EXHIBIT 2.1



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LAN CHILE S.A.



and



THE BANK OF NEW YORK



As Depositary



and



OWNERS AND BENEFICIAL OWNERS OF

AMERICAN DEPOSITARY RECEIPTS



Amended and Restated Deposit Agreement



Dated
as of March 25, 2003



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AMENDED AND RESTATED DEPOSIT AGREEMENT



AMENDED AND RESTATED DEPOSIT AGREEMENTdated as of March 25, 2003
among LAN CHILE S.A., a corporation (sociedad anónima) existing under the laws of the Republic of Chile (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and all Owners
and Beneficial Owners from time to time of American Depositary Receipts issued hereunder.



WITNESSETH:



WHEREAS,the Company (formerly known as Línea Aérea Nacional Chile S.A.) and Citibank, N.A. entered into a deposit agreement dated as of November 1, 1997 (the Old Deposit Agreement) for the purposes stated in that agreement; and



WHEREAS,the Company has removed Citibank, N.A. as
depositary under the Old Deposit Agreement and has appointed the Depositary as successor depositary under the Old Deposit Agreement and the Depositary has accepted that appointment; and



WHEREAS, the Company and the Depositary now wish to amend and restate the Old Deposit Agreement pursuant to Section
6.1 of the Old Deposit Agreement, effective March 25, 2003, in the form of this Amended and Restated Deposit Agreement; and



WHEREAS,the Company desires to provide, as hereinafter set forth in this Amended and Restated Deposit Agreement, for the deposit of Shares (as
hereinafter defined) of the Company from time to time with the Depositary or with the Custodian (as hereinafter defined) as agent of the Depositary for the purposes set forth in this Amended and Restated Deposit Agreement, for the creation of
American Depositary Shares representing the Shares so deposited and for the execution and delivery of American Depositary Receipts evidencing the American Depositary Shares;



WHEREAS,in order to have the right of access to the Formal Exchange Market in Chile for the conversion to U.S.
dollars of the proceeds of certain distributions on Shares and of sales of Shares and other Deposited Securities (as hereinafter defined), and for the transfer of such amounts out of Chile, the Company desires that the Depositary enter into a
contract with the Central Bank (as hereinafter defined) and take certain other ancillary actions in Chile to obtain and maintain such rights; and



WHEREAS,the American Depositary Receipts are to be substantially in the form of Exhibit A annexed hereto, with appropriate insertions,
modifications and omissions, as hereinafter provided in this Amended and Restated Deposit Agreement;



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NOW, THEREFORE,in consideration of the premises, it is agreed by and between the parties hereto
that the Old Deposit Agreement is hereby amended and restated as follows:



ARTICLE 1. DEFINITIONS



The following
definitions shall for all purposes, unless otherwise clearly indicated, apply to the respective terms used in this Deposit Agreement:



SECTION 1.01. American Depositary Shares.



The term American Depositary Shares shall mean the securities representing the interests in the Deposited Securities and evidenced by the
Receipts issued hereunder. Each American Depositary Share shall represent the number of Shares specified in Exhibit A to this Deposit Agreement, until there shall occur a distribution upon Deposited Securities covered by Section 4.03 or a change in
Deposited Securities covered by Section 4.08 with respect to which additional Receipts are not executed and delivered, and thereafter American Depositary Shares shall represent the amount of Shares or Deposited Securities specified in such Sections.



SECTION 1.02. Beneficial Owner.



The term Beneficial Owner shall mean each person owning from time
to time any beneficial interest in the American Depositary Shares evidenced by any Receipt.



SECTION 1.03. Central Bank.



The Term Central Bank shall mean Banco Central de Chile and its successors.



SECTION 1.04. Chile.



The term Chile shall mean the Republic of Chile.



SECTION 1.05. Commission.



The term Commission shall mean the Securities and Exchange Commission of the United States or any successor governmental agency in the United
States.



SECTION 1.06. Company.



The term Company shall mean Lan Chile S.A., incorporated under
the laws of Chile, and its successors.



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SECTION 1.07. Custodian.



The term Custodian shall mean the principal Santiago office of Banco Santander Chile, as agent of the Depositary
for the purposes of this Deposit Agreement, and any other firm or corporation which may hereafter be appointed by the Depositary pursuant to the terms of Section 5.05, as substitute or additional custodian or custodians hereunder, as the context
shall require and shall also mean all of them collectively.



SECTION 1.08. Deliver; Surrender.



(a) The term
deliver, or its noun form, when used with respect to Shares shall mean (i) one or more book-entry transfers to an account or accounts maintained with a depository institution authorized under applicable law to effect book-entry transfers
of such securities or (ii) the physical transfer of certificates representing Shares.



(b) The term deliver, or its noun form, when used with respect to Receipts, shall mean (i) one or more book-entry transfers of American Depositary Shares to an account or accounts at The Depository Trust
Company (DTC) designated by the person entitled to such delivery or (ii) if requested by the person entitled to such delivery, to delivery at the Corporate Trust Office of the Depositary of one or more Receipts.



(c) The term surrender, when used with respect to Receipts, shall
mean (i) one or more book-entry transfers of American Depositary Shares to the DTC account of the Depositary or (ii) surrender to the Depositary at its Corporate Trust Office of one or more Receipts.



SECTION 1.09. Deposit Agreement.



The term Deposit Agreement shall mean this Deposit Agreement, as
the same may be amended from time to time in accordance with the provisions of this Deposit Agreement.



SECTION 1.10. Depositary; Corporate Trust Office.



The term Depositary shall mean The Bank of New York, a New York banking corporation, and any successor as depositary hereunder. The term
Corporate Trust Office, when used with respect to the Depositary, shall mean the office of the Depositary which at the date of this Agreement is 101 Barclay Street, New York, New York 10286.



SECTION 1.11. Deposited Securities.



The term Deposited Securities as of any time shall mean Shares at
such time deposited or deemed to be deposited under this Deposit Agreement and any and all other securities, property and cash received by the Depositary or the Custodian in respect



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thereof and at such time held hereunder, subject as to cash to the provisions of Section 4.05.



SECTION 1.12. Dollars; Pesos.



The term Dollars shall mean United States dollars. The term Pesos shall mean the lawful currency of
Chile.



SECTION 1.13. Estatutos.



The term Estatutos shall mean the estatutos sociales
(articles of association) of the Company, as the same may be amended from time to time



SECTION 1.14. Foreign Investment Contract.



The term Foreign Investment Contract shall mean the Chapter XXVI Agreement among the Central Bank, the Depositary, and the Company, dated
, entered into under Article 47 of the Constitutional Organic Law of the Central Bank and the provisions of Chapter XXVI
of the Compendium of Foreign Exchange Regulations of the Central Bank.



SECTION 1.15. Foreign Registrar.



The term
Foreign Registrar shall mean the entity that presently carries out the duties of registrar for the Shares or any successor as registrar for the Shares and any other appointed agent of the Company for the transfer and registration of
Shares.



SECTION 1.16. Formal Exchange Market.



The term Formal Exchange Market shall mean the
Mercado Cambiario Formal in Chile as regulated by the Central Bank.



SECTION 1.17. Owner.



The term
Owner shall mean the person in whose name a Receipt is registered on the books of the Depositary maintained for such purpose.



SECTION 1.18. Person.



The term Person shall mean any individual, company, corporation, firm, partnership, joint venture, trust, association, organization, state or
agency of a state or other entity, whether or not having a separate legal existence.



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SECTION 1.19. Receipts.



The term Receipts shall mean the American Depositary Receipts issued hereunder evidencing American Depositary
Shares.



SECTION 1.20. Registrar.



The term Registrar shall mean any bank or trust company having an
office in the Borough of Manhattan, The City of New York, which shall be appointed to register Receipts and transfers of Receipts as herein provided.



SECTION 1.21. Restricted Securities.



The term Restricted Securities shall mean Shares, or Receipts representing such Shares, which are acquired directly or indirectly from the
Company, or any affiliate (as defined in Rule 144 to the Securities Act of 1933) of the Company, in a transaction or chain of transactions not involving any public offering, or which are held by an officer, director (or persons performing similar
functions) or other affiliate of the Company, or which would require registration under the Securities Act of 1933 in connection with the public offer and sale thereof in the United States, or which are subject to other restrictions on sale or
deposit under the laws of the United States or Chile, or under a shareholder agreement or the Estatutos of the Company.



SECTION 1.22. Santiago Stock Exchange.



The term Santiago Stock Exchange shall mean the Bolsa de Comercio de Santiago.



SECTION 1.23. Securities Act of 1933.



The term Securities Act of 1933 shall mean the United States
Securities Act of 1933, as from time to time amended.



SECTION
1.24. Shares.



The term Shares shall mean
shares of the common stock in registered form of the Company, heretofore validly issued and outstanding and fully paid, nonassessable and that were not issued in violation of any pre-emptive or similar rights of the holders of outstanding securities
of the Company or hereafter validly issued and outstanding and fully paid, nonassessable and that are not issued in violation of any preemptive or similar rights of the holders of outstanding securities of the Company or interim certificates
representing such Shares; provided, however, that, if there shall occur any change in nominal value, a split-up or consolidation or any other reclassification or, upon the occurrence of an event described in Section 4.08, an exchange
or conversion in respect of the Shares of the Company, the term Shares shall thereafter also mean the



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successor securities resulting from such change in nominal value, split-up or consolidation or such other reclassification or such exchange or conversion.



SECTION 1.25. SVS.



The term SVS shall mean the Superintendencia de Valores v
Seguros of Chile.



ARTICLE 2. FORM OF RECEIPTS, DEPOSIT OF SHARES,
EXECUTION AND DELIVERY, TRANSFER AND SURRENDER OF RECEIPTS



SECTION 2.01. Form and Transferability of Receipts.



Definitive Receipts shall be substantially in the form set forth in Exhibit A annexed to this Deposit Agreement, with appropriate insertions, modifications and omissions, as hereinafter provided. No Receipt shall be entitled to any benefits
under this Deposit Agreement or be valid or obligatory for any purpose, unless such Receipt shall have been executed by the Depositary by the manual or facsimile signature of a duly authorized signatory of the Depositary and, if a Registrar for the
Receipts shall have been appointed, countersigned by the manual signature of a duly authorized officer of the Registrar. The Depositary shall maintain books on which each Receipt so executed and delivered as hereinafter provided and the transfer of
each such Receipt shall be registered. Receipts bearing the manual or facsimile signature of a duly authorized signatory of the Depositary who was at any time a proper signatory of the Depositary shall bind the Depositary, notwithstanding that such
signatory has ceased to hold such office prior to the execution and delivery of such Receipts by the Registrar or did not hold such office on the date of issuance of such Receipts.



The Receipts may, upon the written request or with the prior written consent of the Company, be endorsed with or have
incorporated in the text thereof such legends or recitals or modifications not inconsistent with the provisions of this Deposit Agreement as may be required by the Depositary or required to comply with any applicable law or regulations thereunder or
with the rules and regulations of any securities exchange upon which American Depositary Shares may be listed or to conform with any usage with respect thereto, or to indicate any special limitations or restrictions to which any particular Receipts
are subject by reason of the date of issuance of the underlying Deposited Securities or otherwise.



Subject to any limitation set forth herein or in the Receipt, title to a Receipt (and to the American Depositary Shares evidenced thereby), when properly
endorsed or accompanied by proper instruments of transfer, shall be transferable by delivery with the same effect as in the case of a negotiable instrument under the laws of New York; provided, however, that the Depositary,
notwithstanding any notice to the contrary, may treat the Owner thereof as the absolute owner thereof for the purpose of



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determining the person entitled to distribution of dividends or other distributions or to any notice provided for in this Deposit Agreement and for all other
purposes.



SECTION 2.02. Deposit of Shares.



Subject to the terms and conditions of this Deposit Agreement, Shares or
evidence of rights to receive Shares may be deposited by delivery thereof to any Custodian hereunder, accompanied by any appropriate instrument or instruments of transfer, or endorsement, in form satisfactory to the Custodian, together with all such
certifications as may be required by the Depositary or the Custodian in accordance with the provisions of this Deposit Agreement, and, if the Depositary requires, together with a written order directing the Depositary to execute and deliver to, or
upon the written order of, the person or persons stated in such order, a Receipt or Receipts for the number of American Depositary Shares representing such deposit. No Share shall be accepted for deposit unless accompanied by evidence satisfactory
to the Depositary that any necessary approval has been granted by any governmental body in Chile that is then performing the function of the regulation of currency exchange. If required by the Depositary, Shares presented for deposit at any time,
whether or not the transfer books of the Company or the Foreign Registrar, if applicable, are closed, shall also be accompanied by an agreement or assignment, or other instrument satisfactory to the Depositary, which will provide for the prompt
transfer to the Custodian of any dividend, or right to subscribe for additional Shares or to receive other property which any person in whose name the Shares are or have been recorded may thereafter receive upon or in respect of such deposited
Shares, or in lieu thereof, such agreement of indemnity or other agreement as shall be satisfactory to the Depositary.



At the request and risk and expense of any person proposing to deposit Shares, and for the account of such person, the Depositary may receive certificates
for Shares to be deposited, together with the other instruments herein specified, for the purpose of forwarding such Share certificates to the Custodian for deposit hereunder.



Upon each delivery to a Custodian of a certificate or certificates for Shares to be deposited hereunder, together with the
other documents above specified, such Custodian shall, as soon as transfer and recordation can be accomplished, present such certificate or certificates to the Company or the Foreign Registrar, if applicable, for transfer and recordation of the
Shares being deposited in the name of the Depositary or its nominee or such Custodian or its nominee.



Deposited Securities shall be held by the Depositary or by a Custodian for the account and to the order of the Depositary or at such other place or places
as the Depositary shall determine.



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SECTION 2.03. Execution and Delivery of Receipts.



Upon receipt by any Custodian of any deposit pursuant to Section 2.02
hereunder (and in addition, if the transfer books of the Company or the Foreign Registrar, if applicable, are open, the Depositary may in its reasonable sole discretion require a proper acknowledgment or other evidence from the Company that any
Deposited Securities have been recorded upon the books of the Company or the Foreign Registrar, if applicable, in the name of the Depositary or its nominee or such Custodian or its nominee), together with the other documents required as above
specified, such Custodian shall notify the Depositary of such deposit and the person or persons to whom or upon whose written order a Receipt or Receipts are deliverable in respect thereof and the number of American Depositary Shares to be evidenced
thereby. Such notification shall be made by letter or, at the request, risk and expense of the person making the deposit, by cable, telex or facsimile transmission. Upon receiving such notice from such Custodian, or upon the receipt of Shares by the
Depositary, the Depositary, subject to the terms and conditions of this Deposit Agreement, shall execute and deliver at its Corporate Trust Office, to or upon the order of the person or persons entitled thereto, a Receipt or Receipts, registered in
the name or names and evidencing any authorized number of American Depositary Shares requested by such person or persons, but only upon payment to the Depositary of the fees and expenses of the Depositary for the execution and delivery of such
Receipt or Receipts as provided in Section 5.09, and of all taxes and governmental charges and fees payable in connection with such deposit and the transfer of the Deposited Securities.



SECTION 2.04. Registration of Transfer of Receipts; Combination and Split-up of Receipts.



The Depositary, subject to the terms and conditions of this Deposit
Agreement, shall register transfers of Receipts on its transfer books from time to time, upon any surrender of a Receipt, by the Owner in person or by a duly authorized attorney, properly endorsed or accompanied by proper instruments of transfer,
and duly stamped as may be required by the laws of the State of New York and of the United States of America. Thereupon the Depositary shall execute a new Receipt or Receipts and deliver the same to or upon the order of the person entitled thereto.



The Depositary, subject to the terms and conditions of this
Deposit Agreement, shall upon surrender of a Receipt or Receipts for the purpose of effecting a split-up or combination of such Receipt or Receipts, execute and deliver a new Receipt or Receipts for any authorized number of American Depositary
Shares requested, evidencing the same aggregate number of American Depositary Shares as the Receipt or Receipts surrendered.



The Depositary may, upon at least 20 days prior notice to the Company, appoint one or more co-transfer agents for the purpose of effecting
transfers, combinations and split-ups of Receipts at designated transfer offices on behalf of the



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Depositary. Such co-transfer agents may, upon at least 20 days prior notice to the Company, be removed and substitutes appointed by the Depositary. In
carrying out its functions, a co-transfer agent may require evidence of authority and compliance with applicable laws and other requirements by Owners or persons entitled to Receipts and will be entitled to protection and indemnity to the same
extent as the Depositary.



SECTION 2.05. Surrender of
Receipts and Withdrawal of Shares.



Upon surrender at the
Corporate Trust Office of the Depositary of a Receipt for the purpose of withdrawal of the Deposited Securities represented by the American Depositary Shares evidenced by such Receipt, and upon payment of the fee of the Depositary for the surrender
of Receipts as provided in Section 5.09 and payment of all taxes and governmental charges payable in connection with such surrender and withdrawal of the Deposited Securities, upon delivery of any certifications required under the laws of Chile and
the regulations of the Central Bank and subject to the terms and conditions of this Deposit Agreement, the Owner of such Receipt shall be entitled to delivery, to him or upon his order, of the amount of Deposited Securities at the time represented
by the American Depositary Shares evidenced by such Receipt. Delivery of such Deposited Securities may be made by the delivery of (a) certificates in the name of such Owner or as ordered by him or certificates properly endorsed or accompanied by
proper instruments of transfer to such Owner or as ordered by him and (b) any other securities, property and cash to which such Owner is then entitled in respect of such Receipts to such Owner or as ordered by him. Such delivery shall be made, as
hereinafter provided, without unreasonable delay.



A Receipt
surrendered for such purposes may be required by the Depositary to be properly endorsed in blank or accompanied by proper instruments of transfer in blank, and if the Depositary so requires, the Owner thereof shall execute and deliver to the
Depositary a written order directing the Depositary to cause the Deposited Securities being withdrawn to be delivered to or upon the written order of a person or persons designated in such order. Thereupon the Depositary shall direct the Custodian
to deliver at the office of such Custodian, subject to Sections 2.06, 3.01 and 3.02 and to the other terms and conditions of this Deposit Agreement, to or upon the written order of the person or persons designated in the order delivered to the
Depositary as above provided, the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receipt, except that the Depositary may make delivery to such person or persons at the Corporate Trust Office of the
Depositary of any dividends or distributions with respect to the Deposited Securities represented by the American Depositary Shares evidenced by such Receipt, or of any proceeds of sale of any dividends, distributions or rights, which may at the
time be held by the Depositary.



Simultaneously with the
delivery of Deposited Securities to the Owner or its designee, the Custodian, pursuant to the Foreign Investment Contract, will issue or cause to be issued to the Owner or such designee a certificate which states that the



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Deposited Securities have been transferred to the Owner or its designee by the Depositary and that the Depositary waives in favor of the Owner or its
designee the right of access to the Formal Exchange Market relating to such withdrawn Deposited Securities.



At the request, risk and expense of any Owner so surrendering a Receipt, and for the account of such Owner, the Depositary shall direct the Custodian to
forward any cash or other property (other than rights) comprising, and forward a certificate or certificates and other proper documents of title for, the Deposited Securities represented by the American Depositary Shares evidenced by such Receipt to
the Depositary for delivery at the Corporate Trust Office of the Depositary. Such direction shall be given by letter or, at the request, risk and expense of such Owner, by cable, telex or facsimile transmission.



For purposes of tax ruling dated January 29, 1990 issued by the Chilean
Internal Revenue Service regarding certain tax matters relating to American depositary shares and American depositary receipts, each Owner surrendering Receipts for withdrawal of Deposited Securities shall treat as the acquisition value of any Share
or other Deposited Security upon its withdrawal the highest reported sale price of such Share or other Deposited Security on the Santiago Stock Exchange on the day on which the transfer of such Share or other Deposited Security from the Depositary
to such Owner is recorded on the books of the Foreign Registrar. In the event that the Shares or other Deposited Securities are not then traded on the Santiago Stock Exchange, such value shall be the highest reported sales price on the principal
stock exchange or other organized securities market in Chile on which such Shares or other Deposited Securities are then traded. In the event that no such sales price is reported on the day on which such transfer is recorded on the books of the
Foreign Registrar, such value shall be deemed to be the highest sales price reported on the last day on which such sales price was reported; provided, however, that if such day is more than 30 days prior to the date of such transfer,
such price shall be increased (or decreased) by the percentage increase (or decrease) over the corresponding period in the Chilean consumer price index as reported by the pertinent governmental authority of Chile.



SECTION 2.06. Limitations on Execution and Delivery, Transfer and
Surrender of Receipts.



As a condition precedent to the
execution and delivery, registration of transfer, split-up, combination or surrender of any Receipt or withdrawal of any Deposited Securities, the Depositary, Custodian or Registrar may require payment from the depositor of Shares or the presenter
of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or
withdrawn) and payment of any applicable fees as herein provided, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and may also require compliance with any regulations the Depositary may



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establish consistent with the provisions of this Deposit Agreement, including, without limitation, this Section 2.06, and any laws or governmental
regulations relating to the American Depositary Receipts or to the withdrawal of Deposited Securities as may be established by any governmental authority in Chile or the United States.



The delivery of Receipts against deposit of Shares generally or against deposit of particular Shares may be suspended, or
the transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed, or if any such action is
deemed necessary or advisable by the Depositary or the Company at any time or from time to time because of any requirement of law or of any government or governmental body or commission, or under any provision of this Deposit Agreement, or for any
other reason, subject to the provisions of the following sentence. Notwithstanding anything to the contrary in this Deposit Agreement, the surrender of outstanding Receipts and withdrawal of Deposited Securities may not be suspended subject only to
(i) temporary delays caused by closing the transfer books of the Depositary or the Company or the deposit of Shares in connection with voting at a shareholders meeting, or the payment of dividends, (ii) the payment of fees, taxes and similar
charges and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities.



Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under this Deposit Agreement any
Shares which would be required to be registered under the provisions of the Securities Act of 1933 for the public offer and sale thereof in the United States unless a registration statement is in effect as to such Shares for such offer and sale. The
Depositary shall comply with written instructions of the Company not to accept for deposit under this Deposit Agreement any Shares identified in such instructions at such times and under such circumstances as may reasonably be specified in such
instructions in order to facilitate the Companys compliance with securities law in the United States or Chile.



SECTION 2.07. Lost Receipts, etc.



In case any Receipt shall be mutilated, destroyed, lost or stolen, the Depositary shall execute and deliver a new Receipt of like tenor in exchange and
substitution for such mutilated Receipt upon cancellation thereof, or in lieu of and in substitution for such destroyed, lost or stolen Receipt. Before the Depositary shall execute and deliver a new Receipt in substitution for a destroyed, lost or
stolen Receipt, the Owner thereof shall have (a) filed with the Depositary (i) a request for such execution and delivery before the Depositary has notice that the Receipt has been acquired by a bona fide purchaser and (ii) a sufficient indemnity
bond and (b) satisfied any other reasonable requirements imposed by the Depositary.



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SECTION 2.08. Cancellation and Destruction of Surrendered Receipts.



All Receipts surrendered to the Depositary shall be canceled by the
Depositary. The Depositary is authorized to destroy Receipts so canceled.



SECTION 2.09. Pre-Release of Receipts.



Notwithstanding Section 2.03 hereof, the Depositary may execute and deliver Receipts prior to the receipt of Shares pursuant to Section 2.02 (a Pre-Release). The Depositary may, pursuant to Section 2.05,
deliver Shares upon the receipt and cancellation of Receipts which have been Pre-Released, whether or not such cancellation is prior to the termination of such Pre-Release or the Depositary knows that such Receipt has been Pre-Released. The
Depositary may receive Receipts in lieu of Shares in satisfaction of a Pre-Release. Each Pre-Release will be (a) preceded or accompanied by a written representation from the person to whom Receipts or Shares are to be delivered, that such person, or
its customer, (i) owns the Shares or Receipts to be remitted, as the case may be, (ii) transfers all beneficial right, title and interest in such Shares or Receipts, as the case may be, to the Depositary in its capacity as such and for the benefit
of the Owners and (iii) will not take any action with respect to such Shares or Receipts, as the case may be, that is inconsistent with the transfer of beneficial ownership (including, without the consent of the Depositary, disposing of such Shares
or Receipts, as the case may be, other than in satisfaction of such Pre-Release), (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five
(5) business days notice, and (d) subject to such further indemnities and credit regulations as the Depositary deems appropriate. The number of Shares represented by American Depositary Shares which are outstanding at any time as a result of
Pre-Release will not normally exceed thirty percent (30%) of the Shares deposited hereunder; provided, however, that the Depositary reserves the right to change or disregard such limit from time to time as it deems appropriate. For
purposes of enabling the Depositary to fulfill its obligations to the Owners under this Deposit Agreement, the collateral referred to in clause (b) above shall be held by the Depositary as security for the performance of the obligations of the
person obtaining the Pre-Release to the Depositary in connection with a Pre-Release transaction, including such persons obligation to deliver Shares or Receipts upon termination of a Pre-Release transaction (and shall not, for the avoidance of
doubt, constitute Deposited Securities hereunder).



The
Depositary may retain for its own account any compensation received by it in connection with the foregoing.



SECTION 2.10 Maintenance of Records.



The Depositary agrees to maintain records of all Receipts surrendered and Deposited Securities withdrawn under Section 2.05, substitute Receipts delivered
under Section 2.06 and the substitution of Receipts under Section 2.07, in keeping with



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procedures customarily followed by stock transfer agents located in The City of New York.



ARTICLE 3. CERTAIN OBLIGATIONS OF OWNERS AND BENEFICIAL OWNERS OF RECEIPTS



SECTION 3.01. Filing Proofs. Certificates and Other Information.



Any person presenting Shares for deposit or any Owner or
Beneficial Owner of a Receipt may be required from time to time to file with the Depositary or the Custodian such proof of citizenship or residence, exchange control approval, or such information relating to the registration on the books of the
Company or the Foreign Registrar, if applicable, to execute such certificates and to make such representations and warranties, as the Depositary may reasonably deem necessary or proper. The Depositary may, and at the reasonable written request of
the Company shall, withhold the delivery or registration of transfer of any Receipt or the distribution of any dividend or sale or distribution of rights or of the proceeds thereof or the delivery of any Deposited Securities until such proof or
other information is filed or such certificates are executed or such representations and warranties made. The Depositary shall, upon the Companys written request, as promptly as practicable, provide the Company with copies of any such proofs
of domicile or residence, exchange control approval, legal or beneficial ownership or other information referred to above which the Depositary receives. The Company may from time to time request Owners to provide information as to the capacity in
which such Owners hold Receipts and regarding the identity of any other Persons then interested in such Receipts and the nature of such interest. Each Owner agrees to provide any information reasonably requested by the Company or the Depositary
pursuant to this Section 3.01.



SECTION 3.02. Liability of
Owner or Beneficial Owner for Taxes.



If any tax or other
governmental charge shall become payable by the Custodian or the Depositary with respect to any Receipt or any Deposited Securities represented by any Receipt, such tax or other governmental charge shall be payable by the Owner or Beneficial Owner
of such Receipt to the Depositary. The Depositary may refuse to effect any transfer of such Receipt or any withdrawal of Deposited Securities represented by American Depositary Shares evidenced by such Receipt until such payment is made, and may
withhold any dividends or other distributions, or may sell for the account of the Owner or Beneficial Owner thereof any part or all of the Deposited Securities represented by the American Depositary Shares evidenced by such Receipt, and may apply
such dividends or other distributions or the proceeds of any such sale in payment of such tax or other governmental charge and the Owner or Beneficial Owner of such Receipt shall remain liable for any deficiency.



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SECTION 3.03. Warranties on Deposit of Shares.



Every person depositing Shares under this Deposit Agreement shall be deemed
thereby to represent and warrant that such Shares and each certificate therefor are validly issued, fully paid, nonassessable and were not issued in violation of any preemptive or similar rights of the holders of outstanding Shares, that the person
making such deposit is duly authorized to do so and that the deposit of such Shares is not prohibited or restricted by the Foreign Investment Contract. Every such person shall also be deemed to represent that such Shares are not, and American
Depositary Shares representing such Shares would not be, Restricted Securities. Such representations and warranties shall survive the deposit of Shares and delivery of Receipts.



SECTION 3.04. Disclosure of Interests; Ownership Limitations.



To the extent that provisions of or governing any Deposited Securities or
applicable law may require disclosure of beneficial or other ownership of Deposited Securities or other securities to the Company or limit ownership of those securities and may provide for blocking transfer and voting or other rights to enforce
those disclosure requirements or ownership limitations, the Depositary shall use its reasonable efforts to comply with the Companys written instructions as to Receipts in respect of any such enforcement or limitation or blocking of rights, and
Owners and Beneficial Owners shall comply with all such disclosure requirements and ownership limitations and shall cooperate with the Depositarys compliance with such instructions and are deemed by holding of Receipts or any interest in them
to consent to any such limitation or blocking of rights.



ARTICLE 4. THE
DEPOSITED SECURITIES



SECTION 4.01. Cash
Distributions.



Whenever the Depositary shall receive any
cash dividend or other cash distribution on any Deposited Securities, the Depositary shall, subject to the provisions of Section 4.05, convert such dividend or distribution into Dollars and shall distribute the amount thus received (net of the fees
and expenses of the Depositary as provided in Section 5.09) to the Owners entitled thereto as promptly or practicable, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them respectively;
provided, however, that in the event that the Depositary or its agent shall be required to withhold and does withhold from such cash dividend or such other cash distribution an amount on account of taxes, the amount distributed to the
Owner of the Receipts evidencing American Depositary Shares representing such Deposited Securities shall be reduced accordingly. The Depositary shall distribute only such amount, however, as can be distributed without attributing to any Owner a
fraction of one cent. Any such fractional amounts shall be rounded to the nearest whole cent and so distributed to Owners entitled thereto. The Company or its agent will remit to the appropriate governmental agency in Chile all amounts withheld and
owing to such



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agency. The Depositary will forward to the Company or its agent such information from its records as the Company may reasonably request to enable the Company
or its agent to file necessary reports with governmental agencies, and the Depositary or the Company or its agent may file any such reports necessary to obtain benefits under the applicable tax treaties for the Owners of Receipts.



SECTION 4.02. Distributions Other Than Cash, Shares or Rights.



Subject to the provisions of Sections 4.11 and 5.09, whenever
the Depositary shall receive any distribution other than a distribution described in Section 4.01, 4.03 or 4.04, the Depositary shall, after obtaining the Companys approval if practicable, cause the securities or property received by it to be
distributed to the Owners entitled thereto, after deduction or upon payment of any fees and expenses of the Depositary or any taxes or other governmental charges, in proportion to the number of American Depositary Shares representing such Deposited
Securities held by them respectively, in any manner that the Depositary deems equitable and practicable for accomplishing such distribution; provided, however, that if (i) in the opinion of the Depositary such distribution cannot be
made proportionately among the Owners entitled thereto, or if for any other reason (including, but not limited to, any requirement that the Company or the Depositary withhold an amount on account of taxes or other governmental charges or that such
securities must be registered under the Securities Act of 1933 in order to be distributed to Owners or Beneficial Owners) the Depositary deems such distribution not to be feasible or (ii) the Company refused to approve a proportional distribution,
the Depositary may, after consultation with the Company, adopt such method as it may deem equitable and practicable for the purpose of effecting such distribution, including, but not limited to, the public or private sale of the securities or
property thus received, or any part thereof, and the net proceeds of any such sale (net of the fees and expenses of the Depositary as provided in Section 5.09) shall be distributed by the Depositary to the Owners entitled thereto, all in the manner
and subject to the conditions described in Section 4.01. The Depositary may withhold any distribution of securities under this Section 4.02 if it has not received satisfactory assurances from the Company (which may be an opinion of United States
counsel for the Company) that the distribution does not require registration under the Securities Act of 1933.



SECTION 4.03. Distributions in Shares.



If any distribution upon any Deposited Securities consists of a dividend in, or free distribution of, Shares, the Depositary may distribute to the Owners
of outstanding Receipts entitled thereto, in proportion to the number of American Depositary Shares representing such Deposited Securities held by them respectively, additional Receipts evidencing an aggregate number of American Depositary Shares
representing the amount of Shares received as such dividend or free distribution, subject to the terms and conditions of the Deposit Agreement with respect to the deposit of Shares and the issuance of American Depositary Shares evidenced by
Receipts, including the



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withholding of any tax or other governmental charge as provided in Section 4.11 and the payment of the fees and expenses of the Depositary as provided in
Section 5.09. The Depositary may withhold any such distribution of Receipts if it has not received satisfactory assurances from the Company that such distribution does not require registration under the Securities Act of 1933. In lieu of delivering
Receipts for fractional American Depositary Shares in any such case, the Depositary shall sell the amount of Shares represented by the aggregate of such fractions and distribute the net proceeds, all in the manner and subject to the conditions
described in Section 4.01. If additional Receipts are not so distributed, each American Depositary Share shall henceforth also represent the additional Shares distributed upon the Deposited Securities represented thereby. Notwithstanding the
foregoing, in the event that the Depositary determines that a distribution in Shares may not legally be made to some or all Owners, the Depositary may sell such Shares and shall remit the net proceeds thereof to the Owners entitled thereto as in the
case of a distribution in cash.



SECTION 4.04. Rights.



In the event that the Company shall offer or cause to be
offered to the holders of any Deposited Securities any rights to subscribe for additional Shares or any rights of any other nature, the Depositary shall, after consultation with the Company, have discretion as to the procedure to be followed in
making such rights available to any Owners or in disposing of such rights on behalf of any Owners and making the net proceeds available to such Owners or, if by the terms of such rights offering or for any other reason, the Depositary may not either
make such rights available to any Owners or dispose of such rights and make the net proceeds available to such Owners, then the Depositary shall allow the rights to lapse. If at the time of the offering of any rights the Depositary determines in its
discretion that it is lawful and feasible to make such rights available to all or certain Owners but not to other Owners, the Depositary may distribute to any Owner to whom it determines the distribution to be lawful and feasible, in proportion to
the number of American Depositary Shares held by such Owner, warrants or other instruments therefor in such form as it deems appropriate.



In circumstances in which rights would otherwise not be distributed, if an Owner of Receipts requests the distribution of warrants or other instruments in
order to exercise the rights allocable to the American Depositary Shares of such Owner hereunder, the Depositary will make such rights available to such Owner upon written notice from the Company to the Depositary that (a) the Company has elected in
its sole discretion to permit such rights to be exercised and (b) such Owner has executed such documents as the Company has determined in its sole discretion are reasonably required under applicable law.



If the Depositary has distributed warrants or other instruments for rights to
all or certain Owners, then upon instruction from such an Owner pursuant to such warrants or other instruments to the Depositary from such Owner to exercise such rights,



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upon payment by such Owner to the Depositary for the account of such Owner of an amount equal to the purchase price of the Shares to be received upon the
exercise of the rights, and upon payment of the fees and expenses of the Depositary and any other charges as set forth in such warrants or other instruments, the Depositary shall, on behalf of such Owner, exercise the rights and purchase the Shares,
and the Company shall cause the Shares so purchased to be delivered to the Depositary on behalf of such Owner. As agent for such Owner, the Depositary will cause the Shares so purchased to be deposited pursuant to Section 2.02 of this Deposit
Agreement, and shall, pursuant to Section 2.03 of this Deposit Agreement, execute and deliver Receipts to such Owner; provided, however, that in the case of a distribution pursuant to the second paragraph of this Section, such deposit
shall be made, and depositary shares shall be delivered, under depositary arrangements which provide for issuance of depositary receipts subject to the appropriate restrictions on sale, deposit, cancellation, and transfer under applicable United
States laws.



If the Depositary determines in its discretion
that it is not lawful and feasible to make such rights available to all or certain Owners, it may sell the rights, warrants or other instruments in proportion to the number of American Depositary Shares held by the Owners to whom it has determined
it may not lawfully or feasibly make such rights available, and allocate the net proceeds of such sales (net of the fees and expenses of the Depositary as provided in Section 5.09 and all taxes and governmental charges payable in connection with
such rights and subject to the terms and conditions of this Deposit Agreement) for the account of such Owners otherwise entitled to such rights, warrants or other instruments, upon an averaged or other practical basis without regard to any
distinctions among such Owners because of exchange restrictions or the date of delivery of any Receipt or otherwise.



Except as otherwise provided in the third preceding paragraph, the Depositary will not offer rights to Owners unless both the rights and the securities to
which such rights relate are either exempt from registration under the Securities Act of 1933 with respect to a distribution to all Owners or are registered under the provisions of such Act. Nothing in this Deposit Agreement shall create any
obligation on the part of the Company to file a registration statement with respect to such rights or underlying securities or to endeavor to have such a registration statement declared effective. If an Owner of Receipts requests the distribution of
warrants or other instruments, notwithstanding that there has been no such registration under such Act, the Depositary shall not effect such distribution unless it has received an opinion from recognized counsel in the United States for the Company
upon which the Depositary may rely that such distribution to such Owner is exempt from such registration.



The Depositary shall not be responsible for any failure to determine that it may be lawful or feasible to make such rights available to Owners in general
or any Owner in particular, provided that the Depositary has not acted in bad faith.



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SECTION 4.05. Conversion of Foreign Currency.



Whenever the Depositary or the Custodian shall receive foreign currency, by
way of dividends or other distributions or the net proceeds from the sale of securities, property or rights, and if at the time of the receipt thereof the foreign currency so received can in the judgment of the Depositary be converted on a
reasonable basis into Dollars and the resulting Dollars transferred to the United States, the Depositary shall, subject to any requirements of Chilean law or regulations in effect from time to time and as promptly as practicable, convert or cause to
be converted, by sale or in any other manner that it may determine, such foreign currency into Dollars, and such Dollars shall be distributed to the Owners entitled thereto or, if the Depositary shall have distributed any warrants or other
instruments which entitle the holders thereof to such Dollars, then to the holders of such warrants or instruments upon surrender thereof for cancellation. Such distribution may be made upon an averaged or other practicable basis without regard to
any distinctions among Owners on account of exchange restrictions, the date of delivery of any Receipt or otherwise and shall be net of any expenses of conversion into Dollars incurred by the Depositary as provided in Section 5.09.



If such conversion or distribution can be effected only with the approval or
license of any government or agency thereof other than the Foreign Investment Contract and the approvals contemplated thereby, the Depositary shall file such application for approval or license, if any, as it may deem desirable. The Depositary shall
exercise its rights under the Foreign Investment Contract as and to the extent appropriate in order to effect such conversions and distributions, and is authorized to give such certifications and enter into such agreements and arrangements as may be
necessary or convenient thereunder or in connection therewith.



If at any time the Depositary shall determine that in its reasonable judgment any foreign currency received by the Depositary or the Custodian is not convertible on a reasonable basis into Dollars transferable to the United States, or if
any approval or license of any government or agency thereof which is required for such conversion is denied or in the reasonable opinion of the Depositary is not obtainable, or if any such approval or license is not obtained within a reasonable
period as determined by the Depositary, the Depositary may distribute the foreign currency (or an appropriate document evidencing the right to receive such foreign currency) received by the Depositary to, or in its discretion may hold such foreign
currency uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled to receive the same.



If any such conversion of foreign currency, in whole or in part, cannot be effected for distribution to some of the Owners entitled thereto, the
Depositary may in its discretion make such conversion and distribution in Dollars to the extent permissible to the Owners entitled thereto and may distribute the balance of the foreign currency



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received by the Depositary to, or hold such balance uninvested and without liability for interest thereon for the respective accounts of, the Owners entitled
thereto.



SECTION 4.06. Fixing of Record Date.



Whenever any cash dividend or other cash distribution shall
become payable or any distribution other than cash shall be made, or whenever rights shall be issued with respect to the Deposited Securities, or whenever the Depositary shall receive notice of any meeting of holders of Shares or other Deposited
Securities, or whenever for any reason the Depositary, with the consent of the Company, causes a change in the number of Shares that are represented by each American Depositary Share, or whenever the Depositary shall find it necessary or convenient,
the Depositary shall fix a record date (which shall be the same date as, or as near as practicable to, any corresponding record date set by the Company in accordance with Chilean law) (a) for the determination of the Owners who shall be (i) entitled
to receive such dividend, distribution or rights or the net proceeds of the sale thereof or (ii) entitled to give instructions for the exercise of voting rights at any such meeting or (iii) responsible for any fee or charges assessed by the
Depositary pursuant to this Deposit Agreement, or (b) on or after which each American Depositary Share will represent the changed number of Shares. Subject to the provisions of Sections 4.01 through 4.05 and to the other terms and conditions of this
Deposit Agreement, the Owners on such record date shall be entitled, as the case may be, to receive the amount distributable by the Depositary with respect to such dividend or other distribution or such rights or the net proceeds of sale thereof in
proportion to the number of American Depositary Shares held by them respectively, to give voting instructions or to act in respect of any other such matter.



SECTION 4.07. Voting of Deposited Securities.



Upon receipt from the Company of notice of any meeting of holders of Shares or other Deposited Securities, the Depositary shall, if requested in writing
by the Company, as soon as practicable thereafter, mail to the Owners a notice, the form of which notice shall be approved by the Company, which shall contain (a) such information as is contained in such notice of meeting received by the Depositary
from the Company, (b) a statement that the Owners as of the close of business on a specified record date will be entitled, subject to any applicable provision of Chilean law or regulations, the Estatutos and the provisions of or governing Deposited
Securities (which provisions, if any, shall have been summarized in pertinent part by the Company), to instruct the Depositary as to the exercise of the voting rights, if any, pertaining to the amount of Shares or other Deposited Securities
represented by their respective American Depositary Shares and (c) a statement as to the manner in which such instructions may be given, including an express indication that such instructions may be given or deemed given in accordance with the last
sentence of this paragraph if no instruction is received, to the Depositary to give a discretionary proxy to a person designated by the Board of Directors the Company. Upon the written request of an Owner of a Receipt on such record date,



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received on or before the date established by the Depositary for such purpose, the Depositary shall endeavor, in so far as practicable, to vote or cause to
be voted the amount of Shares or other Deposited Securities represented by the American Depositary Shares evidenced by such Receipt in accordance with the instructions set forth in such request. The Depositary shall not vote or attempt to exercise
the right to vote that attaches to such Shares or other Deposited Securities other than in accordance with such instructions or deemed instructions. If (i) the Company made a request to the Depositary as contemplated by the first sentence of this
Section 4.07 and complied with the following paragraph of this Section 4.07 and (ii) no instructions are received by the Depositary from an Owner with respect to any of the Deposited Securities represented by the American Depositary Shares evidenced
by such Owners Receipts on or before the date established by the Depositary for such purpose, the Depositary shall deem such Owner to have instructed the Depositary to give a discretionary proxy to a person designated by the Board of Directors
of the Company with respect to such Deposited Securities and the Depositary shall give a discretionary proxy to a person designated by the Board of Directors of the Company to vote such Deposited Securities, provided, that no such instruction
shall be deemed given and no such discretionary proxy shall be given with respect to any matter as to which the Board of Directors of the Company informs the Depositary (and the Company agrees to provide such information as promptly as practicable
in writing, if applicable) that (x) the Company does not wish such proxy given, (y) substantial opposition exists or (z) such matter materially and adversely affects the rights of holders of Shares.



In order to give Owners a reasonable opportunity to instruct the Depositary
as to the exercise of voting rights relating to Deposited Securities, if the Company will request the Depositary to act under the preceding paragraph, the Company shall give the Depositary notice of any such meeting not less than 30 days prior to
the meeting date.



SECTION 4.08. Changes Affecting Deposited
Securities.



In circumstances where the provisions of
Section 4.03 do not apply, upon any change in nominal value, change in par value, split-up, consolidation or any other reclassification of Deposited Securities, or upon any recapitalization, reorganization, merger or consolidation or sale of assets
affecting the Company or to which it is a party, any securities which shall be received by the Depositary or a Custodian in exchange for or in conversion of or in respect of Deposited Securities, shall be treated as new Deposited Securities under
this Deposit Agreement, and American Depositary Shares shall thenceforth represent, in addition to the existing Deposited Securities, the right to receive the new Deposited Securities so received in exchange or conversion, unless additional Receipts
are delivered pursuant to the following sentence. In any such case the Depositary may execute and deliver additional Receipts as in the case of a dividend in Shares, or call for the surrender of outstanding Receipts to be exchanged for new Receipts
specifically describing such new Deposited Securities.



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SECTION 4.09. Reports.



The Depositary shall make available for inspection by Owners at its Corporate Trust Office any reports and communications,
including any proxy soliciting material, received from the Company which are both (a) received by the Depositary as the holder of the Deposited Securities and (b) made generally available to the holders of such Deposited Securities by the Company.
The Depositary shall also send to the Owners copies of such reports when furnished by the Company pursuant to Section 5.06. Any such reports and communications, including any such proxy soliciting material, furnished to the Depositary by the Company
shall be furnished in English, to the extent such materials are required to be translated into English pursuant to any regulations of the Commission.



SECTION 4.10. Lists of Owners.



Promptly upon request by the Company, the Depositary shall furnish to it a list, as of a recent date, of the names, addresses and holdings of American
Depositary Shares by all persons in whose names Receipts are registered on the books of the Depositary.



SECTION 4.11. Withholding.



In the event that the Depositary determines that any distribution in property (including Shares and rights to subscribe therefore) is subject to any tax
or other governmental charge which the Depositary is obligated to withhold, the Depositary may, after consultation with the Company, by public or private sale, dispose of all or a portion of such property (including Shares and rights to subscribe
therefore) in such amounts and in such manner as the Depositary deems necessary and practicable to pay such taxes or charges, and the Depositary shall distribute the net proceeds of any such sale after deduction of such taxes or charges to the
Owners entitled thereto in proportion to the number of American Depositary Shares held by them respectively.



ARTICLE 5. THE DEPOSITARY, THE CUSTODIANS AND THE COMPANY



SECTION 5.01. Maintenance of Office and Transfer Books by the Depositary.



Until termination of this Deposit Agreement in accordance with its terms, the Depositary shall maintain in the Borough of
Manhattan, The City of New York, facilities for the execution and delivery, registration, registration of transfers and surrender of Receipts in accordance with the provisions of this Deposit Agreement.



The Depositary shall keep books, at its Corporate Trust Office, for the
registration of Receipts and transfers of Receipts which at all reasonable times shall be open for inspection by the Owners, provided that such inspection shall not be for the



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purpose of communicating with Owners in the interest of a business or object other than the business of the Company or a matter related to this Deposit
Agreement or the Receipts. The Company shall have the right at all reasonable times to (i) inspect transfer and registration records of the Depositary or its agent and take copies thereof and (ii) require the Depositary or its agent, the Registrar
and any co-transfer agents or co-registrars to supply promptly copies of such portions of such records as the Company may reasonably request.



The Depositary may, with notice to the Company if other than in the ordinary course of business, close the transfer books, at any time or from time to
time, when deemed expedient by it in connection with the performance of its duties hereunder, and shall do so upon the reasonable written request of the Company.



If any Receipts or the American Depositary Shares evidenced thereby are listed on one or more stock exchanges in the United
States, the Depositary shall act as Registrar or, upon at least 20 days prior notice to the Company, appoint a Registrar or one or more co-registrars for registry of such Receipts in accordance with any requirements of such exchange or
exchanges. Such Registrar or co-registrars may, upon at least 20 days prior written notice to the Company, be removed and a substitute appointed by the Depositary.



SECTION 5.02. Prevention or Delay in Performance by the Depositary or the Company.



Neither the Depositary nor the Company nor any of their respective directors,
employees, agents or affiliates shall incur any liability to any Owner or Beneficial Owner if, by reason of any provision of any present or future law or regulation of the United States or any other country, or of any governmental or regulatory
authority or stock exchange, or by reason of any provision, present or future, of the Estatutos of the Company, or by reason of any provision of any securities issued or distributed by the Company, or any offering or distribution thereof, or by
reason of any act of God or war or terrorism or other circumstances beyond its control, the Depositary or the Company shall be prevented, delayed or forbidden from, or be subject to any civil or criminal penalty on account of, doing or performing
any act or thing which by the terms of this Deposit Agreement or Deposited Securities it is provided shall be done or performed; nor shall the Depositary or the Company or any of their respective directors, employees, agents or affiliates incur any
liability to any Owner or Beneficial Owner of any Receipt by reason of any nonperformance or delay, caused as aforesaid, in the performance of any act or thing which by the terms of this Deposit Agreement it is provided shall or may be done or
performed, or by reason of any exercise of, or failure to exercise, any discretion provided for in this Deposit Agreement. Where, by the terms of a distribution pursuant to Section 4.01, 4.02, or 4.03, or an offering or distribution pursuant to
Section 4.04, or for any other reason, such distribution or offering may not be made available to Owners, and the Depositary may not dispose of such distribution or offering on behalf of such Owners



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and make the net proceeds available to such Owners, then the Depositary shall not make such distribution or offering, and shall allow any rights, if
applicable, to lapse.



SECTION 5.03. Obligations of the
Depositary, the Custodian and the Company.



Each of the
Company and its directors, employees, agents and affiliates assumes no obligation nor shall it or such Person be subject to any liability under this Deposit Agreement to Owners or Beneficial Owners, except that the Company agrees to perform its
obligations specifically set forth in this Deposit Agreement without negligence or bad faith.



Each of the Depositary and its directors, employees, agents and affiliates assumes no obligation nor shall it or such Person be subject to any liability under this Deposit Agreement to any Owner or Beneficial Owner
(including, without limitation, liability with respect to the validity or worth of the Deposited Securities), except that the Depositary agrees to perform its obligations specifically set forth in this Deposit Agreement without negligence or bad
faith.



Neither the Depositary nor the Company nor any of their
respective directors, employees, agents or affiliates shall be under any obligation to appear in or prosecute any action, suit or other proceeding in respect of any Deposited Securities or in respect of the Receipts on behalf of any Owner,
Beneficial Owner or other person, and the Custodian shall not be under any obligation whatsoever with respect to such proceedings, the responsibility of the Custodian being solely to the Depositary.



Neither the Depositary nor the Company nor any of their respective directors,
employees, agents or affiliates shall be liable for any action or nonaction by it in reliance upon the advice of or information from legal counsel, accountants, any person presenting Shares for deposit, any Owner or any other person believed by it
in good faith to be competent to give such advice or information.



The Depositary shall not be liable for any acts or omissions made by a successor depositary whether in connection with a previous act or omission of the Depositary or in connection with any matter arising wholly after the removal or
resignation of the Depositary, provided that in connection with the issue out of which such potential liability arises the Depositary performed its obligations without negligence or bad faith while it acted as Depositary.



The Depositary shall not be responsible for any failure to carry out any
instructions to vote any of the Deposited Securities, or for the manner in which any such vote is cast or the effect of any such vote, provided that any such action or nonaction is in good faith.



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No disclaimer of liability under the Securities Act of 1933 is intended by any provision of this Deposit
Agreement.



SECTION 5.04. Resignation and Removal of the
Depositary.



The Depositary may at any time resign as
Depositary by written notice of its election so to do delivered to the Company, such resignation to take effect upon the appointment of a successor depositary and its acceptance of such appointment as hereinafter provided.



The Depositary may at any time be removed by the Company by 60 days
prior written notice of such removal, to become effective upon the later of (i) the 60th day after delivery of the notice to the Depositary or (ii) the appointment of a successor depositary and its acceptance of such appointment as hereinafter
provided.



In case at any time the Depositary acting hereunder
shall resign or be removed, the Company shall use its best efforts to appoint a successor depositary, which shall be a bank or trust company having an office in the Borough of Manhattan, The City of New York. Every successor depositary shall execute
and deliver to its predecessor and to the Company an instrument in writing accepting its appointment hereunder and a new Chapter XXVI Agreement among the Central Bank, the Company and such successor depositary (or an amendment to the Foreign
Investment Contract), and thereupon such successor depositary, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor; but such predecessor, nevertheless, upon payment of all
sums due it and on the written request of the Company shall, as promptly as practicable, execute and deliver an instrument transferring to such successor all rights and powers of such predecessor hereunder, shall duly assign, transfer and deliver
all right, title and interest in the Deposited Securities to such successor, and shall deliver to such successor a list of the Owners of all outstanding Receipts. Any such successor depositary shall promptly mail notice of its appointment to the
Owners. The Depositary agrees that it will, after the appointment of any successor depositary, cooperate in good faith with the Company and such successor depositary, including but not limited to, arranging for the execution of an amendment to or a
replacement of the Foreign Investment Contract.



Any
corporation into or with which the Depositary may be merged or consolidated shall be the successor of the Depositary without the execution or filing of any document or any further act.



SECTION 5.05. The Custodians.



The Custodian shall be subject at all times and in all respects to the directions of the Depositary and shall be responsible
solely to it. Any Custodian may resign and be discharged from its duties hereunder by notice of such resignation delivered to the Depositary at least 30 days prior to the date on which such resignation is to become



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effective. If upon the effectiveness of such resignation there would be no Custodian acting hereunder, the Depositary shall, as promptly as practicable after
receiving such notice, after consultation with the Company to the extent practicable, appoint a substitute custodian or custodians, each of which shall thereafter be a Custodian hereunder. Whenever the Depositary in its discretion determines that it
is in the best interest of the Owners to do so, it may, after consultation with the Company to the extent practicable, appoint a substitute or additional custodian or custodians, each of which shall thereafter be one of the Custodians hereunder.
Upon demand of the Depositary any Custodian shall deliver such of the Deposited Securities held by it as are requested of it to any other Custodian or such substitute or additional custodian or custodians. Each such substitute or additional
custodian shall deliver to the Depositary, forthwith upon its appointment, an acceptance of such appointment satisfactory in form and substance to the Depositary.



Upon the appointment of any successor depositary hereunder, each Custodian then acting hereunder shall forthwith become,
without any further act or writing, the agent hereunder of such successor depositary and the appointment of such successor depositary shall in no way impair the authority of each Custodian hereunder; but the successor depositary so appointed shall,
nevertheless, on the written request of any Custodian, execute and deliver to such Custodian all such instruments as may be proper to give to such Custodian full and complete power and authority as agent hereunder of such successor depositary.



SECTION 5.06. Notices and Reports.



On or before the first date on which the Company gives notice, by publication
or otherwise, of any meeting of holders of Shares or other Deposited Securities, or of any adjourned meeting of such holders, or of the taking of any action in respect of any cash or other distributions or the offering of any rights, the Company
agrees to transmit to the Depositary and the Custodian a copy of the notice thereof in English but otherwise in the form given or to be given to holders of Shares or other Deposited Securities.



The Company will arrange for the translation into English, if not already in
English, to the extent required pursuant to any regulations of the Commission, and the prompt transmittal by the Company to the Depositary and the Custodian of such notices and any other reports and communications which are made generally available
by the Company to holders of its Shares. If requested in writing by the Company, the Depositary will arrange for the mailing, at the Companys expense, of copies of such notices, reports and communications to all Owners. The Company will timely
provide the Depositary with the quantity of such notices, reports, and communications, as requested by the Depositary from time to time, in order for the Depositary to effect such mailings.



The Company has delivered to the Depositary and the Custodian a copy (in
English or with an English translation) of all provisions of or governing the Shares



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and any other Deposited Securities. Promptly upon any change in such provisions, the Company shall deliver promptly to the Depositary and the Custodian a
copy (in English or with an English translation) of such provisions as so changed. The Depositary and its agents may rely on the copy of such provisions as so delivered for all purposes of this Deposit Agreement.



SECTION 5.07. Distribution of Additional Shares, Rights, etc.



If the Company or any affiliate of the Company determines to
make any issuance or distribution of (1) additional Shares, (2) rights to subscribe for Shares, (3) securities convertible into Shares, or (4) rights to subscribe for such securities (each a Distribution), the Company shall notify the
Depositary in writing in English as promptly as practicable and in any event before the Distribution starts and, if requested in writing by the Depositary, the Company shall promptly furnish to the Depositary a written opinion from U.S. counsel for
the Company that is reasonably satisfactory to the Depositary, stating whether or not the Distribution requires, or, if made in the United States, would require, registration under the Securities Act of 1933. If, in the opinion of that counsel, the
Distribution requires, or, if made in the United States, would require, registration under the Securities Act of 1933, that counsel shall furnish to the Depositary a written opinion as to whether or not there is a registration statement under the
Securities Act of 1933 in effect that will cover that Distribution.



The Company agrees with the Depositary that neither the Company nor any company controlled by, controlling or under common control with the Company will at any time deposit any Shares, either originally issued or previously issued and
reacquired by the Company or any such affiliate, unless a Registration Statement is in effect as to such Shares under the Securities Act of 1933 or the Company furnishes the Depositary with an opinion of U.S. counsel for the Company that is
reasonably satisfactory to the Depositary to the effect that upon deposit the Shares will be eligible for public resale in the United States without further registration of the Shares under the Securities Act of 1933.



SECTION 5.08. Indemnification.



The Company agrees to indemnify the Depositary, its directors, employees,
agents and affiliates and any Custodian against, and hold each of them harmless from, any liability or expense (including, but not limited to, the reasonable fees and expenses of counsel), except for any liability or expense arising out of the
negligence or bad faith of the Depositary or a Custodian, which may arise out of (a) any registration with the Commission of American Depositary Shares or Deposited Securities or the offer or sale thereof in the United States or (b) acts performed
or omitted, pursuant to the provisions of this Deposit Agreement and of the Receipts, as the same may be amended, modified or supplemented from time to time, (i) by either the Depositary or a Custodian or their respective directors, employees,
agents and affiliates or (ii) by the Company or any of its directors, employees, agents and affiliates.



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The indemnities contained in the preceding paragraph shall not extend to any liability or expense which
arises solely and exclusively out of a Pre-Release (as defined in Section 2.09) of a Receipt or Receipts in accordance with Section 2.09 and which would not otherwise have arisen had such Receipt or Receipts not been the subject of a Pre-Release
pursuant to Section 2.09; provided, however, that the indemnities provided in the preceding paragraph shall apply to any such liability or expense (i) to the extent that such liability or expense would have arisen had a Receipt or
Receipts not be the subject of a Pre-Release, or (ii) which may arise out of any misstatement or alleged misstatement or omission or alleged omission in any registration statement, proxy statement, prospectus (or placement memorandum), or
preliminary prospectus (or preliminary placement memorandum) relating to the offer or sale of American Depositary Shares, except to the extent any such liability or expense arises out of (i) information relating to the Depositary or any Custodian
(other than the Company), as applicable, furnished in writing and not materially changed or altered by the Company expressly for use in any of the foregoing documents, or, (ii) if such information is provided, the failure to state a material fact
necessary to make the information provided not misleading.



The
Depositary agrees to indemnify the Company, its directors, employees, agents and affiliates and hold them harmless from any liability or expense which may arise out of acts performed or omitted by the Depositary or its Custodian or their respective
directors, employees, agents and affiliates due to their negligence or bad faith.



If an action, proceeding (including, but not limited to, any governmental investigation), claim or dispute (collectively, a Proceeding) in respect of which indemnity may be sought by either party is
brought or asserted against the other party, the party seeking indemnification (the Indemnified Party) shall promptly (and in no event more than ten (10) days after receipt of notice of such Proceeding) notify the party obligated to
provide such indemnification (the Indemnifying Party) of such Proceeding. The failure of the Indemnified Party to so notify the Indemnifying Party shall not impair the Indemnified Partys ability to seek indemnification from the
Indemnifying Party (but only for costs, expenses and liabilities incurred after such notice) unless such failure adversely affects the Indemnifying Partys ability to adequately oppose or defend such Proceeding. Upon receipt of such notice from
the Indemnified Party, the Indemnifying Party shall be entitled to participate in such Proceeding and, to the extent that it shall so desire and provided no conflict of interest exists as specified in subparagraph (b) below or there are no other
defenses available to Indemnified Party as specified in subparagraph (d) below, to assume the defense thereof with counsel reasonably satisfactory to the Indemnified Party (in which case all attorneys fees and expenses shall be borne by the
Indemnifying Party and the Indemnifying Party shall in good faith defend the Indemnified Party). The Indemnified Party shall have the right to employ separate counsel in any such Proceeding and to participate in the defense thereof, but the fees and
expenses of such counsel shall be borne by the Indemnified Party unless (a) the Indemnifying Party agrees in writing to pay such fees and expenses, (b) the Indemnified



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Party shall have reasonably and in good faith concluded that there is a conflict of interest between the Indemnifying Party and the Indemnified Party in the
conduct of the defense of such action, (c) the Indemnifying Party fails, within ten (10) days prior to the date the first response or appearance is required to be made in such Proceeding, to assume the defense of such Proceeding with counsel
reasonably satisfactory to the Indemnified Party or (d) there are legal defenses available to Indemnified Party that are different from or are in addition to those available to the Indemnifying Party. No compromise or settlement of such Proceeding
may be effected by either party without the other partys consent unless (i) there is no finding or admission of any violation of law and no effect on any other claims that may be made against such other party and (ii) the sole relief provided
is monetary damages that are paid in full by the party seeking the settlement. Neither party shall have any liability with respect to any compromise or settlement effected without its consent, which shall not be unreasonably withheld. The
Indemnifying Party shall have no obligation to indemnify and hold harmless the Indemnified Party from any loss, expense or liability incurred by the Indemnified Party as a result of a default judgment entered against the Indemnified Party unless
such judgment was entered after the Indemnifying Party agreed, in writing, to assume the defense of such Proceeding.



The obligations set forth in this Section 5.08 shall survive the termination of this Deposit Agreement and the succession or substitution of any
indemnified Person.



SECTION 5.09. Charges of
Depositary.



The Company agrees to pay the fees, reasonable
expenses and out-of-pocket charges of the Depositary and those of any Registrar only in accordance with agreements in writing entered into between the Depositary and the Company from time to time. The Depositary shall present its statement for such
charges and expenses to the Company once every three months. The charges and expenses of the Custodian are for the sole account of the Depositary.



The following charges shall be incurred by any party depositing or withdrawing Shares or by any party surrendering Receipts or to whom Receipts are issued
(including, without limitation, issuance pursuant to a stock dividend or stock split declared by the Company or an exchange of stock regarding the Receipts or Deposited Securities or a distribution of Receipts pursuant to Section 4.03) or by Owners,
as applicable: (1) taxes and other governmental charges, (2) such registration fees as may from time to time be in effect for the registration of transfers of Shares generally on the Share register of the Company or Foreign Registrar and applicable
to transfers of Shares to the name of the Depositary or its nominee or the Custodian or its nominee on the making of deposits or withdrawals hereunder, (3) such cable, telex and facsimile transmission expenses as are expressly provided in this
Deposit Agreement, (4) such expenses as are incurred by the Depositary in the conversion of foreign currency pursuant to Section 4.05, (5) a fee of $5.00 or less per 100 American Depositary Shares (or portion thereof) for the execution and delivery
of Receipts pursuant to Section 2.03, 4.03 or 4.04



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and the surrender of Receipts pursuant to Section 2.05 or 6.02, (6) (to the extent not prohibited by the rules of any stock exchange on which the American
Depositary Shares are listed for trading) a fee of $.02 or less per American Depositary Share (or portion thereof) for any cash distribution made pursuant to this Deposit Agreement, including, but not limited to Sections 4.01 through 4.04, (7) a fee
for the distribution of securities pursuant to Section 4.02, such fee being in an amount equal to the fee for the execution and delivery of American Depositary Shares referred to above which would have been charged as a result of the deposit of such
securities (for purposes of this clause 7 treating all such securities as if they were Shares) but which securities are instead distributed by the Depositary to Owners and (8) any other charges payable by the Depositary, any of the Depositarys
agents, including the Custodian, or the agents of the Depositarys agents in connection with the servicing of Shares or other Deposited Securities (which charge shall be assessed against Owners as of the date or dates set by the Depositary in
accordance with Section 4.06 and shall be collected at the sole discretion of the Depositary by billing such Owners for such charge or by deducting such charge from one or more cash dividends or other cash distributions).



The Depositary, subject to Section 2.09, may own and deal in any class of
securities of the Company and its affiliates and in Receipts.



SECTION 5.10. Retention of Depositary Documents.



The Depositary is authorized to destroy those documents, records, bills and other data compiled during the term of this Deposit Agreement at the times permitted by the laws or regulations governing the Depositary unless the Company
reasonably requests that such papers be retained for a longer period.



SECTION 5.11. Exclusivity.



The Company agrees
not to appoint any other depositary for issuance of American or global depositary receipts so long as The Bank of New York is acting as Depositary hereunder.



SECTION 5.12. List of Restricted Securities Owners.



The Company shall provide to the Depositary a list setting forth, to the actual knowledge of the Company, those persons or entities who beneficially own
Restricted Securities as of the date hereof and the Company shall update that list as changes occur. The Company agrees to advise in writing each of the persons or entities so listed that such Restricted Securities, so long as they remain such, are
ineligible for deposit hereunder. The Depositary may rely on the list provided under this Section 5.12, as most recently updated, but shall not be liable for any action or omission made in reliance thereon.



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ARTICLE 6. AMENDMENT AND TERMINATION



SECTION 6.01. Amendment.



The form of the Receipts and any provisions of this Deposit Agreement may at any time and from time to time be amended by agreement between the Company
and the Depositary without the consent of Owners or Beneficial Owners in any respect which they may deem necessary or desirable. Any amendment which shall impose or increase any fees or charges (other than taxes and other governmental charges,
registration fees, cable, telex or facsimile transmission costs, delivery costs or other such expenses), or which shall otherwise prejudice any substantial existing right of Owners, shall, however, not become effective as to outstanding Receipts
until the expiration of 30 days after notice of such amendment shall have been given to the Owners of outstanding Receipts. Every Owner and Beneficial Owner, at the time any amendment so becomes effective, shall be deemed, by continuing to hold such
Receipt or any interest therein, to consent and agree to such amendment and to be bound by the Deposit Agreement as amended thereby. In no event shall any amendment impair the right of the Owner of any Receipt to surrender such Receipt and receive
therefore the Deposited Securities represented thereby, except in order to comply with mandatory provisions of applicable law.



SECTION 6.02. Termination.



The Depositary shall, at any time at the direction of the Company, terminate this Deposit Agreement by mailing notice of termination to the Owners of all
Receipts then outstanding at least 30 days prior to the date fixed in such notice for such termination. The Depositary may likewise terminate this Deposit Agreement by mailing notice of termination to the Company and the Owners of all Receipts then
outstanding if at least 60 days have passed since the Depositary delivered to the Company a written notice of its election to resign and a successor depositary has not been appointed and accepted its appointment as provided in Section 5.04. On and
after the date of termination, the Owner of a Receipt will, upon (a) surrender of such Receipt at the Corporate Trust Office of the Depositary, (b) payment of the fee of the Depositary for the surrender of Receipts referred to in Section 2.05, and
(c) payment of any applicable taxes or governmental charges, be entitled to delivery, to him or upon his order, of the amount of Deposited Securities represented by the American Depositary Shares evidenced by such Receipt. If any Receipts shall
remain outstanding after the date of termination, the Depositary thereafter shall discontinue the registration of transfers of Receipts, shall suspend the distribution of dividends to the Owners thereof, and shall not give any further notices or
perform any further acts under this Deposit Agreement, except that the Depositary shall continue to collect dividends and other distributions pertaining to Deposited Securities, shall sell rights and other property as provided in this Deposit
Agreement, and shall continue to deliver Deposited Securities, together with any dividends or other distributions received with respect thereto and the net proceeds of the



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sale of any rights or other property, in exchange for Receipts surrendered to the Depositary (after deducting, in each case, the fee of the Depositary for
the surrender of a Receipt, any expenses for the account of the Owner of such Receipt in accordance with the terms and conditions of this Deposit Agreement, and any applicable taxes or governmental charges). At any time after the expiration of one
year from the date of termination, the Depositary may sell the Deposited Securities then held hereunder and may thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it hereunder, unsegregated and
without liability for interest, for the pro rata benefit of the Owners of Receipts which have not theretofore been surrendered, such Owners thereupon becoming general creditors of the Depositary with respect to such net proceeds. After making such
sale, the Depositary shall be discharged from all obligations under this Deposit Agreement, except to account for such net proceeds and other cash (after deducting, in each case, the fee of the Depositary for the surrender of a Receipt, any expenses
for the account of the Owner of such Receipt in accordance with the terms and conditions of this Deposit Agreement, and any applicable taxes or governmental charges). Upon the termination of this Deposit Agreement, the Company shall be discharged
from all obligations under this Deposit Agreement except for its obligations to the Depositary under Sections 5.08 and 5.09.



ARTICLE 7. MISCELLANEOUS



SECTION 7.01. Counterparts.



This Deposit Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of such counterparts shall
constitute one and the same instrument. Copies of this Deposit Agreement shall be filed with the Depositary and the Custodians and shall be open to inspection by any Owner or Beneficial Owner during business hours.



SECTION 7.02. No Third Party Beneficiaries.



This Deposit Agreement is for the exclusive benefit of the parties hereto and
shall not be deemed to give any legal or equitable right, remedy or claim whatsoever to any other person.



SECTION 7.03. Severability.



In case any one or more of the provisions contained in this Deposit Agreement or in the Receipts should be or become invalid, illegal or unenforceable in
any respect, the validity, legality and enforceability of the remaining provisions contained herein or therein shall in no way be affected, prejudiced or disturbed thereby.



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SECTION 7.04. Owners and Beneficial Owners as Parties; Binding Effect.



The Owners and Beneficial Owners of Receipts from time to time shall be
parties to this Deposit Agreement and shall be bound by all of the terms and conditions hereof and of the Receipts by acceptance thereof or any interest therein.



SECTION 7.05. Notices.



Any and all notices to be given to the Company shall be deemed to have been duly given if personally delivered or sent by mail or cable, telex or
facsimile transmission confirmed by letter, addressed to Lan Chile S.A., Av. Américo Vespucio Sur 901, Renca, Santiago de Chile, Chile, Attention: General Counsel, facsimile number: 562-565-2527, or any other place to which the Company may
have transferred its principal office with notice to the Depositary.



Any and all notices to be given to the Depositary shall be deemed to have been duly given if in English and personally delivered or sent by mail or cable, telex or facsimile transmission confirmed by letter, addressed to The Bank of New
York, 101 Barclay Street, New York, New York 10286, Attention: American Depositary Receipt Administration, or any other place to which the Depositary may have transferred its Corporate Trust Office with notice to the Company.



Any and all notices to be given to any Owner shall be deemed to have been
duly given if personally delivered or sent by mail or cable, telex or facsimile transmission confirmed by letter, addressed to such Owner at the address of such Owner as it appears on the transfer books for Receipts of the Depositary, or, if such
Owner shall have filed with the Depositary a written request that notices intended for such Owner be mailed to some other address, at the address designated in such request.



Delivery of a notice sent by mail or cable, telex or facsimile transmission shall be deemed to be effective at the time when
a duly addressed letter containing the same (or a confirmation thereof in the case of a cable, telex or facsimile transmission) is deposited, postage prepaid, in a post-office letter box. The Depositary or the Company may, however, act upon any
cable, telex or facsimile transmission received by it, notwithstanding that such cable, telex or facsimile transmission shall not subsequently be confirmed by letter as aforesaid.



SECTION 7.06. Submission to Jurisdiction; Appointment of Agent for Service of Process.



The Company hereby (i) irrevocably designates and appoints its Miami office,
located at 9700 South Dixie Highway, Penthouse, Miami, Florida 33156, as the Companys authorized agent upon which process may be served in any suit or proceeding arising out of or relating to the Shares or Deposited Securities, the American
Depositary



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Shares, the Receipts or this Deposit Agreement, (ii) consents and submits to the jurisdiction of any state or federal court in the State of New York in which
any such suit or proceeding may be instituted, and (iii) agrees that service of process upon said authorized agent shall be deemed in every respect effective service of process upon the Company in any such suit or proceeding. The Company agrees to
deliver, upon the execution and delivery of this Deposit Agreement, a written acceptance by such agent of its appointment as such agent. The Company further agrees to take any and all action, including the filing of any and all such documents and
instruments, as may be necessary to continue such designation and appointment in full force and effect for so long as any American Depositary Shares or Receipts remain outstanding or this Agreement remains in force. In the event the Company fails to
continue such designation and appointment in full force and effect, the Company hereby waives personal service of process upon it and consents that any such service of process may be made by certified or registered mail, return receipt requested,
directed to the Company at its address last specified for notices hereunder, and service so made shall be deemed completed five (5) days after the same shall have been so mailed.



SECTION 7.07. Waiver of Immunities.



To the extent that the Company or any of its properties, assets or revenues may have or may hereafter become entitled to, or
have attributed to it, any right of immunity, on the grounds of sovereignty or otherwise, from any legal action, suit or proceeding, from the giving of any relief in any respect thereof, from setoff or counterclaim, from the jurisdiction of any
court, from service of process, from attachment upon or prior to judgment, from attachment in aid of execution or judgment, or from execution of judgment, or other legal process or proceeding for the giving of any relief or for the enforcement of
any judgment, in any jurisdiction in which proceedings may at any time be commenced, with respect to its obligations, liabilities or any other matter under or arising out of or in connection with the Shares or Deposited Securities, the American
Depositary Shares, the Receipts or this Agreement, the Company, to the fullest extent permitted by law, hereby irrevocably and unconditionally waives, and agrees not to plead or claim, any such immunity and consents to such relief and enforcement.



SECTION 7.08. Governing Law.



This Deposit Agreement and the Receipts shall be interpreted and all rights
hereunder and thereunder and provisions hereof and thereof shall be governed by the laws of the State of New York, except with respect to its authorization and execution by the Company, which shall be governed by the laws of Chile.



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IN WITNESS WHEREOF, LAN CHILE S.A. and THE BANK OF NEW YORK have duly executed this Deposit Agreement as
of the day and year first set forth above and all Owners and Beneficial Owners shall become parties hereto upon acceptance by them of Receipts issued in accordance with the terms hereof or any interest therein.



LAN CHILE S.A.By:

/S/ ANDRÉS DEL VALLEName: Andrés Del ValleTitle: ATTORNEY IN FACT




THE BANK OF NEW YORK,as DepositaryBy:

/S/ HERNAN F. RODRIGUEZName: Hernan F. RodriguezTitle:   VICE PRESIDENT




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