TCRLA_Public/060329.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

          Wednesday, March 29, 2006, Vol. 7, Issue 63

                            Headlines

A R G E N T I N A

BALL CORP: Completes Acquisition of U.S. Can's Two Operations
BANCO FRANCES: Seeks Shareholders' Approval on Dividend Payment
BANCO HIPOTECARIO: Request for Bisel Auction Delay Granted
MACRO BANSUD: Prices Class B Shares Global Offering at US$20.35
NORTEL NETWORKS: Opens Advanced Mobility Center in Argentina

PEDRO RIGGIO: Creditors Have Until May 8 to Submit Claims
SEPIA BEAUTY: Submission of Creditors' Claims Ends on May 19
SIMSON CEREALES: General Pico Court Appoints Trustee for Wind Up
TACURAL S.A.C.I.I.F. Y A.: Asks Court's Approval to Reorganize
TELEMONITOREO INTERNACIONAL: Starts Wind Up Process

TOP EXPRESS: Claims Verification Ends on April 17
U.S. CAN: Sells U.S. & Argentinean Operations to Ball Corp.
VIVIENDAS TRABAJADORES V: Individual Reports Due on August 22
WOMA S.R.L.: Concludes Reorganization After Debt Pact Signed

B E R M U D A

GLOBAL CROSSING: Gets GBP18 Mil. Contract from Crown Prosecution
SEA CONTAINERS: 10-K Filing Delay Prompts Moody's Rating Review

B O L I V I A

* BOLIVIA: Presentation of Offers for El Mutun Ends on May 22

B R A Z I L

BANCO BISEL: Auction Moved to April 4 at Hipotecario's Request
BANCO PACTUAL: Gets Clearance to Assume Joint Control of Cemar
BNDES: President Displays Confidence in Brazil's Economic Growth
ELETROBRAS: Net Profit Drops 25% to BRL975 Million in 2005
GERDAU SA: S&P Affirms Low B Foreign and Local Currency Ratings

PETROLEO BRASILEIRO: Wants Hydrated Ethanol Production Halted
SABESP: Posts 12.7% Growth in 2005 Net Sales

* BRAZIL: S&P Says Finance Minister Leaving Won't Affect Ratings

C A Y M A N   I S L A N D S

KINGSLAND INVESTMENTS: Deadline for Claims Filing Is on April 6
KOVER LIMITED: Creditors Must File Proofs of Claim by April 6
LILFORD LIMITED: Creditors Claim Filing Deadline Is March 30
LK LIMITED: Sets April 6 Proofs of Claim Filing Deadline
UNIVEST MULTI-STRATEGY: Sets April 25 Deadline for Filing Claims

C O L O M B I A

* COLOMBIA: Telecoms Sector Needs US$19 Billion for Development

H O N D U R A S

* HONDURAS: Miners Concerned Over Reform Bill Delay

J A M A I C A

KAISER ALUMINUM: Law Debenture Appeals Subordination Decision

* JAMAICA: Government Declares 15% Cut in Cement Import Duty

M E X I C O

BALLY TOTAL: Seeks Default Waivers from Senior Noteholders
GRUPO GIGANTE: Fitch Assigns BB Rating on US$250M Notes Offering
GRUPO IUSACELL: Extends Launching of Exchange Offer to April 19

P E R U

* Peru: In Talks with Chile on Economic Complementation Pact

P U E R T O   R I C O

AOL LATIN: Files Monthly Operating Report for February 2006
MUSICLAND HOLDING: Court Approves $122M Asset Bid by Trans World
MUSICLAND HOLDING: Gets Court Nod to Conduct Rule 2004 Probe

U R U G U A Y

* URUGUAY: IMF Approves US$123.6 Million Disbursement

V E N E Z U E L A

PDVSA: Three Foreign Oil Firms Return Smaller Oil Fields

* VENEZUELA: Cutting 60% of Drilling Areas Under New Ventures
* VENEZUELA: Pres. Says Petrochem Sector Will be World Leader


                            - - - - -

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


BALL CORP: Completes Acquisition of U.S. Can's Two Operations
-------------------------------------------------------------
Ball Corporation (NYSE: BLL) completed its acquisition of the
United States and Argentinean operations of U.S. Can
Corporation, adding to Ball's portfolio of packaging products
and making Ball the largest supplier in the U.S. of aerosol
cans, primarily for food and household products.

Ball acquired 10 manufacturing plants in seven states and two
plants in Argentina.  The operations have sales of approximately
$600 million, employ 2,300 people and produce more than two
billion steel aerosol containers annually.  In addition to
aerosol cans, the acquired operations produce paint cans,
plastic containers and custom and specialty cans.

Ball reported early this month that it had hired can industry
veteran Michael W. Feldser to head up the acquired U.S. Can
operations.  He will be president of Ball's aerosol & specialty
packaging division.

"We are pleased to have this acquisition closed so the
integration process can begin," said R. David Hoover, president
and chief executive officer.  "We have a track record for
successful integration of acquired businesses, and we intend to
build on that record."

Ball reported that the former U.S. Can headquarters in a leased
building in Lombard, Illinois, will be closed.  Functions that
had been performed there will be transferred to Ball offices
near Denver, moved to a plant in Elgin, Illinois, that is part
of the acquisition or in certain cases eliminated.  The number
of U.S. Can employees who will receive employment opportunities
with Ball will be determined in the coming weeks, based upon
anticipated needs, interest in relocation and other factors as
the integration process continues.

"We will implement plans to welcome new employees, meet with
customers and suppliers and begin to realize the synergy savings
we are certain exist and to identify others," Mr. Hoover said.
"We expect to realize consolidation opportunities in the future
as we fully integrate the people and plants into Ball.  Closing
the former headquarters is a first step and should help
facilitate the integration process.  We believe this is a
business that will benefit considerably from being a part of a
larger packaging organization, and that our existing packaging
businesses will benefit from having them as part of Ball."

Raymond J. Seabrook, senior vice president and chief financial
officer, said the refinancing of the U.S. Can debt was
accomplished at significantly lower rates through the issue by
Ball of a new series of senior notes and an increase in bank
debt under new facilities that were put in place in the fourth
quarter of 2005.

                      About U.S. Can Corp.

Headquartered in Lombard, Illinois, U.S. Can Corporation --
http://www.uscanco.com/-- manufactures steel containers for
personal care, household, automotive, paint and industrial
products in the United States and Europe, as well as plastic
containers in the United States and food cans in Europe.

At Oct. 2, 2005, U.S. Can's balance sheet showed a $426,657,000
equity deficit, compared to a $398,429,000 deficit at Dec. 31,
2004.

                     About Ball Corp.

Headquartered in Broomfield, Colorado, Ball Corporation --
http://www.ball.com/-- is a supplier of high-quality metal and
plastic packaging products and owns Ball Aerospace &
Technologies Corp., which develops sensors, spacecraft, systems
and components for government and commercial customers.  Ball
reported 2005 sales of $5.7 billion and the company employs
13,100 people worldwide.

                         *     *     *

As reported in the Troubled Company Reporter on Mar. 6, 2006,
Moody's Investors Service assigned ratings to Ball Corporation's
proposed $500 million senior secured term loan D, rated Ba1, and
proposed $450 million senior unsecured notes due 2016-2018,
rated Ba2.

Moody's also affirmed existing ratings, which include Ba1
ratings on $1.475 billion senior secured credit facilities and
$550 million senior unsecured notes due Dec. 12, 2012.  The
ratings outlook is stable.  The ratings are subject to review of
final documentation.

As reported in the Troubled Company Reporter on Mar. 2, 2006,
Fitch Ball Corporation (NYSE: BLL) said Ball Corporation's
recently announced acquisitions will not affect the company's
credit ratings based on the currently available information.
Fitch currently rates BLL as:

   -- Issuer default rating (IDR) 'BB'
   -- Senior secured credit facilities 'BB+'
   -- Senior unsecured notes 'BB'

                        *    *    *

As reported in the Troubled Company Reporter on Feb. 20, 2006,
Standard & Poor's Ratings Services revised its outlook on
Broomfield, Colo.-based Ball Corp. to stable from positive.  At
the same time, Standard & Poor's affirmed its ratings, including
its 'BB+' corporate credit rating, on the metal can and plastic
packaging producer.  These actions follow the recent
announcement by Ball that it has entered into a definitive
agreement to acquire U.S. Can Corp.'s (B/Watch Dev/--) U.S. and
Argentinean operations for approximately 1.1 million shares of
Ball common stock plus the assumption of $550 million of U.S.
Can's debt.


BANCO FRANCES: Seeks Shareholders' Approval on Dividend Payment
---------------------------------------------------------------
Argentina's BBVA Banco Frances will propose to its shareholders
ARS27 million -- ARS0.006 peso per share -- dividend on April
27, the company said to the local stock exchange.

Business News Americas relates that the company will seek for
the approval of the dividend on April 27.

BBVA Banco Frances is a subsidiary of Spanish financial group
BBVA (NYSE: BBV) and is one of Argentina's three largest private
banks.

                        *    *    *

Moody's Investor Service rates BBVA Banco Frances' long-term
bank deposits at Caa1.


BANCO HIPOTECARIO: Request for Bisel Auction Delay Granted
----------------------------------------------------------
Mortgage Lender Banco Hipotecario's request to postpone the
auction of Banco Bisel was heeded by federal bank Banco Nacion,
according to the latter's press release.  The auction has been
moved to April 4, 2006.

The auction, says Business News Americas, was initially
scheduled on March 28, 2006.

As reported by the Troubled Company Reporter on March 27, 2006,
seven companies submitted bids for Banco Bisel's auction on
March 28.  The potential bidders are Macro Bansud, Galicia,
Hipotecario, Nuevo Banco de Santa Fe, Macri, Vincentin and an
unnamed law firm.  The bidding rules -- published by Banco
Nacion earlier in March -- were made available until March 27,
2006.

According to Bisel president Guillermo Ferraro, the winner of
the auction would have to face an immediate ARS27 million loss.

Banco Bisel was among the subsidiaries left by French bank
Credit Agricole after the latter withdrew from Argentina in the
midst of the country's economic and financial crisis in 2002,
according to Business News.  The other subsidiaries were Banco
Bersa and Banco Suquia.

The subsidiaries were taken over by Banco Nacion, aiming to sell
them back to the private sector at a later stage.

Suquia was purchased by Banco Macro Bansud in October 2004 for
US$180 million in the first re-privatization while Bersa was
sold to Nuevo Banco de Santa Fe for US$60 million last June.

                       *    *    *

As reported by the Troubled Company Reporter on Dec. 12, 2005,
Moody's Latin America Calificadora de Riesgo S.A. is maintaining
its 'D' rating on various corporate bonds issued by local bank,
Banco Bisel S.A.

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

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

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

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

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

                        *    *    *

On Jan. 25, 2006, Standard & Poor's Ratings Services assigned
'B-' foreign currency senior unsecured debt rating to Banco
Hipotecario S.A.'s $100 million issuance.  The issuance
constituted the second tranche of BH's Series IV notes due Nov.
16, 2010, issued under the $1.2 billion senior unsecured global
MTN program.  With this issuance, the series (whose first
tranche was rated 'B-' on Nov. 16, 2005) will total US$250
million.  At the same time, Standard & Poor's affirmed its
ratings on the Argentine bank's outstanding debt and its 'B-
/Stable/--' counterparty credit ratings.  S&P said the outlook
is stable.

                        *    *    *

As reported by the Troubled Company Reporter on March 28, 2006,
Standard & Poor's Ratings Services raised the foreign and local
currency counterparty credit ratings on Banco Hipotecario S.A.
At the same time, Standard & Poor's placed the ratings on
several Argentine entities on CreditWatch with positive
implications.  These rating actions follow the upgrade on the
Republic of Argentina.

Earlier, S&P raised our global foreign and local currency
ratings on Argentina to 'B' from 'B-' and the ratings on the
national scale to 'raAA-' from 'raA', reflecting Argentina's
improved external and fiscal flexibility.

The outlook on the sovereign rating is stable.

S&P's transfer and convertibility risk assessment for Argentina
was raised to 'BB-', two notches higher than Argentina's foreign
currency rating.

S&P raised the rating on Banco Hipotecario one notch to
'B/Stable/--', in tandem with the sovereign upgrade on
Argentina, reflecting the close linkage between the credit
quality of the sovereign and that of its financial system.


MACRO BANSUD: Prices Class B Shares Global Offering at US$20.35
---------------------------------------------------------------
Banco Macro Bansud S.A. reported the pricing of the global
offering for its Class B common stock.  Of the total
underwritten offering of 106,682,810,97,182,810 Class B shares
[sic.], in the form of 9,718,281 American depositary shares were
offered outside of Argentina, of which Banco Macro offered
35,582,810 Class B shares and selling shareholders offered
61,600,000 Class B shares.  Each ADS represents ten Class B
shares and the ADSs were offered at a price of US$20.35 per ADS.

Banco Macro offered 9,500,000 Class B shares in a concurrent
offering in Argentina.  The shares were offered at a price of
Pesos 6.26 per Class B share.  In addition, 29,917,190 Class B
shares are being offered in Argentina to existing shareholders
pursuant to preferential subscription rights at the same price
per share as the underwritten offering.  The selling
shareholders also have granted the underwriters the right for a
period of 30 days to purchase up to an additional 1,412,742
ADSs, representing 14,127,420 Class B shares, to cover any over-
allotments.  The net proceeds to Banco Macro of the underwritten
offering will be approximately US$88,538,954 and Banco Macro
intends to use the net proceeds of this offering for general
corporate purposes.  The net proceeds to the selling
shareholders will be approximately US$120,970,080.

The ADSs will begin trading on the New York Stock Exchange under
the ticker symbol "BMA" on March 24, 2006.

The joint bookrunning managers for this offering are UBS
Investment Bank and Raymond James.  Copies of the prospectus for
the offering may be obtained by contacting either:

                    Prospectus Department
                    UBS Securities LLC,
                    299 Park Avenue, New York,
                    New York, 10171

                        -- or --

                    Raymond James Financials,
                    Attn: Helena Ekeus
                    250 Park Avenue, 2nd Floor,
                    New York, New York 10177

                       *    *    *

On Dec. 13, 2005, Moody's Investors Service affirmed the credit
ratings of Banco Macro Bansud S.A. following the latter's
announcement that it has acquired the 75% stake in
Banco del Tucuman S.A. from Banco Comafi S.A. for US$17.3
million.

In affirming Macro's ratings, Moody's said that the acquisition,
which is pending regulatory approval, does not change the bank's
risk or business profile.

Macro announced on November 9 it was taking over selected assets
and liabilities of Banco Empresario de Tucuman, worth
approximately US$35.8 million, which included eight branches in
the Province of Tucuman. These acquisitions should grant the
Macro group a dominant position in the province.

Banco Macro Bansud S.A. is headquartered in Buenos Aires,
Argentina. As of June 2005, the bank's total assets were US$2.4
billion.

The following ratings of Banco Macro Bansud S.A. were affirmed:

    -- Bank Financial Strength Rating: E -- Positive Outlook
    -- Long- Term Global Local Currency Deposits: Ba3
    -- Short -Term Global Local Currency Deposits: Not Prime
    -- National Scale Rating for Local Currency Deposits: Aa2.ar
    -- Long -Term Foreign Currency Deposits: Caa1
    -- Short -Term Foreign Currency Deposits: Not Prime
    -- National Scale Rating for Foreign Currency Deposits:
       Ba1.ar.


NORTEL NETWORKS: Opens Advanced Mobility Center in Argentina
------------------------------------------------------------
Nortel Networks Corporation established a new customer service
center in Buenos Aires, Argentina, focused on services to help
wireless operators around the world design, deploy, support and
evolve their networks.

The new Advanced Mobility Services Center provides Nortel Global
Services offerings such as wireless network planning,
deployment, integration and optimization.  This includes
advanced engineering expertise in radio frequency (RF) design
for GSM, CDMA, UMTS and WiMAX networks.

These services are designed to help operators speed time-to-
market for new subscriber services, enhance network performance,
improve coverage and efficiency, increase service quality, lower
operating costs and maximize return on network investments.
They are also intended to help operators seamlessly manage
network expansion and evolution to next-generation technologies.

"Establishing our Advanced Mobility Services Center in Argentina
is key in offering this market advanced mobility services for
our customers and partners and reflects Nortel's commitment and
investment in the services sector," said Martha Bejar,
president, Caribbean and Latin America, Nortel.  "A key factor
in choosing Buenos Aires was the existing pool of high quality
professionals graduating from local universities."

The new center is expected to require growth of Nortel's total
workforce in the country by approximately 20%.  The center will
consist of local engineers and its services will be marketed
around the world.  The staff to be hired will include senior and
recently-graduated engineers, both with and without previous
experience in wireless and RF networks.

"Nortel continues to be one of the main equipment providers in
the region, and is committed to strengthening its position in
the global services market," said Ricardo Casal, president,
Nortel Argentina.  "This new Center means that our people in
Argentina will play a key role in that effort."

                  About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation
-- http://www.nortel.com/-- is a recognized leader in
delivering communications capabilities that enhance the human
experience, ignite and power global commerce, and secure and
protect the world's most critical information.  Serving both
service provider and enterprise customers, Nortel delivers
innovative technology solutions encompassing end-to-end
broadband, Voice over IP, multimedia services and applications,
and wireless broadband designed to help people solve the world's
greatest challenges.  Nortel does business in more than 150
countries.

Nortel Network Corp.'s 4-1/4% Senior Notes due 2008 carry
Moody's Investors Service's B3 rating and Standard & Poor's B-
rating.

As previously reported in the Troubled Company Reporter on
Feb. 10, 2006, Standard & Poor's affirmed its 'B-' long-term and
'B-2' short-term corporate credit ratings on the company.


PEDRO RIGGIO: Creditors Have Until May 8 to Submit Claims
---------------------------------------------------------
Creditors of bankrupt company Pedro Riggio S.R.L. are given
until May 8, 2006, to present their claims against the company,
Infobae reports.  Creditors whose claims have not been verified
by the trustee will be disqualified from receiving any
distribution or payment from the company.

Individual reports on the validated claims will be presented in
court on June 19, 2006, followed by the submission of a general
report on the bankruptcy on Oct. 9, 2006.

Infobae did not state the name of the trustee in its Web site.


SEPIA BEAUTY: Submission of Creditors' Claims Ends on May 19
------------------------------------------------------------
Creditors with claims against Sepia Beauty S.A. -- company under
reorganization -- must present proof so the company's
indebtedness to Hector Julio Grisolia, the court-appointed
trustee, on or before May 9, 2006.

Infobae relates that these claims will constitute the individual
reports to be submitted in court on June 30, 2006.  The court
also requires the trustee to present an audit of the company's
accounting and business records through a general report due on
Aug. 25, 2006.

An informative assembly is scheduled on Feb. 23, 2007.  During
the assembly, creditors will vote on a settlement proposal
prepared by the company.

As reported by the Troubled Company Reporter on Feb. 13, 2006,
Sepia Beauty S.A., a cosmetics company operating in Buenos
Aires, has requested reorganization after failing to pay its
liabilities since Sep. 26, 2005.

Court No. 15. handles the company's reorganization, with the
assistance of Clerk No. 30.

The debtor can be reached at:

         Sepia Beauty S.A.
         Coronel Diaz 1466
         Buenos Aires, Argentina

Mr. Hugo Daniel Pantaleo, the trustee, can be reached at:

         Hector Julio Grisolia
         Jeronimo Salguero 2533
         Buenos Aires, Argentina


SIMSON CEREALES: General Pico Court Appoints Trustee for Wind Up
----------------------------------------------------------------
Public accountant Ofelia Mabel Molina was appointed as trustee
for the Simson Cereales S.A. bankruptcy case by a court based in
General Pico, Infobae reports.

Ms. Molina will verify claims submitted by the company's
creditors and present individual and general reports in court.

Infobae did not disclose the deadlines for the submission of
claims as well as the deadlines for the submission of the
reports.

The bankruptcy case will close with the liquidation of the
company's assets to repay creditors.

The trustee can be reached at:

         Ofelia Mabel Molina
         Calle 5 Nro. 1008
         General Pico
         La Pampa, Argentina


TACURAL S.A.C.I.I.F. Y A.: Asks Court's Approval to Reorganize
--------------------------------------------------------------
Tacural S.A.C.I.I.F. y A., a company operating in Buenos Aires,
has requested for reorganization after failing to pay its
liabilities, Infobae reports.

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

The case is pending before a court based in Buenos Aires.

The debtor can be reached at:

         Juan de Garay 4144
         Buenos Aires, Argentina


TELEMONITOREO INTERNACIONAL: Starts Wind Up Process
---------------------------------------------------
Buenos Aires Court No. 14 declared Telemonitoreo Internacional
S.A. bankrupt, La Nacion reports.  The ruling comes in approval
of the petition filed by the company's creditor, Marcelo
Gimbatti, for nonpayment of $19,628.92 in debt.

La Nacion did not state in its Web site the name of the trustee
assigned to the company's bankruptcy as well as the deadline for
the submission of creditors' claims.

Clerk No. 28 assists the court on the case, which will conclude
with the liquidation of the company's assets.

The debtor can be reached at:

         Telemonitoreo Internacional S.A.
         Tucuman 540
         Buenos Aires, Argentina


TOP EXPRESS: Claims Verification Ends on April 17
-------------------------------------------------
The verification of creditors' claims against bankrupt company
Top Express S.A. will end on April 17, 2006, Infobae reports.
Creditors whose claims are not validated will be disqualified
from receiving any payment that the company will make.

Individual reports on the validated claims will be presented in
court on June 1, 2006.  The submission of the general report on
the case will follow on July 31, 2006.

Infobae did not reveal in its Web site the name of the trustee
assigned for the company's bankruptcy case.

The debtor can be reached at:

         Top Express S.A.
         Santa Fe 1373, Rosario
         Santa Fe, Argentina


U.S. CAN: Sells U.S. & Argentinean Operations to Ball Corp.
-----------------------------------------------------------
Ball Corporation (NYSE: BLL) completed its acquisition of the
United States and Argentinean operations of U.S. Can
Corporation, adding to Ball's portfolio of packaging products
and making Ball the largest supplier in the U.S. of aerosol
cans, primarily for food and household products.

Ball acquired 10 manufacturing plants in seven states and two
plants in Argentina.  The operations have sales of approximately
$600 million, employ 2,300 people and produce more than two
billion steel aerosol containers annually.  In addition to
aerosol cans, the acquired operations produce paint cans,
plastic containers and custom and specialty cans.

Ball reported early this month that it had hired can industry
veteran Michael W. Feldser to head up the acquired U.S. Can
operations.  He will be president of Ball's aerosol & specialty
packaging division.

"We are pleased to have this acquisition closed so the
integration process can begin," said R. David Hoover, president
and chief executive officer.  "We have a track record for
successful integration of acquired businesses, and we intend to
build on that record."

Ball reported that the former U.S. Can headquarters in a leased
building in Lombard, Illinois, will be closed.  Functions that
had been performed there will be transferred to Ball offices
near Denver, moved to a plant in Elgin, Illinois, that is part
of the acquisition or in certain cases eliminated.  The number
of U.S. Can employees who will receive employment opportunities
with Ball will be determined in the coming weeks, based upon
anticipated needs, interest in relocation and other factors as
the integration process continues.

"We will implement plans to welcome new employees, meet with
customers and suppliers and begin to realize the synergy savings
we are certain exist and to identify others," Mr. Hoover said.
"We expect to realize consolidation opportunities in the future
as we fully integrate the people and plants into Ball.  Closing
the former headquarters is a first step and should help
facilitate the integration process.  We believe this is a
business that will benefit considerably from being a part of a
larger packaging organization, and that our existing packaging
businesses will benefit from having them as part of Ball."

Raymond J. Seabrook, senior vice president and chief financial
officer, said the refinancing of the U.S. Can debt was
accomplished at significantly lower rates through the issue by
Ball of a new series of senior notes and an increase in bank
debt under new facilities that were put in place in the fourth
quarter of 2005.

                        About Ball Corp.

Headquartered in Broomfield, Colorado, Ball Corporation --
http://www.ball.com/-- is a supplier of high-quality metal and
plastic packaging products and owns Ball Aerospace &
Technologies Corp., which develops sensors, spacecraft, systems
and components for government and commercial customers.  Ball
reported 2005 sales of $5.7 billion and the company employs
13,100 people worldwide.


                      About U.S. Can Corp.

Headquartered in Lombard, Illinois, U.S. Can Corporation --
http://www.uscanco.com/-- manufactures steel containers for
personal care, household, automotive, paint and industrial
products in the United States and Europe, as well as plastic
containers in the United States and food cans in Europe.

At Oct. 2, 2005, U.S. Can's balance sheet showed a $426,657,000
equity deficit, compared to a $398,429,000 deficit at Dec. 31,
2004.

                         *     *     *

As reported in the Troubled Company Reporter on Mar. 6, 2006,
Moody's Investors Service placed ratings of United States Can
Company, the operating subsidiary of U.S. Can Corporation under
review, following announcement that U.S. Can will sell its U.S.
and Argentinean operations to Ball Corporation.

These ratings are under review:

   * $65 million senior secured first lien revolving credit
     facility, rated B3

   * $250 million senior secured first lien term loan B, rated
     B3

   * $125 million second lien 10.875% notes due July 10, 2010,
     rated Caa2

   * $172 million 12.375% senior subordinated notes due Oct. 1,
     2010, rated Caa3

   * Corporate Family Rating, B3

                        *    *    *

As reported in the Troubled Company Reporter on Feb. 20, 2006,
Standard & Poor's Ratings Services placed its ratings, including
its 'B' corporate credit rating, on U.S. Can Corp. and its
wholly owned subsidiary, United States Can Co., on CreditWatch
with developing implications.  This follows the announcement
that U.S. Can has entered into a definitive agreement to sell
its American and Argentinean operations to Ball Corp.
(BB+/Stable/--) for 1.1 million shares of Ball common stock and
the repayment of approximately $550 million of U.S. Can's debt.


VIVIENDAS TRABAJADORES V: Individual Reports Due on August 22
-------------------------------------------------------------
The individual reports on the validated claims against bankrupt
company Viviendas Trabajadores de las Universidades Nacionales V
will be presented in court on Aug.  22, 2006, states Infobae.

The submission of a general report on the case will follow on
Oct. 3, 2006.

Infobae did not state in its Web site the name of the trustee
appointed for the case.


WOMA S.R.L.: Concludes Reorganization After Debt Pact Signed
------------------------------------------------------------
The reorganization of Buenos Aires-based Woma S.R.L. has ended.
Data revealed by Infobae on its Web site indicated that the
process was concluded after a court based in Buenos Aires
homologated the debt agreement signed between the company and
its creditors.


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


GLOBAL CROSSING: Gets GBP18 Mil. Contract from Crown Prosecution
----------------------------------------------------------------
Global Crossing disclosed that it has been awarded a six-year,
18 million pounds contract by the Crown Prosecution Service.
Under the contract, Global Crossing will provide CPS with
comprehensive managed telephony services to more than 100 main
sites across England and Wales, including its headquarters based
in London, York and Birmingham, and numerous smaller offices.

"This fully managed telephony service is integral to realization
of the CPS Information Systems Strategy," said Claire Hamon,
director of business information systems for the CPS.  "It will
deliver increased efficiencies and introduce features to support
our evolving strategic business needs right at the heart of our
core business.  It's not merely about telephony in CPS's offices
-- it's about our communications technology supporting our
people wherever they are conducting casework, providing 24-hour
charging advice, or providing better care for victims and
witnesses."

Under the agreement, the CPS will fully migrate to the Global
Crossing government voice network.  This will introduce new
features such as home working, hot-desking, online directory
services and voice mail for all extensions.  These features will
help increase operational and cost efficiencies, allowing better
use of resources and technology, as well as enabling flexible
working practices to be adopted by the CPS.

"Our continued success in the government sector is testament to
our ability to provide flexible, innovative services combined
with world-class customer support to this market," said Phil
Metcalf, managing director of Global Crossing UK.  "We look
forward to supporting the CPS in achieving its aim to deliver a
world-class, valued public service."

Global Crossing's audio and videoconferencing services will help
reduce travel and time costs, allowing employees to take part in
meetings from their office, rather than traveling to a different
site.  Global Crossing's Central Telephone Operator Service or
CTOPS will handle all incoming calls for the main Ludgate Hill
office in central London, as it does for many other government
departments in the UK.

All services provided by Global Crossing offer the CPS a path
towards convergence of both voice and data as their needs evolve
over the next six years; today's systems and services are
compatible with new technologies such as voice over IP or VoIP.
Global Crossing is also offering service improvement planning,
involving monthly testing and trials of new features and
services to drive continual operational efficiencies.

Global Crossing will also provide remote videoconferencing
facilities to support the No Witness, No Justice project.  The
project offers dedicated Witness Care Units across England and
Wales, bringing police and the Crown Prosecution Service
together to jointly meet the needs of victims and witnesses in
criminal court cases.  The new Witness Care Units will manage
the care of victims and witnesses from the point of charge
through to the conclusion of a case.  Global Crossing's remote
videoconferencing service will allow vulnerable witnesses, such
as children, to be interviewed outside of the courthouse in a
safe environment.

In addition to the CPS, Global Crossing serves many other
significant customers in the UK government sector, including
other criminal justice agencies such as the Probation Service
under the National Offender Management Service.  In June 2005,
Global Crossing was awarded preferred supplier status by the
Forestry Commission for telecommunications services, including
managed IP VPN, voice and conferencing services.  In March 2005,
Global Crossing announced that it would provide the British
Council with a fully managed, terrestrial and satellite IP-based
network connecting more than 7,000 users at
260 offices in 110 countries, and under its other government
framework contract, Managed Telecommunications Service, Global
Crossing provides secure managed voice and data services to more
than 110,000 users in more than 90 different government
departments.

               About Crown Prosecution Service

The Crown Prosecution Service is the National Authority
responsible for prosecuting criminal cases investigated by the
police in England and Wales. Created by the Prosecution of
Offences Act 1985, CPS is an independent body that works closely
with the police.

The Crown Prosecution Service is the principal prosecuting
authority in England and Wales.  It is responsible for advising
the police on cases for possible prosecution, reviewing cases
submitted by the police where the decision is to prosecute,
determining the charge in all but minor cases, preparing cases
for court and the presentation of cases at court. The role of
the CPS is to prosecute cases firmly, fairly and effectively
when there is sufficient evidence to provide a realistic
prospect of conviction and when it is in the public interest to
do so.

                 About Global Crossing

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

As of Dec. 31, 2005, Global Crossing's balance sheet reflects a
$173 million equity deficit compared to a $51 million of
positive equity at Dec. 31, 2004.


SEA CONTAINERS: 10-K Filing Delay Prompts Moody's Rating Review
---------------------------------------------------------------
Moody's Investors Service placed all ratings of Sea Containers
Ltd., under review for possible downgrade -- senior unsecured
rating at B3.  The review was prompted by the company's
disclosure that it would not file its Form 10-K until it
completes the testing of asset impairments, as well as the
uncertainty surrounding the timing of the proposed sale of Silja
Oy Ab and the other ferry assets.

Moody's review will focus on the company's progress on the
previously announced sale of Silja Lines, particularly the
amount of proceeds likely and the timing of the sale.  Scheduled
debt maturities for 2006 are approximately $263 million and
Moody's believes that some portion of the proceeds from sale of
Silja Lines will likely be needed to meet the scheduled
maturities.

Also factored in the review will be Sea Containers' ability to
file its Form 10-K in a timely manner, and the level of write-
downs and the cash flow impact related to its previously
announced restructuring of the ferry and container businesses.
As well, the impact on Sea Container's cash flow from the
pending arbitration between Sea Containers and its partner in GE
SeaCo will be examined.  As Sea Container's business composition
will differ considerably should the sale of the Silja Lines be
completed, Moody's will also evaluate the level and
predictability of the cash flow of Sea Containers' remaining
business -- a rail concession in the UK, the GE SeaCo container
leasing joint venture and certain other container assets -- in
relation to the amount of debt obligations post sale of Silja
Lines and other ferry assets.

In Moody's view, Sea Containers may not be able to meet the
March 31, 2006 due date to file its Form 10-K.  Moody's also
notes
that the indentures governing Sea Container's senior notes
include a covenant that obligates the company to file with the
SEC all reports required by the Exchange Act of 1934.
Consequently, the company may not be in compliance with the
reporting requirements of the indentures should it fail to meet
the March 31, 2006, deadline.

Ratings placed under review:

Sea Containers Ltd.:

   * Corporate Family Rating and senior secured of B2; and

   * Senior unsecured notes and Issuer Rating of B3.

Moody's also assigned definitive ratings to the revolving credit
facility and senior notes.

Sea Containers Ltd., headquartered in Hamilton Bermuda, is a
provider of ferry services, primarily in the Baltic Sea, the
franchisee-operator of the Great Northern Railroad in the U.K.,
and a lessor of cargo containers to the shipping industry.


=============
B O L I V I A
=============


* BOLIVIA: Presentation of Offers for El Mutun Ends on May 22
-------------------------------------------------------------
The deadline for the presentation of offers for the El Mutun
iron ore-steel project tender will end on May 22, Business News
Americas reports.  Bolivia's mining and metallurgy ministry made
the announcement after the original December 21 deadline to open
bids has been postponed several times.

Business News relates that the companies that presented offers
for the development of El Mutun were EMPX Siderurgica from
Brazil, Luneng Shandong Group from China, Rotterdam-
headquartered Mittal Steel, Siderar from Argentina, and Jindal
Steel & Power from India.  These companies have signed an
agreement with the Bolivian government.

According to Business News, the government announced that other
parties interested could also submit bids.

The country's supply of natural gas could pose a problem for El
Mutun, Carlos Barragan -- head of the technical commission for
the ministry of mining -- told local press.

Mr. Barragan said that the present volumes being produced are
insufficient to mine the iron or for future steel operations
Business News states.  He suggested that Bolivia should raise
natural gas reserves and temper exports to Brazil.

El Mutun -- one of the world's largest iron ore deposits -- has
about 40Bt of reserves over 60 sq km in Santa Cruz department
with an average content of 50% iron, according to official
figures.

                       *    *    *

Fitch Ratings assigns these ratings on Bolivia:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    B-       Jun. 17, 2004
   Long Term IDR      B-       Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating     B-       Dec. 14, 2005


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


BANCO BISEL: Auction Moved to April 4 at Hipotecario's Request
--------------------------------------------------------------
Argentine federal bank Banco Nacion has moved to April 4 the
auction of local bank Nuevo Banco Bisel as requested by mortgage
lender Banco Hipotecario, according to a Banco Nacion press
release.

Business News Americas relates that the auction was initially
scheduled on March 28, 2006.

As reported by the Troubled Company Reporter on March 27, 2006,
seven companies submitted bids for Banco Bisel's auction on
March 28.  The potential bidders are Macro Bansud, Galicia,
Hipotecario, Nuevo Banco de Santa Fe, Macri, Vincentin and an
unnamed law firm.  The bidding rules -- published by Banco
Nacion earlier in March -- were made available until March 27,
2006.

According to Bisel president Guillermo Ferraro, the winner of
the auction would have to face an immediate ARS27 million loss.

Banco Bisel was among the subsidiaries left by French bank
Credit Agricole after the latter withdrew from Argentina in the
midst of the country's economic and financial crisis in 2002,
according to Business News.  The other subsidiaries were Banco
Bersa and Banco Suquia.

The subsidiaries were taken over by Banco Nacion, aiming to sell
them back to the private sector at a later stage.

Suquia was purchased by Banco Macro Bansud in October 2004 for
US$180 million in the first re-privatization while Bersa was
sold to Nuevo Banco de Santa Fe for US$60 million last June.

                  *    *    *

As reported by the Troubled Company Reporter on Dec. 12, 2005,
Moody's Latin America Calificadora de Riesgo S.A. is maintaining
its 'D' rating on various corporate bonds issued by local bank,
Banco Bisel S.A.

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

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

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

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

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

                        *    *    *

On Jan. 25, 2006, Standard & Poor's Ratings Services assigned
'B-' foreign currency senior unsecured debt rating to Banco
Hipotecario S.A.'s $100 million issuance.  The issuance
constituted the second tranche of BH's Series IV notes due Nov.
16, 2010, issued under the $1.2 billion senior unsecured global
MTN program.  With this issuance, the series (whose first
tranche was rated 'B-' on Nov. 16, 2005) will total US$250
million.  At the same time, Standard & Poor's affirmed its
ratings on the Argentine bank's outstanding debt and its
'B-/Stable/--' counterparty credit ratings.  S&P said the
outlook is stable.

                        *    *    *

As reported by the Troubled Company Reporter on March 28, 2006,
Standard & Poor's Ratings Services raised the foreign and local
currency counterparty credit ratings on Banco Hipotecario S.A.
At the same time, Standard & Poor's placed the ratings on
several Argentine entities on CreditWatch with positive
implications.  These rating actions follow the upgrade on the
Republic of Argentina.

Earlier, S&P raised our global foreign and local currency
ratings on Argentina to 'B' from 'B-' and the ratings on the
national scale to 'raAA-' from 'raA', reflecting Argentina's
improved external and fiscal flexibility.

S&P said the outlook on the sovereign rating is stable.

S&P's transfer and convertibility risk assessment for Argentina
was raised to 'BB-', two notches higher than Argentina's foreign
currency rating.

S&P raised the rating on Banco Hipotecario one notch to
'B/Stable/--', in tandem with the sovereign upgrade on
Argentina, reflecting the close linkage between the credit
quality of the sovereign and that of its financial system.


BANCO PACTUAL: Gets Clearance to Assume Joint Control of Cemar
--------------------------------------------------------------
Agencia Nacional de Energia Eletrica, Brazil's power regulator,
has cleared Banco Pactual's buying of a 30% stake in power
company Cemar, aka Companhia Energetica do Maranhao, from
company controller GP Investimentos.

The transaction will not affect other shareholders, federal
power holding company Eletrobras (with 34%) and minority
shareholders with 1%, according to a statement from the power
regulator.

Banco Pactual, through its investment fund Pactual Latin America
Power Fund, paid GP Investimentos 85.7 million reals (US$40.6
million) for 46.25% of its 65% controlling stake in Cemar.

The deal leaves GP Investimentos with a 34.9% stake in Cemar.

GP Investimentos bought control of Cemar in 2005 after
Pennsylvania Power & Light Global abandoned the management of
the company shortly after the 2000 privatization, Business News
Americas relates.

                        *    *    *

On Oct. 18, 2005, Fitch Ratings revised the Banco Pactual's
rating outlook to positive from stable.

   Banco Pactual:

      -- Long-term foreign currency 'BB-';
      -- Long-term local currency 'BB-'.

   Pactual Overseas Corporation

      -- Long-term foreign currency 'BB-'
      -- Long-term local currency 'BB-'.


BNDES: President Displays Confidence in Brazil's Economic Growth
----------------------------------------------------------------
BNDES aka Banco Nacional de Desenvolvimento Economico e Social
S.A.'s president, Guido Mantega, says he is confident of the
"expressive growth of the Brazilian economy in 2006 and in the
following years", result of, according to him, sole combination
of macroeconomic conditions favorable to growth and development.
"The economy may grow faster in 2006", he said, reinforcing the
GDP growth estimative of reaching up to 4% in 2006.

Mr. Mantega participated in a debate promoted from the National
Development Agenda, promoted by the Economic and Social
Development Council of the Republic Presidency last March 22 in
Brasilia at the official opening table of the Seminar on
Development.

In his presentation, Mr. Mantega made a general balance of the
economy, that, according to him, "is in a new development cycle,
which initiated in 2004", and mentioned some of the main
conditions for the anticipated "high growth potential".  Among
them are:

   -- the reduction in domestic interest rates;
   -- low unemployment and increase of domestic market;
   -- continuous increase of average actual salary and in labor
productivity;
   -- high profit rate of the Brazilian companies;
   -- increase in the private investment and continuous growth
in credit operations of the families.

"The Special System for Settlement and Custody rate was reduced
to 16.5% and, given the inflationary deceleration, it may
continue to decrease in 2006", said Mr. Mantega, when talking
about the employment level.  "The unemployment rate has been
decreasing since mid 2004.  In 2004 and 2005, more than 2.7
million jobs were created in the formal sector of the economy".
The president of BNDES further believes in deceleration of the
labor productivity growth rate in 2006 and projected for this
year a federal public investment of 1.4% of the GDP.  Mr.
Mantega also forecasts expansion in the investment rate of the
economy as a whole.  "The prevision of BNDES for 2006 is a
continuous growth, reaching 21% in the end of 2006," he said.
In 2005, the investment rate increased to 20.4% of the GDP.

The president of BNDES added that, for 2006, the current market
prevision is of an inflation of 4.4%, following the decrease
trajectory.

                       *    *    *

As reported by Troubled Company Reporter on March 3, 2006,
Standard & Poor's Ratings Services raised its foreign currency
counterparty credit rating on Banco Nacional de Desenvolvimento
Economico e Social S.A. aka BNDES to 'BB' with a stable outlook
from 'BB-' with a positive outlook.  The company's local
currency credit rating was also shifted to 'BB+' with a stable
outlook from 'BB' with a positive outlook.


ELETROBRAS: Net Profit Drops 25% to BRL975 Million in 2005
----------------------------------------------------------
Federal power holding firm Eletrobras' net profit reached BRL975
million in 2005, a 25% drop from that of 2004, according to a
company statement.

Business News Americas reports that the decline was brought by
the 12% appreciation of the real against the US dollar.  It
negatively affected Eletrobras' dollar-denominated receivables
from loans.

Eletrobras said that the financial loss due to foreign exchange
variations was BRL2.45 billion in 2005 while that of 2004 --
when the local currency appreciated around 8% -- was BRL1.66
billion, Business News relates.

Business News states that the negative effect was however offset
by gains from the appreciation of minority stakes the company
owns in 16 power companies and improved operational results of
its subsidiaries.

The company's 2005 operational revenue was BRL21.4 billion,
higher compared to the BRL20.1 billion of 2004, according to
Business News.  Operating expenses, on the other hand, increased
to BRL16.1 billion from 2004's BRL14.0 billion.  Operating
profits, however, fell 34.9% to BRL1.78 billion.

Financial losses reached 3.26%, resulting to BRL3.49 billion
while Ebitda plunged 15.5% to 7.23 billion, Business News
states.

An Eletrobras spokesperson told Business News that the
investment was below the BRL4.30 billion budgeted at the
beginning of 2005.  The company invested about BRL3.18 billion -
- about 11.5% higher from the year before.

In 2005, transmission investment widened the network to
56,622km.  The network was 55,964km in 2004, Business News
reports.

The year ended with cash reserves of BRL2.8 billion, Business
News recalls.  This was a result of investments not carried out.
Cash reserves amounted to BRL1.6 billion in 2004.

According to Business News, the national treasury counts the
reserves as primary surplus for Brazil's public sector, which in
2005 was BRL93 billion or 4.8% of GDP.

Business News relates that Eletrobras' subsidiaries spent BRL1.2
billion to expand the group's power generation installed
capacity to 37,056MW from the 36,282MW in 2004.

Eletrobras controlled six operational units:

    -- generation and transmission companies Chesf, Eletronorte,
       Eletrosul and Furnas;

    -- nuclear generation company Eletronuclear and
       thermoelectric generation CGTEE; and
    -- five small power distribution companies in northern
       Brazil.

Furnas spent about BRL918 billion, Eletronuclear spent BRL242
million, Chesf BRL486 million, CGTE BRL26 million, Eletrosul
BRL261 millions and Eletronorte invested about BRL898 million,
states Business News.  CEPEL -- Eletrobras' research center --
invested BRL9.7 million.

Combined investment in seven power distribution companies was
BRL328 million, Business News reports.

Eletrobras manages several sector charges levied on generation,
transmission and distribution operations, which are used to
subsidize some government programs such as the expansion of
power supply in poor regions, Business News relates.

                        *    *    *

As reported on Nov. 15, 2005, Standard & Poor's Ratings Services
has assigned its 'BB-' rating to Eletrobras - Centrais Eletricas
Brasileiras S.A.'s forthcoming US$300 million unsecured and
unsubordinated notes due in 2015.  The global scale corporate
credit ratings at 'BB-' foreign currency and 'BB' local currency
were also affirmed.  S&P said the outlook is positive.


GERDAU SA: S&P Affirms Low B Foreign and Local Currency Ratings
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' foreign
currency and 'BB+' local currency corporate credit ratings to
Brazil-based steelmaker Gerdau S.A.  The outlook is
stable.

The ratings on Brazil-based steelmaker Gerdau S.A. reflect the
company's exposure to the volatile and cyclical commodity long
steel industry, which is peculiarly vulnerable to import
competition in North America and to demand swings in Brazil; an
acquisitive growth strategy that may cause some peaks of
financial leverage in the future (despite the currently
comfortable liquidity and debt profiles); and a heavy capital
budget during the next three years to be invested in both
brownfield and greenfield capacity expansions.

These negatives are partly mitigated by Gerdau's adequate
geographic diversification through the Americas, with very
strong and growing market shares in Brazil and North America,
respectively; an improving financial profile and the increasing
profitability of its North American operation; and the
expectation that the company will follow a prudent acquisition
policy in the long term that should not jeopardize capital
structure improvements accomplished in the past couple of years.

Gerdau is the largest long steel producer in Brazil and the
second-largest mini-mill steel maker in North America.  The
company controls operations in Chile, Uruguay, and Argentina.
Net sales, EBITDA, and total debt amounted to US$9.1 billion,
US$2.1 billion, and US$3.1 billion (adjusted for operating
leases and pension liabilities in North America), respectively,
in full-year 2005.

Gerdau's business position is satisfactory.  Besides holding a
very strong market position in Brazil, with a market share of
48% in 2005, in the context of a fairly concentrated industry
environment, Gerdau has managed to increase both geographic and
product diversification in the past couple of years by expanding
its North American subsidiary, Gerdau Ameristeel Corp. (BB-
/Positive/--), which accounted for 47% of total revenues and 30%
of EBITDA in full-year 2005, and has been an active participant
in the consolidation of the steel industry in the region.
Gerdau has also gradually expanded its export capabilities with
the acquisition of an export-oriented integrated steel mill in
Minas Gerais (the Ouro Branco mill) that is currently being
expanded to 4.5 million metric tons per year (tpy) of capacity
from its current 3.0 million tpy.  The company has also just
started up its new mill in the state of Sao Paulo, with a
production capacity for 900,000 tpy.  Strong distribution
capabilities and efficient scrap sourcing in the fragmented
Brazilian long steel market, as well as an increasingly spread-
out fabrication network in North America, are also long-term
positives.  Still, Gerdau is essentially a commodity long steel
company (merchant and reinforcing bars and other common long
steel products), which thus exposes it to the volatile steel
cycle and erratic profitability (more so in North America, where
Gerdau Ameristeel's exposure to intermittent import threats is a
concern, as currently evidenced by the weak wire rod market).
Part of this risk is mitigated by Gerdau's fair product
diversification across a broad end-user base, with no
significant exposure to any individual customer.

Gerdau's financial profile has been somewhat aggressive due to
the company's very active acquisition strategy, but credit
measures are currently very strong for the rating category given
the cash windfalls being enjoyed by the steel sector at large.
Market conditions have been drastically slowing down in the U.S.
and Europe, signaling that downward pressure can hit both
profitability and cash generation prospects in the short term.
As it is focused on commodity types of steel, Gerdau may face
downward pressure on margins as well, as market conditions in
Brazil are also relatively weak.  Even so, we expect Gerdau to
sustain adequate profitability and cash flow protection measures
given three main factors: strengthened cost competitive export
capabilities should help the company weather domestic downturns
in Brazil; operating improvement at recent acquired assets,
larger scale, synergy and best-practice gains, as well as a
relatively more concentrated industry environment for Gerdau
Ameristeel should allow for stronger results; and broader
geographic diversification, with the company's strong foothold
both in South and North America (more or less in 50-50
proportion) should permit Gerdau to benefit from different
regional demand patterns, also contributing to margin and cash
flow stability.  As of Dec. 31, 2005, the company reported funds
from operations to total debt, total debt to EBITDA, and EBITDA
interest coverage of 52%, 1.5x, and 10.5x, respectively (which
compares with 40%, 2.4x, and 6.6x as averages in the past five
years, respectively).

We believe Gerdau will maintain a prudent approach to
acquisitions, but leverage spikes may occur from time to time,
which may put some pressure on the company's credit profile if
market conditions suddenly and simultaneously shift unfavorably.
In January 2006, Gerdau acquired a 40% stake in Corporación
Sidenor S.A. (unrated) for Euro 183 million. Sidenor is a
specialty steel maker incorporated in Spain that controls Acos
Villares S.A. (National Scale: brA/Stable/--) in Brazil.  While
we see this transaction as positive for Gerdau's business
profile in the long term, the acquisition did not have any
immediate impact on the ratings.

Gerdau's current liquidity is very strong.  The company holds
cash reserves of US$2.3 billion as of December 2005,
strengthened with $600 million in perpetual bonds issued in
November 2005.  Approximately US$414 million of these cash
reserves are at Gerdau Ameristeel and the rest are available
elsewhere in the organization to service the parent company's
obligations.  Exposure to short-term debt maturities has been
dramatically reduced, and the current debt amortization schedule
is smooth: debt maturities in 2006 amount to approximately
US$569 million and are followed by a level of US$300 million of
debt amortizations each of the next three years.  Those compare
with FFO of US$1.6 billion and free operating cash flow of $863
million in 2005.

With significant capital expenditures projected for the next
three years (totaling US$3.2 billion through 2007), Gerdau might
well reduce FOCF to weaker levels in the medium term, but cash
liquidity and long-term credit financing already secured for
some of the projects under implementation grant the company some
additional comfort to manage organic growth.  While Gerdau does
not count on committed credit facilities, the perpetual notes
issuance helped strengthen Gerdau's short-term liquidity and
overall capital structure with a longer debt duration, providing
it with some additional flexibility to manage investments in the
near term.

The stable outlook reflects our expectations of prudent debt
management and acquisition policy in the future.  Gerdau's
credit measures are substantially strong today as a result of
the strong performance of the steel industry worldwide, but we
see fundamental improvement in both Gerdau's business and
financial profiles that should be preserved under a less
favorable environment.  We expect market conditions in Brazil to
gradually recover from last year's weak performance, boding well
for cash flows in the short term.  In the medium term, while we
believe Gerdau's credit ratios may well decline from current
levels, we still expect them to remain adequate for the rating.
As such, we see Gerdau's through-the-cycle funds from operations
to total debt, total debt to EBITDA, and EBITDA interest
coverage ratios hovering in the range of about 30%-40%, 1.5x-
2.0x, and 5.0x-10x, respectively.  In a severe downcycle either
in Brazil or worldwide, we would not expect these ratios to be
any weaker than 20%, 3.0x, and 4.0x, respectively.

Aggressive M&A activity or expansion of Gerdau's current capital
expenditures plans could put downward pressure on the ratings or
trigger a lowering of the ratings or an outlook revision to
negative. While upside potential is somewhat limited in the near
term given the company's growth strategy, a positive ratings
action or outlook revision could be predicated on larger
synergetic gains in North America, performance enhancements in
Brazil, and evidence of commitment with target financial ratios
that are more conservative than the current ones.


PETROLEO BRASILEIRO: Wants Hydrated Ethanol Production Halted
-------------------------------------------------------------
Petroleo Brasileiro aka Petrobras is siding with Brazilian
ethanol producers in stopping the production of hydrated
ethanol, news service Agencia Estado reports.  Both wanted to
open up markets for anhydrous fuel ethanol in Brazil and abroad.

According to Business News Americas, producers and Petrobras
said that Brazil could manufacture only anhydrous ethanol for
mixing with gasoline and for use in ethanol-driven cars.

Hydrated ethanol, Business News states, contains a 7 % mixture
of water and ethanol.  It is currently used in Brazil as fuel.
About 16% of Brazil's 23 million vehicle fleet runs on hydrated
ethanol.  Anhydrous ethanol, on the other hand, is used as mixer
in gasoline, which by law is 20% ethanol and 80% gasoline.

Agencia Estado relates that the increase in prices due to the
removal of water from hydrated ethanol would allow it to be
traded on the Sao Paulo futures and commodities exchange BM&F --
which trades only anhydrous ethanol.  The product would also be
easier to export.

Brazil is emerging from an ethanol supply crisis due to a recent
boost in domestic and international demand for fuel ethanol,
Business News reports.

Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro
S.A. aka Petrobras was founded in 1953.  The company explores,
produces, refines, transports, markets, distributes oil and
natural gas and power to various wholesale customers and retail
distributors in the country.

                        *    *    *

Petroleo Brasileiro SA's long-term corporate family rating is
rate Ba3 by Moody's and its foreign currency long-term debt is
rated BB- by Fitch.

                        *    *    *

Fitch assigns these ratings to Petroleo Brasileiro's senior
unsecured notes:

  Maturity Date           Amount        Rate       Ratings
  ______________          ______        ____       _____
  April  1, 2008        $400,000,000    9%          BB-
  July   2, 2013        $750,000,000    9.125%      BB-
  Sept. 15, 2014        $650,000,000    7.75%       BB-
  Dec.  10, 2018        $750,000,000    8.375%      BB-


SABESP: Posts 12.7% Growth in 2005 Net Sales
--------------------------------------------
SABESP -- Companhia De Saneamento Basico do Estado de Sao Paulo
-- saw a 12.7% increase in its net sales in 2005, Business News
Americas reports.  The sales amounted to BRL4.95 billion while
operating profit reached BRL1.24 billion -- up 50.8%.

Sabesp, according to Business News, said that gross revenue had
a 15.4% boost, reaching BRL5.36 billion.  The company attributed
the growth to a recovery in retail and wholesale consumption,
the migration of customers to a higher rate bracket and to the
total 9.32% rate adjustment in 2005.

Despite the 64.2% substantial increase in COFINS/PASEP expenses
due to changes in the duty's rate and calculation basis as of
September 2004, annual net income jumped by 68.7% from BRL513.0
million, in 2004, to BRL865.6 million.  Part of this increase
was due to the 11.8% appreciation of the Real in 2005, versus
8.1% the year before, but the hefty 66.2% rise in net income
from operating results greatly contributed to this outcome.

ROE -- return on equity -- increased from 6.5% to 10.2%, while
ROA aka return on assets climbed from 7.9% to 9.7%.

EBITDA in 2005 totaled BRL2,285.6 million -- BRL359.1 million
more than that of 2004 -- due to expressive growth in revenues
versus costs.

Sabesp plans to invest US$1.3 billion to expand water and
sanitation services through 2008.  The expansion of services
will benefit an additional 1.2 million people with water supply
and 2.9 million with sanitation service, Business News reports.

                          *     *     *

As reported in the Troubled Company Reporter on Oct. 3, 2005,
Standard & Poor's Ratings Services assigned a 'BB-/Stable/--'
corporate credit rating to Companhia de Saneamento Basico do
Estado de Sao Paulo aka Sabesp.


* BRAZIL: S&P Says Finance Minister Leaving Won't Affect Ratings
----------------------------------------------------------------
Standard & Poor's Ratings Services said that the resignation of
Mr. Antonio Palocci, the finance minister of the Federative
Republic of Brazil, does not affect the country's sovereign
credit ratings.

"Minister Palocci's resignation does not hurt Brazil's credit
rating or change the underlying economic policies or conditions
in the country," said Standard & Poor's credit analyst Lisa
Schineller.  "The sovereign ratings reflect a broad view of
Brazil and its government.  Finance Minister Palocci's policies
embodied prudence but, in our view, this was government policy
and not the minister's personal strategy," she added.

Ms. Schineller noted that the recent improvements in Brazil's
sovereign ratings reflect a consistent macroeconomic framework
that includes a floating exchange-rate regime as well as
inflation and fiscal consolidation strategies.

"This policy framework has bolstered the sovereign's fiscal
performance and we expect that it will be followed by his
successor," she concluded.

Standard & Poor's raised its long-term sovereign credit ratings
on Brazil on Feb. 28, 2006.  The long-term foreign currency
rating was raised to 'BB' from 'BB-', and the long-term local
currency rating was raised 'BB+' from 'BB'.  At the same time,
Standard & Poor's raised its national scale credit rating on
Brazil to 'brAA+' from 'brAA'.  In addition, Standard & Poor's
affirmed its 'B' short-term foreign and local currency sovereign
credit ratings on the republic.  The outlook is stable.



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


KINGSLAND INVESTMENTS: Deadline for Claims Filing Is on April 6
---------------------------------------------------------------
Creditors of Kingsland Investments Limited, which is being
voluntarily wound up, are required to present proofs of claim on
or before April 6, 2006, to Buchanan Limited, the company's
liquidators.

Kingsland Investments Limited started liquidating assets on Feb.
23, 2006.

Creditors must send their full names, addresses, descriptions,
the full particulars of their debts or claims and the names and
addresses of their solicitors (if any) to the liquidator.
Failure to do so will exclude them from receiving the benefit of
any distribution that the company will make.

The voluntary liquidator can be reached at:

            Attention: Francine Jennings
            Buchanan Limited
            P.O. Box 1170, George Town
            Grand Cayman, Cayman Islands
            Telephone: (345) 949-0355
            Facsimile: (345) 949-0360


KOVER LIMITED: Creditors Must File Proofs of Claim by April 6
-------------------------------------------------------------
Creditors of Kover Limited are required to submit particulars of
their debts or claims on or before April 6, 2006, to Glen
Trenouth of BDO Tortuga, the company's appointed liquidators.
Failure to do so will exclude them from receiving the benefit of
any distribution that the company will make.

Kover Limited started liquidating assets on Jan. 9, 2006.

Creditors must send their full names, addresses, descriptions,
the full particulars of their debts or claims and the names and
addresses of their solicitors (if any) to the liquidator.

The liquidator can be reached at:

         Glen Trenouth
         P.O. Box 31118 SMB
         Grand Cayman, Cayman Islands
         Telephone: (345) 943 8800
         Facsimile: (345) 943 8801


LILFORD LIMITED: Creditors Claim Filing Deadline Is March 30
------------------------------------------------------------
Creditors of Lilford Limited, which is being voluntarily wound
up, are required on or before March 30, 2006, to present proofs
of claim to UBS Bridge Trustees (Jersey) Limited, the company's
voluntary liquidator.

Creditors must send their full names, addresses, descriptions,
the full particulars of their debts or claims and the names and
addresses of their solicitors (if any) to the liquidator.

Lilford Limited started winding up process on Feb. 16, 2006.

The voluntary liquidator can be reached at:

             Attention: Richard D. Fear
             UBS Bridge Trustees (Jersey) Limited
             Charles Adams, Ritchie & Duckworth
             P.O. Box 709, George Town
             Zephyr House, Mary Street
             Grand Cayman, Cayman Islands
             Phone: 949-4544
             Fax: 949-8460


LK LIMITED: Sets April 6 Proofs of Claim Filing Deadline
--------------------------------------------------------
Creditors of LK Limited are required to submit particulars of
their debts or claims on or before April 6, 2006, to Buchanan
Limited, the company's appointed liquidators.  Failure to do so
will exclude them from receiving the benefit of any distribution
that the company will make.

LK Limited started liquidating assets on Feb. 23, 2006.

The liquidator can be reached at:

             Attention: Francine Jennings
             Buchanan Limited
             P.O. Box 1170, George Town
             Grand Cayman, Cayman Islands
             Telephone: (345) 949-0355
             Facsimile: (345) 949-0360


UNIVEST MULTI-STRATEGY: Sets April 25 Deadline for Filing Claims
----------------------------------------------------------------
Creditors of Univest Multi-Strategy Fund II, Ltd., are required
to submit particulars of their debts or claims on or before
April 25, 2006, to Simon Whicker, the company's appointed
liquidator.  Failure to do so will exclude them from receiving
the benefit of any distribution that the company will make.

The creditors of the company are required to send in their
names, addresses, the particulars of their debts or claims in
the Prescribed Proof of Debt Form and the names and addresses of
their attorneys-at-law (if any) to Mr. Whicker.  The joint
official liquidator may require the creditors to prove their
claims personally or through their attorneys at the time and
place that the liquidator will specify.

The joint official liquidator can be reached at:

         Attention: Russell Crumpler
         Simon Whicker
         P.O. Box 493, George Town
         Grand Cayman, Cayman Islands
         Telephone: 345-914 4377
         Facsimile: 345-949 7164


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


* COLOMBIA: Telecoms Sector Needs US$19 Billion for Development
---------------------------------------------------------------
Colombia's telecommunication sector needs 43 trillion pesos
(US$19.1 billion) over the next 15 years in order to become a
useful tool to other industries, Business News Americas reports.

Communications minister Martha Pinto highlighted the need for
8.7 trillion pesos for fixed line networks, 26 trillion pesos
for mobile telephony and 2.3 trillion pesos for broadband, local
daily La Republica quoted a statement released by the telecom
agency.

The ministry believes 59% of these resources could come from the
private sector, 11% from the communications fund and 22% from
the private sector, including telecoms regulator CRT, Business
News says.

Ms. Pinto's goal is to reach Colombia's bicentenary in 2019 with
60% mobile penetration, compared to 33% today, and 20% fixed
line penetration.  The ministry also aims for 60% internet
penetration compared to today's 1.2%, Business News relates.

                        *    *    *

On May 30, 2005, Fitch Ratings has affirmed Colombia's ratings
as:

      -- Long-term foreign currency 'BB';
      -- Country ceiling 'BB';
      -- Local currency 'BBB-';
      -- Short-term 'B'.

Fitch said the Rating Outlook is Stable.


===============
H O N D U R A S
===============


* HONDURAS: Miners Concerned Over Reform Bill Delay
---------------------------------------------------
Honduras' mining sector is concerned over delays in congress to
discuss and pass the new mining reform bill, national mining
association president Gabino Carvajal told Business News
Americas.

As a result of the delay, the natural resources and environment
ministry extended an agreement suspending open-pit mining
concessions until the bill is passed, Mr. Carvajal informed
Business News.

"This negatively affects new investments because investors are
waiting for approval of reforms, and a new and clear government
policy, and we have neither," Mr. Carvajal added.

According to Mr. Carvajal, the delay is caused by President
Manuel Zelaya's administration being new, coupled with its lack
of mining sector experience.

ANMH is defining strategies to generate a change of opinion
among authorities through presentations to explain the mining
sector, Mr. Carvajal disclosed to Business News.

"We want to show the mining sector in a different light to that
showed by environmental NGOs, which are the only ones
authorities have listened to and who do not tell the whole
truth," Mr. Carvajal said.

Business News says that the association will also present a
study on mining business responsibility, explaining that mining
operations carried out by companies are not the same as small-
scale miners.

                        *    *    *

Moody's Investor Service assigned these ratings on Honduras:

                     Rating      Rating Date
                     ------      -----------
   Senior Unsecured    B2       Sept. 29, 1998
   Long Term IDR       B2       Sept. 29, 1998


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


KAISER ALUMINUM: Law Debenture Appeals Subordination Decision
-------------------------------------------------------------
Law Debenture Trust Company of New York is the trustee under an
Indenture dated February 1, 1993, pursuant to which Kaiser
Aluminum & Chemical Corporation issued certain notes.

Law Debenture Trust Company of New York amended its notice of
appeal filed with the Bankruptcy Court.

Specifically, Law Debenture notifies the Bankruptcy Court that
it will take an appeal to the U.S. District Court for the
District of Delaware from Judge Judith K. Fitzgerald's:

    (1) order and memorandum decision overruling the Plan
        Objections of Law Debenture and Liverpool Limited
        Partnership; and

    (2) order granting Law Debenture's request for
        reconsideration and overruling the Plan Objection.

Law Debenture wants the District Court to review whether the
Bankruptcy Court:

    -- erred in broadly construing subordination provisions of
       the 1993 public indenture so as to include guarantees
       issued by Kaiser subsidiary companies, ignoring the plain
       language of the 1993 public indenture;

    -- erred in considering extrinsic evidence to construe the
       plain language of the 1993 public indenture's
       subordination provisions; and

    -- erred in broadly construing the subordination provisions
       of the 1993 public indenture so as to subordinate the
       fees and expenses of the 1993 Indenture Trustee.

                      Liverpool Appeals

Liverpool Limited Partnership is a holder of the 12-3/4% and
9-7/8% notes issued by Kaiser Aluminum & Chemical Corporation
and guaranteed by certain of the other Debtors.

Liverpool notifies the Bankruptcy Court that it will take an
appeal to the U.S. District Court for the District of Delaware
from Judge Fitzgerald's Order overruling the Plan objections of
Law Debenture Trust Company of New York and Liverpool and the
accompanying Memorandum Decision.

Liverpool wants the District Court to review whether the
Bankruptcy Court:

    (1) erred in broadly construing the subordination provisions
        of the indenture that govern the 12-3/4% notes issued by
        KACC in 1993, so as to include guarantees issued by
        Alpart Jamaica, Inc., Kaiser Jamaica Corporation, Kaiser
        Alumina Australia Corporation and Kaiser Finance
        Corporation; and

    (2) erred in considering extrinsic evidence to construe the
        plain language of the 1993 Indenture's subordination
        provisions.

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corporation -- http://www.kaiseraluminum.com/-- is a leading
producer of fabricated aluminum products for aerospace and high-
strength, general engineering, automotive, and custom industrial
applications.  The Company filed for chapter 11 protection on
February 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold
off a number of its commodity businesses during course of its
cases.  Corinne Ball, Esq., at Jones Day, represents the Debtors
in their restructuring efforts.  On June 30, 2004, the Debtors
listed $1.619 billion in assets and $3.396 billion in debts.
(Kaiser Bankruptcy News, Issue No. 91; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


* JAMAICA: Government Declares 15% Cut in Cement Import Duty
------------------------------------------------------------
The Jamaican government has lowered the import duty on cement,
the Jamaica Observer reports.  Cement importers will be able to
bring cement into the country until the end of August at a lower
duty of 15%.

Importing under the reduced duty needs clearance from the Trade
Board and the Ministry of Finance for each shipment.

In November 2004, the import duty on cement was increased from
15% to 41% to protect the local cement manufacturer, Carib
Cement, which is investing billions of dollars to improve its
plant, the Observer relates.

As a result of the increased duty, Carib Cement was able to
monopolize the market.

Meanwhile, Carib Cement won't be allowed to import cement.  It
will however, be allowed to receive two shipments already on
their way to the country.  Those imports will add to the 29,953
tonnes of cement brought into the island by the local
manufacturer since December 2005, as part of the 40,000 tonnes
it had committed to import.

The import became necessary, according to Carib Cement, because
of production shortfall caused by torrential rains and flooding
in October, the Observer relates.

Carib Cement's imports, and its recent 12.5% price increase,
drew fire from the construction industry, with some in the
sector pressing the government to relax the duty on imports by
other players.

Carib Cement recently faced a setback after revelations that it
had to recall 500 tons of its own cement that exhibited low
hardening quality.

Company representatives told reporters that with the lowering of
duty, Carib Cement is ready to defend its market.

                        *    *    *

On Feb. 23, 2006, Moody's put its B rating on Jamaica.

"The outlook for all ratings is stable, reflecting a balance
between ongoing efforts at fiscal consolidation and the
vulnerability of the country to external shocks," Moody's said.

The agency points to Jamaica's strengths as a commitment to
fiscal discipline, proven ability to face severe shocks and
comparatively low external Government debt ratios.

Among the challenges which Jamaica faces, according to the
rating agency, is a closely managed exchange rate that is
subject to severe recurrent pressures and a large public sector
debt burden with growing exposure to international capital
markets.

The agency notes that the economy as well as the fiscal and
external positions remain sensitive to external and domestic
shocks. It further observes that, "they remain supported by the
Government's commitment to return to a balanced budget position
and by a constitutional provision mandating debt-service
payments as the first expenditure priority."

Moody's, which influences the behaviour of international
institutional investors, says despite Jamaica's recent adverse
external developments and a downturn in the local business
sentiment, "confidence in the medium-term programme and in the
ability of the policymakers has remained somewhat intact, as
evidenced by the relative stability of the foreign exchange
market, notwithstanding some bouts of pressure."


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


BALLY TOTAL: Seeks Default Waivers from Senior Noteholders
----------------------------------------------------------
Bally Total Fitness announced it will be seeking waivers of
defaults from holders of its:

        -- 10-1/2% Senior Notes due 2011 and
        -- 9-7/8% Senior Subordinated Notes due 2007

under the indentures governing the notes through a consent
solicitation process.

These defaults resulted from the Company's recently announced
failure to file its financial statements for the year ended
December 31, 2005, with the Securities and Exchange Commission.
Bally will also seek a waiver to extend the time for filing its
financial statements for the quarters ended March 31 and June
30, 2006.  Bally currently expects to commence the consent
solicitation process on or about March 27, 2006.

Holders of approximately 53% of the senior subordinated notes
have already entered into agreements with Bally to consent to
the requested waivers.  These holders include:

        -- Tennenbaum Capital Partners, LLC, the largest holder
           of senior subordinated notes, and

        -- entities affiliated with Pardus Capital Management,
           LLC and Everest Capital Limited, large Bally
           shareholders that also own senior subordinated notes.

These noteholders have also agreed, subject to certain
exceptions, to vote unregistered Bally shares received in the
consent solicitation in favor of a transaction that may result
from Bally's strategic process and approved by Bally's Board of
Directors.

Bally also announced it will seek a waiver from the lenders
under its $275 million senior secured credit facility of the
requirement to deliver audited financial statements by March 31,
2006.

"We are pleased to have been able to reach a quick and amicable
solution with holders of a majority of our senior subordinated
notes and look forward to getting similar waivers from our
senior noteholders and our senior secured lenders," said Paul
Toback, Chairman, President and CEO of Bally Total Fitness.
"Resolving these covenant issues will allow us to focus our
attention on completing our financial statements and moving
forward with our strategic process."

The form of consideration to be paid to consenting noteholders
will be $10.00 in cash or 4.4444 unregistered shares of Bally
common stock, in each case per $1,000 principal amount of notes,
at the consenting party's option and subject to compliance with
applicable securities laws. The senior subordinated noteholders
that have already agreed to consent have elected to receive
their consent fee in stock.  If all noteholders were to elect to
receive unregistered common stock, the Company would issue a
maximum of 2,377,754 unregistered shares of common stock.  The
Company currently has approximately 38.5 million common shares
outstanding.  Consenting lenders under the senior secured credit
facility will receive consent fees in cash.

Bally currently anticipates selling common stock to certain
institutional holders to finance the payment of cash consent
fees and related expenses.  Further details will be announced
when the consent process formally commences.  Bally anticipates
that the senior secured credit facility default waivers will be
completed by March 31, 2006, and the indenture default waivers
will be completed on or before April 14, 2006.

As previously disclosed, Bally's failure to file its financial
reports with the SEC is due principally to the delay until
November 30, 2005, in completing the audit of the 2004 financial
statements and the restatements of prior periods.  This
contributed to difficulties in updating legacy systems and
delays in the Company completing the required testing and
management's assessment of the Company's internal controls as
required by Section 404 of the Sarbanes-Oxley Act of 2002. Under
the proposed lender and bondholder default waivers, Bally's 2005
10-K would be required to be filed no later than July 10, 2006,
though the Company anticipates completing the audit process and
filing before that time.  The waivers would also permit a delay
in filing Bally's 10-Q reports for the quarters ended March 31
and June 30, 2006, for up to 60 days.

Although the filing and delivery delay constitutes a default
under the indentures, it does not result in an event of default
or acceleration without the delivery to Bally of a default
notice from the trustee or holders of at least 25% in the
aggregate principal amount of either series of notes and the
expiration of a 30-day cure period thereafter. No such notices
have been received to date.  Bally's senior secured credit
facility provides for a cross-default 10 days after delivery to
Bally of a default notice under either of the indentures, a
provision that Bally is asking the lenders to extend.
Notwithstanding Bally's intention to seek waivers, no assurance
can be given that an event of default under the indentures or
senior credit facility will not occur in the future.

                     About Bally Total

Bally Total Fitness -- http://www.ballyfitness.com/-- is the
largest and only U.S. commercial operator of fitness centers,
with approximately four million members and 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.  With an estimated 150
million annual visits to its clubs, Bally offers a unique
platform for distribution of a wide range of products and
services targeted to active, fitness-conscious adult consumers.

                        *    *    *

As reported in the Troubled Company Reporter on March 17, 2006,
Standard & Poor's Ratings Services held its ratings on Chicago-
based Bally Total Fitness Holding Corp., including the 'CCC'
corporate credit rating, on CreditWatch with developing
implications, where they were placed on Dec. 2, 2005.

The CreditWatch update follows Bally's announcement that it will
not meet the March 16, 2006, deadline for filing its annual
report on SEC Form 10-K for the year ending Dec. 31, 2005.
Bally currently anticipates filing its 2005 10-K in April 2006.

Bally's ratings were originally placed on CreditWatch on Aug. 8,
2005, following the commencement of a 10-day period after which
an event of default would have occurred under the Company's $275
million secured credit agreement's cross-default provision and
the debt would have become immediately due and payable.
Subsequently, Bally entered into a consent with lenders to
extend the 10-day period until Aug. 31, 2005.  Prior to Aug. 31,
the company received consents from its bondholders extending its
waiver of default to Nov. 30, 2005.


GRUPO GIGANTE: Fitch Assigns BB Rating on US$250M Notes Offering
----------------------------------------------------------------
Fitch Ratings has assigned a rating of 'BB' to Grupo Gigante
S.A. de C.V.'s proposed offering of senior notes due 2016 up to
US$250 million.  Proceeds from the offering will be used to
prepay existing debt.  The Rating Outlook is Stable.

The rating is supported by the company's business position in
the Mexican food retail market, a multiple-format store strategy
that allows Gigante to reach a wide customer base, and
geographic diversity. The rating is constrained by the company's
financial profile and declining store traffic and same store
sales trend.  Gigante is the fourth largest supermarket chain in
Mexico based on revenue, with approximately 10% market share and
the second largest store network.

Over the past several years, the Mexican retail market has
become increasingly competitive since Wal-Mart de Mexico entered
the market with its aggressive low pricing sales approach.  In
response to market trends, during 2005 Gigante implemented
several strategic initiatives designed to improve its long-term
competitive position in face of these challenges.  The company
redefined its commercial strategy and introduced a store-
remodeling program, shifted its pricing strategy from high/low
to 'Everyday low price', closed underperforming units and
implemented a company-wide integrated information technology
system.  The company is also seeking to increase distribution
efficiency by expanding its network of regional distribution
centers.

Fitch expects that the recent operating initiatives will help
reverse the negative trend in same store sales experienced by
the company over the past several years.  Same store sales
declined by 3.4% during 2004 and by 6.4% during 2005.  These
figures compare unfavorably with declines of 0.7% and 2.4%
respectively for the supermarket sector as a whole, according to
ANTAD-Asociacion Nacional de Tiendas de Autoservicio y
Departamentales; excluding Walmex.  The decrease in same store
sales has been primarily the result of a drop in customer
attendance and increased competition.  In 2005, EBITDA, EBITDAR
and profit margins, which had grown in 2003 and 2004, were
affected by the execution of the new strategic measures,
including non-recurrent charges related to the closing of non-
productive stores, headcount reductions and disruptions from the
implementation of SAP.  The creation in 2004 of a supply
purchasing consortium, Sinergia, by Gigante, Soriana and
Comercial Mexicana; Walmex's largest retail competitors, has
helped reduce inventory costs while allowing these companies to
better compete with Walmex's pricing.  The new strategic
initiatives along with stronger purchasing power, should allow
the company to improve efficiency and profit margins within a
highly competitive industry.

Leverage is moderately high and consistent with the 'BB' rating
category.  Credit ratios slightly improved from 2002 to 2004 due
to higher EBITDA, but deteriorated in 2005 due to the
implementation of the new strategies.  At Dec. 31, 2005, the
ratio of total adjusted debt, including off-balance-sheet debt
related to operating leases, to EBITDAR was 4.1 times and the
ratio of EBITDAR/interest expense plus rents was 1.7x.  The
senior notes are not guaranteed by Gigante USA and the company's
joint ventures with Radio Shack and Office Depot.   Excluding
these operating companies, total adjusted debt-to-EBITDAR at
Dec. 31, 2005 reached 4.5x and the ratio of EBITDAR/interest
expense plus rents was 1.6x.  Credit protection measures should
gradually improve over the next few years and become more solid
within the rating category as the strategic initiatives
undertaken by the company during the past year begin to reap
benefits.

At Dec. 31, 2005 the company had US$263 million of on-balance-
sheet debt, the majority of it bank debt.  The senior notes due
2016 will refinance existing debt and extend the maturity
profile.  At Dec. 31, 2005 the company had adequate liquidity
with US$51 million of cash and marketable securities.

The company owns approximately 52% of its retail store sales
floor.  Capital expenditures, which totaled US$74 million in
2004 and US$124 million in 2005, have been financed with
internally generated cash.  In 2006, capital expenditures are
budgeted to reach approximately US$90 million and will primarily
fund the opening of three supermarkets and eight restaurants and
the remodeling of 21 supermarkets and two restaurants.  The
company expects to fund capital investments with internally
generated cash flow, thereby maintaining debt levels stable.

Gigante is the fourth largest supermarket chain in Mexico, with
revenues of US$2.9 billion in 2005.  At Dec. 31, 2005, the
company had presence in more than 85 cities and 32 states in
Mexico.  It also had smaller retail operations in the USA and
Central America.  In Mexico, Gigante operates 266 self-service
stores that mainly sell groceries, perishables, clothing and
general merchandise under four formats: Gigante, Bodega Gigante,
Super Gigante and SuperPrecio.  Each format is targeted to a
different socioeconomic segment.  In the United States, Gigante
operates the format Gigante USA with nine stores located in Los
Angeles, California.  The company also operates a chain of 57
family style restaurants and has joint ventures with Office
Depot with 116 stores and Radio Shack with 129 stores.


GRUPO IUSACELL: Extends Launching of Exchange Offer to April 19
---------------------------------------------------------------
Grupo Iusacell, S.A. de C.V. has extended the time for the
launching of the exchange offer and consent solicitation for the
amendment of certain terms and conditions of the US$350 million
14.25% notes due in 2006 aka the Existing Notes and the waiver
of certain events under the notes, all of which is intended to
be done to implement the agreements in principle reached with
those creditors and previously announced.  The launching was
agreed with the majority of the holders of the company's
Existing Notes.

Iusacell currently contemplates launching the exchange offer and
consent solicitation on or before April 19, 2006.

Headquartered in Mexico City, Mexico, Grupo Iusacell, S.A. de
C.V. (Iusacell, BMV: CEL) is a wireless cellular and PCS service
provider in Mexico with a national footprint.  Independent of
the negotiations towards the restructuring of its debt, Iusacell
reinforces its commitment with customers, employees and
suppliers and guarantees the highest quality standards in its
daily operations offering more and better voice communication
and data services through state-of-the-art technology, including
its new 3G network, throughout all of the regions in which it
operate.

As of Dec. 31, 2005, Grupo Iusacell's stockholders' deficit
widened to Ps$2,076,000,000 from a deficit of Ps$1,187,000,000
at Dec. 31, 2004.


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


* Peru: In Talks with Chile on Economic Complementation Pact
------------------------------------------------------------
Chile and Peru began another round of negotiations on Economic
Complementation Agreement, and discussed in particular cross-
border services and investments, according to a report from
Xinhuanet.

Authorities of both nations hope to transform the ACE into a
full-blown free trade agreement.

Chile's delegation is led by Carlos Furche, director of
international economic relations of the Foreign Ministry.
Peru's delegation is headed by Pablo de la Flor, deputy minister
for overseas commerce, Xinhuanet reports.

Under the economic agreement, trade volume between the two
nations increased 2.8-fold from US$454 million in 1997 to nearly
US$1.8 billion in 2005, with Peru registering a trade surplus of
US$298.5 million last year, Xinhuanet reports.

Chile's private sector estimates exports to amount to US$900
million, 24.1 percent higher than US$725 million in 2005.

                        *    *    *

Fitch Ratings assigns these ratings on Peru:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     BB      Nov. 18, 2004
   Long Term IDR       BB      Dec. 14, 2005
   Short Term IDR      B       Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating      BB+     Dec. 14, 2005


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


AOL LATIN: Files Monthly Operating Report for February 2006
-----------------------------------------------------------
On March 21, 2006, America Online Latin America, Inc., and its
debtor-affiliates, filed their monthly operating report for the
month ended February 2006, with the United States Bankruptcy
Court for the District of Delaware.

For the month ending Feb. 28, 2006, the Company's Income
Statement shows:
                                                  Net Income/
                                      Revenue     (Net Loss)
                                      -------     -----------
America Online Latin                       $0              $8
America, Inc.

AOL Latin America Management,         $25,000       ($722,002)
LLC

AOL Puerto Rico Management            $64,307       ($110,656)
Services, Inc.

America Online Caribbean Basin,      $910,540        $441,620
Inc.

At Feb. 28, 2006, the Company's balance sheet shows:

                America Online Latin America, Inc.
                __________________________________

      Current Assets                        $17,403,172
      Total Assets                          611,240,972
      Current Liabilities                     6,130,621
      Total Liabilities                     166,130,621
      Total Stockholders' Equity          [$445,110,351]


                AOL Latin America Management, LLC
                _________________________________

      Current Assets                        $13,266,400
      Total Assets                           13,319,167
      Current Liabilities                    27,152,695
      Total Liabilities                      27,152,695
      Total Stockholders' Deficit          ($13,833,528)


             AOL Puerto Rico Management Services, Inc.
             _________________________________________

      Current Assets                              ($266)
      Total Assets                              114,800
      Current Liabilities                     6,543,235
      Total Liabilities                       6,557,160
      Total Stockholders' Deficit          [($6,442,360)]


               America Online Caribbean Basin, Inc.
               ____________________________________

      Current Assets                        $19,915,795
      Total Assets                           19,936,120
      Current Liabilities                    (1,289,295)
      Total Liabilities                      (1,289,295)
      Total Stockholders' Equity           [$21,225,415]

A full-text copy of America Online Latin America, Inc., and its
debtor-affiliates' Monthly Operating Report for the month ended
Feb. 28, 2006, is available at no charge at:

         http://researcharchives.com/t/s?6e2

Headquartered in Fort Lauderdale, Florida, America Online
LatinAmerica, Inc. -- http://www.aola.com/-- offers AOL-branded
Internet service in Argentina, Brazil, Mexico, and Puerto Rico,
as well as localized content and online shopping over its
proprietary network.  Principal shareholders in AOLA are
Cisneros Group, one of Latin America's largest media firms,
Brazil's Banco Itau, and Time Warner, through America Online.
The Company and its debtor-affiliates filed for Chapter 11
protection on June 24, 2005 (Bankr. D. Del. Case No. 05-11778).
Pauline K. Morgan, Esq., and Edmon L. Morton, Esq., at Young
Conaway Stargatt & Taylor, LLP and Douglas P. Bartner, Esq., at
Shearman & Sterling LLP represent the Debtors in their
restructuring efforts.  When the Debtors filed for protection
from their creditors, they listed total assets of $28,500,000
and total debts of $181,774,000.


MUSICLAND HOLDING: Court Approves $122M Asset Bid by Trans World
----------------------------------------------------------------
Trans World Entertainment Corporation (Nasdaq: TWMC) reported
that the U.S. Bankruptcy Court for the Southern District of New
York has approved the Company's bid to acquire substantially all
of the assets of Musicland Holding Corp.

Musicland filed a voluntary petition to restructure under
Chapter 11 of the United States Bankruptcy Code in January 2006.
The transaction is scheduled to close on March 27, 2006 and
represents total consideration of $104.2 million in cash and
$18.1 million in assumed liabilities.

"We are pleased that the Bankruptcy Court has approved our
purchase of Musicland's assets and look forward to quickly and
efficiently integrating the acquired stores into the Trans World
chain," Robert J. Higgins, Chairman And Chief Executive Officer
of Trans World Entertainment, said.  "This acquisition will
increase our national footprint providing important operational
and marketing synergies and we believe the acquisition will be
accretive to our 2006 results.  We also expect to leverage
Musicland's investments in its Replay customer loyalty program
that has become a model in customer relationship management for
its millions of Replay members across the country."

                 About Trans World Entertainment

Trans World Entertainment is a leading specialty retailer of
music, video and video game products. The Company operates
approximately 800 retail stores in 46 states, the District of
Columbia, the U.S. Virgin Islands, Puerto Rico and e-commerce
sites, http://www.fye.com,http://www.coconuts.com,
http://www.wherehouse.comand http://www.secondspin.com. In
addition to its mall locations, operated primarily under the FYE
brand, the Company also operates freestanding locations under
the names Coconuts Music and Movies, Strawberries Music,
Wherehouse, CD World, Spec's, Second Spin and Planet Music.

                  About Musicland Holding

Headquartered in New York, New York, Musicland Holding Corp., is
a specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  When the Debtors filed for
protection from their creditors, they estimated more than $100
million in assets and debts.


MUSICLAND HOLDING: Gets Court Nod to Conduct Rule 2004 Probe
------------------------------------------------------------
As reported in the Troubled Company Reporter on Mar. 9, 2006,
the Official Committee of Unsecured Creditors sought the U.S.
Bankruptcy Court for the Southern District of New York's
permission, pursuant to Rules 2004 and 9016 of the Federal Rules
of Bankruptcy Procedure, to conduct examinations of and obtain
documents from certain persons and entities including, without
limitation:

    (a) certain present and former members of Musicland Holding
        Corp. and its debtor-affiliates' senior management and
        boards of directors;

    (b) certain officers and directors of Sun Music LLC, the
        controlling stockholder of the Debtors, and each of its
        owners, Sun Capital Partners III, LP, and Sun Capital
        Partners III, QP, LP;

    (c) the Trade Lien Creditors, certain trade creditors of the
        Debtors which allege a second priority security interest
        in the Debtors' inventory;

    (d) Best Buy Co., Inc., the prior owner of the Debtors until
        Aug. 11, 2003; and

    (e) Harris Bank N.A., a lender, which had advanced
        approximately $25,000,000 to the Debtors under an excess
        inventory line of credit, that was guaranteed by the Sun
        Entities and was repaid prior to its maturity shortly
        before the Petition Date.

                      Trade Committee Objects

Richard S. Toder, Esq., at Morgan, Lewis & Bockius LLP, in New
York City, argues that the Creditors Committee's request for a
Rule 2004 Exam is unreasonably cumulative, duplicative and
obtainable from the a less burdensome source -- the Debtors.

The discovery sought by the Creditors Committee is extremely
broad in scope, Mr. Toder adds.  The Rule 2004 Exam Motion also
contains no limit as to the number of individuals from whom the
Creditors Committee wishes to take discovery, and no time period
for that examination.

The Creditors Committee already has taken substantial discovery
in its objection to the DIP Motion, which uniformly established
that there was no wrongful conduct by any of the Secured Trade
Vendors, Mr. Toder maintains.

Thus, the Trade Committee asks the Court to deny the Creditors
Committee's request and require the Creditors Committee to seek
the necessary discovery from the Debtors.

                       *     *     *

Judge Bernstein authorizes the Official Committee of Unsecured
Creditors to:

    a. issue subpoenas, seeking the production of documents from
       each of the Examinees, except the Trade Lien Creditors;

    b. undertake the oral examination of the Examinees, except
       the Trade Lien Creditors; and

    c. serve a copy of the order on the Examinees and their
       counsel.

                   About Musicland Holding

Headquartered in New York, New York, Musicland Holding Corp., is
a specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  When the Debtors filed for
protection from their creditors, they estimated more than $100
million in assets and debts.  (Musicland Bankruptcy News, Issue
No. 7; Bankruptcy Creditors' Service, Inc., 215/945-7000)


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


* URUGUAY: IMF Approves US$123.6 Million Disbursement
-----------------------------------------------------
Uruguay will receive SDR85.8 million (US$123.6 million) from the
International Monetary Fund after completing a third-year review
by the agency's Executive Board.

The country has a Stand-By Arrangement with the IMF for SDR766.3
million (US$1.1 billion).

In completing the review, the Board granted a waiver for the
non-observance of the performance criterion on the submission to
Congress of a comprehensive tax reform bill, in view of the
brief delay in submission.

In commenting on the Board review, Mr. Agustín Carstens, Deputy
Managing Director and Acting Chair, said:

"Uruguay's performance under the Stand-By Arrangement continues
to exceed expectations.  Strong economic policies and a
supportive external environment have contributed to rapid
growth, low inflation, a strengthened external position, and an
improved debt structure, and the outlook is for continued strong
performance in 2006.  Nevertheless, macroeconomic
vulnerabilities remain and will require continued momentum in
policy reform.

"The overperformance on fiscal policy is particularly welcomed,
as it demonstrates the authorities' commitment to prudent fiscal
policy.  The ongoing efforts to strengthen tax administration
and the recently submitted tax reform will be important to
ensure that this continues.  It is intended to establish an
adjustor to the program's fiscal targets of a small margin to
make room for additional, high-quality infrastructure
investment, which should help to promote private investment and
stimulate growth.

"Monetary policy has successfully contained inflation in the low
single digits.  The central bank's focus on building reserves
and achieving the program's inflation objective is well placed,
and appropriate exchange rate flexibility should be maintained.
Incipient inflationary pressures need to be monitored carefully,
and it will be important that the authorities follow up on their
commitment to adjust policies as necessary to safeguard their
objective of further lowering inflation. The recent
establishment of a debt management office is welcomed.

"Financial sector reforms are progressing as envisaged.  The
recently adopted restructuring plan for the ailing housing bank
BHU should help to ensure sound new mortgage lending and
minimize fiscal costs, while the recently intervened cooperative
COFAC is being transformed into a new, financially sound,
institution.  The draft financial sector legislation submitted
to congress in December, once approved, should also reduce
financial sector vulnerabilities and improve the policy
framework of the central bank.

"Continued strong macroeconomic polices and further progress
with structural reforms will lay the basis for a lasting exit
from Fund financial support, increase the economy's resilience
to shocks, and raise Uruguay's growth prospects.  Measures to
improve the investment climate and enhance productivity will be
particularly important.  Also, Uruguay should continue to take
advantage of favorable external conditions to further improve
its debt structure," Mr. Carstens said.

                *    *    *

Fitch Ratings assigns these ratings on Uruguay:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     BB-      Mar. 7, 2005
   Long Term IDR       B+      Dec. 14, 2005
   Short Term IDR      B       Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating      BB-      Mar. 7, 2005


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


PDVSA: Three Foreign Oil Firms Return Smaller Oil Fields
--------------------------------------------------------
International oil firms Teikoku, Repsol YPF and Perenco are
letting go of some of their smaller Venezuelan oil fields
instead of becoming minority partners with the country's state
oil firm  -- Petroleos de Venezuela S.A., El Universal reported.

"Between six and eight fields will be returned," said PdVSA
Director Eulogio del Pino in an interview with the paper.

Director del Pino mentioned the Guarico East, Guarico West and
Pedernales fields as among those that will be returned.  None of
these fields produce over 5,000 barrels a day, El Universal
related.

PDVSA will take over operations at the fields that are returned
and reimburse the companies for investments they made in the
fields that were previously approved.  However, PDVSA will not
pay back operating expenses and other costs, according to the
same article.

PDVSA is Venezuela's state oil company in charge of the
development of the petroleum, petrochemical and coal industry,
as well as planning, coordinating, supervising and controlling
the operational activities of its divisions, both in Venezuela
and abroad.

                        *    *    *

On Jan. 23, 2005, Fitch Ratings upgraded the local and foreign
currency ratings of Petroleos de Venezuela S.A. aka PDVSA to
'BB-' from 'B+'.  The rating of PDVSA's export receivable future
flow securitization, PDVSA Finance Ltd, was also upgraded to
'BB+' from 'BB'.  In addition, Fitch has assigned PDVSA a
'AAA(ven)' national scale rating.  The Rating Outlook is Stable.
Both rating actions follow Fitch's November 2005 upgrade of
Venezuela's sovereign rating.


* VENEZUELA: Cutting 60% of Drilling Areas Under New Ventures
-------------------------------------------------------------
Venezuela's Oil Minister Rafael Ramirez said in reports that
drilling regions that were originally included in 32 operating
contracts won by private oil firms in the 1990s will be cut by
60% under new guidelines passed to Congress this week.

Under the revised guidelines, drilling areas that originally
covered 40,000 square kilometers will be reduced to 14,500
square kilometers because most of the areas have not been
developed.

"Although these are areas with extraordinary prospects, we
believe that 14,500 kilometers is sufficient for the business
plan that we have with the mixed companies," Minister Ramirez
was quoted by Dow Jones Newswires as saying.

Some of the companies that are directly involved by the proposal
include:

   -- Brazil's Petrobras,
   -- Spanish-Argentine Repsol YPF,
   -- Chevron Corporation, and
   -- France's Total.

As previously reported, private oil companies signed preliminary
agreements last year to migrate all 32 existing operating
agreements in the country to new joint ventures controlled by
PDVSA, which will have an average 60% stake in all new joint
venture contracts.  The 32
fields previously under operating agreements are now under a
transition scheme controlled by special "transitional technical
committees" to guarantee their normal operations and transition
to the new contract model.

The operating agreements run by 22 companies will be reduced to
19 JVs controlled by PDVSA.

Moreover, PDVSA will promote natural gas licensing rounds to
develop the 25,500 square kilometers that will be returned to
it.

"A lot of these areas have large quantities of gas reserves,"
added Mr. Ramirez.

The "mixed company" guidelines include a minimum fiscal
contribution equaling 50% of net revenue.  The companies will
have to pay the difference if a 50% income tax, a 30% royalty,
and an additional 3.3% royalty for social projects are less than
half of the value of the oil produced by each partnership, Mr.
Ramirez said.  The 32 fields will be grouped into 20 separate
companies.

The private firms operating the fields have suspended the
drilling programs.  Mr. Eulogio Del Pino, the director of PDVSA,
disclosed that production is currently at 460,00 barrels a day
for the 32 fields, but has the possibility of reaching 600,000
barrels a day after PDVSA takes control of the operations.

The original contracts were made under a previous, business-
friendly administration, during three licensing rounds in the
1990s.  However, the Chavez administration accuses the previous
terms of infringing national law by charging preferential tax
rates.

Overhauling the contract is part of PDVSA's program to gain more
control over private oil operations and increase the state's
revenue from current oil output.

Venezuela is the fourth largest supplier of U.S. oil imports and
a founding member of OPEC.  Dow Jones Newswire reported PDVSA
saying the country produces 3.2 million barrels of oil a day,
while private estimates indicate production at around 2.6
million barrels a day.

                        *    *    *

Venezuela's foreign currency long-term debt is rated B2 by
Moody's, B+ by Standard & Poor's, and BB- by Fitch.

                        *    *    *

On Nov. 29, 2005, Fitch Ratings assigned expected 'BB-' ratings
to the pending issues of Venezuelan government bonds maturing
Feb. 26, 2016, and Dec. 9, 2020.  The 2016 bond has a 5.75%
fixed
coupon and the 2020 bond has a 6% fixed coupon.  The bonds are
being marketed in Venezuela to be purchased in local currency
at the official exchange rate but under New York law, with all
coupon and principal payments in U.S. dollars.

Venezuela's sovereign ratings are supported by superior
international liquidity and low external financing
requirements relative to similarly rated sovereigns.  The
ratings are constrained by vulnerability to external shocks
because of oil dependency; diminished capacity of the private
sector to absorb shocks because of heavy government
intervention in the productive sector; recent spending
increases that reduce fiscal flexibility; and concerns about
the rule of law and potential political instability.  Fitch said
the Rating Outlook is Stable.


* VENEZUELA: Pres. Says Petrochem Sector Will be World Leader
-------------------------------------------------------------
President Hugo Chavez declared during a swearing-in ceremony of
members to state owned petrochemical firm, Pequiven, that
Venezuela will become world leader in the petrochemicals
industry, the Associated Press reports.

President Chavez has said that production of petrochemicals will
be sharply increased in the next several years.  In line with
the president's remarks, state petrochemical firm  --
Corporacion Petroquimica de Venezuela SA -- president Saul
Ameliach announced a plan to increase output from 11.5 million
metric tons to 32 million tons per year by 2012.

Pequiven disclosed investments amounting to US$5.4 billion in 22
petrochemical projects, including plant construction and
upgrade.

President Chavez believes the country can manufacture its own
petrochemicals, from fertilizers to plastics.  He said Pequiven
aims to increase its earnings from US$1.2 billion to US$12
billion within six years.

The president also raised the idea of a South American
petrochemical project, like his proposed South American gas
pipeline project that is being participated with governments
friendly with the nation.

Venezuela's foreign currency long-term debt is rated B2 by
Moody's, B+ by Standard & Poor's, and BB- by Fitch.

                        *    *    *

On Nov. 29, 2005, Fitch Ratings assigned expected 'BB-' ratings
to the pending issues of Venezuelan government bonds maturing
Feb. 26, 2016, and Dec. 9, 2020.  The 2016 bond has a 5.75%
fixed coupon and the 2020 bond has a 6% fixed coupon.  The bonds
are being marketed in Venezuela to be purchased in local
currency at the official exchange rate but under New York law,
with all coupon and principal payments in U.S. dollars.

Venezuela's sovereign ratings are supported by superior
international liquidity and low external financing
requirements relative to similarly rated sovereigns.  The
ratings are constrained by vulnerability to external shocks
because of oil dependency; diminished capacity of the private
sector to absorb shocks because of heavy government
intervention in the productive sector; recent spending
increases that reduce fiscal flexibility; and concerns about
the rule of law and potential political instability.  Fitch said
the Rating Outlook is Stable.


                        ***********


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

Troubled Company Reporter - Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Lyndsey Resnick, Marjorie C. Sabijon and Sheryl
Joy P. Olano, Stella Mae Hechanova, Editors.

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.

Information contained herein is obtained from sources believed
to be reliable, but is not guaranteed.

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delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are $25 each.  For subscription
information, contact Christopher Beard at 240/629-3300.


          * * * End of Transmission * * *