TCRLA_Public/051017.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 17, 2005, Vol. 6, Issue 205

                            Headlines

                   
A R G E N T I N A

ARO ARGENTINA: Court Orders Bankruptcy Process
ALPARGATAS: Inks Deal With Nike
CABANA DE REPRODUCTORES: Bankruptcy Converted to Reorganization
COMERCIAL MENDOZA: Claims Verification Deadline Fixed
ITAU BUEN AYRE: Moody's Upgrades Global Local-Currency Rating

SECURITAS S.R.L.: Seeks Court Authorization to Reorganize
VINTAGE PETROLEUM: Occidental Petroleum to Buy Company for $3.8B


B E R M U D A

FOSTER WHEELER: New Equity-for-Debt Exchange Initiated


B R A Z I L

ALCOA ALUMINIO: Fitch Upgrades Outlook on LTFC Rating
AMBEV: Moody's Raises Foreign Currency Issuer Rating
AMBEV: Fitch Ups Outlook on LTFC Rating to Positive
ARACRUZ CELULOSE: Outlook on LTFC Rating Changed to Positive
BANCO INDUSVAL: S&P Affirms Counterparty Credit Rating

BAVARIA: SABMiller Completes $7.8B Takeover
BEC: Central Bank Reinitiates Privatization Delay
BRASKEM: Fitch Revises Outlook on `BB-' LTFC Rating to Positive
CEMIG: Presents Binding Proposal to Banco Santander
COMPANHIA PETROLIFERA: Fitch Ups Ratings Outlook to Positive

CSN: Fitch Changes Outlook of LTFC Rating to Pos. from Stable
CST: Rating Improves to Positive from Stable
VRD: Fitch Sees Outlook Improving
GERDAU: Fitch Changes Outlook on `BB-' LTFC Rating
MRS LOGISTICA: Fitch Revises Outlook on LTFC Rating to Positive

PETROBRAS: Fitch Changes LTFC Rating Outlook to Pos. from Stable
PLASTIPAK HOLDINGS: Starts Cash Tender Offer for Sr Nts Due 2011
RIPASA CELULOSE: Fitch Changes Outlook on Ratings to Positive
SAMARCO: Fitch Revises Outlook on LTFC Rating to Positive
TELEMAR: Fitch `BB-' LTFC Rating Improves

VARIG: Restructuring Meeing Yields Poor Results
VOTORANTIM PARTICIPACOES: Fitch Changes Rating Outlook to Pos.


C A Y M A N   I S L A N D S

CONTINUITY ASIAN: Shareholders to Hold Final Meeting Nov. 7
LAND & IDEA: To Present Account of Wind Up Process to Members
MADA LIMITED: Shareholder Voluntarily Winds Up Company
MAINE INVESTMENT: Liquidation Informational Meeting Set
MAJESTY ASSET: Final General Meeting Set for Nov. 3

MONTPELLIER VALUE: Issues Voluntary Wind-Up Notice
POWERUP CORPORATION: Appoints Johann Le Roux as Liquidator
ROYAL TRUST: Winding-Up Process Details Due Oct. 28
SD PROPERTIES: To Hold Final General Meeting Nov. 3
TAIL WIDE: Shareholders Decide on Voluntary Liquidation

WILSHIRE FUND: Shareholders' Final Meeting to be Held Jan. 13


C H I L E

AES GENER: Moody's Reviewing for Possible Upgrade
EDELNOR: Moody's Upgrades Issuer Rating to B2 from B3


C O L O M B I A

CHIVOR: Ratings Upgrade Pending Moody's Review
TELECOM: Taxpayers May Assume Company's Debt


E C U A D O R

PETROECUADOR: Contract Signing with Sundown-Clipper Delayed


J A M A I C A

SUGAR COMPANY: Seeks Government Guarantee on $30M NCB Loan


M E X I C O

EPL INTERMEDIATE: Soliciting Consents to Amend 12-1/2% Indenture
GRUPO ELEKTRA: BoNY Concludes Common Shares Sale


P A N A M A

BANISTMO: Operating Performance Bolsters Ratings


T R I N I D A D   &   T O B A G O

CARIB BREWERY: Union Talks Disintegrate
WASA: Releases Bond Auction Results


V E N E Z U E L A

PDVSA: 2003 Net Profits Up 5% at $2.72B
PDVSA: CITGO Initiates Cash Tender Offer for 7 7/8% Sr Notes
PDVSA: Signs Accord with Lukoil to Research Junin-3 Block



      - - - - - - - - -


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

ARO ARGENTINA: Court Orders Bankruptcy Process
----------------------------------------------
Aro Argentina S.A. enters bankruptcy protection after Buenos
Aires' civil and commercial court ordered the Company's
liquidation. The order effectively transfers control of the
Company's assets to a court-appointed trustee who will supervise
the liquidation proceedings.

Infobae reports that the court selected Mr. Gonzalo Daniel Cueva
as trustee. Mr. Cueva will be verifying creditors' proofs of
claim until the end of the verification phase on Dec. 6, 2005.

Argentine bankruptcy law requires the trustee to provide the
court with individual reports on the forwarded claims and a
general report containing an audit of the Company's accounting
and business records. The dates for the submission of the said
reports are yet to be disclosed.

CONTACT: Mr. Gonzalo Daniel Cueva, Trustee
         Terrero 1752
         Buenos Aires


ALPARGATAS: Inks Deal With Nike
-------------------------------
Argentine textiles manufacturer Alpargatas has signed a deal
with Nike, under which it will manufacture shoes for the North
American footwear company, Dow Jones Newswires reports, citing a
filing with the local bourse.

In the filing, the Company said it will begin making the Nike
shoes in its plants in Catamarca and Tucuman province.
Alpargatas didn't provide further details of the deal.

Alpargatas, a maker of top-selling line of athletic footwear in
Argentina, also produces shoes for Adidas-Salomon AG.


CABANA DE REPRODUCTORES: Bankruptcy Converted to Reorganization
---------------------------------------------------------------
Cabana de Reproductores S.A. will proceed with reorganization
after a Buenos Aires Court converted the Company's ongoing
bankruptcy case into a "concurso preventivo", states Infobae.

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

Ms. Elsa Taborcias, the court-appointed trustee, will verify
creditors' proofs of claims until Feb. 28, 2006. Creditors with
unverified claims cannot participate in the Company's settlement
plan.

The verified claims will serve as basis for the individual
reports, which will be submitted on April 11, 2006.

CONTACT: Ms. Elsa Taborcias, Trustee
         Carlos Pellegrini 1063
         Buenos Aires
           

COMERCIAL MENDOZA: Claims Verification Deadline Fixed
-----------------------------------------------------
The validation of creditors' claims for the Comercial Mendoza
S.A. insolvency case is set to end on Nov. 29, 2005, states
Infobae. Mr. Atilio Ruben Mossi, the court-appointed trustee
tasked with examining the claims, will submit the validation
results as individual reports on Feb. 9, 2006. He will also
present a general report in court on March 27, 2006.

Infobae relates that on Aug. 9 next year, the Company's
creditors will vote on the settlement proposal prepared by the
Company.

CONTACT: Mr. Atilio Ruben Mossi, Trustee
         Montevideo 527
         Buenos Aires


ITAU BUEN AYRE: Moody's Upgrades Global Local-Currency Rating
-------------------------------------------------------------
Moody's Investors Service upgraded Banco Itau Buen Ayre S.A.'s
long-term global local-currency deposit rating to Ba3 from B1,
following the upgrade of the foreign-currency rating of the
parent bank, Banco Itau of Brazil. This rating, which carries a
positive outlook, reflects the ownership and support of the
parent bank as well as Itau Buen Ayre's financial strength.
Moody's also affirmed the national scale rating for local-
currency deposits of Aa2.ar and changed the outlook of this
rating to positive from stable, in line with the positive
outlook on the global local-currency deposit rating.

Banco Itau Buen Ayre S.A., based in Buenos Aires, Argentina, is
a wholly owned subsidiary of Banco Itau S.A. of Brazil. As of
June 30, 2005, Itau Buen Ayre was Argentina's 15th largest
private bank in terms of deposits. It is primarily a wholesale
bank serving Brazilian corporates and individuals as well as
selected Argentine and multinational firms.

The following ratings were affected:

- Long- Term Global Local-Currency Deposits: Ba3 -- Positive
Outlook

- National Scale Rating for Local-Currency Deposits: Aa2.ar --
Positive Outlook


SECURITAS S.R.L.: Seeks Court Authorization to Reorganize
---------------------------------------------------------
Securitas S.R.L., a company operating in Buenos Aires, has filed
for bankruptcy after failing to pay its liabilities since July
5. The case is pending before the city's civil and commercial
Court No. 1. Clerk No. 2 assists on this case.

CONTACT: Securitas S.R.L.
         Esmeralda 625
         Buenos Aires


VINTAGE PETROLEUM: Occidental Petroleum to Buy Company for $3.8B
----------------------------------------------------------------
Vintage Petroleum, Inc. (NYSE:VPI) announced Thursday that it
has entered into a merger agreement to be acquired by Occidental
Petroleum Corporation (NYSE:OXY) for $20.00 cash per Vintage
share, plus 0.42 of an Occidental share for each Vintage share.
The total purchase consideration for Vintage's approximately
68.3 million shares on a fully diluted basis, including debt
assumption net of cash, is approximately $3.8 billion.

"Vintage's mix of domestic and international assets is
complementary to Occidental's existing portfolio of domestic and
international opportunities and enhances the competitive ability
of the combined company," said Charles C. Stephenson Jr.,
chairman and CEO. "In addition, the structure of this
transaction allows Vintage shareholders to realize immediate and
potentially continuing value through the blend of cash and
stock," added Mr. Stephenson.

The transaction is expected to close in the first quarter of
2006, subject to approval by Vintage's shareholders, regulatory
approvals and satisfaction of other customary conditions
precedent to completion.

Credit Suisse First Boston LLC and Lehman Brothers Inc. were
financial advisors and provided fairness opinions to Vintage's
board of directors.

            Additional Information and Where to Find it

Vintage will file a proxy statement, Oxy will file a Form S-4
and both companies will file other relevant documents concerning
the proposed merger transaction with the Securities and Exchange
Commission (SEC). Investors are urged to read the proxy
statement and Form S-4 when they become available and any other
relevant documents filed with the SEC because they will contain
important information. You will be able to obtain the documents
free of charge at the website maintained by the SEC at
www.sec.gov. In addition, you may obtain documents filed with
the SEC by Vintage free of charge by contacting William C.
Barnes, Executive Vice President and Corporate Secretary,
Vintage Petroleum, Inc., at 110 West Seventh Street, Tulsa,
Oklahoma 74119.

              Participants in Solicitation

Vintage, Oxy and their respective directors and executive
officers may be deemed to be participants in the solicitation of
proxies from Vintage shareholders in connection with the merger.
Information about the directors and executive officers of
Vintage and their ownership of Vintage stock is set forth in the
proxy statement for Vintage 2005 Annual Meeting of Shareholders.
Information about the directors and executive officers of Oxy
and their ownership of Oxy stock is set forth in the proxy
statement for Oxy 2005 Annual Meeting of Shareholders. Investors
may obtain additional information regarding the interests of
such participants by reading the proxy statement and Form S-4
for the merger when they become available.

Investors should read the proxy statement and Form S-4 carefully
when they become available before making any voting or
investment decisions.

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

FOSTER WHEELER: New Equity-for-Debt Exchange Initiated
------------------------------------------------------
Foster Wheeler Ltd. (Nasdaq:FWLT) has commenced its previously
announced exchange offer and related consent solicitation for up
to $150 million of the $261.5 million outstanding principal
amount of its 10.359% Senior Secured Notes due 2011, Series A.
The exchange offer will expire at 5:00 p.m., New York City time,
on November 10, 2005 and the related consent solicitation will
expire at 5:00 p.m., New York City time, on October 27, 2005. In
connection with the exchange offer and consent solicitation,
Foster Wheeler has entered into a lock-up agreement with certain
holders of Senior Notes holding approximately $133.5 million, or
51.1%, of the outstanding principal amount of the Senior Notes.
This agreement requires such holders to tender their Senior
Notes and deliver their consent to the indenture amendments
within 10 business days after the date hereof.

Under the terms of the offer, each tendering holder will receive
40.179 of Foster Wheeler's common shares for each $1,000 of
aggregate principal amount of Senior Notes, including accrued
and unpaid interest thereon, accepted by Foster Wheeler. The
Senior Notes are currently callable at a price of approximately
113.1% of each $1,000 of aggregate principal amount, plus
accrued and unpaid interest.

Concurrently with the exchange offer, Foster Wheeler is
soliciting consents from holders of the outstanding Senior Notes
to proposed amendments to the indenture under which the
outstanding Senior Notes were issued. The amendments would
eliminate the restrictive covenants contained in the Senior Note
indenture but would not affect the security pledged to the
Senior Notes or the guarantees. Under the terms of the consent
solicitation, holders are being offered a consent fee of $10 for
each $1,000 of aggregate principal amount of Senior Notes. The
minimum consent requirement will be satisfied upon the delivery
of consents by the holders participating in the lock-up
agreement.

In the event that Foster Wheeler receives tenders in excess of
$150 million, Foster Wheeler will exchange (i) first, all Senior
Notes tendered by holders that have signed the lock-up agreement
and (ii) second, Senior Notes tendered by other holders pro-rata
up to the $150 million limit. The consent fee will be paid on
all Senior Notes tendered on, or prior to, the tenth business
day whether or not such Senior Notes are accepted for exchange.

Foster Wheeler expects to have two settlement dates for the
delivery of the common shares. The first will be for those
holders with whom Foster Wheeler has entered into the lock-up
agreement and shall be a date promptly following October 27,
2005. The second will be for non-locked-up holders and shall be
a date promptly following November 10, 2005. In each instance,
Foster Wheeler expects the settlement date to be the fourth
business day immediately following such closing. The Company
expects to pay consent fees, if applicable, on the second
settlement date.

The exchange will result in an improvement in the Company's
consolidated net worth, after taking into account a possible,
primarily non-cash, accounting charge related to the exchange,
by an amount approximately equal to the principal amount of the
Senior Notes exchanged. The amount of the potential charge is
dependent upon the principal amount of Senior Notes tendered,
the principal amount of Senior Notes for which consents are
received and the market value of Foster Wheeler's common shares
exchanged at the time of closing of the offer. The charge
reflects primarily the difference between the fair market value
of the common shares to be issued and the book value of the debt
exchanged. The actual charge will be determined at the closing
date and will be recorded in the fourth quarter of 2005.

This exchange is being conducted pursuant to Section 3(a)(9) of
the Securities Act of 1933. Section 3(a)(9) applies to an
issuer's exchange of a security with its existing security
holders where no commission or other remuneration is paid for
soliciting such exchange.

A copy of the Offer to Exchange and other documents relating to
this exchange offer may be obtained from Morrow & Co., Inc., the
Information Agent for this exchange offer. Morrow's telephone
number for bankers and brokers is 800-654-2468 and for all other
security holders is 800-607-0088. Contact the Information Agent
with any questions on the exchange offer.

Individuals holding their securities through brokers are urged
to contact their brokers to receive a copy of the Offer to
Exchange and other documents related to the exchange offer.

The foregoing reference to the exchange offer and any other
related transactions shall not constitute an offer to buy or
exchange securities or constitute the solicitation of an offer
to sell or exchange any securities in Foster Wheeler Ltd. or any
of its subsidiaries.

Foster Wheeler Ltd. is a global company offering, through its
subsidiaries, a broad range of design, engineering,
construction, manufacturing, project development and management,
research and plant operation services. Foster Wheeler serves the
refining, upstream oil and gas, LNG and gas-to-liquids,
petrochemicals, chemicals, power, pharmaceuticals, biotechnology
and healthcare industries. The corporation is based in Hamilton,
Bermuda, and its operational headquarters are in Clinton, New
Jersey, USA.

CONTACT: Foster Wheeler Ltd.
         Media
         Maureen Bingert
         Phone: 908-730-4444
         E-mail: maureen_bingert@fwc.com
                   or
         Investor Relations
         John Doyle
         Phone: 908-730-4270
         E-mail: john_doyle@fwc.com
                   or
         Other Inquiries
         Phone: 908-730-4000
         E-mail: fw@fwc.com

         URL: http://www.fwc.com



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

ALCOA ALUMINIO: Fitch Upgrades Outlook on LTFC Rating
-----------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB+' long-
term foreign currency rating Alcoa Aluminio S.A. to Positive
from Stable. The action follows the recent change in the Rating
Outlook to Positive from Stable of the 'BB-' foreign currency
rating of the Federative Republic of Brazil. The Brazilian
corporate foreign currency ratings continue to be linked to the
'BB-' foreign currency rating of the sovereign.

Alcoa Aluminio is the second-largest privately owned, integrated
aluminum producer in Latin America. The company produces
alumina, primary aluminum and related industrial chemicals;
fabricated aluminum products; and packaging products.


AMBEV: Moody's Raises Foreign Currency Issuer Rating
----------------------------------------------------
Moody's raised the foreign currency issuer rating of Companhia
de Bebidas das Americas (AmBev) to Ba3 from B1 following the
upgrade of Brazil's sovereign rating. The outlook is positive.
The global local currency rating was affirmed at Baa3 with a
stable outlook. The upgrade is based on the upgrade of Brazil's
ratings since the foreign currency issuer rating is constrained
by the sovereign ceiling.

Companhia de Bebidas das Americas (AmBev's) Baa3 global local
currency issuer rating is based on the company's valuable and
profitable beer and soft beverage franchise in its core market
of Brazil, and its strong and growing presence in many other
markets in the Americas. In August 2004, the company established
a business combination with Interbrew (now InBev) to form the
largest beer company by volume globally. The benefits of having
InBev as a shareholder include the opportunity for sharing of
best practices and the chance to offer each others' products in
new markets. In addition, AmBev gained control of Labatt in
Canada, and assumed CA$1.3 billion of debt. Moody's does not
rate debt at Labatt. The ownership of Labbatt provides AmBev
with earnings diversification and strong hard currency cash
flow. The Ba3 foreign currency issuer rating of AmBev is capped
at Moody's sovereign ceiling for Brazil.

AmBev has been aggressively growing its business in Latin
America through the acquisition of a minority stake in Quinsa
(now up to 58.7%), the largest brewer in the Southern Cone
Region, and entries into other markets through joint-ventures,
acquisition of Pepsi bottlers or greenfield operations in Peru,
Ecuador, Venezuela, Guatemala and the Dominican Republic. While
most of the expansion to date has involved very modest
investments, the company's rapidly expanding global reach
presents new challenges to AmBev's execution of growth plans and
management of such a widespread geographic area. AmBev's
ownership of Labbatt in Canada provides earnings diversification
and solid stable cash flow, although growth rates are likely to
be significantly lower than those in many of AmBev's other
markets, and the challenges of managing the North American
business may be different from the ones the company has
encountered before. Moody's will be focused on monitoring
AmBev's progression in its new markets and understanding how it
will manage risk across its wider platform of operations.

AmBev has very solid franchises in its largest markets and
strong financial metrics for its rating category. The rating is
tempered by the company's presence in mostly emerging markets
(about 70% of total revenues and cash flows). The company
returns cash to shareholders in the form of interest on capital,
dividends and share repurchases. While its shareholder return
policies are considered aggressive, management is committed to
maintain a very conservative consolidated net debt to EBITDA
ratio of approximately 1.3 times.

With the merger of CBB, the company's Brazilian operations into
AmBev, the company improved the strength of its financial
structure. Previously all of AmBev's debt was at operating
subsidiaries, and the lack of upstream and downstream guarantees
between AmBev and its subsidiaries created structural
subordination for the holding company. There is still a
significant proportion of total debt (over 33%) in Canada, which
does not provide upstream guarantees, but Moody's has not
notched AmBev's rating down due to the fact that AmBev now
enjoys direct access to the healthy Brazilian cash flows. In
addition, AmBev's total leverage is very low, and Canada
generates significant excess cash even after debt service
mitigating our usual concerns about structural subordination.

AmBev's market share has rebounded to over 68% and its margins
have benefited from ongoing cost initiatives and the effect of
improved volumes. Like other beverage companies, AmBev continues
to face the challenge of offsetting rising costs and tough
competition particularly as it enters new markets with
entrenched dominant players.

The stable outlook on the Baa3 global local issuer rating
reflects Moody's opinion that the very strong financial metrics
of the company and its solid franchises are balanced by the
risks of operating in predominantly emerging markets and its
ongoing growth initiatives. The stable outlook assumes that the
company will continue to manage its leverage within its
announced parameters (net debt to EBITDA of 1.3 times) and that
it would reduce shareholder returns to fund any acquisition
activity, or in the event of significant deterioration in any of
its businesses. The foreign currency issuer rating is being
raised to Ba3 with a positive outlook following the upgrade in
Brazil's rating to Ba3, also with a positive outlook.

Upward rating momentum for the Baa3 global local rating could
result as AmBev demonstrates that it can successfully manage and
integrate its growing geographic network and avoid volatility in
its results even given its emerging market focus. In addition,
total debt to EBITDA sustained below 1.2 times, and free cash
flow to debt in the mid to high 20% range, would support
consideration for an upgrade. The foreign currency issuer rating
would be raised if Brazil's rating were raised.

An increase in leverage, or implementation of a debt structure
that puts existing bondholders at a disadvantage through greater
structural subordination or holding company level debt, could
have a negative impact on the global local currency rating, as
could deterioration in operating performance. Debt to EBITDA
exceeding 2.0 times or free cash flow to debt that was sustained
below 15% could result in a downgrade. The foreign currency
issuer rating would only be lowered in the event that Brazil's
sovereign rating were to be downgraded.

AmBev is based in Sao Paulo Brazil and is the largest brewer in
Latin America.


AMBEV: Fitch Ups Outlook on LTFC Rating to Positive
---------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB+' long-
term foreign currency rating of Companhia de Bebidas das
Americas S.A. (Ambev) to Positive from Stable. The action
follows the recent change in the Rating Outlook to Positive from
Stable of the 'BB-' foreign currency rating of the Federative
Republic of Brazil. The Brazilian corporate foreign currency
ratings continue to be linked to the 'BB-' foreign currency
rating of the sovereign. AmBev, based in Sao Paulo, Brazil, is
the largest brewer in Latin America.


ARACRUZ CELULOSE: Outlook on LTFC Rating Changed to Positive
------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Aracruz Celulose S.A. to
Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

Aracruz is the world's leading producer of bleached eucalyptus
Kraft pulp (BEKP), accounting for some 31% of the global supply,
or some 2.5 million tons per year.


BANCO INDUSVAL: S&P Affirms Counterparty Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B/B'
counterparty credit rating on Banco Indusval S.A. (Indusval).
The outlook is stable.

The ratings assigned to Indusval reflect the intrinsic risks of
a small bank operating in Brazil, particularly regarding funding
stability and diversification; and in the medium- to long-term,
the higher competition in the middle-market segment, which could
put pressure on its profitability given the reduction in
spreads. These credit risk factors are partially offset by
Indusval's strategy as a niche bank in the middle-market
segment, relying on the agility of its decision process and good
knowledge of its business; its good track record regarding
credit quality, which is supported by the bank's expertise in
the use of receivables as collateral; and the bank's strong
liquidity.

"One of the main challenges for Indusval is the search and
maintenance of a steady and diversified funding base to support
its growth," said Standard & Poor's credit analyst Tamara
Berenholc. Nevertheless, the sale of its consumer finance
operation in September 2004 reinforced the bank's liquidity
(liquid assets corresponded to 48% of the bank's total deposit
base in June 2005) and improved capitalization (asset-weighted
risk ratio of 34% in the same period), even though time deposits
decreased almost 20% in fourth-quarter 2004.

After the sale of its consumer finance operations, Indusval
focused strictly on loans backed by receivables. The bank's
strategy is to concentrate on these operations and increase loan
volume. While some deterioration of the Brazilian economy could
increase its credit risk given the profile of the portfolio
(small and midsize companies), Indusval's ability to reduce its
credit portfolio (as the duration of its portfolio is short) and
the strong guarantees on the new credits lead us to believe that
the bank will grow its portfolio and still maintain credit
quality.

The stable outlook on both local currency and foreign currency
ratings incorporates our expectation that the bank will be able
to sustain its funding base and maintain a good liquidity ratio
(liquid assets-to-total deposits ratio should reduce but we
expect it to be maintained at the 20% level). Indusval is also
expected to maintain its asset quality indicators (nonperforming
loans) below 3% and its good profitability.

The stable outlook could be changed to negative or ratings could
be lowered if there is a significant deterioration in Indusval's
asset quality ratios (vis-a-vis its current levels), or if its
liquidity and funding is pressured.

On the other hand, the outlook could be changed to positive or
ratings could be raised if the bank is successful in increasing
its market position in its niche segment, while growing its
funding base to support the expansion of its credit portfolio
with no detriment of its asset quality indicators. We would also
expect profitability ratios to improve as a result of a large
scale and replacement of part of its liquid assets by credit
operations, but with liquidity levels maintained at 25%-30%.

Primary Credit Analyst: Tamara Berenholc, Sao Paulo (55) 11-
5501-8950; tamara_berenholc@standardandpoors.com

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


BAVARIA: SABMiller Completes $7.8B Takeover
-------------------------------------------
London-based SABMiller plc announced Wednesday the completion of
a US$7.8-billion merger through which it has acquired a
controlling interest in Bavaria S.A., the second largest brewer
in South America. The 225 million ordinary shares in SABMiller
issued to the Santo Domingo Group in consideration for the
merger and the 167,411,024 ordinary shares arising on the
conversion of the remaining convertible low voting participating
shares held by Altria Group, Inc. have been admitted Wednesday
to the Official List of the Financial Services Authority and to
trading on the London Stock Exchange's market for listed
securities, and have been admitted to listing on the JSE
Limited.

"We are delighted that Bavaria is now part of the SABMiller
group. This transaction reaffirms SABMiller's superior growth
profile within the brewing industry and we look forward to
working with our new partners and colleagues," Graham Mackay,
Chief Executive of SABMiller, said Wednesday.

The Bavaria takeover will make SABMiller the world's second-
largest brewer by volume after Belgium's InBev, pushing it up
one place to be ahead of U.S.-based Anheuser-Busch Cos. Inc..


BEC: Central Bank Reinitiates Privatization Delay
-------------------------------------------------
The Brazilian Central Bank has once again suspended the
privatization of state-owned bank Banco do Estado do Ceara
(BEC). BEC was scheduled to go on the auction block later
Thursday at the Sao Paulo Stock Exchange. However, the Central
Bank suspended the operation in order to evaluate effects of a
Brazilian Supreme Court ruling Wednesday.

The court upheld a lower court ruling that the buyer of BEC will
not be entitled to maintain the bank's traditional monopoly over
state government accounts, including state employee salary
accounts.

This is the second time that the Central Bank has suspended the
privatization process. On September 14, the privatization was
suspended because of the original lower court decision ending
the bank's traditional monopoly.

Local press suggested that the Central Bank will analyze the new
rulings before deciding on a new auction date.

Brazil's three largest private banks, Bradesco (NYSE: BBD), Itau
(NYSE: ITU), and Unibanco (NYSE: UBB), along with GE Consumer
Finance had pre-qualified to bid for BEC.

The minimum price for BEC had been set at BRL542 million
(US$240mn). Brazil's federal government owns 99% of BEC, and the
bank's employees will have a chance to buy 10% of the government
shares at a discount.

BEC operates 70 branches and has 278,000 clients. The
institution administers assets of about BRL1.6 billion and
posted a profit of BRL65.8 million in 2004, according to the
latest financial figures provided by the bank.


BRASKEM: Fitch Revises Outlook on `BB-' LTFC Rating to Positive
---------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Braskem S.A. and Braskem
International Ltd. to Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

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


CEMIG: Presents Binding Proposal to Banco Santander
---------------------------------------------------
CEMIG (Cia. Energetica de Minas Gerais) and WHITE MARTINS Gases
Industriais Ltda. announce that on October 3, 2005, in an
association in which Cemig holds 49% and White Martins 51%, they
presented a binding proposal to Banco Santander S.A. for
acquisition of 100% of the shares of Gas Brasiliano
Distribuidora S.A. ("GBD") owned by ENI International B.V. (80%)
and Italgas - Societa Italiana per il Gas Per Azioni (20%).

GBD holds the concession for piped distribution of gas in the
Northwestern region of the state of Sao Paulo, Brazil, an area
of 142,000 km2 (57% of the total area of the state), serving 375
municipalities. The area is contiguous to the concession area of
Gasmig where White Martins is strongly active. GBD's sales in
2004 averaged 196,000 m3/day, to 1,331 consumers, 93% of these
consumers being industrial. The area has potential for 1.5
million m3/day. Piped gas distribution service in this area is
regulated by the Public Energy Services Committee of the State
of Sao Paulo (CSPE). For Cemig and White Martins the
acquisition, if completed, would represent creation of value for
its stockholders through achievement of operational and
commercial synergies and a better positioning in the emerging
Brazilian natural gas sector.

CONTACT: Companhia Energetica De Minas Gerais - CEMIG
         Investor Relations:
         Phone: 31 3299-3930
                31 3299-4015
         URL: www.cemig.com.br
         E-Mail: ri@cemig.com.br
         Fax: 31 3299-3934
              31 3299-3933


COMPANHIA PETROLIFERA: Fitch Ups Ratings Outlook to Positive
------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Companhia Petrolifera Marlim to
Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.


CSN: Fitch Changes Outlook of LTFC Rating to Pos. from Stable
-------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Companhia Siderurgica Nacional
S.A. (CSN) to Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

With annual production capacity of 5.6 million tons of crude
steel, CSN ranks as one of the largest steel producers in Latin
America. The company's fully integrated steel operations,
located in the State of Rio de Janeiro in Brazil, produce steel
slabs and hot- and cold-rolled coils and sheets for the
automobile, construction, and appliance industries, among
others. CSN also holds leading market shares in the galvanized
and tin-mill products segments.


CST: Rating Improves to Positive from Stable
--------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB' long-
term foreign currency rating of Companhia Siderurgica de
Turbarao S.A. (CST) and CST Overseas to Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

CST is a world leader in the semi-finished steel market.


CVRD: Fitch Sees Outlook Improving
----------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB' long-
term foreign currency rating of Companhia Vale do Rio Doce
(CVRD) to Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

Companhia Vale do Rio Doce (CVRD) is the largest diversified
mining company in the Americas and the fourth largest company in
the global metals & mining industry, with a market
capitalization of approximately US$ 39 billion. CVRD shares are
traded on the New York Stock Exchange - NYSE (RIO and RIOPR), on
the BOVESPA (Vale3 and Vale5) and on Latibex (XVALP and XVALO).


GERDAU: Fitch Changes Outlook on `BB-' LTFC Rating
--------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Gerdau S.A. and Gerdau Acominas
S.A. to Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

Headquartered in Porto Alegre, Brazil, Gerdau is a holding
company for the group's steel production facilities in North and
South America. The Gerdau companies operate mini-mill and
integrated-steel facilities in Brazil, Argentina, Canada, Chile,
the United States and Uruguay and have a crude steel production
capacity of 16.4 million tons.


MRS LOGISTICA: Fitch Revises Outlook on LTFC Rating to Positive
---------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of MRS Logistica S.A. (MRS) to
Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

MRS Logistica operates 1,687 km of rails, which facilitate the
process of transport and distribution of cargoes in a region
that concentrates about 65% of national GDP and where the
Brazilian leading industrial complexes are installed. Through
MRS railway network is possible to reach the ports of Sepetiba,
in Rio de Janeiro, and Santos, in Sao Paulo.  


PETROBRAS: Fitch Changes LTFC Rating Outlook to Pos. from Stable
----------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Petroleo Brasileiro S.A.
(Petrobras) to Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

Petrobras is South America's largest oil producer.


PLASTIPAK HOLDINGS: Starts Cash Tender Offer for Sr Nts Due 2011
----------------------------------------------------------------
Plastipak Holdings, Inc. announced Wednesday that it has
commenced a cash tender offer and consent solicitation for its
$325 million of outstanding 10.75% Senior Notes due 2011 (CUSIP
No. 727610AB3) (the "Notes"). The terms and conditions of the
tender offer and consent solicitation are set forth in
Plastipak's offer to purchase and consent solicitation
statement, dated October 12, 2005 (the "offer to purchase"), and
the related letter of transmittal and consent.

The total consideration per $1,000 principal amount of Notes
validly tendered and not withdrawn prior to 5:00 p.m., New York
City time, on October 25, 2005 (the "consent payment deadline")
will be based on the present value on the initial payment date
(as defined in the offer to purchase) of $1,053.75 (the
redemption price for the Notes on September 1, 2006, which is
the earliest redemption date for the Notes) and accrued interest
from the redemption date to but not including the initial
payment date, determined based on a fixed spread of 50 basis
points over the yield on the price determination date (as
described below) of the 2-3/8% U.S. Treasury Note due August 31,
2006.

In connection with the tender offer, Plastipak is soliciting
consents to proposed amendments to the indenture governing the
Notes, which would eliminate substantially all of the
restrictive covenants and certain events of default in the
indenture. Plastipak is offering to make a consent payment
(which is included in the total consideration) of $30.00 per
$1,000 principal amount of Notes to holders who validly tender
their Notes and deliver their consents on or prior to the
consent payment deadline. Holders may not tender their Notes
without delivering consents and may not deliver consents without
tendering their Notes.

The tender offer is scheduled to expire at 12:00 midnight, New
York City time, on November 8, 2005, unless extended or earlier
terminated. However, holders who tender their Notes after the
consent payment deadline will receive the total consideration
minus the consent payment. Except in the limited circumstances
described in the offer to purchase, tendered Notes may not be
withdrawn and consents may not be revoked after the time
Plastipak and the trustee for the Notes execute an amendment to
the indenture governing the Notes to effect the proposed
amendments, which is expected to be on or promptly after the
consent payment deadline.

The price determination date will be 2:00 p.m., New York City
time, on the 10th business day prior to the expiration date.
Holders who validly tender their Notes prior to the consent
payment deadline will receive payment on the initial payment
date, which is expected to be on or promptly after the date on
which the conditions to the offer are satisfied or waived.

The tender offer and consent solicitation are subject to the
satisfaction or waiver of certain conditions, including (1) the
requisite consent condition, (2) execution of the supplemental
indenture condition; (3) the financing condition, (4) the credit
facility condition, and (5) other general conditions, all of
which are described in greater detail in the offer to purchase.

The complete terms and conditions of the tender offer and
consent solicitation are described in the offer to purchase,
copies of which may be obtained by contacting Global Bondholder
Services Corporation, the information agent for the offer, at
(212) 430-3774 (collect) or (866) 389-1500 (U.S. toll- free).
Banc of America Securities LLC is the exclusive dealer manager
and solicitation agent for the tender offer and consent
solicitation. Additional information concerning the tender offer
and consent solicitation may be obtained by contacting Banc of
America Securities LLC, High Yield Special Products, at (704)
388-9217 (collect) or (888) 292-0070 (U.S. toll-free).

This announcement is not an offer to purchase, a solicitation of
an offer to purchase or a solicitation of consents with respect
to any securities. The tender offer and consent solicitation are
being made solely by the offer to purchase and related letter of
transmittal and consent.

                     About Plastipak

Plastipak is a leading manufacturer of plastic packaging
containers for many of the world's largest consumer products
companies. For the fiscal year ended October 30, 2004, Plastipak
manufactured and distributed approximately 8.5 billion
containers worldwide for over 450 customers. To meet the demand
of its diverse customer base, Plastipak operates 15 plants in
the United States, Brazil and Eastern Europe. Plastipak also
provides integrated transportation and logistics services, which
the company's management believes makes it uniquely, vertically
integrated in the plastic packaging industry. Plastipak has
obtained over 155 U.S. patents for its state-of-the-art packages
and package-manufacturing processes. Additional information
about Plastipak can be found at the company's website located at
www.plastipak.com.

CONTACT: Banc of America Securities LLCR
         Toll free: +1-888-292-0700
         Collect: +1-212-847-5834


RIPASA CELULOSE: Fitch Changes Outlook on Ratings to Positive
-------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Ripasa Celulose e Papel S.A. to
Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.


SAMARCO: Fitch Revises Outlook on LTFC Rating to Positive
---------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Samarco Mineracao S.A. (Samarco)
to Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.


TELEMAR: Fitch `BB-' LTFC Rating Improves
-----------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Tele Norte Leste Participacoes
S.A. and Telemar Norte Leste S.A. to Positive from Stable. The
action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

Tele Norte Leste (TNL) is one of three regional fixed-line phone
companies created in the 1998 breakup of former monopoly
Telebras. In 2001, the holding company combined its 16 wireline
operating subsidiaries into one unit, which was renamed Telemar
Norte Leste and now provides local access, intraregional and
international long-distance, and data transmission over 15
million lines in eastern and northern Brazil, from Rio de
Janeiro to the Amazon. It also offers wireless phone service to
about 8 million subscribers through the "Oi" brand (Portuguese
for "hello").


VARIG: Restructuring Meeing Yields Poor Results
-----------------------------------------------
Creditors of Viacao Aerea Riograndense SA (Varig) held a meeting
Thursday intending to evaluate restructuring plans for the
ailing Brazilian airline, reports Dow Jones Newswires. The
meeting, however, failed to accomplish what it had set out to
achieve as parties got into heated discussions, with arguments
among workers and threats to imprison Varig's board of
directors. As a result, creditors decided to postpone evaluation
of the plans to Oct. 19.

In September, Varig presented a sketchy business plan to a Rio
de Janeiro bankruptcy judge designed to reorganize the Company
and attract new investors.

The plan includes the sale of the logistics unit VarigLog to
U.S. group Matlin Patterson for US$38 million in cash plus US$65
million to be paid from VarigLog receipts later.

But reports have it that the Rubem Berta Foundation, Varig's
controlling shareholder, presented another proposal earlier
Thursday to sell the airline's logistics and maintenance units,
as well as its mileage program for US$500 million.

The funds from the sale of the units are supposed to go into an
improvement of maintenance and the operational capacity of
Varig.

The foundation's proposal collides with a plan by Varig's board,
which, as a prerequisite for further restructuring, proposed to
sell off Varig's logistics unit now, and not in a package with
the other two units the foundation proposed to sell.


VOTORANTIM PARTICIPACOES: Fitch Changes Rating Outlook to Pos.
--------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook of the `BB-' long-
term foreign currency rating of Votorantim Participacoes S.A.
(VPAR) to Positive from Stable.

The action follows the recent change in the Rating Outlook to
Positive from Stable of the 'BB-' foreign currency rating of the
Federative Republic of Brazil. The Brazilian corporate foreign
currency ratings continue to be linked to the 'BB-' foreign
currency rating of the sovereign.

Votorantim Participacoes S/A is the holding of the Group and
controls three business areas: Votorantim Industrial, Votorantim
New Business and Votorantim Finance, each of them containing one
or more business units, as shown in About Our Businesses.



===========================
C A Y M A N   I S L A N D S
===========================

CONTINUITY ASIAN: Shareholders to Hold Final Meeting Nov. 7
-----------------------------------------------------------
      CONTINUITY ASIAN TECHNOLOGY FUND LTD.
           (In Voluntary Liquidation)
         The Companies Law (Revised)

Pursuant to section 145 of the Companies Law (Revised), the
final meeting of the shareholders of this company will be held
at the registered office of the company, on 7th November 2005,
at 10:00am.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and giving account thereof;

2. To authorize the liquidator to retain the records of the
company for a period of six years from the dissolution of the
company, after which they may be destroyed.

Proxies: Any person who is entitled to attend and vote at this
meeting may appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT:  Q&H NOMINEES LTD., Voluntary Liquidator
          For enquiries: Greg Link
          Telephone: 949 4123
          Facsimile: 949 4647
          P O Box 1348, George Town, Grand Cayman


LAND & IDEA: To Present Account of Wind Up Process to Members
-------------------------------------------------------------
                          LAND & IDEA LTD.
                     (In Voluntary Liquidation)
                  The Companies Law (2004 Revision)
                             Section 145

NOTICE is hereby given pursuant to section 145 of the Companies
Law that the final general meeting of the Company will be held
at the offices of Maples Finance Limited, Queensgate House,
George Town, Grand Cayman, Cayman Islands, on November 3, 2005,
for the purpose of presenting to the members an account of the
winding up of the Company and giving any explanation thereof.

CONTACT: Mr. Johann Le Roux, Joint Voluntary Liquidators
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands.


MADA LIMITED: Shareholder Voluntarily Winds Up Company
------------------------------------------------------
             MADA LIMITED
       (In Voluntary Liquidation)
    The Companies Law (2004 Revision)

TAKE NOTICE THAT the following Special Resolution was passed by
the Shareholder of the above-mentioned Company at an
Extraordinary General Meeting held on the 15th day of July
2005.

"That the Company be voluntarily wound up and that CDL Company
Ltd. be appointed Liquidator for the purposes of such winding-
up."

Creditors of the above-named Company, which is being wound up
voluntarily, are required on or before 24th October 2005 to send
in their names and addresses and particulars of their debts or
claims and the names and addresses of their attorneys-at- law
(if any) to the undersigned, the liquidator of the said company,
and if so required by notice in writing from the said
liquidator, either by their attorneys-at-law or personally, to
come in and prove the said debts or claims at such time and
place as shall be specified in such notice or, in default
thereof, they will be excluded from the benefit of any
distribution made before such debts are proved.

CONTACT:  CDL Company Ltd.
          P.O. Box 31106SMB, Grand Cayman


MAINE INVESTMENT: Liquidation Informational Meeting Set
-------------------------------------------------------
                    MAINE INVESTMENT LIMITED
                   (In Voluntary Liquidation)
                The Companies Law (2004 Revision)
                           Section 145

NOTICE is hereby given pursuant to section 145 of the Companies
Law that the final general meeting of the Company will be held
at the offices of Maples Finance Limited, Queensgate House,
George Town, Grand Cayman, Cayman Islands, on November 3, 2005,
for the purpose of presenting to the members an account of the
winding up of the Company and giving any explanation thereof.

CONTACT: Ms. Maxine Rawlins, Joint Voluntary Liquidator
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands.


MAJESTY ASSET: Final General Meeting Set for Nov. 3
---------------------------------------------------
                 MAJESTY ASSET FUNDING CORPORATION
                     (In Voluntary Liquidation)
                 The Companies Law (2004 Revision)
                            Section 145

NOTICE is hereby given pursuant to section 145 of the Companies
Law that the final general meeting of the Company will be held
at the offices of The Royal Bank of Canada, Royal Bank House, 24
Shedden Road, George Town, Grand Cayman, Cayman Islands, on
November 3, 2005, for the purpose of presenting to the members
an account of the winding up of the Company and giving any
explanation thereof.

CONTACT: Messrs. Johann Le Roux and Jonathan Roney
         Joint Voluntary Liquidators
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands


MONTPELLIER VALUE: Issues Voluntary Wind-Up Notice
--------------------------------------------------
        MONTPELLIER VALUE ASSETS LTD.
         (In Voluntary Liquidation)
    The Companies Law (2004 Revision)

The following resolutions were passed by the Shareholder of the
abovementioned Company by way of resolutions in writing signed
by the Shareholder of the Company on 30th June 2005:

"That the Company be wound up voluntarily"

"That Q&H Nominees Ltd., Third Floor, Harbour Centre, P.O. Box
1348 GT, Grand Cayman, Cayman Islands, be and is hereby
appointed as Liquidator of the Company."

Creditors of the Company are required on or before 3rd November
2005 to send in their names and addresses and the particulars of
their debts or claims and the names and addresses of their
attorneys-at-law (if any) to the attorneys-at-law for the
Liquidator of the said Company as set out below, and if so
required by notice in writing from the said Liquidator either by
their attorneys-at-law or personally to come in and prove the
said debts or claims at such time and place as shall be
specified in such notice, or in default thereof they will be
excluded from the benefit of any distribution made before such
debts are proved.

CONTACT:  Q & H NOMINEES LTD., Voluntary Liquidator
          QUIN & HAMPSON, Attorneys-at-law for the
          Voluntary Liquidator
          Q & H Nominees Ltd.
          Contact for enquiries: Quin & Hampson (Ref: JAF)
          Telephone: (+1) 345 949 4123
          Facsimile: (+1) 345 949 4647
          c/o P.O. Box 1348GT, Grand Cayman
          Cayman Islands


POWERUP CORPORATION: Appoints Johann Le Roux as Liquidator
----------------------------------------------------------
                        POWERUP CORPORATION
                    (In Voluntary Liquidation)
                 The Companies Law (2004 Revision)
                            Section 145

NOTICE is hereby given pursuant to section 145 of the Companies
Law that the final general meeting of the Company will be held
at the offices of Maples Finance Limited, Queensgate House,
George Town, Grand Cayman, Cayman Islands, on November 3, 2005,
for the purpose of presenting to the members an account of the
winding up of the Company and giving any explanation thereof.

CONTACT: Mr. Johann Le Roux, Joint Voluntary Liquidator
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands.


ROYAL TRUST: Winding-Up Process Details Due Oct. 28
---------------------------------------------------
       ROYAL TRUST (BERMUDA) LIMITED
             (The "Company")
        (In Voluntary Liquidation)
    The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the extraordinary final meeting of the Shareholder of the
Company will be held at the offices of Royal Bank of Canada
Trust Company (Cayman) Limited, P.O. Box 1586 GT, George Town,
Grand Cayman, Cayman Islands, on 28th October 2005, for the
purpose of presenting to the members an account of the winding-
up of the Company and giving any explanation thereof.

CONTACT:  SIMON GARNETT and CANDACE L. EBANKS
          Joint Voluntary Liquidators
          P.O. Box 1586 GT, George Town
          Grand Cayman


SD PROPERTIES: To Hold Final General Meeting Nov. 3
---------------------------------------------------
                  SD PROPERTIES HOLDINGS LIMITED
                    (In Voluntary Liquidation)
                 The Companies Law (2004 Revision)
                           Section 145

NOTICE is hereby given pursuant to section 145 of the Companies
Law that the final general meeting of the Company will be held
at the offices of Maples Finance Limited, Queensgate House,
George Town, Grand Cayman, Cayman Islands, on November 3, 2005,
for the purpose of presenting to the members an account of the
winding up of the Company and giving any explanation thereof.

CONTACT: Messrs. Johann Le Roux and Jon Roney
         Joint Voluntary Liquidators
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands.


TAIL WIDE: Shareholders Decide on Voluntary Liquidation
-------------------------------------------------------
      TAIL WIDE INVESTMENT LIMITED
       (In Voluntary Liquidation)
   The Companies Law (2004 revision)
              Section 135

TAKE NOTICE that the following special resolution was passed by
the shareholder(s) of the abovementioned Company at an
extraordinary general meeting of the shareholder(s) held on 20th
September 2005:

THAT the Company be placed into voluntary liquidation forthwith.

THAT Wendy Ebanks and Jon Roney be appointed as liquidators of
the Company.

Creditors of the above-named company are to prove their debts or
claims on or before 3rd November 2005, and to send full
particulars of their debts or claims to the joint liquidators of
the said company. In default thereof, they will be excluded from
the benefit of any distribution made before the debts are proved
or from objecting to the distribution.

CONTACT:  WENDY EBANKS and JON RONEY
          Joint Voluntary Liquidators
          Maples Finance Limited, P.O. Box 1093GT
          Grand Cayman, Cayman Islands


WILSHIRE FUND: Shareholders' Final Meeting to be Held Jan. 13
-------------------------------------------------------------
                        WILSHIRE FUND LTD.
                    (In Voluntary Liquidation)

NOTICE is hereby given pursuant to section 145 of the Companies
Law (2004 Revision) that the final meeting of shareholders of
the Company will be held at the offices of Woodward Terry &
Company, Suite #10, 2nd Floor, Jack and Jill Building, P.O. Box
822GT, Grand Cayman, Cayman Islands, on Friday, January 13,
2006, at 10:00 a.m., to consider the following matters:

1. the Liquidator's account showing the manner in which the
winding up of the Company has been conducted and the property of
the Company disposed of;

2. the hearing of any explanation that may be given by the
Liquidator in respect of the winding up of the Company; and

3. the manner in which the books, accounts and documentation of
the Company and of the Liquidator should be maintained and
subsequently disposed of.

CONTACT: Lawrence Winfield Sifton, Voluntary Liquidator
         c/o Woodward Terry & Company
         Suite # 10, 2nd Floor, Jack & Jill Building
         19 Fort Street, c/o P.O. Box 822GT
         Grand Cayman, Cayman Islands
         Telephone: 345-945-2800
         Facsimile: 345-945-2727



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

AES GENER: Moody's Reviewing for Possible Upgrade
-------------------------------------------------
Moody's Investors Service placed AES Gener's Ba3 senior
unsecured debt rating under review for possible upgrade.
The rating action reflects continued progress by Gener in
reducing consolidated leverage and improving liquidity, an
expected incremental improvement in cash flow resulting from
passage of the Short Law 2 in Chile, and stronger electricity
prices and demand growth in Colombia.

In addition, the rating action reflects Gener's ability to
successfully manage and mitigate the operational and financial
stress caused by the curtailment of gas imports from Argentina.

An amendment to the Chilean Electricity Law, known as the Short
Law 2, which passed in June 2005, is designed to encourage
investment in the generation sector. It revised the six-month
node price adjustment model to allow higher node price resets
during periods when average unregulated long term contract
prices and the theoretical cost of the system diverge more than
30%, as has been the case since Argentine natural gas delivery
restrictions began last year. As a result of this new
legislation, the last regulated node price was reset at US$55
per MWh, including the combined price of energy and capacity,
which is a substantial increase from the previous price of US
$45 per MWh. The Short Law 2 also allows generation companies to
sign long term contracts with distribution companies for up to
15 years beginning in 2008/2009 at higher prices.

These legislative amendments have created structural changes in
the market that should immediately benefit Gener's existing
generation business in Chile as well as provide support for
Gener's long-term capital expansion program.

Moody's review will focus on the degree and sustainability of
expected near-term improvements in cash flow at Gener. The
review will also consider the degree to which Gener can continue
to manage gas curtailments and the extent to which the new Short
Law 2 may benefit the company's capital expansion program.

Headquartered in Santiago de Chile, AES Gener is Chile's second-
largest electricity generation company.


EDELNOR: Moody's Upgrades Issuer Rating to B2 from B3
-----------------------------------------------------
Moody's Investors Service upgraded Edelnor's Issuer Rating to B2
from B3. The rating outlook is stable.

The rating action reflects progress by Edelnor in reducing
consolidated leverage, improvement in cash flow generation due
to increased sales at higher prices, and Edelnor's ability to
successfully manage and mitigate the operational and financial
stress caused by curtailments of gas imports from Argentina. The
rating action also reflects potential incremental improvement in
earnings and cash flow resulting from passage of an amendment in
the Chilean electricity law known as the Short Law 2.

Edelnor's B2 Issuer Rating also considers the company's
significant exposure to market prices in the mining sector, as
well as continuing overcapacity in the SING region.
Additionally, the rating reflects Edelnor's exposure to possible
on-going curtailments of gas imports from Argentina.

Headquartered in Santiago de Chile, EDELNOR, SA is the third-
largest generator of electricity in the SING region (northern
Chile). The company is publicly traded, but is substantially
controlled by Suez and Codelco.



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

CHIVOR: Ratings Upgrade Pending Moody's Review
----------------------------------------------
Moody's Investors Service placed the ratings of Chivor, a
wholly-owned Colombian subsidiary of Chilean-based AES Gener,
under review for possible upgrade. The ratings placed under
review are Chivor's B senior secured debt and B1 Corporate
Family Rating.

The rating action reflects Chivor's financial performance, which
Moody's observes has exceeded expectations due to improved cash
flow resulting from higher than expected electricity prices and
demand as well as improved plant management, combined with a
meaningful reduction in debt. Chivor's strong credit metrics
also reflect a significant appreciation of the peso versus the
US dollar.

Moody's review will focus on the degree and sustainability of
expected near-term improvements in cash flow at Chivor and its
Chilean parent.

Headquartered in Bogota, Chivor is Colombia's fourth-largest
electricity generation company.


TELECOM: Taxpayers May Assume Company's Debt
--------------------------------------------
The Colombian government may resort to tax hikes to pay state-
run telecom company Colombia Telecomunicaciones' (Telecom) debt,
Business News Americas reports. Taxpayers will have to take
responsibility of the debt if the Company fails to find an
adequate strategic partner within the next six months.

They will be asked to cover the first COP5 trillion of Telecom's
COP6-trillion pension liability. To do this, the government has
to reform the tax code.

To prevent this from happening, Telecom must therefore make
investments in mobile telephony, which would require a partner
willing to make significant investments, to generate the income
necessary to pay the pension debt, treasury minister Alberto
Carrasquilla said.

Carrasquilla stated that the partner must be at least of the
caliber of Mexico's Telmex, and the partner's offer must be
equal to or better than the Telmex offer, which the Colombian
government rejected earlier this month.



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

PETROECUADOR: Contract Signing with Sundown-Clipper Delayed
-----------------------------------------------------------
State oil company Petroecuador postponed the signing of the
exploration and production contract with Texas-based consortium
Sundown-Clipper for onshore block 4 and offshore block 5 in
Guayaquil, Business News Americas reports.

The contract was scheduled to be signed on October 9 when Energy
and Mines Minister Ivan Rodriguez saw the need to revise the
contract terms in the context of Ecuador's overall contract
revision process with foreign oil firms, an energy and mines
spokesman said.

Meanwhile, French oil institute IFP, under a technical
cooperation agreement, will be advising Ecuador in the revision
of oil contracts held by foreign oil companies operating in the
country, the spokesman revealed. IFP representatives are
expected in Ecuador this week.

According to the spokesman, the contract revision will focus on
technical and economic terms to establish better conditions of
the state and bring in more money for local infrastructure
projects.

Petroecuador originally called for bids on the blocks in
December 2002. The blocks are two of the four that made up
Petroecuador's ninth bidding round in March last year, when
Sundown-Clipper was the sole bidder.

Sundown-Clipper had planned to spend about US$10 million in
shooting seismic on the blocks and an additional US$15 million
to US$20 million in the drilling of two deep-water wells on
block 5 if oil were found.



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

SUGAR COMPANY: Seeks Government Guarantee on $30M NCB Loan
----------------------------------------------------------
State-owned sugar firm Sugar Company of Jamaica (SCJ) has asked
the government to provide guarantee to a US$30-million (J$1.86
billion) loan from National Commercial Bank (NCB), according to
the Observer Business Reporter.

Finance and planning minister Dr Omar Davies sought
parliamentary approval for the government to provide the
guarantee to NCB for the loan, which will be used to refinance a
previous debt to KBC Bank NV London for which a government
guarantee of GBP90 million had been provided.

The finance ministry believes that, if SCJ refinances the KBC
loan, the Company will be able to alleviate its cash crunch, as
the repayment period would be extended, thus reducing the annual
repayment.

It is not clear how much of the debt the Sugar Firm still owes
KBC Bank, and whether the loan from NCB would be able to pay off
the balance in full.

SCJ registered a net loss of almost US$1.1 billion for the
financial year ended September 30, 2005, 80% higher than the
US$600 million reported in the previous financial year. The SCJ
blamed its financial deterioration to the reduction in sugar
cane production.

According to the Observer, SCJ also saw a US$522-million
increase in its operating loss (before depreciation and interest
costs) during the 2004/05 financial year.

The SCJ operates five factories in Jamaica that normally
produces about 60% of the island's sugar output and earn roughly
US$100 million per year.



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

EPL INTERMEDIATE: Soliciting Consents to Amend 12-1/2% Indenture
----------------------------------------------------------------
EPL Intermediate, Inc. (the "Company") announced Wednesday that,
in connection with its Stock Purchase Agreement dated as of
September 27, 2005, it is offering (the "Offer") to purchase for
cash any and all of its outstanding $70,000,000 aggregate
principal amount of 12 1/2% Senior Discount Notes due 2010 (the
"Notes"), on the terms and subject to the conditions set forth
in the Offer to Purchase and Consent Solicitation Statement
dated October 12, 2005, and the accompanying Letter of
Transmittal and Consent (together, the "Offer Documents"). The
Company is also soliciting consents from holders of the Notes
for certain amendments that would, among other things, eliminate
substantially all of the restrictive covenants and certain of
the events of default contained in the indenture under which the
Notes were issued. Adoption of the proposed amendments requires
the consent of holders of at least a majority of the aggregate
principal amount of Notes outstanding.

The consent solicitation will expire at 5:00 p.m., New York City
time, on October 25, 2005, unless earlier terminated or extended
(such date and time, as the same may be extended, the "Consent
Time"). The Offer will expire at 9:00 a.m., New York City time,
November 9, 2005, unless extended (the "Expiration Time").

The total consideration to be paid for each validly tendered
Note (which shall include an amount paid in respect of the
consent), subject to the terms and conditions of the tender
offer and consent solicitation, will be paid in cash at a price
equal to 112.50% of the accreted value of the Notes as of the
thirtieth day following the settlement date plus a premium of
$2.50 per $1,000 principal amount at maturity of Notes. With a
settlement date of November 10, 2005, the total consideration
shall be $759.83 per $1,000 principal amount of Notes at
maturity.

Holders who validly tender their Notes by the Consent Time will
be eligible to receive the total consideration. Holders who
validly tender their Notes after the Consent Time, but on or
prior to the Expiration Time, will be eligible to receive the
total consideration less $50 per $1,000 principal amount at
maturity (the "Consent Amount").

Holders who tender their Notes must consent to the proposed
amendments. Tendered Notes may not be withdrawn and consents may
not be revoked after the Consent Time.

The Company's tender offer is conditioned on, among other
things, the following:

-- that all of the conditions to the Acquisition (as defined in
the Offer to Purchase and Consent Solicitation Statement dated
October 12, 2005), other than the successful completion of the
Tender Offer and the Consent Solicitation, shall have been
satisfied, or waived by our acquiror, and we shall have received
applicable financing proceeds to pay the consideration for the
Notes purchased in the tender offer; and

-- execution and delivery of a supplemental indenture which
implements proposed amendments in respect of the Notes upon
receipt of the consents required for those amendments.

The Company has retained Merrill Lynch & Co. to act as sole
Dealer Manager for the tender offer and as the Solicitation
Agent for the consent solicitation and can be contacted at 212-
449-4914 (collect) or 888-ML4-TNDR (toll free). Global
Bondholder Services Corporation is the Information Agent and can
be contacted at 212-430-3774 (collect) or 866-387-1500 (toll
free). Copies of the Offer Documents and other related documents
may be obtained from the Information Agent.

The tender offer and consent solicitation are being made solely
on the terms and conditions set forth in the Offer Documents.
Under no circumstances shall this press release constitute an
offer to buy or the solicitation of an offer to sell the Notes
or any other securities of the Company. This press release also
is not a solicitation of consents to the proposed amendments to
the indenture. None of the Company, the Dealer Manager or the
Information Agent makes any recommendation as to whether holders
of the Notes should tender their Notes or consent to the
proposed amendments to the indenture and no one has been
authorized by any of them to make such recommendations. Holders
must make their own decisions as to whether to consent to the
proposed amendments to the indenture and to tender the Notes.

                About EPL Intermediate, Inc.

EPL Intermediate is the parent company of El Pollo Loco, Inc. El
Pollo Loco, pronounced "L Po-yo Lo-co" and Spanish for "The
Crazy Chicken," is the nation's leading quick-service restaurant
chain specializing in flame-grilled chicken and Mexican-inspired
entrees. Founded in Guasave, Mexico, in 1975, El Pollo Loco's
long-term success stems from the unique preparation of its
award-winning "pollo" -- fresh chicken marinated in a special
recipe of herbs, spices and citrus juices passed down from the
founding family. The marinated chicken is then flame-grilled,
hand cut and served hot off the grill with warm tortillas, a
wide assortment of side dishes and salsas prepared fresh every
day. Rounding out the menu are fresh, flavorful entrees inspired
by the kitchens of Mexico, including grilled burritos, the
original Pollo Bowl(R), Pollo Salads, Tacos al Carbon and
Quesadillas. For more information, visit www.elpolloloco.com.

CONTACT: EPL Intermediate, Inc.
         Joseph Stein
         Tel: 949-399-2155
         E-mail: jstein@elpolloloco.com


GRUPO ELEKTRA: BoNY Concludes Common Shares Sale
------------------------------------------------
Grupo Elektra S.A. de C.V. (BMV: ELEKTRA*; Latibex: XEKT), Latin
America's leading specialty retailer, consumer finance and
banking and financial services company announced Thursday that
The Bank of New York (BoNY) concluded the sale -- in the Mexican
Stock Market (BMV) -- of Grupo Elektra's common shares
underlying Global Depositary Shares (GDSs) that were not
surrendered by holders within a predetermined timeframe, in the
process of termination of the GDS program that the company had
in the United States.

As has been detailed in prior company press releases, GDS
holders had a 60-day period -- from August 1, 2005 to September
29, 2005 -- to exchange their GDSs for common shares traded on
the BMV. After that period, BoNY sold the common shares
underlying GDSs that were not surrendered. The selling process
of such common shares by BoNY has concluded, and there are no
remaining common shares underlying GDSs that were not
surrendered within the 60-day period.

The company had previously announced that at an Extraordinary
Shareholders' Meeting held on June 1, 2005, 91.23% of Grupo
Elektra's shareholders approved the termination of the GDS
program, after an analysis and discussion of the costs and
benefits of continuing to be listed on a U.S. securities
exchange.

Grupo Elektra is Latin America's leading specialty retailer,
consumer finance and banking services company. Grupo Elektra
sells retail goods and services through its Elektra, Salinas y
Rocha, Bodega de Remates and Elektricity stores and over the
Internet. The Group operates more than 1,000 stores in Mexico,
Guatemala, Honduras and Peru. Grupo Elektra also sells and
markets its consumer finance, banking and financial products and
services through approximately 1,400 Banco Azteca branches
located within its stores, as a stand-alone, and in other
channels in Mexico and Panama. Banking and financial services
include loans, electronic money transfer services, extended
warranties, demand deposits, pension-fund management, insurance,
and credit information services.

CONTACT: Grupo Elektra S.A. de C.V.
         Dinorah Macias                            
         Investor Relations
         Phone: 52 (55) 1720-7821
         Fax: 52 (55) 1720-7822
         E-mail: dmacias@elektra.com.mx

         Grupo Salinas
         Bruno Rangel
         Director of Investor Relations
         Phone: 52 (55) 1720 9167
         Fax: 52 (55) 1720 0831
         E-mail: jrangelk@tvazteca.com.mx



===========
P A N A M A
===========

BANISTMO: Operating Performance Bolsters Ratings
------------------------------------------------
CREDIT RATING:  BB+/Stable/B

Outstanding Rating(s)
  Counterparty Credit:  BB+/Stable/B

Major Rating Factors

Strengths:
    - Leading operation in Central America
    - Geographic and client diversification
    - Adequate operating performance

Weaknesses:
    - Aggressive expansion strategy based on mergers and
acquisitions
    - Adequate asset quality levels, but below those of
similarly rated peers

Rationale

Ratings reflect Banistmo's solid operating performance and the
fact that the bank is the leading financial group in Central
America, which in turn results in a good degree of
diversification in the region. Offsetting these positives is the
bank's aggressive expansion strategy based on mergers and
acquisitions.

Banistmo's strategy toward becoming the leading commercial bank
in Central America has proven successful in terms of market
penetration and expansion of its business franchise. The bank's
strategy is considered aggressive as it implies strong growth in
locations that pose operating risks that are relatively higher
than those faced in Panama, and by the fact that some
acquisitions add temporary pressures on the bank's efficiency
levels and asset quality indicators. Nevertheless, the strategy
has been successful, and its track record after acquisitions
shows that the bank has had the ability to turn the acquired
entities to the group's efficiency and good asset quality levels
in a reasonable time frame.

Its asset quality is good, and rests in sound credit-risk
management practices. Client and geographic diversification and
low levels of nonperforming assets (NPAs) are a reflection of
the bank's good asset quality levels. Its investment portfolio
is heavily balanced toward high credit-quality securities.
Earning assets dominate the balance sheet as they represent 91%
of total assets. Performance of the loan portfolio is good in
terms of growth trends, degree of geographic and client
diversification, and low levels of troubled loans. Historically
there is some volatility observed in asset quality indicators as
some of the operations acquired had lower indicators than the
group. For second-quarter 2005, NPAs represented 2.7% of gross
loans, and when adjusted with restructured loans, the indicator
goes to 3.6%, still a manageable level. The bank's reserving
policy is somewhat conservative, as loan-loss reserves have to
be 2% of gross loans; however, coverage is limited as per the
bank's level of foreclosed assets that represent 36% of NPAs.
Although nonperforming loans (NPLs) are reserved at levels over
100%, when adjusting for NPAs, coverage drops to 72.2% for
second-quarter 2005. The charge-off rate is low and has averaged
81 basis points (bps) of assets in five years.

Banistmo's solid operating performance largely reflects its
capacity to increase its revenue base through acquisitions that
have been earnings accretive. The interest margin represents the
bulk of revenues. Although results are somewhat sensitive to
trends in interest rates, the bank benefits from the fact that
it operates within diverse interest rate environments, which in
turn adds consistency to margins on a consolidated level.
Consistent growth in earning assets and small reductions on its
funding cost base are the factors behind the 15% compound
average growth rate (CAGR) observed in the interest margin, even
in years when interest rates decreased. The large component of
commercial loans with lower margins, 51% of the total portfolio
as of June 30, 2005, somewhat offsets the strong margins
generated on the consumer loan side. Nevertheless, the interest
margin follows an upward trend, and during second-quarter 2005,
it increased 11 bps with respect to year-end 2004.
Diversification of interest revenues from countries with better
margins, particularly from Honduras and Colombia that each
represent 17% of the total interest margin, have a positive
effect on the overall margin. Adequate efficiency levels are an
important driver of Banistmo's profitability. The inconsistency
observed in the noninterest expense-to-revenues indicator is a
result of the temporary effect acquisitions have on consolidated
results. The bank faces the challenge of working in efficiencies
in the operations it acquires, as these defer from the
Panamanian operation. On a consolidated basis, the bank's
expenses consumed 50% of revenues during the first two quarters
of 2005, below the 45% reported for year-end 2004 as a result of
the acquisitions in Honduras and Colombia, but still an adequate
level compared to those of its rated peers.

With a Tier-I capital ratio of 13.2% at the consolidated level,
Banistmo's capitalization is considered good. The capital
structure should be analyzed, taking into consideration the
bank's large proportion of noncumulative preferred shares that
represents 24% of total shareholders' equity. Adjusted total
equity (ATE) of $500.2 million results in a robust 12% ATE-to-
gross loans ratio. Goodwill is an important component when
adjusting capital, and as of June 30, 2005, it totaled $121.4
million. Growth trends in adjusted capital are positive, with a
five-year compound growth rate of 18% as a result of the
combination of capital increases and internal capital
generation. Its dividend policy is close to aggressive with a
dividend payout ratio of 45% (including preferred dividends) in
a five-year horizon.

Outlook

The stable outlook incorporates the expectation that Banistmo
will continue with an aggressive expansion strategy to
consolidate its leading position in the Central American region.
Temporary effects over efficiency, asset quality, and capital
indicators are already built into the current rating levels, and
are not expected to be material. Organic growth has been
somewhat limited, as the bank has directed resources to tune up
its recent acquisitions, so it faces the challenge of
replicating the group's performance and business model in future
acquisitions, as the track record shows. Successful amalgamation
of acquisitions, together with resumed organic growth and
stability of profitability, capital, and asset quality ratios
will be considered as factors that would support a positive
outlook for the ratings. On the other side, lack of capacity to
control operating risks derived from acquisitions or the
deterioration of the financial profile of the bank will likely
result in a negative action on the ratings. The stable outlook
also reflects the outlook on the sovereign credit ratings of
Panama. Standard & Poor's Ratings Services does not believe that
the risk of exchange controls being imposed in the country is
material, because of the effective "monetary union" that Panama
is part of due to its long-standing use of the U.S. dollar.
Therefore, there is no specified constraint on the foreign
currency ratings of entities domiciled there; however, in our
opinion, the economic situation of a country has a direct effect
on the performance of the banking system.

Primary Credit Analyst: Jaime Carreno, Mexico City (52) 55-5081-
4417; jaime_carreno@standardandpoors.com

Secondary Credit Analyst: Michael T DeStefano, New York (1) 212-
438-7372; mike_destefano@standardandpoors.com



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

CARIB BREWERY: Union Talks Disintegrate
---------------------------------------
Negotiations between the Caribbean Development Company (Carib
Brewery) and the National Union of Government and Federated
Workers (NUGFW) has failed, The Trinidad Express reports. NUGFW
president general Robert Giuseppi said Wednesday that
negotiations went sour because the Company has offered minimum
compensation packages to the workers it would be dismissing.

If the brewery could spend about $166 million for machines, it
must be prepared to pay high amount to the human beings they
will be putting on the breadline, Mr. Giuseppi said.

A. Norman Sabga, Chairman of Carib's parent company Ansa McAl
Group, had explained that the layoffs were due in large part to
an upgrade at the beverage plant to make the Company world
competitive.

According to Mr. Giuseppi, the Company closed the entire factory
on Monday amidst tight security to quench any chances of
sabotage by the workers and separation letters were handed,
effectively giving them 45 days notice.

Mr. Sabga had hinted about the planned layoffs in March but it
was only last week, while Mr. Giuseppi was out of the country,
that Carib notified NUGFW about the suspension of 147 workers,
including some with extensive years of service.

However, the union boiled it down to 67 workers after the first
round of discussions with the Company's management.

Since the industrial courts' landmark judgment last year where
Carib workers were given 18 and 21% increases after a fierce
battle with NUGFW, the Company's management have been on the
prowl to lay off workers who are also members of the union,
Giuseppi revealed.

"After the landmark judgment, if a union representative took
time off to see about workers grievances...to represent workers
either at the Ministry of Labor, at the plant or even at the
Courts... they were not paid. They are trying to get us by any
means possible," Mr. Giuseppi stressed.

The union's president general believed the management was making
a move to get NUGFW out of Carib and bring in another union.


WASA: Releases Bond Auction Results
-----------------------------------
The third tranche of the Water and Sewerage Authority (WASA)
$435 million fixed rate bond maturing in 2020 was issued on
October 10, 2005.

The auction of $115 million face value of the bond was
oversubscribed, attracting approximately $124.3 million in bids.
The issue was fully allotted at the price of $92.28. This issue
price resulted in a yield to maturity of 7.20% per annum to
investors. Full details of the auction are shown below.

                Auction Results

Issue Date:  October 10, 2005
Maturity Date: October 10, 2020
Tenor: 15 Years
Total Amount Applied for: $124,285,000.00
Total Amount Offered: $115,000,000.00
Total Amount Allotted: $115,000,000.00
Issue Yield: 7.20%
Coupon Rate: 6.35%
Cut-Off Price: $92.28
Range of Successful Bids: $103.40 - $92.28
Amount Allotted to Non-Competitive Applications: $5,020,000.00

The Authority is the most essential utility in Trinidad and
Tobago, being the sole provider of water and sewerage services.



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

PDVSA: 2003 Net Profits Up 5% at $2.72B
---------------------------------------
State oil firm PDVSA reported net profits of US$2.72 billion in
2003, 5% higher than the US$2.59 billion reported in 2002,
according to its 2003 annual report filed Tuesday with the US
Securities and Exchange Commission (SEC).

The 2003 report, which was audited by accounting firm KPMG
International, revealed crude exports brought in US$44.2 billion
in 2003, up 10.8% from 2002, while domestic crude sales earned
US$961 million, down 22.2% from the previous year.
Petrochemicals and other sales fell 10.8% to US$1.07 billion in
2003 compared to the year before.

Total revenues amounted to US$46.6 billion, up 9.4% from 2002.
However, costs and expenses rose 5.5% to US$42 billion in 2003
due to higher purchases of crude oil and products, the filing
said.

The report also revealed that PDVSA invested US$4.4 billion on
social programs in 2003, while investment in its own oil and gas
assets only amounted to US$2.99 billion, 42% less than expected.
PDVSA spent nearly 8 times as much on social spending in 2003 as
it did in the previous year.

The 2003 report said increased social spending will affect
PDVSA's saving capacity and commercial activity. It added that
the government could impose restrictions on capital spending or
production that could hurt business and hinder PDVSA from paying
back debt.

PDVSA filed its 2003 two years late, saying it needed time to
adapt to new international accounting standards brought on by
"financial scandals" such as Enron.

"This series of regulations implicate deeper and farther-
reaching revisions, for which it is necessary to strengthen the
internal control of companies," company finance manager
Eudomario Carruyo said.

PDVSA also blamed its filing delay on the national strikes
ending in early 2003, during which some 18,000 employees lost
their jobs. It accuses former employees of damaging its computer
systems and forcing the manual recovery of financial
information.

Carruyo said PDVSA expects to file its delayed 2004 annual
report to the SEC by the end of the year. The Company said it
has finished the report, which was due in July, and is waiting
for KPMG to finish its audit.

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: CITGO Initiates Cash Tender Offer for 7 7/8% Sr Notes
------------------------------------------------------------
CITGO Petroleum Corporation ("CITGO") announced Thursday that it
has commenced cash tender offers for any and all of its
outstanding 7 7/8 percent Senior Notes due 2006 (CUSIP No.
17302X AA 4) (the "7 7/8 percent Notes") and 6 percent Senior
Notes due 2011 (CUSIP No. 17302X AF 3) (the "6 percent Notes"
and, together with the 7 7/8 percent Notes, the "Notes"). There
are currently outstanding approximately $150 million and $250
million in aggregate principal amount of the 7 7/8 percent Notes
and the 6 percent Notes, respectively. The tender offers will
expire at midnight, Eastern Time, on Wednesday, Nov. 9, 2005,
unless extended or terminated by CITGO (the "Expiration Date").

In conjunction with the tender offers, CITGO is soliciting
consents of the holders of the Notes to eliminate substantially
all restrictive covenants, certain events of default and certain
other related provisions in the indentures governing the Notes.
The proposed amendments to each indenture (the "Proposed
Amendments") can be adopted with the consent of no less than a
majority in aggregate outstanding principal amount of the Notes
issued pursuant to such indenture. Holders cannot tender their
Notes without delivering a consent and cannot deliver a consent
without tendering their Notes. The consent solicitations will
each expire at 5:00 p.m., Eastern Time, on Wednesday, Oct. 26,
2005, unless extended (the "Consent Date").

The tender offers and consent solicitations are being made
pursuant to an Offer to Purchase and Consent Solicitation
Statement, dated Oct. 13, 2005 (the "Offer to Purchase") and
related Consent and Letter of Transmittal ("Letter of
Transmittal"). As described in more detail in the Offer to
Purchase, the total purchase price for each $1,000 principal
amount of Notes validly tendered and accepted for purchase by
CITGO will be calculated two business days prior to the
Expiration Date based upon: (i) for the 7 7/8 percent Notes, a
fixed spread of 50 basis points over the yield on the 2 percent
U.S. Treasury Note due May 15, 2006, and (ii) for the 6 percent
Notes, a fixed spread of 50 basis points over the yield on the
3.125 percent U.S. Treasury Note due Oct. 15, 2008. The
foregoing purchase prices for the 7 7/8 percent Notes and the 6
percent Notes include a consent payment equal to $25 per $1,000
principal amount of Notes tendered. Holders must validly tender
their Notes on or before the Consent Date in order to be
eligible to receive the applicable total purchase price, which
includes the consent payment. Holders who validly tender their
Notes after the Consent Date and before the Expiration Date will
only be eligible to receive an amount equal to the applicable
total purchase price minus the consent payment. Additionally,
holders whose Notes are purchased pursuant to the tender offers
will receive any accrued but unpaid interest up to but not
including the payment date for their Notes.

Consummation of the tender offers and consent solicitations, and
payment of the tender offer consideration and consent payment,
are subject to the satisfaction or waiver of various conditions,
as described in the Offer to Purchase, including the delivery of
the requisite consents to the Proposed Amendments and the
closing of a new senior secured credit agreement with a
syndicate of lenders led by BNP Paribas and JPMorgan Chase Bank,
N.A. (the "New Credit Agreement"). The tender offer and consent
solicitation for each series of Notes is not conditioned upon
the consummation of the tender offer and solicitation for the
other series of Notes. CITGO has reserved the right to amend,
extend or terminate the tender offers and consent solicitations
at any time.

It is CITGO's present intention to redeem some or all 6 percent
Notes that remain outstanding following the consummation of the
tender offer for such Notes, if any, such redemption to be in
accordance with the terms of the indenture governing the 6
percent Notes.

J.P. Morgan Securities Inc. is the Dealer Manager and
Solicitation Agent for the tender offers and consent
solicitations and may be contacted at 212-834-3424 (call
collect) or 866-834-4666 (toll free). Requests for documents may
be directed to Global Bondholder Services Corporation, the
Information Agent, at 212-430-3774 (call collect) or 866-470-
3700 (toll free).

This announcement is not an offer to purchase or the
solicitation of an offer to sell the Notes. The tender offers
for the Notes and related consent solicitations are only being
made pursuant to the Offer to Purchase and the related Letter of
Transmittal.

             Planned Redemption of Other Notes

In addition to the tender offers and consent solicitations
described above, CITGO also announced plans to call for
redemption its other senior notes and its notes issued under a
master shelf agreement (collectively, the "Redemption Notes") in
an aggregate principal amount outstanding of approximately
$194.0 million.

Each series of Redemption Notes would be redeemed in accordance
with the terms of the relevant indenture or agreement governing
such notes at prices based on the principal amount redeemed,
plus accrued and unpaid interest to the redemption date, and
plus the applicable premium or make-whole amount, as the case
may be. CITGO will notify holders by delivering redemption
notices in accordance with the relevant provisions of the
indenture or agreement governing each series of Redemption
Notes.

CITGO expects to fund the tender offers, consent solicitations
and planned redemption of other notes with available cash and
borrowings under the New Credit Agreement.

This announcement is not an offer to purchase or the
solicitation of an offer to sell the Redemption Notes.

CITGO, based in Houston, is a refiner, transporter and marketer
of transportation fuels, lubricants, petrochemicals, refined
waxes, asphalt and other industrial products.  The company is
owned by PDV America, Inc., an indirect wholly owned subsidiary
of Petroleos de Venezuela, S.A., the national oil company of the
Bolivarian Republic of Venezuela.


PDVSA: Signs Accord with Lukoil to Research Junin-3 Block
---------------------------------------------------------
LUKOIL Overseas and CVP (the investment division of PDVSA, the
National petroleum company of Venezuela) have signed an
agreement on research on the Junin-3 Block.

The work was launched according to a memorandum of understanding
between LUKOIL and PDVSA on November 26, 2004 and to a letter by
Rafael Ramirez Carreno, President of PDVSA on August 17, 2005,
addressed to LUKOIL and containing an official proposal to start
researching on the block. At the present phase quantitative
estimation and certification of heavy oil reserves contained
within the Junin-3 Block, located in the State of Anzoategui
(the Orinoco oil belt), will be carried out. The area of the
block is 640 square kilometers.

To perform the work CVP will provide source data on the block
while LUKOIL Overseas will form a work group, which will
undertake the studies at the headquarters of Intevep, the
Venezuelan petroleum technology institute. CVP will coordinate
the technical work, while control and supervision functions will
be vested with the Ministry of Energy and Petroleum of
Venezuela. The results of the work will be subject to approval
by the Steering Committee established by LUKOIL Overseas and CVP
on parity basis.

The agreement is valid for three years. Upon completion of the
studies the activities will move to negotiations between LUKOIL
Overseas and CVP under the auspices of the Ministry of Energy
and Petroleum of Venezuela with the aim to formulate a concept
for and establish a joint project to develop the Junin-3 Block.  




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

Troubled Company Reporter - Latin America is a daily newsletter
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Copyright 2005.  All rights reserved.  ISSN 1529-2746.

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