TCRLA_Public/050602.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

            Thursday, June 2, 2005, Vol. 6, Issue 108



BERSA: Strong Investor Interest Stuns Market
ECOURBAN S.A.: Files Petition to Reorganize
FUNDACION PROCORDE: Court Declares Company Bankrupt
INTECEL S.A.: Court Approves Concurso Motion
REPSOL YPF: Outlines 2005-2009 Strategic Plan

SERFA S.A.: Judge Approves Bankruptcy
SHIPTRADE: Court OKs Creditor's Involuntary Bankruptcy Motion


CELPA: To Pay Eletronorte Debt With Stake in 30MW Plant
NET SERVICOS: S&P Revises Outlook To Positive
TCP: Reports Share Sale Results

C O S T A   R I C A

ICE: Lawyer Seeks to Invalidate $130M Contract With Ericsson


MILLICOM INTERNATIONAL: Re-elects Board of Directors


AIR JAMAICA: St. Lucia Route Cut During Restructuring


CIE: S&P Assigns Rating; Outlook Stable
CIE: Moody's Issues Ba2 to Proposed $200M Senior Unsec Notes
TFM: KCS Announces Extension for KCSR Consent Solicitation
TV AZTECA: Shareholders Approve By-Laws Amendments
VITRO: Fitch Assigns Rating Watch Negative

WIRE ROPE: S&P Assigns 'B' Corporate Credit Rating


MINERA VOLCAN: Strike Continues Despite Legal Verdict
* PERU: Strikes Debt Deal With Paris Club


ANCAP: S&P Cuts LC, FC Long-Term Ratings to `SD' From `B'
FUCEREP: Fitch Downgrades Ratings


PDVSA: Assumes Direct Control of LatAm, Caribbean Businesses
SIDOR: Workers to Receive Dividends Starting Month End
SINCOR: Government to Explain Tax, Royalty Decision

     - - - - - - - - - -


BERSA: Strong Investor Interest Stuns Market
Directors at the Argentine unit of Fitch Ratings agency said the
market was surprised by the number of investors that have shown
interest in the sale of Argentine niche bank Banco Entre Ríos
(BERSA) scheduled for June 8. Business News Americas revealed
earlier that a total of seven local owned banks have purchased
bidding rules. The buyers are Galicia, Macro Bansud, Comafi,
Hipotecario, Credicoop, Santiago del Estero and Nuevo Banco de
Santa Fe.

Fitch Argentina managing director Lorna Martín and senior
banking and insurance director Ana Gavuzzo said the interest in
BERSA is probably due to the improving state of the economy and
banking system as well as the opportunity to buy a bank on the

BERSA is one of the three banks taken over by federal bank Banco
Nacion after its French parent, Credit Agricole, left Argentina
in the midst of the country's economic and financial crisis in

ECOURBAN S.A.: Files Petition to Reorganize
Ecourban S.A., formerly known as Roweco S.A., filed a "Concurso
Preventivo" motion, reports La Nacion. The Company is seeking to
reorganize its finances following cessation of debt payments
since Feb. 8, 2005. It listed assets of $7,893,669.91 and
liabilities of $6,178,490.

Court No. 5 of Buenos Aires civil and commercial tribunal,
assisted by Clerk No. 9, is now analyzing whether to grant
approval for the Company's petition to reorganize.

CONTACT: Ecourban S.A.
         Bruix 4344
         Buenos Aires

FUNDACION PROCORDE: Court Declares Company Bankrupt
Court No. 13 of Buenos Aires' civil and commercial tribunal
declared Fundacion Procorde Namuncura "Quiebra", relates local
daily La Nacion. The court approved the bankruptcy petition
filed by Loma Negra S.A., to whom the Company failed to pay

The Company will undergo the bankruptcy process with Hector
Bazzini as its receiver. Creditors are required to present their
proofs of claim to the receiver for verification before July 15,
2005. Creditors who fail to have their claims authenticated by
the said date will be disqualified from the payments that will
be made after the Company's assets are liquidated at the end of
the bankruptcy process.

Clerk No. 26 assists the court on the case.

CONTACT: Fundacion Procorde Namuncura
         Virrey Cevallos 774
         Buenos Aires

         Mr. Hector Bazzini, Trustee
         Uruguay 1662
         Buenos Aires

INTECEL S.A.: Court Approves Concurso Motion
Court No. 10 of Buenos Aires' civil and commercial tribunal
approved a petition for reorganization filed by Intecel S.A.,
according to a report by Argentine daily La Nacion.

The Company is entrusted to its receiver, Mr. Jorge Daniel
Alvarez, who will verify proofs of claim until Sep. 14, 2005.
After verifying the claims, the receiver will then submit the
individual and general reports to court. Dates for submission of
these reports are yet to be disclosed.

The informative assembly will be held on Aug. 18, 2006. This is
one of the last parts of the reorganization process.

Clerk No. 19, assists the court on the case.

CONTACT: Intecel S.A.
         Chile 577
         Buenos Aires

         Mr. Jorge Daniel Alvarez, Trustee
         Bartolome Mitre 1738
         Buenos Aires

REPSOL YPF: Outlines 2005-2009 Strategic Plan
Dividend to increase 20% in 2005

- Upstream to be driver behind company's growth
- Downstream to be stable cash-flow generator
- Portfolio to be transformed via investments and divestments
- Total investments to surpass 21,000 million euros
- Investments to be concentrated in North Africa, Caribbean,
Atlantic Basin and Middle East
- In Argentina new opportunities will be taken advantage of in
the area of exploration of offshore blocks, and competitive
advantages in refining and marketing
- Divestment of 1,500 million euros in non-strategic areas and
- Intensify exploratory activity drilling 200 new wells
- Reserves in North Africa to grow by 170%
- 1,200 million euros in cost savings
- Strategic alliance with Gas Natural to have cost savings of 10
million euros/year
- ROACE to be 12%

Repsol YPF's Chairman and Chief Executive Officer, Antonio
Brufau, presented Tuesday to analysts, shareholders,
institutional investors and employees the Company's 2005-2009
Strategic Plan. This plan, defined within the company's
principal operating areas for the mentioned period, is based on
three fundamental premises: growth, profitability and
transformation of portfolio. All of which will lead to the
primary objective of guaranteeing sustainable dividend growth
for shareholders, which will increase 20% in 2005.

         Paseo de la Castellana 278
         Madrid, 28046
         Phone: 34-1-348-8100

SERFA S.A.: Judge Approves Bankruptcy
Serfa S.A. was declared bankrupt after Court No. 13 of Buenos
Aires' civil and commercial tribunal endorsed the petition of
Procter and Gamble S.A. seeking for the Company's liquidation,
Argentine daily La Nacion reports.

The court assigned Elsa Andrade to supervise the liquidation
process as trustee. Ms. Andrade will validate creditors' proofs
of claim until July 15, 2005.

The city's Clerk No. 25 assists the court in resolving this

         Jose Bonifacio 318
         Buenos Aires

         Ms. Elsa Andrade, Trustee
         Billinghurst 2407
         Buenos Aires

SHIPTRADE: Court OKs Creditor's Involuntary Bankruptcy Motion
Court No. 9 of Buenos Aires' civil and commercial tribunal
declared Shiptrade S.A. bankrupt, says La Nacion. The ruling
comes in approval of the bankruptcy petition filed by the
Company's creditor, Ms. Maria Garia, for nonpayment of $8,037.57
in debt. Clerk No. 18 assists the court on the case, which will
conclude with the liquidation of the Company's assets.

The court has appointed Griselda Eidelstein as trustee, who will
examine and authenticate creditors' proofs of claim until Aug.
9, 2005. The verification phase is done to determine the nature
and amount of the Company's debts. Creditors must have their
claims authenticated by the trustee by the said date in order to
qualify for the payments that will be made after the Company's
assets are liquidated.

CONTACT: Shiptrade S.A.
         Davila 7500
         Buenos Aires

         Ms. Griselda Eidelstein, Trustee
         Lambare 1140
         Buenos Aires


CELPA: To Pay Eletronorte Debt With Stake in 30MW Plant
CELPA, which produces and distributes power in Brazil's northern
state of Para, will cede control of its 30MW Curua-Una
hydroelectric plant to federal power company Eletronorte as
partial payment of a BRL153 million-real (US$64mn) loan.

According to Business News Americas, CELPA's stake in the hydro
plant is worth BRL75 million. CELPA said it will pay the
outstanding debt in 24 monthly installments.

CELPA is controlled by power group Grupo Rede, which recently
announced its intention to sell off its generation operations to
concentrate on distribution.

Eletronorte is controlled by federal power holding company

NET SERVICOS: S&P Revises Outlook To Positive
Standard & Poor's Rating Services affirmed Tuesday its 'B+'
foreign and local currency ratings on Brazilian multi-service
operator (MSO) NET Servicos de Comunicacao S.A. (NET). The
outlook was revised to positive from stable.

"The outlook revision reflects NET's better-than-expected
operational performance in the past six months and lower level
of debt after the conclusion of the capital increase, which
could lead to faster debt repayment," said Standard & Poor's
credit analyst Milena Zaniboni.

The ratings on NET reflect the limited prospects for Pay-TV and
related products in Brazil given the ample reach of open air TV
and income constraints, the fierce competitive environment in
both Pay-TV and broadband, and NET's still-limited financial
flexibility. These weaknesses are somewhat offset by NET's
relative low leverage after the amortization of more than 40% of
total debt, extensive cable network in major cities, large
subscriber base, and high quality lineup.

The positive outlook on the global scale ratings indicates that
the ratings could be raised if the company consistently reports
stronger operational performance and cash flow protection
measures. If in the next three to six quarters the company can
continue to report EBITDA margins of about 30%, it could pay
down debt faster than anticipated and reach total debt to EBITDA
of about 1.5x and funds from operations to debt closer to 50%.
The ratings would also be positively affected if closer
interaction with Telmex's telecom operations in Brazil results
in further positive impact on NET's margins.

The ratings will stabilize at the current level if market
conditions deteriorate somewhat and if cash flow protection
levels stabilize at the expected 2005 levels.

TCP: Reports Share Sale Results
Telesp Celular Participacoes S.A. ("Company"), (BOVESPA: TSPP3
(Common), TSPP4 (Preferred), NYSE: TCP), announced on May 27,
2005 the total number of common and preferred shares sold at the
auction held on 05/25/2005 at the Sao Paulo Stock Exchange, and
the respective per shares prices to be credited to the
shareholders pro rata to the fractional shares held by them
before the auction;

  Code   Type   Number of Shares  Number of Shares  Net Value
                     Offered            Sold      per Share (1)

TSPP3     ON       1,144,979         1,144,979        8.78772
TSPP4     PN       1,068,035         1,068,035       11.78348
(1) Value net of trading expenses

The proceeds from the sale of the common and preferred shares
traded at the auction will be made available to the holders of
fractional shares, as from June 3, 2005, as follows:

(a)  The Shareholders whose shares are in custody with Banco ABN
Amro Real S.A. shall appear to any branch of said institution in
order to receive the amounts to which they are entitled;

(b)  The amount corresponding to the Shareholders having entered
custody agreements with the CBLC - Brazilian Settlement and
Custody Company, shall be directly credited to that company,
which will transfer the respective amounts to the Shareholders
through the Custody Agents; and

(c)  For those Shareholders whose Shares are blocked or without
updated record, the amount to which they are entitled shall be
retained by the Company and made available to the respective
Shareholder for payment, which shall be released exclusively
against presentation of document evidencing unblocking of the
shares and/or identification, as the case may be, at any ABN
Amro Real S.A. branch, the institution acting as trustee of the
book-entry shares issued by the Company .

CONTACT: Telesp Celular Participacoes S.A.
         Charles Edwards Allen
         Investor Relations Office
         Tel: 55 11 5105-1172

C O S T A   R I C A

ICE: Lawyer Seeks to Invalidate $130M Contract With Ericsson
The US$130 million GSM contract that Costa Rican telecoms
monopoly ICE awarded Swedish equipment firm Ericsson in June
last year to install 600,000 GSM-technology mobile lines
encountered another setback. According to Business News
Americas, a Costa Rican lawyer asked the country's
constitutional court to annul the contract, citing
irregularities during the bidding process.

Lawyer Pablo Barahona alleged that Ericsson paid for hotel
lodgings of former ICE officials during a visit to Sweden last

Barahona is suing interim comptroller Marta Acosta Zuniga,
Norman Villalobos Martinez, manager of the comptroller's
institutional development division and Manuel Corrales Umana,
manager of the entity's authorizations department.

The comptroller general approved the contract in March this year
despite an internal investigation into possible bribes between
employees of ICE and Ericsson. ICE hopes to begin selling lines
by October 2005, when it will try to have around 200,000 ready.


MILLICOM INTERNATIONAL: Re-elects Board of Directors
Millicom International Cellular S.A. ("Millicom") (Nasdaq:MICC)
(Stockholmsborsen:MIC), held its Annual General Meeting (AGM) of
Shareholders in Luxembourg on Tuesday. The AGM re-elected Vigo
Carlund, Donna Cordner, Ernest Cravatte, Lars-Johan Jarnheimer,
Daniel Johannesson, Raymond Kirsch, Michel Massart and Cristina
Stenbeck as members of the Board of Directors. Tope Lawani was
elected as a new member of the Board of Directors.
PricewaterhouseCoopers was re-elected as Auditor.

Tope Lawani is co-founder and Managing Director of Helios
Investment Partners, a private investment firm formed to pursue
private equity investments in Sub-Saharan Africa. From 1996 to
January 2004 he was Principal in Texas Pacific Group, a global
private investment firm. He is a member of the Board of
Directors of Finacity, a former member of the Board of Directors
of Debenhams and a former alternate member of the Boards of J
Crew and Burger King Corp. Tope Lawani has a BS from the
Massachusetts Institute of Technology, an MBA from Harvard
Business School and a Juris Doctor cum laude from Harvard Law

The AGM resolved to grant 750,000 share options to certain
Directors and employees of Millicom. The options are exercisable
at a 15% premium to the closing market price of Millicom shares
on the Nasdaq Stock Market on May 31, 2005. The maximum
potential dilution of the current issued share capital of
Millicom as a result of the granting of these new share options
is 0.75%.

The AGM resolved that a Shareholders' Nominations Committee
would prepare a proposal of persons to be elected as Directors
for the 2006 AGM. This committee will be created during the fall
of 2005 in consultation with at least three major Millicom
Shareholders and Cristina Stenbeck will act as convenor of this
committee. The composition of the Shareholders' Nominations
Committee will be communicated in the financial report for the
3rd quarter of 2005.

A second extraordinary shareholders' meeting will be convened
for item 9 of the Agenda of the Meeting as the special quorum of
50 per cent of the shareholders was not present. The second
extraordinary shareholders' meeting will vote on a resolution in
accordance with the requirements of article 100 of the law of
August 10, 1915 on commercial companies as amended.

All other resolutions proposed to Millicom's Annual General
Meeting of shareholders Tuesday in Luxembourg were passed.

At a meeting of the Board of Directors following the AGM, Daniel
Johannesson was re-elected as Chairman of the Board of
Directors. Michel Massart was re-appointed as Chairman of the
Audit Committee. Ernest Cravatte and Raymond Kirsch were re-
appointed and Tope Lawani was appointed as members of the Audit
Committee. Daniel Johannesson was appointed as Chairman of the
Compensation Committee and Vigo Carlund, Donna Cordner and
Cristina Stenbeck were appointed members of the Compensation
Committee. Daniel Johannesson, Donna Cordner and Ernest
Cravatte, all being independent directors, were appointed as
members of the Nominating Committee of the Board as required by
the Nasdaq market rules.

Millicom International Cellular S.A. is a global
telecommunications investor with cellular operations in Asia,
Latin America and Africa. It currently has a total of 16
cellular operations and licenses in 15 countries. The Group's
cellular operations have a combined population under license of
approximately 332 million people.

CONTACT:  Millicom International Cellular S.A.
          Marc Beuls
          President and Chief Executive Officer
          Telephone: 352 27 759 327

          Andrew Best
          Investor Relations
          Telephone: 44 20 7321 5022
          Web Site:


AIR JAMAICA: St. Lucia Route Cut During Restructuring
Air Jamaica will extend the suspension of its to/from St. Lucia
route at least six months including the summer period as part of
the airline's restructuring and cost cutting efforts, the
Caribbean Net News reports.

"The structure of our new summer schedule just does not allow
for a feasible return to the St. Lucia route at this time," said
Dr Vincent Lawrence, Executive Chairman of Air Jamaica.

"However, our evaluations will continue in the hopes that we can
find a solution that allows for a speedy and viable return later
this year," said Mr. Lawrence.

In light of the extended suspension, the carrier will close its
sales office in Castries effective June 30, 2005. Air Jamaica's
sales office in Grenada will assume responsibility for the
carrier's sales efforts in St. Lucia during the interim period.

         Corporate Communications
         Tel: 876-922-3460 ext 4060-5


CIE: S&P Assigns Rating; Outlook Stable
Standard & Poor's Ratings Services assigned its 'BB-' foreign
and local currency long-term corporate credit rating to
Corporacion Interamericana de Entretenimiento S.A. de C.V.
(CIE), based on the consolidated creditworthiness of the group.
Standard & Poor's also assigned its 'B+' senior unsecured debt
rating to holding company CIE, and to its proposed $150 million
144A Senior Notes due 2015. The outlook is stable.

The 'B+' rating assigned to CIE and to its proposed Senior Notes
reflects the company's pure holding company nature and its
dependence on the cash flows (interest income, fees, dividends)
upstreamed from its subsidiaries. A significant portion of CIE's
subsidiaries' EBITDA is generated through joint venture
companies, limiting its discretion to access their cash flows.
The removal of debt at operating companies' level (28% of
consolidated debt as of December 2004) would not automatically
warrant the equalization of CIE's notes with the corporate
credit rating on the group.

The ratings on CIE are based on its exposure to economic cycles
and increasing competition from emerging out-of-home
entertainment sources; the need to constantly add more
attractions or events to its backlog, and the volatile
availability of international talent; the ongoing need to renew
venues' concessions and sponsorship contracts; and a financial
leverage that, at 3x debt to EBITDA, is considered aggressive.
Offsetting factors include good, albeit decreasing margins,
growing prospects and favorable competitive position of its
operations under the newly created CIE Las Americas Division, an
entertainment complex located in Mexico City operated under two
concessions granted in 1997 (and which includes Mexico's only
horse race track and its largest convention center, in addition
to off-track betting sports books and numbers-based game "Sports
Books & Yaks" outlets centers located throughout Mexico).
Additionally, its CIE Commercial Division is comprised of
promotional and advertising channels including teleservices,
advertising spaces in pedestrian overpasses, airports, on-screen
at movie theaters, advertising space at the sidelines of
professional soccer stadiums, and novelty media technological
applications in traditional and nontraditional venues and
spaces. These two divisions together accounted for 48% of the
consolidated revenues and 72% of its EBITDA during 2004.
Finally, another positive factor is CIE's favorable vertical
integration structure and operational scale, achieved through
partnerships with experienced operators, which has made it the
out-of-home industry's incumbent in Mexico, where 84% of its
revenues are originated.

CIE has faced economic volatility by constantly promoting more
and new events, at a time when alternative entertainment options
are expected to keep on adding pressure to this industry. While
in the past the company has been able to renew the concessions
of its venues, uncertainties about future renewals may be a
major issue, due to the relative scarcity of significant venues
(capacity, quality, location) in the markets where CIE operates.
In addition, several recognized artists at times change their
scheduled appearances unexpectedly, adding pressure to live
event promoters by forcing them to incorporate other talents
with lower margins. CIE has dealt with some of the above-
mentioned risks by vertically integrating its service offering
and thus lowering the break-even sales level for its events,
raising entry-barriers for competitors. Through a combination of
partnerships along with funds raised from both equity and debt
offerings, CIE has also diversified away from the organization
and promotion of events to a more stable portfolio mix in terms
of revenues and cash flows, becoming also a significant player
in amusement park entertainment, and running nontraditional
promotion and advertising businesses.

"We expect CIE to try to grow organically rather than via
relatively small acquisitions," said Standard & Poor's credit
analyst Manuel Guerena. Growth could be driven by nontraditional
advertising such as Cineminutos, an in-cinema marketing
business, and its off-site betting outlets. As casinos are not
allowed to operate in Mexico, the growing Sports Books & Yaks
network, by far the largest in Mexico, is the major alternative
to such entertainment. Nevertheless, while its operation
positions CIE as the premier partner for the eventual operations
of casinos in the country, such a scenario is considered remote
in the next three years, as 2006 is a presidential election year
in Mexico and the political conditions for such approval will
not likely be there.

We expect no major change in the company's financial leverage,
or in its competitive landscape. Nevertheless, changes in the
economic or regulatory environment could affect the credit
rating. Aside from these, the more evident cause for a rating
action would be the company's greater (or smaller) discretion
over its subsidiaries' cash flows.

CIE: Moody's Issues Ba2 to Proposed $200M Senior Unsec Notes
Approximately $200 million in debt instruments affected.

Moody's Investors Service assigned a Ba2 rating to Corporacion
Interamericana de Entretenimiento, S.A. de C.V. ("CIE")'s
proposed USD$200 million of senior unsecured notes.
Additionally, Moody's assigned a Ba2 senior implied rating to
CIE. The outlook is stable. The proceeds of the transaction will
be used to refinance short-term debt and extend the company's
maturity profile. Thus, the transaction is neutral to leverage.

The ratings and outlook reflect the proven track record of CIE's
management team in expanding, at a measured pace, into new lines
of business that offer opportunities for growth in new markets,
its dominant market share position in the out-of-home
entertainment sector within Mexico, the company's attractive
margins, opportunities for growth and moderate leverage.
Recognizing the potential for future competition, the ratings
also incorporate the durability of CIE's performance as
evidenced by the size and stability of its share in its market,
and significant barriers to entry as other participants are
substantially smaller. Additionally, because of its well-
developed vertical strategy and ability to enhance the value of
its businesses with advertising and promotional products, CIE
has been able to further protect its market position, as well as
augment earnings. Moody's also expects CIE will continue to
grow, given the opportunities that remain within the Mexican
economy and its ability to expand on certain strengths, such as
amusement parks (e.g. Wannado).

Moody's assigned the following ratings:

(i) Senior Implied rating -- Ba2, and

(ii) US$200 million Senior Unsecured Notes due 2015 -- Ba2

The rating outlook is stable.

The ratings benefit from CIE's partnerships with foreign
operators (e.g. joint venture with Ticketmaster and Televisa,
relationship with NASCAR) which provide CIE with the opportunity
to capitalize on the strength of these operators' existing
skills, as well as mitigate its exposure to cash-consumptive
investments. Further, the rating is supported by the value of
CIE's exceptional venues in Latin America, including Mexico's
only government-authorized horse race track (Hippodrome), the
Las Americas Exhibition and Convention Center, Foro Sol, and
Brazil's Credicard Hall, Direct TV Music Hall and ATL Hall. In
addition, the company owns various amusement parks through Grupo
Magico, the most important of which is La Feria de Chapultepec
in Mexico City. The company also owns and operates America's
first indoor role-playing theme park for children, Wannado City.
Moody's notes that the ratings also benefit from a history of
equity offerings used to support the company's capital
investments. As a result, leverage has remained in a reasonable
range over time (debt about three times EBITDA since 1997).

However, CIE's ratings also consider the challenges inherent in
operating within a relatively volatile economy where certain
business lines including advertising, trade shows/exhibitions
and high-end performances ("Broadway" shows and the like) are
particularly vulnerable to cyclicality. In addition, CIE's
profitability is threatened by the risks associated with foreign
acquisitions in emerging Latin American markets.

Furthermore, its growth strategy compels the company to
contemplate substantial re-investment of capital, particularly
at the Hipodromo de las Americas, the Las Americas Center. Until
2003, CIE has reported negative cash flow following capital
expenditures. Therefore, while management has asserted that the
company is in the final phase of capital investment, Moody's
remains concerned that future opportunities are likely to
require some meaningful expenditures (e.g. opening of additional
sporting Books and Yaks, or additional Wannado theme parks).

As of the YE 2004, pro forma leverage (measured by total debt-
to-EBITDA) is modest at about 3.0 times (net debt leverage is
about 2.7 times). However free cash flow remains low relative to
the company's total debt burden (5% of total debt at YE 2004) as
a result of increased capital expenditures (primarily due to
spending for the Wannado theme park project). CIE benefits from
substantial liquidity (US$57 million in cash on the balance
sheet) and no significant debt maturities until 2012. Further,
CIE has issued equity to help finance its projects (market
capitalization US$627 million).

The stable outlook incorporates the strength of CIE's market
position, its capacity to remain a leader, and the company's
intention to keep leverage at modest levels. A positive outlook
would be merited should the company maintain meaningful free
cash flow while preserving its existing competitive strengths.
Increased economic volatility leading to a deterioration in the
company's credit protection measures could lead to negative
ratings momentum.

The Ba2 rating on the $200 million of senior unsecured notes
reflects that all of CIE's debt is pari passu.

CIE, based in Mexico City, is one of the largest "out of home"
entertainment companies in Latin America.

TFM: KCS Announces Extension for KCSR Consent Solicitation
Kansas City Southern ("KCS") (NYSE:KSU) announced Tuesday that
its wholly owned subsidiary, The Kansas City Southern Railway
Company ("KCSR"), has extended its previously announced
solicitation of consents to amend the indentures, as
supplemented where applicable (the "Indentures"), under which
KCSR's outstanding 9 1/2% Senior Notes due 2008 (the "9 1/2%
Notes") and outstanding 7 1/2% Senior Notes due 2009 (the "7
1/2% Notes" and together with the 9 1/2% Notes, the "Notes")
were issued. The Expiration Date has been extended to 5:00 P.M.,
New York City time, on Friday, June 3, 2005 from 5:00 P.M., New
York City time, on Friday, May 27, 2005.

As already announced in a press release on Wednesday, May 25,
2005, KCSR previously increased the amount of the consent
payment from $3.75 to $7.50, for each $1,000 principal amount of
each series of Notes, payable to holders that validly give their
consents prior to the Expiration Date, as described in the
Consent Solicitation Statement dated May 11, 2005 and extended
as described herein. In addition, KCSR amended the proposed
amendments and the relevant sections of the related supplemental
indentures attached as annexes to the Consent Solicitation
Statement to permit TFM, S.A. de C.V. ("TFM"), an indirect
subsidiary of KCS, to incur indebtedness and create related
liens in an amount outstanding at any time of up to $275.0
million, $225.0 million of which must be incurred by TFM and its
restricted subsidiaries under TFM's senior credit facility or an
accounts receivable securitization; provided however, that prior
to the final settlement of certain disputes between TFM, Grupo
Transportacion Ferroviaria Mexicana, S.A. de C.V. ("Grupo TFM"),
an indirect subsidiary of KCS, and the Mexican government, such
indebtedness may not exceed $200.0 million, $150.0 million of
which must be incurred by TFM and its restricted subsidiaries
under TFM's senior credit facility or an accounts receivable
securitization. KCS does not know when or if a settlement of the
disputes between TFM, Grupo TFM and the Mexican government will
be consummated.

All of the other terms and conditions set forth in the Consent
Solicitation Statement remain unchanged.

Questions from holders of the Notes regarding the consent
solicitation or requests for additional copies of the Consent
Solicitation Statement, the Letter of Consent or other related
documents should be directed to D.F. King & Co., Inc., the
Information Agent for the consent solicitation, at 48 Wall
Street, New York, New York, 10005 (telephone 800-714-3313) or
the Solicitation Agent for the consent solicitation, Morgan
Stanley & Co. Incorporated, at 1585 Broadway, New York, New
York, 10036 (telephone 800-624-1808).

Holders of the Notes may request copies of the supplements, as
amended, to the Indentures by contacting Investor Relations at
KCSR at 427 West 12th Street, Kansas City, Missouri, 64105
(telephone 816-983-1551).

This announcement is not a solicitation of consent with respect
to any Notes. The consent solicitation is being made solely by
the Consent Solicitation Statement and related documents, dated
May 11, 2005, which set forth the complete terms of the consent

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's 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.

This press release may include statements concerning potential
future events involving KCS and its subsidiaries, which could
materially differ from the events that actually occur. The
differences could be caused by a number of factors including
those factors identified in the "Risk Factors" and the
"Cautionary Information" sections of KCS's Form 10-K for the
most recently ended fiscal year, filed by KCS with the
Securities and Exchange Commission (SEC) (Commission file no. 1-
4717). KCS will not update any forward-looking statements in
this press release to reflect future events or developments.

          Investors: William H. Galligan
          Tel: 816-983-1551


          U.S. Media:
          C. Doniele Kane
          Tel: 816-983-1372


          Mexico Media:
          Gabriel Guerra
          Tel: 011-525-55-208-0860

TV AZTECA: Shareholders Approve By-Laws Amendments
TV Azteca, S.A. de C.V. (NYSE: TZA) (BMV: TVAZTCA) (Latibex:
XTZA), one of the two largest producers of Spanish-language
television programming in the world, announced that an
Extraordinary Shareholders' Meeting held Monday at its corporate
offices in Mexico City unanimously approved by 99.98% of the
vote, amendment of the Sixth, Ninth, Eleventh, Fourteenth,
Sixteenth, Twenty First, and Twenty Sixth Sections of the By-
laws of the Company in order to harmonize them with the
provisions of the Mexican Securities Market Law (Ley del Mercado
de Valores) and the General Rules to Regulate Issuers and other
Participants of the Securities Market (Disposiciones de Caracter
General Aplicables a las Emisoras de Valores y a Otros
Participantes del Mercado de Valores).

Each one of the different series of shares in special
shareholders' meetings previously approved amendments of
sections Sixth and Twenty Sixth as follows: series "D-A" by
unanimous vote of 98.70%; series "A" by unanimous vote of
99.98%; and series "D-L" by vote of 99.97%.

Amendments consist primarily of the matters identified in a) to
g) below; for further information, visit the Mexican Stock
Exchange (BMV) Website:

a) Sixth Section (Paid-in Capital and Stock). The cancellation
of registration and the delisting of the company's shares in
stock markets are now included in such sections as matters in
which series D-A and D-L shares have voting rights.

b) Ninth Section (Purchase of the Company's Stock). Theoretical
value of the stock is substituted for market value when referred
to stock repurchase or placement.

c) Eleventh Section (Prohibition of Subsidiaries to Purchase
Stock). The company's subsidiaries are no longer permitted to
purchase the company's stock, to grant employee stock option

d) Fourteenth Section (Reduction of Paid-in Capital).
Reimbursement value to shareholders, who exercise their right to
withdraw thereby reductions of the variable portion of the paid-
in capital, will be determined by the lower value of the
following two options: 95% of the last 30-day average stock
price at the BMV and the stock's book value.

e) Sixteenth Section (Cancellation of Registration in the
Mexican Securities Registry). The rules for public offerings
have been adapted to the current legal framework with regards to
the cancellation of the registration of the company's stock in
the Mexican Securities Registry.

f) Twenty First Section (Representation in Shareholders'
Meetings). The secretary of the board must ensure that
shareholders have available to them, in a timely manner, the
forms that entitle them to be represented at shareholders'

g) Twenty Sixth Section (Attendance and Resolutions of
Extraordinary Shareholders' Meetings). Attendance and percentage
of vote in extraordinary shareholders' meetings in which series
"D-A," "D-L" and/or "L" shares have voting rights are as follow:

-- First Call for Shareholders' Meeting. Minimum attendance:
majority of series "A" shares and 75% of the company's
outstanding shares.

Percentage of vote: majority of the company's outstanding

-- Second Call for Shareholders' Meeting. Minimum attendance:
majority of series "A" shares and 50% of the company's
outstanding shares

Percentage of vote: majority of the company's outstanding shares

TV Azteca is one of the two largest producers of Spanish-
language television programming in the world, operating 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, an Internet portal for
North American Spanish speakers.

CONTACT: TV Azteca, S.A. de C.V.
         Investor Relations
         Bruno Rangel
         Phone: 011-52-55-1720-9167

         Rolando Villarreal
         Phone: 011-52-55-1720-0041

         Media Relations:
         Daniel McCosh
         Phone: 011-52-55-1720-0059

VITRO: Fitch Assigns Rating Watch Negative
Fitch Ratings has placed the following ratings on Rating Watch

Vitro, S.A. de C.V. (Vitro)

--Senior unsecured local and foreign currency ratings 'B';
--2013 11 3/4% notes 'B-';
--National short-term 'F2(mex)';
--National long-term 'BBB(mex)'.

Vitro Envases Norteamerica, S.A. de C.V. (Vena)

--Senior guaranteed notes 'B+' .


--2007 11 3/8% notes 'B-'.

The rating Watch Negative indicates there is a probability of

Fitch has placed the ratings under review as a result of the
company's deteriorating key credit metrics and increased
refinance risk. The ratings also incorporate the structural
subordination of the unsecured local bonds. The ratings may be
affected if the company fails to show a marked improvement in
financial results and credit protection measures.

Vitro's profitability has been pressured by increased
competition in the Mexican market and higher raw materials,
energy and packaging costs, which the company has not been able
to fully reflect in final prices. EBITDA margin for the 12
months (LTM) ended March 31, 2005 was 15.1% compared to 16.1%
for the LTM ended March 31, 2004.

Despite the divestiture of noncore businesses and use of
proceeds for debt repayment, Vitro's leverage remains high. At
March 31, 2005, total debt reached US$1,495 million compared to
US$1,395 million at March 31, 2004. For the LTM ended March 31,
2005, the ratio of total debt-to-EBITDA was 4.2 times (x) and
interest coverage, measured as EBITDA-to-interest expense,
reached 1.9x.

CONTACT: Alberto Moreno +5281-8335-7179, Monterrey
         Giovanna Caccialanza, CFA +1-212-908-0898, New York

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

WIRE ROPE: S&P Assigns 'B' Corporate Credit Rating
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Wire Rope Corp. of America Inc. (WRCA), a
manufacturer of wire rope and wire. At the same time, Standard &
Poor's assigned its 'B-' senior secured rating and recovery
rating of '3' to WRCA's proposed $165 million senior secured
term loan due 2011. The recovery rating indicates the likelihood
of a meaningful recovery (50%-80%) of principal in the event of
a payment default. These newly assigned ratings are based on
preliminary terms and conditions and subject to review upon
receipt of final documentation.

The outlook on the St. Joseph, Mo.-based company is stable.

Proceeds from the proposed note offering, combined with $32.5
million of borrowings from a proposed $45 million revolving
credit facility, will be used to acquire Aceros Camesa S.A. de
C.V. and Camesa Inc. (both defined as Camesa); pay a $15 million
dividend to the equity sponsor (KPS Special Situations Fund II
L.P.); refinance existing debt at WRCA; and pay fees. Pro forma
total debt outstanding will be about $197.5 million.

"The acquisition of Camesa and its expected synergies should
improve Wire Rope's financial performance over the near term. In
addition, the company is benefiting from favorable demand across
virtually all of its end markets," said Standard & Poor's credit
analyst Paul Vastola. "However, WRCA operates in a very
competitive industry prone to low-cost imports. Ratings could be
raised or the outlook revised to positive if the company
increases its market position, customers, end-market diversity,
and revenues while deleveraging. Ratings could be lowered or the
outlook revised to negative if end-market demand weakens, rising
raw material costs hamper cash flows, or liquidity declines

WRCA, with pro forma 2004 sales approximating $270 million,
manufactures steel wire rope and steel wire in the U.S. and
Mexico (through its Camesa acquisition) for use in various
industrial end markets, including mining, oil and gas, and
construction. The company has eight manufacturing facilities and
12 distribution centers.


MINERA VOLCAN: Strike Continues Despite Legal Verdict
Unionized workers at zinc-lead miner Volcan Compania Minera
SAA's Cerro de Pasco and Yauli units continue to strike despite
the fact that their operation has been declared illegal by the
Labor Ministry. The workers began a strike last Thursday,
demanding a portion of last year's profits. A company spokesman
revealed that a meeting took place Saturday between the union
and the Company, coordinated by the Mines and Energy Ministry,
but that no deal was reached.

The Company contends it doesn't legally have to make such

Volcan reported full year 2004 net income of PEN71.3 million
($1=PEN3.2535) compared with a loss of PEN25.2 million in the
previous year, on revenues of PEN620.6 million, up from PEN458.9
million in 2003.

The strong growth in sales was tied to higher international
prices for metals and by an improvement in production volumes.

Volcan's mining operations are located in the central Andean
departments of Junin and Pasco.

CONTACT:  Volcan Compania Minera S.A.A.
          Av Gregorio Escobedo 710 Jesus Maria
          Lima, Peru
          Phone: (51-1) 219-4000
          Fax: (51-1)261-9716

* PERU: Strikes Debt Deal With Paris Club
Prime Minister Carlos Ferrero revealed that the government has
reached an accord with the Paris Club of creditor nations to
reduce its debt payments after presenting a plan to the group
last month.

"Probably this week the economy minister will announce an
extremely important accord with the Paris Club by which we have
changed the terms of a significant portion of our debt, which
will ease the burden of payments," Ferrero told reporters,
without giving more details.

As of December 2004, Peru's debt with the Paris Club totaled
$8.51 billion. The government hopes to buy back debt worth up to
$1.5 billion and refinance it with longer term market debt from
10 to 30 years in maturity. The debt will be placed on both
local and international markets, officials have said.


ANCAP: S&P Cuts LC, FC Long-Term Ratings to `SD' From `B'
Standard & Poor's Ratings Services lowered its local and foreign
currency long-term corporate credit ratings on Uruguayan
Administracion Nacional de Combustibles, Alcohol y Portland
(ANCAP) to Selective Default (SD) from 'B' after completing the
analysis of the pesification of ANCAP's guarantee on a
syndicated loan taken on by its 83.4% owned Argentine subsidiary
Petrolera del Cono Sur S.A. (PCSA). Immediately after, Standard
& Poor's reassigned its 'B' foreign and local currency long-term
corporate credit ratings to ANCAP, reflecting our forward-
looking assessment of the company's credit quality. The outlook
is stable.

The loan, guaranteed by ANCAP, was originally issued in 2000 for
$50 million, with a bullet amortization in December 2005. Both
the loan and the guarantee are contractually governed by
Argentine law. As a result, the loan and the guarantee were
affected by Decree No. 214/2002, which established the mandatory
payment in pesos-at the exchange rate of Argentine Peso (ArP)
1=$1-of financial obligations originally contracted in foreign
currency in the Argentine financial system, known as
pesification. This regulation also mandates the adjustment of
pesified obligations by an inflation index (Coeficiente de
Estabilización de Referencia [CER]). Standard & Poor's criteria
(please refer to "Pesification to Bring Local Debt Defaults;
Only Temporary Relief to Argentine Issuers" of March 19, 2002)
state that pesification implies a material change to the
original conditions of the obligations assumed by the issuer-or,
in this case, the guarantor-and is therefore considered a
default triggering the downgrade of the rating to 'SD'. The loss
in value for creditors of PCSA due to the government-mandated
pesification of the loan was substantial, given that the
obligation was initially reduced to the equivalent of $16.6
million (considering an exchange rate of ArP3/$1) from $50
million, and the current value as adjusted by CER remains at the
equivalent of $25 million.

As announced in ANCAP's recently released financial statements
for fiscal 2004 (ended Dec. 31), creditors have contested the
pesification and presented a claim upon the guarantee for lost
interest in front of the Argentine courts.

"Although it might pressure the company's liquidity, we consider
that ANCAP could withstand the cash requirements of an
unfavorable ruling regarding the claim of the creditors," said
Standard & Poor's credit analyst Pablo Lutereau. The 'B' ratings
assigned to ANCAP encompass our opinion about ANCAP's ability to
meet its financial obligations going forward-including the
pesification and an eventual unfavorable ruling.

The rating on ANCAP reflects the risks inherent in operating as
a single-asset refiner, the challenging economic environment of
Uruguay, the ownership by the Republic of Uruguay, and the
potential effects of the deregulation of the Uruguayan fuels
market. The rating also incorporates our expectations that ANCAP
will maintain its dominant market position.

ANCAP's credit quality remains linked to that of the Republic of
Uruguay, its 100% owner. First, ANCAP is highly influenced by
the Uruguayan government, particularly in the budget-approval
process, indebtedness authorization, price adjustments, and tax
payments. Second, as ANCAP's operations are concentrated in
Uruguay, the country's financial system developments and growth
prospects also affect the company. Nevertheless, because in the
past the government gave the company appropriate financial
management autonomy, the ratings on ANCAP will not necessarily
follow the exact rating trajectory of the sovereign.

ANCAP currently benefits from its protected position as the
nation's sole petroleum importer, refiner, and supplier of
refined products to Uruguay's distributors. We believe
deregulation will eventually take place. In that scenario, ANCAP
will need to restructure its operations so as not to become
seriously vulnerable to intra-Mercosur import competition.
Nevertheless, in the short-to-medium term, the company is
expected to continue to enjoy the benefits of the monopoly.

The stable outlook indicates the linkage of ANCAP's credit
quality to the sovereign's financial health. The outlook also
incorporates a successful extension of the company's maturity
profile that has partly alleviated its financial profile. The
rating upside is conditioned by the improvement of the economic
environment in Uruguay. Failure to successfully accommodate the
maturity profile or excessive pressure of the guarantee on
PCSA's obligations on the financial profile might trigger a
negative review.

Primary Credit Analyst: Pablo Lutereau, Buenos Aires (54) 114-

Secondary Credit Analyst: Luciano Gremone, Buenos Aires (54) 11-

FUCEREP: Fitch Downgrades Ratings
Fitch Ratings has downgraded the Long-term foreign currency
rating assigned to Uruguay's FUCEREP - Cooperativa de Ahorro y
Credito - to 'CCC' from 'B-', as well as the National Long-term
rating to 'B(uy)' from 'BB+(uy)'. The Rating Outlook is Stable.
It should be noted here that an international rating has been
assigned to FUCEREP due to local requirements, but the
institution does not issue debt or obtain credit
internationally, nor does it expect to in the future.

The downgrade reflects the uncertainty the institution faces
given the position it has taken with respect to the more
stringent nominal capital requirements being imposed by the
Central Bank of Uruguay (BCU), which includes the initiation of
legal action opposing such requirements. FUCEREP currently has
three months in which to form a capital adequacy plan, which is
subject to approval by the BCU. As an alternative to meeting the
new higher nominal capital requirements, the BCU has given
entities the option to operate with lower capital levels under a
license with limitations mainly related to foreign currency
activities. While the institution currently meets the minimum
capital requirements to operate under such license, to date,
FUCEREP has not designed a strategy to operate with such

The ratings assigned to FUCREP also consider the institution's
small position within the Uruguayan financial system, the
difficulties presented by its shrinking balance sheet in the
context of an increasingly concentrated system, and its status
as a credit cooperative, which only allows for capital increases
through contributions from new members or issuances of preferred
shares or subordinated debt.

FUCEREP is a credit cooperative that has operated in Uruguay
since 1974 and offers services in retail banking, with a focus
on individuals. FUCEREP was founded by employees from Banco de
la Republica Oriental del Uruguay (BROU), which explains its
close ties to the bank and concentration of loans among BROU's
employees. At end-2004, FUCEREP reported assets and equity of
USD10.7 million and USD1.9 million, respectively.

CONTACT: Ana Gavuzzo
         Maria Fernanda Lopez
         +5411 5235-8100, Buenos Aires

         Linda Hammel +1-212-908-0303
         Peter Shaw +1-212-908-0553, New York

MEDIA RELATIONS: Kenneth Reed +1-212-908-0540, New York


PDVSA: Assumes Direct Control of LatAm, Caribbean Businesses
Consistent with the review undertaken by Petróleos de Venezuela
of its international businesses, on April 2005 the Board of
Directors of PDVSA decided to transfer activities conducted at
CITGO International Latin America (CILA) in Houston, United
States of America, and at Deltaven Internacional to the
International Retail Sales Management attached to the Trade
Department under the Corporation's Trading and Supply
Administration based in Caracas, Venezuela.

CILA was established in 2000 as an affiliate of CITGO for the
commercialization of fuels and lubricants in the Latin American
under the trade names PDV and CITGO, with subsidiaries in
Argentina, Puerto Rico, Mexico, Brazil, Chile, Ecuador and
Guatemala. At the closing of 2004 CILA reported earnings for
4,500,000 dollars.

Policies fostered by the government of President Hugo Ch vez in
the Latin American region are aimed at consolidating energy
integration on the basis of complementarity among the peoples,
fair trade, mutual cooperation, and solidarity.

So it has been confirmed by PDVSA's participation in Argentina
through the trade name ENARSA/PDV; energy cooperation agreements
signed with the governments of Cuba, Paraguay, Dominican
Republic, Brazil, Uruguay and Jamaica, and other soon to
materialize within the framework of the PETROAMERICA and
PETROCARIBE initiatives.

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:

SIDOR: Workers to Receive Dividends Starting Month End
Workers of steelmaker Sidor can now expect to receive dividends
beginning June 30 following a pre-agreement signed by Sidor's
shareholders, officials from the local mining and basic industry
ministry (Mibam) and representatives from state heavy industry
holding company CVG, reports Business News Americas.

Giovanni Barrios, who represents workers who own shares in
Sidor, announced that under the pre-agreements, CVG acknowledges
the rights of series B shareholders, present and past workers,
and assigns them dividends for a total of US$94 million for the
years 2003 and 2004.

"Of this amount, 20% will be used to repay the debt left when we
bought the shares," Barrios said.

Future dividend payments will alternate between 50% in the form
of debt payment and 50% cash, and the 20:80 breakdown.

Apart from the dividends and payment mechanism, the agreements
cover the transfer of pending shares in order to complete the
workers' 20% stake in the Company, Barrios said.

"Now we only hold a 9.61% interest and still [10.39%] is missing
to reach the balance. August 15 was the date previously agreed
to transfer the shares to the workers," he added.

CVG holds a 40.2% interest in Sidor, with workers holding half
of that.

"CVG earmarked US$188 million from 2003 and 2004 dividends for
the 40.2% and we're due to receive half of that, so we're
claiming US$94 million," the Sidor spokesperson said.

Nearly 2,000 current and retired Sidor employees, who took part
in a workers' participation program promoted by Venezuela's
government through CVG, are affected by the dividend
distribution issue.

SINCOR: Government to Explain Tax, Royalty Decision
Oil Minister Rafael Ramirez said Tuesday the government plans to
meet with its partners in the Sincor heavy crude project to
discuss about its recent decision to hike royalty rate, relates
Dow Jones Newswires. France's Total (TOT) and Norway's Statoil
(STO), the partners of state oil company Petroleos de Venezuela
(PdVSA) in Sincor, said they were surprised by Ramirez's claims
of contract violations last week.

Ramirez accused Sincor of violating its contract, saying the
Company was only authorized to produce 114,000 barrels a day
(b/d) and is now producing 210,000b/d. He said Venezuela will
charge a 30% royalty on all Sincor output above 114,000 b/d,
compared with the 16.6% royalty stipulated in the original

Ramirez also said that the Company has underpaid to the tune of
US$1 billion, but the government hasn't decided if the royalty
hike will be charged retroactively.

"We still have to see what the (tax) method will be," said Mr.

Furthermore, Ramirez accused Sincor of exploring for oil in an
area larger than what was approved under the original contract,
prompting ruling party lawmakers in the National Assembly to
launch an investigation into Sincor and three other heavy crude
upgrading projects.

The four upgrading projects in the Orinoco tar belt - Cerro
Negro, Petrozuata, Sincor and Hamaca - produce close to 600,000
barrels a day in synthetic oil, according to PdVSA.


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

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