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        May 28, 2009  Hernán Kazah Executive VP and Chie f Financial Officer
MercadoLibre, Inc. Tronador 4890, 8
th Floor
Buenos Aires, C1430DNN, Argentina
Re: MercadoLibre, Inc.
 Form 10-K for the Fiscal Year Ended December 31, 2008
Filed February 27, 2009
  Forms 8-K filed on February 24, 2009 and May 6, 2009
File No. 001-33647

Dear Mr. Kazah:
We have reviewed the above-referenced f ilings and have the following comments.
If indicated, we think you should revise your document in response to these comments.
If you disagree, 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
raise additional comments.
 Please understand that the purpose of our re view 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 any other aspect of our review.  Feel free to call us at the telephone numbers listed at the end of this letter.
 Form 10-K for the Fiscal Year Ended December 31, 2008

 Item 7A. Quantitative and Qualitative Disclosures About Market Risk, page 60

 1. You disclose that the company is exposed to several market risks but you do not appear to have provided the quantitative disclosure required by Item 305(a) of
Regulation S-K for these risks, other than the sensitivity analysis for interest rate
risk.  Please advise.

Hernán Kazah
MercadoLibre, Inc.
May 28, 2009 Page 2   Item 9A. Controls and Procedures

Changes in Internal Control Over Financial Reporting, page 62

2. We note your disclosure that “[e]xcept as described above,” there were no
changes in your internal controls over fi nancial reporting.  In your response letter,
please confirm, if correct, that there were changes in your internal control over
financial reporting that occurred duri ng your fourth quarter ended December 31,
2008, that have materially affected, or are reasonably likely to materially affect,
your internal control over financial reportin g; or advise.  In addition, in future
filings please avoid qualifying your disclosu re in this manner, and instead provide
an unqualified statement as to whether or not there were change s in your internal
control over financial reporting that occu rred during the most recent quarter that
have materially affected, or are reasonably likely to  materially affect, your
internal control over financ ial reporting.  We note in th is regard that your Form
10-Q for the quarter ended March 31, 2009, states in an unqualified manner that there were no changes in internal control over financial reporting during the
quarter.
 Item 11. Executive Compensation

 Compensation Discussion and Analysis, pa ge 14 (Incorporated by Reference to
Definitive Proxy Statement Filed April 29, 2009)

3. You state that the annual incentive b onuses and the 2008 Long-Term Retention
Bonus Plan amounts for the named executiv e officers were, in part, based on the
attainment of certain individual goals.  Please expand your disclosure to provide
additional detail regarding the individual performance objectives used to
determine bonus awards for each of your named executive officers, to the extent such information is material to an un derstanding of your compensation policies
and decisions.  See Item 402(b)(2)(vii) of Regulation S-K.

Item 15. Exhibits and Financial Statement Schedules

Exhibits, page 66
 4. Please tell us why you have not filed the 2008 Long Term Retention Plan as an exhibit to your Form 10-K pursuant to Item 601(b)(10)(iii) of Regulation S-K.

Hernán Kazah
MercadoLibre, Inc.
May 28, 2009 Page 3  Note 2. Summary of Significant Accounting Polices

 Transfer of Financial Assets, page F-13

 5. We note that during fiscal 2008 the Company sold its funds receivable to financial
institutions and accounted for these transact ions as “true sales”  in accordance with
SFAS 140.  Please tell us the amount of gain s or losses on such sales, if any, for
each period presented, including your most recent interim period ended March 31, 2009.  If material, tell us how you consider ed disclosing such amounts pursuant to
paragraph 17(h)(2) of SFAS 140.  Also, te ll us how you considered providing the
disclosures required by para graph 17(h)(4) of SFAS 140.
 Revenue Recognition, page F-15

 6. We note your disclosure on page 40 where you state that the financial charge for
transactions where you finance extended payment terms intern ally is recognized
over the life of the installment financing.  Please describe the nature and length of
extended payment terms offered to your cust omers in further detail.  Additionally,
tell us how these payment terms impact the Company’s assessment of the timing of revenue recognition (i.e. whether co llection reasonably assured) and how you
considered disclosing such informati on pursuant to Question 1 of SAB Topic
13.B.  In this regard, we also note th at the allowance for doubtful accounts was
69% and 67% of gross receivables for fiscal 2008 and 2007, respectively.
 Income and Asset Taxes, page F-17

 7. We note that your Argentine subsidiary is a beneficiary of a 60% relief of total
income taxes for ten years.  Tell us the aggregate dollar per share effect on earnings for all periods presented and, if  material, how you considered disclosing
this information pursuant to SAB Topic 11C.  Additionally, tell us how you considered specifying the terminatio n date of this tax holiday.
 Note 6. Business Combinations, Goodwill and Intangible Assets

 a) Classified Media Group, Inc., page F-26

 8. Please provide us with an analysis of how you determined that the acquired trademarks from your acquisition of Cl assified Media Group, Inc. have an
indefinite useful life.  In your respon se, please tell us why you believe that no
legal, regulatory, contractual, competitive, economic, expected use or other factors could limit the useful life of these intangible assets pursuant to paragraph
11 of SFAS 142.

Hernán Kazah
MercadoLibre, Inc.
May 28, 2009 Page 4  b) DeRemate Operations, page F-28

 9. We note on page F-28 that the Company acquired certain URLs, domain names,
trademarks, databases and intellectual prope rty rights that are used or useful in
connection with the online platforms of the acquired entities.  However, based on
your disclosures on page F-30, it appears that  you only assigned value to customer
lists and non-compete agreements.  Tell us  how you considered assigning value to
the other acquired identifiable intangible a ssets pursuant to paragraph 39 of SFAS
141.  In this regard, we note that tradem arks, internet domain names, databases,
and patented or unpatented technology are ex amples of intangible assets that meet
the criteria for recognition as an asse t apart from goodwill pursuant to paragraph
A14 of SFAS 141.
 Note 17. Long Term Retention Plan, page F-50

 10. Your disclosures indicate that you issued  shares under your long-term retention
plan.  Tell us how you considered the disclosure requirements of paragraph
A240(f) of SFAS 123(R), as you do not appear to disclose such information in either Note 13 or Note 17.
 Forms 8-K filed on February 24, 2009 and May 6, 2009

 11. We note your disclosure of non-GAAP EBITDA.  Please tell us how you
considered Questions 14 and 15 of our Fr equently Asked Questions Regarding the
Use of Non-GAAP Financial Measures.  In this regard, we note that your
EBITDA measure is calculated differently than that described as EBITDA in SEC
Release No. 33-8176.  We also note that  you have reconciled this measure to
income from operations rather than net income.
 12. Please explain why there was no income tax adjustment for compensation costs related to acquisitions re corded in fiscal 2008.

* * * * * * *

Please respond to these comments within  10 business days or tell us when you
will provide us with a response.  Please  submit all correspondence and supplemental
materials on EDGAR as required by Rule 101 of Regulation S-T.  If you amend your
filing(s), you may wish to provide us with marked copies of any amendment to expedite our review.  Please furnish a cover letter that keys your response to our comments and provides any requested information.  Detailed co ver letters greatly faci litate our review.
Please understand that we may have addi tional comments after reviewing any
amendment and your response to our comments.

Hernán Kazah
MercadoLibre, Inc. May 28, 2009 Page 5
We urge all persons who are responsible for the accuracy and adequacy of the
disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision.  Since the company and its
management are in possession of all facts re lating 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 the
filing;
• 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 advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.
 You may contact Melissa Feider, St aff Accountant, at  (202) 551-3379, or
Christine Davis, Assistant Chief Accountant,  at (202) 551-3408 if you have any questions
regarding comments on the fina ncial statements and relate d matters.  Please address
questions regarding all other comments to Jan Woo, Staff Attorney, at (202) 551-3453 or
Katherine Wray, Staff Attorne y, at (202) 551-3483.  If you n eed further assistance, you
may contact me at (202) 551-3499.
       S i n c e r e l y ,           Kathleen Collins
Accounting Branch Chief