TCRLA_Public/050929.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, September 29, 2005, Vol. 6, Issue 193

                            Headlines

A R G E N T I N A

AIRDAL GASTRONOMICA: Initiates Bankruptcy Proceedings
BASTIANELLI S.R.L.: Deadline for General Report Approaches
DEL PLATA CONSIGNATARIA: Concludes Reorganization
FLOR DE LIS: Court Approves Concurso Motion
POSTA FEDERAL: Trustee to Submit General Report Oct. 7

TENPLUS S.A.: Report on Company's Liquidation to be Submitted
TRANSENER: Courts Block Payments from Cammesa
VINTAGE PETROLEUM: Reaffirms Annual Production Target


B A R B A D O S

SUNBEACH COMMUNICATIONS: Govt. Releases Update on License Status


B E R M U D A

ALEA/PXRE/QUANTA: Removed from BSX Index
OVERSEAS PARTNERS RE: Sold to Catalina Holdings


B O L I V I A

AGUAS DEL ILLIMANI: Govt. Authorizes $500K Audit Funding


B R A Z I L

BRASKEM: Launches Braskem Formula Program
BRASKEM: Shareholders Approve Long Term Incentive Plan
CFLCL: Alliant Energy Receives Brazil Arbitration Decision
COPEL: To Inaugurate Santa Clara Power Plant Sept. 30
NET SERVICOS: Begins Public Distribution of 5th Debentures Issue

NET SERVICOS: Must Use Proceeds from 5th Public Issuance
UNIBANCO: Global Public Offering Amounts to $1.8B


C H I L E

EMPRESAS IANSA: Shareholder Change Will Not Affect Ratings - S&P


J A M A I C A

KAISER ALUMINUM: Asks Court to Extend Deadline to Remove Actions
NCB JAMAICA: 2005 Bottom Line to Benefit from JDM600 Repayment


M E X I C O

ASARCO: Wants Lehman as Financial Advisor & Investment Banker
CIE: Mulls Redemption of MXN2.28B in 7-Yr. Notes Due 2007
EMPRESAS ICA: Merrill Lynch Initiates Coverage With Buy Rating
METALFORMING TECHNOLOGIES: Court Approves $25M Sale to Zohar


T R I N I D A D   &   T O B A G O

TOBAGO EXPRESS: Pilots Halt Strike Following Agreement


V E N E Z U E L A

ALIMENTOS POLAR: Govt. Stuns Company By Decreeing Expropriation
CENTRAL AZUCARERO/SIDEROCA-PROACERO: Congress OKs Confiscation
PDVSA: Seeks to Divest of Houston Refinery
PDVSA: Set to Sign $2B Refinery Deal with Petrobras

     -  -  -  -  -  -  -  -

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

AIRDAL GASTRONOMICA: Initiates Bankruptcy Proceedings
-----------------------------------------------------
Buenos Aires' civil and commercial Court No. 2 declared Airdal
Gastronomica S.A. "Quiebra," reports Infobae. Clerk No. 4
assists the court on the case, which will close with the
liquidation of the Company's assets to repay creditors.

Ms. Isabel A. Ramirez, who has been appointed as trustee, will
verify creditors' claims until Nov. 18, 2005 and then prepare
the individual reports based on the results of the verification
process.

The individual reports will then be submitted to court on Feb.
13, 2006, followed by the general report on March 27, 2006.

CONTACT: Ms. Isabel A. Ramirez, Trustee
         Tte. Gral. Juan D. Peron 2082
         Buenos Aires


BASTIANELLI S.R.L.: Deadline for General Report Approaches
----------------------------------------------------------
The deadline for the submission of the general report on the
Bastianelli S.R.L. bankruptcy will be tomorrow, Sept. 30, 2005.

Court No. 24 of Buenos Aires' civil and commercial tribunal
ordered the liquidation of Bastianelli S.R.L. after the Company
defaulted on its debt obligations. Ms. Aida Israelson was
appointed as trustee.

Ms. Israelson verified creditors' proofs of claim until July
1, 2005. The verified claims served as basis for the individual
reports, which were submitted in court on Aug. 26, 2005.

Clerk No. 47 assists the court on this case that will end with
the disposal of the Company's assets in favor of its creditors.

CONTACT: Ms. Aida Israelson, Trustee
         Lavalle 1672
         Buenos Aires


DEL PLATA CONSIGNATARIA: Concludes Reorganization
-------------------------------------------------
The reorganization of Del Plata Consignataria S.A. has been
completed. Data revealed by Infobae on its Web site indicated
that the process was concluded after the Civil and Commercial
Court No. 18 of Buenos Aires' civil and commercial tribunal,
with assistance from Clerk No. 35, homologated the debt
agreement signed between the Company and its creditors.

CONTACT: Del Plata Consignataria S.A.
         Montevideo 711
         Buenos Aires


FLOR DE LIS: Court Approves Concurso Motion
-------------------------------------------
Court No. 6 of Buenos Aires' civil and commercial tribunal
approved a petition for reorganization filed by Flor de Lis
Saicf, according to a report from Argentine daily La Nacion.

Trustee Federico Estrada will verify claims from the Company's
creditors until Nov. 24, 2005. After verification period, the
trustee will submit the individual and general reports in court.
Dates for submission of these reports are yet to be disclosed.

The informative assembly will be held on Sept. 19, 2005.
Creditors will vote to ratify the completed settlement plan
during the said assembly.

The city's Clerk No. 12 assists the court on the case.

CONTACT: Flor de Lis Saicf
         Vieytes 1661
         Buenos Aires

         Mr. Federico Estrada, Trustee
         Moldes 2453
         Buenos Aires


POSTA FEDERAL: Trustee to Submit General Report Oct. 7
------------------------------------------------------
Mr. Miguel Angel Caserta, the court-appointed trustee, will
submit the general report on the Posta Federal S.R.L. insolvency
on Oct. 7, 2005, Infobae reports. The report will contain the
Company's accounting and business records as well as the summary
of important events pertaining to the reorganization.

Posta Federal S.R.L. began reorganization following the approval
of its petition by Court No. 5 of Rosario's civil and commercial
tribunal.

Mr. Caserta verified creditors' claims until July 1, 2005. The
validated claims were presented in court as individual reports
on Aug. 26, 2005.

CONTACT: Posta Federal S.R.L.
         Sarmiento 1462
         Rosario (Santa Fe)

         Mr. Miguel Angel Caserta, Trustee
         Salta 1195
         Rosario (Santa Fe)


TENPLUS S.A.: Report on Company's Liquidation to be Submitted
-------------------------------------------------------------
The general report on the liquidation of Tenplus S.A. (formerly
Crear Sistemas S.A.) will be submitted tomorrow, Sept. 30, 2005.

On June 23, 2005, court-appointed trustee Carlos Guido Martino
stopped accepting claims of the Company's creditors for
verification. The verified claims were presented in court as
individual reports on Aug. 19, 2005.

Tenplus was declared bankrupt by Buenos Aires' civil and
commercial Court No. 5 after it defaulted on its debt payments.

Clerk No. 9 assists the court on this case.

CONTACT: Mr. Carlos Guido Martino, Trustee
         Presidente Roque Saenz Pena 651
         Buenos Aires


TRANSENER: Courts Block Payments from Cammesa
---------------------------------------------
High-voltage power transporter Transener will not get two
payments totaling US$1.76 million from Argentine power grid
operator Cammesa this month.

Dow Jones Newswires reports that two commercial courts blocked
the payments, which represent an entire month of funds from
Cammesa, following two separate lawsuits filed against
Transener. One of the blocked payments is for $1.05 million and
the other is for $712,041.

As a result, Transener said it will have to use its own
resources to confront operating costs during this period.

"The present event does not affect the company's normal
provision of service," Transener said.

Cammesa coordinates payments in the wholesale power market.

Transener's controlling shareholder is Citelec, a holding
company equally owned by local investment fund Grupo Dolphin and
oil and gas company Petrobras Energia (PECO.BA).


VINTAGE PETROLEUM: Reaffirms Annual Production Target
-----------------------------------------------------
Vintage Petroleum, Inc. (NYSE:VPI) announced Tuesday that it is
reaffirming its previously established production target for
2005 of 27.3 million barrels of oil equivalent (BOE). Success
experienced in the company's exploitation program is offsetting
the anticipated impact from temporarily shut-in production
caused by Hurricanes Katrina and Rita in recent weeks.

Approximately 5,300 BOE per day of production was shut-in late
last week as a precautionary measure in light of the expected
path of Hurricane Rita. Activity is currently underway to assess
the extent of any damage caused by Hurricane Rita, however, at
this time the company does not anticipate any significant
damage. Consequently, the company has returned 3,400 BOE per day
to production and anticipates the remaining 1,900 BOE per day to
be restored shortly.

Approximately 3,600 BOE of the net daily production of the
initial 4,000 BOE shut-in as a result of Hurricane Katrina
remains off-line. About two-thirds of the Katrina related shut-
in volume is attributable to our Main Pass 116 offshore complex
where repairs to the company's production facilities are near
completion and production is ready to resume pending inspection
of pipelines and facilities operated by others. Less than one-
third of the remaining shut-in volume, or approximately 1,000
BOE per day, appears to require significant repair such that it
could remain shut-in for several months.

Vintage Petroleum, Inc. is an independent energy company engaged
in the acquisition, exploitation and exploration of oil and gas
properties and the marketing of natural gas and crude oil.
Company headquarters are in Tulsa, Oklahoma, and its common
shares are traded on the New York Stock Exchange under the
symbol VPI.

CONTACT: Vintage Petroleum, Inc., Tulsa
         Robert E. Phaneuf
         Phone: 918-592-0101
         URL: www.vintagepetroleum.com.



===============
B A R B A D O S
===============

SUNBEACH COMMUNICATIONS: Govt. Releases Update on License Status
----------------------------------------------------------------
Dr. Joseph Laquis, who heads Telcom Holdings of Trinidad and
Tobago, appears to be going ahead with plans to purchase
majority shares in Sunbeach Communications, Inc.

The Barbados Nation recalls that Telcom Holdings, which operates
the cellular company LaqTel Communications, signed an agreement
with Sunbeach shareholders three months ago, offering to buy 51%
of the Barbadian telecommunications firm.

Laquis threatened to pull out of the deal if the government
can't provide an update on the status of Sunbeach's cellular
license.

This week, however, local authorities said they were prepared to
maintain Sunbeach's cellular license as long as the outstanding
$750,000 license fee and $25,000 late payment fee were paid.

Laquis welcomed this latest information and said his company was
prepared to pay the necessary fees.

As a result, the suspension imposed by the Barbados Stock
Exchange a year ago on the trading of Sunbeach shares could be
lifted within a matter of days.

The suspension was imposed after Sunbeach's auditors expressed
doubts about the company's ability to continue as a going
concern.

LaqTel Communications is preparing to launch its cellular
service in a recently liberalized telecommunications market in
Trinidad. It has promised to launch Sunbeach's cellular service
by year-end using the more advanced Code Division Multiple
Access technology.



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

ALEA/PXRE/QUANTA: Removed from BSX Index
----------------------------------------
Alea Group Ltd., PXRE Group Ltd. and Quanta Capital Holding Ltd.
have been removed from the Bermuda Stock Exchange's Bermuda
Insurance Index's constituent base.

"Because their market cap has fallen below one percent of the
entire index they lose eligibility and they are removed. It is a
test against market capitalization in their traded markets," BSX
chief executive Greg Wojciechowski said.

According to the Royal Gazette, the Bermuda Insurance Index
tracks the performance of insurance companies which have their
"mind and management" in Bermuda and which are traded on the New
York Stock Exchange or the NASDAQ Stock Market.

Under Section 4.4 of the Index's ground rules, companies must be
greater than one percent of the capitalization of the index to
be included at review.

At the time of removal, Alea had just .76 of a percent of the
overall market capitalization of the index while Quanta was .56
percent and PXRE was just .49 percent of the index.

CONTACT: Bermuda Stock Exchange,
         Greg Wojciechowski
         Tel: (441) 292-7212
         E-mail: gwojo@bsx.com


OVERSEAS PARTNERS RE: Sold to Catalina Holdings
-----------------------------------------------
Overseas Partners Ltd. (OPL) has completed the sale of its
defunct reinsurance subsidiary Overseas Partners Re Ltd. (OP Re)
to Catalina Holdings Ltd.

In a filing with the Securities and Exchange Commission
September 22, OPL revealed the purchase price of US$170.5
million has been paid in cash. OPL's loss on sale is
approximately US$27 million.

At June 30, 2005, OP Re had total assets of US$363 million and
gross loss reserves of US$141 million.

Catalina is a Bermuda company and was established by Chris Fagan
and Marwyn Capital with the acquisition funding provided by
Nikko Principal Investments Limited and RBS Equity Finance and
senior debt facilities provided by Barclays Bank.

In 2002, OPL placed the majority of its operations in runoff
amid shareholder liquidity problems.



=============
B O L I V I A
=============

AGUAS DEL ILLIMANI: Govt. Authorizes $500K Audit Funding
--------------------------------------------------------
The government has authorized the funding for a specialized
audit of outgoing capital La Paz water concessionaire Aguas del
Illimani (AISA), reports Business News Americas.

The authorization is for US$500,000, which will be allocated to
basic services regulator Sisab to commission a complete review
of AISA's investment in the eight years since it won the
concession in 1997.

Sisab officials will now schedule a meeting with potential
contenders to do the audit, which is expected to start in early
November and finish three months later, according to Sisab head
Alvaro Camacho.

AISA, a subsidiary of French energy company Suez, was notified
by the government last year that its contract has been rescinded
after residents complained about lack of services in parts of
the city.



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

BRASKEM: Launches Braskem Formula Program
-----------------------------------------
Braskem S.A. (BOVESPA: BRKM5; NYSE: BAK; LATIBEX: XBRK), leader
in the thermoplastic resins segment in Latin American and one of
the three largest Brazilian-owned private industrial companies,
is launching a new program geared toward corporate
competitiveness, the Braskem Formula, which will define the
tools and methodologies that will guide the Company's platform
for growth in the coming years. As a support for this ambitious
project, Braskem has created a global partnership with SAP for
the implementation of a new integrated management system, which
will work as a structuring element in the Company's internal
processes. Approximately R$130 million will be invested in the
project, with net present value of R$260 million. Braskem will
have the support of Accenture for the implementation of its new
management system, as it is expected to be operational by
October 2006.

The Braskem Formula comes to join the, the operational
excellence program, which has been successfully implemented by
the Company since 2004 and aims at positioning Braskem among the
most competitive petrochemical companies in the world by 2007.
Together, these two programs will provide proper support to the
expansion and future internationalization of the Company.

The decision to use SAP technology, announced as of September
26, 2005 in the presence of SAP's global operations CEO, Leo
Apotheker, was made taking into consideration the global key
partner status given to Braskem by SAP, which is the global
leader in its industry. Under such status, Braskem will have
access to the best practices used by the international
petrochemical industry as far as management systems are
concerned. "The association with SAP will provide Braskem with
the necessary conditions of a global player, in line with our
vision to become one of the best companies in the international
petrochemical industry," said Jose Carlos Grubisich, Braskem's
CEO.

According to Leo Apotheker, the project will encompass the most
recent technological developments in management systems
available to international companies. "Braskem will count on
both the support of the best product available in the
marketplace as well as on SAP's global expertise in order to
integrate and control all its processes from a single data and
information base, allowing for a better assessment of the
evolution of its business and more agility in the corporate
decision-making process," explains SAP's CEO.

The development of a new integrated management system is in line
with Braskem's strategy for creating value to shareholders, as
it will generate productivity and efficiency gains.
Additionally, its implementation will facilitate the monitoring
of Sarbanes-Oxley compliance rules put in place, which is
consistent with Braskem's commitment to transparency and
corporate governance.

"The modernization of processes has its focus on a pivotal point
of major concern to us: the satisfaction of Braskem's customers
as well as the improvement of competitiveness across the
petrochemical and plastic chain as a whole," explains Roberto
Ramos, Corporate Competitiveness Vice President. "In the global
petrochemical industry, we are the only company that is
currently investing in such a differentiated system, which will
represent a leap forward in terms of quality improvement in the
Company's results in line with its strategic planning," he adds.

The details around the scope of the project involved active
participation from all areas of Braskem throughout the last six
months, which represents an important step toward the success of
its implementation. During the first stage of this process, to
be concluded by October 2006, approximately 110 employees of the
company will be fully dedicated to the project. Then, the new
tools will be made available to the whole team.

Braskem, a world-class Brazilian petrochemical company, is the
leader in the thermoplastic resins segment in Latin American,
and is among the three largest Brazilian-owned private
industrial companies. The company operates 13 manufacturing
plants located throughout Brazil, and has an annual production
capacity of 5.8 million tons of resins and other petrochemical
products.

CONTACT: Braskem S.A.
         Jose Marcos Treiger
         Investor Relations Oficcer
         Phone: 5511 3443-9529 jm.treiger@braskem.com.br

         Luiz Henrique Valverde
         IR Manager
         Phone: 5511 3443-9744 luiz.valverde@braskem.com.br

         Luciana Paulo Ferreira
         IR Manager
         Phone: 5511 3443-9178 luciana.ferreira@braskem.com.br

         URL: www.braskem.com.br  


BRASKEM: Shareholders Approve Long Term Incentive Plan
------------------------------------------------------
The Shareholders of Braskem S.A. approved in the Extraordinary
General Shareholders' Meeting held on Monday the implementation
of the Long Term Incentive Plan, which aims to associate a part
of the employees remuneration responsible for strategic programs
to the potential valuation of the Company shares in the stock
market.

The Incentive Plan is consistent with Braskem's Public
Commitment to value its employees as one of its most important
intangible assets, in addition to aligning the interests of the
employees responsible for strategic programs to the interests of
the shareholders of the Company, aiming to promote a long term
relationship between the parties and to assure a continuous and
supported process of value creation.

MINUTES OF THE EXTRAORDINARY GENERAL SHAREHOLDERS' MEETING
HELD ON SEPTEMBER 26, 2005

1. DATE AND TIME: 09.26.2005, at 10:30 p.m.

2. LOCATION: At the Company's headquarters, located at Rua
Eteno, 1561, Camacari Petrochemical Complex, CEP 42.810 -000,
City of Camacari, Satate of Bahia.

3. NOTICE OF CONVOCATION: Notice of Convocation published
pursuant to Articles 124 and 289 of Law No. 6,404/76, in the
newspaper "Diario Oficial do Estado da Bahia", on August 17, 18
and 19, 2005, in the newspaper "A Tarde", on August 17, 18 and
19, 2005, and pursuant to CVM Instruction No. 207/94 for broader
circulation in the newspapers "Gazeta Mercantil" on August 17,
18 and 19/20/21, 2005.

4. ATTENDANCE: Shareholders representing more than 88% of the
voting capital, as evidenced by signatures contained in the
Shareholder Attendance Book, as well as Mr. Eduardo Bulgarelli,
Human Resources Manager, that was also present to give to the
shareholders any clarifications regarding the subject of the
sole item on the agenda.

5. MEETING BOARD: Chairman: Felipe Berliner, and Secretary: Ana
Patricia Soares Nogueira, chosen in accordance with Article 17
of the Bylaws.

6. ITEM ON THE AGENDA: Analysis and approval of Braskem Long
Term Incentive Plan.

7. DELIBERATION:

7.1.) LONG TERM INCENTIVE PLAN - a) After the clarifications
presented by Mr. Eduardo Bulgarelli, the sole item on the agenda
was discussed and put to vote, being approved the "Long Term
Incentive Plan - Braskem S.A.", pursuant to the draft presented,
which has been previously approved by the Board of Directors of
the Company, at the meeting held on August 2, 2005, and that was
made available for the shareholders since August 30, 2005, which
final version was, in this act, initialed by the President and
the Secretary of the Meeting and filed at the Company's
headquarters, being registered the recommendations of the
shareholders Petrobras Quimica S.A. - Petroquisa, Caixa de
Previdencia dos Funcionarios do Banco do Brasil - PREVI and
Fundacao Petrobras de Seguridade Social - PETROS; made on
separated, which will be addressed as required;

8. CLOSING: Having no further subjects on the agenda, the
Extraordinary General Shareholders' Meeting was adjourned, and
this resolution drafted, read, discussed and signed by all those
present, comprising the quorum necessary for the validity of the
deliberations in this meeting. Then, as decided by the same
shareholders, the Secretary of the meeting was authorized to
take out the necessary certifications. Camacari/BA, September
26, 2005.

CONTACT: BAK - Braskem S.A.
         Rua Eteno, 1561
         Polo Petroquimico de Camacari
         Camacari
         Bahia CEP 42810-000
         Brazil
         URL: http://www.braskem.com.br
         Phone: (55 11) 3443 9529


CFLCL: Alliant Energy Receives Brazil Arbitration Decision
----------------------------------------------------------
Alliant Energy Corporation (NYSE: LNT) announced Tuesday the
International Chamber of Commerce's International Court of
Arbitration unanimously found that Companhia Forca e Luz
Cataguazes-Leopoldina, S.A. (Cataguazes), and its controlling
shareholders, breached their shareholders' agreement with
Alliant Energy Holdings do Brasil Ltda (AEHB). The arbitral
tribunal determined that AEHB is entitled to restitution,
including interest, in an amount in local currency equivalent to
approximately US$8.4 million.

"We are pleased that the tribunal has agreed with our claim that
the Cataguazes' controlling shareholders abused their management
control of the company," said William D. Harvey, President and
Chief Executive Officer of Alliant Energy, "but are disappointed
that the they chose to decide on only a portion of our claims
and to limit the amount of actual damages.  We will seek
enforcement of the award through the Brazilian court system."

According to the tribunal's decision, Cataguazes and its
majority shareholders "manifestly ignored the fundamental
rights" of AEHB under the shareholders' agreement, and in doing
so "they have destroyed the relationship of trust that is at the
very root" of that agreement.

"The award should enhance the prospects for reaching a complete
and final resolution of our differences with our partners which
is, and has been, a condition precedent to our realizing value
from our investments in Brazil," said Harvey. "We expect that
settlement discussions will now proceed and are hopeful
resolution of our differences will occur shortly."

Alliant Energy can re-file its significantly larger arbitration
claims against Cataguazes and its controlling shareholders under
separate (but virtually identical) shareholder agreements
governing Cataguazes' subsidiaries.

Alliant Energy filed the request for arbitration with the
International Court of Arbitration in January 2004 to resolve an
ongoing dispute with its Brazilian partners regarding
controlling costs and reducing debt.

Alliant Energy Corporation is an energy-services provider with
subsidiaries serving more than three million customers.
Providing its customers in the Midwest with regulated
electricity and natural gas service remains the company's
primary focus. Alliant Energy's domestic utility subsidiaries,
Interstate Power and Light and Wisconsin Power and Light, serve
982,000 electric and 416,000 natural gas customers. Other
business platforms include the international energy market and
non-regulated domestic generation. Alliant Energy, headquartered
in Madison, Wis., is a Fortune 1000 company traded on the New
York Stock Exchange under the symbol LNT.


COPEL: To Inaugurate Santa Clara Power Plant Sept. 30
-----------------------------------------------------
The Santa Clara Power Plant, a hydroelectric plant with 120
megawatts of installed capacity, built in the Jordao River,
central region of the State of Parana, will be launched on
Friday, September 30, 2005.

Santa Clara integrates an electric complex, which is
complemented by the Fundao Power Plant, also with 120 megawatts
of installed capacity, and two other small hydroelectric plants
incorporated to the facility that adds 5.6 megawatts to the
complex. The complex has total assured power of 135.4 MW. The
Fundao Plant is scheduled to enter commercial operation in the
second half of next year.

The concession belongs to Elejor - Centrais Eletricas do Rio
Jordao, a company controlled by COPEL that holds 70% of Elejor's
shares. Total projected capital expenditures for the
construction of Santa Clara and Fundao plants amount to R$480
million, including the implementation and development of 33
environmental and social projects commended by the complex's
environmental impact report. Of this total amount, approximately
R$260 million came from the National Bank for Economic and
Social Development - BNDES, through the private issue of
debentures convertible into stock, which agreement was signed on
April 28, 2005.

The Santa Clara power plant is already commercially operating
and all its production, enough to supply the consumption of a
city with 300 thousand inhabitants, is added to Copel's power
system in order to directly supply the State of Parana's market.

CONTACT: Copel
         Investor Relations
         E-mail: ri@copel.com
         Phone: (55-41) 3222-2027


NET SERVICOS: Begins Public Distribution of 5th Debentures Issue
----------------------------------------------------------------
Net Servicos de Comunicacao S.A. ("Issuer"), Banco Itau BBA S.A.
("Lead Coordinator"), UNIBANCO - Uniao de Bancos Brasileiros
S.A., Banco Bradesco S.A., Banco Santander Brasil S.A. and HSBC
Bank Brasil S.A. - Banco Multiplo (jointly the "Coordinators")
and Banco ABC Brasil S.A. ("Contracted coordinator") hereby
announce the public distribution by the Issuer of 65,000
ordinary non-convertible unsecured subordinated registered book
entry debentures ("Issue"), at the unit face value of
R$10,000.00 ("Debentures"), comprising on the date of issue,
August 15, 2005, the total amount of R$650,000,000.00

Details of The Offer

1. Filing And Publication Of Corporate Minutes Relating To The
5th Issue

The Issue was approved by the Issuer's Board Meetings (local
acronym "RCAs") held on September 2, 2005, and on September 9,
2005. The first minute was duly filed in the Commercial Registry
of the State of Sao Paulo (local acronym "JUCESP") under number
249.206/05 -5 on September 6, 2005, and published in the Diario
Oficial do Estado de Sao Paulo (Official Gazette of the State of
Sao Paulo) and in the national edition of the newspaper Valor
Economico on September 8, 2005. The second minute will be filed
in JUCESP and published in the Diario Oficial do Estado de Sao
Paulo and in the national edition of the newspaper Valor
Economico.

2. Inscription of Deed Of Issue

The Issue is regulated by "Private Deed of the 5th Public Issue
of Ordinary non-convertible unsecured subordinated Debentures of
Net Servicos de Comunicacao S.A." ("Deed of Issue"), and the
Amendment to the Deed of Issue ("Amendment") signed by the
Issuer and Oliveira Trust Distribuidora de Titulos e Valores
Mobiliarios S.A. ("Trustee"), on September 2 and September 9,
2005, respectively. The Deed of Issue was duly registered with
JUCESP under no. ED 000154-5/000 on September 6, 2005. The
Amendment will be duly registered with JUCESP.

3. Characteristics of The Debentures

3.1. Face Value: The unit face value of the Debentures will be
R$10,000.00, on the Date of Issue ("Face Value").

3.2. Series Number

3.2.1. The Issue will be made in one single series.

3.2.2. Remuneration for Debentures of this Issue was decided
through the book building procedure conducted by the Lead
Coordinator and the Coordinators to gauge investor demand for
the Debentures at different levels of interest rates.

3.3. Quantity of Debentures: 65,000 Debentures will be issued in
the total amount of R$650,000,000.00 on the Date of Issue.

3.4. Date of Issue, Tenor and Maturity

3.4.1. For all legal purposes and effects, the date of issue of
the Debentures is August 15, 2005 ("Date of Issue").

3.4.2. The tenor of the Debentures is 6 years as of the Date of
Issue, therefore they mature on August 15, 2011 ("Date of
Maturity"). On the Date of Maturity, the Issuer shall proceed to
full payment in one single installment of the Debentures still
in circulation, at the balance of the Unit Face Value plus
Remuneration owed, calculated pro rata temporis as of the last
Date of Payment of Remuneration, inclusive, until the date of
making the payment in question, exclusive.

3.5. Type, Convertibility and Form: The Debentures will be
ordinary, non-convertible to shares and in the registered book
entry form.

3.6. Type: The Debentures will be subordinated and unsecured.

3.7. Registration for Placement and Trading: The Debentures will
be (a) placed in the primary market through the Securities
Distribution System (local acronym "SDT"), administered by the
National Association of Financial Market Institutions (local
acronym "ANDIMA") and operated by CETIP - Custody and Settlement
Chamber ("CETIP") and (b) registered for trading in the
secondary market, (i) in the National Debentures System - local
acronym SND ("SND"), administered by ANDIMA, with trades settled
at CETIP; and (ii) in the BOVESPA FIX Trading System of the Sao
Paulo Stock Exchange ("BOVESPA FIX"), in which case trades will
be settled and Debentures kept in the custody of the Brazilian
Clearing and Depository Corporation - local acronym CBLC
("CBLC"), in accordance with its rules and procedures.

3.8. Placement and Distribution Procedure

3.8.1. The Debentures shall be for public distribution, under
firm commitment to placement, with inter mediation of the
financial institutions comprising the equities distribution
system in accordance with the distribution plan for the
Debentures organized by the Lead Coordinator and Coordinators
under the terms of the Distribution Agreement. There shall be no
reserves in advance, nor minimum or maximum lots set.

3.8.2. The placement period for the Debentures will be 3
business days as of the date of publication of this Opening
Announcement ("Placement Period").

3.8.3. The end of the distribution of the Debentures and its
result will be announced by publishing a closing announcement in
the national edition of the newspaper Valor Economico.

3.9. Debentures Certificate: Certificates for the Debentures
will not be issued. For all purposes and effects, ownership of
the Debentures will be proven by the statement issued by the
Lead Bank and Underwriter. Furthermore, ownership of the
Debentures may be shown by the "Position of Assets Report",
issued by the SND together with a statement in the name of the
Debenture holder, issued by the financial institution
responsible for the custody of these securities when deposited
with CETIP. For Debentures deposited with the CBLC, the latter
will issue a statement of custody in the name of the Debenture
holder, which will also be recognized as proof of ownership of
the Debentures.

3.10. Adjustment and Remuneration of the Debentures

3.10.1. Adjustment: The Unit Face Value will not be updated.

3.10.2. As of the Date of Issue, the Debentures shall be
entitled to the following remuneration ("Remuneration")

3.10.3. Remunerative Interest: The Debentures will yield
interest corresponding to 100% (one hundred percent) of the
accumulated variation in the average rate on one day Interbank
Deposits (over extra group), as calculated and published by the
CETIP (DI Rates), plus a spread of 1.50% (one point five
percent) per year, based on 252 (two hundred and fifty two)
business days, as determined through the book building
procedure, to be paid on the Unit Face Value, as of the Date of
Issue or the last Date of Payment of Remuneration, whichever is
applicable, and paid at the end of each Capitalization Period as
defined in the Deed of Issue.

3.11. Payment of Remuneration: Payment of remuneration for the
Debentures will be made every six months as of the Date of
Issue, on the 15th of the month or the first business day
subsequent to it in the months of August and February each year,
and the last payment will be in August 2011.

3.12. Scheduled Amortization: Debentures scheduled amortization
so that the Unit Face Value of the Debentures will be amortized
on the following dates: August 15, 2008, August 15, 2009, August
15, 2010 and August 15, 2011, and the Issuer promises to settle
all financial obligations owed the holders of the Debentures
arising from the Deed of Issue together with the last portion of
the scheduled amortization. The value of each of the
amortization portions will be equivalent to 25% (twenty-five
percent) of the Unit Face Value.

3.13. Renegotiation: The Debentures of this Issue shall not be
subject to scheduled renegotiation.

3.14. Extraordinary Amortization and Early Redemption
3.14.1. The Issuer may extraordinarily amortize the Debentures
in circulation at any time by publishing a "Notice to Debenture
holders", at least 15 (fifteen) business days in advance of the
date for payment of the amortization.

3.14.2. The extraordinary amortization may be total or partial,
on the Unit Face Value, plus (i) Remuneration owed calculated
pro rata temporis as of the Date of Issue or the last Date of
Payment of Remuneration, whichever is applicable, inclusive,
until the date of amortization, exclusive; and (ii) the
percentage premium determined in accordance with the formula
below, calculated on the value of said amortization ("Premium"):

Premium (%) = P x (DD / TDC), where:

P =0.60%
DD = is the number of consecutive days until the Date of
Maturity, inclusive, as of the date stipulated for the
extraordinary amortization.
TDC = 2,191 (two thousand, one hundred and ninety-one) which is
the total number of days from the Date of Issue to the Date of
Maturity.

3.14.3. The amount of any extraordinary partial amortization
will proportionately reduce all portions of amortization falling
due subsequently.
3.14.4. The Debentures of this Issue will not be subject to
early redemption for the Issuer, except in specific cases
stipulated in the Deed of Issue.

3.15. Facultative Acquisition: The Issuer may at any time
acquire Debentures in the market at a price no greater than
their Face Value plus Remuneration, calculated pro rata
temporis, pursuant to the Corporation Law, Article 55, Paragraph
2. Debentures thus acquired may be canceled and remain in the
treasury of the Issuer, or be again placed in the market.

3.16. Early Maturity

3.16.1. The Trustee must declare due in advance all obligations
relating to the Debentures and claim immediate payment by the
Issuer of the debit balance of the Unit Face Value of the
Debentures plus Remuneration, owed as of date of the Issue, or
as of the last Date of Payment of Remuneration, whichever is
applicable, dates inclusive, until the date of actual payment,
dates exclusive, calculated pro rata temporis, and other charges
due regardless of notice, interpellation or judicial or
extrajudicial notification, on the occurrence of any of the
following events ("Default Event"):

a) an application for judicial recovery or submission to
creditors of application to negotiate an extrajudicial recovery
plan, as defined in both cases by Law no. 11.101 of February 09,
2005, formulated by the Issuer, or by any of its directly or
indirectly controlled subsidiaries;

b) extinction, liquidation, dissolution, insolvency, filing for
insolvency, bankruptcy request not avoided within the legal
period or announcement of bankruptcy of the Issuer, or of any of
its directly or indirectly controlled subsidiaries, except cases
of acquisition, merger, extinction, liquidation or dissolution
of these directly or indirectly controlled subsidiaries of the
Issuer made for corporate restructuring purposes, in which the
remaining goods and assets are held by the Issuer or its
directly or indirectly controlled subsidiaries;

c) the Issuer not paying the principal and/or Remuneration for
the Debentures on the respective due dates, not remedied in the
period of 2 (two) business days as of the due dates;

d) the Issuer's failing to fulfill any relevant non-financial
obligation related to the Issue assumed in the Deed of Issue,
unless such failure to fulfill be remedied within 20 (twenty)
business days of the date of Issuer receiving notification to be
sent obligatorily by the Trustee;

e) alteration of the shareholding control of the Issuer that
does not result in Globo Comunicacoes e Participacoes S.A.
and/or its Affiliates; or Telefonos de Mexico, S.A. de C.V.
and/or its Affiliates; or both, as controllers (direct or
indirectly) of the Issuer;

f) termination, extinction or transfer of the license of the
Issuer or of any of its subsidiaries to exploit cable television
services, if it has an adverse and relevant effect on the
financial condition and earnings of the Issuer, represented by a
reduction of 10% (ten percent) or more in the consolidated
revenue of the Issuer in the last 12 (twelve) months;

g) declaration of early maturity of any debt and/or obligation
of the Issuer or of any of its subsidiaries in individual or
global amounts exceeding the equivalent of R$50,000,000.00
(fifty million reais), this amount to be adjusted on the Date of
Issue through the declaration of maturity of the respective debt
and/or obligation using the General Index of Market Prices
(local acronym "IGP-M"), as of August 15, 2008, or, if it is not
possible to use this index, using the index that best takes its
place;

h) legitimate protest of securities against the Issuer, even if
it is in the condition of guarantor, or any of its subsidiaries,
in which the individual or global amount exceeds the equivalent
of R$50,000,000.00 (fifty million reais), this amount to be
adjusted on the Date of Issue through the respective protest,
using the IGP-M index as of August 15, 2008, or, if it is not
possible to use this index, using the index that best takes its
place, unless (i) within 5 (five) business days, the Issuer has
shown that the protest was made by mistake or malicious intent
of a third party, (ii) it is canceled, (iii) it is paid, or (iv)
its enforceability is suspended by judicial decision;

i) final judicial verdict or definitive arbitration of a
condemnatory nature against the Issuer or any of its
subsidiaries in which the total amount exceeds R$50,000,000.00
(fifty million reais), this amount to be adjusted on the Date of
Issue through the date of the respective court sentence or
arbitration using the IGP-M index as of August 15, 2008, or, if
it is not possible to use this index, using the index that best
takes its place unless the Issuer can show payment was made to
the Trustee within 30 (thirty) business days as of said payment
of the total amount in question, within the periods and terms as
ruled by said final judicial verdict or definitive arbitration
decision;

j) proof of falsehood, insufficiency, incorrectness or
inconsistency of any statement made by the Issuer in the Deed of
Issue or of any information contained in the Definitive
Prospectus related directly to the activities of the Issuer, if
it adversely and substantially affects the ability of the Issuer
to fulfill the obligations assumed in the terms of the Deed of
Issue;

k) split, merger or acquisition of the Issuer by other company,
unless (a) the company taken over is an Affiliate of the Issuer;
or (b) in the terms of Article 231 of the Corporation Law, (i)
an alteration to the articles of incorporation is approved by
Debenture holders representing the majority of the Debentures in
Circulation or (ii) if the right to redemption is guaranteed for
6 months to Debenture holders not agreeing with said split,
merger or acquisition;

l) reduction of capital of the Issuer and/or repurchase by the
Issuer of its own stock for cancellation, unless this reduction
of capital of the Issuer and/or repurchase by the Issuer of its
own stock for cancellation is authorized previously by the
Debenture holders in the terms of Paragraph 3 of Article 174 of
the Corporation Law;

m) resolution or distribution of dividends, interests on own
capital or any other share in profit stipulated in the articles
of incorporation of the Issuer, if it is in arrears with the
financial obligations stipulated in this Deed, except for
payment of the obligatory minimum dividend stipulated in Article
202 of the Corporation Law;

n) transfer or any form of assignment or promise of assignment
to third parties of all or a substantial part of the assets of
the Issuer that may adversely and substantially affect the
financial condition and earnings of the Issuer, represented by a
reduction of 10% or more in the consolidated revenue of the
Issuer in the last 12 months prior to the respective transfer,
assignment or promise of assignment;

o) not maintaining, until the Maturity of the Debentures, and as
long as there are Debentures in circulation, of the following
indexes and limits, which will be determined on the last day of
every quarter, taking as baseline period the last 12 months
prior to the date of determining. Despite the content of the
previous sentence, for calculation of index (ii) below, on the
dates of September 30, 2005 and December 31, 2005, the Issuer
will use the annualized financial expense based on the periods
March 31, 2005 to September 30, 2005 and March 31, 2005 to
December 31, 2005, respectively; (i) the index obtained by
dividing Net Consolidated Debt by EBITDA should not be less than
2.5. (ii) the index obtained by dividing EBITDA by Net
Consolidated Interest Expenses must be equal to or greater than
1.5.

Where: "Net Consolidated Debt" means the sum, on a certain date,
of the debts of loans, financing, debentures, or debt guarantees
for third parties that have been agreed by the Issuer, that are
adjusted using an index or interest rate. In the Standardized
Financial Statements of the Issuer, it corresponds to the loans,
financing and debentures of Short-Term Liability and Long-Term
Liability, less cash and near cash (cash, banks, immediately
liquid investments or short term investments and securities and
equities), as in the consolidated financial statements of the
Issuer.

"EBITDA" is net operational profit (loss) for a certain period
plus income tax expenses and social security contributions,
equity in subsidiaries or affiliate companies, net financial
expenses (revenues), net non operating expenses (revenues), the
minority shareholders' holding and net depreciation and
amortization expenses as shown in the Issuer's consolidated
financial statements.

"Company" means any individual, corporation, company, limited
liability company, voluntary association, joint venture, trust,
autarchy, organization without legal personality or government
(or any agency, section or political subdivision of the latter)
or other entity of any nature.

"Net Consolidated Interest Expense" in relation to a given
period, means the sum, without duplication, of: (a) the Issuer's
interest expenses, accumulated and paid or payable in money in
the period, as determined on a consolidated basis, in accordance
with the generally accepted accounting practices in Brazil, less
(b) revenue originating from the Issuer's interests, accumulated
and received or receivable in money during the period, taken on
a consolidated basis, in accordance with generally accepted
accounting practices in Brazil.

"Affiliate" means any Company that directly or indirectly
controls or is controlled by, or is under shared control,
directly or indirectly, in relation to the company in question,
and this definition of Affiliate, depending on the case, is also
applicable to other terms of the Deed of Issue.

"Control" means the power to manage the business of a company
directly or indirectly, by owning shares or voting right,
through right contractually assured right or through any other
means.

3.16.2. The occurrence of any of the events referred to in sub
items (a), (b), (c), (f) above will lead to automatic early
maturity of the Debentures, regardless of any consultation made
to Debenture holders, notice or notification, judicial or
extrajudicial. (a) in the occurrence of any of the other events
indicated in the above section, the Trustee must, within 48
(forty-eight) hours of the date on which it becomes aware of the
occurrence of any of said events, call a General Meeting of
Debenture Holders to take resolutions on the statement of early
maturity of the Debentures, in accordance with the procedure for
calling meetings stipulated in the Deed of Issue and the
specific quorum determined in the item below. The General
Meeting of Debenture Holders referred to herein must be held
within 15 days as of the publication date of the Announcement
relating to the first call to meeting, or within 8 days as of
the publication date of the Announcement relating to the second
call, if applicable, and, in the case of a second call, the
corresponding Announcement must be published on the first
business day immediately subsequent to the date indicated for
holding the General Meeting of Debenture Holders in the terms of
the first call to meeting. (b) the General Meeting of Debenture
Holders referred to in the previous item (a) may, on a
resolution of at least 2/3 of the Debentures in Circulation,
decide that the Trustee will not declare early maturity of the
Debentures.

3.16.3. If the General Meeting of Debenture Holders does not
take place, as stipulated in item (b) above, within 30 days as
of the call to meeting, or if there is no call to meeting or
there is no resolution taken on the date originally set for
this, unless this is due to suspension of the General Meeting of
Debenture Holders, in any case arising from act or fact not
imputable to the Trustee, the latter should declare in advance
that all the current obligations of the Debentures are due and
demand that the Issuer immediately pay the remaining Unit Face
Value, plus Remuneration owed from the date of Issue, or the
last Date from Payment of Remuneration, whichever is applicable,
date inclusive, until the date of actual payment, date
exclusive, calculated pro rata temporis, and charges.

3.16.4. For the purposes of items "a" and "b" of item 3.16.1
above, bankruptcy order, judicial recovery or submission to the
creditors of a request to negotiate an extrajudicial recovery
plan, any similar extrajudicial or judicial procedure stipulated
in any legislation that may replace or supplement the current
legislation applicable to bankruptcies, judicial or
extrajudicial recovery, as defined in both cases in Law no.
11.101 of February 9, 2005, will be considered.

3.17. Payment in the Event of Early Maturity

3.17.1. In the event of the early maturity of the Debentures,
the Issuer assumes an obligation to make payment of the
remaining Unit Face Value plus Remuneration, calculated pro rata
temporis from the date of Issue or the last Date of Payment of
Remuneration, whichever is applicable, until the date of actual
payment, and any other values owed by the Issuer to Debenture
Holders under the terms of this Deed of Issue, within 5 business
days as of notification in this respect being sent by the
Trustee to the Issuer by registered letter at address stated in
Clause IX of the Deed of Issue, and if it fails to do so will
also be subject to paying late charges.

3.18. Place of Payment: The payments due on Debentures will be
made using, depending on the case: (a) (i) the procedures
adopted by CETIP for Debentures registered in the SND; (ii) the
procedures adopted by CBLC, for Debentures registered on BOVESPA
FIX or (b) in the case of Debenture holders not associated with
these systems through the Lead Bank and Underwriter, by deposit
in current accounts indicated by the Debenture Holders.

3.19. Extension of Periods: The periods for payment of any
obligation stipulated in or arising from this Deed of Issue will
be automatically extended until the first subsequent business
day, without additional interest or any other late charge on the
amounts to be paid, when the payment date coincides with a
national holiday, Saturday or Sunday, or bank holiday in the
City of Sao Paulo.

3.20. Late charges: If the Issuer is not punctual in payment of
any amount due the Debenture Holders, the debits in delay will
be subject to a late charge of 2% and late interest of 1% per
month, both calculated on the amounts in arrears as of the date
of default to the date of actual payment, irrespective of
notice, notification or judicial or extrajudicial order.

3.21. Loss of Right to Additional Amounts: If a Debenture Holder
fails to attend to receive the amount corresponding to any of
the financial obligations owed by the Issuer on the dates
stipulated in this Deed of Issue or an official report published
by the Issuer, this will not entitle the Holder to Remuneration
and/or late charges for the period of delay in receiving such
amounts, bit shall be assured the rights accrued until the date
of the respective maturity.

3.22. Publicity: All actions and decisions that may in any way
involve the Debenture Holders interests will be carried in the
form of notices in the national edition of the newspaper Valor
Economico.

3.23. Target of the Offer: The Debentures of the Issue will be
directed to individuals and corporate and institutional
investors as stipulated in CVM Instruction no. 409 of August 18,
2004, such as financial institutions, open and closed
supplementary pension entities, insurance companies and other
fund managers.

3.24. Risk Rating: The Issuer hired Rating Standard & Poor's to
compile the risk rating of the Debentures. On August 19,
Standard & Poor's rated the Debentures risk as brBBB+. For more
details, see the risk rating attached to the Definitive
Prospectus. Under the terms of the Deed of Issue, the Issuer
promises to submit the Issue annually to revision and evaluation
by the risk-rating agency throughout the period of validity of
the Debentures, and to publish or allow the risk-rating agency
to publish a report with the respective risk rating of the
Debentures.

3.25. Declaration of Inappropriateness of Investment: The
Debentures of the Issue are not appropriate to investors that
(a) need liquidity, in view of the possibility of low liquidity
of the Debentures in the secondary market; and/or (b) are not
willing to run the credit risk of a private sector company.

4. Lead Bank And Underwriter For The Debentures Banco Bradesco
S.A.
Cidade de Deus - Vila Iara, Osasco, SP

5. Date of Initial Distribution of Debentures: September 14,
2005.

The Issue was previously submitted to the CVM and registered
under no. CVM/SRE/DEB/2005/042, on September 13, 2005.

CONTACT: Net Servicos de Comunicacao S.A.
         Investors
         Marcio Minoru
         Phone: 011-55-11-2111-2811
         E-mail: minoru@netservicos.com.br
                       or
         Sandro Pina
         Phone: 011-55-11-2111-2721
         E-mail: sandro.pina@netservicos.com.br

         URL: http://www.netservicos.com.br
         Lead Coordinator
         Banco Itau BBA S.A.
         Avenida Brigadeiro Faria Lima
         3.400, 4o. andar
         Sao Paulo, SP
        
         FAO
         Pedro Bianchi/Gustavo Bellon
         Phone: (11) 3708-8162/8175
         Fax: (11) 3708-8107
         E-mail: pgbianchi@itaubba.com.br
                 gtbellon@itaubba.com.br
         URL: www.itaubba.com.br


NET SERVICOS: Must Use Proceeds from 5th Public Issuance
--------------------------------------------------------
Net Servicos de Comunicacao S.A. (Company or NET), as foreseen
in the Deed of the Fifth Public Issuance of Debentures closed on
September 21, 2005, must use the proceeds from this issuance to
accomplish the full prepayment of its financial indebtedness,
under the terms of the capital restructuring process. Such
prepayment has been accomplished within a schedule designed by
the Company, respecting the characteristics of each debt, and
should be concluded in April 2006, when the Senior Secured Notes
and the Floating Rate Notes (together "Notes") issued by Net Sul
Comunicacoes Ltda. ("Net Sul"), a NET's subsidiary, will be
liquidated.

Considering that the Notes will remain outstanding until its
effective liquidation, the Company had carried out a consent
solicitation to the holders of these Notes aiming to (i)
eliminate some obligations from NET and its subsidiaries,
including the investment limitation of US$50 million per year;
and (ii) release the pledge from Net Sul, NET and its
subsidiaries to the holders of these Notes. On September 26,
2005, 91.2% of the holders had accepted the Company's
proposition and had approved the addendum regarding the Notes.
The implementation of the addendum to the Notes and the release
of the guarantees should be carried out within the next 30 days.

Therefore, the Company will be free from the limitation imposed
by its debt foreseen in the capital restructuring process and
should benefit from the growth opportunities in its segment.

CONTACT: Net Servicos de Comunicacao S.A.
         Investors
         Marcio Minoru
         Phone: 011-55-11-2111-2811
         E-mail: minoru@netservicos.com.br
                       or
         Sandro Pina
         Phone: 011-55-11-2111-2721
         E-mail: sandro.pina@netservicos.com.br

         URL: http://www.netservicos.com.br


UNIBANCO: Global Public Offering Amounts to $1.8B
-------------------------------------------------
Unibanco and Unibanco Holdings are proud to announce the main
highlights of the Public Offering of Units (UBBR11), including
Units in the form of Global Depositary Shares - GDSs (NYSE:UBB).
The closing announcement was published in Brazil on September
23, 2005. The Public Offering, one of the largest in the
Brazilian market in the last years, amounted to approximately
R$1.8 billion, including the total performance of the greenshoe
option. Demand for Units and GDS surpassed the offering book by
three times.

The offering price was R$20.49 per Unit and US$44.00 per GDS
(traded at the New York Stock Exchange), representing a discount
of less than 0.3% to the closing price.

The Public Offering added new and important institutional
investors to Unibanco's shareholders' base, as well as around
1,000 individuals who participated in the Brazilian offering.

Following Unibanco's commitment to respect and incentive non-
institutional investors, every single purchase order up to
R$300,000 was completely fulfilled.

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



=========
C H I L E
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EMPRESAS IANSA: Shareholder Change Will Not Affect Ratings - S&P
----------------------------------------------------------------
Standard & Poor's Ratings Services said Tuesday that the future
change in Empresas IANSA S.A.'s (BB/Stable/--; IANSA) ownership
structure would not have an immediate effect on the ratings or
outlook on the company. ED&F Man Holdings Ltd., which is one of
IANSA's indirect shareholders, recently announced its intention
to exert its option to buy Ebro Puleva S.A.'s indirect
participation in the company (at about $12 million). To comply
with regulatory requirements, ED&F Man has also launched a
tender offer for 51% of the company's stocks. This situation
would not trigger change of control clauses under the $100
million rated bonds conditions. We will continue to monitor
these events. Nevertheless, we do not anticipate changes in
IANSA's credit quality unless the change in its indirect
controlling shareholders results in a significant modification
to the business or financial strategy. At this point, we do not
expect such changes to take place.

Primary Credit Analyst: Ivana Recalde, Buenos Aires
(54) 114-891-2127; ivana_recalde@standardandpoors.com

Secondary Credit Analyst: Federico Rey-Marino, Buenos Aires
(54) 114-891-2130; federico_rey-marino@standardandpoors.com



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J A M A I C A
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KAISER ALUMINUM: Asks Court to Extend Deadline to Remove Actions
----------------------------------------------------------------
Kaiser Aluminum Corporation and its debtor-affiliates are
parties to a wide-variety of non-asbestos prepetition
litigation.  Kaiser Aluminum & Chemical Corporation is also a
party to a significant number of prepetition asbestos-related
proceedings that are pending in various courts throughout the
country.

Due to several factors, including the number of Actions involved
and the complex nature of the Actions, the Debtors have not yet
determined which, if any, of the Actions should be removed and,
if appropriate, transferred to the District of Delaware.

Hence, the Debtors ask the U.S. Bankruptcy Court for the
District of Delaware to further extend the time within which
they may remove the Actions pursuant to Section 1452 of the
Judiciary Procedures Code and Rule 9027 of the Federal Rules of
Bankruptcy Procedure, to the later of 30 days after the:

   (a) effective Date of the Plan; or

   (b) entry of an order terminating the automatic stay with
       respect to a particular Action sought to be removed.

Kimberly Newmarch, Esq., at Richards, Layton & Finger, in
Wilmington, Delaware, tells the Court that the Extension will
protect the Debtors' valuable right economically to adjudicate
lawsuits under Section 1452 of the Judiciary Procedures Code if
the circumstances warrant removal.  Absent an extension may
frustrate the potential consolidation of the Debtors' affairs
into one court.  It may also force the Debtors to address claims
and proceedings in a piecemeal fashion to the detriment of their
creditors.

Ms. Newmarch assures the Court that the Extension will not
prejudice:

   -- the plaintiffs in the stayed Actions because the parties
      may not prosecute the Actions absent relief from the
      automatic stay; and

   -- any party to an Action that the Debtors seek to remove
      from pursuing remand under Section 1452(b).

Judge Fitzgerald will convene a hearing on October 24, 2005, at
1:30 p.m. to consider the Debtors' request.  By application of
Del.Bankr.LR 9006-2, the Removal Period is automatically
extended through the conclusion of that hearing.

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corporation -- http://www.kaiseraluminum.com/-- is a leading  
producer of fabricated aluminum products for aerospace and high-
strength, general engineering, automotive, and custom industrial
applications.  The Company filed for chapter 11 protection on
February 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold
off a number of its commodity businesses during course of its
cases.  Corinne Ball, Esq., at Jones Day, represents the Debtors
in their restructuring efforts.  On June 30, 2004, the Debtors
listed $1.619 billion in assets and $3.396 billion in debts.
(Kaiser Bankruptcy News, Issue No. 79; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


NCB JAMAICA: 2005 Bottom Line to Benefit from JDM600 Repayment
--------------------------------------------------------------
National Commercial Bank Jamaica (NCB Jamaica) is poised to see
an improvement in its profit position for the financial year,
which ends on September 30.

NCB Jamaica's profit for 2005 will be bigger than initially
forecast, thanks to the payment of in excess of JMD600 million
that its subsidiary, NCB Capital Markets, recovered for a
previously written-off debt.

Group Managing Director Patrick Hylton reserved detailed
disclosure of the circumstances surrounding the repayment,
citing customer confidentiality and proper business conduct.

However, he said that the Group is benefiting from a focused and
prudent asset management strategy, resulting in a stronger
capital base and a positive impact on the bottom line.

The unexpected losses that arose from the investment in Dyoll
resulted in an extraordinary provision of US$530 million being
made by NCB in its second financial quarter.

He says the JMD600 million repayment will offset the Dyoll
impact and "reflect a more accurate picture of the Group's core
performance for this financial year"



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

ASARCO: Wants Lehman as Financial Advisor & Investment Banker
-------------------------------------------------------------
By this application, ASARCO LLC, asks the U.S. Bankruptcy Court
for the Southern District of Texas for permission to employ
Lehman Brothers Inc. as its financial advisor and investment
banker under the terms of an engagement letter entered into
between the parties.

Pursuant to the Engagement Letter, dated as of Aug. 30, 2005,
ASARCO employed Lehman Brothers to provide financial advisory
and investment banking services in connection with the
assessment of the Debtor's financial restructuring or other
strategic alternatives, and ASARCO's financial restructuring,
which includes the plan of reorganization process and a possible
sale, merger, consolidation or other transaction involving the
transfer of ASARCO's business, assets or equity interests.

Specifically, Lehman Brothers has agreed to:

   (a) advise and assist ASARCO in formulating a Plan, and
       analyzing any proposed Plan, including assisting in the
       Plan negotiation and confirmation process of a
       restructuring transaction under Chapter 11;

   (b) provide financial advice and assistance to ASARCO in
       structuring any new securities to be issued in a
       restructuring transaction;

   (c) participate in negotiations among ASARCO and its
       creditors, unions, suppliers, lessors and other
       interested parties relating to the reorganization cases;

   (d) participate in hearings before the Bankruptcy Court with
       respect to the matters upon which Lehman Brothers has
       provided advice, including, as relevant, coordinating
       with ASARCO's counsel with respect to testimonies;

   (e) provide expert witness testimony concerning any of the
       subjects encompassed by the other financial advisory
       services;

   (f) upon request, review and analyze any proposals ASARCO
       receives from third parties in connection with a
       transaction, including any proposals for debtor-in-
       possession financing and exit financing;

   (g) assist ASARCO in connection with its liquidity analysis;

   (h) review and analyze ASARCO's business, operations,
       properties, financial condition and prospects and
       financial projections;

   (i) evaluate ASARCO's debt capacity in light of its projected
       cash flows and assist in the determination of an
       appropriate capital structure;

   (j) analyze various restructuring scenarios and the potential
       impact of these scenarios on the recoveries of those
       stakeholders impacted by any transaction;

   (k) provide strategic advice with regard to restructuring or
       refinancing ASARCO's financial obligations;

   (l) assist in the drafting, preparation and distribution of
       selected information and other related documentation
       describing ASARCO and the terms of a potential
       transaction;

   (m) assist ASARCO in identifying, contacting and evaluating
       potential purchasers for any sale transaction; and

   (n) provide other advisory services as are customarily
       provided in connection with the analysis and negotiation
       of a restructuring or sale transaction, as will be
       requested.

ASARCO relates that Lehman Brothers has significant experience
and extensive knowledge in the fields of bankruptcy and mining.
ASARCO selected Lehman Brothers after interviewing a number of
investment banking firms.  Mark Shapiro and Gil Sanborn, the
managing directors of Lehman Brothers who are part of the Global
Restructuring Group, and who will manage the ASARCO assignment,
each have over 15 years of experience in assisting companies,
creditors and others in bankruptcy cases.  Moreover, Richard
Tory, an executive director in the firm's Natural Resources
Group, has extensive knowledge of the global metals and mining
business.

ASARCO will pay Lehman Brothers in accordance with these terms:

   (1) Commencing as of Aug. 30, 2005, and ending as of the
       termination of the firm's engagement, Lehman Brothers
       will be entitled to receive a monthly cash fee.  The
       Advisory Fee is equal to $100,000 per month, payable in
       Advance upon execution of the Engagement Letter and on
       the first day of each succeeding month for 24 months.  
       Thereafter, the Advisory Fee will be reduced to $75,000
       per month.

       If Lehman Brothers' engagement is terminated, the firm
       will be entitled to any Advisory Fees that are due and
       owing as of the effective date of the termination.
       However, in the event Lehman Brothers will terminate the
       Engagement Letter, the Advisory Fee will be pro-rated for
       any incomplete monthly period of service, in which case
       the firm agrees to promptly reimburse ASARCO for any
       portion of an Advisory Fee paid to Lehman Brothers that
       is in excess of the pro-rated amount of the Advisory Fee
       to which Lehman would be entitled for an incomplete
       monthly period of service.

   (2) If (i) a Sale Transaction occurs pursuant to which less
       than all of ASARCO's assets are sold or transferred, or
       (ii) an agreement is entered into that subsequently
       results in a Partial Assets Sale Transaction either
       during the term of Lehman Brothers' engagement or at any
       time during a period of 12 months following the effective
       date of termination of Lehman Brothers' engagement, other
       than termination as a result of Lehman Brothers' material
       breach, gross negligence or willful misconduct, ASARCO
       will pay Lehman Brothers a fee equal to 1% of the
       transaction value, payable in cash on the closing date of
       the Partial Assets Sale Transaction.

   (3) If (i) a Sale Transaction occurs pursuant to which all or
       substantially all of the assets of the company are sold
       or transferred, or (ii) an agreement is entered into that
       subsequently results in a Sale of All Assets either
       during the term of Lehman Brothers' engagement or at any
       time during the 12-month period following the effective
       date of termination, other than termination as a result
       of Lehman Brothers' material breach, gross negligence or
       willful misconduct, the company will pay Lehman Brothers
       a fee equal to 1% of the transaction value, payable in
       cash on the closing date of the Sale of All Assets,
       provided, however, that the Sale Transaction Fee will not
       exceed $4 million.

   (4) If a restructuring effective date occurs during the term
       of Lehman Brothers' engagement or at any time during the
       12-month Tail Period, ASARCO will pay Lehman Brothers a
       $4 million fee, payable in cash on the Restructuring
       Effective Date.

   (5) All Advisory Fees paid, for up to 24 months, and 50% of
       all Advisory Fees paid subsequently, will be creditable
       against any Sale Transaction Fee or any Restructuring
       Transaction Fee paid or payable to Lehman Brothers.  Any
       Sale Transaction Fee paid to Lehman Brothers in a Partial
       Assets Sale or a Sale of All Assets will be creditable
       against the Restructuring Transaction Fee paid to Lehman
       Brothers.  However, in the case of a Partial Assets Sale
       Transaction, only 50% of the Sale Transaction Fee will be
       creditable against any Restructuring Transaction Fee paid
       to Lehman Brothers.

Mr. Shapiro assures the Court that the firm does not have or
does not represent any interest materially adverse to the
interests of the Debtors or their estates, creditors, or
interest holders. Moreover, Lehman Brothers is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Headquartered in Tucson, Arizona, ASARCO LLC --
http://www.asarco.com/-- is an integrated copper mining,  
smelting and refining company.  Grupo Mexico S.A. de C.V. is
ASARCO's ultimate parent.  The Company filed for chapter 11
protection on Aug. 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207).
James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A.
Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter
Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble,
Esq., at Jordan, Hyden, Womble & Culbreth, P.C., represent the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors,it listed $600 million in total
assets and $1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-
20521 through 05-20525).  They are Lac d'Amiante Du Quebec Ltee,
CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd.  Details about
their asbestos-driven chapter 11 filings have appeared in the
Troubled Company Reporter since Apr. 18, 2005.

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304),
Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex.
Case No. 05-21346) also filed for chapter 11 protection, and
ASARCO has asked that the three subsidiary cases be jointly
administered with its chapter 11 case.  (ASARCO Bankruptcy News,
Issue No. 6; Bankruptcy Creditors' Service, Inc., 215/945-7000).



CIE: Mulls Redemption of MXN2.28B in 7-Yr. Notes Due 2007
---------------------------------------------------------
Entertainment company Corporacion Interamericana de
Entretenimiento SA (CIE) informed the Mexican Stock Exchange of
its intention to redeem up to MXN2.28 billion ($1=MXN10.8885) in
seven-year notes due 2007.

Dow Jones Newswires reports that the tender offer is for notes
issued in inflation-indexed investment units (UDIs). The notes
are from two issues, in March and April of 2000, paying fixed
interest of 8.25% and 8.4%, respectively.

The report reveals that CIE plans to offer 106 UDIs for every
100 UDIs face value for the 8.25% notes, and 110 UDIs per 100
face value for the 8.4% notes.

CIE is one of the largest "out of home" entertainment companies
in Latin America.

CONTACT:  Corporacion Interamericana de Entretenimiento
          Paseo de las Palmas 1005
          Colonia Lomas de Chapultepec
          11000 Mexico, D.F., Mexico
          Phone: +52-55-5201-9000
          Fax: +52-55-5201-9401


EMPRESAS ICA: Merrill Lynch Initiates Coverage With Buy Rating
--------------------------------------------------------------
Merrill Lynch initiated coverage of Mexican construction company
Empresas ICA SA (ICA) on Monday with a buy rating and a 12-month
price target of US$2.80, reports Dow Jones Newswires.

The rating is based on Merrill Lynch expectation that ICA's
operating income for this year and next will grow by 77% and 56%
in real terms, respectively.

By the second quarter of 2006, "a solid pick up in new contract
awards in civil and industrial construction should serve as a
strong catalyst for ICA's share price," Merrill Lynch said.

CONTACT: Empresas ICA Sociedad Controladora S.A. de C.V.
         Col. Escandon Del Migual Hidalgo
         Mexico City, 11800
         Mexico
         Phone: 525-272-9991
         URL: http://www.ica.com.mx


METALFORMING TECHNOLOGIES: Court Approves $25M Sale to Zohar
------------------------------------------------------------
The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware approved the sale of Metalforming
Technologies, Inc., and its debtor-affiliates' Lexington
business assets to Zohar Tubular Acquisition, LLC.

As reported in the Troubled Company Reporter, Zohar Tubular
offered to buy the Debtors' operating assets for $25 million
plus the assumption of all postpetition liabilities.

The asset sale includes the Debtors':

    a) structural and tubular business;

    b) Saline and Milan plants; and

    c) Metalform's 49% equity interests in the Lexington Joint
       Venture and the Engineered Systems business.

                       GE Assets

In connection with the asset sale, GE Commercial Finance agrees
to sell equipment, currently leased by the Debtors, to Zohar
Tubular for $780,000.  With the sale of the GE assets, GE and
the Debtors waive all claims against each other in connection
with the lease contract.

Judge Walrath further allows the Debtors to assume and assign
unexpired leases and executory contracts associated with the
Lexington assets to Zohar Tubular, including all of Johnson
Control Inc.'s purchase orders and related agreements.  The
Bankruptcy Court will hear objections to the proposed cure
amounts for the Lexington contracts at 4:00 p.m. on Oct. 4,
2005.

Headquartered in Chicago, Illinois, Metalforming Technologies,
Inc., and its debtor-affiliates manufacture seating components,
stamped and welded powertrain components, closure systems,
airbag housings and charge air tubing assemblies for automobiles
and light trucks.  The Company and eight of its affiliates,
filed for chapter 11 protection on June 16, 2005 (Bankr. D. Del.
Case Nos. 05-11697 through 05-11705).  Joel A. Waite, Esq.,
Robert S. Brady, Esq., and Sean Matthew Beach, Esq., at Young
Conaway Stargatt & Taylor, represent the Debtors in their
restructuring efforts.  As of May 1, 2005, the Debtors reported
$108 million in total assets and $111 million in total debts.



=================================
T R I N I D A D   &   T O B A G O
=================================

TOBAGO EXPRESS: Pilots Halt Strike Following Agreement
------------------------------------------------------
The Trinidad and Tobago Airline Pilots Association (TALPA)
halted a two-day strike against Tobago Express after reaching a
salary agreement with the airline late Monday.

The Tobago Express management said the new salary design, which
was agreed upon by the airline, TALPA and Tobago Express Pilot
Group, will allow the pilots to receive 13 monthly salaries
stating October 8.

The Pilots went on strike Sunday, crippling the airline's
operations for two days. This is the second recent incident of
this nature for Tobago Express in which the pilots protested to
demand better wages.



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

ALIMENTOS POLAR: Govt. Stuns Company By Decreeing Expropriation
---------------------------------------------------------------
The government surprised food giant Alimentos Polar by signing
an order to expropriate its storage silos, reports Dow Jones
Newswires.

Hugo de los Reyes Chavez, governor of the Southwestern state of
Barinas and the father of Venezuelan President Hugo Chavez,
signed the confiscation order Monday and offered to compensate
the Company in cash.

The signing follows recent reports that the government has
agreed to pull back the military troops that took control of
Polar's facilities in Barinas a month ago and let the Company
continue operating.

"We don't understand how the agriculture ministry, lawmakers and
the Barinas governor recognized that we are operating but then
decreed the expropriation," Polar said in a statement.

Polar is awaiting a government notice regarding the
confiscation. It is still unclear if the confiscation includes
the Company's commercial offices as well as adjacent plants that
used to house cooking oil and corn flour plants.


CENTRAL AZUCARERO/SIDEROCA-PROACERO: Congress OKs Confiscation
--------------------------------------------------------------
Venezuelan lawmakers declared Sucre-based sugar mill Central
Azucarero Cumanacoa and Zulia-based steel company Sideroca-
Proacero "of public interest."

According to Dow Jones Newswires, the declaration paves the way
for the government to seize and operate the companies'
facilities.

Members of the National Assembly passed a resolution late Monday
noting that the companies must be reopened to provide jobs for
local residents.

Lawmakers have approved four expropriation orders so far this
year, as the government of President Hugo Chavez steps up a
campaign of land seizures and company takeovers.

Under Chavez's mandate, the Venezuelan government has seized
these companies and then invested resources to make them
operational.


PDVSA: Seeks to Divest of Houston Refinery
------------------------------------------
State oil firm Petroleos de Venezuela S.A. (PDVSA) is looking to
sell its 50% stake in Lyondell refinery in Houston to recover
its US$5 billion investment.

"Lyondell is a terrible deal in which we invested over US$5
billion, which we cannot recover unless we sell the refinery.
This is a priority," said Venezuela's energy and oil minister
Rafael Ramirez.

The Houston refinery is jointly owned by Citgo, a subsidiary of
PDVSA, and Lyondell Chemical Co.

Ramirez said the refinery was causing PDVSA huge losses, mainly
from supply contracts to the plant.

Ramirez and Venezuelan President Hugo Chavez have repeatedly
said Venezuela's contracts with refineries in the United States
produce losses for Venezuela and constitute a subsidy for the
U.S. economy.

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: http://www.pdvsa.com.ve


PDVSA: Set to Sign $2B Refinery Deal with Petrobras
---------------------------------------------------
Venezuela's state-run oil firm Petroleos de Venezuela (PDVSA) is
expected to sign a refinery deal with Brazil's state-owned oil
company Petrobras S.A. within the next two weeks, Dow Jones
Newswires reports.

According to a Petrobras official, Petrobras President Sergio
Gabrielli was busy finalizing the deal.

The planned heavy crude refinery will be located in Brazil's
Northeast. The official estimated the joint venture at US$2
billion, and said the refinery will be able to refine 200,000
barrels of crude a day.

Petrobras had said the unit would produce 150,000 barrels a day
of diesel and other oil derivatives and would have a
construction cost of between US$2 billion and US$2.5 billion.

Discussions for the project have started on the basis of a 50%
stake for each company, but the final outcome was still unclear,
the Petrobras official said.

Petrobras had earlier said it envisages a stake of less than 50%
in the refinery.

Petrobras Downstream Director Paulo Roberto Costa said last week
the unit would refine 50% Venezuelan oil and 50% Brazilian oil.

The rationale behind the project was financial, considering the
tightness of refining capacity in the country, a high-ranking
Petrobras official said. The construction would come as
tightness in world refining capacity is seen as a key factor
behind the rise of gasoline prices.

The executive said that the refinery would boost relations
between Venezuela and Brazil and create jobs and help locals in
Brazil's impoverished Northeast to learn new technological
skills.

Brazil has to step up its capacity to refine heavy oil, which
the country and Venezuela produce mostly, to diminish the import
of light crude and diesel fuel.

The two companies plan to complete the construction of the
refinery in 2011, Petrobras informed earlier.

Venezuela's President Hugo Chavez and Brazil's President Luiz
Inacio Lula da Silva are likely to disclose the agreement in the
coming days at a meeting in Brazil's northeastern state of
Pernambuco, where Chavez is set to travel after attending a
summit of South American presidents in Brasilia, another
Petrobras executive said.



                            ***********


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
Sheryl Joy P. Olano, Editors.

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

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