earnings release 2q08

Unconsolidated and Consolidated

Quarterly Financial Information

BR Properties S.A.

June 30, 2008 and March 31, 2008

with Special Review Report of Independent Auditors

BR PROPERTIES S.A.

UNCONSOLIDATED AND CONSOLIDATED QUARTERLY FINANCIAL

INFORMATION

June 30, 2008 and March 31, 2008

Contents

Special Review Report of Independent Auditors ................................................................ 1

Quarterly Financial Information

Balance Sheets ..................................................................................................................... 2

Statements of Operations .................................................................................................... 4

Notes to the Quarterly Financial Information...................................................................... 5

1

A free translation from Portuguese into English of Special Review Report of Independent Auditors on quarterly

financial information prepared in Brazilian currency in accordance with the accounting practices adopted in

Brazil and specific standards established by IBRACON, CFC and CVM

SPECIAL REVIEW REPORT OF INDEPENDENT AUDITORS

The Board of Directors and Shareholders

BR Properties S.A.

1. We have performed a special review of the accompanying unconsolidated and consolidated quarterly

financial information (ITR) of BR Properties S.A. (the Company) for the quarter ended June 30, 2008,

including the balance sheets, the related statements of operations, cash flows and value added, and

accompanying notes, prepared under the responsibility of management.

2. We conducted our review in accordance with specific standards established by the Brazilian Institute of

Independent Auditors (IBRACON), together with the Federal Accounting Council (CFC), which consisted

principally of: (a) inquiries of and discussions with persons responsible for the accounting, financial and

operating areas of the Company and subsidiaries as to the criteria adopted in preparing the quarterly

financial information, and (b) review of the information and subsequent events that had or might have had

material effects on the financial position and results of operations of the Company and subsidiaries.

3. Based on our special review, we are not aware of any material modification that should be made to the

quarterly financial information (ITR) referred to above for it to be in conformity with the standards

established by the Brazilian Securities Commission (CVM), applicable to the preparation of quarterly

financial information, including CVM Ruling No. 469/08.

4. As mentioned in Note 2.2, Law No. 11638 was approved on December 28, 2007, effective as from January

1, 2008. This law amended, revoked and introduced new provisions to Law No. 6404/76 (Brazilian

Corporation Law), resulting in changes in accounting practices adopted in Brazil. Although said Law is

already in force, the main changes introduced by it depend on regulation by regulatory agencies to be fully

applied by the companies. As such, in this transition phase, CVM, through CVM Ruling No. 469, dated

May 2, 2008, allowed non-application of the provisions of Law No. 11638/07 in preparing quarterly

financial information (ITR). In view of this, the accounting information contained in the quarterly

financial information (ITR) for the quarter ended June 30, 2008 was prepared in accordance with specific

CVM rulings and does not consider the changes in accounting practices introduced by Law No. 11638/07.

São Paulo, August 1, 2008, except Note 18, dated August 11, 2008

ERNST & YOUNG

Auditores Independentes S.S.

CRC-2SP015199/O-6

Antonio Humberto Barros dos Santos

Accountant CRC-1SP161745/O-3

2

A free translation from Portuguese into English of quarterly financial information prepared in

Brazilian currency in accordance with the accounting practices adopted in Brazil

BR PROPERTIES S.A.

BALANCE SHEETS

June 30, 2008 and March 31, 2008

(In thousands of reais)

Company Consolidated

June 30,

2008

March 31,

2008

June 30,

2008

March 31,

2008

Assets

Current assets

Cash and cash equivalents (Note 4) 480 87 1,304 2,776

Short-term investments (Note 4) 157,495 210,436 167,223 216,576

Trade accounts receivables (Note 5) - - 8,599 8,267

Advances for acquisition of real estate - - 20,485 452

Recoverable taxes (Note 6) 1,977 1,508 2,419 1,774

Deferred income and social contribution

taxes

Prepaid expenses 87 72 694 508

Other accounts receivable 565 5,589 2,275 5,237

160,604 217,692 235,590

Permanent assets

Investments in subsidiaries(Note 7) 520,454 463,883 - -

Goodwill on investment acquisition(Note 7) 8,080 8,080 9,847 9,487

Property and equipment (Note 8) 532 517 1,116,098 1,079,811

528,986 472,480 1,125,945 1,089,298

Total assets 689.590 690,172 1,328,584 1,324,888

3


June 30,

2008

March 31,

2008

June 30,

2008

March 31,

2008

Liabilities and shareholders’ equity

Current liabilities

Loans and financing (Note 9) - - 61,770 58,997

Trade accounts payable 299 349 1,876 938

Salaries and social charges payable 418 863 505 1,077

Taxes payable 88 595 689 1,173

Provision for income and social

contribution taxes 206

244 594

557

Payables for acquisition of real estate

(Note 10) 341

464 7,580

13,832

Advances - - 299 593

Other accounts payable 69 2 1,514 4,282

1.421 2,517 74,827 81,449

Noncurrent liabilities

Provision for income and social

contribution taxes (Note 11) -

- 52,554

52,771

Loans and financing (Note 9) - - 513,034 503,013

- - 565,588 555,784

Shareholders’ equity

Capital:

Subscribed capital (Note 13) 597,033 597,033 597,033 597,033

Revaluation reserve – subsidiaries 102,018 102,438 102,018 102,438

Accumulated losses (10,882) (11,816) (10,882) (11,816)

688,169 687,655 688,169 687,655

Total liabilities and shareholders’ equity 689,590 690,172 1,328,584 1,324,888

See accompanying notes.

4

BR PROPERTIES S.A.

STATEMENTS OF OPERATIONS

Three month periods ended June 30, 2008 and March 31, 2008



Three month

period ended

June 30, 2008

Three month

period ended

March 31, 2008

Three month

period ended

June 30, 2008

Three month

period ended

March 31, 2008

Gross Revenues from sales:

Lease - 43,950 21,777

Services rendered - 313 65

Taxes on revenues - (4,564) (2,657)

Net revenue from rental - 39,699 19,185

Cost of leased properties and services rendered - (7,523) (3,011)

Gross profit - 32,176 16,174

Operating income (expenses)

General and administrative expenses (5,285) (2,644) (8,045) (3,954)

Financial income (Note 14) 11,113 5,936 11,486 6,097

Financial expenses (Note 14) (220) (69) (32,950) (16,103)

Equity pick-up in subsidiaries (3,319) (1,153) - -

Operating and pretax loss 2,289 2,068 2,667 2,214

Non operating income 30 30 199 116

Income and social contribution

taxes (Note 11) (1,320)

(761) (1,867)

(993)

Loss for the period 999 1,337 999 1,337

See accompanying notes.

5

BR PROPERTIES S.A.

NOTES TO THE QUARTERLY FINANCIAL INFORMATION

June 30, 2008 and March 31, 2008


1. Operations

The Company was incorporated on May 26, 2004 as a stock corporation named Itarema

Participações S.A. On December 22, 2006, its corporate name was changed to BR

Properties S.A. (“BR Properties” or the “Company”).

On December 22, 2006, the Company received contributions from shareholders,

including new shareholders, amounting to R$ 53,000. The major new shareholders were

GP Investments Ltd, Private Equity Partners A, LLC, Private Equity Partners B, LLC,

Reic Brasil Holding LLC, Castlerigg Latin American Investments LLC, Peter L. Malkin

Family 2000 LLC, Talisman Special Purpose Fund Ltd, Tudor Proprietary Trading LLC

and Tudor Brazil Investments LLC.

The shareholders established the Company’s business plan and resolved that it would

operate as a holding engaged in (i) purchase, sale and development of commercial

buildings, existing or to be built; (ii) management of own or third party properties; (iii)

leasing, commercial exploration, rent or sub-rent of own commercial properties,

including those built to suit.

The Company started operations in April 2007, by establishing Special Purpose

Companies (SPCs) to acquire properties and have them rented under commercial lease

agreements, having invested approximatelyR$932 million until June 30, 2008. The

Company also invested close to R$42 million in the acquisition of land banks for future

commercial property developments.

In the second quarter of 2008, the Company invested R$60 million in the acquisition of

the following properties:

On May 8, 2008, the Company, through its subsidiary BRPR XV Empreendimentos e

Participações Ltda., acquired the industrial warehouse Trisoft, located in the city of

Itapeví, state of São Paulo, at Avenida Professor Vernon Krieble, 455.

On May 8, 2008, the Company, through its subsidiary BRPR X Empreendimentos e

Participações Ltda., acquired the commercial building Twin Towers, located in the city

of Belo Horizonte, state of Minas Gerais, at Avenida Raja Gabaglia, 1.725. On June 30,

the Company had made an advance payment of approximately R$20 million, recorded

under current assets.

6

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


1. Operations (continued)

On June 23, 2008, the Company, through its subsidiary BRPR XIX Empreendimentos e

Participações Ltda., acquired the Panamérica II plot of land, located in the city of São

Paulo, state of São Paulo, at Avenida Guido Caloi, 1000.

These properties are rented for terms varying between 4 and 8 years, with the

possibility of being extended for equal periods.

2. Basis of Preparation and Presentation of the Financial Statements

2.1. Quarterly financial information

The quarterly financial information was prepared in accordance with accounting

practices adopted in Brazil, the accounting guidelines in Brazilian Corporation Law and

the accounting rules and procedures established by the Brazilian Securities and

Exchange Commission (CVM).

The preparation of the quarterly information involves the use of accounting estimates.

Such estimates were based on objective and subjective aspects considering

management’s judgment to determine the adequate amount to be recorded in the

financial statements. Significant items subject to these estimates and assumptions

include selection of useful lives and recoverability of property and equipment, credit

risk analysis in determining the allowance for doubtful accounts, as well as the analysis

of other risks to determine other provisions, including provision for contingencies and

measurement of financial instruments and other assets and liabilities at the date of the

financial statements.

Settlement of transactions involving these estimates may result in amounts significantly

different from those recorded in the financial statements due to the uncertainties

inherent in the estimate process.

Income and social contribution taxes were computed based on applicable legislation at

the balance sheet date.

Assets and liabilities are classified as current whenever their realization or settlement is

likely to occur within the following twelve months. Otherwise, these will be shown as

non-current.

7

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


2. Basis of Preparation and Presentation of the Financial Statements (Continued)

2.1. Quarterly financial information (continued)

The consolidated quarterly financial information includes operations of the Company

and the following subsidiaries, in which its ownership interest at June 30, 2008 is

summarized as follows:

Direct

ownership

interest

Consolidation

criterion

BRPR I Empreendimentos e Participações Ltda. 99.99% Full

BRPR II Empreendimentos e Participações Ltda. 99.99% Full

BRPR III Empreendimentos e Participações Ltda. 99.99% Full

BRPR IV Empreendimentos e Participações Ltda. 99.99% Full

BRPR V Empreendimentos e Participações Ltda. 99.99% Full

BRPR VII Empreendimentos e Participações Ltda. 99.99% Full

BRPR VIII Empreendimentos e Participações Ltda. 99.99% Full

BRPR IX Empreendimentos e Participações Ltda. 99.99% Full

BRPR X Empreendimentos e Participações Ltda. 99.99% Full

BRPR XI Empreendimentos e Participações Ltda. 99.99% Full

BRPR XII Empreendimentos e Participações Ltda. 99.99% Full

BRPR XIII Empreendimentos e Participações Ltda. 99.99% Full

BRPR XIV Empreendimentos e Participações Ltda. 99.99% Full

BRPR XV Empreendimentos e Participações Ltda. 99.99% Full

BRPR XVI Empreendimentos e Participações Ltda. 99.90% Full

BRPR XVII Empreendimentos e Participações Ltda. 99.90% Full

BRPR XVIII Empreendimentos e Participações Ltda. 99.90% Full

BRPR XIX Empreendimentos e Participações Ltda. 99.99% Full

BRPR XX Empreendimentos e Participações Ltda. 99.90% Full

BRPR XXI Empreendimentos e Participações Ltda. 99.90% Full

BRPR XXII Empreendimentos e Participações Ltda. 99.90% Full

BRPR XXIII Empreendimentos e Participações Ltda. 99.90% Full

BRPR XXIV Empreendimentos e Participações Ltda. 99.90% Full

BRPR XXV Empreendimentos e Participações Ltda. 99.90% Full

BRPR A Administradora de Ativos Imobiliários Ltda. 99.90% Full

The fiscal years of subsidiaries included in consolidation are the same as those of the

Company, and accounting policies were consistently applied by the consolidated

companies.

For consolidation purposes, subsidiary BRPR I consolidates the operations of its

wholly-owned subsidiary BRPR VI.

The main consolidation procedures are:

8

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008



2.1. Quarterly financial information (continued)

- Elimination of the balance of intercompany assets and liabilities between

consolidated companies;

- Elimination of participation in capital, reserves and retained earnings of consolidated

companies;

- Elimination of the balances of revenues and expenses resulting from intercompany

transactions.

2.2. Changes in the Brazilian Corporation Law – Law No. 11638/07

Law No. 11638, approved on December 28, 2007, amends, revokes and introduces new

provisions in Law No. 6.404, dated December 15, 1976 and Law No. 6385, dated

December 7, 1976. The main objective of these changes is to update Brazilian

Corporation Law to allow convergence of accounting practices adopted in Brazil with

international accounting standards issued by the International Accounting Standards

Board – IASB.

The requirements of this new Law apply to financial statements for fiscal years

beginning on or after January 1, 2008. The referred to requirements are not regarded as

changes in circumstances or estimates and, as such, as a general rule, must be

demonstrated retrospectively. In other words, these new accounting practices are

applied as if they had been effective in all periods presented, with observance of the

standard that addresses “Accounting Practices, Changes in Accounting Estimates and

Correction of Errors”, approved by CVM Resolution No. 506.

On May 2, 2008, CVM Ruling No. 469 was issued, which regulates Law No. 11638/07,

establishing the minimum requirements to be observed in the presentation of the

quarterly financial information (ITR) during 2008. Such Ruling, under certain

conditions, permitted the option of fully adopting the provisions of the mentioned Law.

The Company management opted not to adopt this alternative and, as such, applied Law

No. 11638/07 to the minimum extent required by CVM Ruling No. 469 for presentation

of its quarterly financial information for 2008.

Among the main changes in accounting standards introduced by the new law, we list

below only those which, based on a preliminary analysis made by management, may

come to impact the financial statements of the Company and its subsidiaries for the year

ending December 31, 2008:

9

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008



2.2. Changes in the Brazilian Corporation Law – Law No. 11638/07 (continued)

Analysis of the recoverability of the amounts recorded in fixed, intangible and

deferred assets, as established in Pronouncement No. 01 issued by the Accounting

Pronouncement Board (CPC), approved by CVM Resolution No. 527. Based on

analysis of cash flows of assets, the Company management did not identify amounts

indicating their impairment.

Management and employee share-based compensation – As mentioned in Note 13b,

the Company offers a share purchase option plan to management and major

executives, based on achievement of certain goals. This issue is still pending

regulation by CVM, therefore, had the Company recorded compensation expenses

by means of share purchase options, it is estimated that shareholders’ equity and

P&L for the six-month period ended June 30, 2008 would have been reduced by

approximately R$4 million.

In business combinations between independent parties involving effective transfer

of controlling interest, assets and liabilities of the company to be merged or

resulting from merger or spin-off shall be recorded at market value. As disclosed in

Note 7 c, there was no amortization of goodwill balance of R$ 9,487 at June 30,

2008, which will take place as from 2010 based on net income projections prepared

by management. In the quarter ended June 30, 2008, the Company did not acquire

shareholdings.

Eliminated the possibility of voluntary revaluation of assets and, consequently the

revaluation reserve, including periodic revaluations provided for by CVM

Resolution No. 183, dated June 19, 1995. In view of this, the existing revaluation

reserve recorded before effect of Law No. 11638, dated 2007, including of the

revaluation reserves of subsidiaries and affiliates, may be maintained until their

effective realization or reversed until the end of the year in which Law No. 11638

became effective, i.e. 2008. Company management chose to maintain the existing

balances of the revaluation reserves until their effective realization.

10

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008



2.2. Changes in the Brazilian Corporation Law – Law No. 11638/07 (continued)

Financial instruments, including derivatives must be stated: (i) at market or

equivalent value, when these are for trading or available for sale; and (ii) at cost of

acquisition or issue value, restated according to legal or contractual provisions,

adjusted to probable realization value, when this is lower. Company management

believes that its accounting practices related to financial investments are aligned

with CVM requirements, i.e. no significant effect is expected to result from

adoption of the referred to rule. In relation to derivatives, management is waiting for

regulation of the changes introduced by Law No. 11638 to conduct detailed

analyses to allow proper recording and disclosure relating to this matter.

Noncurrent assets and liabilities must be adjusted to present value. The remaining

balances shall be adjusted to present value only when the effect on the quarterly

financial information is significant. The Company records no current or noncurrent

assets and liabilities that should be adjusted to present value.

Possibility of separately recording transactions to meet tax legislation, and

subsequently the necessary adjustments to comply with accounting practices. The

Company is evaluating the impacts of this change on its internal control structure in

order to better define the practice to be adopted.

Rights related to assets intended for maintenance of Company activities, including

those resulting from operations that transfer benefits, risks and control over the

assets to the Company, such as commercial leasing, must be recorded in permanent

assets. The Company believes that the referred to change will not generate any

significant impact on its financial statements.

Investments in affiliates in whose management significant influence is exerted or

ownership interest of 20% or more in voting capital (and no longer in total capital)

is held, in subsidiaries and in other companies belonging to the same group or that

are under common control must be stated by the equity method. The concept of

significance was eliminated. Company management believes that the referred to

change will not generate any significant impact on the quarterly financial

information.

The Company is disclosing the Statements of Cash Flows and of Value Added as

supplementary information.

11

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


3. Summary of Significant Accounting Practices

a) Determination of profit and loss

Revenues and expenses are recorded on the accrual basis. Revenue is not

recognized if significant uncertainty exists about its collectability.

b) Cash and cash equivalents

Include bank account balances and short-term investments redeemable within 90

days from the balance sheet date, at acquisition cost plus income earned to the

balance sheet date.

c) Investments

Investments in subsidiaries are stated by the equity method.

d) Property and equipment

These are recorded at acquisition cost, plus revaluation of buildings and land,

recognized in December 2007 by subsidiaries, based on the valuation report

prepared by independent appraisers. Depreciation is calculated by the straight-line

method at rates mentioned in Note 8. The revaluation was recognized against the

corresponding reserve in shareholders’ equity, net of tax effects. The revaluation

reserve will be transferred to retained earnings upon depreciation and write-off of

such revalued assets.

e) Goodwill

Goodwill on investment acquisition is based on future economic benefits arising

therefrom and will be amortized according to the yield curves of each business

venture, based on management projections, over no more than 10 years. The

Company periodically reviews its future profitability projections and performs

goodwill impairment tests.

12

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


3. Summary of Significant Accounting Practices (Continued)

f) Liabilities

Liabilities are recognized in the balance sheet when the Company has a legal or

constructive obligation arising from past events, the settlement of which is expected

to result in a cash outflow. Due to uncertainty with respect to the timing and amount

of the cash outflow required for settlement, certain liabilities are estimated as

incurred and recorded as a provision. Provisions are recorded reflecting the best

estimates of the risk involved.

g) Loans and financing

Loans and financing are subject to monetary variations and include respective

charges to the balance sheet date.

h) Payables for acquisition of real estate

These are liabilities contractually established for acquisition of commercial

properties and land, plus underlying interest and monetary restatement, when

applicable.

i) Taxation

Revenues from lease of real estate properties are subject to the following taxes and

mandatory contributions at the following basic tax rates:

Taxes and contributions Abbreviation Rates

Social Contribution Tax on Gross Revenue for

Social Integration Program

PIS 1.65%

Social Contribution Tax on Gross Revenue for

Social Security Financing

COFINS

7.6%

These charges are shown as deductions from revenues from lease of real estate in

the statement of operations. Credits from non-cumulative PIS/Cofins are presented

in the statement of operations net of the cost of leased properties and services

rendered.

Income and social contribution taxes are levied on income.

13

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


3. Summary of Significant Accounting Practices (Continued)

i) Taxation (Continued)

Income tax is determined on taxable profit at 15%, plus a 10% surtax on profits in

excess of R$ 240 in the period of 12 months, while social contribution tax is

calculated on taxable profit at 9% and recognized on the accrual basis.

As provided for in current tax legislation, certain subsidiaries opted for taxable

profit computed as a percentage of gross revenues.

4. Cash and Cash Equivalents


06/30/2008 03/31/2008 06/30/2008 03/31/2008

Cash and cash equivalents 480 87 1.304 2.776

Short-term investments and CDBs 157.495 210.436 167.223 216.576

157.975 210.523 168.527 219.352

These mainly refer to highly-liquid investments (debentures and bank deposit

certificates) with major banks, which are remunerated at rates between 100.7% and

103% of Interbank Deposit Certificate (CDI).

5. Trade Accounts Receivable

Consolidated

06/30/2008 03/31/2008

Rents receivable 8.649 8.267

Condominium shares 912 880

Allowance for doubtful accounts (50) -

9.511 9.147

Under the agreements entered into with clients, rents are usually received until the 10th

business day of the following month. Company management does not expect significant

losses on accounts receivable, reason for which an allowance for doubtful accounts of

only R$ 50 thousand was recorded.

14

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


6. Recoverable Taxes


06/30/2008 03/31/2008 06/30/2008 03/31/2008

Prepaid income and social

contribution taxes 583 583 689 689

PIS recoverable - 1 4 2

COFINS recoverable 1 1 17 7

Withholding income tax – IRRF 1.393 923 1.709 1.076

1.977 1.508 2.419 1.774

7. Investments


06/30/2008 03/31/2008 06/30/2008 03/31/2008

Investments in subsidiaries 520.374 463.883 - -

Goodwill 8.080 8.080 9.487 9.487

528.454 471.963 9.487 9.487

15

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


7. Investments (Continued)

a) Information on subsidiaries at June 30, 2008

Investments in subsidiaries stated by the equity method were determined in

accordance with the balance sheets at June 30, 2008.

Subsidiaries

BRPR I Empreend. e Part. Ltda. 98.741.500 98.741 36.200 129.326 (995) 129.326 (1.218)

BRPR II Empreend.e Part. Ltda. 33.016.000 31.170 27.814 58.694 (543) 58.694 (543)

BRPR III Empreend. e Part. Ltda. 23.785.000 23.785 14.319 38.740 484 38.740 484

BRPR IV Empreend. e Part. Ltda. 66.896.620 66.897 4.317 70.798 585 70.798 585

BRPR V Empreend. e Part. Ltda. 56.869.000 56.869 1.119 58.319 427 58.319 427

BRPR VII Empreend. e Part. Ltda. 22.294.400 22.294 5.954 28.041 103 28.041 103

BRPR VIII Empreend. e Part. Ltda. 15.001.000 15.001 - 13.918 (1.080) 13.918 (1.080)

BRPR IX Empreend. e Part. Ltda. 14.208.771 14.209 12.295 26.751 126 26.751 126

BRPR X Empreend. e Part. Ltda. 20.001.000 20.001 - 19.999 (2) 19.999 (3)

BRPR XI Empreend. e Part. Ltda. 23.451.000 23.451 - 23.423 (26) 23.423 (26)

BRPR XII Empreend. e Part. Ltda. 101.000 101 - 97 (4) 97 (4)

BRPR XIII Empreend. e Part. Ltda. 5.701.000 5.701 - 5.589 (111) 5.589 (111)

BRPR XIV Empreend. e Part. Ltda. 21.851.000 21.851 - 20.032 (1.818) 20.032 (1.818)

BRPR XV Empreend. e Part. Ltda. 8.671.000 8.671 - 8.453 (217) 8.453 (217)

BRPR XVI Empreend. e Part. Ltda. 1.000 1 - (54) (55) (54) (55)

BRPR XVII Empreend e Part. Ltda. 1.000 1 - (1) (2) (1) (2)

BRPR XVIII Empreend e Part. Ltda. 1.000 1 - (1) (2) (1) (2)

BRPR XIX Empreend e Part. Ltda. 18.221.000 18.221 - 18.219 (2) 18.219 (2)

BRPR XX Empreend e Part. Ltda. 1.000 1 - (3) (4) (3) (4)

BRPR A Adm. de Ativos Imob. Ltda 1.000 1 - 33 41 33 41

520.374 (3.319)

Company

Shares/ units

of interest Capital

Revaluation

reserve

Shareholders'

equity

Income (loss)

for the period

Investment book

value Equity pickup

Company’s interest in subsidiaries is described in Note 2.

16

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008



b) Information on the main asset, liability and profit & loss items of subsidiaries at

June 30, 2008

BRPR I Empreend. e Part. Ltda. 4.596 1.407 316.241 322.244 24.041 168.877 129.326 322.244

BRPR II Empreend.e Part. Ltda. 1.308 - 152.450 153.758 9.042 86.021 58.694 153.757

BRPR III Empreend. e Part. Ltda. 3.375 - 94.356 97.731 7.195 51.796 38.740 97.731

BRPR IV Empreend. e Part. Ltda. 4.343 - 136.316 140.659 8.096 61.768 70.798 140.662

BRPR V Empreend. e Part. Ltda. 3.932 - 157.927 161.859 11.576 91.965 58.319 161.860

BRPR VII Empreend. e Part. Ltda. 889 - 56.921 57.810 3.105 26.663 28.041 57.809

BRPR VIII Empreend. e Part. Ltda. 954 - 40.333 41.286 2.888 24.480 13.918 41.286

BRPR IX Empreend. e Part. Ltda. 1.251 - 33.435 34.686 1.601 6.334 26.751 34.686

BRPR X Empreend. e Part. Ltda. 20.014 - - 20.014 15 - 19.999 20.014

BRPR XI Empreend. e Part. Ltda. 171 - 23.613 23.784 360 - 23.423 23.784

BRPR XII Empreend. e Part. Ltda. 127 - 4 131 34 - 97 131

BRPR XIII Empreend. e Part. Ltda. 403 - 14.317 14.720 747 8.384 5.589 14.719

BRPR XIV Empreend. e Part. Ltda. 800 - 49.966 50.766 3.620 27.113 20.032 50.766

BRPR XV Empreend. e Part. Ltda. 487 - 21.565 22.052 1.411 12.186 8.454 22.051

BRPR XVI Empreend. e Part. Ltda. 15 - - 15 69 - (54) 15

BRPR XVII Empreend e Part. Ltda. 1 - - 1 2 - (1) 1

BRPR XVIII Empreend e Part. Ltda. 2 - - 2 3 - (1) 2

BRPR XIX Empreend e Part. Ltda. 139 - 18.083 18.222 3 - 18.219 18.222

BRPR XX Empreend e Part. Ltda. 1 - - 1 4 - (3) 0

BRPR XXI Empreend e Part. Ltda. - - - - - - - -

BRPR XXII Empreend e Part. Ltda. - - - - - - - -

BRPR XXIII Empreend e Part. Ltda. - - - - - - - -

BRPR XXIV Empreend e Part. Ltda. - - - - - - - -

BRPR XXV Empreend e Part. Ltda. - - - - - - - -

BRPR A Adm. de Ativos Imob. Ltda 105 - 38 143 110 - 32 142

42.913 1.407 1.115.566 1.159.886 73.923 565.588 520.374 1.159.885

Equity TotalTotal Current NoncurrentCurrent Noncurrent Permanent

17

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008



b) Information on the main asset, liability and profit & loss items of subsidiaries at

June 30, 2008 (continued)

BRPR I Empreend. e Part. Ltda. 12.779 (3.149) (10.372) (476) (1.218)

BRPR II Empreend.e Part. Ltda. 5.420 (1.602) (4.361) - (543)

BRPR III Empreend. e Part. Ltda. 4.362 (1.215) (2.660) (2) 484

BRPR IV Empreend. e Part. Ltda. 5.795 (1.579) (3.631) - 585

BRPR V Empreend. e Part. Ltda. 7.956 (1.963) (5.566) - 427

BRPR VII Empreend. e Part. Ltda. 2.758 (875) (1.780) - 103

BRPR VIII Empreend. e Part. Ltda. 2.038 (439) (2.679) - (1.080)

BRPR IX Empreend. e Part. Ltda. 1.289 (587) (518) (58) 126

BRPR X Empreend. e Part. Ltda. - - (3) - (3)

BRPR XI Empreend. e Part. Ltda. - - (26) - (26)

BRPR XII Empreend. e Part. Ltda. - - (4) - (4)

BRPR XIII Empreend. e Part. Ltda. 600 (127) (584) - (111)

BRPR XIV Empreend. e Part. Ltda. 613 (430) (2.001) - (1.818)

BRPR XV Empreend. e Part. Ltda. 340 (77) (480) - (217)

BRPR XVI Empreend. e Part. Ltda. - - (55) - (55)

BRPR XVII Empreend e Part. Ltda. - - (2) - (2)

BRPR XVIII Empreend e Part. Ltda. - - (2) - (2)

BRPR XIX Empreend e Part. Ltda. - - (2) - (2)

BRPR XX Empreend e Part. Ltda. - - (4) - (4)

BRPR XXI Empreend e Part. Ltda. - - - - -

BRPR XXII Empreend e Part. Ltda. - - - - -

BRPR XXIII Empreend e Part. Ltda. - - - - -

BRPR XXIV Empreend e Part. Ltda. - - - - -

BRPR XXV Empreend e Part. Ltda. - - - - -

BRPR A Adm. de Ativos Imob. Ltda 312 (45) (216) (10) 41

44.263 (12.088) (34.947) (547) (3.319)

Statement of Operations

Gross

revenues

from lease

and services

Taxes,

rebates and

costs of

leased

properties

Operating

expenses

Income and

social

contribution

taxes

Income (loss)

for the period

18

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008



c) Goodwill

Goodwill on

acquisition –

Company

Goodwill on acquisition of DVR V Empreendimentos Imobiliários Ltda. (i) 1.407

Goodwill on acquisition of Icomap Industria e Comércio Ltda. (ii) 8.080

9.487

(i) This company is the owner of two industrial warehouses located in the city of Jandira, state of

São Paulo. After its acquisition by BR Properties, its corporate name was changed to BRPR VI

Empreendimentos e Participações Ltda.

(ii) This company is the owner of Edifício Icomap located in Rio de Janeiro. After its acquisition by

BR Properties, its corporate name was changed to BRPR IX Empreendimentos e Participações

Ltda.

Goodwill amortization will be recorded according to the net income projections

prepared by management, as shown below:

Year ICOMAP DVR

2010 4% 1%

2011 4% 3%

2012 6% 4%

2013 8% 7%

2014 to 2018 78% 85%

Total 100% 100%

Based on the projected discounted cash flows arising from the assets maintained by

these subsidiaries, Company management did not identify any indication of

impairment of the goodwill recorded at June 30, 2008.

19

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


8. Property and Equipment

Company 06/30/2008 03/31/2008

Annual

depreciation rate

Cost

Accumulated

depreciation

Net

Net

Software 20% 91 (18) 73 15

Facilities 10% 177 (17) 160 85

Furniture and fixtures 10% 142 (16) 126 199

Data processing equipment 20% 220 (49) 173 218

632 (100) 532 517

Consolidated

3/31/2008

Net

Land - 273.221 - 273.221 256.956

Land revaluation - 44.680 - 44.680 44.681

Buildings * 691.427 (12.190) 679.237 658.622

Building revaluation * 111.165 (1.274) 109.891 110.529

Certificates of Additional

Construction Potential -

CEPAC (a) 8.494 - 8.494 8.494

Software 20% 104 (20) 84 15

Facilities 10% 177 (18) 159 87

Furniture and fixtures 10% 149 (16) 132 199

Data processing equipment 20% 230 (46) 184 Telecommunications

equipment 20% 22 (6) 16

1.129.668 (13.570) 1.116.098 1.079.812

Net

229

6/30/2008

Annual

depreciation rate Cost

Accumulated

depreciation

* Depreciation is calculated considering the period in which properties are expected to be used by the Company, for

periods ranging from 33 to 50 years, over the remaining useful life of the assets set out in the valuation reports

issued by independent appraisers.

a) The Company acquired Certificates of Additional Construction Potential – CEPAC in the amount of

R$8,494 issued by the São Paulo Municipal Government to be used, as applicable, to pay construction

area in excess of the standards established by municipal legislation on land use and occupation. In

using the certificates, the corresponding amount is a component of the construction cost of commercial

properties for future lease.

In the quarter ended June 30, 2008, the Company did not enter into any obligation

related to commercial leasing.

20

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


8. Property and Equipment (Continued)

At December 31, 2007, the Company subsidiaries, based on the valuation report issued

by independent appraisers, recorded the revaluation of buildings and land in the amount

of R$155,847 against the revaluation reserve in shareholders’ equity. Deferred income

tax liabilities, amounting to R$52,988 at December 31, 2007, were recorded in Long-

term payables, thereby reducing the balance of that reserve in shareholders’ equity, and

their realization is upon disposal, sale and depreciation of the revalued assets. In the

quarter ended June 30, 2008, there was realization of R$ 1,274 thousand through

depreciation.

9. Loans and Financing

Consolidated

Purpose

Financial

charges

Final

maturity

06/30/2008

03/31/2008 Acquisition of Condomínio Edifício Bonfiglioli IGP M+8.84%

p.a.

04/17/2017 12.410 12.198

Acquisition of Condomínio Panamérica Park and Edifício Plaza Centenário TR+9.90% p.a. 05/25/2017 50.009 50.319 Acquisition of Condomínio Edifício Glória (RJ), a building located at 1280

Avenida Piraporinha, Alphaville Centro Empresarial e Industrial, a building

located in Jundiaí, and a set of commercial warehouses in Itapeví

TR+9.90% p.a. 08/17/2017 143.132 144.298

Acquisition of 2 properties in Jandira CDI+1.27%

p.a.

08/17/2017 37.400 37.596

Acquisition of Edifício Henrique Schaumann

TR+10.15% p.a.

10/17/2017 30.484 30.527

Acquisition of Edifício Generalli (SP) and Edifício Bovespa (RJ)

TR+9.90% p.a. 08/17/2017 25.626 25.908

Acquisition of suites of Edifício Paulista Park, Edifício Berrini, Condomínio

Edifício Isabella Plaza, 3rd floor of Edifício Olympic

Tower, Edifício Joaquim Floriano, Condomínio Edifício Midas, Edifício Number One, suite no. 31 of Edifício Network Empresarial, Celebration and

Athenas.

TR+10.15%

p.a.

08/17/2017 66.835 66.981

Acquisition of buildings MV9, Sylvio Fraga, Raja Hills and Coveright industrial warehouse

TR+9.90% p.a. 12/20/2017 102.140 102.067

Acquisition of buildings Avaya and Presidente Vargas TR+10.15%

p.a.

09/18/2017 26.427 26.727

Acquisition of buildings Birmann 23 and Santo Antônio IGPM+6% p.a. 01/17/2018 27.332 26.710

Acquisition of building Ericsson São José dos Campos TR+10.15%

p.a.

01/17/2018 30.336 29.520

Acquisition of Edifício Hochtief

TR+10.15%

p.a.

01/17/2021

9.109

9.159

Acquisition of Edifício Trisoft TR+10.15% p.a.

04/09/2018 13.566 -

574.804 562.010

Portion maturing over the next 12 months (61.770) (58.997)

Noncurrent liabilities 513.034 503.013

21

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


9. Loans and Financing (Continued)

Properties acquired were used as a security (mortgage) for the repayment of the loans.

Also, guarantees were offered as chattel mortgage of units of interest in borrowing

subsidiaries and assignment in trust of credit rights under lease agreements signed with

the lessees.

Long-term loans and financing mature as follows:

2009 41.556

2010 42.069

2011 42.582

2012 48.737

2013 to 2017 338.090

513.034

10. Payables for Acquisition of Real Estate

These comprise payables for acquisition of commercial properties, as follows:

Consolidated

06/30/2008 03/31/2008

Jundiaí industrial building 3.000 3.000

Edifício Glória 1.500 1.500

Jandira warehouse 1.740 1.740

Cidade Jardim land - 6.128

Interbox 1.000 1.000

Edificio Icomap 340 464

7.580 13.832

22

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


11. Income and Social Contribution Taxes

The Company recorded taxable profit for the quarter ended June 30, 2008 and did not

record deferred income tax assets arising from tax losses related to income and social

contribution taxes, which will be recognized only when there are consistent prospects of

their realization.

Company

06/30/2008

Income before income and social contribution taxes 2.319

Statutory rate 34%

Income and social contribution tax expense at statutory rate (789)

Loss from equity pickup (1.129)

Offset of tax losses 598

Income and social contribution tax expense posted to the statement of operations

for the quarter

(1.320)

The expense with income and social contribution taxes of R$1,867 recorded in the

statement of operations – consolidated refers to R$1,320 Company and R$ 547, paid by

certain subsidiaries computing taxable profit as a percentage of gross revenues. At June

30, 2008, the balance of income and social contribution tax losses was R$ 5,638.

Deferred income and social contribution tax liabilities, in the amount of R$ 52,554

thousand at June 30, 2008 were recorded on the revaluation reserve of property and

equipment items (land and buildings), recorded by the subsidiaries, and on a portion of

the land, and their realization is based on write-offs and depreciation of such revalued

assets.

12. Contingencies

At June 30, 2008, the Company and its subsidiaries and affiliates were parties to civil

proceedings arising from the normal course of business, which, individually, do not

involve significant amounts. Based on the opinion of the Company’s legal advisors and

management assessment, no provision for contingencies was recorded, since there were

no proceedings for which the likelihood of loss was classified as probable.

23

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


13. Shareholders’ Equity

a) Capital

On December 22, 2006, a capital increase was approved in the amount of R$

53,960, which was paid-up on January 8, 2007.

On April 16, 2007, a capital increase was approved and paid-up in the amount of R$

1,080, with the issue of 500,000 common shares.

On May 10, 2007, a capital increase was approved in the amount of R$ 51,566 by

means of private subscription of shares. Relevant contribution took place on May

31, 2007.

On June 19, 2007, the Board of Directors approved a capital increase in the amount

of R$97,140. Relevant contribution took place in July 2007.

On July 27, 2007 the Board of Directors approved a capital increase for the

Company amounting to R$ 97,175, which was paid up in August 2007.

On December 18, 2007, the Board of Directors approved a capital increase in the

amount of R$26,079, by means of private subscription of 13,956,935 common

shares due to the exercise of the subscription warrants granted to shareholder GP

Investments, Ltd. at the Special Shareholders’ Meeting of December 22, 2006.

On December 19, 2007, a capital increase was approved in the amount of

R$270,033, by means of private subscription, with issue of 87,278,150 common

shares, all registered, with no par value, at the price of R$3.09 per share.

At June 30, 2008 paid up capital of R$ 597,033 comprises 240,804,449 common

shares, all registered, with no par value. Of the total paid up capital, R$ 591,132 is

comprised of shares owned by shareholders domiciled abroad.

At June 30, 2008, the limit of authorized capital is 300,000,000 common shares.

24

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


13. Shareholders’ Equity (Continued)

b) Stock option plan

The Annual and Special Shareholders’ Meeting held on April 16, 2007 approved the

Stock Option Plan, according to which the Board of Directors can grant stock

options to Company management and employees. The options shall be no greater

than 10% of total capital shares of the Company existing on the date of grant, and

the strike price shall be the amount in local currency equivalent to US$ 1.00 (one

U.S. dollar).

On July 17, 2007 and August 31, 2007, respectively, the first and the second Stock

Option Plans were approved for 2007, including the number of options granted

(totaling 13,956,935), the price and other conditions to exercise the options, to

which the Company management members were entitled. The option granted to

management members may be exercised as from July 17, 2008 regarding the First

Program, and as from August 31, 2008 regarding the Second Program, in five equal

annual lots, each of which equivalent to 20% of the total option granted. At June 30,

2008, none of the management members had exercised options referring to the 2007

programs.

The Annual and Special Shareholders’ Meeting held on April 30, 2008 approved the

second Stock Option Plan, according to which the Board of Directors may

periodically grant stock options to certain Company management and employees.

The options shall be no greater than 10% of total capital shares of the Company

existing on the date of grant, and the sum of the entire shares issued by the

Company will be considered for purposes of such limit, including those shares that

may come to be issued by the Company as a result of options granted within the

scope of this and the previously approved Plans, as if such options had been

exercised.

The Board of Directors Meeting held on May 30, 2008 approved the first Stock

Option Plan for 2008, granting 3,559,871 stock options. The strike price is set at

R$3.09 per share, plus 4% interest and restatement based on the IGPM/FGV index.

The 2008 and 2007 stock option plans are represented as follows:

25

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


13. Shareholders’ Equity (Continued)

b) Stock option plan (continued)

c) Revaluation reserve

At December 31, 2007, a “Reserve revaluation in subsidiaries” was set up on the

amounts recorded by subsidiaries, net of tax effects. This reserve will be transferred

to retained earnings/ (accumulated losses) upon realization of the assets revalued by

the subsidiaries through their depreciation, write-offs or disposals.

14. Financial Income (Expenses), Net


Financial income

Short-term investments 11.109 11.404

Other 4 83

11.113 11.487

Financial expenses

Interest and charges on loans - (31.265)

Tax on Financial Transactions - IOF (3) (1.466)

Other 223 (119)

220 (32.850)

6/30/2008

Maximum

number of

shares

Stock options to be exercised:

1st Stock Option Program – 2007 (exercised as from July 17, 2008) 9.438.617

2nd Stock Option Program – 2007 (exercised as from August 31, 2008) 4.518.318

12.956.935

1st Stock Option Program – 2008 (exercised as from May 5, 2009) 3.559.871

Stock options to be exercised at June 30, 2008 17.516.806

26

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


15. Related Parties

Jun-08 Mar-08

BRPR I Empreendimentos e Participações Ltda. (ii) 1 23

BRPR V Empreendimentos e Participações Ltda. (ii) 1 910

BRPR IX Empreendimentos e Participações Ltda. (i) 1 4.229

BRPR X Empreendimentos e Participações Ltda. (ii) 15 -

BRPR XI Empreendimentos e Participações Ltda. (ii) 360 359

BRPR XII Empreendimentos e Participações Ltda. (ii) 27 1

BRPR XIII Empreendimentos e Participações Ltda. (ii) 4 4

BRPR XIV Empreendimentos e Participações Ltda. (ii) 1 1

BRPR XV Empreendimentos e Participações Ltda. (ii) 4 1

BRPR XVI Empreendimentos e Participações Ltda. (ii) 61 2

BRPR XVII Empreendimentos e Participações Ltda. (ii) 2 1

BRPR XVIII Empreendimentos e Participações Ltda. (ii) 2 -

BRPR XX Empreendimentos e Participações Ltda. (ii) 1 -

BRPR A Administradora de Ativos Imobiliários Ltda. (ii) 39 49

517 5.580

Company

Assets

(i) Represented by advances for future capital increase.

(ii) Corresponding to intercompany current accounts, this balance refers substantially to payments of expenses to be

reimbursed in the short term.

16. Financial Instruments and Risk Management

The Company and its subsidiaries engage in transactions involving financial

instruments with a view to financing its own activities or investing available funds.

Management of such instruments and related risks is performed through defining

conservative strategies aiming at liquidity, profitability and reliance.

The Company mitigates its exposure to credit risk by making short-term investments

with leading financial institutions.

Credit risk is minimized since lease agreements are entered into with major customers.

As of June 30, 2008 there was no significant concentration of credit risk with clients.

27

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


16. Financial Instruments and Risk Management (Continued)

The Company and its subsidiaries have no significant debts, liabilities or costs

denominated in foreign currency.

The Company operated with derivatives in 2008 in order to obtain hedge against any

possible negative mismatching between Referential Rate – TR variation, which indexes

most of bank financing agreements, and the General Price Index – Market - IGP-M,

which indexes most lease agreements. The hedging swap transaction was contracted in

February 2008 with term of 30 months and nominal value of R$ 59,372 thousand,

which resulted in temporary loss of R$210 recognized in the statement of operations for

the period.

The main financial risks are as follows:

Interest rate risk

The Company’s revenues and expenses are affected by changes in interest rates because

of the impact of such changes on interest expenses in connection with instruments of

indebtedness with variable rates and interest income on cash and short-term investment

balances.

Liquidity risk

Liquidity risk management is performed based on the Company’s cash flow, by

maintaining a robust capital structure. Additionally, any mismatching between assets

and liabilities is consistently monitored.

17. Insurance Coverage (Not Reviewed)

At June 30, 2008, insurance retained by lessees is considered to be sufficient by

Company management to cover any losses.

28

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


18. Statements of Cash Flows

6/30/2008 6/30/2007 6/30/2008 6/30/2007

OPERATING ACTIVITIES

Income (loss) for the period 999 - (443) 999 - (443)

Depreciation 143 - 11 7.524 - 554

Equity pickup 3.319 - 520 - - -

Changes in assets and liabilities

Trade accounts receivable - - - (3.056) - (638)

Related Parties 4.009 - (9) 3.917 - (9)

Other receivables 62 - (757) (2.072) - (919)

Supplies (247) - 11 1.543 - 19

Salaries and social charges (1.720) - 180 (1.653) - 180

Payables for acquisition of

properties (600) - - (12.357) - -

Accounts payable and others (617) - 174 1.057 - 194

5.349 - (312) (4.097) - (1.061)

INVESTMENT ACTIVITIES

Advances for future capital increase - - (5.500) (24.434) - (5.500)

Other investments, net (119.288) - (21.752) - - -

Fixed asset investments (68) - (479) (159.651) - (84.442)

(119.356) - (27.731) (184.085) - (89.942)

FINANCING ACTIVITIES

Loans and financing taken out - - - 102.757 - 63.888

Payment of loans and financing - - (27.015) (830)

Capital increase in cash - - 106.543 - - 106.543

- - 106.543 75.742 - 169.601

Changes in cash, net (114.007) - 78.499 (112.440) - 78.598

Cash and cash equivalents at beginning of period 271.981 - - 280.975 - -

Cash and cash equivalents at end of period 157.974 - 78.499 168.535 - 78.598

Cash originating from (applied in) investment activities

Cash originating from (applied in) financing activities


Six-month periods ended

Adjustments to reconcile net income for the six-month period with

cash generated from operating activities:

29

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


19. Statements of Value Added

06/30/2008 06/30/2007 06/30/2008 06/30/2007

Revenues - - 43.502 1.048

Non-operating revenues 30 199

Cost of services provided - - (7.524) -

Materials, electricity, third-party services and other (2.104) (1.284) (4.174) (1.471)

Gross value added (2.074) (1.284) 32.003 (424)

Retentions (Depreciation, amortization and depletion) (45) (11) (598) (565)

Generated value added, net (2.119) (1.295) 31.405 (989)

Received value added upon transfer 7.793 2.231 11.487 2.752

Equity pickup (3.320) (520) - -

Financial income 11.113 2.751 11.487 2.752

Value added for distribution 5.674 936 42.892 1.763

Distribution of value added:

Government (1.362) (140) (5.823) (214)

Employees (2.967) (1.163) (3.120) (1.163)

Remuneration of third-party capital/financing (interest and rent) (346) (76) (32.950) (829)

Interest on shareholders' equity and dividends - - - -

Retained earnings (accumulated losses) 999 (443) 999 (443)

Total distributed and retained 5.674 936 42.892 1.763


Six-month periods ended

30

BR PROPERTIES S.A.


June 30, 2008 and March 31, 2008


20. Subsequent Events

On July 4, 2008, the Company, through its subsidiary BRPR XVII Empreendimentos e

Participações Ltda., acquired the property Tecsis, located in the city of Sorocaba, state

of São Paulo, at Avenida Hollingsworth, 127-215.

On July 11, 2008, the Company, through its subsidiary BRPR XI Empreendimentos e

Participações, acquired 50% interest in the capital of the company Edifício Cidade

Jardim SPE Empreendimentos Imobiliários Ltda., for R$25,000,000.00, exclusively for

execution of the real estate developments located at Avenida Cidade Jardim and Rua

Camargo Cabral.

On this same date, the subsidiary BRPR XI also signed a Members’ Agreement with the

partner MA Empreendimentos Imobiliários Ltda., which will rule the form of execution

of the real estate development, rights and obligations of the parties, among other issues.

On August 11, 2008, 230,252 options were exercised in the terms of the First Stock

Option Purchase Program of 2007, with issuance by the Company of 230,252 common

book entry shares, in the total amount of R$389, at the unit price of R$1.69, increasing

capital from R$597,033 to R$597,422, represented by 241,034,701 common book entry

shares. Such capital increase will be approved by the Board of Directors within 30 days.

earnings release 2q08

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