TCRLA_Public/050419.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

            Tuesday, April 19, 2005, Vol. 6, Issue 76



APSA: Seeks to Acquire 100% of Mendoza Shopping Plaza
B Y F S.R.L.: Court Order Initiates Bankruptcy Process
DISCO: Cencosud's Partners Likely to Withdraw From Deal
EDELAP: US-Based Parent Drops ICSID Claim Vs. Argentina
EL MUELLE: Court Converts Bankruptcy to Reorganization

KILDER S.A.: Court Declares Company Bankrupt
MARBEIN S.A.: Court Agrees With Creditor's Bankruptcy Motion
METALURGICA INMECA: Liquidates Assets to Pay Debts
METRO MEDICION: Court Rules Liquidation Necessary
SANCOR: Completes $167M Debt Restructuring

TRANSENER: $465M Debt Offer Expires With 97% Creditor Acceptance


CRP: A.M. Best Downgrades, Withdraws Ratings


CEMIG: Announces Electric Distribution Concession Changes
CFLCL: Brascan Closes Acquisition of Additional Facilities
CFLCL: Unit to Pay $20.4M in Settlement
COPEL: Moody's Affirms Ba3 GLC Senior Unsecured Rating


CENTRAGAS: S&P Affirms `BB' Rating on $172M Worth of Bonds
OCENSA: S&P Releases Ratings Analysis


DYOLL GROUP: Buyout Could Move JIIC to 2nd Largest Firm


COPAMEX: Fitch Affirms Ratings at 'BB-'
HYLSAMEX: Seeks to Extend Share Swap Deadline


GALICIA URUGUAY: Initiates Bond-Deposit Exchange


CERRO NEGRO: Royalty Rate Hike Talks Persist
PDVSA: National Assembly Probes Following Corruption Charges

     - - - - - - - - - -


APSA: Seeks to Acquire 100% of Mendoza Shopping Plaza
Argentine shopping malls company Alto Palermo S.A. (APSA) wants
to buy 100% of the Mendoza-based shopping center Mendoza Plaza
Shopping and get rid of its liabilities. Alto Palermo, which is
controlled by real state developer IRSA, bought a 49.9% stake in
the Mendoza Plaza Shopping in October 2004. With this purchase
and the 18.9% share IRSA already had, the Company started to
control 68.8% of the mall.

IRSA announced that it agreed to pay US$5.3 million for the
stake, one third of which was paid on December 2, while the
remaining two thirds will be paid in two equal US$1.77 million
installments on September 29 2005 and September 29 2006.

IRSA offered to pay US$3 million for the 31.2% stake in hands of
Chilean department store chain Falabella. Meanwhile, IRSA is in
talks with Mendoza Plaza Shopping's creditors regarding
restructuring its debt.

Banco de Chile holds a US$8.5 credit derived from a loan it
granted to the mall and Alto Palermo wants to buy this loan.
Mendoza Shopping Center also owed Ps. 7.2 million to HSBC Bank.
Alto Palermo has already bought Ps. 0.7 million of this loan and
has an option to acquire the rest.

APSA, is a major player in Argentina's retail industry. As of
June last year, the Company operated and owned a majority equity
interest in seven shopping centers in the country plus a
minority stake in one shopping center property. Earning from its
leases and services segment jumped 51% in 2004 ending with
ARP103.62 million in revenues.

CONTACT: Alto Palermo S.A. (APSA)
         476 Hipolito Yrigoyen
         Buenos Aires
         Phone: +54 11 4344 4600
         Web site:

B Y F S.R.L.: Court Order Initiates Bankruptcy Process
B y F S.R.L. enters bankruptcy protection after Court No. 20 of
Buenos Aires' civil and commercial tribunal, with the assistance
of Clerk No. 39, ordered the company's liquidation. The order
effectively transfers control of the company's assets to a
court-appointed trustee who will supervise the liquidation

Infobae reports that the court selected Mr. Hector Edgardo Grun
as trustee. Mr. Grun will be verifying creditors' proofs of
claims until the end of the verification phase on May 9.

Argentine bankruptcy law requires the trustee to provide the
court with individual reports on the forwarded claims and a
general report containing an audit of the company's accounting
and business records. The individual reports will be submitted
on June 20 followed by the general report that is due on August

CONTACT: Mr. Hector Edgardo Grun, Trustee
         San Martin 551
         Buenos Aires

DISCO: Cencosud's Partners Likely to Withdraw From Deal
Investment groups AIG Capital Partners, Capital Group and the
International Finance Corporation - the World Bank's private
equity arm - are reconsidering their participation in the
acquisition of Argentine supermarket chain Disco, an operation
they would carry out in partnership with Chilean retail holding

The repeated delays in the closure of the deal, which is blocked
by legal battles, has made the three investment groups wonder
whether it is convenient for them to go on with this project.

When Cencosud and Ahold reached an agreement for Disco in March
2004, the Chilean firm offered to pay US$315 million for the
supermarket chain. About US$160 million would be paid by these
three groups, while the other US$155 million would come from
Cencosud itself.

AIG, Capital Group and the IFC would take a 38.7% stake in Jumbo
Retail Argentina -the new company that would group the assets of
Jumbo and Disco- while Cencosud would have the other 61.3%.
Then, after the due diligence, Disco's final value was set at
US$306 million.

The problem now is that the process is taking much longer than
expected. Cencosud and its partners thought the deal would be
closed at the end of 2004. Nobody expected a court in the
Mendoza province to put so many barriers on the operation.

Although the situation is not simple, Cencosud is not overly
concerned. They even consider they have resources enough to pay
the whole US$306 million on their own.

CONTACT: 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 :

EDELAP: US-Based Parent Drops ICSID Claim Vs. Argentina
U.S.-based AES Corp., the parent of Argentine power distributor
Edelap, has provisionally suspended a claim against Argentina in
the World Bank's International Center for the Settlement of
Investment Disputes (ICSID) (ICSID), reports Dow Jones

"We presented the suspension of the ICSID claim in a document
signed with the government and filed yesterday (Thursday) at the
Attorney of the Treasury's office," Dow Jones Newswires quoted
an AES spokesman as saying.

The Attorney of the Treasury falls under the Ministry of
Justice, reports to the president and is the nation's top office
in legal matters abroad.

AES' arbitration case with ICSID was in a preliminary stage with
no specific amount in damages sought, but sources suggest the
amount could have reached US$750 million.

Edelap signed a letter of understanding for a new contract with
the government in November that stipulated it would drop any
lawsuits against Argentina prior to the signing of a new

After passing through a public hearing in January, the new
contract also was approved by a bicameral congressional
commission last week and could reach a floor vote as early as
this week.

Edelap posted net losses of ARS17.6 million (US$6mn) in 2004.
The Company serves 285,000 customers in a 5,700 sq. km.
concession area in Buenos Aires province.

EL MUELLE: Court Converts Bankruptcy to Reorganization
El Muelle Place S.R.L. proceeds with reorganization after Court
No. 19 of Buenos Aires' civil and commercial tribunal converted
the Company's ongoing bankruptcy case into a "concurso
preventivo", states Infobae.

Under Insolvency protection, the Company will be able to draft a
proposal designed to settle its debts with creditors. The
reorganization also prevents an outright liquidation.

Mr. Eduardo Jorge Garbarini, the court-appointed trustee, will
verify creditors' proofs of claims until May 13. Creditors with
unverified claims cannot participate in the Company's settlement

After claims verification, the trustee will submit the
individual reports for court approval on June 28. The general
report submission will follow on August 24.

Clerk No. 38 assists the court on this case.

CONTACT: El Muelle Place S.R.L.
         Guemes 4173
         Buenos Aires

         Mr. Eduardo Jorge Garbarini, Trustee
         Uruguay 618
         Buenos Aires

KILDER S.A.: Court Declares Company Bankrupt
Court No. 6 of Buenos Aires' civil and commercial tribunal
declared local company Kilder S.A. "Quiebra", relates La Nacion.
The court approved the bankruptcy petition upon the petition of
Obra Social del Personal Vitivinicola, whom the Company owes

The Company will undergo the bankruptcy process with Mr. Juan
Villoldo as trustee. Creditors are required to present proof of
their claims to Mr. Villoldo for verification before June 21.
Creditors who fail to submit the required documents by the said
date will not qualify for any post-liquidation distributions.

Clerk No. 11 assists the court on the case. Proceeds from the
liquidation will be used to pay the Company's debts.

CONTACT: Kilder S.A.
         Avenida Independencia 1567
         Buenos Aires

         Mr. Juan Villoldo, Trustee
         Uruguay 651
         Buenos Aires

MARBEIN S.A.: Court Agrees With Creditor's Bankruptcy Motion
Court No. 4 of Buenos Aires' civil and commercial tribunal
declared Marbein S.A. bankrupt, says La Nacion. The ruling comes
in approval of the petition filed by the Company's creditor, Mr.
Daniel Mizraji, for nonpayment of US$2,773 in debt.

Trustee Beatriz Mazzaferri will examine and authenticate
creditors' claims until June 1. 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. 7 assists the court on the case, which will conclude
with the liquidation of the Company's assets.

CONTACT:  Marbein S.A.
          Tucuman 2362
          Buenos Aires

          Ms. Beatriz Mazzaferri, Trustee
          Lavalle 1459
          Buenos AIres

METALURGICA INMECA: Liquidates Assets to Pay Debts
Buenos Aires-based Metalurgica Inmeca S.A. will begin
liquidating its assets following the bankruptcy pronouncement
issued by Court No. 9 of the city's civil and commercial
tribunal, reports Infobae.

The ruling places the company under the supervision of court-
appointed trustee Ruben Hugo Faure. The trustee will verify
creditors' proofs of claims until June 6. The validated claims
will be presented in court as individual reports on August 1.

The trustee will also submit a general report, containing a
summary of the company's financial status as well as relevant
events pertaining to the bankruptcy, on September 12.

CONTACT: Metalurgica Inmeca S.A.
         Avda Federico Lacroze 1966
         Buenos Aires

         Mr. Ruben Hugo Faure, Trustee
         Avda Rivadavia 1227
         Buenos Aires

METRO MEDICION: Court Rules Liquidation Necessary
Court No. 21 of Buenos Aires' civil and commercial tribunal
ordered the liquidation of Metro Medicion S.A. after the company
defaulted on its obligations, Infobae reveals. The order
effectively places the company's affairs as well as its assets
under the control of Ms. Maria Alejandra Barbieri, the court-
appointed trustee.

Ms. Barbieri will verify creditors' proofs of claims until June
3. The verified claims will serve as basis for the individual
reports to be submitted in court on July 14. The submission of
the general report follows on September 9.

The city's Clerk No. 42 assists the court on this case, which
will end with the sale of the company's assets.

CONTACT: Maria Alejandra Barbieri
         Bartolome Mitre 1131
         Buenos Aires

         Ms. Maria Alejandra Barbieri, Trustee
         Avda Cabildo 2040
         Buenos Aires

SANCOR: Completes $167M Debt Restructuring
Dairy cooperative SanCor Cooperativas Unidas Limitada has
completed the restructuring of its debt totaling US$167 million.
The completion came after the holders of "Obligaciones
Negociables" approved the Company's debt offer. The agreement
reportedly gives the Company a grace period to make the
principal and interest payments.

TRANSENER: $465M Debt Offer Expires With 97% Creditor Acceptance
High-voltage power transporter Transener closed its US$465-
million debt-restructuring offer Friday with enough creditor
acceptance to settle its debt offer without first securing legal
approval, says Dow Jones Newswires. In a local stock exchange
filing, the Company revealed creditors representing 97% of the
eligible obligations participated in the deal.

Transener said it will provide more details on its creditor
acceptance figures, as well as whether it will bypass the court
approval process, sometime this week.

The Company launched the debt offer on Feb. 22, offering to swap
old debt for either a 2016 par bond, a cash payment worth 55% of
the original face value of the bonds, or a combination of Class
B shares and a 2015 discount bond with an 18% reduction in

Argentine oil and gas producer Petrobras Energia (PECO.BA) and
local investment group Dolphin Fund Management hold equal stakes
in Citelec, Transener's holding Company. Petrobras Energia is
owned by state Brazilian oil Company Petroleo Brasileiro, or
Petrobras (PBR), which promised Argentine regulators it will
sell its stake in the power transporter once Transener completes
its debt workout.

CONTACT:  Paseo Colon 728 6th Floor
          (1063) Buenos Aires
          Republica Argentina
          Tel: (54-11) 4342-6925
          Fax: (54-11) 4342-7147
          Web site:


CRP: A.M. Best Downgrades, Withdraws Ratings
A.M. Best Co. has downgraded the financial strength ratings to
B- (Fair) from B (Fair) and the issuer credit ratings to "bb-"
from "bb" of Commercial Risk Reinsurance Company Limited
(Hamilton, Bermuda) and its U.S. subsidiary, Commercial Risk Re-
Insurance Company (Burlington, VT), together known as Commercial
Risk Partners. The rating outlook for both companies has been
revised to negative from stable. The companies are insurance
subsidiaries of the Bermudian holding company, Commercial Risk
Partners Limited (CRP) and are ultimately wholly-owned by SCOR
(Paris, France).

In response to management's request that the operating
subsidiaries be removed from A.M. Best's interactive rating
process, the ratings will be withdrawn and assigned a rating of
NR-4 (Company Request). In January 2003, these companies ceased
writing new business and placed themselves into voluntary run

The rating downgrades have taken into consideration the current
level of risk-adjusted capitalization, the potential for
continued adverse reserve development and the timing risk of
payments and investment returns, which may vary from

For Best's Ratings, an overview of the rating process and rating
methodologies, please visit Best's Rating Center.

For current Best's Ratings, independent data and analysis on
more than 330 reinsurance companies, please visit Best's
Reinsurance Center.

A.M. Best Co., established in 1899, is the world's oldest and
most authoritative insurance rating and information source.

CONTACTS: Public Relations
          Jim Peavy
          Tel: (908) 439-2200, ext. 5644

          Rachelle Striegel
          Tel: (908) 439-2200, ext. 5378

          Yvonne Bernard
          Tel: (908) 439-2200, ext. 5763

          Robert DeRose
          Tel: (908) 439-2200, ext. 5453


CEMIG: Announces Electric Distribution Concession Changes
The Board of Directors of Companhia Energetica de Minas Gerais
made the following amendment decisions during the meeting held
April 15:

1. To grant annual paid leave to the Chief Distribution and
Sales Officer.

2. To sign amendments to electricity distribution concession
contracts Nos. 002, 003, 004 and 005/05.

3. To give guarantees in loan contracts entered into by Cemig
Distribuicao S.A. and Cemig Geracao e Transmissao S.A. with
Banco do Brasil S.A. for refinancing of debt.

4. To give guarantees in loan contracts entered into by Cemig
Distribuicao S.A. and Cemig Geracao e Transmissao S.A. with the
banks Credit Suisse First Boston and BNP Paribas for refinancing
of debt.

CONTACT: Companhia Energetica de Minas Gerais (CEMIG)
         Av.Barbacena, 1200
         Santo Agostinho - CEP 30190-131
         Belo Horizonte - MG - Brasil
         Fax (0XX31)299-4691
         Phone: (0XX31)3299-4524

CFLCL: Brascan Closes Acquisition of Additional Facilities
Brascan Power announced Thursday it has completed the
acquisition of six hydroelectric power plants in Brazil with a
combined installed capacity of 76 MW, from Companhia de Forca e
Luz Cataguazes Leopoldina (CFLCL) for R$267.2 million
(C$128.7million), including R$16 million in working capital, for
cash consideration of R$175.9 million and assumed debt of R$91.3

Brascan Power's Brazilian affiliate, Brascan Energetica, will
operate the six facilities. All the power generated is under
long-term contract to CFLCL with an average term exceeding 20

"The completion of this acquisition expands our portfolio of
hydroelectric power facilities in Brazil to 11 generating
stations and furthers our strategy for growth of our power
operations in this country," said Harry Goldgut, Co-Chair and
Chief Executive Officer of Brascan Power.

About Brascan Power

Brascan Power comprises the power generating, transmission,
distribution and marketing operations of Brascan Corporation. It
is a producer and distributor of power and one of the lowest
cost producers of hydroelectric power in North America. Brascan
Power owns and operates nearly 130 power generation facilities
with a total generating capacity of over 2,600 megawatts. The
Company has developed and successfully operated hydroelectric
power facilities, primarily across North America, for almost 100

Brascan Corporation (NYSE/TSX: BNN) is an asset management
company. With a focus on property, power and other
infrastructure assets the company has direct investments of
US$20 billion and a further US$7 billion of assets under

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

CFLCL: Unit to Pay $20.4M in Settlement
Alliant Energy Corporation announced Thursday the settlement of
an arbitration award the company received in a dispute related
to an expansion of the 84-MW Juiz de Fora natural-gas-fired
generating facility ("JDF") in Brazil.

Alliant Energy and a Cataquazes subsidiary each hold a 50%
direct interest in JDF. Earlier this year, Alliant Energy won an
arbitration award from the International Court of Arbitration
for an amount in local currency equivalent to approximately $22
million (U.S.) associated with alleged breaches of contract
related to the financing and construction for the expansion of
the facility.

The arbitration panel determined that Cat-Leo Energia S.A. (Cat-
Leo) improperly interfered with plans to complete the expansion.
The panel determined Alliant Energy would receive the awarded
funds in exchange for its direct 50% interest in JDF.

The award was unsuccessfully challenged by Cat-Leo at the
arbitral tribunal; however, enforcement of the award through the
appropriate Brazilian courts could require a significant amount
of time to process and effectuate.

The settlement is structured to pay Alliant Energy an amount in
local currency equivalent to approximately $20.4 million (U.S.)
as follows:

(i) upon signing of the settlement agreement, Alliant Energy
received approximately $11 million (U.S.) as a non-refundable
deposit for the sale by Alliant Energy to Cat-Leo of its 50%
direct interest in JDF; and

(ii) approximately $9.4 million (U.S.) is payable on or after
May 15, 2005 and concurrent with the closing of the purchase and
sale agreement for Alliant Energy's 50% direct interest in JDF.

If a sale of Alliant Energy's 50% direct interest is not
consummated by April 1, 2006, Cat-Leo no longer is required to
purchase Alliant Energy's interest. In the event of cancellation
of the purchase and sale agreement, Alliant Energy shall be
entitled to retain both its 50% direct interest in JDF and the
$11 million non-refundable deposit.

"We are extremely pleased with this settlement," said Bill
Harvey, President and COO of Alliant Energy. "This settlement
allows us to exchange our direct ownership in the Juiz de For a
facility and regain more than our investment without spending
time and resources further litigating this matter."

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

COPEL: Moody's Affirms Ba3 GLC Senior Unsecured Rating
Approximately BRL 900 Million of Debt Securities Affected

Moody's America Latina today upgraded Companhia Paranaense de
Energia's ("COPEL" or "the company") senior unsecured rating on
the Brazilian National Scale ("NSR") to from and
affirmed COPEL's Ba3 Global Local Currency ("GLC") senior
unsecured rating. Concurrently, Moody's America Latina assigned
a Ba2 GLC / NSR to the company's proposed BRL 400 million
senior secured debentures due in 2009 guaranteed by Copel
Geracao and secured by the pledge of receivables.

The affected ratings are:

On the Brazilian National Scale:

- Existing BRL 500 million senior unsecured debentures rating
upgraded to from

- Proposed BRL 400 million senior secured debentures due in
2009, rating assigned at

- Senior Implied rating assigned at

- Issuer Rating withdrawn

On the Global Local Currency Scale:

- Existing BRL 500 million senior unsecured debentures rating
affirmed at Ba3

- Proposed BRL 400 million senior secured debentures due in
2009, rating assigned at Ba2

- Senior Implied rating assigned at Ba3

- Ba3 Issuer Rating withdrawn

The rating outlook was changed from negative to stable.

The upgrade and change in outlook reflect COPEL's improved cash
flow generation and overall debt protection measures, improved
liquidity position following the issuance of its proposed
debentures, as well as Moody's America Latina's expectation that
COPEL's outstanding contingencies will not materially impact the
company's financials.

However, the ratings also consider, among other things, the
uncertainties related to the evolving Brazilian regulatory
framework for power companies, the company's investments in non-
electric utility activities, as well as the continued
uncertainties related to the policies of the current government
in the state of Parana, the company's exposure to interest rate
risk arising from the fact that the cost of its BRL denominated
debt is partially based on floating interest rates, but
mitigated by the company's strong cash flow generation, and the
susceptibly of Copel Geracao's (guarantor) operating performance
to possible drought conditions due to its dependence on
hydroelectric power and geographic concentration.

COPEL is involved in a number of lawsuits that are currently
being disputed by the company in courts and pose an event risk
for the company's ratings. Regarding COPEL's main legal dispute
with UEG Araucaria, Moody's America Latina notes that the
current rating and stable outlook assumes that any eventual
outcome will not result in a material cash outflow causing debt
protection measures to significantly deteriorate from its
current levels. Therefore, a negative outcome of any or a
combination of court cases against COPEL that results in weaker
credit metrics could negatively impact the company's ratings or

More positively, COPEL's FYE 2004 results demonstrated solid
improvements in net revenues, operating margins and cash flow
due to overall growth in the number of clients, higher energy
sales and tariff increases in the company's concession area
combined with successful cost-control measures. Moody's America
Latina does not expect COPEL to be significantly impacted by the
potential migration of its clients due to the fact that
potential free consumers represent just 9% of COPEL's sales,
power prices are expected to increase over the next years, and
there is a 5-year notice regulatory requirement for free
consumers to return to the regulated market.

COPEL's liquidity is supported by the company's cash and bank
deposits and strong cash flows. However, we note that the
company has meaningful amounts of debt maturing in early 2007,
which we expect the company to address in large part from its
internally generated cash flows. We note that COPEL, similar to
most Brazilian companies, has no committed credit lines. The
company's proposed new BRL 400 million debentures issue (approx.
USD 150 million) will be used to repay its USD 150 million
Eurobonds that mature in early May this year. Due to the benefit
from the pledged receivables of Copel Geracao's energy sale
contracts, the new senior secured debentures were notched up
from the senior unsecured GLC of Ba3 and NSR of to reflect
the lower expected severity of loss than the existing unsecured
BRL 500 million debentures. However, Moody's America Latina
notes that there could be a delay in the ability of debenture
holders to receive payment due to possible challenges in
enforcing this type of pledge.

COPEL's ratings continue to be supported by the limited
competition it faces in its concession area with attractive
demographics and growing economic activity, the low refinancing
requirements until 2007, and the participation of BNDESPAR in
its capital structure (26.4% of voting capital and 24.3% of
total capital). BNDESPAR is a wholly-owned subsidiary of Banco
Nacional de Desenvolvimento Econ“mico e Social (BNDES), rated A3
on Moody's Global Local Currency Scale.


COPEL's ratings or outlook could move in a positive direction if
sustainable, structural improvements in the Brazilian regulatory
environment were to occur, and if financial metrics were to
significantly improve beyond current levels. Mitigation of
Moody's America Latina's concerns regarding the potentially
negative impacts of political interference would also contribute
to upward ratings pressure.

Conversely, the ratings or outlook could move in a negative
direction should financial metrics decline from current and
projected levels, COPEL fail to address its 2007 debt maturities
in a timely manner, if the regulatory environment were to
deteriorate, or if the proportion of unregulated or non-electric
utility activities were to increase significantly in the
company's business model.

Headquartered in Curitiba - Brazil, COPEL, with net revenues of
approximately BRL 3.9 billion (approximately USD 1.5 billion) is
one of the largest electric utility companies in Brazil engaged
in the generation, transmission and distribution of electricity.
The company's distribution concession area covers 98% of the 399
municipalities in the state of Parana, supplying electricity to
approximately 3.2 million consumers. COPEL operates 17
hydroelectric plants and one thermoelectric plant, with a total
installed capacity of 4,550 MW. Additionally, the company owns
and operates 6,993 km of transmission lines and 165,576 km of
distribution lines, constituting the sixth-largest distribution
network in Brazil. The state of Parana maintains a controlling
interest in the company.

Sao Paulo
Richard Sippli
Vice President - Senior Analyst
Corporate Finance Group
Moody's America Latina Ltda.

New York
Chee Mee Hu
Senior Vice President
Corporate Finance Group
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653


CENTRAGAS: S&P Affirms `BB' Rating on $172M Worth of Bonds

The 'BB' foreign currency rating on US$172 million senior
secured notes due 2010 issued by Centragas-Transportadora de Gas
de la Region Central de Enron Development and Cia. S.C.A.
(Centragas) reflects the one-source revenue stream, liquidity
risk from Centragas' bondholders' put option, and nonrecourse to
either the sponsors or off-taker. However, the pipeline's
strategic position in Colombia, adequate tariff and bankruptcy-
remote structure, and healthy operation and debt-service
coverage records strengthen Centragas' credit profile, and
partially offset the risks.

The bondholders have a put option for Centragas to buy the bonds
from them if Enron Corp.'s ownership in Centragas falls below
25%, Enron's ownership falls below 51% in Enron Development
Corp., or Enron Development Corp. is no longer Centragas'
general partner. Standard & Poor's believes that given present
conditions it is unlikely that bondholders will exercise the put
option; instead, they would trigger the need for Centragas to
refinance debt under stressed conditions in the markets, which
would also subject them to Colombian law and uncertainties
inherent to bankruptcy if their right to exercise the put option
causes solvency problems for Centragas.

Centragas can only distribute dividends from the distribution
account when the debt-service reserve is fully funded and the
debt service coverage ratio (DSCR) exceeds 1.2x. In recent
years, part of Centragas' excess cash has been distributed to
shareholders in the form of intercompany loans. In 2002,
Centragas and its shareholders signed an agreement in which
future dividends paid to Enron or its affiliates will be used to
reduce the outstanding balance on the aforementioned
intercompany loans. As of December 2004, the balance of these
loans totals US$46.8 million.

Centragas has operated according to standards in the project's
contracts, despite the guerrilla attacks on the pipeline that
took place in March and July of 2003 that caused damage totaling
US$214,000. Only minor interruptions have occurred, and
Centragas has met the pipeline's maintenance specifications. The
DSCR for year-end 2004 was adequate at 1.56x.

Centragas is an Enron Development Corp. special-purpose entity
(SPE) that built, owns, operates, and will eventually transfer a
natural gas pipeline to Ecogas. The pipeline is about 578
kilometers long and runs from Ballena to Barrancabermeja in


The stable outlook reflects that of the Republic of Colombia.
The company's favorable operating record and its predictable
cash flow limit the potential for a rating downgrade.

CONTACT: Primary Credit Analyst(s):
    Mr. Luis Manuel Martinez
         Mexico City
         Phone: (52) 55-5081-4462

         Secondary Credit Analyst(s):
         Mr. Jose Coballasi
         Mexico City
         Phone: (52)55-5081-4414;

OCENSA: S&P Releases Ratings Analysis

The 'BB' long-term foreign currency rating on Oleoducto Central
S.A.'s (OCENSA) tranche A debt reflects the risk of a single-
source repayment (Ecopetrol's contractual payments to OCENSA).
The ratings on OCENSA's tranche A debt also take into account
OCENSA's strategic importance to the Republic of Colombia and
Ecopetrol, which holds a 35% stake in OCENSA's capital stock.
These strengths are offset in part by a potential increase in
the number of guerilla attacks along the pipeline, which could
lead to delays in crude oil shipments and weaker than originally
expected production at the Cusiana and Cupiagua oil fields.

OCENSA's debt is divided into four tranches, each of which is
supported almost exclusively by contractual payments (including
tariffs, advance tariff payments, transportation notes, and
tariff advances), which can be allocated to an initial shipper
and deposited in a designated offshore account. Ecopetrol is the
initial shipper in the case of OCENSA's tranche A debt. The
initial shipper tariff covers the full amount of OCENSA's costs
and is established by OCENSA annually and adjusted monthly.

The tariff incorporates OCENSA's operating and maintenance
costs, scheduled payments of principal and interest on senior
debt of the related senior debt tranche, and a fixed return on
equity for each of the pipeline's owners. If tariff payments are
insufficient to cover interest payments in any period, the
initial shippers are obligated to advance the shortfall to
OCENSA through the payment of advanced tariffs or the purchase
of transportation notes. If an initial shipper fails to make
such payments as they come due, OCENSA is authorized to sell the
Cusiana petroleum (other than that from Royalty Oil) delivered
to it by that initial shipper and to retain the proceeds to pay
the amount of any unpaid tariffs. The terms of the borrowing
agreements also compel Ecopetrol unconditionally to make minimum
tariff payments to OCENSA for 180 days following the declaration
of force majeure or any other excusable event, providing
additional flexibility for OCENSA to weather service

OCENSA is also considered a strategic asset to Colombia given
that it is the only export route for Cupiagua and Cusiana crude
oil and can transport about 615,000 barrels per day (bpd) at 90%
utilization, enabling Colombia to increase crude oil exports
substantially. OCENSA suffered guerilla attacks several times in
2001, 2002, and 2003. The security environment in Colombia is
difficult and potential attacks remain a concern. From 1999 to
2003, production levels at Cusiana and Cupiagua have been
declining gradually and never reached the 500,000 bpd originally
expected. In fact, production peaked in 1999 at 420,000 bpd.
However, third-quarter 2004 transportation of Cusiana oil
reached 319,200 bpd and 99,300 bpd of the mix blend oil for a
total of 418,500 bpd, in accordance with the estimates for the

OCENSA is a capital stock company formed to acquire, develop,
own, and operate the 840-kilometer Oleoducto Central pipeline,
which transports crude from the Cupiagua and Cusiana oil fields
in Colombia's Llanos Basin to the Port of Covenas.


The outlook on OCENSA's tranche A debt is stable, and reflects
the foreign currency rating and outlook of the Republic of

Project Description

OCENSA is a joint-venture company formed to own and operate the
Oleoducto Central Pipeline. It is owned by Ecopetrol (35.3%),
IPL Enterprises (24.7%), BP Colombia Pipelines Ltd. (15.2%),
Total (15.2%), and BP Santiago Oil Co. (9.6%). The pipeline
transports production from the Cusiana and Cupiagua oil fields
to the port of Covenas, where it is exported. CIT Colombiana
S.A. (CITCOL) was established by IPL Enterprises and TCPL
International (one of the original shareholders) to operate the
pipeline under a 15-year agreement with performance incentive
clauses. The agreement is extendable for an additional 10 years.
The obligations of the shareholders to provide their pro rata
share of debt and equity is set out in separate subscription
agreements (SA). Performance under each SA is guaranteed by
performance agreements with affiliates of the shareholders,
except in the case of Ecopetrol.

OCENSA is the largest, most advanced oil pipeline system in
Colombia. It extends 832 kilometers from the highly productive
Llanos basin to the Caribbean port of Covenas. It is Colombia's
link to the international oil market. OCENSA also has an
interconnection at Vasconia with the pipeline that serves
Ecopetrol's refinery at Barrancabermeja, and an interconnection
to the Oleoducto de Colombia S.A. (ODC) pipeline, which runs
parallel from Vasconia to Covenas. OCENSA also administers the
ODC system. At Covenas, OCENSA operates a terminal with 16
tanker loadings per month.

System capacity from the Llanos basin to Vasconia is 648,000 bpd
(without drag-reducing agents). The capacity of OCENSA from
Vasconia to Covenas is more than 300,000 bpd. These capacities
can be increased. At Covenas, OCENSA has access to two other
terminal loading units to further enhance lifting capacity,
flexibility, and security.

At present, OCENSA transports crude from the Llanos basin to
Vasconia in two batches. Cusiana and Cupiagua crudes are
transported in one batch, and other Llanos production is shipped
as a separate batch. At Vasconia, other incoming crudes are
mixed with the Llanos production to form the Vasconia Blend
stream, which is recognized in the international crude trading
community, before being shipped via the ODC system to Covenas.
Shippers participating in the Vasconia Blend stream are kept
from quality upgrades or downgrades through a quality bank,
which functions based on the cut distillation methodology.

Sponsor Risk

The structure of the tariff and its associated support
agreements, specifically the advanced tariff agreement almost
creates a direct obligation of Ecopetrol. Because of the
importance of the project to Ecopetrol, given that Cusiana and
Cupiagua crudes represent an important share of Ecopetrol's
total crude oil exports, the key credit consideration is its
ability and willingness to satisfy contractual payments under
the aforementioned agreements.


Transportation agreements (TA)

The initial shipper has the right to use its share of throughput
capacity. All production from the Cusiana/Cupiagua fields is to
be transported through the pipeline.

All oil lifted from the dedicated area by the initial shipper is
subject to tariffs. The initial shipper is obligated to pay
tariffs to OCENSA monthly in arrears of cash or crude, on a full
cost-of-service basis.


The initial shipper irrevocably authorizes OCENSA to withdraw
and dispose oil delivered by the initial shipper to the carrier
in an amount sufficient to pay the tariffs, surcharges, tariff
advances, and transportation notes due and owed.

When the initial shipper's proportionate share of noncash items
is less than the scheduled principal repayment, the initial
shipper is obligated to provide OCENSA with such amount in the
form of tariff advances payable in cash or in oil and/or a
purchase of transportation notes in exchange for cash. All
tariff advances are repayable and all transportation notes must
be repurchased in cash by OCENSA no later than the earlier of
January 2013 and the date on which the assets have been fully

OCENSA may charge the initial shipper a tariff surcharge equal
to 50% of the tariff if the initial shipper owes unpaid tariff
amounts and charges and such amounts are outstanding for a
period of 30 days after notice from OCENSA.

In the case of an excusable event that prevents the
transportation of oil, the initial shipper group shall be
obligated to pay minimum tariffs for such segment for 180 days.
Excusable events include force majeure, acts of God,
nationalization, expropriation, war and embargoes, among others.

Ecopetrol may terminate its TA after the earlier of the
completion of the equity amortization or of the transfer to
Ecopetrol of the CITCOL Groups, provided that Ecopetrol may not
terminate the TA so long as any other initial shipper's rights
and benefits under the association contracts have not

There are other tariffs, such as overutilizer tariffs and third-
party tariffs, which are at a premium to the tariff paid by the
initial shippers based on their proportionate share of
Cusiana/Cupiagua production.

Transportation notes

The transportation notes are subordinated in right of payment to
the prior payment in full of all senior debt obligations.

Advance tariff agreement

If a shortfall occurs, the throughput obligor is required under
the TA to make advanced tariff payments. The amount shall be
equal to the revenue shortfall projected by OCENSA for a due
date. Each payment made under the advance tariff agreement is
deemed an advance payment of tariffs under the TA and the
obligor shall receive a credit for subsequent transportation or
repaid in cash, or a combination. Advanced tariff payments do
not bear interest. The obligation to make the advance tariff
agreement payment is absolute and unconditional, and several
from the obligations of any other throughput obligor.

CONTACT: Primary Credit Analyst(s):
    Mr. Luis Manuel Martinez
         Mexico City
         Phone: (52) 55-5081-4462;

         Secondary Credit Analyst(s):
     Mr. Jose Coballasi
         Mexico City
         Phone: (52)55-5081-4414;


DYOLL GROUP: Buyout Could Move JIIC to 2nd Largest Firm
Jamaica International Insurance Company (JIIC) could become the
country's second largest general insurance company if the former
clients of its recently acquired Dyoll decide to continue doing
business with their new insurer, the Jamaican Observer suggests.

JIIC, a subsidiary of Grace, Kennedy & Company, agreed to pay
$112.3 million in cash for the Jamaican motor portfolio of Dyoll
Insurance Company.

The move, according to Grace's chief financial officer Don
Wehby, is expected to bring JIIC an estimated 10,000 new
customers, and potential annual premium income of over $1.3

The acquisition was engineered by the Financial Services
Commission (FSC) after Dyoll collapsed earlier this year, and
was a move by the regulatory body to protect those Jamaicans for
whom Dyoll had underwritten policies.

In winning the bid to acquire the business, JIIC would also have
to assume $472.7 million in unearned premium liabilities, and
spend money to secure re-insurance cover for the policies.

JIIC has so far paid $40 million of the $112.3 million cash
price for the business.


COPAMEX: Fitch Affirms Ratings at 'BB-'
Fitch Ratings has affirmed Copamex, S.A. de C.V. (Copamex)
senior unsecured foreign and local currency ratings at 'BB-' and
the senior unsecured national scale rating at 'A-(mex)'. Fitch
has also affirmed Copamex's peso-denominated medium-term notes
program for MXP700 million, including a 15% partial guarantee by
Nederlandse Financierings-Maatschappij voor Ontwikkelingslanden
N.V. at 'A(mex)' and Copamex's short-term rating at 'F2(mex)'.
The Outlook on the ratings is Stable.

The ratings reflect the completion during 2004 of the business
and financial restructuring of the company and the divestiture
of the consumer products division. In Fitch's opinion, this
event had a mixed effect for the company. It increased the
business risks because the remaining operations (manufacturing
of kraft paper, corrugated boxes, and bond paper) are more
cyclical than the consumer products business, while it lowered
the company's financial risk because proceeds from the
divestiture were used to pay down debt.

The ratings also reflect Copamex's strong market shares in its
main products. On a pro forma basis, in 2004, 59% of total
revenues were associated to products where Copamex holds leading
market positions in Mexico. The current strategy is oriented
towards organic growth and should not demand significant
investments, allowing the company to use free cash flow for debt

Despite a challenging operating environment over the past
several years, Copamex's pro forma EBITDA (excluding divested
business lines) has remained relatively stable at around US$40
million per year. Total debt at March 8, 2005 was US$129 million
and pro forma 2004 EBITDA (including US$4 million of
nonrecurrent charges related to the divestiture) reached US$38
million, which translates into a ratio of total debt to EBITDA
of 3.4 times (x) and a ratio of EBITDA to interest expense of
2.4x. The ratings consider Fitch's expectations that these
leverage and interest coverage ratios will improve by the end of
the year to levels close to 3.0x and 2.8x, respectively. Failure
by the company to meet these financial targets could affect the
ratings negatively. The ratings also consider the extension of
the debt maturity profile, which the company plans to achieve
during the year through the refinancing of the certificados
bursatiles due 2005 and 2006.

Copamex was founded in 1928 in Monterrey, N.L. as an industrial
paper business. During 2003 and 2004, the company divested its
multiwall bag business and its consumer division using proceeds
for debt reduction. Copamex is composed of three divisions:
packaging, printing and writing, and diapers. Pro forma sales
for 2004 and EBITDA reached US$404 million and US$34 million
(including nonrecurrent charges of US$4 million), respectively.
Packaging accounted for 51% of revenues, printing and writing
for 44%, and diapers for 7%.

CONTACT: Mr. Sergio Rodriguez
         CFA +528 18 335 7179

         Ms. Giovanna Caccialanza
         CFA +1-212-908-0898
         New York

         Mr. Brian Bertsch
         Phone: +1-212-908-0549
         New York

HYLSAMEX: Seeks to Extend Share Swap Deadline
Steel company Hylsamex SA will propose moving the deadline for
swapping its L class shares into B class shares to January 2006
from July 2005, according to Dow Jones Newswires. The proposal
comes while the Company's parent Alfa SA negotiates with
potential buyers of its stake.

Alfa spun off 39% of its 90% stake in Hylsamex in February 2004.
The L shares were issued later that year when Hylsamex carried
out a capital increase in which Alfa didn't participate, leaving
Alfa with 51% of the B shares, or a 42.5% total interest in the

Alfa had planned to complete the spin-off in the first quarter
of this year. But a rebound in steel prices has led several
steel companies to approach Alfa with the idea of buying
Hylsamex or merging it into their own operations.

Alfa said any offer to buy its Hylsamex shares must be extended
to holders of all Hylsamex shares, both B and L class.

The proposed extension for unifying the shares should give it
sufficient time to conclude a sale of Hylsamex if it reaches an
agreement, Alfa said.

With both share classes trading at similar levels, there should
be no disadvantage to holders of the L shares, the parent added.

CONTACT: Mr. Othon Diaz Del Guante
         Phone: +(52) 81-8865-1240

         Mr. Ismael De La Garza
         Phone: +(52) 81-8865-1224

         Mr. Kevin Kirkeby
         Phone: +(646) 284-9416


GALICIA URUGUAY: Initiates Bond-Deposit Exchange
Banco Galicia Uruguay SA, a unit of Argentina's Banco de Galicia
y Buenos Aires SA, launched Friday a bond swap for holders of
its bonds and certificates of deposit, reports Dow Jones

The unit announced it is offering US$14 in cash and US$86 in
Argentine government Boden 2012 bonds for every US$100 in the
bank's bonds or certificates of deposit. The bank said it will
accept up to US$200 million in old securities for the swap,
though it can increase that amount. Agreements to participate in
the exchange are "irrevocable."

As a sign of commitment, the unit said it will distribute the
US$14 cash payment within 96 hours of processing a participant's

The exchange will close on May 20 and the Boden bonds will be
handed out on June 15. Depositors and bondholders can withdraw
their participation if the settlement isn't "materialized"
within 10 days of the settlement date.

Uruguay's central bank closed Banco Galicia Uruguay in February
2002 as Argentina's financial crisis spilled over into the
neighboring country. At that time, about US$1.2 billion in
deposits were frozen.

Banco Galicia is the main banking unit of Argentine financial
company Grupo Financiero Galicia (GGAL). The local bank
completed its own $1.3 billion debt restructuring one year ago.

CONTACT:  Banco de Galicia Y Buenos Aires
          Tte Gral Juan D Peron 407
          Buenos Aires
          Phone: +54 11 6329 0000
          Fax: +54 11 6329 6100
          Home Page:
          Juan Martin Etchegoyhen, Chairman
          Antonio R. Garces, Vice Chairman

          Grupo Financiero Galicia SA
          2nd Floor
          No 456 Tte Gral Juan D Peron
          Buenos Aires
          Argentina 1038
          Phone: +54 11 4343 7528/9475
          Home Page:
          Contact: Atty. Abel Ayerza, Chairman


CERRO NEGRO: Royalty Rate Hike Talks Persist
The partners in the extra-heavy crude upgrading joint venture
Cerro Negro and the energy and oil ministry continue to be in
talks regarding an increase in royalty rates, Business News
Americas reports, citing the president of state oil firm PDVSA
and energy and oil minister.

Conversations with the partners "were never over, since they are
just beginning," Mr. Ramirez said, adding that an agreement has
not been reached.

Mr. Ramirez's comments follow an announcement made earlier by a
Cerro Negro official, suggesting that talks between the parties
had ended with no agreement.

Confirming the minister's comments, Cerro Negro said in a
statement Thursday: "Consultations between the energy and oil
ministry and Mobil Cerro Negro on the royalty rate change

President Hugo Chavez ordered in October last year a royalty
increase for Cerro Negro and similar Orinoco extra-heavy crude
projects from the 1% rate they had been enjoying since the 1990s
to the 16.7% maximum allowed under a new hydrocarbons law
recently passed by the national assembly.

Ministry officials and Cerro Negro officials started meeting on
March 17 to discuss the hike.

US oil company ExxonMobil (NYSE: XOM) and state oil firm PDVSA
each hold 41.6% in Cerro Negro. The UK's BP holds the remaining

PDVSA: National Assembly Probes Following Corruption Charges
The Miami Herald's allegations of corruption at Venezuela's'
state-controlled oil giant, Petroleos de Venezuela (PDVSA), has
elicited scorn from the country's politicians.

President Hugo Chavez, who has labeled the article "slanderous"
against PDVSA's managers, says that PDVSA us being singled-out
because it no longer serves Washington's agenda. President
Chavez has confirmed that the Company intends to press charges
against the U.S.-based publication.

Meanwhile, the country's National Assembly convened an ad hoc
commission last Friday to look into the allegations. Assembly
member Calixto Ortega of the majority MVR party reveals that the
decision was launched in response to the damaging accusations.

PDVSA, one of the world's largest energy corporations, is owned
by the Republic of Venezuela and is responsible for developing
the country's petroleum and petrochemical resources. PDVSA's
largest market is the United States, where most of its products
are sold by its wholly-owned subsidiary CITGO Petroleum Corp.

CONTACT: Petroleos de Venezuela S.A.
         Edificio Petroleos de Venezuela
         Avenida Libertador, La Campina, Apartado 169
         Caracas, 1010-A, Venezuela
         Phone: +58-212-708-4111
         Fax: +58-212-708-4661
         Web site:


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

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

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

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

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

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

* * * End of Transmission * * *