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        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

          Friday, January 6, 2006, Vol. 7, Issue 5

                            Headlines

A R G E N T I N A

AGUAS PROVINCIALES: Stock Transfer Looms Ahead
BANCO HIPOTECARIO: Announces Repurchase of $31.5M of 2013 Bonds
GIFACO S.A.: Court Rules for Liquidation
LOMA NEGRA: To Discuss Debt Issuances with Shareholders
MULTICANAL: Registers Securities for Restructuring Offers

PHOTOLUX S.A.: Enters Bankruptcy on Court Orders
RED FONICA: Court Converts Bankruptcy Case to Reorganization
SAVIO MATERIALES: Liquidates Assets to Pay Debts
SOLER 6056: Enters Bankruptcy on Court Orders

   
B E R M U D A

ANNUITY & LIFE: Enters Letter Agreement with Wilton
FOSTER WHEELER: Awarded PCS Contract for Petrochemical Project
LINES OVERSEAS: Court Denies Motion to Stay Magistrate's Order


B R A Z I L

AOL LATIN AMERICA: Seeks Court Approval to Transfer Subscribers
BANCO DO BRASIL: Bond Issue Expected to Generate $300M
MERIDIAN AUTOMOTIVE: Wants BDO Seidman as Auditor


C A Y M A N   I S L A N D S

CAPE FRANCES: To Hold Final Meeting of Sole Shareholder Jan. 30
ATHENA IAM: To Lay Winding Up Accounts Before Jan. 30 Meeting
BLACKSTONE DISTRESSED: Final Meeting Set for Jan. 30
BLUEBERRY IAM: To Authorize Liquidator to Retain Records
CAPE DAVID: Shareholder to Hear Liquidator's Report Jan. 30

CELESTE (IFI): To Authorize Liquidator to Retain Records
CRAYON (IFI): Sets Final Meeting of Shareholders for Jan. 30
EUSTOMA IAM: To Lay Winding Up Accounts Before Jan. 30 Meeting
FLAIR LIMITED: To Authorize Liquidator to Retain Records
GENTINANNA IAM: To Hold Final Meeting of Shareholders Jan. 30

KH INVESTMENT: To Authorize Liquidators to Retain Records
MPF THREE: Schedules Final Meeting for Feb. 10
ORBIT (IFI): To Relate Winding Up Accounts Jan. 30
OSIRIS IAM: Final Meeting of Shareholders to be Held Jan. 30
PARALLAX LIQUID: To Relate Winding Up Accounts Jan. 28

PHANTOM IAM: Accounts on Liquidation to be Presented Jan. 30
PREMIER OIL: To Explain Wind Up Process to Members Jan. 30
PRIDE IAM: To Present Accounts on Liquidation Jan. 30
RAYYAN IAM: To Show Manner of Liquidation to Members Jan. 30
S. PARTNERS: To Lay Accounts on Liquidation Jan. 27

SAMSUNG CAPITAL: To Present Accounts on Wind Up Jan. 30
SAPPHIRE BLUE: To Present Accounts on Wind Up Jan. 30
SFA CAPITAL: Shareholders to Hear on Wind Up Process Jan. 30
SFA COLLECTION: To Explain Wind Up to Members Jan. 30
SFA DESIGNER: To Report on Wind Up Process Jan. 30

SFA FOLIO: Final Meeting of Shareholders Set for Jan. 30
SFA LABEL: Schedules Final Meeting of Shareholders for Jan. 30
SOLAR IAM: Final Meeting to be Held Jan. 30
TITUREL INVESTMENTS: To Hold Final Meeting Jan. 30
TRILOGY CONVERGENCE: Final Meeting Set for Jan. 30


C H I L E

COEUR D'ALENE: Discovers Vein Systems at South American Mines
SANTANDER SANTIAGO: Moody's Reaffirms Credit Risk Ratings


E C U A D O R

PACIFICTEL: Slams Reports of Ongoing Strike
PETROECUADOR: Works on Contract to Allow Private Participation
* ECUADOR: Fitch Issues Report on Sovereign Ratings


J A M A I C A

MIRANT CORP: Completes Reorganization, Emerges From Ch. 11


M E X I C O

ASARCO: 10 Affiliates Have Until Mar. 7 to File Chap. 11 Plans
BALLY TOTAL: Launches New Advertising Campaign
CALPINE CORP: Wants Court OK to Pay Prepetition Taxes & Fees
EMPRESAS ICA: Purchases 44.94% of Central North Airport Group
EMPRESAS ICA: Faces Tough Competition This Year

     -  -  -  -  -  -  -  -

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A R G E N T I N A
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AGUAS PROVINCIALES: Stock Transfer Looms Ahead
----------------------------------------------
The governor of Argentine province Santa Fe, Jorge Obeid, has
enacted a law allowing private investors to take over Aguas
Provinciales de Santa Fe, reports Business News Americas.

The move effectively allows the provincial government to
authorize the handover of the shares held by the major
stockholder, French company Suez, to ceramic tile manufacturer
Ceramica Alberdi.

Suez recently signed an accord to transfer 77.5% of the stock to
Alberdi Aguas, a unit of Ceramica Alberdi, with the proposed
operator being the Spanish company Passavant Espana, a
subsidiary of German company Passavant.

Provincial authorities are still reviewing the said deal. The
only thing lacking to allow this to go ahead is "complementary
documentation about the participation that Alberdi Aguas has in
Ceramica Alberdi," as well as certain other reports, according
to provincial public works minister Alberto Hammerly.

"We are working in all areas. Everyone is studying the
presentation of Alberdi Aguas to be able to collect the
documentation and information necessary and make the
corresponding evaluation," added the official.

The government's final decision will be made based on the report
presented by the office of the public prosecutor, which will be
the supervisory body in this instance because "it will be the
last to issue an opinion," Mr. Hammerly said.


BANCO HIPOTECARIO: Announces Repurchase of $31.5M of 2013 Bonds
---------------------------------------------------------------
Mortgage lender Banco Hipotecario informed Argentina's
securities regulator, the CNV, that it bought back US$31.5
million worth of 2013 bonds in November. According to Business
News Americas, the operation brought Hipotecario's US-
denominated debt due 2013 to a total of US$315 million.


GIFACO S.A.: Court Rules for Liquidation
----------------------------------------
Buenos Aires' civil and commercial court ordered the liquidation
of Gifaco 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. Monica Graciela Aquim, the court-appointed
trustee.

Ms. Aquim will verify creditors' proofs of claim until March 17,
2006. The verified claims will serve as basis for the individual
reports to be submitted in court on April 14, 2006. The
submission of the general report follows on May 26, 2006.

CONTACT:  Ms. Monica Graciela Aquim, Trustee
          Uruguay 662
          Buenos Aires


LOMA NEGRA: To Discuss Debt Issuances with Shareholders
-------------------------------------------------------
Cement manufacturer Loma Negra announced Tuesday it will meet
with shareholders on Jan. 10 to discuss a plan to launch a
US$500-million bond program.

The Company did not release details about the potential debt
issuances or how it plans to use the money raised through the
placements.

However, financial daily El Cronista suggested in a report
Wednesday that Loma Negra will use some US$110 million for a
debt buyback and funnel a further US$100 million into its
investment plan.

Loma Negra's new owner, Brazilian engineering concern Camargo
Correa, revealed in October last year a US$100-million
investment plan over the next three years to boost production
capacity.


MULTICANAL: Registers Securities for Restructuring Offers
---------------------------------------------------------
Multicanal S.A. filed a Registration Statement with the U.S.
Securities and Exchange Commission to allow the resale of these
securities, which will be distributed to U.S. bondholders
pursuant to its extrajudicial restructuring:

   Securities                                 Aggregate Amount
   ----------                                 ----------------
   10-Year Notes                                   $56,500,000
   7-Year Notes                                    $85,800,000
   Class C shares of common stock                 $108,720,155

Included in the Registration Statement filed are 124,965,696
Class D shares of common stock.  The Company did not provide a
dollar value to the Class D common shares.

The securities being registered are offered in exchange for:

      * 9.25% Notes due 2002,
      * 10.5% Notes due 2007,
      * 13.125% Notes due 2009,
      * 10.5% Notes due 2018; and
      * Floating Rate Notes due 2003

of Multicanal S.A. pursuant to an acuerdo preventivo
extrajudicial as confirmed by an Argentine court.

These offers are only extended to:

   (1) holders of the Company's old notes that did not consent
       to the terms of the Company's acuerdo preventivo
       extrajudicial and tender their old notes in connection
       with the Company's solicitation completed on December 12,
       2003; and

   (2) U.S. retail holders that tendered old notes for the cash
       option on or before December 12, 2003, pursuant to the
       terms of our cash option under the Company's acuerdo
       preventivo extrajudicial.

Entities eligible to participate in the election offers can
elect among these three options:

   -- receiving $1,050 principal amount of the Company's 10-Year
      Step-Up Notes with an initial interest rate of 2.5% for
      each U.S.$1,000 principal amount of old notes;

   -- receiving

      (a) $440 principal amount of either:

           (i) the Company's 7% 7-Year Notes; or
          (ii) the Company's 7-Year Floating Rate Notes; and

      (b) 641 Class C shares of common stock, for each $1,000
          principal amount of old notes; and

   -- receiving a cash payment of $300 for each $1,000 principal
      amount of old notes.

A full-text copy of the Registration Statement is available for
free at http://ResearchArchives.com/t/s?416

Multicanal S.A. -- http://www.multicanal.com.ar/-- is an  
Argentinean multiple cable systems operator with its principal
operations in Argentina and smaller operations in Uruguay and
Paraguay.  Grupo Clarin SA owns Multicanal. (Troubled Company
Reporter, Thursday, Jan. 5, 2006, Vol. 10, No. 4)


PHOTOLUX S.A.: Enters Bankruptcy on Court Orders
------------------------------------------------
Buenos Aires' civil and commercial court declared Photolux S.A.
bankrupt after the Company defaulted on its debt payments. The
bankruptcy order effectively places the Company's affairs as
well as its assets under the control of court-appointed trustee,
Ms. Ines Etelvina Clos.

As the trustee, Ms. Clos is tasked with verifying the
authenticity of claims presented by the Company's creditors. The
verification phase is ongoing until March 3, 2006.

Following claims verification, the trustee will submit the
individual reports based on the forwarded claims for final
approval by the court on April 14, 2006. A general report will
also be submitted on May 30, 2006.

CONTACT:  Ms. Ines Etelvina Clos, Trustee
          Sarmiento 944
          Buenos Aires
  

RED FONICA: Court Converts Bankruptcy Case to Reorganization
------------------------------------------------------------
Rosario's civil and commercial court has converted the
bankruptcy case of Red Fonica S.A. to reorganization, bankrupt,
reports Infobae.

The court-appointed receiver will verify claims "por via
incidental", as the court ordered. The receiver will also be
responsible for the individual and general reports.

CONTACT:  Red Fonica S.A.
          Rodriguez 3211
          Rosario (Santa Fe)


SAVIO MATERIALES: Liquidates Assets to Pay Debts
------------------------------------------------
Buenos Aires-based Savio Materiales S.R.L. will begin
liquidating its assets following the pronouncement of the city's
civil and commercial court that the Company is bankrupt, reports
Infobae.

The bankruptcy ruling places the Company under the supervision
of court-appointed trustee, Mr. Arnaldo Manuel. The trustee will
verify creditors' proofs of claim until March 13, 2006. The
validated claims will be presented in court as individual
reports on April 26, 2006.

Mr. Manuel will also submit a general report, containing a
summary of the Company's financial status as well as relevant
events pertaining to the bankruptcy, June 9, 2006.

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

CONTACT:  Mr. Arnaldo Manuel, Trustee
          Parana 224
          Buenos Aires


SOLER 6056: Enters Bankruptcy on Court Orders
-----------------------------------------------
Soler 6056 S.R.L. enters bankruptcy protection after a Buenos
Aires court ordered the Company's liquidation. The order
effectively transfers control of the Company's assets to a
court-appointed trustee who will supervise the liquidation
proceedings.

Infobae reports that the court selected Ms. Mabel Herrera as
trustee. Ms. Herrera will be verifying creditors' proofs of
claim until the end of the verification phase on Feb. 15, 2006.

Argentine bankruptcy law requires the trustee to provide the
court with individual reports on the forwarded claims and a
general report containing an audit of the Company's accounting
and business records. The individual reports will be submitted
on March 29, 2006 followed by the general report, which is due
on May 15, 2006.

CONTACT:  Ms. Mabel Herrera, Trustee
          Rodriguez Pena 694
          Buenos Aires


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

ANNUITY & LIFE: Enters Letter Agreement with Wilton
---------------------------------------------------
Annuity and Life Reassurance America, Inc. and Annuity and Life
Reassurance, Ltd. (collectively, the "Annuity Subsidiaries"),
each a direct or indirect wholly owned operating subsidiary of
Annuity and Life Re (Holdings), Ltd. ("Annuity"), entered on
December 29, 2005 into a letter agreement (the "Letter
Agreement") with Wilton Reassurance Company (formerly known as
Prudential Select Life Insurance Company of America) and Wilton
Reinsurance Bermuda Limited (collectively, the "Wilton
Subsidiaries"), each a direct or indirect wholly owned operating
subsidiary of Wilton Re Holdings, Ltd.

The Letter Agreement amends the terms of the August 10, 2005
Master Agreement by and among the Annuity Subsidiaries and the
Wilton Subsidiaries (the "Master Agreement"), which provides for
the novation to or 100% coinsurance by the Wilton Subsidiaries
effective as of June 30, 2005 (the Effective Date) of all of the
Annuity Subsidiaries' life and annuity reinsurance treaties
identified in the Master Agreement (the Treaties). As of
December 30, 2005, the Treaties comprised all of the Annuity
Subsidiaries' remaining reinsurance treaties.

Pursuant to the terms of the Letter Agreement, if all of the
conditions to closing set forth in the Master Agreement have
been satisfied or waived by the appropriate parties no later
than 11:59 p.m. Atlantic standard time on January 16, 2006, the
closing of the transactions contemplated by the Master Agreement
will take place on January 17, 2006 (the Closing Date). The only
remaining outstanding condition to the consummation of the
transactions contemplated by the Master Agreement is insurance
regulatory approval from the State of California. As amended by
the Letter Agreement, the Master Agreement is terminable by any
party if the closing of the transactions has not occurred on or
before January 20, 2006.

Upon the closing of the transactions contemplated by the Master
Agreement, the Annuity Subsidiaries will pay the Wilton
Subsidiaries an aggregate settlement amount equal to $91.6
million, less any expense reimbursement payments previously made
by the Annuity Subsidiaries to the Wilton Subsidiaries in
connection with the transactions. The $91.6 million settlement
amount will consist of the funds withheld held by the cedents
under certain of the Treaties on the Effective Date, which
assets totaled approximately $58.4 million on that date, and
cash and invested assets of approximately $33.2 million.
     
The Letter Agreement also amends the Master Agreement to provide
that the Annuity Subsidiaries will continue to administer the
Treaties in a manner consistent with current practices through
March 15, 2006 (the Transition Date). The Letter Agreement also
provides that from March 15, 2006 to April 30, 2006, the Annuity
Subsidiaries will cooperate in good faith with the Wilton
Subsidiaries in completing the transition of the administration
of the Treaties from the Annuity Subsidiaries to the Wilton
Subsidiaries.
     
The Master Agreement includes mutual indemnification provisions
covering, among other things, all costs and expenses arising or
resulting from any breach of any representation or warranty, any
breach of any covenant and certain excluded liabilities. Neither
the Annuity Subsidiaries nor the Wilton Subsidiaries will have
any liability for indemnification with respect to losses
relating to breaches of representations or warranties under the
Master Agreement, unless and until the total of all such losses
exceeds $25,000, and then only for the amount by which such
losses exceed $25,000. The total liability for losses relating
to breaches of representations or warranties under the Master
Agreement shall not exceed $2,000,000 in the aggregate for the
Annuity Subsidiaries, on the one hand, or the Wilton
Subsidiaries, on the other hand. In order to secure their
indemnification obligations under the Master Agreement, each of
the Annuity Subsidiaries is required to maintain statutory
capital and surplus of at least $2,000,000 for 18 months
following the Closing Date, and Annuity has agreed not to take
any action that would reduce the statutory capital and surplus
of the Annuity Subsidiaries below such levels.

The letter of agreement states:

This letter agreement modifies certain specified terms of the
Master Agreement by and among Prudential Select Life Insurance
Company of America (n/k/a Wilton Reassurance Company) (Wilton
America), Wilton Reinsurance Bermuda Limited ("Wilton Bermuda"
and, together with Wilton America, the "Retrocessionaires"),
Annuity and Life Reassurance America, Inc. (ALR America), and
Annuity and Life Reassurance Ltd. ("ALR Bermuda" and, together
with ALR America, the "Companies") dated as of August 10, 2005
(the Master Agreement). Capitalized terms used but not
separately defined herein shall have the meanings ascribed to
them in the Master Agreement.

The parties hereto agree that Section 9.1.5 of the Master
Agreement shall be amended to read "Either the Companies or the
Retrocessionaires may terminate this Agreement if Closing
hereunder has not occurred on or prior to January 20, 2006."

If each of the conditions set forth in Article VI of the Master
Agreement is satisfied or waived by the party or parties
entitled to waive the same no later than 11:59 p.m. on January
16, 2006, Atlantic Standard time, then:

1) Notwithstanding Section 1.9 of the Master Agreement, the
Closing will take place at 10:00 a.m., Atlantic Standard time,
on January 17, 2006.

2) Notwithstanding Sections 1.35 and 5.4 of the Master
Agreement, (i) the Transition Date will be March 15, 2006, and
(ii) from March 15, 2006 through April 30, 2006, the Companies
will continue to cooperate in good faith with the
Retrocessionaires in completing the transition of the
administration of the Treaties from the Companies to the
Retrocessionaires.

3) As summarized on Annex A hereto, the parties have reached
certain understandings and agreements with respect to transition
issues and responsibilities. Notwithstanding anything in the
Master Agreement to the contrary, as set forth in Annex A, the
Companies will maintain responsibility for the preparation of
their respective 2005 year-end financial statements and
financial reporting packages pertaining to fourth quarter 2005
operations.
4) Clause (i) of the final sentence of Section 5.9(e) of the
Master Agreement shall be amended to read "(i) August 31, 2006,
or".

5) Consistent with the provisions of Section 5.10(b) of the
Master Agreement, following the Closing Date, the Companies will
continue to provide required letter of credit (LOC)
collateralization with respect to any of the Collateralized
Treaties as are not novated in connection with the Closing, as
specified in the Master Agreement. The parties shall use
commercially reasonable efforts to minimize the costs of
procuring and maintaining any such LOCs for the periods
required, including, without limitation, the costs of
terminating any such LOCs when and as such Collateralized
Treaties are novated to a Wilton Re affiliate in accordance with
the terms of the Master Agreement.

If each of the conditions set forth in Article VI of the Master
Agreement is not satisfied or waived by the party or parties
entitled to waive the same no later than 11:59 p.m. on January
19, 2006, Atlantic Standard time, then this Letter Agreement
shall become null and void and the Master Agreement shall remain
in effect in accordance with its original terms.

CONTACT: Annuity & Life Re (Holdings), Ltd.
         Cumberland House
         1 Victoria St.
         P.O. Box HM 98
         Hamilton, HM AX
         Bermuda
         Phone: 441-296-7667   


FOSTER WHEELER: Awarded PCS Contract for Petrochemical Project
--------------------------------------------------------------
Foster Wheeler Ltd. (Nasdaq: FWLT) announced Wednesday that
ExxonMobil Asia Pacific Pte. Ltd. has awarded the team of Foster
Wheeler and WorleyParsons a project coordination and services
contract for a potential new project at ExxonMobil's Singapore
Chemical Plant site. This project, known as the Singapore
Parallel Train (SPT), would include the possible construction of
a new world-scale ethylene cracker, as well as downstream plants
for production of ethylene/propylene derivatives.

Foster Wheeler and WorleyParsons would also undertake the front-
end engineering design and the potential engineering,
procurement and construction of some facilities if the project
proceeds to the next stage. The Foster Wheeler contract value
was not disclosed.

"Foster Wheeler is proud to be leading the joint venture team
providing support to ExxonMobil for this planned major
petrochemical facility in Singapore," said Steve Davies,
chairman and chief executive officer of Foster Wheeler Energy
Limited. "This confirms our position as one of the leading
engineering, procurement and construction contractors in
Singapore, where we have been safely and successfully completing
projects in the chemical, refining and pharmaceutical sectors
for more than thirty years. We will bring the full depth of this
experience to our joint venture to assist ExxonMobil."

The work for this planned, world-scale project support will be
undertaken on a global basis utilizing staff resources located
in the UK (Reading), USA (Houston) and Singapore.

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

CONTACT:  Foster Wheeler Ltd.
          United States
          Maureen Bingert
          Phone: 908-730-4444
          E-mail: maureen_bingert@fwc.com
                      or
          United Kingdom
          Anne Chong
          Phone: 44 (0)118 913 2106
          E-mail: anne_chong@fwuk.fwc.com
                      or
          Other Inquiries
          Phone: 908-730-4000

          URL: www.fwc.com


LINES OVERSEAS: Court Denies Motion to Stay Magistrate's Order
--------------------------------------------------------------
A US Court has denied a motion by Bermuda-based firm Lines
Overseas Management (LOM) and its managing director Scott Lines
to stay an order issued by US District Court Magistrate Judge
Alan Kay directing them to produce documents in compliance with
four administrative investigative subpoenas.

According to the Royal Gazette, US District Judge Richard W.
Roberts gave LOM and Mr. Lines until January 17 to produce the
said documents.

In April 2004, Mr. Lines was served subpoenas in the Miami
International Airport that relate to SEC investigations of
alleged securities fraud involving Sedona Software Solutions
Inc., SHEP Technologies Inc and HiEnergy Technologies Inc.

Denying any wrongdoing in the probes, LOM and the Lines family
asked Judge Roberts to stay the Magistrate Judge's order pending
a decision on their request for a review of the order.

But according to Judge Roberts, LOM and Lines failed to carry
their burden of persuasion on the four factors considered in
determining whether a stay is warranted.

"They do not show irreparable harm that is certain and great.
They do not demonstrate that they are likely to succeed on the
merits of their position, even under a standard of review that
is favorable to them. They do not show that the balance of
hardships tips in favor of granting the stay. They do not
demonstrate that the public interest would be served by the
stay," Judge Roberts wrote in his ruling.

LOM and Lines had argued that complying with the subpoenas to
produce certain documents and to submit to deposition before the
SEC would cause irreparable harm because it would subject them
to civil and criminal suits for violation of foreign
confidentiality laws.

But Judge Roberts said that they failed to establish that they
would suffer "an imminent injury that is both great and certain,
and that legal remedies cannot repair". They also failed to
establish a "genuine conflict with foreign laws".

LOM and Lines "make no demonstration of the realistic
probability of the feared litigation," Judge Roberts wrote
adding that since the subpoenas were first issued, they could
have taken measures to protect against possible litigation by
seeking permission to comply or waivers of confidentiality from
either its clients or foreign courts.


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

AOL LATIN AMERICA: Seeks Court Approval to Transfer Subscribers
---------------------------------------------------------------
America Online Latin America Inc. (AOLAQ) is seeking clearance
from a bankruptcy court to have its Brazilian unit transfer its
subscribers to Terra Networks Brasil SA in exchange for about
US$1.9 million, reports Dow Jones Newswires.

AOL Brasil Ltda., which isn't a party to its corporate parent's
Chapter 11 bankruptcy, entered into a Marketing Operations
Coordination Agreement with Terra Networks on December 22.

Under the Agreement, AOL Brasil will encourage its Internet
subscribers to switch to Terra's services. In exchange, AOL
Brasil will receive about BRL4.5 million (about $1.9 million)
from Telefonica SA's (TEF) Terra unit, to be paid in four
installments of about BRL1.8 million (about $760,000).

The consideration will be tied to the number of AOL Brasil
subscribers that switch to Terra's services for at least a
month, and the number of active subscribers the AOL unit had
when it signed the deal in December.

The deal is conditioned upon, among other things, approval of
the U.S. Bankruptcy Court in Wilmington, Del., which has been
overseeing AOL Latin America's Chapter 11 case since its
inception in June 2005. A hearing on the deal is set for Jan.
23, with objections due Jan. 16.


BANCO DO BRASIL: Bond Issue Expected to Generate $300M
------------------------------------------------------
State-run bank Banco do Brasil (BB) hopes to raise US$300
million through a perpetual bond issue, Business News Americas
reports.

The bonds will be callable after five years. Citigroup is the
exclusive bookrunner for the deal, while BB unit BB Securities
is the joint lead manager. The debt will be in the form of a
non-cumulative junior subordinated bond.

Roadshows are scheduled to take place from January 9-13 in Asia
and Europe including Hong Kong, Singapore, Zurich, Geneva and
London. The market will set the price of the bonds after the
roadshows.


MERIDIAN AUTOMOTIVE: Wants BDO Seidman as Auditor
-------------------------------------------------
Meridian Automotive Systems, Inc., and its debtor-affiliates
seek permission from the Honorable Mary F. Walrath of the U.S.
Bankruptcy Court for the District of Delaware to employ BDO
Seidman, LLP, nunc pro tunc to Dec. 1, 2005, to provide
accounting and auditing services in accordance with the terms of
an engagement letter, as well as to provide tax services in
accordance with a separate engagement letter.

Meridian President and Chief Executive Officer Richard E.
Newsted relates that in the ordinary course of business, the
Debtors require the services of seasoned and experience
accountants and auditors that are familiar with:

    (i) the Debtors' businesses and operations;
   (ii) the automotive industry in general; and
  (iii) the Chapter 11 process.

Based on BDO's experience in providing audit and accounting
services for a number of manufacturing companies, including
automotive and heavy truck original equipment manufacturing
companies as well as second tier suppliers, the Debtors believe
that the firm has a unique understanding of the significant
challenges affecting the Debtors and the automotive supply
industry in general, and is well suited and qualified to perform
the services for which it is to be employed, as necessary to the
effective and efficient administration of the Debtors' cases.

BDO will audit the Debtors' consolidated financial statements
for the fiscal year ending Dec. 31, 2005.  In addition, the firm
will:

    (a) review the Debtors' U.S., Canadian and Brazilian federal
        corporate tax returns;

    (b) perform quarterly review services on, among others,
        three quarterly financial statement reviews for the
        fiscal year 2006;

    (c) prepare expatriate tax returns for the Debtors'
        employees;

    (d) prepare Forms 5500 and audits of the Debtors' Qualified
        Employee Benefit plans for years ending 2002, 2003, 2004
        and 2005;

    (e) perform tax analysis and render advice concerning tax
        impacts of the Debtors' bankruptcy;

    (f) perform tax analysis and render advice concerning tax
        credits and state and local taxes;

    (g) provide tax structuring advice to the Debtors related to
        discrete vendor supply arrangements;

    (h) provide other tax advice at the Debtors' behest; and

    (h) render other accounting and financial reporting advice
        at the Debtors' request.

The Debtors and BDO estimate the professional fees associated
with the 2005 Audit to total $210,000.  The Debtors will pay the
Estimated Audit Fee in three installments:

        Date                            Fee Amount
        ----                            ----------
        January 15, 2006                   $60,000
        January 31, 2006                   100,000
        February 15, 2006                   50,000

The professional fees associated with the 2005 Expatriate Tax
Return Services is estimated to total $25,000.  The Debtors
intend to pay the Estimated Expatriate Return Fee in four
installments:

        Date                            Fee Amount
        ----                            ----------
        January, 2006                      $10,000
        February, 2006                       5,000
        March, 2006                          5,000
        April, 2006                          5,000

In addition, the Debtors will also pay BDO a flat fee for other
services contemplated under the Engagement Letters, including:

    (1) reviewing the U.S. 2005 federal income tax return --
        $15,000; and

    (2) reviewing the Canadian 2005 federal income tax return --
        $5,000.

In sum, the Debtors propose to pay a $255,000 total flat fee.

The Flat Fee, Mr. Newsted clarifies, does not cover any
additional services the Debtors may request, including tax
consulting or auditing their employee benefit plans.  These
additional services will be billed at these hourly rates, as
adjusted periodically:

        Partners                       $425 - $500
        Managers/Directors             $225 - $300
        Associates/Sr. Associates      $125 - $175

To reduce the expense to the Debtors' Chapter 11 estates, BDO
plans to utilize employees of BDO Trevisan Auditores
Independentes and BDO Dunwoody, LLP, to perform certain auditing
procedures, including inventory test counts and inventory price
testing at certain of the Debtors' Brazilian and Canadian
locations in connection with the 2005 Audit and potentially
other services as well.

"The Debtors' Brazilian subsidiary is not a debtor in this or
any other bankruptcy case," Mr. Newsted tells the Court.  BDO
Brazil will bill the Debtors' Brazilian operation directly for
these services:

    (1) $15,000 for limited agreed upon auditing procedures at
        the Brazil operation; and

    (b) $5,000 for reviewing the Brazilian 2005 federal income
        tax return.

To ensure that the BDO Foreign Affiliates are disinterested,
each of them have executed an affidavit certifying that they do
not represent or hold any interest adverse to the Debtors or
their estates.

William J. Coyne, a partner at BDO, assures the Court that the
firm is a "disinterested person," as that term is defined in
Section 101(14) of the Bankruptcy Code, as modified by Section
1107(b).

                   Dispute Resolution Procedures

The Debtors and BDO have agreed that any dispute, controversy,
or claim arising in connection with the performance or breach of
the Engagement Letters or the terms of the firm's employment,
which cannot be resolved by facilitated negotiations, will be
settled by arbitration governed by the provisions of the Federal
Arbitration Act in the city in which the BDO office providing
the relevant services exists.

If a court of competent jurisdiction determines the FAA as
inapplicable, the laws of the United States will govern the
arbitration.

In any arbitration instituted, the proceedings will proceed in
accordance with the Arbitration Rules for Professional
Accounting and Related Disputes of the American Arbitration
Association. The arbitration will be conducted before a panel of
three persons, one chosen by each party and the third selected
by the two party-selected arbitrators.  The arbitration panel
will have no authority to award non-monetary or equitable
relief, and monetary award will not include punitive damages.

The award issued by the arbitration panel may be confirmed in a
judgment by any federal or state court of competent
jurisdiction.

Accordingly, the Debtors also ask the Court to approve the
Dispute Resolution Procedures.

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. 20; Bankruptcy Creditors' Service, Inc., 215/945-7000).



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

CAPE FRANCES: To Hold Final Meeting of Sole Shareholder Jan. 30
---------------------------------------------------------------
            CAPE FRANCES SHIPPING COMPANY LIMITED
                (In Voluntary Liquidation)
              The Companies Law (2004 Revision)

NOTICE IS HEREBY GIVEN, pursuant to section 145 of the Companies
Law, that the extraordinary final meeting of the sole
shareholder of the above company will be held on the 30th
January 2006. The purpose of said extraordinary meeting of the
sole shareholder is to have laid before him the report of the
liquidator, showing the manner in which the winding-up of the
company has been conducted, the property of the company
distributed and the debts and obligations of the company
discharged and giving any explanation thereof.

CONTACT:  COMMERCE CORPORATE SERVICES LIMITED
          Voluntary Liquidator
          PO Box 694GT, Grand Cayman
          Telephone: 949-8666
          Facsimile: 949-7904


ATHENA IAM: To Lay Winding Up Accounts Before Jan. 30 Meeting
-------------------------------------------------------------
                   ATHENA IAM 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 the company, on 30th January
2006, at 10:00 am.

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 30th January 2006.

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
          Officer for enquiries: Ica Eden
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


BLACKSTONE DISTRESSED: Final Meeting Set for Jan. 30
----------------------------------------------------
    BLACKSTONE DISTRESSED OPPORTUNITIES OFFSHORE FUND LTD.
                      (The "Company")
               (In Voluntary Liquidation)
            The Companies Law (As Amended)

Pursuant to Section 145 of the Companies Law (as amended), the
final meeting of the shareholders of the Company will be held at
the registered office of the Company on 30th January 2006, at
1:30 pm.

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 January 2006.

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:  JOHN CULLINANE and DERRIE BOGGESS
          Joint Voluntary Liquidators
          c/o Walkers SPV Limited, Walker House
          P.O. Box 908, George Town, Grand Cayman


BLUEBERRY IAM: To Authorize Liquidator to Retain Records
--------------------------------------------------------
                 BLUEBERRY IAM 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 the company, on 30th January
2006, at 10:15 am.

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 30th January 2006.

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
          Officer for enquiries: Ica Eden
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


CAPE DAVID: Shareholder to Hear Liquidator's Report Jan. 30
-----------------------------------------------------------
             CAPE DAVID SHIPPING COMPANY LIMITED
               (In Voluntary Liquidation)
            The Companies Law (2004 Revision)

NOTICE IS HEREBY GIVEN, pursuant to section 145 of the Companies
Law, that the extraordinary final meeting of the sole
shareholder of the above company will be held on he 30th January
2006. The purpose of said extraordinary meeting of the sole
shareholder is to have laid before him the report of the
liquidator, showing the manner in which the winding-up of the
company has been conducted, the property of the company
distributed and the debts and obligations of the company
discharged and giving any explanation thereof.

CONTACT:  COMMERCE CORPORATE SERVICES LIMITED
          Voluntary Liquidator
          PO Box 694GT, Grand Cayman
          Contact for enquiries:
          Telephone: 949-8666
          Facsimile: 949-7904


CELESTE (IFI): To Authorize Liquidator to Retain Records
--------------------------------------------------------
                  CELESTE (IFI) 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 the company, on 30th January
2006, at 10:30 am.

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 30th January 2006.

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
          Officer for enquiries: Ica Eden
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


CRAYON (IFI): Sets Final Meeting of Shareholders for Jan. 30
------------------------------------------------------------
                   CRAYON (IFI) 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 the company, on 30th January
2006, at 10:45 am.

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 30th January 2006.

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
          Officer for enquiries: Ica Eden
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


EUSTOMA IAM: To Lay Winding Up Accounts Before Jan. 30 Meeting
--------------------------------------------------------------
                    EUSTOMA IAM 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 the company, on 30th January
2006, at 11:00 am.

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 30th January 2006.

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
          Officer for enquiries: Ica Eden
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


FLAIR LIMITED: To Authorize Liquidator to Retain Records
--------------------------------------------------------
                      FLAIR 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 the company, on 30th January
2006, at 11:00 am.

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 30th January, 2006.

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
          Officer for enquiries: Allison Lovinggood-Jackson
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


GENTINANNA IAM: To Hold Final Meeting of Shareholders Jan. 30
-------------------------------------------------------------
                  GENTINANNA IAM 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 the company, on 30th January
2006, at 11:15 am.

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 30th January 2006.

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
          Officer for enquiries: Ica Eden
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


KH INVESTMENT: To Authorize Liquidators to Retain Records
---------------------------------------------------------
                       KH INVESTMENT
                       (The "Company")
                 (In Voluntary Liquidation)
               The Companies Law (As Amended)

Pursuant to Section 145 of the Companies Law (as amended), the
final meeting of the shareholders of the Company will be held at
the registered office of the Company on 30th January 2006, at
3:00 pm.

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 January 2006.

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:  JOHN CULLINANE and DERRIE BOGGESS
          Joint Voluntary Liquidators
          c/o Walkers SPV Limited
          Walker House, P.O. Box 908
          George Town, Grand Cayman


MPF THREE: Schedules Final Meeting for Feb. 10
----------------------------------------------
                  MPF THREE LIMITED
             (In Voluntary Liquidation)
                    (The Company)
          The Companies Law (2004 Revision)

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 offices of Kroll (Cayman) Limited, 4th Floor,
Bermuda House, Dr. Roy's Drive, Grand Cayman, on 10th February
2006, at 10 am.

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 the final winding up on 10th February 2006.

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

CONTACT:  GORDON I. MACRAE
          Joint Voluntary Liquidator
          Contact for enquiries: Korie Drummond
          Kroll (Cayman) Limited, 4th Floor
          Bermuda House, Dr. Roy's Drive
          Grand Cayman
          Telephone: (345) 946-0081
          Fax: (345) 946-0082


ORBIT (IFI): To Relate Winding Up Accounts Jan. 30
--------------------------------------------------
                  ORBIT (IFI) 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 the company, on 30th January
2006, at 11:30 am.

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 30th January 2006.

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
          Officer for enquiries: Ica Eden
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


OSIRIS IAM: Final Meeting of Shareholders to be Held Jan. 30
------------------------------------------------------------
                   OSIRIS IAM 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 the company, on 30th January
2006, at 11:45 am.

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 30th January 2006.

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
          Officer for enquiries: Ica Eden
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


PARALLAX LIQUID: To Relate Winding Up Accounts Jan. 28
------------------------------------------------------
               PARALLAX LIQUID ASIA 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 this company
will be held at the registered office of the company on 28th
January 2006.

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 28th January 2006.

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


PHANTOM IAM: Accounts on Liquidation to be Presented Jan. 30
------------------------------------------------------------
                     Phantom Iam 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 Phantom Iam Limited
will be held at the registered office of the Company, on January
30, 2006, at 12:00 p.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 January 30, 2006.

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


PREMIER OIL: To Explain Wind Up Process to Members Jan. 30
----------------------------------------------------------
                  Premier Oil Natuna Sea Ltd
                  (In Voluntary Liquidation)
                The Companies Law (As Amended)

Pursuant to Section 145 of the Companies Law (as amended), the
final meeting of the shareholders of the Company will be held at
the registered office of the Company on January 30, 2006, at
2:00 p.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 January 30, 2006.

2. To authorize the liquidator 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:  John Cullinane and Derrie Boggess
          Joint Voluntary Liquidators
          c/o Walkers SPV Limited
          Walker House, P.O. Box 908
          George Town, Grand Cayman


PRIDE IAM: To Present Accounts on Liquidation Jan. 30
-----------------------------------------------------
                      Pride Iam 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 Pride Iam Limited will
be held at the registered office of the company, on January 30,
2006, at 12:15 p.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 January 30, 2006.

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


RAYYAN IAM: To Show Manner of Liquidation to Members Jan. 30
------------------------------------------------------------
                       Rayyan Iam 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 Rayyan Iam Limited will
be held at the registered office of the Company, on January 30,
2006, at 12:30 p.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 January 30, 2006.

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


S. PARTNERS: To Lay Accounts on Liquidation Jan. 27
---------------------------------------------------
                      S. Partners Fund Ltd
                   (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 4th Floor, Bermuda House, Dr. Roy's Drive, Grand Cayman,
on January 27, 2006, 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 the final winding up on January 27, 2006.

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

CONTACT:  Mr. Richard E. L. Fogerty, Voluntary Liquidator
          Korie Drummond
          Kroll (Cayman) Limited, 4th Floor
          Bermuda House, Dr. Roy's Drive
          Grand Cayman
          Telephone: (345) 946-0081
          Fax: (345) 946-0082


SAMSUNG CAPITAL: To Present Accounts on Wind Up Jan. 30
-------------------------------------------------------
                  Samsung Capital Auto 2002-1
                  (In Voluntary Liquidation)
                 The Companies Law (As Amended)

Pursuant to Section 145 of the Companies Law (as amended), the
final meeting of the shareholders of Samsung Capital Auto 2002-1
will be held at the registered office of the Company on January
30, 2006, at 12:00 p.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 January 30, 2006.

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:  John Cullinane and Derrie Boggess
          Joint Voluntary Liquidators
          c/o Walkers SPV Limited
          Walker House, P.O. Box 908
          George Town, Grand Cayman


SAPPHIRE BLUE: To Present Accounts on Wind Up Jan. 30
-----------------------------------------------------
                         Sapphire Blue
                   (In Voluntary Liquidation)
                 The Companies Law (As Amended)

Pursuant to Section 145 of the Companies Law (as amended), the
final meeting of the shareholders of Sapphire Blue will be held
at the registered office of the Company on January 30, 2006, at
2:30 p.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 January 30, 2006.

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:  John Cullinane and Derrie Boggess
          Joint Voluntary Liquidators
          c/o Walkers SPV Limited
          Walker House, P.O. Box 908
          George Town, Grand Cayman


SFA CAPITAL: Shareholders to Hear on Wind Up Process Jan. 30
------------------------------------------------------------
                      SFA Capital 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 SFA Capital Limited
will be held at the registered office of the Company, on January
30, 2006, 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 January 30, 2006.

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
          Allison Lovinggood-Jackson
          P.O. Box 1111, Grand Cayman, Cayman Islands
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


SFA COLLECTION: To Explain Wind Up to Members Jan. 30
-----------------------------------------------------
                    SFA Collection 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 SFA Collection Limited
will be held at the registered office of the Company, on January
30, 2006, 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 January 30, 2006.

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
          Allison Lovinggood-Jackson
          P.O. Box 1111, Grand Cayman, Cayman Islands
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


SFA DESIGNER: To Report on Wind Up Process Jan. 30
--------------------------------------------------
                    SFA Designer 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 SFA Designer Limited
will be held at the registered office of the Company, on January
30, 2006 at 10:15 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 January 30, 2006.

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
          Allison Lovinggood-Jackson
          P.O. Box 1111, Grand Cayman, Cayman Islands
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


SFA FOLIO: Final Meeting of Shareholders Set for Jan. 30
--------------------------------------------------------
                       SFA Folio 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 SFA Folio Limited will
be held at the registered office of the Company, on January 30,
2006, at 10:30 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 January 30, 2006.

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
          Allison Lovinggood-Jackson
          P.O. Box 1111, Grand Cayman, Cayman Islands
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


SFA LABEL: Schedules Final Meeting of Shareholders for Jan. 30
--------------------------------------------------------------
                      SFA Label 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 SFA Label Limited will
be held at the registered office of the Company, on January 30,
2006, 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 January 30, 2006.

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
          Allison Lovinggood-Jackson
          P.O. Box 1111, Grand Cayman, Cayman Islands
          Telephone: 345 949-5122
          Facsimile: 345 949-7920


SOLAR IAM: Final Meeting to be Held Jan. 30
-------------------------------------------
                       Solar Iam 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 Solar Iam Limited will
be held at the registered office of the company, on January 30,
2006, at 12:45 p.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 January 30, 2006.

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


TITUREL INVESTMENTS: To Hold Final Meeting Jan. 30
--------------------------------------------------
                  Titurel Investments Limited
                  (In Voluntary Liquidation)
                 The Companies Law (As Amended)

Pursuant to Section 145 of the Companies Law (as amended), the
final meeting of the shareholders of Titurel Investments Limited
will be held at the registered office of the Company on January
30, 2006, 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,
as at final winding up on January 30, 2006.

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:  John Cullinane and Derrie Boggess
          Joint Voluntary Liquidators
          c/o Walkers SPV Limited
          Walker House, P.O. Box 908
          George Town, Grand Cayman


TRILOGY CONVERGENCE: Final Meeting Set for Jan. 30
--------------------------------------------------
              Trilogy Convergence Master Fund Ltd
                  (In Voluntary Liquidation)
               The Companies Law (2004 Revision)

NOTICE is hereby given pursuant to Section 145 of the Companies
Law (2004 Revision) that the final general meeting of the
shareholders of Trilogy Convergence Master Fund Ltd will be held
at Williams House, 20 Reid Street, Hamilton HM 11, Bermuda, on
January 30, 2006, at 11:00 a.m. for the purpose of presenting to
the members an account of the winding up of the Company and for
hearing any explanation thereof.

CONTACT:  Olympia Capital (Cayman) Limited, Voluntary Liquidator
          Williams House, 20 Reid Street
          Hamilton HM 11, Bermuda



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

COEUR D'ALENE: Discovers Vein Systems at South American Mines
-------------------------------------------------------------
Coeur d'Alene Mines Corporation (NYSE: CDE; TSX: CDM), the
world's largest primary silver producer and a growing gold
producer, announced Wednesday that exploration activity in the
fourth quarter of 2005 at its Cerro Bayo mine in Chile and at
the Martha mine in Argentina has resulted in discovery of two
new, high-grade silver and gold bearing vein systems that the
company expects will add to its mineral resources and,
ultimately, mineral reserves.

Dennis E. Wheeler, Chairman, President and Chief Executive
Officer of Coeur, said, "This most recent exploration work is
tremendously positive news for our Cerro Bayo and Martha mines -
- and bodes well for a significant increase in mineral resources
and reserves and a continued extension of mine life. Even before
consideration of these latest vein systems, Cerro Bayo reserves
& resources had increased nearly 200% since 2001, and Martha
reserves and resources had more than tripled since 2002. We are
confident that our ongoing exploration program will continue to
yield additional discoveries of new ore-bearing veins."

Cerro Bayo Results

At Cerro Bayo, exploration southeast of the company's current
underground mining operations at the Lucero and Javiera veins
has discovered the new Cascada vein system, a zone of low-
sulphidation silver and gold mineralization hosted in a main
vein and two sub-parallel veins. To date, a total of 3,973
meters of core drilling in 17 holes has been completed on the
Cascada system. Eight of these holes, with a total of 1,938
meters, define a continuous mineralized zone 210 meters long and
110 meters high. The new mineralized system remains open to the
south and at depth and in the sub-parallel veins encountered
thus far.

In addition, the company has continued definition drilling of
the Marcela Sur vein discovery announced at the end of the third
quarter. The high-grade silver and gold horizons in the new vein
and sub-parallel vein splays, which are covered by post-mineral
sediments, are nearly 700 meters long and 80 meters high. A
total of 6,747 meters of core drilling in 34 drill holes has
been completed on the Marcela Sur system to date. The company
recently commenced driving a drift from the Lucero mining
operation to access the new vein system.

Martha Results

At Martha, fourth-quarter exploration defined a new zone of
high-grade silver mineralization, in the Betty Oeste vein,
approximately 1,000 meters north of existing Martha/R4 mining
operations. To date, a total of 1,861 meters of core drilling in
17 holes has been completed on the Betty Oeste system. Six
holes, with a total of 837 meters, define a continuous
mineralized horizon 160 meters long and 40 meters high. The
system remains open to the west and east.

Exploration activities are continuing at Cerro Bayo and Martha
to further define the new results and in search for additional
gold and silver-bearing veins.

Coeur d'Alene Mines Corporation is the world's largest primary
silver producer and a growing gold producer. The Company has
mining interests in Alaska, Argentina, Australia, Bolivia,
Chile, Nevada, and Idaho.

Donald J. Birak, Coeur's Senior Vice President of Exploration,
is the qualified person, per Canadian National Instrument 43-
101, responsible for the preparation of the scientific and
technical information in this news release. Mr. Birak has
reviewed the available data and procedures and believes the
calculation of information contained herein was conducted in a
professional and competent manner.

To see the results from the recent core drilling into the new
mineralized zone and the results from core drilling completed
thus far in the mineralized horizon:
http://bankrupt.com/misc/COEUR_D'ALENE.htm

CONTACT:  Coeur d'Alene Mines Corporation
          Scott Lamb
          Vice President of Investor Relations
          Phone: 1-208-665-0777
          URL: http://www.coeur.com


SANTANDER SANTIAGO: Moody's Reaffirms Credit Risk Ratings
---------------------------------------------------------
Banco Santander Santiago (NYSE: SAN) announced Wednesday that
Moody's Investor Services reaffirmed the Bank's credit risk
ratings, which are the following:

    * Bank Financial Strength: B-
    * Long-term Bank Deposits: Baa1
    * Senior bonds: A2
    * Subordinated Debt: A3
    * Short-term: P-2
    * Outlook: Positive: Deposits and Stable: Bank Financial
      Strength Ratings and Senior and Subordinated Foreign
      Currency Debt Ratings

The Bank Financial Strength Rating (BFSR) is the highest Moody's
assigns to any Latin American Bank. The A2 Senior and A3
Subordinated Foreign Currency Debt ratings pierce Chile's
country ceiling. The Bank's long-term deposit rating, Baa1, is
capped by the sovereign ceiling.

As highlighted by Moody's, the Bank "continues to leverage its
franchise, management, and pricing power by increasing its
penetration of the individual and commercial customer segments
and enhancing its market presence as a multi- product financial
institution. The Bank is in a position to leverage Santander
Central Hispano's commitment to Chile and to Latin America, with
its extensive network of regional banks and management talent.
The Bank continues to display both superior core (pre-provision)
profitability on a risk-weighted basis and operating efficiency
relative to its peers since its 2002 merger with Banco Santiago.
In 2004 and the first nine months of 2005, the Bank raised its
market shares, positioning it well to build profitability going
forward within a more robust economic and financial environment
in Chile."

Institutional Background

As per the latest public records published by the
Superintendence of Banks for September 2005, Banco Santander
Santiago was the largest bank in Chile in terms of loans and
deposits. The Bank has the highest credit ratings among all non-
publicly owned Latin American companies with an A rating from
Standard and Poor's, A by Fitch, and a Baa1 rating from Moody's,
which are the same ratings assigned to the Republic of Chile.
The stock is traded on the New York Stock Exchange (NYSE: SAN)
and the Santiago Stock Exchange (SSE: Bsantander). The Bank's
main shareholder is Grupo Santander, which directly and
indirectly owns 83.94% of Banco Santander Santiago.

Grupo Santander Central Hispano

Santander (SAN.MC, STD.N) is the ninth-largest bank in the world
by market capitalization and the largest in the Euro Zone.
Founded in 1857, Santander has 63 million customers, 10,049
offices as of September 2005 and a presence in over 40
countries. It is the largest financial group in Spain and Latin
America, and is a major player elsewhere in Europe, including
the United Kingdom through its Abbey subsidiary and Portugal,
where it is the third-largest banking group. Through Santander
Consumer it also operates a leading consumer finance franchise
in Germany, Italy, Spain and nine other European countries. In
3Q05, Santander recorded euro 3,878 million in net attributable
profits, 36.8% more than in the previous year.

In Latin America, Santander manages over US$140 billion in
banking business volumes (loans, deposits and mutual funds)
through 4,100 offices in 10 countries.

CONTACT:  Banco Santander Santiago
          Robert Moreno
          Tel: +011-562-320-8284
          Fax: +011-671-6554
          E-mail: rmorenoh@santandersantiago.cl



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

PACIFICTEL: Slams Reports of Ongoing Strike
-------------------------------------------
State-owned telco Pacifictel denied reports workers have
declared a strike to protest the appointment of Jose Mieles as
its regional manager in the coastal city of Manta, replacing
Javier Garces, who allegedly has the workers' support.

"There is no strike going on in any part of Pacifictel.
Everything is functioning normally at the company," said company
spokesperson Fernando Naranjo.

The strike reports were also denied by sources at Fondo de
Solidaridad, the state holding to which Pacifictel belongs.


PETROECUADOR: Works on Contract to Allow Private Participation
--------------------------------------------------------------
State oil firm Petroecuador is working on a mixed-economy
contract model to allow private participation in the ITT
(Ishpingo-Tambochocha-Tiputini) oilfields in the north of the
country, Business News Americas reports.

ITT project manager Cesar Ruiz said that the contract could be
approved within two weeks.

A spokesperson informed that the four ministers who make up the
Company's board set a meeting Thursday morning to discuss the
contract model to employ in the ITT tender.

If the board agrees on a mixed-economy contract with private
companies as partners, it will pass on its recommendation to the
Petroecuador's tender commission CEL, the spokesperson said.

According to former ITT project manager Jaime Guerra, mixed-
economy contracts would give the state more control over the
fields than traditional participation contracts, which gave
private companies more freedom.

Petroecuador will have two months to establish the details of
the contracts and expects the tender to take place in the middle
of this year, Ruiz stated.

The spokesperson revealed that the ITT block has 900 million
barrels of proven reserves that have been certified by France's
Oil Institute (INP).

Petroecuador has been developing the project since 1995
including technical, economic and environmental studies, but the
timetable for the tender has been repeatedly delayed over the
course of several years.

Investment for the ITT project is estimated at US$2 billion, the
spokesperson said.


* ECUADOR: Fitch Issues Report on Sovereign Ratings
---------------------------------------------------
Fitch Ratings has issued a report titled, 'Ecuador 2006:
Political Risk and Tight Financing', available on the Fitch web
site, 'www.fitchratings.com'.

According to the author, Morgan C. Harting, Senior Director and
lead sovereign analyst for Ecuador, 'tight liquidity, uncertain
financing, and political risk will leave the government with
little margin to maneuver to avoid payment irregularities this
year.'

The Rating Outlook on Ecuador's 'B-' Issuer Default Rating (IDR)
is Negative. 'With expectations for slower growth in 2006 and
the potential for tighter international capital markets
conditions, the balance of risk is on the downside,' said
Harting. 'The Negative Outlook may therefore be maintained
through the October elections or until prospects for fiscal
financing become clearer.'

CONTACT:  Morgan C. Harting, CFA +1-212-908-0820
          Roger M. Scher +1-212-908-0240, New York

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



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

MIRANT CORP: Completes Reorganization, Emerges From Ch. 11
----------------------------------------------------------
Mirant Corporation (OTC Pink Sheets: MIRKQ) announced Wednesday
that it has successfully emerged from Chapter 11 bankruptcy
protection. The company has completed the steps necessary to
cause its Plan of Reorganization to become effective, including
securing $2.35 billion in exit financing.

"This is a major milestone for Mirant," said Edward R. Muller,
the company's chairman and chief executive officer. "After 30
months in the bankruptcy process, we have successfully
restructured Mirant to provide it with the financial flexibility
necessary to be a leader in the industry. The talented employees
of Mirant will create tremendous value for our shareholders
through discipline, creativity and operational excellence."

Under its Plan of Reorganization, Mirant is converting more than
$6 billion of debt and liabilities into equity in the
reorganized company and will nearly halve its overall debt.

In accordance with the Plan of Reorganization, Mirant will issue
300 million shares of common stock to its creditors and existing
equity holders. Additional shares will be reserved for issuance
pursuant to the company's employee stock programs, and for
issuance in connection with the Series A and Series B Warrants
being distributed under the Plan of Reorganization. Mirant has
begun its initial distributions of common stock and cash
provided for in its Plan of Reorganization, and expects to
complete these initial distributions by the middle of January
2006.

The Company has applied for re-listing with the New York Stock
Exchange and expects to begin trading on January 11, 2006, under
the ticker symbol MIR.

Mirant's U.S. and Canadian units filed for bankruptcy protection
on July 14, 2003, and various dates thereafter. The Company's
other international operations did not file for bankruptcy.

Subsidiaries of Mirant owning generating facilities and other
assets in New York state will remain in Chapter 11 proceedings
pending the resolution of certain matters with local authorities
- including property tax settlements and the capital
expenditures required for those facilities to continue to
operate in future years.

With the company's emergence from bankruptcy, Mirant has a new
nine-member board of directors. The directors, in addition to
Edward R. Muller, are Thomas W. Cason, A.D. Correll, Terry G.
Dallas, Thomas H. Johnson, John T. Miller, Robert C. Murray,
John M. Quain and William L. Thacker.

Mirant is a competitive energy company that produces and sells
electricity in the United States, the Caribbean, and the
Philippines. Mirant owns or leases more than 18,000 megawatts of
electric generating capacity globally. The company operates an
asset management and energy marketing organization from its
headquarters in Atlanta. For more information, please visit
http://www.mirant.com.

CONTACT:  MIRANT CORPORATION
          Stockholder inquiries:  
          Tel: 678 579 7777

          Media: Dave Thompson
          Tel: +1-678-579-5298
          E-mail: dave.thompson@mirant.com

          Investor Relations:
          Cameron Bready
          Tel: +1-678-579-7742
          E-mail: cameron.bready@mirant.com



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

ASARCO: 10 Affiliates Have Until Mar. 7 to File Chap. 11 Plans
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas in
Corpus Christi extended ASARCO LLC's 10 affiliate debtors'
deadline to file their chapter 11 plan of reorganization to
March 7, 2006, and solicit acceptances of that Plan to May 6,
2006.

The 10 Affiliate Debtors that filed for bankruptcy on Oct. 13,
2005, are:

   * ASARCO Master, Inc.,
   * Bridgeview Management Company, Inc.,
   * ASARCO Oil and Gas Company, Inc.,
   * Government Gulch Mining Company, Limited,
   * ALC, Inc.,
   * American Smelting and Refining Company
   * AR Mexican Explorations, Inc.,
   * AR Sacaton, L.L.C.,
   * Salero Ranch, Unit III, Community Association, Inc., and
   * Covington Land Company.

As previously reported in the Troubled Company Reporter on Dec.
15, 2005, the extension requested is the same date as that in
all the other Debtors' cases.

According to Jack L. Kinzie, Esq., at Baker Botts L.L.P., in
Dallas, Texas, setting the expiration of the exclusivity periods
on the same dates for all the Debtors will assist the Debtors in
the efficient management of the case.  An extension will permit
the Debtors to file their Plan, seek approval of their
disclosure statement, and seek Plan confirmation in an orderly
manner and at the least expense.  The Debtors can also continue
their efforts to settle various cases and controversies with
their creditor constituencies, increasing the potential for
early payout of allowed claims.

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

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

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304),
Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex.
Case No. 05-21346) also filed for chapter 11 protection, and
ASARCO has asked that the three subsidiary cases be jointly
administered with its chapter 11 case.  On Oct. 24, 2005,
Encycle/Texas' case was converted to a Chapter 7 liquidation.
(ASARCO Bankruptcy News, Issue No. 13; Bankruptcy Creditors'
Service, Inc., 215/945-7000).


BALLY TOTAL: Launches New Advertising Campaign
----------------------------------------------
Bally Total Fitness (NYSE: BFT), the nation's leader in health
and fitness, announced Wednesday the launch of a new advertising
campaign titled "Meet Your Potential(SM)" featuring real people
who have made a pledge to get fit. The campaign moves away from
the hard-core fitness ads of the past and takes a realistic look
at fitness goals and challenges faced by average, everyday
people, while highlighting the company's pledge to "make it
personal" by offering personalized nutrition and exercise
programs.

The "Meet Your Potential" campaign was produced in a modern
testimonial fashion and features eight people who describe real
situations that encouraged them to get fit, including a couple
who cite they both put on baby weight with the birth of their
first child, a man who has always been a little on the scrawny
side and wants to bulk up and a 40-something woman who
intentionally bought her bridesmaid dress a size too small and
is determined to look great at her brother's wedding. Each spot
features an individual who shares their own personal account of
their experience taking the Bally Total Fitness 30-Day Program
and the strides they've made towards living a healthier, and
more fit, lifestyle. While their physical change is obvious and
appealing, each person also underwent a transformation that
deeply impacted and improved other aspects of their life,
including their energy level, confidence, concentration and
overall well-being.

According to Jim McDonald, chief marketing officer for Bally
Total Fitness, "For a fresh approach we chose to feature regular
looking people in our ads that everyone can relate to versus
some of the extremes on TV with perfect looking actors or
models, or an incredulous amount of weight loss and cheesy
infomercial production. Each story begins with the individual's
stated goal and over the course of 30 days of filming we see the
tailored approach Bally trainers took to achieve the goal and a
transformation that is both inspiring and completely
believable."

By expressing the Company's understanding that every individual
has a different set of goals, the new "Meet Your Potential"
advertising compliments several initiatives that the Company has
already launched in the field through its revolutionary charge
to make the fitness club experience more personalized.

Leading this charge is Bally's Build Your Own Membership(SM)
plan, which launched nationally in the fall and allows members
the opportunity to tailor their experience to fit their needs,
by choosing membership options and services from an a la carte
menu. The plan lets members select a month-to-month membership
or a longer term value plan, as well a variety of add-on
services such as nationwide access, personal training and child
care, which gives them the freedom to formulate a membership
plan that best suits their needs, ensuring they only pay for the
services they'll use.

In addition, Bally offers a personal fitness profile and
assessment for every new member. This helps new members identify
their goals and allows a Bally Fitness Coach or Personal Trainer
to help recommend a fitness and nutrition program that can meet
their needs. Bally Total Fitness also offers several nutrition
services, helping members remember that exercise is only half of
the equation. This includes a free interactive web site with
meal plans, food diaries, tips and more, as well as other add-on
services such as one-on-one phone counseling with a registered
dietician.

"We at Bally have changed the way we do business. We are
committed to providing the highest level of service possible,
which will allow us to better assess and recommend plans to help
members achieve their goals and most importantly, meet their
potential. This is something that I believe sets us apart from
others in the industry," said McDonald. "Our new advertising
reflects this change and will help us relay our commitment to
our members."

The "Meet Your Potential" campaign was created in house and
began airing this week. The television advertising consists of
seven different spots, featuring eight success stories, and will
roll out nationally over the next several weeks. The campaign
will also extend through radio, print and online advertisement
and will be reinforced by in-club promotions and events
throughout the year.

Bally Total Fitness is the largest and only nationwide
commercial operator of fitness centers, with 440 facilities
located in 29 states, Mexico, Canada, Korea, China and the
Caribbean under the Bally Total Fitness(R), Crunch Fitness(SM),
Gorilla Sports(SM), Pinnacle Fitness(R), Bally Sports Clubs(R)
and Sports Clubs of Canada(R) brands. Bally offers a unique
platform for distribution of a wide range of products and
services targeted to active, fitness-conscious adult consumers.

CONTACT:  Bally Total Fitness
          Matt Messinger
          Phone: 1-773-864-6850
          E-mail: mmessinger@ballyfitness.com
          URL: http://www.ballyfitness.com


CALPINE CORP: Wants Court OK to Pay Prepetition Taxes & Fees
------------------------------------------------------------
In connection with the normal operation of their businesses,
Calpine Corporation and its debtor-affiliates incur the use of,
franchise, sales, fuel and other taxes necessary to operate
their businesses; and collect sales taxes from their customers.  
The Debtors are also charged fees, licenses, permits and other
similar charges and assessments on behalf of various taxing and
licensing authorities.

Accordingly, the Debtors seek the U.S. Bankruptcy Court for the
Southern District of New York's authority to pay the prepetition
Taxes and Fees.

The Taxes and Fees are paid to the various Taxing Authorities on
a periodic basis and, depending on the nature and incurrence of
a particular Tax or Fee, are remitted monthly, quarterly or
yearly to the applicable Taxing Authority, Richard M. Cieri,
Esq., at Kirkland & Ellis, LLP, in New York, relates.  
Specifically, the Taxes and Fees incurred by the Debtors fall
under one of four categories:

1. Sales and Use Taxes

   In limited instances, the Debtors collect and remit an
   assortment of sales taxes in connection with the sale of
   energy to their customers, as well as taxes imposed on the
   Debtors for their procurement of natural gas and other fuels.
   Since most of the Debtors' sales are wholesale sales of
   power, which power in most instances is subsequently resold,
   the amount of Sales Taxes is limited.  Thus, most of the
   Debtors' tax liability with respect to their power generation
   business activities will relate to Use Taxes.

   Generally, the Debtors remit the Sales Taxes collected during
   the preceding months to the Taxing Authorities on a periodic
   basis, although in some cases the Debtors elect to prepay the
   Sales Taxes.

   The Debtors also are required to pay the Use Taxes when they
   purchase tangible personal property and certain services,
   including power generation-related equipment and other spare
   equipment parts, from vendors who are not always located in
   the state to which the property is to be delivered.  Since
   some vendors are not located within the particular state,
   those vendors have no obligation to charge or remit taxes for
   sales to parties within that state.  Nevertheless, applicable
   law requires the Debtors to self-assess the amount of the
   taxes and, thus, subsequently pay the Use Taxes to the
   applicable Taxing Authorities.

   In the aggregate, the Debtors estimate that they may owe
   approximately $5,900,000 in Sales Taxes and Use Taxes
   incurred prior to the Petition Date.

2. Withholding Taxes

   The Debtors are required to withhold from their employees'
   and some independent contractors' paychecks amounts on
   account of various federal, state and local income taxes,
   FICA, Medicare and other taxes.  The Debtors estimate that,
   as of the Petition Date, they may owe roughly $658,000 with
   respect to the Withholding Taxes incurred prior to the
   Petition Date that were due to be paid in the ordinary course
   of business.

3. Franchise Taxes

   The Debtors pay franchise taxes to operate their businesses
   in the applicable taxing jurisdiction.  Some states assess a
   flat Franchise Tax on all businesses, some assess a Franchise
   Tax based on net operating income, and others assess a
   Franchise Tax on capital employed in the business.

   The Debtors incur the bulk of the Franchise Taxes by their
   operations in New York and Pennsylvania.  The Debtors, while
   they are generally current on their Franchise Taxes, estimate
   that they may owe around $100,000 or less with respect to the
   Franchise Taxes incurred prior to the Petition Date.

4. Business License Fees

   Many municipal and county governments require the Debtors to
   obtain a business license and to pay corresponding business
   license fees.  The Debtors estimate that the Business
   License Fees they owe prepetition are minimal and in no
   event will exceed $10,000.

While the Debtors believe that they are substantially current
with respect to those Taxes and Fees, out of an abundance of
caution the Debtors seek the Court's permission to pay the Taxes
and Fees:

    -- to the extent that any Taxes and Fees accrued prepetition
       were not, in fact, paid prepetition, or were paid in an
       amount that was less than the amount actually owed; or

    -- in the event that any payments sought to be made
       prepetition are rejected, lost or otherwise not received
       in full by any of the Taxing Authorities.

Furthermore, Mr. Cieri points out, there may be Taxes and Fees
incurred or collected from sales and services provided
prepetition that may become due shortly after the commencement
of the Debtors' Chapter 11 cases.  The Debtors estimate that the
total accrued but unpaid amount of prepetition Taxes and Fees is
less than $8,000,000.  This amount, Mr. Cieri notes, represents
only a very small fraction of the Debtors' total consolidated
assets, as of September 30, 2005.

If the Debtors do not pay their tax liabilities in a timely
manner, the Taxing Authorities may attempt to curtail or
entirely suspend the Debtors' operations, file liens, seek to
lift the automatic stay provisions of the Bankruptcy Code and
pursue other remedies that will harm the estates, Mr. Cieri
says.

Thus, the Debtors believe that the failure to pay the Taxes and
Fees could trigger a material adverse impact on their ability to
operate in the ordinary course of business.

Mr. Cieri also tells the Court that some of the Debtors' tax
liabilities are "trust fund" taxes. In other words, the Debtors
have collected and are holding these funds in trust for the
benefit of the Taxing Authorities, in which instance the funds
may not constitute property of the Debtors' estates.

Headquartered in San Jose, California, Calpine Corporation --
http://www.calpine.com/-- 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.  Its customized products and services
include wholesale and retail electricity, gas turbine components
and services, energy management and a wide range of power plant
engineering, construction and maintenance and operational
services.  The Company filed for chapter 11 protection on Dec.
20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200).  Richard M.
Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and
Robert G. Burns, Esq., Kirkland & Ellis LLP represent the
Debtors in their restructuring efforts.  As of Dec. 19, 2005,
the Debtors listed $26,628,755,663 in total assets and
$22,535,577,121 in total liabilities. (Calpine Bankruptcy News,
Issue No. 3; Bankruptcy Creditors' Service, Inc., 215/945-7000)


EMPRESAS ICA: Purchases 44.94% of Central North Airport Group
-------------------------------------------------------------
Empresas ICA, S.A. de C.V. (BMV and NYSE: ICA), the largest
engineering, construction, and procurement company in Mexico,
announced Wednesday that it has acquired an additional 44.94
percent participation in the Central North Airport Group (GACN-
Grupo Aeroportuario del Centro Norte) as a result of three
transactions. Including shares already owned, ICA now controls
47.2 percent of GACN.

GACN operates 13 airports in the center north region of Mexico,
including Monterrey International airport. During 2005, GACN
provided services to an estimated 11.7 million passengers. ICA
acquired its initial ownership position in GACN in 2000 during
the partial privatization of the airports group, as part of a
consortium called Servicios de Tecnologia Aeroportuaria, S.A. de
C.V. (SETA), which included Aeroports de Paris and VINCI. SETA
is strategic shareholder and operator.

The investment in GACN is an important step in ICA's initiative
to expand and to strengthen its infrastructure operations line
of business. ICA's two other major lines of business are civil
and industrial construction (including engineering and
procurement) and housing.

The current acquisition was completed by ICA's subsidiaries
Controladora de Operaciones de Infraestructura (CONOISA) and
Aeroinvest, S.A. de C.V. (Aeroinvest), through the following
transactions:

1. CONOISA acquired the 37.25 percent participation in SETA of
its partner Vinci Aeroports S.A.S. (VINCI) for US$37.7 million.
The shares were transferred to Aeroinvest.

2. CONOISA exercised the option to purchase the 22.35 percent
indirect participation of the Quintana family in SETA, through
the investment that their company CEA-J had in Aeroinvest, at a
price of US$19.3 million.

This transaction received the prior approval and recommendation
of ICA's Audit Committee. The share price paid, it is important
to note, is lower than the price paid for VINCI's shares.

3. The exercise by Aeroinvest, which becomes the owner of SETA,
of the option to purchase from the Mexican Government its 36
percent participation in GACN, through Nacional Financiera, for
US$203 million.

This price was established in the original concession agreement,
and includes a 5 percent per annum price increase from the date
of the privatization.

As a result of these transactions by CONOISA and Aeroinvest, ICA
owns 74.5 percent of SETA, and the remaining 25.5 percent will
continue being held by Aeroports de Paris. As Strategic Partner,
SETA holds 15 percent of GACN's shares. In addition, Aeroinvest
directly holds 36 percent of GACN, and the remaining 49 percent
is held by the Mexican Government, through Nacional Financiera.
The total US$289.8 million purchase price, including transaction
costs, was funded in part using US$164.8 million in cash,
provided by ICA's refinancing transactions during the first
semester of 2005 and proceeds from the equity issue last August.
The balance of US$125 million came from a bridge financing
provided by a syndicate of banks led by West LB and Nord LB. UBS
Investment Bank served as ICA's financial advisor in these
transactions.

GACN will be consolidated in ICA's financial statements. Through
the first nine months of 2005, GACN recorded revenues of
approximately MXN1,012 million, an operating profit of MXN368
million, and net income of Ps. 189 million. EBITDA was MXN522
million. As of September 30, 2005, GACN total assets were of
MXN7,700 million and total liabilities were MXN706 million.

ICA, the largest engineering, construction, and procurement
company in Mexico, was founded in Mexico in 1947. ICA has
completed construction and engineering projects in 21 countries.
ICA's principal business units include civil construction and
industrial construction. Through its subsidiaries, ICA also
develops housing, manages airports, and operates tunnels,
highways, and municipal services under government concession
contracts and/or partial sale of long-term contract rights.

CONTACT:  Empresas ICA, S.A. de C.V.
          Ing. Alonso Quintana
          Phone: (5255) 5272-9991 x3468
          E-mail: alonso.quintana@ica.com.mx

          Lic. Paloma Grediaga
          Phone: (5255) 5272-9991 x3664
          E-mail: paloma.grediaga @ica.com.mx
   
          URL: www.ica.com.mx

          In the United States
          Zemi Communications
          Daniel Wilson
          Phone: (212) 689-9560
          E-mail: dbmwilson@zemi.com


EMPRESAS ICA: Faces Tough Competition This Year
-----------------------------------------------
Several analysts believe Mexico's top construction company
Empresas ICA will be facing stiff competition this year,
suggests Reuters.

The Company's latest upstart competitors are Ideal, an
infrastructure investment firm, and Cicsa, which is owned by
Latin America's richest tycoon, Carlos Slim.

In December, Ideal and Slim's banking group Inbursa won a
contract to build a 223-kilometer (138-mile) highway on the
outskirts of Mexico City, a project valued at more than US$300
million.

Analysts see Ideal-Inbursa handing much or all of the building
work to Cicsa, leaving ICA as the clear loser.

"Losing the Arco Norte contract was a serious blow for ICA,"
said Vector brokerage analyst Carlos Hermosillo. "It is a
company that is having problems getting new work."

Adding more problems to ICA is its construction backlog, which
has dropped sharply. According to the most recent ICA data
available, backlog only totaled 11 months of sales at the end of
October, a fall of more than a third inside six months.




                            ***********


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Copyright 2006.  All rights reserved.  ISSN 1529-2746.

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