TCRLA_Public/050415.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

            Friday, April 15, 2005, Vol. 6, Issue 74

                            Headlines

A R G E N T I N A

AMERICAN BANKNOTE: Court Confirms Recapitalization Plan
GRUPO GALICIA: Amends Annual Report to Include Exemptions
KATIL S.A.: Reports Submission Deadline Set
MAX TRAIN: Verification Deadline Approaches
NOVA ATLANTIS: Court Rules for Liquidation

RICARDO AMIGHINI: Enters Liquidation Phase
ROYAL AHOLD: Proposes New Members to Supervisory Board
SELEB TRONIC: Court Favors Creditor's Bankruptcy Motion
TELEFONICA DE ARGENTINA: Lowers Debt With $19M Bond Payment
TORPEDOS S.R.L.: Court Declares Company Bankrupt

USAR S.A.: Court Appoints Trustee for Reorganization
* ARGENTINA: Majority of G-7 Backs Debt Plan


B E R M U D A

ARIAS LTD.: To Hold Final Meeting on May 20
GLOBAL CROSSING: Citigroup Global Reaches Settlement For NY Suit
PORTUS GROUP: Receiver Looks Into Dealings in Bermuda, Etc.


B R A Z I L

CEMIG: Schedules Annual Stockholders Meeting for April 29
CESP: Legislators Delay Vote on CTEEP Privatization Bill
CFLCL: Arbitral Tribunal Confirms Award in Favor of Alliant


E C U A D O R

EMASEO: Govt. Plans To Cut Workforce, Create New Company


G U A T E M A L A

EEGSA: S&P Releases Analysis on Ratings


J A M A I C A

KAISER ALUMINUM: Confirmation of Liquidating Plans Not Complete


M E X I C O

AOL LATIN AMERICA: Has Until May 9 to Regain NASDAQ Compliance
DIRECTV GROUP: Unit Completes $2.5B Senior Secured Financing
DIRECTV GROUP: Fitch Assigns 'BB+' to Unit's Credit Facility
DIRECTV GROUP: Units Make Partial Redemption of 8-3/8% Sr Notes
GRUPO MEXICO: SPCC Declares Dividend

PEMEX: Exploration Requires $1.5B Annual Investment
TFM: KCS Increases Consideration for Note Tender Offer
TFM: Moody's Assigns B2 Sr. Unsecured Rating To New Notes
TV AZTECA: To Pay MXP0.00572 Dividend Per Share


U R U G U A Y

* URUGUAY: Opens $300M Bond Debt Sale


V E N E Z U E L A

EDC: S&P Releases Ratings Analysis
PDVSA: Mulls Possible Lawsuit Against US Paper for Defamation

     -  -  -  -  -  -  -  -

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A R G E N T I N A
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AMERICAN BANKNOTE: Court Confirms Recapitalization Plan
-------------------------------------------------------
American Banknote Corporation announced that its Plan of
Reorganization ("Plan") had been confirmed on Friday, April 8,
2005, by the United States Bankruptcy Court in Delaware. The
Company, which traces its founding to 1795 and American patriot
Paul Revere, is one of the world's leading suppliers of high-
security documents, services and systems.

Under the terms of the reorganization, and based upon the
elections made by debt holders, American Banknote Corporation's
debt will be reduced to only about $1,000,000, down from over
$108,000,000 previously. At the same time, the Company raised an
additional $16,000,000 of cash, in the form of new private
equity investments. As a consequence, the restructured Company
is expected to have approximately $120,000,000 of net equity
value, on a pro forma basis.

The Company expects its interest expense to decrease 99%, from
more than $10,000,000 in 2004 to less than $100,000 per year on
a prospective basis.

Through the reorganization, the former holders of ABN's 10 3/8%
debentures will own approximately 79% of the equity, the new
private equity investors will own approximately 19% of the
equity, and the balance will be distributed to the former equity
holders. The Company will also cease to be publicly registered
and traded, and will operate as a private company.

According to American Banknote's Chairman and Chief Executive
Officer, Steven Singer, "as ABN commemorates its 210th
anniversary, we now have even greater cause to celebrate! Unlike
previous efforts to strengthen ABN's financial condition, this
restructuring does not merely represent a short-term
improvement, but a genuine long-term 'fix' of our capital
structure."

Adds Singer, "With virtually no debt, substantial cash, and
flourishing operating businesses, ABN finally has the resources
once again to invest in products, technologies, and/or strategic
acquisitions - the kind of investment upon which the Company has
historically thrived."

American Banknote Corporation is a holding company, which
operates through its subsidiary companies. Its major
subsidiaries are The American Bank Note Company, based in
Trevose, Pennsylvania, American Bank Note Limitada, based in Rio
de Janeiro, Brazil, CPS Technologies, based in Lyon, France, and
Transtex, based in Buenos Aires, Argentina. ABN is also the
largest minority investor in Leigh-Mardon, based in Melbourne,
Australia.


GRUPO GALICIA: Amends Annual Report to Include Exemptions
---------------------------------------------------------
Grupo Financiero Galicia S.A. (Buenos Aires Stock Exchange: GGAL
and GGAL6 / NASDAQ: GGAL) announced Wednesday that it has filed
an amendment to its annual report for the fiscal year ended
December 31, 2003, filed in July of 2004.

The filing was made at the request of The Nasdaq Stock Market,
Inc. ("Nasdaq") for the sole purpose of including disclosure of
exemptions from certain of its corporate governance standards,
received in 2000 in connection with the company's original
application for listing of its American Depositary Shares. The
company was given the following exemptions:

- the requirement that it distribute to shareholders copies of
its annual report containing audited financial statements;

- the requirement that it have, and certify that it has and will
continue to have, an audit committee of at least three members,
comprised solely of independent directors;

- the requirement that it certify that it has adopted a formal
written audit committee charter and that the audit committee has
reviewed and assessed the adequacy of the formal written charter
on an annual basis;

- the requirement that its by-laws provide for a quorum for any
meeting of the holders of its common stock of no less than 33
1/3% of outstanding common voting shares;

- the requirement that it solicit proxies, provide proxy
statements for all meetings of shareholders and provide copies
of such proxy solicitation to Nasdaq; and

- the requirement that it conduct an appropriate review of all
related party transactions on an ongoing basis and utilize its
audit committee or a comparable body of the board of directors
for the review of potential conflicts of interest where
appropriate.

The exemptions were granted on the basis that the corporate
governance standards described above were not required by
Argentine law nor customary business practice in Argentina.

Grupo Financiero Galicia S.A. was formed on September 14, 1999,
as a financial services holding company organized under the laws
of Argentina. Its most significant asset is Banco de Galicia y
Buenos Aires S.A. Grupo Galicia's main objective is to be one of
Argentina's leading comprehensive financial services companies
while continuing to strengthen its position as one of the
country's leading financial institutions.

CONTACT: Mr. Pablo Firvida
         VP Investor Relations
         Telefax: (5411) 4343-7528
         E-mail: pfirvida@gfgsa.com
                 investorelations@gfgsa.com
         Web site: http://www.gfgsa.com


KATIL S.A.: Reports Submission Deadline Set
-------------------------------------------
Ricardo Bataller, the trustee assigned to supervise the
liquidation of Katil S.A., will submit the validated individual
claims for court approval on July 12. These reports explain the
basis for the accepted and rejected claims. The trustee will
also submit a general report of the case on September 6.

Infobae reports that Court No. 9 of Buenos Aires' civil and
commercial tribunal has jurisdiction over this bankruptcy case.
The city's Clerk No. 18 assists the court with the proceedings.

CONTACT: Katil S.A.
         Adolfo Alsina 1123
         Buenos Aires

         Mr. Ricardo Bataller, Trustee
         Junin 684
         Buenos Aires


MAX TRAIN: Verification Deadline Approaches
-------------------------------------------
The verification of claims for the Max Train S.R.L. bankruptcy
case will end on June 15 according to Infobae. Creditors with
claims against the bankrupt company must present proof of the
liabilities to Mr. Jose Eduardo Obes, the court-appointed
trustee, before the deadline.

Court No. 1 of Buenos Aires' civil and commercial tribunal
handles the company's case with the assistance of Clerk No. 1.
The bankruptcy will conclude with the sale of the Company's
assets. Proceeds from the sale will be used to repay the
Company's debts.

CONTACT: Mr. Jose Eduardo Obes, Trustee
         Lavalle 1619
         Buenos Aires


NOVA ATLANTIS: Court Rules for Liquidation
------------------------------------------
Court No. 7 of Bahia Blanca's civil and commercial tribunal
ordered the liquidation of Nova Atlantis Construcciones S.A.
after the company defaulted on its debt obligations, Infobae
reveals.

The liquidation pronouncement will effectively place the
company's affairs as well as its assets under the control of Mr.
Hugo Benedetti, the court-appointed trustee. Mr. Benedetti will
verify creditors' proofs of claims until April 25.

The verified claims will serve as basis for the individual
reports to be submitted in court on August 3.

CONTACT: Nova Atlantis Construcciones S.A.
         Alberto 1133
         Bahia Blanca

         Mr. Hugo Benedetti, Trustee
         Roca 698
         Buenos Aires


RICARDO AMIGHINI: Enters Liquidation Phase
------------------------------------------
Ricardo Amighini Automoviles S.A. of Buenos Aires will begin
liquidating its assets after Court No. 10 of the city's civil
and commercial tribunal declared the company bankrupt. Infobae
reveals that the bankruptcy process will commence under the
supervision of court-appointed trustee Hugo Oscar D. Ubaldo.

Mr. Ubaldo will review claims forwarded by the company's
creditors until May 13. After claims verification, he will
submit the individual reports for court approval on June 28. The
submission of the general report will follow on August 24.

Clerk No. 20 assists the court on this case.

CONTACT: Mr. Hugo Oscar D. Ubaldo, Trustee
         Adolfo Alsina 1535
         Buenos Aires


ROYAL AHOLD: Proposes New Members to Supervisory Board
------------------------------------------------------
The following persons are proposed as new members to Ahold's
Supervisory Board.

Mr. D.C. Doijer
Derk Doijer was born on October 9, 1949 and is a Dutch national.
He is a business executive by profession. He was a member of the
Executive Board of Directors of SHV Holdings N.V. and prior to
that he held several executive positions in the Netherlands and
South America. He is a member of the Investment Committee of NPM
Capital N.V. and a member of the Supervisory Board of Corio N.V.
He holds no shares in Ahold.

Ms. Myra Hart PhD
Professor Myra Hart was born on August 5, 1940 and is a US
national. She is an academic (professor of entrepreneurship) by
profession. She holds the MBA Class of 1961 Chair of
Entrepreneurship at Harvard Business School. Prior to joining
Harvard in 1995, Dr. Hart was on the founding team of Staples
the Office Superstore, serving as Vice President of Growth and
Development from launch through initial public offering. She is
a member of the Board of Office Depot, Nina McLemore and
eCornell. She is a trustee of Cornell University, a director of
the Center for Women's Business Research and a member of the
Committee of 200. She holds no shares in Ahold.

Mr. B. Hoogendoorn
Benno Hoogendoorn was born on May 21, 1945 and is a Dutch
national. He was Co-President and CEO of Mars, Inc. Prior to
that he held several general management and executive positions
in Europe. He is an advisor to the Board of Mars, Inc. and a
member of its Audit Committee and Remuneration Committee. Mr.
Hoogendoorn holds no shares in Ahold.

Ms. S.M. Shern
Stephanie Shern was born on January 7, 1948 and is a US
national. She was with Ernst & Young for over 30 years, most
recently as Vice Chairman and Global Director of Retail and
Consumer Products and a member of Ernst & Young's Board and
Management Committee. She is a member of the Board and Chair of
the Audit Committee of Game Stop, Nextel Communications, Scotts
Lawn and Garden and The Vitamin Shoppe and a member of the
Governance Committee of Nextel Communications. She is a member
of the Advisory Board of Pennsylvania State University: School
of Business. She holds no shares in Ahold.

The proposed appointments are for a term ending on the day of
the Annual General Meeting of Shareholders, to be held in the
fourth year after the year of appointment. The curricula vitae
of each of the proposed members are available for inspection at
our offices and the offices of ABN AMRO Bank N.V. in Amsterdam.

The Ahold Supervisory Board currently consists of:

- Rene Dahan (Chairman, formerly Executive Vice-President and
Director ExxonMobil);
- Jan Hommen (Vice-Chairman, CFO Philips);
- Dr. Cynthia Schneider (formerly U.S. ambassador to the
Netherlands);
- Lodewijk de Vink (formerly Chairman Warner-Lambert Company);
- Karel Vuursteen (formerly Chairman Heineken N.V.);
- Karen de Segundo (formerly CEO  Shell Renewables and President
Shell Hydrogen).

Dr. Schneider and Messrs. De Vink and Vuursteen will step down
as Supervisory Board members at the AGM on May 18, 2005.

"The proposed members fit very well in the profile for the
Supervisory Board. They bring the kind of experience and
expertise that should greatly contribute to the general
competence and effectiveness of the Supervisory Board," Mr.
Dahan said in a comment.

Divestments

As part of our divestment program, we have decided to divest our
50% stake in our Spanish winery joint venture Bodegas Williams &
Humbert, S.A. Consequently, we are currently in negotiations to
sell our stake to Jose Medina y Cia S.A., which holds the
remaining 50% stake.

CONTACT: Ahold Corporate Communications
         Royal Ahold N.V.
         P.O. Box 3050 1500 HB
         Zaandam, Netherlands
         Phone: +31.75.659.5720
         Web site: http://www.ahold.com


SELEB TRONIC: Court Favors Creditor's Bankruptcy Motion
-------------------------------------------------------
Court No. 17 of Buenos Aires' civil and commercial tribunal
declared Seleb Tronic S.A. bankrupt, says La Nacion. The ruling
comes in approval of the petition filed by the Company's
creditor, Mr. Miguel Dominguez, for nonpayment of US$24,729.80
in debt.

Mr. Juan Castronuovo will examine and authenticate creditors'
claims until June 27. This is done to determine the nature and
amount of the Company's debts. Creditors must have their claims
authenticated by the said date in order to qualify for the
payments that will be made after the Company's assets are
liquidated.

Clerk No. 33 assists the court on the case that will conclude
with the liquidation of the Company's assets.

CONTACT:  Seleb Tronic S.A.
          Uruguay 239
          Buenos Aires

          Mr. Juan Castronuovo, Trustee
          Avenida Corrientes 2621
          Buenos Aires


TELEFONICA DE ARGENTINA: Lowers Debt With $19M Bond Payment
-----------------------------------------------------------
Mr. Pablo Llauro, Assistant General Counsel for Telefonica de
Argentina S.A., informs local securities regulator Comision
Nacional de Valores (CNV) of the payment made on the Company's
bonds describes as: Class LESEP Series May/05 - US$19,455,000
with a remaining amount of US$143,809,000.

CONTACT: Telefonica de Argentina S.A.
         Suipacha 150
         Piso 8
         Buenos Aires, 1008
         Argentina
         Phone: 54-11-4332-9200
         Web site: http://www.telefonica.com.ar


TORPEDOS S.R.L.: Court Declares Company Bankrupt
------------------------------------------------
Court No. 3 of Buenos Aires' civil and commercial tribunal
declared local company Torpedos S.R.L. "Quiebra", relates La
Nacion. The court approved the bankruptcy petition filed by Mr.
German Gruszczyk, whom the Company owes US$18,718.34 in debt.

The Company will undergo the bankruptcy process with Ms. Beatriz
Stachesky as trustee. Creditors are required to present proof of
their claims to Ms. Stachesky for verification before June 28.
Creditors who fail to submit the required documents by the said
date will not qualify for any post-liquidation distributions.

Clerk No. 6 assists the court on the case.

CONTACT: Torpedos S.R.L.
         25 de Mayo 597
         Buenos Aires

         Ms. Beatriz Stachesky, Trustee
         Avenida Cordoba 817
         Buenos Aires


USAR S.A.: Court Appoints Trustee for Reorganization
----------------------------------------------------
Usar S.A., a company operating in Mar del Plata, is ready to
start its reorganization after Court No. 8 of the city's civil
and commercial tribunal appointed Mr. Guillermo Brelles Marino
to supervise the proceedings as trustee.

The Boletin Oficial states that Mr. Marino will verify creditors
claims until May 5. Failure to submit proof of claims within the
specified period will mean disqualification from the
reorganization proceedings.

CONTACT: Usar S.A.
         Alberti 1645
         Buenos Aires

         Mr. Guillermo Brelles Marino
         Avda. Colon 2817
         Planta Alta de Mar del Plata


* ARGENTINA: Majority of G-7 Backs Debt Plan
--------------------------------------------
Argentina's debt exchange plan gained the support of a majority
of the Group of Seven industrialized nations, Bloomberg reports,
citing Argentina's Foreign Minister Rafael Bielsa.

The U.S., France and Canada backed the operation, Bielsa said,
adding U.K. and Japan gave "mixed" signals. Italy is "most
closed" to the Argentine position, Bielsa said.

Argentina's debt exchange needs the backing of the G-7 countries
in order to secure a new loan agreement with the International
Monetary Fund. The G-7 countries control almost half the votes
on the fund's board.

Argentina has been at odds with the IMF in recent weeks over the
country's refusal to negotiate with creditors who rejected the
swap offer of about 30 cents on the dollar.

Argentina, which is restructuring US$104 billion in defaulted
debt, persuaded 76% of its bondholders to exchange their
holdings for new securities, while holders of about US$20
billion in bonds rejected the offer.

Economists suggest that the conflict may delay a new loan
agreement and force Argentina to draw on central bank reserves
to make payments to the IMF.



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ARIAS LTD.: To Hold Final Meeting on May 20
-------------------------------------------
        IN THE MATTER OF THE COMPANIES ACT 1981

  AND IN THE MATTER OF Arias Limited - In Liquidation

            IN MEMBERS' VOLUNTARY LIQUIDATION

Notice is hereby given that the Final General Meeting of Arias
Limited - In Liquidation will be held at the offices of
PricewaterhouseCoopers, Dorchester House, 7 Church Street,
Hamilton, HM 11, Bermuda on May 20, 2005, at 10.00 a.m. pursuant
to Section 213 of the Companies Act, 1981, for the purposes of:

1) Receiving an account laid before them showing the manner in
which the Winding-Up has been conducted and the property of the
Company disposed of, and of hearing any explanation that may be
given by the Liquidators; and

2) By resolution determining the manner in which the books,
accounts and documents of the Company, and of the Liquidators
thereof, shall be disposed of; and

3) By resolution dissolving the company.


GLOBAL CROSSING: Citigroup Global Reaches Settlement For NY Suit
----------------------------------------------------------------
Citigroup Global Markets, Inc., Citigroup, Inc., Citigroup
Global Market Holdings, Inc. (CGMH) reached a settlement with
parties in the class action filed against them in the United
States District Court for the Southern District of New York,
styled "In Re: Global Crossing, Ltd. Securities Litigation." The
suit also names as defendants certain of Global Crossing's
officers and current and former employees.

The consolidated complaint was filed on behalf of purchasers of
the securities of Global Crossing and Asia Global Crossing. The
purported class action complaint asserts claims under the
federal securities laws alleging that the defendants issued
research reports without a reasonable basis in fact and failed
to disclose conflicts of interest with Global Crossing in
connection with published investment research.

On March 22, 2004, the lead plaintiff amended its consolidated
complaint to add claims on behalf of purchasers of the
securities of Asia Global Crossing. The added claims assert
causes of action under the federal securities laws and common
law in connection with the Company's research reports about
Global Crossing and Asia Global Crossing and for its roles as an
investment banker for Global Crossing and as an underwriter in
the Global Crossing and Asia Global Crossing offerings.

The Citigroup related defendants moved to dismiss all of the
claims against them on July 2, 2004. The plaintiffs and the
Citigroup related defendants have reached an agreement in
principle on the terms of a settlement of this action. (Class
Action Reporter, Thursday, April 14, 2005, Vol. 7, Issue 73)

CONTACT: Ms. Becky Yeamans
         Phone: + 1 973-937-0155
         E-mail: PR@globalcrossing.com

         Analysts/Investors Contact
         Ms. Laurinda Pang
         Phone: + 1 800-836-0342
         E-mail: glbc@globalcrossing.com
         Web site: http://www.globalcrossing.com


PORTUS GROUP: Receiver Looks Into Dealings in Bermuda, Etc.
-----------------------------------------------------------
The global reach of the failed Toronto-based hedge fund company
Portus Group stretched from Hong Kong and Taiwan to Bermuda,
Costa Rica, Panama, Cayman Islands, British Virgin Islands,
France and the United States.

This, according to Globe and Mail, was revealed in court
documents filed by KPMG Inc., which the Ontario Superior Court
of Justice, on application of the Ontario Securities Commission
(OSC), appointed as receiver of Portus Alternative Asset
Management Inc., Portus Asset Management Inc., and BancNote
Corp. (the Portus Group).

The receiver is trying to track down roughly US$750 million in
assets on behalf of Portus' 26,000 clients.

Regulators from across Canada are investigating Portus, which
was co-founded by Boaz Manor and Michael Mendelson two years
ago.

In the documents, the receiver disclosed that Portus created an
"Asian sales team" to cater to international investors. The
receiver said about 923 investors "may have invested up to
US$68.6 million in international managed accounts with
[Portus]."

Those investors "appear" to include individuals who live in
Bermuda as well as Canada, Hong Kong and Taiwan. Some of their
investments may have been wired to a Canadian Imperial Bank of
Commerce (CIBC) account in the Cayman Islands, KPMG said. It
added that it is working with CIBC to trace the funds.

KPMG's documents also revealed that Portus had two accounts at
the Cayman subsidiary of Bermuda-based LOM (Holdings) Ltd. As at
March 4, 2005, there was a combined balance of approximately
US$37,000 in the two accounts with LOM Securities (Cayman)
Limited.

LOM Holdings is also being investigated by regulators in the
United States and Canada over its roles in a series of alleged
stock manipulations. However, those investigations are not
related to Portus.

Nevertheless, Michael Watson, director of enforcement at the
Ontario Securities Commission, said the LOM connection is being
reviewed.

"Given the history of LOM, it's fair to say that it catches our
attention when their name comes up in this context."

Meanwhile, KPMG also said it in its filings tha it is
investigating Portus's ties to Costa Rica, Panama and the United
States.

"We have seen some indication of some flows of money or
transactions with those jurisdictions," Bob Rusko, the KPMG
partner leading the receivership, told reporters last week.

The receiver is also looking into a US$3-million transfer from a
Portus affiliate to an offshore trust that is connected to
company directors and officers.

CONTACT: KPMG Portus
         E-mail: portus@kpmg.ca
         Call Center: 1-866-260-5439



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CEMIG: Schedules Annual Stockholders Meeting for April 29
---------------------------------------------------------
Stockholders are called to the Annual General Meeting of
stockholders, to be held on April 29, 2005, 2 p.m. at the
company's head office, Av. Barbacena 1200, 18th floor, in the
city of Belo Horizonte, in the state of Minas Gerais, Brazil, to
decide on the following matters:

I - To consider, discuss and vote on the Report of Management
and the Financial Statements for the business year ended 31
December 2004, and the respective complementary documents.

2 - Allocation of the net profit for the 2004 business year, in
accordance with the terms of Section 192 of Law 6404/76, as
amended.

3 - Decision on the form and date of payment of Interest on
Equity and Dividends, in the amount of R$ 692,400,000.

4 - Election of the members of the Audit Board and their
substitute members, and setting of their remuneration.

5 - Setting of the remuneration of the Company's managers.

The Company's Board of Directors will present these proposals
concerning the allocation of the BRL 1,384,801,000, net profit
in 2004:

1) R$ 692,400,000 to be distributed in the form of dividends,
corresponding to 50% of the net profit for the business year
2004, namely:

1.1) Dividends in the form of Interest on Equity, in the amount
of R$ 510,000,000, made up of:

- R$ 200,000,000 approved by the Board of Directors on 1 June
2004, payable to stockholders in the Nominal Share Registry on
11 June 2004;

- R$ 100,000,000 approved by the Board of Directors on 27 August
2004, payable to stockholders in the Nominal Share Registry on 8
September 2004;

- R$ 170,000,000 approved by the Board of Directors on 30
January 2004, payable to stockholders in the Nominal Share
Registry on 10 December 2004; and

- R$ 40,000,000 approved by the Board of Directors on 28
December 2004, payable to stockholders in the Nominal Share
Registry on 10 January 2005.

1.2) Complementary dividends, in the amount of R$ 182,400,000,
to which deduction of income tax at source is not applicable,
payable to the stockholders inscribed in the Nominal Share
Registry on the date on which the Annual General Meeting for
2005 is held.

1.3) The payments of dividends will be in two six-monthly parts.

The first payment shall be on 30 June 2005, in the amount of R$
346,200,000, made up of Interest on Equity of R$ 200,000,000
declared on 11 June 2004, Interest on Equity of R$ 100,000,000
declared on 8 September 2004, and Interest on Equity of R$
46,200,000 declared on 10 December 2004.

The second portion of the dividends will be paid on 29 December
2005, in the amount of R$ 346,200,000, made up of complementary
Interest on Equity of R$ 123,800,000 declared on 10 December
2004, Interest on Equity of R$ 40,000,000 declared on 28
December 2004, and complementary dividends of R$ 182,400,000.
The payment of each of the portions indicated may be brought
forward according to the company's availability of cash and at
the decision of the Board of Executive Directors.

2) R$ 66,834,000 as "Social Profit", in accordance with the
decision of the Annual General Meeting of 30 April 2002, being
5% of Cemig's net profit for the business year, without
including equity income from subsidiaries, to cover the
following specific expenses:

2.1) R$ 12,500,000 on the Irape Hydroelectric Plant Project, to
cover environmental costs and costs of land involved in the Term
of Agreement with the Federal Public Attorneys' Office, in
relation to capital expenditure in the business year of 2005,
complementing the funds allocated by CRCA 047/2002, of 19 July
2002.

2.2) R$ 16,607,000 for financial coverage of the activities of
the Minas Gerais Industrial Development Institute (INDI), made
up of R$ 11,497,000 relating to the business year 2005 and R$
5,110,000 to cover part of the current expenses of 2004 not
allocated from the "Social Profit" of 2004.

2.3) R$ 37,727,000 to cover part of the value of the third
contractual amendment to the Irape Hydroelectric Plant Project,
involving adjustments in capital expenditure on the project's
building works, in the current amount of R$ 69,874,000, as
approved by CRCA 180/2004 of 30 December 2004.

The amounts already approved by the Board of Directors for
investment in the Irape Project and in the Light for Everyone
Program will be compensated in the "Social Profit" of future
business years.

3) The amount of R$ 205,809.000 will be destined to the
following capital expenditure:

3.1) An injection of capital of R$ 38,779,000 in the company
Empresa de Infovias S.A. in 2005, which added to the amount of
R$ 9,221,000 of profit allocated in 2004 and not used in that
business year, completes a total of R$ 48,000,000 of capital
expenditure approved in the Budget Proposal for 2005, according
to CRCA 179/04, of 28 December 2004.

3.2) An injection of capital of R$ 1,650,000 in 2005 in Cemig
PCH S.A., according to a proposal by the Board of Directors, to
be decided on today's date.

3.3) An injection of capital of R$ 4,645,000 in Usina Termica
Barreiro S.A., made up of:

R$ 3,445,000 applied in 2004 (R$ 1,030,000 approved by CRCA
089/2004 of 29 July 2004,

R$ 1,350,000 approved by CRCA 113/2004 of 30 September 2004, and

R$ 1,065,000 approved by CRCA 156/2004 of 14 December 2004); and

R$ 1,200,000 to be applied in 2005 in accordance with the
proposal by the Board of Directors.

3.4) An injection of capital of R$ 10,341,000 in 2005 in
Companhia Transleste de Transmissao, a special-purpose company,
for the implementation of the Irape-Montes Claros 345kV
transmission line, in accordance with CRCA 096/2003 and CRCA
097/2003, both of 19 December 2003.

3.5) An injection of capital of R$ 30,000 in 2005 in Cemig
Trading S.A., in accordance with CRCA 096/04 of 27 August 2004.

3.6) An injection of capital of R$ 6,208,000 in 2005 in
Companhia Transirape de Transmissao, for the construction of the
Irape-Aracuai transmission line, in accordance with CRCA 024/05
of 2 February 2005.

3.7) An injection of capital of R$ 6,489,000 in 2005 in
Companhia de Transmissao Centro Oeste de Minas, for construction
of the Itutinga-Juiz de Fora transmission line, in accordance
with CRCA 162/04 of 14 December 2004.

3.8) R$ 137,667,000 for acquisition of stockholding control of
the Rosal Energia Hydroelectric Plant, made up of R$ 134,000,000
disbursed in 2004, and R$ 3,667,000 to be disbursed in 2005,
being the difference of equity valuation in the balance sheet of
that company between 31 August 2004 and 31 December 2004,
according to CRCA 138/2004 of 9 November 2004.

4) R$ 419,758,000 will be maintained in stockholders' equity to
support working capital and continuous use in the Capital
Expenditure Budget for 2005, approved by the Board of Directors
on 28 December 2004, by CRCA 179/04.

The objective of this proposal is to meet the legitimate
interests of the stockholders and the company, for which reason
the Board of Directors hopes that it will be approved by the
stockholders.

Any stockholder who wishes to be represented by proxy in the
said General Meeting should obey the terms of Article 126 of Law
6406/76, as amended, and the sole paragraph of Clause 9 of the
company's bylaws, by depositing proofs of ownership of the
shares, issued by a depositary financial institution, and a
power of attorney with special powers, at the management office
of the General Secretariat of Cemig at Av. Barbacena 1200, 19th
floor, B1 Wing, Belo Horizonte, state of Minas Gerais, Brazil,
by 4 p.m. on 27 April or by showing the said proofs of ownership
at the time of the meeting.

CONTACT: Companhia Energetica de Minas Gerais
         Av.Barbacena, 1200
         Santo Agostinho - CEP 30190-131
         Belo Horizonte - MG - Brasil
         Fax:(0XX31)299-4691
         Phone: (0XX31)349-211COMPANHIA


CESP: Legislators Delay Vote on CTEEP Privatization Bill
--------------------------------------------------------
Sao Paulo state governor Geraldo Alckmin expects state
legislators to approve by year-end a bill that will allow the
privatization of state transmission company CTEEP, reports
Business News Americas.

The legislators were supposed to vote on the bill this week but
ongoing political negotiations with the state legislature
hampered the process.

Alckmin submitted the bill earlier this year as part of an
effort to rescue generation company CESP, CTEEP's ailing sister
company's debt.

The approval of the bill will pave the way for the sale of
CTEEP, a necessary step in helping CESP restructure its BRL10-
billion (US$3.91bn) debt.

The sale of CTEEP could raise more than BRL1 billion to
capitalize CESP, allowing it to restructure its debt with the
federal government's help, Alckmin said.

Local press suggested that the federal government would either
capitalize CESP or extend the terms of debt it owes the national
treasury through national development bank BNDES.

CESP owes BNDES some BRL3 billion.

CONTACT:    Companhia Energetica De Sao Paulo (CESP)
            Rua da ConsolaO o, 1.875
            CEP 01301 -100 S o Paulo, Brazil
            Phone: +55-11-234-6322
            Fax: +55-11-287-0871
            Home Page: http://www.CESP.com.br/
            Contact:
            Mauro G. Jardim Arce, Chairman
            Ruy M. Altenfelder Silva, Vice Chairman
            Vicente Kazuhiro Okazaki, Finance Director


CFLCL: Arbitral Tribunal Confirms Award in Favor of Alliant
-----------------------------------------------------------
Alliant Energy Corporation announced that on April 11, 2005, the
International Chamber of Commerce's International Court of
Arbitration completed its review of the arbitration award in
favor of Alliant Energy in a dispute related to an expansion of
the Juiz de Fora natural-gas fired generating facility ("JDF")
in Brazil, rejecting challenges to the award raised by Cat-Leo
Energia S.A. ("Cat-Leo").

The arbitral tribunal confirmed the final award in favor of
Alliant Energy of an amount in local currency equivalent to
approximately US$22 million. Alliant Energy is pursuing
resolution of this matter through a negotiated settlement with
Cat-Leo and its parent, Companhia Forca e Luz Cataguazes-
Leopoldina, S.A. (CFLCL). Cat-Leo and Alliant Energy each hold a
50% direct interest in JDF.

Alliant Energy Corporation is an energy-services provider with
subsidiaries serving more than three million customers.
Providing its customers in the Midwest with regulated
electricity and natural gas service remains the company's
primary focus. Alliant Energy's domestic utility subsidiaries,
Wisconsin Power and Light and Interstate Power and Light, serve
977,000 electric and 413,000 natural gas customers. Other
business platforms include the international energy market and
non-regulated domestic generation. Alliant Energy, headquartered
in Madison, Wis., is a Fortune 1000 company traded on the New
York Stock Exchange under the symbol LNT.

CONTACT: Mauricio Perez Botelho
         Investor Relations Director
         Companhia Forca e Luz Cataguazes-Leopoldina
         Praca Rui Barbosa, 80 - CEP 36770-901
         Cataguases, MG
         Phone: (32) 3429-6282
         Fax: (32) 3429-6480
         E-mail: mbotelho@cataguazes.com.br



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

EMASEO: Govt. Plans To Cut Workforce, Create New Company
--------------------------------------------------------
Ecuadorian capital Quito's municipality has outlined plans to
address the financial problems plaguing municipal waste
management company Emaseo, reports Business News Americas.

According to Emaseo general manager Luis Pacheco, the local
government plans to slash the Company's bloated workforce, which
is the main source of its problem, to around 30 from the current
800-plus.

In addition, the municipality is mulling the creation of a new
company tasked with only overseeing waste collection. The idea
is for a private operator to take over Emaseo's operations in
the city's north in January, Pacheco pointed out.

The process of reducing workers and advancing with the creation
of the new company could take six months, said Pacheco.



=================
G U A T E M A L A
=================

EEGSA: S&P Releases Analysis on Ratings
---------------------------------------
ISSUER CREDIT RATING
Corporate Credit Rating
  Local currency:  BB/Stable/--
Corporate Credit Rating
Foreign currency:  BB-/Stable/--

Rationale

The rating on Empresa Electrica de Guatemala S.A. (EEGSA) is
constrained by:

    * Attractive and business friendly regulatory framework;
    * Strong market position as a provider of electric service
to about 70% of customers in Guatemala;
    * A favorable tariff structure and customer base profile;
and
    * Management's proven experience and success in the region
and strong support from its sponsors.

These factors are partially mitigated by:

    * Limited financial flexibility compared with distribution
companies operating in countries with more developed financial
markets;
    * Certain level of uncertainty in operating in a competitive
market for electricity in a country that, while stable today,
has experienced periods of economic instability in the past; and
    * A still highly polarized society and a divided Congress,
which Standard & Poor's Ratings Services expects will continue
to prevent significant advances in economic reform and,
therefore, limit the ability to achieve higher economic growth
rates.

With sales of $521 million and about 705,000 customers as of
Dec. 31, 2004, EEGSA is the largest electricity distribution
company in Guatemala, involved in distributing electricity to
about one-third of the country's population, including the
country's capital city of Guatemala. The company is controlled
by a consortium formed by Iberdrola Energia S.A. (39.63%
ownership), TECO Energy Inc. (24.26%), and Electricidade de
Portugal S.A. (16.98%), all with extensive experience and
successful track records in the region.

The ratings reflect a limited ability to achieve higher demand
growth rates due to limited economic growth, which derives from
a still highly polarized society and a divided Congress, which
Standard & Poor's expects will continue to prevent significant
advances in economic reform. The ratings also reflect the
company's limited financial flexibility given the undeveloped
capital markets in Guatemala, compared with distribution
companies operating in countries with more developed financial
markets; a certain amount of uncertainty in operating in a
competitive market for electricity in a country that, while
stable today, has experienced periods of economic instability in
the past; and an untested regulation during an economic crisis.
EEGSA's energy losses, currently at about 10%, show improvement
from the 11% reported in 2002, and compare favorably with other
operations managed by Iberdrola in the region. The quality of
the company's service has continuously improved since its
privatization in 1998, with indicators such as total
interruption time and annual interruption frequency below the
levels when current management took over operations.

On the other hand, the credit strength principally arises from
an attractive and business-friendly regulatory framework, proven
under the current economic environment; the natural monopoly
environment to provide electric distribution; a favorable tariff
structure that allows a pass-through of energy costs; and
management's proven experience and success in the region. The
company's funds from operations (FFO) interest coverage improved
to 4.6x for 2004, from 2.6x at the end of 2003, as a result of
increased FFO and lower debt levels, reflected also in the
company's FFO-to-total debt ratio of 37.7%, from 23.7% at year-
end 2003.

As of December 2004, EEGSA completed the corporate
reorganization of its subsidiaries, through which EEGSA
separated the distribution company's core regulated operations
from the unregulated activities of most its other subsidiaries,
including Comercializadora Electrica de Guatemala S.A.
(COMEGSA), the commercialization subsidiary of EEGSA, which
contributed about 22% of revenues and 10% of EBITDA. The
company's shareholders maintained their levels of ownership in
both EEGSA and the other companies.

Liquidity

The company's liquidity is adequate. As of Dec. 31, 2004, the
company had $29 million in cash, along with EBITDA of $91
million for 2004. This compares favorably with $8 million of
short-term debt of a total of $173 million. Debt maturities
throughout 2013 should be manageable under current cash flow
generation and cash holdings. As of Dec. 31, 2004, the company
was in compliance with all of its covenants.

Outlook

The local currency outlook reflects our expectation that EEGSA
will maintain its financial profile, will continue to distribute
the electricity required by COMEGSA's large consumers, and will
improve operating efficiencies in a regulated market and under
close control from the National Commission of Electrical Energy.
The foreign currency outlook reflects that of the Republic of
Guatemala.

Primary Credit Analyst: Federico Mora, Mexico City
(52) 55-5081-4436; federico_mora@standardandpoors.com

Secondary Credit Analyst: Fabiola Ortiz, Mexico City
(52) 55-5081-4449; fabiola_ortiz@standardandpoors.com



=============
J A M A I C A
=============

KAISER ALUMINUM: Confirmation of Liquidating Plans Not Complete
---------------------------------------------------------------
Kaiser Aluminum said that the hearing held Wednesday before the
U.S. Bankruptcy Court for the District of Delaware was not
completed.

The hearing dealt with the confirmation of the two Liquidating
Plans (as defined in Kaiser's Form 10-K for 2004) filed in
conjunction with the previously announced sale of Kaiser's
interests in and related to alumina refineries in Jamaica and
Australia. A further hearing will be scheduled to resume the
confirmation process.

No assurances can be provided as to whether or when the
Liquidating Plans will be confirmed by the Court or ultimately
consummated or, if confirmed and consummated, as to the amount
of distributions to be made to individual creditors of the
liquidating subsidiaries or the company.

Further, the company cannot predict what the ultimate allocation
of distributions among holders of the company's 9-7/8% Senior
Notes, 10-7/8% Senior Notes, and the 12-3/4% Senior Subordinated
Notes will be, when any such resolution will occur, or what
impact any such resolution may have on the company and its
ongoing reorganization efforts.

The Liquidating Plans relate exclusively to the interests in and
related to alumina refineries in Jamaica and Australia and will
have no impact on the normal ongoing fabricated products
business unit or other continuing operations.

Kaiser Aluminum (OTCBB:KLUCQ) is a leading producer of
fabricated aluminum products for aerospace and high-strength,
general engineering, automotive, and custom industrial
applications.

CONTACT: Kaiser Aluminum, Houston
         Mr. Scott Lamb
         Phone: 713-332-4751



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

AOL LATIN AMERICA: Has Until May 9 to Regain NASDAQ Compliance
--------------------------------------------------------------
America Online Latin America, Inc. ("AOLA") received a letter
(the "Letter") from The Nasdaq Stock Market ("Nasdaq") on April
7, 2005 notifying AOLA that for 10 consecutive trading days
prior to the date of the Letter, the market value of AOLA's
listed securities had been below the minimum of $35,000,000 as
required for continued inclusion on the Nasdaq SmallCap Market.

Accordingly, in accordance with Marketplace Rule 4450(e)(4),
Nasdaq has provided AOLA with 30 calendar days, or until May 9,
2005, to regain compliance.

In the Letter, Nasdaq also notified AOLA that it was not in
compliance with Marketplace Rules 4310(c)(2)(B)(i) or 4310
(c)(2)(B)(iii), which require minimum stockholders' equity of
$2,500,000 or net income from operations of $500,000 in the most
recently completed fiscal year or in two of the last three most
recently completed fiscal years.

AOLA has previously disclosed its receipt of a letter from
Nasdaq regarding its noncompliance with Nasdaq's $1.00 minimum
bid price requirement. In addition, AOLA has previously
disclosed that it is not in compliance with Nasdaq's Audit
Committee composition requirement and received a letter from
Nasdaq regarding such noncompliance on April 1, 2005. As
previously disclosed, AOLA expects that its class A common stock
will be delisted. AOLA does not expect to be able to regain
compliance with any of the Nasdaq listing requirements described
in this report.

About AOL Latin America

America Online Latin America, Inc., is a leading interactive
service provider in Latin America, deriving the bulk of its
revenues principally from member subscriptions in Brazil,
Mexico, Argentina and Puerto Rico.

AOLA also generates additional revenues from advertising and
other revenue sources, including programming services provided
to America Online for Latino content area and revenue sharing
agreements with certain local telecommunications providers. At
Sept. 30, 2004, AOLA's balance sheet shows $39.9 million in
assets and a $147.4 million shareholder deficit.

CONTACT: America Online Latin America, Inc.
         6600 N. Andrews Ave.
         Suite 500
         Fort Lauderdale, FL 33309
         USA
         Phone: 954-229-2100


DIRECTV GROUP: Unit Completes $2.5B Senior Secured Financing
------------------------------------------------------------
The DIRECTV Group, Inc. (NYSE:DTV) announced Wednesday that its
subsidiary, DIRECTV Holdings LLC, has completed its previously
announced senior secured credit facility. The size of the
facility was increased to $2.5 billion as DIRECTV elected not to
proceed with an anticipated $500 million unsecured notes
offering.

The new senior secured credit facility consists of a $500
million undrawn six-year revolving credit facility, a $500
million six-year Term A loan and a $1.5 billion eight-year Term
B loan. The interest rate on each of the loans is currently
LIBOR plus 1.50% per annum. The facility is secured by
substantially all of the assets of DIRECTV Holdings and its
domestic subsidiaries and is guaranteed by all of its domestic
subsidiaries.

The proceeds of the facility were used to repay the existing
$1.0 billion senior secured loan and replace an undrawn $250
million revolving credit facility, to repay an unsecured $875
million note owing to DIRECTV Group and to pay transaction
costs, with the remaining proceeds available for working capital
or other purposes.

Bank of America, N.A. is the administrative agent and collateral
agent for the facility, and JP Morgan Chase Bank, N.A. is the
syndication agent. Bank of America Securities LLC and J.P.
Morgan Securities Inc. were co-lead arrangers and co-book
managers, while Credit Suisse First Boston, Goldman Sachs Credit
Partners, L.P. and Citicorp North America, Inc. acted as co-
documentation agents.

"The financing was very well received and we are pleased with
its successful completion," said Michael Palkovic, DIRECTV CFO.
"This transaction strengthens our financial position, provides
us with additional flexibility in our operating and financial
covenants and was completed at what we consider to be a very
attractive interest rate."

About DirecTV

The DIRECTV Group, Inc. is a world-leading provider of digital
multichannel television entertainment, broadband satellite
networks and services. The DIRECTV Group, Inc. is 34 percent
owned by News Corporation.

CONTACT: The DIRECTV Group, Inc.
         Mr. Bob Marsocci
         Phone: 310-726-4656
         Web site: http://www.directv.com


DIRECTV GROUP: Fitch Assigns 'BB+' to Unit's Credit Facility
------------------------------------------------------------
Fitch Ratings assigns a 'BB+' rating to the new $2.5 billion
senior secured credit facility entered into by DIRECTV Holdings
LLC (DIRECTV). Additionally, Fitch affirms the 'BB' rating
assigned to the senior unsecured debt of DIRECTV. The Rating
Outlook for each of the ratings remains Stable. Fitch's rating
action affects approximately $3.3 billion of debt as of the end
of 2004.

Fitch's ratings reflect DIRECTV's strong market position as the
second largest multichannel video programming distributor in the
U.S., the support and liquidity position of DIRECTV Group, Inc.
(DTVG) (Fitch acknowledges that DTVG does not guaranty the debt
of DIRECTV). Also incorporated into the ratings is Fitch's
expectation of elevated competition for subscriber market share
from cable multiple system operators, other direct broadcast
satellite (DBS) providers, and, over the intermediate term, from
the RBOCs as they complete the roll-out of facilities-based
video services. Fitch's ratings also reflect DIRECTV's lack of
revenue diversity and narrow product offering relative to the
cable MSOs and Fitch's expectation that cable MSOs, with the
introduction of telephony service to the product bundle, will be
in a position to enhance their competitive position.
Furthermore, Fitch's ratings incorporate DIRECTV's high cost to
acquire and retain subscribers. Fitch expects these costs (on a
per subscriber basis) to increase, as subscribers migrate to
more advanced set top boxes and DIRECTV controls subscriber
churn. Fitch anticipates that DIRECTV's gross subscriber
additions will be somewhat below the 4.2 million gross
subscribers added during 2004. Fitch believes that reducing
subscriber churn and controlling the growth of subscriber
acquisition and retention costs will be key to growing EBITDA
and expanding margin.

Proceeds from the new credit facility are expected to be used to
refinance the existing senior secured credit facility and to
repay the $875 million intercompany note due to DTVG.
Additionally, DIRECTV plans to redeem approximately $490 million
of its 8.375% senior notes with the proceeds received from an
equity contribution to DIRECTV by DTVG. Pro forma for both of
the transactions, total debt at DIRECTV will be reduced by
approximately $377 million and leverage declines to 5.0x, based
on actual 2004 EBITDA of $583.1 million. The transactions also
increase the proportion of secured debt relative to the total
capitalization, weakening the position of the senior unsecured
noteholders. Senior secured leverage increases to 3.4x pro forma
from 1.7x. The total leverage and senior secured leverage
covenants contained in the new credit facility are higher than
those contained in the existing facility, providing DIRECTV with
additional flexibility to operate. Secured debt is limited to
3.0x by the covenant contained in the 8.375% notes.

Fitch expects the company's total leverage metric to improve
during 2005 and to finish 2005 with leverage under 3.5x. During
2004, DIRECTV reported free cash flow of negative $247 million.
Fitch expects that free cash flow generation will improve during
2005 but will remain negative.

Fitch's Stable Rating Outlook incorporates Fitch's expectation
for subscriber growth to continue during 2005 albeit at a
moderately slower pace relative to 2004. Fitch expects the
company to balance subscriber growth with subscriber acquisition
and retention costs while reducing subscriber churn to drive
increasing EBITDA and operating margins.

CONTACT:  David Peterson +1-312-368-3177, Chicago
          Michael Weaver +1-312-368-3156, Chicago

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


DIRECTV GROUP: Units Make Partial Redemption of 8-3/8% Sr Notes
---------------------------------------------------------------
The DIRECTV Group, Inc. (NYSE:DTV) announced Wednesday that two
of its subsidiaries, DIRECTV Holdings LLC and DIRECTV Financing
Co., Inc. (the "Issuers"), have elected to redeem $490 million
aggregate principal amount of their outstanding 8-3/8% Senior
Notes due 2013, representing 35% of the $1.4 billion aggregate
principal amount outstanding.

The redemption date will be May 19, 2005, and, in accordance
with the terms of the indenture governing the notes, the
redemption price will be 108.375% of the principal amount, plus
accrued and unpaid interest, for a total of approximately $538
million. The Issuers are exercising their option to redeem a
portion of the notes with the proceeds of an equity investment
that DIRECTV Group has made in DIRECTV Holdings.

The trustee for the notes is The Bank of New York, telephone
213-630-6176.

This announcement is neither a request nor an offer for tender
of securities of The DIRECTV Group, Inc. nor DIRECTV Holdings
LLC.

CONTACT: The DIRECTV Group, Inc.
         Mr. Bob Marsocci
         Phone: 310-726-4656
         Web site: http://www.directv.com


GRUPO MEXICO: SPCC Declares Dividend
------------------------------------
Southern Peru Copper Corporation (NYSE and LSE: PCU) (SPCC) said
Tuesday it will pay a dividend of $2.3776 per share payable, May
13, 2005.

The Company said the dividend will be paid to shareholders on
record at the close of business on April 29.

SPCC is one of Peru's largest companies and one of the ten
largest copper producers worldwide. The ownership of SPCC
shares, either directly or through subsidiaries, is as follows:
Grupo Mexico (75.1%), Cerro Trading Company (7.7%); Phelps Dodge
(7.6%) and other shareholders (9.6%).

CONTACT:  SOUTHERN PERU COPPER CORP.
          Avenida Caminos del Inca #171
          Chacarilla del Estanque
          Santiago de Surco
          Lima, 33
          Peru
          Website: http://www.southernperu.com
          Phone: +51-(0)1-372-1414


PEMEX: Exploration Requires $1.5B Annual Investment
---------------------------------------------------
State oil monopoly Petroleos Mexicanos (Pemex) needs to spend at
least US$1.5 billion a year on exploration to achieve its 100%
replacement goal for total reserves by 2010, the AP reports,
citing Carlos Morales, head of Pemex exploration and production.

Pemex produced 3.4 million barrels a day of crude in 2004,
making it the world's third-largest oil company. As of the end
of last year, Pemex had the crude equivalent of 46.9 billion
barrels of total proven, probable and possible reserves.

Despite Pemex's massive deposits and high output, maintaining or
boosting investment is complicated by the company's status as a
state entity. About three-fifths of the Company's revenue goes
to the federal government to fund national expenses such as
education and health care.


TFM: KCS Increases Consideration for Note Tender Offer
------------------------------------------------------
Kansas City Southern ("KCS") (NYSE: KSU) today announced that
its majority owned subsidiary, TFM, S.A. de C.V. ("TFM"), has
increased the consideration payable in its cash tender offer for
any and all of its outstanding $443,500,000 aggregate principal
amount of 11.75% Senior Discount Debentures due 2009, CUSIP
Numbers 872402AB8 and 872402AD4, ISIN Number USP91415AB81 (the
"Notes"), which commenced on April 1, 2005. The total
consideration for each $1,000 principal amount of Notes tendered
and accepted for payment pursuant to the Offer to Purchase shall
now be $1,005, plus accrued interest thereon from the most
recent payment of semi-annual interest preceding the applicable
settlement date, to, but excluding, such date. The total
consideration now consists of tender offer consideration of $965
and a consent payment of $40 per $1,000 principal amount of
Notes, payable to holders that validly tender their Notes and
give their consents for amendments to the indenture prior to the
Consent Deadline. Holders that validly tender their Notes after
the Consent Deadline and prior to the Expiration Time will now
receive the tender offer consideration of $965 per $1,000
principal amount of Notes.

All of the other terms and conditions set forth in TFM's Offer
to Purchase and Consent Solicitation Statement dated April 1,
2005, remain unchanged. The Expiration Time and the Consent
Deadline also remain unchanged.

Morgan Stanley & Co. Incorporated is the dealer manager and D.F.
King & Co, Inc. is the information agent for the Offer. Requests
for documentation should be directed to D.F. King & Co, Inc. at
800-488-8075 (toll free) (banks and brokerage firms please call
212-269-5550). Questions regarding the transaction should be
directed to Morgan Stanley & Co. Incorporated at 800-624-1808
(U.S. toll-free) or 212-761-1457 (collect), attention: Riccardo
Cumerlato. In Luxembourg, copies of the Offer to Purchase and
the Consent Solicitation, the accompanying Letter of Transmittal
and related documents may be obtained from the Luxembourg Agent
for the Offer, Kredietbank S.A. Luxembourgeoise, located at 43,
Boulevard Royal, L-2955 Luxembourg, telephone number 011-352-
4797-3926, and facsimile number 011-352-4797-73-951. In
addition, holders may tender their Notes at the office of the
Luxembourg Agent.

This announcement is not an offer to purchase, a solicitation of
an offer to purchase or a solicitation of consent with respect
to any Notes. The Offer is being made solely by the Offer to
Purchase and related Solicitation of Consents dated April 1,
2005, which set forth the complete terms of the tender offer and
consent solicitation.

Headquartered in Kansas City, Mo., KCS is a transportation
holding company that has railroad investments in the U.S.,
Mexico and Panama. Its primary U.S. holdings include The Kansas
City Southern Railway Company, founded in 1887, and The Texas
Mexican Railway Company, founded in 1885, serving the central
and south central U.S. Its international holdings include a
controlling interest in TFM, S.A. de C.V., serving northeastern
and central Mexico and the port cities of Lazaro Cardenas,
Tampico and Veracruz, and a 50% interest in The Panama Canal
Railway Company, providing ocean-to-ocean freight and passenger
service along the Panama Canal. KCS' North American rail
holdings and strategic alliances are primary components of a
NAFTA Railway system, linking the commercial and industrial
centers of the U.S., Canada and Mexico.

CONTACT:  KANSAS CITY SOUTHERN
          Investors:
          William H. Galligan
          Tel: 816-983-1551
          E-mail: william.h.galligan@kcsr.com
                    or
          U.S. Media:
          C. Doniele Kane
          Tel: 816-983-1372
          E-mail: doniele.c.kane@kcsr.com
                    or
          Mexico Media:
          Gabriel Guerra
          Tel: 011-525-55-208-0860
          E-mail: gguerra@gcya.net
          URL: www.kcsi.com


TFM: Moody's Assigns B2 Sr. Unsecured Rating To New Notes
---------------------------------------------------------
Moody's Investors Service assigned a B2 rating to $460 million
of new senior unsecured notes expected to be issued by TFM, S.A.
de C.V. ('TFM') to fund the tender for its existing 11.75%
Notes. Moody's also affirmed the ratings on TFM's other rated
debt. The rating outlook is negative.

The rating favorably reflects the value of TFM's geographically
attractive railway concession in Mexico and the importance of
that railway system for U.S./Mexican trade, as well as TFM's
record of operating success and free cash flow under private
ownership. The considerably improved clarity of TFM's governance
and operating strategy now that the company is controlled by a
single railroad operator also supports the rating. These
positives are balanced by TFM's highly leveraged capital
structure and weaker than peer financial performance during the
current economic upturn.

The negative outlook particularly reflects TFM's comparatively
higher exposure to the US automotive industry and the impact of
near-term uncertainty for auto production levels on TFM's
results, the expectation of higher levels of capital investment
which will limit free cash flow for debt paydown, the potential
for slower growth of US imports from Mexico in favor of other
lower-cost sourcing of manufactured goods, and the potential for
additional funding should the Mexican Government put its 20%
ownership interest in TFM to Grupo TFM (TFM's parent).

The rating could be pressured down if TFM is not able to achieve
the targeted operational and financial benefits from its new
ownership structure (now estimated at approximately $25 million
including interest savings), if EBIT to interest falls below
1.1x or Adjusted debt to EBITDAR exceeds 5.5x (from 4.5x at FYE
2004), or if the resolution of the put of TFM stock held by the
Mexican Government leads to any increase in TFM's debt level.
Also, the ratings reflect TFM's current debt structure in which
all obligations rank pari-passu on a senior unsecured basis. The
indenture for the new notes provides a carve-out for secured
indebtedness and any change in relative priority of claim in the
company's capital structure due to the creation of a secured
class of debt could adversely affect the rating of the senior
unsecured obligations.

Kansas City Southern ('KCS'; senior implied at B1, negative
outlook) has acquired control of TFM's operations following KCS'
recent purchase of the Grupo TFM shares previously held by Grupo
TMM. This considerably simplifies the ownership of TFM's railway
operations, and should be beneficial to the company's near-term
financial performance. Some portion of TFM's recent financial
underperformance can be traced to operating management being
distracted by disagreement over control of the railway between
KCS and its former partner, in Moody's view. KCS' control, as a
railway operator whose own rail network connects to TFM's,
should considerably improve the oversight of TFM operations and
could lead to adding additional rail operating management or
systems at TFM.

KCS intends to replace TFM's 11.75% bonds (which are callable)
with the new debt at the lower prevailing market interest rates.
The immediate effect of the Tender Offer and the new Notes, if
completed, will be to improve TFM's interest coverage metrics
and free cash flow. Over the near-term, TFM is likely to
refinance the bank Term Loan to improve flexibility and provide
additional liquidity. TFM's existing Term Loan is amortizing
with another $33 million principal payment due in September,
2005. Stability in the ownership of TFM with the better
visibility of strategy and operations, should provide TFM with
more efficient access to the capital markets.

TFM's adjusted debt level remains high at approximately $1.25
billion, including balance sheet debt of $883 million as of FYE
2004. Further, we expect the company to increase capital
spending over the intermediate term, as capital investment was
comparatively light in recent years. While we expect the company
to continue to be free cash flow positive, the rate of debt
reduction could be less than that achieved in the recent past.
However, excluding the amortization of the existing bank term
loan, which we anticipate will be refinanced shortly, TFM's next
debt maturity is in 2007.

TFM has a relatively high exposure to the US auto sector as many
of the more recently constructed assembly plants are on TFM's
rail lines. While recovery of other cyclical segments such as
chemicals and agribusiness has more than offset the decline in
auto traffic, TFM's large auto exposure is likely to negatively
affect TFM's financial results for some time. More broadly,
TFM's volume is highly related to the level of US/Mexico trade.
While trade has recovered somewhat during 2004, recent growth
rates have been less than historic levels as US importers have
moved sourcing to other countries with even lower production
costs than Mexico. Thus, despite TFM's low operating costs, this
sourcing decision by US operators remains an important long term
risk to TFM's financial performance.

As TFM's bonds will not be guaranteed or directly supported by
KCS, Moody's will continue to evaluate TFM's debt ratings on a
stand-alone basis. Maintenance of the rating will require
availability of financial information of TFM on an ongoing
basis. We do recognize, however, that KCS has made a
considerable incremental investment in TFM over time, and
acquired control of TFM after protracted negotiations with its
former partner. Also, not only does control over TFM's
operations afford KCS the opportunity to offer shippers longer
single line service, but control over the Mexican operation does
make KCS a somewhat more attractive investment candidate itself.
Nonetheless, Moody's notes that KCS has limited financial
capacity to support TFM obligations given KCS' own leveraged
capital structure. Longer term, we note that KCS has yet to
realize a cash return on its now considerable investment in TFM
and the need to do so could affect the longer term capital
structure of both companies. The TFM bond will include
protective covenants typical for a transaction of this type,
including limitations on restricted payments and debt.

The ability of the Mexican government to exercise its put for
20% of TFM stock continues to be stayed by a Mexican court
pending review of procedural aspects of the put process. With
regard to the Value Added Tax ('VAT') dispute between the
Mexican government and Grupo TFM, Mexico's Fiscal Court has once
again directed the Ministry of Finance to issue a Certificate to
Grupo TFM. The ultimate outcome of these two separate matters
will be considered as they are settled, although a swap of the
VAT for the put continues to be the more probable outcome in our
view.

Rating assigned and affirmed

TFM, S.A. de C.V. $460 million of senior unsecured notes at B2;
senior unsecured senior implied and issuer rating at B2

TFM, S.A. de C.V., based on Mexico City, Mexico, owns the
concession to operate Mexico's northeast railway. TFM, S.A. de
C.V. is owned by Grupo TFM and the Government of Mexico. Grupo
TFM is owned by Kansas City Southern. Kansas City Southern,
based in Kansas City, Missouri owns and operates several
railroads including Kansas City Southern Railway, a Class I U.S.
railroad.


TV AZTECA: To Pay MXP0.00572 Dividend Per Share
----------------------------------------------
Shareholders of TV Azteca, Mexico's second largest broadcaster,
are expected to receive dividends of MXP0.00572 per share this
year, says Reuters.

The distribution, 19 percent lower than last year's dividends of
MXP0.00707 per share, would be made to holders of the Company's
"D-A" and "D-L" series shares. TV Azteca, however, has announced
that it will be making a separate payment to the shareholders.

The dividend payment proposal as well as the Company's buyback
plan for 2005 will be presented to shareholders on April 29 for
ratification.

TV Azteca operates two national television networks in Mexico,
Azteca 13 and Azteca 7, through more than 300 owned and operated
stations across the country.

TV Azteca affiliates include Azteca America Network, a new
broadcast television network focused on the rapidly growing U.S.
Hispanic market, and Todito.com, an Internet portal for North
American Spanish speakers.

CONTACT: Investor Relations
         Mr. Bruno Rangel
         Phone: +011-5255-3099-9167
         E-mail: jrangelk@tvazteca.com.mx

         Media Relations
         Mr. Tristan Canales
         Phone: +011-5255- 1720-5786,
         E-mail: tcanales@tvazteca.com.mx
         Web site: http://www.tvazteca.com.mx



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

* URUGUAY: Opens $300M Bond Debt Sale
-------------------------------------
Analysts say that investors will likely give a warm reception to
Uruguay's dollar denominated debt sale scheduled today. The
offer, valued at US$300 million and maturing in 12 years, comes
after the country's US$5.3 billion debt default in 2003.

Mr. Pablo Morra, an analyst from Goldman, Sachs & Co., told
Bloomberg that Uruguay's improving economic outlook and its
ongoing efforts at negotiating a loan agreement with IMF will
help sell the bonds. The sale is expected to yield 9 percent.

Uruguay carries below investment grade ratings from Standard &
Poor's (B) and Moody's (B3).



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

EDC: S&P Releases Ratings Analysis
----------------------------------

ISSUER CREDIT RATINGS
  Corporate Credit Rating
   Foreign currency:  B/Stable/--

Rationale

The rating on C.A. La Electricidad de Caracas (EDC) is
constrained by:

    * Operating in the Republic of Venezuela, which presents a
currency control through the Comision de Administracion de
Divisas (CADIVI);
    * A still incomplete and untested regulatory regime with
historical resistance to rate adjustments, including the lack of
a formal concession agreement;
    * EDC's reliance on a single natural gas and fuel oil
supplier, Petroleos de Venezuela S.A., to meet the fuel needs of
its generation assets; and
    * High exposure to foreign currency debt, mainly because its
revenues are in local currency.

These factors are partially mitigated by:

    * EDC's de facto monopoly operations in its service area,
with a customer mix basically composed of residential and
commercial clients (together representing 75% of sales);
    * High coverage ratios and low leverage for its rating
category;
    * EDC's operations being the most efficient among electric
utilities in Venezuela;
    * Recent efforts by the government to reduce its accounts
payable to EDC; and
    * The group's integration and synergy among distribution,
generation, and commercialization.

EDC has proven its ability to operate in Venezuela, which still
faces foreign currency controls and macroeconomic volatility.
EDC's ratings remain closely correlated to the sovereign ratings
assigned to the Bolivarian Republic of Venezuela and the
macroeconomic environment in which the company operates.

EDC's ability to serve its foreign currency debt remains
constrained by the country's foreign currency control exercised
by CADIVI, a federal body established in February 2003 to
control the country's currency balances. Since CADIVI's
inception, however, EDC has not faced any serious delay in
accessing resources, as it has effectively managed the formal
procedures required by CADIVI to have access to foreign
currency.

Although the funds from operations (FFO) to total debt ratio for
2004 was 16.8%, although deteriorated from levels the company
reported in recent years, it is still considered adequate for
the rating category. EDC also has been able to keep its profit
margin at adequate levels, averaging above 46% in the past five
years, and was 52% in 2004 compared with 59% in 2003, mainly
reflecting higher operating expenses and the lag in tariff
adjustments with respect to the country's inflation.
Improvements in cash flow generation are expected in the medium
term as the company continues focusing on reducing energy losses
and cost reductions.

EDC is a vertically integrated utility in Venezuela, operating
in electricity distribution, transmission, and generation in the
capital city of Caracas and its metropolitan area. It is the
largest private electric utility in the country and is owned by
U.S.-based AES Corp. (B+/Positive/--). Standard & Poor's does
not expect support from the parent company to be a meaningful
credit factor for EDC.

Liquidity

EDC's total debt as of Dec. 31, 2004 was US$784 million, of
which 26%, after accounting for hedges, would be the net
exposure to foreign exchange risk according to company's
estimates. To mitigate this risk, EDC maintains a cash position
in excess of US$250 million, mostly invested in foreign currency
outside Venezuela. Additionally, the company's EBITDA for 2004
was US$307.22 million, which compares favorably with the
company's short-term maturities of about US$213 million.

In October 2004, the company successfully placed US$260 million
10-year notes in the international markets to prepay external
debt for about US$134 million, considerably improving its
maturity profile.

Outlook

The stable outlook reflects the outlook on Venezuela. Ratings
stability also reflects Standard & Poor's expectation that EDC
will continue to avoid delays in CADIVI's formal procedures in
order to have timely access to foreign currency and perform
scheduled debt repayments. The ratings could be pressured
downward if the company's financial profile considerably
deteriorated and if its current business strength suffered from
potential changes in the economic and political situation of
Venezuela.

Primary Credit Analyst: Federico Mora, Mexico City
(52) 55-5081-4436; federico_mora@standardandpoors.com

Secondary Credit Analyst: Fabiola Ortiz, Mexico City
(52) 55-5081-4449; fabiola_ortiz@standardandpoors.com


PDVSA: Mulls Possible Lawsuit Against US Paper for Defamation
-------------------------------------------------------------
Petroleos de Venezuela SA President, Rafael Ramirez, ordered the
state oil company's legal counsel to look into the possibility
of filing a complaint against US Spanish-language newspaper El
Nuevo Herald for alleged defamation.

The Miami newspaper earned the ire of the company president, who
is also the country's energy and oil minister, when it published
on Sunday an article alleging that PDVSA is unlawfully paying
commissions to oil traders, a practice Ramirez had expressly
vowed never to engage in.

"We reserve any legal act because we will not accept continuing
defamation of our PDVSA managers," Ramirez said. He stressed
that the corporation stopped using middlemen to sale Venezuelan
oil and advised of ongoing investigations into any wrongdoing.
"Indeed, our mechanisms to grant agreements do no back this."

In a press release, PDVSA denied any relations with individuals
to trade and supply oil and byproducts. In relation to a company
mentioned in the daily -Gulfstraem Trading Limited- he conceded
that it is duly recorded in the systems and accredited to make
business directly with the corporation to trade heavy naphtha
and natural gasoline.

The paper published that the company makes business with PDVSA
through third parties who charge substantial fees for the sale
of diesel and crude oil.



                            ***********


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