TCRLA_Public/051212.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

          Monday, December 12, 2005, Vol. 6, Issue 245

                            Headlines

A R G E N T I N A

BANCO BISEL: Moody's Default Rating Unchanged
BANCO PATAGONIA: Moody's Reaffirms 'BB' Rating on $80M Bonds
EUROMAYOR: Local Fitch Assigns Ratings to Bonds
KEY ENERGY: Debt Payment Prompts S&P to Withdraw Ratings


B E R M U D A

LORAL SPACE: Plaintiffs Temporarily Halt NY Lawsuit Proceedings


B R A Z I L

MERIDIAN AUTOMOTIVE: Court OKs PCA as Panel's Brazilian Counsel


C A Y M A N   I S L A N D S

ACM MARKET: Final Meeting of Sole Shareholder Set for Dec. 30
ACM RESEARCH: To Lay Wind Up Accounts Before Dec. 30
ACM TECHNOLOGY: To Authorize Liquidator to Retain Records
ALKEON MARKET (MASTER): Final Meeting Set for Dec. 28
ALKEON MARKET (OFFSHORE): To Discuss Wind Up Process Dec. 28

ANCHOR POINT (INTERNATIONAL): Sets Final Meeting for Dec. 28
BRUSSEL LTD: To Relate Wind Up Accounts to Members Dec. 28
CATEQUIL ENERGY: To Authorize Liquidator to Retain Records
MALACCA FUND: To Lay Liquidation Accounts Before Dec. 28 Meeting
MOMENTA: Extraordinary Final Meeting Set for Dec. 29

PGS FOCUS: Shareholder to Hear Account on Liquidation Dec. 28
PGS FOCUS (HOLDINGS): To Explain Liquidation Process Dec. 28
PHINEUS AGORA: To Hold Final General Meeting Dec. 30
REGENT EASTERN: To Lay Accounts of Wind Up Process Dec. 28
SERFIN VII: To Ratify Conduct of Liquidation Dec. 28

SV ABSOLUTE: Account on Wind Up to be Presented Dec. 28
SV ABSOLUTE (MASTER): Sets Final Meeting for Dec. 28
SV TIGER: To Present Account on Wind Up Process Dec. 28
SV TIGER (INTERNATIONAL): To Report on Manner of Liquidation
TRINITYCAPM SPC: Final Meeting Scheduled for Dec. 30


J A M A I C A

KAISER ALUMINUM: Court Okays Insurer's Stipulation on Plan Terms
MIRANT CORP: Reorganized Profile Earns S&P's B+ Credit Rating


M E X I C O

BALLY TOTAL: Recent Developments Alarm Pardus
CALPINE CORP: Issues Update on Delaware Litigation
GRUPO MEXICO: To Hold Tender for 450MW Plant Construction
HYLSAMEX: Argentina's Siderar Creates $5.2M Fund With Banamex


P E R U

* PERU: World Bank Authorizes $150M Loan


U R U G U A Y

ANCAP: Seeks to Finalize Sol Petroleo Sale Before Year-End
ANCAP: In Talks With Royal Shell to Buy Service Stations

     -  -  -  -  -  -  -  -
                           
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A R G E N T I N A
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BANCO BISEL: Moody's Default Rating Unchanged
---------------------------------------------
Moody's Latin America Calificadora de Riesgo S.A. is maintaining
its 'D' rating on various corporate bonds issued by local bank,
Banco Bisel S.A.

The National Securities Commission, the CNV, revealed that the
rating, which denotes the issuer has defaulted on payments,
affected the following bonds:

  - US$54 million worth of "Obligaciones Negociables
    Subordinadas" classified under "Series and/or Class." The
    bonds matured on July 20, 2000.

  - US$100 million worth of "Programa Global de Obligaciones
    Negociables" classified under "Program." These bonds also
    matured on July 20, 2000.

  - US$300 million worth of "Programa de Emision de Titulos de
    Deuda a Mediano Plazo" classified under "Program." These
    bonds matured on July 20, 2000.

  - US$200 million worth of "Programa Global de Emision de
    Obligaciones" classified under "Program." The maturity date
    of the bonds was not indicated.

The Company's financial status as of Sep. 30, 2005 determined
the ratings given by Moody's.

CONTACT:  Banco Bisel S.A.
          Mitre 602 Rosario
          2000 Santa Fe
          Argentina
          Phone: 0341-4200300
          Web Site: http://www.bancobisel.com.ar/


BANCO PATAGONIA: Moody's Reaffirms 'BB' Rating on $80M Bonds
------------------------------------------------------------
Moody's Latin America Calificadora de Riesgo S.A. reaffirmed the
'BB' rating on US$80 million worth of bonds issued by Banco
Patagonia S.A. (f.k.a. Banco Patagonia Sudameris SA), the CNV
revealed in its Web site.

The undated bonds are described as "Serie 3 Oblig Negociables"
and are classified under "Series and/or Class."

The rating reflects the bank's financial status as of Sep. 30,
2005. A "BB" rating indicates that the future of these bonds
cannot be well assured.


EUROMAYOR: Local Fitch Assigns Ratings to Bonds
-----------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A. assigned a
`CCC(arg)' rating on US$10 million worth of bonds issued by
Euromayor S.A. de Inversiones, the CNV revealed on its Web site.

The bonds, which matured on April 28, 2003, are described as
"Primera Serie por 10 millones de U$S dentro de un Programa
Global."

Meanwhile, Fitch maintains its `C (arg)' rating on the following
issues:

  - US$3,073,200 undated bonds described as "Serie I Clase
    dolares;"

  - ARS6,799,800 undated bonds described as "Serie I Clase
    pesos;"

  - US$3,078,183 worth of bonds described as "Serie II Clase
    dolares" and that matured on June 10, 2003; and

  - ARS4,421,817 worth of bonds described as "Serie II Clase
    pesos" and that matured on June 10, 2003.

The rating actions are based on Euromayor's financial status as
of July 31, 2005.


KEY ENERGY: Debt Payment Prompts S&P to Withdraw Ratings
--------------------------------------------------------
Standard & Poor's Rating Services withdrew its 'B-' corporate
credit rating on Key Energy Services Inc. At the same time,
Standard & Poor's withdrew its ratings on the company's $275
million 8.375% senior unsecured notes and $150 million 6.375%
senior unsecured notes.  The ratings are being withdrawn because
all rated debt has been repaid from cash on hand and proceeds
from the company's back-up credit facilities obtained in August
2005.

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. (Troubled Company Reporter,
Thursday, Dec. 8, 2005, Vol. 9, No. 291)



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B E R M U D A
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LORAL SPACE: Plaintiffs Temporarily Halt NY Lawsuit Proceedings
---------------------------------------------------------------
For now plaintiffs agree not to pursue the consolidated
securities class action filed against Loral Space &
Communications, Ltd. in the United States District Court for the
Southern District of New York, as a result of the Company's
filing for reorganization under Chapter 11 of the Bankruptcy
Code.

On March 2, 2002, the seven separate purported class action
lawsuits filed by various holders of the Company's common stock
against the Company, Bernard L. Schwartz and Richard J. Townsend
were consolidated into one action titled "In re: Loral Space
Communications Ltd. Securities Litigation." On May 6, 2002,
plaintiffs in the consolidated action filed a consolidated
amended class action complaint alleging that all defendants
violated Section 10(b) of the Exchange Act and Rule 10b-5
promulgated thereunder, by making material misstatements or
failing to state material facts about the Company's s financial
condition and its investment in Globalstar Telecommunications
Limited (GTL) and that Mr. Schwartz is secondarily liable for
these alleged misstatements and omissions under Section 20(a) of
the Exchange Act as an alleged "controlling person" of the
Company.

The class of plaintiffs on whose behalf the lawsuit has been
asserted consists of all buyers of the Company's common stock
during the period from November 4, 1999 through February 1,
2001, excluding the defendants and certain persons related to or
affiliated with them. After oral argument on a motion to dismiss
filed by the Company and Mr. Schwartz and Mr. Townsend, in June
2003, the plaintiffs filed an amended complaint alleging
essentially the same claims as in the original amended
complaint. In February 2004, a motion to dismiss the amended
complaint was granted by the court insofar as Mr. Schwartz and
Mr. Townsend are concerned.

As a result of the commencement of the Chapter 11 Cases,
however, this lawsuit is subject to the automatic stay, and
further proceedings in the matter have been suspended, insofar
as the Company is concerned but continued as to the other
defendants, although the claims against them have been
dismissed. The parties have voluntarily agreed not to proceed
further with the action at this time, subject to their right to
actively pursue the litigation at a later date. (Class Action
Reporter, Friday, Dec. 9, 2005, Issue 244)



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

MERIDIAN AUTOMOTIVE: Court OKs PCA as Panel's Brazilian Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave the
Official Committee of Unsecured Creditors of Meridian Automotive
Systems-Composites Operations and its debtor-affiliates
authority to retain Peixoto e Cury Advogados as its special
Brazilian counsel, effective as of Aug. 30, 2005.

As previously reported in the Troubled Company Reporter on Nov.
8, 2005, the Committee needs PCA to prosecute an adversary
proceeding filed by the Committee for the avoidance of liens and
claims and related declaratory relief against certain of the
Debtors' prepetition lenders.

Pedro Jorge da Costa Cury, a partner at PCA, will supervise the
legal services to be performed by the firm for the Committee.

In exchange for its legal services, PCA will be paid in
accordance with its ordinary and customary hourly rates:

      Professional                       Hourly Rate
      ------------                       -----------
      Partner                               $250
      Consultant                            $230
      Senior Associate                      $210
      Experienced Associate                 $190
      Junior Associate                      $170
      Paralegal                              $50

Headquartered in Dearborn, Mich., Meridian Automotive Systems,
Inc. -- http://www.meridianautosystems.com/-- supplies  
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and
other interior systems to automobile and truck manufacturers.  
Meridian operates 22 plants in the United States, Canada and
Mexico, supplying Original Equipment Manufacturers and major
Tier One parts suppliers.  The Company and its debtor-affiliates
filed for chapter 11 protection on April 26, 2005 (Bankr. D.
Del. Case Nos. 05-11168 through 05-11176).  James F. Conlan,
Esq., Larry J. Nyhan, Esq., Paul S. Caruso, Esq., and Bojan
Guzina, Esq., at Sidley Austin Brown & Wood LLP, and Robert S.
Brady, Esq., Edmon L. Morton, Esq., Edward J. Kosmowski, Esq.,
and Ian S. Fredericks, Esq., at Young Conaway Stargatt & Taylor,
LLP, represent the Debtors in their restructuring efforts.  When
the Debtors filed for protection from their creditors, they
listed $530 million in total assets and approximately $815
million in total liabilities. (Meridian Bankruptcy News, Issue
No. 18; Bankruptcy Creditors' Service, Inc., 215/945-7000).




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

ACM MARKET: Final Meeting of Sole Shareholder Set for Dec. 30
-------------------------------------------------------------
            ACM MARKET NEUTRAL RESEARCH MASTER FUND
                   (In Voluntary Liquidation)
               The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of this company will
be held at the offices of Close Brothers (Cayman) Limited, 4th
Floor Harbour Place, George Town, Grand Cayman, on the 30th
December 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,
as at final winding up on 30th December 2005.

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

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

CONTACT:  LINBURGH MARTIN
          Joint Voluntary Liquidator
          Contact for enquires: Thiry Gordon
          CLOSE BROTHERS (CAYMAN) LIMITED
          Fourth Floor, Harbour Place
          P.O. Box 1034GT, Grand Cayman
          Telephone: (345) 949 8455
          Facsimile: (345) 949 8499


ACM RESEARCH: To Lay Wind Up Accounts Before Dec. 30
----------------------------------------------------
                    ACM RESEARCH FUND
              (In Voluntary Liquidation)
           The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of this company will
be held at the offices of Close Brothers (Cayman) Limited, 4th
Floor Harbour Place, George Town, Grand Cayman, on the 30th
December 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,
as at final winding up on 30th December 2005.

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

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

CONTACT:  LINBURGH MARTIN
          Joint Voluntary Liquidator
          Contact for enquires: Thiry Gordon
          CLOSE BROTHERS (CAYMAN) LIMITED
          Fourth Floor, Harbour Place
          P.O. Box 1034GT, Grand Cayman
          Telephone: (345) 949 8455
          Facsimile: (345) 949 8499


ACM TECHNOLOGY: To Authorize Liquidator to Retain Records
---------------------------------------------------------
               ACM TECHNOLOGY HEDGE FUND
               (In Voluntary Liquidation)
           The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of this company will
be held at the offices of Close Brothers (Cayman) Limited, 4th
Floor Harbour Place, George Town, Grand Cayman, on 30th December
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,
as at final winding up on 30th December 2005.

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

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

CONTACT:  LINBURGH MARTIN
          Joint Voluntary Liquidator
          Contact for enquires: Thiry Gordon
          Close Brothers (Cayman) Limited
          Fourth Floor, Harbour Place
          P.O. Box 1034GT, Grand Cayman
          Telephone: (345) 949 8455
          Facsimile: (345) 949 8499


ALKEON MARKET (MASTER): Final Meeting Set for Dec. 28
-----------------------------------------------------
               ALKEON MARKET NEUTRAL MASTER, LTD.
                  (In Voluntary Liquidation)
                  The Companies Law (Revised)

Pursuant to section 145 of the Companies Law (Revised), the
final meeting of the shareholders of this company will be held
at the offices of Ogier Attorneys, Queensgate House, South
Church Street, Grand Cayman, on 28th December 2005 at 11:00 a.m.
(local time).

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 the final winding-up on 28th December 2005.

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

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

CONTACT:  OGIER
          On behalf of the Liquidator
          Contact for enquiries: Alric Lindsay
          Telephone: (345) 949 9876
          Facsimile: (345) 949 1986


ALKEON MARKET (OFFSHORE): To Discuss Wind Up Process Dec. 28
-------------------------------------------------------------
             ALKEON MARKET NEUTRAL OFFSHORE, LTD.
                 (In Voluntary Liquidation)
                 The Companies Law (Revised)

Pursuant to section 145 of the Companies Law (Revised), the
final meeting of the sole shareholder of this company will be
held at the offices of Ogier Attorneys, Queensgate House,
South Church Street, Grand Cayman, on 28th December 2005 at 11:30
a.m. (local time).

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 the final winding-up on 28th December 2005.

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

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

CONTACT:  OGIER
          On behalf of the Liquidator
          Contact for enquiries: Alric Lindsay
          Telephone: (345) 949 9876
          Facsimile: (345) 949 1986


ANCHOR POINT (INTERNATIONAL): Sets Final Meeting for Dec. 28
------------------------------------------------------------
             ANCHOR POINT INTERNATIONAL, LTD.
               (In Voluntary Liquidation)
               The Companies Law (Revised)

Pursuant to section 145 of the Companies Law (Revised), the
final meeting of the sole shareholder of this company will be
held at the offices of Ogier Attorneys, Queensgate House, South
Church Street, Grand Cayman, on 28th December 2005 at 12:45 p.m.
(local time).

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 the final winding-up on 28th December 2005.

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

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

CONTACT: OGIER
         On behalf of the Liquidator
         Contact for enquiries: Alric Lindsay
         Telephone: (345) 949 9876
         Facsimile: (345) 949 1986


BRUSSEL LTD: To Relate Wind Up Accounts to Members Dec. 28
----------------------------------------------------------
                      BRUSSEL LTD.
               (In Voluntary Liquidation)
              The Companies Law (Revised)

Pursuant to section 145 of the Companies Law (Revised), the
final meeting of the sole shareholder of this company will be
held at the offices of Ogier Attorneys, Queensgate House, South
Church Street, Grand Cayman, on 28th December 2005 at 12:00 p.m.
(local time).

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 the final winding-up on 28th December 2005.

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

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

CONTACT:  OGIER
          On behalf of the Liquidator
          Contact for enquiries: Alric Lindsay
          Telephone: (345) 949 9876
          Facsimile: (345) 949 1986


CATEQUIL ENERGY: To Authorize Liquidator to Retain Records
----------------------------------------------------------
          CATEQUIL ENERGY OVERSEAS PARTNERS, LTD.
               (In Voluntary Liquidation)
            The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of this company will
be held at the offices of Close Brothers (Cayman) Limited, 4th
Floor Harbour Place, George Town, Grand Cayman, on 30th December
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,
as at final winding up on 30th December 2005.

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

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

CONTACT:  LINBURGH MARTIN
          Joint Voluntary Liquidator
          Contact for enquires: Thiry Gordon
          Close Brothers (Cayman) Limited
          Fourth Floor, Harbour Place
          P.O. Box 1034GT, Grand Cayman
          Telephone: (345) 949 8455
          Facsimile: (345) 949 8499


MALACCA FUND: To Lay Liquidation Accounts Before Dec. 28 Meeting
----------------------------------------------------------------
             MALACCA FUND (CAYMAN) LIMITED
                 Voluntary Liquidation)
                     ("The Company")

Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of the Company will be
held at the offices of KPMG, 2nd Floor, Century Yard, PO Box 493
GT, Grand Cayman, Cayman Islands, on 28th December 2005 at 10:30
a.m.

Business:

1. To confirm, ratify and approve the conduct of the liquidation
by the liquidators, S.L.C. Whicker and K.D. Lloyd;

2. To approve the quantum of the liquidators' remuneration, that
being fixed by the time properly spent by the liquidators and
their staff;

3. To lay accounts before the meeting showing how the winding up
has been conducted and how the property of the Company has been
disposed of as at the date of the final meeting and to approve
such accounts;

4. To authorize the liquidators to retain any unclaimed
distributions to shareholders for a period of five years from
the date of dissolution of the Company, and to deduct such
reasonable amounts from the unclaimed distributions as
compensation for monitoring the funds and/or liaising with the
shareholders, and, if any of the distributions remain unclaimed
at the end of this five year period, to pay the remaining funds
to the Cayman Islands Government pursuant to Section 181 of the
Companies Law (2004 Revision); and

5. To authorize the liquidators to retain the records of the
Company and of the liquidators for a period of five years from
the dissolution of the Company, after which they may be
destroyed.

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

CONTACT:  K.D. LLOYD
          Joint Voluntary Liquidator
          Contact for enquiries: Peter de Vere
          Telephone: 345-914-4334
          Facsimile: 345-949-7164
          P.O. Box 493 GT, Grand Cayman
          Cayman Islands
          Telephone: 345-949-4800
          Facsimile: 345-949-7164


MOMENTA: Extraordinary Final Meeting Set for Dec. 29
----------------------------------------------------
                       MOMENTA (CAYMAN)
                 (In Voluntary Liquidation)
             The Companies Law (2004 Revision)

NOTICE is hereby given pursuant to section 145 of the Companies
Law (2004 Revision) that the extraordinary final meeting of the
above-named company will be held at the offices of Deutsche Bank
(Cayman) Limited, Elizabethan Square, George Town, Grand Cayman,
on 29th December 2005 for the purpose of presenting to the
members an account of the winding up of the company and giving
any explanation thereof.

CONTACT: ALAN CORKISH
         Voluntary Liquidator
         Contact for enquiries:
         P.O. Box 1984GT, Grand Cayman
         Telephone: (345) 949 8244
         Facsimile: (345) 949 5223


PGS FOCUS: Shareholder to Hear Account on Liquidation Dec. 28
-------------------------------------------------------------
                  PGS Focus - TR Kingsway Ltd.
                   (In Voluntary Liquidation)

Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of the Company will be
held at the registered office of the Company on December 28,
2005 at 11:00 a.m.

Business:

1. To confirm, ratify and approve the conduct of the liquidation
by the liquidators, S.L.C. Whicker and K.D. Blake;

2. To approve the quantum of the liquidators' remuneration, that
being fixed by the time properly spent by the liquidators and
their staff;

3. To lay accounts before the meeting showing how the winding up
has been conducted and how the property of the Company has been
disposed of as at the date of the final meeting and to approve
such accounts; and

4. To authorize the liquidators to retain the records of the
Company and of the liquidators for a period of five years from
the dissolution of the Company, after which they may be
destroyed.

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

CONTACT:  K.D. Blake, Joint Voluntary Liquidator
          Caroline Cookson
          P.O. Box 493 GT, Grand Cayman
          Cayman Islands
          Telephone: 345-945-4331 / 345-949-4800
          Facsimile: 345-949-7164


PGS FOCUS (HOLDINGS): To Explain Liquidation Process Dec. 28
------------------------------------------------------------
             PGS Focus - TR Kingsway Holdings Ltd.
                  (In Voluntary Liquidation)

Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of the Company will be
held at the registered office of the Company on December 28,
2005 at 11:15 a.m.

Business:

1. To confirm, ratify and approve the conduct of the liquidation
by the liquidators, S.L.C. Whicker and K.D. Blake;

2. To approve the quantum of the liquidators' remuneration, that
being fixed by the time properly spent by the liquidators and
their staff;

3. To lay accounts before the meeting showing how the winding up
has been conducted and how the property of the Company has been
disposed of as at the date of the final meeting and to approve
such accounts; and

4. To authorize the liquidators to retain the records of the
Company and of the liquidators for a period of five years from
the dissolution of the Company, after which they may be
destroyed.

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

CONTACT:  K.D. Blake, Joint Voluntary Liquidator
          Caroline Cookson
          P.O. Box 493 GT, Grand Cayman
          Cayman Islands
          Telephone: 345-945-4331 / 345-949-4800
          Facsimile: 345-949-7164


PHINEUS AGORA: To Hold Final General Meeting Dec. 30
----------------------------------------------------
                Phineus Agora Offshore Fund, Ltd.
                   (In Voluntary Liquidation)
                 The Companies Law (as revised)

Pursuant to section 145 of the Companies Law (as revised), the
final general meeting of the sole shareholder of Phineus Agora
Offshore Fund, Ltd. will be held at the registered office of the
Company on December 30, 2005.

Business:

1. To lay accounts before the meeting, showing how the winding
up has been conducted and how the property has been disposed of,
as at final winding up on December 30, 2005.

2. To authorize the liquidators to retain the records of the
Company for a period of five years from the dissolution of the
Company after which they may be destroyed.

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

CONTACT:  CFS Liquidators Ltd., Liquidator
          M David Makin
          c/o Windward 1, Regatta Office Park
          West Bay Road, P.O. Box 31106 SMB
          Grand Cayman, Cayman Islands
          Telephone: (345) 949 - 3977
          Facsimile: (345) 949 - 3877


REGENT EASTERN: To Lay Accounts of Wind Up Process Dec. 28
----------------------------------------------------------
           Regent Eastern Europe Leveraged Debt Fund
                   (In Voluntary Liquidation)
  
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 the Company on December 28,
2005 at 12:00 p.m.

Business:

1. To confirm, ratify and approve the conduct of the liquidation
by the liquidators, S.L.C. Whicker and K.D. Blake;

2. To approve the quantum of the liquidators' remuneration, that
being fixed by the time properly spent by the liquidators and
their staff;

3. To lay accounts showing how the winding up has been conducted
and how the property of the Company has been disposed of as at
the final general meeting date before the meeting and approve
them; and

4. To authorize the liquidators to retain the records of the
Company and of the liquidators for a period of five years from
the dissolution of the Company, after which they may be
destroyed.

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

CONTACT:  K.D. Blake, Joint Voluntary Liquidator
          Peter de Vere
          Telephone: 345-945-4334 / 345-949-4800
          Facsimile: 345-945-3470
          P.O. Box 493 GT, Grand Cayman
          Cayman Islands


SERFIN VII: To Ratify Conduct of Liquidation Dec. 28
----------------------------------------------------
                        Serfin VII Ltd.
                  (In Voluntary Liquidation)

Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of the Company will be
held at the registered office of the Company on December 28,
2005 at 10 a.m.

Business:

1. To confirm, ratify and approve the conduct of the liquidation
by the liquidators, S.L.C. Whicker and K.D. Blake;

2. To approve the quantum of the liquidators' remuneration, that
being fixed by the time properly spent by the liquidators and
their staff;

3. To lay accounts before the meeting showing how the winding up
has been conducted and how the property of the Company has been
disposed of as at the date of the final meeting and to approve
such accounts; and

4. To authorize the liquidators to retain the records of the
Company and of the liquidators for a period of five years from
the dissolution of the Company, after which they may be
destroyed.

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

CONTACT:  K.D. Blake, Joint Voluntary Liquidator
          Caroline Cookson
          Telephone: 345-945-4331 / 345-949-4800
          Facsimile: 345-949-7164
          P.O. Box 493 GT, Grand Cayman
          Cayman Islands


SV ABSOLUTE: Account on Wind Up to be Presented Dec. 28
-------------------------------------------------------
             SV Absolute Precious International, Ltd.
                   (In Voluntary Liquidation)
                  The Companies Law (Revised)

Pursuant to section 145 of the Companies Law (Revised), the
final meeting of the sole shareholder of SV Absolute Precious
International, Ltd. will be held at the offices of Ogier
Attorneys, Queensgate House, South Church Street, Grand Cayman,
on December 28, 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 the final winding-up on December 28, 2005.

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

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

CONTACT: Ogier
         On behalf of the Liquidator
         Patricia Priestley
         Telephone: (345) 949 9876
         Facsimile: (345) 949 1986


SV ABSOLUTE (MASTER): Sets Final Meeting for Dec. 28
----------------------------------------------------
             SV Absolute Precious Master Fund, Ltd.
                   (In Voluntary Liquidation)
                   THE COMPANIES LAW (REVISED)

Pursuant to section 145 of the Companies Law (Revised), the
final meeting of the sole shareholder of the Company will be
held at the offices of Ogier Attorneys, Queensgate House, South
Church Street, Grand Cayman, on December 28, 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 the final winding-up on December 28, 2005.

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

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

CONTACT: Ogier
         On behalf of the Liquidator
         Patricia Priestley
         Telephone: (345) 949 9876
         Facsimile: (345) 949 1986


SV TIGER: To Present Account on Wind Up Process Dec. 28
-------------------------------------------------------
               SV Tiger Precious Master Fund, Ltd.
                   (In Voluntary Liquidation)
                   The Companies Law (Revised)

Pursuant to section 145 of the Companies Law (Revised), the
final meeting of the sole shareholder of SV Tiger Precious
Master Fund, Ltd. will be held at the offices of Ogier
Attorneys, Queensgate House, South Church Street, Grand Cayman,
on December 28, 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 the final winding-up on December 28, 2005.

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

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

CONTACT:  Ogier
          On behalf of the Liquidator
          Patricia Priestley
          Telephone: (345) 949 9876
          Facsimile: (345) 949 1986


SV TIGER (INTERNATIONAL): To Report on Manner of Liquidation
------------------------------------------------------------
              SV Tiger Precious International, Ltd.
                   (In Voluntary Liquidation)
                   The Companies Law (Revised)

Pursuant to section 145 of the Companies Law (Revised), the
final meeting of the sole shareholder of SV Tiger Precious
International, Ltd. will be held at the offices of Ogier,
Attorneys, Queensgate House, South Church Street, Grand Cayman,
on December 28, 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 the final winding-up on December 28, 2005.

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

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

CONTACT: Ogier
         On behalf of the Liquidator
         Patricia Priestley
         Telephone: (345) 949 9876
         Facsimile: (345) 949 1986


TRINITYCAPM SPC: Final Meeting Scheduled for Dec. 30
----------------------------------------------------
                     Trinitycapm SPC Ltd.
                  (In Voluntary Liquidation)
               The Companies Law (2004 Revision)

Pursuant to section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of Trinitycapm SPC
Ltd. will be held at the offices of Close Brothers (Cayman)
Limited, 4th Floor Harbour Place, George Town, Grand Cayman, on
December 30, 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,
as at final winding up on December 30, 2005.

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

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

CONTACT:  Mr. Jeffrey Arkley, Joint Voluntary Liquidator
          Thiry Gordon
          Close Brothers (Cayman) Limited
          Fourth Floor, Harbour Place
          P.O. Box 1034GT, Grand Cayman
          Telephone: (345) 949 8455
          Facsimile: (345) 949 8499



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

KAISER ALUMINUM: Court Okays Insurer's Stipulation on Plan Terms
----------------------------------------------------------------
As previously reported in the Troubled Company Reporter on
November 18, 2005, several insurance companies objected to
Kaiser Aluminum Corporation and its debtor-affiliates'
Disclosure Statement and asked the U.S. Bankruptcy Court for the
Southern District of Indiana to establish certain solicitation
and voting procedures in connection with the confirmation of the
Debtors' Plan of Reorganization.

The Objections asserted, among other things, that the Plan is
not insurance neutral and the transfer of the Debtors' rights
under certain insurance policies violates the terms of the
insurance policies.  The Insurers also indicated that they
needed extensive discovery to adequately prepare their
confirmation objections.

Over the past several weeks, the Reorganizing Debtors; the
Official Committee of Asbestos Claimants; Martin J. Murphy, the
legal representative of future asbestos personal injury
claimants; Anne M. Ferazzi, the legal representative for the
future silica claimants; and the Insurers have been negotiating
a resolution of the issues raised by the Insurers' various
pleadings.

On Nov. 4, 2005, the parties entered into a stipulation under
which they agreed to certain Plan modifications to address the
Insurers' request for additional clarity.  The Stipulation also
addresses the scope of the Insurers' potential objections and
discovery related to confirmation, the litigation of the
objections, if any, and the collateral effects of confirmation.

The Court approved the Debtors' Stipulation.

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corporation -- http://www.kaiseraluminum.com/-- is a leading  
producer of fabricated aluminum products for aerospace and high-
strength, general engineering, automotive, and custom industrial
applications.  The Company filed for chapter 11 protection on
February 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold
off a number of its commodity businesses during course of its
cases.  Corinne Ball, Esq., at Jones Day, represents the Debtors
in their restructuring efforts.  On June 30, 2004, the Debtors
listed $1.619 billion in assets and $3.396 billion in debts.
(Kaiser Bankruptcy News, Issue No. 84; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


MIRANT CORP: Reorganized Profile Earns S&P's B+ Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to power generator and developer Mirant Corp.  The
outlook is stable.  The rating reflects the credit profile of
Mirant, based on the structure the company expects to have on
emergence from bankruptcy at or around year-end 2005.

Mirant entered into bankruptcy in July 2003.  The U.S.
Bankruptcy Court and nearly all of Mirant's creditors have
approved the reorganization plan.  Mirant has interests in
14,227 MW of largely merchant power assets in the U.S., 2,306 MW
of contracted power generation assets in the Philippines, and
1,039 MW of largely contracted generation in Trinidad and
regulated electricity supply operations in Jamaica, Curacao, and
Grand Bahamas.

Atlanta, Georgia-based Mirant will have about $3.4 billion in
recourse debt at emergence, a figure that does not include an
$800 million revolver and $973 million in lease debt
obligations.

Mirant and its subsidiaries are rated on a consolidated basis.  
However, subsidiaries with nonrecourse debt are viewed as stand-
alone subsidiaries, and are analyzed based on their
distributable cash flow to Mirant.

"The stable outlook on Mirant is supported by forecast financial
performance based on conservative assumptions of power market
prices, expected strong cash flow generation over the next year
or so, due to high natural gas prices that support attractive
operating margins from coal-fired generation assets, and a lack
of near-term maturities," said Standard & Poor's credit analyst
Terry A. Pratt.  The rating remains under some pressure from
outstanding litigation, and the outlook could be changed to
negative or the rating lowered, if Mirant incurs claims that
negatively affect liquidity or that result in the interruption
of cash flows from the Mid-Atlantic assets.

"An improvement in the ratings, which is unlikely, would require
improved financial performance, debt reduction, and resolution
of residual bankruptcy-related claims," he continued. (Troubled
Company Reporter, Thursday, Dec. 8, 2005, Vol. 9, No. 291)



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

BALLY TOTAL: Recent Developments Alarm Pardus
---------------------------------------------
Pardus European Special Opportunities Master Fund L.P. sent on
December 8, 2005 a letter to the board of directors of Bally
Total Fitness Holding Corporation, expressing its concern and
dismay over certain recent developments at the Company and the
actions that the Fund believes the board should take to help
restore stockholder value and public confidence and support in
the Company.

On December 8, 2005, Pardus European Special Opportunities
Master Fund L.P., a limited partnership formed under the laws of
the Cayman Islands (the "Fund"), Pardus Capital Management L.P.,
a Delaware limited partnership ("PCM"), Pardus Capital
Management LLC, a Delaware limited liability company ("PCM LLC")
and Mr. Karim Samii, the sole member of PCM LLC, filed Amendment
Number 11 (the "Amendment") to the Schedule 13D (as amended, the
"Schedule 13D") originally filed by PCM with the Securities and
Exchange Commission on September 6, 2005. The Amendment amends
the previously filed Item 4 disclosure in the Schedule 13D by
adding the following:

On December 8, 2005, the Fund sent a letter to the board of
directors of the Company advising of the Fund's concern and
dismay over certain recent developments at the Company and the
actions that the Fund believes the board should take to help
restore stockholder value and public confidence and support in
the Company.

Except as otherwise described in this Item 4 of this Schedule
13D, as amended, the acquisition of the Shares by the Fund is
for investment purposes on behalf of the Fund."

On or about December 8, 2005, the Fund delivered a letter to the
board of directors of Bally Total Fitness Holding Corporation
(the "Company") advising of the Fund's concern and dismay over
certain recent developments at the Company and the actions that
the Fund believes the board should take to help restore
stockholder value and public confidence and support in the
Company.

The Fund is the beneficial owner of 5,311,000 shares of the
common stock, par value $0.01 per share (the "Shares"), of the
Company, including 1000 shares of common stock owned of record
in the name of the Fund and 1000 shares of common stock owned of
record in the name Pardus Capital A/C Pardus European Special
Opportunities Master Fund L.P. PCM serves as the investment
manager of the Fund and possesses sole power to vote and direct
the disposition of all Shares held by the Fund. PCM LLC, as the
general partner of PCM, and Mr. Karim Samii, as the sole member
of PCM LLC, may be deemed to be the beneficial owners of all the
Shares held by the Fund; however, PCM LLC and Mr. Karim Samii
disclaim beneficial ownership of all the Shares held by the
Fund. Mr. Joseph R. Thornton, a portfolio manager of PCM, may
also earn fees and incentive allocations on account of the
Fund's investment in the Shares. Charles J. Burdick, Barry R.
Elson and Don R. Kornstein do not beneficially own any
securities of the Company and do not have any personal ownership
interest, direct or indirect, in any securities of the Company.
Mr. Burdick currently serves on the PCM Advisory Board which
advises PCM and its affiliates from time to time with respect to
investment strategies, assessing business viability, sourcing
transactions and valuing potential investments. The PCM Advisory
Board members do not have any oversight responsibility or
discretion over the investments made by or on behalf of PCM and
its affiliates and the PCM Advisory Board members do not (except
to the extent publicly disclosed by the Fund) have any knowledge
of the investments held by PCM and its affiliates from time to
time. Mr. Burdick does not receive and is not entitled to any
compensation or remuneration for serving on the PCM Advisory
Board from the Fund or any of its affiliates. The PCM Advisory
Board members have the ability to invest up to an aggregate of
$10,000,000 in the Fund and certain of its affiliates. Mr.
Burdick does not have any investment interest in the Fund or any
of its affiliates.

The persons filing this Schedule 14A are PCM, the Fund, PCM LLC
and Messrs. Samii, Thornton, Burdick, Elson and Kornstein
(collectively, the "Reporting Persons"). Based on information
provided by the Company, as of December 5, 2005 there were
38,094,479 shares of the Company's common stock issued and
outstanding. Thus, the Fund and PCM are deemed to beneficially
own, and PCM LLC and Mr. Karim Samii may be deemed to
beneficially own, 5,311,000 Shares, or 13.9% of the shares of
the Company's issued and outstanding common stock.

Pardus European Special Opportunities Master Fund L.P. wrote to
Bally Total stating:

As you know, we own 5,311,000 shares of common stock of Bally
Total Fitness Holding Corporation (the "Company" or "Bally") and
are your largest stockholder. We write to express our grave
concern and deep dismay concerning recent actions that have
further shaken our confidence in management and the board, even
as Bally enters its most critical phase on the way to recovery,
and to demand that the board discharge its responsibility to
take immediate and effective steps to begin to restore
stockholder value and investor confidence.

Among our most significant concerns are the following:

- We were shocked to see Tuesday's announcement that on December
2nd and again on December 5th -- the business days immediately
following the Company's release of very positive results of
operations -- certain executive officers, including Mr. Toback,
the Company's Chairman and Chief Executive Officer, exercised
options and sold Company common stock totaling nearly 1.2
million shares! During the Company's December 1 earnings call
with analysts, Mr. Toback discussed the Company's announcement
that JP Morgan Securities and The Blackstone Group had been
engaged to explore strategic alternatives for the Company,
including a potential sale of all or substantially all the
assets or stock of the Company, a capital restructuring, or some
other business combination designed to create value for
stockholders. Mr. Toback stressed that his and his management
team's personal equity stake in the Company demonstrated their
confidence and commitment to the Company's future. Yet, Mr.
Toback sold nearly 421,000 shares THE NEXT DAY. In our view, few
acts could have been more destructive for the Company and its
stockholders.

- It is hard to imagine a worse beginning for any sale process
JP Morgan Securities and The Blackstone Group have been engaged
to undertake. We believe Mr. Toback and his management team
should have exercised prudent judgment and restraint to further
this process. An investor learning that Mr. Toback had sold well
more than half his stock might well ask, "why would the CEO sell
now if he thinks the Company can bring about a strategic
transaction that will offer a premium to stockholders as soon as
early next year?" We are concerned that the reported stock sales
may indicate that management has a conflict of interest - for
example, that management may not be motivated to realize the
highest achievable value for stockholders because management is
planning to be part of a potential bidding group for the
Company's assets.

- Similar concerns may be raised by the decision to rush to sell
Crunch Fitness. One may question whether management sold Crunch
cheaply in an attempt to lower market expectations for the
ultimate sale of the Company, and thereby facilitate a low-ball
offer by a management-led buyout group. In a September 19, 2005
article entitled "KDP Note: Bally Sells Crunch For Less Than Our
Thoughts," Barbara J. Cappeart of KDP Investment Advisors, Inc.
notes that the Company agreed to sell Crunch for approximately
$45 million, half of the $90 million price it paid in 2001. In
stark contrast, this week Equinox Holdings announced that it
will be acquired by real estate developer The Related Companies
for $505 million, representing a 12.2x multiple of trailing
adjusted EBITDA according to the Morning Meeting Notes and
Trading Desk Commentary, dated December 6, 2005, by David
Schmookler of Miller Tabak Roberts Securities, LLC. We are
dismayed that management proposed, and the board approved, a
transaction for the sale of Company assets for consideration
described as "disappointing" (Cappeart commentary) while an
industry competitor only a couple of months later is sold for a
multiple which represents "bullish growth prospects in the
fitness club industry" (Schmookler commentary).

- Furthermore, according to a November 1, 2005 article by Ron
Orol entitled "Bally Seen Gearing Up For Sale" published on
TheDeal.Com, an investment banker following Bally and another
Bally stockholder advised that "the Company's management was in
talks with Wellspring Capital Management LLC this past September
and October" and that "the New York firm was completing a due
diligence of Bally's assets, but both sides decided to wait
until the restated financials were released before considering
further talks" (Orol commentary).(1) This report, which was
subsequently confirmed to us in a conversation with Eric
Langshur, a member of the board, provides yet another example,
in our view, of management providing preferential treatment to a
private equity firm in the form of access to confidential
Company materials prior to the time the Company's results of
operations were released and the Company was in a suitable
position to negotiate a strategic process with a third party.

- As noted above, last week the Company reported financial and
operating results that were even better than "street"
expectations. The December 1 earnings call should have
celebrated these results by clearly communicating the Company's
achievements. We believed that the Company would post strong
results and, prior to the call, we urged both Mr. Toback and Mr.
Langshur to seize this opportunity

1) We note that none of the authors or publications cited herein
have consented to the use of such materials as proxy soliciting
materials.

- the first broad public communication with Company investors in
more than eighteen months - to deliver a strong and positive
message about our Company. We believe management completely
mishandled this golden opportunity. In our opinion and that of
several other listeners, management appeared unprofessional,
backward looking and evasive.

- On December 1, the Company filed a Form S-8 with the
Commission without any press release, communication or other
public statement to explain the purpose of the filing. As
reflected in the decline in the Company's stock price
immediately following the filing, and based on our conversation
with market professionals, we believe the market perceived the
filing as indicating that the Company was issuing 3.1 million
shares of stock to management, diluting existing stockholders by
nearly 10%. Indeed, in our view, the immediate decline in the
Company's stock price in response to this failure by the Company
to communicate clearly shows how deeply your stockholders
mistrust the existing management team. Bally belatedly issued a
corrective press release, but the damage had been done.

- The Company recently initiated lawsuits against Liberation,
its second largest stockholder, in federal and state courts in
Delaware in an apparent attempt to prevent Liberation from
presenting to stockholders its proposal to remove Mr. Toback as
the Company's Chief Executive Officer. While we have not yet
taken a position concerning Liberation's proposal, we are strong
advocates of stockholder democracy. If Liberation's disclosures
are incomplete, and management wants to make its case to
stockholders, we fully support that open process. However, our
perception is that, rather than simply correcting disclosure
deficiencies or, better yet, working with Liberation and Mr.
Pearlman to settle this matter, management instead escalated the
dispute, incurring unnecessary legal fees and expense and
distracting the Company from completing its turn-around and best
positioning the pending strategic process.

Other than the Crunch Fitness and Wellsprings issues, all of
these developments occurred in the past few days - the first
period in months in which Bally was able to communicate freely
with the public and its stockholders. This period provided a
pivotal opportunity for management and the incumbent board to
demonstrate leadership and confidence in Bally's future
prospects. In our view, however, the actions described above
gave the market further reason to mistrust the Company. These
actions, in our opinion, demonstrate poor execution, planning
and judgment on the part of Mr. Toback and his management team
and, worse, poor oversight on your part as the board of
directors, the body ultimately responsible for management's
actions and inactions.

Given the disappointing recent events, we firmly believe the
Company must act swiftly and decisively to restore investor
confidence. Therefore, we urge the Company to take the following
actions which in our view will demonstrate the board's
commitment to proper corporate governance and will help lead the
Company back to a position of strength and prosperity:

- The positions of Chairman of the board of directors and Chief
Executive Officer should be separated immediately. Many public
companies have taken this step after the enactment of Sarbanes
Oxley, in order to create a more independent and effective
board.

- As you know, we have filed preliminary proxy materials in
support of our nomination of Charles J. Burdick, Barry R. Elson
and Don R. Kornstein, three highly qualified independent
candidates, for election to the board. The board is supporting
the candidacies of Messrs. Burdick and Elson. Given that
support, and because this is a critical time for the Company,
the board should appoint these two nominees immediately, rather
than waiting until the January meeting. These outstanding,
independent individuals will then be able to be part of any sale
process and make immediate contributions in the best interests
of all stockholders. In our view, there is no legitimate reason
to delay their appointment.

- The third candidate we proposed, Mr. Kornstein, is just as
qualified and independent as Messrs. Burdick and Elson. Like
them, he will bring unique qualifications and abilities to the
board. We encourage the board not only to support his candidacy,
but to appoint him to the board immediately. Significantly, we
believe that the election of Mr. Kornstein may well facilitate a
settlement of the Company's dispute with Liberation, permitting
management to focus its attention on more productive matters.

- We believe the size of the board should be expanded and that
the board should include at least one of the additional
candidates proposed in our November 17, 2005 letter to the
board. These candidates, David R. Van Valkenburg and Thomas J.
Albani, each of whom the board interviewed, are highly qualified
independent individuals with broad turnaround and restructuring
experience.

- We believe that each of the committees of the board of
directors should be reconstituted so that each board committee
includes at least one of Messrs. Burdick, Elson and Kornstein in
order to restore credibility and independence to each of the
committees.

- We believe it is crucial that any sale process be run not by
management, but by an independent committee of the board
consisting of directors who did not participate in approving the
Crunch Fitness transaction and who have not been involved in any
prior consideration or evaluation of strategic alternatives for
the Company. This committee, in our opinion, should include at
least two of Messrs. Burdick, Elson and Kornstein and either of
the two independent board members elected this past week, Steven
S. Rogers and Adam Metz.

- The board should remove from its preliminary proxy
solicitation materials its proposal for the approval and
adoption of a new omnibus equity incentive plan at the Annual
Meeting. We do not believe the existing management team, which
has been more than generously compensated, should receive any
additional equity or incentives until management proves it has
earned such rewards. Moreover, given the significant insider
sales on December 2 and December 5, it seems apparent to us that
the management team consists of SELLERS and not BUYERS of the
Company's equity.

- Finally, to help to restore investor confidence, and discharge
its fiduciary responsibilities, the board should conduct an
immediate, independent investigation concerning the motivation
and circumstances for these sales, including whether the
transactions were in any way influenced by non-public
information concerning the Company and were otherwise made in
compliance with both applicable law and the Company's code of
ethics.

In matters of corporate management, the buck stops with you. We
look forward to your timely response to the views outlined in
this letter. We hope you will act immediately to discharge your
obligation to move forward in a productive manner for the
benefit of all of the Company's stockholders.

CONTACT:  Bally Total Fitness
          Janine Warell (Investors)
          Phone: 773-864-6897
                    or
          Matt Messinger (Media)
          Phone: 773-864-6850

          URL: www.ballyfitness.com


CALPINE CORP: Issues Update on Delaware Litigation
--------------------------------------------------
Calpine Corporation (OTC Pink Sheets: CPNL) provided the
following update in connection with Calpine's action in the
Delaware Court of Chancery against The Bank of New York, as
collateral trustee for Calpine's Senior Secured Note Holders,
and Wilmington Trust Company, as indenture trustee for Calpine's
First Lien Note Holders and Second Lien Note Holders.

On December 5, 2005, Vice Chancellor Leo E. Strine, Jr. entered
a Final Order and Judgment in the Chancery Court action
affording Calpine until January 22, 2006 to restore to the Bank
of New York collateral account $311,782,955.55 plus interest
from the date any portion of the funds was withdrawn from the
account to the date of redeposit, at the rate accruing in the
account during such period.

On December 5 and 6, several parties appealed the Final Order
and Judgment as follows: Calpine filed a notice of appeal of the
Chancery Court's decision that storage gas is not a Designated
Asset under the Indentures, the Second Lien Trustee filed a
notice of appeal of the Chancery Court's decision insofar as it
granted Calpine until January 22, 2006 to restore monies to the
Bank of New York collateral account, and the First Lien Trustee
filed a notice of appeal of the Chancery Court's decision that
it lacked standing to object to Calpine's purchases of storage
gas. The Supreme Court of the State of Delaware has granted
expedited review and has scheduled oral arguments on the appeals
for December 15, 2005.

Also on December 5, the Second Lien Trustee sent a letter to
Calpine purporting to constitute a notice of default based on
Calpine's use of proceeds from the sale of Designated Assets.
The letter further characterized counterclaims filed by the
Second Lien Trustee in the Delaware litigation on November 7,
2005 as an earlier notice of default, notwithstanding the Second
Lien Trustee's having implied in a brief filed with the court in
late November that it had not previously declared a "default
under the Indentures." The Second Lien Trustee stated in the
letter that if Calpine did not cure its breach within 30 days
after the purported earlier notice (namely, by December 7, 2005)
the Second Lien Trustee, or the holders of the requisite
percentage of any series of Second Lien Notes, could
respectively elect to declare all of the Second Lien Notes, or a
series of Notes, to be due and payable immediately.

Calpine believes that the Second Lien Trustee's December 5
letter does not constitute a valid notice of default and is
contrary to the terms of the Chancery Court's Final Order and
Judgment, as well as statements made in the Second Lien
Trustee's briefs. On December 6, 2005, Calpine filed a motion in
the Chancery Court for a temporary restraining order seeking to
enjoin the Second Lien Trustee from either accelerating the
Second Lien Notes on or before January 22, 2006 or otherwise
attempting to circumvent the Court's Final Order and Judgment.
Acceleration of the Second Lien Notes would constitute a default
under other debt obligations of Calpine, which could allow such
other debt obligations to also be accelerated.

On December 8, 2005, Calpine agreed to withdraw its motion for a
temporary restraining order under a stipulation reached with the
Second Lien Trustee and an Unofficial Steering Committee of
Second Lien Debtholders of Calpine. Calpine has been advised
that the Unofficial Steering Committee currently includes the
holders of over 50% of each of the Second Lien Notes due 2010,
the Second Lien Notes due 2011, and the Second Lien Notes due
2013, and the holders of over 30% of the Second Lien Notes due
2007.

Under the stipulation, the Second Lien Trustee and the members
of the Unofficial Steering Committee have agreed that they will
not accelerate any of the Second Lien Notes on or before January
22, 2006 based upon the breach found by the Chancery Court. The
members of the Unofficial Steering Committee have further agreed
that they will not directly or indirectly encourage any other
Second Lien Noteholder to accelerate any of the Second Lien
Notes on or before January 22, 2006 based upon the breach found
by the Chancery Court, and, in the event of any such purported
acceleration, will use commercially reasonable efforts,
consistent with the Second Lien Indentures, to cause such
purported acceleration to be rescinded. The stipulation is
subject to modification to conform to any reversal or
modification by the Delaware Supreme Court of the Chancery
Court's Final Order and Judgment.

A major power company, Calpine Corporation supplies customers
and communities with electricity from clean, efficient, natural
gas-fired and geothermal power plants. Calpine owns, leases and
operates integrated systems of plants in 21 U.S. states and in
three Canadian provinces and is building a plant in Mexico.
Calpine was founded in 1984.

CONTACT:  Katherine Potter
          Tel: +1-408-792-1168
          E-mail: kpotter@calpine.com

          Investors: Rick Barraza
          Tel: +1-408-792-1125
          E-mail: rickb@calpine.com

          Karen Bunton
          Tel: +1-408-792-1121
          E-mail: kbunton@calpine.com
          URL: http://www.calpine.com/


GRUPO MEXICO: To Hold Tender for 450MW Plant Construction
---------------------------------------------------------
Grupo Mexico plans to build a US$600-million coal-fired power
plant to provide its mines with an independent source of energy.

According to Reuters, the Company will hold a tender for the
construction of the 450MW plant, which would be run with company
coal reserves in the northern state of Coahuila.

Grupo Mexico said financing for the plant would be the
responsibility of the developer who wins the tender.

Once the plant is built, Grupo Mexico will provide the coal and
buy energy from the developer at a fixed cost.

The Company said the project would help free its energy hungry
operations from unpredictable prices.

"The volatility of international metals prices, as well as the
high consumption of electric energy required by mining and
metallurgic processes, makes it essential to have a fixed energy
cost," the Company said in a statement.


HYLSAMEX: Argentina's Siderar Creates $5.2M Fund With Banamex
-------------------------------------------------------------
Argentine steel company Siderar has created a fund with Mexican
bank Banamex that allows owners of Hylsamex stock to sell shares
in the Mexican steel producer.

According to Business News Americas, the fund is worth US$5.2
million, and is enough to buy the 0.25% stake in Hylsamex that
remain after Siderar bought Hylsamex through a public tender
offer.

Siderar acquired Hylsamex earlier this year in a move to create
regional steel giant Ternium, which controls the Mexican and
Argentine steelmakers plus Venezuela's Sidor.

Shareholders of Hylsamex can sell their stock for the next six
months to the Siderar fund for the same price offered during the
acquisition of the steelmaker.



=======
P E R U
=======

* PERU: World Bank Authorizes $150M Loan
----------------------------------------
The World Bank's Board of Directors approved Thursday a $150
million loan for Peru to assist with the government
decentralization process and enhance competitiveness.

"This loan will support the Government of Peru's commitment to
the reduction of poverty and inequality by making the government
more responsive to citizens," said Marcelo Giugale, World Bank
Director for Bolivia, Ecuador, Peru and Venezuela. "By moving to
a more decentralized system of government, the country will
allow resource expenditure to be more focused on the needs of
different regions."

The Third Programmatic Decentralization and Competitiveness
Development Policy Loan will assist the Government of Peru in
the decentralization of public functions and resources, while
supporting its competitive enhancement program. This is the
third and last of a series of programmatic development policy
loans supporting Peru's reform agenda under the current
administration. The program seeks to protect fiscal
sustainability during the country's transition to a more
decentralized state, strengthen management and fiscal capacity
at sub-national levels, and support the creation of a better
regulatory and investment environment to increase Peru's
competitiveness, with a strong focus on export promotion and
regional development.

The loan will facilitate the following key outcomes:

- Strengthen tax administration and revenue collection at the
national and local levels of government.

- Strengthen public debt sustainability by supporting the
regulation of decentralized borrowing and debt reporting
procedures for sub-national governments.

- Implement a centralized public expenditure evaluation system
to effectively monitor, coordinate and assess public expenditure
at all levels of government.

- Enhance the quality of budget decisions and ensure efficient
and targeted service delivery provided by local and regional
governments that have adopted new responsibilities.

- Increase domestic and foreign private investment by improving
the overall investment climate, reducing administrative
barriers, and enabling transparent contract enforcement.

- Facilitate increases in exports, particularly non-traditional
ones.

- Reduce logistics costs through improved policy frameworks and
service provision at ports and on the road networks, as well as
the facilitation of improved transportation services.

"The program supports the implementation of a fiscally-
sustainable decentralization process while enhancing economic
competitiveness at the regional level," said Rossana Polastri,
World Bank task manager for the project. "The program will
remove bottlenecks for the country's economic development and
improve the provision of public services, which are essential to
reduce poverty and increase the quality of life of Peruvians."

The first Programmatic Decentralization and Competitiveness
Development Policy Loan for $150 million, approved by the World
Bank Board of Directors in December 2003, stressed fiscal
sustainability by establishing a new fiscal decentralization
framework and ensuring a hard budget constraint alongside a
series of related competitiveness measures. The second loan for
$100 million, approved by the Board in December 2004, reflected
an emphasis on supporting the Government of Peru's
competitiveness agenda, and moved towards measures that enhance
efficiency and quality in service delivery.

The new $150 million fixed-spread loan has a repayment period of
11.5 years, including 10 years of grace.

CONTACT: World Bank
         Gabriela Aguilar
         Phone: (5255) 5480-4200
         E-mail: Gaguilar2@worldbank.org

         Alejandra Viveros
         Phone: (202) 473-4306
         E-mail: Aviveros@worldbank.org



=============
U R U G U A Y
=============

ANCAP: Seeks to Finalize Sol Petroleo Sale Before Year-End
----------------------------------------------------------
Uruguay's state-owned energy company Administracion Nacional de
Combustibles Alcohol y Portland (ANCAP) hopes to reach a
decision by the end of the year regarding stalled plans to sell
its money-losing Sol Petroleo service stations in neighboring
Argentina, reports Dow Jones Newswires.

Uruguayan Energy Minister Jorge Lepra said in March that ANCAP
was looking to offload the Argentine stations.

Another Ancap official said Thursday that Venezuela's state-
owned oil company PdVSA is the leading candidate to buy the Sol
Petroleo stations.

Sol Petroleo operates some 160 service stations in and around
Buenos Aires, accounting for some 5% of Argentina's retail
gasoline market.


ANCAP: In Talks With Royal Shell to Buy Service Stations
--------------------------------------------------------
ANCAP is negotiating to buy 89 service stations owned by Royal
Dutch Shell PLC, Dow Jones Newswires reports, citing ANCAP
President Daniel Martinez. Martinez said the purchase would line
up more stations to sell fuels refined by Ancap.

"If we manage to obtain 89 more locations, we will have more
than 60% of the market," he said.





                            ***********


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

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

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