TCRLA_Public/060504.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, May 4, 2006, Vol. 7, Issue 88

                            Headlines

A R G E N T I N A

AUTOMOTORES PALMINO: Filing of Proofs of Claim Ends on Aug. 1
BANCO FRANCES: Shareholders Approve ARS27 Million Cash Dividend
BANG SEUNG: Seeks Reorganization Approval from Court
BLUETRADE SA: Trustee Stops Accepting Claims After May 22
COMERCIAL SUMA: Court Concludes Reorganization Proceeding

COMPANIA PROVINCIAL: Court Concludes Reorganization
CONSTRUCCIONES DISARQ: Individual Report Due in Court on Aug. 14
CONSTRUCCIONES E INVERSIONES: Claims Filing Deadline on Aug. 24
CONTROL SRL: Individual Reports Due in Court on May 17
CUENCA SUR: Sets May 15 as Verification of Claims Deadline

NENIN SRL: Reorganization Proceeds to Bankruptcy

B A H A M A S

KERZNER INTL: Investor Group Raises Going-Private Bid to US$3.8B

B E R M U D A

ENDURANCE SPECIALTY: Reports US$107M First Quarter Net Income
GLOBAL ASSET: Final Shareholders Meeting Is Set for May 26
HOUSEHOLD GLOBAL: Sets Final Shareholders Meeting on May 25
MAN SCION INVESTMENTS: Filing of Proofs of Claim Ends on May 12

B R A Z I L

BANCO BRADESCO: Holding Earnings Results Webcast on May 9
BANCO ITAU: Inks Pact With BofA to Buy BankBoston LatAm Assets
BANCO ITAU: BankBoston Buy Cues Moody's to Affirm Ratings
BANCO ITAU: S&P Says Ratings Unaffected by BankBoston Brazil Buy
BANKBOSTON: Banco Itau Inks Pact With BAC to Purchase Firm

BANCO VOTORANTIM: Moody's Reviews Ratings for Possible Upgrade
COMPANHIA SIDERURGICA: Plans to Make Dividend Payment on May 8
PETROLEO BRASILEIRO: Investing US$2.25 Bil. for 2006-2010 Period
PETROLEO BRASILEIRO: Projects US$3 Billion Trade Surplus in 2006
VARIG S.A.: Brazilian Court OKs A&M as Restructuring Advisor

VARIG S.A.: Brazilian Labor Court Allows Union to Seize Assets

C A Y M A N   I S L A N D S

ASTER CITY: Sets May 19 as Proofs of Claim Filing Deadline
CORNERSTONE GLOBAL: Final Shareholders Meeting Set for May 20
CRESCENT SKYWEST: Schedules May 18 Final Shareholders Meeting
NICE FINANCE: Creditors Must Submit Proofs of Claim by May 18
SARUM LIMITED: Holds Final Shareholders Meeting on May 16

C H I L E

COEUR D'ALENE: Clarifies Position in San Bartolome Project

C O S T A   R I C A

CENTRAL AMERICAN: Killman Murrell Raises Going Concern Doubt

* COSTA RICA: Power Interconnection with Panama Starts This Week

D O M I N I C A N   R E P U B L I C

* DOMINICAN REPUBLIC: Energy Rates Unlikely to Drop

E C U A D O R

* ECUADOR: Workers Want Petroecuador Deal with OXY Terminated

H A I T I

* HAITI: Seeks Aid from Canadian Leaders to Spur Econ. Growth

M E X I C O

AXTEL SA: First Quarter 2006 Revenues Up 14% to Ps1.3 Billion
DIRECTV: Forms DirecPath Venture with Hicks Holdings
GRUPO MEXICO: Consolidated Sales Up 5.5% in Fourth Quarter 2005
PENN OCTANE: Burton McCumber Raises Going Concern Doubt
RIO VISTA: Burton McCumber Raises Going Concern Doubt

SOUTHERN COPPER: Moody's Upgrades Senior Notes' Rating to Baa2

P A N A M A

* PANAMA: Power Interconnection with Costa Rica Begins This Week

P A R A G U A Y

* PARAGUAY: Might Withdraw from Mercosur According to Analysts

P U E R T O   R I C O

KMART CORP: Files Revised Status Report on Avoidance Actions

U R U G U A Y

BANCO ITAU (URUGUAY): Fitch Assigns BB- Local Currency Rating
COOPERATIVA DE AHORRO: Fitch Assigns CCC Local Currency Rating
COOPERATIVA NACIONAL: Fitch Affirms & Withdraws D Ratings
FEDERACION URUGUAYA: Fitch Assigns B- LT Local Currency Rating
HSBC URUGUAY: Fitch Upgrades LT Foreign Currency Rating to BB-

NUEVO BANCO: Fitch Assigns BB- Long-Term Local Currency Rating

* URUGUAY: Will Lessen Involvement in Mercosur Trade Bloc

V E N E Z U E L A

* VENEZUELA: Seniat Charges Additional Back Taxes Against Total


                          - - - - -


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


AUTOMOTORES PALMINO: Filing of Proofs of Claim Ends on Aug. 1
-------------------------------------------------------------
Creditors of bankrupt company Automotores Palmino S.A. are
required to present proofs of their claim to Ernesto Puerta, the
court-appointed trustee, for verification on or before Aug. 1,
2006, La Nacion reports.  Creditors who fail to submit the
required documents by Aug. 1 will not qualify for any post-
liquidation distributions.

Buenos Aires' Court No. 24 declared the company bankrupt in
favor of the company's creditor, Rodolfo Santamarina, whom the
company owes US$28,800.

Clerk No. 48 assists the court on the case.

The debtor can be reached at:

         Automotores Palmino SA
         Uruguay 385
         Buenos Aires, Argentina

The trustee can be reached at:

         Ernesto Puerta
         Fragate Presidente Sarmiento 72
         Buenos Aires, Argentina


BANCO FRANCES: Shareholders Approve ARS27 Million Cash Dividend
---------------------------------------------------------------
BBVA Banco Frances told the local securities regulator CNV that
its shareholders approved a ARS27 million cash dividend.

According to Business News Americas, the dividend is equivalent
to ARS0.006 per share.

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

                        *    *    *

BBVA Banco Frances long-term bank deposits carries Moody's
Investor Service' Caa1 rating.


BANG SEUNG: Seeks Reorganization Approval from Court
----------------------------------------------------
Buenos Aires' Court No. 13 is currently reviewing the merits of
the reorganization petition filed by Bang Seung Ok.  Argentine
daily La Nacion reports that the Company filed the request after
defaulting on its debt payments since April 19, 2004.

The reorganization petition, if granted by the court, will allow
the company to negotiate a settlement with its creditors in
order to avoid a straight liquidation.  Clerk No. 26 assists the
court on this case.

The debtor can be reached at:

          Bang Seung Ok
          Chivilcoy 1925
          Buenos Aires, Argentina


BLUETRADE SA: Trustee Stops Accepting Claims After May 22
---------------------------------------------------------
Mario Daniel Krasnansky, the trustee appointed by a Buenos Aires
court for the bankruptcy case of Bluetrade S.A., will no longer
entertain claims that are submitted after May 22, 2006, Infobae
reports.  Creditors whose claims are not validated will be
disqualified from receiving any payment that the company will
make.

Bluetrade's petition for reorganization in 2004 has now
proceeded to liquidation.

As reported in the Troubled Company Reporter on Dec. 14, 2004,
Judge Hualde of Buenos Aires' civil and commercial Court No. 9
received Bluetrade's petition to reorganize after it has filed a
"Concurso Preventivo" petition after defaulting on its payments.

Dr. Raisberg de Merenzon, the city's Clerk No. 17, assisted the
court with the reorganization proceeding.

The debtor can be reached at:

         Bluetrade S.A.
         Avenida Corrientes 2769
         Buenos Aires

The trustee can be reached at:

         Mario Daniel Krasnansky
         Juan Ramirez de Velasco 813
         Buenos Aires, Argentina


COMERCIAL SUMA: Court Concludes Reorganization Proceeding
---------------------------------------------------------
The settlement plan proposed by Comercial Suma S.R.L. for its
creditors acquired the number of votes necessary for
confirmation.  As such, the plan has been endorsed by a civil
and commercial tribunal in Cordoba and will now be implemented
by the Company.

The debtor can be reached at:

          Comercial Suma S.R.L.
          Dean Funes 144
          Ciudad de Cordoba
          Cordoba, Argentina


COMPANIA PROVINCIAL: Court Concludes Reorganization
---------------------------------------------------
The reorganization of Buenos Aires-based Compania Provincial de
Propiedades S.A. has ended.  Data revealed by Infobae on its Web
site indicated that the process was concluded after a Buenos
Aires court homologated the debt agreement signed between the
Company and its creditors.


CONSTRUCCIONES DISARQ: Individual Report Due in Court on Aug. 14
----------------------------------------------------------------
Court-appointed trustee Liliana Beatriz Rodriguez will stop
verifying claims from Construcciones Disarq S.A.'s creditors on
June 16, 2006.  Infobae relates that verified claims will be
used as basis in creating individual reports, which will be due
in court on August 14, 2006.

A general report is expected in court on September 26, 2006.

Buenos Aires' Court No. 21, with the assistance of Clerk No. 41,
declared the company bankrupt in favor of La Caja Aseguradora de
Riesgos del Trabajo ART S.A., whom the company owes US$6,910.30.

The debtor can be reached at:

         Construcciones Disarq S.R.L.
         La Pampa 3257
         Buenos Aires, Argentina

The trustee can be reached at:

         Liliana Beatriz Rodriguez
         Blanco Encalada 4580
         Buenos Aires, Argentina


CONSTRUCCIONES E INVERSIONES: Claims Filing Deadline on Aug. 24
--------------------------------------------------------------
Court-appointed trustee Eliana Navarro will stop verifying
claims from Construcciones e Inversiones Latinoamericanas S.A.'s
creditors on Aug. 24, 2006.

CILSA started reorganization after a Mendoza court approved its
petition to reorganize.

The debtor can be reached at:

         Construcciones e Inversiones Latinoamericanas S.A.
         Infanta Mercedes de San Martin 78, Ciudad de Mendoza
         Mendoza, Argentina

The trustee can be reached at:

         Eliana Navarro
         San Lorenzo 712 Ciudad de Mendoza
         Mendoza, Argentina


CONTROL SRL: Individual Reports Due in Court on May 17
------------------------------------------------------
Court-appointed trustee Raul Oscar Perez Venturini stopped
verifying claims from Control S.R.L's creditors on March 31,
2006 for its insolvency case.  Infobae relates that verified
claims will be used as basis in creating individual reports,
which will be due in court on May 17, 2006.

A general report is expected in court on July 14, 2006.  An
informative assembly is scheduled on Feb. 5, 2007.  Infobae adds
that a Rio Negro court handles the case.

The debtor can be reached at:

          Control S.R.L.
          Acceso Martin Fierro interseccion con Ruta Provincial
          Numero 65, Allen
          Rio Negro, Argentina

The trustee can be reached at:

          Raul Oscar Perez Venturini
          Mitre 810
          Rio Negro, Argentina


CUENCA SUR: Sets May 15 as Verification of Claims Deadline
----------------------------------------------------------
Silvina Maria del Lujan Facco, the court-appointed trustee in
the insolvency case of Cuenca Sur S.A. will verify creditors'
proofs of claims until May 15, 2006.  Creditors with unverified
claims cannot participate in the Company's settlement plan.

Cuenca Sur has proceeded with reorganization after a Buenos
Aires Court converted the Company's bankruptcy case into a
"concurso preventivo," states Infobae.

As reported in the Troubled Company reporter on March 21, 2006,
Cuenca Sur S.A. entered bankruptcy protection after a court
based in Rosario ordered the company's liquidation.

The trustee will provide the court with individual reports on
the forwarded claims on July 3, 2006.

The debtor can be reached at:

         Cuenca Sur S.A.
         Santa Fe 1261
         Rosario, Santa Fe
         Argentina


NENIN SRL: Reorganization Proceeds to Bankruptcy
------------------------------------------------
The reorganization of Nenin S.R.L. has progressed into
bankruptcy -- which means, the debtor's assets will be
liquidated and proceeds distributed to creditors.  Argentine
news source Infobae relates that a court in Rosario, Santa Fe
ruled that the Company is "Quiebra Decretada."

The name of the trustee is yet to be disclosed.

The debtor can be reached at:

         Nenin S.R.L.
         Candelaria 1936 Funes
         Santa Fe, Argentina



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B A H A M A S
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KERZNER INTL: Investor Group Raises Going-Private Bid to US$3.8B
----------------------------------------------------------------
Kerzner International Limited (NYSE: KZL) amended the definitive
agreement under which the Company will be acquired by an
investor group -- led by the Company's Chairman, Sol Kerzner and
its Chief Executive Officer, Butch Kerzner -- to increase the
price per ordinary share from $76.00 to $81.00 in cash.  As a
result, the Company has agreed to terminate its solicitation of
superior proposals announced on March 20, 2006.  The Company has
also agreed that the transaction cannot be terminated prior to a
stockholder vote without the consent of the investor group.

The aggregate transaction value, including the assumption of
US$599 million of net debt as of December 31, 2005, is
approximately US$3.8 billion.

The Company amended the agreement after Ronald Baron and several
of his investment companies directed the purchase of 5,313,000
shares of Kerzner International's common stock for
US$154,732,879:  Mr. Baron told Howard Kerzner he does not
support the proposed US$76 per share going-private transaction.
Mr. Baron asserted this position during their meetings with
Baron Capital Group's general counsel on April 19 and April 20,
2006.  Mr. Baron said he carried the voice of investment
advisory clients of his firms.

The investor group also includes:

      * Istithmar PJSC, a significant Kerzner shareholder;

      * Whitehall Street Global Real Estate Limited Partnership
        2005;

      * Colony Capital LLC, Providence Equity Partners, Inc.;
        and

      * The Related Companies, L.P., which is affiliated with
        one of the Company's directors.

The Board of Directors of the Company, upon the unanimous
recommendation of a Special Committee of Directors formed to
evaluate the terms of the transaction, has approved the revised
terms of the merger agreement.  The Special Committee, which
includes representatives of two significant shareholders that
are not affiliated with the investor group, negotiated the price
and other terms of the revised merger agreement with the
assistance of its financial and legal advisors.

The transaction is expected to close in mid-2006 and is subject
to certain terms and conditions customary for transactions of
this type, including the receipt of financing and regulatory
approvals. Deutsche Bank Securities Inc. and Goldman Sachs
Credit Partners have provided commitments to the investor group
for the debt portion of the financing for the transaction.

The transaction also requires approval of the merger agreement
by the Company's shareholders.  The Kerzners and Istithmar,
which together own approximately 24% of the Company's ordinary
shares, have agreed to vote in favor of the transaction.  The
Company will schedule a special meeting of its shareholders for
the purpose of obtaining shareholder approval.  Upon completion
of the transaction, the Company will become a privately held
company and its common stock will no longer be traded on The New
York Stock Exchange.

In the event the merger agreement is terminated under specified
circumstances, the investor group will receive a break-up fee
of 3% of the equity value of the transaction (approximately
US$95 million).

J.P. Morgan Securities Inc. is serving as financial advisor and
Cravath, Swaine & Moore LLP and Paul, Weiss, Rifkind, Wharton &
Garrison LLP are serving as legal advisors to the Special
Committee of the Company's Board of Directors. Deutsche Bank AG
and Groton Partners LLC are serving as financial advisors and
Simpson Thacher & Bartlett LLP is serving as legal advisor to
the investor group.

                 About Kerzner International

Kerzner International Limited -- http://www.kerzner.com/--  
through its subsidiaries, is a leading international developer
and operator of destination resorts, casinos and luxury hotels.
The Company is also a 37.5% owner of BLB Investors, L.L.C.,
which owns Lincoln Park in Rhode Island and pari-mutuel racing
facilities in Colorado.  In the U.K., the Company is currently
developing a casino in Northampton and received a Certificate of
Consent from the U.K. Gaming Board in 2004.  In its luxury
resort hotel business, the Company manages ten resort hotels
primarily under the One&Only brand.  The resorts, featuring some
of the top-rated properties in the world, are located in The
Bahamas, Mexico, Mauritius, the Maldives and Dubai.  An
additional One&Only property is currently in the planning stages
in South Africa.



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B E R M U D A
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ENDURANCE SPECIALTY: Reports US$107M First Quarter Net Income
-------------------------------------------------------------
Endurance Specialty Holdings Ltd. (NYSE:ENH), disclosed net
income of US$107.0 million or US$1.45 per diluted common share
for the first quarter of 2006 versus net income of US$96.3
million or US$1.45 per diluted common share in the first quarter
of 2005.  In the first quarter of 2006, operating income, which
excludes after-tax realized investment gains and losses and
foreign exchange gains and losses, was US$107.9 million or
US$1.46 per diluted common share versus operating income of
US$102.7 million or US$1.55 per diluted common share in the
first quarter of 2005.  Annualized operating return on average
common equity was 24.5% during the first quarter of 2006.

Kenneth J. LeStrange, Chairman and Chief Executive Officer,
commented, "We are pleased to report an excellent financial
result for the first quarter of 2006.  We are confident that the
catastrophe modeling and risk management enhancements that we
implemented following the hurricanes of 2005 position us very
well to achieve strong returns for our shareholders."

Gross premiums written were US$571.4 million for the quarter
ended March 31, 2006, compared to US$702.5 million for the first
quarter of 2005.  This decrease in gross premiums written was
largely due to the non-renewal of certain contracts in our
Property Per Risk Treaty Reinsurance and Casualty Treaty
Reinsurance segments that did not meet our return criteria or
our underwriting and claims review recommendations.  In
addition, as expected and disclosed last quarter, in the first
quarter of 2006 we did not renew a large contract in the
Aerospace and Other Specialty Lines segment that we acquired as
part of our renewal rights transaction with Hart Re in 2003, as
the remaining pool members exercised their option to assume the
Hart Re share upon expiration of the contract.  Reported gross
premiums written in the first quarter of 2006 did not include
US$99.1 million in premiums accounted for under the deposit
method of accounting.  In the first quarter of 2005, US$85.6
million of gross premiums were accounted for under the deposit
method of accounting.  Earned premiums in the quarter were
US$420.2 million, a decrease of 4.0% from the first quarter of
2005.

The combined ratio was 84.9% in the first quarter of 2006, equal
to the first quarter of 2005.  The loss ratio was 56.8% in the
quarter compared to 57.4% in the first quarter of 2005.  The
Company's results include reserves for a large number of
moderate events that occurred during the first quarter,
including tornados, hailstorms, flooding and typhoons that
affected the U.S., Europe and Australia.  The Company benefited
from US$42.5 million in net favorable reserve development in the
first quarter of 2006 from business underwritten in prior years
compared to US$46.0 million of favorable reserve development in
the first quarter of 2005.  This reduction in the Company's
estimated losses for prior years was largely driven by lower
than anticipated reported claims in the Property Per Risk Treaty
and Property Individual Risk segments.  During the quarter, the
Company increased its reserves for ultimate claims from
hurricanes Katrina, Rita and Wilma by US$35 million,
approximately 4%, and redistributed some of these reserves among
its reporting segments.  These increases were more than offset
by favorable 2005 accident year reserve development from within
the property and specialty segments.

Investment income was US$61.9 million in the first quarter of
2006, an increase of 54.7% from the US$40.0 million of
investment income in the first quarter of 2005, reflecting
significant increases in invested assets and improved investment
yields over the past year.  Alternative investments added US$9.3
million to investment income in the first quarter of 2006, or
25% on an annualized basis, versus US$3.7 million in the first
quarter of 2005.

At March 31, 2006, the Company's GAAP shareholders' equity was
US$1.9 billion or US$23.96 per diluted common share versus
US$1.9 billion or US$23.17 per diluted common share at December
31, 2005.  At quarter end, total capitalization was US$2.4
billion compared to US$2.3 billion at December 31, 2005.

Total assets were US$6.7 billion and cash and invested assets
were US$5.1 billion, an increase of 24.7% from the quarter ended
March 31, 2005. Net operating cash flow was US$175.7 million for
the quarter versus US$220.1 million at March 31, 2005.

Endurance Specialty Holdings Ltd. -- http://www.endurance.bm/
-- is a global provider of property and casualty insurance and
reinsurance.  Through its operating subsidiaries, Endurance
currently writes property per risk treaty reinsurance, property
catastrophe reinsurance, casualty treaty reinsurance, property
individual risks, casualty individual risks, and other specialty
lines.  Endurance's headquarters are located at Wellesley House,
90 Pitts Bay Road, Pembroke HM 08, Bermuda and its mailing
address is Endurance Specialty Holdings Ltd., Suite No. 784, No.
48 Par-la-Ville Road, Hamilton HM 11, Bermuda.

                        *    *    *

As reported on Jan. 31, 2006, Standard & Poor's Ratings Services
assigned its preliminary 'BBB' senior debt, 'BBB-' subordinated
debt, 'BB+' junior subordinated, and 'BB+' preferred stock
ratings to Endurance Specialty Holdings Ltd.'s (NYSE:ENH;
BBB/Positive/--) recently filed universal shelf.  The new shelf
has an undesignated notional amount in accordance with the new
SEC rules effective Dec. 1, 2005.


GLOBAL ASSET: Final Shareholders Meeting Is Set for May 26
----------------------------------------------------------
Mr. Robin J. Mayor, the liquidator of Global Asset Fund Limited,
a company undergoing a winding-up process, stopped verifying
creditors' proofs of claim yesterday, May 3, 2006.

A final general meeting will be held at the office of the
liquidator on May 26, 2006, at 9:30 a.m., or as soon as
possible, 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 April 10, 2006.

The liquidator can be reached at:

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


HOUSEHOLD GLOBAL: Sets Final Shareholders Meeting on May 25
-----------------------------------------------------------
Mr. Robin J. Mayor, the liquidator of Household global FSC
Limited, a company undergoing a winding-up process, stopped
verifying creditors' proofs of claims yesterday, May 3, 2006.

A final general meeting will be held at the office of the
liquidator on May 25, 2006, at 9:30 a.m., or as soon as
possible thereafter, 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 April 13, 2006.

The liquidator can be reached at:

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


MAN SCION INVESTMENTS: Filing of Proofs of Claim Ends on May 12
---------------------------------------------------------------
Creditors of Man Scion Investments Limited are given until
May 12, 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 May 12 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 31, 2006, at 9:30 a.m., or as soon as
possible, 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 April 24, 2006.

The liquidator can be reached at:

         Beverly Mathias
         Argonaut Limited
         Argonaut House, 5 Park Road,
         Hamilton, HM 09, Bermuda



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B R A Z I L
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BANCO BRADESCO: Holding Earnings Results Webcast on May 9
---------------------------------------------------------
Banco Bradesco S.A. (NYSE: BBD - News; BOVESPA: BBDC4) (Latibex:
XBBDC) will hold a Webcast at 10:00 a.m. EDT on May 9, 2006, to
discuss its first quarter earnings results.

Interested parties who want to know more about the Webcast may
contact:

              Jean Philippe Leroy
              Banco Bradesco S.A.
              Tel: +011-55-11-3684-9229
              Email: 4823.jean@bradesco.com.br

                    -- or --

              Edina Rosaria dos Santos
              Banco Bradesco S.A.
              Tel: +011-55-11-3684-9302
              Email: 4823.edina@bradesco.com.br

If you are unable to participate during the live Webcast, the
call will be archived at http://www.bradesco.com.br/ir. To
access the replay, click on Investor Relations Section.

Headquartered in Sao Paulo, Brazil, Banco Bradesco S.A. Banco
-- http://www.bradesco.com.br/-- prides itself on serving low-
and medium-income individuals in Brazil since the 1960s.
Bradesco is Brazil's largest private bank, with more than 3,000
banking branches, and also a leader in insurance and private
pension management.  Bradesco has branches throughout Brazil as
well as one in New York, two in the Bahamas, and four in the
Cayman Islands.  Bradesco offers Internet banking, insurance,
pension plans, annuities, credit card services (including
football-club affinity cards for the soccer-mad population), and
Internet access for customers.  The bank also provides personal
and commercial loans, along with leasing services.

                        *    *    *

As reported in the Troubled Company Reporter on Feb. 23, 2006,
Moody's Investors Service shifted Banco Bradesco S.A.'s 'C-'
bank financial strength rating to positive from stable.

                        *    *    *

On Oct. 19, 2005, Moody's Investors Service upgraded Banco ABN
Amro Real S.A.'s long-term foreign currency deposit rating to B1
from B2.  Moody's maintained a positive outlook on the rating.

This action followed Moody's upgrade of Brazil's foreign
currency ceiling for deposits to B1, from B2, and the foreign
currency country ceiling for bonds and notes to Ba3, from B1.
The country ceilings have a positive outlook.


BANCO ITAU: Inks Pact With BofA to Buy BankBoston LatAm Assets
--------------------------------------------------------------
Banco Itau Holding Financeira S.A. and Itausa -- Investimentos
Itau S.A. -- have entered into an agreement with Bank of America
Corporation dated May 1, 2006, which involves:

   -- The acquisition of BankBoston in Brazil by ITAU pursuant
      to the issuance of 68,518 thousand non-voting ITAU shares,
      equal to an approximate 5.8% share of ITAU's total
      capital; and

   -- The exclusive right for ITAU to acquire BKB's operations
      in Chile and Uruguay, as well as certain other financial
      assets owned by clients of Latin America.

This transaction, the largest stock swap ever to be completed in
the Brazilian financial services industry, secures ITAU's
leadership amongst private Brazilian institutions in the asset
management, custody business, and in the high net worth
individual and large corporate sectors and provides it with the
opportunity to expand its operations into new markets in Latin
America.

Under the agreement, the acquired businesses of ITAU includes:

   BankBoston Brazil

      -- with BRL23 billion in assets BKB Brazil is a recognized
         leader in the main segments where it operates such as
         the high net worth individuals segment, including a
         significant credit card operation, as well as the
         small, middle market and large corporate sectors.  With
         approximately BRL26 billion in assets under management,
         BKB has a strong presence in this market in Brazil;

   BankBoston Chile

      -- BKB Chile has total assets of BRL5 billion, with 44
         branches and 58,000 clients, ranking 12th amongst the
         Chilean financial institutions in terms of total
         assets;

   BankBoston Uruguay

      -- BKB Uruguay has a significant presence in the market
         with 15 branches, ranking 3rd amongst the private banks
         in terms of total assets; and

   OCA

      -- The credit card company OCA has 23 branches and is
         currently the largest credit card issuer in Uruguay
         with a market share of approximately 50%.

BKB Uruguay and OCA jointly serve approximately 372,000 clients.

The acquisition of BKB Brazil will be effected in stock pursuant
to the issuance of 68,518 thousand new non-voting ITAU shares,
equal to an approximate 5.8% share of ITAU's total capital.
Based on the non-voting shares average price on 04-28-06, these
newly-issued shares would be valued at BRL4.5 billion.

The same transaction structure is expected for the remaining
acquisitions in valuation and the amounts involved will be
generally in line with their respective asset bases vis-a-vis
BKB Brazil.

BAC will become a shareholder of ITAU, thus maintaining an
important presence in the region, through a significant
investment, and will appoint one member of ITAU's Board of
Directors.  BAC shall not increase its stake above 20% of the
issued and outstanding capital of ITAU.  The new shares to be
issued will be subject to a 3-year lock-up and BAC will not have
a right of first refusal, but will have tag along rights, in the
event of a change of control at ITAU.

The acquisition of BKB Brazil will be effected pursuant to a
Brazilian stock merger and will therefore not give rise to
preemptive subscription rights on the part of ITAU's current
shareholders.

It is management's intention to effect the write-off of the
goodwill amount resulting from this transaction in the fiscal
year of 2006.  It is estimated that ITAU's net income will be
reduced in BRL2.2 billion in 2006, net of taxes, as a result of
the amortization of goodwill. These write-offs, however, should
not impact dividends/interest on own capital distributions to
the pro forma shareholder base in the year, which should be
higher than those paid out in 2005.

Based on the pro forma consolidated data as of Dec. 31, 2005,
the Basle Ratio will be only slightly affected, equaling 16.7%
pro forma for the goodwill amortization.  The transaction is
expected to be EPS accretive in the second half of 2007.

The key drivers for the acquisition agreement are summarized as:

   -- leadership position in assets under management, custody
      and in the high net worth individual and large corporate
      sectors;

   -- significant economies of scale in the large corporate and
      middle market segment;

   -- acquisition of a premium credit card client base; and

   -- opportunity to expand into foreign markets in which ITAU
      does not currently have a presence.

ITAU views the addition of a set of highly qualified
professionals and of an attractive branch network to its
operations and current structure as key features of this
transaction.  ITAU's experience in the recruitment and retention
of employees and the natural turn-over among ITAU's own
employees should lead to a smooth integration process and to the
maximum utilization of BKB's team.

ITAU will continue to strengthen its tradition of providing
differentiated service to its customers in the various market
segments. ITAU's current operations and transactions with its
clients, creditors and suppliers will not experience any change
as a result of the acquisition.  ITAU will continue to operate
in Brazil and internationally substantially in the same form as
it does today.

A preliminary analysis of the loan portfolios of large and
middle market corporations has indicated that they are
complementary to ITAU's current portfolios, which should allow
for, in the majority of the cases, the maintenance of its
current levels of operation with the combined customer base, at
the current credit line levels.

ITAU's objective is to keep BKB's branches, which are highly
regarded for their superior facilities, and integrate them with
the Itau Personnalite branch network.  ITAU also intends to
maintain BKB's relationship management team so as to ensure the
continuity of the high standards of service provided to the high
net worth individual segment.

BKB's individual and corporate clients will enjoy the benefits
of ITAU's structure such as its branch network, ATMs and its
Internet Banking service (Bankline) as soon as the integration
of BKB's into ITAU's operations is completed.  It is expected
that this integration will be completed within 6 months after
the closing of this transaction.

In the context of their new partnership, ITAU and BAC will
pursue business opportunities that may be mutually beneficial.
As an example, ITAU will seek to serve BAC's clients in Brazil
and to handle remittances from/to the U.S. through BAC.

Taking into effect the capital increase at ITAU to be effected
in connection with the stock merger, the variation of its
economic stake and the amortization of goodwill, it is estimated
that ITAUSA's net income will be positively impacted in the
amount of BRL0.6 billion.

These acquisitions are consistent with ITAU's strategy to invest
in businesses that create value for its shareholders, with a
view towards the sustainability of the bank and reaffirm ITAU's
confidence in the future of Brazil.

The conclusion of this transaction is subject to the approval of
the Brazilian Central Bank of Brazil and other relevant
authorities.

                 About Bank of America Corporation

BAC is one of the world's largest financial institutions,
serving individual consumers, small and middle market businesses
and large corporations with a full range of banking, investing,
asset management and other financial and risk-management
products and services.  The company provides convenience in the
U.S., serving more than 54 million consumer and small business
relationships with more than 5,700 retail banking offices, more
than 16,700 ATMs and online banking with more than 19 million
active users.

                        About ITAUSA

ITAUSA is comprised of a group of companies operating in diverse
segments such as the financial and real estate sectors, as well
as in the manufacturing of wood panels, sanitary chinaware and
metal fittings, chemical products and electronics.

                      About BankBoston

BankBoston is one of the 10 largest banks in Argentina in terms
of assets, deposits and loans and it ranks among the top five
private banks.  It operates through 89 branches and has assets of
some US$2.5 billion.

                      About Banco Itau

ITAU currently has 51 thousand employees serving more than 16
million clients, through its network of 2,391 branches and 22
thousand ATMs.

                        *    *    *

As reported in the Troubled Company Reporter on March 9, 2006,
Standard & Poor's Ratings Services assigned a 'BB' currency
credit rating on Banco Itau S.A.

                        *    *    *

As reported in the Troubled Company Reporter on July 4, 2005,
Moody's Investors Service upgraded the long-term foreign
currency deposit rating to Caa1 from Caa2 for BankBoston, N.A.
(Argentina) following Moody's upgrade of Argentina's foreign
currency ceiling for bank deposits to Caa1. All the ratings have
a stable outlook.


BANCO ITAU: BankBoston Buy Cues Moody's to Affirm Ratings
---------------------------------------------------------
Moody's Investors Service affirmed all ratings of Banco Itau
S.A. following the announcement that it had entered into an
agreement with the Bank of America Corporation to acquire
BankBoston's (BKB) operations in Brazil.  Itau has these
ratings:

   -- C for financial strength,
   -- A3 for local currency deposits and
   -- Aaa.br on the Brazilian National Scale for deposits.

Moody's noted that the acquisition is valued at approximately
BRL4.5 billion and will consist of a stock swap, equivalent to
5.8% of Itau's total equity.  Bank of America will become a
shareholder of Itau and will appoint one member to Itau's board
of directors.

In affirming the ratings, Moody's said that the acquisition will
add to Itau's presence in certain business lines where BKB has
developed a strong position, particularly in asset management
and private banking. Moreover, the acquisition should help Itau
to consolidate its market share in the large corporate and
middle market segments.  Moody's also noted that Itau faces the
challenge of protecting its earnings generation capability, and
of dealing with potential client attrition in the process of
integrating BKB's businesses.

Banco Itau S.A is headquartered in Sao Paulo, Brazil, and as of
December 2005, it had total assets of BRL151 billion,
approximately US$64.6 billion, and equity of BRL15.6 billion.


BANCO ITAU: S&P Says Ratings Unaffected by BankBoston Brazil Buy
----------------------------------------------------------------
Standard & Poor's Ratings Services said that the acquisition of
BankBoston in Brazil through a stock swap and the exclusive
rights to acquire BankBoston operations in Chile and Uruguay
will not affect its ratings on Banco Itau S.A. (BB/Stable/B).

The acquisition is valued at approximately BRL4.5 billion and
should be financed through the issuance of new nonvoting shares
to be held by Bank of America Corp. (AA-/Stable/A-1), which will
control approximately 5.8% of Banco Itau Holding Financeira
S.A.'s total capital, considering the average stock price as of
April 28, 2006.  The acquisition of BankBoston's operations will
not materially affect Itau's strong financial profile.  It will
reinforce Itau's business profile by adding approximately
BRL22.6 billion of BankBoston Brazil's assets to Itau's
consolidated assets of BRL151.2 billion, reducing its gap from
the largest private bank, Banco Bradesco.  It will also
reinforce Itau's position as the largest private asset
management company with more than BRL140 billion of assets under
management (including BankBoston Brazil's assets under
management) and enhance the bank's position as the largest
private bank in Brazil.  Despite generating goodwill of
approximately BRL2.2 billion net of taxes, Itau's capitalization
is still adequate and consistent with its rating level given the
bank's strong earnings retention.  The BIS ratio will reduce to
16.7% from 17% with the goodwill amortization in 2006.


BANKBOSTON: Banco Itau Inks Pact With BAC to Purchase Firm
----------------------------------------------------------
Banco Itau Holding Financeira S.A. and Itausa -- Investimentos
Itau S.A. -- have entered into an agreement with Bank of America
Corporation dated May 1, 2006, which involves:

   -- The acquisition of BankBoston in Brazil by ITAU pursuant
      to the issuance of 68,518 thousand non-voting ITAU shares,
      equal to an approximate 5.8% share of ITAU's total
      capital; and

   -- The exclusive right for ITAU to acquire BKB's operations
      in Chile and Uruguay, as well as certain other financial
      assets owned by clients of Latin America.

This transaction, the largest stock swap ever to be completed in
the Brazilian financial services industry, secures ITAU's
leadership amongst private Brazilian institutions in the asset
management, custody business, and in the high net worth
individual and large corporate sectors and provides it with the
opportunity to expand its operations into new markets in Latin
America.

Under the agreement, the acquired businesses of ITAU includes:

   BankBoston Brazil

      -- with BRL23 billion in assets BKB Brazil is a recognized
         leader in the main segments where it operates such as
         the high net worth individuals segment, including a
         significant credit card operation, as well as the
         small, middle market and large corporate sectors.  With
         approximately BRL26 billion in assets under management,
         BKB has a strong presence in this market in Brazil;

   BankBoston Chile

      -- BKB Chile has total assets of BRL5 billion, with 44
         branches and 58,000 clients, ranking 12th amongst the
         Chilean financial institutions in terms of total
         assets;

   BankBoston Uruguay

      -- BKB Uruguay has a significant presence in the market
         with 15 branches, ranking 3rd amongst the private banks
         in terms of total assets; and

   OCA

      -- The credit card company OCA has 23 branches and is
         currently the largest credit card issuer in Uruguay
         with a market share of approximately 50%.

BKB Uruguay and OCA jointly serve approximately 372,000 clients.

The acquisition of BKB Brazil will be effected in stock pursuant
to the issuance of 68,518 thousand new non-voting ITAU shares,
equal to an approximate 5.8% share of ITAU's total capital.
Based on the non-voting shares average price on 04-28-06, these
newly-issued shares would be valued at BRL4.5 billion.

The same transaction structure is expected for the remaining
acquisitions in valuation and the amounts involved will be
generally in line with their respective asset bases vis-a-vis
BKB Brazil.

BAC will become a shareholder of ITAU, thus maintaining an
important presence in the region, through a significant
investment, and will appoint one member of ITAU's Board of
Directors.  BAC shall not increase its stake above 20% of the
issued and outstanding capital of ITAU.  The new shares to be
issued will be subject to a 3-year lock-up and BAC will not have
a right of first refusal, but will have tag along rights, in the
event of a change of control at ITAU.

The acquisition of BKB Brazil will be effected pursuant to a
Brazilian stock merger and will therefore not give rise to
preemptive subscription rights on the part of ITAU's current
shareholders.

It is management's intention to effect the write-off of the
goodwill amount resulting from this transaction in the fiscal
year of 2006.  It is estimated that ITAU's net income will be
reduced in BRL2.2 billion in 2006, net of taxes, as a result of
the amortization of goodwill. These write-offs, however, should
not impact dividends/interest on own capital distributions to
the pro forma shareholder base in the year, which should be
higher than those paid out in 2005.

Based on the pro forma consolidated data as of Dec. 31, 2005,
the Basle Ratio will be only slightly affected, equaling 16.7%
pro forma for the goodwill amortization.  The transaction is
expected to be EPS accretive in the second half of 2007.

The key drivers for the acquisition agreement are summarized as:

   -- leadership position in assets under management, custody
      and in the high net worth individual and large corporate
      sectors;

   -- significant economies of scale in the large corporate and
      middle market segment;

   -- acquisition of a premium credit card client base; and

   -- opportunity to expand into foreign markets in which ITAU
      does not currently have a presence.

ITAU views the addition of a set of highly qualified
professionals and of an attractive branch network to its
operations and current structure as key features of this
transaction.  ITAU's experience in the recruitment and retention
of employees and the natural turn-over among ITAU's own
employees should lead to a smooth integration process and to the
maximum utilization of BKB's team.

ITAU will continue to strengthen its tradition of providing
differentiated service to its customers in the various market
segments. ITAU's current operations and transactions with its
clients, creditors and suppliers will not experience any change
as a result of the acquisition.  ITAU will continue to operate
in Brazil and internationally substantially in the same form as
it does today.

A preliminary analysis of the loan portfolios of large and
middle market corporations has indicated that they are
complementary to ITAU's current portfolios, which should allow
for, in the majority of the cases, the maintenance of its
current levels of operation with the combined customer base, at
the current credit line levels.

ITAU's objective is to keep BKB's branches, which are highly
regarded for their superior facilities, and integrate them with
the Itau Personnalite branch network.  ITAU also intends to
maintain BKB's relationship management team so as to ensure the
continuity of the high standards of service provided to the high
net worth individual segment.

BKB's individual and corporate clients will enjoy the benefits
of ITAU's structure such as its branch network, ATMs and its
Internet Banking service (Bankline) as soon as the integration
of BKB's into ITAU's operations is completed.  It is expected
that this integration will be completed within 6 months after
the closing of this transaction.

In the context of their new partnership, ITAU and BAC will
pursue business opportunities that may be mutually beneficial.
As an example, ITAU will seek to serve BAC's clients in Brazil
and to handle remittances from/to the U.S. through BAC.

Taking into effect the capital increase at ITAU to be effected
in connection with the stock merger, the variation of its
economic stake and the amortization of goodwill, it is estimated
that ITAUSA's net income will be positively impacted in the
amount of BRL0.6 billion.

These acquisitions are consistent with ITAU's strategy to invest
in businesses that create value for its shareholders, with a
view towards the sustainability of the bank and reaffirm ITAU's
confidence in the future of Brazil.

The conclusion of this transaction is subject to the approval of
the Brazilian Central Bank of Brazil and other relevant
authorities.

                 About Bank of America Corporation

BAC is one of the world's largest financial institutions,
serving individual consumers, small and middle market businesses
and large corporations with a full range of banking, investing,
asset management and other financial and risk-management
products and services.  The company provides convenience in the
U.S., serving more than 54 million consumer and small business
relationships with more than 5,700 retail banking offices, more
than 16,700 ATMs and online banking with more than 19 million
active users.

                        About ITAUSA

ITAUSA is comprised of a group of companies operating in diverse
segments such as the financial and real estate sectors, as well
as in the manufacturing of wood panels, sanitary chinaware and
metal fittings, chemical products and electronics.

                      About BankBoston

BankBoston is one of the 10 largest banks in Argentina in terms
of assets, deposits and loans and it ranks among the top five
private banks.  It operates through 89 branches and has assets of
some US$2.5 billion.

                      About Banco Itau

ITAU currently has 51 thousand employees serving more than 16
million clients, through its network of 2,391 branches and 22
thousand ATMs.

                        *    *    *

As reported in the Troubled Company Reporter on March 9, 2006,
Standard & Poor's Ratings Services assigned a 'BB' currency
credit rating on Banco Itau S.A.

                        *    *    *

As reported in the Troubled Company Reporter on July 4, 2005,
Moody's Investors Service upgraded the long-term foreign
currency deposit rating to Caa1 from Caa2 for BankBoston, N.A.
(Argentina) following Moody's upgrade of Argentina's foreign
currency ceiling for bank deposits to Caa1. All the ratings have
a stable outlook.


BANCO VOTORANTIM: Moody's Reviews Ratings for Possible Upgrade
--------------------------------------------------------------
Moody's Investors Service placed on review for possible upgrade
these ratings of Banco Votorantim S.A.:

   -- its D bank financial strength rating;
   -- the Ba1 for global local currency deposits; and
   -- the Aa1.br on Brazil national scale.

The rating agency pointed out that Banco Votorantim's consistent
track record of profitability and the recent growth of its
franchise -- both in size and business diversification -- should
create a more balanced and more diversified earnings profile
over time.  Of course, Moody's assumes that both credit and
operating costs remain at levels that ensure margin
preservation.

Moody's said that the ratings review will focus on Banco
Votorantim's dynamic franchise as it expands its presence into
the consumer-lending segment; the review will also explore the
prospects for asset quality and profitability that are
associated with this strategic diversification.

Moody's cited the vintage of the loan book, in particular, as an
area of concern, as is the bank's inroads into the payroll-
lending business. Finally, Moody's review will focus on BV's
wholesale funding profile and on the analysis of its
contingency-funding plans.

Banco Votorantim is headquartered in Sao Paulo, Brazil.  As of
December 2005, it had total assets of BRL46 billion,
approximately US$19.7 billion and equity of BRL4 billion.

These ratings have been placed on review for upgrade:

   -- Bank financial strength rating of D;

   -- Global local-currency rating of Ba1; and

   -- National Scale Rating of Aa1.br.


COMPANHIA SIDERURGICA: Plans to Make Dividend Payment on May 8
--------------------------------------------------------------
Companhia Siderurgica Nacional aka CSN told Brazil's securities
regulator CVM that it will start paying BRL128 million dividend
to shareholders on May 8, 2006.

According to Business News Americas, the payment would be about
BRL0.50 per share.

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.

                        *    *    *

On Jan. 26, 2006, Standard and Poor's 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.


PETROLEO BRASILEIRO: Investing US$2.25 Bil. for 2006-2010 Period
----------------------------------------------------------------
Petroleo Brasileiro SA, or Petrobras, plans to invest US$2.25
billion from 2006 to 2010 period to maintain production and
explore new fields.

Alberto Guimaraes, Petrobras' general manager, told La Nacion
that out of the total investment:

   * US$1 billion will be used to maintain production at older
     oil fields;

   * US$450 million will be used toward exploration; and

   * US$800 million for operational spending.

In a serapate news, Reuters says that Petrobras aims to invest
US$300 million in Argentina in 2006 including US$260 million for
production and US$40 million for exploration.

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
rated Ba3 by Moody's and its foreign currency long-term debt is
rated BB by Fitch.

                        *    *    *

Fitch assigned these ratings on 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+


PETROLEO BRASILEIRO: Projects US$3 Billion Trade Surplus in 2006
----------------------------------------------------------------
Brazil's state-run company, Petroleo Brasileiro SA, expects a
trade surplus of US$3 billion at the end of 2006, InvestNews
reports.

According to Jose Sergio Gabrielli, Petrobras' chairman, the
company would have failed to achieve excellent financial and
operational results if it had been privatized.

Petrobras started operating last month the Platform P-50, which
is expected to ensure Brazil's self-sufficiency in oil.  The
platform can produce 180,000 barrels per day.

Three other Petrobras platforms are scheduled to go into
production this year:

   -- the P-34 platform, extracting 60,000b/d in the Jubarte
      field in the Espirito Santo basin;

   -- the SSP-300, producing 20,000b/d in the Piranema field in
      Sergipe; and

   -- the 100,000b/d FPSO Capixaba in the Golfinho field, also
      in Espirito Santo.

In 2010, Petrobras is expected to produce 2.3 million barrels a
day, compared to a consumption of 2Mb/d, meaning the country
could become a net exporter.

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
rated Ba3 by Moody's and its foreign currency long-term debt is
rated BB by Fitch.

                        *    *    *

Fitch assigned these ratings on 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+


VARIG S.A.: Brazilian Court OKs A&M as Restructuring Advisor
------------------------------------------------------------
Judge Luiz Roberto Ayoub of the 8th District Bankruptcy Court in
Rio de Janeiro, Brazil, granted the request of VARIG, S.A.'s
creditors to hand over the airline's management to Alvarez &
Marsal Inc., Bloomberg News says, citing Valor Economico.

Alvarez & Marsal will replace VARIG chief executive Marcelo
Bottini.

As reported in the Troubled Company Reporter on March 21, 2006,
VARIG hired Alvarez & Marsal as chief restructuring advisors to
work with the company's management and board as it moves forward
with the restructuring process.

The decision to retain a professional restructuring firm was
initiated by Varig's creditors and the selection process
followed strict technical criteria.  Alvarez & Marsal was chosen
from among a group of firms based on its long history of
successful restructurings and its professional team's specific
experience with other distressed airlines including US Airways
and AeroMexico.

                    About Alvarez & Marsal

Alvarez & Marsal -- http://www.alvarezandmarsal.com/-- is a
leading global professional services firm with expertise in
guiding underperforming companies and public sector entities
through complex financial, operational and organizational
challenges.  Alvarez & Marsal provide specialized services,
including: Turnaround and Management Advisory, Crisis and
Interim Management, Performance Improvement, Creditor Advisory,
Global Corporate Finance, Dispute Analysis and Forensics, Tax
Advisory, Business Consulting, Real Estate Advisory and
Transaction Advisory.  A network of experienced professionals in
locations across the US, Europe, Asia and Latin America, enables
the firm to deliver on its proven reputation for leadership,
problem solving and value creation.

                        About VARIG

Headquartered in Rio de Janeiro, Brazil, VARIG S.A. is Brazil's
largest air carrier and the largest air carrier in Latin
America.  VARIG's principal business is the transportation of
passengers and cargo by air on domestic routes within Brazil and
on international routes between Brazil and North and South
America, Europe and Asia.  VARIG carries approximately 13
million passengers annually and employs approximately 11,456
full-time employees, of which approximately 133 are employed in
the United States.

The Company, along with two affiliates, filed for a judicial
reorganization proceeding under the New Bankruptcy and
Restructuring Law of Brazil on June 17, 2005, due to a
competitive landscape, high fuel costs, cash flow deficit, and
high operating leverage.  The Debtors may be the first case
under the new law, which took effect on June 9, 2005.  Similar
to a chapter 11 debtor-in-possession under the U.S. Bankruptcy
Code, the Debtors remain in possession and control of their
estate pending the Judicial Reorganization.  Sergio Bermudes,
Esq., at Escritorio de Advocacia Sergio Bermudes, represents the
carrier in Brazil.

Each of the Debtors' Boards of Directors authorized Vicente
Cervo as foreign representative.  In this capacity, Mr. Cervo
filed a Sec. 304 petition on June 17, 2005 (Bankr. S.D.N.Y. Case
Nos. 05-14400 and 05-14402).  Rick B. Antonoff, Esq., at
Pillsbury Winthrop Shaw Pittman LLP represents Mr. Cervo in the
United States.  As of March 31, 2005, the Debtors reported
BRL2,979,309,000 in total assets and BRL9,474,930,000 in total
debts. (VARIG Bankruptcy News, Issue No. 18; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


VARIG S.A.: Brazilian Labor Court Allows Union to Seize Assets
--------------------------------------------------------------
The 14th District Labor Court of Rio de Janeiro, in Brazil,
granted a petition filed by VARIG, S.A.'s Employees Association
and members of VARIG's crew union.

The Labor Court authorized the VARIG Employee Association to
seize VARIG's assets, including its route concessions and
service contracts.

The Labor Court also allowed a judicial administrator to manage
VARIG's assets until they are sold.

According to Bloomberg News, the Labor Court intends to put the
assets up for sale to keep VARIG's planes flying.

Brazil's pension fund regulator also seized in April the cash in
VARIG's pension fund Aerus to protect VARIG's employees and
retirees.  The move prevents VARIG from using the funds to cover
its operating costs.

VARIG's judicial recovery plan provides that during a three-year
moratorium after the Feb. 23, 2006 plan approval, VARIG would
establish a BRL100,000,000 fund earmarked to fund interim
payments to Class II secured claimants and Class III unsecured
claimants under the Plan.

It is not clear whether the Labor Court has the power to
continue overseeing the administration of VARIG's assets and,
hence, the implementation of the Plan, according to Paula Di
Filippi, Esq., at Squire Sanders & Dempsey, counsel to Los
Angeles World Airports.

LAWA owns and operates the Los Angeles International Airport.
As of the Petition Date, VARIG owed LAWA $3,198,783 for
estimated rent, passenger facility charges, landing fees and
other charges.

                        About VARIG

Headquartered in Rio de Janeiro, Brazil, VARIG S.A. is Brazil's
largest air carrier and the largest air carrier in Latin
America.  VARIG's principal business is the transportation of
passengers and cargo by air on domestic routes within Brazil and
on international routes between Brazil and North and South
America, Europe and Asia.  VARIG carries approximately 13
million passengers annually and employs approximately 11,456
full-time employees, of which approximately 133 are employed in
the United States.

The Company, along with two affiliates, filed for a judicial
reorganization proceeding under the New Bankruptcy and
Restructuring Law of Brazil on June 17, 2005, due to a
competitive landscape, high fuel costs, cash flow deficit, and
high operating leverage.  The Debtors may be the first case
under the new law, which took effect on June 9, 2005.  Similar
to a chapter 11 debtor-in-possession under the U.S. Bankruptcy
Code, the Debtors remain in possession and control of their
estate pending the Judicial Reorganization.  Sergio Bermudes,
Esq., at Escritorio de Advocacia Sergio Bermudes, represents the
carrier in Brazil.

Each of the Debtors' Boards of Directors authorized Vicente
Cervo as foreign representative.  In this capacity, Mr. Cervo
filed a Sec. 304 petition on June 17, 2005 (Bankr. S.D.N.Y. Case
Nos. 05-14400 and 05-14402).  Rick B. Antonoff, Esq., at
Pillsbury Winthrop Shaw Pittman LLP represents Mr. Cervo in the
United States.  As of March 31, 2005, the Debtors reported
BRL2,979,309,000 in total assets and BRL9,474,930,000 in total
debts. (VARIG Bankruptcy News, Issue No. 18; Bankruptcy
Creditors' Service, Inc., 215/945-7000)



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


ASTER CITY: Sets May 19 as Proofs of Claim Filing Deadline
----------------------------------------------------------
Creditors of Aster City Cable EQ Coinvestors (Cayman) Limited
are required to submit particulars of their debts or claims on
or before May 19, 2006, to William G. Neisel, the company's
appointed liquidator.  Failure to do so will exclude them from
receiving the benefit of any distribution that the company will
make.

The company started liquidating assets on April 3, 2006.

The liquidator can be reached at:

             William G. Neisel
             c/o Stuarts Walker Hersant, Attorneys-at-law
             P.O. Box 2510GT, Cayman Financial Centre
             36A Dr. Roy's Drive, George Town
             Grand Cayman, Cayman Islands


CORNERSTONE GLOBAL: Final Shareholders Meeting Set for May 20
-------------------------------------------------------------
Shareholders of Cornerstone Global Macro Offshore Fund, Ltd.,
will gather on May 20, 2006, for a final general meeting at the
registered office of the company.

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
five years, starting from the dissolution of the company.
Destruction of the records may then be allowed after such
period.

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.

The company's liquidator can be reached at:

           CFS Liquidators
           Attention: M. David Makin
           Windward 1, Regatta Office Park
           West Bay Road, P.O. Box 31106 SMB
           Grand Cayman, Cayman Islands
           Tel: (345) 949-3977
           Fax: (345) 949-3877


CRESCENT SKYWEST: Schedules May 18 Final Shareholders Meeting
-------------------------------------------------------------
Shareholders of Crescent Skywest Investments Ltd. will convene
for a final general meeting on May 18, 2006, at 10:00 a.m. at
the registered offices of:

           Walkers, PO Box 265GT, Walker House
           Mary Street, George Town
           Grand Cayman, Cayman Islands

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
five years, starting from the dissolution of the company.
Destruction of the records may then be allowed after such
period.

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.

The company's liquidator can be reached at:

           Richard Scanlon
           Walkers, Walker House
           P.O. Box 265
           Mary Street, George Town
           Grand Cayman, Cayman Islands


NICE FINANCE: Creditors Must Submit Proofs of Claim by May 18
-------------------------------------------------------------
Creditors of Nice Finance Limited are required to submit
particulars of their debts or claims on or before May 19, 2006,
to the company's appointed liquidator -- Piccadilly Cayman
Limited.  Failure to do so will exclude them from receiving the
benefit of any distribution that the company will make.

The company started liquidating assets on April 3, 2006.

The liquidator can be reached at:

           Piccadilly Cayman Limited
           Attention: Ellen J. Christian
           BNP Paribas Private Bank & Trust Cayman Limited
           3rd Floor Royal Bank House
           Shedden Road, George Town
           Grand Cayman, Cayman Islands
           Tel: (345) 945-9208
           Fax: (345) 945-9210


SARUM LIMITED: Holds Final Shareholders Meeting on May 16
---------------------------------------------------------
The sole shareholder of Sarum Limited and the company's
liquidator, Ogier Corporate Services (UK) Limited, will meet on
May 16, 2006, at 11:00 a.m. for a final meeting at:

           Whiteley Chambers, Don Street
           St. Helier, Jersey

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
five years, starting from the dissolution of the company.
Destruction of the records may then be allowed after such
period.

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.

The liquidator can be reached at:

            Ogier Corporate Services (UK) Limited
            Equitable House, 47 King William Street
            London, EC4R 9JD



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


COEUR D'ALENE: Clarifies Position in San Bartolome Project
----------------------------------------------------------
In response to recent news reports out of Bolivia, Coeur d'Alene
Mines Corporation wishes to clarify its position related to the
development of the San Bartolome silver mine in the Potosi
region of that country.

The Bolivian national mining company, Corporacion Minera Bolivia
-- Comibol -- is the underlying owner of all of the mining
rights relating to the San Bartolome project with the exception
of the Thuru property, which is owned by the Cooperativa Reserva
Fiscal, a local miners' cooperative.  In essence, Comibol
already owns virtually all of the mining rights for the
associated land package at Coeur's San Bartolome project.

Comibol's ownership derives from the Supreme Decree 3196 in
October 1952, when the government nationalized most of the mines
in Potosi, except for Thuru.  Except for Thuru, Comibol has
leased the mining rights for the surface sucu or pallaco gravel
deposits to several Potosi cooperatives.  The cooperatives in
turn have subleased their mining rights to Coeur's subsidiary
Manquiri through a series of "joint venture" contracts.  In
addition to those agreements with the cooperatives, Coeur,
through its subsidiary Manquiri, holds additional mining rights
under lease agreements.  All of Manquiri's mining and surface
rights collectively constitute the San Bartolome project.

As previously announced, Coeur has been proceeding with its
capital investment in the project at a measured pace as it gains
additional clarity concerning the political situation in
Bolivia.  The company currently expects to resume full-scale
construction activities at July 1, 2006.

At December 31, 2005, the company had approximately US$35
million invested in the San Bartolome project.  Such amount is
insured by a risk insurance policy from the Overseas Private
Investment Corporation. The policy is in the amount of US$155
million and covers 85% of any loss arising from expropriation,
political violence, or currency inconvertibility.

Coeur d'Alene Mines Corporation -- http://www.coeur.com/-- is
the world's largest primary silver producer, as well as a
significant, low-cost producer of gold.  The Company has mining
interests in Nevada, Idaho, Alaska, Argentina, Chile, Bolivia
and Australia.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 4, 2004,
Standard & Poor's Ratings Services affirmed its 'B-' corporate
credit and senior unsecured debt ratings on Coeur D'Alene Mines
Corporation and removed the ratings from CreditWatch, where they
were placed on June 1, 2004, with positive implications.  S&P
said the outlook is stable.



===================
C O S T A   R I C A
===================


CENTRAL AMERICAN: Killman Murrell Raises Going Concern Doubt
------------------------------------------------------------
Killman, Murrell & Company, P.C., in Odessa, Texas, raised
substantial doubt about the ability of Central American Equities
Corp. to continue as a going concern after auditing the
company's consolidated financial statements for the year ended
Dec. 31, 2005.  The auditor pointed to the company's sales
growth uncertainty and inability to raise sufficient capital.

Central American Equities Corp. filed its consolidated financial
statements for the year ended Dec. 31, 2005, with the Securities
and Exchange Commission on April 7, 2006.

The company reported a US$367,154 net loss on US$1,412,393 of
revenues for the year ended Dec. 31, 2005.

At Dec. 31, 2005, the company's balance sheet showed
US$5,506,775 in total assets, US$750,651 in total liabilities,
and US$4,756,124 in total stockholders' equity.

The company's Dec. 31 balance sheet also showed strained
liquidity with US$177,745 in total current assets available to
pay US$496,605 in total current liabilities coming due within
the next 12 months.

A full-text copy of the company's 2005 Annual Report is
available for free at http://ResearchArchives.com/t/s?889

Central American Equity Corp. provides an integrated eco-
vacation experience in Costa Rica, and owns and operates hotels
and real property in that place.


* COSTA RICA: Power Interconnection with Panama Starts This Week
----------------------------------------------------------------
Power interconnection between Costa Rica and Panama will begin
this week, Panama's President Martin Torrijos Espino said in a
press release.

According to Business News Americas, energy flow will start at
2MW and will then increase to 6MW after construction works at
the Bocas del Toro in Changuinola, Panama, is completed.

BNamericas reports that the transmission line runs about 500m in
Costa Rica and 16km to Panama's Bocas del Toro.

BNamericas relates that the government of Panama has put
US$809,000 for the line.

The concessionaire in Changuinola could not meet local demand,
BNamericas states.

                        *    *    *

Costa Rica is rated by Moody's:

   -- CC LT Foreign Bank Depst Ba2
   -- CC LT Foreign Curr Debt  Ba1
   -- CC ST Foreign Bank Depst NP
   -- CC ST Foreign Curr Debt  NP
   -- Foreign Currency LT Debt Ba1
   -- Local Currency LT Debt   Ba1

Fitch assigned these ratings to Costa Rica:

   -- Foreign currency long-term debt, BB
   -- Local currency long-term debt, BB
   -- Foreign currency short-term debt, B

Costa Rica carries these ratings from Standard & Poor's:

   -- Foreign Currency LT Debt BB
   -- Local Currency LT Debt   BB+
   -- Foreign Currency ST Debt B
   -- Local Currency ST Debt   B

                        *    *    *

Fitch Ratings assigned these ratings on Panama:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BBB      Apr.  8, 2005
   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



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


* DOMINICAN REPUBLIC: Energy Rates Unlikely to Drop
---------------------------------------------------
The renegotiation of contracts on energy generation will not
reduce cost rates in the Dominican Republic, the Dominican Today
reports.

According to findings in a study conducted by technicians of the
energy sector, contract renegotiation may lighten the finances
of the Dominican Energy Consortium aka CDEEE.

The Dominican Today states that companies Smith & Enron and
Congentrix bring in monthly losses of US$8 million for the CDEEE
and renegotiating the contracts will eliminate the incurred
losses.

Cost rates, as the study points out, will not be affected, the
Dominican Today relates.

About 75% of local energy generation uses petroleum-based fuel
and 25% goes to minor costs, given that production is
hydroelectric or by coal plants, the Dominican Today reports.

                        *    *    *

Fitch Ratings assigned these ratings on the 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: Workers Want Petroecuador Deal with OXY Terminated
-------------------------------------------------------------
Workers in Ecuador demanded that the state-run oil company
Petroecuador terminate the accord with American firm Occidental
Petroleum Corp. aka OXY, Prensa Latina reports.

Prensa Latina relates that the workers made the demand while
conducting marches against Free Trade Agreement with the United
States.

Prensa Latina states that unions, movements and progressive
parties joined the parade.

Manuel Chiriboga, the country's chief negotiator told Dow Jones
Newswires that the termination of the contract between
Petroecuador and OXY could lead to the halt in negotiations for
FTA.

"If the termination of the contract takes place, then the free
trade deal is definitively over, which is something that the US
authorities that we have been meeting with over the last months
have made known to us," Mr. Chiriboga was quoted by Dow Jones
saying.

According to Dow Jones, Mr. Chiriboga was optimistic that the US
would respond this week to Ecuador's request to restart the
talks by May 15 at the latest.

Mr. Chiriboga informed Dow Jones that unlike Peru and Colombia
-- who have reached bilateral deals with the US -- Ecuador is
still in the process of restarting the free-trade negotiations
in 2004 with the US, aiming to lower trade barriers between the
nations.

Dow Jones recalls that OXY and the Ecuadorian government have
been in legal dispute since the attorney general demanded in
2004 the annulment of Occidental's operating accord because it
broke a number of terms, including the transfer of a 40% stake
to Canada's EnCana Corp.

Jose Maria Borja, the country's attorney general informed Dow
Jones on Friday that if Petroecuador and OXY arrive at an
agreement then he will close the case.

Dow Jones relates that Washington stopped the trade negotiations
in April this year when Ecuador made reforms on its hydrocarbons
law to raise government revenue.

The conflict with OXY is as serious as that of the hydrocarbon
reform, Mr. Chiriboga told Dow Jones.

                        *    *    *

Fitch Ratings assigned 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



=========
H A I T I
=========


* HAITI: Seeks Aid from Canadian Leaders to Spur Econ. Growth
-------------------------------------------------------------
Haiti's president-elect Rene Preval met with Canadian leaders to
seek help in the restoration of his country's security as well
as the creation of jobs, the Canadian Press aka CP reports.

CP relates that Canada is one of the principal donors to Haiti.

According to CP, Mr. Preval was in Canada to remind the Canadian
government -- represented by Prime Minister Stephen Harper,
Minister of International Co-operation Josee Verner, Foreign
Affairs Minister Peter MacKay and Gov. Gen. Michaelle Jean -- of
the enormous challenges Haiti faces and the need for immediate
international aid.

Mr. Preval told CP that he wanted to remind the Canadian leaders
how important Canada's support is to Haiti and that it is
important of the country not to disengage too quickly from
Haiti, which is currently trying to rebuild itself.

President Preval told CP that even the international community
recognizes that it disengaged too quickly.

CP recalls that Canada was among those countries involved in a
United Nations-sanctioned intervention in 1995 that helped
return former president Jean Bertrand Aristide to power after a
military coup.  In 1996, the international troops pulled out of
Haiti and by 2003, the country was again in turmoil.  In 2004,
President Aristide, who had dissolved the Haitian parliament,
was overthrown by rebels.

CP relates that Mr. Preval, a former ally of President Aristide,
has pledged to restore security and create jobs in Haiti but the
list of needs is nearly without end.

"We are in a country where we have, in the capital, two hours of
electricity per day.  Students can't study, businesses can't
work, industry can't work.  We need immediate aid," Mr. Preval
was quoted by CP saying.

According to CP, the federal government of Canada reiterated its
promise to provide US$48 million to promote good governance and
democracy in Haiti.

Mr. Verner said in a statement, "We are determined to help the
Haitian people as they move toward these two objectives."

The Canadian International Development Agency states that Canada
has provided US$190 million between April 2004 and the end of
March 2006 to Haiti.

CP relates that a large part of the funds have been spent in
Haiti's recent elections as well as in the deployment of
Canadian police as part of the United Nations mission to
stabilize Haiti.

Canada will back the new Haitian government in its efforts to
stabilize the troubled island, Mr. MacKay said in a statement.

                        *    *    *

As reported in the Troubled Company Reporter on April 12, 2006,
president-elect Preval appealed for urgent international help to
spur development in the Western Hemisphere's poorest country and
called on all Haitians to join in a national dialogue to promote
peace, democracy and stability.

"Poverty, widespread unemployment, the state of dilapidation of
basic infrastructures that are necessary for development,
chronic insecurity - these are all the major challenges to be
faced by the next government," President Preval was quoted by
the Associated Press as saying.

President Preval explained that increased international
assistance is "indispensable" to Haiti's economic recovery, to
create conditions for investment and job creation, to improve
social services, and to reform democratic institutions including
parliament, municipalities, the judicial system, and the
national police, the AP relates.



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


AXTEL SA: First Quarter 2006 Revenues Up 14% to Ps1.3 Billion
-------------------------------------------------------------
AXTEL, S.A. de C.V., a Mexican telecommunications company,
disclosed that its revenues for the first quarter were Ps1.3
billion, 14% more than the revenues for the same period in 2005.

Moreover, its operating cash flow or EBITDA showed an increase
of 25% as it went from Ps380.1 million in the first quarter of
2005 to Ps475.9 million in the same period in 2006.

AXTEL's operating profit grew from Ps108.8 million in the first
quarter of 2005 to Ps133 million in the first quarter of this
year, which represents an increase of 22%.

AXTEL also reported to have 648 thousand lines in service, that
is, 32% more than those reported for the first quarter last
year.

Patricio Jimenez Barrera, AXTEL Director of Finance,
Administration, and Human Resources, said "These figures reflect
AXTEL's financial strength, which is the result of its efficient
operations and successful business model; they confirm the
viability of ambitious projects that the company is
contemplating for the forthcoming years.  We are confident that
we will hold our position to the extent we continue to provide
effective solutions to our customers' needs."

Axtel, S.A. de C.V. provides local and long distance
telecommunications services, data transmission and Internet
services in Mexico, to both residential and business customers.
The company has 600,000 installed lines.  Axtel posted net
profits of 306 million pesos (US$29 million) for 2005 compared
to a loss of 79.6 million pesos in 2004.

                        *    *    *

Axtel's 11% US$249,870,000 note due Dec. 15, 2013, is rated B1
by Moody's and B+ by Standard & Poor's.


DIRECTV: Forms DirecPath Venture with Hicks Holdings
----------------------------------------------------
The DIRECTV Group Inc. inked a joint venture pact with Hicks
Holdings, LLC, to form the new company -- DirecPath.

DirecPath will be focused on delivering a wide array of
programming pptions, broadband and other bundled DIRECTV
services that will backed by strong focus on customer service.

DirecPath plans to provide its own suite of services and in some
cases will pursue strategic partnerships to add other providers
to the bundle.  The market for multiple dwelling units -- MDUs
-- continues to expand and new technologies will help drive the
efficient deployment of the full suite of DIRECTV content plus
such advanced service offerings as HDTV, digital video recording
-- DVR, interactive services, and other programming and services
unique to the multifamily industry.  The new company will be
headed by cable industry veteran Paul Savoldelli as chief
executive officer.

"We are delighted to partner with DIRECTV, the unquestioned
leader in multichannel entertainment and related technology,"
said Thomas O. Hicks, chairman and chief executive of Hicks
Holdings.  "Along with the experienced and outstanding
management team that has been assembled, we will launch and grow
DirecPath through the active implementation of our proven and
successful buy-and-build strategy."

"The new venture will focus on meeting the unique needs of
owners and residents in MDU communities nationwide. We look
forward to taking full advantage of this market's enormous
potential by offering the full range of DIRECTV programming plus
other value-added services to provide MDU owner/operators and,
in turn, MDU residents with a unique and compelling value
proposition," Mr. Hicks added.

"This new venture, backed by both Hicks Holdings and DIRECTV, is
a key part of DIRECTV's overall strategy to bring the best in
programming content, technology and service to MDU owners and
residents," said John Suranyi, president, DIRECTV Sales and
Service. "Our goal is provide the full 'DIRECTV Experience' to
the MDU market including a wide range of digital programming
options and advanced services--all supported by superior
customer service." Mr. Suranyi added, "DirecPath illustrates a
new level of commitment by DIRECTV to the MDU market and
property owners, and expands on our existing relationships with
a number of key operators, telephone companies and other dealers
who sell and install DIRECTV services in MDUs today."

DIRECTV continues to expand its sales and marketing efforts in
the MDU market and recently developed and launched a new "single
wire" technology that provides the full array DIRECTV services,
including DVR and HDTV, to MDU residents over existing wiring.
The company continues to innovate in the MDU space and more new
advancements in MDU technology will be announced by DIRECTV
later this year.

DirecPath CEO Savoldelli most recently served as CEO of Davivo
Management Group, the entity that oversees HM Capital Partners'
cable operations in Latin America, including systems comprising
approximately 2.4 million pay television and Internet
subscribers in Argentina, Brazil and Venezuela. Mr. Savoldelli
was also a co-founder, in 1992, of Optel, Inc., the largest
private cable operator at that time with 250,000 subscribers in
California, Texas and Colorado before its 1995 sale to Groupe
Videotron.

                   About Hicks Holdings

Hicks Holdings was formed in January 2005 as a holding company
for the Hicks family's sports, real estate and other assets and
investments.  In November 2005, Hicks Holdings acquired Ocular
LCD, Inc., a leading designer, manufacturer and marketer of
high-performance liquid crystal displays, modules and systems.
In January 2006, Hicks Holdings announced a hotel development
joint venture with Gatehouse Capital Corp., a Dallas-based real
estate investment firm and the largest third-party developer of
W Hotels, under which Hicks Holdings will invest with Gatehouse
Capital in high-end hotel and residential real estate projects
in Texas, California and other U.S. regions.  Hicks Holdings is
also the controlling shareholder of Gammaloy, a leading oil and
gas drilling tool rental and manufacturing company, and of River
City Landscape Supply, a leading regional supplier of landscape
materials.  Through Hicks Trans American Partners, Hicks
Holdings also selectively pursues corporate and real estate
investments in South America.

                       About DIRECTV

The DIRECTV Group, Inc., formerly Hughes Electronics
Corporation, headquartered in El Segundo, California, is a
world-leading provider of multi-channel television
entertainment, and broadband satellite networks and services.
The DIRECTV Group, Inc. with sales in 2004 of approximately
US$11.4 billion is 34% owned by Fox Entertainment Group, Inc.,
which is owned by News Corporation.  DIRECTV is currently
available in Latin American countries: Argentina, Brazil, Chile,
Colombia, Costa Rica, Ecuador, El Salvador, Guatemala, Honduras,
Mexico, Nicaragua, Panama, Puerto Rico, Trinidad & Tobago,
Uruguay, Venezuela and several Caribbean island nations.

                        *    *    *

Moody's Investor Service assigned on June 8, 2005, a Ba2 rating
on DirecTV Group Inc.'s US$1.0 billion senior unsecured notes.


GRUPO MEXICO: Consolidated Sales Up 5.5% in Fourth Quarter 2005
---------------------------------------------------------------
Grupo Mexico, S.A. de C.V., reported its results for the fourth
quarter and the twelve months ended Dec. 31, 2005.

Consolidated sales in fourth quarter 2005 were US$1,387.7
million, 5.5% higher than sales in fourth quarter 2004 and 10.5%
higher than that of third quarter 2005.  In 2005 sales rose to
US$5,193 million, compared with US$4,206 million in 2004,
representing an increment of 23.5%, and reaching a maximum
historical figure for the company.

EBITDA in fourth quarter 2005 increased 9.5% compared with
fourth quarter 2004 and 12% more than that of third quarter
2005, reaching US$748.8 million.  EBITDA's margin for fourth
quarter 2005 was 54%.  Accrued EBITDA at the end of 2005 rose
29%, from US$2,026 million in 2004 to US$2,608 million in 2005.

Greater consolidated operating profit in fourth quarter 2005
that increased to US$656.5 million, 14.5% higher than that
registered in fourth quarter 2004.  The accrued amount in 2005
was US$2,261 million, compared with US$1,659 million in 2004,
and represents a 36% increment.  This is partly due to higher
metals' prices and in addition, a continuous cost control
process -- essential in the commodities sector.

Consolidated net profit rose 8.6% in fourth quart 2005 compared
with the same period of the previous year, reaching US$307.3
million.  In 2005 a maximum historical figure of US$1,072
million was attained, equal to a 37% increase with respect to
that recorded in 2004.

In fourth quarter 2005, capital investments were US$225.1
million, that is, 30.5% higher than investments in fourth
quarter 2004.  In 2005 a total of US$667.4 million was invested
-- a 48% increase compared to investments in 2004.  These
resources were mainly used to modernize the copper smelter in
Ilo, Peru, and the mining and metallurgical units, as well as
for the Railroad Division's new infrastructure and provision of
equipment, which will lead to larger production and movement of
load volumes.

In fourth quarter 2005, in railroad transportation the volumes
transported increased 10.4% compared with the same period in
2004, showing a 28% increment in sales when the same periods are
compared.  The reason for this is the increase in the volumes
transported, and the fact that the company was able to transfer
part of the big hike in diesel prices to the clients.

In fourth quarter 2005 Ferromex's EBITDA reached US$71.1 million
compared to US$55.3 million in fourth quarter 2004, that is,
28.4% higher.

On Nov. 25, the Railroad Division acquired the company Ferrosur,
which strengthens the load transport industry in Mexico.  This
acquisition will lead to an increase in the Railroad Division's
share in the Groups' total revenues, flows and profits.

The acquisition of Ferrosur by ITF, a subsidiary of ITM, in
order to offer our users a seamless service that covers a larer
part of the national territory.  On the other hand, given the
economy of scale characterizing the railroad service, important
synergies will be obtained to provide a more competitive service
to our clients.  The Federal Antitrust Commission was notified
in time and in the correct manner, to comply with the
regulations in force.  The company is currently waiting for the
authorities' response.

Last December, Grupo Mexico announced plans for the construction
of a power plant for its own consumption, which will lead to
significant economic savings on behalf of Minera Mexico.

Following recommendations given by expert analysts, strong
worldwide metals' demand and low levels of international
inventories, Grupo Mexico and its subsidiaries has to date
acquired no copper hedges for 2006 or future years.

The board of directors authorized a dividend of 60 cents in
Mexican currency, per share, to be paid next Feb. 15.

On Nov. 25, 2005, Grupo Mexico announced that the shareholders
of its subsidiary Infraestructura y Transportes Mexico, S.A. de
C.V. 9ITM, agreed during the Regular General Annual Assembly to
increase ITM's capital stock by US$3,260 million pesos, through
the emission of new C Series shares subscribed by companies
Grupo Carso, S.A. de C.V. aka GCarso and Sinca Inbursa, S.A. de
C.V, aka Sinca.  Due to the said capital increase, ITM's new
composition of shareholders consists of Grupo Mexico, with 75.0%
and GCarso and Sinca with the remaining 25%.  The transaction
was previously notified to the Federal Antitrust Commission, in
accordance with the applicable legislation.  On the same day
Grupo Mexico reported that its ITM subsidiary, through its
recently incorporated subsidiary Infraestructura y Transportes
Ferroviarios, S.A. de C.V. aka ITF, acquired 100% of the capital
stock of the company Ferrosur, S.A. C.V. owned by Sinca and
GCarso.  Grupo Mexico believes such an acquisition will
strengthen Mexico's transport system by promoting competition in
the load transport market in Mexico.

In accordance with SFASB 141 Accounting Principle, it is
necessary to have the National Antitrust Commission's final
authorization before we can consolidate the accounting.  Because
of the aforementioned, and as long as the said authorization
remains pending, investments in Ferrosur will be presented
valued under the method of participation in Grupo Mexico's
consolidated financial statements.

On Dec. 5, 2005, Grupo Mexico announced plans to promoted the
construction of a 450 MW power generation plant for its own
consumption, using coal from its own reserves located in the
state of Coahuila.  This project is currently being bid for with
the participation of important international companies, and will
be built and managed by an independent power company; we will be
responsible for supplying the coal and purchasing the
electricity at very competitive prices, ensuring a long-term
supply.  Significant savings are expected in the cost of
electricity, the main input of the metallurgical mining
industry.  It will also provide additional revenue from the sale
of coal for such generation.  Both concepts will contribute to
the company's EBITDA by approximately US$100 million dollars.

Moreover, another benefit will be the economic stabilization of
this important input, regardless of international energy price
variations.  The project will finance itself through the
provision of a long-term contract for the self-consumption of
the electricity produced, as well as a contract for the long-
term sale of the coal required for such generation.

Depreciation in Grupo Mexico's fiscal year increased in 2005 to
28.9%, from US$279.3 million to US$360.1 million, the main
reason being that during fiscal year 2004 the amortization of
goodwill was applied to the depreciation for the 1998
acquisition of its subsidiary Mexican de Cobre for approximately
US$42 million a year.  This was not repeated in 2005 since the
amortization had come to an end.  There was also an increase in
assets due to a significant investment program.

In Aug. 2005, its subsidiary Asarco, LLC, was deconsolidated,
producing a decrease of its assets and its liabilities,
according to the American accounting principles and the opinion
of External Auditors, due to the change of control of the
company's shareholders.

The results, in accordance with Mexican accounting principles,
were affected by the purchase price's overhang versus the book
value of Asarco, LLC assets of US$6,981 million pesos; when
these were deconsolidated, this impact on the accounting capital
was recognized through the results as of Aug. 2005.  From the
purchase date, this overhang had been written off versus the
results during a 3-year period.  According to the US accounting
principles aka US GAAP, this has no effect because the loss was
registered on the same day of its acquisition.

On Jan. 6, 2006, an electrical failure led to the suspension of
operations in the zinc electrolytic refinery of its subsidiary
Industrial Minera Mexico, S.A. de C.V. aka IMMSA in the state of
San Luis Potosi.  No significant economic impact is expected,
and if there were one it would benefit the company, due to the
favorable treatment and refining terms in the market for zinc
concentrates, which will be sold and currently have a high
market value; moreover, the insurance bought will be enforced.
Damage evaluation allows us to estimate that the refinery will
partially (50%) open at the end of the third quarter of 2006 at
the latest.

Grupo Mexico's total debt to Dec. 31, 2005, is US$1,724.9
million, with a cash and bank balance of US$1,261.0 million,
which equals a net debt of US$463.9 million.

On Dec. 31, 2004, total debt was US$2,516.9 million and the cash
and bank balance was US$973.5 million, resulting in a net debt
of US$1,543.3 million.  A reduction of US$1,079.4 million can be
seen in the net dent, which equals a decrease of 69.9% in 2005.
The reasons for this reduction are the payment of IS$348.8
million in debt, the increase of $287.5 million in cash and
banks, and US$443.1 million for Asarco's accounting
deconsolidation as of Aug. 10, 2005.

During the fourth quarter of 2005 Minera Mexico repurchased
US$48.3 million worth of titles corresponding to the A Series of
bonds known as Guaranteed Senior Notes, reducing the balance of
these bonds to US$173.3 million of Dec. 31, 2005, a conservative
amortization according to Minera Mexico's flows.

The financial cost of the fourth quarter of 2005 was US$26.3
million, 51,3% lower than the same quarter in 2004, due to an
important reduction in the group's liabilities, as well as
better interest rate terms.

Ferrosur's debt to Dec. 31, 2005, was US$160.1 million with a
cash and bank balance of US$11.3 million, which equals a net
debt of US$148.8 million.  It does not consolidate in the Group
because it is in the method of participation.

Metals' prices had a marked increase in the fourth quarter of
2005, compared with the same period in 2004, especially in the
case of zinc -- with 47.3% -- copper with 44.2% and molybdenum
with 15.9%.

Total sales in the fourth quarter of 2005 were US$1,178.3
million, reaching a 14% increment with respect to the same
period in 2004.  Total sales in 2005 amounted to US$4,112.6
million compared with US$3,096.7 million in the previous year,
which represents a 32.8% increase.

EBITDA increased 17.1% from US$585.9 to US$685.8 million in the
fourth quarter 2005.  In the case of 2005, EBITDA was US$2,342.3
million, that is, 37.6% higher than that of 2004.  EBITDA's
margin reached 58.2% in fourth quarter 2005 and 57.0% for 2005.

Copper production rose 2.0% to 181,318 tons of copper in the
fourth quarter of 2005, compared to the same period in 2004.
This increase includes 5,394 tons from the Mexican open-pit
mines where an increase in milled ore was observed and an
improvement in the percentages of copper recuperation, despite a
lower grade in the extracted ore, as well as an increase in the
leaching process when a larger amount of solution loaded onto
the leaching plants is processed.  The decrease of 2,153 tons in
the Peruvian division's copper production in the quarter is
primarily due to a decrease in the ore grades observed in
Cuajone and a lower grade in the leaching solutions.  A
reduction was also seen in the Mexican underground mines due to
a lower grade in the extracted ore.

In 2005 molybdenum production increase by 3.0% to 14,803 tons
compared to 14,373 tons in 2004, due to an average grade
increase throughout the year, as well as larger volumes that
benefited.

The production of zinc rose 1.1% to 34,831 tons in the fourth
quarter 2005, compared with 34,460 tons in the same period of
2004.  For 2005 the production of zinc increased 7.3% to 143,609
tons compared with 133,778 tons in 2004.

The consolidated operating profit was US$632.9 million in the
fourth quarter of 2005, more than 16% than that reached in the
same period of the previous year.  For 2005 the consolidated
operating profit was US$2,098.8 million, which represents a
considerable increment of 41.6% compared to that reached in
2004.

Net profit in fourth quarter 2005 was US$420.5 million and
US$1,400.2 million for 2005, which means there were increments
of 14.5% and a 42.5% when compared to similar periods of 2004.
This improvement in the company's profits is due, in part, to
better metal prices and in addition, a continuous process in
cost control.

Revenues earned for services provided in the railroad division
were US$218.0 million in fourth quarter 2005, compared with
US$170 million in fourth quarter 2004.  This represents a 28.3%
increase.  In 2005 revenues amounted to US$763.7 million,
compared with US$640.4 million in 2004.  The previous increases
can be attributed mainly to the rise in net tons/km transported,
from 8,633 million net tons/km in fourth quarter 2004 to 9,534
million net tons/km in fourth quarter 2005, and for the twelve
months, a 9.1% increase in net tons/km transported, from 32,384
million in 2004 to 35,338 million in 2005.

Sales' costs in fourth quarter 2005 rose 26.6% with respect to
fourth quarter 2004, from US$108.6 million to US$137.5 million
in fourth quarter 2005.  The main reasons for the increment are
12.6% hikes in labor, due to a higher number of trains in line
with higher volumes, the wage increase to offset inflation and
the peso's revaluation against the dollar, as well as a rise in
diesel prices, which went up 11.4% during the fourth quarter.

Sales costs in fiscal year 2005 went up to US$473.8 million,
which represented a 21.2% increase, compared to the same period
of 2004.  This increment was slightly offset with the larger
volumes transported, 9.1%.  It allowed the company to have
higher revenues for broader services provided this year, but at
the same time, it was negatively affected by the significant
rise in the cost of diesel.  The price of diesel per liter rose
27.4%, from 31.4 to 40.0 dollar cents.

EBITDA of fourth quarter 2005 increased 28.4%, from US$55.3
million in fourth quarter 2004 to US$71.0 million.

Accrued EBITDA, to Dec. 31, 2005, rose 16.5%, from US$224.2
million in 2004 to US$261.2 million. EBITDA's margin for the
fourth quarter of 2005 was 32.6% and 34.2% for the twelve months
of 2005.

Operating profit in fourth quarter 2005 reached US$50.6 million
and was 38.4% higher than that of fourth quarter 2004, despite a
significant hike in diesel cost, the main product consumed in
railroad operations.  Net profit in the fourth quarter of 2005
was US$34.9 million, 80.3% higher than that of the same period
in 2004.  In 2005, net profit was US$109.8 million, US$26.4
million more than the figure reported in 2004, which represents
a 31.7% increase.

To Dec. 31, 2005, the debt shows a 6.8% decrease compared with
the same date in 2004, from US$478.2 million to US$445.6
million.  This variation derives from the credit amortizations
paid to Eximbank for US$8.0 million and to Bank of America for
US$3.3 million.

In March and May 2005 the company wrote off, early, and with own
resources, on behalf of Banco Inbursa, S.A. an amount of US$31.7
and US$13.8 million that were due on Dec. 8, 2007.  The result
was partially offset by the loan received in January 2005 from
BNP Paribas with Exim Bank's guarantee for US$7.9 million for
the acquisition of 5 locomotives.

In April, July and October amortizations were paid to BNP
Paribas for US$1.2 million, each.

In accordance with SFASB 141 Accounting Principle, it is
necessary to have the Federal Antitrust Commission's final
authorization before we can carry out the accounting
consolidation.  Investments in Ferrosur will be presented valued
under the method of participation in Grupo Mexico's consolidated
financial statements.

Grupo Mexico hopes to obtain the Federal Antitrust Commissions'
authorization in the coming months, considering that this
operation does not exceed the preestablished indexes in load
transport, and allows broader competition among railroad lines
by preventing unnecessary movements in storage, interconnection
and double classification of trains, etc., which will allow
better prices and terms for our clients.  This transaction will
produce important synergies that will improve the company's
operating and financial margins even more.

With the acquisition, access and interconnection of the
Manzanillo and Veracruz ports are achieved, as well as the
railroad network to connect southern Mexico with the country's
northern states and the various border points with the United
States.  In addition, it will provide competitive access to our
clients from the central-Pacific part of the country to the Gulf
of Mexico and the port of Veracruz.

Grupo Mexico SA de C.V. -- http://www.grupomexico.com/--  
through its ownership of Asarco and the Southern Peru Copper
Company, Grupo Mexico is the world's third largest copper
producer, fourth largest silver producer and fifth largest
producer of zinc and molybdenum.

                        *    *    *

Fitch Ratings assigned these ratings to Grupo Mexico SA de C.V.:

     -- foreign currency long-term debt, BB; and
     -- local currency long-term debt, BB.


PENN OCTANE: Burton McCumber Raises Going Concern Doubt
-------------------------------------------------------
Burton McCumber & Cortez, L.L.P., of Brownsville, Texas, raised
substantial doubt about the ability of Penn Octane Corporation
to continue as a going concern after auditing the company's
consolidated financial statements for the year ended
Dec. 31, 2005.

Burton McCumber pointed to the Company's:

   (1) insufficient cash flow to pay its obligations when due,

   (2) inability to obtain additional financing because
       substantially all of the Company's assets are pledged
       or committed to be pledged as collateral on existing
       debt,

   (3) existing credit facility may be insufficient to finance
       its liquefied petroleum gas and Fuel Sales Business, and

   (4) working capital deficiency.

                         Financials

Penn Octane Corporation filed its consolidated financial
statements for the year ended Dec. 31, 2005, with the Securities
and Exchange Commission on April 6, 2006.

The company reported a US$2,032,802 net loss on US$260,313,525
of revenues for the year ended Dec. 31, 2005.

At Dec. 31, 2005, the company's balance sheet showed
US$36,756,819 in total assets, US$24,449,913 in total
liabilities, US$11,955,005 in minority interest, and US$351,901
in total stockholders' equity.

A full-text copy of the company's 2005 Annual Report is
available for free at http://ResearchArchives.com/t/s?886

Penn Octane Corporation formerly known as International Energy
Development Corporation buys, transports and sells liquefied
petroleum gas for distribution in northeast Mexico, and resells
gasoline and diesel fuel.  The Company has a long-term lease
agreement for approximately 132 miles of pipeline, which
connects ExxonMobil Corporation's King Ranch Gas Plant in
Kleberg County, Texas and Duke Energy's La Gloria Gas Plant in
Jim Wells County, Texas, to the Company's Brownsville Terminal
Facility.


RIO VISTA: Burton McCumber Raises Going Concern Doubt
-----------------------------------------------------
Burton Mccumber & Cortez, L.L.P., in Brownsville, Texas, raised
substantial doubt about the ability of Rio Vista Energy Partners
L.P. to continue as a going concern after auditing the company's
consolidated financial statements for the year ended Dec. 31,
2004, and 2005.

The auditor pointed to the company's dependence on Penn Octane
Corporation to continue as a going concern, and continued sales
to P.M.I. Trading Limited at acceptable volumes and margins to
provide sufficient cash flow to pay Rio Vista's expenses, the
TransMontaigne Note and guarantees of Penn Octane's obligations
assuming Penn Octane's inability to pay those obligations.

Penn Octane Corporation is the company's supplier of liquefied
petroleum gas under a long-term supply agreement.

P.M.I. Trading Limited is Rio Vista's primary customer for LPG.
PMI, a subsidiary of Petroleos Mexicanos -- the state-owned
Mexican oil company -- is the exclusive importer of LPG in
Mexico.  PEMEX distributes the LPG purchased from PMI into the
northeastern region of Mexico.

                Purchase and Sale Agreements

On Aug. 15, 2005, Rio Vista and Penn Octane each entered into
separate purchase and sale agreements with TransMontaigne
Product Services Inc.

The purchase price is $10.1 million for assets to be sold by
Penn Octane and $17.4 million for assets to be sold by Rio
Vista.  The purchase price may be reduced as provided for in the
PSA's.

The PSAs provide for the sale and assignment of all of their
respective LPG assets and refined products assets including the
Brownsville Terminal Facility and refined products tank farm and
associated leases, owned pipelines located in the United States,
including land, leases, and rights of ways, LPG inventory, 100%
of the outstanding stock of Mexican subsidiaries and affiliate.

The Mexican subsidiaries also sold their own pipelines and the
Matamoros Terminal Facility, including land and rights of way,
and assignment of the Pipeline Lease, PMI sales agreement and
Exxon Supply Contract.

Under the PSA's, TransMontaigne loaned $1.3 million to Rio
Vista.  This loan will reduce the total purchase price at the
time of closing or 120 days following demand by TransMontaigne.

The tank farm and certain LPG storage tanks located at the
Brownsville Terminal Facility secure the TransMontaigne Note.

The TransMontaigne Note began to accrue interest on Nov. 15,
2005, at the prime rate plus 2%.

RZB Finance, LLC, consented to the TransMontaigne Note and the
Brownsville Navigation District issued an estoppel letter.

Rio Vista used the proceeds from the TransMontaigne Note to fund
certain expenses associated with the PSA's and for working
capital purposes.

If the LPG Asset Sales will not push through and Rio Vista does
not pay the TransMontaigne Note, the company is required to
convey title of the Collateral to TransMontaigne.

The company will lease the Collateral from TransMontaigne for
$10,000 per month until Rio Vista pays the $1.3 million note, in
addition to the lease payments.

When the TransMontaigne is repaid, the lease payments will cease
and title to the Collateral will be re-conveyed to Rio Vista.

The PSA's provide that any party may terminate the agreements if
closing did not occur on or before Oct. 31, 2005.  None of the
parties have elected to terminate the agreements and the parties
continue to work towards the closing of the LPG Asset Sale.

                        Financials

Rio Vista Energy Partners L.P. filed its consolidated financial
statements for the year ended Dec. 31, 2005, with the Securities
and Exchange Commission on April 6, 2006.

The company reported a US$2,118,000 of net loss on
US$120,892,000 of revenues for the year ended Dec. 31, 2005.

At Dec. 31, 2005, the company's balance sheet showed
US$26,535,000 in total assets, US$14,336,000 in total
liabilities, and US$12,199,000 in total stockholders' equity.

The company's Dec. 31, 2005, balance sheet also showed strained
liquidity with US$13,126,000 in total current assets available
to pay US$14,336,000 in total current liabilities coming due
within the next 12 months.

A full-text copy of the company's 2005 Annual Report is
available for free at http://ResearchArchives.com/t/s?87b

Headquartered in Houston, Texas, Rio Vista Energy Partners L.P.
buys, transports and sells liquefied petroleum gas.  Rio Vista
owns and operates terminal facilities in Brownsville, Texas and
in Matamoros, Tamaulipas, Mexico and approximately 23 miles of
pipelines, which connect the Brownsville Terminal Facility to
the Matamoros Terminal Facility.  The primary market for Rio
Vista's LPG is the northeastern region of Mexico, which includes
the states of Coahuila, Nuevo Leon and
Tamaulipas.


SOUTHERN COPPER: Moody's Upgrades Senior Notes' Rating to Baa2
--------------------------------------------------------------
Moody's Investors Service upgraded Southern Copper Corporation's
senior unsecured notes to Baa2 from Ba1.  In related rating
actions, Moody's withdrew the company's Ba1 corporate family
rating and its SGL-1 speculative grade liquidity rating.
Additionally, Moody's affirmed the Ba2 senior unsecured ratings
of Minera Mexico, a subsidiary of Southern Copper.  The rating
outlook is stable.

The upgrade recognizes Southern Copper's progress in
strengthening its operating platform following the successful
integration of Minera Mexico, its balanced capital structure and
improved financial metrics. In addition, copper fundamentals,
although currently at unsustainably high levels in Moody's view,
are expected to remain solid over the medium term given low
inventory levels and lack of significant additional capacity
coming on stream, thereby allowing Southern Copper to sustain
improved financial metrics.  The upgrade also anticipates that
the company will continue to prudently evaluate the level of
dividend payouts relative to cash flow generation and capital
investment requirements and will not pressure its balance sheet
or liquidity position with excessive dividends.  However,
Moody's ratings for Southern Copper reflect the cyclicality
inherent in the copper industry as well as the political and
labor environments in which the company operates.  The rating
outlook is stable.

These ratings were upgraded:

   Southern Copper Corporation

      -- US$ 200 million notes due 2015 to Baa2 from Ba1; and

      -- US$ 600 million notes due 2035 to Baa2 from Ba1.

These ratings were withdrawn:

   Southern Copper Corporation

      -- Ba1 Corporate Family Rating; and

      -- SGL-1 Speculative Grade Liquidity Rating.

This rating was affirmed:

   Minera Mexico

      -- Ba2 senior unsecured notes.

Southern Copper, a Delaware incorporated company 75% owned by
Grupo Mexico, conducts its operations through its branch in Peru
and its Mexican subsidiary, Minera Mexico.  Earnings and cash
flow generation are roughly balanced between the Peruvian and
Mexican operations. Despite cost pressures from energy and other
input cost increases, which Moody's expects to continue, robust
copper prices have contributed to significant earnings and cash
flow improvement, indicating Southern Copper's high leverage to
copper prices.

Moody's previous rating action on Southern Copper was the July
11, 2005 assignment of Ba1 ratings to the company's senior
unsecured note issues aggregating US$800 million.

Southern Copper Corporation, headquartered in Phoenix, Arizona,
a majority owned subsidiary of Grupo Mexico S.A. de C.V., is a
leading global producer of copper and other metals with major
mining and processing operations in Peru and Mexico.  Revenues
in 2005 were US$4.1 billion.



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


* PANAMA: Power Interconnection with Costa Rica Begins This Week
----------------------------------------------------------------
Panama's President Martin Torrijos Espino said in a press
release that the power interconnection between Costa Rica and
Panama will begin this week.

According to Business News Americas, energy flow will start at
2MW and will then increase to 6MW after construction works at
the Bocas del Toro in Changuinola, Panama, is completed.

BNamericas reports that the transmission line runs about 500m in
Costa Rica and 16km to Panama's Bocas del Toro.

BNamericas relates that the government of Panama has put
US$809,000 for the line.

The concessionaire in Changuinola could not meet local demand,
BNamericas states.

                        *    *    *

Costa Rica is rated by Moody's:

   -- CC LT Foreign Bank Depst Ba2
   -- CC LT Foreign Curr Debt  Ba1
   -- CC ST Foreign Bank Depst NP
   -- CC ST Foreign Curr Debt  NP
   -- Foreign Currency LT Debt Ba1
   -- Local Currency LT Debt   Ba1

Fitch assigned these ratings to Costa Rica:

   -- Foreign currency long-term debt, BB
   -- Local currency long-term debt, BB
   -- Foreign currency short-term debt, B

Costa Rica carries these ratings from Standard & Poor's:

   -- Foreign Currency LT Debt BB
   -- Local Currency LT Debt   BB+
   -- Foreign Currency ST Debt B
   -- Local Currency ST Debt   B

                        *    *    *

Fitch Ratings assigned these ratings on Panama:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BBB      Apr.  8, 2005
   Long Term IDR      BB+      Dec. 14, 2005
   Short Term IDR       B      Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating     BB+      Dec. 14, 2005



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


* PARAGUAY: Might Withdraw from Mercosur According to Analysts
--------------------------------------------------------------
Paraguay may withdraw from the Mercosur if Uruguay finally
ceases to be a full member of the trade block, analysts were
quoted by BBC News as saying.

BBC News relates that Paraguay has trade and decision making
problems with Argentina and Brazil -- the larger members of
Mercosur.

Paraguay is demanding from Brazil a fairer deal in the price of
electricity generated from the shared gigantic dam of Itaipu,
which is mostly absorbed by the Brazilian market, according to
BBC News.

                        *    *    *

Moody's assigned these ratings on Paraguay:

     -- CC LT Foreign Bank Deposit, Caa2
     -- CC LT Foreign Curr Debt, Caa1
     -- CC ST Foreign Bank Deposit, NP
     -- CC ST Foreign Currency Debt, NP
     -- LC Currency Issuer Rating, Caa1
     -- FC Curr Issuer Rating, Caa1
     -- Local Currency LT Debt, WR

                        *    *    *

Standard & Poor's assigned these ratings on Paraguay:

     -- Foreign Currency LT Debt B-
     -- Local Currency LT Debt   B-
     -- Foreign Currency ST Debt C
     -- Local Currency ST Debt   C



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


KMART CORP: Files Revised Status Report on Avoidance Actions
------------------------------------------------------------
At the U.S. Bankruptcy Court for the Northern District of
Illinois' request, Kmart Corporation submitted a revised status
report on January 16, 2006, setting forth the remaining critical
vendor adversary proceeding defendants that joined in, or filed,
a motion to dismiss complaints that have general applicability
to all other defendants.

William J. Barrett, Esq., at Barack Ferrazzano Kirschbaum
Perlman & Nagelberg LLP, in Chicago, Illinois, relates that
based on the Court's comments at the April 11, 2006 status
hearing, discrepancies in the docket have been noted with
respect to the motions to dismiss, and updates have been made to
the report.

                   Docketing Discrepancies

Kmart indicated in the prior report that The Asian Source
Enterprise LLC and Mountaineer Publishing Co., Inc., filed
motions to dismiss, or joinders to motions to dismiss.  However,
the dockets of the adversary proceedings showed none of these
pleadings because the motions were filed in the wrong adversary
cases.

Kmart proposes that the Court direct the docketing clerk to file
a copy of each joinder in the corresponding adversary
proceeding.  Specifically:

    * The Asian Source Enterprise LLC, which intended to file a
      notice of joinder in the motion filed by Consumer
      Communications, Adv. No. 04-02055, but mistakenly filed it
      in the adversary proceeding against Action Performance,
      Adv. No. 04-00104, must be filed back in Adv. No. 04-
      02865; and

    * Mountaineer Publishing Co., Inc., which intended to file a
      notice of joinder in the motion filed by the Tribune
      Company, but mistakenly filed it in the adversary
      proceeding against Abbeville, et. al., Adv. No. 04-00085,
      must be filed  back in Adv. No. 04-02379.

                          Updates

Mr. Barrett discloses that after a review of the docket of each
remaining critical vendor defendant, several updates have been
made to the report.

This includes:

    (1) the joinder filed by The Brown Publishing Company doing
        business as Hillsboro Times Gazette, Adv. No. 04-02595,
        on January 25, 2006;

    (2) the addition of  Tribune Company's previously dismissed
        motion since several remaining defendants joined in on
        that motion;

    (3) the dismissal of Great Lakes Media, Adv. No. 004-0018,
        and the deletion of NYP Holdings, Inc., doing business
        as New York Post, Adv. No. 04-02395, from the report,
        due to the settlement of both cases;

    (4) the amended joinder filed by International Ying Ming
        Ind. Co., Inc., Adv. No., 04-02758, in the motions to
        dismiss by the Chicago Sun-Times and Magic Power Co.,
        Ltd., and Magic Power Co., Ltd.;

    (5) the fourth joinder filed by El Dia, Adv. No., 04-02102,
        and Primera Hora, Adv. No. 04-02436, in the motion to
        dismiss filed by the Tribune Company.

According to Mr. Barrett, the motions to dismiss filed by eight
of the nine defendants remain pending:

    Defendant                                  Case No.
    ---------                                  --------
    Chicago Sun-Times                          04-02038
    Washington Post Company                    04-00121
    Great Lakes Media                          04-00118
    Consumer Communications Services, Inc.     04-02055
    Quad Graphics                              04-00086
    Ogden Newspaper Group                      04-00158
    Dean Foods Company                         04-00082
    Vertis, Inc.                               04-00099

A full text copy of Kmart's revised status report is available
for free at:

http://bankrupt.com/misc/kmart_statusreport_criticalvendors.pdf

Headquartered in Troy, Michigan, Kmart Corporation (n/k/a KMART
Holding Corporation) -- http://www.bluelight.com/-- operates
approximately 2,114 stores, primarily under the Big Kmart or
Kmart Supercenter format, in all 50 United States, Puerto Rico,
the U.S. Virgin Islands and Guam.  The Company filed for chapter
11 protection on January 22, 2002 (Bankr. N.D. Ill. Case No.
02-02474).  Kmart emerged from chapter 11 protection on
May 6, 2003.  John Wm. "Jack" Butler, Jr., Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, represented the retailer in
its restructuring efforts.  The Company's balance sheet showed
US$16,287,000,000 in assets and US$10,348,000,000 in debts when
it sought chapter 11 protection.  Kmart bought Sears, Roebuck &
Co., for $11 billion to create the third-largest U.S. retailer,
behind Wal-Mart and Target, and generate US$55 billion in annual
revenues.  The waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act expired on Jan. 27, without complaint
by the Department of Justice.  (Kmart Bankruptcy News, Issue No.
109; Bankruptcy Creditors' Service, Inc., 215/945-7000)



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


BANCO ITAU (URUGUAY): Fitch Assigns BB- Local Currency Rating
-------------------------------------------------------------
Fitch Ratings has assigned a long-term local currency Issuer
Default Rating of 'BB-' to Banco Itau BBA - Uruguay Branch.  At
the same time, Fitch has upgraded its national rating to AA(uy)
from AA-(uy), and affirmed these other ratings:

   -- Foreign currency long-term IDR at 'B+' (Stable Outlook);
      and
   -- Support '4'.

The bank's long-term ratings reflect its status as a branch of
Banco Itau BBA and the quality of its parent, Banco Itau Holding
Financiera, which has ratings of 'BB-' for the long-term foreign
currency IDR, restricted by the sovereign ceiling, and 'AA(br)'
for the long-term national rating.  The ratings also reflect the
strong supervision of credit, market, and operational risks by
BIHF, the group's good access to credit, and the good
performance of Banco Itau BBA S.A.

The operating environment in Uruguay has improved in the past
two years and is now less volatile.  Consequently, the
restrictions on Fitch's national ratings have been left behind
and this led to the upgrade on Banco Itau BBA - Uruguay Branch's
national rating.

Banco Itau BBA S.A., one of the largest banks operating in
Brazil, is controlled almost entirely by BIHF (95.75%), which
also holds a 100% equity stake in Banco Itau S.A. and reported
assets and equity of US$64.6 billion and US$6.6 billion,
respectively, at the end of 2005.


COOPERATIVA DE AHORRO: Fitch Assigns CCC Local Currency Rating
--------------------------------------------------------------
Fitch Ratings has assigned a long-term local currency issuer
default rating of 'CCC' to FUCEREP -- Cooperativa de Ahorro y
Credito.  At the same time, Fitch affirms these ratings:

   -- Foreign currency long-term IDR at 'CCC';
   -- Support '5'; and
   -- Long-term National Rating at 'B(uy)'.

The ratings assigned to FUCEREP reflect the losses incurred in
the past three years which significantly eroded its capital base
and its small position within the increasingly concentrated
Uruguayan financial system.  The ratings also reflect
uncertainties regarding FUCEREP's abilities to meet the targets
set in a plan to restore capital submitted to the Central Bank
of Uruguay together with the application to operate under a
license with limitations mainly related to foreign currency
activities which has lower capital requirements.  It should be
noted here that an international rating has been assigned to
FUCEREP due to local requirements, but the institution does not
issue debt or obtain credit internationally, nor does it expect
to in the future.

The Outlook on FUCEREP's foreign and local currency long-term
IDR and national ratings is Stable.  The Outlook for its ratings
will mainly depend on the cooperative's success on meeting the
targets set in its capitalization plan.

FUCEREP is a credit cooperative that has operated in Uruguay
since 1974 and offers services in retail banking, with a focus
on individuals. FUCEREP was founded by employees from Banco de
la Republica Oriental del Uruguay, which explains its close ties
to the bank and concentration of loans among BROU's employees.
At end-2005, FUCEREP reported assets and equity of US$10.3
million and US$1.5 million, respectively.


COOPERATIVA NACIONAL: Fitch Affirms & Withdraws D Ratings
---------------------------------------------------------
Fitch Ratings has affirmed and withdrawn the following ratings
assigned to Cooperativa Nacional de Ahorro y Credito or COFAC:

   -- Long-term foreign currency issuer default rating 'D';
   -- Support '5'; and
   -- National long-term rating 'D(uy)'.

COFAC was the largest credit-cooperative in Uruguay, focused
principally on families and small- and medium-sized businesses,
with asset and deposit market shares of around 1.5% and 1.6%.
COFAC was suspended by the Central Bank of Uruguay in February
2006.


FEDERACION URUGUAYA: Fitch Assigns B- LT Local Currency Rating
--------------------------------------------------------------
Fitch Ratings has assigned a long-term local currency issuer
default rating of 'B-' to Federacion Uruguaya de Cooperativas de
Ahorro y Credito -- FUCAC.  At the same time, Fitch has revised
the Rating Outlook on its national long-term rating to Positive
from Stable and affirmed these ratings:

   -- Foreign currency long-term IDR at 'B-' with Stable
      Outlook;

   -- Support '5'; and

   -- Long-term national rating at 'BB+(uy)' with Positive
      Outlook.

The ratings assigned to FUCAC are based on its improved
performance and development of its activities since its recent
decision to operate under a limited license to avoid higher
nominal capital requirements. The ratings also take into account
its niche franchise and small position within the increasingly
concentrated Uruguayan financial system, but also reflect its
good liquidity position.  It should be noted here that an
international rating has been assigned to FUCEREP due to local
requirements, but the institution does not issue debt or obtain
credit internationally, nor does it expect to in the future.

The Outlook on FUCAC's foreign and local currency long-term IDR
is Stable.  The revision in Outlook on its National rating
reflects the improvement on its performance which, if sustained,
could lead to an upgrade of its national rating.

Established in Uruguay in 1972, FUCAC is a financial cooperative
that focuses mainly on small and micro-businesses, as well as
consumers.  In 2002, FUCAC signed a contract with another
Uruguayan credit cooperative, COFAC, whereby the latter
transferred 70% of its assets and liabilities to COFAC.
Recently, in the face of higher nominal capital requirements,
FUCAC requested authorization from the Central Bank of Uruguay
to operate as a financial cooperative with restricted
activities.


HSBC URUGUAY: Fitch Upgrades LT Foreign Currency Rating to BB-
-------------------------------------------------------------
Fitch Ratings has upgraded these ratings on HSBC Bank (Uruguay)
S.A.:

   -- long-term foreign currency issuer default rating to 'BB-'
      from 'B+';

   -- Support Rating to '3' from '4'; and

   -- national long-term rating to 'AAA(uy)' from 'AA(uy)'.

At the same time, Fitch has assigned a long-term local currency
IDR of 'BB+'.  The Rating Outlook on the foreign and local
currency IDR and the national rating is Stable.

The bank's foreign currency IDR is at the country ceiling, while
its local currency IDR is two notches above that of the
Uruguayan sovereign.  These ratings, along with the bank's
support rating, reflect the bank's solid ownership structure and
its shareholder's strong commitment to the bank.

The operating environment in Uruguay has improved in the past
two years and is now less volatile.  Consequently, the
restrictions on Fitch's national ratings have been left behind
and this led to the upgrade on HSBC Bank (Uruguay)'s national
rating.

Bank (Uruguay) offers personal banking services, as well as
commercial banking services to important clients of the HSBC
Group. Bank (Uruguay) is fully owned by HSBC Latin America
Holdings (UK) Limited, which in turn is a subsidiary of HSBC
Holdings Plc.


NUEVO BANCO: Fitch Assigns BB- Long-Term Local Currency Rating
--------------------------------------------------------------
Fitch Ratings has assigned a long-term local currency issuer
default rating of 'BB-' to Nuevo Banco Comercial.  At the same
time, Fitch affirms these ratings:

   -- Foreign currency long-term IDR at 'B+';
   -- Support '4'; and
   -- National Long-term rating at 'AA-(uy)'.

The ratings assigned to NBC reflect its strong national
franchise and good performance in light of its unique
characteristics, as it was formed through the purchase of
selected assets and liabilities of three banks that were
liquidated during the last banking crisis.  The ratings also
consider the bank's good liquidity and capital levels.

NBC is currently owned by the Uruguayan state, although it has
reached an agreement to sell it to a group of international
investors headed by the investment fund Advent International;
this is still dependent on regulatory approval.

The Outlook on NBC's foreign and local currency long-term IDR
and National ratings is Stable.  The Outlook for its ratings
will mainly depend on the new shareholder's ability to succeed
on the bank's growth strategy, which aims at recovering the
leading position historically held by Banco Comercial.  NBC's
international ratings are in line with those of the sovereign so
these would have to go up for NBC's ratings to move likewise.

NBC was formed with selected assets and liabilities of Banco de
Montevideo, Banco La Caja Obrera and Banco Comercial, that were
liquidated during the 2002 crisis.  It is the second-largest
private sector bank in the system in terms of assets, with a
market share of 16%.  The bank offers universal banking services
and operates from a network of 48 branches with a staff of
roughly 850 employees.  The bank also operates through a wholly
owned subsidiary, Banco Comercial Uruguay in Brazil.


* URUGUAY: Will Lessen Involvement in Mercosur Trade Bloc
---------------------------------------------------------
Uruguay's President Tabare Vazquez told Merco Press that his
country will reduce its involvement in the Mercosur trade bloc
from being a full member to becoming an associate member.

President Vazquez told reporters that the decision will be
officially announced on his return to Uruguay from a meeting
with US President George Bush in the White House this week.

President Vazquez told Merco Press he will be informing his
colleagues of Uruguay's decision when he travels to Vienna,
Austria for the EU/Latinamerican leaders' summit.

Other members of the Mercosur will be informed during the bloc's
summit in Buenos Aires, President Vazquez informed Merco Press.

According to BBC News, President Vazquez said Uruguay was not
thinking of leaving Mercosur, despite earlier reports in which
he seemed to suggest his country might withdraw from the trade
bloc.

President Vazquez explained to BBC News that he did not want to
break with Mercosur but work had to be done to improve it.  He
said his country seeks for a bigger and better Mercosur.

The Uruguayan leader has long said Mercosur only benefits
Argentina and Brazil, BBC News reports.

As reported in the Troubled Company Reporter on May 1, 2006,
President Vazquez alleged that Mercosur was not working properly
due to the disadvantages that smaller member nations -- Uruguay
and Paraguay -- had experienced in relations with the larger
Brazil and Argentina.

Uruguay is angry at Argentina for failing to stop the protesting
Argentine environmentalists from blocking roads crossing into
Uruguay from Argentina over the paper mills issue,
Keralanext.com states.  Argentina has also rejected a request
from Uruguay to hold a meeting with the Mercosur council and of
the Mercosur Parliament commission.

Keralanext.com recalls that Argentina's President Nestor
Kirchner asked President Vasquez to conduct an environmental
impact study on the construction of the two paper mills on the
shores of the Uruguay River that marks the border between the
two nations.

                        *    *    *

Fitch Ratings assigned 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
=================


* VENEZUELA: Seniat Charges Additional Back Taxes Against Total
---------------------------------------------------------------
Venezuela's taxing authority -- the Integrated National Customs
and Tax Administration Service or Seniat -- through the
Monitoring Division of Mines, Hydrocarbons and Related
Activities under the Management of Special Taxpayers, has
apprised oil company Total Venezuela, S.A., a subsidiary of
French Total, of a record of back taxes, the El Universal
reports.

The record is related to the monitoring that has been conducted
in terms of income tax for fiscal year 2001.

According to El Universal, Seniat officials found that Total had
declared tax losses for more than US$23 million in 2001, while
the real numbers to be considered amount to US$5.7 million.

Furthermore, Seniat officials found that the company had
declared a reduction for new investment if US$20 million.
However, the inspection showed that the amount to be considered
is US$11.7 million, El Universal says.

Total has already paid about US$58 million last month on account
of back taxes for the 2001 to 2004 period.  Under the 1990s
deals, oil companies were taxed at 34%, but tax authorities
later ruled these operations should have paid 50%.

                        *    *    *

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

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

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

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