a year ago, had suffered delays in
implementation because of questions over alleged irregularities
during the bidding process. This time however, ICE's mobile
telephony director Orlando Cascante is confident that the
contract, re-submitted February 8, will finally get the green
light from regulators.

Mr. Cascante further anticipates selling the new mobile lines by
October this year. The new lines should boost mobile
subscriptions at ICE, which currently has a waiting list for
more than 400,000 lines.

Pending approval of the new contract, potential subscribers will
have to rely on sequestered lines from delinquent accounts to
gain mobile phone access. ICE plans to resell these lines on a
monthly basis.

ICE also has plans to open 3G services once the Ericsson lines
are installed. The tender, scheduled for 2006, will be for an
estimated 400,000 lines.


AIR JAMAICA: Enhances Plane Maintenance Program  
Air Jamaica announced Monday that it has launched an expanded
maintenance and quality assurance check program as a supplement
to its normal scheduled maintenance checks. As a result, a
revised schedule has been implemented with some daily flight
consolidation and rescheduling affecting 10-12% of the carrier's
weekly operations. Air Jamaica customer relations staff is re-
accommodating passengers on alternate Air Jamaica service, as
well as flights on other carriers in line with IATA guidelines.  

Executive Chairman, Dr. Vincent Lawrence says the airline has
taken the decision to allocate additional resources to
accelerate its maintenance and quality assurance checks.
According to Dr. Lawrence, the national airline continues to
guard very jealously its unblemished safety record of 35 years.
The Government, as owners of the airline, has committed funding
to ensure the provision of these additional resources.  

Dr. Lawrence says the airline apologizes for the inconvenience
to our valued passengers and thanks them for their patience,
understanding and continued support. He says these quality
assurance checks and the full corporate restructuring supports
the carrier's comprehensive goal to deliver on the same level of
high-quality world-class service that passengers have come to
expect from Air Jamaica over the years.  

About Air Jamaica

Air Jamaica is a service-oriented passenger airline offering
travelers a level of comfort, convenience and amenities not
commonly found in air travel today. All Air Jamaica flights
feature hot meals and unlimited complimentary champagne, wine
and beer for all passengers of legal drinking age. Even Air
Jamaica 's flight schedules are developed with the customer in
mind - arrival times are set early enough and departure times
late enough to ensure travelers maximize precious vacation time.
The Air Jamaica fleet is comprised of new Airbus A320, A321 and
A340 aircraft. Air Jamaica operates 300+ weekly scheduled
flights connecting 13 cities in the U.S., Canada and the UK with
12 Caribbean destinations.  

CONTACT: Jamaica/Nassau/ Grand Cayman/ Havana
         Ms. Marcia McDonnough
         4 St. Lucia Avenue Kingston 5
         Phone: (876) 922-3460
         Fax:  (876) 929-5643


AOL LATIN AMERICA: To Move Away From Access Business   
Dial-Up's waning popularity over Internet users could spell the
end for AOL Latin America's ISP operations in Mexico.

In a statement published by Business News Americas, IT analyst
Jorge Euran predicts that AOLA will likely go the way of Terra
Mexico in the next few months and assign its subscribers to
other operators. The move, he adds, will pave the way for AOLA
to remake itself as a content portal.

However, the analyst contends that this move is unsustainable
especially since the Company does not see improvements in sales
volume this year. A change in business direction will also be
expensive for AOLA.  

Migration to broadband has precipitated the demise of dial-up in
Mexico. Analysts say that the need to access greater content
over the Internet has emphasized the effectiveness of broadband
over slower dial-up connections.

BALLY TOTAL: Audit Committee Finds Multiple Accounting Errors

- As previously disclosed, investigation finds multiple
accounting errors.

- Report finds two former and two current finance executives
engaged in improper conduct.

- Company terminates its Controller and its Treasurer for
improper conduct.

- Bally ceases severance payments to Lee Hillman, former CEO and
current President of Liberation Investment Advisory Group, LLC,
and former CFO John Dwyer. Investigation finds both responsible
for multiple accounting errors and for creating a culture of
aggressive accounting.

- Company discloses material weaknesses in internal controls
over financial reporting.

Bally Total Fitness (NYSE: BFT) announced that the Audit
Committee of its Board of Directors has completed its previously
announced investigation into various accounting issues. The
extensive, five-month investigation was led by former Securities
and Exchange Commission attorney Herbert F. Janick III of
Bingham McCutchen LLP, with forensic audit work conducted by
PricewaterhouseCoopers LLP.

In addition to the accounting matters previously disclosed from
the November 2004 interim report, this report includes the final
conclusions on two other accounting issues, as well as an
assessment of responsibility. The Company has reported the
investigation results to the SEC and continues to fully
cooperate in the ongoing SEC investigation.

Accounting Findings

Bally Total Fitness previously announced in November 2004 its
decision to restate financial statements from January 1, 2000
through the first quarter of 2004, primarily as a result of
errors in its revenue recognition methods as identified in the
interim report of the Audit Committee investigation. At that
time, Bally also announced that the Company's financial
statements and other communications related to the same periods
should not be relied upon.

The recently completed investigation also found errors in the
Company's rationale for and implementation of its deferral of
membership acquisition costs under Bally's prior accounting
method. The investigation also concluded that the Company took
aggressively optimistic positions on several matters related to
the analysis of the adequacy of the allowance for doubtful
accounts, which were without a reasonable empirical basis. Given
the manner in which the Company intends to restate its
consolidated financial statements, correction of these errors
will not affect the planned presentation of the restated
financial statements.

Currently, the Company is focused on completing the restatement
of its financial statements for the years ended December 31,
2002 and 2003, completing its 2004 financial statements, and
fully supporting its current auditor, KPMG LLP, in the audit of
those statements. The Company anticipates filing these financial
statements by July 31, 2005. These financial statements may
require additional adjustments to the Company's previously
issued financial statements.

Responsibility for Accounting Errors

The Audit Committee's review found multiple accounting errors in
the Company's financial statements and concluded that the
Company's former Chairman and Chief Executive Officer Lee
Hillman (held position from 1996 to 2002) and former Chief
Financial Officer John Dwyer (held position from 1996 to 2004)
were responsible for multiple accounting errors and creating a
culture within the accounting and finance groups that encouraged
aggressive accounting.

The investigation found, among other things, that certain
accounting policies and positions were suggested and implemented
without a reasonable empirical basis and concluded that Mr.
Dwyer made a false and misleading statement to the SEC. As a
result of the findings, the Company has decided to make no
further payments to Messrs. Hillman and Dwyer under their
severance arrangements and will evaluate its legal options with
respect to these former executives.

Both Messrs. Hillman and Dwyer are certified public accountants,
previously employed by the Company's longtime and now former
auditors, Ernst & Young LLP, and were partners on the engagement
teams that audited Bally's former parent Company for several
years prior to joining the Company. Mr. Hillman presently serves
as President of Liberation Investment Advisory Group, LLC, as
well as a member of the Board of Directors for RCN Corporation,
Lawson Products Inc., Wyndham Hotels and Resorts, and
HealthSouth Corporation where he serves as chairman of the
Company's audit committee.

The investigation also found improper conduct on the part of the
Company's Vice President and Controller Ted Noncek (from 2001 to
2005) and Vice President and Treasurer Geoff Scheitlin (former
Controller from 1997 to 2001). As a result, both have been
terminated. Mr. Noncek has been offered the opportunity to
consult with the Company on a short-term basis in order to
facilitate timely completion of the ongoing audits.

Former Auditors

Although the scope of the investigation did not specifically
examine former auditors Ernst & Young, Bally believes that the
firm made several errors in the course of their work. The
Company is currently evaluating its legal options with respect
to Ernst and Young.

Internal Control Over Financial Reporting

Separately, as a result of the investigation and Bally's efforts
to comply with Section 404 of the Sarbanes-Oxley Act of 2002,
the Company has identified deficiencies in its internal controls
over financial reporting. A number of these deficiencies, either
individually or in the aggregate, constitute material weaknesses
in its internal controls over financial reporting.

These material weaknesses include deficiencies in the Company's
finance and accounting internal control environment,
specifically a lack of acceptable and clearly communicated
policies reflecting management's attitudes towards financial
reporting and the financial reporting function, the lack of a
permanent Chief Financial Officer, ineffective delegation of
authority and responsibility, insufficient instruction to
employees responsible for significant estimates emphasizing the
need to report using accurate and reasonable assumptions and
judgments, and insufficiently experienced and trained staff. In
addition, these material weaknesses include deficiencies in the
controls surrounding the selection and application of accounting
principles, specifically, ineffective policies requiring
contemporaneous documentation of factual support for key
judgments applied within its financial reporting process and the
retention of that documentation in accordance with a formal
document retention policy.

Management, with the oversight of the Audit Committee, has been
addressing all of these issues and is committed to effectively
remediating known material weaknesses as expeditiously as
possible. Due to the nature of and the time necessary to
effectively remediate each of the material weaknesses identified
to date, the Company expects to conclude that some of these
material weaknesses will not have been effectively remediated by
December 31, 2004. As a result, the Company believes that KPMG
will not be able to issue an unqualified opinion on the
effectiveness of the Company's internal controls in the
Company's 2004 Annual Report on Form 10-K.

The Bally Board of Directors commended the members of the Audit
Committee and their legal and forensic accounting experts,
thanking them for tirelessly dedicating their time and efforts
to a fair and honest review of these matters.

Bally Chairman and CEO Paul Toback commented, "The completion of
the Audit Committee investigation is another important step
toward putting our past accounting and financial issues behind
us. We are sending a clear message that the culture that allowed
this type of aggressive accounting will not be tolerated. While
we recognize that we still have much work ahead in order to
restore investor confidence, our team is committed to earning
that trust through the timely and accurate reporting of our
financial results, improvements in financial and operational
performance and a commitment to strong corporate governance."

About Bally Total Fitness

Bally Total Fitness is the largest and only nationwide
commercial operator of fitness centers, with approximately four
million members and nearly 440 facilities located in 29 states,
Mexico, Canada, Korea, China and the Caribbean under the Bally
Total Fitness(R), Crunch Fitness(SM), Gorilla Sports(SM),
Pinnacle Fitness(R), Bally Sports Clubs(R) and Sports Clubs of
Canada(R) brands. With an estimated 150 million annual visits to
its clubs, Bally is dedicated to improving the lives of active,
fitness-conscious consumers and being the leader in providing
health and fitness services and products.

CONTACT: Bally Total Fitness
         Mr. Jon Harris
         Phone: 773-864-6850
         MWW Group
         Mr. Carreen Winters
         Phone: 201-507-9500

BALLY TOTAL: Hires David Reynolds as Controller
Bally Total Fitness (NYSE: BFT) announced Tuesday that it has
named David Reynolds its new Controller. Over a career that has
spanned two decades, Mr. Reynolds has served in a variety of
senior positions in the areas of accounting and finance systems,
as well as treasury and investor relations. Most recently, he
was the Senior Vice President and Controller of Comdisco, Inc.

At Bally, Mr. Reynolds will oversee the processing and reporting
of all financial transactions for the Company. He will also be
responsible for maintaining effective internal controls over
financial reporting and the efficient and effective operation of
Bally's accounts payable, payroll and revenue accounting, as
well as implementation of Sarbanes-Oxley Section 404.

"A key component to Bally's turnaround plan is attracting top
talent with targeted areas of expertise at all levels of the
organization. Bringing on David Reynolds is an important step in
this initiative," said Paul Toback, Chairman and CEO, Bally
Total Fitness. "His proven track record in financial controls,
continual process improvements and broad-based accounting
expertise will be an important asset as we work to complete our
financial statements while ensuring consistent application of
new quality controls and policies."

"I'm excited to be joining the senior team at such a significant
time, and look forward to further strengthening the financial
foundation for the future of the Company," said Reynolds.

Reynolds holds a M.B.A. from Lehigh University in Accounting and
Finance and holds accreditations as a Certified Public
Accountant and Certified Cash Manager.

Mr. Reynolds is the most recent executive to join Bally Total
Fitness as part of the Company's "Best In Class" initiative, a
program launched in 2003 designed to recruit and retain top
talent to the organization. Mr. Reynolds joins recent executive
additions Senior Vice President and General Counsel Marc
Bassewitz, Vice President of Diet and Nutrition Barbara Barry
and Vice President of Franchising Ben Amante.

CEESP: Legislators Must Focus on Passing Reforms
Mexico's economic think-tank, the Center of Private Sector
Economic Studies (CEESP), warned that a delay in initiating
structural reforms could affect the country's power to generate
jobs and improve education.

Local news source Cronica reports that the statement came after
CEESP criticized the legislators' move to institute a hefty
salary increase for themselves rather than prioritizing the
debate over reforms. CEESP added that the legislators even took
advantage of a legal loophole to pass the salary adjustment.

There is a general consensus that the reforms are necessary to
moderate political confrontations in the country. Analysts say
that continued political confrontations hinder progress in
improving services such as employment, education and health.

CINTRA: Board OKs Separate Sale of Aeromexico and Mexicana
The board of Mexican airline holding Company Cintra SA has given
their approval to the reorganization and sale of the Company's
assets in three packages, Cintra revealed in a filing with the
Mexican Stock Exchange.

Under the plan, government-controlled Cintra will sell leading
domestic carrier Aeromexico together with regional unit

The country's top international carrier, Mexicana, will be sold
together with a new low-cost carrier that will offer flights at
a 30% discount from normal fares. Mexicana unit AeroCaribe's
assets will be included in that sale.

Lastly, ground services unit Servicios de Apoyo en Tierra (SEAT)
will be sold independently. Cintra said it will soon decide how
to sell off other assets and what stake, if any, it will retain
in them.

"This arrangement will allow us to strengthen the airline
industry and lay the foundation for the sustained development of
Mexican aviation in the long term," Cintra said in the filing.

The holding Company said the restructuring "gives financial
viability to the Group, addresses the interests of the Federal
Competition Commission and fits the aviation policy vision of
the Communications and Transportation Secretariat."

Previously, Cintra had intended to merge Aeromexico and Mexicana
into one carrier for sale and to combine AeroCaribe and
Aerolitoral into another to compete with the larger entity.

Cintra was created in 1995 to prevent the bankruptcy of Mexico's
largest carriers.

         Av Xola 535 piso 16 col. del Valle M,xico DF
         Phone: (5)448 - 8000
         Web Site:

HYLSA: S&P Issues Ratings Report

The rating on Mexican steel producer Hylsa S.A. de C.V. (Hylsa)
reflects the Company's below-average financial profile, the
challenges posed by industry cyclicality, very competitive steel
markets, the high percentage of spot sales to total sales, and
exposure to the automotive and construction industries. The
rating also reflects Hylsa's backward integration, an important
debt reduction and strong operational performance during 2004,
and its position as one of the largest steel makers in Mexico.

Currently, the steel industry is on the upper part of the cycle
and most of the companies in the industry are benefiting from
this situation. Standard & Poor's Ratings Services believes that
demand will likely continue well into 2005 and provide pricing
power to Hylsa. Nevertheless, we also believe that steel prices
have more downside potential than upside, which will affect
Hylsa's cash-flow generation. Additionally, a high percentage of
Hylsa's sales is realized at spot price, which increases
operation performance exposure to the volatile spot market.

The conditions in the current market favor Hylsa's business
model of backward integration into iron ore and its capacity to
switch between steel scrap and direct-reduced iron in the steel-
making process. This situation is evident in the EBITDA margin.
At year-end 2004, the Company reported a margin of 34.6%, which
is the highest of the past five years. Moreover, Hylsa's EBITDA
generation during 2004 was 4.9x superior to the previous year.
We do not expect this level of EBITDA margin in the upcoming

The Company used its extra cash-flow generation in 2004 to
prepay debt by $248 million or 33%. The combination of higher
EBITDA and debt prepayments have a direct effect on the
Company's debt-to-EBITDA ratio, lowering it to 0.7x at year-end
2004 from 5.5x a year ago, and has eliminated any considerable
maturity in the next two years. We believe Hylsa is in a better
financial position to support a downward trend in steel prices,
but it remains below average. Moreover, we do not anticipate the
Company will continue to make more debt prepayments in 2005.

Hylsa is the second-largest producer of flat steel in Mexico (3
million metric tons), vertically integrated, and has low-cost
production. In 2004, the Company revenues were $1.9 billion and
sold 2.9 million tons.


Hylsa's liquidity is adequate. The Company had $54 million in
cash as of Dec. 31, 2004, and a three-year committed credit line
of $60 million. Maturities for 2005 and 2006 are $22 million and
$26 million, respectively. We do not expect Hylsa to have
problems covering obligations. Hylsa is comfortably in
compliance with financial covenants established under its loan


The outlook is stable. The ratings could be raised over time if
Hylsa improves its business profile, increases its value-added
mix, and maintains adequate debt levels. The ratings could be
lowered if improved financial performance is not sustainable and
leverage increases.

Primary Credit Analyst: Juan P Becerra, Mexico City
(52) 55-5081-4416;

Secondary Credit Analyst: Santiago Carniado, Mexico City
(52) 55-5081-4413;

MINERA AUTLAN: Secures $25M Credit Line With Germany's WestLB
Mexican manganese producer Minera Autlan (BMV: AUTLANB) has
arranged for a US$25-million credit line with German bank

The credit line, which Autlan can tap into at its discretion
within the next six months, will be used to refinance debts and
fund new projects, according to Autlan's CFO Lorenzo Belden.

The new credit source will save the Company some US$1.2 million
in payments over the next six months alone, Belden said.

The long-term credit is structured in such a manner that
payments will be made through future exports. The exports will
also act as guarantees on the credit.

Autlan ended the fourth quarter of 2004 with revenue of MXN585
million (US$52.2mn), 125% up on the same period in 2003 thanks
to increased demand for its manganese-ferroalloy products from
Mexican steelmakers.


EMPRESAS LUCCHETTI: Loses to Peru in Long-Standing Dispute
The International Center for Settlement of Investment Disputes
(ICSID) has sided with Peru in a long-standing dispute against
Chilean pasta maker Empresas Lucchetti.

Dow Jones Newswires recalls that the city of Lima ordered
Lucchetti to close a pasta factory built outside the capital
city following several years of controversy over operating
licenses and land permits.

In late 2002, Empresas Lucchetti filed a complaint with the
ICSID, arguing that its investment in Peru was protected by
bilateral investment agreements and that it was the victim of
discrimination. Among other things, the pasta maker demanded
US$150 million in compensation.

On Monday, however, the ICSID ruled that the agreement isn't
applicable as it was signed several years after Empresas
Lucchetti had set up its operations and, therefore, the ICSID
isn't the competent body to look at the case.

ICSID is an autonomous organization with close links to the
World Bank.

          2600 Av Vicuna Mackenna
          Comuna de Macul Santiago
          Phone: +56 238 2711
                 +56 238 6592
          Home Page:

* PERU: To Present Formal Debt Proposal to Paris Club March 15
Peru's Deputy Finance Minister Luis Carranza said Tuesday that
the government expects to present a formal proposal in mid-March
to restructure up to US$1.5 billion in outstanding debt with the
Paris Club of nations, relates Dow Jones Newswires.

If the proposal, which includes a discount, gets rejected, Peru
will continue with other avenues in its overall debt
restructuring process, Carranza said.

"This is a relatively small amount of debt that we are proposing
to restructure. If we don't reach a deal, then the sky won't
fall in," Carranza said.

"The strategy is to make the formal presentation on March 15. We
are trying to obtain the best discount possible. That is part of
the negotiations," he said, adding that some nations are ready
to accept "a certain discount rate to obtain liquidity."

Carranza said that Peru's initial request to prepay some of its
Paris Club debt, made last year, was met with "good will, but
also with caution."

"We are going to make an aggressive proposal, and if they don't
give us what we want, then we won't carry it out," he said.

Peru faces a hump in debt payments over the next few years, with
large obligations to the Paris Club group of 19 permanent member

As of September, Peru's debt with the Paris Club totaled US$8.18


UTE: Board to Meet This Week to Discuss Tariff Hikes
The board of Uruguay's state power Company UTE is scheduled to
meet this week and next to tackle issues including electricity
rates hike and the soon-to-expire electricity contract with
Brazil, reports Business News Americas.

In a meeting last Jan. 25 and Feb. 1, the board considered
raising electricity rates 6-10%. But according to a UTE
spokesperson, the meetings saw no decision to the proposal.

The lack of rain and higher demand has forced UTE to increase
production from its thermoelectric plants and to import
electricity from Argentina and Brazil.

UTE is currently receiving 400MW of electricity from Brazil and
will continue to do so until the contract expires on February
28. The Company may consider renewing that contract through


PDVSA: Still Reeling From the Effects of 2002-2003 Strike
State-run oil producer Petroleos de Venezuela (PDVSA) was unable
to boost crude production in 2004, leaving total oil output
close to 3.1 million barrels per day, according to PDVSA
President Rafael Ramirez.

Ramirez, who is also the nation's oil minister, said it would
take at least five years for PDVSA to completely recover from
the strike it suffered in late 2002 and early 2003.

Venezuela's oil production dropped from over 3 million barrels
of crude oil per day to under 100,000 barrels a day during the

Industry analysts often argue that Venezuela is still pumping
less oil than it was prior to the strike. They claim Venezuela's
currently output is approximately 2.7 million barrels per day.

Meanwhile, Ramirez revealed PDVSA registered profits of US$6.6
billion from January through November last year, an 88% increase
over the same period in 2003.

PDVSA: Oil Spill Investigation Continues   
State oil Company PDVSA denied reports that the Santo Domingo
River oil spill in Barinas state on Saturday night was caused by
a leaky valve from one of it's installations in the area.

Mr. Jesus Manuel Ruiz from Barinas' civil protection agency
further clarified that the leak came from a Company that was
preparing an asphalt mixture for road surfacing.

Business News Americas states that while PVSA cleared its
culpability over the incident, the Company had also worked to
bring the spill, contaminating a 28-kilometer stretch of the
river, under control. PDVSA is also investigating the cause of
the spill.

The timing of the incident has raised speculations of sabotage.
Mr. Neiro Ramirez, the states' environment minister, believes
that foul play was involved because the incident occurred at


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

Troubled Company Reporter - Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
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Maryland USA. John D. Resnick, Edem Psamathe P. Alfeche and
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Copyright 2005.  All rights reserved.  ISSN 1529-2746.

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