LETTER 1 upload11.txt COMMENT LETTER September 2, 2004 Dilia M. Caballero, Esq. Dechert LLP 1775 I Street, N.W. Washington, DC 20006 Re: The Mexico Fund, Inc. SEC File Numbers: 333-118013 and 811-3170 Dear Ms. Caballero: We have reviewed the registration statement on Form N-2 filed on behalf of The Mexico Fund, Inc. ("Fund") on August 6, 2004, for the purpose of registering additional shares to be sold in connection with a transferable rights offering. We have the following comments. Prospectus General 1. We note that portions of the filing are incomplete. We may have additional comments on such portions when you complete them in a pre- effective amendment, on disclosures made in response to this letter, on information supplied supplementally, or on exhibits added in any further pre-effective amendments. 2. If the Fund intends to rely on Rule 430A under the Securities Act to omit certain information from the form of prospectus included with the registration statement that is declared effective, please identify the omitted information to us supplementally, preferably before filing the Fund`s final pre-effective amendment. 3. If the Fund has submitted or expects to submit an exemptive application or no-action request in connection with its registration, please so inform us. Cover Page 4. The prospectus states "The Rights entitle the holders to purchase one new share of common stock for every [ ] rights held...." Please note that the ratio of a transferable rights offering that is offered at below net asset value should not exceed one new share for each three rights held. Please disclose the number of rights needed to subscribe to one share. Fund Expenses, page 12 5. Footnote 2 to the Fee table states that "Other Expenses" have been estimated for the current fiscal year. Supplementally, please explain the basis for the estimate including whether it was based on last year`s expense ratio. Management Agreement, page 54 6. Page 55 states "For these services, the Adviser is paid ... a fee for services rendered for each repurchase offer conducted by the Fund." Please disclose the amount of such fee. Considerations in Approving Management Agreement, page 57 7. The prospectus states that the Fund implemented a new portfolio strategy. Please briefly disclose in the prospectus the timing and nature of such strategy. Tandy Letter 8. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings reviewed by the staff to be certain that they have provided all information investors require for an informed decision. Since the fund and its management are in possession of all facts relating to the fund`s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. Notwithstanding our comments, please furnish a letter acknowledging that * should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; * the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the fund from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and * the fund may not assert this action as defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. In addition, please be advised that the Division of Enforcement has access to all information you provide to the staff of the Division of Investment Management in connection with our review of your filing or in response to our comments on your filing. We will consider a written request for acceleration of the effective date of the registration statement as a confirmation of the fact that those requesting acceleration are aware of their respective responsibilities. We will act on the request and, pursuant to delegated authority, grant acceleration of the effective date. * * * * * * * * Response to this letter should be in the form of a pre- effective amendment filed pursuant to Rule 472 under the Securities Act. Where no change will be made in the filing in response to a comment, please indicate this fact in a supplemental letter and briefly state the basis for your position. Please contact the undersigned at (202) 942-0550 should you have any questions regarding this letter. Sincerely, Keith A. O`Connell Senior Counsel ?? ?? ?? ?? 1