EXHIBIT 14.1




                        CONSENT OF INDEPENDENT AUDITORS

We hereby consent to the incorporation by reference into (i) the Registration
Statement on Form F-3 (File No. 333-86700) of CEMEX, S.A. de C.V., (ii) the
Registration Statement on Form S-8 (File No. 333-13970) of CEMEX, S.A. de C.V.,
(iii) the Registration Statement on Form S-8 (File No. 333-83962) of CEMEX,
S.A. de C.V. and (iv) the Registration Statement on Form S-8 (File No.
333-86060) of CEMEX, S.A. de C.V., of our report, dated January 15, 2004
(except for note 23, which is as of March 31, 2004), with respect to the
consolidated balance sheets of CEMEX, S.A. de C.V. and subsidiaries as of
December 31, 2002 and 2003, and the related consolidated statements of income,
changes in stockholders' equity and changes in financial position for each of
the years in the three year period ended December 31, 2003, which report
appears in this Annual Report on Form 20-F of CEMEX, S.A. de C.V.



KPMG Cardena Dosal, S.C.

/s/ Leandro Castillo Parada

Leandro Castillo Parada



Monterrey, N.L., Mexico
May 7, 2004