Chilean Subsidiaries

Sudamericana, Agencias Aéreas y Marítimas S.A. ( SAAM )

Constituted under public deed before the Valparaiso notary Rafael L. Barahona Stahr on November 15, 1961. Ministry of Finance Decree 2,009 of February 15, 1962 approved is existence and bylaws and declared it legally constituted.

The company currently has its legal domicile in Valparaiso and Santiago. Its tax registration number is 92.048.000-4.

The company provides the following services in Chile and abroad full agency services for sea, air or terrestrial transportations companies, coastal activities and port services; stevedoring, ship services; tug, launch and mooring services; the construction, development, and operation of ports and port terminals; investment in other related business.

SAAM offers the following services to shipowners and importers and exporters.

Ship Services

 Stevedoring

These port services consist of the planning, execution and control of all work related to loading and unloading of merchandise to and from ships for which SAAM acts as stevedoring agent.

 Port services in private terminals
 Tug services

 Container storage and workshops

SAAM has container depots located strategically in the different ports of Chile and some Latin American ports in Colombia, Ecuador, Peru and Brazil, operated through related companies.

 Ship agency service

Concentrates on the planning, direction and control of activities for providing the services of Ships Agent (Port Agent), Protector Agent and/or Documental Agent.

 Aircraft services at airports
 Launch and pilotage service

Cargo Services

SAAM offers the following cargo services:

 Loading agent
 Freight forwarder
 Overland transport
 River transport
 Barge and ferry services
 Warehousing service
 Refrigerated warehousing
 Net placement and maintenance (salmon)
 Primary zone service in port and airport
 Mass and bulk cargoes.

Notable Events

In Chile, the year 2003 began with the huge challenge of starting up, in record time, the Antofagasta Terminal Internacional S.A.. The company that was awarded the operation of the piers 3 to 7 of Antofagasta Port for a 20-year term. A Gottwald mobile crane was introduced and construction was begun of a mineral loading terminal.

In San Antonio, port operations were consolidated for the principal customers, increasing the company's share of cargo moved through this port to 35%, and to 46% for the movement of containers. The increased demand for warehousing services by important customers in the grains, fertilizers and general cargo markets made it necessary to build two new warehouses at the port with an overall capacity of 5,900 m².

A similar situation occurred at Iquique Port where the market share rose from 31% to 55%. This port also awarded the engineering contract for the construction of an anti-seismic pier for Post-Panamax ships, which was approved by the port authorities.

In Placilla, in Chile's 5th Region, the container terminal has been expanded by 15,000 m² and a 1,200 m² warehouse has been built for distributing wine, providing the start to this service with a global volume of 4 million cases. Finally, it is important to point out the good results of the subsidiary SAAM Extraportuarios S.A., a company that is consolidating itself in the provision of primary zone warehousing services.

In the south of the country, San Vicente Port has consolidated its position as the leading port in the 8th Region and obtained its ISO 9001:2000 certification. The recently-acquired Corral Port not only substantially improved its financial results but, at the operating level, successfully carried out all the unloading of the heavy equipment for an important woodpulp mill project in the Valdivia area, in the process overcoming serious technical challenges.

It is also important to mention the development of warehousing services in Puerto Montt by Reloncaví Ltda., consisting of a new 4,000 m² warehouse to meet the needs of important customers in the fertilizers market. Cargo Park S.A. also built a warehouse in Santiago with an 8,000 m² capacity.

Aquasaam S.A. inaugurated a plant in Chiloé for offering an integral service to the salmon industry, especially relating to the installation, maintenance and manufacture of nets.

In the international area, in Peru, a port operation service was begun at the mining port of Bayovar. In Mexico, an oil platform support services contract came into operation for a term of three years which will mean operating three tugs in the Campeche zone.

There were good results in Colombia and Ecuador. A Gottwald mobile crane was built in the port of Guayaquil and two tugs will allow the renewal and strengthening of its present fleet.

SAAM, together with its associate company Reloncaví Ltda., were awarded the operation and maintenance for fifteen years of the private M´Bopicuá terminal in Uruguay, from which mainly forestry products are shipped.

Finally, the central management of the international area was restructured, dividing it into a Development Management and an International Business Management to improve the management of its foreign businesses.

During 2003, the fleet of SAAM and subsidiaries or associates was increased by four tugs, making a total of 58 own tugs operating in Latin America. These were positioned in three different countries: the "Toquepala" in Peru where eleven tugs are operating in seven ports; the "Fardela II" in Mexico where sixteen tugs operate in six ports; and the "Aguila III" and "Fardela III" which will support the tug services in Chile where seventeen tugs operate throughout the country. These tugs will be based in the ports of Punta Arenas and Valparaiso, replacing the "Fardela" and "Alcatraz" which were re-positioned in Mexico and Ecuador and re-baptized "Saam Otomí" and "Napo" respectively.

In a year marked for its wide exchange rate fluctuations, the results of SAAM and subsidiaries are outstanding and exceed the previous year. The company's net income was Ch$18,293,272,661, equivalent to US$ 30,807,128.

The company's authorized, subscribed and paid capital at December 31, 2003 was

$ 50,627,418,965, equivalent to US$ 85,260,052; CSAV holds 99.9995% of the capital, and Global Commodity Investment Inc. 0.0005%.

The management of the Company is conducted by a Board of eleven Directors, who are elected through a three year-old period.

Chairman
Victor Pino Torche

Vice Chairman
Manuel Grez Matte

Directors
Luis Alvarez Marín
(CSAV Director)

Arturo Claro Fernández
(CSAV Director)

Jaime Claro Valdés
(CSAV Director)

Ricardo Claro Valdés
(Chairman of CSAV)

Patricio García Domínguez
(CSAV Director)

Felipe Lamarca Claro
(Vice Chairman, CSAV)

Baltazar Sánchez Guzmán
(CSAV Director)

Christoph Schiess Schmitz
(CSAV Director)

Patricio Valdés Pérez
(CSAV Director)

General Manager
Alejandro García-Huidobro Ochagavía


Empresa de Transportes Sudamericana Austral S.A.

This Company's objects are to:

a. Purchase, sell, charter and manage ships in general and operate shipping lines in Chile and any other part of the world.

b. Operate shipping agencies and carry out shipping operations in general in Chile and abroad.

c. Purchase, sell, barter, lease and trade in goods and property, merchandise of any kind and carry out any other business or financial operation relating to the business of the company, and to take holdings in other Chilean or foreign companies.

d. Purchase and trade in shares or rights in companies and, in general, undertake any other commercial, maritime, financial or real estate business permitted by Chilean law or permitted in the future.

Its paid capital at December 31, 2003 was US$ 342,043. Compañía Sud Americana de Vapores S.A. holds 99% of the capital and Global Commodity Investment Inc. 1%.

The company produced a profit of US$ 189,520 for the year.

The board and general manager are the following:

Chairman
Ignacio Jiménez Olmo
(CSAV Senior Vice President, Projects)

Directors
Ricardo de Tezanos Pinto Domínguez
(CSAV General Manager)

Juan Antonio Alvarez Avendaño
(CSAV Deputy General Manager)

Fernando Bustamante Feres
(CSAV Senior Vice President Operations and Logistcs)

Odjfell y Vapores S.A.

The objects of this company are to:

a. Purchase, sell, charter and manage ships in general, and operate liner services in Chile or any other part of the world.

b. Operate shipping agencies and carry out shipping operations in general in Chile and abroad

c. Purchase, sell, barter, lease and trade in goods and real estate, merchandise of any kind, and carry out any other business or financial operation relating to the company's business and to take holdings in other Chilean or foreign companies.

d. Purchase and trade shares or rights in companies and, in general, undertake any other commercial, maritime, financial or real estate business permitted by Chilean laws, or permitted in the future.

Its paid capital as of December 31, 2003 was US$ 1,033,439.

Compañía Sud Americana de Vapores S.A. holds 51% of the shares, and Storli ASA 49%.

The company produced a profit of US$ 1,436,902 for the year.

The members of the board and the general manager are the following:

Chairman
Ricardo de Tezanos Pinto Domínguez
(CSAV General Manager)

Directors
Jaime Claro Valdés
(CSAV Director)

Bjorn Sjaastad
Arturo López Titus

General Manager
Héctor Arancibia Sánchez
(CSAV Senior Vice President Shipmanagement)

Foreign Subsidiaries

Corvina Shipping Co. S.A.

The objects of this company are to:

a. Purchase, sale, charter and management of ships in general, and the operation of liner services in Panama or any other part of the world.

b. Operate shipping agencies and carry out shipping operations in general in Panama or abroad.

c. Purchase, sell, barter, lease and trade in goods and property, merchandise of any kind, and carry out any other business or financial operation relating to the business of the company, as well as to take holdings in other Panamanian or foreign companies.

d. Purchase and trade in shares or rights in companies and, in general, undertake any other commercial, maritime, financial or real estate business permitted by the laws of the Republic of Panama, or permitted in the future.

ts paid capital as of December 31, 2003 was US$ 40,600,000 and Compañía Sud Americana de Vapores S.A.'s holding in the company is 99.98%.

Corvina Shipping Co. S.A. owns three ships through subsidiary companies.

The result for the year was a loss of US$ 8,820,689.

Directors
Ricardo de Tezanos Pinto Domínguez
(CSAV General Manager)

Juan Antonio Alvarez Avendaño
(CSAV Deputy General Manager)

Alexander Abfalterer
Juerg Chr. Plattner
Mario Da-Bove Andrade
(Senior Vice President North America Region)

General Manager
Alexander Abfalterer

Tollo Shipping Co. S.A.

The objects of this company are to:

a. Purchase, sell, charter and in general manage ships and operate liner services in Panama or any other part of the world.

b. Operate shipping agencies and undertake maritime operations in general, in Panama or abroad.

c. Purchase, sell, barter, lease and trade in goods and real estate, merchandise of any kind, and undertake any other business or financial operation relating to the business of the company and take holdings in other Panamanian or foreign companies.

d. Purchase and sell shares or rights in companies and in general, undertake any other commercial, maritime, financial or real estate business permitted by the laws of the Republic of Panama, or permitted in the future.

Its paid capital as of December 31, 2003 was US$ 91,840,000 and Compañía Sud Americana de Vapores S.A.'s holding in the company is 99.999%.

Tollo Shipping Co. S.A. owns two ships through subsidiary companies.

The result for the year was a profit of US$ 18,613,059.

Directors
Ricardo de Tezanos Pinto Domínguez
(CSAV General Manager)

Juan Antonio Alvarez Avendaño
(CSAV Deputy General Manager)

Alexander Abfalterer
Juerg Chr. Plattner
Mario Da-Bove Andrade
(Senior Vice President North America Region)

General Manager
Alexander Abfalterer

Inversiones Plan Futuro S.A.

The objects of this company are to:

a. Buy, sell, charter and in general manage ships and operate liner services in Panama or any other part of the world.

b. Operate shipping agencies and undertake maritime operations in general in Panama or abroad.

c. Purchase, sell, barter, lease and trade in goods and real estate, merchandise of any kind, and undertake other business or financial operations relating to its business and take holdings in other Panamanian or foreign companies.

d. Purchase and trade in shares or rights of companies and, in general, undertake any other commercial, maritime, financial, real estate business permitted by the laws of the Republic of Panama or permitted in the future.

During 2003, through its holdings in the associate companies SKS OBO, Tollo produced earnings approximately 45% higher than the previous year. It was a good year for the companies SKS OBO as they obtained a more than 25% increase in sales which was accompanied by an increase in operating margins. Regarding the non-operating result, this was also better than in 2002 because of having more cash and renegotiating its liabilities in good time.

Its paid capital at December 31, 2003 was US$.37,500,000 and the percentage holding of Compañía Sud Americana de Vapores S.A. in it was 99.997%.

The result for the year was a profit of US$ 28,922,990.

Directors
Ricardo de Tezanos Pinto Domínguez
(CSAV General Manager)

Alexander Abfalterer
Juerg Chr. Plattner
Juan Antonio Alvarez Avendaño
(CSAV Deputy General Manager)

Mario Da-Bove Andrade
(Senior Vice President North America Region)

General Manager
Alexander Abfalterer

Inversiones Nuevo Tiempo S.A.

The objects of this company are to:

a. Buy, sell, charter and in general manage ships and operate liner services in Panama or any other part of the world.

b. Operate shipping agencies and undertake maritime operations in general in Panama or abroad.

c. Purchase, sell, barter, lease and trade in goods and real estate, merchandise of any kind, and undertake other business or financial operations relating to its business and take holdings in other Panamanian or foreign companies.

d. Purchase and trade in shares or rights of companies and, in general, undertake any other commercial, maritime, financial, real estate business permitted by the laws of the Republic of Panama or permitted in the future.

Its paid capital at December 31, 2003 was US$ 10,000 and Compañía Sud Americana de Vapores S.A.'s shareholding is 99.99%.

The result for the year was a profit of US$ 708,813.

Directors
Ricardo de Tezanos Pinto Domínguez
(CSAV General Manager)

Alexander Abfalterer
Juerg Chr. Plattner
Mario Da-Bove Andrade
(Senior Vice President North America Region)

Juan Antonio Alvarez Avendaño
(CSAV Deputy General Manager)

General Manager
Alexander Abfalterer

American Transportation Group, LLC

This company provides general ship agency services in the United State of America and Canada and is responsible for all the commercial and operational activities.

ATG provides documentation, logistical, intermodal, port operation and equipment positioning and maintenance services for more than two thousand customers, mostly from the United State of America and Canada.

The subscribed and paid capital amounts to US$ 900,000 and it is 100% owned by CSAV.

The result for the year was a profit of US$ 89,550.

General Manager
Mario Da-Bove Andrade
(Senior Vice President North America Region)

CSAV Norasia Group (China) Shipping Co. Ltd.

This is a limited partnership whose objects are to promote shipping businesses in own ships or those chartered by CSAV, the contracting of freights and the provision of joint services.

Subscribed and paid capital amounted to US$ 150,000 and it is 100% owned by CSAV.

The result for the year was a loss of US$ 20,920.

Directors
Ricardo de Tezanos Pinto Domínguez
(CSAV General Manager)

Juan Antonio Alvarez Avendaño
(CSAV Deputy General Manager)

Alejandro Pattillo Moreira
(Senior Vice President Asia Region)

CSAV GmbH

This is a limited partnership whose object is to represent Compañía Sud Americana de Vapores S.A.

Subscribed and paid capital amounted to 250,000 euros and it is 100% owned by CSAV.

The result for the year was a profit of 14,933 euros.

General Manager
José Pablo Lafuente

Norgistic (China) Ltd.

This is a limited partnership that books and fills containers, and repairs and maintains them, coordinates operations with the cargo terminals, and signs cargo receipts and service contracts with transport companies.

Subscribed and paid capital amounted to US$ 150,000 and it is 100% owned by CSAV.

The result for the year was a loss of US$ 8,421.

Directors
Ricardo de Tezanos Pinto Domínguez
(CSAV General Manager)

Juan Antonio Alvarez Avendaño
(CSAV Deputy General Manager)

Alejandro Pattillo Moreira
(Senior Vice President Asia Region)

Significant Events

a) The board on January 27, 2003 unanimously approved the following ship buildings:

1. Three container ships with a 5,500 TEU capacity each to be built by China Shipbuilding Corporation (CSBC), Taiwan. The price will be payable 10% (February 2003) in cash, 30% against building progress and 60% on delivery which is estimated to be January 2005 for the first, May 2005 the second and August 2005 the third. The negotiations provide for the Company to extend the contract to cover the building of another three ships on similar conditions.

2. Two container ships ships with a 4,050 TEU capacity each to be built by the same shipyard. The price will be payable as above and delivery is estimated as April 2005 for the first and July 2005 the second. The negotiations provide for the Company to extend the contract to cover the building of another four ships on similar conditions.

These two contracts are signed jointly with Peter Döhle Schiffahrts KG, with 50% shares, whose structure will be defined later.

3. On the same basis, jointly with Peter Döhle Schiffahrts KG, it was agreed to order two container ships ships with a 3,100 TEU capacity each, as part of a contract for further ships that the German shipowner has with the Polish shipyard Stocznia Szczecinska Nowa. Delivery is estimated for September and December 2003. The negotiations provide for the Company to extend the contract to cover the building of another two ships for delivery in September and December 2004.

CSAV's share of the total investment totals US$ 153,400,000 in firm orders, and will enable it to replace chartered ships with its own or jointly-owned vessels and thus provide greater support for the Company's present services and lines. It will also have options, without any obligations, to acquire up to nine ships on a joint basis, in which case CSAV´s share would be US$ 195,400,000.

b) The board on March 26, 2003

At a Board of Directors Meeting on 25th March 2003, it was agreed to convene a General Meeting of Shareholders on14th April 2003, when it would be proposed that a final dividend No. 307 equivalent to a maximum of 40% of the net income for the year 2002 be distributed, that is, deducting the interim dividends paid on 9th January 2003, the equivalent sum in pesos of US$ 11,588,339.68, which means distributing a dividend equivalent in pesos to US$ 0.0157484 per share, payable on Friday, 25th April 2003, at the rate of exchange prevailing on the date of the Shareholders General Meeting.

c) General management letter dated 02.06.2003

The board, at its meeting held on May 30th, unanimously approved the exercise of purchase options, jointly with Peter Döhle Schiffahrts-GH, for the acquisition of three additional ships (two of 4,050 Teus and one of 5,500 Teus) contemplated in the fleet acquisition project already announced, and approved the extension of the option to acquire a second 5,500 Teu ship.

The board also authorized the exercising of further options mentioned in the announcement of this agreement on each occasion unless some new circumstance makes this unadvisable. If all the options were to be exercised, the acquisition would consist of four 3,100 Teu ships; six 4,050 Teu ships and six 5,500 Teu ships, with a total investment of USD 698.5 million, affecting the two associated shipping companies equally. This process will take place during the period 2003 to 2006 during which the building and delivery of the ships included in this project will take place.

Financing has been confirmed for the building of the 4,050 Teu and 5,500 Teu ships, amounting to USD 562.5 million. This will consist of a bank loan for 90% of each contract (70% covered by the respective ship mortgage and 20% guaranteed independently by Compañía Sud Americana de Vapores S.A. and Peter Döhle Schiffahrts-GH.) and 10% (USD 56.25 million) from the own funds of each of the partners, always in equal proportions.

Confirmation is awaited for the financing of the 3,100 Teu ships under the same structure, for a total cost of USD 136 million.

The guarantees to be provided by the partners will cover financing of up to 20% of the contract value and will be given separately by each of the partners. CSAV will therefore guarantee an amount equivalent to 10% of the value of each contract plus another 2% to cover interest, expenses and other charges.

To carry out this transaction, Compañía Sud Americana de Vapores S.A. and Peter Döhle Schiffahrts-GH, or subsidiaries of either or both of them, will jointly and in equal proportions have to form one or more investment companies and one or more business operating and other holding companies for each of the ships they acquire.

Furthermore, in accordance with clause 57 N^o 5) of Law 18.046, an extraordinary shareholders' meeting of Compañía Sud Americana de Vapores S.A. should authorize the granting of its joint and several guarantee in favor the institution financing the acquisitions and amounting to 10% of the value of each ship acquired (plus a further 12% to cover interest and expenses).

The board therefore called an extraordinary shareholders' meeting for June 27th, which authorized the Company to grant its joint and several guarantee on behalf of the companies formed with Peter Döhle Schiffahrts-GH or any subsidiary thereof, entities that will be associate companies of this Company that, directly or through a subsidiary of it, will hold 50% of its capital - in favor of the institution that finances the ship acquisitions.

d) General management letter dated 21.07.2003

At its meeting N^o.5459 held on July 18th, 2003, the board unanimously resolved:

1. ­ That Compañía Sud Americana de Vapores S.A. guarantee its subsidiary Tollo Shipping Co. S.A., Panama, in favor of a Japanese financial entity for a loan of twenty-four billion yen, equivalent to USD 201,850,294 (two hundred and one million, eight hundred and fifty thousand, two hundred and ninety-four US dollars). The loan, with a term of 30 years, is fully payable in yen on its maturity. Interest will be paid in US dollars semi-annually. The loan may be prepaid, fully or partially, alter the twenty-fifth year on any interest payment date.

The covenants, default clauses and other provisions of the agreement are similar to those of other outstanding loans of the Company or guaranteed by it.

2. - That Compañía Sud Americana de Vapores S.A. guarantee its subsidiary Tollo Shipping Co. S.A., Panama in favor of an American financial institution in cover of one or more yen-dollar exchange rate hedge contracts over the term of the loan mentioned in No.1 above, should the yen revalue over its present level and up to an agreed margin, through the payment of an annual rate payable semi-annually on the interest-payment dates of the loan.

The interest rate and cost of this exchange-rate cover for this financing is 6.3% annually.

Despite the size of this transaction, it should not have any special financial effects as a substantial part of the funds will be used to repay current debts, investments that are already of public knowledge or some projects that complement the businesses of the Company or its subsidiaries.

The transaction should not have any special effect on the market or on the securities issued by the Company.

e) General Management Letter of 08.10.2003

The board meeting N^o.5464 held on October 7 unanimously approved:

That Compañía Sud Americana de Vapores S.A., jointly with Peter Döhle Schiffahrtskontor KG, may sign a shipbuilding contract with the Hyundai shipyard in South Korea (Hyundai Heavy Industries Co. Ltd) for three 6,500 Teus units with an option for another three units.

Delivery of the ships is programmed as follows: a) the first two by the last quarter of 2006 and b) the third, plus the three options, during the first quarter of 2007.

The total investment in the three initial ships to be built will be US$ 203,700,000 and the investment in the three additional ships, should the option be exercised, would be similar. 50% of this investment will correspond to Compañía Sud Americana de Vapores S.A. or a subsidiary and 50% to Peter Döhle Schiffahrtskontor KG or a subsidiary. The price is payable 20% on signing the contract, 20% 6 months from contract signing, 40% during la construction and 20% on delivery.

Subsequent Events

The board, at its meeting held on January 22^nd, 2004, with the unanimous decision of the assisting Directors accepted the resignation presented by Director Mr. Bernardo Larraín Matte.