November 9, 2006

Via U.S. Mail and Facsimile

Pedro Heilbron
Chief Executive Officer
Copa Holdings, S.A.
Avenida Principal y Avenida de la Rotunda, Costa del Este
Complejo Business Park, Torre Norte
Parque Lefevre, Panama City, Panama

	Re:	Copa Holdings, S.A.
		Form 20-F for the Fiscal Year Ended December 31, 2005
		Filed June 30, 2006
		File No. 1-32696

Dear Mr. Heilbron:

      We have reviewed your response letter dated October 6, 2006
and
have the following comment.  We welcome any questions you may have
about our comment or on 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 refer to comment 2 in our letter dated September 25,
2006.
In light of the significance of the amount of operating revenues
related to your business in Cuba during the year ended December
31,
2005 and the six-month period ended June 30, 2006, it appears to
the
staff that it would be appropriate for future filings that include
financial statements for those periods, or for subsequent periods
in
which similar percentages of your operating revenues are derived
from
your Cuba-related operations, to include additional disclosure
regarding the nature and extent of your Cuba-related operations.
The
disclosure should include appropriate discussion of any risks
associated with your Cuba-related operations, including any risk
to
your reputation and the liquidity and value of your stock due to
the
fact that you derive a portion of your operating revenue from
operations in a country identified as a terrorist-sponsoring
state.
Please provide us with the text of your next such proposed
disclosure.

* * * * *

      Please respond to this comment within 10 business days or
tell
us when you will provide us with a response.  Please file your
response letter on EDGAR.

      Please understand that we may have additional comments after
we
review your response to our comment.  Please contact Pradip
Bhaumik,
Attorney-Advisor, at (202) 551-3333 if you have any questions
about
the comment or our review.  You may also contact me at (202) 551-
3470.

								Sincerely,



								Cecilia D. Blye, Chief
								Office of Global Security
Risk


cc: 	Max Webb
		Assistant Director
		Division of Corporation Finance

		Celine Hwang, Esq.
		Simpson, Thacher & Bartlett LLP
		Fax: (212) 455-2502
Pedro Heilbron
Copa Holdings, S.A.
November 9, 2006
Page 1