itr 3q10 (quarterly information) - ifrs

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Aliansce Shopping Centers S.A. (Public-held company)

Quarterly information September 30, 2010

2

Aliansce Shopping Centers S.A. (Publicly-held company)

Quarterly information

September 30, 2010

Contents

Performance report 3 - 28

Independent auditors' report on the special review 29 - 30

Balance sheets 31

Statements of income 32

Statements of comprehensive income 33

Statements of changes in shareholders' equity 34

Statements of cash flows 35

Statements of added value 36

Notes to the quarterly information 37 - 124

4

Aliansce Reports 3Q10 Results and Financial and Operating Highlights in accordance with International Financial Reporting Standards (IFRS) Rio de Janeiro, May 11, 2011 - Aliansce Shopping Centers S.A. (Bovespa: ALSC3), one of the largest shopping mall owners and administrators in Brazil, republishes today its results for the third quarter of 2010 due to the convergence of accounting practices adopted in Brazil with international financial reporting standards (IFRS). Unless stated otherwise, all operating and financial information herein is expressed in Brazilian reais and based on consolidated figures, pursuant to Brazilian Corporate Law and IFRS, in accordance with the pronouncements of the Accounting Pronouncements Committee (CPC), approved by the Brazilian Securities and Exchange Commission (CVM). The Company’s managerial information, which is based on its consolidated financial statements, was prepared to reflect and consolidate the 69.62% interest held by Aliansce in Via Parque Shopping and the exclusion as of 3Q10 of Shopping Leblon from our portfolio in November 2009. For an analysis of the reconciliation of the consolidated financial statements and managerial information, please see the comments in the Appendices section.

3Q10 highlights and recent events The following financial information highlighted below is managerial and based on the Company’s consolidated financial statements:

Sales at the Company's shopping malls grew by 28.4% in 3Q10, while same-area sales (SAS) and same-store sales (SSS) increased 15.1% and 14.9%, respectively.

Net income grew by 56.8% in the 3Q10 to R$20.2 million, compared with R$12.9 million in 3Q09.

Gross revenue increased 28.1% in the quarter to R$54.0 million.

Net Operating Income (NOI) increased in 38.2% from 3Q09 reaching R$41.6 million. NOI margin expanded 6.5 p.p. to 91.7%.

Adjusted EBITDA grew 38.0% in 3Q10 to R$34.3 million, for adjusted EBITDA margin of 68.6%, up 4.9 p.p. on 3Q09.

Adjusted Funds from Operations (AFFO) grew 74.3% to R$48.1 million in 3Q10, from R$27.6 million in 3Q09. AFFO margin in 3Q10 was 96.0%.

The malls occupancy rate stood at 97.9%, considering all our New Generation assets and excluding Shopping Santa Úrsula, which is being renovated.

In 3Q10, the Company’s investments in Greenfield projects, the acquisition of an additional stake

in Super Shopping Osasco and the investments in mall expansion projects totaled R$76.9million.

On July 27, 2010, Aliansce acquired an additional fraction of 2.06% in Super Shopping Osasco. With this acquisition, the Company now holds 33.58% of the mall.

On August 19, 2010, the Company launched Parque Shopping Belém. Due to the success of this launch, the mall's project was revised, with its gross leasable area (GLA) expanded to 28,100 sqm. For more details, see the Growth Drivers section.

5

On October 26, 2010, the Company inaugurated Boulevard Shopping Belo Horizonte in Belo Horizonte, Minas Gerais. With 43,064 sqm of GLA and 90% leased, the mall adds 30,145 sqm in owned GLA to the Company’s portfolio and strengthens its operation in the Southeast region.

On November 4, 2010, Aliansce convened an Extraordinary Shareholders’ Meeting to be held on November 19, 2010, to resolve on the approval of the acquisition of an interest in Boulevard Shopping Campos. The mall is currently under construction and its expected opening is scheduled for April 2011.

Main indicators 3Q10 3Q093Q10/3Q09

Δ%9M10 9M09

9M10/9M09

Δ%

Financial Performance ‐ Managerial Information

Gross revenue 54,016 42,169 28.1% 157,028 120,792 30.0%

Net revenue 50,079 39,067 28.2% 145,708 112,474 29.5%

NOI 41,592 30,106 38.2% 118,952 89,106 33.5%

Margin % 91.7% 85.2% 6.5p.p. 90.0% 88.2% 1.8p.p.

Adjusted EBITDA 34,344 24,881 38.0% 96,476 73,883 30.6%

Margin % 68.6% 63.7% 4.9 p.p. 66.2% 65.7% 0.5 p.p.

Net Income 20,171 12,868 56.8% 53,202 27,957 90.3%

Margin % 40.3% 32.9% 7.3p.p. 36.5% 24.9% 11.7p.p.

Adjusted FFO 48,071 27,584 74.3% 122,413 83,589 46.4%

Margin % 96.0% 70.6% 25.4p.p. 84.0% 74.3% 9.7p.p.

Operational Performance ‐ Managerial Information

Sales 958,351 746,371 28.4% 2,721,024 2,157,895 26.1%

Sales/sqm (montlhy average) 867.9 759.2 14.3% 835.9 742.9 12.5%

Total rent / sqm (monthly average) 56.1 48.3 16.1% 55.0 48.1 14.3%

SAS/sqm (sales on same area)¹ 884.8 768.4 15.1% 849.8 749.7 13.4%

SAR/sqm (rents on same area)¹ 50.8 46.7 8.8% 49.1 46.0 6.7%

SSS/sqm (same store sales)¹ 878.9 764.8 14.9% 847.7 747.0 13.5%

SSR/sqm ( same store rent)¹ 49.9 45.9 8.8% 49.0 46.0 6.5%

Occupancy costs (% of sales) 9.6% 10.1% ‐0.5p.p. 10.1% 10.6% ‐0.5p.p.

Late Payments 0.7% ‐0.3% 1.1p.p. 1.8% 1.9% 0p.p.

Occupancy² 97.9% 96.3% 1.6p.p. 97.9% 96.3% 1.6p.p.

Total GLA (sq.m.) 423,281 386,901 9.4% 423,281 386,901 9.4%

Owned GLA (sq.m.) 225,835 187,035 20.7% 225,835 187,035 20.7%

GLA reported sales (average ‐ sqm) 368,061 327,680 12.3% 361,706 322,753 12.1%

¹ Monthly average. Does not include Shopping Santa Úrsula (under redevelopment process)

² Does not include Shopping Santa Úrsula

Note: Includes the consolidation of the 69.62% of the investment in Via Parque Shopping and excludes 70% of Shopping Leblon’s 4Q09 result.

6

Our Portfolio Aliansce holds interests in and/or manages malls located all over Brazil that are exposed to a wide range of income segments. To facilitate the understanding of the Company’s growth in the coming years, we have divided the portfolio into three groups in accordance with the time in operation or the current phase of each asset. Note that as of 3Q10, the mall Boulevard Shopping Brasília was included in the Company’s New Generation assets.

At the end of 3Q10, Aliansce held interests in 13 malls in operation and in 3 malls under development (including Boulevard Shopping Belo Horizonte opened on October 26, 2010), for a total of approximately 226,000 sqm of own GLA in operation and 62,000 sqm of owned GLA under development. The Company also acted as a service provider, responsible for the planning, management and leasing of 9 malls owned by third parties with combined GLA of 135,000 sqm.

3Q103Q09

Core New Generation

NextGeneration

Own GLA per group

50.7%45.2%

4.1%

62.8%32.3%

5.0%

7

Sales Performance Sales in the Company’s malls in 3Q10 totaled R$958 million, growth of 28.4% over 3Q09 figures. In the first nine months of 2010, sales totaled R$2.7 billion, up 26.1% over same period last year. The malls with the strongest growth in sales in 3Q10 were Caxias Shopping, Shopping Grande Rio and Bangu Shopping, which posted sales growth of 29.1%, 26.1% and 23.0%, respectively. We have implemented improvements to Caxias Shopping and Bangu Shopping store mix and the opening of the Poupa Tempo (centers to expedite the issue of official documents) at Shopping Grande Rio in 4Q09 boosted traffic at the mall. Note also the location of these assets, whose public include the “emerging middle class” and which are benefitted by the broad process of social inclusion in Brazil. Other highlights include the performance of sales at the malls Boulevard Brasília (growth in sales per sqm of 35.4% in 3Q10 from 3Q09) and Santa Úrsula (growth in sales per sqm of 23.1% in 3Q10), which have begun to show the results of their higher occupancy rates and higher consumer flows.

4.6%

14.9% 15.1%

28.4%

IPCA SSS SAS Total Sales

Sales Analysis 3Q10/3Q09

Operating Malls State % Aliansce GLA Own GLAOccupancy

rate

Services

rendered

Shopping Iguatemi Salvador¹ BA 45.53% 57,562 26,208 99.5% MLShopping Taboão SP 38.00% 35,601 13,528 99.5% MLVia Parque Shopping RJ 69.62% 53,937 37,551 99.5% MLBoulevard Shopping Campina Grande PB 30.52% 17,355 5,297 99.6% MLShopping Grande Rio RJ 25.00% 35,825 8,956 99.0% MLCarioca Shopping RJ 40.00% 23,428 9,371 98.7% MLSupershopping Osasco SP 33.58% 17,641 5,924 94.8% LBangu Shopping RJ 100.00% 46,318 46,318 99.7% MLSantana Parque Shopping SP 50.00% 26,542 13,271 97.3% MLShopping Santa Úrsula SP 37.50% 23,088 8,658 87.1% ‐Caxias Shopping RJ 40.00% 25,607 10,243 97.0% MLBoulevard Shopping Brasília DF 50.00% 16,925 8,462 80.8% MLBoulevard Shopping Belém PA 75.00% 33,988 25,491 96.2% MLLoja C&A Feira de Santana BA 100.00% 2,108 2,108 100.0% n/aLoja C&A Grande Rio RJ 100.00% 2,108 2,108 100.0% n/aLoja C&A Iguatemi Salvador Naciguat BA 44.58% 5,246 2,339 100.0% n/aSub‐Total Operating Malls 53.35% 423,281 225,835

Malls under development (Greenfields)Boulevard Shopping Belo Horizonte MG 70.00% 43,064 30,145 ‐ MLShopping Maceió AL 50.00% 35,470 17,735 ‐ MLParque Shopping Belém PA 50.00% 28,100 14,050 ‐ MLSub‐Total Malls under development 58.08% 106,634 61,930

Total portfolio 529,915 287,764

(M) Management | (L) Leasing¹Ownership interest detained from two condominiums ‐ 41,59% of Naciguat and 71.49% of Riguat.

8

In 3Q10, same-store sales (SSS) and same-area sales (SAS) grew by 14.9% and 15.1%, respectively. Analyzing same-store sales by group, Core Assets posted growth of 11.3% while New Generation Assets recorded growth of 22.4% in 3Q10. In the first nine months, SSS and SAS grew by 13.5% and 13.4%, respectively.

482

666746

958

3Q07 3Q08 3Q09 3Q10

Sales (R$ million)

28.4%

842.8

938.4

640.3

784.1

3Q09 3Q10 3Q09 3Q10

SSS (R$/m²)¹

11.3%

22.4%

Core Assets New Generation

¹ Monthly average

Sales per mall 3Q10 3Q093Q10/3Q09

Δ%9M10 9M09

9M10/9M09

Δ%

Shopping Iguatemi Salvador 263,511 227,745 15.7% 760,362 690,032 10.2%

Shopping Taboão 73,844 63,624 16.1% 208,824 177,360 17.7%

Via Parque Shopping 90,015 74,907 20.2% 260,641 223,244 16.8%

Boulevard Shopping Campina Grande 43,138 39,356 9.6% 127,789 112,360 13.7%

Shopping Grande Rio 79,201 61,947 27.9% 225,516 178,797 26.1%

Carioca Shopping 61,967 57,332 8.1% 176,162 162,835 8.2%

Supershopping Osasco 42,783 40,184 6.5% 126,532 120,881 4.7%

Bangu Shopping 91,997 76,327 20.5% 258,238 209,928 23.0%

Santana Parque Shopping 47,362 42,307 11.9% 138,945 117,737 18.0%

Shopping Santa Úrsula 28,066 18,068 55.3% 73,635 58,646 25.6%

Caxias Shopping 46,172 36,045 28.1% 125,888 97,548 29.1%

Boulevard Shopping Brasília 20,776 8,528 143.6% 54,922 8,528 544.0%

Boulevard Shopping Belém 69,519 0 n/a 183,572 0 n/a

Total 958,351 746,371 28.4% 2,721,024 2,157,895 26.1%

GLA reported sales (average sq.m.) 368,061 327,680 12.3% 361,706 322,753 12.1%

(Amounts in thousands of Reais)

9

Financial Highlights Gross Revenue Gross revenue increased by 28.1% in 3Q10 and by 30.0% in the first nine months of 2010, mainly reflecting the expansion in owned GLA, due to the opening of Boulevard Shopping Belém in late 2009 and the expansions of Shopping Grande Rio and Carioca Shopping. Note that same-store rent (SSR) and same-area rent (SAR) in 3Q10 recorded the highest growth ever seen by the Company, in both cases growing by 8.8% over 3Q09 (see the Operational Highlights section).

Managerial Financial Information 3Q10 3Q093Q10/3Q09

Δ%9M10 9M09

9M10/9M09

Δ%

Revenues per type

Rentals 36,263 27,636 31.2% 105,724 80,662 31.1%

Key Money 3,245 3,288 ‐1.3% 9,339 7,541 23.8%

Parking 6,490 4,472 45.1% 17,577 12,836 36.9%

Transfer fee 205 141 45.4% 464 439 5.7%

Services rendered 6,056 4,917 23.2% 17,916 14,024 27.8%

Straight l ine rent adjustement ‐ CPC 06 1,757 1,715 2.4% 6,008 5,290 13.6%

Total 54,016 42,169 28.1% 157,028 120,792 30.0%

(Amounts in thousands of Reais, except percentages)


Δ%9M10 9M09

9M10/9M09

Δ%

Revenues per mall


Shopping Taboão 2,908 2,934 ‐0.9% 8,061 7,974 1.1%


Boulevard Shopping Campina Grande 567 524 8.2% 1,713 1,543 11.0%



Supershopping Osasco 1,121 1,044 7.4% 3,270 3,271 0.0%

Bangu Shopping 7,753 7,764 ‐0.1% 22,307 20,312 9.8%


Shopping Santa Úrsula 720 372 93.5% 1,941 1,133 71.3%

Caxias Shopping 1,647 1,721 ‐4.3% 5,024 4,772 5.3%

Boulevard Shopping Brasíl ia 825 389 112.1% 2,185 515 324.3%

Boulevard Shopping Belém 7,595 0 n/a 21,619 0 n/a

Lojas C&A 627 596 5.2% 1,825 1,738 5.0%

Services rendered 6,056 4,917 23.2% 17,916 14,024 27.8%

Straight l ine rent adjustement ‐ CPC 06 1,757 1,715 2.4% 6,008 5,290 13.6%

Total 54,016 42,169 28.1% 157,028 120,792 30.0%


Key Money6.0%

Parking12.0%

Transfer fee0.4%

Services rendered11.2%

Minimum rent84.1%

Percentage rent8.7%

Stands / Kiosks7.2%

Revenues Breakdown ‐ 3Q10

10

Rent revenues from the Company’s shopping malls increased by 31.2% in 3Q10 from 3Q09 and by 31.1% in the first nine months of 2010. Once again, the better performance of the malls in the period and the inauguration of Boulevard Shopping Belém contributed to the revenue growth. In 3Q10, total revenue from Shopping Taboão decreased from 3Q09, mainly due to the lower revenue from key money. Total revenue from Bangu Shopping in 3Q09 was positively impacted by the recognition of deferred key money from stores substituted in the first half of 2009, which contributed to a nonrecurring revenue of approximately R$1.0 million and impacted the mall's performance. Excluding this nonrecurring impact, Bangu Shopping registered growth of 14.6% in 3Q10 from 3Q09 and of 15.5% in 9M10 versus the same period last year. Rent revenues in 2010 was strongly impacted by the opening of Boulevard Shopping Belém, representing R$6.2 million in 3Q10 and R$17.9 million in the first nine months of 2010. This mall represented 14.1% and 13.8% of the Company’s gross revenues in 3Q10 and 9M10, respectively, helping to dilute the relative interest of each mall. Revenues from Shopping Grande Rio grew 15.7% in 3Q10 from 3Q09, reflecting the leasing conclusion of stores from the 2Q09 expansion and the opening of the Poupa Tempo in 4Q09.

Cost of Rentals and Services The opening of the Boulevard Shopping Belém, associated to the revenue growth, was the main driver of the increase in cost of rentals and services of R$2.3 million in 3Q10 and of R$7.8 million in the first nine months of 2010. Note that the malls operational costs in 3Q09 include a provision for lawsuits involving the payment of INSS (social security contributions) and IPTU (property tax) related to Via Parque Shopping. Excluding this provision, the mall's operational costs increased 14.5% and 30.6% in 3Q10 and 9M10, respectively, from the same periods last year due to the Company’s owned GLA increase. The renovations and the leasing of stores from malls under expansion contributed to the increase of 9.5% in leasing and planning expenses. The reduction in the Provision for Doubtful Accounts (PDA) in 3Q10 is explained by the adjustment in the estimate for Iguatemi Salvador, which generated an impact of R$500,000.

Rental Revenues per mall 3Q10 3Q093Q10/3Q09

Δ%9M10 9M09

9M10/9M09

Δ%

(Amounts in thousands of Reais)


Shopping Taboão 2,169 1,862 16.5% 5,976 5,506 8.5%


Boulevard Shopping Campina Grande 551 506 8.9% 1,665 1,495 11.4%



Supershopping Osasco 945 861 9.8% 2,757 2,645 4.2%

Bangu Shopping 5,625 5,031 11.8% 16,223 14,179 14.4%


Shopping Santa Úrsula 549 359 52.9% 1,540 1,064 44.7%

Caxias Shopping 1,096 1,124 ‐2.5% 3,377 3,197 5.6%

Boulevard Shopping Brasília 756 365 107.1% 2,012 492 308.9%

Boulevard Shopping Belém 6,198 ‐ n/a 17,855 ‐ n/a

C&A Stores 628 596 5.4% 1,825 1,738 5.0%

Total 36,263 27,636 31.2% 105,724 80,662 31.1%

11

Gross Income Gross income maintained its upward trend in 3Q10 and 9M10, growing by 43.0% and 42.9%, respectively. In 3Q10, gross income was R$36.2 million, in comparison with R$25.3 million in 3Q09, reflecting the solid performance of our malls and the results of the inaugurations in the period. Operating Income (Expenses)

In 3Q10, the Company’s operational expenses grew 31.1% to R$7.9 million, from R$6.1 million in 3Q09. The main factors were: (i) the inclusion of the operational expenses from the companies which owns the new centers (Boulevard Belém and Boulevard Brasília) of R$0.3 million; and (ii) the accounting recognition of the stock option plan program extended to executives of R$0.6 million.

Financial Result


Δ%9M10 9M09

9M10/9M09

Δ%

Costs per type

Depreciation and amortization 4,554 3,926 16.0% 13,597 13,942 ‐2.5%

Malls operational costs 3,849 4,462 ‐13.7% 11,471 9,885 16.0%

Parking costs 2,580 1,903 35.6% 6,936 5,727 21.1%

Pre‐operational expenses 1,635 1,471 11.1% 3,798 4,406 ‐13.8%

Leasing and Planning costs 1,340 1,224 9.5% 3,771 3,436 9.7%

Allowance of doubtful accounts ‐63 781 ‐108.1% 1,751 2,050 ‐14.6%

Total 13,895 13,767 0.9% 41,324 39,446 4.8%


Managerial Financial Information 3Q10

Operating (Expenses)/Income

Administrative and General expenses (7,762

Equity in income

Deferred and Intangible Depreciation and Amortization Expenses (95)

Other Operating (Expenses)/Income (92)

Total (7,949

(+) Law suits

Total Ajusted (7,949

(Amount

(1,177) (1,154)

(21,603)

(5,083)

Financial Result (R$ Thousand)

3Q09 3Q10 9M09 9M10

(6,062)(7,949)

(20,285)

(24,733)

Operating Income (R$ Thousand)¹

3Q09 3Q10 9M09 9M10

¹ 2009 figures excludes an extraordinary revenue from law suits

12

Financial income increased by R$10.2 million in 3Q10 and by R$22.8 million in 9M10 in relation to same periods a year ago. The higher financial income mainly reflects the liquidity provided by the initial public offering in January 2010. Meanwhile, financial expenses increased in 3Q10 and in the first nine months of 2010, due to: (i) the issue of new real estate credit note in 4Q09; (ii) the financing contracted for the acquisition of a 30% interest in Bangu Shopping; and (iii) the recognition of the interest of the real estate credit note for Boulevard Shopping Belém after the mall's inauguration in 4Q09 (during the construction of this project this interest was capitalized). Note also the recognition of SWAP at market value in the composition of the financial result. In 3Q10, positive adjustments of R$1.2 million were recognized and R$9.3 million in 9M10, in comparison with the positive adjustment of R$1.4 million in 3Q09 and the negative adjustment of R$9.3 million in 9M09. The gains from SWAP operations for interest payments during 2010 and 2009 decreased by R$0.5 million in 3Q10 and R$0.6 million in 9M10.

Net Income

In 3Q10, net income reached R$20.1 million, up 56.8% from 3Q09, for net margin of 40.3%, versus 32.9% in 3Q09. In 9M10, net income reached R$53.2 million, up 90.3% from 9M09, for net margin of 36.5%. This result reflects the excellent operational performance of our assets and our solid capital structure.

Net Operating Income (NOI) The expansion of our portfolio and maturation of the malls inaugurated in recent years pushed the Company’s NOI up by 38.2% in 3Q10 and by 33.5% in 9M10, totaling R$41.6 million (margin of 91.7%) in 3Q10 and R$119.0 million (margin of 90.0%) in the first nine months of 2010.

Adjusted EBITDA


Δ%9M10 9M09

9M10/9M09

Δ%

NOI

Rents 38,225 29,492 29.6% 112,196 86,391 29.9%

Key Money 3,245 3,288 ‐1.3% 9,339 7,541 23.8%

Parking Results 3,908 2,569 52.1% 10,639 7,109 49.7%

Operational Income 45,378 35,349 28.4% 132,174 101,041 30.8%

(‐) Malls operational costs ‐3,849 ‐4,462 ‐13.7% ‐11,471 ‐9,885 16.0%

(‐) Allowance of doubtful accounts 63 ‐781 ‐108.1% ‐1,751 ‐2,050 ‐14.6%

(=) NOI 41,592 30,106 38.2% 118,952 89,106 33.5%

Margin NOI 91.7% 85.2% 6.5p.p. 90.0% 88.2% 1.8p.p.


12,868

20,171

27,957

53,202

3Q09 3Q10 9M09 9M10

Net Income (R$ Thousand)

56.8%

90.3%

13

The Company’s adjusted EBITDA reached R$34.3 million in 3Q10, up 38.0% from 3Q09, for adjusted EBITDA margin of 68.6%. In 9M10, adjusted EBITDA grew by 30.6% over 9M09 to R$96.5 million, for adjusted EBITDA margin of 66.2% in the year.

FFO and Adjusted FFO (AFFO)

The higher operating income resulting from the inauguration of Boulevard Shopping Belém and the maturation of new malls, along with the structuring of long‐term funding operations (with grace periods for payment of interest and principal) resulted in a 74.3% increase in the Company’s AFFO in 3Q10 in relation to 3Q09, from R$27.6 million to R$48.1 million, with AFFO margin increasing from 70.6% to 96.0%. In 9M10, AFFO was 46.5% higher than in the same period last year.

CAPEX

The CAPEX invested by the Company was R$76.9 million in 3Q10 and R$195.8 million in 9M10. Most of the investments were allocated to Boulevard Shopping Belo Horizonte and Boulevard Shopping Belém, as well as to the expansions of malls in operation and the renovation of Shopping Santa Úrsula. We also acquired a 30% interest in Bangu Shopping, a 50% interest in Parque Shopping Belém (under development) and an ideal fraction of 2.06% in Super Shopping Osasco. For more details, see the Growth Drivers section.

Operating Highlights


Δ%9M10 9M09

9M10/9M09

Δ%

Net Revenues 50,079 39,067 28.2% 145,708 112,474 29.5%

(‐) Costs (13,895) (13,767) 0.9% (41,324) (39,446) 4.8%

(‐) Expenses (7,949) (6,062) 31.1% (24,733) (14,205) 74.1%

(+) Depreciation and amortization 4,646 4,026 15.4% 13,852 14,189 ‐2.4%

(=) EBITDA 32,881 23,264 41.3% 93,503 73,012 28.1%

(+)/ (‐) Non‐recurring (expenses)/income 1,463 1,617 ‐9.5% 2,973 871 241.3%

(+) Pre‐operational expenses 1,635 1,471 11.1% 3,798 4,406 ‐13.8%

(‐) Law suits ‐ ‐ n/a ‐ (6,080) n/a

(+/‐) Others (172) 146 ‐217.8% (825) 2,545 ‐132.4%825

(=) Adjusted EBITDA 34,344 24,881 38.0% 96,476 73,883 30.6%

Margin adjusted EBITDA 68.6% 63.7% 4.9 p.p. 66.2% 65.7% 0.5 p.p.



Δ%9M10 9M09

9M10/9M09

Δ%

FFO

Net Income 20,171 12,868 56.8% 53,202 27,957 90.3%

(+) Depreciation and Amortization 4,646 4,026 15.4% 13,852 14,189 ‐2.4%

(=) FFO 24,817 16,894 46.9% 67,054 42,146 59.1%

(+)/ (‐) Non current expenses/(income) 1,463 1,617 ‐9.5% 2,973 871 241.3%(+) SWAP (1,178) (1,445) ‐18.5% (9,316) 9,300 ‐200.2%

(+) non disbursed financial expenses 19,032 8,986 111.8% 49,055 32,119 52.7%

(+) non‐cash taxes 3,937 1,532 157.0% 12,647 (847) ‐1593.2%

(=) Adjusted FFO 48,071 27,584 74.3% 122,413 83,589 46.4%

Margin AFFO % 96.0% 70.6% 25.4 p.p. 84.0% 74.3% 9.7 p.p.


14

The historical data series and comparisons with prior quarters presented below confirm the improvement in the operational indicators of the Company’s malls in 3Q10. Net Operating Income (NOI/sqm) The Company’s NOI/sqm in 3Q10 increased by 14.4% from 3Q09, in line with the growth observed in the previous quarter. Same-store rent (SSR) Same-store rent (SSR) and same-area rent (SAR) in 3Q10 recorded the highest growth ever seen by the Company. In both cases, the variation in 3Q10 was an increase of 8.8% from 3Q09. Once again, the New Generation assets presented a greater increase in SSR than the Core assets group. The malls inaugurated by the Company less than five years ago registered an increase in SSR of 12.4%, compared with the increase of 7.3% registered by Core assets. For 4Q10 we expect even stronger growth, due to the high concentration of contractual adjustments that will benefit from an average rate increase of 8.5% of our readjustments index. Occupancy Rate

In 3Q10, the occupancy rate in our shopping malls, including the mall Boulevard Shopping Brasília, was 97.9%. During the quarter, 6 of the 13 malls registered occupancy rates above 99%. Our outlook for the coming quarter remains positive, with the expectation of 2 more malls reaching this level of occupancy.

To reflect the evolution of our occupancy rate, we included in our historical data the recently opened malls Boulevard Brasília (as of 3Q09) and Boulevard Belém (as of December 2009).

Occupancy Cost (% of sales) In 3Q10, the Company's occupancy cost continued to show low rate levels, at 9.6%, compared with 10.1% in 3Q09 (the graph beside shows the occupancy cost trajectory of the New generation assets). The higher sales of our portfolio led to a reduction in occupancy cost, opening room for more substantial increases in rents over the coming quarters. Note that the group of New Generation assets registered an increase in occupancy cost due to the start of operations at

52.6 56.4

34.8 39.1

3Q09 3Q10 3Q09 3Q10

SSR (R$/m²)¹

7.3%

12.4%


¹ Monthly average

96,3%

96,9% 97,0%97,3%

97,9%

3Q09 4Q09 1Q10 2Q10 3Q10

Occupancy (%)

10.0% 9.4%10.4% 11.1%

3Q09 3Q10 3Q09 3Q10

Occupancy Cost (%)


15

Boulevard Shopping Belém, which still presents costs above the average for this group.

Growth Drivers The Greenfields and expansions projects currently in the Company's pipeline point to an increase in owned GLA of 23.2% by the end of 2011 and 43.0% by the end of 2012, when will have reached own GLA of approximately 320,000 sqm already contracted.

Greenfield Projects Boulevard Shopping Belo Horizonte - Opened on October 26, 2010 Boulevard Shopping Belo Horizonte marks Aliansce’s entry into the Minas Gerais market, strengthening its operations in the Southeast region. With GLA of approximately 43,000 sqm, the mall has major national retailers such as Renner, Riachuelo, C&A, Casas Bahia, Ponto Frio and others. The mall has 200 stores, including 4 anchors and 10 mega stores. It also has a Carrefour hypermarket, 6 multiplex theaters and over 2,300 parking spaces. The mall opened with over 90% of its GLA leased. The expectation calls for over 1 million visitors per month. The project also includes a "AAA" commercial tower with 16 floors and approximately 17,000 sqm of useful area that will be built over the mall.

State MG

GLA 43,064 sq.m.

Launch June, 2008

Expected Opening October 26, 2010

Ownership 70%

% leased 90%

IRR (real and unleverage) 15%

Net Key Money R$ 11.3 million

CAPEX R$ 193.2 million

% of Capex invested 88%

Projected NOI 1st year R$ 14.7 million

Projected NOI 3rd year R$ 17.6 million

% Aliansce

Boulevard Shopping Belo Horizonte

225,835

322,943

9,097

13,085

12,99730,145

31,785

3Q10 2010 2011 2012 End 2012

Own GLA evolution

43.0%

Boulevard BH

Maceió + Parque Shopping Belém

DevelopmentsExpansions

16

Parque Shopping Belém On August 19, 2010, the Company launched Parque Shopping Belém, in Belém, PA. The project’s commercial success enthused us to revise the project and expand its original size. The new project, in the final approval phase, will have approximately 28,100 sqm of GLA, with 5 anchor stores, 180 in line stores and 1,080 parking spaces. The project’s revision will also allow a future expansion of approximately 6,500 sqm in GLA and another 750 parking spaces. In addition, there are also plans to include a mix use project with commercial towers integrated to the mall.

Shopping Maceió In 3Q10, we obtained the environmental license that will allow us to begin the earthmoving operations for this project. We advanced the project detailing phase and expect to receive the building permit from the Municipal Government of Maceió during 4Q10.

State PA

GLA 28,100 sq.m.

Launch August 19, 2010

Expected Opening 1H2012

Ownership 50%







% Aliansce

Parque Shopping Belém

17

The region surrounding the project has been experiencing accelerated development and a high number of real estate launches. These factors helped increase the value of rent prices, which have already been influenced by the mall's future inauguration.

Expansions Ongoing Projects in the 3Q10

Expansion of Carioca Shopping

During 2010, the total investments made in the expansion project of Carioca Shopping, where 70% of GLA has already been inaugurated, reached approximately R$1.4 million. The remaining GLA, which is 100% leased, will be inaugurated in 4Q10. Also in 4Q10, the renovation of the second floor of this project will be concluded, which the company believes should lead to a consumer flow increase, resulting in higher prices for the commercial space. Expansion of Iguatemi Salvador With opening scheduled for December, and more than 60% of investments already made, the expansion will add 7,305 sqm of GLA to the mall, with 1 anchor (Leader Magazine), 2 mega stores (Casas Bahia and Le Biscuit) and a fitness center in its final phases of negotiation. The deck parking facility, which will add 389 parking spaces, is also in its final phase of construction. The opening of the mall’s food court will be at the end of November.

State AL

GLA 35,470 sq.m.

Launch 4Q10

Expected Opening 2012

Ownership 50%







% Aliansce

Shopping Maceió

CAPEXNet Key

Money

NOI 1st

year

NOI 3rd

year

Carioca Shopping Expansion RJ 4Q10 622 40.00% 249 2.4 0.0 0.3 0.3 100% 15%Iguatemi Salvador Expansion BA 4Q10 7,305 41.59% 3,038 9.0 2.5 1.4 1.7 100% 26%Bangu Shopping Expansion RJ 4Q10 5,810 100.00% 5,810 22.3 3.2 3.7 4.2 95% 27%Bangu Expansion ‐ Medical Center RJ 2Q11 2,000 100.00% 2,000 2.8 ‐0.2 1.1 1.1 50% 40%Bangu Expansion ‐ Offices RJ 3Q11 4,500 100.00% 4,500 7.4 ‐0.5 2.5 3.0 0% 40%Via Parque Shopping Expansion RJ 3Q11 4,586 69.62% 3,193 6.8 0.0 1.8 2.0 0% 38%Campina Grande Expansion ‐ Phase 01 PB 4Q11 3,579 30.52% 1,092 4.0 0.1 0.5 0.5 65% 15%

Total 28,402 19,882 54.8 5.1 11.3 12.8

% LeasedIRR

(p.a.)Ongoing Projects State Opening

GLA

(sq.m.)

%

Aliansce

% Aliansce (R$ million)Owned

GLA

(sq.m.)

18

Expansion of Bangu Shopping The first phase of expansion, which is in the final stages of construction, will add 5,810 sqm of GLA to the mall by end-November, as scheduled. The expansion is already 100% leased, including 2 anchor stores (Riachuelo and Marisa) and 26 in line stores. The second phase of the expansion, a Medical Center with 2,000 sqm of GLA slated to open in 2Q11, includes a lab and medical imagining and consulting center, which should further strengthen the mall’s mix. The third stage, scheduled for 3Q11, will add 4,500 sqm in GLA, a mix-use complex, office space and a restaurant. Expansion of Boulevard Shopping Campina Grande The Boulevard Campina Grande expansion project predicts an addition of 10,596 sqm in GLA to the mall, divided into 3 phases. The first phase, which is in project detailing stage, had its inauguration postponed to 4Q11 due to negotiations between the project's partners and the bank financing the project. The project remained unchanged, with 3,579 sqm of GLA, including 2 anchor and 13 in line stores. The second phase, with inauguration scheduled for 2Q12, will add 1,817 sqm to the mall and deck parking facility with 204 spaces. The third stage, with inauguration scheduled for 2013, will add a second floor to the mall and 5,200 sqm of GLA. Expansion of Via Parque Shopping Due to commercial negotiations, the Via Parque Shopping expansion project was divided into 2 phases. First Phase: With opening scheduled for 3Q11, the expansion will occupy the upper level of the store currently leased by C&C, adding 4,585 sqm of GLA to the mall. This expansion, which is already in the project detailing stage, will include an anchor and 2,326 sqm of in line stores. Second Phase: With opening scheduled for the 2Q12, this phase will add approximately 3,100 sqm of GLA to the mall, allowing the entry of 2 anchors and 550 sqm of in line stores. In addition, the movie theater will be remodeled to a stadium format, incorporating the new trends in this segment. By the end of these 2 phases, the renovated Via Parque will have a diversified mix and be well anchored, ready to meet the growing demand in the surrounding area, whose real estate market is currently experiencing strong growth.

19

Future Expansions Projects with openings slated for 4Q11 and 2012 will add approximately 15,300 sqm to the Company’s owned GLA.

Case study: malls targeting the mid and moderate income classes developed by Aliansce Aliansce's portfolio includes projects located in all regions of the country and targeting a diversified range of income classes. Approximately 40% of the company's owned gross leasable area (GLA) targets the middle and moderate income classes and have locations and store mixes that have been optimized to take advantage of the growth in this segment of the population. Note that most of these assets were developed by Aliansce and are managed by the company. In addition to the growing number of consumers in the middle income class, the moderate income class, which is called the "new middle class or emerging class”, now, encompasses over half of Brazil's population, according to a study conducted by Ibope. These are 32 million new consumers aged between 12 and 64 years old and living in the country's major metropolitan areas. This mass migration of consumers has led to the emergence of a group that has its own characteristics and sufficient pent-up demand to sustain the consistent growth in the retail market in the regions in which they are located. Aliansce not only closely monitors this growth, but also has developed and is developing projects in areas with high concentrations of this new segment of Brazilian consumers.

Income Class Population '000 inhab. %

High 11,347 17%

Middle 12,364 19%

Moderate 1 19,505 30%

Moderate 2 12,746 20%

Low 9,214 14%

TOTAL 65,176 100%

Note: Moderate income class is formed by individuals with monthly income from R$600 to R$2,099 and considers only those between 12 and 64 years.

17%19%

30%

20%

14%

High Middle Moderate 1 Moderate 2 Low

Total population distribution by income class

Half of Brazil's population(32 million new consumers)

Future Expansions State OpeningGLA

(sq.m.)% Aliansce

Owned GLA

(sq.m.)

Shopping Taboão SP 4Q11 6,053 38.00% 2,300Via Parque Shopping ‐ Movie Theaters RJ 2Q12 3,414 69.62% 2,377Caxias Shopping RJ 2Q12 5,000 40.00% 2,000Shopping Grande Rio RJ 2Q12 5,000 25.00% 1,250Boulevard Shopping Campina Grande ‐ Phase 02 PB 2Q12 1,817 30.52% 555Iguatemi Salvador BA 2Q12 8,500 41.59% 3,535Carioca Shopping ‐ Poupa Tempo RJ 2Q12 8,200 40.00% 3,280

Total 37,984 15,297

20

We selected in our portfolio the group of assets that target the middle and moderate income classes that were developed by the company and/or our executives prior to the company's founding in order to analyze the growth in certain operational indicators. The malls analyzed were: The operational indicators presented by these malls over the last five years ratifies the studies cited, with an NOI CAGR above 15%, a decreasing occupancy cost and an average occupancy rate above 99%, even considering the expansions inaugurated. In addition, the table below shows the performance of same stores (SSS and SSR) and same area (SAS and SAR) for this group of assets targeting the middle and moderate income classes.

Main Indicators 3Q10 3Q093Q10/3Q09

Δ%9M10 9M09

9M10/9M09

Δ%

SSS/sq.m. 866.4 712.8 21.6% 797.9 651.8 22.4%

SAS/sq.m. 867.5 711.1 22.0% 787.8 641.4 22.8%

SSR/sq.m. 41.7 37.4 11.3% 40.1 36.7 9.3%

SAR/sq.m. 42.3 37.8 12.1% 39.9 35.9 11.0%

Occupancy Rate 99.3% 99.3% 0 p.p. 99.4% 99.3% 0,1 p.p.

Occupancy Cost (% Sales) 9.1% 9.9% ‐0,8 p.p. 9.6% 10.6% ‐1 p.p.

Sales/sq.m. 823.5 676.3 21.8% 772.2 625.1 23.5%

Rent/sq.m. 45.5 40.0 13.6% 44.9 41.5 8.2%

Malls Opening GLA (sq.m.)

Shopping Grande Rio 1995 35,825

Shopping Taboão 2002 35,601

Bangu Shopping 2007 46,318

Caxias Shopping 2008 25,607

Source: IBGE

‐20,0%

‐15,0%

‐10,0%

‐5,0%

0,0%

5,0%

10,0%

4,00%

6,00%

8,00%

10,00%

12,00%

14,00%Mar‐03

Sep‐03

Mar‐04

Sep‐04

Mar‐05

Sep‐05

Mar‐06

Sep‐06

Mar‐07

Sep‐07

Mar‐08

Sep‐08

Mar‐09

Sep‐09

Mar‐10

Sep‐10

Unemployment rate (%) Average income (YoY)

21

Indebtedness and Cash and Cash Equivalents The Company’s net debt remains stable, increasing slightly due to new financial disbursements for the Boulevard Shopping Belo Horizonte project. In the 3Q10, the Company's debt profile has an average maturity of 8.4 years, with 93.7% indexed to the TR reference rate and the IPCA consumer price index. Most of our cash is managed by an Exclusive Fund, which in the nine months ended September 30, 2010 provided a return equivalent to 101.7% of the CDI overnight rate (for more details, see the 3Q10 Quarter Information - ITR). On September 30, 2010, Aliansce’s net debt after financial investments stood at R$262.5 million. Excluding minority interest, the Company’s net debt after financial investments totaled R$198.6 million. This amount includes R$62.7 million in obligations related to asset acquisitions, most of which refers to the balance payable in 2013 for the acquisition of the 30% interest in Bangu Shopping.

Stock Performance Aliansce stock (ALSC3) closed 3Q10 priced at R$13.00 per share, which represents a gain of 14.5% from the closing price of R$11.35 in 2Q10. In that same period, the Ibovespa index registered an increase of 13.9%. The Company’s free-float increased from 51.19% last quarter to 52.53% on September 30, 2010, contributing even further to the stock's liquidity. On November 1st, 2010 the average daily trading volume of the last 30 days was of R$4.0 million.

Debt breakdown Short‐Term Long‐Term Total Debt

Banks 43,280 130,156 173,436

CCI/ CRI 66,697 394,582 461,279

Obligation for purchase of assets 7,156 55,524 62,680

TOTAL DEBT 117,133 580,262 697,395

Cash and Cash Equivalents (434,909) ‐ (434,909)

NET DEBT (317,776) 580,262 262,486

44.770.4 60.3

131.6

70.8 76.6 82.9 86.3 75.754.5 41.3

29.3

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021

Principal Amortization Schedule (R$ Million)

0

2

4

6

8

10

12

14

16

95

100

105

110

115

120

30/6/2010

6/7/2010

13/7/2010

19/7/2010

23/7/2010

29/7/2010

4/8/2010

10/8/2010

16/8/2010

20/8/2010

26/8/2010

1/9/2010

8/9/2010

14/9/2010

20/9/2010

24/9/2010

30/9/2010

Volume (R$ millions) ALSC3 Ibov

TR71.9%

IPCA21.7%

CDI5.2%

TJLP0.7%

Others0.4%

Debt Profile ‐ Indexes

Free Float52.53%

GGP31.44%

Rique Empreen‐dimentos

e Part.12.74%

Gávea Investim.2.01%

Mgmt1.28%

Shareholder Base

22

Glossary GCA: Gross Commercial Area, equivalent to the sum of all the commercial areas of the shopping malls, that is, GLA plus the areas of stores sold. GLA (Gross Leasable Area): equivalent to the sum of all areas available for leasing in shopping malls, except for kiosks and sold areas. Own GLA: refers to total GLA weighted by Aliansce’s interest in each shopping mall. Key Money: amount charged to merchants for the right to use the project’s technical infrastructure, applicable to contracts with terms longer than 60 months. Net Key Money: Value of key money net of leasing costs. CAGR: Compounded Annual Growth rate. CPC: Accounting Pronouncements Committee. MBS: mortgage-backed securities. Occupancy Cost as % of Sales: rent (minimum + percentage) + usual charges (excluding specific charges) + merchandising fund.

EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization): net revenue ‐ operating costs and expenses + depreciation and amortization.

Adjusted EBITDA: EBITDA + pre‐operating expenses ‐ lawsuits + other nonrecurring expenses (revenues).

Adjusted FFO (Funds from Operations): net income + depreciation + amortization - nonrecurring expenses and revenues + SWAP effect + unpaid financial expenses + non-cash tax. FIIVPS: Fundo de Investimento Imobiliário Via Parque Shopping, a real estate investment fund. Delinquency: the ratio between the total earned volume and total revenue received for the same period, calculated on the last business day of that period. Federal Law 11,638: on December 28, 2007, Federal Law 11,638 was enacted with the purpose of including publicly held companies in the international accounting convergence process. Therefore, some financial and operating results were subject to certain accounting effects due to the changes introduced by the new law. Anchor Stores: large, well known stores with special marketing and structural features that attract consumers, thereby ensuring permanent flows and uniform traffic in all areas of the shopping mall. Satellite Stores: small stores with no special marketing and structural features located around the anchor stores and intended for general retailing. NOI (Net Operating Income): Gross revenue of shopping malls (excluding revenue from services) + parking revenue - shopping mall’s operational costs - provision for doubtful accounts. PDA: Provision for Doubtful Accounts. SAR (Same-area rent): ratio between the rent earned in a same store in current versus the previous year. Excludes Shopping Santa Úrsula (undergoing renovation). SAR (Same-area sales): ratio between sales in a same area in the current versus the previous year. Excludes Shopping Santa Úrsula (undergoing renovation). SSR (Same-store rent): ratio between the rent earned in a same store in the current versus the previous year. Excludes Shopping Santa Úrsula (undergoing renovation). SSS (Same-store sales): ratio between sales in a same store in the current versus the previous year. Excludes Shopping Santa Úrsula (undergoing renovation). Occupancy Rate: total GLA of a shopping mall divided by the area leased. Sales: reported sales of stores in each of the shopping malls in the quarter.

23

Appendices Reconciliation of the consolidated and managerial financial statements The Company's managerial financial information was prepared to reflect/consolidate Aliansce’s interest in Via Parque Shopping in the quarters ended September 30, 2010 and 2009, as well as the spin-off that led to the exclusion of Shopping Leblon from its portfolio, which only affects the quarter ended September 30, 2009. Aliansce’s investments in Via Parque Shopping are made through Fundo de Investimento Imobiliário Via Parque Shopping (FIIVPS), which for accounting purposes are recognized on the consolidated financial statements as financial investments. Accordingly, the mall’s operating results are not consolidated in Aliansce’s balance sheet and the investment is recorded at market value as determined by Law 11,638. For managerial financial information purposes, we have considered Aliansce’s 69.62% interest in Via Parque Shopping on September 30, 2010 as if it had existed throughout the period from January to September of 2010 and 2009 in order to permit a comparative analysis of results. Income from Aliansce's interest in Shopping Leblon, held through Cencom and Frascatti, was excluded from the consolidated managerial figures in order to reflect, in the managerial financial statements of September 30, 2009, the partial spin-off that occurred in October 2009. Finally, the managerial financial statements were prepared based on the balance sheets, income statements and financial reports of the respective companies and centers, as well as assumptions deemed to be reasonable by the Company's Management, and they should be read in conjunction with the period’s financial statements and respective notes.

24

Conciliation between managerial financial information

vs financial statements

Period ended September 30, 2009

Gross revenue from rental and services 106,524 14,268 ‐ 120,792 Taxes and contributions and other deductions (8,199) (119) ‐ (8,318)

Net revenues 98,325 14,149 ‐ 112,474

Cost of rentals and services (32,907) (6,539) ‐ (39,446)

Gross income 65,418 7,610 ‐ 73,028

Operating income/expenses (12,683) 6,080 (7,603) (14,206)

Administrative and general expenses (18,202) ‐ 42 (18,160) Equity income 4,684 ‐ (4,370) 314 Depreciation and Amortization (247) ‐ ‐ (247)

Other operating income/(expenses) 1,082 6,080 (3,275) 3,887

Financial income/(expenses) (21,657) 158 (104) (21,603)

Net income/(loss) before taxes and minority interest 31,078 13,848 (7,707) 37,219

Income and social contribution taxes (5,637) ‐ 9 (5,628)

Minority Interest (3,635) ‐ ‐ (3,635)

Net income/(loss) for the period 21,806 13,848 (7,698) 27,956

Conciliation of EBITDA / adjusted EBITDA and FFO/ ajusted FFO


Net revenues 98,325 14,149 ‐ 112,474

(‐) Cost of rentals and services (32,907) (6,539) ‐ (39,446) (‐)(+) Operating income/(expenses) (12,683) 6,080 (7,603) (14,206) (+) Depreciation and Amortization 13,731 458 ‐ 14,189

EBITDA 66,466 14,148 (7,603) 73,011

MARGIN EBITDA % 67.6% 64.9%

(+) Non recurring expenses 6,951 (6,080) ‐ 871

ADJUSTED EBITDA 73,417 8,068 (7,603) 73,882 MARGIN OF ADJUSTED EBITDA % 74.7% 65.7%

Net income 21,806 13,848 (7,698) 27,956

(+) Depreciation and Amortization 13,731 458 ‐ 14,189

(=) FFO 35,537 14,306 (7,698) 42,145 MARGIN OF FFO % 36.1% 37.5%

(+/‐) Non recurring expenses 6,951 (6,080) ‐ 871

(+) SWAP 9,300 ‐ ‐ 9,300

(+) Financial expenses not paid 32,119 ‐ ‐ 32,119

(+) non‐cash taxes (847) ‐ ‐ (847)

(=) ADJUSTED FFO 83,060 8,226 (7,698) 83,588

MARGIN OF AFFO % 84.5% 74.3%

(amounts in thousands of reais)


69.62% Shopping

Via Parque

Exclusion of income from Frascatti/Cencom and

Recognition of Pre Op

69.62% Shopping

Via Parque

Exclusion of income from

Frascatti/Cencom and

Recognition of Pre Op

Aliansce

Consolidated

2009 ‐ Financial

Aliansce

Consolidated

2009 ‐ Managerial

Aliansce Consolidated

2009 ‐ Financial

Aliansce

Consolidated

2009 ‐ Managerial

25

Conciliation between managerial financial information

vs financial statements


Gross revenue from rental and services 145,494 11,534 ‐ 157,028

Taxes and contributions and other deductions (11,250) (70) ‐ (11,320)

Net revenues 134,244 11,464 ‐ 145,708

Cost of rentals and services (39,252) (2,072) ‐ (41,324) Gross income 94,992 9,392 ‐ 104,384

Operating income/expenses (25,556) 824 ‐ (24,732) Administrative and general expenses (24,687) ‐ ‐ (24,687) Depreciation and Amortization (257) ‐ ‐ (257) Other operating income/(expenses) (612) 824 ‐ 212

Financial income/(expenses) (5,218) 135 ‐ (5,083)

Net income/(loss) before taxes and minority interest 64,218 10,351 ‐ 74,569

Income and social contribution taxes (18,723) ‐ ‐ (18,723)

Minority Interest (2,643) ‐ ‐ (2,643)

Net income/(loss) for the period 42,852 10,351 ‐ 53,203

Conciliation of EBITDA / adjusted EBITDA and FFO/ ajusted FFO

Period ended September 30, 2010(amounts in thousands of reais)

Net revenues 134,244 11,464 ‐ 145,708

(‐) Cost of rentals and services (39,252) (2,072) ‐ (41,324) (‐)(+) Operating income/(expenses) (25,556) 824 ‐ (24,732) (+) Depreciation and Amortization 13,502 350 ‐ 13,852 ( )EBITDA 82,937 10,566 ‐ 93,504 MARGIN EBITDA % 61.8% 64.2%

(+)/ (‐) Non‐recurring (expenses)/income 3,798 (825) ‐ 2,973

(+) Pré‐operational expenses 3,798 ‐ ‐ 3,798 (+/‐) Others ‐ (825) ‐ (825)

ADJUSTED EBITDA 86,735 9,741 ‐ 96,477

MARGIN OF ADJUSTED EBITDA % 64.6% 66.2%

Net income 42,852 10,351 ‐ 53,203

(+) Depreciation and Amortization 13,502 350 ‐ 13,852

(=) FFO 56,354 10,701 ‐ 67,055 MARGIN OF FFO % 42.0% 46.0%

(+)/ (‐) Non current expenses/(income) 3,798 (825) ‐ 2,973

(+) SWAP (9,316) ‐ ‐ (9,316)

(+) Financial expenses not paid 49,055 ‐ ‐ 49,055

(+) non‐cash taxes 12,647 ‐ ‐ 12,647

(=) ADJUSTED FFO 112,538 9,876 ‐ 122,414 MARGIN OF AFFO % 83.8% 84.0%

69.62% Shopping

Via Parque

Exclusion of income

from

Frascatti/Cencom


69.62% Shopping

Via Parque

Exclusion of income from

Frascatti/Cencom

Aliansce

Consolidated

2010 ‐ Financial


2010 ‐ Managerial


2010 ‐ Financial

Aliansce

Consolidated

2010 ‐ Managerial

26

Cash Flow

Aliansce Financial

Statements69.62% Via Parque

Aliansce Managerial

Consolidated

09/30/2010 09/30/2010 09/30/2010

Operating ActivitiesNet Profit for the period 45,493 10,353 55,846

Depreciation and Amortization 13,595 352 13,947 Deferred income and social contribution tax 12,647 ‐ 12,647 Stock Option plan 796 ‐ 796 Real Estate credit certificates 49,055 ‐ 49,055

Fair value of financial derivatives instruments (9,316) ‐ (9,316) Straight line rent adjustment (5,750) ‐ (5,750)

Resources from income 106,520 10,705 117,225

Decrease (increase) in assets (3,353) (6,812) (10,165) Accounts receivable ‐ clients (31,127) 536 (30,591)

Accounts receivable 28,179 (673) 27,506 Taxes recoverable (1,026) 71 (955)

Advances (806) 30 (776) Other credits (2,482) (472) (2,954)

Related party transactions (2,395) ‐ (2,395)

Increase (decrease) in liabilities 9,441 (576) 8,865 Suppliers (8,410) 69 (8,341)

Taxes and contributions payable 13,394 (153) 13,241 Deferred taxes (14,340) ‐ (14,340) Other obligations 16,705 (926) 15,779 Deferred Revenue 2,635 11 2,646

Related party transactions (543) 423 (120)

Net Cash Generated in Operating Activities 112,608 3,317 115,925

Investment Activities

Investments in securites (361,082) ‐ (361,082)

Investment in properties (164,007) 2,231 (161,776)

Decrease (increase) on investments 1 ‐ 1

Obligation for purchase of assets (30,000) ‐ (30,000)

Increase of intangible asset (12,863) ‐ (12,863)

Net Cash Used in Investment Activities (567,951) 2,231 (565,720)

Financing Activities Capital increase 450,000 ‐ 450,000

Stock issue expenses (23,415) ‐ (23,415) Dividend payable (7,190) ‐ (7,190)

Increase in Loans and financing 45,659 ‐ 45,659 Decrease in Real Estate receivable certificates (37,020) ‐ (37,020)

Accounts receivable ‐ CCI 30,000 ‐ 30,000

Net Cash Generated in Financing Activities 458,034 ‐ 458,034

Increase (Decrease) in Cash and Cash Equivalents 2,691 5,548 8,239

Cash and Cash Equivalents at the end of the Period 12,118 7,561 19,679 Cash and Cash Equivalents at the beginning of the Period 9,427 2,013 11,440

Increase in Cash and Cash Equivalents 2,691 5,548 8,239

Cash Flow Statement

27

Balance sheet

09/30/2010 (*) 12/31/2009 09/30/2010 (*) 12/31/2009 09/30/2010 (*) 12/31/2009 09/30/2010 (*) 12/31/2009

ASSETS

Current

Cash and cash equivalents 12,118 9,427 1,394 903 ‐ ‐ 13,512 10,330 Securities 415,230 47,844 6,167 1,110 ‐ ‐ 421,397 48,954 Accounts receivable 32,761 32,244 2,391 2,258 ‐ ‐ 35,152 34,502 Taxes recoverable 4,493 3,467 ‐ 72 ‐ ‐ 4,493 3,539 Advances to third‐parties 2,654 1,847 38 68 ‐ ‐ 2,692 1,915

Amounts receivable 2,597 30,000 ‐ ‐ ‐ ‐ 2,597 30,000 Other receivables 2,144 3,150 595 222 ‐ ‐ 2,739 3,372

Total Current Assets 471,997 127,979 10,585 4,633 ‐ ‐ 482,582 132,612

Non‐Current

Accounts receivable 1,054 998 ‐ ‐ ‐ ‐ 1,054 998 Securities 145,506 145,506 ‐ ‐ (145,506) (145,506) ‐ ‐

Amounts receivable 182 958 ‐ ‐ ‐ ‐ 182 958 Related party transactions 21,094 18,699 ‐ ‐ ‐ ‐ 21,094 18,699

Deferred taxes 14,303 17,783 ‐ ‐ ‐ ‐ 14,303 17,783 Other receivables 6,730 3,314 ‐ ‐ ‐ ‐ 6,730 3,314 Investments 172 173 ‐ ‐ ‐ ‐ 172 173

Property, plant and equipment 1,133 1,073 ‐ ‐ ‐ ‐ 1,133 1,073 Property for investments 1,108,915 946,920 50,311 52,894 ‐ ‐ 1,159,226 999,814 Intangible assets 230,535 217,765 ‐ ‐ ‐ ‐ 230,535 217,765

Total Non‐current Assets 1,529,624 1,353,189 50,311 52,894 (145,506) (145,506) 1,434,429 1,260,577

Total Assets 2,001,621 1,481,168 60,896 57,527 (145,506) (145,506) 1,917,011 1,393,189

LIABILITIES

Current Loans and financing 43,280 35,273 ‐ ‐ ‐ ‐ 43,280 35,273

Real estate credit note 66,697 11,720 ‐ ‐ ‐ ‐ 66,697 11,720 Suppliers 12,707 21,117 91 22 ‐ ‐ 12,798 21,139 Taxes and contributions payable 4,035 4,981 ‐ ‐ ‐ ‐ 4,035 4,981 Obligations for purchase of assets 7,156 37,156 ‐ ‐ ‐ ‐ 7,156 37,156 Dividends payable ‐ 7,190 416 ‐ ‐ ‐ 416 7,190 Others 11,465 7,428 472 1,044 ‐ ‐ 11,937 8,472

Total Current Liabilities 145,340 124,865 979 1,066 ‐ ‐ 146,319 125,931

Non‐Current Liabilities Loans and financing 130,156 81,713 ‐ ‐ ‐ ‐ 130,156 81,713 Real estate credit note 391,559 410,134 ‐ ‐ ‐ ‐ 391,559 410,134 Obligations for purchase of assets 55,524 50,000 ‐ ‐ ‐ ‐ 55,524 50,000 Related party transactions 31,258 31,801 ‐ ‐ ‐ ‐ 31,258 31,801 Deferred income 50,775 48,140 ‐ ‐ ‐ ‐ 50,775 48,140 Provision for contingencies 10,132 9,356 1,162 1,235 ‐ ‐ 11,294 10,591 Derivative financial instruments 3,023 12,340 ‐ ‐ ‐ ‐ 3,023 12,340 Deferred income and social contribution tax 66,982 55,607 ‐ ‐ (44,044) (41,901) 22,938 13,706 Other liabilities 3,711 36,541 ‐ ‐ ‐ (124) 3,711 36,417

Total Non‐Current Liabilities 743,120 735,632 1,162 1,235 (44,044) (42,025) 700,238 694,842

Shareholders' Equity Capital 916,342 466,342 55,528 55,528 (55,528) (55,528) 916,342 466,342 (‐) IPO expenses (23,416) ‐ ‐ ‐ ‐ ‐ (23,416) ‐ Capital Reserve 798 2 ‐ ‐ ‐ ‐ 798 2 Legal Reserve 1,514 1,514 ‐ ‐ ‐ ‐ 1,514 1,514 Reserve for investments 25,997 25,997 ‐ ‐ ‐ ‐ 25,997 25,997 Accumulated profit (losses) 42,850 ‐ 3,227 (302) 40,644 34,464 86,721 34,162 Equity evaluation adjustment 67,328 63,169 ‐ ‐ (86,578) (82,417) (19,250) (19,248) Shares acquisition ‐ non ‐ controlling / minority interest 9,850 9,052 ‐ ‐ ‐ ‐ 9,850 9,052

Minority Interest 71,898 54,595 ‐ ‐ ‐ ‐ 71,898 54,595

Total Shareholders' Equity 1,113,161 620,671 58,755 55,226 (101,462) (103,481) 1,070,454 572,416

Total liabilities and shareholders' equity 2,001,621 1,481,168 60,896 57,527 (145,506) (145,506) 1,917,011 1,393,189

(*) Aliansce Consolidated financial information contemplates the effects of IFRS.

69.62% Via Parque Aliansce Managerial ConsolidatedManagerial Balance Sheet

Aliansce Financial Statements Consolidation Cross off

28

Comparison of the consolidated and managerial financial statements for the periods ended September 30, 2009 and 2010:

Note: Includes the consolidation of 69.62% of the investment in Via Parque Shopping and excludes Shopping Leblon’s results for the financial statements dated September 30, 2009.

Consolidated Financial Statements 3Q10 3Q093Q10/3Q09

Δ%9M10 9M09

9M10/9M09

Δ%

Gross revenue from rental and services 50,572 36,875 37.1% 145,494 106,524 36.6%

Taxes and contributions and other deductions (3,927) (3,037) 29.3% (11,250) (8,199) 37.2%

Net revenues 46,645 33,838 37.8% 134,244 98,325 36.5%

Cost of rentals and services (13,423) (10,720) 25.2% (39,252) (32,907) 19.3%

Gross income 33,222 23,118 43.7% 94,992 65,418 45.2%

Operating income/expenses (8,121) (3,106) 161.5% (25,556) (12,683) 101.5%

Administrative and general expenses (7,762) (5,975) 29.9% (24,687) (18,202) 35.6%

Equity income ‐ 1,617 ‐100.0% ‐ 4,684 ‐100.0% Depreciation and Amortization expenses (95) (76) 25.0% (257) (247) 4.0% Other operating income/(expenses) (264) 1,328 ‐119.9% (612) 1,082 ‐156.6%

Financial income/(expenses) (1,245) (1,264) ‐1.5% (5,218) (21,657) ‐75.9%

Net income/(loss) before taxes and minority interest 23,856 18,748 27.2% 64,218 31,078 106.6%

Current income and social contribution taxes (2,341) (2,290) 2.2% (6,076) (6,484) ‐6.3%

Deferred income and social contribution taxes (3,937) (1,532) 157.0% (12,647) 847 ‐1593.2%

Minority Interest (632) (1,367) ‐53.8% (2,643) (3,635) ‐27.3%

Net income/(loss) for the period 16,946 13,559 25.0% 42,852 21,806 96.5%


Δ%9M10 9M09

9M10/9M09

Δ%

Gross revenue from rental and services 54,016 42,169 28.1% 157,028 120,792 30.0%

Taxes and contributions and other deductions (3,937) (3,102) 26.9% (11,320) (8,318) 36.1%

Net revenues 50,079 39,067 28.2% 145,708 112,474 29.5%

Cost of rentals and services (13,895) (13,767) 0.9% (41,324) (39,446) 4.8%

Gross income 36,184 25,300 43.0% 104,384 73,028 42.9%

Operating income/expenses (7,949) (6,062) 31.1% (24,733) (14,205) 74.1%

Administrative and general expenses (7,762) (5,939) 30.7% (24,688) (18,160) 35.9%

Equity income ‐ 68 ‐100.0% ‐ 314 ‐100.0% Depreciation and Amortization expenses (95) (99) ‐4.0% (257) (247) 4.0% Other operating income/(expenses) (92) (92) 0.0% 212 3,888 ‐94.5%

Financial income/(expenses) (1,154) (1,177) ‐2.0% (5,083) (21,603) ‐76.5%

Net income/(loss) before taxes and minority interest 27,081 18,061 49.9% 74,568 37,220 100.3%

Current income and social contribution taxes (2,341) (2,294) 2.0% (6,076) (6,475) ‐6.2%

Deferred income and social contribution taxes (3,937) (1,532) 157.0% (12,647) 847 ‐1593.2%

Minority Interest (632) (1,367) ‐53.8% (2,643) (3,635) ‐27.3%

Net income/(loss) for the period 20,171 12,868 56.8% 53,202 27,957 90.3%



29

KPMG Auditores Independentes Av. Almirante Barroso, 52 - 4º 20031-000 - Rio de Janeiro, RJ - Brasil Caixa Postal 2888 20001-970 - Rio de Janeiro, RJ - Brasil

Central Tel 55 (21) 3515-9400 Fax 55 (21) 3515-9000 Internet www.kpmg.com.br

KPMG Auditores Independentes, uma sociedade simples brasileira e firma-membro da rede KPMG de firmas-membro independentes e afiliadas à KPMG International Cooperative (“KPMG International”), uma entidade suíça.

KPMG Auditores Independentes, a Brazilian entity and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity.

Review report on Quarterly Information (A free translation of the original report in Portuguese, as filed with the Brazilian Securities and Exchange Commission - CVM, prepared in accordance with the accounting practices adopted in Brazil, rules of the CVM and the International Financial Reporting Standards - IFRS) To The Board of Directors and Shareholders of Aliansce Shopping Centers S.A. Rio de Janeiro - RJ 1. We have reviewed the accounting information included in the individual Quarterly

Information - ITR of Aliansce Shopping Centers S.A. (“The Company”), comprising the balance sheet and statements of operations, comprehensive income, changes in shareholders’ equity and cash flows and the consolidated Quarterly Information of this Company and its subsidiaries, comprising the consolidated balance sheet and the consolidated statements of operations, comprehensive income, changes in shareholders’ equity and cash flows, both referring to the quarter ended September 30, 2010, which includes the explanatory notes and the performance report, which are the responsibility of its management.

2. Our review was performed in accordance with the review standards established by

IBRACON - The Brazilian Institute of Independent Auditors and the Federal Accounting Council - CFC, which comprised, mainly: (a) inquiry and discussion with the management responsible for the accounting, financial and operational areas of the Company and its subsidiaries, regarding the main criteria adopted in the preparation of the Quarterly Information; and (b) review of the information and subsequent events, which have, or may have, a material effect on the financial and operational position of the Company and its subsidiaries.

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

accounting information contained in the individual Quarterly Information of Aliansce Shopping Centers S.A. referred to above, for them to be in accordance with accounting rules adopted in Brazil, notably the technical pronouncement CPC 21 - Interim Financial Reporting and rules issued by the Brazilian Securities Commission - CVM applicable to the preparation of the Quarterly Information.

4. Based on our review we are also not aware of any material change that should be made to the

accounting information contained in the consolidated Quarterly Information of Aliansce Shopping Centers S.A. and its subsidiaries referred to above, for them to be in accordance with the International Financial Reporting Standards (IFRS), notably the standard IAS 34 - Interim Financial Reporting, issued by International Accounting Standards Board (IASB), and rules issued by the Brazilian Securities Commission - CVM, applicable to the preparation of the Quarterly Information.

30

5. As mentioned in explanatory note 3, during the year 2009, CVM approved several Pronouncements, Interpretations and Technical Orientations issued by the Accounting Pronouncements Committee (CPC) which are effective for 2010, and changed the accounting practices adopted in Brazil. These changes were adopted by the Company and its subsidiaries in the preparation of the individual Quarterly Information of the Company for the quarter ended September 30, 2010 and disclosed in explanatory note 3. The individual Quarterly Information are being restated and, therefore, are different from those originally stated by the Company including our review report, dated November 04, 2010. The individual Quarterly Information related to the year and period of 2009, presented for comparison purposes, were adjusted to include the changes in accounting practices adopted in Brazil in force for 2010.

6. As mentioned in explanatory note 3, the Company and its subsidiaries started to present from

2010 on, consolidated Quarterly Information in accordance with International Financial Reporting Standards - IFRS, notably the standard IAS 34 - Interim Financial Reporting, issued by the IASB. The consolidated Quarterly Information of the Company and its subsidiaries related to the year and period ended 2009, prepared in accordance with the mentioned International Accounting Standards, are being presented for comparison purposes.

7. Our review was performed to issue a report on the review of the accounting information

included in the individual Quarterly Information of this Company as mentioned in the first paragraph, taken as a whole. The individual and consolidated Statements of Value Added (DVA), required by Brazilian corporate law, are not required by the International Accounting Standards issued by the IASB and are being presented for purposes of additional analysis. This supplementary information has been submitted to the same review procedures applied to the accounting information included in the Quarterly Information of the Company, and based on our review, we are not aware of any material changes that should be made for it to be in accordance with the accounting information included in the Quarterly Information mentioned in the first paragraph, taken as a whole.

Rio de Janeiro, May 10, 2011

KPMG Auditores Independentes CRC-SP-014428/O-6-F-RJ

Original in Portuguese signed by Marcelo Luiz Ferreira Accountant CRC RJ-087095/O-7

Aliansce Shopping Centers S.A.

(Publicly-held company)

Balance sheets

September 30, 2010 and December 31, 2009

(In thousands of Reais)

Assets Note 9/30/2010 12/31/2009 9/30/2010 12/31/2009 Liabilities Note 9/30/2010 12/31/2009 9/30/2010 12/31/2009Re-pres. Re-pres. Re-pres. Re-pres.

Current liabilitiesCash and cash equivalents 7 12,118 9,427 1,989 1,654 Loans and financing 15 43,280 35,273 32,348 31,825

8 415,230 47,844 389,023 22,649 Real estate credit note 16 66,697 11,720 20,715 7,336 Accounts receivable 9 32,761 32,244 5,489 5,910 Suppliers 17 12,707 21,117 2,297 2,025 Dividends receivable - 23 2,679 3,256 Taxes and contributions payable 18 4,035 4,981 338 143 Recoverable taxes 4,493 3,467 1,725 687 Obligations for purchase of assets 19 7,156 37,156 - - Advances to third-parties 2,654 1,847 1,250 1,088 Dividends payable - 7,190 - 7,190 Amounts receivable 2,597 30,000 2,597 30,000 Other liabilities 11,465 7,428 2,205 1,963 Other receivables 2,144 3,127 857 3,137

145,340 124,865 57,903 50,482 471,997 127,979 405,609 68,381

Non-current liabilities

Non-current assets Loans and financing 15 130,156 81,713 4,444 24,444 Accounts receivable 9 1,054 998 - - Real estate credit note 16 391,559 440,134 75,078 90,680 Securities 8 145,506 145,506 145,506 145,506 Obligations for purchase of assets 19 55,524 50,000 - - Deferred income and social contribution taxes 22 14,271 17,783 3,655 6,215 Related party transactions 10 31,258 31,801 49,243 54,189 Amounts receivable 182 958 - - Deferred income 20 50,775 48,140 2,902 2,035 Judicial deposits 21 - - 8 8 Provision for contingencies 21 10,132 9,356 - - Related party transactions 10 21,094 18,699 4,161 4,920 Derivative financial instruments 3,023 12,340 3,023 12,340

Other receivables 6,730 3,314 541 766 Deferred income and social contribution tax 22 66,982 55,607 44,376 41,949

Investments 11 172 173 721,296 618,009 Debentures 23 - - 59,312 54,701 Investment property 13 1,108,915 946,920 - - Other liabilities 3,710 6,541 3,600 6,433 Fixed assets for use 12 1,133 1,073 991 982 Intangible assets 14 230,535 217,765 59,346 58,542 743,119 735,632 241,978 286,771

1,529,592 1,353,189 935,504 834,948 Shareholders' equity 24

Capital 916,342 466,342 916,342 466,342 Expenses with issuing of shares (23,418) - (23,418) - Capital reserve 2 2 2 2 Legal reserve 1,514 1,514 1,514 1,514 Profit reserve 25,997 25,997 25,997 25,997 Options granted exercised 798 - 798 - Retained earnings (loss) 42,850 - 42,850 - Equity evaluation adjustment 67,297 63,169 67,297 63,169 Transactions with shareholders 9,850 9,052 9,850 9,052

Shareholders' equity attributable to controlling shareholders 1,041,232 566,076 1,041,232 566,076

Non-controlling interest 71,898 54,595 - -

Total shareholders' equity 1,113,130 620,671 1,041,232 566,076

Total assets 2,001,589 1,481,168 1,341,113 903,329 Total liabilities and shareholders' equity 2,001,589 1,481,168 1,341,113 903,329 - - - -

See the accompanying notes to the financial statements.

Aliansce Parent company - BR GAAP

Current assets

Securities

Aliansce Consolidated - IFRS Aliansce Parent company - BR GAAP Aliansce Consolidated - IFRS

31



Statements of income

Periods ended September 30, 2010 and 2009

(In thousands of Reais, except net income per share)

Note 9/30/2010 9/30/2009 9/30/2010 9/30/2009Re-pres. Re-pres. Re-pres. Re-pres.

27/01/1900 134,244 98,325 42,369 38,746

28/01/1900 (39,252) (32,907) (29,360) (28,705)

94,992 65,418 13,009 10,041

29/01/1900 (24,705) (18,067) (21,944) (14,799) - 4,684 39,657 43,277

(240) (382) (94) (290) 31/01/1900 (613) 1,083 (715) (2,360)

(25,558) (12,682) 16,904 25,828

Financial income (loss) 30

(57,125) (38,370) (22,167) (22,146) 51,907 16,713 38,050 4,451

(5,218) (21,657) 15,883 (17,695)

Net income before taxes 64,216 31,079 45,796 18,174

Total income and social contribution taxes (18,723) (5,637) (2,946) 3,632 Current income and social contribution taxes (6,076) (6,484) (102) -

(12,647) 847 (2,844) 3,632

Net income for the year 45,493 25,442 42,850 21,806

Income attributable to:Controlling shareholders 42,850 21,807 42,850 21,806 Non-controlling shareholders 2,643 3,635 - -

Net income for the year 45,493 25,442 42,850 21,806

Net earnings per share - basic (in R$) 02/02/1900 0.3487 0.3256 0.3487 0.3255

Net earnings per share - diluted (in R$) 02/02/1900 0.3443 0.3256 0.3443 0.3255


Aliansce Parent company - BRGAAP

Administrative and general expenses

Gross income

Operating income (expenses)

Net revenue from rental and services

Cost of rentals and services

Aliansce Consolidated - IFRS

Legal and tax expensesEquity in income of subsidiaries and associated companies

Deferred income and social contribution taxes

Other operating income (expenses)

Financial expenses Financial income

32



Statements of comprehensive income



Nota 9/30/2010 9/30/2009 9/30/2010 9/30/2009

Net income for the period 42,850 21,807 42,850 21,806

Other comprehensive income:Gross variation in the fair value of financial assets available for sale 8 6,305 1,278 6,305 1,278 Income and social contribution taxes on other comprehensive income (2,177) (434) (2,177) (434)

4,128 844 4,128 844

Total comprehensive income 46,978 22,651 46,978 22,650


Aliansce Consolidated Aliansce

33



Statements of changes in shareholders' equity



Expenditure Unrealized Equity Retained Capital with issuance Legal profit evaluation earnings Minority

Capital reserve of shares reserve reserve adjustment (loss) Total interest Total

Balances at January 1, 2009 552,080 - - - - 53,195 - (4,371) 600,904 47,822 648,726

Net income for the period - - - - - - - 21,806 21,806 3,635 25,441

- - - - - - - 21,806 21,806 3,635 25,441

Other comprehensive incomeGross variation in the fair value of financial assets available for sale - - - - - 1,278 - - 1,278 - 1,278

Income and social contribution taxes on other comprehensive income - - - - - (434) - - (434) - (434)

Total other comprehensive income - - - - - 844 - - 844 - 844

Capital increase 3 2 - - - - - - 5 - 5

3 2 - - - - - - 5 - 5

- - - - - - - - - 19,685 19,685

Balances at September 30, 2009 (Re-presentation) 552,083 2 - - - 54,039 - 17,435 623,559 71,142 694,701

Balances at January 1, 2010 466,342 2 - 1,514 25,997 63,169 9,052 - 566,076 54,595 620,671

Net income for the period - - - - - - - 42,850 42,850 2,643 45,493

- - - - - - - 42,850 42,850 2,643 45,493

Other comprehensive incomeGross variation in the fair value of financial assets available for sale - - - - - 6,305 - - 6,305 - 6,305

Income and social contribution taxes on other comprehensive income - - - - - (2,177) - - (2,177) - (2,177)

Total other comprehensive income - - - - - 4,128 - - 4,128 - 4,128

Capital increase 450,000 - - - - - - - 450,000 - 450,000

Expenditure with issuance of shares - - (23,416) - - - - - (23,416) - (23,416)

Gain in the purchase of shares of non-controlling shareholders - - - - - - 798 - 798 - 798

Stock options granted - 796 - - - - - - 796 - 796

450,000 796 (23,416) - - - 798 - 428,178 - 428,178

- - - - - - - - - 14,660 14,660

Balances at September 30, 2010 (Re-presentation) 916,342 798 (23,416) 1,514 25,997 67,297 9,850 42,850 1,041,232 71,898 1,113,130



Transactions with non-controlling shareholders

g recorded in shareholders' equity:

y recorded in shareholders' equity:

y recorded in shareholders' equity:

Transactions with shareholders

34



Statements of cash flows



9/30/2010 9/30/2009 9/30/2010 9/30/2009

Operational activitiesNet income for the period 45,493 25,442 42,850 21,806 Adjustments to net income arising from

Rent - Linear (5,750) (4,739) (521) (1,208) Depreciation and amortization 13,595 13,732 2,038 3,080

Equity in income of subsidiaries - (4,684) (39,657) (43,277) Income (loss) in investments - (3,276) - 1,142 Sales of FIIVPS quotas - (18,469) - (18,469) Compensation based on stock options 796 - 796 - Interest appropriation / monetary variations on financial operations 49,055 32,119 18,047 7,596 Fair value of derivative financial instrument (9,316) 8,745 (9,316) 8,745 Deferred income and social contribution taxes 12,647 (847) 2,844 (3,632)

106,520 48,023 17,081 (24,217)

Increase (decrease) in assetsTrade accounts receivable 5,177 4,815 942 1,677 Amounts receivable 28,179 (753) 27,403 73 Other receivables (2,482) (1,389) 3,010 2,686 Recoverable taxes (1,026) (704) (1,038) (759) Advances (806) (1,328) (162) (609) Increase in judicial deposits - (137) - (6) Related party transactions (2,395) 4,760 759 552

26,647 5,264 30,914 3,614

Increase (decrease) in liabilitiesSuppliers (8,410) 15,709 272 (813) Taxes and contributions payable 13,394 8,840 1,288 1,271 Taxes paid (14,340) (9,463) (1,093) (1,191) Other liabilities 16,705 11,995 (2,623) 192 Deferred income 2,635 5,752 867 1,332 Increase (decrease) in related party transactions (543) 13,388 (4,946) 27,027

9,441 46,221 (6,235) 27,818

Dividends received - 3,868 17,982 2,695

Net cash generated in operational activities 142,608 103,376 59,742 9,910

Investment activities(Purchase) of property, plant and equipment (184) (206) (199) (45) (Acquisition) of investment property (163,823) (211,675) - - (Acquistion) of investments 1 2,022 (82,605) (32,889) (Investment in)/Redemption of securities (361,082) 45,552 (360,070) 36,936 (Payment)/ formation of obligations for purchase of assets (30,000) 2,866 - - Acquisition of intangible assets (12,863) (2,778) (863) (182)

(567,951) (164,219) (443,737) 3,820

Financing activitiesCapital increase 450,000 3 450,000 3 Expenditure with issuance of shares (23,415) - (23,415) - Dividends paid (7,190) - (7,190) - Payment of interests of loans and financing (5,200) (8,583) (3,327) (5,155) Payment of principal of loans and financing (21,624) (92,616) (20,000) (90,000) Payment of interest of Real Estate Credit Notes (CCI) (28,519) - (6,861) - Payment of principal of Real Estate Credit Notes (CCI) (5,180) (3,377) (5,157) - Loans and financing 72,483 42,928 635 29,644 Issue of Real Estate Credit Notes (3,321) 118,962 (357) (1) Issuance of debentures - - 2 49,825

Net cash generated (consumed) in financing activities 428,034 57,317 384,330 (15,684)

Net Increase (decrease) in cash and cash equivalents 2,691 (3,526) 335 (1,954)

Balance of cash and cash equivalents at the end of the period 12,118 5,254 1,989 810 Balance of cash and cash equivalents at the beginning of the period 9,427 8,780 1,654 2,764

Net Increase (decrease) in cash and cash equivalents 2,691 (3,526) 335 (1,954)

- - - - See the accompanying notes to the financial statements.

Aliansce Consolidated - IFRS Aliansce - BRGAAP

35



Statements of added value



9/30/2010 9/30/2009 9/30/2010 9/30/2009

RevenuesGross income from rental and services 134,244 98,325 42,369 38,746 Allowance for doubtful accounts (1,566) (1,778) (708) (861) Other income - 3,276 - (1,142)

132,678 99,823 41,661 36,743

Inputs acquired by third parties (include ICMS and IPI)Cost of rentals and services (24,442) (17,644) (26,862) (24,939) Materials, energy, outsourced services and other operating expenses (8,974) (37,249) (6,619) (23,064)

(33,416) (54,893) (33,481) (48,003)

RetentionsDepreciation and amortization (10,812) (13,732) (248) (175)

Net added value generated by the Company 88,450 31,198 7,932 (11,435)

Added value received as transferEquity income (loss) - 4,684 39,657 43,277 Financial income 51,907 16,713 38,050 4,451

51,907 21,397 77,707 47,728

Total added value payable 140,357 52,595 85,639 36,293

Distribution of added valueEmployees 15,661 9,932 15,556 9,890

Salaries and payroll charges 11,097 6,409 10,992 6,367 Management fees 4,564 3,523 4,564 3,523 Employee gain sharing - -

Taxes 18,963 6,020 3,040 (3,342) Federal/Municipal 18,963 6,020 3,040 (3,342)

Lenders 57,790 39,272 22,497 22,530 Interest and other financial expenses 57,125 38,370 22,167 22,146 Rents 665 902 330 384

Remuneration of own capital 47,943 (2,629) 44,546 7,215 DividendsRetained earnings 47,943 (2,629) 44,546 7,215

140,357 52,595 85,639 36,293


Aliansce Consolidated - IFRS Aliansce - BRGAAP

36


Notes to the financial statements

September 30, 2010


37

1 Operations

a) Controlling interest

Aliansce Shopping Centers S.A. ("Aliansce" or "Company"), headquartered in Brazil, with head offices in Rio de Janeiro, is a public-held company formed by the joint venture between Renato Rique (individual) and General Growth Properties, Inc. ("GGP"), owner of shopping malls and administrator of own and third party ventures in the United States of America that, as strategic investigators, they have extensive experience in the development and management of shopping centers. The principal shareholders are represented by Rique Empreendimentos e Participações Ltda. and GGP Brazil I L.L.C., besides an institutional investor with a strong reputation in the financial market, GBP I Fundo de Investimento em Participações ("GBPFIP"), managed by GIF Gestão de Investimentos e Participações Ltda. ("GIF Gestão").

The Company's main activity is to participate directly or indirectly in the economic exploration of commercial centers, shopping centers and alike, and it may take part in other companies in the capacity of partner or shareholder, as well as the render of commercial advisory services, management of shopping centers and condominium management in general.

b) Corporate events that occurred in the third quarter of 2010

On July 5, the Company acquired for R$ 7,725 a 50% interest in the company Norte Shopping Belém S.A. (holder of a 100% interest in the undertaking known as Parque Shopping Belém), which is still in the pre-operational phase, located in Belém, state of Pará. The total investment of the Company in this undertaking up to the conclusion date will be R$ 63,500. On the same date, the Company subscribed to 13,806 new ordinary shares, for the value of R$ 15,829. Thus, the Company now holds 20,709 common shares, in the total amount of R$ 22,732, with 75% of equity interest in the company.




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On July 26, 2010, Albarpa Participações Ltda, one of the Company's subsidiaries, increased its interest in Super Shopping Osasco, by means of acquisition of the additional ideal fraction of 2.0571% of the undertaking for the amount of R$ 1,728, increasing its interest in the Shopping to 33.58%

On August 11, 2010, the Company sold 25% of its interest in the company Norte Shopping Belém S.A to Cyrela Commercial Properties S.A. Empreendimentos e Participações for the amount of R$2,597, and the agreed amount will be entitled to monetary updating of 80% of CDI since de signing date up to the actual payment date. Thus, the Company now holds 50% of equity interest in the company.

2 Company's entities

The consolidated financial statements include information from the Company and the following subsidiary and affiliated companies: Equity interest

Relevant subsidiaries 09/30/2010

12/31/2009 Nibal Participações Ltda. 99.99% 99.99%Albarpa Participações Ltda. 99.99% 99.99%Shopping Boulevard S.A. 70.00% 70.00%Shopping Boulevard Belém S.A. 75.00% 75.00%Yangon Participações Ltda. 99.99% 99.99%BSC Shopping Centers S.A. 100.00% 100.00%Alsupra Participações Ltda. 99.99% 99.99%Acapurana Participações Ltda. 99.99% 99.99%Manati Empreendimentos e Participações S.A. 50.00% 50.00%SCGR Empreendimentos e Participações S.A 50.00% 50.00%Haleiwa Empreendimentos Imobiliários Ltda. 50.00% 50.00%2008 Empreendimentos Comerciais S.A. 50.00% 50.00%RRSPE Empreendimentos e Participações Ltda. 99.99% 99.99%




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Equity interest

Relevant subsidiaries 09/30/2010

12/31/2009 Aliansce Estacionamentos Ltda. 99.99% -Aliansce Services - Serviços Administrativos Gerais Ltda 99.99% -Aliansce Assessoria Comercial Ltda. 100.00% 100.00%Niad Administração Ltda. 100.00% 100.00%

3 Presentation of quarterly information

Individual and consolidated quarterly information of the Company for the period ended September 30, 2010 is being re-submitted as required by CVM Resolution 603/2009, for the purposes of adopting the new CPC pronouncements, interpretations and guidance issued in 2009. The Company and its subsidiaries started presenting, as of the year 2010, their individual and consolidated Quarterly information in accordance with the CPC 21 - Interim Statements and IAS 34 - Interim Financial Reporting pronouncements, respectively. The Quarterly Information for the year and period of 2009, presented for comparative purposes, are being re-submitted on the same bases. The Consolidated Quarterly Information is being presented according to international financial reporting standards ("IFRS") issued by the International Accounting Standards Board - IASB, and the Individual Quarterly Information is being submitted according to accounting practices adopted in Brazil, in compliance with the provisions contained in the Corporation Law, and incorporates the changes introduced through Law nº 11638/2007 and 11941/2009, supplemented by the new pronouncements, interpretations and guidelines of CPC, issued in 2009, approved by resolutions of CFC, and according to rules of the Brazilian Securities Commission (CVM). Note 3.2 shows the reconciliation of shareholders' equity and statement of income (Consolidated and of Aliansce) with the corresponding amounts due to the impacts of IFRS and CPC for the period ended September 30, 2010.




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Financial statements of 2009 Up to December 31, 2009, the Company presented its individual and consolidated financial statements in accordance with the accounting practices adopted in Brazil, which embodied the changes introduced by Laws 11638/2007 and 11941/2009 (Provisional Act 449/2008), complemented by the pronouncements of the Accounting Pronouncements Committee (CPC), approved by resolutions of the Federal Accounting Council (CFC) and rules issued by the Brazilian Securities Commission (CVM) through December 31, 2008. As established in CVM Resolution 609/2009 (CPC 37 - First-time Adoption of the International Accounting Standards), the international standards were applied retrospectively to January 1, 2009. Therefore, the financial statements originally disclosed were adjusted and are presented in accordance with the international accounting standards.

3.1 Transition of the accounting practices

In compliance with the convergence of accounting practices adopted in Brazil to international accounting standards (IFRS), the Company presents below the main impacts produced on the consolidated financial statements: Interest capitalization - CPC 20

Capitalization of interest on the loans taken out by the Company, where the funds were earmarked for the development of new assets and expansions of operating ventures, even if not earmarked. The interest now recorded in financial expense was reclassified to investment property in the amount of R$10,153 in 2009 and R$ 10,753 and R$ 7,131 on September 30, 2010 and 2009, respectively.

Acquisition of non-controlling interest - ICPC 09

For the acquisition of non-controlling interest, the Company measured the fair value of all assets and liabilities regarding non-controlling interest acquired as of January 1, 2009, and recognized the negative goodwill of such acquisition directly in Shareholders' equity, as a transaction among shareholders.




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The acquisition of non-controlling interest by the Company had the following effects: - Transfer of goodwill recorded in intangible assets (future profitability) for investment

property in the amount of R$43,850 in 2009;

- Recognition of goodwill by means of the difference between the fair value and the book value determined in the acquisition of investments in associated companies and subsidiaries, with an impact in Investment property in the amount of R$57,565 and R$9,052, respectively, as a contra entry in Shareholders' equity occurred in 2009.

- Recognition of goodwill by means of the difference between the fair value and the book value determined in the acquisition of investments in associated companies and subsidiaries, with an impact in Investment property in the amount of R$1,208 and R$797, respectively, as counterpart the entry in Shareholders' equity, net of tax effects, occurred in the second quarter of 2010.

Write-off of deferred assets and elimination of the amortization of deferred charges - CPC 37

The Company eliminated the net balances of deferred assets as well as the amortization of deferred charges accounted for in net income, as follows:

- Reversal of the net balance of deferred charges for alignment of equity valuation

adjustment in the amount of R$19,248 on January 1, 2009;and

- Reversal of the amortization of deferred charges in the amount of R$3,080 in 2009 and R$ 1,888 and R$1,657 on September 30, 2010 and 2009, respectively.




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3.2 Reconciliation of shareholders' equity and statement of income We present below the amounts corresponding to the impacts generated by Consolidated and Aliansce's information in the shareholders' equity and statement of income for the quarter ended September 30, 2010, corresponding to the changes introduced by IFRS and CPCs. It is worth mentioning that the effects on the balance sheet of 2009 and of the second quarter of 2010 are already reflected in the presentation of the quarterly information. Shareholders' equity Consolidated Parent company

09/30/2010 12/31/2009 09/30/2010 12/31/2009 Shareholders' equity before IFRS adjustments 1,031,230 568,810 1,034,037 571,844Reclassification - initial adoption (950) (950) - -Write-off of deferred assets (11,510) (13,095) (15,267) (17,079)Amortization of goodwill arising from the fair value of investment (4,498) (2,619) (4,498) (2,619)

Borrowing Cost 10,095 4,878 10,095 4,878Review of the useful life calculation of assets 7,015 - 7,015 -Bargain in purchase regarding adoption of ICPC 09 9,850 9,052 9,850 9,052Interest of non-controlling shareholders 71,898 54,595 - - Shareholders' equity after IFRS adjustments 1,113,130 620,671 1,041,232 566,076




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Statement of income Consolidated Parent company 09/30/2010 09/30/2009 09/30/2010 09/30/2009 Net income for the period before IFRS adjustments 31,037 20,919 30,652 18,698Reclassification - initial adoption (228) 146 - -Reversal of the amortization of deferred charges 1,888 1,657 1,819 1,628Amortization of goodwill arising from the fair value of investment (1,848) (1,987) (1,853) (1,963)

Review of the useful life of the assets 7,547 - 7,015 -Borrowing Cost - CPC 20 7,097 4,706 5,217 3,443 Net income for the period after IFRS adjustments 45,493 25,441 42,850 21,806

4 Summary of significant accounting policies

The other accounting practices adopted by the Company that did not undergo changes in relation to the year 2009, are presented below:

a. Statement of income

Income and expenses are recognized on the accrual basis. Revenue from services rendered is recognized in the statement of income in proportion to the stage of completion of the service. Income is not recognized if there are significant uncertainties as to its realization. With the adoption of CPC 06 - Lease operations, operating rental revenue started being recognized by the straight-line method, based on the terms of rental agreements.




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b. Accounting estimates

The preparation of the financial statements in accordance with accounting practices adopted in Brazil requires that Company's Management uses its judgment in determining and recording accounting estimates. Assets and liabilities subject to these estimates and assumptions include, when applicable, provision for impairment of assets, allowance for doubtful accounts, deferred tax assets, provision for contingencies, and measurement of financial instruments. The settlement of transactions involving these estimates may result in significantly different amounts due to the lack of precision inherent to the process of their determination. The Company reviews the estimates and assumptions at least once a year.

c. Financial instruments

Non-derivative financial instruments include interest earning bank deposits, investments in debt and equity instruments, accounts receivable and other receivables, including cash and cash equivalents, loans and financing, as well as other accounts payable and other debts.

Non-derivative financial instruments are initially recognized at fair value plus, for instruments that are not stated at fair value through profit or loss, any directly attributable transaction costs. After the initial recognition, the non-derivative financial instruments are measured as described below.

Financial instruments at fair value through profit or loss

An instrument is classified by fair value through profit or loss if it is held for trading, that is, stated as such when initially recognized. Financial instruments are stated at fair value through profit or loss if the Company manages these investments and makes decisions on investment and redemption based on fair value according to the strategy of investment and risk management documented by the Company. After the initial recognition, the attributable transaction costs are recognized in profit or loss when incurred. Financial instruments at fair value through profit or loss are measured at fair value, and their fluctuations are recognized in profit or loss.




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Instruments held to maturity

These are non-derivative assets with fixed or determinable payments, with defined maturities for which the Company has the positive intention and capacity to hold its debt instruments until maturity, these are classified as held to maturity. Investments held to maturity are measured by the amortized cost using the effective interest rate method, deducting any reductions in their recoverable value.

Instruments available for sale

The investments of the Company in equity instruments and certain assets relating to debt instruments are classified as available for sale. Subsequent to initial recognition, they are valued at fair value and their fluctuations, excepting reductions in their recoverable value, and the differences in foreign currency of these instruments, are recognized directly in shareholders' equity, net of tax impacts. When an investment fails to be recognized, the gain or loss accumulated in shareholders' equity is transferred to result.

d. Loans and receivables

Loans and receivables should be measured at amortized cost using the effective interest rate method, reduced by any reductions in the recoverable value.

e. Derivative financial instruments

The Company holds derivative financial instruments to hedge risks relating to interest rate. Derivatives are initially recognized at their fair value, and the attributable transaction costs are recognized in profit or loss when incurred. After the initial recognition, derivatives are measured at fair value and changes are accounted for in profit or loss except in the circumstances described below for accounting hedge transactions.




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f. Current and non-current assets

Cash and cash equivalents

Include cash, positive balances in bank accounts, and interest earning bank deposits redeemable at any moment, and with a negligible risk of change in their market value.

Trade accounts receivable

Include receivables from rent, Assignment of Right of Use (CDU) of areas and services provided to third parties, recorded on an accrual basis on the balance sheet date and classified as loans and receivables. Allowance for doubtful accounts is formed with a basis on the Management estimate at an amount considered adequate to cover possible losses arising on collection of accounts receivable.

Investments

Investments in subsidiary and affiliated companies with interest in voting capital higher than 20% or with significant influence are assessed on the equity method of accounting, plus goodwill or deducted from negative goodwill on appreciation of assets, when applicable.

Other investments that do not fit into the category above are stated at cost of acquisition, less the provision for devaluation, when applicable.

Property, plant and equipment

Property, plant and equipment are recorded at the cost of acquisition, formation or construction, including interest and other financial charges incurred during project construction or development. Depreciation is calculated by the straight-line method at rates that vary from 4% to 20% per year and takes into account the estimated useful lives of the assets. Capitalized financial charges are depreciated based on the same criteria and useful lives determined for the fixed asset item to which they were taken.




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In consolidated, the fixed assets balance is added by goodwill or negative goodwill on appreciation of assets.

Intangible assets

Goodwill based on the expected future profitability was reclassified from the investments accounts group to the intangible assets specific accounts group.

Intangible assets acquired separately are measured upon the initial recognition at cost and, subsequently, deducted from accumulated amortization and impairment losses, when applicable. Goodwill arising from acquisitions of investments carried out up to December 31, 2008, which has future profitability as its economic basis, was amortized on a straight-line basis for ten years, since the dates of operations which gave rise to them accordingly. As from January 1, 2009, they are no longer amortized, and are submitted to an annual impairment test (Note 14).

Asset impairment

Property, plant and equipment, intangible and deferred assets are subjected to an impairment test, at least on an annual basis, in case there are indicators of loss of value. Intangible assets with undefined useful life are subjected to an impairment annually regardless of whether there are indicators of any loss.

Other current and non-current assets

Stated at their net realization value.




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g. Current and non-current liabilities

Current and non-current liabilities are stated at known or calculable amounts, plus, when applicable, the corresponding charges and monetary and/or exchange variations incurred through the balance sheet date. When applicable, current and long-term liabilities are recorded at present value, each transaction individually, based on interest rates reflecting each transaction's tenor, currency, and risk. The contra-entry of adjustments at present value is recorded against the statement of item items that gave rise to such liability. The difference between the present value of one transaction and the face value of the liability is recognized in profit or loss throughout the term of the contract based on the amortized cost and the effective interest rate method.

h. Provisions

Are recognized in the balance sheet when the Company has a legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are recorded considering the best estimates of the risk involved.

i. Income and social contribution taxes

The income and social contribution taxes, both current and deferred, are calculated based on the rates of 15% plus a surcharge of 10% on taxable income in excess of R$ 240 thousand for income tax and 9% on taxable income for social contribution on net income, and consider the offsetting of tax loss carry forward and negative basis of social contribution, limited to 30% of the taxable income. Taxes and contributions due by some subsidiaries of the Company were calculated by the deemed profit system, according to the rates determined by the legislation in force.




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j. Real estate credit notes (CCI)

Recorded as a financial liability at issuance value plus income accrued calculated based on the effective interest rate of the operation.

5 Consolidation of the quarterly information

The consolidated quarterly information includes the financial statements of Aliansce and its jointly controlled subsidiaries, as described in note 11. The assets, liabilities and results of the pro-indiviso condominiums are presented in the consolidated quarterly information in proportion to Aliansce's indirect interest in the condominium (via subsidiaries and joint-controlled subsidiaries).

Description of main consolidation procedures

a. Elimination of intercompany asset and liability account balances;

b. Elimination of investments of parent company in the shareholders' equity of direct and indirect subsidiaries;

c. Elimination of intercompany income and expense balances arising from consolidated

intercompany transactions; and Identification of minority interests in the consolidated financial statements.

6 Segment information

The segment information is divided into: (i) Shopping Center activities divided up into rent and parking; and (ii) rendering of services.




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For management purposes, Aliansce is divided into business units, based on the shopping center operation and the service rendering operation. The operating segments to be reported are established as follows: Shopping center: comprises the activities that are associated with the shopping center

entrepreneur, and was divided up into due to the peculiarity and the type of these operations:

- Rent: refers to the operating leases of the shopping centers classified as investment property by the Company. It is worth emphasizing that the segment includes rent, assignment of usage rights (CDU) and transfer fee revenue;

- Parking lot: refers to the exploration of the parking area of the shopping center;

Rendering of services: involves the trading, rental and condominium management and

incorporation/planning services developed in shopping centers and third parties.

There are no assets allocated to the Company's service activities. Company's management monitors the operating results of its business units on a segregated basis in order to make decisions on the allocation of resources and better enjoyment of their sources. The performance of each segment is measured with a basis on the operating income/loss of its consolidated financial statements. Some income and expenses (financial income, financial expense, general and administrative expenses, income tax and social contribution), besides assets and liabilities, are not subject to analysis by operating segment, since the management of Aliansce understands that the items not considered in the analysis are indivisible, with corporate and less relevant characteristics for decision making, as regards the operating segments defined here.




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Revenues and costs among subsidiary companies and affiliates are eliminated at the time of the consolidation. 09/30/2010 09/30/2009

Shopping Shopping

Items

Rent

Parking

lot

Rent +

Parking

lot Services Total Rent

Parking

lot

Rent +

Parking

lot Services Total

Net revenue 101,500 14,857 116,357 17,887 134,244 76,311 7,909 84,220 14,105 98,325

Cost (27,531) (8,041) (35,572) (3,680) (39,252) (25,323) (3,980) (29,303) (3,604) (32,907)

Gross income

(loss)

73,969 6,816 80,785 14,207 94,992 50,988 3,929 54,917 10,501 65,418

7 Cash and cash equivalents


09/30/2010 12/31/2009 09/30/2010 12/31/2009 Cash and bank checking accounts 12,118 9,427 1,989 1,654

The Company includes in the item "Cash and cash equivalents", cash in hand and bank deposits. Interest earning bank deposits of the Company and its subsidiaries are stated in the caption "Securities", as Management considers they do not fall under the definition of cash and cash equivalents pursuant to CPC 03 - Statement of cash flows. The exposure to interest rate risks and a sensitivity analysis of financial assets and liabilities are disclosed in Note 25.




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8 Securities

Aliansce Consolidated Aliansce 09/30/2010 12/31/2009 09/30/2010 12/31/2009

Agribusiness Credit Bills (LCA) (a) 9,175 11,381 - 1,450Bank Deposit Certificates (CDB) (b) 5,939 668 - -Fixed Income Fund (c) 5,699 5,013 - 5,013Debentures (d) 18,391 30,782 17,329 16,186Shop FI Renda Fixa Crédito Privado (e):

Post-fixed CDB 104,352 - 103,150 -Post CDB - Early settlement 67,041 - 66,268 -Open debenture 172,060 - 170,077 -Government bonds - LFT 7,617 - 7,529 -Financial bills 25,055 - 24,767 -(-) Management fee (99) - (97) -

Fundo de Investimento Imobiliário Via Parque Shopping (FIIVPS) (f) 145,506 145,506 145,506 145,506 560,736 193,350 534,529 168,155

Current 415,230 47,844 389,023 22,649Non-current 145,506 145,506 145,506 145,506

(*)Breakdown of the portfolio of exclusive Investment Fund Shop FI Renda Fixa Crédito Privado. The Company has financial assets classified as investments held for trading and accordingly, these are measured at fair value by means of net income with the purpose of short-term sale in the business opportunity that generates the highest yield of the funds. Such investments have interest rates of 98.0% to 101.4% of the CDI with maturity during 2011 and 2012.




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Shop FI Renda Fixa Crédito Privado

The Company has an exclusive fund, managed by Banco Itaú S/A. We present below the opening of the fund portfolio on September 30, 2010:

Investments: Remuneration Maturity % SE 9/30/2010

Financial institutions:

Post-fixed CDB 104% to 110% of

CDIOctober to April

2011 27.8% 104,352Post-fixed CDB - Early

settlement 101% to 107% of

CDIOctober 2010 to

May 2013 17.8% 67,041

Open debenture 103.2% to 105.0%

of CDINovember 2010

to June 2011 45.7% 172,060

Government bonds - LFT SELICSeptember 2010

to March 2015 2.0% 7,617

Financial bills 106% of CDIJuly to

September 2012 6.7% 25,055 100.0% 376,125 (-) Management fee (99) Total 100.0% 376,026




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The Company aims to manage its cash seeking a perfect balance between liquidity and profitability, considering the investment plan for the next years. In order to pave the way for our strategy, we followed the guidelines as set out below: Distribute the risk by financial institution prioritizing liquidity and profitability:

Liquidity % SE 09/30/2010

Daily 72.3% 271,7731 to 90 days 10.0% 37,68391 to 180 days 10.9% 41,116180 days + 6.8% 25,553

Total 100.0% 376,125

Invest the Company's funds in prime financial institutions and government bonds with “investment grade” minimum rating issued by the largest global rating agencies (Moody’s, Austin, S&P, Fitch).

Fundo de Investimento Imobiliário Via Parque Shopping (FIIVPS) This asset started being classified as available-for-sale financial instrument as of December 31, 2008, and as of September 30, 2010, it is recorded at fair value. The FIIVPS fair value on September 30, 2010 was calculated by using data from the most recent arm's length market transaction, by parties knowledgeable of the deal and willing to conclude it without privileges. 09/30/2010 12/31/2009

Number of quotas held - FIIVPS 1,476,354 1,476,354Interests in the quotas - FIIVPS 69.62% 69.62%

Balance at the beginning of the period 145,506 196,849Distributions received as return on capital (6,304) (22,861)Sale of 16% interest in FIIVPS - (33,440)Adjustment to fair value 6,304 4,958

Balance at end of period 145,506 145,506




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9 Accounts receivable


Rental and services receivable 33,644 33,406 5,612 6,000Assignment of Usage Rights - CDU receivable

2,216 2,846 - -

Condominium dues receivable 5,572 5,110 207 276 41,432 41,362 5,819 6,276 Allowance for doubtful accounts (7,617) (8,120) (330) (366) 33,815 33,242 5,489 5,910 Current 32,761 32,244 5,489 5,910Non-current 1,054 998 - - Estimated impairment losses in relation to receivables are formed based on the evidence of impairment both individually and on an aggregate basis. All significant receivables are assessed for impairment. All the receivables are material on an individual basis, identified as non-impaired on an individual basis are collectively assessed for any impairment loss not yet identified. Receivables that are not individually significant are assessed on an aggregate basis in relation to impairment by grouping receivables with similar risk characteristics.

When assessing impairment on an aggregate basis the Company makes use of historical trends of probability of default, the recovery term and the amounts of losses incurred, adjusted to reflect the management's judgment in relation to the assumptions, if the current economic and credit conditions are such that the actual losses will be higher or lower than those suggested by historical trends.




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The composition of accounts receivable by maturity age is as follows: Aliansce Consolidated Aliansce

09/30/2010 12/31/2009 09/30/2010 12/31/2009 Falling due 24,019 26,767 4,044 5,097Overdue up to 90 days 2,674 2,588 548 273Overdue from 91 to 180 days 2,098 1,165 364 108Overdue from 181 to 360 days 4,762 3,255 514 307Overdue over 360 days 7,879 7,587 349 491 Total 41,432 41,362 5,819 6,276 The movement in allowance for impairment loss in relation to receivables during the year was as follows: Aliansce Consolidated Aliansce 09/30/2010 12/31/2009 09/30/2010 12/31/2009 Balance at beginning of the period (8,120) (6,863) (366) - Losses in accounts receivable 1,124 1,872 744 1,088 Reversal (recognition) of allowance for doubtful accounts (621) (3,129) (708) (1,454) Balance at end of the period (7,617) (8,120) (330) (366)




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10 Related party transactions

Related party transactions are presented as follows:

09/30/2010 12/31/2009

Consolidated

Non-current

assetsNon-current

liabilitiesTransaction/

ResultNon-current

assets Non-current

liabilities Transaction/

Result Subsidiaries:

Aliansce Shopping Centers S.A. - - 4,084 - - 4,375Aliansce Ass. Comercial Ltda. - - 1,103 - - 1,585

Shared control: Shopping Iguatemi Salvador - - (1,280) - - (1,627)Shopping Taboão - - (582) - - (731)Santana Parque Shopping - - - - - (345)Shopping Grande Rio - - (366) - - (246)Shopping Campina Grande - - (236) - - (333)Boulevard Shopping Brasília - - (226) - - (214)Other - - (1,064) - - (786)FIIVPS 739 - (1,433) 808 - (1,678)

Affiliates: Colina Shopping Centers Ltda. - - - 43 - -Administradora Carioca Ltda. 83 (1,325) - 176 (2,610) -C.P. Center Osasco 28 - - 22 - -Expoente 1000 279 - - 274 - -

Other related parties: Individuals - - - 85 - -Carrefour 3,908 (29,859) - 3,908 (29,117) -América Futebol Clube 4,534 - - 3,984 - -Multiplan - (74) - - (74) -NRG Empreendimentos Ltda. 3,994 - - 3,994 - -Status 5,975 - - 5,000 - -Other 1,554 - - 405 - -

21,094 (31,258) - 18,699 (31,801) -




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09/30/2010 12/31/2009

Parent company Non-current

assets

Non-current

liabilities

Non-current

assets

Non-current

liabilities

Subsidiaries:

Boulevard Shopping Belém S.A. - (17,927) 5 (15,000)Yangon Participações Ltda. - (10,003) - (10,003)Nibal Participações Ltda. - (7,813) - (15,556)SDT 3 Centro Comercial Ltda. - (338) - (338)Acapurana Participações Ltda. - - - (700)RRSPE Empreendimentos e Participações Ltda. - (850) - (850)Albarpa Participações Ltda. 27 (11,742) 27 (11,742)2008 Empreendimentos Comerciais S.A. - (567) - -Aliansce Assessoria Comercial Ltda. 111 - - -FIIVPS - - 809 -

Other related parties: NRG Empreendimentos Ltda. 3,994 - 3,994 -

Individuals - - 85 - Other 29 (3) - -

4,161 (49,243) 4,920 (54,189)




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The main balances of assets and liabilities on September 30, 2009 and December 31, 2009 as well as transactions that have influenced the income for the periods, related to operations with related parties, resulted from transactions between the Company, jointly-controlled subsidiaries, subsidiaries, associated companies and other related parties, as follows:

On September 30, 2008, the Company leased the notional fractions belonging to Nibal, its

wholly-owned subsidiary (that holds 41.59% of Condomínio Naciguat and 38.0% of Shopping Taboão), and became the receiver of their revenues by means of a transaction which resulted in the Company's first CCI issuance, of R$ 200,000, as disclosed in Note16;

The liability balance of Aliansce with Albarpa refers to the loan operation with Barpa (company merged by Albarpa on December 31, 2009), with no remuneration and no maturity, whose funding occurred up to December 2009, in the amount of R$11,742 on September 30, 2011 (Dec/09: R$11,742);

The liability balance of Aliansce with Yangon Participações Ltda. (“Yangon“) refers to the

loan operation, with no remuneration and no maturity, entered into both companies, whose funding occurred between the period from December 2009 to June 2010, the value of which was R$10,003 (Dec/09: R$10,003);

The liability balance of Aliansce with Boulevard Belém refers to the loan operation, with

remuneration of TR + 12.3561% p.a. and no maturity, entered into both companies, whose funding occurred in February 2009, in the amount of R$17,927 on September 30, 2010 (Dec/09: R$15,000);

On February 27, 2009 Matisse leased the notional fractions of Shopping Boulevard Belém

belonging to Boulevard Belém S.A, and became the receiver of its rental revenues by means of a transaction which resulted in the Company's CCI issuance, of R$150,000, as disclosed in Note 16;




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On September 30, 2010 and December 31, 2009, Aliansce has credits with NRG Empreendimentos Ltda in the amount of R$3,994 regarding investments made in the acquisition of Boulevard Shopping S.A.;

As mentioned in Note 23, in 2009 the Company issued R$49,632 million in debentures under the same contractual conditions as the CRI operation entered into Boulevard Belém and Matisse, acquired in its entirety by Boulevard Belém.

As mentioned in Note 19(2), on September 30, 2010, Boulevard Shopping has a liability with América Futebol Clube resulting from purchase of land in the amount of R$ 4,534;

The subsidiary Boulevard Belém has a positive balance in the amount of R$5,975 on

September 30, 2010 (Dec/09: R$ 5,000) related to a loan, remunerated at TR + 12.3561% p.a. with no maturity, Status Construções Ltda;

The transactions/results refer to the management fee charged from the condominiums by the

administrators Aliansce and Niad, which correspond to a monthly fixed amount of, approximately, R$20 per condominium (December 2009: R$20), or 5% of the monthly budget of the condominium. Furthermore, it contemplates any amounts payable charged by the administrators upon the expansion of the shopping malls;

The positive balances with América Futebol Clube (MG) and Carrefour refer to advances

made on account of the construction of the Boulevard Shopping building in Belo Horizonte, Minas Gerais; and

Remuneration of officers and key management staff The key management personnel remuneration, including board members and officers totaled R$7,379 on September 30, 2010. This amount encompasses short-term benefits, corresponding to: (i) retainers paid to the members of the board of executive officers and Board of Directors; (ii) bonus paid to the board of executive officers and (iii) other benefits, such as health care plan.




61

Moreover, the Company has a share-based compensation policy, as disclosed in Note 34. The Company does not have a long-term employee benefit policy. There are no key employees from management at the subsidiaries of the Company

11 Investments


09/30/2010 12/31/2009 09/30/2010 12/31/2009 Investments 172 173 648,866 543,757Goodwill - - 72,462 74,252 Total 172 173 721,328 618,009

a. Subsidiaries

Subsidiaries/Jointly controlled subsidiaries

Investment in undertakings/

shopping

Investment in undertakings/shopping

centers Investee

business activity

Investment of the Company 09/30/2010 12/31/2009

Nibal Participações Ltda.

99.99%

Shopping Boulevard Belém S.A.

75.00% 75.00% Owner company

of 100.0% of Shopping Boulevard Belém.

Matisse Participações S.A. 75.00% 75.00% Shopping Center

Shopping Iguatemi Salvador -

Condomínio Naciguat41.59% 41.59% Shopping Center

Acapurana Participações Ltda.


of 50% of Santana Parque Shopping




62



shopping


centers Investee

business activity


Shopping Taboão 38.00% 38.00% Shopping Center

C&A Store - Shopping

Iguatemi Salvador 44.58% 44.58%

Commercial space

Yangon Participações Ltda.

99.99%

Shopping Campina Grande 30.52% 30.52% Shopping Center

Shopping Iguatemi Salvador - Condomínio Riguat

56.51% 56.51% Shopping Center

SCGR Empreendimentos e Participações S.A. (1)


of 50% of ShoppingGrande Rio

Lojas C&A - ShoppingGrande Rio/Feira de Santana

100.00% 100.00% Commercial space

10.00%

SCGR Empreendimentos e Participações S.A. (1)

Shopping Grande Rio 50.00% 50.00% Shopping Center

Albarpa Participações Ltda.

99.99%

Carioca Shopping

Caxias Shopping

Supershopping Osasco

40.00%

40.00%

33.58%

40.00%

40.00%

31.52%

Shopping Center

Shopping Center

Shopping Center

Barpa Empreend. e Part. S.A

(2).- -

Alsupra Participações Ltda.

99.99%

BSC Shopping Centers S.A. 30.00% 30.00% Shopping Center

Supra Empreend. e Part. S.A.

(2)- -




63



shopping


centers Investee

business activity


Boulevard Shopping S.A.

(3)

76.44% Shopping Center Boulevard 100.00% 100.00% Shopping Center

RRSPE

Empreendimentos e Participações Ltda.

99.99% Shopping Iguatemi Salvador -

Condomínio Riguat 14.98% 14.98%

Shopping Center

2008 Empreendimentos

Comerciais (1)

50.00% Boulevard Shopping Brasília 100.00% 100.00% Shopping Center

BSC Shopping

Centers S.A.

70.00% Bangu Shopping 100.00% 100.00% Shopping Center

SDT3 Centro Comercial

Ltda. (1)

38.00% - - - Parking lot manager

Manati Empreendimentos

e Participações (1)

50.00% Shopping Santa

Úrsula75.00% 75.00% Shopping Center

NIAD Administração

Ltda.

100% Colina Shopping Center Ltda

(1)50.00% 50.00%

Manager of Shopping Centers

Aliansce Assessoria

Comercial Ltda.

100% - - - Seller of shopping centers




64



shopping


centers Investee

business activity


Aliansce Services - Serviços Administrativos Gerais

100% - - - Shared service center

Aliansce Estacionamentos Ltda.

100% Parking lot manager

Haleiwa

Empreendimentos Imobiliários Ltda. (1)

50.00%

Undertaking under development in Maceió

100.00% 100.00% Shopping Center

Norte Shopping Belém

S.A. (1)

50.00% Parque Shopping (under

development)100.00% - Shopping Center

Degas Empreendimentos e Participações S.A.

99.99% - - -

Equity interests in other companies

Rodin Empreendimentos

e Participações S.A.

99.99% - - - Equity interests in other

companies Renoir Empreendimentos

e Participações S.A.

99.99% - - - Equity interests in other

companies

(1) SCGR, SDT3, 2008 Empreendimentos, Manati, Colina and Haleiwa, Norte Shopping and CDG are consolidated by the proportional consolidation method since they are joint-controlled subsidiaries.

(2) The wholly-owned subsidiaries Barpa Empreendimentos and Participações Ltda e Supra Empreendimentos e Participações Ltda.

were taken over by Albarpa Participações Ltda. on December 31, 2009.




65

(3) On September 30, 2010, the Company subscribed and paid up 61,837 new shares shares of Boulevard Shopping S.A. in the amount of R$35,000, increasing its interest in the company from 70% to 76.44% of Boulevard Shopping S.A. equity capital. The Company returned its original interest in the partnership after the partial spin-off of the Subsidiary and respective share swap of Boulevard and Degas between Aliansce and NFM, as disclosed in subsequent events.

The amount of R$ 10,315 recorded in 2009 represents the balance of equity at the companies Cencom S/A and Frascatti Investimentos Imobiliários Ltda. The Company recognized equity of R$ 39,657 up to September 30, 2010 (2009: R$ 57,309) in income of associated companies, subsidiaries and joint ventures.

The Company did not receive any dividends from firms registered by the equity method of accounting up to September 30, 2010 (2009: R$ 3,936). The Parent Company received R$ 17,982 in dividends from companies registered by the equity method of accounting (2009: R$ 31,788).

None of the firms accounted for by the equity method have their shares traded on a stock exchange, which are listed at Bolsa de Valores, Mercadorias e Futuros de São Paulo (BOVESPA) - Sao Paulo Stock, Commodities and Futures Exchange.

The charts below present a summary of the financial information at subsidiaries, associated companies and joint ventures.




66

b. Data referring to holdings

Aliansce - September 30, 2009

Company Interest % Shareholders'

equity Capital Income or

loss Equity

come (loss)

Nibal Participações Ltda. 100.00% 95,450 81,228 13,093 13,093 Albarpa Participações Ltda. 100.00% 92,540 93,145 4,063 4,063 Shopping Boulevard S.A. 70.00% 105,412 14,229 1,168 817 Yangon Participações Ltda. 100.00% 46,409 42,559 7,850 7,850 BSC Shopping Centers S.A. 70.00% 75,399 72,237 8,701 6,090 Frascatti Investimentos Imobiliários Ltda. 100.00% 73,902 72,565 5,514 5,514 Alsupra Participações Ltda. 100.00% 25,414 24,792 1,381 1,381 Manati Empreendimentos e Participações 50.00% 53,626 51,336 (1,896) (982) SCGR Empreendimentos e Participações S.A. 10.00% 24,526 18,826 7,282 728 Haleiwa Empreendimentos Imobiliários Ltda. 50.00% 27,464 27,846 292 146 2008 Empreendimentos Comerciais S.A. 50.00% 32,004 15,001 (2,332) (1,166) RRSPE Empreendimentos e Participações Ltda. 100.00% 6,887 6,442 931 931 Aliansce Assessoria Comercial Ltda. 100.00% 1,149 10 542 542 Niad Administração Ltda. 100.00% 630 100 930 930 Cencom S.A. 32.69% 53,130 8,765 10,171 3,325 SDT 3 Centro Comercial Ltda. 38.00% 387 79 39 15

Total 714,329 529,160 57,729 43,277

(1) Companies spun-off in October 2009.




67


Company Interest %

Shareholders'

equity Capital

Income or

loss

Equity

income

(loss)

Nibal Participações Ltda. 100.00% 132,436 81,228 9,849 9,849Albarpa Participações Ltda. 100.00% 122,388 118,026 7,628 7,628Shopping Boulevard S.A. 70.00% 168,548 169,561 3,933 2,753Yangon Participações Ltda. 100.00% 49,988 42,559 9,026 9,026BSC Shopping Centers S.A. 70.00% 121,135 110,257 13,757 9,630Alsupra Participações Ltda. 100.00% 36,869 30,401 (2,585) (2,585)Manati Empreendimentos e Participações 50.00% 64,854 51,336 (1,130) (565)SCGR Empreendimentos e Participações S.A. 10.00% 27,458 18,827 8,216 822Haleiwa Empreendimentos Imobiliários Ltda. 50.00% 30,096 28,905 1,436 7182008 Empreendimentos Comerciais S.A. 50.00% 34,810 15,001 192 96RRSPE Empreendimentos e Participações Ltda. 100.00% 7,430 6,442 977 977Aliansce Assessoria Comercial Ltda. 100.00% 1,292 10 397 397Niad Administração Ltda. 100.00% 786 100 1,050 1,050Aliansce Services Ltda. 100.00% 924 803 121 121Aliansce Estacionamentos Ltda. 100.00% 79 10 69 69SDT 3 Centro Comercial Ltda. 38.00% 137 78 58 22Norte Shopping Belém 50.00% 15,176 13,806 (696) (348)Degas Empreendimentos e Participações S.A. 99.99% 1 1 (1) (1)Rodin Empreendimentos e Participações S.A. 99.99% 1 1 (1) (1)Renoir Empreendimentos e Participações S.A.

99.99% 1 1 (1) (1)

Total 814,409 687,353 52,295 39,657

The chart above presents a summary of the financial information at subsidiary and associated companies and joint ventures. In observance to CPC 43, the Company adjusted the equity in the income of its associated companies at Aliansce, in order to reflect the interest capitalization effect on loans recognized in the consolidated financial statements (CPC 20).




68

c. Movement of investments


Company Balance on 12/31/2009

Additions/ (Write-offs)

Equity income

(loss) Dividends Balance at 09/30/2010

Nibal Participações Ltda. 120,083 5,357 9,849 (2,850) 132,439Albarpa Participações Ltda. 115,763 797 7,628 (1,800) 122,388Shopping Boulevard S.A. 102,536 35,000 2,753 - 140,289Yangon Participações Ltda. 47,261 - 9,026 (6,300) 49,987BSC Shopping Centers S.A. 80,874 1,263 9,630 (5,832) 85,935Alsupra Participações Ltda. 9,053 30,400 (2,585) - 36,868Manati Empreendimentos e Participações 31,083 1,909 (565) - 32,427SCGR Empreendimentos e Participações S.A. 2,074 - 822 (150) 2,746Haleiwa Empreendimentos Imobiliários Ltda. 13,939 390 718 - 15,0472008 Empreendimentos Comerciais S.A. 12,937 893 96 - 13,926RRSPE Empreendimentos e Participações Ltda. 6,854 - 977 (400) 7,431Aliansce Assessoria Comercial Ltda. 885 10 397 - 1,292Niad Administração Ltda. 385 - 1,050 (650) 785Aliansce Services Ltda. - 803 121 - 924Aliansce Estacionamentos Ltda. - 10 69 - 79SDT 3 Centro Comercial Ltda. 30 - 22 - 52Norte Shopping Belém - 6,602 (348) - 6,254Degas Empreendimentos e Participações S.A. - - (1) - (1)Rodin Empreendimentos e Participações S.A. - - (1) - (1)Renoir Empreendimentos e Participações S.A. - - (1) - (1)

543,757 83,434 39,657 (17,982) 648,866




69

12 Fixed assets for use

Consolidated

09/30/2010 12/31/2009

Rate

p.a. Initial

costAddition

sWrite

-off Transf. CostAcc.

deprec. Net

amount Net amount

Computers and peripherals 20% 1,256 152 - (5) 1,403 (779) 624 630Furniture and fixtures 10% 195 47 - - 242 (67) 175 145Machinery and equipment 10% 18 12 - - 30 (3) 27 16Leasehold improvements 10% 433 59 - - 492 (186) 306 280Assets under construction - - - - - - - - 8Other fixed assets - 1 - - - 1 - - (6)

1,903 270 - (5) 2,168 (1,035) 1,133 1,073

Parent company 09/30/2010 12/31/2009

Rate

p.a. Initial

cost AdditionsWrite

-off Transf. CostAccum.

depr. Net

amount Amount

liquid

Computers and peripherals 20% 912 126 - (5) 1,033 (455) 578 601Furniture and fixtures 10% 110 21 - - 131 (32) 99 88Machinery and equipment 10% 14 - - - 14 (2) 12 13Leasehold improvements 10% 309 55 - - 364 (62) 302 280 1,345 202 - (5) 1,542 (551) 991 982




70

13 Investment property

Investment properties refer to the business ventures maintained by them under operating lease. The Company's investment properties refer to the shopping centers already built and to the shopping centers under development. The Company also disclosed that interest capitalization was recorded in the period from January to September 2010 and in the year 2009 by the adoption of CPC 20 - Capitalization of interest for assets under construction. In the table below, the compound interest recorded in the investment properties, allocated to each venture. The adoption of ICPC 10, dealing specifically with the review of assets' useful lives, was performed prospectively and the adjustments recognized as from January 1, 2010. We present below the table of reconciliation investment property: Aliansce Consolidated

CostAccumulated depreciation

Appreciation of assets Total

Balance at December 31, 2009 879,926 (67,026) 134,020 946,920 Additions 165,828 (13,012) - 152,817Addition through interest capitalization (CPC 20) 10,753 - - 10,753

Fair value of assets - Business combination - - 1,208 1,208

Depreciation - - (2,783) (2,783) Balance at September 30, 2010 1,056,507 (80,038) 132,445 1,108,915

In the first nine months of 2010, Company's investments totaled R$ 165,828 with Greenfields and Expansions Capex.




71

14 Intangible assets

Consolidated

09/30/2010 12/31/200

9

Useful life

Initial cost

Additions/Write-

offs CostAcc.

amortization Net

amountNet

amount Goodwill in the of entities not taken over:

2008 Empr. Imob. Ltda. Undefined 30,000 - 30,000 - 30,000 30,000BSC Shopping Center S.A. Undefined 14,416 - 14,416 - 14,416 14,416Boulevard Shopping S.A. Undefined 4,266 11,809 16,075 - 16,075 4,266Aliansce Ass. Com. S.A. Undefined 4,160 - 4,160 - 4,160 4,160Norte Shopping Belém Undefined - 526 526 - 526 -

Goodwill in the acquisition of merged entities:

Barpa Empr. Part. S.A. Undefined 36,630 - 36,630 - 36,630 36,630Supra Empr. Part. S.A. Undefined 9,708 - 9,708 - 9,708 9,708 Ricshopping Emp. Part. Ltda. Undefined 107,888 - 107,888 - 107,888 107,888 EDRJ64 Participações Ltda. Undefined 1,242 - 1,242 - 1,242 1,242

Intangible assets: Right to parking income (1) Undefined 6,638 - 6,638 (24) 6,614 6,638Right to the Transfer Unit

of the Right to Build (UTDC) (2) Undefined 2,588 174 2,762 - 2,762 2,588Trademarks and patents Undefined 5 - 5 - 5 5

Software 5 years 224 354 578 (69) 509 224 217,765 12,863 230,628 (93) 230,535 217,765




72

Aliansce 09/30/2010 12/31/2009

Useful life Initial

cost Additions CostAccum.

amortization Net

amount Net amount Goodwill in the acquisition of entities

not taken over: 2008 Empr. Imob. Ltda. Undefined 30,000 - 30,000 - 30,000 30,000BSC Shopping Center S.A. Undefined 14,416 - 14,416 - 14,416 14,416Boulevard Shopping S.A. Undefined 4,266 - 4,266 - 4,266 4,266Aliansce Ass. Com. S.A. Undefined 4,160 - 4,160 - 4,160 4,160Norte Shopping Belém Undefined - 526 526 - 526 -Right to parking income (1) Undefined 5,523 - 5,523 - 5,523 5,523Software 5 years 177 337 514 (59) 325 177

58,542 863 59,405 (59) 59,346 58,542

(1) Refers to the right to use the parking lots of Santa Úrsula and Iguatemi Salvador shopping centers, and do not have an expiry

date; therefore, they are not amortized. (2) Refers to the right to build acquired by Shopping Boulevard S.A, that belongs to the company Decisão Empreendimentos e

Construções Ltda. Additionally, the transfer of the right to build is regulated by Law 7,165, of August 27, 1996 and Decree 9,616, of June 26, 1998.

The goodwill based on future returns do not have a calculable useful life, and hence are not amortized. The Company tests these assets' recoverable value annually by mean of an impairment test. The rights to exploit parking facilities have no expiry terms, and for this reason the Company does not define a useful life for these assets. The Company tests these assets' recoverable value annually by mean of an impairment test. The other intangible assets with defined useful life are amortized by the straight-line method based on the table above.




73

The goodwill amounts calculated for interest in entities are based on the expectation of future profitability of the acquired asset. These assets were amortized up to December 31, 2008 and, as from January 1, 2009, were no longer amortized.

15 Loans and financing

General information on loans and financing

Financial institution

Borrowing company Maturity Index Effective rate

rate In local currency:

Unibanco Aliansce November 2011 CDI + 1.87%Banco do Brasil Aliansce December 2010 - 12.95%Bradesco Albarpa December 2018 TR + 10.80%BNB Nibal April 2013 - 10.00%Itaú BBA/BNDES SCGR June 2015 TJLP + 4.95%Itaú BBA/BNDES SCGR March 2017 TJLP + 4.45%Bradesco Boulevard Shopping November 2021 TR + 11.39%Safra Nibal December 2015 IGP DI -ABN AMRO Real Boulevard Shopping April 2013 TJLP + 5.70%

Aliansce consolidated 09/30/2010 12/31/2009 Current liabilities

Secured bank loans: Bradesco - Albarpa 1,684 164BNB 1,130 1,971Itaú BBA/BNDES 692 960Bradesco - BH 7,101 -ABN AMRO Real 123 114




74

Aliansce consolidated 09/30/2010 12/31/2009Current liabilities

Unsecured bank loan: Safra 202 239

Banco Unibanco 26,782 26,750 Banco ABC Brasil - 75

Banco do Brasil 5,566 5,000 Total current 43,280 35,273


Secured bank loan: Bradesco - Albarpa 15,224 16,728BNB 1,752 1,752Itaú BBA/BNDES 3,351 3,534Bradesco - BH 104,501 34,200ABN AMRO Real 193 295

Unsecured bank loan:

Safra 691 759Banco Unibanco 4,444 24,445

Total non-current 130,156 81,713

Grand total 173,436 116,986




75

Aliansce 09/30/2010 12/31/2009 Unsecured bank loan:

Banco do Brasil 5,566 5,075Banco Unibanco 26,782 26,750

Total current 32,348 31,825


Unsecured bank loan: Banco Unibanco 4,444 24,444

Total non-current 4,444 24,444 Grand total 36,792 56,269

Guarantees: Promissory notes, fiduciary assignment of credit receivable, fiduciary assignment of equipment mortgage on fraction of property and the collateral signature of the partners mentioned in Note 25. The loans and financing disbursement schedule is presented below:

09/30/2010 12/31/2009 2010 13,467 35,2732011 36,221 26,3182012 14,822 7,2392013 14,003 6,6662014 13,593 6,3832015 13,284 6,238After 2015 68,046 28,869 173,436 116,986




76

We wish to inform you that the Company discloses the sensitivity analysis of the financial instruments in note 25, for better evidencing of their behavior. There are no covenants associated with the Company's loans.

16 Real estate credit notes (CCI)

The balance of Real estate credit notes is as follows: Aliansce Consolidated 09/30/2010 12/31/2009 Current liabilities

Secured Real Estate Credit Note CCI - Aliansce - R$ 70,000 (3) 14,733 7,593CCI - Aliansce - R$ 30,000 (4) 6,313 -CCI - Nibal - R$ 200,000 (1) 4,985 4,127CCI - Belém - R$ 150,000 (2) 40,997 -(-) Issuance cost (331) -



Secured Real Estate Credit Note CCI - Aliansce - R$ 70,000 (3) 54,632 63,000CCI - Aliansce - R$ 30,000 (4) 23,485 30,000CCI - Nibal - R$ 200,000 (1) 196,045 199,509CCI - Belém - R$ 150,000 (2) 140,847 165,715(-) Issuance cost (23,450) (18,090)


Swap CRI Unibanco/Bradesco 3,023 12,340 Grand total 461,279 464,194




77

Aliansce 09/30/2010 12/31/2009 Current liabilities

Secured Real Estate Credit Note CCI - Aliansce - R$ 70,000 (3) 14,733 7,593 CCI - Aliansce - R$ 30,000 (4) 6,313 - (-) Issuance cost (331) (257)



Secured Real Estate Credit Note CCI - Aliansce - R$ 70,000 (3) 54,632 63,000 CCI - Aliansce - R$ 30,000 (4) 23,485 30,000 (-) Issuance cost (3,039) (2,320)


Swap CRI Unibanco/Bradesco 3,023 12,340

Grand total 98,816 110,356




78

(1) Real estate credit note (“CCI”) of R$ 200,000. As of September 30, 2008, the Company carried out the funding of approximately R$200,000 by way of a financial operation involving its subsidiary Nibal Participações Ltda. which gave rise to the issue of Real Estate Receivables Certificates (CRIs). This operation involved the ten-year lease to the Company of notional fractions of properties owned by Nibal (41.59% of Condomínio Naciguat and 38% of Shopping Taboão), its subsidiary, which are under a sublease to storeowners from the shopping malls built on the aforesaid properties. In representation of the housing loans arising from the abovementioned leases, Nibal issued a Real estate credit bill ("CCI"), assigning them at a cost to CIBRASEC - Companhia Brasileira de Securitização, which used them as security for the issuance of two series of CRIs (88th series and 89th series of the 2nd Issue). The Company reckoned with the structural support of Unibanco - União de Bancos Brasileiros S.A. and of Banco Bradesco S.A., all in compliance with the rules contained in Laws 9514/1997 and 10931/2004. In order to offset the risks resulting from the mismatching between the prefixed rate of rent established in the lease agreements and the rate of restatement of CCIs, Nibal entered into the Swap contract with Aliansce, on September 25, 2008, with the following characteristics: Base amount of the operation R$ 200,214

Period of the operation 120 months

Asset - Aliansce 13% p.a. Liability - Aliansce 10.80% p.a. + TR Analogously to the assignment of CCIs and through a private instrument of fiduciary release, Nibal assigned to Cibrasec the rights and obligations of the swap contract on the same date of conclusion of the operation. In September 30, 2010, the amount of this derivative financial instrument is R$ 3,023 (Dec/2009: R$12,340).




79

The swap transaction is recorded in CETIP, with no margin provided in guarantee. The CCI's disbursement is scheduled as follows: 09/30/2010 12/31/2009

2010 4,764 4,1272011 11,698 14,8362012 16,650 16,6502013 19,672 19,6722014 23,171 23,1712015 27,158 27,158After 2015 97,917 98,022 201,030 203,636

During the transaction's first two years, the agreement provides payment of small installments of principal and six-monthly interest. As of October 2010, the principal and interest payments will comply with a schedule defined contractually.

Considering the costs for structuring this transaction, the transaction effective interest rate is TR + 11.3562% p.a.




80

(2) Real estate credit note (“CCI”) of R$ 150,000 On February 27, 2009, the Company consummated the funding of the amount of R$150,000, by means of a financial operation involving its subsidiary Matisse, which generated the issuance of a Real Estate Receivables Certificates (CRI). This operation involved the ten-year lease to the Company of notional fractions of properties owned by Nibal (12% of Shoppin Belém), its subsidiary, which are under a sublease to storeowners from the shopping malls built on the aforesaid properties. In representation of the housing loans arising from the abovementioned lease agreements, Boulevard Belém issued Real estate credit bills ("CCI"), assigning them at a cost to Cibrasec - Companhia Brasileira de Securitização, which used them as security for the 97th series of the 2nd CRI issuance of the issuer. The Company reckoned with the structural support of Itaú S.A., all in compliance with the rules contained in Laws 9,514/1997 and 10,931/2004. This transaction's interest rate is the TR + 12% p.a. Considering the costs for structuring this transaction, the transaction effective interest rate is TR + 12.3561% p.a. The contract provides for a grace period of two years from the signing of the contract for payment of principal and interest. As of February 2011, the principal and interest payments will comply with a schedule defined contractually. The CCI's disbursement is scheduled as follows:

09/30/2010 12/31/2009

2011 41,677 25,471 2012 10,801 10,801 2013 11,431 11,431 2014 14,162 14,162 2015 15,588 15,588 After 2015 88,185 88,262 181,844 165,715




81

(3) Real estate credit note (“CCI”) of R$ 70,000 On September 15, 2009 the Company entered into with Domus Cia de Crédito Imobiliário ("Domus") a Private Agreement for a Real Estate Loan, whereby Domus granted the Company a R$ 70,000 real estate loan to fund the latter's shopping mall developments, payable in the form, terms, and other conditions agreed on in the loan agreement. As a result of the Real Estate Loan granted, the Company agreed to pay Domus: (i) the real estate credits arising from Disbursement I and Disbursement II, in the sums, payment terms, and other conditions provided for in the Loan Agreement, as well as (ii) all and any credit rights due by the Company or to which Domus is entitled by virtue of the Real Estate Loan Agreement, including all of the respective charges such as inflation updating, interest, late charges, fines, penalties, reparations, insurance, expenses, costs, attorneys' fees, guarantees, and other contractual and legal charges provided for in the Real Estate Loan Agreement ("Real Estate Credits").

In guarantee of the agreed on contractual liabilities, on September 15, 2009 the following was agreed on: (i) lien on 70% of Bangu Shopping, owned by BSC; and (ii) assignment of 70% of Bangu Shopping's receivables, owned by BSC. Aliansce also granted a lien on the BSC shares owned by Aliansce, which will remain in force only until the definite registration of the previously described guarantees. Additionally, there were formed: (i) lien on Barpa and Supra shares, companies taken over by Albarpa on December 31, 2009 respectively; and (ii) lien on Acapurana Quotas owned by Nibal, which will be released on the implementation of the precedent condition in connection with lien on BSC shares, and provided that there is full compliance with all the remaining and agreed on obligations. Thus, Domus issued Fractional Real Estate Credit Certificates related to disbursement I and assigned them to RB Capital. In addition, RB Capital issued Fractional Real Estate Credit Notes related to disbursement II.




82

Considering the costs for structuring this transaction, the transaction effective interest rate is IPCA + 10.79% p.a. The CCI's disbursement is scheduled as follows: 09/30/2010 12/31/2009

2010 6,822 7,5932011 10,429 12,2122012 9,504 8,5932013 8,660 7,8292014 7,892 7,1352015 7,191 6,502After 2015 18,867 20,729 69,365 70,593

(4) Real estate credit note (“CCI”) of R$ 30,000

On December 29, 2009 the Company entered into a Real Estate Loan Private Agreement ("Loan Agreement") whereby Domus granted the Company a R$ 30,000 real estate loan, which jointly with monthly inflation updating according to the accrued change in the IPCA/IBGE index, and with a 9.7371% p.a. compounded interest rate pro rata temporis, will be paid over a 120-month period as of the disbursement date of the proceeds, in 120 monthly installments. Domus assigned the entire proceeds of the credits arising from real estate credit assignment agreement and other covenants, entered into on this date between Domus, RB Capital, and the Company. In guarantee of the agreed on contractual liabilities, on December 29, 2009 the following was created: (i) lien on 30% of Bangu Shopping, owned by BSC; and (ii) assignment of 30% of Bangu Shopping's receivables, owned by BSC. Considering the costs for structuring this transaction, the transaction effective interest rate is IPCA + 10.76% p.a.




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The CCI's disbursement is scheduled as follows: 09/30/2010 12/31/2009

2010 2,933 -2011 4,455 4,2232012 4,060 3,8152013 3,699 3,4742014 3,371 3,1662015 3,072 2,885After 2015 8,208 12,437 29,798 30,000

We wish to inform you that the Company discloses the sensitivity analysis of the financial instruments in note 25, for better evidencing of their behavior. There are no covenants associated with the Company's loans.

17 Suppliers


Suppliers of materials and services 6,139 18,265 1,562 1,695Suppliers of Shopping Center 6,568 2,852 735 330

12,707 21,117 2,297 2,025

The Company's exposure to currency and liquidity risks related to accounts payable to suppliers is disclosed in note 25, in which the Company addresses Financial Instruments.




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18 Taxes and contributions payable

Aliansce Consolidated Aliansce 09/30/2010 12/31/2009 09/30/2010 12/31/2009 COFINS 1,138 1,249 105 95PIS 246 271 23 21ISS 214 53 85 -Income tax 1,676 2,431 70 -Social contribution 625 913 32 -Other 136 64 23 27 4,035 4,981 338 143

19 Obligations for purchase of assets

Aliansce Consolidated 09/30/2010 12/31/2009

Land - Belo Horizonte (1) 7,156 37,156Additional interest in BSC (2) 55,524 50,000 62,680 87,156 Current 7,156 37,156Non-current 55,524 50,000




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(1) Liability with América Futebol Clube regarding the acquisition of property in Belo Horizonte on which Boulevard Shopping Belo Horizonte is being built. Contractually, this liability has no inflation updating. The discussions involved credits with América totaling R$ 2,300, in addition to handing over a property in Contagem - Minas Gerais to América Futebol Clube worth R$ 1,250, and a promise of the future delivery of areas / stores in the shopping mall to América, which should take place in 2012. The total amount of the transaction was R$ 9,455.

(2) Liability assumed by Alsupra with João Fortes Engenharia, arising from the purchase of a

30% interest in the equity capital of BSC Shopping Center S.A. for R$ 80,000 on December 29, 2009. The first installment, in the amount of R$30,000 was paid in the first quarter of 2010. The remaining balance of R$ 50,000 plus monthly inflation updating according to the accrued INPC index and a 9.7371% p.a. compounded interest rate pro rata temporis, will be settled on sole payment to mature on January 31, 2013.

20 Deferred income

Aliansce Consolidated Aliansce 09/30/2010 12/31/2009 09/30/2010 12/31/2009 Assignment of right of use 46,048 43,323 2,902 2,035Prepaid rental 3,998 4,077 - -Other 729 740 - - 50,775 48,140 2,902 2,035

Deferred income includes the recognition of the assignment of usage rights (CDU), as well as prepaid rent and other pertinent items.




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21 Provision for contingencies

The Company and its subsidiaries are, in a significant part of their ventures, joint owners in condominiums, which are characterized by the coexistence of independent units and common areas, owned by more than one joint owner, according to a previously established agreement. If contingencies appear in these shopping malls, the respective condominiums will be responsible for the payment of the amounts of said contingencies. If the condominiums do not have the fund necessary to make any payments due, the Company and its subsidiaries may be obliged to sustain these expenses in the capacity of joint owners. Additionally, as part of its property acquisition process, the Company and its subsidiaries may be subject to secondary responsibility and/or subsidiary in any eventual litigations either in labor, social security, tax, civil, and others involving financial expenditure or transfer of guarantees in the form of assets. In order to minimize these risks, the Company signs agreements for indemnification of obligations, where the old shareholders/unit holders of the properties acquired undertake to compensate the Company and its subsidiaries for any loss that might be sustained referring to events generated prior to the property acquisition date. Management monitors risks of this kind, based on the legal protection of its legal advisors, believes that there is significant risk in the base date of such statements may not be mitigated through existing legal mechanisms and / or settlement of trust values are not significant.




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The balance of provision for contingencies is as follows: Aliansce Consolidated 09/30/2010 12/31/2009 Judicial Judicial Provision deposit Net Provision deposit Net PIS & COFINS proceeding (1) 9,180 (1,343) 7,837 8,356 (1,431) 6,925Provision for contingencies

IPTU (2) 2,626 - 2,626 2,579 - 2,579Other 104 - 104 196 (53) 143 11,910 (1,343) 10,567 11,131 (1,484) 9,647 Other judicial deposits - (435) (435) 106 (397) (291) 11,910 (1,778) 10,132 11,237 (1,881) 9,356

(1) The Company and its subsidiaries filed a lawsuit, in pursuit of the non-payment of Social Integration

Program (PIS) and Contribution for Social Security Funding (COFINS) on revenues from the leasing of real estate. The monthly contributions began to be judicially deposited, classified as non-current assets, with the legal obligation on the amounts due at September 30, 2010 recorded as provision for contingencies.

(2) Carioca Shopping has a pending IPTU tax matter with the local government, arising from undue charges of this property tax on a number of independent units that were already IPTU taxpayers, and were included in the project. For this reason, the Shopping mall's tenants filed administrative suits to review shop areas and to refute the property's assessed value. We filed administrative proceedings jointly with other tenants, and according to the opinion of the Company's legal counsel, Aliansce believes that the chances are likely for the liability to be reduced to roughly R$ 10,500 which, considering its 40% share on the development, would imply a risk of loss of R$ 4,100 which has been duly provisioned in the Company's financial statements, net of receivables from storeowners regarding the same operation.




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Management is not aware of other civil and tax and/or labor contingencies classified as probable risk by its legal advisors as of September 30, 2010.

22 Income and social contribution taxes

As of September 30, 2010 the Company recorded a tax loss of R$ 63,713 in the Consolidated and R$ 52,675 in the Aliansce. The Company does not record deferred tax assets on these amounts, since there is no expectation of future taxable profits, and, additionally, there is no profitability record for the use of such tax benefits. Deferred tax assets and liabilities

Consolidated

Assets Liabilities

09/30/2010 12/31/2009 09/30/2010 12/31/2009

Financial assets available for sale - - (44,047) (41,902)

Review of the useful life of the assets - - (1,889) -

Accounts receivable - Linear adjustment of rent (1,248) - (372) (646)

Interest capitalization - (7,108) (3,452)

Fair value appraisal of swap 1,028 4,196 - -

Business combination and acquisition of non-controlling interest - - (5,073) (4,663)

Write-off of deferred assets 12,239 12,238 (1,676) (1,049)Amortization of goodwill arising from the fair value of the assets 2,284 1,349 (6,817) (3,895)

Net tax (assets) liabilities 14,303 17,783 (66,982) (55,607)




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Parent company

Assets Liabilities

09/30/2010 12/31/2009 09/30/2010 12/31/2009

Financial assets available for sale - - (44,047) (41,902)Accounts receivable - Linear adjustment of rent - - (79) 96

Fair value appraisal of swap 1,028 4,196 - -

Write-off of deferred assets 702 702 (250) (143)Amortization of goodwill arising from the fair value of the assets 1,925 1,317 - -

Net tax (assets) liabilities 3,655 6,215 (44,376) (41,949)

i. Effective rate reconciliation

Reconciliation of income and social contribution tax expense, calculated at the rates provided under the tax legislation, with the respective amounts in the statement of income for the periods ended September 30, 2010 and 2009, is shown below:


Effective tax rate reconciliation 09/30/2010 09/30/2009

Accounting profit before income tax and social contribution 64,216 31,079

Combined statutory rates - Companies of the taxable income 34% 34%

Income and social contribution taxes at the combined statutory rates 21,833 10,566

Additions: Provisions and other non-deductibles expenses 4,432 2,659Effects of current unused tax losses 4,827 6,035




90



Exclusions: Equity in net income of subsidiaries - (846)Reversal of nondeductible provisions (3,784) (1,969)Net adjustment - Law 11638/07 and 11941/09 (1,503) (4,494)Effect of unrecognized tax losses (57) (5)Tax effect of Companies who have elected the Presumed profit (7,025) (6,309)

Income tax and social contribution in income for the year 18,723 5,637

Income and social contribution taxes Current income tax and social contribution expenses 6,076 6,484Deferred income and social contribution tax expenses 12,647 (847)

Deferred income and social contribution tax expenses as Statement of income 18,723 5,637

Total effective fiscal rate 29.16% 18.14%Total effective fiscal rate - current 9.46% 20.87%Total effective fiscal rate - deferred 19.70% -2.73%




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Aliansce


Income (loss) before income and social contribution taxes 45,797 18,173

Combined statutory rates 34% 34%

Income and social contribution taxes at the combined statutory rates 15,571 6,179

Additions: Provisions and other non-deductibles expenses 2,405 434Effect of current unused tax losses - 4,950

Exclusions: Equity in net income of subsidiaries (13,483) (14,714)Reversal of nondeductible provisions (1,495) -Net adjustment - Law 11638/07 and 11941/09 - (481)Effect of previously unrecognized tax losses 52 -

Income tax and social contribution in income for the year 2,946 (3,632)

Effective fiscal rate 6.43% (19.98%) Current income tax and social contribution:

Current income tax and social contribution expenses 102 -Deferred income and social contribution taxes:

Regarding the formation and reversal of temporary differences 2,844 (3,632) Income tax and social contribution expenses presented in the statement of income 2,946 (3,632)




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23 Debentures

On February 16, 2009, the Company issued 496,318 debentures not convertible into shares and of unit par value of R$ 0.1, totaling R$ 49,632. The issuance was made in a single series. The debentures pay the TR rate + 12.3561% p.a. and maturity on January 19, 2021. Balance n September 30, 2010 is R$ 59,312 (December/2009: R$ 54,701).

24 Shareholders' equity

a. Capital

On September 30, 2010 and December 31, 2009, the capital of Aliansce is represented by R$916,342 and R$466,342, with 139,467,170 and 89,467,170 common shares with no par value, respectively.

09/30/2010 12/31/2009

Shareholders % Shares Amount % Shares Amount

Individual partners 1.28% 1,782,313 11,729 2% 1,782,314 9,281

Company partners:

GGP Brazil I LLC 31.44% 43,842,428 288,098 49% 43,842,428 228,508

Rique Empreendimentos e

Participações Ltda.

12.31% 17,174,913 112,802 19% 17,174,913 89,549

Renato Feitosa Rique 0.43% 600,801 3,299 7% 6,500,000 33,891

GBPI Fundo de Investimento

e Participações

2.01% 2,800,509 18,418 23% 20,167,515 105,113

Free Float 52.53% 73,266,206 481,996 - - -

Total paid up 100.00% 139,467,170 916,342 100% 89,467,170 466,342




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On January 29, 2010 the Company received R$ 450,000 by means of a public share offering with the issue of 50 million new common shares, at an underwriting price of R$ 9.00, resulting in an equity capital increase by the Company in the same amount, from R$ 466,342 to R$ 916,342, composed of 139,467,170 common registered shares with no par value. Expenses with issuance of these new shares totaled R$ 23,416. These expenses are recorded in a reducing account of the Company's capital.

b. Capital

According to the Company's by-laws, 5% of the net income for the year will be allocated to legal reserve until it reaches 20% of the Company's capital.

c. Remuneration to shareholders

The Company's bylaws determine the distribution of a compulsory minimum dividend of 25% of net income for the period, adjusted lawfully. Dividends payable were separated from shareholders' equity upon yearly closing and recorded as an obligation in liabilities.

d. Equity evaluation adjustment

The reserve for equity valuation adjustments includes:

Accumulated net alterations in the fair value of financial assets available for sale until the investments are reviewed or suffer impairment loss;




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25 Financial instruments, exposure and risk management

The estimated fair values of the asset and liability financial instruments of the Company and its subsidiaries were calculated as described below. The Company and its subsidiaries do not operate in the derivatives market and there are no derivative financial instruments not recorded on September 30, 2010 excepting for the swap operation tied to the Mortgage Bond ("CCI") operation explained in Note 16.

Criteria, assumptions and limitations used in the calculation of fair value

Cash and cash equivalents and interest earnings bank deposits

The balances in checking account maintained at banks have their market values identical to the book balances. For short-term financial investments, the market value was calculated based on the market quotations of these securities; when there were no quotations, they were based on the future cash flows, discounted at average available investment rates.

Trade accounts receivable and loans and financing

The balances of financing and of trade accounts receivable have market values that are similar to the book balances.

Securities

(i) FII Via Parque Shopping - FII Via Parque Shopping is recorded at fair value; and (ii) Bank Deposit Certificates (CDB), debentures and Agribusiness Letters of Credit (LCA) -

assessed at fair value based on probable realizable value.




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Derivative financial instruments

The swap instrument's market value was obtained by means of a comparative analysis of the present value of the transaction's future payment flow, discounted according to market curves of the indexes involved - TR and PRE. The curves employed, DI x PRE and DI x TR, were obtained from the index database in the BM&F-Bovespa website, on the dates of each quarter's last day.

Limitations

The market values were estimated at the balance sheet date, based on “relevant market information”. Changes in the assumptions may significantly affect the presented estimates. The estimated fair value for derivative financial instrument contracted by the Company's subsidiary was determined by information available in the market and specific valuation methodologies. However, considerable judgment was required in the interpretation of the market data to estimate the most adequate realization of the fair value of each operation. The Company had made an assessment of the financial transactions in order to define the fair value of the swap transaction between Aliansce and its subsidiary Nibal assigned to CIBRASEC. As of September 30, 2010, the operation is recorded at fair value and the gains and losses for the year were recorded in income accounts.

Credit risks

The Company monitors its receivables portfolio periodically. Its lease activity has specific rules in relation to default, the department of operations and legal department are active in the negotiations with debtors. The retail location of the shopping centers when taken back or returned is immediately renegotiated with another storeowner.




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The measure adopted to mitigate the credit risk is to always maintain a good level of quality among storeowners at the shopping centers and an active retail area for immediate filling of any potential vacancy in the building. Part of the Company's income has a very low credit risk: parking revenues and service revenues. Management considers that maximum exposure to credit risk of its financial assets is appropriately represented in the balance sheet of the Company. Credit risk of its clients is estimated and recorded in the estimated impairment losses account. In relation to financial assets, the Company has the policy of investing its assets at top class institutions, not allowing the concentration of investments at a single institution. Quantitative information regarding Company's credit risk is disclosed in Note 9.

Liquidity risks

We present below the contractual maturities of financial liabilities including payment of estimated interest and excluding, if any, the impact of the negotiation of currencies by the position net.




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Consolidated Contractual September 30, 2010 Book cash 6 months 06-12 01-02 02-05 Over value flow or less months years years 5 years Non-derivative financial liabilities

Loans and financing 173,436 284,900 22,777 17,239 32,324 60,276 152,284Suppliers 12,707 12,707 - 12,707 - - -

Purchase of assets 55,524 74,697 - - - 74,697 -CCIs 458,256 906,429 32,702 41,895 86,663 201,303 543,866

Derivative financial liabilities

Swaps 3,023 11,896 1,388 1,371 2,514 3,882 2,741 Total 702,946 1,290,629 56,867 73,212 121,501 340,158 698,891

Consolidated Contractual December 31, 2009 Book cash 6 months 06-12 01-02 02-05 Over value flow or less months years years 5 years Non-derivative financial liabilities

Loans and financing 116,986 203,752 18,520 22,990 33,358 48,236 80,649Suppliers and other accounts payable 21,117 21,117 - 21,117 - - -CCIs 451,854 808,272 18,290 28,425 70,276 236,855 454,425Purchase of assets 50,000 66,537 - - - 66,537 -

Derivative financial liabilities Swaps 12,340 (14,934) (1,578) (2,540) (2,699) (4,612) (3,504)

Total 652,297 1,084,744 35,232 69,992 100,395 347,015 531,570




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Parent company Contractual September 30, 2010 Book cash 6 months 06-12 01-02 02-05 Over value flow or less months years years 5 years Non-derivative financial liabilities Loans and financing 36,792 38,920 20,490 13,924 4,506 - -Suppliers and other accounts payable 2,297 2,297 - 2,297 - - -CCIs 99,163 147,623 7,707 7,972 15,945 47,837 68,162


Swaps 3,023 11,896 1,388 1,371 2,514 3,882 2,741

Total 141,275 200,736 29,585 25,564 22,965 51,719 70,903

Parent company Contractual December 31, 2009 Book cash 6 months 06-12 01-02 02-05 Over value flow or less months years years 5 years Non-derivative financial liabilities

Loans and financing 56,269 62,683 16,137 20,554 25,991 - -Suppliers and other accounts payable 2,025 2,025 - 2,025 - - -CCIs 98,016 153,985 7,699 7,699 15,399 46,195 76,992


Swaps 12,340 (14,934) (1,578) (2,540) (2,699) (4,612) (3,504) Total 168,650 203,759 22,259 27,738 38,691 41,583 73,488

The Company may be exposed to the following risks according to its activity: Credit risk;

Liquidity risk; Market risk; Operational risk.




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Credit risk

The Company's credit risk is characterized by the non-performance, by a client or counterparty in a financial instrument, of their contractual obligations. The Company's operations consist of the leasing of commercial spaces and management of shopping malls. The lease contracts are regulated by the Leasing law. Our customer portfolio is diversified and is constantly monitored with the objective of reducing losses due to default. Leases may feature a guarantor, which mitigates the Company's credit risk. Accounts receivable of rent and other receivables are related mainly to the storeowners of the shopping centers in which the Company has a stake. The Company establishes provision for impairment that represents its estimate of losses incurred in relation to trade accounts receivable and other receivables and investments.

Liquidity risk

Investment decisions are made in light of their impacts on the long-term cash flow (60/120 months). The Company's guideline is to work with assumptions of minimum cash balances, which vary according to the schedule of investments, and of financial coverage of our obligations, where the projected cash generation has to surpass the contracted obligations (financing, construction works, acquisitions), thus mitigating the refinancing risk of debts and obligations. To finance buildings under construction, the Company seeks to structure long-term operations with the financial market, with a grace period to align them with expected cash generation.

Market risk

Just like the retail segment, the Company is exposed to inflation risk, since this applies pressure to the income of families, thus reducing consumption in the retail market. Different levels of inflation are used in the projection models used for determination of our strategies, in order to establish scenarios for the Company's development.




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Another risk to which the Company is exposed is the risk of increase of interest rates, and of price indexes, as the Company obtained financing using these indexes. However, with the objective of mitigating this effect on the medium long term, whenever possible the Company opts for indexes of low volatility to be able to estimate its future outlays more accurately.

Operational risk As the Company's revenue is directly related to the ability to lease the retail spaces of its real estate ventures, Management periodically monitors its/their operating conditions in order to anticipate possible impacts. For this purpose, in the maintenance of its ventures and in new developments and expansions, specialized companies with widely known operational qualification are contracted to keep track of the physical and financial schedule and performance of construction works and improvements in order to have the fulfillment of the approved budget guaranteed. Nevertheless, the sale of the retail spaces is executed by a team from the company in order to ensure negotiations with storeowners that are aligned with the marketing and mix strategy of the Shopping Centers.

Risks are reviewed monthly by the operations and financial management areas that generate monitoring reports. If situations of deviation are identified, reviews of the Company's strategies are submitted for approval by senior management for deployment. Senior management keeps track of the performance of the Shopping Centers in operation and under development, based on a budget approved annually. This system allows the monitoring and previous validation of outlays in light of the budget as well as the financial and operating performance of investments, in the same way as we closely monitor the growth of our liquidity with a focus on the short and long terms.




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Capital management

Financial Management, as well as the other areas, seeks a balance between profitability in light of the risk incurred, so as not to expose its equity or to suffer with sudden price or market fluctuations. Aiming at healthy capital management, the Company has the policy of preserving liquidity with the close monitoring of the short and long-term cash flow. We hereby inform you that there was no alteration in the Company's capital management policy in the previous years and that neither the Company nor its own subsidiaries and subsidiaries under joint ownership are subject to the external capital requirements imposed.

Consolidated

09/30/2010 12/31/2009

Loans and financing 173,436 116,986Real estate credit note 458,256 451,854Obligations for purchase of assets 62,680 87,156

Total 694,372 655,996

(-) Cash and cash equivalents (12,118) (9,427)(-) Securities (415,230) (47,844)

Net debt (A) 267,024 598,725

Total shareholders' equity (b) 1,113,161 620,671

Net debt / adjusted capital (A/B) 23.99% 96.46%




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Foreign exchange risk

The Company does not have exchange risks since the entire transaction of receipts and payments is performed in national currency. Moreover, the Company also informs that it does not have any assets or liabilities subject to foreign currency variation.

Interest rate risk

The Company accounts for financial assets at fair value through profit or loss and also has a swap derivative financial liability whose transaction originates from the CRI operation that the Company entered into with the subsidiary Nibal, where the amount obtained was R$200,000. Consolidated

Book value Parent company

Book value 09/30/2010 12/31/2009 09/30/2010 12/31/2009Financial instruments from interest rate

Financial assets 415,230 47,844 389,023 22,649Financial liabilities (631,692) (556,500) (132,585) (154,285)

(216,462) (508,656) 256,438 (131,636)

Derivative financial instruments

Financial assets - -Financial liabilities (3,023) (12,340) (3,023) (12,340)

(219,485) (12,340) 253,415 (12,340)

Fair value vs. book value

Management's understanding is that financial assets and liabilities not presented in this note are stated at book value with a reasonable presentation of fair value.




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The fair values of the financial assets and liabilities, together with the book values presented in the balance sheet, are as follows: Consolidated 09/30/2010 12/31/2009

NoteAmount

valueFair

valueBook value

Fair value

Financial assets available for sale 145,506 145,506 145,506 145,506Financial assets recorded at fair value through profit or loss 415,230 415,230 47,844 47,844

Total 560,736 560,736 193,350 193,350 Liabilities measured at fair value

Swap (3,023) (3,023) (12,340) (12,340)Total (3,023) (3,023) (12,340) (12,340) Liabilities measured by the amortized cost

Secured bank loans Bradesco - Albarpa 16,906 16,336 16,894 16,281Bradesco - BH 111,602 115,164 34,200 34,874Banco Unibanco 31,226 30,989 51,195 50,491BNB 2,883 2,488 - -CCI - Nibal R$ 200,000 201,030 205,839 203,636 215,876CCI - Belem R$ 150,000 181,844 189,449 165,913 178,824CCI RB Capital 99,163 98,225 100,594 102,222Itaú BBA/BNDES 4,043 4,043 - -Banco do Brasil 5,566 5,566 - -

Unsecured bank loans

Financing João Fortes 55,524 56,756 50,000 50,856Safra 893 893 - -ABN AMRO Bank 317 317 - -

Total 710,997 726,065 622,432 649,424




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Parent company 09/30/2010 12/31/2009

NoteBook value Fair value Book value Fair value

Financial assets available for sale 145,506 145,506 145,506 145,506Financial assets recorded at fair value through profit or

loss 389,023 389,023 22,649 22,649

Total 534,529 534,529 168,155 168,155

Liabilities measured at fair value

Swap (3,023) (3,023) (12,340) (12,340) Total (3,023) (3,023) (12,340) (12,340)

Liabilities measured by the amortized cost

Bank loans Unibanco 31,226 30,989 51,195 50,491Banco do Brasil 5,566 5,566 - -CCI RB Capital 99,163 98,225 100,594 102,222

Total 135,955 134,780 151,789 152,713

Fair value hierarchy

Financial instruments with data originating from an active market (unadjusted quoted price) so that it is possible to have daily access including on the date of measurement of the fair value are classified as Level 1.

Financial instruments with data different from that originating from an active market (unadjusted quoted price) included at Level 1, extracted from a pricing model based on observable market data are classified as Level 2.

Investments classified as Level 3 are those whose data are extracted from a pricing model based on unobservable market data.




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Consolidated

Level 1 Level 2 Level 3 Total

September 30, 2010 Financial assets available for sale - 145,506 - 145,506Financial assets recorded at fair value through profit or loss 415,230 - - 415,230(-) Derivative financial liabilities - (3,023) - (3,023)

Total 415,230 142,483 - 557,713

December 31, 2009 Financial assets available for sale - 145,506 - 145,506Financial assets recorded at fair value through profit or loss 47,844 - - 47,844(-) Derivative financial liabilities - (12,340) (12,340)

Total 47,844 133,166 - 181,010

Fair value hierarchy Parent company Level 1 Level 2 Level 3 Total

September 30, 2010 Financial assets available for sale - 145,506 - 145,506Financial assets recorded at fair value through profit or loss 389,023 - - 389,023(-) Derivative financial liabilities - (3,023) - (3,023)

Total 439,678 142,483 - 531,506

December 31, 2009 Financial assets available for sale - 145,506 - 145,506Financial assets recorded at fair value through profit or loss 22,649 - - 22,649(-) Derivative financial liabilities - (12,340) - (12,340)

Total 22,649 133,166 - 155,815




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Sensitivity analysis CVM Instruction 475 sets forth that publicly-held companies, in addition to the provisions in item 59 of OCPC03 (which revokes Resolution 566/09 issued by CVM and sanctions CPC 14) regarding Financial Instruments: Recognition, Measurement and Evidencing, shall disclose a table stating a sensitivity analysis for any market risks deemed as relevant by Management, arising from financial instruments, to which the Company is exposed at the balance sheet date, including all operations with derivative financial instruments. Recognition, Measurement and Evidence, shall disclose a table stating a sensitivity analysis for any market risks deemed as relevant by Management, arising from financial instruments, to which the Company is exposed at the balance sheet date, including all operations with derivative financial instruments. Financial assets - Management understands that there are no relevant market risks. All

financial assets are invested in financial institutions with “investment grade” minimum rating issued by the largest global rating agencies (Mody’s, Austin, S&P, Fitch). The financial assets are concentrated in post-fixed investments tied to variation of the CDI. These assets are applied in investment funds with the abovementioned characteristic.

Financial liabilities - We considered, as the most probable scenario, the one of realizing, at the operation maturity date, what the market has been signaling by way of market curves (currencies and interest) provided by BM&FBOVESPA. The probable scenario is the scenario considered by management and, there is no significant impact on the fair value of the financial instruments. The respective risk variables were sensitized by 25% and 50% in scenarios II and III according to the guidelines of instruction CVM 475. Discount rate utilized for sensitivity analysis was 11%. (except Via Parque Shopping in which the fair value was calculated by using data from the most recent arm's length market transaction, by parties knowledgeable of the deal and willing to conclude it without privileges).




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Financial assets (type of risk exposure) The table below shows the sensitivity analysis of Company's management and the effects on cash of operations pending on September 30, 2010:


Operation Variable

of riskBook

valueScenario I (probable)

Scenario II +25%

Scenario III +50%

Bradesco Loan High TR (16,906) (15,681) (15,891) (16,101)Unibanco Loan High CDI (31,226) (30,757) (31,227) (31,697)Bradesco Financing High TR (111,602) (106,268) (122,006) (138,722)Market value - FII Via Parque -------------- 145,506 196,849 150,447 121,919CCI Nibal High TR (201,030) (191,090) (194,073) (197,112)CCI Belém High TR (181,844) (176,553) (180,716) (184,994)CCI RB Capital High IPCA (99,163) (95,308) (99,439) (103,640)Financing João Fortes High IPCA (55,524) (55,043) (56,891) (58,780)Swap High TR (3,023) (3,023) (9,966) (15,516)

Aliansce

Operation Variable

of riskBook value

Scenario I (probable)

Scenario II +25%

Scenario III +50%

Unibanco Loan High CDI (31,226) (30,757) (31,227) (31,697)CCI RB Capital High IPCA (99,163) (95,308) (99,439) (103,640)

26 Insurance

The Company and its subsidiaries adopt the policy of contracting insurance coverage for property subject to risks in amounts considered sufficient to cover any claims, considering the nature of their activity. The risk assumptions, due to their nature, are out of the scope of a limited review, and therefore were not examined by our independent auditors.




108

As of September 30, 2010, all the Company's shopping malls in operation were insured in an equivalent manner in the following amounts: Multi-risk package (including fire) - The amounts insured are evaluated upon each policy

issuance, and may suffer alterations during the policy year, as a direct result of any decrease or increase in the value of the assets considered. The amounts insured as of September 30, 2010 were totally consistent with each value-at-risk, indicating a value at risk.

Loss of profits - As of September 30, 2010, the Company's shopping malls had policies in

place for loss of profits in the amount of R$ 200,291, relating to the interruption of its activities, which we consider consistent with the size of each shopping mall.

General Civil Liability - The Company's shopping malls have insurance for general civil

liability, which the Company believes covers the risks involved in its activity. The policies refer to any amounts for which we can be held civilly liable, in a final and unappeasable judgment or in an express agreement by the insurance company, with respect to compensation for damages caused to third parties. The policies were contracted under first absolute liability in the amount of R$ 3,000 for each of the shopping malls in operation and the other, second absolute liability, in the amount of R$ 30,000, which covers all the malls in operation.

- Moral damages: A major part of the Company's shopping malls had insurance policies

with moral damages coverage, which the Company deems adequate to cover the risks involved in its activities. A large portion of the shopping malls in operation have policies with R$ 100 in coverage retained, with first-class insurance companies. In addition, the Company has a policy with Itaú Seguros with R$ 3,000 in coverage, covering all of the shopping malls currently operating.




109

27 Net revenue from rentals and rendering of services


Revenues by nature 09/30/2010 09/30/2009 09/30/2010 09/30/2009 Rental income (1) (2) 98,944 73,989 27,115 26,459

Management services rendered 18,934 14,842 17,031 14,089Assignment of right of use 9,235 6,948 512 228Parking lot 16,103 8,568 - -Lease from own properties 1,825 1,738 - -Transfer rate 453 439 223 184Taxes and contributions and other deductions (11,250) (8,199) (2,512) (2,214) 134,244 98,325 42,369 38,746

(1) Income from minimum rent is being recorded based on the straight-line method, in

accordance with the guidance provided by CPC 06 - Lease operations.

(2) The opening of Shopping Boulevard Brasília in July 2009 and Shopping Boulevard Belém in November 2009 increased rental income of September 30, 2010 by R$ 22,438.




110

28 Cost of rentals and services

Aliansce consolidated Aliansce

Cost per type 09/30/2010 09/30/2009 09/30/2010 09/30/2009 Depreciation of properties (10,426) (10,491) - -Amortization of intangible assets (2,818) (2,994) (1,789) (2,905)Cost of marketing and planning (3,680) (3,603) (1,571) (1,452)Expenditures with rented property (5,133) (3,307) (1,275) (897)Parking (8,042) (3,980) - -Shopping operational costs (3,789) (2,348) (841) (751)Allowance for doubtful accounts (1,566) (1,778) (708) (861)Pre-operating expenses (1) (3,798) (4,406) - -Expenses with leasing of notional fraction (2) - - (23,176) (21,839) Total cost of lease and services (39,252) (32,907) (29,360) (28,705)

(1) As a result of Law 11638/07, pre-operating expenses incurred in the period from January to

June 2010 and the year 2009 not directly related to the development of the venture are classified in the Company's income (loss) as cost of rentals and services.

(2) Refers to the lease amount paid by Aliansce to Nibal regarding the lease of notional fraction

of 41.59% of Naciguat and 38% of Shopping Taboão, owned by Nibal, according to lease contract signed between the parties on September 25, 2008.




111

29 Administrative and general expenses

Aliansce consolidated Aliansce 09/30/2010 09/30/2009 09/30/2010 09/30/2009 Personnel expenses (15,661) (9,932) (15,556) (9,890)Professional services (5,704) (4,992) (4,231) (3,133)Expenses with occupancy (838) (1,086) (430) (471)Depreciation and amortization (257) (247) (248) (174)Facility and service expenses (555) (1,265) (403) (741)Other administrative expenses (1,690) (545) (1,076) (390) (24,705) (18,067) (21,944) (14,799)

30 Financial income (loss)

Aliansce consolidated Aliansce

09/30/2010 09/30/2009 09/30/2010 09/30/2009 Financial expenses: Interest (48,688) (19,426) (18,818) (4,109)Adjustment to fair value - Swap (1) - (9,300) - (9,300)Monetary variation expense (7,507) (8,349) (2,797) (8,315)Other (930) (1,295) (552) (422) (57,125) (38,370) (22,167) (22,146)




112

Aliansce consolidated Aliansce 09/30/2010 09/30/2009 09/30/2010 09/30/2009 Financial income: Interest 26,875 4,433 25,124 162Adjustment to fair value - Swap (1) 9,316 - 9,316 -Income from derivative financial

instruments - Swap (2) 3,423 3,975 3,423 3,975Monetary variation income 905 247 4 72Interest capitalization - CPC 20 (3) 10,753 7,131 - -Other 635 927 183 242 51,907 16,713 38,050 4,451 Financial income (loss) (5,218) (21,657) 15,883 (17,695)

(1) Refer to the recording of swap financial instrument at fair value pursuant to

OCPC 03. (2) Refer to gains obtained with swap financial instrument in interest payment - CRI of R$

200,000 of Nibal.

(3) It refers to capitalized interest on projects under construction.




113

31 Other operating income (expenses)

Aliansce consolidated Aliansce 09/30/2010 09/30/2009 09/30/2010 09/30/2009 Gain/(Loss) in investments (1) - 1,190 - (2,168)Other (613) (107) (715) (192) (613) 1,083 (715) (2,360)

(1) The gain (loss) in investments is composed of the gain determined in acquisition of new

companies and additional interest in current undertakings, in addition to loss in differentiated distribution of subsidiaries' dividends.

32 Guaranties and sureties

The Company and/or its shareholders, in the capacity of guarantors of loans and financing assumed by the Company and by some of its subsidiaries, provided surety bonds in amounts proportionate to their interest in the subsidiaries, in the amount of R$604,001(June 2010: 584,601)




114

The detailing of contracts in which there are guarantees provided by the Company and/or its shareholders, for the period ended September 30, 2010, is demonstrated below:

Debit balance (Subsidiaries)

Amounts

guaranteed (Parent company and/or

shareholders)

Amortization

Beginning EndRemaining

installments Settled

installments Terms Aliansce (1)

Banco Unibanco

31,226 31,226 December

2008 November

2011 14 22 CDI + 1.87%

per annum Nibal

CIBRASEC (2)

201,030 201,030 September

2010 September

2018 96 - TR + 10.80%

p.a. BNB (3) 2,883 2,883 May 2009 April 2013 31 17 10% p.a.

Albarpa (4)

Banco Bradesco 16,906 16,906January

2011December

2018 96 - TR + 10.80%

p.a. Shopping Boulevard

Belém (5)

CIBRASEC (*)

152,442 152,442 March 2011 February

2021 120 - TR +

12% p.a. SCGR (6)

Banco Itau/BNDES

1,711 1,711 July 2008 June 2015 57 27 TJLP +

4.95% p.a.

Banco Itau/BNDES

2,332 2,332 April 2010 March 2017 78 6 TJLP +

4.45% p.a. ALIANSCE

RB Capital (7)

69,365 69,365 January 2010 December

2019 111 9 IPCA+

9.7371% p.a.

RB Capital (8) 29,798 29,798 February,

2010 January

2020 112 8 IPCA +

9.7371% p.a.

Boulevard Shopping:

Bradesco (9) (*)

85,308 85,308 December

2011 November

2021 120 - TR + 11.39%

p.a.

ABC (10) 11,000 11,000 n.a. n.a. - - - Total 604,001 604,001




115

(1) Nibal, Yangon, Frascatti, Alsupra and Albarpa x Aliansce

Guarantee associated with the obtainment of working capital financing, made by and between Aliansce and Unibanco, with the

following companies as guarantors: Nibal Participações Ltda., Yangon Participações Ltda., Frascatti Investimentos Imobiliários

Ltda., Alsupra Participações Ltda. and Albarpa Participações Ltda.

(2) Aliansce e Nibal x CIBRASEC

Guarantee associated with the obtainment of CRI financing, made by and between Nibal and Cibrasec:

Pledge of:

- one million, eight hundred seven thousand, two hundred thirty-seven (1,807,237) shares of Aliansce, held by Manati

Participações S.A., on this date representing 2.02% of the total capital stock of Aliansce, in first degree; and

- one million, seven hundred ninety-eight thousand, two hundred ninety (1,798,290) shares of Aliansce, held by GGP

Brasil Participações S.A., on this date representing 2.01% of the total capital stock of Aliansce, in first degree.

Guarantee of fiduciary assignment of receivables arising from the exploration of the properties Naciguat, Riguat and

Taboão;

Mortgage on the properties Naciguat, Riguat, and Taboão;

Fiduciary release of right to the receipt of indemnity relating to the Insurance for Loss of Lease Income and to the Property

Insurance of Naciguat and of Taboão;

Fiduciary release of the asset position in the swap; and

Surety bond of Nibal and of Aliansce.

(3) NIBAL x BNB

As collateral for the loan, the partners of Naciguat provided a mortgage of their percentages in Naciguat. As

Nibal had already provided its percentage as collateral of the CRI, Yangon provided collateral, in turn, mortgaging 30.52% of Boulevard Campina Grande and Nibal offered the C&A store from Iguatemi Salvador. In addition, there is the guarantee of Luciana Guimarães Rique, Reinaldo Feitosa Rique, Ana Beatriz Ribeiro Rique and Aliansce Shopping Centers S.A.




116

(4) Albarpa x Bradesco

Guarantee associated to obtaining financing for the Caxias Shopping construction work entered into Barpa, Supra, (companies

merged by Albarpa on December 31, 2009, and Banco Bradesco:

Sureties provided by Aliansce; and

The mortgage of the property on which Shopping Caxias is located (matriculation numbers 3.457, 16.194, 1.706, 16.195 e

16.839) in the 2nd Division's Real Estate Registry, 5th Notarial Office of the 1st Judicial District of Duque de Caxias, State

of Rio de Janeiro, in connection with the notional fraction of the property owned by Barpa (40%).

(5) Shopping Boulevard Belém x CIBRASEC

Guarantee associated with the obtainment of CRI financing, made by and between Shopping Boulevard Belém and CIBRASEC:

Surety of Aliansce in favor of investor;

Surety bond of Aliansce in favor of Shopping Boulevard Belém;

Fiduciary assignment of the fractions of Shopping Carioca by Supra Empreendimentos e Participações S.A and Albarpa

Participações S.A., and of the fraction of Santana Parque Shopping, by Acapurana Participações Ltda..;

Fiduciary assignment of credit rights of Acapurana Participações Ltda, owner of the notional fraction of 50% of Santana

Parque Shopping;




117

Fiduciary assignment of Quotas of Fundo de Investimento Imobiliário Via Parque Shopping held by Aliansce Shopping

Centers S.A.;

Fiduciary assignment of credit rights of Albarpa Participações S.A. of their interest in the economic exploration of

Shopping Carioca;

Fiduciary assignment of a share of Boulevard Shopping Belém S.A and of a share of Matisse Participações S.A., both

owned by Aliansce Shopping Centers S.A.; and

Fiduciary assignment of Quotas of Fundo Via Parque

(6) SCGR x Itaú

Guarantees related to the bank credit notes undersigned on June 18, 2007 between SCGR, Sendas, and Itaú for the on-lending of

funds from BNDES intended to execute the investment plan to expand Shopping Grande Rio, located in the city of Rio de

Janeiro. The following were formalized:

The joint co-signatures of the following companies: Sendas S.A., Rique Empreendimentos, RABR Empreendimentos, Sendas

(and SCGR in a similar loan made by Sendas);

Assignment and pledge on receivables arising from the rental of areas in Shopping Grande Rio, equal to 140% of the principal

plus debt service for the subsequent month; and

Mortgage guarantee of the notional fraction of 35% of the property where the venture is located.

On February 16, 2009 new guarantees were given in connection with a new credit note undersigned by SCGR, Sendas, and Itaú,

intended to execute the investment plan for Shopping Grande Rio's second investment stage.

The joint co-signatures of the following companies: Companhia, Sendas S.A., Aliansce Shopping Centers S.A., RABR

Empreendimentos, Sendas (and SCGR in a similar loan made by Sendas);

Second degree mortgage of a 35% notional fraction of the property on which the undertaking is located.

Amendment to the agreement on the assignment and pledge of receivables arising from the rental of areas in Shopping

Grande Rio, which now also secures this new note.




118

(7) Aliansce and RB Capital

Guarantee in connection with the loan entered into between Aliansce and Domus, which assigned its contractual position to RB

Capital:

Fiduciary assignment off 70% of Bangu Shopping property, owned by BSC;

Fiduciary assignment of 70% of receivables of Bangu Shopping, owned by BSC; and

(8) Aliansce and RB Capital

Guarantee in connection with the loan entered into between Aliansce and Domus, which assigned its contractual position to RB

Capital:

Fiduciary assignment of 30% of Bangu Shopping property, owned by BSC;

Fiduciary assignment of 30% of receivables of Bangu Shopping, owned by BSC and

(9) Boulevard BH and Bradesco

Guarantee in connection with the loan entered into between Boulevard BH and Bradesco on November 23, 2009, in the amount

of R$110,000:

Sureties provided by Aliansce;

Mortgage of part of the land where Shopping BH is being constructed;

Fiduciary assignment of future receivables of Boulevard BH; and

Fiduciary assignment of shares of Boulevard BH;




119

(10) Aliansce and Boulevard BH

On May 28, 2010, Banco ABC Brasil S.A. issued a bank guarantee in favor of Boulevard Shopping S.A., in the amount of R$

11,000,000.00, the purpose of which is to guarantee the contract executed between Boulevard Shopping S.A. and ECOJAM

Soluções Energéticas Ltda. Aliansce appeared as guarantor of the bank guarantee. The guarantee period is 364 days from the

date of signing. Boulevard Shopping will pay commission to the bank in the amount of 2% per annum on the guaranteed

amount, paid in advance and on a quarterly basis.

(*) Amounts of the Company's equity interests.

33 Net earnings per share

a. Basic earnings per share As required by CPC 41 and IAS 33 (Earning per Share), the tables below reconcile loss for the period to the sums used to calculate the basic and diluted loss per share. Basic earnings per share 09/30/2010 09/30/2009

Common Total Common Total

Earnings attributable to controlling shareholders 42,850 42,850 21,806 21,806Number of shares (in thousands) - weighted average 122,892 122,892 66,984 66,984

Net earnings per share - basic (in R$) 0.3487 0.3487 0.3255 0.3255

Diluted earnings per share 09/30/2010 09/30/2009

Common Total Common Total

Earnings attributable to controlling shareholders 42,850 42,850 21,806 21,806Number of shares (in thousands) - weighted average 122,892 122,892 66,984 66,984Stock option plan (in thousands) 1,576 1,576 - -

Net earnings per share - diluted (in R$) 0.3443 0.3443 0.3255 0.3255




120

34 Share purchase option plan

The stock option plan for executives ("Plan") was approved by the Extraordinary General Meeting held on November 12, 2009. The Plan provides that the Board of Directors may grant options to managers, employees, and service providers, or to other companies under our control, or to tenants of the shopping malls that the Company manages or in which it has equity holdings. The options granted pursuant to the Plan may confer acquisition rights on a number of shares not in excess of 7% of our total equity capital, always within the authorized capital limits. Options are granted at no cost to the beneficiaries, and the vesting period will be of as much as four years, and may be exercised as of year one at a rate of 25% yearly. Should a participant not exercise the option by the end of each vesting period, or not exercise it in the permitted proportion during the mentioned period, such options not exercised will be added to the options to be exercised by the end of the following period, and may be exercised in the future. Each Plan Participant should concur expressly with the latter, by undersigning a concurrence agreement without any reservations, and agreeing to comply with all the provisions therein. The retail location of the shopping centers when taken back or returned is immediately renegotiated with another storeowner. Following this period, the options granted but not exercised will lose their effectiveness. The Board of Directors members cannot participate in meetings in which decisions are taken with regard to Plan participation, and Committee members cannot become eligible for the share underwriting and acquisition options provided by the Plan.




121

The Board of Directors will be in charge of determining the exercise price of the options granted, which will be based on the average price of our common shares over the last twenty trading sessions at BM&FBOVESPA S.A. prior to the option being granted, weighted by the trading volume and updated for inflation by means of an index specified by the Board of Directors, until the date of the actual exercise of the option granted by the Plan. Exceptionally, the exercise price for options granted under offering occurred on January 27, 2010 will be equal to the share price specified in the Offering. The shares resulting from the option being exercised should be paid in by participants in no more than five business days from the date on which the Board of Directors approves the respective capital increase, within the limits of the Company's authorized capital or disposal of treasury shares, as applicable. The Plan will become effective on the date of approval by the Special Shareholders' Meeting and will expire at any time, (a) by means of a resolution of the Company's Special Shareholders' Meeting or of its Board of Directors; (b) when the Company's public company registration is cancelled; (c) when the Company's common shares are no longer traded in the over-the-counter market, organized market, or the stock exchanges; (d) owing to the Company's corporate reorganization; (e) should the Company be dissolved or wound up; or (f) owing to a 10-year time lapse as of the date of the first granting of options under the Plan, whichever takes place first. Shareholders will not be entitled to preemptive rights when being granted or on exercising a stock option purchase under the Plan, pursuant to article 171, paragraph 3, in the Brazilian Corporate Law. In according to the CPC 10 - Share-based Compensation, the Company should account for the expenses arising from shares under the Plan, between the date of granting the option and the date the options are exercised, based on the options' market price on the date they are granted. According to Statement CPC 10, the options granted and exercised will not create effects in the Company's Statement of Income, as this expense will be recognized during the vesting period.




122

On May 7, 2010 the Company approved the 1st and 2nd Stock Option programs for shares issued by the Company and the allocation of these to certain executives and employees, under the Stock Option Plan approved by the Special Shareholders' meeting held on November 12, 2009. The table below shows the total shares under the Plan's 1st and 2nd programs.

Plan program Beneficiaries

Total shares in the stock-

option agreements

Strike price

1st program Executives and employees

recommended to senior management

3,486,679 R$ 9.00

2nd program Executives and employees

recommended to senior management

518,321 R$ 9.75

The underwriting or acquisition price for the shares under both Programs will be updated monthly according to the IPC-DI index disclosed by Fundação Getúlio Vargas, as of this date. The options granted to beneficiaries may only be exercised as of one year from the date they are granted, at a rate of 25% per annum. Should a beneficiary not exercise the option by the end of each vesting period, or not exercise it in the permitted proportion during the mentioned period, such options not exercised will be added to the options to be exercised by the end of the following period, and may be exercised in the future. The maximum term for exercising the options granted under the 1st and 2nd Programs is five years as of granting the options. Following this term, the beneficiary will forgo his/her right to exercise the option. Pursuant to Technical Pronouncement CPC 10 - Payment Based on Shares, as approved by CVM Resolution 562 of 2008, the Company has recognized, as the services were provided in payment transactions based on shares, the effect on the income figures for the quarter ended on September 30, 2010, totaling R$ 796.




123

The stock option premiums were calculated based on fair value on the date that the options were granted in accordance with each of the Company's programs, based on their respective market prices. Based on a technical Black in Schols assessment and financial models, the Company estimated the accounting effects with a reasonable degree of accuracy. Programs 1st program 2nd program Exercise term 5/7/2015 5/7/2015Quantity of shares of the program 3,486,679 518,321Strike price in R$ 9.00 9.75Market price in the grant date in

R$

9.30 9.30Fair value of the options in R$ 3.02 2.73Volatility of share price (1) 39.16% 39.16%Risk-free rate of return 12.27% 12.27%Market value 10,520 1,415

(1) Volatility was determined with a basis on the daily closing price of the post-IPO period.

35 Subsequent events

On October 30, 2010, the Extraordinary General Meeting of Boulevard Shopping S.A. approved the partial spin-off of the company with the acquisition of the spun-off portion by Degas Empreendimentos e Participações S.A.. Degas, until that date a wholly-owned subsidiary of Aliansce, upon the merger of these net assets, started to have the same shareholders (with the same ownership interest) of Boulevard Shopping S.A. The spun off assets corresponds to the office tower to be constructed over the shopping center, in the amount of R$ 27,302.




124

On the same date, the shareholders of these companies, Aliansce and NFM, decided to exchange, with no cash consideration, 15,443 common shares, representing 6.44% of the capital of Boulevard Shopping S.A., held by Aliansce, for 6,431,745 common shares, representing 23.56% of the capital of Degas, held by NFM, aiming to keep the ownership interest of the Shopping Center in the proportion of 70% to ALIANSCE and 30% to NFM and to have Aliansce as the sole shareholder of Degas.

Board of Directors

Renato Feitosa Rique - Chief Executive Officer Sandeep Lakhmi Mathrani- Board member

Joel Laurence Bayer - Board Member Carlos Geraldo Langoni - Board member

Carlos Alberto Vieira - Independent Board Member

Executive Board

Renato Feitosa Rique - Chief Executive Officer Henrique Christino Cordeiro Guerra Neto - Executive and Investor Relations Officer

Renato Ribeiro de Andrade Botelho - Financial Officer Délcio Lage Mendes - Chief Operating Officer

Paula Guimarães Fonseca - Legal Officer Ewerton Espínola Visco - Officer

Ronaldo do Santos Vieira Accountant

CRC-RJ 076593/O-1

itr 3q10 (quarterly information) - ifrs

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