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Page 1: RA AmBev 2006 ING:AmBev Final 02.05.07 11:51 Page 1ri.ambev.com.br/arquivos/AmBev_RA_2006_eng.pdf · at Quinsa, in American dollars, excluding the effect of the higher stake of AmBev
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RA_AmBev_2006_ING:AmBev Final 02.05.07 11:51 Page 1

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We are the largest private consumer goods company in Brazil and Latin

America's largest brewer, with operations in 14 countries in the three

Americas. Our results have been mounting, with solid improvements

in profits and cash generation based upon management practices that

ensure the efficiency and sustainability of our businesses.

Although we are a relatively young Company, created in 1999, nevertheless

we have over a century of experience through the merger of the Brahma

and Antarctica breweries, which joined together to grow and expand their

frontiers of operation. We also have been active in Canada since 2004,

where we acquired control of the Labatt brewing company. And in 2006,

we concluded the control of Quinsa, which has operations in the South

American Southern Cone region, a deal initiated in 2002 when we first

took an ownership stake in the company.

We have Brazil’s largest beverages portfolio, containing winning brands

in the beer (such as Skol, Brahma, Antarctica and Bohemia) and soft drinks

(notably Guaraná Antarctica, produced from fruit grown in the Amazon

Region, Pepsi-Cola and H2OH!) segments, as well as the Gatorade isotonic

beverage and Fratelli Vita water. We also are market leaders in Argentina

with Quilmes Cristal, in Bolivia (Paceña), in Paraguay (Brahma) and Uruguay

(Patrícia). In 2006, 30.8% of our EBITDA was obtained through our Hispanic

Latin American (HILA) and North American operations.

4. Highlights

6. Message to shareholders

10. Map of Operations

12. Brands

16. Innovation

20. Beer Brazil

24. Soft Drinks and Nanc Brazil

28. Hispanic Latin America (HILA)

32. North America

36. Strategic LeversExecution

Distribution

Cost Efficiencies

Financial Discipline

Culture

46. AmBev People

52. Social Responsibility

60. Environmental Responsibility

64. Corporate Governance

69. Shares as an Investment

70. Recognition and Awards

72. Our Team 2006

74. Financial Statements

Table of Contents

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2002 2003 2004 2005 2006

7,325

8,684

12,007

15,95917,614

0

5

10

15

20

0,0

0,5

1,0

1,5

2,0

2002 2003 2004 2005 2006

1,5101,412

1,162

1,546

2,806

37.0%35.4%

37.8%

39.5%

42.3%

2002

EBITDA (R$ million)

Margin EBITDA

2003 2004 2005 20060

1

2

3

4

5

6

7

8

2,7103,072

4,537

6,305

7,445

Beer Brazil51.3%

North America22.1%

HILA (2)15.7%

Soft drinksBrazil

10.3%Maltand by-products

Brazil 0.6%

Annual Report 2006 54 Highlights

2002 2003 2004 2005 2006 Change %

2006x2005

Income Statement

Net Revenues (R$ million) 7,325 8,684 12,007 15,959 17,614 10.4%

Gross Earnings (R$ million) 3,984 4,640 7,226 10,216 11,665 14.2%

General and Administrative Expenses (R$ million) 1,933 2,334 3,611 5,174 5,409 4.5%

EBIT (R$ million) 2,051 2,306 3,615 5,043 6,256 24.1%

Net Earnings (R$ million) 1,510 1,412 1,162 1,546 2,806 81.5%

Balance sheet

Total Assets (R$ million) 12,381 14,830 33,017 33,493 35,645 6.4%

Cash and cash equivalents (R$ million) 3,505 2,534 1,505 1,096 1,539 40.4%

Total Debt (R$ million) 4,487 5,980 7,811 7,204 9,567 32.8%

Net Equity (R$ million) 4,130 4,363 16,976 19,867 19,268 -3.0%

Cash Flow and Profitability

EBITDA (R$ million) 2,710 3,072 4,537 6,305 7,445 18.1%

EBITDA Margin (%) 37.0% 35.4% 37.8% 39.5% 42.3% 2.8 p.p.

Capital Expenditures (R$ million) 545 862 1,274 1,370 1,425 4.0%

Return on Equity (%) 36.6% 32.7% 10.8% 7.8% 14.6% 6.8 p.p.

Share Information (R$/thousand shares)

Book Value (*) 107.94 115.07 258.97 304.03 302.39 -0.5%

Earnings per share (*) 39.48 37.23 17.72 23.65 44.04 86.2%

Dividends (ON) 12.40 23.14 20.86 23.07 19.76 -14.3%

Dividends (PN) 13.64 25.45 22.95 25.38 21.59 -14.9%

Payout of Dividends 35.01% 71% 114.0% 109.0% 54.5% -58 p.p.

Capitalization

Market Capitalization (R$ million) 19,686 26,392 40,424 53,646 64,109 19.5%

Net Debt (R$ million) 982 3,447 6,305 6,107 7,802 27.8%

Minority Stakes (R$ million) 79 196 219 123 223 81.6%

Shares in Circulation (thou.) (*) 38,258 37,913 65,553 65,346 63,719 -2.5%

Equivalent ADRs (thou.) (*) 382.6 379.1 655.5 653.5 637.2 -2.5%

Net revenues (R$ million)

HighlightsMAIN INDICATORS

(*)Values adjusted for the share bonus issued on May 31, 2005

Net earnings (R$ million) EBITDA and margin Breakdown of net revenues

Navegantes malt plant - Rio Grande do Sul

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Continuous and Sustainable Growth

We posted solid results in 2006. The performance for the year

demonstrated our capacity to grow in a sustainable manner in distinct

market situations and achieve efficiencies in competitive environments,

complying with our vocation of truly being a Company of the Americas.

Our consolidated net revenues totaled R$ 17,613.7 million, 10.4% higher

than the previous year, while the EBITDA and net earnings rose at an even

quicker pace: 18.1% and 81.5%, to R$ 7.444.6 million and R$ 2,806.3

million, respectively.

Message toshareholders

1 - Carlos Brito

Co-Chairman of the Board of Directors

2 - Victorio Carlos De Marchi

Co-Chairman of the Board of Directors

1 2

The combination of our growth

levers explains the success of 2006’s

performance. We took advantage

of market opportunities, supported

by innovation and the reinforcement

of our brands, a passion for execution,

cost efficiencies, financial discipline

and people motivated to permanently

exceed results

81.5%Net earnings growth

6 Message to shareholders

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Carlos Brito

Co-Chairman of the Board of Directors

Victorio Carlos De Marchi

Co-Chairman of the Board of Directors

We are committed todedicating the effortand creativitynecessary to ensurethe sustained growthof our businesses andthe creation of valuefor shareholders,because we knowthat being well offtoday means we willbe around in thefuture

18.1%EBITDA growth

Annual Report 2006 98 Message to shareholders

Our main operations posted excellent results: 20.0% more EBITDA by Beer

Brazil, a 7.4% rise in North America, in Canadian dollars, and a 23.6%

at Quinsa, in American dollars, excluding the effect of the higher stake

of AmBev in Quinsa. The Brazil Soft drinks and Nanc (Non-Alcoholic and

Non-Carbonated) division was another highlight, with an EBITDA margin

of 33.6%, as were the sales of Quinsa’s soft drinks, with 25.5% higher

volumes. During the year, indirect taxes generated by the Company in

Brazil totaled R$ 8.1 billion.

The combination of growth levers explains the success we obtained during

the year. The reinforcement of our brands, rigorous execution of marketing,

sales and distribution plans, investments in innovation, cost efficiencies,

financial discipline and the motivation of our people were fundamental

to all operations.

In Brazil, our largest unit, we transformed the football World Cup into

a second summer and increased volumes. We took advantage of this

opportunity to capitalize on new consumption occasions during the

games, reinforcing our brands and intensifying the relationship with

the points of sales and the consumers and promoting the responsible

consumption of our products. This plan was developed during the year

prior to the World Cup competition, merging marketing, sales and

industrial strategies coupled with a deep market intelligence effort.

Focusing actions, we invested in the launch of limited editions of

innovative products – such as Brahma Bier and Guaraná Seleção –

and in creative campaigns and promotions, also emphasizing our position

as the Brazilian National Team’s official sponsor.

We likewise concentrated on innovations in the premium segment.

Examples included Chopp Brahma Black, along with technologies added

to Skol Geladona and a heat-sensitive label, as ways of opening up new

spaces and adding value to our brands. In the mainstream segment, the

highlight was Skol Lemon — part of a strategy to boost per capita

consumption. In the soft drinks segment, we launched H2OH!, a product

that achieved the greatest success of the past 15 years in Brazil and which

combines flavor, thirst-quenching and health elements.

In Canada, strict control of costs and application of best manufacturing

production practices led to a significant increase in the generation of cash

and profitability. Among the brands, particularly notable was the success

of Brahma’s launch, complementing our product portfolio in the region.

The operation’s challenge remains unchanged: the combination of a mature

industry and intense price competition requires great cost control discipline

to let us make heavier investments in the brands and obtain long-term

sustainable growth.

The good economic condition of the Quinsa region countries drove

consumption and we knew how to take advantage of this opportunity,

through gains in efficiency. During the year, we completed our acquisition

of control of the company, an action foreseen in the agreement signed

in 2002, raising our stake in the brewery’s capital stock from 56.72%

to 91.18%. The amount of the payment, totaling R$ 2.6 billion, was

partially covered by our record generation of cash and partly through the

local issue of non-convertible debentures in the amount of R$ 2.1 billion.

Our operations in the northern region of Latin America, which we call

HILA-ex, reported higher volumes. However, the results still are not

satisfactory. We have made major investments in the region over the past

three years, which are still in a phase of maturing, and we are building a

solid base for achieving higher profitability.

The year’s results confirmed that careful planning and disciplined

execution have definitively made a difference in our business. Thus,

we are reinforcing the commitment to dedicate our efforts and creativity

to ensure that AmBev’s capacity to grow and to create value for its

shareholders and other stakeholders will be continuous and sustainable.

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Brazil

Uruguay

Chile

Bolivia

Peru

Argentina

Ecuador

Venezuela

Canada

Paraguay

Dominican Republic

GuatemalaEL SalvadorNicaragua

Brazil – comprises (i) Cerveja Brasil; (ii)

Soft Drinks and Nanc (Non-Alcoholic and

Non-Carbonated) and (iii) the sale of Malt

and By-products

Net revenues: R$ 10,963 million

EBITDA: R$ 5,154 million

EBITDA Margin: 47.0 %

Beer market: 103.6 million HL

Total beer sales: 65.7 million HL

Total soft drink sales: 22.1 million HL

Hispanic Latin America (HILA) –

consists of (i) AmBev’s stake in Quilmes

Industrial, Quinsa, S.A. (“Quinsa”) and (ii) the

Hila-ex operations (breweries controlled by

AmBev in the North of Latin America)

Net revenues: R$ 2,762 million

EBITDA: R$ 791 million

EBITDA Margin: 28.6 %

Beer market: 68.3 million HL

Total beer sales: 21.4 million HL

Total soft drink sales: 14.3 million HL

North America – represents the

operations of Canada’s Labatt Brewing

Company Limited (“Labatt”)

Net revenues: R$ 3,888 million

EBITDA: R$ 1,500 million

EBITDA Margin: 38.6 %

Beer market in Canada: 22.5 million HL

Total beer sales in the domestic market:

9.1.0 million HL

Exports to the U.S.: 1.8 million HL

Map ofoperations

ArgentinaBeer market (mm HL) 15.9Per capita consumption (liters) 41.8Installed capacity Beer (in m HL) 14.1Installed capacity Soft Drinks (in m HL) 18.3

BoliviaBeer market (m HL) 2.7Per capita consumption (liters) 29.0Installed capacity Beer(in m HL) 3.6

BrazilBeer market (m HL) 103.6Per capita consumption (liters) 56.4Installed capacity Beer (in m HL) 100.6Installed capacity Soft Drinks (in m HL) 39.8

CanadaBeer market (m HL) 22.5Per capita consumption (liters) 69.3Installed capacity Beer (in m HL) 13.1

ChileBeer market (m HL) 5.4Per capita consumption (liters) 32.9Installed capacity Beer (in m HL) 1.1

EcuadorBeer market (m HL) 4.1Per capita consumption (liters) 30.8Installed capacity Beer(in m HL) 1.0

El SalvadorBeer market (m HL) 0.9Per capita consumption (liters) 12.9Installed capacity (in m HL) -

GuatemalaBeer market (m HL) 2.0Per capita consumption (liters) 15.3Installed capacity Beer (in m HL) 1.4

Nicaragua Beer market (m HL) 0.6Per capita consumption (liters) 10.6Installed capacity (in m HL) -

ParaguayBeer market (m HL) 2.1Per capita consumption (liters) 33.4Installed capacity Beer (in m HL) 2.4

PeruBeer market (m HL) 6.9Per capita consumption (liters) 24.4Installed capacity Beer (in m HL) 1.0Installed capacity Soft Drinks (in m HL) 3.5

Dominican Republic Beer market (m HL) 3.1Per capita consumption (liters) 34.3Installed capacity Beer (in m HL) 1.0Installed capacity Soft Drinks (in m HL) 3.2

UruguayBeer market (m HL) 0.7Per capita consumption (liters) 21.3Installed capacity Beer (in m HL) 1.3Installed capacity Soft Drinks (in m HL) 0.7

Venezuela Beer market (m HL) 23.9Per capita consumption (liters) 89.1Installed capacity Beer (in m HL) 3.2

Source: AmBev (capacities) and Euromonitor(market estimates and per capita consumption).

Annual Report 2006 1110 Map of operations

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Annual Report 2006 1312 Brands

Brands

A large and diversified portfolio, supported by permanent innovation,

allows us to offer products for different consumer profiles and

consumption occasions. We have beers, soft drinks, ready-to-drink teas

and mineral water to satisfy all preferences. We also invest in the

continuous development of our brands through creative and intriguing

campaigns, striving to keep them always fresh in the minds of consumers.

We seek consistent growth through positions that reinforce our ties with

consumers and strengthen the value of our brands.

Three of our beers are market leaders in Brazil and figure among the

world’s best-selling brands: Skol, in third place; Brahma, in fifth; and

Antarctica, which is 20th. Quilmes is Argentina’s most-consumed beer

and Labatt Blue is the Canadian beer with the greatest international

penetration. Moreover, we have the Guaraná Antarctica soft drink, a

refreshing and light beverage produced from an Amazonian fruit. With its

unique flavor, this beverage has won a place among the most consumed

soft drinks in the world. By category, our main brands are:

Beers

SKOL – The Brazilian market leader, a light beer identified with a young adult public, with innovation being one of its

main features. It was the first beer in the country to be packaged in a can, it launched the long neck concept and

introduced many novel ideas during 2006, such as Skol Geladona (a package that conserves the liquid at a colder

temperature for a longer period of time) and Skol Lemon, inaugurating a beer category containing fruit components.

BRAHMA – A brand that is synonymous with friends, identified with football and with Carnival, it has been produced

since 1888. Besides Brazil, it also is present in Paraguay as the main brand in that country, and also in more than 30

countries in the Americas and Europe. In 2006, it was produced in a special version for the football World Cup,

known as Brahma Bier, a type of helles based on a German recipe, while also innovating with Chopp Brahma Black,

extra creamy and cascading when poured into a glass.

ANTARCTICA – A classic pilsen beer, produced since 1885. It combines tradition and quality, being notable for its

aroma, taste and slight bitterness. It consolidated its position in the Brazilian market through the BOA Club (Official

Antarctica Drinkers Club), which has a large number of participants.

BOHEMIA – Brazil’s first beer, produced since 1853. It is the premium segment leader. Besides the pilsen type, there

are wheat (Bohemia Weiss), schwarzbier (Bohemia Escura) and abbey (Bohemia Confraria) versions.

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We seek consistentgrowth, with positionsthat reinforce ties to consumers andstrengthen the valueof our brands

Annual Report 2006 1514 Brands

ORIGINAL – A beverage with a pronounced flavor, sold in the premium

segment. Created in 1906, its formula has been maintained until today

along with the original monolucid paper label. It is produced in small

quantities, earmarked for people who appreciate and value a traditional

tasting, superior quality beer.

SERRAMALTE AND POLAR – Brands distributed mainly in the south of

Brazil. These are beers with smooth aromas, flavors and a slightly bitter

taste that have won over faithful consumers in regional markets.

LIBER AND KRONENBIER – Non-alcoholic beers increase consumption

occasions. Liber is produced through technology that is new to Latin

America, which includes the use of special equipment to fully extract

alcohol from the beverage.

CARACU – A black, beer that is a type of stout that originated in Ireland.

It has been produced since 1899 and is known for its full-bodied taste

and energy. Because it is not filtered, it is more nutritious and contains

yeast and proteins.

QUILMES – Argentina’s most-sold beer, produced in more than 15 versions,

with Quilmes Cristal being particularly notable. Launched in 1888, the brand

name honors the location’s old indigenous name where the brewery was built.

PILSEN AND PATRÍCIA – Benchmark beers in the Uruguayan market. They

are full-bodied, strong and have a slightly bitter flavor.

BRAHVA – Sold in Central American countries, it maintains the same flavor,

shine, transparency and purity of Brahma. The brand name was decided on

after market surveys of consumers in the region.

LABATT BLUE – The most-sold Canadian beer in the world. Launched in

1951 with Labatt Pilsener, it was baptized as “Blue” by fans of the

Winnipeg Blue Bombers football team.

KOKANEE – A brand with a strong presence in British Columbia (Canada).

It is produced in the Kootenays Mountains. With a mixture of Pacific

Northwest hops, Kokanee delivers a smooth, clean and lightly hopped taste.

ALEXANDER KEITH’S – The most popular beer in Nova Scotia (Canada). It

uses balanced North American flavor and bittering hops to create a unique

malty flavor. Keith’s is smooth with a slightly floral hop character with a

sweet flavor delivery.

STELLA ARTOIS – An InBev international brand, a superpremium beer first

created in Belgium in 1366, and produced also in Brazil and Argentina.

It is made with very high quality of ingredients, and has a balanced and

strong taste.

Soft Drinks

GUARANÁ ANTARCTICA – The second best selling soft drink in Brazil, with

the unique flavor of the guaraná fruit that is grown in the Amazon Region.

PEPSI-COLA – We are the second largest PepsiCo bottler in the world. We

produce and distribute soft drinks in a number of companies in Latin and

Central America with a product line that includes the traditional Pepsi-Cola,

Pepsi-Twist, with its cola and lemon taste, Pepsi X, the first energetic soft

drink in the world, and Pepsi Max, with maximum taste and no sugar

H2OH! – Launched in Brazil in 2006, the beverage already was a success

in Argentina. It has a light taste of lemon, is slightly carbonated and contains

no sugar. It was developed in partnership with PepsiCo.

We also produce Sukita, an orange drink, Soda Limonada and Tônica

Antarctica.

Isotonics

GATORADE – The best selling isotonic sports beverage in the world, also

part of our alliance with PepsiCo.

Teas

LIPTON ICED TEA – Ready-to-drink tea segment world leader, produced

under franchise license in Brazil.

Water

FRATELLI VITA – Lightness is one of its main qualities, due to the low level

of dissolved salts.

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16 Innovation

Innovation is one of the underpinnings of our business. It allows us to

deliver novelties to consumers, address as yet unsatisfied needs, increase

occasions for consumption and add value to our portfolio of products.

As part of this process, in 2006 we applied new technologies as well as

utilized the access to the know-how of our PepsiCo partnership. As a

result, we introduced new products to the Brazilian market, achieving

some of our main objectives: adding value to our brands, addressing the

premium segment and developing new consumption segments (increase in

per capita consumption).

We base our businesses on

innovation, leading us to always

offer novelties that satisfy consumers,

increase occasions for consumption,

develop other market segments,

address as yet unsatisfied needs and,

at the same time, add value to

our brands

Innovation

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Annual Report 2006 1918 Innovation

SKOL LEMON – Inaugurated a new beer category in Brazil, containing fruit

components. It is both refreshing and light, attributes that are appreciated

by consumers, especially during daytime consumption occasions. It follows

a strong worldwide trend as the first permanent initiative in decades for

mainstream segment diversification.

SKOL GELADONA – A can that keeps beer cold much longer thanks to heat

insulation technology new to Brazil that inhibits the passage of external

heat to the liquid. It uses the Cool2Go™* technology developed and

patented by DuPont.

CHOPP BRAHMA BLACK – A dark lager beer with novel characteristics:

extra creamy and a cascading visual effect when poured into a glass. The

effect is the result of a special manufacturing process in which carbon

dioxide and nitrogen are added to the liquid. Based upon two years of

research, its introduction into the superpremium market was accompanied

by technical adaptations to the draft beer equipment at points of sale and

the production of exclusive glasses, whose distinctive geometry emphasizes

the cascade effect and keeps the liquid at the ideal temperature.

BRAHMA BIER – A type of helles beer, developed from German recipes,

launched in a limited edition during the World Cup period. It has slightly

extra body and a more golden hue, developed to maintain the

characteristics of German beers while satisfying Brazilian taste standards.

The beer was produced from high quality hops grown in Germany and the

Czech Republic, as well as yeast imported especially from Germany.

BOHEMIA CONFRARIA – A limited edition of the first abbey-type beer in

Brazil, inspired in the historical recipes and records of Belgian monasteries.

The bottles are almost hand-made, offering a ceramic-like visual effect,

making each unit exclusive. The first edition was produced in 2005 and

was repeated in 2006 to satisfy the requests of consumers.

H2OH! – A lemon-flavored, sugarless and slightly gaseous beverage that

was launched in partnership with Pepsi. It takes advantage of a worldwide

trend toward healthy drinks, with consumption indicated for any time and

in any location. It also is an option for people who are following eating

control programs or seek correct and enjoyable daily hydration.

PEPSI MAX – Launched in Argentina, Uruguay and the state of Rio Grande

do Sul, this is a version of the traditional cola drink with maximum taste

and zero calories. It is aimed at young consumers who want a sugar-free

product that is not classified as a light beverage.

HEAT-SENSITIVE LABEL – A Skol novelty for the summer featuring a label

containing a transparent arrow that turns blue as of 4° C and shows

when the beer is at an ideal temperature for consumption.

PACKAGING – Besides the new products, innovative packaging also was

developed. One example in 2006 was Skol Redondaço, a pack

containing 28 cans and a carrying strap, placed in the market

especially for the World Cup and perfect for fans who wanted to

watch the games together with friends. The Skol Big Neck, a

bottle with the widest mouth and a screw-on top, originally

launched in São Paulo, was extended to other regions of

Brazil. For soft drinks, we introduced 1.5-liter PET bottles and

extended the 2.5-liter bottle to a number of regions.

Limited editions ofnew products markedour activities duringthe football WorldCup tournament.Innovative productsand packagingemphasized ouridentity as the officialsponsor of theBrazilian NationalTeam.

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With estimated consumption at 103.6 million hectoliters of beer in 2006,

Brazil is the third largest beer market in the world in volume1. During the

year, our beer operation in Brazil contributed 51.4% of consolidated Net

Revenues and 60.2% of consolidated EBITDA, which totaled R$ 4,478.6

million, an increase of 20.0% compared to 2005.

We are the market leader, with a 69.3% share in December 2006 and an

average annual share of 68.8%, according to the ACNielsen survey. In an

increasingly more competitive environment, we were agile in ensuring a

greater market share, supported by consistent market intelligence. Yet

again, we posted solid results for the year, growing sales volumes by 5.1%

to 65.7 million hectoliters. This increase reflected the good performance

of our mainstream and premium brands, driven by strong investments in

innovation, integrated planning between the marketing and commercial

areas and understanding of the market’s regional characteristics.

In Brazil – our main operation – we

maintained our leadership position,

with a 68.8% average market share

in 2006. This performance, among

other reasons, was mainly due to our

speed of action in competitive

environments and a consistent and

continuous business intelligence

effort, reflected in our solid results

during the year.

51.3%Percentage of the Beer Brazil unit in TotalNet Revenues

20 Beer Brazil

BeerBrazil

1 Source: Euromonitor

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6

26

60

80

2003 2004 2005 2006

Growth of the Brahma Chopp Kiosk

network (in units)

Annual Report 2006 2322 Beer Brazil

Our efforts on behalf of our brands had two main moments during the

year: the World Cup, during the first half of the year, and the emphasis

on premium brands, in the second half.

We transformed the World Cup in Germany into our second summer,

involving the entire AmBev team in the planning actions a year prior to

the beginning of competition. We combined innovation, communication,

trade marketing and promotions. Our launches included Brahma Bier, a

limited edition of a helles type beer based on German recipes, and Skol

Redondaço, a 28-can pack for fans who wanted to watch the World Cup

games with friends. Communication containing important and interesting

messages, backed by a meticulous media plan, ensured that Brahma was

the brand most tied in to the World Cup, according to a Datafolha survey.

Moreover, together with Skol and our Guaraná Antarctica soft drink,

Brahma also was one of the Top 3 in the preferred campaign. As a

promotion, we launched collectible Brahma Chopp glasses. Ronaldo, one

of Brazil’s main football players, headed up our campaign for responsible

consumption in advance of the World Cup.

We also strengthened client relationships by further highlighting occasions

related to the games. This ranged from decoration and support of TV set

purchases for watching the games to active telemarketing to prevent a

breakdown in stock control.

We invested in developing the premium segment, currently representing

approximately 6% of our Brazilian beer sales volume, which has grown at

a two digit annual clip over the past two years. Our brands are the best

sellers in the category, notably Bohemia and Original. Besides the new

products, with the second edition of Bohemia Confraria (an abbey-type

beer inspired in the recipes of Belgian monasteries), launched in ten

states, and the Brahma Black draft beer (creamier and with a special visual

effect when poured into a glass), we expanded the distribution of Stella

Artois to new regions of the country.

Other actions included the Boteco Bohemia, where consumers elect the

best appetizer served in the bars of São Paulo to accompany beer, and the

Circuito Original, consisting of a series of pocket shows promoting the

brand in São Paulo and Rio de Janeiro bars. We maintained our winning

strategies designed to boost per capita consumption at new consumption

occasions. Examples are the Brahma Chopp kiosk network – a franchise

for locations such as corridors at shopping centers, airports and bus

stations, which reached 80 units by the end of the year – and Chopp

Brahma Express, a draft beer product and equipment home delivery

service, now with seven shops around Brazil.

Another action front involved brand exposure strategies using large-scale

promotions such as Skol Beats, the largest electronic music event in Latin

America, and the Brahma Box at the Rio de Janeiro Carnival Parade, with

national and international celebrities in attendance. We made the WorldCup our secondsummer. Actionswere planned a yearin advance of thecompetition inGermany andinvolved productinnovations,campaigns andpromotions, assuringhigher sales andconsumer preference.

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24 Soft drinks and Nanc Brazil

Soft Drinks and NANC volume growth

The combination of an improvement in point of sales execution field

work, innovation and reinforced brand communication led to another year

of growth for our Soft Drinks and Nanc (non-alcoholic and non-

carbonated) beverages in Brazil. Volumes rose by 9.0%, reaching a 17.0%

share of the Brazilian soft drinks market in 2006, according to an estimate

by AC Nielsen. And we confirmed AmBev as the most efficient soft drinks

operation in the world, with a 33.6% EBITDA Margin (31.4% in 2005).

Soft drinks andNanc Brazil

Our soft drinks operations once again

posted growth, reaching 17.0%

average domestic market share in

2006, according to AC Nielsen. One

highlight during the year was the

launch of H2OH!, a healthy and

refreshing alternative that won over

consumers

9%

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Annual Report 2006 2726 Soft drinks and Nanc Brazil

33.6%EBITDA Margin of thesegment

22.6%Increase in volume ofGatorade

One of the year’s highlights was the launch of H2OH!, a lightly

carbonated, sugarless beverage that is a source of vitamin B and natural

lemon juice; in just four months, the drink achieved important market

share in the regions where it is sold. We considered this to be the greatest

success of the past 15 years in Brazil, the result of correct market positioning

aimed at consumers who seek healthy and refreshing beverage alternatives.

The product was developed in partnership with Pepsi and introduced in

Brazil in September 2006.

Another 2006 launch was Guaraná Antarctica Seleção, with a limited

edition for the World Cup. The brand, which was the official sponsor of

the Brazilian national football team, combined the flavor of the Amazon

fruit with a dash of other fruits, likewise distinctive for its pink hue. The

packaging also took on the World Cup spirit, displaying a special design

and strong and vibrant colors. The drawings printed on the cans and

labels were in Brazil’s national colors, while the 2-liter PET bottle was

produced in pearly green.

The World Cup also motivated two promotional campaigns, called Vista a

Camisa (Wear the Jersey) and Amor a Camisa (Love the Jersey). In the

former, the consumer exchanged bottle tops plus an amount of money for

exclusive Guaraná Antarctica shirts alluding to the World Cup or for

special stickers to customize them. The latter promotion involved

football jerseys inspired in the uniforms of the Brazilian

national teams of 1958, 1962, 1970, 1994 and 2002.

Each action was reinforced by advertising campaigns that

placed Guaraná Antarctica among the top three brands in

terms of consumer recall, according to a survey by

Datafolha (the other two also were AmBev brands: Brahma

and Skol beers).

Yet another highlight of the year was Gatorade, with novel flavors and a

new plastic package – which facilitates consumption in a greater number

of locations. One example is Gatorade Cool Blue, with a raspberry taste,

blue packaging and a graffiti-like visual treatment of the bottle. Isotonic

volumes rose 22.6% during the year, also a reflection of the new brand

communication, identifying new consumption opportunities for anybody

involved in physical activities, independent of their intensity. The beverage

also entered the World Cup climate through the launch of a special

colored bottle and label with the image of two Brazilian footballers,

Ronaldinho Gaúcho and Roberto Carlos.

With Pepsi, the second best selling cola in the country, we guaranteed the

brand’s good performance through an 11.4% increase in volume. We

wagered on the slogan, Risk More, Live More, summarizing the positioning

of innovative products that are aimed at younger consumers.

We are increasingly taking advantage of distribution and execution

synergies with our beer operations, and we are constantly seeking

opportunities to grow sales volumes and strengthen our brands.

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28 Hispanic Latin America (Hila)

6.2%Increase in revenues perhectoliter by Quinsa

We are active in 12 countries in South America, Central America and the

Caribbean through two operations: Quinsa, which covers five Southern

Cone countries – Argentina, Uruguay, Paraguay, Bolivia and Chile – and

HILA-ex, with Venezuela, Peru, Ecuador, Guatemala, the Dominican

Republic, Nicaragua and El Salvador.

In 2006, HILA revenues totaled R$ 2,762 million, 32.8% higher than the

previous year, combining strong Quinsa growth and a HILA-ex decline,

influenced by an extremely competitive environment. Quinsa registered a

rise in volumes (9.8% in beer and 25.5% in soft drinks) and 23.6% in

EBITDA in dollars, which excludes the increase of AmBev’s stake in Quinsa,

with a dollar increase in revenues per hectoliter of 6.2% over 2005. At

HILA-ex, despite a 3.2% volume increase, revenues fell 2.9%.

Hispanic LatinAmerica (HILA)

Net Revenues from Quinsa’s and

HILA-ex’s operations totaled R$

2,762 billion for the year, 32.8%

more than during the previous

period. At Quinsa, through which we

are active in five Southern Cone

countries, we expanded beer

production volume by 9.8% and

posted a 25.5% increase in soft

drinks volumes.

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Annual Report 2006 3130 Hispanic Latin America (Hila)

Northern LatinAmerica (HILA-ex)saw a 3.2% volumeincrease over theprevious period. Oneof the highlights wasthe sale of beer inPeru, reinforcedthrough the launchof products such asBrahma Beats

Quinsa

We recorded important growth in the Quinsa region, with higher volumes,

revenues and cash generation. The performance reflects the good economic

moment these countries currently are undergoing and the exchange of AmBev’s

best practices, which led to a high level of efficiency. Marketing and innovation

efforts, both for beer and soft drinks, also helped Quinsa expand volumes and

guarantee an 11.5% participation division in the consolidated EBITDA.

Soft drinks were the year’s biggest success story, with higher volumes in Uruguay

and Argentina, where we are PepsiCo franchisers. The performance was driven

by the launch of products such as Pepsi Max – a soft drink with an intense flavor

and zero calories – and 7UP Free, involving a concentrated effort at positioning

brands, new packaging and distribution efficiencies. It furthermore reflects the

acceptance of H2OH!, carbonated water with a lemon taste, launched the

previous year, and Gatorade, an isotonic beverage which counts Argentina as

one of its main world markets.

BOLIVIA was another highlight of the year. We had a solid, market leading

brand in Paceña, a premium beer, as well as Huari and strong regional

brands that reflect a local characteristic: habits and preferences differ

according to the altitude where the country’s cities are located (400

meters, 2,200 meters and 3,000-4,000 meters). Each region’s consumers

have a different preferred brand, with Paceña being a national benchmark.

The efforts on behalf of the brands constituted the main factor

responsible for driving sales during the year.

In ARGENTINA, , while Quilmes Cristal continued to be the absolute market

leader, Stella Artois carved out an important superpremium market

segment share after a launch that was consolidated over the course

of the year. And we also made gains with the launch of Quilmes Stout.

In CHILE, the launch of Brahma helped improve our second place position

in the local market. The brand was introduced without affecting the

performance of the other beers we sell in the country, such as Baltica

and Becker.

Brahma also turned in excellent results in PARAGUAY, where it has the

highest market share recorded in any country in the world.

In URUGUAY, our growth was assured through the Pilsen and

Patrícia brands.

The principle capital expenditures during the year were concentrated in

Argentina. We duplicated the capacity of our malt plant there and

expanded breweries to compensate the spin-off of the Luján facility as

part of a commitment assumed with the regulatory agency upon signing

an agreement acquiring our ownership stake in Quinsa.

HILA-ex

With the support of product launches, northern Latin American operations

(HILA-ex) recorded a 3.2% rise in volumes over 2005, with beer sales in

Peru and soft drinks in the Dominican Republic as highlights. However,

these countries still represent a challenge in terms of increasing margins

and earnings.

In Peru, where we began to operate in 2005, products new to the local

market such as Brahma Beats contributed to the performance. Containing

5.2% alcohol, the beer stood out because of its strong flavor and distinctive

packaging, with an exclusive design and transparent glass. The same bottle,

inspired by the Brazilian Skol Beats, also is used for Brahva Beats, our main

brand in Guatemala, launched in that country during the year.

Our operations in the region are quite recent. With the exception of

Venezuela, where we have been present since 1994, we only began our

activities in these countries as of 2003. That year we acquired soft drink

bottlers and initiated the construction of a brewery in Peru, we announced

a partnership with CabCorp – the main Central American Pepsi bottling

company – to build a brewery in Guatemala, and we purchased Cerveceria

SurAmericana in Ecuador. The following year we entered into association

with Embotelladora Dominicana for operations in the Dominican Republic

and Nicaragua.

In 2006 we reinforced the introduction of the best practices that constitute

our levers for growth, such as revenue and expense management, point

of sale distribution and execution and financial discipline.

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32 North America

Gains in the efficiency of our plants and execution at points of sale,

coupled with cost discipline, allowed the Labatt operation in Canada to

exceed all of the year’s cost, sales volume and cash generation targets.

Sales rose 0.7%, a substantial percentage in a mature and competitive

market, while the EBITDA ended the year at R$ 1,499.6 million, 4.6%

higher than in 2005 (in Canadian dollars, the EBITDA grew by 7.4%),

with a 38.6% margin.

This performance only was possible due to adoption of best practices,

with aggressive targets in all areas, financial discipline, cost awareness

and management of routines.

NorthAmerica

The Labatt operation in Canada

exceeded all of the year’s targets for

costs, volumes and cash generation.

This performance was due to gains

in efficiency, with the adoption of

best practices, financial discipline,

appropriate management of routines

and the maintenance of leaders who

remained focused on results

Rise in sales volumes

0.7%

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34 North America

At the end of the year we introduced a commercial program that organizes

the sales process in a systematic manner. Furthermore, our five plants

were certified under the manufacturing excellence system, which was

key to obtaining 2006’s results. Thanks to AmBev’s economies of scale,

we also achieved efficiencies in the purchase of raw materials and inputs

and reduced general and administrative expenses through the support of

a Shared Services Center.

The introduction of Brahma was quite positive with sales higher than

initially planned. The brand complements our portfolio of products with

a beer in transparent packaging.

The second case of success was Bud Light, produced under license from

Anheuser-Bush. We concentrated our efforts on the brand, which

sponsors the professional hockey league, the most popular sport in

Canada, and our volumes grew by more than 40% over the previous year.

Hockey sponsorship also is part of the strategy of Labatt Blue, the most

traditional brand on the market, which supports amateur leagues

throughout the country and runs competitions on frozen lakes.

Regionally, we made significant gains in market share in Alberta province,

taking advantage of large local market growth driven by oil price increases.

Our strategy in North America is to increase efficiency gains and to

strengthen the brands, of which Budweiser, Bud Light, Kokanee, Keith’s,

Labatt Blue, Brahma and the global InBev brand, Stella Artois, are

highlights. We identified opportunities, especially in the light, premium

and imported segments. This is a strong and stable market, with strong

cash generation and major potential for value creation.

The cost per hectoliterof beer, in Canadiandollars, was reducedby 5.9%, thanks togains in manufacturingefficiencies and rawmaterials purchases

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36 Strategic Levers

Our focus on results is expressed in

all stages of work, beginning with

integrated planning between

marketing and sales that emphasizes

actions that are aligned with the

reality of each market. With the

involvement of all our professionals,

we create value, we satisfy consumers

and we assure our perpetuity

We support the sustainable growth of our business through a process that

combines the best brands, management practices and people. This

translates into financial discipline, cost awareness, passion for execution

and portfolio management. Our focus is on results, which are expressed

best in the creation of value as well as in consumer satisfaction, which

assures the Company’s perpetuity.

StrategicLevers

80%of the Company’semployees go out intothe streets as part of thePeople Who Sell program.

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Annual Report 2006 3938 Strategic Levers

ExecutionWe are passionate about our business and we demonstrate this in all

stages of our work. Through strict discipline and our own management

tools, we act in a manner that ensures that our products win over consumers

at the points of sale. Our marketing and sales planning is integrated to

enable us to act according to each market’s reality, and execution involves

the entire Company. Once a year, 80% of all employees, including directors,

participate in the People Who Sell program, going out into the streets to

observe the effort involved in selling our brands and to promote the

responsible consumption of our products. In 2006, small posters were

distributed to help raise awareness of the population regarding the risks

of drinking and driving.

Our sales teams begin each working day with a motivational meeting to

stimulate them and for the discussion of a detailed plan of work. There is

a regular routine to be followed at each point of sale, which is visited on

average one and a half times per week. The sales staff must check product

exposure and organization, advertising posters and other publicity materials,

etc. Using palmtop devices, they have access to a database on each

customer (order history, types of packaging, average prices, etc.), which

allows them to present customized proposals. Moreover, in some points

of sale we have installed specially developed refrigerators designed to

keep beer at the ideal consumption temperature (-5ºC).

Our objective is to maintain a close and solid relationship with our customers

and support the development of their businesses.

The points of sale also count on communications media such as magazines

and television programs aimed directly at bar owners and employees,

offering services such as training tips, guidance and practices for

increasing sales and winning over consumers.

DistributionOur growth also is the result of efficient distribution, with gains in

economies of scale and costs. In the regions where we operate we maintain

a structure for both direct distribution as well as an outsourced network,

using exclusive resellers.

Normally, the Direct Distribution Centers are active in the large cities and

supply the self-service networks, offering a complete beers and soft drinks

portfolio with, as a consequence, gains in cost reductions and execution.

Regarding resellers, we receive support from companies with deep

understanding of local markets, allowing us to place our brands in the

most distant locations of each country.

Through discipline andgood managementpractices, wemotivate our teamsto ensure ourproducts win overconsumers

The ExcellenceProgram stimulatesthe improvement ofthe distributors andawards the title ofambassador to thosethat are standoutsthree years in a row

Ambassadors - AmBev Excellence Program 2006Ambassadors - AmBev Excellence Program 2006

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Annual report 2006 4140 Strategic Levers

We also encourage constant development of our resellers through the

AmBev Excellence Program that establishes performance standards and

stimulates exchange of best practices information. Distributors who

achieve excellence three years in a row receive the title of Ambassador.

These efforts are supported by a logistics system designed to quickly and

efficiently service each market. We use different transportation modes —

highways, railroads and waterways — and count on an exclusive routing

system that speeds up sales and delivery processes.

Cost efficienciesCost management is a true obsession for us. All units have adopted the

Zero Base Budget (ZBB), designed to encourage commitment to the control

of expenses and costs. Each year, challenging targets are established that

have no relationship with the expenses incurred in previous periods. Each

team is responsible for its own budget and each cost center has an owner;

meeting the targets is rewarded through a variable compensation system.

The cost management spirit is disseminated throughout the Company. The

Manufacturing Excellence Program identifies, disseminates and rewards the

best practices at all of the units. As a result, we have been able to improve

productivity and reduce raw materials consumption and waste.

Thus, we have become a world cost efficiencies benchmark. For example,

each year we reduce the consumption of water per unit produced. From

5.36 liters in 2002, we reached 4.30 liters in 2006. At many plants the

proportion is less than the industry benchmark (3.75 liters), totaling 3.49

liters at the Curitiba (PR) plant. We also are increasingly reutilizing solid

wastes generated by our industrial processes, attaining 98.1% a year. By-

products such as malt spent grains, residual yeast from beer production,

pulp from bottle labels, etc, are becoming a business. In 2006, industrial

waste sales totaled R$ 59.3 million.

Both lower water consumption as well as the utilization of alternative fuels

such as biomass (rice husks, sawdust and wood) and biogas demonstrate

our commitment to intensify efforts on behalf of the environment.

Our units arecommitted tocontrolling costs and expenses, andare rewarded for their efforts through a variablecompensation system

98.1%Reutilization of wastesduring the year

Our strategy also includes production of some of the inputs that we

consume. We own five malt plants (two in Argentina, two in Uruguay and

one in Brazil); a metallic bottle top factory and a pre-molded PET bottle

unit, both in Manaus, Brazil; a glass bottle factory in Paraguay, and four

solid aggregates units (corn grits in Guarulhos and Cuiabá, corn flakes in

Sergipe and degerminated corn in Corrientes, Argentina). We also have

plans to build a glass factory in Brazil in 2007.

We have captured substantial savings through the purchase of raw

materials and inputs, taking advantage of global negotiations, and in

general and administrative costs, using the AmBev Shared Services Center,

which centralizes macro-processes (such as accounting and accounts

payable and receivable). Today, we maintain two structures with several

employees fluent in at least two languages, which service all of our

operations: one, in Ontario, Canada, and the other in Jaguariúna, Brazil.

Reutilization of industrial wastes

94.9 95.8 96.5 96.8 98.1

20062005200420032002

0

20

40

60

80

100

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Annual Report 2006 4342 Strategic Levers

We invested ingrowth while at thesame time presentedsustainable results,distributing attractivedividends toshareholders

By also focusing our attention on the Company’s cashflow, we achievedrecord cashgeneration in 2006

Financial disciplineOur main financial management focus in 2006 was the Company’s cash

flow, which began to receive the same level of attention as that given to

cost controls. We transferred all ZBB learning, such as the package

ownership, visibility and cost monitoring concepts, to cash management,

with much greater detailing of accounts receivable, accounts payable and

stocks. This priority also was important for the HILA-ex division after three

years of expansion, with more competitive plant construction and loan

refinancing rates in 2005.

As a result of this strategy, we also were able to enhance the value of our

shares traded on the stock exchanges as a Company that invests in

growth while, at the same time, delivers earnings and pays attractive

dividends. All available cash that is not invested back into the business is

returned to shareholders in the form of dividends (including Interest on

Own Capital) and share repurchases.

Thanks to this focus, we delivered another year of record cash generation,

making it possible to distribute R$ 3.6 billion to shareholders – R$ 1.8

billion in share repurchases, approximately R$ 400 million in dividends

referring to the 2005 fiscal year (paid in 2006) and R$ 1.4 billion in

dividends referring to the 2006 fiscal year.

In order to pay off the second stage of the acquisition of control of

Quinsa, we issued non-convertible debentures amounting to R$ 2.1

billion. It was the first time we conducted this type of operation, taking

advantage of a good moment for obtaining funds through the local

capital market. The issue was divided into two series, maturing in three

and six years and with quarterly compensation. The first series will mature

on July 1, 2009 with quarterly remuneration of 101.75% of the variation

of the CDI. The second series, maturing on July 1, 2012, will pay 102.5%

of the CDI on a quarterly basis.

The conditions of this operation reflect our solid capital structure. Our

Company is recognized by the Standard & Poors and Fitch rating agencies

in the Investment Grade category, making it possible to obtain funds on

the local and international capital markets at competitive costs.

CultureWe have our own unique culture that reflects how we do things and our

way of being. It is the sum-total of our aspirations, values, beliefs,

practices and management principles, and it guides our actions and our

behavior. This culture is present in the day-to-day running of the

businesses and is what distinguishes AmBev People.

Our Mission is to create enduring bonds with consumers through brands

and experiences that bring people together. We want to be recognized as

the best beverage company in the world. Thus, we understand that

sustainable and profitable growth depends upon our capacity to earn the

loyalty of our brands’ consumers.

We believe that our opportunities are as big as our dreams. And our

dream is to be the Best. This means be the most efficient, to have the

best brands and the best products, to be our customers’ best partner

and to have the world market’s most committed and capable people.

Our Values represent our guiding principles:

Our consumers come first – Consumers are the reason for everything we

do and we are partners with our clients and resellers in order to provide

them with superior quality service.

Our People make the difference – We attract, develop and maintain the

best people, we invest in our People, we support their continuous training

and we reward success.

We make things happen – We dream big dreams. We select challenging

targets and pursue major performances. We are focused on results. We

work hard and enthusiastically. We use our reserve tanks. We act like and

are recognized as owners.

We lead the way – We lead through personal example. We want to win,

but always respecting ethical practices. We adopt a zero tolerance policy

with regard to keeping our culture alive and we believe that our diversity

constitutes a fortress. We are present where things happen together with

our People, our clients and our consumers. We use up shoe leather to get

to know the details of our business.

62%

43%

71%

114%

2000

Dividends (R$ million)

(*) Value referring to the 2006 fiscal year, paid in 2007

Payout (% lucro líquido)

2001 2002 2003 2004 2005 20060

1000

2000

3000

4000

109%

0%

20%

40%

60%

80%

100%

120%

32%

55%

502998

1,327

1,692

1,408122*

292337

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We think and act like owners – We must demonstrate passion and

responsibility, taking decisions and acting in the company’s long-term

interest as if it were ours. We act to ensure that our investment – our

Company – has growing and sustainable value.

We demonstrate leadership and we develop the best people – We must

lead our Company in the midst of changes that are occurring in order to

achieve extraordinary results and also to identify and develop our future

leaders. Having the right people in the right places doing the right things

will make a big difference in our journey from Biggest to the Best.

Annual Report 2006 4544 Strategic Levers

Our Competencies reflect our capacity to comply with our Mission and Vision:

We challenge ourselves to achieve extraordinary results – We must be

courageous, propose challenging targets, continuously seek to paths to

take, make our business grow and achieve exceptional success — without

compromising quality and our integrity.

We have in-depth knowledge of our business – We apply our knowledge

about our businesses, the industry and the company to create value for

our investors.

We build strong relationships and teams – Our capacity for teamwork and

the fact that we mutually trust and respect each other and maximize all

the resources available to us represent the key to our success.

We meet our targets the AmBev way: simply, focused and disciplined –

We will be rewarded for simplifying our business, for focusing our energy

and our resources on the Company’s biggest priorities and for building a

culture of discipline.

Our businesses andour behavior areguided by a culturethat emphasizesmanagement beliefsand principles anddemonstratesappreciation of our People

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Our effort to train the best people

and compensate them in proportion

with their results creates a team that

is committed to its work and to the

business. Our professionals share our

desire to be recognized as the

world’s best beverages company

35,090total number of employees

Our People make the difference — because at AmBev people work and

defend the work that they do. They are pro-active, entrepreneurial

decision-makers and assume responsibilities. Through our ownership

culture, we encourage our professionals to give the best of themselves

and we work to train the best people, who grow at the speed their talent

permits and are compensated in the same proportion. Thus, we concentrate

on recruiting, training, motivating and maintaining the best professionals

in the market.

AmBevPeople

46 Ambev People

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Annual Report 2006 4948 Ambev People

AmBev People (thousand employees)

Brazil 20.1

HILA-ex 4.6

Quinsa 7.3

North America 3.1

TOTAL 35.1

We encourage thebelief that there areno limits to growth,providing an informalenvironment thatleads to the constant exchange of information

Luiz FernandoEdmond, generaldirector for LatinAmerica, was in thefirst group oftrainees at AmBev,going through theprogram created in 1990

Our People make the difference — because at AmBev people work and

defend the work that they do. They are pro-active, entrepreneurial

decision-makers and assume responsibilities. Through our ownership

culture, we encourage our professionals to give the best of themselves

and we work to train the best people, who grow at the speed their talent

permits and are compensated in the same proportion. Thus, we

concentrate on recruiting, training, motivating and maintaining the best

professionals in the market.

At the end of 2006, we had approximately 35,000 people, with 20,000 in

Brazil alone. The average age of our people is 32 years old; yet, at the

same time, we have a group of more than 3,000 professionals who have

been with AmBev for more than 10 years, having previously worked at

Brahma or Antarctica and who have grown and developed with us, today

occupying important positions in the Company.

We are people who are identified with our culture and responsible for

maintaining and disseminating it, cultivating an informal manner of relating

with each other. No walls separate the AmBev departments into different

rooms, encouraging an exchange of information in the widest sense.

Each one of us understands that there are no limits to professional

growth. As befits a company with international operations, we offer

career opportunities in different areas and different countries.

The career path at AmBev is very fast, quicker than the market average.

For example, a trainee can reach a managerial position shortly after

completing a 10-month training period. For the internal people, we run

a Successors Program, designed to identify growth potential in a number

of areas. And it is each employee’s responsibility to train and qualify his

or her successor.

Recognition for meeting targets and goals is through variable

compensation for all employees, through a system that stimulates

operational excellence, collaboration and teamwork. In 2006, more

than 20% of our professionals in Brazil received promotions. High-

potential professionals with exceptional performances earn access to

a Stock Option Acquisition Plan.

Development

For us, learning is a continuous process. We conduct evaluations every six

months, followed up with a development plan to help our professionals

grow, identifying competencies that need to be supplemented. Investment

in training and instruction totaled R$ 18 million in 2006, involving some

5,800 employees just in Brazil.

The AmBev University coordinates this process, running special courses for

different job positions and functions, with undergraduate and post-

graduate scholarships offered by the Antonio and Helena Zerrenner

Foundation (FAHZ), one of the Company’s controlling shareholders. We

also operate TV AmBev, transmitted by satellite, combining the functions

of a communication channel and a tool for the transmission of knowledge.

Moreover, we offer the MBA AmBev course, designed to offer a systemic

vision of the Company’s businesses and its markets, which already has

graduated 274 professionals since 1995, when the former Brahma created it.

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We promote goodhealth and a betterquality of life for ourprofessionals becausewe understand thattheir well-being isdirectly linked to their motivation

Annual Report 2006 5150 Ambev People

Trainee and Talents Program

More than 500 people have already undergone the Trainee Program that

was created in 1990 by Brahma and is a main gateway into the Company.

Nearly 80% of the participants today occupy management posts, of which

28% have senior positions and 16 are directors — such as Luiz Fernando

Edmond, general director for Latin America, who was in the first group of

trainees. The program lasts ten months, without a specific number of

vacancies to fill — we hire all candidates who have an appropriate profile.

In 2006, we received about 30,000 trainee applications in Latin America,

selecting 31 young people to enter the program.

For those who apply as trainees and participated in the final stages of the

process but were not selected, we created the Talents Program. Lasting

three months, it represents an opportunity to polish these young professionals

and identify growth potential. During the year, we selected 60 talents,

who joined AmBev in January 2007.

People with disabilities

We introduced a program for hiring people with disabilities, which has

filled a number of job vacancies in the Company. In each one of our units,

the process is accompanied by professional training and preparation of

the professionals and the raising of awareness of the work teams to

encourage diversity and social inclusion. At the time of selection, the

candidates with disabilities receive treatment that is identical to all other

candidates, because the decisive criterion is to satisfy the specific

requirements of the position to be occupied.

Great Life Program

We believe that motivation goes together with good health. So we have

intensified the number of actions designed to foster the well-being and

improvement in the quality of life of AmBev People and family members.

The tool for this is the Great Life (“Vida Legal”) Program, which focuses

on promoting good health, preventing disease and following through on

the treatment of employees and family members affected by chronic illnesses.

The program is maintained by the Antonio and Helena Zerrenner Foundation,

which earmarked R$ 1.4 million for it in 2006.

All of the actions propose interactivity with the users and are supported

by a specific publication, the Mais Vida Legal newspaper. Articles are

accompanied by questionnaires and those who respond earn gifts through

the program, such as backpacks, shirts and tee-shirts. The program also

rewards professionals who meet monitoring targets, such as blood pressure,

sugar levels, weight loss, etc.

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52 Social Responsibility

We seamlessly merge striving for

profitability with social actions whose

main guideline is the responsible

consumption of our products,

and we implement environmental

practices that reduce the impact

of our operations. Thus, we reaffirm

a commitment to sustainability and

are contributing to improving the

quality of life in the regions in

which we operate

How to speak about the use of alcohol with yourchildren, subject of the People who Care program.

20,000Number of breathanalyzers donated sincethe program began

Our commitment to sustainability – of our businesses, of the regions in

which our units operate, of society in general – is revealed through

balanced economic, social and environmental actions. We permanently

strive for profitability through transparent and effective management that

assures competitive costs and great market penetration. At the same time,

we invest in projects and actions that encourage responsible consumption

of our products and are focused on education. Furthermore, we have

implemented an environmental control system that seeks to reduce the

impact of our actions, using eco-efficiency indicators that must be pursued

by all areas of the Company.

Social Responsibility

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Annual Report 2006 5554 Social Responsibility

We promote anumber of initiativesthat make it possiblefor residents of theAmazon Region tofortify their economicactivities andenhance incomeand self-esteem

These practices led to the recognition of AmBev in 2006 as a model

company by Exame’s Guide to Good Corporate Citizenship (Guia Exame de

Boa Cidadania Corporativa) in Brazil, while in Peru we received the 2006

National Prize for Cleanest Production and Eco-Efficiency (“A la Producción

más Limpia y a la Ecoeficiencia 2006”), awarded by the Peruvian

government with the World Bank’s support.

Responsible Consumption

In tune with our core business activities, we have been running the

AmBev Responsible Consumption Program — a pioneering effort in Brazil,

Ecuador and Peru — since 2001 and have significantly contributed to

raising the awareness of society regarding the risks of combining drinking

alcoholic beverages and driving and of the necessity to comply with the law

that prohibits the sale of these beverages to minors. In 2006, we conducted

a number of activities in these fields.

During the Carnival period, we donated 2,500 disposable breath analyzers

to the São Paulo municipal government and 2,500 to the South/Southeast

Traffic Accident Reduction Program (PARE) in Rio de Janeiro. Through

2006, the Company has donated more than 20,000 disposable breath

analyzers in the states of São Paulo, Rio de Janeiro, Rio Grande do Sul

and the Federal District. Furthermore, we widely publicize responsible

consumption tips to users of the São Paulo, Rio de Janeiro, Salvador (BA)

and Recife (PE) airports. In the capital of Pernambuco, as well as in Olinda

(PE), we also made use of interactive memory games, such as “It’s more

fun to go and come back” and “I’m getting a lift.” In Salvador, Carnival

merrymakers were given temporary tattoos in the form of a boomerang

— the campaign’s symbol — to remind them to drink with moderation.

We also transmitted responsible consumption messages in all of the

events that we promoted or sponsored — including major regional ones

such as the large rodeo week at Barretos (SP). In some events we included

tests to enable consumers to evaluate whether they are within safe driving

limits, offering collective transportation to subway stations and urban bus

terminals as an alternative. Moreover, in a number of cases we signed

agreements with taxi cooperatives to ensure safe transportation home

for consumers.

Our concern regarding responsible consumption was apparent at Skol

Beats, the largest electronic music event in the world, with the

participation of some 60,000 persons during 2006’s edition. Besides

having promotors on hand to to orient the public on the subject and to

suggest alternative transportation, the Company also organized a virtual

educational game for consumers to be aware of the risks of drinking and

driving and we reinforced vigilance of the venue, ensuring that minors did

not gain entry into the event.

The points of sale also are involved in the initiatives. Nearly 350,000

establishments participated in the “Ask for their ID” campaign that

encourages owners and employees to check the ages of consumers before

selling them alcoholic beverages.

The Maués Project

By 2013, we will have invested more than R$ 61 million to support the

economic, social, cultural and environmental development of the Amazon

Region. These funds are being used both for increasing the productivity of

guaraná crops as well as to promote programs that create supplemental

income for farmers in the region. The Maués Project is the anchor

program, involving the renovation and expansion of guaraná plant

cultivation, the supply of seedlings and alternative income for farmers,

such as the planting of other fruits, sugarcane and manioc, as well as

poultry, sheep and beekeeping activities.

These actions were reinforced in 2003 with AmBev’s joining the state

government’s Green Free Zone Project. Among other initiatives, we

supported the creation of a seamstress cooperative and a textile factory

and we financed 1,300 public housing units in the rural district.

Furthermore, we took on the responsibility of creating and maintaining 12

agricultural production centers to orient farmers about best guaraná plant

growing techniques.

The Company’s Santa Helena Farm, where the world’s largest guaraná

genetic bank is located, conducts some of these initiatives. About one-

half of the property — which contains 1,070 hectares – is set aside for

cultivation of guaraná plants, respecting the region’s flora.

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Annual Report 2006 5756 Social Responsibility

Through partnershipswith stategovernments, we act to combat socialexclusion with literacyprograms and accessto college education

Recycling

Our efforts towards intensifying awareness about environmental

preservation and the search for new work and income producing

opportunities for the communities also have been translated into the

Solidarity Recycling Program - Cooperatives. It consists of the supply

of hydraulic presses and the running of recycling courses and workshops

for waste collectors organized into cooperatives throughout Brazil.

The idea is to minimize the structural problems of the activity, today

exercised in the country by more than 80,000 persons organized into

2,500 cooperatives.

This same concern guides the events sponsored by the Company so

much so that at the end of Skol Beats, 14 tons of recyclable materials

were collected and donated to the Vira Lata recycling cooperative.

AmBev also supported Recicloteca, Latin America’s largest center of

information on recycling and the environment, founded in 1991 by the

Ecomarapendi NGO and sponsored by AmBev since 1993. Located in

Rio de Janeiro, it runs workshops and professional training courses,

using its Recycling Ecospace gallery for exhibiting art produced using

recycled materials. In 2006, it was named a Green Salon by the Ministry

of the Environment, which issues this seal of approval to recognize institutions

that contribute to help make public access to publications and materials

about the environmental more democratic.

Recycling also has been the subject of a number of other campaigns

during the year, many of which involving AmBev People. To commemorate

International Environment Day, we encouraged all of our units to involve

their employees and family members, through the slogan, “You Also

Should Recycle.” The campaigns included lectures, competitions, group

waste pickup efforts, theater performances and recycling workshops,

among others.

Good People

In 2006, AmBev opened the doors of its units to orient employees and

the community regarding the appropriate use of beverages, in an event

known as Good People, held on August 31. Involving 19,000 Company

employees and about 25,000 employees of resellers from around Brazil,

directors of AmBev received representatives of city governments, schools,

NGOs and communities. In all of Brazil, more than 45,000 people watched

a video entitled “How to speak about the use of alcohol with your children,”

based upon a guide of the same name published by the Center for

Information about Health and Alcohol (CISA), an NGO supported by

AmBev. The guide has been distributed in public and private schools in

the state of São Paulo through the business of the organization’s

professionals. Through the Good People event, the Company’s proposal

was to disseminate the content of the guide throughout Brazil. The

representatives of the schools that attended received, along with the

guide itself, a copy of the video.

Education

Since 2004, when the government of the state of Bahia created it, the

University Student Project, maintained by the Antonio and Helena

Zerrener Foundation, has had our support. The objective is to combat

social exclusion by offering scholarships and financial resources that make

it possible for needy youths to have access to college educations. We

annually invest some R$ 600,000 in this initiative, which until now has

enabled 100 young people to enter universities and colleges in Salvador,

Vitória da Conquista, Feira de Santana and another 16 municipalities in

the Bahia hinterland.

Also together with the state government, we participate in the Alfa and

Beto Literacy Program run in Sergipe, where we invested R$ 1 million in

2005 and 2006, making the acquisition of school books and materials

possible for 5,000 grade school students in the public school network.

Moreover, we acquired Christmas cards for the Company from Ação

Comunitária Brasil, an organization that assists the low-income population

in greater São Paulo through social and educational activities.

Handicrafts on display at Espaço Reciclarte, madeout of aluminum cans and PET bottles.

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Annual Report 2006 5958 Social Responsibility

The institution also runs the Walter Belian Technical School in São Paulo

for children of AmBev employees and the community, which offers free

grade school, middle school and free vocational courses in the fields of

Graphic Arts, Industrial Information Technology and Industrial Chemical

Analysis in partnership with the SENAI- Zerrenner Foundation School. In

2006, the FAHZ invested R$ 7.3 million in the school, helping it assist

some 1,000 students.

Gol de Letra Foundation

AmBev also supports the Gol de Letra Foundation, a private non-profit

organization that was created by former football players Raí de Oliveira

and Leonardo Nascimento de Araújo, established in the city of São Paulo

in August 1998, in Niterói (RJ) in September 2001 and since 2005 has

been running social and the educational products in the city of Rio de

Janeiro’s Caju neighborhood

The Gol de Letra Foundation is recognized by UNESCO as a worldwide

model for helping needy children. AmBev collaborates with two of the

Foundation’s projects in São Paulo: Our History, and the Training of Library

and Game Mediators and Monitors.

Our History – Runs a series of educational products through

interdisciplinary actions, fostering reading and writing, art and

information technology, and fosters the development of attitudes based

on positive social values, stimulating autonomy to resolve conflicts and

group work. The project helps children from seven to 14 years of age and

involves their families in socio-educational activities, as well.

Community Library and Youth Training Program - It is focused on three

areas of action: to stimulate the habit of reading; to prepare young

people to act as mediators in the library and game room; and to assist

the local population through an educational space located in the

Community Library.

Antônio and Helena Zerrenner Foundation

A national benevolent institution that is part of the AmBev controlling

group, in 2006 the Antonio and Helena Zerrenner Foundation (FAHZ)

invested some R$ 83 million in benefits to the Company’s employees and

their dependents, today a contingent of some 53,000 beneficiaries

throughout the Brazil. This comprises a medical, hospital and dental plan,

supply of school materials for some 12,832 students and the distribution

of 21,059 hampers and 12,899 Christmas toys. It also awarded more than

1,300 scholastic scholarships in 2006 to AmBev employees for undergraduate

and postgraduate college courses, seeking to improve the quality of

AmBev People.

In São Paulo, it operates the 244-bed Santa Helena Hospital, which has 12

operating rooms, 59 emergency care beds and a Medical Center featuring

40 specialties.

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Our Environmental Policy contains

a number of guidelines that seek

to combine growth with a reduction

in the impact of our operations.

It provides orientation to all units,

which maintain multidisciplinary

commissions to train all professionals

and to apply and follow-up our

eco-efficiency indicators

19.8%Reduction of water used to produce 1 liter of beer, between 2002 and 2006

We have had an environmental policy in place since 1997, which combines

economic growth with a reduction in the environmental impact of our

activities. It encompasses compliance with environmental legislation; the

adoption of technologies, inputs and processes that reduce environmental

interferences; the maintenance of a team concerned about promoting the

continuous improvement of the Company’s environmental performance;

the promotion and support of environmental education initiatives aimed

at customers, suppliers and the community; and the monitoring of each

phase of the production process.

All units have multidisciplinary environmental commissions that are

responsible for training AmBev People and following up the main eco-

efficiency indicators, such as water consumption, the use of renewable

energy sources and the reutilization of by-products. The rational use of

natural resources strengthens our commitment to care for the environment.

EnvironmentalResponsibility

60 Environmental Responsibility

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Annual Report 2006 6362 Environmental Responsibility

2002 2003 2004 2005 2006

Energy consumption per unit produced (kwh/liter) 123.18 113.8 108.7 109.1 107.8Megajoules per hectoliter produced

Consumption of water per unit (beer and soft drinks) 5.36 4.88 4.37 4.21 4.30produced (HL/HL)

Consumption of fossil fuels – CO2 emissions 8.22 7.89 6.85 6.62(kg of CO2 per hectoliter)*

Rate of recycling and reutilization of materials in the process 94.9% 95.8% 96.5% 96.75% 98.1%

Revenues through the sale of solid wastes (R$ million)* 26.1 30.5 41 50.9 59.3

Water consumption

(liter/liter of beer)

0

1

2

3

4

5

6 5.36

4.88

4.37 4.21 4.30

20062005200420032002

Electric energy consumption (KWh/HL)

0

2

4

6

8

10 9.359.13

8.769.10

8.80

20062005200420032002

Reutilization of industrial wastes

94.9 95.8 96.5 96.8 98.1

20062005200420032002

0

20

40

60

80

100

(*) Through 2005, just Brazil; 2006 includes HILA-ex.

In our sales activities, we are concerned about reducing the level of

atmospheric emissions. In the large urban centers, our automobile fleets

have been converted to use natural gas as a fuel, replacing gasoline,

an initiative that merges cost economies with environmental benefits.

Water consumption

All of our plants respect The Water Commandments, an in-company

document that describes the standard procedures regarding sustainable

consumption of this resource, its progressive reduction and re-use,

through initiatives on two separate fronts: training and awareness;

and application of technologies, processes and installations.

Based on The Water Commandments, we have been able to continuously

reduce the use of water in our industrial processes, consequently producing

less sewage output. In 2006, we used an average of 4.30 liters of water

to produce a liter of beer, which was 19.8% lower than in 2002. Gains

were particularly notable at our plants in Curitiba (PR), Brasília (DF),

Camaçari (BA) and Agudos (SP), which, respectively, used 3.49, 3.63, 3.69

and 3.70 liters of water for the production of one liter of beer. With this

consumption, we exceeded the world beer industry benchmark of 3.75 liters.

Renewable energy sources

We have been striving since 2003 to diversify our energy matrix through

a search for renewable sources as a way to reduce the environmental

impacts caused by our activities and carbon dioxide (CO2) emissions.

We have been using eucalyptus and pine sawdust, coconut fibers and

rice husks as biomass to fuel boilers to generate heat at plants in Agudos

(SP), Lages (SC), Teresina (PI) and Cuiabá (MT). In Corrientes, Argentina,

we use sawdust as biomass and in a number of units there natural gas

has become the power source. This has led to savings of 29,500 tons of

oil, which also contributes to a reduction in greenhouse gas emissions.

With the support of new products, in 2006 we were able to record an

additional reduction of about 38,700 tons of carbon dioxide. This result

is in addition to the reduction of 94,146 tons already achieved in 2005,

totaling approximately 130,000 tons over both years.

Another highlight during the year was the substitution of 2 million cubic

meters of gas at our Jacareí (SP), Jaguariúna (SP), Jundiaí (SP), Guarulhos

(SP) and Juatuba (MG) plants by biogas, generated through an effluent

anaerobic treatment process at AmBev’s own facilities.

Reutilization of Wastes

Besides adopting measures to reduce the quantity of solid wastes at the

plants, we also seek to recover them, reutilize them and recycle them.

This allowed us to recover some 98.1% of this material companywide

in the form of by-products during 2006. In 12 plants, 99% of wastes

generated were reutilized.

Each year, we maximize the use of raw materials in the production

process. The objective is to avoid the waste of natural resources and to

improve productivity. Compared with 2002 we have been able to achieve

a 36% reduction in extract — composed of fermentable sugars derived

from cereals adopted in the beer production process — in a clear example

of the fight against waste. Among other actions, we encourage the

appropriate management of these inputs.

Some 95% of our units are fitted with Industrial Effluent Treatment

Stations (IETSs). They have the capacity to treat 200,000 cubic meters

of effluents and an organic load of 324,000 kilos of Chemical Demand

Oxygen (CDO) per day.

Environmental Performance Indicators

(*) Through 2005, just Brazil; 2006 includes HILA-ex.

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64 Corporate Governance

Transparent communication with

shareholders, adoption of best

practices for making decisions and a

focus on the alignment of objectives

are values that are embedded in our

corporate governance model. In

2006, the model was additionally

enhanced through conclusion of

processes adjusting them to the

Sarbanes-Oxley Act

Our corporate governance structure follows the highest global standards.

The relationship between the Company and its shareholders is based upon

transparent communication, guaranteeing best practices and management

focused on alignment with objectives.

Toward this end, during 2006 another step was taken in the process for

continuous improvement of internal controls leading the adjustment to

the requirements of the Sarbanes-Oxley Act (SOX).

CorporateGovernance

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We have adoptedrotation of jobs andvariable compensationso that our leadershave experience in all business areas andpursue challengingtargets

Annual Report 2006 6766 Corporate Governance

BOARD OF DIRECTORS — Made up of nine members and two alternates,

each with a term of office through 2008, the Board of Directors defines

the general strategies that assure the success of both long-term objectives

as well as short-term competitiveness. Elected during a General Shareholders

Meeting for a term of three years, with the possibility of re-election, the

members’ attributes include, among others the selection of the executive

directors. One of their most important functions is to guarantee that

AmBev’s values, ethics and culture are practiced and disseminated to all

of the Company’s employees. None of the members of the Board is an

executive officer, in order to guarantee greater independence and autonomy

between the two main AmBev management bodies. Moreover, specific

committees support the Board’s actions, responsible for detailed analyses

of subjects under the Board’s jurisdiction.

The General Shareholders Meeting held April 20, 2006 elected three

members of the Fiscal Committee (FC), of which one was a representative

of minority shareholders. As foreseen legally, the term of office of the

members of the FC is one year, valid until the subsequent General

Shareholders’ Meeting. The Fiscal Committee’s independence, which in

our case also accumulates the function of the Audit Committee, under

the terms of the SOX, is guaranteed by the election of independent

members who have considerable autonomy.

OPERATIONS, PEOPLE AND MANAGEMENT COMMITTEE: Among its

responsibilities are analyzing, proposing and monitoring the Company’s

performance goals and budgets; and the following up of all Company

actions by analyzing results, marketing developments and permanent

internal and outside benchmaking.

COMPLIANCE COMMITTEE: It helps the Board of Directors analyze and

monitor the Company’s internal controls and fiscal profile and ensures

compliance with the legal, and statutory conditions of its operations

with stakeholders.

FINANCE COMMITTEE: Its support of the Board of Directors encompasses

the analysis and monitoring of the Company’s annual investment plan and

opportunities for external growth, as well as the capital structure, cash flow

and management of financial risks and treasury policy.

In tune with the objectives

AmBev’s top executives are experienced professionals who have been with

the Company an average of ten years. Periodically, the Company seeks to

rotate job functions, giving the leaders wider and effective experience in

all of the areas of our business. Variable compensation is another

guarantee that the executives and other employees are aligned with the

expectations of the shareholders. Linked to meeting challenging targets,

all employees are eligible for an annual bonus. Moreover, there also is an

option program for main executives that favors a long-term relationships

and greater commitment to the Company’s interests, targets and values.

Shareholders’ agreement

In December 2006, AmBev’s controlling ownership block comprised of

InBev and the FAHZ, held 89.1% of voting capital and 66.3% of the total

capital. The shares traded in the market represent 10.8% of voting capital

and 32.6 % of the total capital.

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68 Corporate Governance Annual Report 2006 69

Shares as an investment

AmBev Shareholder Composition(1)

SOCIAL CAPITAL: R$5,716,086,764.25 represented by 64,458,212,043 book entry shares, of which 34,501,039,428 are common shares and

29,957,172,615 are preferred shares

OWNER COMMON % PREFERRED % T O T A L %

Interbrew International B.V.(2) 22,290,478,034 64.61 10,091,856,494 33.69 32,382,334,528 50.24

Fundação Antonio 5,522,991,293 16.00 763 0.00 5,522,992,056 8.57e Helena Zerrenner INB

AmBrew S/A(2) 2,910,987,990 8.44 1,601,281,469 5.35 4,512,269,486 7.00

InBev Participações Societárias Ltda(2) 0 0.0000 296,900,000 0.99 296,900,000 0.46

TOTAL CONTROLLING BLOCK 30,724,457,317 89.06 11,990,038,753 40.0 42,714,496,070 66.3

Instituto AmBev de Previdência Privada 1,919,034 0.0056 9,595,170 0.0320 11,514,204 0.0179

Others 1,888,214 0.0055 9,441.075 0.0315 11,329,289 0.018

Market 3,738,080,368 10.83 17,243,972,731 57.56 20,982,053,099 32.55

TOTAL SHARES IN TREASURY 34,694,495 0.10067 704,124,886 2.3505 738.819,381 1,1462

TOTAL 34,501,039,428 100.00 29,957,172,615 100.00 64,458,212.043 100,00

(1)Position on December 31, 2006 (2) Controlled by InBev S.A. / N.V.

19,686

26,392

40,424

53,646

64,109

200620052004200320020

10

20

30

40

50

60

70

80

Market capitalization (R$ million)We operate a numberof channels ofcommunication withinvestors to keepthem informed aboutthe guidelines andfundamentals of our businesses

Our shares are traded on the São Paulo Stock Exchange (ticker symbols

AMBV3 and AMBV4) and, as American Depositary Receipts (ADRs), on

the New York Stock Exchange-NYSE (ticker symbol ABV). Share performance

has shown sustained growth, with a rise in market value of 224.7% over

the past five years, ending 2006 with a market capitalization of R$ 64.1

billion (R$ 53.6 billion in 2005).

On the BOVESPA, preferred shares increased in value by 17.4% in 2006,

while the Ibovespa rose 32.7%, ending the year quoted at R$ 1,053.99.

The Company’s shares were traded during 100% of the exchange’s trading

sessions, with 111,728 total transactions involving 7.6 billion shares and

a financial volume of R$ 7.1billion.

On the NYSE, our ADRs appreciated 28.25% for preferred shares (ABV)

and 34.25% for common shares (ABVc), quoted respectively US$ 48.80

and US$43.90, compared to a 16.29% increase in the Dow Jones Index.

Total trading volume was US$ 6.2 million.

2001 2002 2003 2004 2005 2006

AMBV4 Ibovespa AMBV3350%

150%

50%

250%

-50%

ABV Dow Jones ABVc250%

150%

100%

0%

50%

2001 2002 2003 2004 2005 2006

-50%

Outside audit

Deloitte Touche Tohmatsu Auditores Independentes audited the financial

statements for 2006. The company has been responsible for AmBev’s

audit from 2004 to 2006, in compliance with the regulatory conditions

currently in effect.

Investor Relations

An open and frank relationship with investors is one of the important

elements of our corporate governance structure. We believe that this

dialogue is a significant means for creating shareholder value. Detailed

analyses, reports and quarterly conference calls make it possible for

owners of our shares to have a clear view of our businesses’ guidelines

and fundamentals. The investor relations channel on the Internet

publishes, among other relevant information, our annual reports according

to the rules of the Brazilian Securities Exchange Commission – CVM (IAN)

and the U.S. Securities Exchange Commission (20-F), the minutes

of the Board of Directors’ meetings during 2006 along with those of

the three General and Special Shareholders Meetings.

Stock performance on the Bovespa

Stock performance on the NYSE

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Annual Report 2006 7170 Recognition And Awards

During the year, we received some awards that represented recognition of

our efforts toward the sustainable development of our businesses.

EXAME GUIDE TO GOOD CORPORATE CITIZENSHIP 2006 – We were

chosen a model company by the Exame Guide to Good Corporate

Citizenship, a publication designed to disseminate and encourage the best

social responsibility practices. The Company was chosen for promoting

responsible consumption of beverages and using eco-efficiency indicators

to guide its activities. AmBev also received the Environmental Highlight

Prize for its Environmental Management system, which is primarily focused

on the recycling of wastes, the use of alternative energy sources and

a reduction in the use of water for producing beverages. We also received

an honorable mention for sponsorship of the Recicloteca NGO and our

Zero Accident Program (PAZ).

EXAME BEST AND BIGGEST PRIZE 2006 – AmBev also was well placed in

the Best and Biggest - 2006 list published by Exame magazine. It was a

highlight among the biggest companies (1st place) – the classification of

companies by gross operating revenues in millions of dollars – in the food,

beverages and cigarette sector; companies that most created wealth (5th

place); that paid the most taxes (5th place); the largest employers (17th

place) and 100 largest publicly traded companies by market capitalization

(5th place).

CUSTOMER SERVICE EXCELLENCE – We won the Customer Service

Excellence Prize awarded by Consumidor Moderno magazine, which is

designed to identify and disseminate the best service practices in Brazil

and to recognize companies that emphasize customer service excellence

and maintain a high level of client satisfaction and loyalty.

CLEANER PRODUCTION AND ECO-EFFICIENCY PRIZE – In Peru, the

National Environmental Council (CONAM), with the support of the World

Bank, recognized our local unit for its outstanding eco-efficiency projects.

AGÊNCIA ESTADO/ ECONOMÁTICA PRIZE – We came in third in the

Companies List – 2005 published by Agência Estado Empresas in

partnership with Economática. The prize was based on an analysis of

seven criteria related to shareholder expectations.

VALOR - LARGE GROUPS – We came in eighth on the list of the Largest

200 business groups in Brazil. The indication was made by Valor Grandes

Grupos, a special publication of Valor Econômico newspaper, which presents

the ownership structure of the largest groups currently active in Brazil.

MOST ADMIRED COMPANIES – We came in 8th in the list prepared by

Carta Capital magazine, based upon interviews with more than 1,000

businessmen and executives, who chose the leading companies in 28

economic sectors. In another prize with the same name, prepared by

the DCI newspaper, we also were elected the Most Admired Company –

2006 in the Beverages category. The Carta Capital award was the result

of a survey of 1,224 executives from 48 sectors of the economy, while

the DCI prize involved 3,865 executives working for Brazil’s main

corporations, through questionnaires that touched on questions such

as investments, foreign trade and advertising.

RecognitionAnd Awards

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Annual Report 2006 7372 2006’s Team

Our Team2006

BOARD OF DIRECTORS

CO-CHAIRMEN AND MEMBERS

1. Victório Carlos De Marchi

2. Carlos Alves de Brito

DIRECTORS

Marcel Herrmann Telles

Carlos Alberto da Veiga Sicupira

José Heitor Attilio Gracioso

Roberto Herbster Gusmão

Vicente Falconi Campos

Luis Felipe Pedreira Dutra Leite

Johan M.J.J. Van Biesbroeck

ALTERNATE DIRECTORS

Jorge Paulo Lemann

Roberto Moses Thompson Motta

FISCAL COMMITTEE

MEMBERS

Alcides Lopes Tápias

Álvaro Antônio Cardoso de Souza

Aloisio Macário Ferreira de Souza

ALTERNATE MEMBERS

Ary Waddington

Emmanuel Sotelino Schifferle

Nilson José Bulgueroni

EXECUTIVE DIRECTORS

3. Luiz Fernando Edmond

Chief Executive Officer for Latin

America

4. Miguel Nuno Patrício

Chief Executive Officer for North

America

5. Jorge Rocha

Executive Officer for Hispanic

Latin America

6. João Castro Neves

Chief Financial and Investor

Relations Executive Officer

7. Bernardo Pinto Paiva

Sales Executive Officer

8. Carlos Eduardo Lisboa

Marketing Executive Officer

9. Cláudio Braz Ferro

Industrial Executive Officer

10. Francisco de Sá Neto

Soft Drinks Executive Officer

11. Milton Seligman

Corporate Affairs Executive Officer

12. Pedro de Abreu Mariani

General Counsel

13. Olivier Lambrecht

People and Management

Executive Officer

14. Jean-Yves Rotte-Geoffroy

IT and Shared Services Executive

Officer

Our People bring together young talentsand professionals with long experience in beer and soft drink markets who are instep with a results-based culture, offeringthe best of themselves to permanentlysurpass targets and assure the sustainablegrowth of our businesses

1

2

3 4 5

6 7 8

9 10 11

12 13 14

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76. Management Report

88. Independent Auditor's Report

89. Fiscal Committee Report

90. Balance Sheets

92. Income Statements

93. Statements of Changes in Shareholders' Equity

94. Statements of Changes in Financial Position

96. Supplementary Information - Cash Flow

98. Notes to the Financial Statements

122. Investor Information

ContentsFinancialStatements

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76 Financial Statements Annual Report 2006 77

Management Report

OveRview Of COMpanhia de BeBidas das aMéRiCas – aMBevWith operations in 14 countries of the Americas, AmBev is the fifth world’s largest brewer and the leader in Latin America. AmBev’s operations consist of the

production and trading of beer, soft drinks, other non-alcoholic beverages and malt and are divided into three business segments:

• Brazil Operations, represented by sales of (i) beer (“Beer Brazil”); (ii) carbonated soft drinks (“CSD”) and non-alcoholic, non-carbonated (“Nanc”) beverages;

and (iii) malt and by-products;

• Hispanic Latin America (HILA), represented by AmBev’s current stake in Quinsa (Argentina, Bolivia, Chile, Paraguay and Uruguay), as well as the Company’s

operations in Northern Latin America (El Salvador, Equator, Guatemala, Nicaragua, Peru, Dominican Republic and Venezuela); these last operations, grouped, are

designated by HILA-ex (HILA excluding Quinsa); and

• North America represented by Labatt Brewing Company Limited (“Labatt”) operations, including beer domestic sales in Canada and exports to the

United States (“USA”).

Major AmBev’s brands include Skol (the third most consumed beer in the world), Brahma, Antarctica, Bohemia, Original, Quilmes, Labatt Blue, Brahva and Guaraná

Antarctica. In addition, AmBev is PepsiCo’s largest bottling company outside of the USA. Through a franchising agreement, the Company sells and distributes Pepsi

products in Brazil and other Latin American countries, including Pepsi, Lipton Ice Tea and Gatorade.

AmBev’s credit risk as debt issuer in domestic and foreign currency is investment grade according to Standard and Poor’s and Fitch Ratings.

ECONOMIC ENVIRONMENT

The disposable income of consumers has been growing over the last years in Brazil, AmBev’s major market. Such growth is one of the factors which contributes to

the volume growth in Beer Brazil (+5.1%) and CSD & Nanc (+9.0%).

In Canada, AmBev’s second largest market, the economy has also been showing a good performance, especially in the West, where high oil prices have sustained a

strong growth pace in the local market.

In Argentina, AmBev’s third largest market, once more the growth has been strong. The volume of Quinsa, whose main operation is in Argentina, increased by

15.1% in 2006.

INVESTMENTS

In 2006, AmBev invested R$1,425.7 million. The Company invested in the increase of production lines, in circulating assets purchase and in a bottle plant, which is

expected to start its production in the 2nd half of 2007.

INVESTMENTS IN SUBSIDIARIES

In 2006, AmBev increased its stake in Quinsa, from 56.72% to 91.18%. The amount disbursed for this transaction was R$2,738.8 million (equivalent to US$1.25

billion). The operation reinforces AmBev’s commitment to the growth of the markets in Argentina, Uruguay, Paraguay, Bolivia and Chile.

CHIEF FINANCIAL OFFICER AND INVESTOR RELATIONS OFFICER

In 2007, Graham Staley took over the position of chief financial officer and investor relations officer of AmBev, replacing João Castro Neves, which was

appointed Chief Executive Officer of Quinsa. Graham Staley was CFO of Labatt USA from 2000 to 2004 and CFO of Labatt Brewing Company Limited from

2005 to 2006.

ENVIRONMENT

AmBev develops its economic activities in an eco-efficient manner, recycling and removing the minimum from the nature aiming at preserving our natural resources.

At the same time AmBev searches for an increased competitiveness in beverage production, it uses technologies, raw materials and processes to minimize

environmental impact. Thus, the Company establishes eco-efficiency indicators which are systemically monitored. We are a reference in the rational use of water,

with units that in 2006 surpassed the world benchmark of 3.75 liters of water by each liter of beer produced, already ours. The units of Curitiba (PR), Brasília (DF),

Camaçari (BA) and Agudos (SP), which have respectively used 3.49, 3.63, 3.69 and 3.70 liters of water for the production of one liter of beer, must be highlighted.

We sponsor the largest Recycling Center of Latin America and reuse more than 98% of industrial residues as by-products, which generated, in 2006, a revenue of

R$59.3 million.*

As a result of this work, we received the title of Model-Company from Guia Exame de Boa Cidadania Corporativa for promoting the responsible consumption

of beverage and operating with eco-efficiency indicators. Also, the Peruvian government, supported by the World Bank, granted to AmBev’s local unit the “A la

Producción más Limpia y a la Ecoeficiencia 2006” award. *Brasil and Hila-ex figures

HUMAN RESOURCES

AmBev ended 2006 with approximately 35.0 thousand employees: 19.8 thousand in Brazil; 3.3 thousand in Canada, 7.3 thousand in Quinsa’s units and 4.6

thousand in Hila-ex (which includes Ecuador, Peru, Guatemala, Venezuela and Dominican Republic).

AmBev is constantly investing in the development of its human resources. In 2006, AmBev University (AU) carried out specific trainings (technical, behavioral and

foreign language ones) for more than 5,700 employees and distributors, totaling more than 35,000 hours of training. The employees also are benefited from

investments made by Fundação Antonio e Helena Zerrener (FAHZ) in scholarships.

FAHZ also offers the Vida Legal program, which encourage healthy habits, preventive measures and treatment for chronic diseases within its employees and their

families.

In 2006, we posted a significant improvement regarding the index of work accidents resulting in the temporary absence of employees, which were 30% lower

when compared do the ones recorded in 2005, representing a 78% evolution since 2000.

DIVIDENDS AND SHARES

AmBev’s Bylaws provides for a minimum mandatory dividend of 35% of the Company’s annual net income, as set forth in the accounting principles of the Brazilian

Corporate Law, including amounts paid as interest on own capital. In the civil year of 2006, R$1,790.8 billion in dividends were distributed, including Interest on

Own Capital.

In 2006, nearly R$7.1 billion in preferred shares and R$1.3 billion in common shares were traded. At the end of the year, the shares were quoted at R$943.00

(AMBV3) and R$ 1,053.99 (AMBV4).

finanCial highlights 2006The following financial and operational information, unless otherwise stated, is presented on a consolidated basis and in thousands of Reais, pursuant to the

Brazilian Corporate Law. All comparisons, unless otherwise stated, refers to 2005.

• AmBev’s consolidated EBITDA reached R$7,444.6 million in 2005, growing 18.1%.

• According to ACNielsen, AmBev’s market share in Brazilian beer market in 2006 was 68.8% (2005: 68.3%). Beer Brazil segment’s volume grew 5.1% and the

revenue per hectoliter reached R$137.8.

• CSD & Nanc EBITDA margin reached 33.6%, an increase of 230 basis points, which kept AmBev as an industry benchmark. The EBITDA recorded for the segment

was R$607.7 million, 17.4% above 2005.

• HILA Division posted an EBITDA of R$791.2 million, reflecting Quinsa’s strong growth.

• Labatt contributed with an EBITDA of R$1,499.6 million.

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78 Financial Statements Annual Report 2006 79

Financial Highlights – AmBev Consolidated %

R$ million 2006 2005 Change

Volume (000 hl) 134,366 125,313 7.2%

Net revenues per Hectoliter (R$/hl) 137.4 139.4 -1.4%

Net revenues per Hectoliter (R$/hl) 17,613.7 15,958.6 10.4%

Gross Profit 11,665.0 10,216.2 14.2%

Gross Profit Margin 66.2% 64.0% 220 bps

EBIT 6,256.3 5,042.6 24.1%

EBIT Margin 35.5% 31.6% 390 bps

EBITDA 7,444.6 6,305.1 18.1%

EBITDA Margin 42.3% 39.5% 280 bps

Net income 2,806.3 1,545.7 81.5%

Net income Margin 15.9% 9.7% 620 bps

No. of shares outstanding (millions) 63,719.4 65,346.2 -2.5%

EPS (R$/000 shares) 44.04 23.65 86.2%

EPS excl. goodwill amortization (R$/000 shares) 64.18 44.21 45.2%

Notes:

(1) Per share calculation is based on outstanding shares (total existing shares excluding shares held in treasury).

(2) Values may not add up due to rounding.

Financial Highlights Brazil HILA North America Total

R$ milhões 2006 2005 % Var. 2006 2005 % Var. 2006 2005 % Var. 2006 2005 % Var.

Volume (‘000 hl) 87,727 82,743 6.0% 35,676 31,679 12.6% 10,963 10,891.6 0.7% 134,366 125,313 7.2%

Net Revenue 10,963.1 9,902.8 10.7% 2,762.4 2,080.3 32.8% 3,888.2 3,975.5 -2.2% 17,613.7 15,958.6 10.4%

COGS (3,492.2) (3,488.9) 0.1% (1,266.2) (953.1) 32.9% (1,190.2) (1,300.3) -8.5% (5,948.7) (5,742.3) 3.6%

Gross Profit 7,470.9 6,413.9 16.5% 1,496.2 1,127.1 32.7% 2,697.9 2,675.2 0.9% 11,665.0 10,216.2 14.2%

Gross Margin 68.1% 64.8% 340 bps 54.2% 54.2% bps 69.4% 67.3% 210 bps 66.2% 64.0% 220 bps

SG&A Total (3,038.3) (2,942.2) 3.3% (955.6) (764.7) 25.0% (1,414.8) (1,466.7) -3.5% (5,408.7) (5,173.7) 4.5%

% of Net Revenue -27.7% -29.7% 200 bps -34.6% -36.8% 220 bps -36.4% -36.9% 50 bps -30.7% -32.4% 170 bps

EBIT 4,432.5 3,471.7 27.7% 540.6 362.4 49.2% 1,283.1 1,208.5 6.2% 6,256.3 5,042.6 24.1%

EBIT Margin 40.4% 35.1% 540 bps 19.6% 17.4% 210 bps 33.0% 30.4% 260 bps 35.5% 31.6% 390 bps

EBITDA 5,153.7 4,319.0 19.3% 791.2 553.0 43.1% 1,499.6 1,433.1 4.6% 7,444.6 6,305.1 18.1%

EBITDA Margin 47.0% 43.6% 340 bps 28.6% 26.6% 210 bps 38.6% 36.0% 250 bps 42.3% 39.5% 280 bps

BRAZILIAN OPERATIONS

Brazil Results Beer CSD & Nanc Malt and By-products Total

R$ million 2006 2005 % Var. 2006 2005 % Var. 2006 2005 % Var. 2006 2005 % Var.

Volume (‘000 hl) 65,655 62,486 5.1% 22,072 20,257 9.0% n.a n.a n.a 87,727 82,743 6.0%

Net Revenue 9,045.0 8,119.1 11.4% 1,806.4 1,648.7 9.6% 111.6 135.0 -17.3% 10,963.1 9,902.8 10.7%

Net Revenue/hl 137.8 129.9 6.0% 81.8 81.4 0.6% n.a n.a n.a 125.0 119.7 4.4%

COGS (2,573.6) (2,575.3) -0.1% (877.8) (851.7) 3.1% (40.8) (61.9) -34.1% (3,492.2) (3,488.9) 0.1%

COGS/hl (39.2) (41.2) -4.9% (39.8) (42.0) -5.4% n.a n.a n.a (39.8) (42.2) -5.6%

Gross Profit 6,471.5 5,543.8 16.7% 928.5 797.0 16.5% 70.9 73.1 -3.1% 7,470.9 6,413.9 16.5%

Gross Margin 71.5% 68.3% 330 bps 51.4% 48.3% 310 bps 63.5% 54.2% 930 bps 68.1% 64.8% 340 bps

SG&A excl. deprec. & amort. (2,126.9) (1,961.3) 8.4% (343.2) (306.3) 12.0% (3.4) (3.1) 10.1% (2,473.5) (2,270.7) 8.9%

SG&A deprec. & amort. (422.8) (507.7) -16.7% (142.1) (163.8) -13.3% 0.0 0.0 n.a. (564.9) (671.6) -15.9%

SG&A Total (2,549.7) (2,469.0) 3.3% (485.2) (470.1) 3.2% (3.4) (3.1) 10.1% (3,038.3) (2,942.2) 3.3%

% of Net Revenue 28.2% 30.4% -220 bps 26.9% 28.5% -170 bps 3.1% 2.3% 80 bps 27.7% 29.7% -200 bps

EBIT 3,921.8 3,074.8 27.5% 443.3 326.8 35.6% 67.4 70.0 -3.7% 4,432.5 3,471.7 27.7%

EBIT Margin 43.4% 37.9% 550 bps 24.5% 19.8% 470 bps 60.4% 51.9% 850 bps 40.4% 35.1% 540 bps

EBITDA 4,478.6 3,731.4 20.0% 607.7 517.6 17.4% 67.4 70.0 -3.7% 5,153.7 4,319.0 19.3%

EBITDA Margin 49.5% 46.0% 360 bps 33.6% 31.4% 230 bps 60.4% 51.9% 850 bps 47.0% 43.6% 340 bps

finanCial highlights By Business segMentThe table below shows the consolidated financial highlights per business segment. The results presented refer to the 12 month-periods ended on December 31,

2006 and 2005.

analysis Of the finanCial peRfORManCe in 2006 NET REVENUES

Net revenues increased 10.4% in 2006, reaching R$17,613.7 million. The table below illustrates the contribution of each business unit to AmBev’s consolidated net

revenues.

Net Revenues 2006 2005 % Change

R$ million % Total R$ million % Total

Brazil 10,963.1 62.2% 9,902.8 62.1% 10.7%

Beer Brazil 9,045.0 51.4% 8,119.1 50.9% 11.4%

CSD & Nanc Brazil 1,806.4 10.3% 1,648.7 10.3% 9.6%

Malt and By-products 111.6 0.6% 135.0 0.8% -17.3%

HILA 2,762.4 15.7% 2,080.3 13.0% 32.8%

Quinsa 2,004.3 11.4% 1,299.9 8.1% 54.2%

Beer 1,471.1 8.4% 971.8 6.1% 51.4%

Soft drinks 533.2 3.0% 328.0 2.1% 62.5%

HILA-ex 758.1 4.3% 780.4 4.9% -2.9%

Beer 458.6 2.6% 469.2 2.9% -2.3%

Soft drinks 299.5 1.7% 311.2 2.0% -3.7%

North America 3,888.2 22.1% 3,975.5 24.9% -2.2%

Consolidated 17,613.7 100.0% 15,958.6 100.0% 10.4%

Brazil Operations

Net revenues generated by AmBev’s main business unit, represented by Beer, CSD and Nanc beverages operations in Brazil, grew 10.7%, reaching R$10,963.1

million. The performance of each operation is demonstrated below.

Beer

Net revenues from beer sales in Brazil climbed 11.4% in 2006, accumulating R$9,045.0 million. Major elements contributing to this growth were:

- A growth of 5.1% in sales volume reflecting (i) AmBev’s higher market share (2006: 68.8%; 2005: 68.3%); and (ii) the market growth.

- A growth of 6.0% in revenues per hectoliter, which reached R$137.8. This increase was a result of (i) broad price repositioning carried out in December 2005;

(ii) growth of the premium segment, with highlight to the Bohemia (+19.7%) and Original (+38.3%) brands; and (iii) sales expansion through AmBev’s direct

distribution structure.

CSD & Non-Alcoholic and Non-Carbonated Beverages (Nanc)

Net revenues generated by CSD & Nanc in 2006 grew 9.6%, reaching R$1,806.4 million. The main elements contributing to this growth were:

- A growth of 9.0% in the sales volume, reflecting (i) maintenance of AmBev’s share in the soft drinks market (2006: 17.0%; 2005: 17.0%); and (ii)

market growth.

- A revenues per hectoliter increase of 0.6%, reaching R$81.8. This increase was positively impacted by the price repositioning implemented during 2006; and (ii)

negatively impacted by the higher share of multi-serve packages.

Malt and By-products

Malt and by-products sales in Brazil presented a reduction of 17.3% in revenues, accumulating R$111.6 million.

Hispanic Latin America (HILA)

AmBev’s operations in the Latin America recorded in 2006 an increase in revenues of 32.8%, reaching R$2,762.4 million. A more detailed analysis of this

performance is shown below.

Quinsa

AmBev’s stake in Quinsa, leading brewer in the Southern Cone, contributed with R$2,004.3 million to the Company’s consolidated revenues, yielding a growth of

54.2%. The main reasons for the increased revenues were:

- Beer and soft drinks volume growth, 9.8% and 25.5%, respectively; the consolidated volume grew 15.1%

- A growth in US dollars of 6.2% in revenues per hectoliter, reaching US$40.5.

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80 Financial Statements Annual Report 2006 81

- Higher consolidation of Quinsa in AmBev´s results (Dec/06: 100.0%; Dec/05: 59.2%), due to AmBev’s higher stake in Quinsa (Dec/06: 91.8%; Dec/05: 59.2%).

HILA-ex

AmBev’s operations in Northern Latin America presented a revenue decrease of 2.9% in 2006, accumulating R$758.1 million. The main reasons for the increased

revenue were (i) a 3.2% growth in volume and (ii) a 5.9% decrease of the revenue per hectoliter, resulting from the increase of the market competitiveness and the

appreciation of the Brazilian currency (real) in comparison with the other currencies of Hila-ex operations.

North America

Labatt’s operations in North America contributed with R$3,888.2 million for AmBev’s consolidated revenues, a 2.2% decrease. This result is explained by:

- Labatt’s sales volume increase of 0.6% in the Canadian market,

- Exports of Labatt to the USA increased 0.8%,

- 0.6% increase in the revenue per hectoliter of the domestic sales, in Canadian dollars,

- 4.6% decrease in the revenue per hectoliter in export sales, in Canadian dollars,

- Appreciation of the Real against the Canadian Dollar. In Canadian Dollars, net revenue increased 0.9% to CAD$2,020.1 million.

COST OF GOODS SOLD

AmBev’s cost of goods sold in 2006 grew 3.6%, accumulating R$5,948.7 million. The following table illustrates the contribution of each business unit for AmBev’s

consolidated cost of goods sold.

COGS 2006 2005 % Change

R$ million % Total % Net Rev. R$ million % Total % Net Rev.

Brazil (3,492.2) 58.7% 31.9% (3,488.9) 60.8% 35.2% 0.1%

Beer Brazil (2,573.6) 43.3% 28.5% (2,575.3) 44.8% 31.7% -0.1%

CSD & Nanc Brazil (877.8) 14.8% 48.6% (851.7) 14.8% 51.7% 3.1%

Malt and By-products (40.8) 0.7% 36.5% (61.9) 1.1% 45.8% -34.1%

HILA (1,266.2) 21.3% 45.8% (953.1) 16.6% 45.8% 32.9%

Quinsa (808.8) 13.6% 40.4% (536.7) 9.3% 41.3% 50.7%

Beer (464.5) 7.8% 31.6% (321.4) 5.6% 33.1% 44.5%

Soft drinks (344.3) 5.8% 64.6% (215.3) 3.7% 65.6% 59.9%

HILA-ex (457.4) 7.7% 60.3% (416.4) 7.3% 53.4% 9.8%

Beer (255.2) 4.3% 55.6% (236.0) 4.1% 50.3% 8.1%

Soft drinks (202.2) 3.4% 67.5% (180.5) 3.1% 58.0% 12.1%

North America (1,190.2) 20.0% 30.6% (1,300.3) 22.6% 32.7% -8.5%

Consolidated (5,948.7) 100.0% 33.8% (5,742.3) 100.0% 36.0% 3.6%

Brazil

The cost of goods sold in Brazil business unit accumulated R$3,492.2 million, increasing 0.1%.

Beer

The COGS for the beer sales operations in Brazil decreased 0.1%, reaching R$2,573.6 million. The COGS per hectoliter declined 4.9%, amounting to R$39.2. The

main factors that led to this reduction were (i) lower exchange rate for the acquisition of inputs, resulting from the hedge policy; (ii) a higher dilution of the fixed

costs was possible due to sales volume growth; and (iii) the productivity gains resulting from AmBev’s continuous program of manufacturing industry excellence

yielded the drop observed in the production unit costs.

CSD & Nanc

The COGS for the CSD & Nanc segment in Brazil increased 3.1%, reaching R$877.8 million. The COGS per hectoliter decreased 5.4%, totaling R$39.8. Similarly to

beer operations, factory efficiency gains, as well as a greater dilution of production fixed costs and the hedge gains were the main causes of this result.

Malt and By-products

The sale of malt and by-products in Brazil had a reduction in the cost of goods sold of 34.1%, accumulating R$40.8 million.

Hispanic Latin America (HILA)

The COGS of the HILA business unit increased 32.9%, reaching R$1,266.2 million. A more detailed analysis of this cost is shown below.

Quinsa

The consolidation of Quinsa’s COGS into AmBev accumulated R$808.8 million in 2006, representing a 50.7% growth. The main effects explaining this increase are:

- 15.1% increase in the volume sold, reaching 28,782 million hectoliters.

- Increase of the consolidation of Quinsa’s result (Dec/06: 100.0%; Dec/05: 59.2%), due to AmBev’s higher stake in Quinsa (Dec/06: 91.8%; Dec/05: 59.2%)..

HILA-ex

The COGS in AmBev’s operations in Northern Latin America rose 9.8%, reaching R$457.4 million. The main effect leading to this increase is an 3.2% growth in the

volume sold, reaching 6,894 million hectoliters.

North America

Labatt’s cost of goods sold recorded R$1,190.2 million in 2006. In local currency, COGS decreased 5.3%. The main factor contributing to such reduction was a

5.9% decrease in production costs per unit.

GROSS PROFIT

AmBev’s gross profit was R$11,665.0 million in 2006, representing a 14.2% increase. The table below illustrates the contribution of each business unit to AmBev’s

consolidated gross profit.

Gross Profit 2006 2005 % Change

R$ million % Total % Net Rev. R$ million % Total % Net Rev.

Brazil 7,470.9 64.0% 68.1% 6,413.9 62.8% 64.8% 16.5%

Beer Brazil 6,471.5 55.5% 71.5% 5,543.8 54.3% 68.3% 16.7%

CSD & Nanc Brazil 928.5 8.0% 51.4% 797.0 7.8% 48.3% 16.5%

Malt and By-products 70.9 0.6% 63.5% 73.1 0.7% 54.2% -3.1%

HILA 1,496.2 12.8% 54.2% 1,127.1 11.0% 54.2% 32.7%

Quinsa 1,195.5 10.2% 59.6% 763.2 7.5% 58.7% 56.6%

Beer 1,006.6 8.6% 68.4% 650.4 6.4% 66.9% 54.8%

Soft drinks 188.9 1.6% 35.4% 112.8 1.1% 34.4% 67.5%

HILA-ex 300.7 2.6% 39.7% 364.0 3.6% 46.6% -17.4%

Beer 203.4 1.7% 44.4% 233.2 2.3% 49.7% -12.8%

Soft drinks 97.3 0.8% 32.5% 130.7 1.3% 42.0% -25.6%

North America 2,697.9 23.1% 69.4% 2,675.2 26.2% 67.3% 0.9%

Consolidated 11,665.0 100.0% 66.2% 10,216.2 100.0% 64.0% 14.2%

SALES, GENERAL AND ADMINISTRATIVE ExPENSES

AmBev’s sales, general and administrative expenses amounted to R$5,408.7 million in 2006, a 4.5% increase. The analysis of such expenses at each business unit is

shown below.

Brazil

Sales, general and administrative expenses in Brazil amounted to R$3,038.3 million in 2006, increasing 3.3%.

Beer

Sales, general and administrative expenses reached R$2,549.7 million, climbing 3.3%. The main elements that resulted in the increase in such operating expenses were:

- Higher sales volume of AmBev’s direct distribution structure;

- Increase in AmBev’s billing to some clients, which the Company maintains agreements with, referring to a proportional contribution of funds in trading activities;

- Lower deferred assets amortization expenses, mainly due to the change in the recording criteria of the incorporation of InBev Brazil in 2006.

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82 Financial Statements Annual Report 2006 83

CSD & Nanc

Sales, general and administrative expenses for the CSD & Nanc segment accumulated R$485.2 million, an increase of 3.2%. The main elements that generated the

increase of such operating expenses were:

- Higher sales volume through AmBev’s direct distribution structure;

- Lower deferred assets amortization expenses, mainly due to the change in recording criteria of the incorporation of InBev Brasil in 2006.

Malt and By-products

Malt and by-products sales generated sales, general and administrative expenses of R$3.4 million in 2006, increasing 10.1%.

Hispanic Latin America (HILA)

Sales, general and administrative expenses for HILA business unit amounted to R$955.6 million, increasing 25.0%. A more detailed analysis of the development of

these expenses is shown below.

Quinsa

Sales, general and administrative expenses consolidated into AmBev, through its stake in Quinsa, accumulated R$485.0 million, increasing 49.5%. This increase is

mostly explained by the increase of Quinsa’s results consolidation percentage (Dec/06: 100.0%; Dec/05: 59.2%), due to AmBev’s higher stake in Quinsa (Dec/06:

91.8%; Dec/05: 59.2%).

HILA-ex

Sales, general and administrative expenses for AmBev’s operations in Northern Latin America amounted to R$470.6 million, increasing 6.9%.

North America

Labatt’s sales, general and administrative expenses amounted to R$1,414.8 million. In local currency, expenses remained steady, when compared to 2005.

OPERATING RESULT BEFORE FINANCIAL INCOME AND ExPENSES, PROVISIONS AND CONTINGENCIES AND OTHER OPERATING INCOME AND ExPENSES

The Company presented a solid operating performance in 2006, evidencing not only a significant organic growth of its sales, but also additional efficiency gains,

which resulted in margin expansion exceeding Company’s exemplary levels.

In 2006, AmBev posted a 24.1% increase of EBIT1 to R$6,256.3 million. The EBIT margin over net revenues reached 35.5%, 390 basis points higher than 2005.

The Company’s EBITDA2 reached R$7,444.6 million, a 18.1% increase. EBITDA margin over net revenues was 42.3%, 280 basis points higher than 2005.

The following tables show the EBIT and EBITDA figures for each business unit.

EBITDA 2006 2005 % Change

R$ million % Total Margin R$ million % Total Margin

Brazil 5,153.7 69.2% 47.0% 4,319.0 68.5% 43.6% 19.3%

Beer Brazil 4,478.6 60.2% 49.5% 3,731.4 59.2% 46.0% 20.0%

CSD & Nanc Brazil 607.7 8.2% 33.6% 517.6 8.2% 31.4% 17.4%

Malt and By-products 67.4 0.9% 60.4% 70.0 1.1% 51.9% -3.7%

HILA 791.2 10.6% 28.6% 553.0 8.8% 26.6% 43.1%

Quinsa 855.1 11.5% 42.7% 549.4 8.7% 42.3% 55.6%

Beer 768.2 10.3% 52.2% 496.7 7.9% 51.1% 54.7%

Soft drinks 86.9 1.2% 16.3% 52.7 0.8% 16.1% 64.9%

HILA-ex (63.9) -0.9% -8.4% 3.7 0.1% 0.5% n.m.

Beer (55.1) -0.7% -12.0% (2.8) 0.0% -0.6% n.m.

Soft drinks (8.7) -0.1% -2.9% 6.4 0.1% 2.1% n.m.

North America 1,499.6 20.1% 38.6% 1,433.1 22.7% 36.0% 4.6%

Consolidated 7,444.6 100.0% 42.3% 6,305.1 100.0% 39.5% 18.1%

1 Earnings Before Interest and Taxes, equivalent to the operating result before financial income and expenses, provisions and contingencies, and other operating income and expenses.2 Earnings Before Interest, Taxes, Depreciation and Amortization, equivalent to the EBIT before depreciation and amortization expenses.

EBIT 2006 2005 % Change

R$ million % Total Margin R$ million % Total Margin

Brazil 4,432.5 70.8% 40.4% 3,471.7 68.8% 35.1% 27.7%

Beer Brazil 3,921.8 62.7% 43.4% 3,074.8 61.0% 37.9% 27.5%

CSD & Nanc Brazil 443.3 7.1% 24.5% 326.8 6.5% 19.8% 35.6%

Malt and By-products 67.4 1.1% 60.4% 70.0 1.4% 51.9% -3.7%

HILA 540.6 8.6% 19.6% 362.4 7.2% 17.4% 49.2%

Quinsa 710.5 11.4% 35.4% 438.8 8.7% 33.8% 61.9%

Beer 649.2 10.4% 44.1% 404.5 8.0% 41.6% 60.5%

Soft drinks 61.3 1.0% 11.5% 34.3 0.7% 10.5% 78.6%

HILA-ex (169.9) -2.7% -22.4% (76.4) -1.5% -9.8% 122.5%

Beer (121.3) -1.9% -26.5% (46.8) -0.9% -10.0% 159.3%

Soft drinks (48.6) -0.8% -16.2% (29.6) -0.6% -9.5% 64.2%

North America 1,283.1 20.5% 33.0% 1,208.5 24.0% 30.4% 6.2%

Consolidated 6,256.3 100.0% 35.5% 5,042.6 100.0% 31.6% 24.1%

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84 Financial Statements Annual Report 2006 85

TAx, LABOR CONTINGENCIES AND OTHERS

Net provisions for contingencies and others recorded a R$111.8 million gain. It is important to point out the reversal of R$316.0 million related to PIS and COFINS

tax claims.

OTHER OPERATING INCOME AND ExPENSES

The net balance of other operating income and expenses in 2006 represented a loss of R$955.1 million, 11.2% lower in relation to the loss recorded in 2005. The

breakdown of the main entries is shown as follows:

- A gain of R$165.4 million referring to capital increase resulting from fiscal incentives granted to AmBev’s subsidiaries in Brazil.

- A gain of R$79.4 million derived from exchange rate variation in subsidiaries abroad.

- A gain of R$39.9 million related to negative goodwill on tax incentive credit (ICMS).

- Gains of R$24.0 million referring to the recovery in Brazil of PIS and COFINS tax credits.

- An expense of R$971.4 million resulting from the goodwill amortization related to AmBev investment in Labatt.

- An expense of R$103.3 million derived from the goodwill amortization related to AmBev investments in Quinsa.

- An expense of R$85.5 million resulting from the goodwill amortization related to Quinsa investments in the Latin America.

- An expense of R$122.7 million resulting from other goodwill amortizations.

FINANCIAL INCOME

The Company’s financial income in 2006 was negative at R$1,078.3 million, compared to a loss in 2005 of R$1,086.7 million. The table below points out the main

entries of Company’s financial results:

Breakdown of Net Financial Result

R$ million 2006 2005

Financial income

Financial income on cash and cash equivalents 111.1 91.4

Foreign exchange gains (losses) on assets (15.5) (36.7)

Interest income on stock ownership plan 10.0 13.3

Interest and Foreign Exchange gains (losses) on intercompany loans 0.1

Interest on taxes, contributions and judicial deposits 29.8 6.6

Other 33.0 20.5

Total 168.4 95.3

Financial expense

Interest expense on local currency debt 191.5 122.4

Interest and Foreign Exchange gains (losses) on intercompany loans 1.8 5.7

Interest expense on foreign currency debt 485.1 456.0

Foreign exchange gains (losses) on debt (254.7) (308.5)

Net losses from derivative instruments 585.1 625.8

Taxes on financial transactions 131.8 141.9

Interest on contingencies and other 59.9 77.6

Other 46.3 61.0

Total 1,246.7 1,182.0

Net Financial Result (1,078.3) (1,086.7)

4Q06 4Q06 4Q06

Debt Breakdown Short Long

R$ million Term Term Total

Local Currency 400,4 3.178,3 3.578,7

Foreign Currency 1.704,2 4.283,7 5.987,9

Consolidated Debt 2.104,6 7.462,0 9.566,6

Cash and Equivalents, and Securities 1.765,0

Net Debt 7.801,6

OTHER NON-OPERATING INCOME AND ExPENSES

The net balance of other non-operating income and expenses resulted in a loss of R$28.8 million in 2006, compared to a loss in 2005 of R$234.3 million.

The main reason for the difference is two entries carried out in 2005, which were not verified in 2006:

- A loss of R$158.2 million related to the provision recorded for Labatt’s brewery shutting down in Toronto. The accrued items are the following: (i) loss of

property, plant and equipment (R$46.7 million); (ii) supplement for the provision of employees benefits (R$69.9 million); and (iii) employees dismissal costs

(R$41.6 million).

- A loss of R$65.6 million related to AmBev’s investment in Quinsa, as a result of buyback of its own shares in the market carried out by Quinsa during 2005.

INCOME TAx AND SOCIAL CONTRIBUTION

In 2006, the net result for income and social contribution taxes was an expense of R$1,315.2 million. At the nominal rate of 34%, the provision for

income and social contribution taxes would have been of R$1,398.4 million. The effective provision reconciliation with the provision at the nominal rate is

shown in the table below:

Income Tax and Social Contribution 2006

R$ million

Net income before taxes and profit sharing 4,307.3

Provision for Profit Sharing & Bonuses (194.4)

Net income before income tax, social contribution and minorities 4,112.8

Income tax and social contribution at nominal tax rate (34%) (1,398.4)

Adjustments to effective rate:

Interest on own capital 500.9

Income from foreign non-taxable subsidiaries 4.2

Equity gains from subsidiaries 62.1

Amortization of non-deductible goodwill (355.0)

Tax Retention (68.3)

Exchange variations over investments (43.8)

Permanent additions/reductions and other (17.1)

Total income taxes and social contribution (1,315.2)

Effective income tax and social contribution rate 32.0%

InBev Brasil Incorporation Fiscal benefit Adjustment

Fiscal benefit for InBev Brasil incorporation 350.8

Total income taxes and social contribution excluding fiscal benefit effect (964.4)

Effective income tax and social contribution rate adjusted for fiscal benefit 25.6%

The Company points out that, in accordance with the accounting practices adopted in Brazil, the liabilities related to swap and derivatives operations must be

accounted by the interest curve set forth in its respective contracts; the assets referring to these same type of operations must be accounted at the lowest value

between the market value and the curve mentioned.

The Company’s total indebtedness decreased R$2,363.0 million compared to 2005 while its cash and cash equivalents increased R$668.8 million.

As a result, there was an increase of R$1,694.3 million in AmBev’s net debt. The Company estimates that the ratio between its net debt and the accumulated

EBITDA over the past 12 months is 1.0x.

The table below details AmBev’s consolidated debt profile:

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86 Financial Statements Annual Report 2006 87

EMPLOyEES AND MANAGEMENT PROFIT SHARING

In 2006, expenses derived from the provision for employees and management profit sharing was R$194.4 million. This amount integrates the Company’s variable

compensation policy, according to which approximately more than 20,000 employees have a significant portion of their compensation subject to meeting

aggressive performance targets.

In 2005, Company’s employees and management profit sharing was R$202.8 million.

MINORITy INTEREST

Minority interest in AmBev’s subsidiaries accumulated losses of R$8.7 million in 2006.

NET INCOME

AmBev’s net income was R$2,806.3 million in 2006, an 81.5% increase compared to 2005. The income per lot of 1,000 shares was R$44.04, representing an

86.2% increase.

RECONCILIATION BETWEEN EBITDA AND NET INCOME

Both EBITDA and EBIT are measures utilized by the AmBev’s management to demonstrate the Company’s performance.

EBITDA is calculated excluding from Net income the following effects: (i) Provision for Income Tax and Social Contribution; (ii) Provision for Profit Sharing & Bonuses;

(iii) Minority Interest; (iv) Non-Operating Income (Expenses); (v) Net Financial Result; (vi) Equity income; (vii) Other Operating Income (Expenses); (viii) Provisions, Net;

and (ix) Depreciation & Amortization.

EBITDA and EBIT are not accounting measures utilized in accounting practices in neither in Brazil nor in the United States of America (US GAAP), not meaning the

cash flow for the presented periods and should not be considered as an alternative to Net income as a measure of operational performance nor an alternative to

Cash Flow as a measure of liquidity. EBITDA and EBIT does not have a standard calculation method and our definition of EBITDA and EBIT may not be comparable

to others companies definition of EBITDA and EBIT.

Reconciliation - Net Income to EBITDA 2006 2005

Net income 2,806.3 1,545.7

Provision for Income Tax/Social Contrib. 1,315.3 845.1

Provision for Profit Sharing & Bonuses 194.4 202.8

Minority interest (8.7) (16.8)

Income Before Taxes 4,307.3 2,576.8

Non-operating Income (Expense) 28.8 234.3

Net Financial Result 1,078.3 1,086.7

Equity Income (1.4) (2.0)

Other Operating income (Expenses) 955.1 1,075.3

Provisions, Net (111.8) 71.5

EBIT 6,256.3 5,042.6

Depreciation & Amortization 1,188.4 1,262.6

EBITDA 7,444.6 6,305.1

DIVIDENDS

The allocation of profits to shareholders referring to 2006 results, representing the sum of dividends and interest attributed to shareholders’ equity was R$1,473.1

million. The amount allocated represents 52.5% of the net income reported.

In addition to the profit allocation, the Company returned to its shareholders R$1,762.3 million through its share buyback program, with a total payout of

R$3,235.4 million.

RELATIONSHIP WITH INDEPENDENT AUDITORS

Our policy in relation to our independent auditors when providing services not connected with external audit is based on the principles that preserve the auditor’s

independence.

These principles are defined as follows:

(a) The auditor must not audit his/her own work;

(b) The auditor must not perform managerial functions; and

(c) The auditor must not advocate the interests of clients.

We have adopted pre-approval policies and procedures under which all audit and non-audit services provided by contracted external auditors must be pre-

cleared by the Conselho Fiscal, which performs the duties of an audit committee for the purposes of the Sarbanes-Oxley Act of 2002, in accordance with

Rule 10A-3(c). The Conselho Fiscal adopts a list of services and amount limits for contracting for each external auditor under terms included in a Basic List,

which is in turn approved by the Board of Directors. Any services provided from such List are deemed “pre-approved” for purposes of the Sarbanes-Oxley

Act of 2002. On a quarterly basis, the Board of Directors and the Conselho Fiscal will receive from the Chief Financial Officer a summary report on the

progress of the pre-approved services rendered and the corresponding fees duly authorized. Any services which are not included in the Basic List require

a prior favorable opinion of our Conselho Fiscal and the approval of our Board of Directors. Our policy also contains a list of services which cannot be

rendered by our external auditors.

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88 Financial Statements Annual Report 2006 89

independentauditors’ Report

To the Shareholders and Management of

Companhia de Bebidas das Américas – AmBev

São Paulo - SP

1. We have examined the individual (parent company) and consolidated balance sheets of Companhia de Bebidas das Américas – AmBev (“Company”) and

subsidiaries related to the year ended on December 31, 2006 and the respective statements of income, of changes in shareholders’ equity and of changes

in financial position, corresponding to the year ended on that date, prepared under the responsibility of its Management. Our responsibility is to express

an opinion on these financial statements.

2. Our exams have been conducted in compliance with the Brazilian audit standards, including: (a) the planning of the works, considering the relevance

of the balances, the volume of transactions and the accounting and internal control systems of the Companies; (b) the verification, based on tests, of

the evidences and records that support the accounting figures and information disclosed; and (c) the evaluation of the most representative accounting

practices and estimates adopted by the Management of the Company, and of the presentation of the financial statements taken as a whole.

3. In our opinion, the financial statements referred to in paragraph (1) above adequately represent, in all the relevant aspects, the parent company and

consolidated equity and financial position of Companhia de Bebidas das Américas – AmBev and subsidiaries on December 31, 2006, the results of their

operations, the changes in shareholders’ equity and the changes in financial position related to the year ended on that date, pursuant to the accounting

practices adopted in Brazil.

4. Our exams have been performed with the objective of issuing an opinion on the standard financial statements referred to in paragraph one above,

taken as a whole. The consolidated statements of cash flow, presented to afford supplementary information about the Company, are not required as an

integrant part of the standard financial statements, pursuant to the accounting practices adopted in Brazil. The consolidated statements of cash flow

has been submitted to the same audit procedures described in paragraph 2 above and, in our opinion, these supplementary statements are adequately

presented, in all the relevant aspects, in relation to the standard financial statements referring to the years ended on December 31, 2006 and 2005, taken

as a whole.

5. We have previously examined the individual (parent company) and consolidated balance sheets of Companhia de Bebidas das Américas – AmBev

(“Company”) and of its subsidiaries related to the year ended on December 31, 2005 and the respective statements of income, of changes in shareholders’

equity and of changes in financial position, corresponding to the year ended on that date and issued an unqualified opinion dated February 13, 2006.

The financial statements of the subsidiary Labatt Brewing Company Limited, related to the year ended on December 31, 2005, which presents unsecured

liabilities of R$1,217 million, total assets of R$2,459 million, equivalent to 7.3% of the Company’s total assets, net revenue in the amount of R$3,967

million, equivalent to 24.9% of the consolidated sales net revenue and net income in the amount of R$467 million, equivalent to 30.2% of the Company’s

net income, have been examined by other independent auditors and our opinion regarding the assets and liabilities amounts of this subsidiary, as well as

the result generated by it, is based on the opinion of these other auditors.

São Paulo, February 26, 2007

DELOITTE TOUCHE TOHMATSU Altair Tadeu Rossato

Auditores Independentes Accountant

CRC 2 SP 011609/O-8 CRC 1 SP 182515/O-5

The Fiscal Committee of Companhia de Bebidas das Américas - AmBev (“Company”), in compliance with the attributions provided in the Company’s Bylaws and

paragraphs of the Article 163 of Law 6,404/76, examined: (i) the report issued by DELOITTE TOUCHE TOHMATSU AUDITORES INDEPENDENTES, (ii) Company’s

performance report prepared by its Investor Relations Manager, with the presence of the Chief Financial Officer and Investor Relations Officer and the Chief

Executive Officer for Latin America. Based on the documents examined and clarifications made, the Fiscal Committee’s members undersigned hereinbelow,

approved in General Meeting the Management Annual Report and the Financial Statements for the year ended on December 31, 2006.

São Paulo, February 28, 2007.

Alcides Lopes Tápias

Álvaro Antonio Cardoso de Souza

Aloisio Macário Ferreira de Souza

Ary Waddington

(Alternate Member)

Emanuel Sotelino Schifferle

(Alternate Member)

Nilson José Bulgueroni

(Alternate Member)

fiscal Committee Report

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90 Financial Statements Annual Report 2006 91

Balance sheetsas of december 31, 2006 and 2005 - (in Millions of Brazilian reais - R$)

Parent Company Consolidated

ASSETS 2006 2005 2006 2005

CURRENT ASSETS

Cash and cash equivalents 601.7 384.4 1,538.9 837.3

Short-term investments - 52.7 226.1 259.0

Marketable securities 848.6 705.1 1,542.7 1,331.8

Trade accounts receivable 589.9 557.5 1,363.9 1,178.1

Inventories 419.2 180.1 687.7 545.5

Recoverable taxes 550.5 502.3 610.0 543.4

Dividends and/or interest on shareholder’s equity 27.6 - 2.7 -

Other assets 431.0 378.7 845.4 779.6

TOTAL CURRENT ASSETS 3,468.5 2,580.7 6,817.4 5,474.7

LONG-TERM RECEIVABLES

Related parties receivables 864.6 857.8 - -

Compulsory and judicial deposits and tax incentives 332.2 321.6 437.2 431.4

Advances to employees for purchase of shares 72.6 114.0 72.8 114.7

Deferred income and social contribution taxes 2,851.1 3,363.9 3,566.7 4,183.5

Property, plant, equipment for sale 82.9 101.3 86.0 104.5

Other assets 308.9 245.7 486.0 376.1

TOTAL LONG-TERM RECEIVABLES 4,512.3 5,004.3 4,648.7 5,210.2

PERMANENT ASSETS

Investments

Investments in associated companies and subsidiaries including goodwill and negative goodwill, net 21,203.7 19,634.0 17,990.4 16,727.1

Other investments 11.4 11.4 35.6 36.5

Property. plant and equipment 2,611.6 2,474.2 5,723.9 5,404.6

Deferred charges 353.4 463.4 429.1 548.7

TOTAL PERMANENT ASSETS 24,180.1 22,583.0 24,179.0 22,716.9

TOTAL NON-CURRENT ASSETS 28,692.4 27,587.3 28,827.7 27,927.1

TOTAL ASSETS 32,160.9 30348.08 35,645 33,402

The accompanying notes are an integral part of these financial statements.

Parent Company Consolidated

LIABILITIES AND SHAREHOLDERS’ EQUITY 2006 2005 2006 2005

CURRENT LIABILITIES

Suppliers 620.4 471.9 1,387.4 1,065.4

Loans and financing 1,239.8 790.0 2,038.7 1,209.4

Debentures 65.9 - 65.9 -

Payroll. profit sharing and related charges 261.0 265.6 480.3 447.7

Dividends payable 106.8 23.1 109.0 25.9

Income tax and social contribution 113.8 1.1 366.3 244.5

Other taxes and contributions to collect 704.2 599.4 1,239.0 1,030.8

Payable to related parties 2,424.5 1,886.1 - -

Unrealized losses on derivatives 379.6 165.0 405.3 129.8

Other liabilities 357.9 376.5 752.5 898.8

TOTAL CURRENT LIABILITIES 6,273.9 4,578.7 6,844.4 5,052.3

NON-CURRENT LIABILITIES

LONG-TERM LIABILITIES

Loans and financings 2,675.5 2,994.5 5,396.9 5,994.2

Debentures 2,065.1 - 2,065.1 -

Sales tax deferrals 405.7 352.6 405.7 352.6

Fiscal Liabilities and Provision for contingencies 504.2 816.1 663.3 1,037.1

Payable to related parties 705.5 1,474.6 - -

Other liabilities 110.6 111.6 629.0 825.8

TOTAL LONG-TERM LIABILITIES 6,466.6 5,749.4 9,160.0 8,209.7

Future year results 152.3 152.7 149.9 149.9

TOTAL NON-CURRENT LIABILITIES 6,618.9 5,902.1 9,309.9 8,359.6

Minority Interest - - 222.7 122.6

SHAREHOLDERS’ EQUITY

Paid-in Capital 5,716.1 5,691.4 5,716.1 5,691.4

Capital reserves 12,870.6 13,889.5 12,870.6 13,889.5

Profit reserves

Legal 208.8 208.8 208.8 208.8

Statutory 1,413.3 471.0 1,413.3 471.0

Treasury shares (940.7) (393.4) (940.7) (393.4)

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY 19,268.1 19,867.3 19,268.1 19,867.3

32,160.9 30,348.1 35,645.1 33,401.8

The accompanying notes are an integral part of these financial statements.

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92 Financial Statements Annual Report 2006 93

income statementsfOR the yeaRs ended deCeMBeR 31, 2006 and 2005(in millions of Brazilian reais, except for earnings per thousand shares - R$)

Parent Company Consolidated

2006 2005 2006 2005

GROSS REVENUE

Gross Sales 22,452.1 12,213.3 32,487.8 28,878.7

SALES DEDUCTIONS

Taxes on Sales, discounts and returns (12,072.8) (6,417.3) (14,874.1) (12,920.1)

NET SALES 10,379.3 5,796.0 17,613.7 15,958.6

Cost of goods sold (3,848.9) (2,371.2) (5,948.7) (5,742.4)

GROSS PROFIT 6,530.4 3,424.8 11,665.0 10,216.2

OPERATING EXPENSES

Sales and marketing (1,775.1) (1,021.8) (3,866.7) (3,499.9)

General and Administrative (459.0) (259.7) (775.5) (802.0)

Provisions for contingencies 92.0 (69.2) 111.8 (71.5)

Management fees 4.2 (19.3) 4.3 (28.6)

Depreciation and amortization (549.5) (312.1) (770.8) (667.9)

Financial income 189.5 98.8 168.4 95.3

Financial expenses (953.5) (992.7) (1,246.7) (1,182.0)

Equity in earnings (losses) of subsidiaries 303.4 828.6 1.4 2.0

Other operating income (expenses), net (61.9) 16.1 (955.1) (1,075.4)

(3,209.9) (1,731.3) (7,328.9) (7,230.0)

OPERATING PROFIT 3,320.5 1,693.5 4,336.1 2,986.2

Non-operating income (expenses), net 6.8 (26.0) (28.8) (234.3)

INCOME BEFORE INCOME TAX AND SOCIAL CONTRIBUTION 3,327.3 1,667.5 4,307.3 2,751.9

Income tax and social contribution 63.6 - (688.8) (757.1)

Deferred income tax and social contribution (460.4) (6.5) (626.5) (263.1)

INCOME BEFORE PROFIT SHARING AND CONTRIBUTIONS 2,930.5 1,661.0 2,992.0 1,731.7

Profit sharing (124.2) (115.3) (194.4) (202.8)

INCOME BEFORE MINORITY INTEREST 2,806.3 1,545.7 2,797.6 1,528.9

Minority interest - - 8.7 16.8

NET INCOME 2,806.3 1,545.7 2,806.3 1,545.7

Total number of shares (in thousands) 64,458.2 65,876.1

Earnings per lot of thousand shares, including treasury shares - R$ 43.54 23.46

Earnings per lot of thousand shares, excluding treasury shares - R$ 44.04 23.65

The accompanying notes are an integral part of these financial statements.

statements of Changes in shareholders’ equity of the parent CompanyfOR the yeaRs ended deCeMBeR 31, 2006 and 2005 - (in millions of Brazilian reais - R$)

Profit reserves

Subscribed

social Statutory

and paid-in Capital reserves Legal Treasury Retained

capital reserves Investments reserves shares earnings Total

AT DECEMBER 31, 2004 4,742.8 12,859.4 225.0 208.8 (935.0) - 17,101.0

Exercise of stock ownership plan -

Capital increase through stock subscription at incorporation of Labatt 948.6 (948.6) -

InBev merger 2,883.3 2,883.3

Share buyback - (437.3) (437.3)

Incorporation of treasury shares held by the subsidiary CBB - (81.7) (81.7)

Cancellation of treasury shares (868.1) 868.1 -

Transfer of reserves stock ownership plan (94.4) - 192.5 98.1

Subsidy for investments and fiscal incentives 57.9 57.9

Net income for the year 1,545.7 1,545.7

Appropriations of net income for the year -

Statutory Reserves 246.0 (246.0) -

Prepayment of dividends and interest on own capital (744.0) (744.0)

Interim dividends (556.2) (556.2)

Prescribed dividends and interest on own capital 0.5 0.5

AT DECEMBER 31, 2005 5,691.4 13,889.5 471.0 208.8 (393.4) - 19,867.3

Subscription of stock ownership plan 3.4 (3.4) -

Capital increase through captalization of reserves 21.3 (21.3) -

Advance for future capital increase 3.4 3.4

Share Buybacks (1,762.3) (1,762.3)

Cancellation of treasury shares (1,046.2) 1,046.2 -

Transfer of reserves to stock ownership plan (67.2) 168.8 101.6

Subsidy for investments and fiscal incentives 115.8 115.8

Net income for the year 2,806.3 2,806.3

Appropriations of net income for the year -

Statutory Reserves 1,333.2 (1,333.2) -

Prepayment of dividends and interest on own capital (1,473.1) (1,473.1)

Prescribed dividends and interest on capital (390.9) (390.9)

AT DECEMBER 31, 2006 5,716.1 12,870.6 1,413.3 208.8 (940.7) - 19,268.1

The accompanying notes are an integral part of these financial statements.

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94 Financial Statements Annual Report 2006 95

statements of Changes in financial positionfOR the yeaRs ended deCeMBeR 31, 2006 and 2005 - (in millions of Brazilian reais - R$)

Parent Company Consolidated

2006 2005 2006 2005

SOURCES OF FUNDS

Operations

Net income for the year 2,806.3 1,545.7 2,806.3 1,545.7

Expenses(income) not affecting working capital

Equity accounting results (303.4) (828.6) (1.4) (2.0)

Deferred income tax and social contribution 460.4 6.5 626.5 263.1

Discount on the settlement of tax incentives (39.9) (28.3) (39.9) (28.3)

Amortization of goodwill, net of negative goodwill 107.5 52.7 1,283.0 1,343.0

Depreciation and amortization 685.6 397.5 1,188.4 1,087.5

Tax. labor and other contingencies (92.0) 69.2 (111.8) 71.5

Financial charges on tax and fiscal contingencies 31.7 25.8 36.7 52.7

Provision for losses on permanent assets (6.3) 19.1 8.7 116.8

Financial charges and variations on the stock ownership plan (9.8) (12.8) (10.0) (13.3)

Exchange rate variation and charges on long-term financings (341.3) (89.7) (470.3) (501.2)

Loss of interest ownership in subsidiaries 0.7 3.3 (6.1) 64.8

Minority interest - - (8.7) (16.8)

Exchange rate variation on foreign subsidiaries 17.9 2.9 (79.4) 289.3

Residual value of property, plant and equipment and divestments 127.6 69.1 288.6 150.4

Capital refund by the subsidiary 297.8 836.8 - -

Dividends received and receivable 1,060.9 693.2 - -

4,803.7 2,762.4 5,510.6 4,423.2

From shareholders

Premium on placement of stock options 51.3 65.6 78.5 73.3

Disposal of treasury shares 105.3 64.3 105.3 132.5

From third parties

Changes in long-term receivables

Prepayment of expenses - - - 12.0

Other recoverable taxes 62.4 666.5 66.6 543.4

Other receivables - 26.9 - 78.5

Changes in long-term liabilities

Debentures 2,065.1 - 2,065.1 -

Financings - 144.9 - 2,233.7

Tax incentives 115.5 105.0 268.4 115.5

Related parties payables - 1,989.4 - -

Other 3.2 5.4 4.3 0.5

TOTAL SOURCES OF FUNDS 7,206.5 5,830.4 8,098.8 7,612.6

Parent Company Consolidated

2006 2005 2006 2005

USES OF FUNDS

Changes in long-term receivables

Compulsory and judicial deposits 46.8 106.8 61.4 72.2

Receivables from related parties - - - 8.2

Other taxes and charges recoverable 31.8 - - 8.3

Prepayment of expenses 20.9 7.9 20.9 -

Other 17.3 - 36.9 4.3

Changes in long-term liabilities

Financings 667.9 - 185.9 -

Deferral of taxes - 1.3 - -

Other accounts payable - - 176.6 30.0

Tax, labor and other contingencies 215.9 267.3 264.3 224.1

Permanent assets

Investments, including goodwill and negative goodwill 2,742.3 - 2,731.0 190.4

Property. plant and equipment 812.9 328.6 1,425.7 1,169.4

Deferred charges 11.9 91.6 18.7 265.4

Capital transactions

Share buyback 1,762.3 438.0 1,762.3 438.0

Proposed and paid dividends 1,864.0 1,299.6 1,864.0 1,299.6

Working capital of acquired subsidiary - 1,480.7 - -

Working capital of acquired parent company - 2.3 - -

Change in the capital of minority shareholders - - 0.5 88.3

TOTAL USES OF FUNDS 8,194.0 4,024.1 8,548.2 3,798.2

REDUCTION IN WORKING CAPITAL (987.5) 1,806.3 (449.4) 3,814.4

CHANGES IN WORKING CAPITAL

Current assets

At the end of the year 3,468.5 2,760.8 6,817.4 5,474.7

At the beginning of the year 2,760.8 783.5 5,474.7 5,379.7

707.7 1,977.3 1,342.7 95.0

Current liabilities

At the end of the year 6,273.9 4,578.7 6,844.4 5,052.3

At the beginning of the year 4,578.7 4,407.7 5,052.3 8,771.7

1,695.2 171.0 1,792.1 (3,719.4)

NET CHANGES IN WORKING CAPITAL (987.5) 1,806.3 (449.4) 3,814.4

The accompanying notes are an integral part of these financial statements.

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96 Financial Statements Annual Report 2006 97

supplementary information – Cash flowfOR the yeaRs ended deCeMBeR 31, 2006 and 2005 - (in millions of Brazilian reais - R$)

2006 2005

OPERATING ACTIVITIES

Net income for the year 2,806.3 1,545.7

Expenses (income) not affecting cash and equivalents

Depreciation and amortization 1,188.4 1,087.5

Tax. labor and other contingencies (111.8) 71.5

Financial charges on tax and fiscal contingencies 36.7 52.7

Discount on the settlement of tax incentives (39.9) (28.3)

Provision for losses on inventories and permanent assets 11.8 58.6

Provision for restructuring costs 18.8 114.9

Reversion of provision for losses on investments (22.0) -

Financial charges and variations on taxes and contributions 1.4 5.2

Loss on disposal of permanent assets 163.4 102.5

Financial charges and variations on stock plans (10.0) (13.3)

Exchange rate variation and charges on financings 424.2 281.0

Exchange rate variation and unrealized gains on financial assets 13.4 -

Reduction of deferred income tax and social contribution 626.5 263.1

Exchange rate gains or losses on subsidiaries abroad not affecting cash (116.7) (67.6)

Goodwill amortization, net of realized negative goodwill 1,283.0 1,343.0

Minority interest (8.7) (16.8)

Equity accounting results (1.4) (2.0)

Unrealized losses on derivatives 221.6 (239.5)

Untimely credit recovery (24.0) -

Loss on interest ownership in subsidiaries (5.5) 64.8

Decrease (increase) in assets

Trade accounts receivable (166.2) (246.9)

Taxes Recoverable (14.5) 87.1

Other Receivables (169.3) 106.1

Inventories (142.8) 93.2

Judicial deposits (63.2) (130.0)

Increase (decrease) in liabilities

Suppliers 286.8 1.1

Salaries, profit sharing and social charges 20.7 118.0

Income tax, social contribution and other taxes 36.9 (383.1)

Disbursements linked to contingency provision (268.2) (101.6)

Other taxes and contributions to be paid 93.7 71.1

Other (84.1) (88.4)

CASH GENERATED BY OPERATING ACTIVITIES 5,985.3 4,149.6

2006 2005

INVESTING ACTIVITIES

Marketable securities (maturity over 90 days) 180.6 (52.4)

Securities and collateral 0.1 (15.4)

Disposable of investments - 1.0

Acquisition of investments (2,639.2) (97.3)

Disposal of property, plant and equipment 117.6 49.6

Acquisition of property. plant and equipment (1,425.7) (1,369.5)

Expenses on deferred charges (18.7) (47.8)

Related companies’ sharebuyback - (87.5)

CASH USED IN INVESTING ACTIVITIES (3,785.3) (1,619.3)

FINANCING ACTIVITIES

Financings

Funding obtained 9,344.8 8,917.5

Amortization (7,386.3) (9,361.1)

Changes in the capital of minority shareholders 53.0 (40.7)

Capital increase 3.4 -

Loan to employees for purchase of shares 72.5 53.8

Share buyback (1,765.1) (363.1)

Payment of dividends (1,790.8) (2,272.0)

Share buyback premium - 91.7

CASH USED IN FINANCING ACTIVITIES (1,468.6) (2,973.9)

Effect of exchange rate variations on cash and cash equivalents (29.8) (10.0)

INCREASE IN CASH AND EQUIVALENTS 701.6 (453.7)

Cash and equivalents at the beginning of the year 837.3 1,291.0

Cash and equivalents at the end of the year 1,538.9 837.3

INCREASE (DECREASE) IN CASH AND EQUIVALENTS 701.6 (453.7)

The accompanying notes are an integral part of these financial statements.

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98 Financial Statements Annual Report 2006 99

Notes to the Financial Statements(Amounts in millions of reais - R$, unless otherwise stated)

Mergedbalance

Current assets 1,882.4

Long-term assets 2,209.1

Investments 312.9

Property, plant and equipment 2,436.5

Deferred assets 451.0

Totalassets 7,291.9

Current liabilities (3,363.1)

Long term liabilities (3,857.7)

Deferred income (152.8)

Treasury shares 81.7

Totalliabilities (7,291.9)

1. OPERATING ACTIVITIES(a) GeneraL ConsIDeraTIons

Companhia de Bebidas das américas - amBev (referred as “Company” or “amBev” or “Parent Company”), headquartered in são Paulo, produces and sells beer,

draft beer, soft drinks, other non-alcoholic beverages and malt, either directly or by participating in other companies in Brazil and elsewhere in the americas.

The Company maintains a franchising agreement with PepsiCo International, Inc. (“PepsiCo”) to bottle, sell and distribute Pepsi products in Brazil and in other Latin

american countries, including Lipton Ice Tea and Gatorade, the isotonic sports drink.

The Company maintains a licensing agreement with anhenser-Busch, Inc., through its subsidiary Labatt Canada, to produce, bottle, sell and distribute Budweiser

products in Canada. In addition, the Company produces and distributes stella artois under license of Interbrew International B.V. (“InBev”) in Brazil and Canada

and, by means of a license granted to InBev, it distributes Brahma in the United states and in certain countries of europe, asia and africa.

The Company’s shares are traded on the são Paulo stock exchange – BoVesPa and on the new York stock exchange – nYse, as american Depositary

receipts - aDrs.

B) MaIn eVenTs oCCUrreD In 2006 anD 2005

i. Buyout of Quilmes Industrial s.a. (“Quinsa”)

as part of the share purchase agreement of Quinsa entered into in January 2003, the other joint controlling shareholders of Quinsa, Beverage associates Corp.

(“BaC”), had the right to exchange their 373.5 million class a shares of Quinsa for shares of amBev, in periods specified in each year as from april 2003, or at any

moment in which there was a change in the ownership structure of amBev. amBev also had the right to determine the exchange of class a shares of Quinsa for

shares of amBev as from 2010.

on april 13, 2006, the Company entered into an agreement whereby BaC sells the total of its shares in Quinsa to amBev.

on august 8, 2006, the Company closed the transaction with BaC, announced on april 13, 2006, acquiring all the shares of Beverage associates Holding LTD.

(“BaH”), acquired by amBev at the total amount r$2,738.8 equivalent to Us$1.25 billion, resulting in a goodwill at the amount of r$2,331.1. With the closing of

the operation, amBev’s interest in Quinsa’s capital stock increased from 59.77% to 91.18%.

This agreement represents the last stage of the transaction started in May 2002, by means of which amBev acquired an initial interest in Quinsa. In this transaction

both parties agreed that the purchase price would be paid in cash and that the referred options will no longer be exercised.

ii. alliance with romero Group

on March 9, 2006, the Company announced an alliance with the corporate group romero, entered into by means of a sale agreement of 25% of the capital stock

of its indirect subsidiary Compañia Cervecera amBev Perú s.a.C. (“amBev Perú”) to ransa Comercial s.a., a company integrating romero Group. on July 14,

2006, the Company closed the transaction for the amount of r$8.2.

The agreement of purchase and sale of shares set forth that the conclusion of the transaction would be subject to the corporate restructuring of amBev Perú and

to the execution of a shareholders’ agreement. The shareholders’ agreement executed, provided for the granting, by amBev, of an additional call option in favor of

romero Group for 5% of the capital stock of amBev Perú.

on september 22, 2006, the call option of 5% of the capital stock was exercised at the amount of r$1.6, and the interest of romero Group in the capital stock of

amBev Perú increased from 25% to 30%.

iii. Merger of the holding InBev Holding Brasil s.a. (“InBev Brasil”)

on July 28, 2005, at the General extraordinary Meeting, the shareholders of the Company approved the merger transaction of their holding company InBev Brasil,

with the purpose of simplifying the ownership structure of which InBev Brasil, amBev and their subsidiaries are part, providing financial benefits for amBev and as a

consequence to its shareholders and InBev shareholders. The main aspects related to the merger were:

a)The goodwill originally recorded by InBev Brasil and attributed to the expected future results of amBev, in the total amount of r$8,510.1, becomes, following

the Merger, fiscally amortized in up to 10 years by amBev, pursuant to the provisions of the current tax legislation and without impact to its dividends flow.

b)InBev Brasil, pursuant to CVM Instruction no. 349, recorded provision, prior to its merger by amBev, in the amount of r$5,616.7, corresponding to the variation

between the goodwill amount and the tax benefit derived from its amortization, in such a way amBev merged only the assets correspondent to the tax benefit

from goodwill amortization deductible for tax purposes. The said provision is being accrued at the same rate in which goodwill is amortized by amBev, not

affecting, thus, the results of its operations.

c)The special goodwill reserve recorded by amBev, as a result of the merger will be at the end of each fiscal year and to the extent that the tax benefit to be

determined by amBev, as a result of goodwill amortization, represent an effective decrease of taxes paid by the company, object of capitalization by amBev, in

benefit of InBev nV/as, shareholders of InBev Brasil, without prejudice to the right of first refusal ensured to the other shareholders of amBev at the subscription

of the capital increase as a result of said capitalization. However, the InBev Brasil shareholders undertake to capitalize only 70% (seventy per cent) of the special

reserve amount of goodwill entitled to them at the end of each fiscal year. The non capitalized balance of the reserve will be, whenever possible and while

complying with amBev’s interests, distributed to its shareholders, as dividends or interest on own capital.

iv. Merger of the subsidiary Companhia Brasileira de Bebidas (“CBB”)

The shareholders of the Company approved, at the extraordinary General Meeting, held on May 31, 2005, the merger of the subsidiary CBB. The purpose of the

referred merger was the simplification of the ownership structure of which amBev and its subsidiaries are part, in addition to allowing that the amount of r$702.8

of the goodwill originally recorded in amBev, from the acquisition of shares of CBB, attributed to the expected future profitability, becomes, following the merger,

fiscally amortized in up to 10 years, pursuant to the provisions of the tax legislation.

as from July 1, 2005, the result of amBev operations includes the operating activities previously held by and recorded directly in CBB. as CBB’s financial statements

were already consolidated, the referred merger, by amBev, of the assets and liabilities of CBB, valued at book value, didn’t have any effect in the consolidated

financial statements. However, in the individual financial statements, such a merger resulted in significant changes, prejudicing the comparison between the lines of

the result recorded in 2006 and the previous year.

The assets and liabilities merged by amBev on May 31, 2005 are presented below:

The outstanding balance of the net assets of CBB merged by amBev was r$81.6. This amount is comprised by the amount of r$4, related to amBev acquisitions

attributed to minority shareholders of CBB in addition to the amount of r$81.6, related to the preferred shares issued by amBev that were held by CBB and that,

as the result of the merger, were recorded in the Company’s shareholder equity in the item “shares held in treasury”. such a classification is consistent with the

treatment previously waived to these shares in the consolidated financial statements.

2. FINANCIAL STATEMENTS AND SIGNIFICANT ACCOUNTING PRACTICESThe financial statements were prepared and are presented in accordance with the accounting practices adopted in Brazil and with the rules issued by the Brazilian

securities and exchange Commission – CVM. These financial statements included the modifications introduced by the following accounting normative rulings: (i)

accounting rules and Procedures (“nPC”) no. 27 – Presentations and Disclosure, issued by the Brazilian Institute of accountants – Ibracon, on october 3, 2005,

approved by the CVM resolution no. 488, on the same date; and (ii) nPC no. 22 – Provisions, Liabilities, Contingent Liabilities and assets, issued by Ibracon, on

october 3, 2005, approved by the CVM resolution no. 489, on the same date.

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100 Financial Statements Annual Report 2006 101

a) aCCoUnTInG esTIMaTes

The preparation of the financial statements requires management to make estimates and assumptions that affect the reported amount of certain assets, liabilities

and other transactions. This includes several estimates relating to the useful life of property, plant and equipment, necessary for contingent liabilities provision,

for the calculation of projections to determine the recovery of property, plant and equipment, deferred and deferred income tax asset balances and for the

determination of income tax provision, which, although they are the best estimate of management, actual values can differ from such estimates.

The Company management reviews periodically these estimates and believes that there should be no significant variations.

B) DeTerMInaTIon of neT InCoMe

revenues and expenses are recognized on an accrual basis. sales revenues and their respective costs are recorded upon delivery of products to customers.

C) CUrrenT anD non-CUrrenT asseTs

Cash and cash equivalents, represented by quick ratio amounts with initial term of up to 90 days, are represented at the cost of acquisition, plus income earned

until the balance sheet date and readjusted, when applicable, at its equivalent market value.

The short-term investment, mainly represented by marketable securities, government bonds and bank deposit certificates, in addition to those denominated in

foreign currency, are presented at cost value, plus, when applicable, income earned “pro rata temporis”; when necessary, the Company records provision for the

reduction to market values. In addition to that, the quotas of investment funds are valued at market value, and when applicable, the Company records provision

with the purpose of deferring the unearned variable income.

The consolidated balance sheet of short-term investments, as of December 31, 2006, includes deposits in current account and financial investments, subject to the

issuance of foreign debt bonds of subsidiaries, in the amount of r$34.6 (r$16.3 only in the Consolidated on December 31, 2005).

The allowance for doubtful accounts is recorded in amount considered enough by management to cover probable losses in the realization of credits and amounts

to r$134.0 in the Company and r$185.6 in the Consolidated on December 31, 2006 (r$125.9 and r$169.7, respectively, on December 31, 2005).

Inventories are stated at average cost of purchases or production, adjusted, when necessary, at the provision for writing down at realizable values.

other current and non-current assets are presented at cost value, including, when applicable, the income earned on the date of the end of the year.

D) PerManenT asseTs

Investments in subsidiaries and in joint subsidiaries are evaluated by the equity accounting method and, during its first evaluation, the accounting practices adopted

are standardized to those adopted by the Company. The book value of these investments includes the breakdown of the acquisition costs in equity value, goodwill

or negative goodwill.

Goodwill in investments, substantiated in the surplus value of the permanent assets, is amortized based on the expected useful life of the permanent asset of the

subsidiary, while goodwill (negative goodwill) attributed to the expected future results is amortized within the term of five to ten years and recorded in item “other

operating expenses”. negative goodwill in investments, attributed to various economic reasons, will only be amortized upon the eventual selling or write off of

investments.

The fixed asset is stated at cost and includes interest from the financing throughout the construction of certain assets thus qualified. Maintenance and repair

expenses, when accrued, are recorded in the item expenses. Losses with bottles and crates during production are included in the cost of goods sold. other losses in

the realization of the property, plant and equipment are evaluated in time by the Company management and, when applicable, it records provision in view of such

risks. Depreciation is calculated by the straight-line method, considering the useful and economic life of the assets, at the annual rates mentioned in note 6.

The deferred charge asset is comprised mainly of expenses recorded throughout the pre-operating phase, goodwill from the acquisition of subsidiaries merged by

the Company and expenses from implementation and expansion (note 7). The amortization of the deferred asset is calculated by the straight-line method, up to 10

years, as from the date the operating activities startup, when related to expenses from the pre-operating phase and as from the following month to the acquisition,

when related to goodwill.

e) Translation of the financial statements from subsidiaries located abroad

Malt operations located in argentina and Uruguay use the Us dollar as their functional currency, for their revenues and cash flows are considerably pegged to such

a currency. The financial statements of subsidiaries located abroad are prepared based on the local currency as functional currency, that is, the main currency of the

economic system in which the company operates.

The assets, liabilities and shareholders’ equity of the subsidiaries located abroad are translated into reais at the exchange rates effective on the date of the financial

statements. In their turn, the income accounts are translated and maintained in reais at the average exchange rates of the period.

The difference between the net income determined at the exchange rates on the date of the financial statements and that ascertained at the average exchange

rates of the period is recorded in “other operating income”.

f) CUrrenT anD LonG-TerM LIaBILITIes

These are stated at known or calculable values, plus, when applicable, the corresponding charges and monetary variations accrued until the date of closure of the

financial statements.

G) oPeraTIons WITH DerIVaTIVes of CUrrenCIes anD InTeresT – fInanCIaL ITeMs

The Company keeps derivatives instruments with the purpose of hedging its consolidated risk exposure of currencies and interest. This way, pursuant to the CVM

rules, operations “not designated for accounting” are gauged at the lowest value between their cost values, accrued based on the agreement conditions between

the Company and third parties (“paper curve”), and their market value, and recorded in the item “Gains on unrealized derivatives” or “Losses on unrealized

derivatives”. for the operations designated as hedge operations, recording is performed based on the amortized cost.

The face values of the forward and swap operations of currencies and interest are not recorded in the balance sheet.

H) oPeraTIons WITH DerIVaTIVes of CUrrenCIes anD CoMMoDITIes – oPeraTInG ITeMs

The Company keeps derivatives instrument with the purpose of hedging its consolidated exposure of costs of raw materials to be acquired and operating expenses

whose prices are pegged to the price variation of currencies and commodities.

The net results of these derivatives instruments, designated for accounting as hedging are gauged at market value, deferred and recorded in the Company’s

balance sheet in the item “other assets and liabilities”, and recognized in the results when the hedging is recorded in the result. raw materials are recorded in the

result when the sale of the product is recorded in the item “Cost of goods sold”; in the case of expenses, the result will be recorded when expenses are recorded in

the item operating expenses in the result.

I) ProVIsIon for ConTInGenCIes anD LIaBILITIes reLaTeD To LeGaL ProCeeDInGs

The provision for contingencies is established by the amounts adjusted for price-level changes, related to labor, tax, civil and commercial issues claimed at the

administrative and judicial levels, based on the estimated losses established by the independent legal counsel of the Company and of its subsidiaries, in the cases in

which such losses are considered probable.

Tax reductions, obtained based on judicial decisions derived from lawsuits filed by the Company and its subsidiaries against the tax authorities are subject to

provisioning until they are ultimately ensured in favor of the Company and its subsidiaries.

J) fIsCaL InCenTIVes

The Company and its subsidiaries have certain state fiscal incentive programs as deferred tax payments, with partial or full reductions of these. In some states the

grace periods and reductions are not conditional.

However, when the conditions exist, they refer to facts under Company control. The benefit related to the reduction of these tax payments is understood as reserve

for fiscal incentives and recorded in the shareholders equity of the subsidiaries, based on the accrual basis of accounting of these taxes, or upon the compliance

by the subsidiaries of the main obligations established by the state programs, in order to receive the benefit granted. In the Company’s consolidated financial

statements, such benefit is recorded in the item “other operating income” and amounted r$165.3 on December 31, 2006 (r$151.8 on December 31, 2005).

k) InCoMe Tax anD soCIaL ConTrIBUTIon on neT InCoMe

The income tax and social contribution on net income are calculated at the rates set forth in the applicable legislation. Charges related to income tax and social

contribution is recorded on the accrual basis of accounting, plus the deferred income tax calculated at timing differences between the accounting and tax basis of

assets and liabilities.

The Company also records the deferred active income tax corresponding to the future tax benefit on tax losses and negative basis of social contribution for the

subsidiaries where these benefits are expected to be realized, within 10 years, based on the future results projection.

L) aCTUarIaL asseTs anD LIaBILITIes reLaTeD To BenefITs To eMPLoYees

The Company and its subsidiaries record the actuarial assets and liabilities related to benefits to employees in accordance with the CVM Instruction no. 371, of

December 13, 2000.

The actuarial gains and losses are recorded at the exceeding amount to the highest amount between (a) 10% of the present value of the actuarial liability and (b)

10% of the fair value of the plan assets, amortized by the future average time of service of the plan participants.

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102 Financial Statements Annual Report 2006 103

OnDecember31,2006

Agrega ITB Total

Current assets 1,9 0.4 2.3

Long-term assets - 4.8 4.8

Permanent assets 0.4 0.9 1.3

Current liabilities (2.2) 0.1 (2.1)

Long-term liabilities - (12.0) (12.0)

Totalnetassets(liabilities) 0.1 (5.8) (5.7)

Interest - % 50.0 50.0

OnDecember31,2005

Quinsa Agrega ITB Total

Current assets 523.8 1.4 0.4 525.6

Long-term assets 115.1 - 5.1 120.2

Permanent assets 1,180.0 0.4 0.9 1,181.3

Current liabilities (531.6) (1.8) - (533.4)

Long-term liabilities (477.8) - (11.1) (488.9)

Minority interest (103.7) - - (103.7)

Totalnetassets(liabilities 705.9 - (4.7) 701.1

Interest - % 59.2 50.0 50.0

ParentCompany Consolidated

2006 2005 2006 2005

finished Products 143.6 143.2 319.2 322.2

Products under elaboration 45.6 46.1 69.6 67.8

raw materials 235.9 231.0 618.7 515.1

Production materials 110.4 96.4 235.6 186.6

Warehouse and other supplies 63.9 56.8 136.6 113.7

Provisions for losses (9.5) (16.0) (15.8) (27.3)

589.9 557.5 1,363.9 1,178.1

2006

Balances Transactions

Net

Accounts Accounts Netloan financial

Companies Receivable Payable agreements Netsales result

amBev 791.5 (1,678.2) (1,378.7) 398.3 (76.6)

fratelli 4.0 (6.0) 149.9 21.6 (17.0)

Jalua spain s.L. - - (87.3) - 46.1

Monthiers s.a. 1,437.1 - 1,495.3 - (36.7)

arosuco 8.6 (0.3) 470.5 549.1 0.3

Dunvegan s.a. 131.2 (1.1) (422.1) - 88.6

Cympay 76.8 (0.1) 1.5 98.1 0.2

Maltería Uruguai 33.3 (34.1) - 135.3 -

Malteria Pampa s.a. 12.0 (0.1) 0.4 118.7 -

CrBs s.a 122.7 - (22.3) - -

CaCn 0.3 (14.6) 81.0 74.6 (1.7)

eagle - (868.1) (1.8) - -

aspen - - (143.4) - 0.7

Labatt Canada (i) 1.1 (10.1) - - -

other national 8.0 (6.6) (114.9) 1.5 (1.8)

other international 4.3 (7.6) (24.2) 14.8 (1.0)

TOTAL 2,630.9 (2,626.9) 3.9 1.412.0 1.1

OnDecember31,2006

Quinsa(i) Agrega ITB Total

net revenues 492.6 1.3 - 493.9

Cost of goods and products sold (211.9) - - (211.9)

Grossprofit 280.7 1.3 - 282.0

operating expenses (174.1) (3.4) (1.8) (179.3)

Operatinggain(loss) 106.6 (2.1) (1.8) 102.7

non-operating gain 1.2 - - 1.2

Income tax provision (40.4) 0.6 (39.8)

Minority interest (15.3) - - (15.3)

Netincome(loss)fortheperiod/year 52.1 (2.1) (1.2) 48.8

OnDecember31,2005

Quinsa(i) Agrega ITB Total

net revenues 1,299.9 1.2 - 1,301.1

Cost of goods and products sold (536.7) - - (536.7)

Grossprofit 763.2 1.2 - 764.4

operating expenses (457.7) (3.1) (1.0) (461.8)

Operatinggain(loss) 305.5 (1.9) (1.0) 302.6

non-operating gain (9.0) - - (9.0)

Income tax provision (113.8) - 0.4 (113.4)

Minority interest (59.1) - - (59.1)

Netincome(loss)fortheperiod 123.6 (1.9) (0.6) 121.1

(i) Proportional result consolidated until august 2006 (note 1 (b) (i)).

M) ConsoLIDaTeD fInanCIaL sTaTeMenTs - sUBsIDIarIes

all assets, liabilities and results of the subsidiaries were consolidated, and the interest of minority shareholders in the shareholders’ equity and results of periods is

segregated.

In the consolidation, the investments in subsidiaries and the portion corresponding to their shareholders’ equity, the assets and liabilities balances and revenues and

expenses, from consolidated intercompany transactions were eliminated. additionally, the unrealized results arising from purchases of products of subsidiaries and

associated companies was excluded, incorporated to the inventories at the end of each period, as well as other transactions among all the Company’s subsidiaries.

The consolidated financial statements include the financial statements, prepared on the same dates, of the companies either direct or indirect controlled by the Company.

n) ProPorTIonaLLY ConsoLIDaTeD fInanCIaL sTaTeMenTs

since august 2006, the Company fully consolidates Quinsa’s financial statements which were until then proportionally consolidated (note 1 (b)(i)).

We present the net assets of agrega Inteligência em Compras Ltda. (“agrega”) and of Ice Tea do Brasil Ltda. (ITB”), consolidated proportionally in the Company’s

financial statements, as follows:

The results of Quinsa, agrega and ITB proportionally consolidated in the Company’s financial statements, are as follows:

o) TransaCTIons WITH reLaTeD ParTIes

Transactions with related parties are carried out under usual market conditions and include, among other operations, the buying and selling of raw materials such

as malt, concentrates, labels, corks and various finished products.

Loan agreements among the Company’s subsidiaries in Brazil have undetermined maturity terms and are subject to financial charges, except for some agreements

with subsidiaries, in which the Company holds 100% of the capital stock, which are not subject to financial charges.

agreements involving the Company’s foreign subsidiaries are usually monetarily restated based on the Us dollar variation, plus annual interest up to 10%.

P) reCLassIfICaTIons

In the financial statements related to the year ended on December 31, 2005, and 2004, presented for comparison purposes, the Company performed certain

reclassification for complying with the CVM resolution no. 488 and 489, in addition, the Company performed other reclassifications with the purpose of

improving the presentation of certain amounts and transaction, as well as maintaining the comparability between the periods. The Company made the following

reclassifications: (i) Introduction of the account “noncurrent” in assets and liabilities; (ii) Introduction of the item “Intangible”, classified in the account “noncurrent

assets”; (iii) in note 14 (d) between financial income and expenses; (iv) from Deferred assets, the balance of goodwill on the merger of InBev Brasil and its

respective provision for realization, to “deferred Income and social Contribution Taxes” in short and long terms. In income, from amortizations and depreciations to

the result of the current income and social contribution taxes the portion related to the realization of goodwill and the provision for the merger of InBev Brasil; (v)

reclassification of judicial deposits, previously classified in assets, to liabilities, as contra-asset of the account “provision for contingencies”, where applicable.

3. ESTOQUES

4. TRANSACTIONS WITH RELATED PARTIESThe main transactions with related parties are as follows:

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104 Financial Statements Annual Report 2006 105

2005

Balances Transactions

Net

Accounts Accounts Netloan financial

Companies Receivable Payable agreements Netsales result

amBev 804.3 (1,748.0) (1,559.2) 366.7 (324.2)

CBB (iii) - - - 113.8 108.4

fratelli (ii) - (11.2) 133.3 6.7 (6.1)

IBa – sudeste (ii) - - - 44.5 399.0

Jalua spain s.L. - - (40.8) - (51.3)

Monthiers s.a. 1,526.2 - 1.421.9 - (68.6)

arosuco 4.5 - 384.5 511.6 -

Dunvegan s.a. 216.6 - (417.5) - 36.3

Cympay 0.5 - 16.8 98.2 0.4

Malteria Pampa s.a. 8.3 - - 145.5 -

Maltería Uruguai s.a. 1.2 - - 98.0 -

aspen - - (153.1) - 5.7

CaCn - (34.1) 25.7 77.4 0.1

eagle - (868.1) - - -

CrBs s.a. 122.7 - - - -

Labatt Canada (i) - - 0.5 - -

other national 63.4 (9.2) 233.3 1.3 2.9

other international 2.8 (68.1) (60.9) 0.1 (2.9)

TOTAL 2,750.5 (2,738.7) (15.5) 1,463.8 99.7

(i) Labatt Canada maintains a service agreement with InBev , through which the services rendered or incurred expenses are refunded in behalf of the other

party. on December 31, 2006, Labatt Canada maintains accounts receivable at the amount of r$38.1 (r$6.6 on December 31, 2005) and accounts payable

at the amount of r$7.5 (r$3.5 on December 31, 2005).

(ii) on november 30, 2005, fratelli incorporated IBa-sudeste.

(iii) as described in note 1(b)(iv), CBB was incorporated by amBev on May 31, 2005.

names used:

• Indústria de Bebidas antarctica do sudeste s.a. (“IBa sudeste”)

• Compañia Brahma Venezuela s.a. (“CaCn”)

• eagle Distribuidora de Bebidas s/a (“eagle”)

• arosuco aromas e sucos Ltda. (“arosuco”)

• Cervecería y Maltería Paysandú - Cympay (“Cympay”)

• aspen equities Corporation (“aspen”)

• fratelli Vita Bebidas s.a. (“fratelli”)

ParentCompany Consolidated

2006 2005 2006 2005

Currentassets

Deferred income from commodities,

swap and forward operations (note 14(b)(ii)) 37.3 75.6 66.9 75.6

advertising expenses reimbursement 65.2 42.5 88.4 45.6

Prepaid expenses 270.2 233.5 316.8 296.0

advances to suppliers and others 0.3 0.3 22.8 23.1

accounts receivable with related parties - 13.7 185.4 265.4

other accounts receivable 58.0 13.1 165.1 73.9

431.0 378.7 845.4 779.6

Long-termassets

Long-term financial investments - - 1.7 69.4

other taxes and charges recoverable 140.0 108.2 158.9 130.8

Prepaid expenses 132.9 112.0 134.3 126.6

surplus – Instituto amBev (note 11(a)) 17.0 20.0 17.0 20.0

other accounts with related parties - - 97.4 4.7

other accounts receivable 19.0 5.5 76.7 24.6

308.9 245.7 486.0 376.1

Investment Goodwill Total

BalanceonDecember31,2004 19,825.2 234.1 20,059.3

Dividends received and receivable arosuco (531.9) - (531.9)

equity in the results of subsidiaries (v) 828.6 - 828.6

exchange variation in subsidiary abroad (2.9) - (2.9)

Goodwill amortization - (52.7) (52.7)

Direct ownership held by the subsidiary CBB (note 1 (b)(iv)) 477.0 (166.8) 310.2

Provision for losses on investments (8.9) - (8.9)

Capital refund by the subsidiary (iv) (836.8) - (836.8)

Disposal of treasury shares 33.7 - 33.7

Loss of interest in subsidiary (3.3) - (3.3)

Interim dividends IBa sudeste (iii) (161.3) - (161.3)

BalanceonDecember31,2005 19,619.4 14.6 19,634.0

Dividends received and receivable arosuco (350.0) - (350.0)

equity in the results of subsidiaries (v) 303.4 - 303.4

exchange variation in subsidiary abroad (17.9) - (17.9)

Goodwill amortization - (107.5) (107.5)

reversal of provision for losses on investments 12.3 - 12.3

Loss of interest in subsidiary (0.7) - (0.7)

Capital contribution 2.2 - 2.2

Capital reduction (ii) (300.0) - (300.0)

Dividends received (i) (710.9) - (710.9)

acquisition of Investment (note 1 (b)(i)) 407.7 2,331.1 2,738.8

BalanceonDecember31,2006 18,965.5 2,238.2 21,203.7

ParentCompany Consolidated

2006 2005 2006 2005

Futureprofitabilityexpectation:

Labatt Canada - - 16,383.3 16,383.3

QIB - - 93.4 93.4

BaH 2,331.1 - 2,331.1 -

Quinsa - - 1,029.8 1,029.8

Cympay - - 26.6 26.6

embodom - - 224.1 224.1

Malteria Pampa 9.3 9.3 28.1 28.1

Patí do alferes Participações s.a. 3.4 3.4 - -

Indústrias Del atlântico - - 5.1 5.1

Distribuidora Brakl 101.9 101.9 - -

Distribuidora ribeirão Preto 73.5 73.4 - -

Distribuidora Jaguariúna 6.6 6.7 - -

Cervejaria Miranda Corrêa s.a. 5.5 5.5 5.5 5.5

subsidiaries of Labatt Canada (ii) - - 3,033.3 3,323.9

subsidiaries of Quinsa (consolidated) (iii) - - 1,025.8 622.2

Totalgoodwill 2,531.3 200.2 24,186.1 21,742.0

accumulated amortization (i) (293.1) (185.6) (6,174.9) (4,997.2)

Totalgoodwill,netofamortization 2,238.2 14.6 18,011.2 16,744.8

negative goodwill

Cerversursa - - (12.3) (14.4)

Incesa (consolidated) - - (12.7) (8.2)

Totalnegativegoodwill - - (25.0) (22.6)

Netbalance 2,238.2 14.6 17,986.2 16,722.2

5. OTHER ASSETS

6. INVESTMENT IN DIRECT SUBSIDIARIESa) CHanGes In InVesTMenTs In DIreCT sUBsIDIarIes, InCLUDInG GooDWILL anD neGaTIVe GooDWILL

(i) on June 2, 2006, the Company received dividends from its subsidiary Labatt aps relating to accumulated results of its subsidiary Labatt Canada of 2005 and 2004.

(ii) on June 1, 2006, aneP’s management approved a decreased in the capital stock amounting to r$300.00 for deeming it excessive on that date.

(iii) on september 2, 2005, IBa sudeste’s management approved the distribution of dividends as a consequence of the results verified in 1Q05, to be imputed to the minimum mandatory

dividends of 2005 at the amount of r$210.4, the Company being responsible for the amount of r$161.3 and its subsidiary aneP being responsible for the amount of r$ 46.8. The portion of

dividends plus decrease in capital the benefit of which was amBev’s was offset with the balance of net loan agreements receivable witch amBev maintained with IBa sudeste.

(iv) This balance refers to the capital refund by IBa sudeste, approved by its shareholders on June 3, 2005, at the total amount of r$1,100.00, the capital stock decreasing from r$1,302.0 to

r$202.0, without any change to the number of shares issued by the subsidiary, subject to the decrease in capital resolved to the conditions set forth in article 174 of Law 6,404/76. Thus, the

refund amount was recognized in the equity of IBa sudeste on august 31, 2005, date of payment and end of the prescription period for opposition by the creditors.

(v) This result comprises goodwill amortization of Labatt aps na Labatt Canada at the amount of r$969.8 (r$923.5, on December 31, 2005).

B) GooDWILL anD neGaTIVe GooDWILL

(i) The balance of the accumulated amortization referring to the goodwill of Labatt aps in Labatt Canada totals r$2,004.7 (r$1,034.9 on December 31, 2005).

(ii) The balance of the accumulated amortization referring to the goodwill existing in Labatt Canada totals r$3,003.4 on December 31, 2006 (r$3,289.7 on December 31, 2005).

(iii) Increase mainly results from the change from proportional consolidation to integral consolidation (note 1 (b) (i)).

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106 Financial Statements Annual Report 2006 107

OnDecember31,2006

Description CRBS Arosuco Agrega Hohneck LabattApS

Numberofshares/quotasheld(inthousands):

Common shares/quotas 765,961 0.3 12,155 602,468 1,000.017

Preferred shares - - - - -

Totalshares/quotas 765,961 0.3 12,155 602,468 1,000.017

Percentage of direct ownership in capital stock

In relation to common shares/quotas 99.65 99.70 50.00 50.69 99.99

In relation to total shares/quotas 99.65 99.70 50.00 50.69 99.99

Informationonfinancialstatementsofdirectsubsidiaries:

adjusted shareholders’ equity 179.1 457.4 0.1 1,085.3 13,279.1

Investment 178.5 424.6 - 550.2 13,278.9

net income (loss) for the period 1.9 294.9 (4.5) (80.1) (142.1)

equity accounting result (i) 1.9 431.0 (2.2) (40.6) (142.0)

OnDecember31,2006

Description Dahlen BSA Pepsi ANEP Fratelli

Numberofshares/quotasheld(inthousands):

Common shares/quotas 480 31,595 77,084 669,019 215

Preferred shares - - - - 130

Totalshares/quotas 480 31,595 77,084 669,019 345

Percentageofdirectownershipincapitalstock

In relation to common shares/quotas 100.0 100.0 99.50 100.0 71.86

In relation to total shares/quotas 100.0 100.0 99.50 100.0 77.84

Informationonfinancialstatementsofdirectsubsidiaries:

adjusted shareholders’ equity 40.2 10.3 240.2 115.3 491.4

Investment 40.2 10.3 239.0 115.3 382.6

adjusted net income (loss) 8.6 - (2.4) 19.8 64.0

equity accounting result (i) 8.6 - (2.4) 19.8 69.7

OnDecember31,2006

Fazendado Maltaria Lambic Miranda

Description BAH Poço Pampa Eagle Holding Correa Skol Total

Numberofshares/quotasheld(inthousands):

Common shares/quotas 373,520 578 1,439.147 278 13,641 37 91

Preferred shares - 389 - - - 35 -

Totalshares/quotas 373,520 967 1,439.147 278 13,641 72 91

Percentageofdirectownershipincapitalstock

In relation to common shares/quotas 100.0 86.4 60.0 99.96 87.10 100.0 99.96

In relation to total shares/quotas 100.0 91.4 60.0 99.96 87.10 100.0 99.96

Informationonfinancialstatements

ofdirectsubsidiaries:

adjusted shareholders’ equity 448.5 0.6 196.5 2,216.3 305.6 43.5 653.7

Investment 448.5 0.6 117.9 2,215.7 266.2 43.5 653.5 18,965.5

adjusted net income (loss) 48.0 (3.2) 43.6 159.8 55.6 32.0 (33.2)

equity accounting result (i) 48.0 (2.9) 26.2 (159.0) 48.5 32.0 (33.2) 303.4

OnDecember31,2005

Description CRBS Arosuco Agrega Hohneck LabattApS

Numberofshares/quotasheld(inthousands):

Common shares/quotas 765,961 0.3 6,510 602,468 1,000.017

Preferred shares - - - - -

Totalshares/quotas 765,961 0.3 6,510 602,468 1,000.017

Percentageofdirectownershipincapitalstock

In relation to preferred shares - - - -

In relation to common shares/quotas 99.65 99.7 50.0 50.7 100.0

In relation to total shares/quotas 99.65 99.7 50.0 50.7 100.0

Informationonfinancialstatementsofdirectsubsidiaries:

adjusted shareholders’ equity 177.3 373.2 0.1 1,165.4 14,132.0

Investment 176.6 343.5 - 590.7 14,131.8

adjusted net income (loss) (7.9) 273.2 (3.8) (80.2) (291.9)

equity accounting result (i) (9.2) 380.4 (1.9) (30.1) (291.9)

OnDecember31,2005

Description Dahlen BSA Pepsi Anep Fratelli

Numberofshares/quotasheld(inthousands):

Common shares/quotas 480 31,595 77,084 669,019 299

Preferred shares - - - - 143

Totalshares/quotas 480 31,595 77,084 669,019 442

Percentageofdirectownershipincapitalstock

In relation to common shares/quotas 100.0 100.0 99.5 100.0 71.9

In relation to total shares/quotas 100.0 100.0 99.5 100.0 77.8

Informationonfinancialstatementsofdirectsubsidiaries:

adjusted shareholders’ equity 31.6 10.3 242.7 395.6 401.7

Investment 31.6 10.3 241.4 395.6 312.6

adjusted net income (loss) 4.7 - 14.5 71.6 28.2

equity accounting result (i) 3.1 - 1.2 22.3 18.7

OnDecember31,2005

Maltaria Lambic Miranda

Description Pampa Eagle Holding Correa Skol Total

Numberofshares/quotasheld(inthousands):

Common shares/quotas 1,439.147 278 13,641 37 91

Preferred shares - - - - -

Totalshares/quotas 1,439.147 278 13,641 37 91

Percentageofdirectownershipincapitalstock

In relation to common shares/quotas 60.0 99.96 87.33 100.0 99.96

In relation to total shares/quotas 60.0 99.96 87.33 100.0 99.96

Informationonfinancialstatementsofdirectsubsidiaries:

adjusted shareholders’ equity 196.9 2,376.1 250.0 11.5 687.0

Investment 102.3 2,375.2 218.4 11.5 686.8 19,628.3

adjusted net income (loss) 23.3 (284.4) (4.8) 6.9 (24.3)

equity accounting result (i) 7.2 (55.8) (5.1) 6.8 (16.6) 29.1

Totalpercentage

ofindirectholding-%

Company 2006 2005

abroad

Quinsa 91.18 59.22

Jalua spain s.L. 100.0 100.0

Monthiers 100.0 100.0

aspen 100.0 100.0

ParentCompany

2006 2005

Annual

Accumulated Carrying Carrying depreciation

Cost depreciation amount amount rates(i)-%

Land 92.0 - 92.0 92.0

Buildings and constructions 1,286.1 (696.3) 589.8 607.5 4.0

Machinery and equipment 3,832.4 (3,255.2) 577.2 584.0 10.0

external use movable assets 1,213.6 (594.2) 619.4 547.1 10.0

other assets and intangible 1,128.9 (767.4) 361.5 481.5 19.9 (ii)

Construction in progress 371.7 - 371.7 162.1

7,924.7 (5,313.1) 2,611.6 2,474.2

C) InforMaTIon on DIreCT sUBsIDIarIes

(i) The equity accounting result recognized by amBev during the quarter ended December 31, 2006, is affected by gains of tax incentives, at the total amount of r$160.0 (r$112.9 on

December 31, 2005).

The balance of investments on December 31, 2006 comprises the provision for unrealized profits in subsidiaries at the amount of r$43.9 (r$44.5 on December 31,

2005).

The equity accounting result recognized by amBev during the year ended on December 31, 2005, comprises the results of r$743.4 and r$56.1 of incorporated

subsidiaries CBB and IBa-sudeste, respectively.

D) MaJor reLeVanT InDIreCT HoLDInGs In sUBsIDIarIes:

7. PROPERTY, PLANT AND EQUIPMENTa) CoMPosITIon of ProPerTY, PLanT anD eQUIPMenT

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108 Financial Statements Annual Report 2006 109

Consolidated

2006 2005

Annual

Accumulated Carrying Carrying depreciation

Cost depreciation amount amount rates(i)-%

Land 324.8 - 324.8 309.9

Buildings and constructions 2,815.5 (1,391.1) 1,424.4 1,342.7 4.0

Machinery and equipment 9,081.5 (7,028.5) 2,053.0 1,909.2 10.0

external use movable assets 2,110.7 (1,097.9) 1,012.8 913.7 10.0

other assets and intangible 1,448.3 (1,018.1) 430.2 486.9 19.9 (ii)

Construction in progress 478.7 - 478.7 442.2

16,259.5 (10,535.6) 5,723.9 5,404.6

(i) The rates may increase from 50% to 100%, due to the number of production shifts in which the asset is used.

(ii) Weighted average depreciation rate on December 31, 2006 and 2005.

ParentCompany Consolidated

2006 2005 2006 2005

Cost

Pre-operating expenses 180.7 168.9 250.1 243.2

Implementation and expansion expenses 48.3 48.3 53.5 53.5

Goodwill - future profitability (i) 811.9 811.9 811.9 811.9

other 167.3 167.3 206.7 202.0

Totalcost 1,208.2 1,196.4 1,322.2 1,310.6

accumulated amortization (854.8) (733.0) (893.1) (761.9)

Netdeferredcharges 353.4 463.4 429.1 548.7

(i) The goodwill reclassified for deferred charges (resulting from merged subsidiaries) is based on the future profitability of operations sustaining its

generation.

ParentCompany

Current Long-term

Modalityandpurpose Final Weighted

maturity AverageRate Currency 2006 2005 2006 2005

Inreais

ICMs tax incentives aug/2016 4.55% r$ 102.5 86.2 160.5 228.0

Investments in permanent assets aug/2011 TJLP+3.86% r$ 167.1 104.2 331.7 362.3

Working capital 17.99% r$ - 1.4 - -

269.6 191.8 492.2 590.3

Inforeigncurrency

Working capital 2.90% up to

Jun/2006 4.90% UsD - 541.1 - -

Working capital Mar/2007 3.64% Yen 901.0 - - -

Bond 2011 Dec/2011 10.50% UsD 5.5 6.0 1,069.0 1,170.3

Bond 2013 sep/2013 8.75% UsD 32.4 35.1 1,069.0 1,170.3

Investments in permanent assets Jan/2011 8.75% UMBnDes 31.3 16.0 45.3 63.6

970.2 598.2 2,183.3 2,404.2

Totalloansandfinancings 1,239.8 790.0 2,675.5 2,994.5

Debentures 2009 Jul/2009 101.75% CDI r$ 26.0 - 817.1 -

Debentures 2012 Jul/2012 102.50% CDI r$ 39.9 - 1,248.0 -

Total Debentures 65.9 - 2,065.1 -

TotalIndebtedness 1,305.7 790.0 4,740.6 2,994.5

Consolidated

Current Long-term

Modalityandpurpose Final Weighted

maturity AverageRate Currency 2006 2005 2006 2005

Inreais

ICMs tax incentives aug/2016 4.55% r$ 103.6 89.5 161.9 237.3

Investments in permanent assets aug/2011 TJLP+3.86% r$ 167.1 104.2 331.7 362.3

Working capital / guaranteed account Jun/2011 15.88% r$ 63.8 1.4 619.5 -

334.5 195.1 1.113.1 599.6

Inforeigncurrency

Working capital oct/2011 5.46% UsD 118.2 673.7 94.1 103.0

Working capital Mar/2007 3.64% Yen 901.0 - - -

Working capital oct/2011 Ba+0.45% CaD 16.0 4.8 605.8 1.408.2

Working capital Jan/2007 7.50% ars 37.8 27.9 - -

Working capital May/2007 6.50% UYU 10.9 - - -

Working capital sep/2008 8.94% VeB 57.9 30.8 87.5 117.4

Working capital Jan/2008 10.62% DoP 80.6 51.0 10.0 32.4

Working capital aug/2011 7.40% GTQ 19.5 27.5 44.8 37.8

Working capital oct/2010 6.75% Pen 49.3 28.8 183.9 158.6

Working capital May/2007 7.50% BoB 22.7 - - -

Bond 2011 Dec/2011 10.50% UsD 5.5 6.0 1,069.0 1,170.3

Bond 2013 sep/2013 8.75% UsD 32.4 35.1 1,069.0 1,170.3

Import financing oct/2011 6.03% UsD 41.9 4.6 8.1 58.1

Investments in permanent assets Mar/2012 9.04% UsD 149.5 70.5 379.3 341.3

Investments in permanent assets Dec/2012 10.75% DoP - - 62.0 -

Investments in permanent assets aug/2008 10.64% ars 106.3 - 19.4 -

Investments in permanent assets Jan/2011 8.75% UMBnDes 31.3 16.0 45.4 63.5

notes – series a Jul/2008 6.56% UsD - - 345.1 379.2

notes – series B Jul/2008 6.07% CaD - - 91.8 100.6

senior notes – BrI Dec/2011 7.50% CaD - - 163.0 178.6

others Jun/2008 5.57% UsD 18.9 37.6 0.3 75.3

others aug/2008 9.48% ars 4.5 - 5.3 -

1,704.2 1,014.3 4,283.8 5,394.6

Totalloansandfinancings 2,038.7 1,209.4 5,396.9 5,994.2

Debentures 2009 Jul/2009 101.75% CDI r$ 25.9 - 817.1 -

Debentures 2012 Jul/2012 102.50% CDI r$ 40.0 - 1,248.0 -

65.9 - 2,065.1 -

TotalIndebtedness 2,104.6 1,209.4 7,462.0 5,994.2

abbreviations used:UsD - United states Dollar; CaD- Canadian Dollar; Yen - Japanese Yen; ars - argentine Peso; BoB - Bolivian Peso; VeB - Venezuelan Bolivar; DoP - Dominican Peso; GTQ - Guatemalan Quetzal; Pen - Peruvian novo sol; UYU – Uruguayan Peso; TJLP - Long-Term Interest rate - Corresponding to 7.50% p.a. on 09/30/2006; ICMs - Value-added Tax on sales and services; Ba – Bankers acceptance; CDI - Interbank Deposit Certificate - corresponding to 14.18% p.a. on 09/30/2006; UMBnDes - rate incurring on BnDes financing pegged to Currency Basket

as of December 31, 2006, the Company and its subsidiaries held properties for sale at the carrying amount of r$82.9 in the Parent Company and r$86.0 in the

Consolidated (r$101.3 and r$104.5, respectively, on December 31, 2005), which are classified under long-term assets, net of a provision for potential losses on

realization, at the amount of r$48.2 in the Parent Company and r$50.4 in the Consolidated (r$65.1 and r$66.3, respectively, on December 31, 2005).

B) asseTs WITH resTrICTIon GranTeD as CoLLaTeraL for Loans

Due to bank loans taken by the Company and its subsidiaries, on December 31, 2006 there are assets and property - accounting net balance at the amount of

r$454.3 (r$538.9 on December 31, 2005) - which were granted as guarantee of bank loans. such restriction has no impact on the use of such assets and on the

Company’s operations.

8. DEFERRED CHARGES

9. INDEBTEDNESS

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110 Financial Statements Annual Report 2006 111

2008 851.2

2009 992.3

2010 216.4

2011 2,564.0

2012 onwards 2,838.1

7,462.0

ParentCompany Consolidated

2006 2005 2006 2005

Currentliabilities

financings 102.5 86.2 103.6 89.5

sales tax deferrals 16.5 19.4 16.5 19.4

Long-termliabilities

financings 160.5 228.0 161.9 237.3

sales tax deferrals 405.7 352.6 405.7 352.6

ParentCompany Consolidated

2006 2005 2006 2005

Currentliabilities

Deposits for returnable package (i) - - 67.7 79.1

Provision for restructuring (ii) - - 41.0 106.5

Provision for commercial intangible 12.2 48.5 12.2 48.5

Provision for income tax contingency (note 10 (f)) - - 122.4 124.5

Marketing accounts payable 194.2 151.7 204.1 151.7

Deferred net income from commodities swap and forward 9.7 0.3 9.7 41.2

Provision for royalties payment - - 33.5 33.9

repurchase 3.3 74.2 3.3 74.4

other accounts payable 138.5 101.8 258.6 239.0

357.9 376.5 752.5 898.8

Long-termliabilities

Provision for medical assistance benefits and others (note 11(b)) 87.4 84.4 326.6 584.6

Deferred income and social contribution taxes ( note 15 (c)) 22.8 26.7 131.4 94.6

Deferred income of debt swap operations, net - - 88.4 95.9

Provision for restructuring (ii) - - 22.4 -

other accounts payable 0.4 0.5 60.2 50.7

110.6 111.6 629.0 825.8

(i) such deposits are made by points-of-sale in Canada at the time the beer is sold, as a guarantee for the bottles, and reimbursed when the bottles are returned.

(ii) Labatt Canada announced, in 2004 and in 2005, the shutting down of two plants as well as the restructuring of the work force with the purpose of reducing the personnel fixed cost by 20%. as a

consequence of this process, the Company still maintains in its consolidated balance sheet the amount of r$63.4 equivalent to CaD$34.6 (r$106.5 equivalent to CaD$52.9 in December 2005).

Exchange

Acquisition variation/

Balanceon ofinterest Monetary Balanceon

12.31.2006 Accruals Reversals Payments inQuinsa restatement 12.31.2005

PIs and CofIns 394.5 1.1 (316.0) (4.6) - 23.7 98.7

ICMs and IPI 221.4 62.2 (52.2) (54.5) - 11.2 188.1

IrPJ and CsLL 73.1 5.7 (6.6) (5.2) - 0.5 67.5

Labor claims 278.4 114.2 (76.5) (72.9) 4.7 (2.4) 245.5

Distributors and resellers 43.7 28.3 (16.2) (11.5) 3.4 (1.9) 45.8

other 117.1 178.4 (30.2) (119.5) 11.5 (6.3) 151.0

TotalContingencies 1,128.2 389.9 (497.7) (268.2) 19.6 24.8 796.6

Judicial deposits (91.1) (63.7) 32.6 2.1 - (13.2) (133.3)

1,037.1 326.2 (465.1) (266.1) 19.6 11.6 663.3

abbreviations used:

• IrPJ – Corporate Income Tax; • CsLL – social Contribution on net Income; • PIs – social Integration Program; • CofIns – Contribution for social security financing; • IPI – Tax on Processed Products; • ICMs

- Value-added Tax

a) GUaranTees

Loans and financings for expansion, construction of new plants and purchase of equipment are guaranteed by plants real estate mortgage and conditional sale on

equipment (note 6(b))

amBev’s subsidiaries, except for north america operations, hold debt and raw materials purchase agreements secured by amBev’s sureties and guarantees.

B) MaTUrITIes

as of December 31, 2006, long-term financings fall due as follows:

C) ICMs saLes Tax InCenTIVes

financings refer to programs offered by certain Brazilian states, through which a percentage of the ICMs sales tax due, it is financed by the financial agent

associated to the Government, on average for a six-year period as from the original ICMs maturity date.

The amounts related to “sales tax deferrals” result from deferral of ICMs payment due for terms of up to twelve years, as part of incentive programs to the

industry. The deferred percentages may be stated during the program or vary regressively, from 75% in the first year to 40% in the final year. The deferred amounts

are partially indexed by 60% to 80% of a general price index. The sales tax deferral is recorded as current liabilities under the item “other taxes, charges and

contributions payable”.

D) noTes IssUeD on THe InTernaTIonaL MarkeT

The Company issued in september 2003 Us$500 million in foreign securities (Bond 2013). These notes incur 8.75% interest p.a., and will be amortized

semiannually from March 2004, with final maturity in september 2013. on august 10, 2004, the Company filed Bond 2013 with the seC (securities and exchange

Commission) under the U.s. securities act of 1933 and its subsequent amendments. In addition, Bond 2013 was filed at the Luxembourg stock exchange for

settlement through the Depository Trust Company (“DTC”), euroclear and Clearstream.

In December 2001, the Company issued Us$500 million in foreign securities (Bond 2011), incurring 10.5% interest p.a., amortized semiannually from June 2002,

and final maturity in December 2011. The Company filed with the seC the Bond 2011 on october 4, 2002.

e) LaBaTT CanaDa

(i) Working capital

on october 12, 2005 a syndicated loan of CaD1.2 billion was made, of which forward CaD700 million and CaD500 million revolving credit with maturity date

on october 12, 2010, and interest at the bankers acceptance rate, plus applicable margin, the ceiling of which is 0.75% per annum. on December 31, 2006,

the bankers’ acceptance average rate on the debt stood at 4.346% per annum and the applicable margin was 0.45% p.a. (3.106% and 0.35% respectively on

December 31, 2005). on october 5, 2006, the date of the transaction was extended to october 13, 2011.

(ii) senior notes

on July 23, 1998, Labatt Canada entered into a loan agreement at the amount of Us$162 million in series a Bank notes (“notes – series a”) and CaD50 million in

series B Bank notes (“notes – series B”), contracted from a group of institutional investors. The notes are subject to the fixed interest rates at (a) 6.56% p.a., over

the portion in Us dollars and at (b) 6.07% p.a. over the Canadian dollars. The notes mature on July 23, 2008.

on June 15, 2001, Brewers retail Inc (“BrI”), company proportionally consolidated by Labatt Canada, entered into a loan agreement for CaD200 million,

by means of senior notes (“senior notes – BrI”), with a group of institutional investors. The notes are subject to fixed interest rates of 7.5% p.a. and are

due on June 15, 2011.

f) ConTraCTUaL CLaUses

as of December 31, 2006, the Company and its subsidiaries are in compliance with debt and liquidity ratio covenants in connection with obtaining the loans.

G) DeBenTUres

on July 1, 2006, the Company issued two series of simple debentures, non-convertible into shares: the first series (“Debenture 2009) at the equivalent amount

of r$817,050, incurring 101.75% interest of CDI p.a., amortized quarterly as from october 1, 2006, and with final maturity in July 2009 and the second series

(“Debenture 2012”) at the equivalent amount of r$1,248.0, incurring 102.50% interest of CDI p.a., amortized quarterly as from october 1, 2006, and with final

maturity in July 2012.

The funds raised with the issuance of debentures were used to pay the acquisition of BaC’s shares issued by Quinsa, according to note 1 (b)(i).

10. OTHER LIABILITIES

11. CONTINGENCIES - CONSOLIDATED

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112 Financial Statements Annual Report 2006 113

2006 2005

assets fair value 857.7 725.5

Present value of the actuarial liability (555.3) (485.2)

Assetsurplus-IAPP 302.4 240.3

Pension Post-retirement

Plan Benefits

Labatt Labatt AmBev Total

Present value of the actuarial liability 2,040.5 248.4 146.1 2.435.0

assets fair value (1,641.5) - - (1,641.5)

Plan’sDeficit 399.0 248.4 146.1 793.5

non-amortized actuarial adjustments (365.1) (89.4) (58.7) (513.2)

Subtotal 33.9 159.0 87.4 280.3

Distributors plan (i) - - - 46.3

Total 33.9 159.0 87.4 326.6

(i) The liability regarding the distributors plan represents the pro rata interest of Labatt Canada on the liabilities of these plans that shall be financed by

Labatt Canada through the allocation of service costs from these associated companies.

AmBev Labatt Total

BalanceonDecember31,2005 84.4 500.2 584.6

financial charges/incurred expenses 13.7 67.4 81.1

exchange rate variation - (43.7) (43.7)

actuarial adjustment - (12.5) (12.5)

Payment of benefits (10.7) (272.2) (282.9)

BalanceonDecember31,2006 87.4 239.2 326.6

BalanceonDecember31,2005 193.6

Incurred financial charges 44.0

Payment of benefits (21.8)

BalanceonDecember31,2006 215.8

as of December 31, 2006, the Company and its subsidiaries had other ongoing lawsuits for which, in the opinion of legal counsel, the risk of loss is possible but

not probable, totaling approximately r$5,877.00 (r$4,557.00 on December 31, 2006), for which the Company’s management, supported by the opinion of its

legal counsel, understands there is no need for accrual.

Throughout 2004 and 2005, the Company and its subsidiaries received tax deficiency notices, related to tax authorities’ understanding about the Brazilian laws

dealing with taxation in Brazil of profits obtained by subsidiaries or affiliated companies organized out of the country.

Based on the opinion of its external consultants, the Company’s management understands that these tax deficiency notices were made based on incorrect analysis

of the laws mentioned above, because among other factors: (i) it considers the assumption of availability, which did not exist in prevailing laws in the period

referring to the tax deficiency notice; (ii) it disregards the existence of a treaty entered into between Brazil and spain to avoid double taxation; and (iii) by mistake in

the ascertainment of amounts supposedly due.

The Company, based on the opinion of its external consultants did not make provisions in relation to these tax deficiency notices, which totaled r$4,131.6.

Considering these factors, as well as the fact that the issue has not been subject-matter of examination yet on highest stage by the Judiciary Branch, the Company,

based on the opinion of its legal consultants, considered that the amount of r$2,804.4 involves a probability of possible loss, while the amount of r$1,327.2

represents a remote loss probability.

on December 31, 2006, the Company and its subsidiaries do not have active nature contingencies whose probability of success is probable to be disclosed.

Main liabilities related to fiscal claims and provisions for contingencies:

a) PIs anD CofIns

The Company and its subsidiaries proposed specific lawsuits with the purpose of ensuring the right to pay PIs and CofIns on billings, exonerating it from the

payment of this contribution on other revenues under the terms provided for by Law 9718/98. some lawsuits were judged definitively by the federal supreme

Court and provisions related to these lawsuits already solved, at the amount of r$316.0 were reverted in 2006.

following the enactment of Law no. 10,637 as of December 31, 2002, which established new rules for calculating PIs, with effects as from December 1, 2002, the

Company and its subsidiaries began to pay such contribution on other revenues, as prescribed by prevailing laws.

following the enactment of Law no. 10,833, as of December 29, 2003, which established the new rules to calculate CofIns, effectively as from february 1, 2004

the Company and its subsidiaries began to pay these taxes, as established by prevailing laws.

B) InCoMe Tax anD soCIaL ConTrIBUTIon on neT InCoMe

These provisions relate substantially to the recognition of the deductibility of interest attributed to shareholders’ equity in the calculation of social contribution tax

on the income of 1996.

C) LaBor CLaIMs

This provision relates to claims from former employees pleading compensation complement. on December 31, 2006, judicial deposits for labor claims (classified

as possible, probable and remote loss) made by the Company and its subsidiaries, monetarily restated according to official indexes, amounted to r$195.9, out of

which r$113.8 refer to claims whose risk of loss is probable (Total debts of r$151.2 on December 31, 2005).

D) DIsTrIBUTors anD reseLLers CLaIMs

This provision relates mainly to contractual terminations with certain distributors.

e) oTHer ProVIsIons

These provisions substantially relate to issues involving the national social security Institute (Inss), products and suppliers.

f) LaBaTT CanaDa

Certain beer and alcoholic beverage producers of the United states, Canada and europe were involved in collective suits for seeking damages over the alleged

marketing of alcoholic beverages to underage consumers. Labatt Canada was involved in three of these lawsuits, and for two of them it was excluded as the

defendant. Labatt will strongly continue to defend these lawsuits and, at this time, it is not possible to estimate the loss probability or estimate its amount.

Labatt was sued by the Canadian Government disputing the interest rate used in certain contracts with related parties existing in the past. The total amount of the

sue may reach CaD200,000, equivalent to r$367.2 on December 31, 2006 (r$402.4 on December 31, 2005).

In the event Labatt is required to pay these amounts, amBev will be fully reimbursed by Labatt’s former parent company, InBev. The balance of the provision

recorded in Labatt is CaD$66.7 equivalent to r$122.4 on December 31, 2006 (CaD$61.9, equivalent to r$124.6 on December 31, 2005), classified as

“contingency provision for income tax”, in other Liabilities. amBev has recorded accounts receivable from InBev at the amount of r$183.2, equivalent to

CaD$88.8 on December 31, 2006 (r$173.0 equivalent to CaD$ 86.00 on December 31, 2005) recorded in the item “other accounts receivable”.

12. SOCIAL PROGRAMSa) IaPP - InsTITUTo aMBeV De PreVIDênCIa PrIVaDa (aMBeV PrIVaTe PensIon PLan InsTITUTe)

amBev and its subsidiaries in Brazil sponsor two types of pension plans: a defined contribution plan (open to new participants) and a defined benefit plan

(closed to new participants since May 1998), with the possibility of migrating from the defined benefit plan to the defined contribution plan. These plans

are funded by the participants and by the sponsor, and managed by the IaPP. The main purpose of these plans is to supplement the retirement benefits of

employees and management. In the fiscal year ended on December 31, 2006, the Company and its subsidiaries made contributions of r$5.7 (r$4,800 on

December 31, 2005) to IaPP.

Based on the independent actuary report, IaPP’s plans position on December 31 is the following:

The surplus of assets of IaPP is recorded by the Company in its consolidated financial statements under “other assets”, at the amount of r$17.0 (r$20.0 on

December 31, 2005), amount estimated as maximum limit of its future utilization, and also considering the legal restrictions that prevent the return of a possible

outstanding asset surplus, in the event of a winding up of the IaPP and for which there was no use by means of payment of pension plan benefits.

B) MeDICaL assIsTanCe BenefITs anD oTHers ProVIDeD DIreCTLY BY THe CoMPanY

The Company and its subsidiaries directly provide medical assistance, reimbursement of medicine expenses and other benefits to retired employees, and such

benefits not being granted to new retirements. on December 31, 2006, the balances of r$87.4 and r$326.6 of the Parent Company and the Consolidated

(r$84.4 and r$584.6, respectively, on December 31, 2005) are recognized in the Company’s financial statements as “other liabilities”, in long-term liabilities in the

following amounts:

Changes in the provision for medical assistance benefits and others, as per the independent actuary report:

C) fUnDação anTônIo e HeLena Zerrenner InsTITUIção naCIonaL De BenefICênCIa (THe Zerrenner foUnDaTIon)

The Zerrenner foundation’s primary objectives are to provide the sponsor’s employees and managers with medical/hospital and dental assistance, to aid in

professional specialization and graduation courses, and to maintain facilities that provide aid and assistance to the elderly, through direct actions or financial aid

agreements with other entities.

Changes in the Zerrenner foundation’s actuarial liabilities, as per the independent actuary report, were as follows:

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114 Financial Statements Annual Report 2006 115

Percentageperyear(innominalterms)

AmBev Labatt

2006 2005 2006 2005

Discount rate 10.8 10.8 5.0 5.0

rate of return expected from assets 13.9 14.9 7.4 8.0

Increase of the compensation components 7.1 7.2 3.0 3.0

Increase of medical services costs 6.5 7.2 2.5 -

2006 2005

net income for the period 2,806.256 1,545.728

Legal reserve (5%) (i) - -

Dividendscalculationbasis 2,806.256 1,545.728

Interim dividends - 480.861

Interim dividends as interest attributed to shareholders’ equity 1,473.135 219.821

supplementary dividends 75.379

supplementary dividends as interest attributed to shareholders’ equity - 524.226

subtotal 1,473.135 1,300.287

Withholding income tax on interest attributed to shareholders’ equity (220.970) (111.607)

Totalofproposeddividends–currentyear 1,252.165 1,188.680

supplementary dividends 2006 – 2005 Basis - 390.876

Totalproposeddividends 1,252.165 1,579.554

Percentage of dividends on the calculation basis - % 44.62 102.18

Dividends net of income tax per thousand outstanding shares (excluding treasury shares) at the end of the period – r$

Common (ii) 17.77 23.07

Preferred (ii) 19.54 25.38

(i) The legal reserve was no longer set up, pursuant to the corporate legislation, which establishes that such reserve may stop being constituted when, added to the capital reserves, exceed thirty

per cent (30%) of the Company’s capital stock.

(ii) Dividends per thousand outstanding shares (excluding treasury shares) at the end of the period, before the withholding income tax (Irrf) levy: common – r$20.90 and preferred – r$22.99

(common – r$24.70 and preferred – r$27.17 on December 31, 2005).

Numberofshares–lotsofthousand

Description Preferred Common Total R$

OnDecember31,2005 519.380 10.480 529.860 393.4

share purchase 1,791.076 68.878 1,859.954 1,762.3

annulments (1,425.471) (13.554) (1,439.025) (1,046.2)

Transfers of the plan (180.860) (31.110) (211.970) (168.8)

OnDecember31,2006 704.125 34.694 738.819 940.7

The actuarial liabilities related to the benefits provided by the Zerrenner foundation on December 31, 2006 were fully offset by its assets at the on the same date,

and the excess of balance of assets was not recorded by the Company in its financial statements, due to the possibility of destination of its use for purposes other

than exclusively related to the payment of benefits.

D) aCTUarIaL PreMIses

The medium and long-term premises, adopted by the independent actuary when calculating the actuary liabilities were as follows:

13. SHAREHOLDERS’ EQUITYa) sUBsCrIBeD anD PaID-In CaPITaL sToCk

on December 31, 2006, the Company’s capital stock, at the amount of r$5,716.1 (r$5,691.4 on December 31, 2005), was represented by 64,458,212 thousand

shares (65,876,074 thousand shares on December 31, 2005), 34,501,039 thousand of which are common shares and 29,957,173 thousand are preferred shares

(34,499,423 thousand and 31,376,651 thousand, respectively, on December 31, 2005), all of them non-par registered shares.

on october 11, 2006, the Company increased its capital at the amount of r$1,909, upon the capitalization of the fiscal incentive reserve – reinvestment of Income

Tax, related to calendar-years 1991 and 1992, pursuant to article 19 of Law no. 8167/91, thus increasing the Company’s capital from r$5,714.2 to r$5,716.1.

on august 8, 2006, the Company increased its capital at the amount of r$3.4, upon the issue of 3,655 thousand common shares and 717 thousand preferred

shares, subscribed in cash by minority shareholders.

on June 27, 2006, the Company increased its capital at the amount of 11,515 thousand common shares and 5,275 thousand preferred shares, at the amount

of r$13.5, paid-up upon the partial capitalization of the fiscal benefit earned by the Company through the partial amortization of the special goodwill reserve in

2005.

on april 20, 2006, the Company increased its capital at the amount of r$5.9, corresponding to the capitalization of 30% of the fiscal benefit earned by the

Company, with the partial amortization of the special goodwill reserve in 2005, without the issue of new shares.

B) aPProPrIaTIon of THe InCoMe of THe PerIoD ProfITs for THe Year anD seT UP of sTaTUTorY reserVes

The Company’s Bylaws determines the following appropriation of the net income of the period, after the deductions set forth by law:

i. 35% percentage for the payment of mandatory dividends to all its shareholders. Pursuant to Law, preferred shares shall receive a dividend 10% higher compared

to common shares.

ii. an amount not higher than 68.875% of the net income, to set up the investments reserve, for the purpose of financing the expansion of the activities of the

Company and its controlled companies, even for the subscription of capital increases or creation of new projects. This reserve shall not excel 80% of the capital

stock. should it reach this limit, it shall be incumbent upon the General Meeting to resolve on the balance, thus distributing it to shareholders or increasing the

Company’s capital.

iii. Distribution to the employees of up to 10% of the net income of the period, based on predetermined criteria. To the officers it shall be attributed an amount

equal to the maximum legal limit. The profit sharing is conditioned to reaching group and individual goals previously established by the Board of Directors at the

beginning of the year.

C) ProPoseD DIVIDenDs

Calculation of the percentage of dividends approved by the Board of Directors on net income for the periods ended on December 31:

D) InTeresT aTTrIBUTeD To sHareHoLDers’ eQUITY

Companies legally have the option to distribute to shareholders interest calculated based on TJLP on shareholders’ equity, and such interest, which is tax deductible,

can be considered as part of the mandatory dividends when distributed. although such interest is recorded in the results for tax purposes, it is reclassified to

shareholders’ equity and presented as dividends, to reflect the essence of the transaction.

The interest attributed to shareholders’ equity and dividends not required in 3 years, counted from the payment beginning date, prescribe and are reverted in favor

of the Company (Law 6,404/76, article 287, item II a).

e) sPeCIaL GooDWILL reserVe

as mentioned in note 1 b (iii), due to the merger of the parent company InBev Brasil on July 28, 2005, the Company has set up a special goodwill reserve, in the

amount of r$2,883,273, corresponding to the future benefit of amortization of the merged goodwill. The realization of this reserve will occur as described in note

1 (b)(iii)(b).

f) TreasUrY sHares

Changes in the Company’s treasury shares during the year were as follows:

During the year ended on December 31, 2006, the Company acquired in the market 1,611,089 lots of one thousand shares, at the weighted average price of

r$925.76, with a minimum price of r$805.61 and a maximum price of r$997.75.

additionally, the Company transferred 211,970 lots of thousand treasury shares to employees who exercised their rights to acquire shares under the stock

ownership Plan for an amount of r$101.6. The cost of acquisition for these shares totaled r$168.8, resulting in a loss of r$67.2, which was recorded against the

capital reserve.

In august 2006, the Company launched a new program to acquire common and preferred shares issued by it, up to the amount of r$1,000.0, in conformity with

CVM Instruction no. 10/80 and its subsequent amendments. During the next 360 days the Company may repurchase up to 9.74% of the common shares and

3.79% of the preferred shares outstanding in each class. This program was terminated in november 14, 2006.

In february 2006, the Company launched a new program for the acquisition of common and preferred shares issued by it, at the amount of r$500.0, pursuant

to CVM Instruction no. 10/80 and its subsequent amendments. During the period of 180 days after the data of launching, the Company might repurchase up to

5.47% of the outstanding preferred shares in each class. This program was terminated in august 08, 2006.

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116 Financial Statements Annual Report 2006 117

Sharepurchaseoption–lotofonethousandshares

Preferred Common Preferred Common

2006 2005

Balanceofstockownershipoptionsexercisableatthebeginningoftheperiod 365,101 73,020 651,036 -

Movement occurred during the period

exercised (155,553) (31,110) (257,993) (6,389)

Cancelled (41,576) (8,085) (27,942) (1,227)

Granted 69,506 - - -

Bonus shares - - - 80,636

Balanceofstockownershipoptionsexercisableattheendinningoftheperiod 237,478 33,825 365,101 73,020

Asset(Liability)

Description 2006 2005

Currencyhedge

reais/Us$ 3,086.5 3,610.5

argentine Peso/Us$ - 206.0

reais/Yen 622.0 -

Peruvian sol/Us$ 78.3 210.7

CaD/Us$ 249.1 240.5

CaD/r$ 825.4 -

Interestratehedge

CDI x fixed rate (137.5) (186.3)

fixed rate / Canadian Ba 508.4 367.2

Commoditieshedge

aluminum 314.2 119.6

sugar 126.6 31.4

Wheat (76.8) 16.1

Corn 2.2 -

5,598.4 4,615.7

Unrealized

variable

Financialinstruments Bookvalue Market gains

Public bonds 241.6 261.6 20.0

swaps/forwards (218.4) (213.0) 5.4

forward r$ x CaD Labatt Canada 48.7 160.2 111.5

Cross Currency swap Labatt Canada (*) (88.4) (83.5) 4.9

(16.5) 125.3 141.8

(*) swaps for the conversion of the notes issued at fixed interest in Us dollars to fluctuating interest in Canadian dollars.

Description Decrease/(Increase)inthecostofgoodssold

Currency hedge (84.6)

Hedge of aluminum (4.6)

Hedge of sugar (16.4)

Hedge of wheat and corn 0.8

(104.8)

(Loss)

Financialliabilities Bookvalue Marketvalue Difference

series a notes (i) 345.1 350.4 (5.3)

series B notes (ii) 91.8 93.8 (2.0)

senior notes – BrI (iii) 163.0 183.7 (20.7)

International financings (other currencies) (iv) 2,311.1 2,311.1 -

financings in reais 948.8 1,147.3 (198.5)

BnDes/fIneP/eGf (iv) 498.8 498.8 -

resolution 63 / Compror 63 901.0 855.9 45.1

Bond 2011 and Bond 2013 2,175.9 2,575.4 (399.5)

Debentures – 2009 and 2011 2,131.1 2,131.1 -

9,566.6 10,147.5 (580.9)

(i) series a Bank notes entered into by Labatt Canada in Us dollars.

(ii) series B Bank notes entered into by Labatt Canada in Canadian dollars.

(iii) Private Bonds entered into by Brewers retail Inc. (BrI) and proportionally consolidated by Labatt Canada in Canadian dollars.

(iv) Loans for which book value and market value are similar.

14. STOCK OWNERSHIP OPTION PLANamBev maintains a plan of purchase of shares by pre-selected employees, which is aimed at aligning the interests of shareholders and employees. The Plan was

revised at the extraordinary shareholders’ Meeting as of april 20, 2006. The Plan is managed by the Board of Directors. The Board of Directors periodically creates

stock ownership programs, defining the terms and categories of employees to be benefited, and determines the price for which the shares will be purchased.

The options have a vesting period of 5 years and expire 10 years after the grant date. should the existing labor agreement come to and end, the rights to the

stock options expire under certain conditions. regarding the shares purchased by the employees, the Company has the right to buy them back based on the Plan’s

provisions.

The beneficiaries of share purchase rights granted as from 2003 are no longer entitled to advances for the purchase of shares. on December 31, 2006, the

outstanding balance of advances to employees for the purchase of shares referring to the plans granted prior to such date, in the consolidated, amounts to r$72.8.

The loans are guaranteed by the shares purchased.

summary of movements in outstanding share options for the periods ended on December 31, 2006 is as follows:

15. TREASURYa) oVerVIeW

The Company and its subsidiaries hold certain amounts of cash and cash equivalents in foreign currency, and enter into currency, interest rate and commodities

swaps and currency forward contracts to hedge against the effects of exchange rate variations on the consolidated exposure to foreign currency, interest rate

fluctuations, and changes in raw materials prices, particularly aluminum, sugar and wheat.

The instruments mentioned above are contracted for hedge purpose, which does not prevent redemptions may occur at any time, although the Company really

intents to bring them until the end of operation to be protected.

B) DerIVaTIVe InsTrUMenTs

The Company, with the purpose of mitigating the risks of exposure to certain market fluctuation in exchange rates, interest and commodities, contracts derivative

operations. on December 31, 2006, the amounts contracted of derivative financial instruments are as follows:

i. Market value of financial instruments currency and interest rate hedge

as of December 31, 2006, unrealized gains on variable income on derivative operations were limited to the lower value between the “curve” of instruments or

respective market value, in accordance with the Brazilian Corporation Law.

Had the Company recorded its derivative instruments at market value, it would have recorded, for the period ended on December 31, 2006, an additional gain of

r$141.7 (r$44.4 on December 31, 2005), presented as follows:

ii. Commodities and currency hedge

net results of such operations determined at cost value (corresponding to its market value), with a specific purpose of minimizing the Company’s exposure to the

fluctuation of raw material prices denominated in foreign currency to be acquired are deferred and recognized in results, when sale of corresponding product

occurs.

During the period ended on December 31, 2006, the effect relating to the commodities and currency hedge operations recorded in earnings as “Cost of goods

sold” were:

on December 31, 2006 unrealized losses at the amount of r$57.2 were deferred: r$66.9 in other assets and r$9.7 in other liabilities. such loss shall be recognized

at debit of the Company’s result: the amount of r$57.2 in cost of goods sold, when corresponding finished product is sold and the remaining balance at operating

expense, as this is an expenses hedge.

C) fInanCIaL LIaBILITIes

The Company’s financial liabilities, mainly represented by the bond and import financing operations, are recorded at cost value, monetarily restated at initial interest

rates contracted, accrued of monetary and exchange variations, according to closing indexes for each period.

Had the Company been able to use a method where its financial liabilities could be recognized at market value, it would have recognized an additional loss, before

income and social contribution taxes, of r$580.9 on December 31, 2006 (r$523.4 on December 31, 2005), as presented in the chart below:

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118 Financial Statements Annual Report 2006 119

PeriodendedonDecember31

ParentCompany Consolidated

2006 2005 2006 2005

Financialincome

exchange variation on financial investments - - (15.5) (36.7)

Interest on cash and cash equivalents 56.1 33.8 111.1 91.5

financial charges on taxes, contributions and judicial deposits 24.9 3.5 29.9 6.6

Interest on advances to employees for purchase of shares 9.8 12.8 10.0 13.3

Interest and exchange variation on loans 76.6 32.2 - 0.1

other 22.1 16.5 32.9 20.5

189.5 98.8 168.4 95.3

Financialexpenses

exchange variation on financings 263.9 16.5 254.7 308.5

net losses on derivative instruments (585.8) (231.4) (585.1) (625.8)

Interest on debts in foreign currency (267.8) (119.9) (485.1) (456.0)

Interest on debts in reais (190.5) (56.7) (191.5) (122.4)

Interest and exchange variation on loans - (464.9) (1.8) (5.7)

Taxes on financial transactions (99.2) (81.3) (131.8) (141.9)

financial charges on contingencies and other (50.2) (37.3) (59.8) (77.6)

other (23.9) (17.7) (46.3) (61.1)

(953.5) (992.7) (1,246.7) (1,182.0)

Financialincome,net (764,0) (893,9) (1.078,3) (1.086,7)

PeriodendedonDecember31,

2006 2005

Consolidated net income before income and social contribution taxes 4,307.3 2,751.9

statutory profit sharing and contributions (194.4) (202.8)

Consolidatednetincomebeforeincomeandsocialcontributiontaxesandminorityinterest 4,112.9 2,549.1

expense with income and social contribution taxes at nominal rates (34%) (1,398.4) (866.7)

adjustments to obtain the effective rate, resulting from permanent differences:

Interest attributed to shareholders’ equity 500.9 253.0

foreign subsidiaries’ income not subject to taxation (iii) 4.2 (174.1)

equity gains in subsidiaries 62.1 51.6

Goodwill amortization, non-deductible portion (i) (355.0) (327.0)

future profitability goodwill – CBB merger (ii) - 103.4

Withholding taxes (iv) (68.3) -

exchange variation on investments (43.7) (44.3)

other permanent additions and exclusions (17.1) (16.1)

Incomeandsocialcontributiontaxesexpensesonincome (1,315.3) (1,020.2)

(i) The non-deductible goodwill amortization includes the goodwill amortization effects of Labatt aps in Labatt Canada, totaling r$969.8 in the period ended on December 31, 2006 (r$923.5 on

December 31, 2005), generating a tax effect as it is not deductible, totaling r$329,748 (r$314.0 on December 31, 2005).

(ii) This amount refers to tax credit resulting from amBev’s future goodwill deductibility in CBB as a result of CBB’s merger by amBev (note 1(b) (iv)).

(iii) Included the tax effect protection on the exchange variation of loans and fixed rate notes contracted abroad. The amount protected is Us$496.6 on December 31, 2006 and the tax gain of

this protection in the period is r$123.9.

(iv) on dividends received by Labatt aps.

(v) Interest attributed to shareholders’ equity is originally recorded in the tax and accounting books as financial revenue, when declared by subsidiaries and associated companies, and as financial

expense, in the occasion of the allocation of the amounts to be paid to shareholders. However, for the purposes of elaboration of these financial statements, the essence of the transaction is

considered and therefore, the interest attributed to shareholders’ equity is considered as dividends received and paid and do not transit in result. as a consequence, in these financial statements,

the previously mentioned entries are reclassified, i.e., the interest attributed to equity received or receivable is credited to the investments account and the interest attributed to equity paid or

payable is registered as debt from accumulated profits (losses).

ParentCompany Consolidated

2006 2005 2006 2005

Curren Current 63.6 - (688.8) (757.1)

Deferred (460.4) (6.5) (626.5) (263.1)

Total (396.8) (6.5) (1.315.3) (1.020.2)

ParentCompany Consolidated

2006 2005 2006 2005

Currentassets

Tax losses carryforwards 69.1 56.4 98.3 46.8

Temporary differences:

Goodwill future profitability – Mergers 350.8 350.8 350.8 350.8

Provision for interests attributed to shareholders’ equity 22.1 - 22.1 -

Provision for restructuring - - 26.8 46.4

Provision for employees profit sharing 54.0 43.5 57.4 47.8

Provision for marketing and sales expenses 54.5 51.6 54.6 51.6

550.5 502.3 610.0 543.4

Long-termassets

Tax losses carryforwards 232.0 301.1 771.0 850.1

Temporary differences:

non-deductible provisions 248.9 342.4 307.0 422.7

Provision for losses on tax incentives (CssL) 3.1 3.1 7.6 7.5

Goodwill future profitability – Mergers 2,115.7 2,466.5 2,115.7 2,466.5

Provision for health care benefits 29.7 28.7 82.2 165.9

Provision for losses on assets held for sale 16.5 22.1 17.2 22.7

Provision for losses on hedge 130.9 116.9 130.9 116.9

allowance for doubtful accounts 10.3 9.8 11.2 10.4

others 63.9 73.3 123.9 120.8

2,851.0 3,363.9 3,566.7 4,183.5

Long-termliabilities

Temporary differences

accelerated depreciation - - 47.8 59.9

others 22.8 26.7 83.6 34.7

22.8 26.7 131.4 94.6

The criterion used to determine the market value of the bonds was based on quotations of investment brokers, on quotations of banks which provide services to

amBev and Labatt Canada and on the secondary market value of bonds on the reference date as of December 31, 2006, approximately 120.75% of face value

for Bond 2011 and 117.13% for Bond 2013 (124.50% and 117.50%, respectively on December 31, 2005) and the series a notes and series B notes of Labatt

Canada, the prices were determined based on the discounted cash flow at present value, by using market rates available for Labatt Canada for similar instruments.

D) fInanCIaL InCoMe anD exPenses

(e) ConCenTraTIon of CreDIT rIsk

a substantial part of the Company’s sales is to distributors, supermarkets and retailers, within a broad distribution network. Credit risk is reduced because of the

large number of customers and control procedures to monitor this risk. Historically, the Company does not record significant losses on receivables from customers.

In order to minimize the credit risk of its investments, the Company has adopted procedures for the allocation of cash and investments, taking into consideration

loan limits and appraisals of financial institutions, not allowing credit concentration, i.e., the credit risk is monitored and minimized for the negotiations are carried

out only with a select group of counterparties highly qualified. at Labatt Canada, compensation agreements are entered into with its counterparties, allowing them

to realize derivative financial assets and liabilities in the event of default.

16. INCOME AND SOCIAL CONTRIBUTION TAXESa) reConCILIaTIon of ConsoLIDaTeD InCoMe anD soCIaL ConTrIBUTIon Taxes exPenses WITH noMInaL raTes

B) BreakDoWn of BenefIT (exPenses) of InCoMe anD soCIaL ConTrIBUTIon Taxes on neT InCoMe.

C) BreakDoWn of DeferreD Taxes

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120 Financial Statements Annual Report 2006 121

Innominalamounts

(millionsofreais)

2008 183

2009 291

2010 297

711

ParentCompany Consolidated

2006 2005 2006 2005

Operatingincome

subsidy for subsidiary investments - - 165.3 151.8

exchange variation of subsidiary abroad - - 79.4 74.1

Gain on tax incentive settlement (ICMs) 39.9 28.3 39.9 28.3

reversal of provision for investment loss - - 21.9 -

Tax recovery 24.0 52.2 24.0 52.6

other operating income 10.5 4.7 12.7 3.6

74.4 85.2 343.2 310.4

Operatingexpenses

exchange variation of subsidiary abroad (17.9) (2.9) - -

Goodwill amortization (107.5) (52.7) (1,283.0) (1,343.0)

Taxes on other income (4.4) (3.1) (4.4) (3.5)

other operating expenses (6.5) (10.4) (10.9) (39.3)

(136.3) (69.1) (1,298.3) (1,385.8)

Operatingincome(expenses),net (61.9) 16.1 (955.1) (1,075.4)

ParentCompany Consolidated

2006 2005 2006 2005

Non-operatingincome

Gain from the disposal of investments - - 10.2 -

Gain from interest ownership in investees - - 6.1 -

Gain from the disposal of property, plant and equipment - - 4.8 6.0

other non-operating income 12.8 4.1 5.6 15.5

12.8 4.1 26.7 21.5

Non-operatingexpenses

Provision for losses on permanent assets - (19.0) (17.9) (58.7)

Loss from interest ownership in investees (0.7) (3.3) - (64.8)

Loss in the disposal of property, plant and equipment (4.6) (6.6) - -

Loss in the disposal of real estates for sale (0.3) - (0.3) -

Provision for restructuring (i) - - (18.9) (114.9)

other non-operating expenses (0.4) (1.2) (18.4) (17.4)

(6.0) (30.1) (55.5) (255.8)

Totalnon-operatingincome(expenses),net 6.8 (26.0) (28.8) (234.3)

(i) Provisions arising from the restructuring process described in note 9 (ii).

Based on projections of generation of future taxable income of the parent company and subsidiaries located in Brazil and abroad, the estimate of recovery of

consolidated effective balance of deferred income and social contribution taxes over tax losses is shown as follows:

The asset recorded is limited to the amounts for which offset is supported by taxable income projections, discounted to present value, realized by the Company

until the next 10 years, also considering that tax loss carryforward is limited to 30% of annual taxable income, determined according to Brazilian tax laws.

The balance of deferred income tax assets as of December 31, 2006 includes the total effect of tax losses of Brazilian subsidiaries, which have no expiration dates

and are available for offset against future taxable income. Part of tax benefit corresponding to the tax losses of foreign subsidiaries was not recorded as an asset, as

management cannot determine whether its realization is probable.

It is estimated that the balance of deferred taxes on temporary differences as of December 31, 2006 will be realized until the fiscal year of 2011, however, it is

not possible to accurately estimate when such temporary differences will be realized, because the major part of them depends on legal decisions, over which the

Company has no control nor any means of anticipating exactly when a final decision will be reached.

The projections of future taxable income include various estimates on the performance of the Brazilian and the global economy, the determination of foreign

exchange rates, sales volume, sales prices, tax rates, and other factors that may differ from the data and amounts.

since the income and social contribution taxes derive not only from taxable income, but also depend on the Company’s tax and corporate structure, the existence

of non-taxable income, non-deductible expenses, tax exemptions and incentives, and other variables, there is no relevant correlation between Company’s net

income and the determination of income and social contribution taxes. Therefore, we recommend that the tax loss carryforward should not be taken as an

indicator of the Company’s future profits.

17. COMMITMENTS WITH SUPPLIERSThe Company holds agreements with certain suppliers to acquire certain quantities of materials that are important for the production and packaging processes,

such as plastics for PeT bottles, aluminum, natural gas and property, plant and equipment.

The Company has commitments assumed with suppliers for 2007, 2008 e 2009, already contracted on December 31, 2006, at the approximate amounts of

r$1,051.8, r$458.0 and r$229.0, respectively (r$533.4 for 2007 and r$3.3 for 2008 on December 31, 2005).

18. OPERATING INCOME (EXPENSES), NET

19. NON-OPERATING INCOME (EXPENSES), NET

20. INSURANCEThe Management of the Company believes that on December 31, 2006, the main assets of the Company and its subsidiaries, such as property, plant and

equipment and inventories are insured against fire and other risks, based on their replacement values. Insurance coverage is higher than the book values.

21. SUBSEQUENT EVENTS(a) aGreeMenT for aCQUIsITIon of LakePorT BreWInG InCoMe fUnD

on february 1, 2007, the Company announced that its subsidiary Labatt Canada entered into an agreement (“support agreement”) with Lakeport Brewing Income

fund (“Lakeport”), by means of which Labatt Canada will offer a price of CaD$28.00 per quota (“unit”) of Lakeport, totaling CaD$201.4million.

(B) QUInsa PUBLIC offerInG

on January 25, 2007, the Company announced that the Commission de surveillance du secteur financier (“Cssf”) of Luxemburg approved the public offering

instrument related to the voluntary public offering for acquisition up to 6,872,480 Class a shares and up to 8,661,207 Class B shares (including Class B shares held

as american Depositary shares (“aDs”) issued by its subsidiary Quilmes, which represent outstanding Classes a and B shares (including Class B shares held as aDss)

which are not property of amBev or its subsidiary.

(C) LaBaTT aPs DIVIDenDs

on January 11, 2007, the executive board of Labatt aps approved the distribution of dividends in the amount of r$468.3.

(D) sHare BUYBaCk ProGraM

on february 05, 2007, the members of the Company’s Board of Directors approved a share buyback program, for the repurchase of shares issued by the Company,

for permanence in treasury and/or cancellation and eventual subsequent disposal, during the next three hundred and sixty days (360), with maturity on January 31,

2008, up to the amount of r$1,000.0.

Page 63: RA AmBev 2006 ING:AmBev Final 02.05.07 11:51 Page 1ri.ambev.com.br/arquivos/AmBev_RA_2006_eng.pdf · at Quinsa, in American dollars, excluding the effect of the higher stake of AmBev

122 Financial Statements Annual Report 2006 123

Investor Information

sHares oUTsTanDInG (12/31/05)

64,458 million shares

644.5 million aDrs equivalents

sToCk exCHanGe

BolsadeValoresdeSãoPaulo(Bovespa)

Ticker symbols: AMBV3 (on), AMBV4 (Pn)

Main indices amBev stock participates:

IBx and IBoVesPa

NewYorkStockExchange(NYSE)

Ticker symbols: ABVc (on), ABV (Pn)

Dividend policy

amBev’s by-laws provide for a minimum mandatory dividend of 35% of the company’s annual net income, as determined by Brazilian Corporate law accounting

principles. The mandatory dividend includes amounts paid as interest attributable to shareholders’ equity.

as per Brazilian Corporate Law, dividend payments to preferred shareholders must be 10% greater than those made to common shareholders.

Cash dividends declared

EarningsGenerated FirstPaymentDate R$per1,000shares ShareType

first half 2002 november 25, 2002 4.37 (preferred)

3.97 (common)

second half 2002 february 28, 2003 9.27 (preferred)

8.43 (common)

first half 2003 october 13, 2003 18.70 (preferred)

17.00 (common)

second half 2003 March 25, 2004 6.75 (preferred)

6.14 (common)

first half 2004 october 8, 2004 5.80 (preferred)

5.28 (common)

second half 2004 february 15, 2005 17.15 (preferred)

15.59 (common)

first half 2005 september 30, 2005 10.69 (preferred)

9.72 (common)

second half 2005 December 29, 2005 8.36 (preferred)

7.60 (common)

March 31, 2006 6.32 (preferred)

5.75 (common)

first half 2006 June 30, 2006 6.08 (preferred)

5.53 (common)

october 30, 2006 6.08 (preferred)

5.53 (common)

second half 2006 December 28, 2006 7.39 (preferred)

6.72 (common)

March 30, 2007 2.04 (preferred)

1.85 (common)

first half 2007 March 30, 2007 5.24 (preferred)

4.76 (common)

share price performance

%Change% Change

31-Dec-2004 31-Dec-2005 31-Dec-2006 05x04 06x05

aMBV4 (Pn) - r$ 740.0 898.0 1,053.99 21.4% 17.4%

aMBV3 (on) - r$ 1,368.0 752.0 943.00 -45% 25.4%

IBoVesPa - r$ 26,196.0 33,455.94 44,473.71 27.7% 32.9%

aBV (Pn) - Us$ 28.3 38.5 48.80 34.5% 28.3%

aBVc (on) - Us$ 52.0 36.25 43.90 -37.1% 34.3%

s&P 500 - Us$ 1,211.9 1,248.29 1,418.30 3.0% 13.6%

ratings

Agency Local Foreign Outlook

Rating Rating

fitch BBB BBB stable

Moody’s Baa1 Ba1 stable/Positive

s&P BBB BBB Positive

note: as of March 2007.

shareholder account assistancefor address changes, dividend checks, account consolidations, direct deposit of dividends, registration changes, lost stock certificates, stock holdings and Dividend and Cash Investment plan, please contact:

RetailshareholdersinBrazilnilson CasemiroPhone: 55 11 2122-1402email: [email protected]

DepositarybankinBrazilBanco ItaúPhone: 55 11 5029-7780

DepositarybankandtransferagentintheUSAThe Bank of new York101 Barclay streetnew York, nY 10286Phone: 1 888 269-2377email: [email protected]

IndependentAuditorsDeloitte Touche Tohmatsurua alexandre Dumas, 1981são Paulo, sP 04717-004BrazilPhone: 55 11 5185-2444

AmBev–Corporateofficesrua Dr. renato Paes de Barros, 1017 – 4th floorsão Paulo, sP 04530-000BrazilPhone: 55 11 2122-1200fax: 55 11 2122-1526

InformationresourcesPlease direct all requests for information to:

AmBev–InvestorRelationsDepartmentrua Dr. renato Paes de Barros, 1017 – 4th floorsão Paulo, sP 04530-000BrazilPhone: 55 11 2122-1414/1415email: [email protected]

Investorwebsiteour investor website has additional company financial and operating information, as well as conference calls transcripts. Investors may also register to automatically receive press releases by email and be notified of company presentations and events.www.ambev-ir.com

PublicationsThe company’s annual report, Proxy statement, form 20-f reports are available free of charge from the Investor relations Department, listed above. If you are receiving duplicate or unwanted copies of our annual report, please contact the Investor relations Department.

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