Exhibit 8(b)


                                                      Santiago, December 9, 2002


Ladies and Gentlemen,

         We have acted as Chilean counsel to Banco Santander-Chile, a banking
corporation (banco) organized under the laws of the Republic of Chile
("Santander"), in connection with an offer to exchange up to US$300,000,000
principal amount of subordinated notes due 2012 (the "New Notes") and a U.S.
dollar amount in cash in exchange for Santander's outstanding 7% subordinated
notes due 2007. We have participated in the preparation of a Registration
Statement on Form F-4 (the "Registration Statement") filed with the Securities
and Exchange Commission pursuant to the Securities Act of 1933, as amended,
relating to the New Notes.

         We hereby confirm that the discussion set forth in the prospectus
included in the Registration Statement under the caption "Taxation-Chilean
Taxation" is our opinion.

         We are lawyers admitted to practice in the Republic of Chile and the
foregoing opinion is limited to the laws of the Republic of Chile as in effect
on the date hereof.

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to any related supplemental Registration Statement
filed pursuant to Rule 462(b) of the Securities Act and to the reference to our
name under the caption "Legal Matters" in the prospectus forming a part of the
Registration Statement.

                                        Yours sincerely,


                                        /s/ Luis Carlos Valdes C.
                                        Luis Carlos Valdes C.