SC 13D/A

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

(Amendment No. 39)*

Under the Securities Exchange Act of 1934

PACIFIC AIRPORT GROUP

(Name of Issuer)

GRUPO AEROPORTUARIO DEL PACÍFICO, S.A.B. DE C.V.

(Exact Name of Issuer as Specified in its Charter)

SERIES B SHARES

(Title of Class of Securities)

400506101

(CUSIP Number)

Xavier García de Quevedo Topete

Attorney-in-Fact of Grupo México, S.A.B. de C.V.

Attorney-in-Fact of Infraestructura y Transportes México, S.A. de C.V.

Grupo México, S.A.B. de C.V.

Campos Elíseos No. 400

Colonia Lomas de Chapultepec

México City, México 11000

011-5255-1103-5000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

October 2, 2018

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [    ]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).

Page 1 of 10

CUSIP No. 400506101

1.	NAMES OF REPORTING PERSONS Grupo México, S.A.B. de C.V.
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) [    ]           (b) [    ]
3.	SEC USE ONLY
4.	SOURCE OF FUNDS (see instructions)
5.	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) [    ]
6.	CITIZENSHIP OR PLACE OF ORGANIZATION Mexico
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER 9,425,282 (See Item 5)
	8.	SHARED VOTING POWER 56,100,000 (See Item 5)
	9.	SOLE DISPOSITIVE POWER 9,425,282 (See Item 5)
	10.	SHARED DISPOSITIVE POWER 56,100,000 (See Item 5)
11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 65,525,282 (See Item 5)
12.	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) [    ]
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.7%**
14.	TYPE OF REPORTING PERSON (see instructions) CO

** The Reporting Persons note that the number set forth in Row (11) represents 11.7% of the total outstanding Issuer Equity Shares based on the Issuer’s report on Form 20-F for the fiscal year ended December 31, 2017.

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CUSIP No. 400506101

1.	NAMES OF REPORTING PERSONS Infraestructura y Transportes México, S.A. de C.V.
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) [    ]           (b) [    ]
3.	SEC USE ONLY
4.	SOURCE OF FUNDS (see instructions)
5.	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) [    ]
6.	CITIZENSHIP OR PLACE OF ORGANIZATION Mexico
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER 0 (See Item 5)
	8.	SHARED VOTING POWER 56,100,000 (See Item 5)
	9.	SOLE DISPOSITIVE POWER 0 (See Item 5)
	10.	SHARED DISPOSITIVE POWER 56,100,000 (See Item 5)
11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 56,100,000 (See Item 5)
12.	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) [    ]
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.8%
14.	TYPE OF REPORTING PERSON (see instructions) CO

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This Amendment No. 39 (this “Amendment No. 39”) is being filed by Grupo México, S.A.B. de C.V. (“Grupo México”) and Infraestructura y Transportes México, S.A. de C.V., Grupo México’s 75.0%-owned subsidiary (“ITM” and together with Grupo México, the “Reporting Persons”), with respect to the Series B Shares, without par value (the “Shares”), of Pacific Airport Group (the “Issuer”), and it hereby amends the statement of beneficial ownership on Schedule 13D originally filed on July 9, 2010, as further amended on July 12, 2010, July 13, 2010, August 13, 2010, August 25, 2010, September 22, 2010, October 12, 2010, January 25, 2011, February 16, 2011, March 15, 2011, April 12, 2011, June 14, 2011, July 6, 2011, July 13, 2011, July 28, 2011, August 11, 2011, October 3, 2011, November 14, 2011, December 5, 2011, January 30, 2012, April 10, 2013, April 18, 2013, April 25, 2013, November 14, 2013, January 27, 2014, March 11, 2014, April 2, 2014, July 2, 2014, August 12, 2014, September 8, 2014, October 7, 2014, April 6, 2015, September 14, 2015, October 19, 2015, February 1, 2016, March 3, 2016, April 20, 2016, May 26, 2017 and January 9, 2018 (collectively with this Amendment No. 39, the “Schedule 13D”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Schedule 13D.

Item 2. Identity and Background

Item 2 is hereby amended and supplemented by adding the following:

Annex I and Annex II hereto set forth the name, business address, title, present principal occupation or employment of each director and executive officer on the date hereof of Grupo México and ITM, respectively. The information set forth in Annex I and Annex II hereto is incorporated herein by reference.

During the past five years, Grupo México and ITM have not, and, to the best of Grupo México’s and ITM’s knowledge, no person listed in Annex I or Annex II hereto has been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to any civil proceeding of a judicial or administrative body of a competent jurisdiction and as a result of which such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws, or finding any violation with respect to such laws.

Item 5. Interest in Securities of the Issuer

Item 5 is hereby supplemented by adding the following:

(a, b) Since and including January 9, 2018, Grupo México has disposed of 6,312,148 Shares, as described in Item 5(c) below. As of the date hereof, Grupo México beneficially owns a total of 65,525,282 Shares, consisting of 9,425,282 Shares that Grupo México owns directly, and 56,100,000 Shares held by ITM. (References to “Shares” in this Item 5 include the Shares evidenced by ADSs beneficially owned by Grupo México). As of the date hereof, ITM beneficially owns a total of 56,100,000 Shares. The Shares directly owned by Grupo México and ITM represent approximately 1.9% and 11.8%, respectively, or 13.7% in the aggregate, of the total outstanding Shares, based on a total of 476,850,000 Shares outstanding as of December 31, 2017, as reported in the Issuer’s Form 20-F for the fiscal year ended December 31, 2017. Except to the extent described below, Grupo México has the sole power to vote or direct the vote of the 9,425,282 Shares that it owns directly, and has shared power to vote or direct the vote of the 56,100,000 Shares held by ITM. Except to the extent described below, ITM does not have the sole power to vote or direct the vote of any of the 56,100,000 Shares that it owns directly, and has shared power to vote or direct the vote of such Shares. Grupo México has the sole power to dispose or direct the disposition of the 9,425,282 Shares that it owns directly, and has shared power to dispose or direct the disposition of the 56,100,000 Shares held by ITM. ITM does not have the sole power to dispose or direct the disposition of any of the 56,100,000 Shares that it owns directly, and has shared power to dispose or direct the disposition of such Shares. Grupo México’s beneficial ownership of 65,525,282 Shares

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represents 11.7% of the total outstanding Issuer Equity Shares, based on a total of 561,000,000 Issuer Equity Shares outstanding as of December 31, 2017, as reported in the Issuer’s Form 20-F for the fiscal year ended December 31, 2017.

(c) The table below sets forth the transactions in Shares since and including January 9, 2018 by the Reporting Persons. All such transactions were open market sales by Grupo México of Shares on the Mexican Stock Exchange in Mexican pesos. The amounts reported in the “Weighted Average Price Per Share” column below reflect a weighted average price for the Shares sold on the particular day. Certain Shares were sold in multiple transactions on one day, each at a price within the range of prices set forth in the “Range of Prices” column below. The Reporting Persons undertake to provide to the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of Shares sold within the range of prices set forth below.

Date of Transaction		Number of     Shares Sold		Daily Weighted Average Price Per Share (U.S.$)*			Daily Range of Prices (U.S.$)*
	1/9/2018		178,925		10.71	**		10.71-10.71	**
	1/23/2018		191,454		10.82	**		10.80-10.84	**
	1/24/2018		153,144		10.92	**		10.92-10.96	**
	1/25/2018		69,661		10.90	**		10.86-10.95	**
	8/27/2018		100,000		10.21	**		10.21-10.22	**
	8/28/2018		100,000		10.14	**		10.04-10.20	**
	8/29/2018		200,000		10.42	**		10.18-10.46	**
	8/30/2018		200,000		10.36	**		10.25-10.39	**
	8/31/2018		200,000		10.33	**		10.23-10.36	**
	9/3/2018		100,000		10.17	**		10.17-10.27	**
	9/4/2018		100,000		9.96	**		9.86-10.16	**
	9/5/2018		100,000		9.97	**		9.89-10.06	**
	9/6/2018		100,000		10.08	**		9.96-10.15	**
	9/7/2018		100,000		10.04	**		9.92-10.15	**
	9/10/2018		100,000		10.11	**		10.06-10.21	**
	9/11/2018		100,000		10.12	**		10.03-10.21	**
	9/12/2018		200,000		10.46	**		10.16-10.65	**
	9/13/2018		200,000		10.70	**		10.64-10.84	**
	9/14/2018		200,000		10.60	**		10.49-10.72	**
	9/17/2018		200,000		10.56	**		10.46-10.64	**
	9/18/2018		200,000		10.67	**		10.54-10.73	**
	9/19/2018		200,000		10.66	**		10.63-10.71	**
	9/20/2018		200,000		10.64	**		10.57-10.67	**
	9/21/2018		200,000		10.53	**		10.46-10.66	**
	9/24/2018		200,000		10.42	**		10.35-10.49	**
	9/25/2018		200,000		10.44	**		10.39-10.46	**
	9/26/2018		200,000		10.56	**		10.52-10.67	**
	9/27/2018		200,000		10.72	**		10.62-10.81	**
	9/28/2018		200,000		10.74	**		10.62-10.96	**
	10/1/2018		65,316		11.07	**		10.99-11.11	**
	10/2/2018		200,000		10.87	**		10.79-11.01	**
	10/3/2018		200,000		10.71	**		10.64-10.82	**
	10/4/2018		200,000		10.51	**		10.46-10.58	**
	10/5/2018		200,000		10.65	**		10.62-10.68	**
	10/8/2018		200,000		10.57	**		10.56-10.65	**
	10/9/2018		200,000		10.43	**		10.35-10.55	**
	10/10/2018		200,000		10.34	**		10.28-10.43	**
	10/11/2018		100,000		10.10	**		10.06-10.21	**
	10/12/2018		26,729		10.21	**		10.13-10.29	**
	10/15/2018		26,919		10.14	**		10.14-10.16	**

* Prices do not include broker commissions.

** Reported prices reflect conversion into U.S. dollars based upon the peso/dollar exchange ratio at close for such date (as reported by Bloomberg L.P.).

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Item 7. Material to be Filed as Exhibits

Exhibit No.	Title
1	Power of Attorney, dated May 9, 2007 (English translation)
2	Power of Attorney, dated August 7, 2012 (English translation)

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SIGNATURE

After reasonable inquiry and to the best of their knowledge and belief, each of the undersigned certifies that the information set forth herein is true, complete and correct.

Dated as of: October 17, 2018

GRUPO MÉXICO, S.A.B. DE C.V.
By:	/s/ Xavier García de Quevedo Topete
	Name:	Xavier García de Quevedo Topete
	Title:	Attorney-in-Fact
By:	/s/ Mauricio Ibañez Campos
	Name:	Mauricio Ibañez Campos
	Title:	Attorney-in-Fact
INFRAESTRUCTURA Y TRANSPORTES MÉXICO, S.A. DE C.V.
By:	/s/ Xavier García de Quevedo Topete
	Name:	Xavier García de Quevedo Topete
	Title:	Attorney-in-Fact
By:	/s/ Mauricio Ibañez Campos
	Name:	Mauricio Ibañez Campos
	Title:	Attorney-in-Fact

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Annex I

GRUPO MÉXICO

Directors and Executive Officers

DIRECTORS AND EXECUTIVE OFFICERS OF GRUPO MÉXICO. The following table sets forth the name, principal business address, title and present principal occupation or employment of each director and executive officer of Grupo México. Each such person is a citizen of Mexico.

Name of Director or Executive	Business Address	Title	Present Principal Occupation or Employment
Germán Larrea Mota Velasco	Campos Elíseos No. 400, Fl 12, Col. Lomas de Chapultepec, C.P. 11000 Mexico City	Chairman of the Board, President and Chief Executive Officer	Chairman of the Board, President and Chief Executive Officer of Grupo México
Alfredo Casar Pérez	Bosques de Ciruelos No. 99 - Fl 4, Col. Bosques de las Lomas, C.P. 11700 Mexico City	Director	Chief Executive Officer of Ferrocarril Mexicano, S.A. de C.V.
Oscar González Rocha	Torre Parque Reforma. Avenida Campos Eliseos No. 400 - Fl 9. Col. Lomas de Chapultepec. C.P. 11000, Mexico City	Director	Chief Executive Officer and President of Southern Copper Corporation
Xavier García de Quevedo Topete	Edificio Park Plaza Torre 1, Javier Barros Sierra 540 Fl 9, Col. Santa Fe, C.P. 01219 Mexico City	Vice President of the Board and Executive Vice President	Executive Vice President of Grupo México
Emilio Carrillo Gamboa	Torre Parque Reforma. Avenida Campos Eliseos No. 400 Fl 16, Col. Lomas de Chapultepec, C.P. 11000, Mexico City	Director	Partner at Bufete Carrillo Gamboa, S.C.
Fernando Ruiz Sahagún	Av. Vasco de Quiroga No. 2121 Fl 4, Col. Peña Blanca Santa Fe, C.P. 01210 Mexico City	Director	Counsel at Chevez, Ruiz, Zamarripa y Cía, S.C.
Antonio Madero Bracho	Monte Pelvoux No. 220 Fl 8, Col. Lomas de Chapultepec, C.P. 11000 Mexico City	Director	Executive President of San Luis Rasinni Corporation, S.A. de C.V.
Prudencio López Martínez	Bosque de Ciruelos No. 180, Int. 902, Col. Bosques de las Lomas C.P. 11700 Mexico City	Director	President of Sanvica, S.A. de C.V.
Claudio X. González Laporte	Jaime Balmes No. 8, Fl 9, Col. Los Morales Polanco C.P. 11510 Mexico City	Director	Chairman of the Board and General Director of Kimberly Clark de México, S.A. de C.V.
Rolando Vega Sáenz	Corporativo Arcos Norte “B” Paseo de los Tamarindos No. 60 Fl 5, Col. Bosques de las Lomas, Mexico City	Director	General Director of Seguros Atlas, S.C.
Antonio del Valle Ruiz	Paseo de la Reforma 365, Fl 1, Col. Cuauhtémoc, C.P. 06500 Mexico City	Director	President Emeritus of Grupo Kaluz, S.A. de C.V.
Carlos Prieto Sierra	Marcella No. 44, Col. Juárez, C.P. 06600 Mexico City	Director	President of Escuela Bancaria Comercial EBC
Carlos Rojas Mota Velasco	Torre Virreyes, Pedregal No. 24, Fl 19, Col. Molino del Rey, C.P. 11040 Mexico City	Director	General Director of Grupo Rotoplas, S.A. de C.V.
Marlene Finny de la Torre	Edificio Park Plaza Torre 1, Javier Barros Sierra 540, Fl 9, Col. Santa Fe, C.P. 01219 Mexico City	Chief Financial Officer of Grupo México	Chief Financial Officer of Grupo México

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Annex II

INFRAESTRUCTURA Y TRANSPORTES MÉXICO

Directors and Executive Officers

DIRECTORS AND EXECUTIVE OFFICERS OF INFRAESTRUCTURA Y TRANSPORTES MÉXICO. The following table sets forth the name, principal business address, title and present principal occupation or employment of each director and executive officer of Infraestructura y Transportes México. Each such person is a citizen of Mexico.

Name of Director or Executive	Business Address	Title	Present Principal Occupation or Employment
Germán Larrea Mota Velasco	Campos Elíseos No. 400, Fl 12, Col. Lomas de Chapultepec, C.P. 11000 Mexico City	Chairman of the Board, President and Chief Executive Officer	Chairman of the Board, President and Chief Executive Officer of Grupo México
Alfredo Casar Pérez	Bosques de Ciruelos No. 99 - Fl 4, Col. Bosques de las Lomas, C.P. 11700 Mexico City	Director	Chief Executive Officer of Ferrocarril Mexicano, S.A. de C.V.
Octavio Ornelas Esquinca	Edificio Park Plaza Torre 1, Javier Barros Sierra 540 Fl 9, Col. Santa Fe, C.P. 01219 Mexico City	Director	Chief Financial Officer of Infrastructure Division of Grupo México
Arturo Elías Ayub	Lago Zurich No. 245, Fl 15 Torre Carso, Col. Granada, C.P. 11529 Mexico City	Director	Corporate and International Banking Director of Teléfonos de México, S.A.B. de C.V.
Luis Roberto Frias Humphrey	Paseo de las Palmas No. 736, Col. Lomas de Chapultepec, C.P. 11000 Mexico City	Director	Strategic Alliances Communications Director of Grupo Financiero Inbursa, S.A.B. de C.V.
Roberto Slim Seade	Londres 130, Zona Rosa, Col. Juárez, C.P. 06600 Mexico City	Director	General Director of Ostar Grupo Hotelero

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Exhibit Index

Exhibit No.	Title
1	Power of Attorney, dated May 9, 2007 (English translation)
2	Power of Attorney, dated August 7, 2012 (English translation)

Page 10 of 10

EX-99.1

Exhibit 1

UNOFFICIAL TRANSLATION OF POWER OF ATTORNEY GRANTED BY GRUPO MÉXICO, S.A.B. DE

C.V. IN FAVOR OF FRANCISCO XAVIER GARCÍA DE QUEVEDO TOPETE

“BOOK NUMBER TWO THOUSAND NINE HUNDRED EIGHTEEN

PUBLIC DEED ONE HUNDRED TWENTY-TWO THOUSAND FIVE HUNDRED SEVENTY-THREE

IN MEXICO, FEDERAL DISTRICT, on May nine of two thousand seven, before me, Mr. CECILIO GONZÁLEZ MÁRQUEZ, Notary Public number one hundred and fifty one of the Federal District, appeared Mr. ALFREDO GUTIERREZ QUIROZ, in his capacity of special delegate of “GRUPO MÉXICO”, SOCIEDAD ANÓNIMA BURSÁTIL DE CAPITAL VARIABLE, and:

Requested this notary to formalize in relevant part the minute of the meeting of the board of directors of the mentioned corporation, held in Mexico City, Federal District, on January twenty six of two thousand and seven at twelve o’clock.

To that effect, such person appearing before me shows to me and I attest that I have seen the respective minute, which is contained in a separate file from the board of directors minutes book, which pursuant to the declaration made under oath, was not available at the moment in which the meeting took place. Pursuant to such request, I transcribe in relevant part the relevant minute, which consists of twelve useful pages with text only on one side and is signed by the president and the secretary of the meeting, certified copies of such minute are attached to the appendix of this deed marked with the letter “A”; and of such minute I copy the relevant sections as follows:

“GRUPO MÉXICO, S.A.B. DE C.V.

BOARD OF DIRECTORS MEETING

JANUARY 26, 2007

In Mexico City, Federal District, at 12:00 hours of January 26, 2007, a meeting of the Board of Directors of GRUPO MÉXICO, S.A.B. DE C.V. was held at the offices located in 99 Bosques de Ciruelos street, fourth floor, Col. Bosques de las Lomas, with the attendance of the Non-Independent Board Members Messrs. Germán Larrea Mota Velasco, Genaro Larrea Mota Velasco, Oscar González Rocha, Xavier García de Quevedo and Alfredo Casar Pérez. The Independent Board Members Messrs. Claudio X. González, José Mendoza Fernández, Emilio Carrillo Gamboa, Fernando Ruiz Sahagún and Agustín Santamarina V. In addition, Mr. Rolando Vega Iñiguez, Special Advisor to the Board of Directors and Mr. Alberto De la Parra Zavala, Secretary of the corporation, also attended to the meeting.

Having quorum, the meeting was opened with Mr. Germán Larrea Mota Velasco, President of the Board of Directors, acting as President of the meeting, and Mr. Alberto De la Parra Zavala, Secretary of the Board, acting as Secretary of the meeting.

The President informed to the Board the matters for which this meeting was called and with respect to such matters the following resolutions were agreed:

9.    GRANTING OF POWERS OF ATTORNEY.

This Board of Directors agreed to grant and to revoke the following powers of attorney:

I) GRANTING OF POWERS OF ATTORNEY

B.    In favor of Messrs. Oscar González Rocha, Alfredo Casar Pérez, Francisco Xavier García de Quevedo Topete, Gabino Páez González, Alberto De la Parra Zavala and Daniel Muñiz Quintanilla, in the following terms:

1.-    General power for lawsuits and collections with all the general and special authorities, including the authorities that require a special clause pursuant to the law, in the terms of the first paragraph of Article 2554 and Article 2587 of the Civil Code for the Federal District (Código Civil para el Distrito Federal) and its correlatives of the Federal Civil Code (Código Civil Federal) and the Civil Codes of the States of the Republic (Códigos Civiles de los Estados de la República), including the authority to withdraw, including from “amparo” proceedings, file criminal accusations and complaints, settle, appoint arbitrators, make and respond to requests for admission, recuse judges, receive payments, file all types of appeals or recourses, consent to judgments, make biddings in judicial auctions or sales, intervene in investigations and criminal procedures in which the corporation is a party, assist the Public Ministry (Ministerio Público), bring criminal indemnity actions and actions for damages, withdraw from all of the mentioned proceedings, grant waivers and in general take all legal actions necessary for the defense and protection of the rights of the corporation before Civil, Federal, State, Municipal, Military and Labor authorities of any nature, including the Secretary of Labor and Social Security and Federal and Local Labor tribunals.

This power of attorney expressly authorizes the attorneys-in-fact to appear in the conciliatory stage and in each and all stages, hearings and proceedings to take place in labor trials referred to by Articles 876, 878 and other related Articles of the Federal Labor Law (Ley Federal del Trabajo), with all of the powers corresponding to such representation, including the authority set forth in Article 11 of the Federal Labor Law (Ley Federal del Trabajo).

This power of attorney will be exercised individually by the persons mentioned above.

2.-    Power of attorney for acts of administration in accordance with the second paragraph of article 2554 of the Civil Code for the Federal District (Código Civil para el Distrito Federal) and its correlatives of the Civil Codes of the States of the Republic (Códigos Civiles de los Estados de la República), including the authority to acquire all classes of goods and rights. This power of attorney shall be exercised jointly by any two of the persons mentioned above or by any one of them jointly with another person that has the same or is hereafter granted sufficient powers.

3.-    Power to grant special powers of attorney and to revoke the powers that they may grant.

2

For the granting and revocation of powers of attorney with the authority described in paragraph 1 above, the attorneys-in-fact may act individually and for the granting and revocation of powers of attorney with the authority described in paragraph 2 above, the attorneys-in-fact shall act jointly with another person that has the same or is hereafter granted sufficient powers.

It is agreed that the powers of attorney granted in this section B. have been granted to the attorneys-in-fact independently of any other powers of attorney that the corporation may have granted to them prior to the date of this meeting. Thus those prior powers of attorney may be exercised by the attorneys-in-fact, in the terms in which they were conferred, as long as those powers of attorney are not expressly revoked or the attorneys-in-fact relinquish them.

Finally, this Board of Directors agreed to appoint, as special delegates with all the necessary authorities, Messrs. Germán Larrea Mota Velasco, Alberto De la Parra Zavala, Alfredo Gutiérrez Quiroz and Leticia Hurtado Camarena, to any of them appear, indistinctly, before the Notary Public of choice and formalize the granting and revocation of the mentioned powers of attorneys.

Having no further matters to discuss, the meeting was adjourned and the corresponding minute was drafted, which was then signed by the President and the Secretary.

PRESIDENT - Mr. Germán Larrea Mota Velasco.- SECRETARY - Mr. Alberto De la Parra Zavala”.- Signatures.

Accordingly, the appearing party grants the following:

CLAUSES

FIRST.- The relevant sections of the Board of Directors Meeting Minute of the corporation named “GRUPO MÉXICO”, SOCIEDAD ANÓNIMA BURSÁTIL DE CAPITAL VARIABLE, held in Mexico, Federal District on January twenty six of two thousand seven, at twelve o’clock is hereby formalized in the terms previously transcribed.

SECOND.- The agreement to grant a power of attorney in favor of Messrs. OSCAR GONZALEZ ROCHA, ALFREDO CASAR PEREZ, FRANCISCO XAVIER GARCIA DE QUEVEDO TOPETE, GABINO PAEZ GONZALEZ ALBERTO DE LA PARRA ZAVALA and DANIEL MUÑIZ QUINTANILLA , subject to the terms, conditions and limitations set forth in section I) subsection B. of point nine of the minute formalized in relevant part by means of this instrument, is hereby formalized.

LEGAL CAPACITY

The appearing party represents, under oath, that the corporation has the legal capacity to execute this act and evidences the representation that holds of the corporation, which has not been revoked nor modified in any way, with documents that shows to me and that I, the Notary, describe in the appendix of this deed marked with letter “B” in order to be transcribed in the counterparts to be issued of this deed.

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I, THE NOTARY, VERIFY THAT:

I.-    I had on sight the documents described in the appendix of this deed;

II.-    I do not have any indication that the minute being formalized by means of this instrument is false;

III.-    I informed the appearing party of his right to personally read this instrument;

IV.-    I personally know the appearing party, who has the legal capacity to enter into contracts and undertake obligations, the same with respect to the corporation represented; and

V.-    The appearing party, who after being warned by the undersigned Notary of the felonies that are incurred by those who declare false information, declared that:

He is Mexican by birth and son of Mexican parents, from Mexico, Federal District, where he was born on April fourteen nineteen fifty two, married, lawyer, with an address at …

… After having been read this deed to the appearing party, I explained its value and the legal consequences of its content. The appearing party expressed his conformity with the deed and granted, ratified and signed this deed on May fourteen of two thousand seven. This deed is authorized definitively by me.- I give faith.

ALFREDO GUTIÉRREZ QUIROZ.- SIGNATURE.- C. GONZÁLEZ.- SIGNATURE.- AUTHORIZING SEAL.

DOCUMENTS MARKED WITH LETTER “B” OF THE APPENDIX TO THIS DEED.

...”

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EX-99.2

Exhibit 2

UNOFFICIAL TRANSLATION OF POWER OF ATTORNEY GRANTED BY GRUPO MÉXICO, S.A.B. DE

C.V. IN FAVOR OF MAURICIO IBAÑEZ CAMPOS

“PUBLIC DEED THIRTY-SIX THOUSAND NINE HUNDRED SIXTEEN

BOOK NUMBER EIGHT HUNDRED EIGHTY-NINE

In Mexico, Federal District, on August 7 of two thousand twelve.

I, MR. JOSÉ LUIS VILLAVICENCIO CASTAÑEDA, Notary Public number two hundred eighteen of the Federal District, certify the POWER OF ATTORNEY granted by “GRUPO MÉXICO”, SOCIEDAD ANÓNIMA BURSÁTIL DE CAPITAL VARIABLE, represented by Messrs. DANIEL MUÑIZ QUINTANILLA and FRANCISCO JAVIER GARCÍA DE QUEVEDO TOPETE (who also declares to use, from time to time, the name FRANCISCO XAVIER GARCÍA DE QUEVEDO TOPETE), in the following terms:

CLAUSES

SOLE.- “GRUPO MÉXICO”, SOCIEDAD ANÓNIMA BURSÁTIL DE CAPITAL VARIABLE, represented as mentioned, grants to RODRIGO SANDOVAL NAVARRO and MAURICIO IBAÑEZ CAMPOS the following power of attorney:

a) General power for lawsuits and collections with all the general and special authorities, including the authorities that require a special clause pursuant to the law, but without granting authority to transfer assets, in the terms of the first paragraph of article two thousand five hundred and fifty-four and article two thousand five hundred and eighty-seven of the Civil Code for the Federal District (Código Civil para el Distrito Federal) and its correlatives of the Federal Civil Code (Código Civil Federal) and the Civil Codes of the States of the Republic (Códigos Civiles de los Estados de la República), including the authority to withdraw, including from “amparo” proceedings, file criminal accusations and complaints, settle, appoint arbitrators, make and respond to requests for admission, recuse judges, receive payments, file all types of appeals or recourses, consent to judgments, make biddings in judicial auctions or sales, intervene in investigations and criminal procedures in which the corporation is a party, assist the Public Ministry (Ministerio Público), bring criminal indemnity actions and actions for damages, withdraw from all of the mentioned proceedings, grant waivers and in general take all legal actions necessary for the defense and protection of the rights of the corporation before Civil, Federal, State, Municipal, Military, and Labor authorities of any nature, including the Secretary of Labor and Social Security and Federal and Local Labor tribunals.

This power of attorney expressly authorizes the attorneys-in-fact to appear in the conciliatory stage and in each and all stages, hearings and proceedings to take place in labor trials referred to by articles eight hundred seventy-six, eight hundred seventy-eight and other related articles of the Federal Labor Law (Ley Federal del Trabajo), with all of the powers corresponding to such representation, including the authority set forth in article eleven of the Federal Labor Law (Ley Federal del Trabajo).

This power of attorney will be exercised individually by the persons mentioned above.

b) Power of attorney for acts of administration in the terms of the second paragraph of article two thousand five hundred and fifty-four of the Civil Code for the Federal District (Código Civil para el Distrito Federal) and its correlatives of the Federal Civil Code (Código Civil Federal) and the Civil Codes of the States of the Mexican Republic (Códigos Civiles de los Estados de la República Mexicana).

This power of attorney shall be exercised jointly by any two of the persons mentioned above or by any one of them jointly with another person that has the same or is hereafter granted sufficient powers …

… I, THE NOTARY, CERTIFY THAT:

I.-    I duly identified myself as a Notary before the appearing parties, confirmed their identities with the documents attached in the appendix to this deed marked with letter “A, who in my opinion have legal capacity to execute this act;

II.-    The appearing parties represent that all the representations made by them in this deed were made under oath and that the Notary warned them about the felonies that are incurred by those who declare false information to a Notary;

III.-    The represented corporation has the legal capacity to celebrate this act and the authority invoked has not been revoked;

IV.-    The appearing parties represent that they are:

(i)    DANIEL MUÑIZ QUINTANILLA, Mexican by birth, from Mexico, Federal District, where he was born on June four of nineteen seventy-three, married, lawyer, with an address at …;

(ii)    FRANCISCO JAVIER GARCÍA DE QUEVEDO TOPETE, Mexican by birth, from Mexico, Federal District, where he was born on November twenty seven of nineteen forty-six, married, entrepreneur, with an address at …;

V.-    The documents listed and attached to this deed are consistent with the originals of these documents I had on sight;

VI.-    I read this deed to the appearing parties, and I explained its value, content consequences and legal extent; and

VII.-    That with knowledge of its contents and after I informed them of their right to personally read this instrument, they expressed their conformity with, and complete understanding of, the deed and granted it the day of its date ACT in which I AUTHORIZE DEFINITELY.

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I GIVE FAITH.

Signature of DANIEL MUÑIZ QUINTANILLA and FRANCISCO JAVIER GARCÍA DE QUEVEDO TOPETE.- Signature of JOSE LUIS VILLAVICENCIO CASTAÑEDA.

(Authorizing Seal). …”

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