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Correspondence

    HUNTON & WILLIAMS LLP

    RIVERFRONT PLAZA, EAST TOWER

    951 EAST BYRD STREET

    RICHMOND, VIRGINIA 23219-4074

    TEL 804 • 788 • 8200

    FAX 804 • 788 • 8218

    EDWARD W. ELMORE, JR.

    DIRECT DIAL: 804-788-7336

    EMAIL: telmore@hunton.com

    FILE NO: 59490.000009

June 11, 2009

VIA EDGAR AND FACSIMILE

Ms. Kathleen Collins

Accounting Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

One Station Place

100 F Street, N.E.

Washington, D.C. 20549-4561

    Re:

    MercadoLibre, Inc.

Initial SEC Comment Letter for the Form 10-K for the Fiscal

Year Ended December 31, 2008 filed on February 27, 2009

Forms 8-K filed on February 24, 2009 and May 6, 2009

File No. 001-33647

Dear Ms. Collins:

As counsel to MercadoLibre, Inc. a Delaware corporation (the “Company,” “we” or “us”), we are
transmitting for filing the Company’s responses to the comments of the Staff of the Division of
Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “SEC”), with
respect to the Company’s annual report on Form 10-K for the Fiscal Year Ended December 31, 2008
filed on February 27, 2009 and current reports on Form 8-K filed on February 24, 2009 and May 6,
2009 (File No. 001-33647), contained in your comment letter dated May 28, 2009.

For convenience of reference, each Staff comment contained in your May 28, 2009 comment letter is
reprinted below in italics, numbered to correspond with the paragraph number assigned in your
comment letter and is followed by the corresponding response of the Company.

Form 10-K for the Fiscal Year Ended December 31, 2008

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

Ms. Collins

June 11, 2009

Page 2

    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.

Response: Although we provided a detailed discussion of each of our market risks, in
future filings, we will also provide sensitivity analysis disclosures with respect to foreign
currency exchange rate risks and equity price risk, if applicable. The foreign currency
exchange risk will include the impact on Revenues, Expenses, Net Income and Shareholders’ Equity
for a +/-10% fluctuation on all the foreign currencies to which we are exposed. Currently, our credit
risk does not depend on market conditions. For that reason, credit
risk will be eliminated from Item 7A. in future filings until we
have credit risk that depends on market conditions.

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 financial reporting. In your response letter, please confirm, if
correct, that there were changes in your internal control over financial reporting that
occurred during your fourth quarter ended December 31, 2008, that have materially affected, or
are reasonably likely to materially affect, your internal control over financial reporting;
or advise. In addition, in future filings please avoid qualifying your disclosure in this
manner, and instead provide an unqualified statement as to whether or not there were changes
in your internal control over financial reporting that occurred during the most recent quarter
that have materially affected, or are reasonably likely to materially affect, your internal
control over financial reporting. We note in this 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.

Response: The Company was first required to file an annual report on internal control over
financial reporting and the related attestation report pursuant to Item 308(a) and (b) of
Regulation S-K as of December 31, 2008. Given the pendency of those processes during the period
prior to that date, we believed disclosure of our upgrades was appropriate. With the completion of
our initial audit of internal controls, this transition period will no longer be an issue and we
will provide an unqualified statement, as we did in our Form 10-Q for the quarter ended March 31,
2009.

Ms. Collins

June 11, 2009

Page 3

We also advise the Staff that there were no changes in our internal controls over financial
reporting during the fourth quarter ended December 31, 2008 that have materially affected, or are
likely to materially affect, our internal control over financial reporting as defined in Exchange
Act Rule 13a-15 (f).

Item 11. Executive Compensation

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

    3.

    You state that the annual incentive bonuses and the 2008 Long-Term Retention Bonus Plan
amounts for the named executive 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 understanding of your
compensation policies and decisions. See Item 402(b)(2)(vii) of Regulation S-K.

Response: We advise the Staff that we disclose on page 16 of the Company’s Definitive Proxy
Statement filed on April 29, 2009 (the “Proxy Statement”) that individual performance objectives
accounted for 5% of the annual incentive bonus and 2008 long-term retention bonus in the case of
Mr. Galperin, based on a qualitative survey of his individual performance prepared by the Company’s
Board of Directors. As also disclosed on page 16 of the Proxy
Statement, in the cases of Messrs. Gimenez, Kazah, Szekasy and Tolda, their individual performance element accounted for 15% of their
annual incentive bonuses and 2008 long-term retention bonuses. These individual performance reviews
are based on a report of the individual executive’s performance prepared by his supervisor based on
criteria specific to his job responsibilities (10%), together with a 360 degree qualitative survey
of the individual’s performance prepared by his supervisor, colleagues and direct reports (5%). We
further disclose on page 16 that these job specific criteria related to qualitative financial and
operational goals of the office. We believe that this summary provides all of the material
information that is necessary for an understanding of this element of our compensation policies and
decisions.

Ms. Collins

June 11, 2009

Page 4

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.

Response: We advise the Staff that we will file the 2008 Long Term Retention Plan as an
exhibit to our next filing with the SEC pursuant to the Exchange Act.

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 transactions as “true sales” in accordance with SFAS140.
Please tell us the amount of gains 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
considered disclosing such amounts pursuant to paragraph 17(h)(2) of SFAS 140. Also, tel1 us
how you considered providing the disclosures required by paragraph 17(h)(4) of SFAS 140.

Response: We advise the Staff that the following table shows the amount of losses
recognized by the Company during each quarter of fiscal year 2008 and the most recent interim
period ended March 31, 2009 in connection to the sale of financial assets, which are included in
each corresponding quarter in the “interest expense and other financial charges” line of our
Consolidated Statement of Income.

    Interest expense

    Quarter

    in US$

    Q1 2008

    922,849.69

    Q2 2008

    813,212.34

    Q3 2008

    829,013.95

    Q4 2008

    4,573,326.14

    Q1 2009

    2,041,211.66

Ms. Collins

June 11, 2009

Page 5

We respectfully advise the Staff that we believe the disclosures required by paragraph 17 (h) (2)
and (4) of SFAS 140 are not applicable to us as our receivables were sold and not securitized.

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 internally is recognized over the life of the
installment financing. Please describe the nature and length of extended payment terms offered
to your customers in further detail. Additionally, tell us how these payment terms impact the
Company’s assessment of the timing of revenue recognition (i.e. whether collection reasonably
assured) and how you considered disclosing such information pursuant to Question 1 of SAB
Topic 13.B. In this regard, we also note that the allowance for doubtful accounts was 69% and
67% of gross receivables for fiscal 2008 and 2007, respectively.

Response: We advise the Staff that through our Payments business (MercadoPago), we provide
buyers up to 18-month financing. This financing is made through credit card companies. We inform
the Staff that this financing does not impact the timing of revenue recognition as all the criteria
for considering that revenue is realized or realizable and earned or met. In particular we consider
that collectability is reasonably assured because collection is
granted through credit cards. Please note that credit card
companies assume uncollectability risk except charge-backs.

We
advise the Staff that when the Company finances the extended payment terms, interest income is
recognized over the financing term.

Also, as mentioned on page 53 of our Form 10-K, during the fourth quarter of 2008 we sold all our
credit card receivables and, as such, we will not compute revenue over the financing term as a
result of these sales of credit card receivables. Our current
treasury policy is to continue selling credit card receivables and we will not
finance these transactions with our own resources. We will disclose the corresponding revenue
recognition accounting policy for these types of transactions in future filings in the event we
decide to finance these operations ourselves without selling credit card receivables immediately.

We respectfully advise the Staff that the allowance for doubtful accounts referred in your comment
is related to our marketplace business and does not derive from our MercadoPago (payments)
business. The high percentages of allowance for doubtful accounts in relation to gross receivables
are a consequence of a delay in the write off of the portfolio. We
inform the Staff that beginning in Q2 2009, we will write off all accounts receivables with an aging over
180 days.

Ms. Collins

June 11, 2009

Page 6

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 termination date of this
tax holiday.

Response: We advise the Staff that we will specify the termination date of the tax holiday
in future filings. We respectfully advise the Staff that if the Company
had not been granted this Argentine tax holiday, the Company would have pursued an alternative tax
planning strategy and, therefore, disclosure of the impact of this particular tax benefit would be
misleading to investors. If and
when the Company pursues an alternative strategy, we will evaluate
the appropriateness of disclosing any risks or uncertainties of that
strategy.

Confidential
treatment requested by MercadoLibre.

Reference number: MELI 001.

[***]

Ms. Collins

June 11, 2009

Page 7

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 Classified Media Group, Inc. have an indefinite useful life. In your
response, 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.

Response: In response to the Staff’s comment, we inform the Staff that the following
factors mentioned in paragraph 11 of SFAS 142 were evaluated to define the acquired trademarks as
an indefinite useful life intangible asset.

    a.

    The expected use of the asset by the entity: TuCarro is one of the most
well-known online brands in Venezuela and Colombia and is the leading trademark in the car
and real estate online classifieds in these countries, with no close competitor. As a
result, we intend to use this trademark indefinitely.

Ms. Collins

June 11, 2009

Page 8

    b.

    The expected useful life of another asset or a group of assets to which the useful
life of the intangible asset may relate: The useful life of the trademark is not
related to another asset.

    c.

    Any legal, regulatory, or contractual provisions that may limit the useful
life: We are not aware of any legal, regulatory or contractual limitation on the
trademark’s useful life other than routine renewals.

    d.

    The entity’s own historical experience in renewing or extending similar
arrangements (consistent with the intended use of the asset by the entity), regardless of
whether those arrangements have explicit renewal or extension provisions. In the absence of
that experience, the entity shall consider the assumptions that market participants would
use about renewal or extension (consistent with the highest and best use of the asset by
market participants), adjusted for entity-specific factors in this paragraph: The
Company does not have historical experience in renewing or extending similar arrangements.
In addition, in the markets where TuCarro trademark operates, there are no other
significant participants.

    e.

    The effects of obsolescence, demand, competition, and other economic factors (such
as the stability of the industry, known technological advances, legislative action that
results in an uncertain or changing regulatory environment, and expected changes in
distribution channels): As described above, in the markets where the TuCarro trademark
operates, there is no significant competition. We expect to continuously invest in
technological advances to address a growing demand and update our business under the
TuCarro trademark instead of creating a new trademark.

    f.

    The level of maintenance expenditures required to obtain the expected future cash
flows from the asset (for example, a material level of required maintenance in relation to
the carrying amount of the asset may suggest a very limited useful life): Given current
and estimated future business margins and its economies of scale, we will continue to
invest in this trademark at an accelerated pace to maintain an updated and
positive-cash-flow business structure.

Ms. Collins

June 11, 2009

Page 9

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 property rights that are used or useful in connection with the online pl