SecProbe.io

June 28, 2012

Via E -mail
Pedro Arnet
Executive VP & CFO
MercadoLibre, Inc.
Arias 3751, 7th Floor
Buenos Aires, C1430CRG, Argentina

Re: MercadoLibre, Inc
 Form 10-K for Fiscal Year Ended  December 31, 2011
 Filed February 28, 2012
 Form 10 -Q for Fiscal Quarter  Ended March 31, 201 2
 Filed May 9, 2012
File No. 001-33647

Dear Mr. Arnet :

We have reviewed your filing s and have the following comments.  Please note that we
have limited our review to only your financial statements and related disclosures.  In some of our
comments , we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing s, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not believe our comments apply to your facts and circumstanc es or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing s and the information you provide in
response to these comments, we may have additional comments.

Form 10 -K for Fiscal Year Ended December 31, 2011

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of
Operations

Year ended December 31, 2011 compared to year ended December 31, 2010 , page 56

1. You state that the increase in cost of re venues from fiscal 2010 to fiscal 2011 was
primarily attributable to the increase in collection fees associated with the MercadoPago
payment solution.  Please explain further the nature of these “collection fees.”  Also, tell
us how collection fees may dif fer based on payment solutions, country, marketplace, etc.

Mr. Pedro Arnet
MercadoLibre, Inc.
June 28, 2012
Page 2

 Liquidity and Capital Resources, page 66

2. In your response to comment 4 in your March 29, 2011 letter you provided disclosures
regarding the amount of cash and investments of foreign investments as well as the
percentage of your consolidated cash and investments that are held outside the U.S. and
indicated that you would include this information in future filings.  While we note that
you included this information in your quarterly reports on Form 10-Q, it appears that you
have not included it in your annual report on Form 10 -K.  Please confirm that you will
also include this information in your future Form 10 -K filings.

3. Please explain to us your billing and collection procedures for both your up -front and
final value fees.  In your response, tell us when you bill the sellers for these services,
what the typical payment terms are and how payments are received.  For example, as it
relates to the final value fees, tell us if the company retains a port ion of the fee charged
by the seller when processing the buyer’s payment.  Also, tell us whether the allowance
for doubtful accounts relates primarily to receivables due from up -front service  fees, final
value fees or both.

4. Please provide us with an agin g analysis of your receivable balances outstanding as of
December 31, 2011 as compared to December 31, 2010, with explanations for significant
unreserved past due amounts. Further, to the exten t there is a delay in the write -off of
fully reserved receivabl es please explain the reason for this.

Item 9A .  Controls and Procedures, page 73

5. We note that you conduct substantially all of your operations outside of the United States.
In order to enhance our understanding of how you prepare your financial statements and
assess your internal control over financial reporting, we ask that you provi de us with
information that will help us answer the following questions.

 How do you evaluate and assess internal control over financial reporting?

In connection with your process to determine whether your internal control over
financial reporting was effective, please describe whether and how you considered
controls to address financial reporting risks that are relevant to all locations where
you have operations. If you have an internal audit function, please describe it and
explain how, if at all, tha t function impacted your evaluation of your internal control
over financial reporting.

 How do you maintain your books and records and prepare your financial statements?

If you maintain your books and records in accordance with U.S. GAAP, describe the
controls you maintain to ensure that the activities you conduct and the transactions

Mr. Pedro Arnet
MercadoLibre, Inc.
June 28, 2012
Page 3

 you consummate are recorded in accordance with U.S. GAAP. If you do not maintain
your books and records in accordance with U.S. GAAP, tell us what basis of
accounting you u se and describe the process you go through to convert your books
and records to U.S. GAAP for SEC reporting. Describe the controls you maintain to
ensure that you have made all necessary and appropriate adjustments in your
conversions and disclosures.

 What is the background of the people involved in your financial reporting?

We would like to understand more about the background of the people who are
primarily responsible for preparing and supervising the preparation of your financial
statements and eval uating the effectiveness of your internal control over financial
reporting and their knowledge of U.S. GAAP and SEC rules and regulations. Do not
identify people by name, but for each person, please tell us:

• what role he or she takes in preparing your fi nancial statements and evaluating the
effectiveness of your internal control;
• what relevant education and ongoing training he or she has had relating to U.S.
GAAP;
• the nature of his or her contractual or other relationship to you;
• whether he or she hold s and maintains any professional designations such as
Certified Public Accountant (U.S.) or Certified Management Accountant; and
• about his or her professional experience, including experience in preparing and/or
auditing financial statements prepared in a ccordance with U.S. GAAP and
evaluating effectiveness of internal control over financial reporting.

If you retain an accounting firm or other similar organization to prepare your
financial statements or evaluate your internal control over financial repor ting, please
tell us:

• the name and address of the accounting firm or organization;
• the qualifications of their employees who perform the services for your company;
• how and why they are qualified to prepare your financial statements or evaluate
your internal control over financial reporting;
• how many hours they spent last year performing these services for you; and
• the total amount of fees you paid to each accounting  firm or organization in
connection with the preparation of your financial statements and in connection
with the evaluation of internal control over financial reporting for the most recent
fiscal year end.

If you retain individuals who are not your emplo yees and are not employed by an
accounting firm or other similar organization to prepare your financial statements or

Mr. Pedro Arnet
MercadoLibre, Inc.
June 28, 2012
Page 4

 evaluate your internal control over financial reporting, do not provide us with their
names, but please tell us:

• why you believe they ar e qualified to prepare your financial statements or
evaluate your internal control over financial reporting;
• how many hours they spent last year performing these services for you; and
• the total amount of fees you paid to each individual in connection wit h the
preparation of your financial statements and in connection with the evaluation of
internal control over financial reporting for the most recent fiscal year end.

 Do you have an audit committee financial expert?

We note from the  disclosures on page  5 of your DEF14A  that you have identified an
individual who serves as your audit committee financial expert.  Please describe his
qualifications, including the extent of his knowledge of U.S. GAAP and internal control
over financial reporting.

Form 10 -Q for the Quarterly Period Ended March 31, 2012

Condensed Consolidated Statements of Changes in Shareholders’ Equity, page 6

6. It appears that you adopted the guidance in ASU 2011 -05 (as amended by ASU 2011 -20)
during the first quarter of fiscal 2012.  We further note that you continue to include the
individual components of other comprehens ive income in the statement of changes i n
shareholder’  equity . Please confirm for us that in future filings you will present one line
item representing the total other comprehensive income for each period in your statement
of stockholders’ equity consistent with the guidance in ASC 220 -10-45-14.

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 the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the c ompany 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 responding to our comments, please provide  a written statement from th e 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 resp ect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by

Mr. Pedro Arnet
MercadoLibre, Inc.
June 28, 2012
Page 5

 the Commission or any person under the federal securities laws of the United States.

You may contact Laura Veator , Staff Accountant , at (202) 55 1-3716  if you have
questions regarding comments on the financial statements and re lated matters.  Please contact me
at (202) 551 -3499  with any other questions.

Sincerely,

 /s/  Kathleen Collins

Kathleen Collins
Accounting Bra nch Chief

cc:   Jacobo Cohen Imach
 General Counsel