TCRLA_Public/051116.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

          Wednesday, November 16, 2005, Vol. 6, Issue 227

                            Headlines

A R G E N T I N A

ACINDAR: Local Techint Units Get Conditional OK to Buy Assets
AGUAS PROVINCIALES: Govt. Considers Pullout a Breach of Contract
ALPHA SALUD: Court Orders Liquidation
ALTO PALERMO: Posts $9,299,827 Profit in 3-Mo Ended Sep. 30
BANCO RIO: Posts ARS46 Mln 3Q05 Net Loss Vs. ARS7.3 Mln in 3Q04

BRAND CENTER: Begins Liquidation
CATERING ESPECIALISTAS: Seeks Reorganization Approval from Court
CENTRAL TERMOELECTRICA: Liquidates Assets to Pay Debts
COMPANIA DEPORTIVA: Asks Court for Reorganization
CONSTRUCCION Y DISENO: To Present Gen. Report in Court Feb. 24

COOPERATIVA PARA: Court Declares Company Bankrupt
CRESUD: Announces Authorized Capital of $163,224,951
DISLAZZER S.R.L.: Court Designates Trustee for Liquidation
DONA PANCHA: Individual Reports Due Feb. 3 Next Year
IRSA: Reports Authorized Capital of $368,447,883

KEY ENERGY: Provides Operational, Financial, Restatement Update
LENTAX S.A.: Court Authorizes Plan, Concludes Reorganization
MARINA PROPIEDADES: Initiates Bankruptcy Proceedings
PIONEER NATURAL: Appoints New Executives
SANTA PAULA: Gets Court Approval for Reorganization

SAPIC S.A.: Court Rules for Liquidation
SET LOGISTICA: Concludes Reorganization
TELECOM PERSONAL: S&P Assigns 'B-' Rating; Outlook Stable
TELEFONICA ARGENTINA: Board Approves Financial Statements
TELESERVICE S.A.: Court OKs Creditor's Bankruptcy Call


B E R M U D A

FOSTER WHEELER: Board Approves Revisions to Fees Payable
GLOBAL CROSSING: Balance Sheet Upside-Down by $139M at Sept. 30
INTELSAT: Ratings Unaffected by 3Q05 Results - Fitch


B R A Z I L

BANCO MERCANTIL: International Bond Issue Generates $50M
ELETROBRAS: Registers First 9-Month Loss of $162M
ESCELSA: S&P Affirms `B+' Ratings
LIGHT SERVICOS: New Investment Fund Mulling Acquisition
LIGHT SERVICOS: Net Profits Soar 187% in Jan-Sep 2005 Period


C A Y M A N   I S L A N D S

MOBILE HOLDINGS: Sets Final Meeting for Wind Up Report
NEW EQUITY: To Detail Wind Up Process Dec. 5
NEW IWO EQUITY: To Hold Final Meeting Dec. 5
NEW WIRELESS: Final Meeting of Shareholders to be Held Dec. 5
NEWBURY FUNDING: Wind Up Process to be Reported Dec. 1

OGIKUBO HOLDINGS: To Give Explanation on Liquidation Dec. 1
OHFUNA HOLDINGS: To Show Members Wind Up Process Dec. 1
PAUGUS LIMITED: To Explain Liquidation Process Dec. 5
WHITE TOWER: Liquidation Report to be Presented Dec. 1
WIRELESS EQUITY: Final Meeting of Shareholders to be Held Dec. 5

WIRELESS HOLDINGS: Final Meeting to Take Place Dec. 5
WIRELESS IIP: To Authorize Liquidator to Retain Records
WIRELESS INTERNATIONAL: Accounts on Liquidation to be Reported
WIRELESS INVESTMENTS: Shareholders to Hold Final Meeting Dec. 5


E L   S A L V A D O R

BANCO AGRICOLA: Ratings Constrained By Restructured Loans
BANCO CUSCATLAN: Ratings Constrained By Limited Growth Prospects


J A M A I C A

KAISER ALUMINUM: Delivers Strong Improvement in 3Q05 Earnings


M E X I C O

BALLY TOTAL: Liberation Funds Demand Fair Auction Process
BALLY TOTAL: Enters Stock Grant Agreement with Deutsche Bank
EL POLLO: Extends Expiration Time for Tender Offer
EPL INTERMEDIATE: Extends Expiration Time for Tender Offer
HAYES LEMMERZ: Closes Sale of Commercial Highway Hub, Drum Bus.

HYLSAMEX: Restructuring Sends 400 Workers Packing


P A N A M A

UBCI: Strong Banking Competition in Panama Constrains Ratings
* PANAMA: Launches Tender Offer


P U E R T O   R I C O

DORAL FINANCIAL: Enters 2-Year Employment Agreement with EVP


V E N E Z U E L A

PDVSA: Elimination of Venting, Flaring Will Quadruple Natgas
* VENEZUELA: Fitch Upgrades Sovereign to 'BB-'

     -  -  -  -  -  -  -  -

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

ACINDAR: Local Techint Units Get Conditional OK to Buy Assets
-------------------------------------------------------------
The Argentine government has approved, with conditions,
industrial conglomerate Techint's purchase of steelmaker
Acindar's steel tube assets.

Acindar and Techint announced in May that they had signed a
letter of intent for the sale of Acindar's steel tube assets,
valued at US$83.2 million.

Techint unit Siat would purchase an Acindar plant in Villa
Constitucion, while Siderar, another Techint unit, would acquire
a plant in Rosario and another Acindar holding named Impeco SA.
Siderar said its portion of the transaction was valued at $55
million.

The ministry's technical coordination office accepted a
recommendation from the country's antitrust regulator CNDC to
approve the deal between the companies with certain conditions.

One of the conditions forces Siderar and Siat to offer hot and
cold-rolled sheet coils under non-discriminatory terms to
current and future producers of seamed steel tubes and profiles.

The buyers must also implement specific accounting records for
the tubes and profiles unit, which makes it easy to analyze "at
any moment and under equal conditions" prices and other
conditions for the steel coils traded.

In September, Acindar spokesperson Gustavo Pittaluga the
agreement hinged on a decision from the antitrust regulator. If
the regulator clears the sale, "which we think will happen, then
Siderar's deal will go through," he added at the time.

Acindar had long been looking to sell its tube assets, deeming
that business non-strategic because of its focus on flat
steelmaking.

Acindar is Argentina's largest producer of long steel, and is
controlled by Brazilian steelmaker Belgo-Mineira. The company
exports 25% of its production, primarily to Bolivia, Brazil,
Chile, Peru and the US.

CONTACT: Acindar Industria Argentina de Aceros S.A.
         2739 Estanislao Zeballos Beccar
         Buenos Aires
         Argentina B1643AGY
         Phone: +54 11 4719 8500
         Fax: +54 11 4719 8501
         Web site: http://www.acindar.ar.com


AGUAS PROVINCIALES: Govt. Considers Pullout a Breach of Contract
---------------------------------------------------------------
The government of Argentine province Santa Fe has bolstered its
efforts to compel French services group Suez to remain in the
province.

According to Business News Americas, Santa Fe will consider it a
breach of contract if Suez proceeds with a plan to pull out of
water concession Aguas Provinciales de Santa Fe on November 25.

Santa Fe Governor Jorge Obeid has signed a decree stating that
there is no possibility of the unilateral cancellation of the
concession contract.

"If Suez goes, it will be officially abandoning the service,"
provincial minister of public works, Alberto Hammerly, was
quoted as saying. This would threaten the retrieval of Suez'
ARS62-million (US$22.6mn) financial guarantee from authorities.

"They can't just go like that without any other procedure than
to name a date for the province to resume control of the
service," the official said.

"With the lien guarantee, there is still the possibility that a
sale of stock is carried out and they [Suez] negotiate with
another service provider," said Mr. Hammerly.

"The company Aguas Provinciales cannot propose failing to
provide the service which it is contractually obliged to do," he
added.

Suez, which holds a 51.69% stake in Aguas Provinciales de Santa
Fe, told the provincial authorities earlier that it planned to
hand over the concession just before the end of this month.
However, the local government lacks the funds to resume control.


ALPHA SALUD: Court Orders Liquidation
-------------------------------------
Alpha Salud Sociedad Medica Argentina S.A. prepares to wind-up
its operations following the bankruptcy pronouncement issued by
a Buenos Aires court. The declaration effectively prohibits the
company from administering its assets, control of which will be
transferred to a court-appointed trustee.

Infobae reports that the court appointed Mr. Daniel Guillermo
Contador as trustee. Mr. Contador will be reviewing creditors'
proofs of claim until Dec. 21, 2005. The verified claims will
serve as basis for the individual reports to be presented for
court approval on March 3, 2006. The trustee will also submit a
general report of the case on April 18, 2006.

CONTACT: Mr. Daniel Guillermo Contador, Trustee
         Tucuman 1657
         Buenos Aires


ALTO PALERMO: Posts $9,299,827 Profit in 3-Mo Ended Sep. 30
-----------------------------------------------------------
Alto Palermo S.A. reported in its Financial Statements dated
November 11, 2005 filed with the Bolsa de Comercio de Buenos
Aires and Comision Nacional de Valores that it obtained profit
of $9,299,827 for the three-month period ended on September 30,
2005.

Company wrote:

We inform that at the moment of the end of the Financial
Statements period the authorized capital of the Company is
$78,042,363. Its share composition is divided in 780,423,632 of
non-endorsable registered common stock of face value $0.10 each,
and with right to 1 vote each.

If all the holders of Company's Convertible Notes exercise at
the end of the period its conversion right the amount of shares
will become 214,921,524, all those non endorsable registered
common stock of V$N 0,10 each, and with right to 1 vote each.

For this calculation, the conversion price considered was 1
divided the exchange rate at the end of the period.

To see Financial Statements:
http://bankrupt.com/misc/ALTO_PALERMO.htms

CONTACT: Alto Palermo S.A. (APSA)
         2/F
         476 Hipolito Yrigoyen
         Buenos Aires
         Argentina
         Phone: +54 11 4344 4600
         Web site: http://www.altopalermo.com.ar


BANCO RIO: Posts ARS46 Mln 3Q05 Net Loss Vs. ARS7.3 Mln in 3Q04
---------------------------------------------------------------
Argentine bank Banco Rio de la Plata reported a net loss of
ARS46 million (US$15.5mn) in the third quarter of the year, up
from ARS7.3 million in the same period last year, reports
Business News Americas.

The loss is due to the liability payments made by the Company to
strengthen its balance sheet, which was severely damaged by
Argentina's economic and financial crisis in 2002.

Banco Rio paid earlier this year corporate bond obligations
worth ARS1.36 billion ahead of time and paid its full ARS380
million debt with the central bank. Also, the bank's
shareholders approved a capital increase of up to ARS310 million
to further strengthen the balance sheet.

Meanwhile, Banco Rio's operating profit in the third quarter of
the year jumped one-and-a-half times to ARS100 million. Net
Financial income soared 144% to ARS117 million.

As of September 30, the bank's assets fell 7.4% to ARS13 billion
compared to the same time 2004, while its net lending rose 12%
to ARS5.93 billion.

Liabilities fell 9% to ARS12 billion pesos, while equity base
rose 24% to ARS918 million

Banco Rio, which is one of Argentina's top three private banks
in terms of overall market share, is controlled by Spanish
banking group Grupo Santander.

CONTACT:  BANCO RIO DE LA PLATA S.A.
          Bartolome Mitre 480
          1036 Buenos Aires, Argentina
          Phone: +54-14-341-1081-1580
          Fax: +54-14-341-1074-1084
          Web site: http://www.bancorio.com.ar


BRAND CENTER: Begins Liquidation
--------------------------------
Brand Center S.A. of Buenos Aires will begin liquidating its
assets after the city's court declared the Company bankrupt.
Infobae reveals that the bankruptcy process will commence under
the supervision of court-appointed trustee, Mr. Carlos Foresti.

The trustee will review claims forwarded by the Company's
creditors until April 17, 2006. After claims verification, Mr.
Foresti will submit the individual reports for court approval on
March 30, 2006. The general report will follow on May 16, 2006.

CONTACT: Mr. Carlos Foresti, Trustee
         Avda. Callao 449
         Buenos Aires


CATERING ESPECIALISTAS: Seeks Reorganization Approval from Court
----------------------------------------------------------------
Buenos Aires' civil and commercial court is currently reviewing
the merits of the reorganization petition filed by Catering
Especialistas S.R.L., Argentine daily La Nacion reports.

The reorganization petition, if granted by the court, will allow
Catering Especialistas S.R.L. to negotiate a settlement with its
creditors in order to avoid a straight liquidation.

CONTACT: Catering Especialistas S.R.L.
         Cabildo 476 Piso 10 C
         Buenos Aires


CENTRAL TERMOELECTRICA: Liquidates Assets to Pay Debts
------------------------------------------------------
Central Termoelectrica Regional S.A. will begin liquidating its
assets following the pronouncement of Buenos Aires' civil and
commercial court that the Company is bankrupt, Infobae reports.

The bankruptcy ruling places the Company under the supervision
of court-appointed trustee, Ms. Analia Fernanda Calvo. The
trustee will verify creditors' proofs of claim until Dec. 7,
2005. The validated claims will be presented in court as
individual reports on Feb. 20, 2006.

Ms. Calvo will also submit a general report, containing a
summary of the Company's financial status as well as relevant
events pertaining to the bankruptcy, April 3, 2006.

The bankruptcy process will end with the disposal of the
Company's assets in favor of its creditors.

CONTACT: Ms. Analia Fernanda Calvo, Trustee
         Rodriguez Pena 797
         Buenos Aires


COMPANIA DEPORTIVA: Asks Court for Reorganization
-------------------------------------------------
Compania Deportiva S.A., a company operating in Buenos Aires,
has requested for reorganization after failing to pay its
liabilities since July 29, 2005.

The reorganization petition, once approved by the court, will
allow the Company to negotiate a settlement with its creditors
in order to avoid a straight liquidation.

The case is pending before Court No. 4. Court No. 8 assists on
this case.

CONTACT: Compania Deportiva S.A.
         Uriarte 2327
         Buenos Aires


CONSTRUCCION Y DISENO: To Present Gen. Report in Court Feb. 24
--------------------------------------------------------------
The general report on the Construccion y Diseno S.R.L.
insolvency case will be presented in court on Feb. 24, 2006,
reports Infobae. The general report summarizes events relevant
to the reorganization and provides an audit of the Company's
accounting and business records.

The source relates that the Company started reorganization after
San Miguel de Tucuman's civil and commercial court approved its
petition.

The court-appointed trustee verified the claims submitted by the
Company's creditors. Out of those claims, individual reports
were prepared and submitted in court for approval.

Construccion y Diseno S.R.L. will present the completed
settlement proposal to its creditors during the informative
assembly scheduled on Aug. 11, 2006.


COOPERATIVA PARA: Court Declares Company Bankrupt
-------------------------------------------------
Court No. 2 of Buenoa Aires' civil and commercial tribunal
declared local company Cooperativa para el Personal de YPF
General Mosconi de Vivienda, Urbanizacion, Consumo, Turismo y
Servicios Sociales Limitada bankrupt, relates La Nacion. The
court approved the bankruptcy petition filed by Mr. Carlos
Escayol, whom the Company has debts amounting to $29,035.

The Company will undergo the bankruptcy process with Mr. Hector
Vegetti as trustee. Creditors are required to present proof of
their claims to Mr. Vegetti for verification before Feb. 3,
2006. Creditors who fail to submit the required documents by the
said date will not qualify for any post-liquidation
distributions.

Clerk No. 4 assists the court on the case.

CONTACT: Cooperativa para el Personal de YPF General Mosconi de
         Vivienda, Urbanizacion, Consumo, Turismo y Servicios
         Sociales Limitada
         Sarmiento 567
         Buenos Aires

         Mr. Hector Vegetti, Trustee
         Montevideo 711
         Buenos Aires


CRESUD: Announces Authorized Capital of $163,224,951
----------------------------------------------------
CRESUD S.A.C.I.F. y A announced in a letter dated November 11,
2005 with the report for the three-month period ended on
September 30, 2005 filed with the Bolsa de Comercio de Buenos
Aires and with the Comision Nacional de Valores, stating profit
of $10,973,080. The result of such period reflects:

At the moment of the end of the Financial Statements period the
authorized capital of the Company is $163,224,951. Its share
composition is divided in 163,224,951 of non-endorsable
registered common stock of V$N 1 each.

At September 30, 2005 the amount of 134,856,471 non-endorsable
common stock of face value one peso ($1) each and with right to
1 vote each are not hold by the principal shareholders. It
amount of shares represent 82.6% of the issued authorized
capital on circulation.

The principal shareholder is Inversiones Financieras del Sur
S.A. with 28,102,712 shares, which represent the 17.2% of the
issued authorized capital on circulation.

On November 2002, the Company issued Convertible Notes with
option to buy additional shares. If the Company's entire holder
of Convertible Notes exercises at the end of the period its
conversion right the amount of shares will become 241,980,823;
and if the holders exercises its warrants together with the
other shareholders, the amount of its shares will become
321,212,249.

If Inversiones Financieras del Sur S.A. exercises its conversion
right together with the other shareholders, the amount of its
shares will become 75,272,907 which represent the 31.1%; and, if
exercises its warrants together with the other holders, the
amount of shares will became 122,443,102 which represent the
38.1%.

To see Financial Statements: http://bankrupt.com/misc/CRESUD.htm

CONTACT: Cresud S.A.C.I.F. y A.
         Gabriel Blasi -- CFO
         Phone: 011-54-11-4323-7449
         E-mail: finanzas@cresud.com.ar
         URL: http://www.cresud.com.ar


DISLAZZER S.R.L.: Court Designates Trustee for Liquidation
----------------------------------------------------------
Buenos Aires accountant Ms. Andrea D. Krikorian was assigned
trustee for the liquidation of local company Dislazzer S.R.L.,
relates Infobae.

Ms. Andrea D. Krikorian will verify creditors' claims until Nov.
30, 2005, the source adds. After that, he will prepare the
individual reports, which are to be submitted in court on Feb.
27, 2006. The submission of the general report should follow on
April 24, 2006.

The city's civil and commercial court handles the Company's
case.

CONTACT: Dislazzer S.R.L.
         Avda. Juan B. Justo 1421 Capital Federal

         Ms. Andrea D. Krikorian, Trustee
         Montevideo 711
         Buenos Aires


DONA PANCHA: Individual Reports Due Feb. 3 Next Year
----------------------------------------------------
The submission of individual reports on the verified claims of
creditors against Dona Pancha Gas S.R.L. will be on Feb. 3,
2006, Infobae reports.

The Company successfully petitioned for reorganization after La
Rioja's civil and commercial court issued a resolution opening
the Company's insolvency proceedings.

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

Infobae relates that trustee Hector Alejandro Lucero accepted
proofs of claim from creditors until Nov. 10, 2005.

After the submission of the individual reports, Mr. Lucero will
present a general report for court review on March 20, 2006.

CONTACT: Dona Pancha Gas S.R.L.
         Pueyrredon 236 Ciudad Capital de la Rioja

         Mr. Hector Alejandro Lucero, Trustee
         Calle Publica Casa NA 12 del Barrio Cooperativa Canal 9
         Ciudad Capital de la Rioja


IRSA: Reports Authorized Capital of $368,447,883
------------------------------------------------
IRSA Inversiones Y Representaciones Sociedad Anonima, in a
letter dated November 11, 2005 filed by the Company with the
Bolsa de Comercio de Buenos Aires and the Comision Nacional de
Valores, announced the result of the three-month period ended on
September 30, 2005 requested by Section 63 of the Regulations of
the Bolsa de Comercio de Buenos Aires. The result of such three-
month period reflects:

At the moment of the end of the Financial Statements period the
authorized capital of the Company is $368,447,883. Its share
composition is divided in 368,447,883 of non endorsable
registered common stock of face value one peso ($1) each, and
with right to 1 vote each, which are hold by shareholders or
groups of control.

On November 2002, the Company issued Convertible Notes with
warrants to buy additional shares. If all the holder of
Company's Convertible Notes exercises at the end of the period
its conversion right the amount of shares will become
473,000,171; and if all the Company's shareholders exercise
their warrants, the amount of shares will become 578.971.677.

To see financial results: http://bankrupt.com/misc/IRSA.htm

CONTACT: IRSA Inversiones y Representaciones S.A.
         Alejandro Elsztain - Director
         Gabriel Blasi - CFO
         Phone: (5411) 4323 7449
         E-mail: finanzas@irsa.com.ar
         URL: http://www.irsa.com.ar


KEY ENERGY: Provides Operational, Financial, Restatement Update
---------------------------------------------------------------
Key Energy Services, Inc. (Pink Sheets: KEGS) provided Monday an
operational and financial update, including its October 2005 rig
and trucking hours and unaudited selected financial data for the
quarter ended September 30, 2005.  The Company also provided an
update on its restatement process.

                     OPERATIONS UPDATE

The Company will open a new well servicing and pressure pumping
facility in the southern Barnett Shale of the Fort Worth Basin
due to increased customer demand and service opportunities in
this region.  The Company anticipates that the new facility,
which should be operational in second quarter 2006, will provide
additional well service rigs and approximately 20,000 horsepower
of pressure pumping equipment.  This facility is also expected
to provide electric wireline services.

Pricing for most of the Company's services continues to improve.
The Company anticipates new regional price increases on its well
service rig operations during the first quarter of 2006.  In
addition, the Company's pressure pumping division will implement
a 10% increase to its price book effective January 1, 2006.

Commenting on recent operations, Dick Alario, Chairman and Chief
Executive Officer, stated, "We continue to be very pleased with
current activity levels and are excited for the upcoming year.
Customer demand for our services shows no signs of abating while
waiting lists for our services in many regions continue to
grow."

Mr. Alario continued, "We are in the finishing stages of our
2006 budget preparation and presently budgeting capital
expenditures for 2006 of approximately $185 million.  Our
current forecast is that revenue for 2006 will approach $1.4
billion.  The capital expenditure budget includes an anticipated
increase in the remanufacturing program of our well service rig
fleet, the purchase of 30 new well service rigs, expansion of
our pressure pumping operations as well as additional rental
tool equipment and new electric wireline assets to support our
market entry into two new regions in the southern United
States."

                      OPERATING DATA
                                   For the month ending
                    October 31,   September 30,   October 31,
                       2005            2005          2004
Working Days            21              21            21
Rig Hours            222,537         218,973       207,194
Trucking Hours       198,409         199,489       223,049

The Company calculates working days as total weekdays for the
month less any company holidays that occur that month.  For the
months of November and December 2005, there are 20 working days.

                 REPAYMENT OF SENIOR NOTES

On November 8, 2005, the Company repaid the $275 million 8.375%
Senior Notes due 2008 at a call price of 104.188.  The Company
repaid these 8.375% Notes with borrowings of $250 million from
the Company's $400 million Term Loan B Facility and cash on
hand.  The Company has $400 million outstanding under its Term
Loan B Facility and no borrowings under its $65 million
revolving credit facility.  In conjunction with the funding of
the $400 million Term Loan B, the Company is required under the
Credit Agreement to enter into an interest rate swap to fix a
minimum of $200 million of the Term Loan B.  The Company will
evaluate swaps in the coming months and anticipates that a swap
will be in place during the March 2006 quarter.  Additionally,
as of November 10, 2005, the Company had cash and cash
equivalents of approximately $74.5 million.

                    RESTATEMENT UPDATE

As previously disclosed, the Company is in the process of
finalizing supporting documentation for accounting treatments in
the restatement.  The purpose of this documentation process is
to provide the appropriate accounting documentation to support
the Company's restated financial statements.  The Company
believes that this documentation, when completed, will provide a
clear audit trail and thereby facilitate the work of the
Company's independent auditors.

The documentation process is ongoing and is taking considerably
more time than previously anticipated.  The process consists of
preparing memoranda, supporting calculations and other
information to support each adjustment to the 2003 financial
statements and prior periods that the Company has determined are
required in connection with the restatement.  The memoranda,
which are being prepared under the direction of the Company's
new chief accounting officer, will document the Company's
accounting positions under GAAP with respect to the matters
under restatement, corrections to the financial statements
required by the restatement, and actions to remediate the issues
in the future.   At present, the Company estimates that there
will be over 60 supporting memoranda, of which the majority will
relate to fixed assets.   These memoranda are detailed and in
many cases include substantial amounts of supporting data.  The
Company is making the memoranda available to the independent
auditors as they are completed.

As the documentation process has continued, the Company has
identified several instances in which prior assumptions were
incorrect, the accounting entries did not correspond the
memoranda, or, in some cases in which the GAAP analysis was
flawed.   While such errors have not required large numerical
adjustments to the financial statements, they have required the
Company to conduct additional review and analysis.  In some
cases, errors or changes in particular line items may result in
adjustments to, and additional analysis of, other line items.

The Company has engaged accountants from a third party
consulting firm to assist in the review and preparation of
restatement adjustments and supporting documentation.  The
Company has also hired additional internal accounting staff,
including a new director of financial reporting.  In addition,
the Company has engaged additional resources from the outside
consulting firm to assist in completing the restatement of tax
provision and deferred tax calculations.

The Company is unable at this time to predict when the
documentation process will be complete, when its independent
auditors will complete their audit of the Company's financial
statements for the fiscal year ended December 31, 2003 and prior
periods, or when the Company will file its Annual Report on
Form 10-K for 2003.  The filing date could be delayed by
additional adjustments following audit comments by the Company's
independent accountants.

Commenting on the restatement process, Dick Alario stated,
"Although the steps we have taken recently will require more
time to finish the restatement, I am encouraged because these
measures will facilitate more accurate conclusions, assist us in
completing the process and strengthen the Company's accounting
and reporting functions."

Key Energy Services, Inc. is the world's largest rig-based well
service company.  The Company provides oilfield services
including well servicing, contract drilling, pressure pumping,
fishing and rental tools and other oilfield services.  The
Company has operations in all major onshore oil and gas
producing regions of the continental United States and
internationally in Argentina.

To see selected financial data:
http://bankrupt.com/misc/Key_Energy.txt

CONTACT:  Key Energy Services, Inc.
          John Daniel
          Tel: (713) 651-4300


LENTAX S.A.: Court Authorizes Plan, Concludes Reorganization
------------------------------------------------------------
Buenos Aires-based Lentax S.A. concluded its reorganization
process, according to data released by Infobae on its Web site.
The conclusion came after the city's civil and commercial court
homologated the debt plan signed between the Company and its
creditors.


MARINA PROPIEDADES: Initiates Bankruptcy Proceedings
----------------------------------------------------
A Buenos Aires court declared Marina Propiedades S.A. "Quiebra,"
reports Infobae.

Mr. Gabriel T. Vulej, who has been appointed as trustee, will
verify creditors' claims until Feb. 4, 2006 and then prepare the
individual reports based on the results of the verification
process.

The individual reports will then be submitted to court on March
16, 2006, followed by the general report on May 2, 2006.

CONTACT: Mr. Gabriel T. Vulej, Trustee
         Tucuman 1484
         Buenos Aires


PIONEER NATURAL: Appoints New Executives
----------------------------------------
Pioneer Natural Resources Company (NYSE:PXD) announced Monday
that A.R. (Ray) Alameddine has been named Executive Vice
President, Worldwide Negotiations, William F. (Bill) Hannes has
been promoted to Executive Vice President, Worldwide Business
Development, Jay P. Still has been promoted to Executive Vice
President, Western Division, and Denny B. Bullard has been named
Vice President, Engineering and Development.

Mr. Alameddine will oversee transaction negotiation, execution
and implementation and the Company's domestic land
administration team. He joined Pioneer in 1997 and became
Executive Vice President of Worldwide Business Development in
November 2003. Prior to joining the Company, Mr. Alameddine
spent 26 years with Mobil in engineering, planning, and
acquisitions and divestitures. He graduated from Louisiana State
University in 1971 with a Bachelor of Science degree in
Petroleum Engineering. He is based in Dallas and will continue
to report to Scott D. Sheffield, Chairman and Chief Executive
Officer, and serve on Pioneer's Management Committee.

Mr. Hannes will direct Pioneer's worldwide business development
efforts, including opportunity generation and analysis. He
joined Pioneer in 1997 and has served in various capacities,
most recently as Vice President, Engineering and Development.
Prior to joining Pioneer, Mr. Hannes held engineering positions
with Mobil and Superior Oil. He graduated from Texas A&M
University in 1981 with a Bachelor of Science degree in
Petroleum Engineering. He is based in Dallas and will report to
Mr. Sheffield and serve on Pioneer's Management Committee.

Mr. Still is based in Denver and manages Pioneer's Western
Division, which is the Company's largest division having
responsibility for drilling and operations in the Raton,
Piceance and Uinta basins. He joined Pioneer in 1995 and was
appointed head of the Western Division in September 2004. Prior
to joining Pioneer, Mr. Still spent 10 years with Mobil in
various drilling, operations and reservoir engineering
assignments. He graduated with a Bachelor of Science in
Mechanical Engineering from Texas A&M University in 1984 and
received his Masters in Business Administration from Loyola
University in 1992.

Mr. Bullard will assume Mr. Hannes' prior responsibilities for
Pioneer's drilling, development and facilities related
activities and is based in Dallas. He joined the Company in 1991
and has served in various senior capacities, most recently as
Vice President, Gulf Coast Operations. Prior to joining Pioneer,
Mr. Bullard held engineering and managerial positions with
Conoco, Inc. and Damson Oil Corporation. He graduated from Texas
Tech University in 1970 with a Bachelor of Science degree in
Petroleum Engineering.

Mr. Sheffield, stated, "Over the last few years we've
experienced significant growth in our domestic and international
assets. As we increase our focus on expanding our North America
onshore property base while continuing to pursue international
opportunities, the demands on our business development team are
expanding. Ray has a long history of successfully negotiating
complex transactions, including international government
contracts. By bringing Bill in to head up our efforts to
generate and analyze new opportunities, we leverage his strong
leadership ability and his industry relationships and
experience. Jay has done an exceptional job in establishing our
Western Division and will be playing a critical role in
expanding our production and reserves in the Rockies, and
Denny's extensive engineering expertise and commitment will
continue to benefit Pioneer as he takes on this new role."

Pioneer is a large independent oil and gas exploration and
production company, headquartered in Dallas, with operations in
the United States, Argentina, Canada and Africa. For more
information, visit Pioneer's website at www.pioneernrc.com.

CONTACT: Pioneer Natural Resources Company
         Dallas Investors:
         Frank Hopkins
         Chris Paulsen, 972-444-9001

         Media and Public Affairs:
         Susan Spratlen, 972-444-9001


SANTA PAULA: Gets Court Approval for Reorganization
---------------------------------------------------
Santa Paula S.R.L. will begin reorganization following the
approval of its petition by Santa Fe's civil and commercial
court. The opening of the reorganization will allow the Company
to negotiate a settlement with its creditors in order to avoid a
straight liquidation.

Mr. Claudio Seveso will oversee the reorganization proceedings
as the court-appointed trustee. He will verify creditors' claims
until Feb. 10, 2006. The validated claims will be presented in
court as individual reports on March 24, 2006.

Mr. Seveso is also required by the court to submit a general
report essentially auditing the Company's accounting and
business records as well as summarizing important events
pertaining to the reorganization. The report will be presented
in court on May 10, 2006.

An Informative Assembly, the final stage of a reorganization
where the settlement proposal is presented to the Company's
creditors for approval, is scheduled on Oct. 25, 2006.

CONTACT: Santa Paula S.R.L.
         4 de Enero 2165
         Ciudad de Santa Fe (Santa Fe)

         Mr. Claudio Seveso, Trustee
         San Martin 3537
         Ciudad de Santa Fe (Santa Fe)


SAPIC S.A.: Court Rules for Liquidation
---------------------------------------
Buenos Aires' civil and commercial court ordered the liquidation
of Sapic S.A. after the Company defaulted on its obligations,
Infobae reveals. The liquidation pronouncement will effectively
place the Company's affairs as well as its assets under the
control of Ms. Analia Fernanda Calvo, the court-appointed
trustee.

Ms. Calvo will verify creditors' proofs of claim until Dec. 15,
2005. The verified claims will serve as basis for the individual
reports to be submitted in court on March 30, 2006. The
submission of the general report follows on May 16, 2006.

CONTACT: Ms. Analia Fernanda Calvo, Trustee
         Rodriguez Pena 797
         Buenos Aires


SET LOGISTICA: Concludes Reorganization
---------------------------------------
The reorganization of Set Logistica y Transportes S.R.L. has
been concluded. Data revealed by Infobae on its Web site
indicated that the process was concluded after Cordoba's civil
and commercial court homologated the debt agreement signed
between the Company and its creditors.

CONTACT: Set Logistica y Transportes S.R.L.
         Defensa 297 BA Mirizzi
         Ciudad de Cordoba (Cordoba)


TELECOM PERSONAL: S&P Assigns 'B-' Rating; Outlook Stable
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' local and
foreign currency long-term corporate credit rating to the
Argentine mobile operator, Telecom Personal S.A. (TP). The
outlook is stable.

The assigned rating reflects the close linkage of TP's credit
quality to that on its parent, Telecom Argentina S.A. (TECO, B-
/Stable/--), due to the fact that TP constitutes the growth
vehicle for TECO. In addition, coupled with the economic
incentives for the parent to support the company, TECO's
financial debt presents cross default clauses with TP. The
ratings on TP also reflect the challenges of operating in the
Argentine environment after the crisis in 2002 and the high
competition in the mobile segment. "TP faces currency mismatch
risks, as most of its cash generation is in Argentine pesos,
while financial debt and some operational costs are foreign
currency-denominated. In contrast, the company's relatively good
competitive position, as one of the three mobile players in
Argentina, and the financial improvements after the closing of
the restructuring of its financial debt (in November 2004)
partially mitigate the mentioned negative factors," said
Standard & Poor's credit analyst Ivana Recalde.

TP's financial situation and business conditions significantly
deteriorated during the Argentine crisis, due to the weakening
of the company's debt-servicing ability as a result of the
domestic currency devaluation, resulting in the restructuring of
its financial debt. The reduction in debt levels after the
restructuring and the improvement in business fundamentals
allowed TP to mitigate the competitive pressures in the mobile
market and gradually improve its financial condition. TP's cash-
flow generation is and will continue to be strongly dependent on
stability in the Argentine macroeconomics.

TP is a subsidiary of TECO. TECO is, in turn, controlled by
Nortel Inversora S.A. (with a 57.74% share). Nortel is a holding
company jointly controlled by the Telecom Italia Group
(BBB+/Stable/A-2) and the Werthein Group, a local investor
group. TECO is one of the two incumbent telephone companies in
Argentina (with about 47% of total fixed lines in service in the
country) and one of the largest integrated telecommunication
providers in the country. Through its subsidiaries, the company
participates in mobile communications (in Argentina and
Paraguay), and data transmission and Internet.

The stable outlook on TP reflects the close link with TECO's
credit quality. The stable outlook reflects our expectation that
the company's good competitive position and the relatively
stable economic scenario will allow TECO to further reduce debt
and to consolidate financial improvements after the
restructuring. Rating upside is limited given the current
business environment in Argentina and the persistence of
currency mismatch risks (between the company's foreign currency
debt and peso-denominated cash generation). The ratings could be
pressured by higher competition in the mobile segment, the
persistence of fixed tariff inflexibility under a higher-than-
expected inflationary and exchange rate scenario, an increase in
government intervention in the fixed segment, or deterioration
in its financial flexibility.

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

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


TELEFONICA ARGENTINA: Board Approves Financial Statements
---------------------------------------------------------
Telefonica de Argentina S.A. announced in a letter sent to Bolsa
de Comercio de Buenos Aires on November 8, 2005 that its Board
approved in a meeting held on November 7 the financial
statements and other documentation corresponding to the nine-
month period ended as of September 30, 2005. The Company wrote:

Furthermore, we hereby report the following data (values
denominated in million pesos):

1) Period Income (Loss):
   - Ordinary Income (Loss)    $80
   - Extraordinary Income (Loss)    $ -

2) Breakdown of Shareholders' Equity by item and amount:
   - Capital Stock (par value)    $407(a)
   - Capital Stock Adjustment    $486
   - Premium on Common Stock    $172
   - Other Contributions          $19
   - Legal Reserve                $71
   - Retained earnings - loss    $(2,187)

   Total Shareholders' Equity    $(1,032)

a) Includes $2, authorized to public offering, pending issue.

3) The impact of the peso appreciation on the consolidated net
monetary position in foreign currency amounted to a $135 million
profit during the nine-month period ended as of September 30,
2005.

On October 6, 2005, the Board of Directors approved the final
amount for a capital increase of 1,786,790,169 Class "B" common
shares, including the 2,000,000 shown on the above table (see
(a)), which -as of that date- were fully subscribed and paid in;
thus, the Company's capital stock amounted to 2,191,519,529. To
date, the above increase is pending registration with the Public
Registry of Commerce.

The Company also informed that its Board of directors approved
in the meeting held on November 7 the execution of an agreement
with Telefonica Mundo S.A., a subsidiary of CTC Chile and part
of Telefonica Group, to lease two links for data transmission
services.

The value of the transaction amounts to 13 million US dollars,
in a 7 year-term.

The Board appointed Mr. Alejandro Lastra as the new Officer for
Market Relations with the participation of the Statutory
Committee.

Mr. Manuel Alfredo Alvarex Tronge has been appointed as
Secretary General of Telefonica Internacional, S.A., which is
based in Madrid, Spain. He has resigned to his position as
Secretary of the Board and Secretary General of Telefonica de
Argentina S.A. (TASA), and his resignation has been accepted by
the Company's Board.

The Board members have unanimously congratulated him on this new
position in Telefonica Group and expressed their most sincere
recognition for this excellent work since his appointment to the
General Secretariat of Argentina.

Likewise, the Company's Board resolved to appoint as new
Secretary of the Board, Mr. Alejandro Lastra who will, in turn,
be TASA Secretary General. Mr. Alejandro Pinedo has been
appointed as Corporate Secretary General of Telefonica in the
country.

The Board resolved to approve the sale to Telefonica Publicidad
e Informacion S.A. and Telefonica Publicidad e Informacion
Internacional S.A. (jointly "TPI"), companies organized in the
Kingdom of Spain, of 100% of the shares in Telinver S.A.,
company of Telefonica Group organized in the Argentine Republic
and engaged in the publishing of telephone directories. The
value of the transaction has been set at 74 million US dollars,
at which the net financial debt and provision for risks to be
verified at October 31, 2005 will be discounted.

In this connection, the Board has approved the execution of
contracts to implement this transaction to be carried out in the
next days.

Telefonica de Argentina S.A. repurchased on November 2, 2005 its
corporate bonds. The Company informed in a letter sent to Bolsa
de Comercio de Buenos Aires on November 3, 2005 that it
repurchased the Class 3 Fixed Rate Series Coupon 8% due in
February 2006, Par Value $ 15,633,753.

The Company will proceed to pay off the bonds and disclose the
outstanding remaining amount.

CONTACT:  External Communications
          Av. I. Huergo 723 19 Floor Zip Code 1107AOH
          Buenos Aires, Argentina
          Phone: 4332-2051
          Fax: (54-11) 4303-5586 ext. 4960
          E-Mail: prensa@telefonica.com.ar
          http://www.telefonica.com.ar/saladeprensa


TELESERVICE S.A.: Court OKs Creditor's Bankruptcy Call
------------------------------------------------------
Teleservice S.A.entered bankruptcy after Court No. 24 of Buenos
Aires' civil and commercial tribunal approved a bankruptcy
motion filed by Mr. Marcelo Hernan Garcia Quiroga, reports La
Nacion. The Company's failure to pay its debt prompted the
creditor to file the petition.

Working with the city's Clerk No. 40, the court assigned Ms.
Silvia Davicco as trustee for the bankruptcy process. The
trustee's duties include the authentication of the Company's
debts and the preparation of the individual and general reports.
Creditors are required to present their proofs of claim to the
trustee before Dec. 16, 2005.

The Company's assets will be liquidated at the end of the
bankruptcy process to repay creditors. Payments will be based on
the results of the verification process.

CONTACT: Teleservice S.A.
         Avenida Cordoba 1342
         Buenos Aires

         Ms. Silvia Davicco, Trustee
         Avenida Presidente Roque Saenz Pena 651
         Buenos Aires



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

FOSTER WHEELER: Board Approves Revisions to Fees Payable
--------------------------------------------------------
The Board of Directors of Foster Wheeler Ltd. approved on
November 8, 2005, upon the recommendation of the Compensation
Committee, the revisions to the fees payable to certain non-
employee directors as compensation for their service on the
Board of Directors and committees. These changes are effective
November 9, 2005 and are as follows:

1) The cash annual retainer for the Audit Committee Chair was
increased from $5,000 to $10,000; and

2) A cash annual retainer of $5,000 was introduced for the
Deputy Chairman of the Board.

CONTACT: Foster Wheeler Ltd.
         Media
         Maureen Bingert
         Phone: 908-730-4444

         Investor
         John Doyle
         Phone: 908-730-4270

         Other Inquiries
         Phone: 908-730-4000

         URL: http://www.fwc.com


GLOBAL CROSSING: Balance Sheet Upside-Down by $139M at Sept. 30
---------------------------------------------------------------
Global Crossing Ltd. (NASDAQ: GLBC) reported financial and
operational results for the third quarter of 2005.

                           Highlights

Global Crossing's year-over-year improvement shows continued
execution of its business transformation initiatives.  The
company's "invest and grow" revenue -- that is, revenue from
Global Crossing's core businesses serving global enterprises,
collaboration and carrier data customers through direct and
indirect channels - grew by 2 percent to $269 million in the
third quarter, reflecting data and conferencing revenue growth
of 7 percent.  "Invest and grow" revenue generated outside of
the company's UK business continued to strengthen, with a $15
million or 10 percent increase year over year.  "Invest and
grow" Adjusted Gross Margin grew 8 percent to $143 million.

The company also continued efforts to drive the business closer
to profitability, yielding a 30-percent decline in cost of
access year over year.  Improvements in the company's revenue
mix, lower wholesale voice volumes and network efficiencies
contributed to the lower costs.

"We continue to meet our targets, demonstrating momentum as we
become the premier network services provider, serving our
carrier and enterprise customers with global converged IP
services," said John Legere, Global Crossing's chief executive
officer.  "We've extended our reach into 12 key markets in
mainland China through an agreement with CPCNet, and we became
the first global VoIP provider rated as 'SIP-compliant' by
Avaya.  Our focus on delivering converged IP services is
unwavering."

Global Crossing carried close to seven billion minutes of Voice
over Internet Protocol (VoIP) traffic during the third quarter,
comprising 64 percent of the company's voice traffic. Since the
end of 2004, Global Crossing's IP traffic has increased from 90
Gbps to 122 Gbps.  Global Crossing's IP VPN traffic, which
supports converged IP solutions for enterprise customers around
the world, grew 300 percent on an annualized basis, highlighting
the increased uptake in these scalable, high-performance
solutions by the company's customers.

Product and service news during the third quarter included
Global Crossing's E911 offer for VoIP service providers,
supporting the ongoing adoption of VoIP in the marketplace.  In
October the company announced the deployment of IPv6 in its
global network. This powerful standard, the adoption of which
has been mandated by the U.S. government, simplifies mobile
networking and lays the groundwork for the deployment and
adoption of next-generation IP-based applications.  Global
Crossing also released a number of key enhancements to its
flagship IP VPN service in October, delivering an increasingly
powerful and versatile solution for businesses, and it announced
expansion of its telecommunications license in Mexico.  The
license now permits the company to sell international and
domestic long-distance services directly to Mexican-based
businesses and carriers, opening the door to the possibility of
delivering VoIP services to this important market.

                       Revenue and Margin

Revenue for the third quarter of 2005 was $481 million,
representing a year-over-year decline of 22 percent and well
ahead of the trajectory required to meet the company's revenue
guidance. "Invest and grow" revenue grew by 2 percent year over
year to $269 million, while wholesale voice revenue declined 41
percent to $189 million.

"Our goal in transforming Global Crossing's business was to
achieve higher margins by focusing on the higher-quality IP
revenue for which our network was built," continued Mr. Legere.
"Today's results are good news for Global Crossing, showing
solid performance in our area of focus. Our business
transformation is on track."

Adjusted Gross Margin (defined in the tables that follow) as a
percentage of revenue was 36 percent in the third quarter of
2005, compared to 30 percent in the third quarter of 2004.
Adjusted Gross Margin dollars were $175 million, compared to
$185 million in the third quarter of 2004 - a 5 percent decline
compared to the 22 percent decline in revenue.  On a year-to-
date basis, Adjusted Gross Margin dollars increased 3 percent,
while revenue declined 21 percent.

Adjusted Gross Margin in the "invest and grow" category was $143
million in the third quarter of 2005, representing 8 percent
year-over-year growth.

Outside of cost of access expense, the company reduced its
sales, general and administrative expense by $17 million year
over year to $195 million in the third quarter, while costs of
equipment sales increased by $5 million during the same time
period.

                            Earnings

For the third quarter of 2005, Adjusted EBITDA was reported at a
loss of $33 million, compared with a loss of $35 million in the
third quarter of 2004.

Consolidated loss applicable to common shareholders in the third
quarter of 2005 was $95 million, compared to a loss of $96
million in the third quarter of 2004.

                       Cash and Liquidity

As of September 30, 2005, unrestricted cash and cash equivalents
were $260 million.  Restricted cash was $23 million.  Global
Crossing used $45 million of cash in the third quarter,
including $19 million of cash for capital expenditures and
capital leases.

                            Guidance

Below is a summary of the specific financial guidance for 2005
provided on March 16, 2005 and year-to-date results for the
first three quarters of the year.


                                   2005 Guidance   Year-to-Date
Metric                             ($ millions)    Performance
------                            -------------   ------------
Revenue                          $1,800 - $1,950         $1,506

"Invest and Grow" Revenue        $1,120 - $1,195           $816

Wholesale Voice Revenue              $615 - $685           $605

Harvest/Exit Revenue                   $65 - $70            $85

Adjusted Gross Margin Percentage       36% - 41%             38%

"Invest and Grow" Adjusted
  Gross Margin                       $504 - $717           $440

Wholesale Voice Adjusted
  Gross Margin                        $68 - $103            $82

Harvest/Exit Adjusted
  Gross Margin                         $18 - $25            $47

Adjusted EBITDA                    ($145 - $115)          ($88)

Cash Use                            ($180 - $150)         ($105)

Cash from Assets/IRU's/Marketable
Securities                             $60 - $80            $75

Capital Expense/Capital Leases        $95 - $100            $72

Headquartered in Florham Park, New Jersey, Global Crossing Ltd.,
-http://www.globalcrossing.com/-- provides telecommunications
solutions over the world's first integrated global IP-based
network, which reaches 27 countries and more than 200 major
cities around the globe.  Global Crossing serves many of the
world's largest corporations, providing a full range of managed
data and voice products and services.  The Company filed for
chapter 11 protection on January 28, 2002 (Bankr. S.D.N.Y. Case
No. 02-40188).  When the Debtors filed for protection from their
creditors, they listed $25,511,000,000 in total assets and
$15,467,000,000 in total debts.  Global Crossing emerged from
chapter 11 on December 9, 2003.

As of Sept. 30, 2005, Global Crossing's balance sheet reflects a
$139 million equity deficit compared to $51 million of positive
equity at Dec. 31, 2005. (Troubled Company Reporter, Tuesday,
Nov. 15, 2005, Vol. 9, No. 271)


INTELSAT: Ratings Unaffected by 3Q05 Results - Fitch
----------------------------------------------------
Intelsat, Ltd.'s (Intelsat) announcement of its results for the
third quarter ended Sept. 30, 2005 does not affect the ratings
of Intelsat, wholly owned subsidiary Intelsat (Bermuda), Ltd.
(Intelsat Bermuda) and operating subsidiary Intelsat Subsidiary
Holding Company Ltd. (HoldCo). The company remains on Rating
Watch Negative.

For the third quarter, Intelsat generated operating EBITDA of
$198 million versus $184 million in the comparable 2004 quarter.
Consequently, operating EBITDA margin declined to 67.6% from
69.2%. As a percentage of revenue by customer, network services
and telecommunications was the largest customer set with 63%,
while government accounted for 20% and media accounted for 17%
of revenue. Lease services was the largest business by service
category at 65% of revenue, while the legacy channel business
accounted for 19% and declining, and managed solutions, mobile
satellite services, and other represented the remainder. The
managed solutions category, which had negligible revenue in
2002, grew to 10% of revenue in the latest quarter and is a
growth business for Intelsat. It combines satellite capacity,
teleport facilities, satellite communications hardware, and
fiber optic cable and other ground facilities to provide
broadband, video, and private network services to customers. The
operating EBITDA margin decline was most likely due to the
increased contribution of revenues from managed solutions and
its Intelsat General business, which have lower margins than its
traditional business. Cash flow from operations for the quarter
was $85 million and free cash flow was $53 million. Cash flow
from operations was negatively affected by the significantly
higher debt service costs post-buyout as compared with the
comparable 2004 quarter.

Following the completion of its satellite replacement cycle in
2004, capital expenditures are expected to be significantly
lower in 2005 and beyond compared with the recent past. For the
first nine months of 2005, capital expenditures have totaled
$117 million, compared with $346 million (including payments for
future satellites and orbital slots) in the same 2004 period.
However, on Nov. 4, 2005, Intelsat paid a dividend of almost
$200 million to its equity holders, which, when added to the
$305 million in dividends paid in February 2005, returns
substantially all of the sponsors' equity contribution in the
original buyout. Although liquidity is sufficient to meet
upcoming debt service needs and estimated capital expenditures,
Fitch remains concerned about Intelsat's continued use of cash
for shareholder friendly transactions, in addition to the
pending PanAmSat acquisition.

As of Sept. 30, 2005 and pro forma for the recent dividend
payout, Intelsat's liquidity was supported by approximately $200
million in cash and cash equivalents. Additional sources of
liquidity include approximately $211 million available under its
revolving credit facility expiring January 2011 and significant
annual free cash flow. Intelsat currently has debt outstanding
of $4.8 billion. In late August of this year, Intelsat signed a
definitive agreement to acquire PanAmSat for $3.2 billion, or
$25 per share of PanAmSat common stock, plus the assumption of
$3.2 billion of PanAmSat debt, which will further significantly
increase leverage upon merger consummation.

Fitch notes that the contemplated PanAmSat acquisition would
create a satellite powerhouse with a combined 53 satellites
serving customers in some 220 countries and territories.
PanAmSat shareholders approved and adopted the merger agreement
on Oct. 26. Intelsat is currently in the initial comment period
with the FTC and has received a request from the Department of
Justice for additional information. The company expects to
complete the merger in the second or third quarter of 2006.

Intelsat had established a review of the unexpected anomaly that
had developed in one of its Lockheed Martin 7000 series (LM
7000) satellites in early 2005. The review is expected to be
completed in the fourth quarter of 2005. Intelsat operates three
other LM 7000 series satellites, and although the risk to any
individual satellite may be low, a sudden failure of any of
these satellites may affect cash flow. Both Intelsat and
PanAmSat self-insure the majority of their satellites, which
could result in significant costs upon failure.

Fitch currently rates Intelsat and its subsidiaries' debt as
follows:

Intelsat, Ltd.

-- Issuer default rating 'B-';

-- Senior unsecured notes 'CCC', recovery rating 'RR6'.

Intelsat (Bermuda), Ltd.

-- Senior unsecured discount notes 'B-'; recovery rating 'RR4'.

Intelsat Subsidiary Holding Company Ltd.

-- Senior unsecured notes 'B+', recovery rating 'RR2';

-- Senior secured credit facilities 'BB-', recovery rating
'RR1'.

Fitch's rating definitions and the terms of use of such ratings
are available on the agency's public site, www.fitchratings.com.
Published ratings, criteria and methodologies are available from
this site, at all times. Fitch's code of conduct,
confidentiality, conflicts of interest, affiliate firewall,
compliance and other relevant policies and procedures are also
available from the 'Code of Conduct' section of this site. The
issuer did not participate in the rating process other than
through the medium of its public disclosure.

CONTACTS: FITCH RATINGS
          Eric K. Tutterow, 312-368-3218, Chicago
          Amol Joshi, 212-908-0543, New York
          Brian Bertsch (Media), 212-908-0549, New York



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

BANCO MERCANTIL: International Bond Issue Generates $50M
--------------------------------------------------------
Banco Mercantil do Brasil has raised U$50 million through an
international bond issue managed by Standard Bank and Banco
Finantia.

According to Business News Americas, Mercantil had intended to
issue up to US$35mn-40mn but strong investor demand prompted the
bank to increase the offering.

The bonds have a three-year maturity and will pay investor an
annual interest of 8.5%.


ELETROBRAS: Registers First 9-Month Loss of $162M
-------------------------------------------------
Federal power holding company Centrais Electricas Brasileiras SA
(Eletrobras) registered net losses of BRL356 million (US$162
million) in the first nine months of 2005, sharply down from a
profit of BRL1.39 billion in the same period of 2004.

The Company attributed the negative result to the continued
strengthening of the Brazilian real.

"That's because Eletrobras owns a large number of assets that
are indexed to the dollar, including the Itaipu hydroelectric
plant," Eletrobras said in an earnings release.

The US-dollar depreciated 16.3% in the first nine months of
2005, resulting in a BRL3.4-billion loss, which compares with a
loss of BRL260 million in the same period of 2004 resulting from
a depreciation of 1.06%.

Losses by some of the Company's other operational subsidiaries
were also behind the loss.

Eletrobras' operational revenues rose slightly to BRL6.1 billion
in the first nine months of 2005 compared with BRL5.9 billion in
the same year-ago period. The Company posted an operating loss
of BRL954 million compared with a profit of BRL2.16 billion a
year ago.

The Company controls generation, transmission and distribution
companies throughout Brazil, including Eletronorte in the Amazon
region, Furnas in Rio de Janeiro and Minas Gerais states,
Eletronuclear, the country's still fledgling nuclear program,
Chesf in the northeast of the country and the Brazilian half of
the Itaipu dam, which is shared with Paraguay.


ESCELSA: S&P Affirms `B+' Ratings
---------------------------------
Rationale

On Oct. 26, 2005, Standard & Poor's Ratings Services affirmed
its 'B+' ratings on foreign- and local-currency-denominated
corporate credit and senior unsecured debt for Brazilian
electric utility Espirito Santo Centrais Eletricas S.A.
(ESCELSA), and revised the outlook to positive from stable.

The outlook revision is based on better financial prospects
arising from the final execution of the divestiture plan, the
redeployment of all Energias do Brasil assets, and the creation
of a clear and united group strategy. These factors will result
in an improved capital structure and expected performance
buildup, especially during 2006. The rating fundamentals are
based on ESCELSA's financial figures (Standard & Poor's
previously consolidated ESCELSA's financial figures with those
of Empresa Energ‚tica do Mato Grosso do Sul (Enersul)), and take
into account ESCELSA as part of the consolidated strategy of the
Energias do Brasil group. This could somewhat counterbalance the
full benefit of the company's strong capital structure buildup.

Short-term credit factors

After the Enersul sale, ESCELSA's total debt is expected to be
about BrR700 million, of which some BrR250 million will be
short-term debt by December 2005. Nevertheless, the company is
expected to present BrR150 million in cash holdings in the same
period, and is likely to replace the major portion of its short-
term debt with a long-term debt instrument denominated in local
currency.

ESCELSA's main debt amortization, post-Enersul divestment, is
the remaining US$114 million in senior notes, which matures in
July 2007 and should be rolled over through a public debt
instrument denominated in local currency. This is basically its
only foreign-currency-denominated debt, and is equivalent to
roughly 48% of ESCELSA's debt, after the Enersul divestment.

Outlook

The positive outlook reflects the expectation that ESCELSA will
be able to materially reduce short-term working capital debt and
post FFO to total debt of about 15%, FFO to interest coverage
higher than 1.9x, and total debt to total capital around 50%;
and that the Energias do Brasil group on a consolidated basis
will continue to evolve on its financial performance according
to its corporate strategy. As long as ESCELSA's figures converge
with those assumptions, the ratings might be upgraded. The
outlook could be revised to stable if the company continues to
use short-term working capital debt and if there is a
significant delay in the expectations regarding credit
protection metrics improvement.

Primary Credit Analyst: Marcelo Costa, Sao Paulo
(55) 11-5501-8955; marcelo_costa@standardandpoors.com


LIGHT SERVICOS: New Investment Fund Mulling Acquisition
-------------------------------------------------------
A new Brazilian investment fund may buy Rio de Janeiro-based
electric power utility Light Servicos de Eletricidade SA,
reports Dow Jones Newswires.

The fund - created by construction firm Andrade Gutierrez,
investment bank Angra Partners and pension funds such as Petros,
the fund of state-run oil firm Petrobras SA (PBR) - is already
being registered at Brazil's stock exchange commission.

In June, Electricite de France (EDF), which owns 94.8% of Light,
said it was interested in bringing new investors into the unit
as part of the restructuring of Light's debt of BRL1.77 billion
(US$782 million).

Power utility Companhia Energetica de Minas Gerais SA (CEMIG)
last week also said it was interested in buying a minority stake
in Light.

CEMIG, which is owned by the state of Minas Gerais, looks at
Light "as an opportunity, but we have many others in Brazil,"
said investor relations director Luiz Fernando Rolla.

The executive said CEMIG will be diligent in evaluating any
deals for Light to make sure any agreements done will benefit
the company.

Light serves 3.4 million clients in Brazil's second- biggest
city of Rio.

CONTACT:  LIGHT SERVICOS DE ELETRICIDADE S.A.
          Avenida Marechal Floriano, 168
          20080-002 Rio de Janeiro, Brazil
          Phone: +55-21-2211-2794
          Fax:   +55-21-2211-2993
          Home Page: http://www.lightrio.com.br
          Contact:
          Bo Gosta Kallstrand, Chairman
          Michel Gaillard, President and CEO
          Joel Nicolas, Executive Director, Operation
          Paulo Roberto Ribeiro Pinto, Executive Director,
                                 Investor Relations and CFO


LIGHT SERVICOS: Net Profits Soar 187% in Jan-Sep 2005 Period
------------------------------------------------------------
Light Servicos de Eletricidade SA revealed a 187% increase in
net profits in the first nine months of 2005, to BRL89.3 million
(US$40.6mn), from BRL31.1 million in the same period a year
earlier.

Citing a statement to the Sao Paulo stock exchange Bovespa,
Business News Americas reports that Light's gross operating
revenue was up 21.6% in the first nine months of the year to
BRL5.2 billion, from BRL4.28 billion in the same period a year
earlier.

Operating profits rose to BRL286 million from BRL40 million in
January-September 2004.

EBITDA declined 52% in the first three quarters of 2005 to
BRL319 million, from BRL666 million in the same period in 2004.

Commercial losses during the first nine months of 2005 dropped
to 23.3% of revenues, down 0.7 percentage points from the same
period a year earlier.

The Company attributed this improvement to the implementation of
a plan to reduce losses, which used up most of the BRL178
million invested in the first nine months of 2005.

Consolidated net debt fell 18.5% to BRL3.42 billion at the end
of September 2005 from BRL4.19 billion on September 30, 2004,
mainly because of the appreciation of the local currency.



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

MOBILE HOLDINGS: Sets Final Meeting for Wind Up Report
------------------------------------------------------
                       Mobile Holdings Limited
                      (In Voluntary Liquidation)
                   The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of Mobile Holdings Limited
will be held at the registered office Mobile Holdings Limited on
December 5, 2005 at 11:15 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         Ica Eden
         P.O. Box 1111, Grand Cayman
         Cayman Islands
         Telephone: 345 949 5122
         Facsimile: 345 949 7920


NEW EQUITY: To Detail Wind Up Process Dec. 5
--------------------------------------------
                        New Equity Iwo Limited
                      (In Voluntary Liquidation)
                   The Companies Law (2004 Revision)

Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of New Equity Iwo Limited
will be held at the registered office of the company, on
December 5, 2005, at 11:45 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         P.O. Box 1111, Grand Cayman
         Cayman Islands
         Ica Eden
         Telephone: 345 949 5122
         Facsimile: 345 949 7920


NEW IWO EQUITY: To Hold Final Meeting Dec. 5
--------------------------------------------
                      New IWO Equity Limited
                    (In Voluntary Liquidation)
                 The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of New IWO Equity Limited
will be held at the registered office of the company, on
December 5, 2005 at 11:30 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         Ica Eden
         P.O. Box 1111, Grand Cayman
         Cayman Islands
         Telephone: 345 949 5122
         Facsimile: 345 949 7920


NEW WIRELESS: Final Meeting of Shareholders to be Held Dec. 5
-------------------------------------------------------------
                     New Wireless IIP Limited
                    (In Voluntary Liquidation)
                 The Companies Law (2004 Revision)

Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of New Wireless IIP
Limited will be held at the registered office of the Company on
December 5, 2005 at 11:45 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         Ica Eden
         P.O. Box 1111, Grand Cayman
         Cayman Islands
         Telephone: 345 949 5122
         Facsimile: 345 949 7920


NEWBURY FUNDING: Wind Up Process to be Reported Dec. 1
------------------------------------------------------
                     Newbury Funding CBO I 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 Newbury Funding CBO I Ltd.
will be held at the offices of Maples Finance Limited,
Queensgate House, George Town, Grand Cayman, Cayman Islands, on
December 1,
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, Voluntary Liquidator
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands


OGIKUBO HOLDINGS: To Give Explanation on Liquidation Dec. 1
-----------------------------------------------------------
                       Ogikubo Holdings
                  (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 Ogikubo Holdings will be
held at the offices of Maples Finance Limited, Queensgate House,
George Town, Grand Cayman, Cayman Islands, on December 1, 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 Leroux and Jon Roney
         Joint Voluntary Liquidators
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands


OHFUNA HOLDINGS: To Show Members Wind Up Process Dec. 1
-------------------------------------------------------
                         Ohfuna Holdings
                   (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 Ohfuna Holdings will be
held at the offices of Maples Finance Limited, Queensgate House,
George Town, Grand Cayman, Cayman Islands, on December 1, 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


PAUGUS LIMITED: To Explain Liquidation Process Dec. 5
-----------------------------------------------------
                           Paugus Limited
                     (In Voluntary Liquidation)
                  The Companies Law (2004 Revision)

Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of this company will be
held at the registered office of Paugus Limited, on December 5,
2005, at 11:45 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         Ica Eden
         Telephone: 345 949 5122
         Facsimile: 345 949 7920
         P.O. Box 1111, Grand Cayman
         Cayman Islands


WHITE TOWER: Liquidation Report to be Presented Dec. 1
------------------------------------------------------
                  White Tower Piccadilly 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 White Tower Piccadilly
Limited will be held at the offices of Maples Finance Limited,
Queensgate House, George Town, Grand Cayman, Cayman Islands, on
December 1, 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, Voluntary Liquidator
         Maples Finance Limited, P.O. Box 1093GT
         Grand Cayman, Cayman Islands


WIRELESS EQUITY: Final Meeting of Shareholders to be Held Dec. 5
----------------------------------------------------------------
                     Wireless Equity Limited
                    (In Voluntary Liquidation)
                 The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of Wireless Equity Limited
will be held at the registered office of the Company, on
December 5, 2005 at 10:45 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         Ica Eden
         P.O. Box 1111, Grand Cayman
         Cayman Islands
         Telephone: 345 949 5122
         Facsimile: 345 949 7920


WIRELESS HOLDINGS: Final Meeting to Take Place Dec. 5
-----------------------------------------------------
                     Wireless Holdings Limited
                     (In Voluntary Liquidation)
                  The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of the Company will be
held at the registered office of Wireless Holdings Limited, on
December 5, 2005, at 10:00 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         Ica Eden
         P.O. Box 1111, Grand Cayman
         Cayman Islands
         Telephone: 345 949 5122
         Facsimile: 345 949 7920


WIRELESS IIP: To Authorize Liquidator to Retain Records
-------------------------------------------------------
                       Wireless IIP Limited
                    (In Voluntary Liquidation)
                 The Companies Law (2004 Revision)

Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of Wireless IIP Limited
will be held at the registered office of the Company, on
December 5, 2005 at 10:00 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         Ica Eden
         P.O. Box 1111, Grand Cayman
         Cayman Islands
         Telephone: 345 949 5122
         Facsimile: 345 949 7920


WIRELESS INTERNATIONAL: Accounts on Liquidation to be Reported
--------------------------------------------------------------
                   Wireless International Limited
                     (In Voluntary Liquidation)
                  The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of this company will be
held at the registered office of Wireless International Limited
on December 5, 2005, at 11:45 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         Ica Eden
         P.O. Box 1111, Grand Cayman
         Cayman Islands
         Telephone: 345 949 5122
         Facsimile: 345 949 7920


WIRELESS INVESTMENTS: Shareholders to Hold Final Meeting Dec. 5
---------------------------------------------------------------
                     Wireless Investments Limited
                      (In Voluntary Liquidation)
                   The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of Wireless Investments
Limited will be held at the registered office of the Company, on
December 5, 2005 at 11:00 a.m.

Business:

1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of final winding up on December 5, 2005.

2. To authorize the liquidator to retain the records of the
Company for a minimum 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 is
entitled to appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.

CONTACT: Westport Services Ltd., Voluntary Liquidator
         Ica Eden
         P.O. Box 1111, Grand Cayman
         Cayman Islands
         Telephone: 345 949 5122
         Facsimile: 345 949 7920



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

BANCO AGRICOLA: Ratings Constrained By Restructured Loans
---------------------------------------------------------
Rationale

The ratings on Banco Agricola S.A. are constrained by an
important amount of restructured loans and foreclosures,
residual problems of the coffee sector, and the relatively small
size and limited diversification of El Salvador's economy. The
ratings are supported by Banco Agricola's leading market
position in El Salvador, its diversified loan portfolio, good
profitability, and broad base of retail deposits. The bank has
better efficiency ratios, lower funding costs, and lower
concentrations in its client base than do its peers.

Credit policies are adequate, and in the past year, Agricola
introduced important changes to underwriting processes to
improve asset quality. Total nonperforming assets (NPAs), that
include nonperforming loans (NPLs), foreclosed assets,
restructured assets, and Ficafe, went down to 10% as of
September 2005 from 15% in 2001, which is still high by any
standard. NPLs show a better picture, as they decreased to 2% in
September 2005 from 3% in 2003. Banco Agricola has the largest
participation of Ficafe of the El Salvadorian banks, with more
than $100 million, and it will continue to affect NPAs heavily.
Foreclosed assets have been cut in half since 2001 and
restructured loans are also declining, so a slight improvement
in asset quality is expected in the future.

Banco Agricola continues to be El Salvador's largest bank, with
$2.9 billion in assets and $301 million in equity as of
September 2005, with a market penetration of almost 30% in
deposits and loans. It benefits from the largest distribution
network in the country. The bank has always focused on the mass
market and is consolidating its local leadership by emphasizing
retail deposits, loans to small and midsize entities, and cross-
selling other products. The cost-containment strategy has
started to bear fruit, as efficiency improved to 45% as of
September 2005, which is better than that of peers in El
Salvador and only surpassed by that of banks in Panama. Standard
& Poor's Ratings Services expects Agricola to maintain a leading
position in all its business lines and to maintain an important
exposure to El Salvador's economy.

Despite the tough and competitive economic environment, Agricola
has maintained its ROA above 1% in the past three years. That is
not high compared to those of other Latin American banks, but it
is higher than that of peers in El Salvador. In our opinion,
Agricola's profitability is cleaner than that of peers, as it
depends less on market-related revenues, it has better
efficiency, and loan-loss reserves as a percentage of assets are
more important than for peers. ROA rose to 1.2% in September
2005 from 0.97% in 2002, but if an important nonrecurrent charge
held in the first half of 2005 had not been taken, ROA would
have increased to 1.3%, which is higher than that of peers. On
the cost side, there was an aggressive reduction in 2004 that
produced a swift decrease in noninterest expenses to 49% in
December 2004 from 55% in 2003. We expect profitability to be
maintained at its current level.

Banco Agricola's main funding source continues to be customer
deposits, where it has a high 28% market share in deposits, and
that as of September 2005 represented 72% of total liabilities.
The liability side has been well managed, and its broad customer
base has allowed Banco Agricola to maintain a cheaper funding
structure than those of other local institutions.

Banco Agricola as of June 2005 reported a 12.5% capital ratio,
and the future target is to maintain it above actual levels. We
think current capitalization and internal capital generation
could be enough to finance the bank's future needs, because loan
growth is not expected to be high. Adjusted total equity to
adjusted assets is similar to that of other banks, standing at
10% as of September 2005.

Outlook

The stable outlook reflects our opinion that the bank's
strategies and adequate operations should maintain profitability
at adequate levels in a stable economic environment. The ratings
could improve if NPAs advance toward Latin American standards,
if economic conditions recover, and the bank is capable of
profiting from them. An economic downturn or the continuation of
low growth prospects of the Salvadorian economy, however, could
affect the bank's overall performance, putting pressure on the
rating.

Primary Credit Analyst: Leonardo Bravo, Mexico City
(52)55-5081-4406; leonardo_bravo@standardandpoors.com

Secondary Credit Analyst: Francisco Suarez, Mexico City
(52) 55-5081-4474; francisco_suarez@standardandpoors.com


BANCO CUSCATLAN: Ratings Constrained By Limited Growth Prospects
----------------------------------------------------------------
Rationale

Standard & Poor's Ratings Services' ratings on Banco Cuscatlan
S.A. are constrained by limited growth prospects in El Salvador
due to its economy's small size and diversification, credit
quality of its loan portfolio, and the current strong
competitive environment, which pressures earnings. The ratings
affirmations are based on the bank's strong market position in
El Salvador, its adequate profitability, and the increasing
recognition of the Cuscatlan brand in the region.

Asset quality has shown improvements and the main indicators
have evolved satisfactorily; for example, nonperforming assets
(NPAs) that include nonperforming loans (NPLs), restructured
loans, and repossessed assets decreased to 9.8% as of September
2005 from 11% at year-end 2003. Important efforts have been made
to reduce foreclosed assets, but NPAs continue to be high. Asset
quality continues to be a challenge for the bank. Participation
of loans classified in the B and C categories in the overall
loan portfolio is greater than for peers. Reported NPLs show a
better picture and decreased to 2% in September 2005 from 3% in
2003. Although the bank has tightened its credit underwriting
conditions, enhanced borrower surveillance, and taken a slightly
more conservative approach toward loan restructurings, residual
problems from coffee and construction loans continue to affect
asset quality. We expect NPAs to decrease slowly.

Banco Cuscatlan has maintained its market position as the
second-largest bank in El Salvador, holding 22% of the system's
deposits and loans. El Salvador's economy is small, concentrated
in few sectors, and has exhibited lower economic growth than
have other Central American countries. Although economic
performance has been slow in El Salvador, Banco Cuscatlan has
achieved higher loan growth than have its peers, as it has been
more aggressive than its competition, mainly in corporate and
mortgage loans to high-end clients.

Banco Cuscatlan has maintained adequate profitability ratios in
the El Salvador market, with 1% ROAs in the past three years.
There has been margin compression for the Salvadorian banks in
general and for Banco Cuscatlan in particular, as the banks have
been unable to transfer the full impact of the hike in
international interest rates to their clients as a consequence
of the important competition in the market. As Banco Cuscatlan
has been the most active bank in El Salvador to use funds from
international capital markets, the effect of higher
international rates has been more important than for peers.
Nevertheless, Banco Cuscatlan has reduced its exposure in the
foreign market by prepaying its U.S. CP program and other lines
of credit. To compensate the slow growth in the net interest
margin, the bank has increased trading activities, which
although they are a volatile source of earnings, are adequate
for the current rating level. As a consequence, market-sensitive
income now represents around 15% of total revenues, compared to
only 9% in 2002. As are other players in the system, Banco
Cuscatlan is placing great emphasis on greater growth in the
retail segment, which should offset downward pressure on
margins. As loan growth is anticipated to be moderate,
profitability should remain at current levels.

Banco Cuscatlan's main funding source is customer deposits,
which at September 2005 represented 68% of total liabilities. As
with other banks in the country, there is a maturity gap as
long-term loans are funded by short- and medium-term
liabilities. With 32% of assets comprised of cash and
securities, the bank maintains a high level of liquidity, in
part because of regulatory requirements. In general, Banco
Cuscatlan has been more active in the capital markets than have
its peers, and the liability side has been well managed.

As of September 2005, Banco Cuscatlan reported a 14.5%
regulatory capital ratio, which is expected to remain going
forward. Adjusted total equity to adjusted assets is similar to
that of other banks, standing at 10.2%. With reinvestment of
most of its profits, internal capital generation should finance
capital future needs and expected loan growth.

Outlook

The stable outlook reflects our opinion that the bank's
strategies and operations should maintain profitability at
adequate levels in a stable economic environment. An economic
downturn or the continuation of low growing prospects of the
Salvadorian economy, however, could affect the bank's overall
performance, putting pressure on the ratings. Ratings could be
raised if there is a strong positive development in economic
conditions, along with consistent improvements in asset quality
and profitability measures, together with improved capital
ratios.

Primary Credit Analyst: Leonardo Bravo, Mexico City
(52)55-5081-4406; leonardo_bravo@standardandpoors.com

Secondary Credit Analyst: Francisco Suarez, Mexico City
(52) 55-5081-4474; francisco_suarez@standardandpoors.com



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

KAISER ALUMINUM: Delivers Strong Improvement in 3Q05 Earnings
-------------------------------------------------------------
Kaiser Aluminum reported significantly improved third quarter
earnings. Operating income for the third quarter of 2005 was
$15.0 million. In 2004, a $160.5 million operating loss occurred
in the third quarter and included a $155.0 million charge
related to pension plans assumed by the Pension Benefit Guaranty
Corporation as part of the company's Chapter 11 reorganization.
The current year result reflects significant improvement in the
fabricated products business segment, where operating income of
$24.5 million was approximately double the level of the prior
year period. Improved earnings from continuing operations of the
primary aluminum segment and lower ongoing corporate general and
administrative expense from the restructuring of ongoing retiree
obligations also contributed to the improved 2005 results.

For the first nine months of 2005, operating income was $32.0
million. A $175.2 million operating loss occurred for the first
nine months of 2004. The year-over-year change reflects
significant improvement in business performance as well as the
large third quarter 2004 pension charge noted above. Fabricated
products operating income reached $62.7 million for the first
nine months of 2005, an almost threefold increase over the same
period in 2004. Year-to-date 2005 earnings from continuing
operations of the primary aluminum segment also were improved,
while corporate general and administrative expense was lower
primarily for the reasons discussed above.

Year-over-year changes in income or loss from continuing
operations, both for the third quarter and first nine months,
primarily reflect the operating income improvements described
previously. For the third quarter of 2005, income from
continuing operations was $3.9 million contrasted with a $173.2
million loss in the third quarter of 2004. For the first nine
months, a current year loss from continuing operations of $5.0
million compares with a $210.6 million prior year loss.

In addition to the comparisons previously described, several
significant items related to actions taken by the company during
its Chapter 11 reorganization also affect the net income
comparisons. Such items are reported as results from
discontinued operations and are described below. Third quarter
2005 net income was $11.9 million. By comparison, the third
quarter 2004 net loss was $69.5 million and included a $101.6
million net gain from the sale of the company's interest in and
related to Aluminum Partners of Jamaica (Alpart). For the first
nine months of 2005, net income of $381.9 million includes a
$365.6 million net gain from the second quarter sale of the
company's interest in Queensland Alumina Limited. For 2004, the
nine-month $109.3 net loss benefited from a second quarter sale
of the Mead, Wash. smelter facility for a $23.4 million net gain
as well as the Alpart sale.

"We are very pleased with this quarter's results, especially
with the continued improvement achieved in our fabricated
products business," said Jack A. Hockema, president and CEO.
"For the second time this year, the initial time occurring in
the first quarter, fabricated products earnings have reached
levels not seen since the 1998-2000 time frame. We are seeing
the benefits of staying focused on improving the operations and
market position of our core business, while at the same time
executing a difficult and lengthy restructuring process for
Kaiser."

Net sales for third quarter 2005 grew to $272 million, an 11
percent increase from 2004, and for the first nine months grew
to $816 million, a 19 percent increase from the same period last
year.

"Although most of our volume growth this year occurred in the
first quarter, we have continued to see the benefit from higher
pricing, especially for conversion prices which represent the
increment customers pay for value added in fabricated products
over underlying metal cost," Hockema said. He added, "We're also
experiencing a notable product mix improvement due to strong
aerospace demand and very favorable market conditions in heat
treat plate products. In view of the strong foundation we have
built from our exemplary service to the heat treat plate market
segment, we are taking steps to capitalize on our position by
making a major investment in this business."

Kaiser Aluminum last week announced a $75 million expansion of
the Trentwood facility, located near Spokane, Washington. The
expansion will increase the company's capacity for producing
sheet and plate products and add the capability to manufacture
heavy gauge stretched heat treat plate in thicknesses of up to
8-10 inches.

On September 8, 2005, the U.S. Bankruptcy Court for the District
of Delaware approved the company's Disclosure Statement related
to its Second Amended Plan of Reorganization (POR). Solicitation
of the votes of creditors is underway and is scheduled to be
completed in mid-November. The court has scheduled a POR
confirmation hearing for January 9, 2006 and January 10, 2006.
Assuming POR confirmation, including U.S. District Court
affirmation, at or near that time, it is possible the company
could emerge from Chapter 11 during the first quarter of 2006.

Kaiser Aluminum Corporation is a leading producer of fabricated
aluminum products for aerospace and high-strength, general
engineering, automotive, and custom industrial applications.

To see financial statements:
http://bankrupt.com/misc/Kaiser_Aluminum.txt

CONTACT: Kaiser Aluminum Corporation, Foothill Ranch
         Geoff Mordock
         Tel: 213-489-8271



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

BALLY TOTAL: Liberation Funds Demand Fair Auction Process
---------------------------------------------------------
Investment funds Liberation Investments, L.P. and Liberation
Investments Ltd. announced Monday that they delivered a letter
to the board of directors of Bally Total Fitness Holding
Corporation on November 11, 2005, the text of which follows:

"As you know, Liberation Investments, L.P., Liberation
Investments, Ltd. and their affiliates (collectively, the
"Liberation Funds") own approximately 12% of the outstanding
common stock of Bally Total Fitness Holding Corporation ("Bally"
or the "Company"), making the Liberation Funds Bally's second
largest shareholder.

"We have read in recent press articles that the directors and
management of Bally have been engaged in discussions with third
parties concerning the possible sale of either the Company or a
substantial minority stake in it.  If the Board continues to
pursue a transaction, it must do so only through a transparent
auction process designed to maximize the consideration to be
paid to the Company or its shareholders and ensure a level
playing field to encourage the participation of all bidders,
including those that might not be supportive of present
management.

"We urge you to take your fiduciary duties seriously and
maximize value for Bally's shareholders.  We are convinced that
the Company has a large pool of potential investors to draw upon
and a failure to canvass this pool will almost certainly result
in a failure to obtain the best price for the Company and its
stockholders.  We should alert you that we are prepared to take
whatever action is necessary to safeguard the interests of
shareholders, and, if necessary, will seek to hold directors
personally liable for any losses that befall the Company or its
shareholders as a result of the Board's failure to use a
transparent auction process to sell the Company or a minority
stake in it.

"We would much prefer, however, to engage in a constructive
dialogue with the Board for the benefit of the Company and all
of its shareholders. We anticipate your prompt response and look
forward to opening such a dialogue with the Board on this
matter."

Liberation Investments, L.P. and Liberation Investments Ltd. are
private investment funds managed by Liberation Investment Group
LLC. Emanuel R. Pearlman is the majority member and general
manager of Liberation Investment Group LLC, and as such may be
deemed to be the beneficial owner of the shares of Bally Total
Fitness Holding Corporation owned by the Liberation Funds.


BALLY TOTAL: Enters Stock Grant Agreement with Deutsche Bank
------------------------------------------------------------
Bally Total Fitness Holding Corporation (the Registrant), a
Delaware corporation, entered on November 10, 2005 into a Stock
Grant Agreement with Deutsche Bank Securities Inc. (Deutsche
Bank) whereby Registrant agreed to issue 232,000 shares of
Common Stock to Deutsche Bank in satisfaction of the $1,000,000
consent solicitation agent fee owed to Deutsche Bank in
connection with the consent solicitation.

Deutsche Bank certified to the Registrant that it is an
"Accredited Investor," as that term is defined in Rule 501 of
Regulation D promulgated under the Securities Act. The
Registrant issued the shares of its Common Stock to Deutsche
Bank in reliance upon Section 4(2) of the Securities Act.

On October 18, 2005, Bally Total commenced a consent
solicitation of those holders of its 9 7/8% Senior Subordinated
Notes due 2007 (the Notes) who were not party to the Consent
Agreements, dated August 24, 2005 (the Consent Agreements),
pursuant to which the Registrant obtained a waiver extension
with respect to certain covenant defaults under the indenture
governing the Notes.

The consent solicitation was conducted in accordance with the
Consent Agreements in order to offer all other holders of Notes
the opportunity to consent to the waiver extension and receive
the same consideration paid to holders who were party to the
Consent Agreements.

On November 1, 2005, the consent solicitation expired with
holders of 92.68% of the Notes having granted their consent to
the waiver extension by validly returning a letter of consent.

In addition to the holders of 52% of the aggregate principal
amount of Notes who previously consented to the waiver extension
pursuant to a Consent Agreement and elected to receive the
consent fee in the form of shares of the Registrant's common
stock, par value $0.01 per share (the Common Stock), an
additional 16.8% of the holders elected to receive the consent
fee in the form of Common Stock and 23.9% elected to receive the
consent fee in cash.

The cash consideration was paid on November 8, 2005. On November
9, 2005, the Registrant issued 464,773 shares of Common Stock to
the consenting holders who elected to receive the consent fee in
the form of Common Stock, which represents 9.2308 shares of
Common Stock for each $1,000 principal amount of Notes as to
which consent was delivered.

Only those holders that previously certified to the Registrant
that they were an "Accredited Investor," as that term is defined
in Rule 501 of Regulation D promulgated under the Securities Act
of 1933, as amended (the Securities Act), were eligible to
receive the consent fee in the form of Common Stock. The
Registrant issued the shares of its Common Stock to such
consenting holders in reliance upon Section 4(2) of the
Securities Act.

CONTACT: Bally Total Fitness
         Mr. Jon Harris
         Phone: 773-864-6850
         E-mail: www.BallyFitness.com
                 or
         MWW Group
         Mr. Carreen Winters
         Phone: 201-507-9500
         E-mail: cwinters@mww.com


EL POLLO: Extends Expiration Time for Tender Offer
--------------------------------------------------
El Pollo Loco Inc. (the "Company") announced Monday that, in
connection with its previously announced tender offer for any
and all of its outstanding $110,000,000 aggregate principal
amount of 9 1/4% Senior Secured Notes due 2009 (the "Notes"), it
is extending the tender offer expiration time to 8 a.m., New
York City time, on Nov. 18, 2005.

As previously announced, the Company entered into a stock
purchase agreement, dated as of Sept. 27, 2005, with Chicken
Acquisition Corp., a Delaware corporation ("CAC"), EPL Holdings
Inc., a Delaware corporation ("EPL Holdings"), EPL Intermediate
Inc., a Delaware corporation ("EPL Intermediate"), and American
Securities Capital Partners L.P., a Delaware limited partnership
("ASCP"; and collectively with the Company, CAC, EPL Holdings
and EPL Intermediate, the "Parties"), pursuant to which CAC has
agreed, subject to customary closing conditions, to purchase
(the "Acquisition") all of the Company's issued and outstanding
common stock. As a result, as previously announced, the
consummation of the Company's tender offer remains conditioned
on, among other things, that all of the conditions to the
Acquisition shall have been satisfied, or waived by CAC. The
Parties have determined that the Acquisition will not be
consummated on or prior to Nov. 16, 2005, and as a result, the
Company has decided to, and hereby does, extend the Expiration
Time (as defined in the Offer to Purchase and Consent
Solicitation Statement dated Oct. 12, 2005 (the "Offer to
Purchase")) to 8 a.m., New York City time, on Nov. 18, 2005,
unless further extended. Accordingly, the Price Determination
Date (as defined in the Offer to Purchase) will be 2 p.m., New
York City time, on Nov. 16, 2005, unless further extended.

As of 5 p.m., New York City time, on Nov. 14, 2005, 97.95% of
the outstanding aggregate principal amount of the Notes have
been tendered. Holders who have already tendered their Notes and
delivered their consents may no longer withdraw their Notes or
revoke their consents.

Except as set forth above, all other provisions of the tender
offer and consent solicitation with respect to the Notes are as
set forth in the Offer to Purchase. The Company reserves the
right to further amend the tender offer and the consent
solicitation in its sole discretion.

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 Corp. is the Information Agent and can be
contacted at 212-430-3774 (collect) or 866-387-1500 (toll-free).
Copies of the Offer to Purchase 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 to Purchase.
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 EL POLLO LOCO

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: El Pollo Loco Inc.
         Joseph Stein
         Tel: 949-399-2155
         E-mail: jstein@elpolloloco.com


EPL INTERMEDIATE: Extends Expiration Time for Tender Offer
----------------------------------------------------------
EPL Intermediate Inc. (the "Company") announced Monday that, in
connection with its previously announced tender offer for any
and all of its outstanding $70,000,000 aggregate principal
amount at maturity of 12 1/2% Senior Discount Notes due 2010
(the "Notes"), it is extending the tender offer expiration time
to 8 a.m., New York City time, on Nov. 18, 2005.

As previously announced, the Company entered into a stock
purchase agreement, dated as of Sept. 27, 2005, with Chicken
Acquisition Corp., a Delaware corporation ("CAC"), EPL Holdings
Inc., a Delaware corporation ("EPL Holdings"), El Pollo Loco
Inc., a Delaware corporation ("EPL"), and American Securities
Capital Partners L.P., a Delaware limited partnership ("ASCP";
and collectively with the Company, CAC, EPL Holdings and EPL,
the "Parties"), pursuant to which CAC has agreed, subject to
customary closing conditions, to purchase (the "Acquisition")
all of the Company's issued and outstanding common stock. As a
result, as previously announced, the consummation of the
Company's tender offer remains conditioned on, among other
things, that all of the conditions to the Acquisition shall have
been satisfied, or waived by CAC. The Parties have determined
that the Acquisition will not be consummated on or prior to Nov.
16, 2005, and as a result, the Company has decided to, and
hereby does, extend the Expiration Time (as defined in the Offer
to Purchase and Consent Solicitation Statement dated Oct. 12,
2005 (the "Offer to Purchase")) to 8 a.m., New York City time,
on Nov. 18, 2005, unless further extended. The total
consideration shall be calculated in accordance with the terms
set forth in the Offer to Purchase.

As of 5 p.m., New York City time, on Nov. 14, 2005, 100% of the
outstanding aggregate principal amount at maturity of the Notes
have been tendered. Holders who have already tendered their
Notes and delivered their consents may no longer withdraw their
Notes or revoke their consents.

Except as set forth above, all other provisions of the tender
offer and consent solicitation with respect to the Notes are as
set forth in the Offer to Purchase. The Company reserves the
right to further amend the tender offer and the consent
solicitation in its sole discretion.

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 Corp. is the Information Agent and can be
contacted at 212-430-3774 (collect) or 866-387-1500 (toll-free).
Copies of the Offer to Purchase 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 to Purchase.
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.

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


HAYES LEMMERZ: Closes Sale of Commercial Highway Hub, Drum Bus.
---------------------------------------------------------------
Hayes Lemmerz International, Inc. (Nasdaq: HAYZ) announced
Monday that it has closed on the sale of its Commercial Highway
Hub and Drum business to Precision Partners Holding Company,
which was previously announced on October 20, 2005.

The Hub and Drum business includes the Company's operations in
Berea, Kentucky, Chattanooga, Tennessee and in Mexico City,
Mexico. This transaction does not include the Company's
Automotive Brake Business that manufactures brake components for
the passenger car and light truck market.

Net proceeds from the sale will be used to reduce the principal
amount of Hayes Lemmerz' Term B loan and a portion will be used
to provide the Company with additional liquidity.

Hayes Lemmerz International, Inc. is a leading global supplier
of automotive and commercial highway wheels, brakes, powertrain,
suspension, structural and other lightweight components.  The
Company has 36 facilities and over 10,000 employees worldwide.


HYLSAMEX: Restructuring Sends 400 Workers Packing
-------------------------------------------------
The restructuring process at steelmaker Hylsamex has seen the
loss of some 400 workers in the last two months, reports
Business News Americas.

Some of them left voluntarily, while some have been laid off
from the Company.

Hylsamex is making changes as part of its integration into
Ternium, a new steelmaking group also made up of Venezuela's
Sidor and Argentina's Siderar.

"Making adjustments to staff numbers is not easy, but we must
stick to our principal objective: to consolidate Ternium as the
largest steelmaker in Latin America," El Norte quoted a company
director as saying.

The restructuring is expected to continue in coming months as
Hylsamex works to become more efficient.



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

UBCI: Strong Banking Competition in Panama Constrains Ratings
-------------------------------------------------------------
Rationale

Standard & Poor's Ratings Services' ratings on Corporacion UBC
Internacional S.A. y Subsidiarias (UBCI), a holding company
incorporated in Panama, are constrained by its increased
presence in markets that have a lower risk rating than El
Salvador's, such as Guatemala and Costa Rica, and by strong
banking competition in Panama. The ratings are underpinned by
Cuscatlan's brand expansion in Central America and the good
earnings-generation capacity of UBCI's subsidiaries. The ratings
incorporate the holding company's structural subordination to
its subsidiaries.

Although UBCI and its subsidiaries have adequate standards in
origination and prudent management of provisions, the large
portion of foreclosed and nonperforming assets from Banco
Cuscatlan de El Salvador negatively affect UBCI's asset quality
indicators. In addition, UBCI is entering banking markets,
namely Costa Rica and Guatemala, that we view as economically
more volatile than El Salvador. Risks in those countries include
a high degree of foreign exchange exposure for the banking
industry on the loan book, as most loans in the banking system
are granted in dollars to borrowers with limited or nonexistent
dollar income. Nevertheless, in the case of UBCI, dollar
exposure in those countries is currently lower than the average
of the industry and is not a significant risk in UBCI's total
asset portfolio.

UBCI is a holding company incorporated in Panama, with
investments in banking and other financial subsidiaries in El
Salvador, Panama, Guatemala, Costa Rica, and Honduras. These
subsidiaries operate under the Cuscatlan brand name, of which
the largest operations are in El Salvador, where the group
originated. On a consolidated basis, UBCI had total assets of
$4.8 billion at September 2005, making it the second-largest
financial conglomerate in Central America and Panama. The
ratings assigned to the holding company, one notch below its
main subsidiary, Banco Cuscatlan S.A. (BB/Stable/B) in El
Salvador, reflect the structural subordination of the holding
company to its largest operating subsidiary.

Banco Cuscatlan in El Salvador and its intermediate holding
company, Inversiones Financieras Cuscatlan, represent most of
the loans and profits for UBCI, standing at 53% and 45%,
respectively, as of September 2005. The group's future strategy
is to enhance its presence in Central America. We expect the
holding company's reliance on its Salvadorian operation
eventually to be further reduced as operations in other
countries grow, but it will continue to be preponderant. The
group's future growth is expected to be a mix of additional
acquisitions and organic expansion. If another significant
acquisition takes place in the short term, we expect UBCI's
shareholders to inject capital to overcome additional capital
needs. The net resources that UBCI will receive as a consequence
of the future acquisition of 19.99% of Banco Popular de Puerto
Rico (A-/Stable/A-2), and the adequate earnings generation
capacity of UBCI's subsidiaries should contribute to future
growth.

Since its inception, UBCI has exhibited ROAs between 1% and
1.7%, which are increasingly comparable levels to those of other
financial institutions. In our view, UBCI's financial standing
is improving and increasingly diverging from that of Cuscatlan
as a consequence of diversification. The mix of revenues has
improved importantly as fee income from banking and other
financial services increases its participation. Geographic
expansion has also helped to mitigate the reduction in margins
in El Salvador, with higher margins from other countries. As of
September 2005, more than 45% of total profits was generated
outside El Salvador, compared to 26% as of 2002.

Until now, UBCI has followed an adequate approach to integrate
its subsidiaries, permeating the Cuscatlan culture and policies.
The group has established operating limits that shape and manage
these risks well. Nevertheless, challenges remain to fully
integrate all operations under the same credit risk policies and
technological platform.

As of September 2005, total capital was $596 million. This
amount of capital shaped a 10.6% adjusted equity-to-adjusted
assets ratio that is similar to those of other Latin American
institutions. UBCI is expected to generate sufficient capital
from earnings to maintain ratios at current levels before taking
into account further acquisitions. UBCI has been successful in
raising capital by increasing its shareholder base outside of El
Salvador, and additional capital needs should be overcome if
another acquisition is performed.

Outlook

The stable outlook reflects our expectation that the group will
be successful in strengthening its position in the Central
American market, and that its increasing diversification will
mitigate country-specific risks. We expect the group to maintain
adequate earnings and not to allow asset quality to deteriorate.
The ratings could be pressured, however, if the regional
economic environment deteriorates, hurting the banking
environment, or if ratings on its largest core operating
subsidiary are modified. Although its reliance on El Salvador's
operations will be reduced further as a result of risk
diversification by country, to date, the group continues to
generate significant earnings there, and El Salvador therefore
remains a key element in the ratings on the holding company.

Primary Credit Analyst: Leonardo Bravo, Mexico City
(52)55-5081-4406; leonardo_bravo@standardandpoors.com

Secondary Credit Analyst: Francisco Suarez, Mexico City
(52) 55-5081-4474; francisco_suarez@standardandpoors.com


* PANAMA: Launches Tender Offer
-------------------------------
The Republic of Panama ("Panama") announced Monday an offer (the
"Offer") to purchase for cash the securities listed below (each,
an "Eligible Series" and collectively, the "Eligible
Securities"), on the terms and subject to the conditions set
forth in the offer to purchase dated the date hereof relating to
the Offer (the "Offer to Purchase"), at the price per U.S.$1,000
original principal amount of each Eligible Series set forth
below, plus accrued and unpaid interest up to, but not
including, the settlement date.

- 8.25% Notes Due 2008 ("2008 Bonds"):           U.S.$1,082.50

- 9.625% Global Bonds Due 2011 ("2011 Bonds"):   U.S.$1,185.00

- 9.375% Global Bonds Due 2012 ("2012 Bonds"):   U.S.$1,190.00

- 10.75% U.S. Dollar-Denominated Global Bonds
Due 2020 ("2020 Bonds"):                       U.S.$1,380.00

The ISIN numbers for each Eligible Series are as follows: 2008
Bonds -- US698299AE47; 2011 Bonds -- US698299AP93; 2012 Bonds --
US698299AQ76; and 2020 Bonds -- US698299AM62.

Holders wishing to tender their Eligible Securities pursuant to
the Offer must contact the custodian or other securities
intermediary, such as a broker, dealer, bank, trust company or
trustee, and instruct it to tender their Eligible Securities on
their behalf at or before the Expiration Time (as defined
below).

Panama has initiated the Offer as part of a general program to
manage its external liabilities. In order to finance its
purchase of validly tendered Eligible Securities for cash
pursuant to the Offer, Panama will be selling an issue of Global
Bonds due 2026 (the "2026 Bonds") in an amount sufficient to
enable Panama to purchase all of the validly tendered Eligible
Securities it accepts. In determining the aggregate principal
amount of validly tendered Eligible Securities that Panama will
accept, Panama reserves the right, with respect to any Eligible
Series, (i) not to accept any securities of such Eligible
Series; or (ii) to accept, on a pro rata basis, an amount of
securities of such Eligible Series that is less than the
aggregate principal amount of validly tendered securities of
such Eligible Series. Panama further reserves the right, in its
sole discretion, not to accept any tenders pursuant to the
Offer.

Panama will pay a processing fee for processing the tender of
2008 Bonds (only), to certain banks and financial institutions
that tender such 2008 Bonds and who are direct participants in
the clearing systems designated for the Offer. This processing
fee will be paid only with respect to tenders submitted from a
beneficial owner's account that holds an aggregate principal
amount of 2008 Bonds that is not more than one million U.S.
dollars. This processing fee will be an amount equal to 0.25% of
the aggregate principal amount of the 2008 Bonds in respect of
which a request for the processing fee is made and will be paid
only with respect to the aggregate principal amount of these
2008 Bonds that is ultimately accepted in the Offer. Payment of
the processing fee to any such bank or financial institution
will be subject to Panama's receipt of all information necessary
to determine, and Panama's satisfaction as to, the eligibility
of such bank or financial institution to receive the processing
fee.

The Offer is conditioned on settlement of the issue of the 2026
Bonds. The 2026 Bonds will be registered with the U.S.
Securities and Exchange Commission under the U.S. Securities Act
of 1933, as amended, and will be offered only by means of a
prospectus.

In addition, notwithstanding any other provisions of the Offer,
the Offer is conditioned upon (a) there not having been
threatened, instituted or pending any action or proceeding
before any court or governmental, regulatory or administrative
body that (1) makes or seeks to make illegal the purchase of any
of the Eligible Securities pursuant to the Offer; (2) would or
might result in a delay in, or restrict, the ability of Panama
to purchase any of the Eligible Securities; or (3) imposes or
seeks to impose limitations on the ability of Panama to purchase
the Eligible Securities and (b) there not existing any change or
development, including any prospective development, that in the
sole judgment of Panama, has or may have a material adverse
effect on Panama, the market price of the Eligible Securities or
the value of the Eligible Securities in Panama.

The Offer is scheduled to expire at 11:00 a.m. (New York City
time) on Thursday, November 17, 2005 (the "Expiration Time"),
unless Panama in its sole discretion extends it or terminates it
earlier.

After reviewing the tenders submitted pursuant to the Offer,
Panama will, at or around 10:00 a.m., New York City time, on the
day after the Offer expires, or earlier if practicable, announce
the results of the Offer and whether Panama will accept any
tenders for one or more series of Eligible Securities and, if
so, the original principal amounts of each series of Eligible
Securities accepted for purchase in the Offer. Settlement is
scheduled to occur on November 29, 2005.

Copies of the Offer to Purchase describing the Offer may be
obtained from Global Bondholder Services Corp., U.S. toll free
(866) 873-6300, outside the U.S. (212) 430-3774, the information
agent; Citibank, N.A., +44 207 508-3867, the depositary; Dexia
Banque Internationale a Luxembourg, societe anonyme, 69 route
d'Esch, L-2953 Luxembourg, the Luxembourg depositary; or from
the dealer manager.

          The dealer manager for the Offer is:

       Citigroup Corporate and Investment Banking
                 390 Greenwich Street
              New York, New York 10013
                     United States
       Inside the U.S.:  Toll-Free (800) 558-3745
    Outside the U.S.:  Call Collect (212) 723-6108

Panama is making the Offer only in those jurisdictions where it
is legal to do so. The Offer is void in all jurisdictions where
it is prohibited. If materials relating to the Offer come into
your possession, you are required by Panama to inform yourself
of and to observe all of these restrictions. The materials
relating to the Offer do not constitute, and may not be used in
connection with, an offer or solicitation in any place where
offers or solicitations are not permitted by law. If a
jurisdiction requires that the Offer be made by a licensed
broker or dealer and the dealer manager or any affiliate of the
dealer manager is a licensed broker or dealer in that
jurisdiction, the Offer shall be deemed to be made by the dealer
manager or such affiliate on behalf of Panama in that
jurisdiction.

This announcement does not constitute an offer to sell or a
solicitation of an offer to buy any securities; any such offer
or solicitation shall be made only by means of a prospectus duly
filed with the U.S. Securities and Exchange Commission.

No dealer, salesperson or other person has been authorized to
give any information or to make any representations other than
those contained in the Offer to Purchase and, if given or made,
such information or representations must not be relied upon as
having been authorized by Panama or the dealer manager. Neither
this document nor the Offer to Purchase constitutes an offer to
buy or a solicitation of an offer to sell any securities in any
jurisdiction to any person to whom it is unlawful to make such
offer or solicitation in such jurisdiction.

CONTACT: Global Bondholder Services Corp.
         U.S. toll free (866) 873-6300



=====================
P U E R T O   R I C O
=====================

DORAL FINANCIAL: Enters 2-Year Employment Agreement with EVP
------------------------------------------------------------
Doral Financial Corporation (the Company) entered into a two-
year employment agreement, dated as of November 7, 2005, with
Fernando Rivera-Munich, Executive Vice President and General
Counsel of the Company, which became effective as of October 1,
2005 and expires on September 30, 2007.

Under the terms of the agreement, Mr. Rivera-Munich is entitled
to receive annually a base salary of $400,000 plus a
discretionary year-end bonus, as determined by the Board of
Directors of the Company. The year-end bonus for the year ending
December 31, 2005 will be $100,000.

In addition, upon the completion of the two-year period, Mr.
Rivera-Munich will be entitled to receive a retention bonus
equal to $50,000 for each year of service rendered under the
agreement. During the term of the agreement, Mr. Rivera-Munich
will also serve as President of Doral Insurance Agency, Inc.,
the Company's insurance agency subsidiary.

Under the terms of the agreement, upon a change in control of
the Company, Mr. Rivera-Munich may elect to terminate the
agreement and will be entitled to receive, as severance pay, a
lump sum payment equal to his annual salary for the remaining
term of the agreement, including an amount equal to the average
performance bonuses for the preceding three years, which amount
shall not be less than twelve months of salary.

Pursuant to the terms of the agreement, a "change in control" of
the Company is deemed to have occurred (i) if a third party
becomes the owner of 25% or more of the total votes that may be
casted for the election of the Company's director's or, if
pursuant to the Company's certificate of incorporation or by-
laws, such a person can elect 25% or more of the Company's
directors; or (ii) upon the occurrence of certain other
corporate events.

CONTACT: Doral Financial Corporation
         Investor Relations:
         Richard F. Bonini
         Phone: 212-329-3728
                  or
         Lucienne Gigante
         Phone: 212-329-3733



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

PDVSA: Elimination of Venting, Flaring Will Quadruple Natgas
------------------------------------------------------------
Elimination of venting and flaring will quadruple the amount of
natural gas state petrochemical company Pequiven could receive
from state oil firm Petroleos de Venezuela (PDVSA), Business
News Americas reports.

Pequiven President Saul Ameliach said that the company, which is
currently receiving from PDVSA subsidiary PDVSA Gas 100 million
cubic feet a day (Mf3/d) of gas, can start receiving 400 Mf3 and
quadruple it once venting and flaring are eliminated.

PDVSA admitted that it wastes 530Mf3 of natural gas through
venting and flaring, losing hundreds of millions of dollars
every year, mostly through flaring.

The loss represents about US$80 million at subsidized Venezuelan
prices but the international price for the same gas is at least
six times that amount, PDVSA corporate manager for the
environment Jose Luis Berroteran said during an event on the
elimination of flaring and venting in Caracas. The event was
sponsored by PDVSA and Arpel, a regional organization of oil and
natural gas companies in Latin America and the Caribbean.

Berroteran explained that losses in the production and refining
process represent 8% or 530 million cubic feet [Mf3], which it
would be better to re-inject. He said that Pequiven has
programmed zero losses from this by the year 2012.

Due to lack of enough natural gas, which is the raw material in
petrochemicals production, Pequiven has halted several key
projects such as the putting up of a new US$300 million urea
plant to be located inside the El Tablazo petrochemicals complex
in Zulia state, Mr. Ameliach said.

According to Mr. Ameliach, once the problem of natural gas is
solved, Pequiven will decide on the new plant instead of
reactivating the other one, which is too old. A new fertilizer
plant for some 700,000 metric tonnes a year should cost some
US$300 million.

"What we are doing is working on a plan with PDVSA Gas to
eliminate all those leaks and venting and maximize the
compression system. We estimate that as far as Pequiven's
problem goes, we will have it solved in the first half of 2006
thanks to the steps we have implemented. What has been putting
the brakes on the petrochemicals industry for years in El
Tablazo is the supply of natural gas," he said.

World Bank sector energy specialist Sascha Djumena agreed on the
elimination of flaring and venting, stating that it makes
business and environmental sense since PDVSA could commercialize
the gas and increase its revenue.

About 90% of the country's natural gas reserves are associated
gas or gas coexisting in the same deposits with crude oil.

Arpel projects manager Miguel Moyano said that in some cases,
recovery is easier than from non-associated gas with the
existing technology. When PDVSA recovers significant amounts of
natural gas, it can opt to inject it back into the deposit.

However, Mr. Moyano stressed that Arpel is trying to foster the
use of natural gas, and there are market niches if the final
user is nearby and it can become a direct source. Transport
costs are not a problem. Natural gas could be recovered, and
then sold. It could also be used to power generation plants, as
what Spanish oil company Repsol YPF did.


* VENEZUELA: Fitch Upgrades Sovereign to 'BB-'
----------------------------------------------
Fitch Ratings upgraded Monday the long-term foreign currency and
long-term local currency ratings of the Bolivarian Republic of
Venezuela to 'BB-' from 'B+'. At the same time, Fitch upgraded
the country ceiling to 'BB-'. The short-term foreign currency
rating is affirmed at 'B', and the Outlook is Stable.

'The upgrade reflects significant improvements in external debt
and liquidity ratios because of windfall oil export receipts,
leaving them significantly better than peer 'BB' levels,' said
Morgan Harting, Senior Director and lead sovereign Fitch analyst
for Venezuela. Official reserves and bank foreign assets now
represent about 208% of next year's debt service plus the stock
of short-term external debt, compared with the 'BB' median of
133%. The public sector is expected to end the year as a net
external creditor, one of only four such sovereigns in the
speculative category to do so, together with India (long-term
foreign currency rated 'BB+' by Fitch), Azerbaijan (long-term
foreign currency rated 'BB' by Fitch) and Lebanon (long-term
foreign currency rated 'B-' by Fitch). Fitch assumes broadly
stable oil production rates going forward, but substantial
reductions in output could put pressure on the credit.

Above-average oil prices have clearly underpinned the
improvement in external indicators, a trend Fitch does not
expect to be sustained beyond 2006. Lower prices assumed in
Fitch's base case for 2007 will bring external liquidity ratios
for the following year closer in line with 'BB' peers, but even
in the event of a significantly larger price decline, liquidity
would still be expected to remain near the peer median, and net
public external debt would hold well below peers for the next
two years.

Public finances would suffer in the event of an oil price
decline, but as in the past, financing needs would likely be
contained by an adjustment in the official exchange rate. This
has the effect of reducing expenditures in U.S. dollar terms to
limit expansion of the fiscal deficit. The overall public sector
has also accumulated substantial assets in the past two years,
some portion of which would presumably be available for central
government financing. Fitch estimates that the various funds
managed by the public sector may have accumulated as much as
US$26 billion in assets over this period, although reporting is
not adequate to verify the figure, and there is no certainty
that such assets would be fully available for debt service. In
the event that oil prices remain favorable, Fitch expects that
some portion of these assets will be used to retire existing
public sector debt.

Harting cautions that, 'Should oil prices decline by 2007, as
Fitch expects, the economy is likely to fall into a recession
because an offsetting increase in oil production volumes is not
anticipated and because the non-oil sector is poorly positioned
to compensate for lost oil revenues.' Capital account outflows
would likely accelerate in this scenario, and the fiscal deficit
would widen because it will be politically difficult to reduce
spending commensurately with lost revenues, even allowing for
some fiscal benefit from devaluation. As government outlays are
curtailed, political tensions would likely rise. The expectation
of this scenario notwithstanding, Venezuela's ability to service
debt over the rating horizon appears consistent with other 'BB'
sovereigns.'

Venezuela's creditworthiness could improve if credible policies
were implemented to reduce its vulnerability to oil price
fluctuations. Reviving a rules-based stabilization mechanism to
smooth the effect of oil price volatility on public finances and
the balance of payments would be beneficial. Steps to reduce
state intervention in the economy to improve the private
sector's ability to absorb shocks are also important. Repayment
of public debt is anticipated in the current rating assessment,
but an even faster deleveraging process would support
creditworthiness.

As for potential sources of downward pressure on the credit, oil
price declines are central to most such scenarios. Price
declines within historical ranges need not harm Venezuela's
credit standing per se, rather, the policy response to such an
event will be critical. It will be important to monitor how
quickly public finances adjust to lower revenues and how the
adjustment is achieved. Responses that emphasize targeted
spending reductions rather than blunt adjustment to real
spending levels through inflation would be more supportive of
economic growth and fiscal sustainability. Fitch is also
monitoring a trend of increased interference in private
contracts and property rights out of concern that it could spill
over into attempts to alter terms of government debt agreements,
too.

CONTACT: Morgan C. Harting +1-212-908-0820, New York
         Nick Eisinger +44 (0)20 7417 4341, London

MEDIA RELATIONS: Chris Kimble +1-212-908-0226, New York



                            ***********


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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