Exhibit 4.07
 PARTNERSHIP INTEREST PURCHASE AGREEMENT OF
     1.
    
    PURPOSE AND CONSENT
  1.2.
    
    Consent
   Seller
    
    NUMBER
    
    
    CLASS
    
    
    NUMBER
    
    
    BUYERMARÌA DEL PILAR SANTOS
RIESCO
    
    
    6,385
    
    
    
    B
    
    
    
    17,280
    
    
    
    a
    
    
    
    23,664FRANCISCO JAVIER PRADO
OVALLE (at a private regime)
    
    
    4,353
    
    
    
    B
    
    
    
    25,698
    
    
    
    a
    
    
    
    30,050VITRO CRISTALGLASS1,436
    
    
    
    
    
    
    
    2,25415,026
    
    
    
    
    
    
    
    17,279INVERGAR PARTICIPACIONES
INMOBILIARIAS, S.L.U.
    
    
    7,581
    
    
    
    B
    
    
    
    30,051
    
    
    
    a
    
    
    
    32,30445,076
    
    
    
    
    
    
    
    47,329ISAAC PRADO OVALLE (at a private
regime)
    
    
    10,373
    
    
    
    B
    
    
    
    49,364
    
    
    
    a
    
    
    
    60,100D. RECAREDO PRADO OVALLE (at a
private regime)
    
    
    10,373
    
    
    
    B
    
    
    
    34,339
    
    
    
    a
    
    
    
    45,075ISAAC PRADO BODELÓN and
CONCEPCIÓN OVALLE VALLINAS (profitable regime)
    
    
    10,373
    
    
    
    B
    
    
    
    4,289
    
    
    
    a
    
    
    
    15,025TOTAL




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2.
    
    PURCHASE PRICE
  3.
    
    PAYMENT TERMS
 3.1
    
    The Price shall be paid by Purchaser to Seller in the manner and term set forth
herein as Annex 4. Notwithstanding the referred to in said Annex, Purchaser may pay in
advance the amount in debt, if and when said prepayment is made in cash and in payments
equal to TWO HUNDRED THOUSAND EUROS (200,000 ). Advance payments shall be applied to
utmost amounts, computed with a 5% annual discount rate. For said prepayments, Sellers
shall return the promissory notes (pagarés) corresponding to such payment.
 3.2
    
    On regard to the Price payment:
 3.2.1
    
    Annex 5 includes copy of some executed promissory notes. Sellers hereby
give a final payment letter in the amount of such promissory notes in the amount of
THREE MILLION FOUR HUNDRED EIGHTY THOUSAND EUROS (3,480,000 ). Sellers hereby
assume an unpaid risk and waive to any action against Purchaser for a total or
partial unpaid assumption. Likewise, Annex 6 includes copy of the remaining executed
promissory notes.
 3.2.2
    
    The Parties hereby agree, under essential nature for Sellers, that any
failure to pay any of the promissory notes attached hereto as Annex 6 to Sellers, at
any of the terms established herein, except if such failure to pay has been cured by
Purchaser within the following ten (10) calendar days upon request by Sellers, shall
determine the automatic expiration and demand of all amounts deferred by VITRO
CRISTALGLASS, unless such pending deferred amounts (including the failed amount) are
guaranteed by a bank guarantee upon first demand, which should have been previously
granted ten (10) days prior to the previously mentioned term. In the event of
non-payment, Purchaser shall also be required to pay to Sellers, all damages caused
for such circumstance.
 4.
    
    OWNERSHIP AGREEMENT
 4.1
    
    The Parties hereby agree on an ownership agreement on the entire Partnership Interest
in favor of Sellers if the entire Price of all of the Partnership Interest is not
satisfied by virtue of this Agreement.
 4.2
    
    Given the configuration (with essential character to Sellers) of this purchase and
sale as an exclusive, joint, and related legal business, the reservation of ownership
agreement shall be applied on all Partnership Interest until the last term is satisfied.
Therefore, such agreement (and its consequences) shall continue ruling as to the
partnership interest of those Sellers that had received part of the Price corresponding to
the Partnership Interest sold by them.
 4.3
    
    Therefore, the Parties hereby agree that until the total amount of the Partnership
Interest is paid:
 4.3.1
    
    Sellers shall continue holding their condition as partners of the
Corporation, and shall continue as beneficiaries of any economic right that may
correspond to them as part thereof. On regard to voting rights, Sellers hereby assign
to VIMEXICO all political rights of the Partnership Interest but will not be able to
use them for acts in prejudice of the Partnership Interest value in compliance
hereof. For such purpose, each Seller is bound to grant a special power of attorney in
favor of a representative designated by VIMEXICO for any VITRO CRISTALGLASS meeting to
be held.4.3.2
    
    The capital decrease agreement should not be executed on VITRO CRISTALGLASS
and shall remain pending until VITRO CRISTALGLASS fully and timely satisfies the
Price.




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4.4.
    
    Sellers should not alienate, pledge, encumber nor constitute any personal or real
rights on the Partnership Interest, and shall not allow the existence of any burden or
alienate on any of said Partnership Interest. Any Seller may be declared in bankrupt
(concurso mercantil) as long as the Partnership Interest is subject to such reservation of
ownership agreement. Those Sellers are bound to jointly pay, and in non-fulfillment, to
Purchaser an equal amount to the burden or lien that may result and, as the case may be,
for damages that may cause such circumstance.
 5.
 5.1
    
    The Parties are aware that any capital decrease resolved by the General Meeting shall
not imply a legal assumption of the return of their contribution.
 5.2
    
    Notwithstanding the foregoing, and if for any reason the decrease operation implies a
legal assumption cause the return of their contribution and, in consequence, demand
Sellers the responsibility mentioned in article 8 of the Law of Limited Liability
Corporations, VITRO CRISTALGLASS, VIMEXICO, and VITRO EUROPA jointly assume the obligation
to keep Sellers harmless against any damage that for said circumstance, action, or claim
may cause to the same due to res iudicata.
 6.
    
    BOND