Mail Stop 3561

July 26, 2005

Mr. Miguel Nunez Sfeir
Chief Financial Officer
Distribution and Service D&S Inc.
Avenida Presidente Eduardo Frei Montalva 8301
Quilicura
Santiago, Chile

      Re:	Form 20-F for the Year Ended December 31, 2004
		Filed July 15, 2005
      File No. 0-14702

Dear Mr. Sfeir:

		We have reviewed your filing and have the following
comments.  We have limited our review to revisions of your
financial
statements and related disclosures set forth in your response
filed
on June 16, 2005 to our comment letter dated May 19, 2005 and will
make no further review of your documents.  If you disagree with a
comment, 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 on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form 20-F for the Year Ended December 31, 2004

Item 5.  Operating and Financial Review and Prospects, page 43
Results of Operations, page 53

1. In your discussion of income taxes on pages 56 and 59, you
disclose that income taxes in 2004 decreased consistent with the
decrease in income before taxes and that your effective tax rate
remained relatively constant between 2002 and 2003.  However, we
note
that your effective tax rate in 2003 was 28.3% as compared to
16.4%
in 2002 and 17% in 2004.  Please tell us why your effective tax
rate
increased in 2003.  In future filings, please disclose the reasons
for significant changes in your effective tax rate.

Consolidated Financial Statements, page F-1

Notes to the Consolidated Financial Statements, page F-7
Note 26.  Differences Between Chilean and United States Generally
Accepted Accounting Principles, page F-46
c.  Additional Disclosure Requirements, page F-56
c.3.  Income taxes, page F-57

2. Please tell us why pretax U.S. GAAP income less tax expense
reflected in the table on page F-59 for 2002 does not agree to net
income, as restated, reflected in the table in Note a.12 on page
F-
52.

Item 19.  Exhibits, page 102
Exhibits 12.1 and 12.2

3. You are required to file the certifications required by Rule
13-a-
14(a) or Rule 15d-14(a) exactly as set forth in Form 20-F.  In
future
filing please revise the certifications to comply with Form 20-F.

		Please respond to these comments within 10 business days
or
tell us when you will provide us with a response.  Please furnish
a
cover letter 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 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
Exchange Act of 1934 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.

	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 advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      You may contact Bill Thompson (Staff Accountant) at (202)
551-
3344 or the undersigned at (202) 551-3841 if you have any
questions
regarding these comments.

							Sincerely,



								Michael Moran
								Accounting Branch Chief



cc (via Fax):	S. Todd Crider, Esq.
      Simpson Thacher & Bartlett
		(212) 455-2502
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Miguel Nunez Sfeir
Distribution and Service D&S Inc.
July 26, 2004
Page 1




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0405

         DIVISION OF
CORPORATION FINANCE