October 29, 2003

CEMEX, S.A. de C.V. (NYSE: CX) announced today that a total of 29.325 million ADSs were sold by it and certain selling ADS holders in the non-dilutive equity offering, which includes the sale of 25.5 million ADSs completed on October 21, 2003, and the sale of an additional 3.825 million ADSs to cover over-allotments completed today. The underwriters fully exercised their option to purchase the additional 3.825 million ADSs from CEMEX and the selling ADSs holders to cover over-allotments.

The 29.325 million ADSs were sold in the form of both ADSs and CPOs, comprised of 23.325 million ADSs and 30 million CPOs. One ADS represents five CPOs. The ADSs were offered to the public at a price of US$23.15 per ADS, and the CPOs were offered to the public at a price of MXP52.07 per CPO.

The aggregate proceeds of the offering, including proceeds from the exercise of the over-allotment option, received by CEMEX and the selling ADS holders were approximately US$660 million, after underwriting discounts and commissions. Approximately US$538 million of these proceeds will be used to unwind several forward contracts entered into between certain subsidiaries of CEMEX and certain banks, including the selling ADS holders, with the remaining approximately US$122 million, before expenses of the offering, to be paid to CEMEX.

This transaction did not increase the number of shares outstanding and thus did not dilute shareholders.

Shelf Registration Statements relating to these securities have been filed with the Securities and Exchange Commission and are effective. This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

The offering is made solely by prospectus. Copies of the prospectus supplement and prospectus may be obtained from the Prospectus department of Citigroup Global Markets Inc. at the following address:

Brooklyn Army Terminal
140 58th Street
Brooklyn, NY 11220
Tel: (718) 765-6732
Fax: (718) 765-6734

CEMEX is a leading global producer and marketer of cement and ready-mix products, with operations primarily concentrated in the world's most dynamic cement markets across four continents. CEMEX combines a deep knowledge of the local markets with its global network and information technology systems to provide world-class products and services to its customers, from individual homebuilders to large industrial contractors. For more information, visit www.cemex.com.

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