SecProbe.io

October 17, 2013

Via E -mail
Mariano Bosch
Chief Executive Officer
Adecoagro S.A.
Société  anonyme
13-15 Avenue de la Liberté
L-1931 Luxembourg
R.C.S. Luxenbourg B 153 681

Re: Adecoagro  S.A.
  Registration Statement on Form F-3
  Filed  September 24, 2013
  File No.  333-191325

Dear Mr. Bosch :

We have limited our review of your registration statement to those issues we have
addressed in our comments.  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 by amending your registration statement and providing the
requested information .  Where you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

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

Exhibit 5.1

1. Please refer to the second numbered paragraph.   We note the list of examined documents.
Please have counsel revise this paragraph to clarify that it has examined all other
documents it deems necessary to form  its opinion s.

2. Please refer to the fourth numbered paragraph.  Please have counsel delete the first
sentence.

Mariano Bosch
Adecoagro S.A.
October 17 , 2013
Page 2

3. Please r efer to the ninth number ed paragraph and the language  “and the Luxembourg
courts shall have exclusive jurisdiction thereon.”  Please have counsel delete this
inappropriate jurisdictional limitation.

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 Act of 193 3 and
all applicable Securities  Act rules require.  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.

Notwithstandi ng our comments, in the event you request acceleration of the effective date
of the pending registration statement please provide a written statement from the company
acknowledging that:

 should the Commission or the staff, acting pursuant to delegated aut hority, declare the
filing effective, it does not foreclose the Commission from taking any act ion 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 re lieve the company from its full responsibility for
the adequacy and accuracy of th e 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.

Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date of the registration statement as confirmat ion
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the abo ve registration statement.  Please allow
adequate time  for us to review any amendment prior to the requested effective date of the
registration statement.

Mariano Bosch
Adecoagro S.A.
October 17 , 2013
Page 3

Please contact  Donald E. Field  at (202) 551 -3680  or me at (202) 551 -3469  with any
questions.

Sincerely,

 /s/ Justin Dobbie

Justin Dobbie
Legal Branch Chief

cc: Via E -mail
 Frank Vivero , Esq.
 Haynes and Boone, LLP