TCRLA_Public/051003.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

          Monday, October 3, 2005, Vol. 6, Issue 195

                            Headlines


A R G E N T I N A

A.L.U.B.A. ASOCIACION: Court Grants Reorganization Plea
AGUAS ARGENTINAS: Sends Formal Request to Cancel Contract
BANCO RIO: To See Profits Next Year on Stronger Balance Sheet
CAPEX: Fitch Ratings Withdraws National, International Ratings
COMPANIA MEGA: S&P Withdraws 'B' Senior Notes Rating

METROGAS: Back in Contract Renegotiationss With Government
MIRALEJOS S.A.C.I.F.I. y A.: Closes Reorganization
MULTICANAL: Federal Judge Wants Bankruptcy Court to Rule on Case
VINTAGE PETROLEUM: S&P Affirms BB- Corporate Credit Rating


B A R B A D O S

SUNBEACH COMMUNICATIONS: Cabinet Shields Buyout Offer Decision


B E L I Z E

* BELIZE: IMF Exec Board Concludes 2005 Article IV Consultation


B E R M U D A

INTELSAT: Sr. Exec Testifies on Importance of Satellites


B R A Z I L

BANCO ITAU: Set to Lose Parana Banking Contract
BRASIL FERROVIAS: Receives $290M Financial Aid from BNDES
COPEL: Elects New Fiscal Council Member
ELETROPAULO METROPOLITANA: Completes BRL800 Mln Debenture Sale
SABESP: To Raise $111M Using FIDC Fund Model

SABESP: Ratings Reflect Volatility of Brazilian Economy


C H I L E

AES GENER: 'BB+' Ratings Affirmed; Outlook Revised to Positive


C O L O M B I A

TERMOEMCALI FUNDING: 100% of Noteholders Tender 10.125% Sr. Nts.


E L   S A L V A D O R

* EL SALVADOR: Ratings Reflects Improved Economic Prospects


J A M A I C A

AIR JAMAICA: Rating Based on Govt's Guarantee on Debt Payments
NCB JAMAICA: JMD600 Mln Payment Came From Hilton


M E X I C O

AOL LATIN AMERICA: To File August 2005 Monthly Report This Month
CENTRAL PARKING: Updates Certain Fourth Quarter Developments
MERIDIAN AUTOMOTIVE: Panel Wants Sanchez-DeVanny as Counsel


V E N E Z U E L A

PDVSA: Petrobras Board Approves Refinery in the Northeast
SINCOR: Total Devises Plan to Solve Conflict with Govternment

     -  -  -  -  -  -  -  -

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

A.L.U.B.A. ASOCIACION: Court Grants Reorganization Plea
-------------------------------------------------------
A.L.U.B.A. Asociacion de Lucha Contra la Bulimia Anorexia y
Otros Transtornos Alimentarios successfully petitioned for
reorganization after Buenos Aires' civil and commercial Court
No. 23 issued a resolution opening the Company's insolvency
proceedings.

Under insolvency protection, the Company will continue to manage
its assets subject to certain conditions imposed by Argentine
law and the oversight of a court-appointed trustee.

Infobae relates that accounting firm Fiorillo, Bugueiro y
Asociados will serve as trustee during the course of the
reorganization. The trustee will be accepting creditors' proofs
of claim for verification until Dec. 2, 2005.

After verifications, the trustee will prepare the individual
reports and submit it in court on Feb. 17, 2006. The trustee
will also present a general report for court review on March 31,
2006.

The Company will endorse the settlement proposal, drafted from
the submitted claims, for approval by the creditors during the
informative assembly scheduled on Sep. 19, 2006.

Clerk No. 45 assists the court on the proceedings.

CONTACT: Fiorillo, Bugueiro y Asociados, Trustee
         Rodriguez Pena 434
         Buenos Aires


AGUAS ARGENTINAS: Sends Formal Request to Cancel Contract
---------------------------------------------------------
Water provider Aguas Argentinas has sent a letter to the
Argentine government formally requesting the cancellation of its
30-year contract.

Local daily La Nacion revealed Thursday that in the letter,
Aguas Argentinas was asking for the proceedings to be done "in
the shortest time possible" and reserving the right for French
parent Suez to expand its claim against Argentina in the World
Bank's arbitration tribunal, ICSID (International Center for the
Settlement of Investment Disputes).

La Nacion added that Aguas Argentinas said in the letter it
would seek to guarantee service for 90 days, the timeframe
established for the transition to a new owner.

Legal experts say Suez's contract allows the government to
execute certain monetary guarantees if it finds non-compliance
with the agreement. The state can also sue Aguas Argentinas if
it decides the guarantees don't cover damages resulting from
breach of contract.

Argentine government officials have intimated to Suez that it
must stay for a year after its withdrawal announcement to be in
compliance with the contract. Planning Minister Julio De Vido
said last week that the government is "analyzing the legal
alternatives to apply in this case."

Meanwhile, Spanish firm Aguas de Barcelona (Agbar) has confirmed
again that it plans to follow Suez's footsteps and pull out of
Aguas Argentinas. It has also turned down the opportunity to
operate the Buenos Aires concession itself.

Despite overtures from the Argentine government, as well as from
Spain's Prime Minister Jose Luis Rodriguez Zapatero, Agbar has
reportedly said that it sees taking charge as "technically very
difficult."

The government talks with Agbar are ongoing, according to
observers, but the authorities are starting to look at other
options. Their aim is to find a new operator or have the current
operator continue until the end of the southern hemisphere
summer at least.


BANCO RIO: To See Profits Next Year on Stronger Balance Sheet
-------------------------------------------------------------
Banco Rio, the Argentine unit of Spanish financial group Grupo
Santander (NYSE: STD), expects to return to profits in the first
half of 2006, reports Business News Americas.

Planning manager Luis Aragon said, "The bank will clean up its
balance sheet as soon as possible. This has affected this year's
results but most of that process has already been completed."

Rio saw its losses balloon in the second quarter this year to
ARS249 million (US$86.4 million) after making liability payments
to strengthen its operations.

Earlier this year, Rio paid corporate bond obligations worth
US$458 million ahead of schedule, while also paying its full
ARS380-million debt with the central bank.

Moreover, Rio's shareholders authorized a ARS310-million capital
increase to further strengthen the balance sheet.

Despite Rio's net losses, the bank has seen its operating
results growing strongly over the last few months. In 1H05, the
bank's operating profit jumped 137% to ARS76.6 million.


CAPEX: Fitch Ratings Withdraws National, International Ratings
--------------------------------------------------------------
Fitch Ratings has withdrawn the national and international
foreign currency and local currency ratings of Capex S.A.
(Capex). The defaulted securities were restructured, and there
is no debt outstanding against the rated instrument. Fitch will
no longer provide analytical service or coverage of this issuer.

Capex's principal business is thermoelectric generation.
Upstream hydrocarbon assets supply its natural gas feedstock
needs and support secondary business activities in the
commercialization of liquid hydrocarbons.

CONTACT: Cecilia Minguillon +5411-5235-8100, Buenos Aires
         Ana Paula Ares +5411-5235-8100, Buenos Aires
         Jason Todd +1-312-368-3217, Chicago

MEDIA RELATIONS: Sandro Scenga +1-212-908-0278, New York


COMPANIA MEGA: S&P Withdraws 'B' Senior Notes Rating
----------------------------------------------------
Primary Credit Analyst: Pablo Lutereau, Buenos Aires
(54) 114-891-2125; pablo_lutereau@standardandpoors.com

Secondary Credit Analyst: Luciano Gremone, Buenos Aires
(54) 11-4891-2143; luciano_gremone@standardandpoors.com

Standard & Poor's Ratings Services withdrew its 'B' rating on
all the outstanding senior notes of Compania MEGA S.A. (Mega)
after their early cancellation.

"As expected by Standard & Poor's, Mega's outstanding
operational and financial performance within a favorable pricing
scenario, together with the flexibility provided by the
sponsors, allowed the project to cancel all its financial debt
early," said Standard & Poor's credit analyst Pablo Lutereau.


METROGAS: Back in Contract Renegotiationss With Government
----------------------------------------------------------
Argentine gas distributor Metrogas is meeting with the
government, intending to secure a new revised contract, El
Cronista reports.

In April this year, Metrogas turned down the utility contract
offered by the government, under which a 15% tariff was offered
for application on commercial and industrial client accounts.

Metrogas wants the same deal as Gas Ban, which secured a 27%
tariff hike after promising investments of ARS45 million in 2006
and to call off legal action at Ciadi, the World Bank tribunal.

It is not known whether Uniren, the agency for contract
negotiations, will accept Metrogas' terms. It appears that the
agency wants to continue in its belief that the first firm to
sign a new deal should always have an advantage.

CONTACT: MetroGAS S.A.
         Gregorio Araoz de Lamadrid 1360
         C 1267 AAB Buenos Aires, Argentina
         Phone: 5411-4309-1000


MIRALEJOS S.A.C.I.F.I. y A.: Closes Reorganization
--------------------------------------------------
The reorganization of Miralejos S.A.C.I.F.I. y A. has been
concluded. Data revealed by Infobae on its Web site indicated
that the process was concluded after the Civil and Commercial
Court No. 2 of Buenos Aires' civil and commercial tribunal, with
assistance from Clerk No. 4, homologated the debt agreement
signed between the Company and its creditors.


MULTICANAL: Federal Judge Wants Bankruptcy Court to Rule on Case
----------------------------------------------------------------
A U.S. federal judge decided Wednesday to ask a U.S. Bankruptcy
Court to determine whether Multicanal's proposal to fix
discrimination against U.S. retail bondholders qualifies for an
exemption from the registration requirement of the U.S.
Securities Act, reports Dow Jones Newswires.

Multicanal was granted creditor protection by previous U.S.
bankruptcy court decisions in August 2004 and January 2005.
Argentinian Recovery Co. (ARC), a group formed to consolidate
investment fund W.R. Huff Asset Management's holdings in
Multicanal, had appealed the case to the federal district court,
recalls Dow Jones Newswires.

However, Judge Alvin Hellerstein of U.S. District Court in the
Southern District of New York upheld the bankruptcy courts'
broad recognition of Multicanal's out-of-court debt
restructuring in April.

Multicanal was asked to resolve disparate treatment between
retail bondholders, who were offered only the cash component of
the debt swap proposal, and more sophisticated institutional
creditors, who were given debt and equity options. Multicanal's
"cure" for the lopsided creditor treatment was to offer retail
bondholders other options - new bonds and equity.

But ARC disputed the move, saying that such a remedy would
require a new bondholder vote, since the other alternatives
hadn't been offered to small creditors the first time. ARC also
wanted Multicanal to register the new securities with the SEC.

Judge Hellerstein asked the Argentine company to get a no-action
letter from the SEC, which would have granted Multicanal an
exemption from the registration requirement of the Securities
Act. In April, Multicanal applied for its no-action letter, but
the SEC declined the Company's request, saying it fell short of
the qualifications of the specific exemption it requested.

In early September, Multicanal told the court it intended to
register just the securities offered to the U.S. retail
bondholders under its proposed remedy, but ARC said the
Company's proposed registration would discriminate against those
bondholders that previously voted to approve the debt
restructuring plan, since those creditors' securities would be
unregistered and therefore less valuable.

On Wednesday, Judge Hellerstein asked the bankruptcy court to
rule on two issues. The first is whether Multicanal qualifies
for a registration exemption. The second is whether the
Argentine company's proposed registration with the SEC is in
fact discriminatory.

Though Multicanal failed to convince the SEC that it qualified
for an exemption under one section of the Securities Act, Judge
Hellerstein said the Company could try to qualify under a
different section.  A key component of that section involves
whether there has been a "fairness hearing" on the Company's
US$509 million debt restructuring plan. Multicanal argues that
Argentine courts' approval of the debt proposal constituted a
fairness hearing, but ARC says the local courts' rulings were
too narrow.

The U.S. bankruptcy court will have to rule on this disagreement
as well, and could decide to hold its own, definitive fairness
hearing.


VINTAGE PETROLEUM: S&P Affirms BB- Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Vintage Petroleum Inc. and revised its outlook
on the company to stable from negative.

Tulsa, Oklahoma-based Vintage had about $550 million of debt as
of June 30, 2005.

The stable outlook indicates Vintage's improved financial
profile, and in particular, lower debt leverage and stronger
cash flows as result of increased realized commodity prices.  
The company's balance sheet is better positioned to absorb
acquisitions, which the company is likely to pursue to address
poor historical reserve replacement performance.

The company will be challenged to increase production materially
on its current asset base, and management expects to be
acquisitive.  As evidenced by Vintage's recent Alabama purchase,
the company intends to expand its U.S. presence significantly,
which would provide needed geographic and commodity rebalancing.

"The stable outlook reflects Standard & Poor's view that
Vintage's improved financial profile can absorb a modest amount
of additional leverage in the pursuit of incremental asset
purchases," said Standard & Poor's credit analyst Ben Tsocanos.
Acquisitions are likely necessary to offset the significant
production declines it has suffered due to constrained capital
spending and asset sales.

"Future ratings improvement is predicated largely on addressing
production declines in a credit-neutral manner, but
deterioration in operating performance or substantial worsening
of the financial profile through outsized debt-funded
acquisitions could result in a negative outlook or lower
ratings," he continued.



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

SUNBEACH COMMUNICATIONS: Cabinet Shields Buyout Offer Decision
--------------------------------------------------------------
The Cabinet has made its decision regarding an offer by Trinidad
and Tobago firm Telcom Holdings to purchase a majority
shareholding of Sunbeach Communications Inc., the Barbados
Advocate reports. However, the Cabinet has refused to publicize
its decision regarding the buyout offer.

Anthony Wood, Minister of Energy and Public Utilities, said,
"The Cabinet did consider the request by Sunbeach for the
majority shareholding in the company to be acquired by Telecoms
Holdings Limited of Trinidad and Tobago, and we have come to a
point of determination as to how we should tend to the matter."

"Because we have not signalled to the companies involved in the
decision of the Cabinet, I think that it would be a little
improper for me to give you - in any definitive way - what has
been the position of the Cabinet. And during the course of this
week, we will be writing Sunbeach informing them of the decision
of the Cabinet," he added.

Dr. Joseph Laquis, who heads Telcom Holdings, recently made an
offer to purchase Sunbeach's majority share holding and launch
the Company's long-awaited cellular service.

"I am aware that Dr. [Joseph] Lacquis has been giving full vent
to the issue from his side, but (of course) a responsible
Cabinet minister cannot do his business in that manner when
matters are before the Cabinet for its review and adjudication,"
Mr. Wood stated.

"As soon as I have dispatched the letter to management of
Sunbeach, then I will be in a position to speak to you in a very
definitive way as to the decision of the Cabinet and what would
have prompted and caused the Cabinet to adjudicate on the matter
in that particular way," he concluded.

Telcom Holdings operates the cellular company LaqTel
Communications.



===========
B E L I Z E
===========

* BELIZE: IMF Exec Board Concludes 2005 Article IV Consultation
---------------------------------------------------------------
On September 14, 2005, the Executive Board of the International
Monetary Fund (IMF) concluded the Article IV consultation with
Belize.1

Background

The Belizean economy grew by 4.5 percent in 2004, mainly
reflecting strong performance in the agriculture, fisheries, and
tourism sectors. Inflation remained subdued at around 3 percent.

The overall fiscal deficit of the central government, however,
widened to 8 3/4 percent of GDP in FY04/05 (April to March),
from about 8 1/3 percent of GDP in the previous year. The
deficit was significantly larger than the authorities' target of
2 3/4 percent of GDP, with noninterest current expenditure
exceeding budgeted levels by some 3 percent of GDP and
substantial overruns in interest payments, mainly related to
high costs of borrowing that reflected the sharp deterioration
in Belize's external creditworthiness. Public finances were also
burdened by the weak position of the Development Finance
Corporation (DFC).

The balance of payment remained under significant pressure.
Although the external current account deficit narrowed somewhat
in 2004-to 18 percent of GDP from an average of 22 percent of
GDP during 2001-03-it remained unsustainably high. Lower net
loan disbursements in 2004 more than offset a marginal increase
in capital inflows to finance investment projects, causing the
capital account surplus to erode, and gross international
reserves fell sharply. More recently, notwithstanding the
authorities' success in refinancing several large debts with
external commercial creditors, Belize's access to international
capital markets has become more difficult, with marked
reductions in assessments by rating agencies.

In response to growing pressure on the reserves of the central
bank and increasing concerns regarding the risks to the balance
of payments, the authorities announced in May a major adjustment
program. This included fiscal measures aimed at reducing the
FY05/06 deficit to less than 4 percent of GDP, mainly through
tax increases and a curtailment of capital expenditure and civil
service employment. In addition, the Central Bank of Belize
tightened monetary policy to contain credit expansion.

Executive Board Assessment

While Directors welcomed Belize's low inflationary environment
and continued strong growth performance, which reflect the
robust expansion in the tourism, fisheries, and agricultural
sectors, they expressed concern that Belize's fiscal and
external current account deficits remain unsustainably high,
resulting in substantial increases in the external public debt
and a serious erosion of domestic and international confidence.
Directors underscored the urgency of addressing these imbalances
to safeguard the country's international reserves and ensure the
sustainability of the pegged exchange rate system. They
encouraged the authorities to mount a campaign to educate the
public on the benefits of reform and the growing risks of
inaction.

Directors welcomed the steps taken earlier this year to tighten
fiscal and monetary policies, but were concerned that
implementation delays and the emergence of new expenditure
commitments would make it difficult to meet the authorities'
fiscal targets for fiscal year 2005/06. Moreover, even if these
targets are met, a significant external financing gap is still
likely to emerge in 2006. Against this background, Directors
called for greater efforts to reduce domestic demand, close the
remaining financing gap, and restore confidence and Belize's
creditworthiness.

Directors therefore urged the adoption of additional measures to
boost fiscal revenue and rein in expenditure. They called for a
reduction in tax holidays and exemptions to broaden the tax base
and increase tax buoyancy. They encouraged the early
introduction of a value added tax and the adoption of measures
to ensure the pass-through of international oil price changes to
domestic petroleum prices. Directors suggested that further
expenditure cuts be explored in the areas of goods and services
and capital spending, excluding essential social services.

Directors commended the authorities' efforts to improve
governance and transparency, including the passage of fiscal
transparency legislation and the decision to establish
commissions of inquiry into the Development Finance Corporation
(DFC) and the Social Security Board.

Directors welcomed the recent monetary policy measures aimed at
tightening domestic liquidity conditions. They encouraged the
authorities to monitor domestic liquidity closely and further
tighten monetary conditions to support the balance of payments
until an additional fiscal effort takes hold.

Directors welcomed the steps taken to improve financial
supervision and prudential regulation, including extension of
supervisory coverage to the DFC. However, they expressed concern
with the lack of progress in resolving the DFC, which continues
to be a drain on the public finances as a result of its
deteriorating asset base. In order to stem further losses,
Directors urged the authorities to halt operations of the DFC
immediately and dispose of its assets in a transparent and
orderly manner. Directors also emphasized the need to monitor
actively commercial bank balance sheet vulnerabilities in light
of rapid growth in credit to the private sector.

Directors noted that the balance of payments has come under
increased strain as a result of adverse terms of trade shocks,
including the rise in world oil prices. These shocks have
compounded the severe pressures stemming from Belize's external
debt service obligations. Directors agreed that in these
circumstances the authorities' intention to approach external
creditors to seek debt service relief is appropriate. However,
Directors underlined the importance of engaging with external
creditors in a transparent and equitable manner, and within the
framework of a credible medium-term debt strategy. In this
regard, a few Directors considered that a Fund-supported program
would underpin Belize's efforts to bolster confidence and secure
an agreement with external creditors. Directors also called for
a strengthening of the debt database to help improve debt
management.

Directors welcomed the unification of the foreign exchange
market through the closure of the "cambios". They noted that
Belize does not maintain exchange restrictions or multiple
currency practices. However, Belize maintains non-tariff
barriers and tax and duty exemptions that contribute to a
misallocation of resources. Directors encouraged the authorities
to phase out import restrictions in favor of tariffs and
excises, noting that this will also strengthen revenue
collection.

Directors commended the authorities for recent improvements in
the quality and timeliness of publication of statistical
information, and supported the authorities' request for
technical assistance to facilitate participation in the General
Data Dissemination System.



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

INTELSAT: Sr. Exec Testifies on Importance of Satellites
--------------------------------------------------------
Intelsat's Tony Trujillo testified Thursday before the U.S.
House of Representatives, following Hurricanes Katrina and Rita,
about the importance of satellite technology in providing quick
and reliable communications during disaster recovery efforts.

Mr. Trujillo, Senior Vice President, Corporate Services and
Government Relations of Intelsat, is also Chairman of the
Satellite Industry Association (SIA). In his testimony on behalf
of SIA before the House Committee on Energy and Commerce
Subcommittee on Telecommunications and the Internet, Trujillo
emphasized the critical importance of the following initiatives
and recommendations:

  -- Satellites should be regarded as an essential component in
all future critical telecom network planning

  -- Satellite systems must be pre-deployed to a cadre of
trained professionals

  -- Satellite personnel must be credentialed as first
responders

  -- Satellite spectrum must be preserved and protected

Mr. Trujillo stressed the importance of applying the lessons
learned from Hurricanes Katrina and Rita to improve the future
of disaster relief and recovery telecommunications, as various
components of the disaster relief efforts are evaluated for
their effectiveness.

Intelsat and others in the communications satellite sector have
played a vital role in facilitating communications for rescue
personnel, charity organizations, evacuees, communications
carriers and news organizations. Intelsat was able to
reconfigure capacity and donate service to help cellular
providers re-establish their networks, and to quickly provide
capacity for emergency services via mobile vans for relief
agencies, and mobile offices and command centers for the
Department of Homeland Security, the Federal Emergency
Management Agency, and law enforcement agencies.

"While the outages on terrestrial networks severely impeded the
ability of first responders and others in the recovery and
relief efforts, satellite technology, because of its inherent
resilience and flexibility, performed flawlessly," said Mr.
Trujillo. "Incorporating satellite components into any
terrestrial network before a disaster strikes provides critical
redundancy and access to immediate communications that can be
easily and quickly deployed to increase the effectiveness of
disaster recovery and relief efforts."

About Intelsat

Intelsat is a global communications provider offering flexible
and secure services to customers in over 220 countries and
territories. Intelsat has maintained a leadership position for
over 40 years by distributing video, voice, and data for
television and content providers, government and military
entities, major corporations, telecommunications carriers, and
Internet service providers. Intelsat's reach, power and
expanding solutions portfolio deliver information reliably and
quickly to every corner of the globe.

CONTACT: Intelsat
         Jodi Katz
         Tel: 202-944-8223
         E-mail: jodi.katz@intelsat.com
         URL: www.intelsat.com



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

BANCO ITAU: Set to Lose Parana Banking Contract
-----------------------------------------------
Private bank Banco Itau will lose a contract to provide banking
services to Parana's government employees, Dow Jones Newswires
reports.

A spokesman for Parana, Governor Roberto Requiao, said the
governor will not renew the contract, which expires at the end
of October. The contract started in 2002, when Itau bought
control of the former Parana state government bank Banestado for
about 1.6 billion Brazilian reals. Under the contract, Banco
Itau had the exclusive right to provide banking services to
210,000 Parana state workers.

Now, the government of Parana will open to public bidding the
banking services contract, which involves some BRL700 million in
monthly transactions.

A frequent critic of Itau, Gov. Requiao has been saying the bank
obtained control of Banestado for a low price. He believed the
bank was worth at least BRL1.8 billion.  


BRASIL FERROVIAS: Receives $290M Financial Aid from BNDES
---------------------------------------------------------
National development bank BNDES has provided rail holding Brasil
Ferrovias (BF) a total of BRL647 million (US$290mn) in financial
aid this year, Business News Americas reports.

Of the total amount, BRL265 million are new loans while the
remaining BRL382 million are old loan debts that were
transformed into capital injections.

According to a BF spokesperson, the Company's total debt with
BNDES stands today at BRL1.3 billion, with half of that sum
maturing in 2014 and the rest in 2016 and 2017.

In May, the government completed restructuring plans for BF. The
process calls for the holding's capitalization and an injection
of BRL1.5 billion (US$609 million).

The BRL647 million provided by BNDES is part of the Company's
restructuring. Another BRL446 million will come from a debt-for-
equity swap and BRL375 million from shareholders.

Also under the plan, BF will be split into two holding
companies. One will retain the Brasil Ferrovias name and
continue to control concessionaires Ferroban and Ferronorte,
whose shareholder makeup will not be modified.

The other holding company, which will be named Novoeste Brasil,
will have the following shareholders: Previ (20.8%), Funcef
(20.8%), Constran (18.6%), LAIF (17.7%), Bradesco (4.11%), BRB
(6.47%), JP Morgan (5.5%) and others.


COPEL: Elects New Fiscal Council Member
---------------------------------------
Companhia Paranaense De Energia - COPEL elected Mr. Heron Arzua
as an effective member of the Fiscal Council on an Extraordinary
General Meeting held on September 28, 2005 to fill in the
vacancy left by Mr. Paulo Roberto Trompczynski, who has resigned
to his term of office after taking the position as the Company's
Financial and Investor Relations Officer

SUMMARY OF THE MINUTES OF THE 166th EXTRAORDINARY GENERAL
MEETING

1. VENUE: Rua Coronel Dulcidio, n 800, Curitiba - State of
Parana.

2. DATE AND TIME: September 28, 2005 - at 2:30 p.m.

3. CALL NOTICE: Call notice published by the Official Gazette of
the State and newspapers "O Estado do Parana" and "Diario
Comercio Industria e Servicos - DCI".

4. QUORUM: fifty nine wholes, seventy one hundred per cent
(59.71%) of the voting capital, as per signatures on the
Shareholders' Attendance Book 3, page 38, over leaf.

5. PRESIDING BOARD: SILMARA BONATTO CURUCHET - Chairwoman;
RUBENS GHILARDI - Executive Secretary of the Board of Directors
and CEO of the Company; MARLOS GAIO - Secretary.

6. DELIBERATIONS:

I. Elected by unanimous vote, as an effective member of the
Fiscal Council, to complete the 2005/2006 term of office, Mr.
Heron Arzua, a Brazilian citizen, married, lawyer, Identity Card
(RG) # 273.343 -PR, Individual Taxpayer's Register (CPF/MF) #
000.196.829 -72, domiciled at Alameda Julia da Costa, 1425, ap.
201, Bigorrilho, in the city of Curitiba, State of Parana,
fulfilling the vacancy left by Mr. Paulo Roberto Trompczynski,
who has resigned to his term of office after taking the position
as the Company's Financial and Investor Relations Officer. Being
the voting minority shareholders consulted separately, under the
terms of article 240 of the Brazilian Corporate Law, it was also
elected by unanimous vote, to the same term of office, to
fulfill the vacancy left after Mr. Felipe Hirai's withdrawal, as
an alternate member of the Fiscal Council, Mr. Mauricio Jonas de
Oliveira, a Brazilian citizen, married, business manager,
Identity Card (RG) # 19.503.423 -SP, Individua l Taxpayers'
Register (CPF/MF) # 251.176.838 -03, domiciled at rua Manoel
Carneiro da Silva, 271, ap. 41, city of Sao Paulo, State of Sao
Paulo.

II. The item 2 was removed from the agenda, as it was a request
from the controlling shareholders and, as information provided
by the representative, in the light of some new factors, this
discussion was no longer necessary.

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


ELETROPAULO METROPOLITANA: Completes BRL800 Mln Debenture Sale
--------------------------------------------------------------
Electric power utility Eletropaulo Metropolitana Eletricidade de
Sao Paulo SA has completed its sale of BRL800 million worth of
non-convertible debenture issue, reports Dow Jones Newswires.

The debentures will mature in August 2010 and will pay an annual
interest rate of 2.9 percentage points over the local interbank
rate.

The operation, which was coordinated by Banco Itau BBA, Unibanco
and Banco Pactual, secured a BB+ rating from Fitch Ratings.

The Troubled Company Reporter - Latin America detailed in a
previous report that Eletropaulo expects to use BRL720 million
of the issue to pay part of its existing BRL1.5 billion debt. It
will use the remaining balance for its investment program and to
strengthen its cash reserves.

Eletropaulo defaulted on over US$2 billion in debts in 2002 but
resumed payments in 2004 after extended negotiations with
creditors in Brazil and abroad.

Eletropaulo is controlled by US power company AES (NYSE: AES)
through a 50% stake in holding company Brasiliana, in which one
of the Company's largest creditors, national development bank
BNDES, has the other 50%.

CONTACT: Eletropaulo Metropolitana Eletricidade de Sao Paulo S/A
         Investor Relations Manager
         Ms. Clarice Silva Assis
         E-mail: clarice.assis@aes.com
         Phone:(55 11) 2195-2229
         Fax:(55 11) 2195-2503


SABESP: To Raise $111M Using FIDC Fund Model
--------------------------------------------
Sao Paulo water utility Sabesp is looking to raise BRL250
million (US$111 million) through an FIDC fund to pay back long-
term debentures worth BRL250 million that mature in 2006.

This means that Sabesp will use future revenues from accounts
receivable as a guarantee to pay back the loan.

Sabesp expects to launch the fund by the end of this year. The
launch will be coordinated by Votorantim bank, while federal
bank CEF will administer the fund and Banco do Brasil will be
its custodian.


SABESP: Ratings Reflect Volatility of Brazilian Economy
-------------------------------------------------------
Corporate Credit Rating: BB-/Stable/--

Business risk profile: Weak

Financial risk profile: Aggressive

Debt maturities: 2005 BrR1.02 bil.
                 2006 BrR633 mil
                 2007 BrR771 mil.
                 2008 BrR905 mil.
                 2009 BrR1.15 bil.
                 2010 BrR714 mil.
                 2011 BrR2.26 bil.

Outstanding Rating(s):

   Sr unsecd debt - Foreign currency - BB-

Major Rating Factors

Strengths:

    - Strong and solid cash generator and capacity to raise
resources through the capital markets and development banks;
    - Strategic importance as a regional provider of water and
wastewater service;
    - Virtual monopoly of service in a large territory,
providing efficient and quality service; and.
    - Capacity to progress in its capital development program.

Weaknesses:

    - Lack of a defined regulatory framework for the water
utility sector;
    - Significant refinancing needs in upcoming years and
exposure to foreign exchange risk because there are no hedging
instruments in place;
    - Volatility of the Brazilian economy; and
    - Collection risk from the public sector, even though some
improvement has been noticed.

Rationale

The global scale corporate credit rating on water utility
Companhia de Saneamento Basico do Estado de Sao Paulo (SABESP;
BB-/Stable/--) reflects the significant amount of its annual
debt maturities (averaging Brazilian real (BrR) 835 million per
year), combined with its significant refinancing needs and
exposure to currency mismatch. The rating also reflects the lack
of a defined regulatory framework for the water and utility
sector in Brazil, and the company's challenges to reduce overdue
accounts receivables of wholesale clients and water losses.

These risks are partially offset by SABESP's strategic
importance as a regional provider of water and wastewater
service in the state of Sao Paulo. The company covers a large
and broad territory and has a natural monopoly for these
services. SABESP also has the capacity to expand the capital
expenditure program that increased wastewater collection and
treatment capability through the system. SABESP is a strong cash
generator and probably is the Brazilian water and wastewater
company with the most access to financial markets, and it may
raise funds through the capital markets and multilateral banks
to deal with its debt maturities and its investment
requirements.

In first-half 2005, the company's net revenues and EBITDA
improved about 12% and 16%, respectively, compared with the same
period in 2004, amounting to about BrR2.4 billion and BrR1.1
billion, respectively. Such improvement is related to the tariff
increase of 6.8% in August 2004 and the 4.7% increase in the
volume demand in the first six months of 2005. For the end of
2005, we believe SABESP's revenues and EBITDA will improve
compared with 2004's numbers due to the absence of the water-
reduction program in 2005 (the program ended in September 2004),
allowing consumers to return to past consumption habits and the
9% tariff increase applied in August 2005. Standard & Poor's
Ratings Services expects SABESP to report about BrR4.7 billion
in revenues and BrR2.1 billion in EBITDA, an improvement of 7%
and 10%, respectively, when compared with 2004's results. As a
result, EBITDA to interest is expected to reach 3.3x in 2005, up
from 2.8x in 2004, and EBITDA to total debt would also improve
to 32% from 27% in the same period.

SABESP is the largest water and sewage company in the Americas
in terms of revenues and number of clients. The company is
responsible for water production and distribution and sewage
collection and treatment in 368 of the 654 municipalities in the
State of Sao Paulo, including the city of Sao Paulo. Sao Paulo
is Brazil's most populous and economically productive state, and
is SABESP's main market, representing 56.1% of revenues. The
company has formal concession agreements with about 90% of the
municipalities. About 44% of these agreements mature in 2005 and
2006 (17 agreements in 2005 and 127 in 2006). Standard & Poor's
expects most of these contracts to be renewed because the assets
that make up the existing municipal water and sewage systems are
owned by SABESP and because of the high efficiency and quality
of services, good working relationships with the communities,
and economies of scale. However, these are smaller contracts in
terms of contribution to total revenues, and in the worst-case
scenario that all municipalities decide not to renew with
SABESP, about 4% of its net revenues in 2005 and 9% in 2006 will
be negatively affected.

Liquidity

SABESP's main weaknesses are its aggressive financial profile,
largely due to its high leverage and its exposure to foreign
exchange risk because no hedge instruments are in place.
However, the company has reduced its foreign currency debt
exposure by about 30% during 2005 and continues to improve its
cash generation thanks to the tariff adjustment and increase in
volume demand.

In June 2005, the short-term debt was BrR1.4 billion (BrR1
billion matures up to December 2005 and about BrR400 million
matures up to June 2006), which included the maturity of BrR249
million debentures (fourth and fifth issuance), US$275 million
(BrR649 million) Eurobonds, and the remainder refers to working
capital loans and financing for capital expenditures. To deal
with its short-term obligations, SABESP placed its eighth
debenture issuance in the total amount of BrR700 million to
refinance the Eurobonds. This local market transaction
significantly reduced the company's exposure to the exchange
rate fluctuation to the current 21% from 38% at the end of 2004,
which Standard & Poor's views positively because the company has
no hedging instruments. Another source of liquidity was its
seventh debentures issue of BrR300 million that was used to
partially pay its fourth and fifth debentures. In addition, the
company counts on its free operating cash flow, which is
expected to reach about BrR350 million at the end of 2005 and
its very good access to the international and national capital
markets.

SABESP's total debt reached BrR7.4 billion in June 2005, of
which 81% is long-term debt. In 2006, the company will face
BrR633 million in maturities. This total amount is expected to
be paid with proceeds from capital market transactions and cash
generation.

Outlook

The stable outlook on the foreign currency rating reflects that
of Brazil's sovereign foreign currency rating. The stable
outlook on the local currency and national scale ratings reflect
Standard & Poor's expectations that SABESP will continue to
receive approval from the state government to adjust tariffs in
such a way to maintain its capacity to generate free cash flow,
continue to experience good access to capital markets, and fund
much of its capital program through multilateral banks. A change
in outlook would come from a more robust decrease in leverage
(EBITDA to total debt to 38% and total debt to EBITDA to 2.5x),
which is not currently anticipated.

Primary Credit Analyst: Juliana Gallo, Sao Paulo
(55) 11-5501-8948; juliana_gallo@standardandpoors.com

Secondary Credit Analyst: Milena Zaniboni, Sao Paulo
(55) 11-5501-8945; milena_zaniboni@standardandpoors.com



=========
C H I L E
=========

AES GENER: 'BB+' Ratings Affirmed; Outlook Revised to Positive
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+' corporate
credit rating on Chile's second-largest power generator AES
Gener S.A., and revised the outlook to positive from stable.

The outlook revision reflects the improvement in the company's
business profile after the passage of the Short Law II in May
2005, which triggered a significant increase in electricity
prices in Chile, thus benefiting cash flow generation for power
generators in Chile.

The ratings on AES Gener reflect its higher-than-average power
generation cost when compared with the relatively large
hydroelectric generators in the Central Interconnected System
(SIC) under normal hydrological conditions and the increasing
natural gas supply risk that affects its natural gas-fired
generation and the cost of its power purchases. However, thermal
capacity provides protection from droughts, and large long-term
power sales contracts with solid offtakers like Chilectra S.A.
and Chilquinta Energia S.A. in the SIC at the node price provide
stable cash flow in periods of high hydrology. The ratings also
reflect that a great portion of its cash flow comes from its
operations in the growing Chilean market (about 70% to 80% of
its EBITDA), and its good financial profile.  

"The positive outlook incorporates our expectation that, under a
base case scenario, AES Gener's debt service coverage ratios
will continue improving in the next three years despite the
projected increase in natural gas shortages in Chile," said
Standard & Poor's credit analyst Sergio Fuentes.

The ratings could be raised if AES Gener's financial performance
continues to consolidate and if there is evidence that the
company can weather a potential combination of natural gas
shortages with poor hydrology and high prices of alternative
fuels, mainly in 2007 and 2008, without a significant
deterioration of its debt-repayment capacity.

Primary Credit Analyst: Sergio Fuentes, Buenos Aires
(54) 114-891-2131; sergio_fuentes@standardandpoors.com

Secondary Credit Analysts:

  Pablo Lutereau, Buenos Aires (54) 114-891-2125;  
  pablo_lutereau@standardandpoors.com

  Marta Castelli, Buenos Aires (54) 114-891-2128;
  marta_castelli@standardandpoors.com



===============
C O L O M B I A
===============

TERMOEMCALI FUNDING: 100% of Noteholders Tender 10.125% Sr. Nts.
----------------------------------------------------------------
TermoEmcali Funding Corp. disclosed that 100% of its outstanding
10.125% senior secured notes due 2014 have been tendered as of
Sept. 13, 2005.  The Company previously launched an offer to
exchange all outstanding notes, a consent solicitation and
solicitation of acceptance of a prepackaged plan of
reorganization on Aug. 11, 2005.

As reported in the Troubled Company Reporter on Aug. 30, 2005,
the Company's out-of-court restructuring consisted of an offer
to exchange each $1,000 of outstanding principal amount of 10-
1/8% Senior Secured Notes Due 2014 for $968.58 in principal
amount of new Restructured Senior Secured Notes Due 2019.  The
Restructured Notes will bear interest rates escalating from 6%
per annum effective as of the first day of the month in which
the exchange offer is effective to 10-1/8% per annum effective
from July 1, 2009, plus $31.42 in Cash.  The payment recognizes
that if $1,000 principal amount of Existing Senior Secured Notes
had been exchanged for $1,000 principal amount of Restructured
Senior Secured Notes on June 16, 2004, an additional $31.42 in
principal would have been amortized since that exchange is based
on the actual interest payments exceeding the interest that
would have been paid at the applicable restructured interest
rates to the holders of the Existing Senior Secured Notes since
June 16, 2004.  The Restructured Senior Secured Notes are
expected to have the opportunity for principal prepayments,
monthly installment payments, and certain security that would
not be available to the Existing Senior Secured Notes.

                     Consent Solicitation

The financial restructuring also consisted of a consent
solicitation for the New Indenture, the New Common Agreement and
to amend, waive or terminate certain agreements or provisions
thereof, including, but not limited to, the Existing Indenture
and the Existing Common Agreement applicable to the Existing
Senior Secured Notes.  By validly tendering the Existing Senior
Secured Notes, noteholders will automatically be deemed to have:

      (a) given consent to the proposed amendments, waivers and
          terminations with respect to all of the Existing
          Senior Secured Notes tendered;

      (b) agreed to the exchange;

      (c) authorized and directed the Existing Indenture Trustee
          to execute the proposed amendments, waivers and
          terminations and to take such further necessary action
          to effectuate the exchange, including directing the
          Collateral Agent to execute the amendments, waivers
          and terminations and to take such further action
          necessary on its part to effectuate the exchange;

        (d) accepted the Prepackaged Plan and

        (e) accepted the releases.

The proposed amendments, waivers and terminations will become
operative only if the Exchange Offer closes.  Obtaining the
requisite consent of the holders of at least 94.5% of the
aggregate outstanding principal balance of the Existing Senior
Secured Notes is one of the conditions to the closing of the
Exchange Offer.

                    The Prepackaged Plan

The Claims held by holders of its Existing Senior Secured Notes
constitute the only impaired class under the Prepackaged Plan.  
In the event that less than 94.5% of the aggregate outstanding
principal balance of the Existing Senior Secured Notes are
tendered in connection with the Exchange Offer, but if the
Prepackaged Plan is accepted by holders of at least 66% of the
aggregate principal amount of the Existing Senior Secured Notes
who vote and who represent at least 50% of the total number of
beneficial holders of the Existing Senior Secured Notes who
vote, the Company may commence a voluntary case under Chapter 11
of the Bankruptcy Code for purposes of effectuating the
restructuring through the Prepackaged Plan.

Deutsche Bank Trust Company Americas serves as the Indenture
Trustee for the Restructured Senior Secured Notes.

The Company and Emcali are parties to a 20-year power purchase
agreement pursuant to which the Company sold electric generating
capacity and energy to Emcali.  The Power Purchase Agreement has
been suspended pending the effectiveness of the exchange offer
and the issuance of notes payable by Emcali to TermoEmcali.  At
such time, the PPA is to be terminated.

Full-text copies of the Company's Offering Memorandum and  
Disclosure Statement and related documents are available at no
charge at its exchange agent's website at
http://www.bondcom.com/termoemcalior at these addresses:  

        Bondholder Communications Group -- New York
        Attn:  Trina Caliveri
        30 Broad Street, 46th Floor
        New York, NY  10004
        Telephone:  (212) 809-2663
        Fax:  (212) 437-8727
        E-mail:   tcaliveri@bondcom.com
    
        Bondholder Communications Group -- London
        Attn:  Trina Caliveri
        3rd Floor, Prince Rupert House
        64 Queen Street
        London, EC4R 1AD
        Telephone:  +44 20 7236 0788
        Fax:  +44 20 7236 0779
        E-mail:  tcaliveri@bondcom.com

TermoEmcali Funding Corp. was formed to develop, construct, own
and operate a natural gas-fired electric power generation
facility, which is located near Cali, Colombia.  The Company is
owned by Leaseco, Cauca Valley Holdings Ltd., TermoEmcali
Holdings Ltd., Emcali E.I.C.E. E.S.P., and Inversiones Inca S.A.  
Leaseco, a Cayman Islands company, is owned and controlled by
Cauca Valley and Holdings, both of which are Cayman Islands
companies.
  
As previously reported in the Troubled Company Reporter-Latin
America on July 28, 2005, the 'D' rating on TermoEmcali Funding
Corp.'s US$165 million senior secured notes due 2014 reflects
the Colombian company's failure to make its September 2004 debt-
service payment.  Since then, the project-financed entity also
failed to make its debt-service payments through June 2005.



=====================
E L   S A L V A D O R
=====================

* EL SALVADOR: Ratings Reflects Improved Economic Prospects
-----------------------------------------------------------

Rationale

The ratings (BB+/Stable/B) on the Republic of El Salvador are
supported by:

    - A stable monetary environment created by the 2001 adoption
      of the U.S. dollar as the local currency;
    - A fairly strong and well-regulated banking system relative
      to those of its neighbors;
    - Strong and increasing flows of workers remittances, which
      increased to 16% of GDP in 2004 from 14.7% in 2002 and are
      forecasted to reach 17% in 2005; and
    - Improved economic prospects as a result of the Central
      America Free Trade Agreement (DR-CAFTA).

The ratings are constrained by:

    - Low levels of investment and savings, which have produced
      sluggish levels of economic growth with negative per
      capita levels in 2003 and 2004 (albeit forecasted to turn
      positive in 2005-2006);
    - A relatively low tax base and the increasing cost of
      pension reform, which continue to limit fiscal
      flexibility, in the context of a country with a dollarized
      economy, widespread poverty, and public security concerns;
      and;
    - External competitiveness that has weakened in recent
      years, reflected in stagnant export growth and low levels
      of foreign direct investment (FDI).

El Salvador implemented a wide range of structural reform over
the last decade: the financial system has been strengthened, the
social security system privatized, and the U.S. dollar was
adopted as the local currency in 2001. Nevertheless, the
economic growth rate has been disappointing in recent years,
averaging an annual 1.9% during 2000-2004 with minus 0.16%
average annual per capita growth. The U.S. Congress ratified DR-
CAFTA in July 2005. Given the country's stable political and
macroeconomic scenario, if El Salvador's government manages to
capitalize on this agreement-and increase its economic
integration with the U.S. and with other Central American
economies-growth prospects could improve over the medium term.

Despite efforts to rationalize government operations, El
Salvador's narrow tax base has resulted in relatively high
deficits for a fully dollarized economy. President Antonio
Saca's Administration managed to pass a tax package in early
2005 that is expected to increase tax revenue by about 1.2% of
GDP. However, this increase will be more than offset by
increases in pension payments and public investment.
Nevertheless, this represents a step in the right direction and
demonstrates a commitment to augment El Salvador's tax revenue
base in an effort to address the country's social needs. El
Salvador's general government deficit, which totaled 2.7% of GDP
in 2004, is projected to increase to 3.0% of GDP in 2005. This
is attributable to an increase in government investment, which
represents the Administration's attempt to recover from its
almost nonexistent 2004 public investment plan (caused by the
delays in the 2004 budget approval process). In addition, the
cost of switching to a private pension system, which accounts
for two-thirds of the deficit, is expected to peak at just above
2.0% of GDP in 2006.

Outlook

The stable outlook reflects Standard & Poor's view that fiscal
performance will not deteriorate significantly. El Salvador has
no monetary flexibility, and it is therefore imperative that
fiscal performance be prudent. At the same time, the authorities
should be able to use DR-CAFTA as an engine of economic growth
over the medium term. If economic growth and fiscal performance
improves, the ratings could be raised. However, if the deficit
deteriorates more than expected and growth continues at the
current disappointing levels, the ratings could come under
downward pressure.

Primary Credit Analyst: Roberto Sifon Arevalo, New York
(1) 212-438-7358; roberto_sifon-arevalo@standardandpoors.com



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

AIR JAMAICA: Rating Based on Govt's Guarantee on Debt Payments
--------------------------------------------------------------
Rationale

The rating on Air Jamaica Ltd., which is equal to the long-term
foreign currency sovereign credit rating on Jamaica, is based on
the government's unconditional guarantee of both principal and
interest payments.

In August 2005, Air Jamaica raised a $125 million 10-year loan
from RBTT, on top of the $200 million issued in June 2005.
Standard & Poor's Ratings Services believes the company had
almost completed its financial restructuring process and now the
company will focus on improving its operational performance.

Air Jamaica has already started its operations enhancement,
cutting unprofitable routes, increasing flight frequencies
during holiday seasons, and raising direct sales activities on
the web.

The sovereign credit ratings on Jamaica are constrained by a
high general government debt burden, limited fiscal flexibility,
and vulnerability stemming from the island's geographical
location and size. General government debt stock has been
declining, reflecting improving fiscal performance since mid-
2003, and is expected to decline toward 130% of GDP by the end
of this fiscal year (down from 138% in 2003 and 140% in 2002).
Still, the looming debt size remains a major constraining factor
on the ratings. Jamaica's debt profile is unfavorable, with a
high (albeit declining) sensitivity to interest- and exchange-
rate fluctuations, and an increasing share of more expensive
commercial debt.

The ratings are supported by the island's improving fiscal and
external liquidity position (despite external shocks), ongoing
commitment to fiscal austerity, and stronger growth prospects-
all of which have helped stabilize the Jamaican dollar and
increase investor confidence.

Medium-term growth is expected to hover at about 2.5%-3.0% of
GDP, based on significant investment in the tourism ($600
million during the next five years) and mining ($300 million
during the next three years) sectors.

Liquidity

Air Jamaica's liquidity is limited. The company's liquidity is
almost completely reliant on government support because its
operations have generated operating losses since 1994.

The government of Jamaica has committed to recapitalize the
company's annual unpaid payroll taxes, education, and departure
tax liabilities, but these will not exceed $30 million per year
during the next five years.

Outlook

The stable outlook reflects the outlook on the sovereign credit
rating on Jamaica. Any rating action on Jamaica would be
reflected in the ratings on the Air Jamaica notes. Jamaica's
stable outlook balances the improvement in the government's
fiscal and debt positions, supported by promising growth
prospects and a stronger external liquidity stance, with
significant risk stemming from the size of the government's
debt.

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

Secondary Credit Analyst: Santiago Carniado, Mexico City
(52) 55-5081-4413; santiago_carniado@standardandpoors.com


NCB JAMAICA: JMD600 Mln Payment Came From Hilton
------------------------------------------------
The JMD600-million (US$10.25 million) settlement payment that
NCB Capital Markets Ltd, a unit of NCB Jamaica Ltd, received
recently was made by Hilton Kingston (formerly Wyndham Hotel).

The Jamaica Observer disclosed that NCB bought the hotel in the
early 1990s during the height of its foray in real estate.

In May 1998, NCB sold the hotel to Ron Kelly's RHK Capital Inc
of Canada. To facilitate the transaction NCB provided a second
mortgage to the purchasers for US$7.5 million.

NCB issued the mortgage on May 29, 1998 with a repayment date
five years later, on May 29, 2003, and with the purchaser having
the option to extend the repayment date to May 29, 2008.

According to report, the terms of the loan had a complex, multi-
tiered interest rate, which required the borrower to pay an
increasing amount of interest per annum, starting at 7.5% in the
first year, and reaching 14.25% by year ten in 2008 - if the
extended option was exercised.

With the increasing cost of interest payments, the purchaser
opted to repay it in full leading NCB to report more than a week
ago that it had "received a settlement of US$10.25 million in
respect of a debt for which it had fully provided".



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

AOL LATIN AMERICA: To File August 2005 Monthly Report This Month
----------------------------------------------------------------
America Online Latin America, Inc. ("AOLA") and its subsidiaries
AOL Puerto Rico Management Services, Inc., America Online
Caribbean Basin, Inc. and AOL Latin America Management LLC have
not yet filed their consolidated monthly operating report for
August 2005 with the United States Bankruptcy Court for the
District of Delaware, but expect to file such monthly operating
report by October 14, 2005.

CONTACT: AOL Latin America
         6600 N. Andrews Ave.
         Suite 400 Ft. Lauderdale
         FL 33309
         Phone:(954) 233-1803


CENTRAL PARKING: Updates Certain Fourth Quarter Developments
------------------------------------------------------------
Central Parking Corporation (NYSE:CPC) announced an extension
and modification of the price range of its "Dutch Auction"
tender offer for up to 4,400,000 shares of its common stock. The
tender offer, which was previously extended to September 30,
2005, has been further extended until 12:00 Midnight, New York
City time, on October 14, 2005. Furthermore, the Company has
modified the range of purchase prices at which it will purchase
shares of its common stock in the tender offer to not less than
$14.00 per share and not more than $16.00 per share. The Company
has extended the tender offer and modified its price range in
light of the recent developments regarding the Company's United
Kingdom operations.

As previously announced, the Company has become aware of certain
related party issues in its United Kingdom operations, primarily
related to its United Kingdom Transport business. The Company
and the audit committee of its Board of Directors are continuing
to investigate this situation with the assistance of outside
legal, accounting and forensics professionals. This
investigation has revealed that certain management-level
employees located in the Company's United Kingdom office appear
to have engaged in unauthorized related party transactions
utilizing Company assets and to have made improper and
inaccurate entries to the Company's financial statements for the
United Kingdom operations. As part of the investigation, the
Company is evaluating its legal rights against the parties
involved in the related party transactions. The Company is also
engaged in work to determine the quarterly and year-end
financial results of its UK operations. Although the year-end
review and investigation are not concluded, at this time the
Company believes that there may be a negative financial impact
on its prior fiscal 2005 quarters in the range of US $8 to 10
million, consisting primarily of over-accrual of revenues and
improper capitalization of expenses. Based upon the foregoing,
management, the Audit Committee and the Board of Directors,
after consultation with the Company's independent auditors, have
determined that the Company will restate its quarterly financial
statements for the first three quarters of fiscal 2005. The
overall negative financial impact on the Company's fiscal year
ending September 30, 2005, including the US $8 to 10 million
related to prior quarters, is estimated to be in the range of US
$13 to 15 million, including current period operating losses and
anticipated expenses of the investigation. The United Kingdom
operations represented approximately 2.7% of the Company's
revenues previously reported in the Company's financial
statements through the first three quarters of the current
fiscal year.

In addition, management is required by Section 404 of Sarbanes-
Oxley to do an assessment of its internal controls over
financial reporting as of September 30, 2005, and the Company's
independent auditors are required to issue an opinion with
respect to the Company's internal controls over financial
reporting. Based on the issues with the United Kingdom
operations and the Company's determination regarding restatement
of its quarterly financial statements for the first three
quarters of fiscal 2005, the Company believes that it is likely
that the Company will identify and report a material weakness in
the Company's controls over financial reporting as of September
30, 2005.

In light of these developments, the Company's "Dutch Auction"
tender offer has been extended to 12:00 Midnight, New York City
time, on October 14, 2005, unless the Company elects to further
extend the tender offer. Furthermore, the Company has decreased
the range of purchase prices at which it will purchase shares of
its common stock in the tender offer to not less than $14.00 per
share and not more $16.00 per share. The Tender offer was
extended in order to ensure that the information contained
herein and in an amendment to the Company's Schedule TO to be
filed on September 30, 2005 is available to shareholders for a
sufficient period of time prior to the expiration of the self-
tender.

Shareholders that have already tendered shares and indicated
that they would accept the final price determined by the Company
in the tender offer, and who do not wish to change that
direction, do not need to take any action in response to the
extension. Shareholders that have already tendered shares at a
specified price must deliver a new Transmittal Letter to the
Depositary either indicating that they intend to accept the
final price determined by the Company in the tender offer or
specifying the price, not greater than $16.00 per share and not
less than $14.00 per share, at which they are willing to sell
their previously tendered shares. Shareholders who have
previously tendered shares and wish to withdraw shares
previously tendered should follow the procedures described in
the Offer to Purchase. Shareholders who have not previously
tendered shares and who wish to remain investors do not need to
return any paperwork.

Central Parking Corporation, headquartered in Nashville,
Tennessee, is a leading global provider of parking and
transportation management services. As of June 30, 2005, the
Company operated more than 3,400 parking facilities containing
more than 1.5 million spaces at locations in 37 states, the
District of Columbia, Canada, Puerto Rico, the United Kingdom,
the Republic of Ireland, Mexico, Chile, Peru, Colombia,
Venezuela, Germany, Switzerland, Poland, Spain, Greece and
Italy.

CONTACT: Central Parking Corporation
         Emanuel Eads
         Tel: 615-297-4255
         E-mail: eeads@parking.com


MERIDIAN AUTOMOTIVE: Panel Wants Sanchez-DeVanny as Counsel
-----------------------------------------------------------
Christopher S. Sontchi, Esq., at Ashby & Geddes, P.A., in
Wilmington, Delaware, relates that on Aug. 26, 2005, the
Official Committee of Unsecured Creditors of Meridian Automotive
Systems-Composites, Inc., filed a complaint for the avoidance of
liens and claims and related declaratory relief against Credit
Suisse First Boston, as agent, and certain additional lenders
that were party to the First Lien Credit Agreement and the
Second Lien Credit Agreement, both dated April 28, 2004.  The
Complaint seeks a declaratory judgment that the First Lien
Lenders and the Second Lien Lenders do not have valid, perfected
and enforceable security interests in the capital stock of
MASI's Mexican subsidiaries as well as certain of the MASI's
assets in Mexico.

By this application, the Committee seeks authority from the U.S.
Bankruptcy Court for the District of Delaware to retain Sanchez-
DeVanny Eseverri, S.C., as special Mexico counsel, effective as
of Aug. 30, 2005, to assist the Committee's counsel with
prosecuting the Adversary Proceeding with respect to the Mexican
Assets.

The Committee believes that SDE is well qualified to represent
it in the Adversary Proceeding because the firm has substantial
experience in civil and commercial litigations in Mexico.

SDE will be paid in accordance with its ordinary and customary
hourly rates:

      Senior Partner                    $300
      Partner                           $215
      Associate                         $150
      Paralegal/Clerk                    $60

The Debtors will also reimburse SDE for all costs and expenses
reasonably incurred in connection with its services.

Ana Laura Mendez, Esq., a partner at SDE, assures the Court that
the firm:

   -- is disinterested within the meaning of Section 101(14) of
      the Bankruptcy Code;

   -- does not represent or hold an interest that is adverse to
      the Debtors with respect to the matters on which the firm
      is employed; and

   -- does not have any material connections with the Debtors,
      their officers, affiliates, creditors or any other
      parties-in-interest.

Headquartered in Dearborn, Mich., Meridian Automotive Systems,
Inc. -- http://www.meridianautosystems.com/-- supplies  
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and
other interior systems to automobile and truck manufacturers.  
Meridian operates 22 plants in the United States, Canada and
Mexico, supplying Original Equipment Manufacturers and major
Tier One parts suppliers.  The Company and its debtor-affiliates
filed for chapter 11 protection on April 26, 2005 (Bankr. D.
Del. Case Nos. 05-11168 through 05-11176).  James F. Conlan,
Esq., Larry J. Nyhan, Esq., Paul S. Caruso, Esq., and Bojan
Guzina, Esq., at Sidley Austin Brown & Wood LLP, and Robert S.
Brady, Esq., Edmon L. Morton, Esq., Edward J. Kosmowski, Esq.,
and Ian S. Fredericks, Esq., at Young Conaway Stargatt & Taylor,
LLP, represent the Debtors in their restructuring efforts.  When
the Debtors filed for protection from their creditors, they
listed $530 million in total assets and approximately $815
million in total liabilities. (Meridian Bankruptcy News, Issue
No. 15; Bankruptcy Creditors' Service, Inc., 215/945-7000).



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

PDVSA: Petrobras Board Approves Refinery in the Northeast
---------------------------------------------------------
Petroleo Brasileiro S.A. - Petrobras, [Bovespa: PETR3/PETR4,
NYSE: PBR/PBRA, Latibex: XPBR/XPBRA], a Brazilian international
energy company, announced that in a meeting held Thursday, the
Executive Board approved five ventures with the state-owned
company Petroleos de Venezuela S.A. - PDVSA, which represents a
landmark in the relationship between the two companies.

1.) Refinery in the Northeast of Brazil in Pernambuco

The Executive Board authorized the detailing of studies
regarding the implementation of a refinery in Pernambuco. Each
company would participate 50% and it would have the capacity to
process 200,000 barrels of heavy oil per day, half for Petrobras
and half for the Venezuelan company. This is the first project
involving the construction of a new refinery approved by the
Petrobras Executive Board since the conclusion of the Vale do
ParaIba Refinery (REVAP) in 1979.

The projected investment is US$2.5 billion (being 50% from each
company). The aim of the refinery will be to maximize the
production of diesel oil and liquefied petroleum gas, to meet
the increase in demand for derivatives in the Northeast, in
2011. At present, there is a deficit of oil products in the
Northeast.
The possible location for the refinery was subject to a wide and
detailed study in five northeastern states.

A work group that involved the collaboration of 100 personnel
including consultants and technicians from both companies
examined techno-economic, environmental and social aspects.

The Executive Board approved the recommendation of a techno-
economic, environmental and social study to locate the new
refinery in Suape, in Pernambuco, close to Recife. This region
was chosen because it provided the most adequate elements for
the venture, taking into account the following factors, amongst
others:

- The industrial region of SUAPE has been in existence for more
than 25 years and has proven experience;

- The region has oceanographic conditions that facilitate the
construction of a port on a scale required for the refinery,
without major investments;

- The local market of Pernambuco is the second largest in the
Northeast after Bahia;

- The availability of local labor and infrastructure that will
attend to the needs of the project execution, without major
development costs;

- The local environment has less fragile characteristics than
other areas in the region.

According to the Executive Board decision regarding the
technical aspects, the focus of the refinery production will, as
a priority, substitute the import of derivatives such as diesel
oil, liquefied petroleum gas (LPG) and naphtha. Another
characteristic of the enterprise will be the use of heavy oil
from Brazil and Venezuela as raw material. These countries have
large reserves of this type of oil. The project, which will have
a significant conversion capacity, should reach the margin of
refining at present found in the transformation of heavy oils by
distillation means (gasoline and diesel).

2.) Development of the Mariscal Sucre Project

The Executive Board approved the signing of a Pre-Agreement
regarding the formation of a Joint Venture, its legal structure
still to be defined, to develop fields north of Paria (Rio
Caribe, Mejillones Patao and Dragon), which are natural gas
reserves estimated at 11 tcf (SPE criteria), with investments of
US$2.2 billion. The preliminary document foresees the conclusion
of the negotiations by January 2006.

3.) Agreement for the Quantification of the Reserves in the
Carabobo Field The Executive Board approved the terms by which
PDVSA agrees to provide the geological data that allows the
execution of quantification and certification studies for the
reserves of the Carabobo 1 Field, in the Orinoco stripe in
Venezuela. The objective is a combined exploration of the
abovementioned field by a company, with 51% participation of
PDVSA and 49% of Petrobras.

The Carabobo Field has an estimated daily production of 150,000
barrels of extra-heavy oil of 9 API. In the case of the
initiative becoming a reality, the oil will be treated in a
refinery to give it characteristics similar to those in the
Marlim field production.

4.) New Business

The Executive Board approved the terms by which PDVSA agrees to
provide the geological data regarding the Lido, Limon, Nieblas,
Adas and La Paz fields in Venezuela for joint appraisal and
certification by PDVSA and Petrobras.

The formation of a Joint Venture is foreseen, its legal
structure and participation percentages yet to be defined,
according to the appraisal of certified reserves and production
curves. The current reserves estimates are of 437 million
barrels of oil and 1,4 tcf of gas.

5.) Migration of Service Contracts of Petrobras Energia S.A.
(PESA)

The Executive Board is aware that the Board of Directors of PESA
has authorized the signing by the President, subject to the
signature of the other interested parties, of Transitory
Agreements regarding the regions Mata, Acema, La Concepcion and
Oritupano-Leona, where it has participation in Venezuelan. It
aims to adapt its operating terms and conditions to the change
of the local petroleum legislation. It also authorized the
convocation of Shareholders' Meeting by PESA and its controller,
Petrobras Energia Participaciones S.A.(PEPSA), to ratify its
terms.

In conclusion, the investments relating to the refinery in
Pernambuco are considered in the recently approved Petrobras
business plan for the period 2006-10. The investments fit into
the strategy of leading the market in petroleum, natural gas and
oil products in Latin America, operating as an integrated energy
company, with a selective expansion in international activities.

CONTACT: Petroleo Brasileiro S.A - Petrobras
         Investor Relations Department
         Raul Adalberto de Campos- Executive Manager
         E-mail: petroinvest@petrobras.com.br
         Av. Republica do Chile, 65 - 4th floor
         20031-912 - Rio de Janeiro, RJ
         Phone: (55-21) 3224-1510 / 9947
         URL: http: //www.petrobras.com.br/ri/english


SINCOR: Total Devises Plan to Solve Conflict with Govternment
-------------------------------------------------------------
French oil giant Total has come up with a proposal to solve a
dispute with Venezuela's government over how to share profits
from the Sincor synthetic crude project.

Total currently holds a 47% stake in Sincor, Petroleos de
Venezuela (PDVSA) 38% and Norway's Statoil 15%.

Total recommended that parties to Sincor should adopt a new
contract whereby the government's participation increased when
the oil price rose.

The idea is to "establish a system under which the participation
[of the partners in Sincor] changes depending on the price of
oil. This has been done in several countries worldwide," said
Total E&P division president Christophe de Margerie.

Total accepts that the terms of the agreement should be more
favorable for the government because the price of crude has
risen dramatically since the contract was signed in the 1990s,
de Margerie said.




                            ***********


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