TCRLA_Public/060406.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

          Thursday, April 6, 2006, Vol. 7, Issue 69

                            Headlines

A R G E N T I N A

WELCOME SOCIEDAD: Claims Verification Deadline Is April 11
WORKSUR S.R.L.: Trustee Stops Accepting Claims on April 19

* Argentina & Uruguay Don't Want Mercosur Intervention on Spat
* ARGENTINA: Terminales Rio de la Plata May Get IFC US$45M Loan

B E R M U D A

AP INDEMNITY: Creditors Must File Proofs of Claim by April 14
INTELSAT LTD: Delays Fourth Quarter 2005 Earnings Release
MAN CONVERTIBLE: Liquidator Stops Accepting Claims by April 14
MAN-QUINTET: Creditors Must File Proofs of Claim by April 14
MONTPELIER RE: Names C. Harris as Chief Underwriting Officer

B O L I V I A

BANCO BISA: Moody's Assigns E Bank Financial Strength Rating
BANCO GANADERO: Moody's Lifts Rating on Long-Term Deposits to B3
BISA LEASING: Moody's Assigns B3 Rating on Currencies

* BOLIVIA: Hydrocarbons Chamber Don't Want Assets Expropriated

B R A Z I L

CSN: Releases 2005 Annual Financial Results
CVRD: Nominates Tito Botelho Martins as New Executive Director
ELETROBRAS: Six Subsidiaries Report Financial Results for 2005
PETROLEO BRASILEIRO: Considers US$200M Regasification Project
SANLUIS CORPORACION: Fitch Affirms CCC+ Rating on Senior Notes

TELEMAR: Developing Wi-Mesh Wireless Pilot Project in Tiradentes

* BRAZIL: Fitch to Discuss Sovereign Ratings Outlook Today

C A Y M A N   I S L A N D S

OLD SOUTH: Liquidator to Present Wind Up Accounts on April 7
OSCAR FUNDING: Extraordinary Final Meeting Set for April 7
PINSTRIPE I: Shareholders Final General Meeting Set for Today
RAB COMMODITY: Holds Shareholders' Final Meeting on April 7
SUNSET BOULEVARD: Holds Final General Meeting Today

TRAINER WORTHAM I: Shareholders' Final Meeting Set for Today
VOLTAIRE FUND: Shareholders' Final Meeting Set for Today

C H I L E

LE MANS DESARROLLO: Regulator Rejects Vida Accion Social Bid

C O L O M B I A

BANCO DE BOGOTA: Merging Operations with Megabanco
COLOMBIA TELECOMUNICACIONES: Has Two Bidders in April 7 Auction

* COLOMBIA: Will Begin Talks on Free-Trade Accord

D O M I N I C A N   R E P U B L I C

TRICOM SA: In Talks with Creditors to Restructure Balance Sheet

* DOMINICAN REPUBLIC: Faces US$2.7 Billion Payment for Bonds

E C U A D O R

* ECUADOR: Private Firms Say New Oil Law May Cut Investments

E L   S A L V A D O R

* EL SALVADOR: Will Begin Talks on Free-Trade Accord

G U A T E M A L A

BANCO INDUSTRIAL: Plans to Buy All Shares in Banco de Occidente

H O N D U R A S

* HONDURAS: UAE Businessmen Plans Oil Refinery Investment
* HONDURAS: Will Begin Talks on Free-Trade Accord

M E X I C O

ALMACENADORA ACCEL: Moody's Affirms B1 LT Local Currency Rating
GENERAL MOTORS: S&P Holds B Corp. Credit Rating on Neg. Watch
PRIDE INTERNATIONAL: Obtains Waiver Until June 30 of 10-K Filing
URBI DESARROLLOS: S&P Puts BB Rating on US$150M Notes Due 2016

N I C A R A G U A

* NICARAGUA: IDB Includes BANCENTRO Under Financing Program

P A N A M A

KANSAS CITY SOUTHERN: Delays Filing of 2005 Annual Reports
KANSAS CITY SOUTHERN: Late Filing Cues S&P to Watch Ratings

P U E R T O   R I C O

MUSICLAND HOLDING: Incurs US$57.3 Million Net Loss in Feb. 2006

U R U G U A Y

* Argentina & Uruguay Don't Want Mercosur Intervention on Spat

* URUGUAY: Joining Proposed US$20 Billion Natural Gas Pipeline
* URUGUAY: Saves US$24 Million Through Prepayment of Bank Debts

V E N E Z U E L A

CITGO: Board Appoints Frank Gygax as New Chief Operating Officer
PDVSA: PDV Gas Spends US$2.5 Bil. to Expand Methane Gas Network

* VENEZUELA: Minister Wants Contract Termination Clause Amended


                            - - - - -

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


WELCOME SOCIEDAD: Claims Verification Deadline Is April 11
----------------------------------------------------------
The verification of creditors' claims for the Welcome Sociedad
de Hecho de Picchioni Jose, Perini Carlos y Perini Eduardo
reorganization will end on April 11, 2006, states Infobae.  

Pedro Arreceygor, the court-appointed trustee tasked with
examining the claims, will submit the validation results as
individual reports on the verified claims.  The trustee will
also present a general report on the case in court.  

Infobae did not state the dates for the submission of the
reports.

A court based in Lomas de Zamora handles the company's
reorganization case.

The trustee can be reached at:

         Pedro Arreceygor
         Araoz 446
         Banfield, Partido de Lomas de Zamora
         Buenos Aires, Argentina


WORKSUR S.R.L.: Trustee Stops Accepting Claims on April 19
----------------------------------------------------------
Lidia Graciela Bugge, trustee appointed by a court based in
Neuquen for the bankruptcy of Worksur S.R.L., will no longer
entertain claims that are submitted after April 19, 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 6, 2006.  The submission of the general report on
the case will follow on Aug. 3, 2006.

The debtor can be reached at:

         Worksur S.R.L.
         Rivadavia 86
         Ciudad de Neuquen
         Neuquen, Argentina

The trustee can be reached at:

         Lidia Graciela Bugge
         Sargento Cabral 546
         Ciudad de Neuquen
         Neuquen, Argentina


* Argentina & Uruguay Don't Want Mercosur Intervention on Spat
--------------------------------------------------------------
Argentine Foreign Minister Jorge Taina was quoted by Dow Jones
Newswires as saying during a press conference that intervention
by neighboring countries is not needed in the Argentina-Uruguay
dispute.

The two countries are at odds over the construction of two pulp
mills along their border.  Argentine environmetalists protest
that the mills will cause pollution.  Uruguay, on the other
hand, asserts that the mills will strictly follow environmental
safety protocol and won't cause harm to anybody.

A study by the International Finance Corp., the World Bank's
private equity arm, which is providing financing for the $1.86
billion pair of projects, released the findings of its own
environmental impact study in December 2005 and found that there
would be no impact on aquatic or recreational use of the river
from the plants' discharges.

Minister Taina stressed that the dispute is bilateral and
doesn't require help from the member countries of the Southern
Cone Common Market -- Mercosur.  Mercosur was founded by Brazil,
Argentina, Uruguay and Paraguay and recently admitted Venezuela
to its ranks.

The plants are being built by Oy Metsa-Botnia AB, a consortium
consisting of Finnish companies M-Real Oyj, UPM-Kymmene Oyj, and
Metsaliitto Cooperative, and Spain's Grupo Empresarial ENCE SA.

                        *    *    *

Fitch Ratings assigns these ratings on Argentina:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     RD      Dec. 14, 2005
   Long Term IDR       B       Dec. 14, 2005
   Short Term IDR      B-      Jun.  3, 2005
   Local Currency
   Long Term Issuer
   Default Rating      B       Jun.  3, 2005

                        *    *    *

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


* ARGENTINA: Terminales Rio de la Plata May Get IFC US$45M Loan
---------------------------------------------------------------
The International Finance Corporation may grant loans totaling
US$45 million to Terminales Rio de la Plata, operator of
Argentina's Buenos Aires port.  The loan will finance the firm's
2006-2007 investment program and refinance debt, according to
information on the IFC website.

TRP's investment program includes the acquisition of one ship-
to-shore crane, additional container yard cranes and other
equipment, as well as relocation of an existing ship-to-shore
crane, demolition of a warehouse and the installation of more
reefer plugs, Business News Americas reports.

"The total project cost is estimated at US$98.5 million. The
proposed IFC investment comprises an A loan of US$35 million,
for IFC's own account, and a syndicated B loan of US$10 million,
for the account of participant banks," according to the IFC
report.

The IFC, the private sector arm of the World Bank, is
tentatively scheduled to make a decision on the proposed
transaction on April 21, 2006.  The IFC has initially concluded
that the proposed project meets applicable WB/IFC environment
and social policies and guidelines assuming successful
implementation of agreed measures to mitigate social and
environmental impacts.

Business News relates that TRP operates an international
container facility in Buenos Aires under a 25-year concession.  
It runs terminals 1, 2 and 3 of the port's five terminals.  The
company's initial concession only covered terminals 1 and 2, but
in 2000, TRP acquired Terminales Portuarias Argentinas, which
previously operated terminal 3.

TRP is owned 53.1% by P&O Australia Ports, 39.4% by the AIG-GE
Capital Latin American Infrastructure Fund, 5.0% by Mitsui & Co
and 2.5% by FMO.

                        *    *    *

Fitch Ratings assigns these ratings on Argentina:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     RD      Dec. 14, 2005
   Long Term IDR       B       Dec. 14, 2005
   Short Term IDR      B-      Jun.  3, 2005
   Local Currency
   Long Term Issuer
   Default Rating      B       Jun.  3, 2005


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


AP INDEMNITY: Creditors Must File Proofs of Claim by April 14
-------------------------------------------------------------
AP Indemnity Ltd.'s creditors are required by April 14, 2006, to
prove their claims to Robin J. Mayor, the company's liquidator,
or be excluded from receiving any distribution or payment that
the company will make.

Creditors are required to send by the said date their full
names, addresses, descriptions, the full particulars of their
debts or claims, and the names and addresses of their lawyers,
if any, to Mr. Mayor.

A final general meeting will be held at the office of the
liquidator on May 5, 2006, at 9:30 a.m., or as soon as
possible at the offices of Messrs. Conyers Dill & Pearman.

The meeting will be held for the purposes of:

   -- receiving an account laid before them showing the manner
      in which the winding-up of the company has been conducted
      and its property disposed of and of hearing any
      explanation that may be given by the Liquidator;

   -- by resolution determining the manner in which the books,
      accounts and documents of the company and of the
      Liquidator will be disposed of; and

   -- by resolution dissolving the company.

AP Indemnity Ltd. entered voluntary liquidation on March 28,
2006.

The liquidator can be reached at:

          Robin J. Mayor
          Messrs. Conyers Dill & Pearman
          Clarendon House, Church Street
          Hamilton, HM DX, Bermuda


INTELSAT LTD: Delays Fourth Quarter 2005 Earnings Release
---------------------------------------------------------
Intelsat, Ltd., delayed its fourth quarter and full year 2005
earnings release and conference call, currently scheduled for
March 30, 2006.  The company said that it requires additional
time to complete its reporting process.

The company also said that it currently does not expect that it
will be able to file its Annual Report on Form 10-K for the year
ended Dec. 31, 2005, with the SEC by its regular filing deadline
of March 31, 2006.

Intelsat will reschedule its conference call regarding fourth
quarter and year-end results when the company has made a final
determination regarding its filing timeline.  

Intelsat, Ltd., offers telephony, corporate network, video and
Internet solutions around the globe via capacity on 25
geosynchronous satellites in prime orbital locations.  Customers
in approximately 200 countries rely on Intelsat's global
satellite, teleport and fiber network for high-quality
connections, global reach and reliability.

                         *     *     *

As reported in the Troubled Company Reporter on Sept. 1, 2005,
Moody's Investors Service has affirmed Intelsat, Ltd.'s ratings
and changed the outlook for all ratings to developing from
negative following the company's announcement that it is
acquiring PanAmSat for $3.2 billion plus the assumption of
PanAmSat's debt ($3.2 billion).  The transaction, which Moody's
expects to be largely, if not entirely, financed with new debt,
would significantly increase Intelsat's pro forma leverage
thereby increasing credit risk for Intelsat debt holders and
pressuring the rating downwards.  Therefore, Moody's anticipates
placing all ratings on review for possible downgrade or lowering
the ratings once the timing and structure of the transaction and
resolution of regulatory review becomes more certain.

Moody's has affirmed these ratings:

  Intelsat:

     * Corporate family rating -- B2
     * $400 Million 5.25% Global notes due in 2008 -- Caa1
     * $600 Million 7.625% Sr. Notes due in 2012 -- Caa1
     * $700 Million 6.5% Global Notes due in 2013 -- Caa1

  Intelsat Subsidiary Holding Company Ltd.:

     * $300 Million Sr. Secured Revolver due in 2011 -- B1
     * $350 Million Sr. Secured T/L B due in 2011 -- B1
     * $1 Billion Sr. Floating Rate Notes due in 2012 -- B2
     * $875 Million Sr. 8.25% Notes due in 2013 -- B2
     * $675 Million Sr. 8.625% Notes due in 2015 -- B2

  Intelsat (Bermuda) Ltd.:

     * $478.7 Million Sr. Unsecured Discount Notes due 2015 --
       B3

Moody's has changed the outlook to developing from negative.

                        *    *    *

As reported in the Troubled Company Reporter on March 9, 2006,
Standard & Poor's Ratings Services assigned a 'BB-' rating on
Bermuda's telecommunications company Intelsat Ltd.  The outlook
is placed at negative.

A total of 636 entities appeared at risk globally of potential
downgrades as of Feb. 22, 2006, compared with 620 in mid-
January.  Almost 87% of those at risk of downgrades were located
either in the US or Europe.


MAN CONVERTIBLE: Liquidator Stops Accepting Claims by April 14
--------------------------------------------------------------
Man Convertible Bond Master Fund Limited's liquidator -- Beverly
Mathias -- will no longer accepting proofs of claims from
creditors after April 14, 2006.  Creditors with unverified
claims will be excluded from receiving any distribution or
payment that the company will make.
  
A final general meeting will be held at the office of the
liquidator on May 5, 2006, at 9:30 a.m., or as soon as
possible at:

          Argonaut Limited
          Argonaut House, 5 Park Road
          Hamilton HM O9, Bermuda

The meeting will be held for the purposes of:

   -- receiving an account laid before them showing the manner
      in which the winding-up of the company has been conducted
      and its property disposed of and of hearing any
      explanation that may be given by the Liquidator;

   -- by resolution determining the manner in which the books,
      accounts and documents of the company and of the
      Liquidator will be disposed of; and

   -- by resolution dissolving the company.

The company began liquidating assets on March 29, 2006.

The liquidator can be reached at Argonaut Limited.


MAN-QUINTET: Creditors Must File Proofs of Claim by April 14
------------------------------------------------------------
Creditors of Man-Quintet Fund Limited are given until April 14,
2006, to prove their claims to Beverly Mathias, the company's
liquidator, or be excluded from receiving any distribution or
payment that the company will make.

Creditors are required to send by the said date their full
names, addresses, descriptions, the full particulars of their
debts or claims, and the names and addresses of their lawyers,
if any, to Ms. Mathias.

A final general meeting will be held at the office of the
liquidator on May 5, 2006, at 9:30 a.m., or as soon as
possible at:

          Argonaut Limited
          Argonaut House, 5 Park Road
          Hamilton HM O9, Bermuda

The meeting will be held for the purposes of:

   -- receiving an account laid before them showing the manner
      in which the winding-up of the company has been conducted
      and its property disposed of and of hearing any
      explanation that may be given by the Liquidator;

   -- by resolution determining the manner in which the books,
      accounts and documents of the company and of the
      Liquidator will be disposed of; and

   -- by resolution dissolving the company.

The company began liquidating assets on Feb. 20, 2006.


MONTPELIER RE: Names C. Harris as Chief Underwriting Officer
------------------------------------------------------------
Montpelier Re Holdings Ltd. (NYSE: MRH) has appointed
Christopher L. Harris as Chief Underwriting & Risk Officer of
the Company and of Montpelier Reinsurance Ltd., subject to the
approval of the Bermuda Department of Immigration.  

C. Russell Fletcher III, formerly Chief Underwriting Officer, is
retiring from the Company.

Chris Harris received a Bachelor of Science in Mathematics from
the University of North Texas and is a Fellow of the Casualty
Actuarial Society, a Chartered Property and Casualty
Underwriter, and a Chartered Financial Analyst.  He joined
Montpelier Re from Allianz Risk Transfer, where he was Chief
Actuary North America.  Previously, he ran the actuarial
consulting practice for KPMG Bermuda, and his experience
includes both consulting and operational roles in the insurance
and reinsurance fields.

Anthony Taylor, Chairman and Chief Executive said, "Chris
possesses a unique combination of underwriting and actuarial
skills that are an ideal match for the changing demands of the
CUO role in today's fast evolving environment.  I would like to
record the Company's gratitude to Russ for his great
contribution to the founding of Montpelier and his leadership of
the underwriting team."

Headquartered in Bermuda, Montpelier Re Holdings Ltd., through
its operating subsidiary Montpelier Reinsurance Ltd., is a
premier provider of global property and casualty reinsurance and
insurance products. During the year ended December 31, 2005,
Montpelier underwrote US$978.7 million in gross premiums
written.  Shareholders' equity at December 31, 2005 was US$1.1
billion.  

                        *    *    *

On Jan. 4, 2006, Moody's Investors Service assigned Ba1 rating
on Montpelier Re Holdings Ltd.'s subordinated shelf and Ba2 on
preferred shelf.  Moody's said the outlook for the ratings is
stable.


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


BANCO BISA: Moody's Assigns E Bank Financial Strength Rating
------------------------------------------------------------
Moody's Investors Service assigned first-time ratings to Banco
Bisa S.A.  These are:

   -- bank financial strength rating of E,
   -- global local-currency deposit rating of B2, and
   -- Bolivian national scale deposit rating of Aa2.bo.

Moody's also assigned long- and short-term foreign-currency
deposit ratings of Caa1 and Not Prime, respectively, as well as
an A2.bo national scale foreign-currency deposit rating.  The
outlook on all is stable.

Moody's noted that the E bank financial strength rating reflects
Bisa's still-weak asset quality and modest profitability, both
of which are pressured by a difficult operating environment.  
Bisa went under a major management and business restructuring in
2004, which also included a revamping of its risk-management
processes and architecture.

Global local-currency deposit ratings indicate the relative
credit risk of banks on a globally comparable basis.  The rating
assigned to Banco Bisa reflects the banks' financial strength as
well as the relative importance of its deposit franchise within
the Bolivian financial system, and its importance to its
controlling financial group, Grupo Bisa.  These factors are
among the main considerations in Moody's analysis of the
predictability of institutional support for local-currency
deposit obligations.  Moody's also explained that ratings in
local currency do not incorporate the convertibility and
transferability risks related to the foreign currency and,
therefore, they may be higher than that of the foreign currency.

The foreign currency deposit ratings are constrained by the
country ceilings for foreign currency deposits in Bolivia, which
are Caa1 and Not Prime.

National scale ratings in Bolivia, which carry the identifier of
".bo", rank the likelihood of credit loss on local and foreign
currency obligations of issuers in a particular country relative
to other domestic issuers.  The national scale ratings are
intended for domestic use only and are not globally comparable.  
Moody's national scale ratings are not opinions on absolute
default risks; therefore, in countries with overall low credit
quality, even highly rated credits on the national scale may be
susceptible to default.

Headquartered in La Paz, Bolivia, Banco Bisa S.A., is a bank
holding company, with subsidiaries in the leasing, insurance,
warrant and brokerage sectors, among others.  As of December
2005, it was the fifth bank in terms of deposits with Bs 2,894
million and 11.9% of market share.  The bank serves large and
medium companies, providing a wide array of credit and financial
products and services, but it is limited by a largely developing
retail franchise.

The following ratings were assigned to Banco Bisa:

   -- Bank financial strength rating: E -- Stable outlook,

   -- Long-Term Local Currency Deposit Rating: B2 -- Stable
      outlook,

   -- Long-Term Foreign Currency Deposit Rating: Caa1 -- Stable
      outlook,

   -- Short-Term Foreign Currency Deposit Rating: Not Prime with
      stable outlook,

   -- National Scale Rating for Local Currency Deposit: Aa2.bo
      with stable outlook, and

   -- National Scale Rating for Foreign Currency Deposit: A2.bo
      with Stable outlook.


BANCO GANADERO: Moody's Lifts Rating on Long-Term Deposits to B3
----------------------------------------------------------------
Moody's Investors Service upgraded the long-term global local-
currency deposit ratings of Banco Mercantil S.A. and Banco
Nacional de Bolivia S.A. to B2 from Caa1; and the national scale
rating for local currency deposits to Aa2.bo from A1.bo and
A2.bo respectively.  Moody's also upgraded the local currency
deposit ratings of Banco Ganadero S.A. to B3 from Caa2 on the
global scale and to Aa3.bo from Baa2.bo on the national scale.  
All ratings have a stable outlook.

Additionally, Moody's upgraded the national scale rating for
foreign currency deposits of Banco Nacional de Bolivia to A1.bo
from A2.bo and of Banco Ganadero to Baa1.bo from Baa2.bo.  These
ratings carry a stable outlook.

All other ratings assigned to Banco Nacional, Banco Mercantil
and Banco Ganadero remain unchanged.

Moody's VP-Senior Analyst Andrea Manavella explained that the
upgrade on the local currency ratings reflects the marginally
lower risk in the Bolivian system, which is resultant from the
gradual reduction of dollarization levels for bank deposits.  
Such a trend makes it marginally easier for the monetary
authorities to support these banks in a situation of stress.  As
of December 2005, foreign currency deposits represented 81.2%.  
of total deposits in the system, whereas in December 2003, they
represented 90.5%.

Global local-currency deposit ratings indicate the relative
credit risk of banks on a globally comparable basis.  The global
local-currency deposit ratings for the Bolivian banks reflect
the banks' financial strength as well as the relative importance
of the banks' deposit franchises within the Bolivian financial
system and their ownership characteristics.  These factors are
among the main considerations in Moody's analysis of the
predictability of institutional support for local currency
deposit obligations.  Moody's also explained that ratings in
local currency do not take into account the convertibility and
transferability risks related to the foreign currency ;
therefore, these ratings may be higher than those in foreign
currency.

"The upgrade of these banks' global local currency ratings
resulted in the upgrade of national scale deposit ratings, as
those are largely derived from global local currency ratings",
said Manavella.  "Moreover", the analyst noted, "gradual
improvements in the financial performance of Banco Nacional de
Bolivia and Banco Ganadero also explain the changes in their
national scale ratings in foreign currency".

National scale ratings for Bolivian banks, which carry the
identifier of ".bo", rank the likelihood of credit loss on local
and foreign currency obligations of issuers in a particular
country relative to other domestic issuers.  The national scale
ratings are intended for domestic use only and are not globally
comparable.  Moody's national scale ratings are not opinions on
absolute default risks; therefore, in countries with overall low
credit quality, even highly rated credits on the national scale
may be susceptible to default.

Headquartered in La Paz, Bolivia, Banco Nacional de Bolivia
S.A., is a universal bank formed in 1872.  Owned by the Bedoya
and Saavedra Groups, BNB had, as of December 2005, assets worth
Bs 5,437 million and private sector deposits up to Bs 4,560
million, which represented 18.8% of the market.

Banco Ganadero S.A. is a multiple commercial bank, owned and
controlled by the Monasterio group, an industrial and stock-
breeding group in Santa Cruz.  Banco Ganadero is Bolivia's
eighth- largest bank in terms of private sector deposits, with
Bs 1.192 million, and holds 5.2% market share as of December
2005.

Banco Mercantil S.A., based in La Paz, is a multiple commercial
bank owned in its majority by the Zuazo family.  The bank owns
an important branch network and as of December 2005, assets
worth Bs 4,514 million and private sector deposits worth Bs
3,714 million.

These ratings were upgraded:

    Issuer: Banco Nacional de Bolivia S.A.

    * Long-Term Global Local-Currency Deposits: upgraded to B2
      from Caa1- Stable outlook
    * National Scale Rating for Local Currency Deposits:
      upgraded to Aa2.bo from A2.bo - Stable outlook
    * National Scale Rating for Foreign Currency Deposits:
      upgraded to A1.bo from A2.bo - Stable outlook

    Issuer: Banco Ganadero S.A.

    * Long-Term Global Local-Currency Deposits: upgraded to B3
      from Caa2 - Stable outlook
    * National Scale Rating for Local Currency Deposits:
      upgraded to Aa3.bo from Baa2.bo - Stable outlook
    * National Scale Rating for Foreign Currency Deposits:
      upgraded to Baa1.bo from Baa2.bo - Stable outlook

    Issuer: Banco Mercantil S.A.

    * Long-Term Global Local-Currency Deposits: upgraded to B2
      from Caa1 - Stable outlook
    * National Scale Rating for Local Currency Deposits:
      upgraded to Aa2.bo from A1.bo - Stable outlook

These ratings were not affected:

   Issuer: Banco Nacional de Bolivia S.A.

   * Long-Term Global Foreign-Currency Deposits: Caa1 - Stable
     outlook
   * Short-Term Global Foreign-Currency Deposits: NP - Stable
     outlook
   * Bank Financial Strength Rating: E - Stable outlook

   Issuer: Banco Ganadero S.A.

   * Long-Term Global Foreign-Currency Deposits: Caa2 - Stable
     outlook
   * Short-Term Global Foreign-Currency Deposits: NP - Stable
     outlook
   * Bank Financial Strength Rating: E - Stable outlook

   Issuer: Banco Mercantil S.A.

   * Long-Term Global Foreign-Currency Deposits: Caa1 - Stable
     outlook
   * Short-Term Global Foreign-Currency Deposits: NP - Stable
     outlook
   * National Scale Rating for Foreign Currency Deposits: A1.bo
     - Stable outlook
   * Bank Financial Strength Rating: E - Stable outlook


BISA LEASING: Moody's Assigns B3 Rating on Currencies
-----------------------------------------------------
Moody's Investor services assigned first-time global long-term
foreign- and local-currency debt ratings to Bisa Leasing S.A. of
B3.  In addition, Moody's assigned Bolivian national scale
foreign- and local-currency debt ratings of Aa3.bo.  The
outlooks on these ratings are also stable.

The ratings assigned to Bisa Leasing S.A. reflect the importance
of its franchise as the only operating leasing company in the
Bolivian market. The ratings also incorporate Bisa Leasing's
consistently positive operating performance as well as its
conservative risk management.

National scale ratings in Bolivia, which carry the identifier of
".bo", rank the likelihood of credit loss on local and foreign
currency obligations of issuers in a particular country relative
to other domestic issuers. The national scale ratings are
intended for domestic use only and are not globally comparable.
Moody's national scale ratings are not opinions on absolute
default risks; therefore, in countries with overall low credit
quality, even highly rated credits on the national scale may be
susceptible to default.

Bisa Leasing S.A., part of the Bisa financial group, is a
pioneer in the leasing market in Bolivia.  Headquartered in La
Paz, the company had Bs150.5 million in assets as of December
2005.

These ratings were assigned to Bisa Leasing S.A.:

   -- Long-Term Foreign Currency Debt Rating: B3 -- stable
      outlook;

   -- National Scale Rating for Foreign Currency Debt: Aa3.bo
      with stable outlook;

   -- Long-Term Local Currency Debt Rating: B3 with stable
      outlook; and

   -- National Scale Rating for Local Currency Debt: Aa3.bo with       
      stable outlook.


* BOLIVIA: Hydrocarbons Chamber Don't Want Assets Expropriated
--------------------------------------------------------------
Bolivia's oil and gas producers -- the Hydrocarbons Chamber
-- ask the country's government not to expropriate assets from
private companies under its nationalization program.

Bolivian President Evo Morales declared that he would issue a
decree to nationalize Bolivia's oil and gas industry by July 12.

"We hope that such a process will occur without an expropriation
that could disturb the development of the industry," the chamber
said in a release.

The Hydrocarbons Chamber also represents foreign firms, such as
Brazil's state-run oil firm Petroleo Brasileiro SA aka
Petrobras, Spanish-Argentine energy group Repsol-YPF and
France's Total.

A press official at Bolivia's hydrocarbons ministry told Dow
Jones Newswires that so far, neither President Morales nor
Hydrocarbons Minister Andres Soliz Rada had explained how they
want to nationalize the industry.  President Morales earlier
this year said he won't expropriate the assets of foreign oil
firms.

Reserves could theoretically be nationalized with no material
economic effect on the companies operating in the region, if
they are still paid for the services they provide, Merrill Lynch
said in a research note this week.

Foreign oil firms have invested more than US$3.5 billion in
Bolivia since 1996.  But most investments have been frozen after
a new hydrocarbons law was passed in May 2005 that hiked taxes
and royalties on production and also explicitly stated that the
country's vast hydrocarbons resources belong to the state.

"The majority of construction and oil service companies hope for
a more appropriate climate so that new projects can be
developed," the Hydrocarbons Chamber said in its statement.  It
added that it is willing to cooperate with Bolivia's government
to guarantee that proposed changes for the sector happen
"without trauma."

                        *    *    *

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
===========


CSN: Releases 2005 Annual Financial Results
-------------------------------------------
Brazilian integrated steelmaker Companhia Siderurgica Nacional
aka CSN reported a 2.01 billion real (US$904 million) net profit
last year, up 1.1% from 1.98 billion reals in 2004, Business
News Americas quoted the company's report filed with the Bovespa
stock exchange.

The company's net revenue was 10.04 billion reals compared to
9.80 billion reals in 2004, while gross revenue in the period
remained relatively flat at 12.3 billion reals.

Ebitda in 2005 declined to 4.59 billion reals from 4.89 billion
reals in the previous year while sales volume grew 2.6% to
4.9Mt.

"Of the total sold, 59% went to the domestic market against 70%
in 2004, reflecting the weak performance in the local market,"
according to the report.  CSN's crude steel output in 2005 came
in at 5.2Mt compared to 5.5Mt in the previous year.

CSN aims to triple its size in the next four years. "The growth
strategy includes investments in the mining area, with the Casa
de Pedra mine expansion which will start iron ore exports in the
second half of 2006, and with the construction of mills in
Brazil to expand by 5Mt steel output capacity," CSN said in its
report.

Meanwhile, CSN's board has cleared plans to hire an investment
bank to develop a proposal to sell 10-20% of its Casa de Pedra
mine.  Under the plan, "control [of the mine] would remain with
CSN," company executive director Marcos Lutz was quoted by
Business News as saying during a conference call, adding the
asset is worth about US$4.7 billion.  The proposal is due to
take 90-120 days to finish.  

In addition, CSN's board has approved plans to invest up to
US$3.6bn over four years to ensure an additional 6Mt/y of steel
slabs production thanks to installation of four blast furnaces
with capacity of 1.5Mt/y each.

Companhia Siderurgica Nacional SA manufactures and distributes  
hot rolled, cold rolled and galvanized steel products and tin  
mill products.  CSN distributes primarily to customers in the  
automobile, auto-parts, civil construction, tubes and pipes and  
electrical equipment industries.  The Company markets its  
products mainly in Latin America, North America, Europe and  
Asia.  

                        *    *    *  

On Jan. 26, 2006, Standard and Poors' Rating Services assigned a  
'BB' corporate credit rating on Brazilian flat carbon steelmaker  
Companhia Siderurgica Nacional.  

The 'BB' corporate credit rating on CSN reflects the company's  
exposure to volatile demand and price cycles, increasing  
competition in its home and predominant market of Brazil,  
aggressive dividend policy and capital investment plan, and  
sizable gross-debt position.  These risks are partly offset by  
CSN's privileged cost position and sound operating profile,  
favorable market position in Brazil, strong export capabilities  
to offset occasional domestic demand sluggishness, and  
increasing business diversification.  

CSN is one of the lowest-cost steel producers in the world,  
which is a result of its access to proprietary, high-quality  
iron ore (at the Casa de Pedra mine); self-sufficiency in  
energy; streamlined facilities; and logistics advantages.  This  
is in addition to the group's strong market position in the  
fairly concentrated steel industry in Brazil.


CVRD: Nominates Tito Botelho Martins as New Executive Director
--------------------------------------------------------------
Companhia Vale do Rio Doce aka CVRD has nominated Tito Botelho
Martins as its Executive Director of Corporate Affairs.  The
Board of Directors will decide on the matter during a meeting
that will be held on April 20, 2006.

The company considers strategic the development of partnerships
with different sectors of society and the improvement of the
relationship with its stakeholders, through management oriented
to sustainability.  Hence, the new Executive Director will be
responsible for the coordination of CVRD's relationship with its
stakeholders, aiming the use of social responsible practices and
the consolidation of the Company's image.

Mr. Martins joined CVRD in 1985 and has a vast experience in
corporate finance issues.  He was Director of the Corporate
Finance department between August 1999 and September 2003 and
also CFO of Ferrovia Centro-Atlantica aka FCA.  He was a member
of the Board of Directors of FCA, Samarco, Ferroban, Acominas,
Gulf Investment Corporation and advisory committees of Itabrasco
and Hispanobras.

Since October 2003, Mr. Martins is the Chief Executive Officer
of Caemi Mineracao e Metalurgia S.A. and also the Chief
Executive Officer of Mineracoes Brasileiras Reunidas aka MBR.  
He will soon leave these positions for CVRD.

Headquartered in Rio de Janeiro, Brazil, Companhia Vale do Rio  
Doce -- http://www.cvrd.com.br/-- engages primarily in mining      
and logistics businesses. It engages in iron ore mining, pellet  
production, manganese ore mining, and ferroalloy production, as  
well as in the production of nonferrous minerals, such as  
kaolin, potash, copper, and gold.  

                        *    *    *  

On Jan. 5, 2006, Fitch Ratings assigned a long-term foreign  
currency rating of 'BB' to Vale Overseas Limited's proposed  
US$300 million issuance due 2016.  Vale Overseas is a wholly  
owned subsidiary of Companhia Vale do Rio Doce, a large  
diversified mining company located in Brazil.  The notes are  
unsecured obligations of Vale Overseas and are unconditionally  
guaranteed by CVRD.  The obligation to guarantee the notes rank  
pari passu with all of CVRD's other unsecured and unsubordinated  
debt obligations.  Fitch expects the proceeds of this issuance  
to be used for general corporate purposes and primarily to pay  
down US$300 million of Vale Overseas' 9.0% guaranteed notes due  
2013.  

Fitch also maintains these ratings for CVRD and CVRD Finance  
Ltd., a wholly owned subsidiary of CVRD:  

  -- CVRD foreign currency rating: 'BB', Outlook Positive;  
  -- CVRD local currency rating: 'BBB' Outlook Stable;  
  -- CVRD national scale rating: 'AAA(bra)', Outlook Stable;  
  -- CVRD Finance Ltd.: series 2000-1 and series 2000-3: 'BBB';  
  -- CVRD Finance Ltd., series 2000-2 and series 2003-1: 'AAA'.


ELETROBRAS: Six Subsidiaries Report Financial Results for 2005
--------------------------------------------------------------
Business News Americas reports the financial results for 2005 of
the six main operational subsidiaries of Brazilian federal power
holding company Eletrobras:

   -- Chesf posted net profits of 746 million reals (US$339
      million), down from 837 million reals in 2004.  Net
      revenues were 3.95 billion reals in 2005, up from 3.89
      billion reals a year earlier.  The company's cost of power
      sold rose to 1.39 billion reals from 1.25 billion reals,
      while operating expenses fell to 1.09 billion reals from
      1.34 billion reals.

      The company's operating profits were 812 million reals in
      2005, down from 922 million reals a year earlier.

      Chesf is a generation and distribution company that
      operates in the country's northeastern region.

      Eletrobras owns 99.45% of Chesf.

   -- Eletronorte posted a loss of 324 million reals in 2005
      compared with a loss of 1.06 billion reals a year earlier.
      The company cut losses because net revenues rose to 3.43
      billion reals, up 16.7% from 2.95 billion reals a year
      earlier.

      Eletronorte generates and producers power in the country's
      northern and center-west regions and has some distribution
      operations.

      Eletrobras owns 98.66% of Eletronorte.

   -- Eletronuclear posted net profits of 190 million reals,            
      turning around a loss of 328 million reals in 2004.  The
      company's net revenues reached 1.05 billion reals in 2005,
      up from 829 million reals a year earlier.

      Eletronuclear controls Brazil's two nuclear reactors Angra
      I and Angra II.

      Eletrobras owns 99.8% of Eletronuclear.

   -- Eletrosul posted net profits of 166 million reals for last       
      year, down from 193 million reals a year earlier.  Net
      operating revenue rose to 468 million reals from 458
      million reals.

      Eletrosul is a transmission and generation company that       
      operates in the country's southern region.

      Eletrobras owns 99.71% of the company.

   -- Furnas posted net profits of 840 million reals in 2005, up
      from 636 million reals a year earlier.  The company's net
      revenues rose to 5.05 billion reals from 4.61 billion
      reals in 2004.

      Furnas is a generation and transmission company that
      operates mainly in the country's center-west and southeast
      regions.

      Eletrobras owns 99.54% of the company.

   -- CGTEE posted net profits of 24.4 million reals in 2005, up
      from 9.9 million reals a year earlier.  The company's net
      revenues rose to 268 million reals, a slight increase from
      the 267 million reals registered in 2004, the company
      said.

      CGTEE is thermo generator in southern Brazil.

      Eletrobras owns 99.94% of the company.

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.


PETROLEO BRASILEIRO: Considers US$200M Regasification Project
-------------------------------------------------------------
Petroleo Brasileiro SA may include a US$200 million
regasification plant in its US56 billion investment program for
2006-2010, Business News Americas cite a report from Agencia
Estado.

The plant could supply the northeast region of Brazil from 2008
in case there are further delays in the construction of the
1,400 km Gasene gas pipeline between the northeast and southeast
regions, according to the same report.  

The company's management still needs to discuss the proposed
plant and the development of the Santos basin in which the
Petrobras plans to invest US$18 billion through 2010 to develop
offshore gas reserves.

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-


SANLUIS CORPORACION: Fitch Affirms CCC+ Rating on Senior Notes
--------------------------------------------------------------
Fitch Ratings has affirmed the ratings of 'B-' to the foreign
currency and local currency senior secured debt obligations of
SANLUIS Corporacion, S.A. de C.V. and 'CCC+' to the foreign
currency and local currency senior unsecured debt obligations of
SANLUIS.  The senior secured rating of 'B-' applies to US$196
million of secured bank loans held by SANLUIS' operating
subsidiaries.  The senior unsecured rating of 'CCC+' applies to
the US$58 million 8% senior notes due 2010 and $75 million 7%
mandatory convertible debentures due 2011 issued by SANLUIS Co-
Inter S.A. or SISA, an intermediary holding company.  The Rating
Outlook for all ratings is Stable.

The ratings are based on SANLUIS' solid business position as
leading producer and supplier of leaf springs to the North
American Free Trade Agreement market, with a market share of
approximately 90% for the United States, Canada and Mexico
combined.  The ratings are also supported by the company's hard
currency generation, with more than 70% of revenues earned from
exports to the United States and Canada.  The ratings are
constrained by SANLUIS' default in 2001, high financial
leverage, cost pressures and industry cyclicality.  The
company's business is critically dependent on the performance of
North America's automobile market and original equipment
manufacturers, which in turn are highly exposed to general
economic conditions.

SANLUIS targets an automobile market segment that has
experienced robust growth and market share gains over the past
15 years.  The proportion of light trucks within total
automobile sales in the United States increased from 33% in 1991
to 53% in 2005.  Strong cost competitive advantages and
relationships with OEMs have allowed the company to grow its
market share of suspension components in NAFTA to 90% in 2005
from 60% in 2003.

Sales are concentrated on North America's Big Three:

   -- General Motors;
   -- Ford and
   -- DaimlerChrysler

which together accounted for more than 75% of SANLUIS' total
revenues in 2005.  In recent years, these companies have lost
market share to foreign automobile manufacturers.  In addition,
sales of SUVs in North America have been affected by high fuel
prices.  These challenges could create pressures on the
company's revenues in the medium to long term.

During 2005, total revenues declined slightly.  Sales of
suspension components grew by 13%, but were offset by a 17%
decline in sales of brake components due to maturing platforms
that have not been replaced yet.  Importantly, during 2005 the
company reached agreements with its Big Three OEM customers to
recover US$32 million of incremental costs related to steel,
effectively passing on to customers the increase in the cost of
steel for the year.  However, high energy costs and discounts to
OEMs on mature platforms continued to pressure margins and
EBITDA.

The company's consolidated leverage remains high, with the ratio
of total debt (including off-balance-sheet debt) to EBITDA at
5.8 times (x) at Dec. 31, 2005.  EBITDA coverage of interest
expense was 1.9x. EBITDA is expected to remain flat in 2006, as
growth in suspension revenues is expected to be off-set by a
weaker performance in the brakes division.  This should
translate into flat to slightly better credit protection
measures at the end of 2006.

At Dec. 31, 2005, total consolidated debt was US$365 million, a
decline from $385 million at Dec. 31, 2004, as the company
repaid debt with free cash flow during 2005.  The debt was
composed of US$196 million of secured bank loans at the
suspension subsidiary level, US$58 million of senior notes at
the SANLUIS Co-Inter S.A. intermediary holding company level due
2010, US$19 million bank loans due 2009 at the brake subsidiary
level, US$3 million of bank debt at the Brazil subsidiary, US$14
million of non-restructured debt at the SANLUIS holding company
level and US$75 million of convertible debentures issued by
SISA, which are treated as debt by Fitch Ratings.  The company
only pays cash interest on its bank subsidiary debt.  The
maturity schedule of the secured bank debt is well spread out
from 2006 to 2010 and short term debt commitments of US$35
million are proportional to the company's balance of cash and
marketable securities of US$30 million at Dec. 31, 2005.

SANLUIS manufactures suspension components:
   
   -- leaf springs,
   -- coil springs,
   -- torsion bars,
   -- bushings and
   -- stabilizer bars;

and brake components such as drums and rotors for

   -- pickup trucks,
   -- SUVs,
   -- minivans and
   -- automobiles or light vehicles

The company is the leading producer of leaf springs that are
used in the suspensions of light trucks in the NAFTA market and
worldwide.  In 2005, SANLUIS earned US$635 million of revenues
and US$65 million of EBITDA.


TELEMAR: Developing Wi-Mesh Wireless Pilot Project in Tiradentes
----------------------------------------------------------------
Telemar aka Tele Norte Leste Participacoes SA is developing a
Wi-Mesh wireless broadband pilot project for municipal
authorities in the town of Tiradentes in Minas Gerais, Brazil,
reported local newspaper Estado de Sao Paulo.

Wireless technology like Wi-Mesh is attractive in Tiradentes
because the town holds a number of historic buildings making it
unlikely to install cables.

Wi-Fi is already available in some restaurants, hotels and bars
throughout the town, but the Wi-Mesh system has a reach of 400
meters and guarantees speeds of 54Mbps, Business News Americas
says.

Another advantage of the Wi-Mesh technology is its ability to
re-route information once faced with a bottleneck in the
Network, lowering the likelihood of being disconnected.

Wireless mesh shares Internet connections from node to node
instead of relying on a cable to connect each node to the
municipality or building.  This gives the network a greater
coverage area and involves cheaper infrastructure than other
wireless broadband technologies such as Wi-Fi and Wireless Local
Loop.

Telemar provides telecommunication services in South America.
It offers local, intra-regional long distance, and data
transmission services in 16 Brazilian states, which covers
approximately 64% of the country.  Mobile services are provided
through its wireless unit Oi, and it has acquired data
transmission services provider Pegasus.

                        *    *    *

As reported on Mar. 2, 2006, Standard & Poor's Ratings Services
said it placed the 'BB' ratings of Telemar Norte Leste S.A. on
CreditWatch with positive implications following the raising of
the foreign and local currency sovereign credit ratings on
Brazil.


* BRAZIL: Fitch to Discuss Sovereign Ratings Outlook Today
----------------------------------------------------------
Fitch Ratings will host a teleconference today, April 6, at
10:30 a.m. EDT, to discuss the outlook for Brazil's sovereign
ratings in light of the change in leadership at Brazil's federal
treasury, including the naming of Mr. Guido Mantega to succeed
Mr. Antonio Palocci as finance minister.  Managing Director
Roger Scher, head of Latin American Sovereign Ratings, will make
a short presentation. Managing Director Rafael Guedes, head of
Fitch's Brazil office headquartered in Sao Paulo, will be
available during the question-and-answer session following the
presentation.

On Monday, Fitch published a report, titled "Brazil: Policy
Continuity?"  The report discusses the rating implications of
recent political developments in Brazil, as well as trends in
public and external finances.

Fitch currently rates Brazil as follows:

    -- Foreign currency Issuer Default Rating (IDR) 'BB-';
    -- Local currency Issuer Default Rating (IDR) 'BB-';
    -- Rating Outlook Positive

Fitch believes that maintaining the Brazilian government's 4.25%
of GDP primary budget surplus target, in spite of Finance
Minister Antonio Palocci's stepping down, will be important to
ensuring that fiscal restraint continues, one of the
cornerstones of improvements in Brazil's sovereign
creditworthiness in recent years.

Finance Minister Palocci had been a linchpin of fiscal policy in
the Lula government, the architect of policies that helped yield
primary surplus performance in excess of the target over the
three years of President Lula's administration, including 4.84%
of GDP achieved last year.

Given Brazil's very high debt burden and poor GDP growth record,
any relaxation of the fiscal targets would send the wrong policy
signal, put the debt to GDP ratio (75.2% last year) on an upward
trajectory, and could create difficulties for the government in
the domestic debt auctions, where over a third of the domestic
debt is rolled over every twelve months.

Likewise the Finance Minister is a member of the National
Monetary Council that sets the inflation targets for the central
bank.  Any slippage in these targets could jeopardize monetary
policy credibility.


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


OLD SOUTH: Liquidator to Present Wind Up Accounts on April 7
------------------------------------------------------------
Tom O'Donnell, liquidator of Old South Security Life Insurance
Company, will present accounts on the company's wind up during
the shareholders' final general meeting on April 7, 2006.  The
meeting will be held at:

              HSBC Financial
              Services (Cayman) Limited
              Grand Cayman, Cayman Islands

The shareholders will also authorize the liquidator to retain
the records of the company for a period of five years, starting
from the dissolution of the company.

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

As reported in the Troubled Company Reporter on Dec. 2, 2005,
Old South Security Life Insurance Co. entered voluntary
liquidation on Nov. 9, 2005.  Creditors of the company were
given until Dec. 28, 2005, to have their claims verified by the
liquidator.

The company's voluntary liquidator can be reached at:  
             
              Attention: Linda Haddleton
              Mr. Tom O' Donnell
              HSBC Financial Services (Cayman) Limited
              P.O. Box 1109, George Town
              Grand Cayman, Cayman Islands
              Telephone: 345-949-7755
              Facsimile: 345-949-6021


OSCAR FUNDING: Extraordinary Final Meeting Set for April 7
----------------------------------------------------------
Oscar Funding Corp. IX's shareholders will meet on Apr. 7, 2006,
for an extraordinary final general meeting at:

              Deutsche Bank (Cayman) Limited
              Elizabethan Square, George Town
              Grand Cayman, Cayman Islands

An account of the winding up of the company will be presented
during the meeting.

As reported in the Troubled Company Reporter on April 3, 2006,
Oscar Funding Corp. IX started liquidating assets on Feb. 24,
2006.  The company's creditors were required to submit
particulars of their debts or claims on or before April 6, 2006,
to the company's appointed liquidator.

The company's voluntary liquidator can be reached at:  
             
              David Dyer
              P.O. Box 1984 George Town
              Grand Cayman, Cayman Islands
              Telephone: (345) 949-8244
              Facsimile: (345) 949-5223


PINSTRIPE I: Shareholders Final General Meeting Set for Today
-------------------------------------------------------------
Shareholders of Pinstripe I CDO, Ltd. will have a final general
meeting today, April 6, 2006, at:

              Maples Finance Limited
              Queensgate House, George Town
              Grand Cayman, Cayman Islands

An account on the company's wind up will be presented by the
liquidator during the meeting.

As reported in the Troubled Company Reporter on Feb. 10, 2006,
Pinstripe I CDO, Ltd., entered voluntary liquidation on Jan. 9,
2006.  Creditors were given until Feb. 24, 2006, to prove their
claims against the company.  

The company's joint voluntary liquidators can be reached at:
               
              Chris Watler
              Emile Small
              Maples Finance Limited
              P.O. Box 1093 George Town
              Grand Cayman, Cayman Islands         


RAB COMMODITY: Holds Shareholders' Final Meeting on April 7
-----------------------------------------------------------
A final meeting of RAB Commodity/Energy Fund Ltd.'s shareholders
will be held on April 7, 2006, at 10:00 a.m.

Accounts on the company's liquidation process will be presented
during the meeting.  The shareholders will also authorize the
liquidators to retain the records of the company for a period of
six years, starting from the dissolution of the company.
  
Any person who is entitled to attend and vote at this meeting
may appoint a proxy to attend and vote in his stead.  A proxy
need not be a member or a creditor.

As reported by the Troubled Company Reporter on April 3, 2006,
Rab Commodity/Energy Fund Limited entered voluntary liquidation
on Jan. 3, 2006.  Creditors of Rab Commodity were given until
April 6, 2006, to present proofs of claim to Q&H Nominees Ltd.

The company's voluntary liquidator can be reached at:
               
              Attention: Greg Link
              Q&H Nominees Ltd.
              P.O. Box 1348,George Town
              Grand Cayman, Cayman Islands
              Telephone: 949 - 4123
              Facsimile: 949 - 4647   


SUNSET BOULEVARD: Holds Final General Meeting Today
---------------------------------------------------
The final general meeting of the shareholders of Sunset
Boulevard Holdings Limited will be today, April 6, 2006.  The
meeting will be held at:

              Cititrust (Cayman) Limited
              CIBC Financial Centre
              George Town, Grand Cayman
              Cayman Islands

The meeting will present to the members an account of the
winding up of the company.

As reported in the Troubled Company Reporter on April 3, 2006,
Sunset Boulevard Holdings Limited started liquidating assets on
Feb. 23, 2006.  Creditors of the company were required to submit
particulars of their debts or claims by April 6, 2006, to
Buchanan Limited.

The company's voluntary liquidator can be reached at:
               
              Buchanan Limited
              P.O. Box 1170, George Town
              Grand Cayman, Cayman Islands


TRAINER WORTHAM I: Shareholders' Final Meeting Set for Today
------------------------------------------------------------
Shareholders of Traner Wortham First Republic CBO I, Limited
will meet today, April 6, 2006, for an extraordinary final
general meeting at:

              Maples Finance Limited,
              Queensgate House, George Town,
              Grand Cayman, Cayman Islands

Liquidators Phillip Hinds and Emile Small will present to the
members an account of the winding up of the company during the
meeting.

As reported in the Troubled Company Reporter on Feb. 8, 2006,
Trainer Wortham First Republic CBO I, Limited, entered voluntary
wind up on Jan. 6, 2006.  Creditors were given until Feb. 24,
2006, to present proofs of claim to the liquidators of the
company.

The company's joint voluntary liquidators can be reached at:
    
              Phillip Hinds          
              Emile Small
              Maples Finance Limited,
              P.O. Box 1093 George Town,
              Grand Cayman, Cayman Islands               


VOLTAIRE FUND: Shareholders' Final Meeting Set for Today
--------------------------------------------------------
Shareholders of Voltaire Fund will meet today, April 6, 2006,
for an extraordinary final general meeting at:

              Maples Finance Limited,
              Queensgate House, George Town,
              Grand Cayman, Cayman Islands

During the meeting, liquidators Johanne Le Roux and Jon Roney
will present to the company members an account on Voltaire
Fund's wind up.

As reported in the Troubled Company Reporter on Feb. 8, 2006,
Voltaire Fund entered bankruptcy on Sep. 30, 2005.  Creditors of
the company were given until Feb. 24, 2006, to submit claims.

Messrs. Johann Le Roux and Jon Roney serve as liquidators.

The company's joint voluntary liquidators can be reached at:
               
              Johanne Le Roux
              Jon Roney
              Maples Finance Limited,
              P.O. Box 1093 George Town,
              Grand Cayman, Cayman Islands               


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


LE MANS DESARROLLO: Regulator Rejects Vida Accion Social Bid
------------------------------------------------------------
SVS, the securities and insurance regulator of Chile, did not
accept Vida Accion Social's bid for the annuity portfolio of
bankrupt life insurer Le Mans Desarrollo, local daily El
Mercurio reports.  

Business News Americas state that Vida Accion -- a consortim of
local investment firm Moneda Asset Management and Chile's
Continental -- was the only one who bid for Le Mans of the six
local life insurers who looked at the company's books but its
offer was lower than expected.  Vida Accion offered to pay
pensions over 9.5 years beginning in June this year and asked
for a license to operate in the local life market currently
under SVS review.  

Liquidator Fernando Perez said SVS plans to award the portfolio
to the life insurer that offers to pay the pensions of the
company's 3,200 annuity clients for longest, Le Mans told
Business News earlier in March.

As reported in the Troubled Company Reporter on Sep. 7, 2005,
SVS began a roadshow to sell the annuities portfolio of bankrupt
life insurer Le Mans Desarrollo.

Le Mans was intervened in 2003 following the collapse of parent
Inverlink -- a local financial group.  It has assets totaling
CLP33 billion, which is not enough to cover the pensions of its
3,300 affiliates.

Nevertheless, sources say pension payments will be fully honored
over the course of 10-12 years, after which the state will
assume responsibility of any losses resulting from the insurer's
bankruptcy.


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


BANCO DE BOGOTA: Merging Operations with Megabanco
--------------------------------------------------
Grupo Aval Acciones y Valores S.A. -- a Colombian banking group
-- will merge Banco de Bogota S.A. with recently acquired
Megabanco, Dow Jones Newswires reports.

As reported in the Troubled Company Reporter on March 20, 2006,
Grupo Aval, through its subsidiary Banco de Bogota, bought a 95%
stake in Megabanco from bankrupt Coopdesarrollo for COP808
billion in an auction.  Grupo Aval, which controls seven banks
in Colombia, will assume approximately COP733 billion in debts
owed to Fogafin by Coopdesarollo.  

Luis Carlos Sarmiento, the chief executive of Grupo Aval told
reporters that the purchase of Megabanco will be financed with a
US$300 million loan from Citigroup Inc. (C) and the remainder
will come from Grupo Aval's own cash.

Megabanco, with 187 branches throughout the country and 2025
workers, controls a 2% slice of the banking market in Colombia.
The bank posted a net income of COP63 billion in 2005, compared
with COP25 billion the year before, according to Fogafin.

Esther America Paz -- the Chief Executive of AV Villas, another
bank of the group -- did not disclose to Dow Jones the timeframe
for the Megabanco merger as the operation is still pending of
regulators' approval.

                        *    *    *

As reported by Troubled Company Reporter on March 13, 2006,
Moody's Investors Service assigned a 'Ba3' long-term foreign
currency deposit rating on Banco de Bogota and changed the
outlook to stable from negative.  Moody's also assigned a 'D+'
bank financial strength rating on the company, while the outlook
remained stable.


COLOMBIA TELECOMUNICACIONES: Has Two Bidders in April 7 Auction
---------------------------------------------------------------
State-run Colombia Telecomunicaciones aka Colombia Telecom has
only two bidders for the auction of its 50% plus one share on
April 7, Reuters reports.  

Telefonica S.A. and CA Nacional Telefonos de Venezuela aka CANTV
committed to present technical bids on Friday.

Colombia Telecom said to Reuters that by presenting technical
bids, Telefonica and CANTV promised to pay the minimum price set
for the auction by the Colombian government of $233 million.

Other pre-qualified bidders -- Telefonos de Mexico S.A. aka
Telmex, Cablecentro S.A. and Phone 1 -- will not bid for
Colombia Telecom in the coming auction, according to Dow Jones
Newswires.

Jorge Lagunas, an equity analyst with Mexico-based Interacciones
Casa de Bolsa S.A., told Dow Jones that the withdrawal of Telmex
from the auction could be a result of the CANTV acquistion.  
Telmex said Monday it would team up with America Movil S.A. for
the purchase of the 28.5% stake Verizon Communications owned in
CANTV.  Telmex came close to acquiring Colombia Telecom for $350
million in 2005 was interested in trying again.

As reported in the Troubled Company Reporter on April 5, 2006,
the Colombian government set the minimum price for a 50% stake
in Colombia Telecom at $233 million.  

The government had required the bidders to submit an offer in a
closed envelope.  However, the auction will go on even after the
envelopes are opened.

To continue participating, firms have to make a bid that is at
least COP40 billion higher than the previous highest bid.

The Colombian government will hold as many rounds as needed to
select a winner, Alfonso Gomez Palacios -- chief executive of
Colombia Telecom -- told Dow Jones.  He expected that the
auction would bring at least $350 million to his firm.

As reported in the Troubled Company Reporter on March 22, 2006,
a consortium by Cablecentro and Swedtel -- now joined by Phone 1
-- will bid in Colombia Telecom auction, along with Telefonica
S.A., CA Nacional Telefonos de Venezuela and Telefonos de Mexico
S.A.

The Troubled Company Reporter also reported on March 22, 2006,
that municipal telcos Empresa de Telecomunicaciones de Bogota
S.A. aka ETB and Empresas Publicas de Medellin S.A. aka EPM
backed out of the auction due to discriminatory bidding
conditions.  Among the conditions ETB president Rafael Orduz
considered discriminatory is the requirement that no monies
belonging to the Colombian people may be used in the
partnership.  ETB, which could only finance a strategic
partnership with the state telco through currently held assets,
would be forced to take out a loan.

According to Business News, the tender also requires the winning
company to surrender its Internet and data unit to Telecom,
which Orduz found absurd.  Mr. Ordiz said that with this
condition, ETB would lose one of its more important units.

Business News relates that Telmex made an offer in 2005 for the
50% plus one share of Telecom.  The company was willing to pay
about US$350 million, but the Colombian government backed out of
the deal to embark on a broader bidding process.

Gina Paola Achuri -- Cablecentro's executive director -- told
Business News that the sale process has been overly favorable
for Telmex, which has had access to Telecom's key information
since August 2005.

Former central bank board member and director of think-tank
National Association of Financial Institutions, Sergio Clavijo,
had said to Dow Jones that the state-run company needs a foreign
partner to exit from its precarious financial condition.  
Colombia Telecomunicaciones is facing a COP5 trillion of pension
liability that, according to Mr. Palacios, the winner would have
to pay by 2022 and only then would the ownership be transferred.

"Neither the company nor the government have a financial muscle
needed to keep investing in this company," Mr. Clavijo had told
Dow Jones.


* COLOMBIA: Will Begin Talks on Free-Trade Accord
----------------------------------------------------
Colombia will soon begin talks on a free-trade agreement with
Guatemala, Honduras and El Salvador, the EFE News Service
reports.

El Salvador's President Tony Saca told reporters after a session
with Colombian President Alvaro Uribe that he discussed trade
and investment with the latter and signed a general framework
for six rounds of free-trade accord negotiations that will end
in November this year.

According to EFE, President Saca said that the agreement would
help boost his country's exports to Colombia.  El Salvador's
export was less than $2 million worth of goods last year while
Colombia's exports to the former was $57 million.

As reported in the Troubled Company Reporter on March 30, 2006,
El Salvador got the approval of the United States' Congress to
join the Central American Free Trade Agreement.

The U.S.-CAFTA promotes trade liberalization between the United
States and five Central American countries:

      -- Costa Rica,
      -- El Salvador,
      -- Guatemala,
      -- Honduras, and
      -- Nicaragua.

Modeled after the ten-year old North American Free Trade
Agreement, CAFTA is widely considered to be a stepping stone to
the larger Free Trade Area of the Americas that would encompass
34 economies.

                        *    *    *

Fitch Ratings assigns these ratings on El Salvador:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     BB+      Jun. 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

                        *    *    *

Fitch Ratings assigns these ratings on Guatemala:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BB+      Feb. 22, 2006
   Long Term IDR      BB+      Feb. 22, 2006
   Short Term IDR     B        Feb. 22, 2006
   Local Currency
   Long Term Issuer
   Default Rating     BB+      Feb. 22, 2006

Fitch also rated Guatemala's senior unsecured bonds:

Maturity Date          Amount        Rate       Ratings
-------------          ------        ----       -------  
Aug. 3, 2007        $150,000,000     8.5%         BB+
Nov. 8, 2011        $325,000,000    10.25%        BB+
Aug. 1, 2013        $300,000,000     9.25%        BB+
Oct. 6, 2034        $330,000,000     8.125%       BB+

                        *    *    *

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

                        *    *    *

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.
           

===================================
D O M I N I C A N   R E P U B L I C
===================================


TRICOM SA: In Talks with Creditors to Restructure Balance Sheet
---------------------------------------------------------------
Tricom, S.A., and certain of its creditors has agreed in
principle to restructure the Company's balance sheet.  These
creditors include an ad hoc committee comprised of holders of
the Company's 11-3/8% Senior Notes and other significant
creditors, as well as certain affiliates of GFN Corporation, the
Company's majority shareholder.  

Under the agreement, all of the Company's and its subsidiaries
debts will be exchanged for new debt of the reorganized Company
and new equity in a to-be-formed holding company.  The
transactions will reduce reorganized Company and its
subsidiaries' debts.  The creditors will own all of the
reorganized Company's equity.  The restructuring will be done
through a reorganization proceeding in the United States.  The
agreement in principle is not intended to affect the ordinary
course trade obligations of the Company or its subsidiaries.  
All of the Company's existing equity interests, including the
American Depository Shares will be eliminated.

Hector Castro Noboa, the Company's Chief Executive Officer,
informed the Securities and Exchange Commission that since the
parties are in the process of converting the agreement in
principle into a definitive agreement satisfactory to all
parties, the value and treatment of the Company's existing
obligations, as well as its existing equity interests, is
uncertain at this time.  There can be no assurance whether, or
if so when, the Company will ink a pact with its creditors or if
or when a successful restructuring will take effect.  The
Company's future results and its ability to continue operations
will depend on successful consummation of a financial
restructuring of the Company's balance sheet, Mr. Noboa added.

Tricom, S.A. -- http://www.tricom.net/-- is a full service      
communications services provider in the Dominican Republic.  The   
Company offer local, long distance, mobile, cable television and   
broadband data transmission and Internet services.  Through
Tricom USA, the Company is one of the few Latin American based
long distance carriers that is licensed by the U.S. Federal   
Communications Commission to own and operate switching
facilities in the United States.  Through its subsidiary, TCN
Dominicana, S.A., the Company is the largest cable television
operator in the Dominican Republic based on its number of
subscribers and homes passed.   The Company's securities are
traded in the United States.

Moody's Investors Service assigned a Ca issuer and senior
unsecured rating.  Moody's said the outlook is stable.


* DOMINICAN REPUBLIC: Faces US$2.7 Billion Payment for Bonds
------------------------------------------------------------
The Dominican Republic must pay approximately US$2.7 billion for
bonds it placed in international capital markets, according to a
document issued by the Department of Public Credit as quoted by
the Dominican Today.

According to the same document, in 5 years, the two last
administration that have governed the country lead by ex-
president Hipolito Mejia and the current head of state, Leonel  
Fernandez, have placed over US$1.46 billion in bonds, that must
be paid off entirely, together with some US$1.25 billion in
interest rates as of the present time till the year 2027.

Hector Guiliani Cury from the Finance Ministry informed the
Dominican Today, that in general terms, US$1.1 million in bonds
were issued during the previous administration, plus US$300
million issued at the beginning of March 2006.  Notwithstanding,
by way of restructuring, hence capitalizing interest rates, the
amount now totals over US$1.46 billion.

Guiliani Cury affirmed to the Dominican Today that the current
administration was able to restructure the US$1.1 billion, which
has alleviated payment dues, since interest rates for 2005 and
2006 have not been paid, representing a benefit for the country.

                        *    *    *

Fitch Ratings assigns these ratings on Dominican Republic:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     B-       May 11, 2005
   Long Term IDR       B-      Dec. 14, 2005
   Short Term IDR      B       Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating      B        May 11, 2005


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


* ECUADOR: Private Firms Say New Oil Law May Cut Investments
------------------------------------------------------------
Investments in Ecuador's oil industry will drop if the new oil
bill the Congress passed last week is approved by President
Alfredo Palacio, private oil firms said to Dow Jones Newswires.

Gerald Ellis, general manager in Ecuador for Occidental
Petroleum Company aka OXY, complained to Dow Jones that the
reforms are a heavy blow to private firms.  He said that
although the prices of oil are rising on the international
markets, the bill does not consider that oil production is also
rising.

Mr. Ellis revealed to Dow Jones that the bill, which assigns to
the state 60% of extraordinary revenues above the prices set in
operating contracts, does not take into account the extra costs,
investments and taxes related to higher production levels.  He
plans to talk to oil firm Occidental to determine new
investments in the country.

The bill would threaten City Oriente's $50 million investment
plan for 2006, Jose Paez -- who runs the oil firm controlled by
US investors -- said to Dow Jones.  It would reduce the
company's investments by at least 50% and the company would
barely be able to maintain current production.  

"The law confiscates the company's revenues; consequently cash
flow will be reduced and it will even affect international bank
financing," Mr. Paez was quoted by Dow Jones saying.  

City Oriente, as stated by Mr. Paez, had planned to raise
production twice its current 4,000 b/d, but now has resorted to
force majeure to cancel contracts with companies providing
drilling, transport and production services.

Dow Jones relates that the bill may disrupt the government's
plan to bring oil fields formerly owned by state firm
Petroecuador back into operations, as these fields were also
included in the new bill.  According to Boris Abad -- general
manager of Petrobell Inc., a joint venture between Ecuadorean
investors and Brazil's Synergy-Pacifico group -- the bill will
flatten marginal fields like the Tiguino block as it completely
takes away the private companies' ability to invest.

Dow Jones states that the new bill would cut investments by 20%
over the next 15 years, lowering the output projection by 30%.  
As indicated in a study by Pablo Lucio Paredes for the Economic
Studies Institute, the government may gain a few tens of
millions of dollars in taxes.  However, it would also lose about
$500 million in extra revenue.

                        *    *    *

Fitch Ratings assigns these ratings on Ecuador:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     B-      Aug. 29, 2005
   Long Term IDR       B-      Dec. 14, 2005
   Short Term IDR      B       Dec. 14, 2005


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


* EL SALVADOR: Will Begin Talks on Free-Trade Accord
----------------------------------------------------
El Salvador will soon begin talks on a free-trade agreement with
Guatemala, Honduras and Colombia, the country's President Tony
Saca told the EFE News Service.

President Saca told reporters after a session with Colombian
President Alvaro Uribe that he discussed trade and investment
with the latter and signed a general framework for six rounds of
free-trade accord negotiations that will end in November this
year.

According to EFE, President Saca said that the agreement would
help boost his country's exports to Colombia.  El Salvador's
export was less than $2 million worth of goods last year while
Colombia's exports to the former was $57 million.

As reported in the Troubled Company Reporter on March 30, 2006,
El Salvador got the approval of the United States' Congress to
join the Central American Free Trade Agreement.

The U.S.-CAFTA promotes trade liberalization between the United
States and five Central American countries:

      -- Costa Rica,
      -- El Salvador,
      -- Guatemala,
      -- Honduras, and
      -- Nicaragua.

Modeled after the ten-year old North American Free Trade
Agreement, CAFTA is widely considered to be a stepping stone to
the larger Free Trade Area of the Americas that would encompass
34 economies.

                        *    *    *

Fitch Ratings assigns these ratings on El Salvador:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     BB+      Jun. 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

                        *    *    *

Fitch Ratings assigns these ratings on Guatemala:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BB+      Feb. 22, 2006
   Long Term IDR      BB+      Feb. 22, 2006
   Short Term IDR     B        Feb. 22, 2006
   Local Currency
   Long Term Issuer
   Default Rating     BB+      Feb. 22, 2006

Fitch also rated Guatemala's senior unsecured bonds:

Maturity Date          Amount        Rate       Ratings
-------------          ------        ----       -------  
Aug. 3, 2007        $150,000,000     8.5%         BB+
Nov. 8, 2011        $325,000,000    10.25%        BB+
Aug. 1, 2013        $300,000,000     9.25%        BB+
Oct. 6, 2034        $330,000,000     8.125%       BB+

                        *    *    *

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

                        *    *    *

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.


=================
G U A T E M A L A
=================


BANCO INDUSTRIAL: Plans to Buy All Shares in Banco de Occidente
---------------------------------------------------------------
Guatemala's Banco Industrial will buy the remaining 28% stake in
recently acquired Banco de Occidente, Luis Prado -- the
company's international banking director -- told Dow Jones
Newswires.

The company, according to Mr. Prado, will offer Occidente's
minority shareholders with Industrial stakes, Dow Jones relates.  
This would increase Industrial's shareholders to about 2,000
from the current 1,300.  Terms of the operation, however, are
yet to be determined.

Mr. Prado said to Dow Jones that Industrial acquired in the
middle of March a 72% stake in Occidente.  Industrial did not
reveal what it paid for Occidente, which had a 5% market share
with about $585 million in assets.  However, as reported in the
Troubled Company Reporter on March 21, 2006, Industrial obtained
a US$40 million loan from Honduras-based Central American Bank
of Economic Integration, to finance a portion of its acquisition
of Occidente.

"Our priority this year is to consolidate Banco de Occidente,"
Dow Jones quoted Mr. Prado saying.

                       *    *    *

On March 20, 2006, Moody's Ratings Services affirmed Banco
Industrial S.A.'s 'D' bank financial strength rating.

Moody's affirmed the ratings of Banco Industrial following the
Guatemalan bank's announcement that its shareholders have
entered into an agreement with the controlling shareholders of
Banco de Occidente aka Occidente to acquire a majority stake in
Occidente, the fifth largest bank in the system.  The
transaction is still pending approval from the Guatemalan
banking regulator.  The expected closing date of the transaction
is March 31, 2006.

Moody's also affirmed Industrial's 'Baa2' and Prime-3 long and
short term global local currency deposit ratings, respectively,
and its 'Ba3' and Not Prime long and short term foreign currency
deposit ratings.  All the ratings have stable outlooks.

Moody's said that the goodwill and debt arising from the
transaction would put pressure on the bank's capitalization and
would require the strong support of its shareholders.  The
affirmation of Industrial's D bank financial strength rating aka
BFSR, which is a measure of the bank's intrinsic
creditworthiness and solvency, is however based on the
understanding that the acquisition will be financed primarily
with equity or equity-like capital.  The combined entity is
expected to maintain risk-weighted capital levels at or above
Industrial's historical levels.

The merger with Occidente would add about five percentage points
to Industrial's current asset market share of 20% to 25%,
cementing its position as the largest bank by far, as well as
substantially enhancing its position in the western part of
Guatemala.  Occidente also brings with it a relatively low cost,
sticky deposit base and a solid balance sheet.

The acquisition should strengthen Industrial's already solid
franchise and bolster its potential for earnings growth,
geographic diversification, and further scale economies.
Moody's views these factors as the principal drivers behind
Industrial's ratings.

Because of the in-market nature of the acquisition, the expected
synergies and cost savings from the merger should also help
cushion the effect of unforeseen integration and credit costs on
the bank's liquidity and capital, said Moody's.

Customer attrition, particularly the potential loss of deposit
funding, could also affect the liquidity of the combined
operation.  Moody's views this risk to be moderate, as both
Industrial's and Occidente's brand value with Guatemalan
companies and individuals is very strong.  The combined
operation should therefore become a more competitive force in
providing the range of corporate and retail banking services.

Moody's said it would continue to monitor the tangible effects
of the acquisition once regulatory approvals have been received
and the acquisition has been completed.  The agency noted that
deterioration of risk-weighted capital levels; asset quality or
liquidity metrics could result in negative pressure on the bank
financial strength rating.

Supporting Industrial's 'Baa2' long term global local currency
deposit rating is Moody's view that as the dominant deposit
taking institution, and because of the Guatemalan financial
system's moderate dollarization, Industrial would have high
access to institutional support for its local currency deposits
in a situation of high stress, in order to ensure a smooth
functioning of the local payments system.

Moody's warned, however, that increasing dollarization of
Industrial's balance sheet would raise its vulnerability to
credit risk and currency fluctuations, with the potential for
downward pressure on the global local currency rating.

Banco Industrial S.A. was the largest bank in Guatemala in terms
of deposits and loans as of December 31, 2005 with consolidated
assets of approximately $3 billion and equity of $212 million.
Banco de Occidente, S.A. was the fifth largest bank in terms of
loans and sixth largest in deposits with unconsolidated assets
of $586 million and equity of $60 million.


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


* HONDURAS: UAE Businessmen Plans Oil Refinery Investment
---------------------------------------------------------
La Tribuna reports that a group of businessmen from the United
Arab Emirates have put forward plans to invest in the
construction of an oil refinery in Honduras.  

The proposals involve building the refinery in the bay of
Trujillo, Colon.  A refinery of this size is said to guarantee
the supply of fuel and bring about a boom in the country's
chemical industry.

In the coming weeks the Arab investors will visit the country
and meet with representatives from SERNA (Department of Natural
Resources and the Environment).  During their visit, the
potential investors will discuss with the agency the
requirements in order to minimize environmental impact in order
to gain permission to proceed with the project.

                        *    *    *

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


* HONDURAS: Will Begin Talks on Free-Trade Accord
-------------------------------------------------
Honduras will soon begin talks on a free-trade agreement with El
Salvador, Guatemala and Colombia, the EFE News Service reports.

El Salvador President Tony Saca told reporters after a session
with Colombian President Alvaro Uribe that he discussed trade
and investment with the latter and signed a general framework
for six rounds of free-trade accord negotiations that will end
in November this year.

As reported in the Troubled Company Reporter on March 30, 2006,
El Salvador got the approval of the United States' Congress to
join the Central American Free Trade Agreement.

The U.S.-CAFTA promotes trade liberalization between the United
States and five Central American countries:

      -- Costa Rica,
      -- El Salvador,
      -- Guatemala,
      -- Honduras, and
      -- Nicaragua.

Modeled after the ten-year old North American Free Trade
Agreement, CAFTA is widely considered to be a stepping stone to
the larger Free Trade Area of the Americas that would encompass
34 economies.

                        *    *    *

Fitch Ratings assigns these ratings on El Salvador:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     BB+      Jun. 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

                        *    *    *

Fitch Ratings assigns these ratings on Guatemala:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BB+      Feb. 22, 2006
   Long Term IDR      BB+      Feb. 22, 2006
   Short Term IDR     B        Feb. 22, 2006
   Local Currency
   Long Term Issuer
   Default Rating     BB+      Feb. 22, 2006

Fitch also rated Guatemala's senior unsecured bonds:

Maturity Date          Amount        Rate       Ratings
-------------          ------        ----       -------  
Aug. 3, 2007        $150,000,000     8.5%         BB+
Nov. 8, 2011        $325,000,000    10.25%        BB+
Aug. 1, 2013        $300,000,000     9.25%        BB+
Oct. 6, 2034        $330,000,000     8.125%       BB+

                        *    *    *

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

                        *    *    *

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.


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


ALMACENADORA ACCEL: Moody's Affirms B1 LT Local Currency Rating
---------------------------------------------------------------
Moody's de Mexico changed the outlook to negative from stable on
Almacenadora Accel, S.A.'s Baa2.mx long-term Mexican National
Scale rating.  At the same time, Moody's affirmed Accel's B1
global local currency long-term rating, with stable outlook.

The outlook change to negative on the National Scale rating
reflects Moody's concerns about increased downside pressure on
the company's efficiency ratios, which further affects Accel's
structurally-low profitability.

Moody's also noted that through the current set of initiatives
aimed at further developing its logistics services --which from
a business diversification standpoint is a positive factor-
Accel is entering into highly competitive markets and new
operational challenges that could put additional pressure on
business development and profitability.

The ratings on Accel capture its good position in its sector.  
The company's specialized infrastructure and the relatively
well-diversified customer base are also rating considerations.

Moody's National Scale ratings are intended for use primarily by
Mexican domestic investors, and they are not comparable to the
globally applicable ratings of Moody's Investors Service, which
do not carry the "mx" notation.  A Baa2.mx rating on Moody's
Mexican National Scale indicates an issuer or issue with average
creditworthiness relative to the domestic market.  National
Scale ratings, therefore, rank Mexican issuers relative to each
other and not relative to absolute default risks.  National
Scale ratings isolate systemic risks: they do not address loss
expectation associated with systemic events that could affect
all issuers, even those that receive the highest ratings on the
National Scale.

Almacenadora Accel is headquartered in Mexico City.  As of
December 2005, it held the second position in its sector with a
market share of approximately 21% in terms of goods under
custody.

The following rating actions were taken:

   -- Long-term Mexican National Scale rating of Baa2.mx:
      outlook changed to negative, from stable.

All other existing ratings were affirmed.


GENERAL MOTORS: S&P Holds B Corp. Credit Rating on Neg. Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services held all of its ratings on
General Motors Corp., including its 'B' long-term and 'B-3'
short-term corporate credit ratings, on CreditWatch with
negative implications after the company's announcement that it
has entered into an agreement to sell a 51% ownership stake in
General Motors Acceptance Corp. (GMAC; BB/Watch Dev/B-1) to a
consortium headed by unrated Cerberus Capital Management L.P.
      
"Our preliminary assessment is that if the GMAC transaction is
completed as proposed, GMAC's long-term rating would be raised
to 'BB+'," said Standard & Poor's credit analyst Robert Schulz.
Standard & Poor's will finalize its assessment (including
determining GMAC's outlook) near the time of the transaction's
closing, which GM expects to be in late 2006.
     
Estimated cash proceeds to GM at closing are expected to be
about $10 billion, which will bolster GM's liquidity
significantly, but GM's claim on GMAC's future cash flow and
earnings will be diminished.  Over the next three years, GM
expects to receive a total of $14 billion, including the
proceeds received at closing. Standard & Poor's does not expect
GM to distribute a meaningful portion of the sale proceeds to
shareholders, and GM's ratings would be jeopardized if this were
to occur.
     
GM should benefit from near-term stability of funding support
for its automotive business if, as is expected, GMAC's funding
costs improve from the capital market's perception of GMAC and
from severing the absolute linkage in the ratings between the
two companies.  Still, in the long term, GM could face the risk
that GMAC's new owners would seek to reduce funding support for
GM's
automotive business.  The potential for future divisiveness
among GMAC's owners for economic or business reasons also poses
risks, and potential further GMAC ownership changes and their
effects over the long term are unknown.
     
Standard & Poor's now believes it could lower GM's ratings at
any time because of evolving events at former unit Delphi Corp.;
an interim downgrade is possible prior to resolution of the
CreditWatch.  Although Standard & Poor's initially placed GM's
ratings on CreditWatch because of a likely incremental reduction
in liquidity stemming from suspect access to its committed bank
facility, and the potential acceleration of certain lease
agreements, the rating agency have become even more concerned
about how developments at Delphi are unfolding.

If Delphi is successful in rejecting its high-cost labor
contracts and a large portion of its auto parts supply contracts
with GM, this could prove extremely costly to GM, particularly
if a significant work stoppage at Delphi occurs in resolving
these issues.  Court hearings on these Delphi matters are
scheduled for early May.


PRIDE INTERNATIONAL: Obtains Waiver Until June 30 of 10-K Filing
----------------------------------------------------------------
Pride International, Inc., announced on March 30, 2006, that it
has obtained a waiver until June 30, 2006, from the lenders
under its senior secured revolving credit facility related to
the late filing of its 2005 annual report on Form 10-K.  The
company had previously filed with the Securities and Exchange
Commission for a 15-day extension period related to the filing
of its annual report, which expires on March 30.

During the course of Pride's internal audit and investigation
relating to certain of its Latin American operations, Pride's
management and internal audit department received allegations
relating to improper payments to foreign government officials
going back a number of years.  

The Audit Committee of the Board of Directors has assumed direct
responsibility over the investigation of the allegations, as
well as of various accounting entries and internal control
issues.  

Pride has voluntarily apprised the U.S. Securities and Exchange
Commission and the Department of Justice of the allegations.  In
light of the status of the Audit Committee's ongoing
investigation, the company has concluded that it cannot file its
2005 annual report until additional information is obtained,
including information necessary for the company to complete its
assessment of its system of internal controls and the accuracy
of its books and records.  

Although the Audit Committee's investigation is being pursued
aggressively, the company cannot currently determine when it
will be in a position to file its Form 10-K.
    
Meanwhile, the company announced that it completed the sale
transaction of the accommodation unit Pride Rotterdam and
received cash proceeds of $53.3 million.

Pride International, Inc., headquartered in Houston, Texas, is
one of the world's largest drilling contractors.  The Company
provides onshore and offshore drilling and related services in
more than 30 countries, operating a diverse fleet of 283 rigs,
including two ultra-deepwater drillships, 12 semisubmersible
rigs, 29 jackup rigs, and 18 tender-assisted, barge and platform
rigs, as well as 222 land rigs.  The Group has offshore
operations in Gulf of Mexico and South America and land-based
operations in South America.

                        *    *    *

As reported by Troubled Company Reporter on May 10, 2005, Fitch
Ratings upgraded Pride International's senior unsecured rating
to 'BB-' from 'B+'.  Additionally, the senior secured credit
facility rating has been upgraded to 'BB+' from 'BB'.  The
Rating Outlook has been revised to Positive from Stable.


URBI DESARROLLOS: S&P Puts BB Rating on US$150M Notes Due 2016
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' corporate
credit rating to URBI Desarrollos Urbanos S.A. de C.V.  At the
same time, Standard & Poor's assigned its 'BB' rating to URBI's
$150 million notes due 2016.  The outlook is stable.    

Proceeds of the proposed bond will be used to refinance
indebtedness in the Mexican domestic market and for working
capital purposes.
      
"The ratings assigned to URBI are limited by a financial policy
that is considered aggressive by Standard & Poor's," said
Standard & Poor's credit analyst Raul Marquez.  "They are also
constrained by the concentration of mortgage origination in
public housing entities and seasonality derived from that
dependence, increasing competition, and significant working
capital needs for project construction and land purchases for
future developments.
      
"The ratings are supported by URBI's operating efficiency,
particularly related to collection; positive free operating cash
flow generation; adequate liquidity; and credit ratios," Mr.
Marquez said.  "Moreover, the ratings reflect the company's
position as one of the largest homebuilders in Mexico and its
leadership in the northern states of the country."
     
The stable outlook reflects Standard & Poor's expectations that
URBI will continue to show an adequate liquidity position and
credit metrics.  The weakening of the group's liquidity and/or
its key financial ratios, especially a total debt/EBITDA ratio
of more than 1.2x and interest coverage of less than 4.3x, as
well as a more aggressive financial policy, could pressure
ratings downward.
     
Founded in 1981 in Mexicali, Baja California, URBI is the third-
largest homebuilder in Mexico with US$771 million in revenues
and 24,869 units built during 2005, representing a 20.6% and
14.1% growth, respectively, versus that of the previous year.  
It is engaged in the development, construction, marketing, and
sale of affordable entry-level, middle-income and residential
housing.  The company currently operates in eight northeastern
cities and the three largest metropolitan areas in the country
with a land inventory capacity for about 156,000 units, of which
93% is intended for housing below a price of US$45,000.


=================
N I C A R A G U A
=================


* NICARAGUA: IDB Includes BANCENTRO Under Financing Program
-----------------------------------------------------------
The Inter-American Development Bank said in a statement that it
has included Banco de Credito Centroamericano -- BANCENTRO -- as
the first Nicaraguan Issuing Bank under its Trade Finance
Facilitation Program.

Under the TFFP, the IDB extends guarantees to cover letters of
credit, documentary collections, promissory notes and other
instruments used in the financing of international trade
transactions.  BANCENTRO's participation in the TFFP will be
instrumental to the Nicaraguan economy, as it will support
potential business opportunities resulting from the
materialization of CAFTA-DR and other free trade agreements.

The Issuing Bank Agreement was signed by Roberto Zamora,
President of the Lafise Group and Hiroshi Toyoda, Manager of the
IDB's Private Sector Department at the Annual Meeting in Belo
Horizonte.

                        About TFFP

Launched in 2005, the TFFP constitutes an effective tool for the
IDB to support economic reactivation and growth through the
expansion of financing available for international trade
activities of Latin American and Caribbean countries.  The TFFP
currently comprises a network of over 60 Confirming Banks
belonging to 26 different international banking groups in 20
countries and 11 Issuing Banks in 7 LAC countries with over
US$270 million in approved credit lines.  To date, the IDB has
issued guarantees for over US$30 million in support of
approximately 50 individual international trade transactions
totaling over US$66 million.  

                      About BANCENTRO

BANCENTRO -- http://www.bancentro.com.ni-- is the second  
largest bank in Nicaragua and the core entity of Miami-based
Central American financial conglomerate of Latin American
Financial Services Group (Lafise Group).  With trade financing
activities representing 12% of assets and a focus on serving the
non-traditional export sector, the TFFP is expected to play a
significant role by helping BANCENTRO to broaden its
international funding base among existing and new international
correspondent banks.

                        *    *    *

Moody's Investor Service assigned these ratings to Nicaragua:

                     Rating     Rating Date
                     ------     -----------
   Long Term          Caa1     June 30, 2003
   Senior Unsecured
   Debt                B3      June 30, 2003


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


KANSAS CITY SOUTHERN: Delays Filing of 2005 Annual Reports
----------------------------------------------------------
Kansas City Southern aka KCS was unable to file its Form 10-K
for the year ended Dec. 31, 2005, on March 31, 2006.  The
company previously announced in a press release dated March 17,
2006, that it had filed a notification of late filing on Form
12b-25 with the Securities and Exchange Commission to extend the
initial filing deadline for its Form 10-K to March 31.

The company was unable to complete and timely file its Form 10-K
for these reasons:

     -- the company's inability to complete the integration of
        financial information from its wholly owned subsidiary,  
        Kansas City Southern de Mexico, S.A. de C.V., aka KCSM
        into the company's consolidated financial statements;

     -- the company's inability to complete its final internal
        reconciliation of its consolidated financial statements;

     -- the company's inability to timely provide the
        information required for its independent registered
        public accounting firm, KPMG LLP aka KPMG, to complete
        its audit of the company's consolidated financial
        statements; and

     -- KCSM's inability to timely obtain a consent from its
        prior independent public accounting firm necessary to
        allow KPMG to issue its audit opinion for the company's
        consolidated financial statements.

The company is unable to estimate the anticipated filing date
for its Form 10-K, but it is working diligently to complete the
necessary review processes and intends to file the Form 10-K as
soon as possible.

The company also announced that its subsidiaries, Grupo
Transportacion Ferroviaria Mexicana, S.A. de C.V., and KCSM
filed notifications of late filing on Form 12b-25 with the
Securities and Exchange Commission on April 3, extending the
deadline to file their respective annual reports on Form 10-K
for up to fifteen days.  The companies each require additional
time to complete the preparation of their audited financial
statements and Form 10-K and expect to make the filings within
the 15-day extension period.

Headquartered in Kansas City, Mo., Kansas City Southern --   
http://www.kcsi.com/-- is a transportation holding company that      
has railroad investments in the U.S., Mexico and Panama.  Its   
primary U.S. holdings include The Kansas City Southern Railway   
Company, founded in 1887, and The Texas Mexican Railway Company,   
founded in 1885, serving the central and south central U.S.  Its   
international holdings include a controlling interest in TFM,
S.A. de C.V., serving northeastern and central Mexico and the
port cities of Lazaro Cardenas, Tampico and Veracruz, and a 50%   
interest in The Panama Canal Railway Company, providing ocean-
to-ocean freight and passenger service along the Panama Canal.  
KCS' North American rail holdings and strategic alliances are
primary components of a NAFTA Railway system, linking the
commercial and industrial centers of the U.S., Canada and
Mexico.

                        *    *    *

As reported in the Troubled Company Reporter on Dec. 09, 2005,
Standard & Poor's Ratings Services assigned a preliminary 'BB-'
senior secured rating, a preliminary 'B+' senior unsecured
rating, and a preliminary 'B-' preferred stock rating to Kansas
City Southern's (BB-/Stable/--) universal shelf registration.

At the same time, Standard & Poor's assigned its 'B-' rating to
the company's $210 million cumulative perpetual preferred stock
issue.  The preferred stock is being used to repurchase the
shares of Kansas City Southern common stock recently sold by
Grupo TMM S.A.  The Kansas City, Missouri-based freight railroad
has about $1.8 billion of lease-adjusted debt.


KANSAS CITY SOUTHERN: Late Filing Cues S&P to Watch Ratings
-----------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' ratings on
Kansas City Southern and Kansas City Southern de Mexico S.A. de
C. V., previously TFM S.A. de C.V., on CreditWatch with negative
implications. At the same time, the company's preferred stock
ratings were lowered to 'CCC' from 'B-'.  Those ratings remain
on CreditWatch with negative implications, where they were
placed on March 23, 2006.
     
The rating actions follow recent negative developments,
including a delay in the company's 2005 10-K filing announced
yesterday and last week's announcement that a special
shareholders' meeting held to address dividend payment
restrictions had been adjourned indefinitely. The lower
preferred stock ratings reflect an increased risk of Kansas City
Southern failing to make the next dividend payments on its
preferred stock.  Standard & Poor's placed the corporate credit
and other ratings on CreditWatch on concerns about Kansas City
Southern's liquidity in the wake of these events.
     
Standard & Poor's believes that the failure to provide audited
financial statements on a timely basis is an event of default
under the credit facility.  "While Kansas City Southern is
likely pursuing a waiver with its lenders, we believe that the
failure to provide financial statements, coupled with
limitations imposed by the failure to meet threshold covenant
levels under its bond indentures, has hampered the company's
access to liquidity, at least in the short term," said Standard
& Poor's credit analyst Lisa Jenkins.  In addition, the
company's recent financial performance has fallen below
expectations, partly due to the impact of the Gulf Coast
hurricanes in 2005.
     
Kansas City Southern announced last month that it failed to meet
a bond indenture covenant threshold and was therefore restricted
from paying cash dividends on its preferred stock.  The covenant
issue was primarily due to a noncash charge of US$37.8 million
incurred in the third quarter of 2005 to recognize additional
costs related to occupational and personal injury claims.

The company called for a shareholder meeting to vote on a
proposed amendment to terms of its 4.25% preferred stock, to
allow for the payment of dividends in stock, but the meeting was
adjourned due to failure to achieve a quorum.  If shareholder
approval is eventually granted, the preferred stock ratings will
be reevaluated in the context of the agreement reached with the
shareholders and Kansas City Southern's overall credit quality.  
Failure to achieve shareholder approval for the change in terms
would likely result in a lowering of the rating to 'C' until the
next dividend payment due date on mid-May and then 'D' once the
dividend payments are missed. All ratings could be lowered if
the company fails to address liquidity concerns or fails to
demonstrate the likelihood of improved financial results over
the near to intermediate term.


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


MUSICLAND HOLDING: Incurs US$57.3 Million Net Loss in Feb. 2006
---------------------------------------------------------------

                     Musicland Holding Corp.
                   Consolidated Balance Sheet
                     As of February 28, 2006

ASSETS
Current assets
   Cash                                             $14,721,000
   Inventories                                      149,512,000
   Other                                             30,350,000
Fixed assets                                         35,467,000
Other assets                                          4,085,000
                                                  -------------
   TOTAL ASSETS                                    $234,135,000

LIABILITIES & SHAREHOLDERS' DEFICIT
Current liabilities
   Accounts payable                                   1,467,000
   Other accrued liabilities                         33,405,000
   Gift Card liabilities                                443,000
                                                  -------------
   Total                                             35,315,000

DIP financing                                        17,752,000
Other LT Liabilities                                 13,981,000
Liabilities subject to compromise                   382,799,000
Shareholders' deficit                              (215,712,000)
                                                  -------------
   TOTAL LIABILITIES & SHAREHOLDERS' DEFICIT       $234,135,000


                     Musicland Holding Corp.
                     Statement of Operations
               Period from February 1 to 28, 2006

Merchandise revenue                                 $29,463,000
Non-merchandise revenue                                 743,000
Cost of good sold                                   (23,372,000)
                                                  -------------
   Gross Profit                                       6,834,000
                                                  -------------
Store operating expenses
   Payroll                                            4,186,000
   Occupancy                                          2,590,000
   Other                                                965,000

Other operating expenses
   Net advertising expense                             (701,000)
   Logistics                                          1,933,000
   Field administration & others                        682,000

General & administrative                              1,824,000
   EBITDA (Loss)                                     (4,724,000)

   Media Play wind down                              (1,399,000)
   Chapter 11 & related charges
      Legal Fees                                      1,713,000
      Severance                                       2,260,000
   GOB expenses
      Proceeds from HILCO                           (44,705,000)
      Book value of assets                           96,755,000
   Depreciation & amortization                       (2,291,000)
                                                  -------------
      Operating income (Loss)                       (57,057,000)
                                                  -------------
   Interest expense                                    (136,000)
   DIP financing fees
   Other non-operating charges                          (88,000)
   Income tax                                          (118,000)
                                                  -------------
      Net earnings (Loss)                          ($57,399,000)


                     Musicland Holding Corp.
                     Statements of Cash Flow
               Period from February 1 to 28, 2006

Operating activities
   Net earnings (Loss)                             ($57,398,000)
   Depreciation                                         706,000
   Inventory                                         87,419,000
   Other current assets                              (6,337,000)
   Accounts payable                                  (6,530,000)
   Other operating liabilities                         (610,000)
   Gift card liability                                  (97,000)
   Liabilities subject to compromise                 12,679,000
                                                  -------------
   Net cash provided by (used in)
      operating activities                           29,832,000
                                                  -------------
Investing activities
   Change in other long term asset/liabilities       (3,785,000)
   Retirement of fixed assets                         7,008,000
                                                  -------------
   Net cash provided by (used in)
      investing activities                            3,223,000
                                                  -------------
Financing activities
   Revolver borrowings                              (23,485,000)
                                                  -------------
Increase (decrease) in cash
   Cash at the beginning of Period                    5,149,000
                                                  -------------
   Cash at the end of Period                        $14,721,000

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


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


* Argentina & Uruguay Don't Want Mercosur Intervention on Spat
--------------------------------------------------------------
Argentine Foreign Minister Jorge Taina was quoted by Dow Jones
Newswires as saying during a press conference that intervention
by neighboring countries is not needed in the Argentina-Uruguay
dispute.

The two countries are at odds over the construction of two pulp
mills along their border.  Argentine environmetalists protest
that the mills will cause pollution.  Uruguay, on the other
hand, asserts that the mills will strictly follow environmental
safety protocol and won't cause harm to anybody.

A study by the International Finance Corp., the World Bank's
private equity arm, which is providing financing for the $1.86
billion pair of projects, released the findings of its own
environmental impact study in December 2005 and found that there
would be no impact on aquatic or recreational use of the river
from the plants' discharges.

Minister Taina stressed that the dispute is bilateral and
doesn't require help from the member countries of the Southern
Cone Common Market -- Mercosur.  Mercosur was founded by Brazil,
Argentina, Uruguay and Paraguay and recently admitted Venezuela
to its ranks.

The plants are being built by Oy Metsa-Botnia AB, a consortium
consisting of Finnish companies M-Real Oyj, UPM-Kymmene Oyj, and
Metsaliitto Cooperative, and Spain's Grupo Empresarial ENCE SA.

                        *    *    *

Fitch Ratings assigns these ratings on Argentina:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     RD      Dec. 14, 2005
   Long Term IDR       B       Dec. 14, 2005
   Short Term IDR      B-      Jun.  3, 2005
   Local Currency
   Long Term Issuer
   Default Rating      B       Jun.  3, 2005

                        *    *    *

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


* URUGUAY: Joining Proposed US$20 Billion Natural Gas Pipeline
--------------------------------------------------------------
"Not only are we willing to take part in this project, but if we
were left aside, a scandal would hit my country," Uruguayan
President Tabare Vasquez was quoted by El Universal as saying
when asked if his country was to join a planned southern gas
pipeline comprising Argentina, Brazil, and Venezuela.

During a press conference in the presidential palace of
Miraflores in Caracas, Venezuela, President Tabare said Uruguay
would join the energy project for the sake of regional
integration.  

The gas pipeline, proposed by Venezuelan President Hugo Chavez,
stretches over more than 7,000 km from Giria, in eastern Sucre
state, and is expected to supply gas to South American
countries.  The project is estimated to cost US$20 billion.

                        *    *    *

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


* URUGUAY: Saves US$24 Million Through Prepayment of Bank Debts
---------------------------------------------------------------
The government of Uruguay saved about $24 million by making
early payments of its debts to the World Bank, the Inter-
American Development Bank and the International Monetary Fund
aka IMF, Danilo Astori -- the country's finance minister -- told
Dow Jones Newswires.

Mr. Astori announced during a news conference held on March 30
that Uruguay had paid ahead of schedule the $630 million it owed
to IMF.  The debt would due later this year.  

That alone saved the government about $8.4 million in interest
and costs, Mr. Astori had said.

Dow Jones quoted Mr. Astori saying that the government's newly
created public debt department will carry on the work on
improving the country's debt profile.

According to Dow Jones, Mr. Astori also stated that the broader
goal is the reduction of the country's high debt burden in
relation to its gross domestic product.

A transcript of the press conference quoted Mr. Astori saying,
"We have proposed to ourselves, as part of the government's
plan, to substantially reduce that proportion (of debt)."

The net general government debt, according to Standard & Poor's
Ratings Services, is projected at 56% of GDP in 2006 -- down
from an estimated 59% of GDP in 2005 and a peak of 91% of GDP in
2003.

Dow Jones states that authorities are predicting Uruguay's GDP
to expand 5.7% this year, adding to the 6.6% growth in 2005 and
a record 11.8% jump in GDP in 2004.

Mr. Astori told Dow Jones that the government's debt office is
responsible with cutting costs and extending maturities of the
country's debt as well as replacing bilateral and multilateral
debt, which often comes with strings attached, with sovereign
bonds.

Mr. Astori, says Dow Jones, revealed that Uruguay has not
renounced receiving any fresh funds from the IMF as part of
existing programs.  The government has not ruled out other ways
of improving the debt profile -- like issuing sovereign bonds in
the Uruguayan currency.

The government has a host of measures in progress for the
improvement of the country's economy structure.  Among bills
already passed to Congress are those on tax reform, central bank
reform and antitrust measures.  The government plans for the
restoration of state-run mortgage bank -- Banco Hipotecario del
Uruguay.  A new bankruptcy law is also being prepared, Mr.
Astori told Dow Jones.

                       *    *    *

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
=================


CITGO: Board Appoints Frank Gygax as New Chief Operating Officer
----------------------------------------------------------------
The board of directors of CITGO Petroleum Corporation decided to
appoint Frank Gygax as chief operating officer, effective April
1.  Mr. Gygax will replace Jerry Thompson, who will be retiring.
Mr. Thompson has served as COO in the company since 2003.

"Jerry Thompson's contributions to CITGO and the energy industry
are remarkable," said Felix Rodriguez, company president and
Chief Executive Officer.  "His efforts and leadership through
the years have been widely recognized by his professional
peers."

"We also welcome Frank Gygax to his new position and look
forward to benefiting from the wealth of experience that he and
his team members bring to their new roles," Mr. Rodriguez added.

In his most recent role as vice president of refining, Frank
Gygax was responsible for integrating and optimizing the PDVSA
and CITGO refining systems.  Mr. Gygax has more than 30 years of
experience in the refining industry.  Prior to joining CITGO, he
served as president of SINCOR, a joint venture between PDVSA,
TotalFinaElf and Statoil.  He also served as general manager of
PDVSA's Paraguana refining complex.

Several other internal promotions also were announced:

   -- Al Prebula, Vice President of Lake Charles Manufacturing
      Complex, has been named vice president of refining,
      replacing Gygax.  

      Mr. Prebula joined CITGO in 1992 as general manager
      technical services at the Corpus Christi Refinery.  He was
      named vice president of the Corpus Christi Refinery in
      March of 1996 and continued in that role until 1999 when
      he became vice president of the Lake Charles Manufacturing
      Complex.  Before joining CITGO, Mr. Prebula was employed
      with Exxon for 24 years where he held various management      
      positions, including Bayonne, N.J., plant manager.

   -- Randy Carbo, Vice President and General Manager of Corpus
      Christi Refinery, has been appointed as vice president of
      Lake Charles Manufacturing Complex, replacing Prebula.  

      Mr. Carbo joined CITGO in 1976 as a process engineer at
      the Lake Charles Manufacturing Complex.  He held several
      supervisory and managerial assignments at Lake Charles and
      at CITGO's former Tulsa headquarters, including operations
      area manager (Lake Charles) and general manager of
      lubricants operations (headquarters).  He later served as
      general manager of operations and maintenance at Corpus
      Christi, as well as general manager of engineering and
      technical services at Lake Charles before becoming vice
      president and general manager of the Corpus Christi
      Refinery in 2004.

   -- Eduardo Asseff, General Manager of Operations and
      Maintenance at the Corpus Christi Refinery, will replace
      Carbo as vice president and general manager of Corpus
      Christi Refinery.  

      Mr. Asseff transferred to CITGO from PDVSA in April, 1999.
      At PDVSA, Eduardo held several positions of increasing
      responsibility in the project, process engineering,
      maintenance and operations areas since 1985 before his
      transfer to the Corpus Christi Refinery where he has held
      positions in both engineering and operations.

   -- Bill Hatch, Vice President of Supply and Distribution,
      assumes additional responsibility as vice president of
      supply and marketing.

      Mr. Hatch joined CITGO in 1975, beginning his career at
      the Lake Charles refinery as a process engineer and then
      advanced through several technical and operations
      supervisory and management positions.  Hatch became vice
      president supply and distribution in September 2004.

Headquartered in Houston, Texas, CITGO is owned by PDV America,
an indirect, wholly owned subsidiary of Petroleos de Venezuela
S.A., the state-owned oil company of Venezuela.

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.

As reported on Feb. 16, 2006, Standard and Poor's Ratings
Services assigned a 'BB' rating on CITGO Petroleum Corp.

Standard & Poor's 'BB' rating on CITGO is higher than the 'B+'
corporate credit rating on PDVSA, because of the relative
strength of the refiner's financial profile and the asset
protection afforded to CITGO creditors, if CITGO defaults for
PDVSA-specific reasons, for example, a Venezuela sovereign
default.  Nevertheless, CITGO could be challenged by events
surrounding PDVSA.


PDVSA: PDV Gas Spends US$2.5 Bil. to Expand Methane Gas Network
---------------------------------------------------------------
PDV Gas, a subsidiary of Petroleos de Venezuela, will spend
US$2.5 billion to expand its domestic methane gas network, the
subsidiary's new projects general manager Oscar Farina told
Business News Americas.

"We are investing US$2.5 billion in a distribution network that
will cover 18 states and benefit 10 million residents or 2
million households," Mr. Farina informed Business News.

Business News relates that despite Venezuela's being one of the
world's largest natural gas reserves, domestic methane is
available at least partially in only five states plus the
capital district of Caracas.

In order to extend service, PDV Gas has to install 16,000 km of
principal tubing and 40,000 km of internal tubing, the final
sections that reach each household.

Although the natural gas provider already has over 250,000
clients in Caracas' affluent east side, the majority of
Venezuelans rely on "bombonas" or 15-liter metal cylinders that
only last a couple of weeks and cost about 5,000 bolivares
(US$2) each. A monthly residential connection costs roughly the
same amount, Business News relates.

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: Minister Wants Contract Termination Clause Amended
---------------------------------------------------------------
Victor Alvarez, Venezuela's Minister of Basic Industries and
Mining or Mibam, said in a press release that he will be
proposing changes to the country's existing laws governing the
mining sector.

Mr. Alvarez believes that the country should have the
flexibility of terminating contracts and concessions of
companies with tax arrears.  

In the minister's opinion, making a reform is faster than
establishing a new legal framework, because the legislature
needs to review all the articles, the rationale, and chapters,
among others, the El Universal relates.

Minister Alvarez conceded that the current Mines Law lack
articles with regard to termination of contracts.  Based on this
law, each of the 300 grants and 500 operational agreements
should be reviewed on an individual basis, the El Universal
relates.

                        *    *    *

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


                            ***********


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

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