As filed with the Securities and Exchange Commission on October 23, 2006

----

**UNITED STATES SECURITIES AND EXCHANGE COMMISSION****Washington, D.C. 20549**

**Amendment No. 1 to**

**FORM 20-F/A**

| **(Mark One)**                                  |
|-------------------------------------------------|
|                                            |   |
| o                                               | **REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE   SECURITIES EXCHANGE ACT OF 1934** |
|                                            |   |
| **OR**                                          |
|                                            |   |
| x                                               | **ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES   EXCHANGE ACT OF 1934** |
|                                            |   |
| **For the fiscal year ended December 31, 2005** |
|                                            |   |
| **OR**                                          |
|                                            |   |
| o                                               | **TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES   EXCHANGE ACT OF 1934** |
|                                            |   |
| **Commission file number 333-7616**             |

|                                                                      |
|----------------------------------------------------------------------|
|                                                                 |
| **Distribución   y Servicio D&S S.A.**                      |
| *(Exact name   of Registrant as specified in its charter)*           |
|                                                                 |
|                                                                      |
|                                                                 |
| **Distribution and Service D&S Inc.**                            |
| *(Translation   of the Registrant’s name in English)*           |
|                                                                 |
|                                                                      |
|                                                                 |
| **The Republic of Chile**                                            |
| *(State or   other jurisdiction   of incorporation or organization)* |
|                                                                 |
|                                                                      |
|                                                                 |
| **Avenida Presidente Eduardo Frei Montalva   8301**                  |
| **Quilicura**                                                        |
| **Santiago, Chile**                                                  |
| **(56-2) 200-5000**                                                  |
| *(Address and   telephone number of principal executive offices)*    |
|                                                                 |
|                                                                      |

Securities registered or to be registered pursuant to Section 12(b) of the Act :

| **Title of   each class**                                                       |   | **Name of   each exchange on which registered** |
|---------------------------------------------------------------------------------|--------|-------------------------------------------------|
|                                                                                 |   |                                                 |
| Common Stock   of Registrant represented by American Depositary Shares, or ADSs |   | New York   Stock Exchange                       |

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

----

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

Common Stock, with no par value: 6,520,000,000

----

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

| Yes  x | No  o |
|------------------|-----------------|

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

| Yes  o | No  x |
|------------------|-----------------|

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

| Yes  x | No  o |
|------------------|-----------------|

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

| Large   accelerated filer  o | Accelerated   filer  x | Non-accelerated   filer  o |
|----------------------------------------|----------------------------------|--------------------------------------|

Indicate by check mark which financial statement item the registrant has elected to follow.

| Item 17  o |   | Item   18  x |
|----------------------|--------|------------------------|

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

| Yes  o | No  x |
|------------------|-----------------|

----

**EXPLANATORY NOTE**

                    This Amendment No. 1 to the Annual Report on Form 20-F (this “Amendment”) amends the Annual Report on Form 20-F (the “Form 20-F) for the year ended December 31, 2005 of Distribución y Servicio D&S S.A. (the “Company”), filed with the U.S. Securities and Exchange Commission on June 30, 2006. The Company files this Amendment solely for the purpose of amending the cover page with the following:

|   | • | The check mark indicated   whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated   filer has been moved from large accelerated filer to accelerated filer. |
|--------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

          Other than the foregoing, no other changes are being made hereby to the Form 20-F.

----

**SIGNATURE**

          Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant certifies that it meets all of the requirements for filing on Form 20-F and has duly caused this Amendment No. 1 to the Annual Report on Form 20-F to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Santiago, Chile on October 20, 2006.

|   | DISTRIBUCION   Y SERVICIO D&S S.A. |
|--------|----------------------------------------|
|   |                                   |   |
|   |                                   |   |
|   | By:                                    | /s/ Miguel   Núñez Sfeir |
|   |                                   |  |
|   | Name:                                  | Miguel Núñez   Sfeir |
|   | Title:                                 | Chief   Financial Officer |

----