SecProbe.io

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VIA FACSIMILE AND U.S. MAIL

                                                     February 7,
2005

W. Peter Day
Chief Financial Officer
Amcor Limited
679 Victoria Street
Abbotsford, Victoria 3067 Australia

	RE:	Form 20-F for the fiscal year ended June 30, 2004
      File No. 0-18893

Dear Mr. Day:

		We have reviewed the filing and have the following
comments.  If you disagree with a comment, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not raise
additional
comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

FORM 20-F FOR THE YEAR ENDED JUNE 30, 2004

General

1. Where a comment below requests additional disclosures or other
revisions to be made, please show us in your supplemental response
what the revisions will look like.  With the exception of the
comments below that specifically request an amendment, all other
revisions may be included in your future filings.

Item 3 - Key Information

Selected Financial Data, page 5

2. Since each American Depositary Share represents four Ordinary
Shares, please also disclose per share information on an American
Depositary Share basis.

Item 5 - Operating and Financial Review and Prospects

Liquidity and Capital Resources, page 36

3. Please tell us whether there have been any revisions to the
credit
ratings disclosed on page 37.

Contractual and Commercial Commitments, page 39

4. Please revise your table of contractual cash obligations to
include estimated interest payments on your debt, planned funding
of
pension benefit obligations and estimated payments under your
interest rate swaps and foreign currency contracts.  Because the
table is aimed at increasing transparency of cash flow, we believe
these payments should be included in the table.  Please also
disclose
any assumptions you made to derive these amounts.

Item 8 - Financial Information

Anti-Trust Investigations and Related Management Changes, page 56

5. Please advise us of the current status of the possible anti-
trust
violations and your investigation of the matters.  Please include
any
updated information on estimated penalties and damages.  In
addition,
please tell us whether your investigation to date indicates that
the
laws of any other country besides Australia and New Zealand may
have
been violated.  We note that you conduct business in about 40
countries.

6. Please furnish us with a copy of the interim report of your
legal
advisors that the Board of Directors received on about December 6,
2004.  We assume that this report provides information with
respect
to your announcement made on November 23, 2004 and the information
received by you which lead to that announcement.  It appears that
information was initially received by you on November 19, 2004 in
response to a request made on November 10, 2004 to the Australian
Federal Court.

Item 15 - Controls and Procedures, page 73

7. You indicate that the Company`s disclosure controls and
procedures
were effective except for the conduct related to possible breaches
in
Australian and New Zealand competition laws.  Given the exception
noted, it remains unclear whether your Executive Chairman and the
Chief Financial Officer have concluded that your disclosure
controls
and procedures are effective.   Please amend your 20-F for the
year
ended June 30, 2004 to state in clear and unqualified language,
the
conclusions reached by your Executive Chairman and Chief Financial
Officer on the effectiveness of your disclosure controls and
procedures.  You should not, however, state that your disclosure
controls and procedures are effective except to the extent they
are
not effective. If true, you can state that your disclosure
controls
and procedures are effective including the consideration of the
identified matter, so long as you provide appropriate disclosure
explaining how the disclosure controls and procedures were
determined
to be effective in light of the identified matter.  See Question 5
of
Frequently Asked Questions on Management`s Report on Internal
Control
Over Financial Reporting and Certification of Disclosure in
Exchange
Act Periodic Reports.

Financial Statements

Note 1 - Accounting Policies

(12) - Inventories, page F-15

8. Disclose your flow of cost assumption (FIFO, Average, etc) used
to
value inventory.  In addition, expand your accounting policy note
for
inventory to address the policy followed with respect to the
recognition of diminution in value as shown in Note 8.

Note 33 - Reconciliation of Accounts to US GAAP

Consolidated Statement of Cash Flows, page F-89

9. In your US GAAP Adjustment (o) - Non Recourse Receivables
Securitization Program, you indicate that under Australian GAAP
these
receivables are treated as sold.  However, under US GAAP, these
receivables are re-instated and the cash received is treated as a
secured borrowing.  Please tell us whether the receipt of cash is
recorded in operating activities or financing activities in your
statement of cash flows under Australian GAAP.  If the cash
received
is included in operating activities, please disclose in the
reconciliation of accounts to US GAAP the impact of these
transactions on the statement of cash flows for all periods
presented.  If the cash received is included in financing
activities,
please disclose that the impact on the statement of cash flows is
consistent with US GAAP.  See paragraph 22(a) of SFAS 95 as
amended
by SFAS 102.

*    *    *    *

		Please respond to these comments within 10 business
days,
or tell us when you will provide us with a response.  Please
provide
us with a supplemental response letter that keys your responses to
our comments and provides any requested supplemental information.
Detailed letters greatly facilitate our review.  Please file your
supplemental response on EDGAR as a correspondence file.  Please
understand that we may have additional comments after reviewing
your
responses to our comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in their filings;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      You may contact Ernest Greene, Staff Accountant, at (202)
942-
8091, or in his absence, Nathan Cheney, Assistant Chief Accountant
at
(202) 942-1804, if you have questions regarding comments on the
financial statements and related matters.
							Sincerely,

							Rufus Decker
      						Accounting Branch Chief

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Mr. W. Peter Day
February 7, 2005
Page 1 of 4

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0510

         DIVISION OF
CORPORATION FINANCE

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