October 1, 2003

CEMEX, S.A. de C.V. (NYSE: CX) announced today that it and certain selling ADS holders intend, subject to market and other conditions, to commence a public offering of 25.5 million of its American Depositary Shares plus up to an additional 15% of that amount to cover over allotments. This transaction will not increase the number of shares outstanding and thus will not dilute existing shareholders. Citigroup Global Markets Inc. will act as global coordinator for the offering.

The ADSs are being offered in connection with the unwinding of several forward contracts entered into between certain banks, including the selling ADS holders, and CEMEX. The selling ADS holders will receive the proceeds of the ADSs being sold by them in the offering, and have agreed to apply such proceeds against amounts CEMEX is obligated to pay under their forward contracts. The selling ADS holders have also agreed to remit to CEMEX any proceeds they receive from the offering in excess of the amount necessary to satisfy CEMEX's obligations under these forward contracts. As of September 30, 2003, the aggregate amount payable by CEMEX to the selling ADS holders under their forward contracts was approximately U.S.$450 million. The proceeds of the sales of the ADSs being offered by CEMEX will be applied against amounts CEMEX is obligated to pay under other forward contracts, with any excess due to CEMEX.

Subject to market conditions, CEMEX intends to use a portion of the net proceeds available to it to conduct a cash tender offer for all or a portion of its outstanding appreciation warrants, including appreciation warrants represented by American Depositary Warrants (NYSE: CX.WSB). However, CEMEX is under no obligation to proceed with the appreciation warrant tender offer.

CEMEX intends to use the remaining portion of the net proceeds available to it from the offering for general corporate purposes, including the repayment of debt.

Rodrigo Treviño, Chief Financial Officer, said: "This non-dilutive equity offering is in line with our objectives and stated financial strategy. We believe this is an important step and one of several that we have taken during the course of the year to simplify our capital structure."

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, when available, 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.

This press release contains forward looking statements and information that are necessarily subject to risks, uncertainties and assumptions. The proposed ADS offering and cash tender offer for the appreciation warrants are dependent upon market conditions, which are subject to change. In addition, many factors could cause the actual results, performance or achievements of CEMEX to be materially different from those expressed or implied in this release, including, among others, changes in general economic, political, governmental and business conditions globally and in the countries in which CEMEX does business, changes in interest rates, changes in inflation rates, changes in exchange rates, the level of construction generally, changes in cement demand and prices, changes in raw material and energy prices, changes in business strategy and various other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein. CEMEX assumes no obligation to update or correct the information contained in this press release.

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