SecProbe.io

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Mail Stop 7010

October 26, 2005

Via U.S. mail and facsimile

Mr. Enrique Cibie
Chief Executive Officer
Masisa S.A.
900 Circle Seventy-five Parkway, Suite 720
Marietta, GA 30339

Re: 	Masisa S.A.
Registration Statement on Form F-1
Filed October 13, 2005
File No. 333-128972

Dear Mr. Cibie:

      We have limited our review of your filing to those issues we
have addressed in our comments.  Where 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 information so we may better understand
your
disclosure.  After reviewing this information, we may 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 any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

General

1. Please revise your filing to comply with the comments issued by
the staff in its letter dated October 17, 2005 relating to the
registration statement on Form S-1 (File No. 333-128694).  Please
be
advised that these comments and any further comments we issue with
respect to these filings must be resolved before we will consider
a
request for the acceleration of your registration statement.
2. Please be advised that we may have additional comments on your
registration statement after you file a pre-effective amendment
containing pricing-related information.  Since this information
affects a number of disclosure items, you should allow a
reasonable
time for our review prior to requesting acceleration.  In the
course
of our review we may raise issues relating to matters we had not
previously commented upon.  In addition, please be advised that
you
may not circulate copies of your prospectus until you have
included
all information required by the federal securities laws, except
information you may exclude in reliance upon Rule 430A of
Regulation
C.

Cover Page of Registration Statement

3. It appears that you are registering an offering on a delayed or
continuous basis pursuant to Rule 415 under the Securities Act.
Please revise accordingly.

Cover Page of Prospectus

4. We note that you are registering 45,000,000 common shares.
However, we also note that the preemptive rights offerings will
consist of the right to subscribe for up to 270,636,453 common
shares.  Please reconcile.

Summary, page 1

The Offerings, page 6

5. We note that participants in the preemptive rights offering
will
have the right to subscribe to new shares or treasury shares "in
proportion" to their holdings of your common shares.  Here and in
the
"Preemptive Rights Offering" section beginning on page 147, please
clarify whether this proportion will be one-to-one, i.e. a right
to
one new share or one treasury share, as applicable, for each
common
share held, or otherwise.

Subscription Period, pages 7 and 9

6. Please explain why the deadline for submitting a subscription
form
and payment differs from the expiration of the subscription
period.

Unsubscribed Shares, page 9

7. We note that your controlling stockholders will waive their
rights
in connection with the preemptive rights offerings.  Please
clarify
whether the shares attached to these rights will also be sold into
the Chilean public market.

Market Information, page 27

8. Please disclose the information required by Item 9.A.4(d) of
Form
20-F.

Part II - Information Not Required in Prospectus, page II-1

Item 9. Undertakings, page II-3

9. Please provide the undertakings required by Item 512(a) of
Regulation S-K.

*	*	*	*

      As appropriate, please amend your registration statement in
response to these comments.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter that is filed on EDGAR with your amendment that keys
your responses to our comments and provides any requested
information.  Detailed cover letters greatly facilitate our
review.
Please understand that we may have additional comments after
reviewing your amendment and responses to our comments.

      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 information required under the Securities Act
and
that they have provided all information investors require for an
informed investment 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.

      Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of its registration statement,
it
should furnish a letter, at the time of such request,
acknowledging
that:

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

* the company may not assert staff comments and the declaration of
effectiveness 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 connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of your registration statement as confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act and the Exchange Act as
they relate to the proposed public offering of the securities
specified in your registration statement.  We will act on the
request
and, pursuant to delegated authority, grant acceleration of the
effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      Please contact Andrew Schoeffler, Staff Attorney, at (202)
551-
3748 or, in his absence, the undersigned at (202) 551-3760 with
any
other questions.

Sincerely,

Pamela A. Long
Assistant Director

cc:	Mr. Richard M. Kosnik, Esq.
Jones Day
222 East 41st Street
New York, NY 10017
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Mr. Enrique Cibie
Masisa S.A.
October 26, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010

         DIVISION OF
  CORPORATION FINANCE

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