Edgar Filing: ULTRAPAR HOLDINGS INC

01.02 - DIVIDENDS APPROVED AND/OR PAID DURING AND AFTER THE QUARTER

3 - APPROVAL

5 - BEGINNING OF PAYMENT

7 - TYPE OF SHARE

8 - AMOUNT PER SHARE

Form 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report Of Foreign Private Issuer

Pursuant To Rule 13a-16 Or 15d-16 Of

The Securities Exchange Act Of 1934

For the month of August, 2007

Commission File Number: 001-14950

ULTRAPAR HOLDINGS INC.

(Translation of Registrant’s Name into English)

Avenida Brigadeiro Luis Antonio, 1343, 9ºAndar

São Paulo, SP, Brazil 01317-910

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F

Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes

Indicate by check mark whether by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

ULTRAPAR HOLDINGS INC.

TABLE OF CONTENTS

ITEM
1.	English translation of Interim Financial Information for the three-month period Ended June 30, 2007 and Independent Accountants’ Review Report


	Ultrapar Participações S.A. Interim Financial Information for the three-month period Ended June 30, 2007 and Independent Accountants’ Review Report (A free translation of the original report in Portuguese as published in Brazil containing interim financial information prepared in accordance with accounting practices adopted in Brazil)

Independent accountant’s review report

To the Board of Directors and Shareholders

Ultrapar Participações S.A.

São Paulo - SP

We have reviewed the interim financial information (ITR) of Ultrapar Participações S.A. and the interim financial information of this Company and its subsidiaries (consolidated interim financial information) for the three-month period ended June 30, 2007, which comprises the balance sheet, the statement of income, management report and other relevant information, prepared in accordance with accounting practices adopted in Brazil and rules issued by the Brazilian Securities and Exchange Commission (CVM).

Our review was performed in accordance with review standards established by IBRACON - The Brazilian Institute of Independent Auditors and the Federal Council of Accounting, which comprised mainly: (a) inquiry and discussion with management responsible for the accounting, financial and operational areas of the Company and its subsidiaries, regarding the main criteria adopted in the preparation of the interim financial information; and (b) review of post-balance sheet information and events which may have a material effect on the financial position and the operations of the Company and its subsidiaries.

Based on our review, we are not aware of any material changes which should be made to the interim financial information described above, for them to be in accordance with the accounting practices adopted in Brazil and the regulations issued by the Brazilian Securities and Exchange Commission (CVM), specifically applicable to the preparation of interim financial information.

Our review was performed with the objective of issuing a review report on the interim financial information, as described in the first paragraph. The individual and consolidated statements of cash flows of Ultrapar Participações S.A. and its subsidiaries for the three-month period ended June 30, 2007 are supplementary information to the ITR, which are not required by the accounting practices adopted in Brazil, and have been included to facilitate additional analysis. These supplementary information were subject to the same review procedures applied to the aforementioned ITR and, in our opinion, is presented fairly, in all material respects, in relation to the ITR taken as a whole.

The interim financial information for the period ended June 30, 2006 was reviewed by other independent accountant’s, who issued an unqualified review report dated July 28, 2006. In addition, the financial statements for the year-ended December 31, 2006 were audited by those auditors, whose unqualified opinion was issued on January 31, 2007.

August 3, 2007

KPMG Auditores Independentes

CRC 2SP014428/O-6

Pedro Augusto de Melo	Alexandre Heinermann
Accountant CRC 1SP113939/O-8	Accountant CRC 1SP228175/O-0

ULTRAPAR PARTICIPAÇÕES S.A.

IDENTIFICATION

01.01 - CAPITAL COMPOSITION
Number of shares	Current quarter	Prior quarter	Same quarter in prior year
(Thousands)	06/30/2007	03/31/2007	06/30/2006
Paid-up Capital
1 - Common	49,430	49,430	49,430
2 - Preferred	31,895	31,895	31,895
3 - Total	81,325	81,325	81,325
Treasury Stock
4 - Common	7	7	7
5 - Preferred	516	206	182
6 - Total	523	213	189

(A free translation of the original report in Portuguese as published in Brazil)

ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES

BALANCE SHEETS AS OF JUNE 30, 2007 AND MARCH 31, 2007
(In thousands of Brazilian reais - R$)

			Parent Company				Consolidated							Parent Company						Consolidated
ASSETS	Notes		06/30/2007		03/31/2007		06/30/2007		03/31/2007		LIABILITIES	Notes		06/30/2007			03/31/2007			06/30/2007			03/31/2007

CURRENT ASSETS											CURRENT LIABILITIES
Cash and banks		-		297		67		47,069		30,938	Loans and financing		15		-			-			302,728			125,391
Temporary cash investments		4		67,739		103,880		1,474,828		838,142	Debentures		15		1,004,752			303,078			1,015,263			303,078
Trade accounts receivable		5		-		-		1,260,910		383,714	Suppliers		-		970			1,019			450,745			104,438
Inventories		6		-		-		540,443		228,013	Salaries and related charges		-		78			45			105,302			66,037
Recoverable taxes		7		9,840		2,770		193,599		110,671	Taxes payable		-		52			12			51,608			21,966
Deferred income and social contribution taxes		9a.		122		264		74,504		37,880	Dividends payable		-		35,581			34,681			39,611			39,288
Dividends receivable		-		-		43,211		-		-	Income and social contribution taxes		-		-			-			36,343			1,096
Other		-		451		309		31,277		7,442	Post-retirement benefits		23b.		-			-			7,240			-
Prepaid expenses		10		1,908		560		20,474		11,113	Provision for contingencies		21a.		-			-			11,749			-
Total current assets				80,357		151,061		3,643,104		1,647,913	Deferred income and social contribution taxes		9a		-			-			208			154
											Other		-		2,949			1			30,008			2,529
											Total current liabilities				1,044,382			338,836			2,050,805			663,977

NONCURRENT ASSETS											NONCURRENT
Long-term investments		4		-		-		118,946		551,311	Long-term liabilities
Trade accounts receivable		5		-		-		157,647		18,783	Loans and financing		15		-			-			1,149,132			1,040,252
Related companies		8		85,481		110,355		42,148		8,945	Debentures		15		-			-			350,000			-
Deferred income and social contribution taxes		9a.		13,484		1,191		109,707		55,432	Related companies		8		456			33,456			4,723			4,687
Recoverable taxes		7		18,595		25,171		72,437		73,244	Deferred income and social contribution taxes		9a.		-			-			26,514			26,163
Escrow deposits		-		193		193		25,100		17,164	Provision for contingencies		21a.		-			-			88,002			31,337
Prepaid expenses		10		45		47		29,077		12,196	Post-retirement benefits		23b.		-			-			71,691			-
Other		-		-		-		8,173		1,136	Other		-		-			-			11,343			2,724
Total long-term assets				117,798		136,957		563,235		738,211	Total noncurrent liabilities				456			33,456			1,701,405			1,105,163

											MINORITY INTEREST		-		-			-			1,115,685			33,795
Permanent assets
Investments:
Subsidiary		11a.		2,417,390		2,059,335		-		-	SHAREHOLDERS’ EQUITY
Goodwill		-		411,825		-		-		-	Capital		16a.		946,034			946,034			946,034			946,034
Affiliated companies		11b.		-		-		12,242		5,185	Capital reserve		16c.		3,026			3,026			702			626
Other		-		60		60		26,615		25,475	Revaluation reserve		16d.		12,310			12,644			12,310			12,644
Property, plant and equipment		12		-		-		1,998,374		1,178,536	Profit reserves		16e.,16f.		983,230			983,230			983,230			983,230
Intangible		13		-		-		67,967		59,917	Treasury shares		16b.		(25,530	)		(6,979	)		(29,960	)		(11,556	)
Deferred charges		14		11,644		377		543,840		116,219	Retained earnings				75,166			37,543			75,166			37,543
Total permanent assets				2,840,919		2,059,772		2,649,038		1,385,332	Total shareholders’ equity				1,994,236			1,975,498			1,987,482			1,968,521

Total noncurrent assets				2,958,717		2,196,729		3,212,273		2,123,543	Total minority interest and shareholders’ equity				1,994,236			1,975,498			3,103,167			2,002,316

TOTAL ASSETS				3,039,074		2,347,790		6,855,377		3,771,456	TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY				3,039,074			2,347,790			6,855,377			3,771,456

The accompanying notes are integral part of these interim financial information

(A free translation of the original report in Portuguese as published in Brazil)

ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES

STATEMENTS OF INCOME
FOR THE QUARTERS ENDED JUNE 30, 2007 AND 2006
(In thousands of Brazilian reais - R$, except for earnings per share)

			Parent Company						Consolidated
	Notes		06/30/07			06/30/06			06/30/07			06/30/06

GROSS SALES AND SERVICES		2a.		-			-			6,432,960			1,300,713
Deductions		-		-			-			(251,838	)		(103,375	)

NET SALES AND SERVICES				-			-			6,181,122			1,197,338
Cost of sales and services		2a.		-			-			(5,704,234	)		(960,708	)

GROSS PROFIT				-			-			476,888			236,630

EQUITY IN SUBSIDIARIES AND AFFILIATED COMPANIES		11a.,11b.		63,138			91,775			(26	)		588

OPERATING (EXPENSES) INCOME				(10,920	)		(405	)		(332,151	)		(146,770	)
Selling		-		-			-			(124,596	)		(47,573	)
General and administrative		-		(70	)		(404	)		(144,637	)		(67,780	)
Management compensation		-		-			-			(1,459	)		(1,402	)
Depreciation and amortization		-		(10,851	)		-			(65,604	)		(30,562	)
Other operating income, net		-		1			(1	)		4,145			547

INCOME FROM OPERATIONS BEFORE FINANCIAL ITEMS				52,218			91,370			144,711			90,448
Financial income (expenses), net				(27,034	)		2,296			(27,291	)		22,482
Financial income		19		2,193			13,606			37,098			40,143
Financial expenses		19		(29,227	)		(11,310	)		(64,389	)		(17,661	)

INCOME FROM OPERATIONS				25,184			93,666			117,420			112,930
Nonoperating (expenses) income, net		17		-			-			(1,127	)		(11,143	)

INCOME BEFORE TAXES ON INCOME AND
MINORITY INTEREST		-		25,184			93,666			116,293			101,787

INCOME AND SOCIAL CONTRIBUTION TAXES				12,151			(5,561	)		(28,689	)		(12,532	)
Current		9b.		-			(5,572	)		(47,689	)		(37,756	)
Benefit of tax holidays - ADENE		9b.		-			-			3,282			19,384
Deferred		9b.,9c.		12,151			11			15,718			5,840

INCOME BEFORE MINORITY INTEREST				37,335			88,105			87,604			89,255

Employees statutory interest		-		-			-			(2,816	)		-
Minority interest		-		-			-			(47,453	)		(1,150	)

NET INCOME				37,335			88,105			37,335			88,105

EARNINGS PER SHARE - R$				0.46206			1.08589			0.46206			1.08589

The accompanying notes are integral part of these interim financial information

(A free translation of the original report in Portuguese as published in Brazil)

ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES

STATEMENTS OF INCOME

FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2007 AND 2006

(In thousands of Brazilian reais - R$, except for earnings per share)

			Parent Company						Consolidated
	Notes		06/30/07			06/30/06			06/30/07			06/30/06

GROSS SALES AND SERVICES		2a.		-			-			7,725,997			2,499,693
Deductions		-		-			-			(370,762	)		(204,614	)

NET SALES AND SERVICES				-			-			7,355,235			2,295,079
Cost of sales and services		2a.		-			-			(6,655,116	)		(1,859,417	)

GROSS PROFIT				-			-			700,119			435,662

EQUITY IN SUBSIDIARIES AND AFFILIATED COMPANIES		11a.,11b.		97,045			153,870			(129	)		647

OPERATING (EXPENSES) INCOME				(10,931	)		(406	)		(488,051	)		(286,605	)
Selling		-		-			-			(177,781	)		(93,556	)
General and administrative		-		(81	)		(405	)		(214,317	)		(130,339	)
Management compensation		-		-			-			(2,612	)		(2,646	)
Depreciation and amortization		-		(10,851	)		-			(97,418	)		(61,140	)
Other operating income, net		-		1			(1	)		4,077			1,076

INCOME FROM OPERATIONS BEFORE FINANCIAL ITEMS				86,114			153,464			211,939			149,704
Financial income (expenses), net				(21,981	)		3,806			(35,137	)		34,896
Financial income		19		8,791			28,280			68,865			73,817
Financial expenses		19		(30,772	)		(24,474	)		(104,002	)		(38,921	)

INCOME FROM OPERATIONS				64,133			157,270			176,802			184,600
Nonoperating (expenses) income, net		17		-			-			(1,945	)		(13,234	)

INCOME BEFORE TAXES ON INCOME AND
MINORITY INTEREST		-		64,133			157,270			174,857			171,366

INCOME AND SOCIAL CONTRIBUTION TAXES				10,437			(6,068	)		(49,297	)		(24,185	)
Current		9b.		-			(6,150	)		(77,347	)		(66,186	)
Benefit of tax holidays - ADENE		9b.		-			-			6,084			30,753
Deferred		9b.,9c.		10,437			82			21,966			11,248

INCOME BEFORE MINORITY INTEREST				74,570			151,202			125,560			147,181

Employees statutory interest		-		-			-			(2,816	)		-
Minority interest		-		-			-			(48,174	)		(2,288	)

NET INCOME				74,570			151,202			74,570			144,893

EARNINGS PER SHARE - R$				0.92287			1.86356			0.92287			1.78580

The accompanying notes are integral part of these interim financial information

	(Amounts in thousands of Brazilian reais – R$, unless otherwise stated)

1.	OPERATIONS

	Ultrapar Participações S.A. (the “Company”), with headquarters in the city of São Paulo, invests in commercial and industrial activities, including subscription or purchase of shares of other companies with similar activities. Through its subsidiaries, the Company is engaged in the distribution of liquefied petroleum gas - LPG (Ultragaz), production and sale of chemicals (Oxiteno), and services in integrated logistics solution for special bulk (Ultracargo). After acquisition of the Ipiranga Group, in April 2007, the Company became engaged in the distribution of fuels/lubricants and related products in the South and Southeast Regions of Brazil. The Company also became engaged in oil refining (“Refinery”) through its stake in Refinaria de Petróleo Ipiranga S.A.

2.	PRESENTATION OF INTERIM FINANCIAL INFORMATION AND SIGNIFICANT ACCOUNTING PRACTICES

	The accounting practices adopted to record transactions and for the preparation of the interim financial information - ITR are those established by accounting practices derived from the Brazilian Corporation Law and the Brazilian Securities Commission (CVM).

	a)	Results of operations

		Determined on the accrual basis of accounting. Revenues from sales and respective costs are recognized when the products are delivered to the customers or services are performed, and the transfer of risks, rights and obligations associated with the ownership of products takes place.

	b)	Current and noncurrent assets

		Temporary cash and long-term investments are stated at cost, plus accrued income (on a “pro rata temporis” basis), which approximate their market value. Temporary cash investments include the results from hedges, as described in Notes 4 and 20, that management intends to hold to maturity.

		The allowance for doubtful accounts is recorded based on estimated losses and is considered sufficient by management to cover potential losses on accounts receivable.

		Inventories are stated at the lower of average cost of acquisition or production, that do not overcome the market value.

		Other assets are stated at the lower of cost or realizable values, including, when applicable, accrued income and monetary and exchange variation incurred or net of allowances for losses.

	c)	Investments

		Significant investments in subsidiaries and affiliated companies are recorded under the equity method, as shown in Note 11.

		Other investments are stated at acquisition cost, net of allowances for losses, should the losses not be considered temporary.

	d)	Property, plant and equipment

		Stated at acquisition or construction cost, including financial charges incurred on constructions in progress and include revaluation write-ups based on appraisal reports issued by independent appraisers, in accordance with item 68, letter b), of CVM Resolution No. 183/95, as well as costs related to the maintenance of significant assets during scheduled factory maintenance operations.

		Depreciation is calculated on a straight-line basis at the annual rates described in Note 12, and is based on the economic useful live of the assets.

		Leasehold improvements in gas stations are depreciated over the effective contract terms or the useful life of the assets, if shorter.

	e)	Intangible

		Stated at acquisition cost, net of allowance for losses, should the losses not be considered temporary, as shown in Note 13.

	f)	Deferred charges

		Deferred charges comprise costs incurred in the installation of Company and its subsidiaries equipment at customers’ facilities amortized over the terms of the LPG supply contracts with these customers, project expenses and goodwill on acquisition of subsidiaries, as stated in Note 14.

	g)	Current and noncurrent liabilities

		Stated at known or estimated amounts including, when applicable, accrued charges, monetary and exchange rate variations incurred until the interim financial information date.

	h)	Income and social contribution taxes on income

		Income and social contribution taxes, current and deferred (according to CVM Resolution No. 273/98) are measured on the basis of effective rates and include the benefit of tax holidays, as mentioned in Note 9.b).

	i)	Provision for contingencies

		The provision for contingencies is recorded for contingent risks with an estimated probable loss, based on the opinion of the internal and external legal advisors and administrators. Amounts are recorded based on the estimated costs and results of proceedings (see Note 21.a).

	j)	Actuarial commitment with post-retirement benefits

		Actuarial commitments with the post-retirement benefits plan granted and to be granted to employees, retired employees and pensioners (net of plan assets) are provided for based on the actuarial calculation prepared by an independent actuary in accordance with the projected credit unit method, as mentioned in Note 23.b).

	k)	Basis for translation of the interim financial information of foreign subsidiaries

		The interim financial information of foreign subsidiaries are translated into Brazilian reais at the current exchange rate in effect at the date of the interim financial information - ITR. The criteria for preparation of the interim financial information have been adapted to conform to accounting practices derived from the Brazilian Corporation Law.

	l)	Cash flow statement

		The Company is presenting the statement of cash flow as supplementary information, prepared in accordance with Accounting Standards and Procedures No. 20 (NPC) issued by IBRACON - Brazilian Institute of Independent Auditors.

	m)	Use of estimates

		The preparation of interim financial information in accordance with accounting practices derived from the Brazilian Corporation Law requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the balance sheet dates and the reported amounts of revenues, costs and expenses for the years presented. Although these estimates are based on management’s best available knowledge of current and expected future events, actual results could differ from those estimates.

3.	CONSOLIDATION PRINCIPLES

	The consolidated interim financial information have been prepared in accordance with the basic consolidation principles established by accounting practices adopted in Brazil and by the Brazilian Securities Commission (CVM), and include the following direct and indirect subsidiaries:

	Ownership interest - %
	06/30/2007				03/31/2007
	Direct		Indirect		Direct		Indirect

Ultragaz Participações Ltda.		100		-		100		-
SPGás Distribuidora de Gás Ltda.		-		99		-		99
Companhia Ultragaz S.A.		-		99		-		99
Bahiana Distribuidora de Gás Ltda.		-		100		-		100
Utingás Armazenadora S.A.		-		56		-		56
LPG International Inc.		-		100		-		100
Ultracargo - Operações Logísticas e Participações Ltda.		100		-		100		-
Transultra - Armazenamento e Transporte Especializado Ltda.		-		100		-		100
Petrolog Serviços e Armazéns Gerais Ltda.		-		100		-		-
Terminal Químico de Aratu S.A. – Tequimar		-		99		-		99
Melamina Ultra S.A. Indústria Química		-		99		-		99
Oxiteno S.A. Indústria e Comércio		100		-		100		-
Oxiteno Nordeste S.A. Indústria e Comércio		-		99		-		99
Oxiteno Argentina Sociedad de Responsabilidad Ltda.		-		99		-		99
Oleoquímica Indústria e Comércio de Produtos Químicos Ltda.		-		100		-		100
Barrington S.L.		-		100		-		100
Oxiteno México S.A. de C.V.		-		100		-		100
Oxiteno Servicios Corporativos S.A. de C.V.		-		100		-		100
Oxiteno Servicios Industriales S.A. de C.V.		-		100		-		100
Oxiteno International Corp.		-		100		-		100
Oxiteno Overseas Corp.		-		100		-		100
Imaven Imóveis e Agropecuária Ltda.		100		-		100		-
Distribuidora de Produtos de Petróleo Ipiranga S.A.		32		-		-		-
Companhia Brasileira de Petróleo Ipiranga (*)		1		11		-		-
am/pm Comestíveis Ltda. (*)		-		11		-		-
Centro de Conveniências Millennium Ltda. (*)		-		11		-		-
Empresa Carioca de Produtos Químicos S.A.		-		11		-		-
Ipiranga Comercial Importadora e Exportadora Ltda.		-		11		-		-
Ipiranga Trading Limited		-		11		-		-
Tropical Transportes Ipiranga Ltda.		-		11		-		-
Ipiranga Imobiliária Ltda.		-		11		-		-
Ipiranga Logística Ltda.		-		11		-		-
Maxfácil Participações S.A. (**)		-		9		-		-
Isa-Sul Administração e Participações Ltda.		-		32		-		-
Comercial Farroupilha Ltda.		-		32		-		-
Ipiranga Administração de Bens Móveis Ltda.		-		32		-		-
Refinaria de Petróleo Ipiranga S.A. (***)		10		-		-		-

(*) As informed in the “Relevant Event” of March 19, 2007 and the “Market Announcement” of April 19, 2007, distribution of fuels/lubricants and related products of these companies are divided between Ultrapar (South and Southeast Regions of Brazil) and Petrobras (North, Northeast and Center West Regions of Brazil).

(**) Joint control among DPPI (16%), CBPI (34%) and União de Bancos Brasileiro S.A. – UNIBANCO (50%).

(***) Oil refinery operations of Refinaria de Petróleo Ipiranga S.A. are equally shared among Petrobras, Ultrapar and Braskem, and the subsidiary was proportionality consolidated in these interim financial information in accordance with Article 32 of CVM Instruction No. 247/96.

On April 18, 2007 the Company, together with Petróleo Brasileiro S.A. (“Petrobras”) and Braskem S.A. (“Braskem”), acquired the controlling interest of Ipiranga Group, as informed in “Relevant Event” published on April 19, 2007. Under the terms of the Acquisition Agreement signed by the three buyers, the Company acted as commission agent of Braskem and Petrobras, and for itself for the acquisition of the fuels/lubricants distribution and related products businesses located in the South and Southeast Regions of Brazil and Empresa Carioca de Produtos Químicos S.A. (“Ipiranga”), maintaining the brand Ipiranga. Petrobras holds the control of fuel distribution and lubricant businesses located in the North, Northeast and Center West Regions of Brazil (“North Distribution Assets”), and Braskem holds control of the petrochemical assets, represented by Ipiranga Química S.A., Ipiranga Petroquímica S.A. (IPQ) and the ownership in Copesul – Companhia Petroquímica do Sul (Copesul) (“Petrochemical Assets”).

The transaction is structured in 4 stages:

(i) acquisition of Ipiranga Group controlling interest (occurred on April 18, 2007);

(ii) tag along offering for the purchase of common shares issued by Companhia Brasileira de Petróleo Ipiranga (CBPI), Refinaria de Petróleo Ipiranga S.A. (RPI) and Distribuidora de Produtos de Petróleo Ipiranga S.A. (DPPI), which registration order was filed with CVM on May 2^nd, 2007;

(iii) merger of shares issued by CBPI, RPI and DPPI into Ultrapar; and

(iv) segregation of assets among Ultrapar, Petrobras and Braskem.

The conclusion of the transaction is forecasted to occur in the fourth quarter of 2007. In the first stage, the Company spent the net amount of R$ 676,432, Petrobras R$ 742,747 and Braskem R$ 651,928. Based on the initial balance sheet of March 31, 2007, the Company recorded a goodwill in the amount of R$ 424,680 in the first stage of the transaction, which is being amortized over 10 years starting in April 2007, based on the expected future profitability of Ipiranga.

The assets, liabilities and income of Ipiranga are reflect in the Company’s interim financial information since April, 2007, with minority interest presented separately in the consolidated interim financial information. As the Company acted as commission agent for Braskem and Petrobras, the assets acquired in for them were recorded as reduction of the amounts received in the same first stage of the transaction, not producing any effect in the Company’s interim financial information. The assets related to the operations of RPI’s oil refinery were proportionally consolidated in the Company’s interim financial information, since their control is shared equally with Petrobras and Braskem.

On April 30, 2007 subsidiary Transultra - Armazenamento e Transporte Especializado Ltda. acquired the company Petrolog Serviços e Armazéns Gerais Ltda. for the amount of R$8,083, recording goodwill in the amount of R$6,507, amortized in 10 years, based on its expected of future profitability.

Upon consolidation, intercompany investments, accounts, transactions and profits were eliminated. Minority interest in subsidiaries is presented separately in the interim financial information.

4.	TEMPORARY CASH AND LONG-TERM INVESTMENTS

	These investments, contracted with leading banks, are substantially composed of: (i) private securities issued by leading banks and fixed-income funds, all linked to the interbank deposit rate (CDI); (ii) abroad, in cash investments, in notes issued by the Austrian Government in Brazilian reais and linked to the interbank deposit rate (CDI), and in Dual Currency Deposits; and (iii) currency hedge transaction. Such investments are stated at cost plus accrued income on a “pro rata temporis” basis.

	Parent Company				Consolidated
	06/30/2007		03/31/2007		06/30/2007		03/31/2007

Austrian notes		-		-		439,197		430,326
Dual Currency Deposits (a)		-		-		248,613		540,247
Foreign investments (b) (c)		-		-		454,144		215,455
Securities and fixed-income funds in Brazil		67,739		103,880		519,190		265,404
Net expenses on hedge transaction (d)		-		-		(67,370)		(61,979)
Total		67,739		103,880		1,593,774		1,389,453

Current portion		67,739		103,880		1,474,828		838,142
Noncurrent portion		-		-		118,946		551,311

	(a)	Dual Currency Deposits are investments of the subsidiary Oxiteno Overseas Corp., whose yield can be in US dollars or Brazilian reais, depending on the US dollar rate as of the maturity date. If the US dollar rate is lower than the strike rate on the maturity date, the yield of this operation will be in US dollars plus interest of 7.5% per year; otherwise, it will be in Brazilian reais plus average interest of 16.2% per year. The subsidiary records the investment at the lower of the two alternative yields, which until June 30, 2007 was represented by the US dollar. Up to June 30, 2007 the exchange rate has always remained below the strike rate.

	(b)	Investments made by the subsidiaries Oxiteno Overseas Corp., Oxiteno International Corp., LPG International Inc. and Oxiteno México S.A. de C.V. in fixed-income funds, certificates of deposit and investment grade corporate securities.

	(c)	In April 2006, subsidiary Oxiteno Overseas Corp., owner of notes in the amount of US$60 million issued by Companhia Ultragaz S.A. in the international market in 1997 (Original Notes), sold these Original Notes to a foreign financial institution. Concurrently, subsidiary Oxiteno Overseas Corp. acquired from this financial institution a credit linked note backed by the Original Notes. This transaction provides a financial gain for the Company corresponding to the difference between the interest rate paid for the credit linked note and the Original Notes, as mentioned in Note 15.b).

	(d)	Accumulated gain or loss (see Note 20).

TRADE ACCOUNTS RECEIVABLE (CONSOLIDATED)

	06/30/2007		03/31/2007

Domestic customers Ipiranga / Refinery		802,374		-
Other domestic customers		377,920		398,138
Financing to customers		263,197		-
Foreign customers		89,941		65,964
(-) Advances on foreign exchange contracts		(57,632)		(39,126)
(-) Allowance for doubtful accounts		(57,243)		(22,479)
		1,418,557		402,497

Current portion		1,260,910		383,714
Noncurrent portion		157,647		18,783

	Financing to customers are directed to the reimbursement of reforms and modernizations of gas stations, acquisition of products and market development of fuel and lubricant distribution.

	The changes in the allowance for doubtful accounts are shown below:

Balance at March 31, 2007			22,479
Initial balance of Ipiranga / Refinery			41,222
Addition recorded as selling expenses			5,549
Utilization			(12,007)
Balance at June 30, 2007			57,243

6.	INVENTORIES (CONSOLIDATED)

	06/30/2007						03/31/2007
	Cost		Provision for losses		Net		Cost		Provision for losses		Net

Finished products		147,247		(3,152)		144,095		114,302		(2,132)		112,170
Work in process		1,114		-		1,114		783		-		783
Raw materials		81,398		(37)		81,361		50,262		(40)		50,222
Liquefied petroleum gas (LPG)		20,491		-		20,491		24,093		-		24,093
Fuel, lubricants and grease		230,389		(375)		230,014		-		-		-
Supplies and cylinders for resale		44,512		(1,261)		43,251		28,294		(587)		27,707
Advances to suppliers		20,117		-		20,117		13,038		-		13,038
		545,268		(4,825)		540,443		230,772		(2,759)		228,013

The changes in the provision for losses on inventories are shown below:

Balance at March 31, 2007			2,759
Additions			2,071
Reversal			(5)
Balance at June 30, 2007			4,825

7.	RECOVERABLE TAXES

	Represented substantially by credit balances of ICMS (state Value Added Tax - VAT), PIS and COFINS (taxes on revenue), and income and social contribution taxes.

	Parent Company				Consolidated
	06/30/2007		03/31/2007		06/30/2007		03/31/2007

Income and social contribution taxes		28,373		27,879		107,571		73,706
ICMS		-		-		155,427		112,983
Provision for losses - ICMS (*)		-		-		(40,909)		(34,433)
PIS and COFINS		21		21		19,882		18,131
VAT of subsidiary Oxiteno México S.A. de C.V.		-		-		15,420		11,855
Excise Tax - IPI		-		-		7,439		645
Other		41		41		1,206		1,028
Total		28,435		27,941		266,036		183,915

Current portion		9,840		2,770		193,599		110,671
Noncurrent portion		18,595		25,171		72,437		73,244

(*)	The provision refers to credit balances that the subsidiaries estimate they will not be able to offset in the future.

The changes in the provision for losses on ICMS are shown below:

Balance at March 31, 2007			34,433
Initial balance of Ipiranga / Refinery			6,035
Addition			1,362
Reversal			(921)
Balance at June 30, 2007			40,909

	The increase in the balance of income and social contribution tax credits is mainly due to the inclusion of Ipiranga.

	The increase in the balance of ICMS is due to the credits addition by Ipiranga and the increase in ICMS credits of the Camaçari (Bahia State) plant of the subsidiary Oxiteno Nordeste S.A Indústria e Comércio, due to measures taken by the Bahia State, which made it difficult to utilize credits for import payment or to transfer them to third parties. The total balance of credits from this plant corresponds to R$ 66,334 as of June 30, 2007 (R$ 60,419 as of March 31, 2007), of which R$ 27,562 have already been reviewed by the tax authorities and are awaiting release by the state finance department of Bahia for commercialization. In addition to these credits, the subsidiary’s management is working on a series of additional measures for consumption of the plant’s ICMS balance. The allowance for loss of the plant’s credits was recognized on the basis of the maximum discount expected on their commercialization. The PIS and COFINS credits are being utilized to offset other federal taxes, mainly income and social contribution taxes on income.

8.	RELATED COMPANIES

	Parent Company
	Loan
	Asset		Liability
Oxiteno S.A. Indústria e Comércio		76,901		-
Ultragaz Participações Ltda.		8,580		-
Melamina Ultra S.A. Indústria Química		-		456
Total at June 30, 2007		85,481		456

Total at March 31, 2007		110,355		33,456

	Consolidated
	Loans				Trade accounts
	Asset		Liability		Receivable		Payable

Química da Bahia Indústria e Comércio S.A.		-		3,641		-		-
Serma Associação dos Usuários de Equipamentos de Processamentos de Dados e Serviços Correlatos		9,883		-		-		-
Petroquímica União S.A.		-		-		-		431
Oxicap Indústria de Gases Ltda.		-		-		-		774
Liquigás Distribuidora S.A.		-		-		156		-
Petróleo Brasileiro S.A. Petrobras		-		-		7,624		194,210
Copagaz Distribuidora de Gás S.A.		-		-		93		-
Braskem S.A.		-		-		-		6,275
SHV Gás Brasil Ltda.		-		-		195		-
Plenogás - Distribuidora de Gás S.A.		-		871		-		-
Refinaria de Petróleo Ipiranga S.A. (*)		32,265		-		25		4,858
Other		-		211		24		-
Total at June 30, 2007		42,148		4,723		8,117		206,548

Total at March 31, 2007		8,945		4,687		8,974		8,199

	(*)The loan with Refinaria de Petróleo Ipiranga S.A., refers to the acquisition of subscription rights from Distribuidora de Produtos de Petróleo Ipiranga S.A., with maturity on October 3, 2007. The amount in the table above refers the loan amounts that were not eliminated on consolidation, given that RPI’s consolidation is proportional and DPPI’s is full.

	With exception of the loans with Química da Bahia Indústria e Comércio S.A. and Refinaria de Petróleo Ipiranga S.A., loans are not subject to financial charges.

	Consolidated
	Operations				Financial
	Sales		Purchases		expenses

Petroquímica União S.A.		95		61,697		-
Oxicap Indústria de Gases Ltda.		-		5,052		-
Liquigás Distribuidora S.A.		1,895		-		-
Química da Bahia Indústria e Comércio S.A.		-		-		(110)
Petróleo Brasileiro S.A. - Petrobras		22		4,743,962		-
Copagaz Distribuidora de Gás S.A.		547		-		-
Braskem S.A.		25,292		340,892		-
SHV Gás Brasil Ltda.		757		-		-
Refinaria de Petróleo Ipiranga S.A. (**)		191		149,418		697
Other		393		-		-
Total at June 30, 2007		29,192		5,301,021		587

Total at June 30, 2006		28,752		1,341,025		(76)

	(**) Purchase and sales transactions refer substantially to fuel supplies of RPI to DPPI. The amount in the table above refers to the amounts that were not eliminated on consolidation, given that RPI’s consolidation is proportional and DPPI’s is full.

	Purchase and sale transactions refer substantially to purchases of raw materials, other materials and transportation and storage services, carried out at market prices and conditions.

9.	INCOME AND SOCIAL CONTRIBUTION TAXES

	a)	Deferred income and social contribution taxes

		The Company and its subsidiaries recognize tax assets and liabilities, which do not expire, arising from tax loss carryforwards, temporary add-backs, revaluation of property, plant and equipment, and other procedures. The tax credits are based on continuing profitability from operations. Deferred income and social contribution taxes are presented in the following principal categories:

	Parent Company				Consolidated
	06/30/2007		03/31/2007		06/30/2007		03/31/2007

Assets:
Deferred income and social contribution taxes on:
Provision for loss of assets		-		-		42,023		22,124
Provision for contingencies		-		-		38,076		12,269
Provision for post-retirement benefits (see Note 23.b)		-		-		24,974		-
Other provisions		122		264		36,840		27,250
Income and social contribution tax loss carryforwards		13,484		1,191		42,298		31,669
Total		13,606		1,455		184,211		93,312

Current portion		122		264		74,504		37,880
Noncurrent portion		13,484		1,191		109,707		55,432

Liabilities:
Deferred income and social contribution taxes on:
Revaluation of property, plant and equipment		-		-		684		773
Accelerated depreciation		-		-		180		-
Income earned abroad		-		-		25,858		25,544
Total		-		-		26,722		26,317

Current portion		-		-		208		154
Noncurrent portion		-		-		26,514		26,163

The estimated recovery of deferred income and social contribution tax assets is shown below:

	Parent Company		Consolidated

Until 1 year		122		74,504
From 1 to 2 years		6,368		38,050
From 2 to 3 years		3,770		30,385
From 3 to 4 years		3,346		24,635
From 5 to 7 years		-		9,103
From 8 to 10 years		-		7,534
		13,606		184,211

	b)	Conciliation of income and social contribution taxes in the statements of income

		Income and social contribution taxes are reconciled to official tax rates as follows:

	Parent Company				Consolidated
	06/30/2007		06/30/2006		06/30/2007		06/30/2006

Income before taxes, equity in subsidiary and affiliated companies and minority interest		(32,912)		3,400		172,170		170,719
Official tax rates - %		34		34		34		34
Income and social contribution taxes at official rates		11,190		(1,156)		(58,538)		(58,044)
Adjustments to the effective tax rate:
Operating provisions and nondeductible expenses/nontaxable income		9		(19)		(26)		1,715
Adjustments to estimated income		-		-		3,047		948
Interest on capital		(762)		(4,893)		-		-
Workers’ meal program (PAT)		-		-		356		483
Other		-		-		(220)		(40)
Income and social contribution taxes before benefit of tax holidays		10,437		(6,068)		(55,381)		(54,938)
Benefit of tax holidays - ADENE		-		-		6,084		30,753
Income and social contribution taxes in the statements of income		10,437		(6,068)		(49,297)		(24,185)

Current		-		(6,150)		(77,347)		(66,186)
Deferred		10,437		82		21,966		11,248
Benefit of tax holidays - ADENE		-		-		6,084		30,753

	c)	Tax exemption

		The following subsidiaries have partial or total exemption from income tax in connection with a government program for the development of the Northeast Region of Brazil:

		Incentive	Expiration
Subsidiary	Plants	- %	date

Oxiteno Nordeste S.A. Indústria e Comércio (*)	Camaçari plant	100	2006

Bahiana Distribuidora de Gás Ltda.	Mataripe plant	75	2013
	Suape plant	100	2007
	Ilhéus plant	25	2008
	Aracaju plant	25	2008
	Caucaia plant	75	2012

Terminal Químico de Aratu S.A. - Tequimar	Aratu Terminal	75	2012
	Suape Terminal	75	2015

(*) In December 2006, this plant’s exemption expired and a request was filed with ADENE (Northeast Development Agency), the agency in charge of managing this incentive program, seeking a 75% income tax reduction until 2016, which was granted on May 25, 2007. On July 3, 2007, the benefit analysis report issued by ADENE was directed to the Federal Revenue Service to be ratified in up to 120 days; after this period the subsidiary will record the reduction value in its results, with retroactive effect to January 1, 2007. Should this 75% reduction not be approved, the Subsidiary will file a new request with ADENE, for 25% income tax reduction until 2008 and 12.5% from 2009 to 2013, to which it is entitled for being located in a development region and exercising an economic activity that is considered as priority for the area.

10.	PREPAID EXPENSES (CONSOLIDATED)

	06/30/2007		03/31/2007

Rents		20,391		3,470
Marketing		5,453		-
Expenses with bond issuances		12,683		11,394
Insurance premium		3,373		4,105
Taxes, mainly Municipal Real Estate Tax - IPTU Vehicle Tax - IPVA		2,113		1,874
Other prepaid expenses		5,538		2,466
		49,551		23,309

Current portion		20,474		11,113
Noncurrent portion		29,077		12,196

11.	INVESTMENTS

	a) Subsidiaries of the Company

	Investiments				Equity method
	06/30/2007		03/31/2007		06/30/2007		06/30/2006

Ultragaz Participações Ltda.		408,923		382,864		34,994		46,686
Ultracargo - Operações Logísticas e Participações Ltda.		213,403		207,091		7,111		1,595
Imaven Imóveis e Agropecuária Ltda.		48,394		47,242		2,322		2,347
Oxiteno S.A. Indústria e Comércio		1,485,072		1,422,138		42,773		103,242
Distribuidora de Produtos de Petróleo Ipiranga S.A.		165,145		-		4,511		-
Companhia Brasileira de Petróleo Ipiranga		95,944		-		4,825		-
Refinaria de Petróleo Ipiranga S.A. (joint subsidiary)		509		-		509		-
		2,417,390		2,059,335		97,045		153,870

b) Affiliated Companies (consolidated)

	Investiments				Equity method
	06/30/2007		03/31/2007		06/30/2007		06/30/2006

Química da Bahia Indústria e Comércio S.A.		3,551		3,503		75		634
Oxicap Indústria de Gases Ltda.		1,573		1,682		(98)		13
Transportadora Sulbrasileira de Gás S.A.		7,118		-		(106)		-
		12,242		5,185		(129)		647

In the consolidated interim financial information, the investment of subsidiary Oxiteno S.A. Indústria e Comércio in the affiliated company Oxicap Indústria de Gases Ltda. is carried under the equity method based on the affiliate’s interim financial information as of May 31, 2007. Other subsidiaries are valued based on the interim financial information as of June 30, 2007.

12.	PROPERTY, PLANT AND EQUIPMENT (CONSOLIDATED)

	Annual		06/30/2007								03/31/2007
	depreciation average		Revalued		Accumulated		Allowance		Net book		Net book
	rates - %		cost		depreciation		for realization		value		value

Land		-		177,838		-		(374)		177,464		47,074
Buildings		4		591,118		(266,931)		-		324,187		202,134
Leasehold improvements		4		182,260		(67,289)		-		114,971		74,661
Machinery and equipment		8		1,007,585		(543,671)		(655)		463,259		447,589
Equipment and fixtures for the distribution of fuels / lubricants		10		740,082		(436,176)		-		303,906		-
Gas tanks and cylinders for LPG		10		281,726		(170,985)		-		110,741		112,415
Vehicles		21		213,683		(157,889)		-		55,794		32,247
Furniture and fixtures		10		57,471		(32,901)		-		24,570		15,063
Construction in progress		-		302,236		-		-		302,236		160,234
Advances to suppliers		-		84,548		-		-		84,548		74,532
Imports in transit		-		5,140		-		-		5,140		1,150
IT equipment		20		139,632		(108,142)		-		31,490		11,437
Other				174		(106)		-		68		-
				3,783,493		(1,784,090)		(1,029)		1,998,374		1,178,536

The changes in the provision for losses on property, plant and equipment are shown below:

Balance at March 31, 2007			1,633
Write off			(604)
Balance at June 30, 2007			1,029

Construction in progress refers substantially to construction of the fatty alcohols plant of subsidiary Oleoquímica Indústria e Comércio de Produtos Químicos Ltda. in the amount of R$ 141,525, and the new alkoxylation plant of subsidiary Oxiteno S.A. Indústria e Comércio in the amount of R$ 40,084, as well as expansions and renovations of the subsidiaries’ plants, the construction and modernization of gas stations and terminals for distribution of fuel of subsidiaries Companhia Brasileira de Petróleo Ipiranga and Distribuidora de Petróleo Ipiranga S.A., in the amount of R$ 38,884.

	Advances to suppliers refer basically to purchase of equipment for the fatty alcohols plant of subsidiary Oleoquímica Indústria e Comércio de Produtos Químicos Ltda.

	The subsidiaries recorded, in previous years, revaluation of property, plant and equipment items. The revaluation balances are shown below:

	06/30/2007						03/31/2007
			Accumulated		Net book		Net book
	Revaluation		depreciation		value		value

Land		16,088		-		16,088		15,469
Buildings		43,866		(34,920)		8,946		9,321
Machinery and equipment		31,738		(30,766)		972		1,026
Gas tanks and cylinders		48,910		(48,910)		-		-
Vehicles		661		(661)		-		-
		141,263		(115,257)		26,006		25,816

The depreciation of theses revaluations in the amount of R$ 867 as of June 30, 2007 (R$ 964 as of June 30, 2006) was recorded in the statements of income. The amount of deferred taxes on revaluations totals R$ 7,072 as of June 30, 2007 (R$ 7,275 as of March 31, 2007), of which R$ 684 as of June 30, 2007 (R$ 773 as of March 31, 2007) is recorded as noncurrent liabilities, as shown in Note 9.a), and R$ 6,388 as of June 30, 2007 (R$ 6,502 as of March 31, 2007) is accrued in the same period in which certain subsidiaries realize the revaluation reserve, since these revaluations occurred prior to the issuance of CVM Resolution No. 183/95.

13.	INTANGIBLE ASSETS (CONSOLIDATED)

	Annual		06/30/2007								03/31/2007
	amortization average				Accumulated		Provision		Net book		Net book
	rate - %		Cost		amortization		for losses		value		value

Software		20		105,183		(72,494)		-		32,689		23,864
Commercial property rights		3		16,334		(1,946)		-		14,388		14,525
Goodwill		20		15,466		(10,328)		-		5,138		5,646
Technology		20		20,493		(5,170)		-		15,323		15,448
Other		10		1,373		(108)		(836)		429		434
				158,849		(90,046)		(836)		67,967		59,917

The changes in the provision for losses on intangibles are shown below:

Balance at March 31, 2007			836
Addition			-
Balance at June 30, 2007			836

Commercial property rights, mainly those described below:

On July 11, 2002, subsidiary Terminal Químico de Aratu S.A. - Tequimar signed a contract with CODEBA - Companhia Docas do Estado da Bahia for use of the site where the Aratu Terminal is located for another 20 years, renewable for the same period. The price paid by Tequimar amounted to R$ 12,000 and is being amortized from August 2002 to July 2042.

Further, subsidiary Terminal Químico de Aratu S.A. - Tequimar has a lease agreement for an area adjacent to the Port of Santos for 20 years, effective December 2002 and renewable for another 20 years, for building and operating a terminal for receiving, tanking, handling and distribution of bulk liquids. The price paid by Tequimar was R$ 4,334 and is being amortized from August 2005 until December 2022.

14.	DEFERRED CHARGES (CONSOLIDATED)

	Annual		06/30/2007						03/31/2007
	amortization average				Accumulated		Net book		Net book
	rates - %		Cost		amortization		value		value

Expenses with studies and projects		20		67,580		(14,741)		52,839		44,991
Pre-operating expenses		12		6,730		(2,951)		3,779		3,950
Installation of Ultrasystem equipment at customers’ facilities		33		175,042		(113,643)		61,399		61,675
Goodwill		10		439,631		(14,786)		424,845		4,725
Other		20		2,395		(1,417)		978		878
				691,378		(147,538)		543,840		116,219

	Expenses on studies and projects include, mainly, the LPG distribution structure review project and expenses for the Rio de Janeiro Petrochemical Complex (COMPERJ) project.

	Goodwill related to the share acquisitions of Petrolog Serviços e Armazéns Gerais Ltda. in the amount of R$ 6,507, and for Ipiranga in the amount of R$ 424,680 are being amortized in 120 months (see Note 3).

15.	LOANS, FINANCING AND DEBENTURES (CONSOLIDATED)

a)	Composition

				Annual
			Index/	Interest
Description	06/30/2007	03/31/2007	currency	rate 2007 - %	Maturity

Foreign currency:
Syndicated loan	115,718	124,750	US$	5.05	2008
Notes in the foreign market (b)	115,919	126,161	US$	9.0	2020
Notes in the foreign market (c)	482,520	522,923	US$	7.25	2015
Notes in the foreign market (d)	112,506	-	US$	9.88	2008
Working capital loan	6,391	4,077	MX$ + TIIE (i)	1.0	2008
Working capital loan	2,575	-	US$	7.12 to 8.55	2007
Foreign financing	23,561	24,625	US$ + LIBOR	2.0	2009
Inventories and property, plant and equipment financing	22,656	13,891	MX$ + TIIE (i)	From 1.1 to 2.0	From 2009 to 2014
Inventories and property, plant and equipment financing	3,233	-	US$ +LIBOR	From 1.50 to 1.75	2009
Import financing (REFINIMP)	1,946	-	US$	From 6.8	2007
Import financing (FINIMP)	5,178	-	US$ +LIBOR	0.23	2007
Advances on foreign exchange contracts	36,824	4,043	US$	From 5.20 to 6.20	< 149 days
National Bank for Economic and Social Development (BNDES)	9,020	10,693	UMBNDES (ii)	From 4.50 to 10.38	From 2007 to 2011
National Bank for Economic and Social Development (BNDES)	10,631	10,154	US$	From 7.68 to 10.83	From 2010 to 2013
Export prepayments, net of linked operations	6,695	10,383	US$	6.2	2008
Subtotal	955,373	851,700

Local currency:
National Bank for Economic and Social Development (BNDES)	199,712	196,726	TJLP(iii)	From 1.80 to 4.85	From 2007 to 2013
National Bank for Economic and Social Development (BNDES)	4,736	4,645	IGP-M (iv)	6.5	2008
Government Agency for Machinery and Equipment Financing (FINAME)	73,792	36,901	TJLP (iii)	From 2.5 to 5.10	From 2007 to 2011
Research and projects financing (FINEP)	67,300	55,398	TJLP (iii)	From (2.0) to 5.0	From 2009 to 2014
Debentures (e.1)	312,073	303,078	CDI	102.5	2008
Debentures (e.2)	692,679	-	CDI	102.5	2008
Debentures (e.3)	360,511	-	CDI	103.8	2011
Banco do Nordeste do Brasil	44,168	19,790		From 9.78 to 11.5	2018
Financial institutions	91,429	-	CDI	100	2008
Debit balance	15,004	-		Free of charge	2007
Other	346	483
Subtotal	1,861,750	617,021
Total financing and debentures	2,817,123	1,468,721

Current liabilities	(1,317,991)	(428,469)
Non current liabilities	1,499,132	1,040,252

(i)

MX$ = Mexican peso; TIIE = Mexican break-even interbank interest rate.

(ii)

UMBNDES = BNDES monetary unit. This is a “basket” of currencies representing the composition of the BNDES debt in foreign currency, 93%, of which is linked to the U.S. dollar.

(iii)

TJLP = fixed by the CMN (National Monetary Council); TJLP is the basic cost of BNDES financing.

(iv)

IGP-M = General Market Price Index, is a measure of Brazilian inflation calculated by the Getúlio Vargas Foundation.

The long-term portion matures as follows:

	06/30/2007		03/31/2007

From 1 to 2 years		433,009		220,163
From 2 to 3 years		219,069		92,872
From 3 to 4 years		164,239		36,996
From 4 to 5 years		36,197		24,288
Over 5 years		646,618		665,933
		1,499,132		1,040,252

	b)	Notes in the foreign market

		In June 1997, the subsidiary Companhia Ultragaz S.A. issued US$60 million in notes, (Original Notes), maturing in 2005. In June 2005, maturity was extended to June 2020, with put/call options in June 2008.

		In June 2005, the subsidiary Oxiteno Overseas Corp. acquired the full amount of Original Notes, with funds from a syndicated loan in the amount of US$60 million with maturity in June 2008 and interest rate of 5.05% per year. The syndicated loan was guaranteed by the Company and the subsidiary Oxiteno S.A. Indústria e Comércio.

		In April 2006, subsidiary Oxiteno Overseas Corp. sold the Original Notes to a financial institution. Concurrently, the subsidiary acquired from this financial institution a credit linked note backed by the Original Notes, as mentioned in Note 4, thus obtaining an additional return on this investment. The transaction matures in 2020, and the subsidiary as well as the financial institution may redeem it early, although the subsidiary has only an annual option of redemption (purchase) in or after June 2008. In the event of insolvency of the financial institution, Companhia Ultragaz S.A. would be required to settle the Original Notes, although Oxiteno Overseas Corp. would continue to be the creditor of the credit linked note. Thus, the Company stopped eliminating the Original Notes in its interim financial information.

	c)	Notes in the foreign market

		In December 2005, the subsidiary LPG International Inc. issued notes in the amount of US$250 million, maturing in December 2015, with annual interest rate of 7.25% paid semiannually, with the first payment scheduled for June 2006. The issue price was 98.75% of the notes’ face value, which represented a total yield for investors of 7.429% per year upon issuance. The notes were guaranteed by the Company and by Oxiteno S.A. Indústria e Comércio.

		As a result of the issuance of notes and the syndicated loan, the Company and its subsidiaries mentioned above are subject to covenants that limit, among other things:

·	Limitation of transactions with shareholders that hold amounts of 5% or more of any class of Capital Stock of the Company, except upon fair and reasonable terms no less favorable to the Company than could be obtained in a comparable arm’s-length transaction with a third party;

·	Obligation of having Board of Directors resolution for transactions with related parties higher than US$15 million (excepting transactions by the Company with subsidiaries and between subsidiaries);

·	Restriction of disposal of the totality or near totality of the assets of Company and subsidiaries;

·	Restriction of encumbrances on assets in excess of US$150 million or 15% of the value of consolidated tangible assets;

·	Maintenance of financial ratio, between consolidated net debt and consolidated EBITDA (Earning Before Interest, Taxes, Depreciation and Amortization), less than or equal to 3.5; and

·	Maintenance of financial ratio, between consolidated EBITDA and consolidated net financial expenses higher than or equal to 1.5.

The restrictions imposed on the Company and its subsidiaries are usual in transactions of this nature and have not limited their ability to conduct their businesses to date.

	d)	Notes in the foreign market

		On August 1, 2003, subsidiary Companhia de Petróleo Ipiranga issued US$ 135 millions in notes in the international market. On August 1, 2005, when the interest levied increased from 7.875% per year to 9.875% per year, these securities were partly redeemed in the amount of US$ 1.3 million or R$ 3.1 millions. In 2006, partial redemption was performed in the amount of US$ 79.6 millions or R$ 164.9 millions, which represented the acceptance of CBPI’s repurchase offer to the note holders.

	e)	Debentures

		e.1) On March 1, 2005, the Company issued a single series of 30,000 nonconvertible debentures, whose main features are:

		Nominal unit value:	R$ 10,000.00
		Final maturity:	March 1, 2008
		Nominal value payment:	Lump sum at final maturity
		Yield:	102.5% of CDI
		Yield payment:	Semiannually, beginning March 1, 2005
		Repricing:	None

The debentures are subject to commitments that restrict, among other things, certain operations of merger or spin-off, as well as the disposal of operating assets that would result in a reduction of more than 25% of consolidated net sales, and also included the obligation to maintain a consolidated net debt to consolidated EBITDA ratio less than or equal to 3.5. Thus far, none of these commitments have restricted the ability of the Company and its subsidiaries to conduct business.

e.2) On April 11, 2007, the Company issued debentures in the amount of R$ 889,000, of which a first series was received on April 18, 2007, in the total amount of R$ 675,000 with maturity on April 11, 2008 and semiannual yield of 102.5% of CDI, and the second series in the amount of R$ 214,000 to be issued.

		Nominal unit value:	R$ 675,000,000.00
		Final maturity:	April 11, 2008
		Nominal value payment:	Lump sum at final maturity
		Yield:	102.5% of CDI
		Yield payment:	Semiannually, beginning October 11, 2007
		Repricing:	None

e.3) On April 18, 2006, subsidiary Companhia Brasileira de Petróleo Ipiranga registered in the Brazilian Securities and Exchange Commission - CVM, the public distribution of 35,000 debentures, single series, non-convertible into shares and non-preferred (chirographary) whose main features are:

		Nominal unit value:	R$ 10,000.00
		Final maturity:	April 1, 2011
		Nominal value payment:	three quotas in 2009, 2010 and 2011
		Yield:	103.8% of CDI
		Yield payment:	Semiannually, beginning April 1, 2006

	f)	Collateral

		A portion of the financing is collateralized by liens on property, plant and equipment, shares, promissory notes and guarantees provided by the Company and its subsidiaries, as shown below:

	06/30/2007		03/31/2007

Amount of financing secured by:
Property, plant and equipment		74,403		38,134
Shares of affiliated companies and minority stockholders’ guarantees		4,736		4,645
		79,139		42,779

		Other loans are collateralized by guarantees issued by the Company and by the future flow of exports. The Company is responsible for sureties and guarantees offered on behalf of its subsidiaries, amounting to R$ 979,182 as of June 30, 2007 (R$ 1,041,278 as of March 31, 2007).

		Certain subsidiaries have issued guarantees to financial institutions related to amounts owed to those institutions by some of their customers (vendor financing). In the event any subsidiary is required to make a payment under the guarantees, the subsidiary may recover such amounts paid directly from its customers through commercial collection. Maximum future payments related to these guarantees amount to R$ 20,043 as of June 30, 2007 (R$ 29,936 as of March 31, 2007), with terms of up to 210 days. As of June 30, 2007, the Company and its subsidiaries have not incurred any loss nor recorded any liability related to these guarantees.

16.	SHAREHOLDERS’ EQUITY

	a)	Capital

		The Company is a listed corporation with shares traded on the São Paulo and New York Stock Exchanges. Subscribed and paid-up capital is represented by 81,325,409 shares without par value, comprised of 49,429,897 common and 31,895,512 preferred shares.

		As of June 30, 2007, 10,701,954 preferred shares were outstanding abroad, in the form of American Depositary Receipts - ADRs.

		Preferred shares are not convertible into common shares, do not entail voting rights, and have priority in capital redemption, without premium, in the event of liquidation of the Company.

		At the beginning of 2000, the Company granted, through a shareholders agreement, tag-along rights, which assure to minority stockholders identical conditions to those negotiated by the controlling shareholders in case of disposal of shareholding control of the Company.

		The Company is authorized to increase its capital, regardless of amendment to the bylaws, through a resolution of the Board of Directors, until it reaches R$ 1,500,000, by means of issuance of common or preferred shares, without keeping the existing ratio, observed the limit of 2/3 of preferred shares to the total shares issued.

	b)	Treasury shares

		The Company acquired its own shares at market prices, without capital reduction, for holding in treasury and subsequent disposal or cancellation, in accordance with the provisions of Brazilian Securities Commission (CVM) Instructions No. 10, of February 14, 1980, and No. 268, of November 13, 1997.

		During the first semester of 2007, 354,900 preferred shares were acquired at the average cost of R$ 59.01 per share regarding to the share repurchase program approved in the Board of Director’s Meeting of August 02, 2006.

		As of June 30, 2007, the Company’s interim financial information record 516,597 preferred shares and 6,617 common shares in treasury, which were acquired at the average cost of R$ 49.17 and R$ 19.30 per share, respectively. The consolidated financial information record 763,547 preferred shares and 6,617 common shares in treasury, which were acquired at the average cost of R$ 40.95 and R$ 19.30 per share, respectively.

		The market price of preferred shares issued by the Company as of June 30, 2007 on the São Paulo Stock Exchange (BOVESPA) was R$ 64.39.

	c)	Capital reserve

		The capital reserve in the amount of R$ 3,026 reflects the goodwill on the disposal of shares at market price to be held in treasury in the Company’s subsidiaries, at the average price of R$ 36.00 per share. Executives of these subsidiaries were given the usufruct opportunity to have such shares, as described in Note 22.

	d)	Revaluation reserve

		This reserve reflects the revaluation write-up of assets of subsidiaries and is realized based upon depreciation, write-off or disposal of revalued assets, including the related tax effects.

		In some cases, taxes on the revaluation reserve of certain subsidiaries are recognized only upon the realization of this reserve, since the revaluations occurred prior to the publication of CVM Resolution No. 183/95, as mentioned in Note 12.

	e)	Retention of profits reserve

		This reserve is supported by the investment program, in conformity with article 196 of Brazilian corporate law, and includes both a portion of net income and the realization of the revaluation reserve.

	f)	Realizable profits reserve

		This reserve is established in conformity with article 197 of Brazilian corporate law, based on the equity in subsidiaries and affiliated companies. Realization of the reserve usually occurs upon receipt of dividends, disposal and write-off of investments.

Conciliation of shareholders’ equity - Company and consolidated

	06/30/2007		03/31/2007

Shareholders’ equity - Company		1,994,236		1,975,498
Treasury shares held by subsidiaries, net of realization		(4,430)		(4,577)
Capital reserve arising from sale of treasury shares to subsidiaries, net of realization		(2,324)		(2,400)
Shareholders’ equity - consolidated		1,987,482		1,968,521

	h)	Reconciliation of net income - Parent Company and consolidated

		The reconciliation of net income, Parent Company and consolidated, shows the effect of the reversal of the allowance for scheduled factory maintenance of some subsidiaries, net of income and social contribution taxes, recorded in retained earnings, in accordance with CVM Resolution No. 489/05 and Technical Interpretation No. 01/06 by IBRACON, as follows:

	06/30/2006

Net income - Parent Company		151,202
Reversal of allowance for factory maintenance by the subsidiary Oxiteno S.A. Indústria e Comércio		(796)
Reversal of allowance for factory maintenance by the subsidiary Oxiteno Nordeste S.A. Indústria e Comércio		(5,513)
Net income - consolidated		144,893

17.

NONOPERATING EXPENSES, NET (CONSOLIDATED)

Composed mainly of R$ 1,502 as of June 30, 2007 (R$ 6,675 as of June 30, 2006) in write-off of deferred assets related to studies and projects, and R$ 443 as of June 30, 2007 (R$ 6,559 as of June 30, 2006) of result on the sale of property, plant and equipment, mainly gas cylinders and vehicles.

2.	SEGMENT INFORMATION

The Company has four relevant segments: gas, chemicals, logistics and distribution. The gas segment distributes LPG to retail, commercial and industrial consumers mainly in the South, Southeast and Northeast Regions of Brazil. The chemicals segment primarily produces ethylene oxide and by products, which are raw materials for the textiles, foods, cosmetics, detergents, agricultural chemicals, paints and varnishes industries, among other. Operations in the logistics segment include storage and transportation, mainly in the Southeast and Northeast Regions of Brazil. The distribution segment operates in distribution of fuels, lubricants and related products in the South and Southeast Regions of Brazil. Reportable segments are strategic business units that offer different products and services. Intersegment sales are transacted at prices approximating those that could be obtained with third parties.

The main financial information about each of the Company’s reportable segments is presented as follows:

	06/30/2007													06/30/2006
	Ultragaz		Oxiteno		Ultracargo		Ipiranga		Other			Consolidated		Consolidated
Net sales, net of related-party transactions		1,532,392		783,894		88,365		4,947,410		3,174			7,355,235		2,295,079
Income from operations before financial income (expenses) and equity in subsidiary and affiliated companies		78,831		46,074		10,804		84,187		(7,828	)		212,068		149,057
Total assets, net of related parties		895,507		2,472,633		353,292		2,570,744		570,820			6,862,996		3,717,502

In the table above, the column "other" is composed mainly by parent company Ultrapar Participações S.A., that recorded the goodwill on the acquisition of Ipiranga, and by the participation in the oil refining business.

19.	FINANCIAL INCOME AND EXPENSES, NET (CONSOLIDATED)

	06/30/2007		06/30/2006

Financial income:
Interest on temporary cash investments and noncurrent investments		72,461		83,736
Interest on trade accounts receivable		6,574		2,905
Monetary and exchange variation income		(11,120)	(13,782)
Other income		950		958
		68,865		73,817
Financial expenses:
Interest on loans and financing		(45,850)		(42,718)
Interest on debentures		(45,066)		(23,980)
Bank charges		(8,674)		(6,568)
Monetary and exchange variations expenses		23,659		15,058
Financial results from currency hedge transactions		(9,058)		(11,681)
CPMF/IOF/other financial expenses (see Note 21 a))		(12,052)		33,537
Other expenses		(6,961)		(2,569)
		(104,002)		(38,921)

Financial (expenses) income, net		(35,137)		34,896

20.	RISKS AND FINANCIAL INSTRUMENTS (CONSOLIDATED)

The main risk factors to which the Company and its subsidiaries are exposed reflect strategic/operating and economic/financial aspects. Strategic/operating risks (such as behavior of demand, competition, technological innovation, and significant structural changes in industry, among others) are addressed by the Company’s management model. Economic/financial risks mainly reflect customer default, macroeconomic variables, such as exchange and interest rates, as well as the characteristics of the financial instruments used by the Company. These risks are managed through control policies, specific strategies and the determination of limits, as follows:

Customer default - These risks are managed by specific policies for accepting customers and analyzing credit, and are mitigated by diversification of sales. As of June 30, 2007, Oxiteno S.A. Indústria e Comércio and its subsidiaries maintained R$ 1,374 (R$ 1,547 as of March 31, 2007), the subsidiaries of Ultragaz Participações Ltda. maintained R$ 13,531 (R$ 20,739 as of March 31, 2007), and Ipiranga / Refinery maintained R$ 41,920 as an allowance for doubtful accounts.

Interest rates - The Company and its subsidiaries adopt conservative policies to obtain and invest funds and to minimize the cost of capital. Temporary cash investments of the Company and its subsidiaries are comprised mainly of transactions linked to the CDI, as described in Note 4. A portion of the financial assets is intended for foreign currency hedges, as mentioned below. Borrowings are mainly originated from the BNDES, debentures and foreign currency financing, as mentioned in Note 15.

Exchange rate - The Company’s subsidiaries use hedge instruments (mainly CDI and US$) available in the financial market to cover assets and liabilities in foreign currency, so as to reduce the exchange variation effects on their results. Such hedges have amounts, periods and indexes substantially equivalent to the assets and liabilities in foreign currency to which they are linked. Shown below are the assets and liabilities in foreign currency, translated into Brazilian reais at June 30, 2007 and March 31, 2007:


	06/30/2007		03/31/2007

Assets:
Investments abroad and hedges		63,339		80,395
Foreign cash and cash equivalents		1,150		830
Temporary cash and long-term investments in foreign currency		702,757		755,702
Receivables from foreign customers, net of advances on exchange contracts and allowance for loss		32,178		26,655
		799,424		863,582

Liabilities:
Foreign currency financing	955,373	851,700
Import payables	14,646	19,322
	970,019	871,022

Net asset position	(170,595)	(7,440)

The exchange rate variation related to cash and banks, investments, temporary cash investments, and long-term cash investments of foreign subsidiaries was recorded as financial expense in the consolidated financial information of income for June 30, 2007, in the amount of R$ 12,957 (financial expense of R$ 14,280 as of June 30, 2006).

·	Market value of financial instruments

Market value of financial instruments as of June 30, 2007 and March 31, 2007 are as follows:

	06/30/2007				03/31/2007
	Book		Market		Book		Market
	value		value		value		value

Financial assets:
Cash and banks		47,069		47,069		30,938		30,938
Temporary cash investments		1,474,828		1,488,616		838,142		839,217
Noncurrent investments		118,946		120,286		551,311		566,791
		1,640,843		1,655,971		1,420,391		1,436,946

Financial liabilities:
Current and long-term loans		1,451,860		1,477,397		1,165,643		1,201,088
Current and long-term debentures		1,365,263		1,365,234		303,078		303,063
		2,817,123		2,842,631		1,468,721		1,504,151

Investment-
Investments in affiliated companies		26,615		33,036		25,475		28,002

The market value of financial instruments was obtained through the commonly used marking to market methodology, which consists of carrying the balances of the instruments until the maturity at the respective contracted rates, discounting them to present value at market rates as of June 30, 2007 and March 31, 2007. The market value of investment in affiliated company is based on the share price trading on the São Paulo Stock Exchange (BOVESPA).

21.	CONTINGENCIES AND COMMITMENTS (CONSOLIDATED)

	a)	Labor, civil and tax lawsuits

		The Petrochemical Industry Labor Union, of which the employees of Oxiteno Nordeste S.A. Indústria e Comércio are members, filed an action against the subsidiary in 1990, demanding compliance with the adjustments established in a collective labor agreement, in lieu of the salary policies effectively followed. At the same time, the employers’ association proposed a collective bargaining for the interpretation and clarification of the fourth clause of the agreement. Based on the opinion of its legal counsel, who analyzed the last decision of the Federal Supreme Court (STF) on the collective bargaining, as well as the status of the individual lawsuit of the subsidiary, management believes that a reserve is not necessary as of June 30, 2007. The subsidiaries Companhia Ultragaz S.A. and SPGás Distribuidora de Gás Ltda. are parties to an administrative proceeding at CADE (Administrative Council for Economic Defense), under the allegation of anticompetitive practice in municipalities of a region of the State of Minas Gerais in 2001. In September 2005, the SDE (Economic Law Department) issued a technical notice recommending to CADE a ruling against the companies involved in this proceeding. In their defense, the subsidiaries’ arguments, among others, are that: (i) under the terms of the notice issued by the Company’s chief executive officer on July 4, 2000, the subsidiaries’ employees were forbidden to discuss with third parties matters related to prices; and (ii) no consistent evidence was attached to the proceeding’s records. In view of the arguments presented, the fact that the technical notice has no binding effect on CADE’s decision, and their legal counsel’s opinion, the subsidiaries did not record a provision for this issue. Should CADE’s decision be unfavorable, the subsidiaries can still discuss the issue at the judicial level.

		The subsidiary Companhia Ultragaz S.A. is a defendant in lawsuits relating to damages caused by an explosion in 1996 in a shopping mall in the city of Osasco, State of São Paulo. Such lawsuits involve: (i) individual suits filed by victims of the explosion claiming damages from Ultragaz for the loss of economic benefit and for pain and suffering; (ii) lawsuit for reimbursement of expenses by the administration company of the shopping mall and its insurance company; and (iii) class action suit seeking indemnification for property damage and pain and suffering for all the victims injured and deceased. The subsidiary believes that it has presented evidence that defective gas pipes in the shopping mall caused the accident and that Ultragaz’s on-site LPG storage facilities did not contribute to the explosion. Of the 58 lawsuits judged thus far, a favorable judgment was obtained for 57, and of these 19 have already been dismissed; only 1 had an unfavorable decision, which is still subject to appeal, and whose amount, should the decision be upheld, is R$ 17. Three lawsuits have not yet been judged. The subsidiary has insurance coverage for these lawsuits, and the uninsured contingent amount is R$ 23,595. The Company has not recorded any provision for this amount, since it believes the probability of loss is remote. The Company and its subsidiaries obtained injunctions to pay PIS and COFINS (taxes on revenues) without the changes introduced by Law No. 9718/98 in its original version. The ongoing questioning refers to the levy of these taxes on sources other than revenues. Recently the STF has decided the matter favorable to the taxpayer. Although it is a precedent, the effect of this decision does not automatically apply to all companies, since they must await judgment of their own lawsuits. In the first semester of 2007, final decisions were rendered for the ompany and its subsidiaries which reversed the accrual previously recorded, in the amount of R$ 12,759 (in the first semester of 2006 - R$ 17,217 of accrual reversal and R$ 26,225 of recovery of amounts paid in previous periods), net of attorney’s fees. The Company has other subsidiaries whose lawsuits have not yet been judged. Should there be final favorable outcomes for the subsidiaries in all lawsuits still not judged, the Company estimates that the total positive effect in income before income and social contribution taxes should reach R$ 28,895, net of attorney’s fees.

Subsidiary Oxiteno S.A. Indústria e Comércio accrued R$ 9,212 as of June 30, 2007 (R$ 9,045 as of March 31, 2007) for ICMS tax assessments being judged at a lower-level administrative court. The subsidiary is currently awaiting decision on the appeal.

Subsidiary Utingás Armazenadora S.A. has challenged in court ISS (Service Tax) tax assessments issued by the municipal government of Santo André. Legal counsel of the subsidiary classifies the risk as low, since a significant portion of the lower-court decisions was favorable to the subsidiary. The thesis defended by the subsidiary is supported by the opinion of a renowned tax specialist. The unprovisioned updated amount of the contingency as of June 30, 2007 is R$ 39,028 (R$ 38,263 as of March 31, 2007).

On October 7, 2005, the subsidiaries of Ultragaz Participações Ltda. filed for and obtained an injunction to support the offset of PIS and COFINS credits against other federal taxes administered by the Federal Revenue Service (SRF), notably corporate income tax and social contribution taxes. According to the injunction obtained, the subsidiaries have been making judicial deposits for these debits in the amount of R$ 55,858 as of June 30, 2007 (R$ 41,814 as of March 31, 2007) and recognizing the corresponding liability for this purpose.

Subsidiaries Ultragaz Participações Ltda, Cia. Ultragaz S.A., Utingás Armazenadora S.A., Terminal Químico de Aratu S.A. - Tequimar, Transultra - Armazenamento e Transporte Especializado Ltda. and Ultracargo Operações Logísticas e Participações Ltda., hold judicial measures petitioning the full and immediate utilization of supplementary monetary adjustment based on the Consumer Price Index (IPC) / National Treasury Bonds (BTN) for 1990 (Law No. 8.200/91), and hold accruals in the amount of R$ 13,098 (R$ 12,530 as of March 31, 2007) as a possible contingency, in case of unfavorable outcome of such lawsuits.


		On December 29, 2006, the subsidiaries Oxiteno S.A Indústria e Comércio, Oxiteno Nordeste S.A Indústria e Comércio, Companhia Ultragaz S.A. and Transultra Armazenamento e Transporte Especializado Ltda filed for an injunction seeking the deduction of ICMS from the PIS and COFINS tax basis. Oxiteno Nordeste S.A Indústria e Comércio received an injunction and is paying the amounts into judicial deposits, as well as recording the respective accrual in the amount of R$ 4,933 (R$ 930 as of March 31, 2007); the others subsidiaries did not receive similar injunction and are waiting the judgment of an appeal to Regional Federal Court – TRF of the3^rd Region. The Company and some subsidiaries filed a request for an injunction seeking not to be subject to the legislation that restricted the offset of corporate income tax (IRPJ) and social contribution (CSLL) tax loss carryforwards computed through December 31, 1994 to 30% of income for the year. There are good precedents for these discussions when it is proven that there was only a postponement of payment of IRPJ and CSLL to the following years, as is the case of the Company’s subsidiaries, and legal counsel understands that the chances of success of the challenge in the judicial sphere is possible. The contingency is estimated at R$ 6,493. Regarding Ipiranga / Refinery, the main provisions for contingencies refer to: (a) requirements for the reversal of ICMS credits on transportation services taken during the freight reimbursement system established by DNC (currently National Agency for Petroleum - ANP), in the amount of R$ 6,862; (b) requirements for the reversal of ICMS credits in the State of Minas Gerais, on interstate outflows carried under Article 33 of ICMS Agreement 66/88, which allowed the maintenance of credits and which was suspended by an injunction conceded by the Supreme Court - STF, in the amount of R$ 26,948; (c) reversal of the deduction of unconditional discounts from the ICMS calculation basis, in the State of Minas Gerais, as a result of tax substitution, in the amount of R$ 15,395; (d) litigation based on clauses of contracts with clients; (e) claims made by former employees and outsourced personnel regarding salary related amounts.

The main tax contingencies of Ipiranga / Refinery which present risks evaluated as possible, and which, based in this evaluation, have not been accrued for in the interim financial information, refer to ICMS, in the total amount of R$ 107,743 and relate, mainly to: (a) requirements for the reversal of credits on interstate outflows; (b) requirements of ICMS on the purchases of basic oils; (c) demands to reverse credits related with interstate transport services operations; (d) demands to reverse credits derived from excess taxation generated on the purchase of products in the petroleum refinery under the tax substitution system; (e) demands to reverse credits in operations with alcohol (anhydrous fuel alcohol) in the State of São Paulo; (f) tax assessment resulting from operations of alcohol loan devolutions (anhydrous fuel alcohol). In addition, subsidiary Distribuidora de Produtos de Petróleo Ipiranga S.A.- DPPI and its subsidiaries have tax assessments concerning non-homologation of IPI credits originated in acquisitions of products whose subsequent sales had no taxation. The non-accrued contingent amount as of June 30, 2007, is R$ 15,240.

The Company and its subsidiaries have other ongoing administrative and judicial proceedings; legal counsel classified the risks on these proceedings as possible and/or remote and, therefore, no reserves for potential losses on these proceedings have been recorded. The Company and its subsidiaries also have litigations that aims at recovery of taxes and contributions, that have not been registered in the interim financial information due to their contingent nature.

Judicial deposits and provisions are summarized below:

Provisions	Balance in 03/31/2007		Initial balance of Ipiranga / Refinary		Additions		Write-off		Interest		Balance in 06/30/2007

Income and social contribution taxes		59,500		63		16,033		-		1,964		77,560
PIS and COFINS on other revenues		1,866		-		-		-		30		1,896
PIS on rendering of services		286		-		-		-		5		291
ICMS		10,257		50,229		3,941		-		695		65,122
INSS		2,172		50		-		-		153		2,375
Other		-		847		774		(251)		406		1,776
Civil lawsuits		-		5,224		455		(404)		(290)		4,985
Labor claims		-		13,364		435		(345)		(22)		13,432
(-) Judicial deposits		(42,744)		(7,093)		(16,532)		-		(1,317)		(67,686)
Total		31,337		62,684		5,106		(1,000)		1,624		99,751

	b)	Contracts

		Subsidiary Terminal Químico de Aratu S.A. - Tequimar has contracts with CODEBA and Complexo Industrial Portuário Governador Eraldo Gueiros, in connection with their port facilities in Aratu and Suape, respectively. Such contracts establish minimum cargo movement of 1,000,000 tons per year for Aratu, effective through 2022, and 250,000 tons per year for Suape, effective through 2027. If annual movement is less than the minimum required, the subsidiary is required to pay the difference between the actual movement and the minimum contractual movement, using the port rates in effect at the date established for payment. As of June 30, 2007, such rates were R$ 4.59 and R$ 3.97 per ton for Aratu and Suape, respectively. The subsidiary has met the minimum cargo movement limits since inception of the contracts. Subsidiary Oxiteno Nordeste S.A. Indústria e Comércio has a supply contract with Braskem S.A, that establishes a minimum consumption level of ethylene per year. The minimum purchase commitment and the actual demand for the period ended June 30, 2007 and 2006, expressed in tons of ethylene, are summarized below. Should the minimum purchase commitment not be met, the subsidiary would be liable for a fine of 40% of the current ethylene price for the quantity not purchased.

	Minimum purchase commitment				Actual demand
	2007		2006		2007		2006

In tons of ethylene		180.000		137.900		96,221		90,968

On August 16, 2006, the subsidiary signed a memorandum of understanding, altering the ethylene supply contract with Braskem S.A. described above. The memorandum of understanding regulates new conditions of ethylene supply through 2021, and in 2007 and 2008 the subsidiary is having access to an additional volume of ethylene, with the minimum quantity in tons increasing to 180 thousand and 190 thousand, respectively.

	c)	Insurance coverage for subsidiaries

		The Company has insurance policies to cover various risks, including loss and damage from fire, lightning, explosion of any nature, windstorm, plane crash and electrical damage, among others, protecting the plants and other branches of all subsidiaries except Ipiranga / Refinery, with coverage amounting to US$ 404 million. For the plants of Oxiteno S.A. Indústria e Comércio, Oxiteno Nordeste S.A. Indústria e Comércio and Oxiteno México S.A. de C.V., there is also loss of income insurance against losses from potential accidents related to their assets, with coverage amounting to US$ 242 million. A civil liability insurance program covers the Company and its subsidiaries, with global coverage of US$ 200 million, for losses and damage from accidents caused to third parties, related to the commercial and industrial operations and/or distribution and sale of products and services. Group life insurance, personal accident insurance, health insurance, and domestic and international transportation insurance are also contracted. Ipiranga / Refinery have an insurance and risk management program which provides coverage for all their insurable assets, as well as coverage against risks resulting from the interruption of production, by means of an operating risk policy negotiated with the national and international insurance market, through the Brazilian Reinsurance Institute. The coverage and limits insured by the policies are based on a detailed study of risks and losses, prepared by local insurance consultants. Management considers the type of insurance contracted sufficient to cover possible claims, in view of the nature of the activities of the companies. The main coverages are related to operating risks, loss of profits, multiple industrial perils, multiple office risks, named perils - pools and civil liability.

22.	SHARE COMPENSATION PLAN (CONSOLIDATED)

The Extraordinary Shareholders’ Meeting held on November 26, 2003 approved a compensation plan for management of the Company and its subsidiaries, which provides for: (i) the initial grant of usufruct of shares issued by the Company and held in treasury by the subsidiaries in which the beneficiaries are employed; and (ii) the transfer of the beneficial ownership of the shares after ten years from the initial grant, provided that the professional relationship between the beneficiary and the Company and its subsidiaries is not interrupted. The total amount granted to executives until June 30, 2007, including taxes, was R$ 12,263 (R$ 12,263 as of March 31, 2007). This amount is being amortized over a period of ten years and the amortization related as of June 30, 2007 in the amount of R$ 614 (R$ 446 as of June 30, 2006), was recorded as an operating expense for the period.

23.	EMPLOYEE BENEFITS AND PRIVATE PENSION PLAN (CONSOLIDATED)

a) ULTRAPREV – Associação de Previdência Complementar

In August 2001, the Company and its subsidiaries (except subsidiaries recently acquired from the Ipiranga Group) began to provide a defined contribution pension plan to their employees. This plan is managed by Ultraprev - Associação de Previdência Complementar. Under the terms of the plan, the basic contribution of each participating employee is defined annually by the participant between 0% and 11%, of his/her salary. The sponsoring companies provide a matching contribution in an identical amount as the basic contribution. As participants retire, they have the option to receive monthly: (i) a percentage varying between 0.5% and 1.0% of the fund accumulated in their name in Ultraprev; or (ii) a fixed-monthly amount that will deplete the fund accumulated in the participant’s name in a period of 5 to 25 years. Accordingly, neither the Company nor its subsidiaries assume responsibility for guaranteeing the levels of amounts or periods of receipt of the retirement benefit. As of June 30, 2007, the Company and its subsidiaries contributed R$ 1,722 (R$ 1,713 as of June 30, 2006) to Ultraprev, which was charged to income for the period. The total number of participating employees as of June 30, 2007 was 5,606, with 12 participants retired to date. Additionally, Ultraprev has 1 active participant and 31 former employees receiving defined benefits according to the policies of a previous plan.

b) Fundação Francisco Martins Bastos

The subsidiaries Distribuidora de Produtos de Petróleo Ipiranga S.A., Companhia Brasileira de Petróleo Ipiranga and Refinaria de Petróleo Ipiranga S.A., together with other companies which formed the Ipiranga Group, are sponsors of Fundação Francisco Martins Bastos, which provides a defined benefit plan to their employees.

The accumulated amount of contribution to the plan by Ipiranga / Refinery in the quarter ended as of June 30, 2007 was R$ 1,347.

The recorded net liabilities of Ipiranga / Refinery as of June 30, 2007 were R$ 78,931, of which R$ 7,240 in current liabilities and R$ 71,691 in noncurrent liabilities.

The actuarial liability as of June 30, 2007 reflects the report elaborated by the independent actuary Towers Perrin Forster & Crosby Ltda on May 31, 2007, which has kept the biometric premises and the rates used in the subsidiaries’ financial statements of December 31, 2006.

24.	SUPPLEMENTARY STATEMENT OF CASH FLOW - INDIRECT METHOD

Prepared in accordance with Accounting Standard and Procedure (NPC) No. 20 issued by IBRACON (Brazilian Institute of Independent Auditors).

	PARENT COMPANY
	06/30/2007			06/30/2006
CASH FLOWS FROM OPERATING ACTIVITIES
Net income		74,570			151,202
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and Amortization		10,851			-
Equity in subsidiaries and affiliated companies		(97,045	)		(153,870	)
Foreign exchange and indexation gains		36,190			23,981
Deferred income and social contribution taxes		(10,437	)		(82	)
Dividends received by direct subsidiaries		12,872			75,461

(Increase) decrease in current assets:
Recoverable taxes		(1,881	)		(7,841	)
Other		(110	)		399
Prepaid expenses		(1,348	)		-
Increase (decrease) in current liabilities:
Suppliers		606			44
Salaries and related charges		19			4
Taxes		18			-
Other		2,948			-
(Increase) decrease in long-term assets:
Recoverable taxes		144			6,131
Judicial deposits		-			(193	)
Prepaid expenses		142			222
Increase (decrease) in long-term liabilities:
Other taxes		(9,389	)		374

NET CASH PROVIDED BY OPERATING ACTIVITIES		18,150			95,832

	PARENT COMPANY
	06/30/2007		06/30/2006
CASH FLOWS FROM INVESTING ACTIVITIES
Investments acquired		(676,432)		-
Additions to deferred charges		(11,878)		-
Acquisition of treasury shares		(20,941)		-

NET CASH USED IN INVESTING ACTIVITIES		(709,251)		-

CASH FLOWS FROM FINANCING ACTIVITIES
Loans, financing and debentures:
Issuances		675,000		-
Amortization		(19,232)		(26,487)
Dividends paid		(61,076)		(86,753)
Related companies		(114,941)		36,831

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES		479,751		(76,409)

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		(211,350)		19,423

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD		279,386		359,716
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD		68,036		379,139

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest paid from financing activities		19,232		26,487

	CONSOLIDATED
	06/30/2007		06/30/2006
CASH FLOWS FROM OPERATING ACTIVITIES
Net income		74,570		144,893
Adjustments to reconcile net income to cash provided by operating activities:
Equity in subsidiaries and affiliated companies		129		(647)
Depreciation and amortization		131,204		93,498
PIS and COFINS credits on depreciation		1,276		1,096
Foreign exchange and indexation gains (losses)		8,069		(13,745)
Deferred income and social contribution taxes		(22,663)		(11,248)
Minority interest		48,174		2,288
Proceeds from disposals of permanent assets		2,983		9,175
Allowance for probable losses on permanent assets		(2,755)		2,406
Reversal of allowance for factory shutdown, net of taxes		-		6,309
Other		308		509

Dividends received		2,238		-

(Increase) decrease in current assets:
Trade accounts receivable		(17,488)		(12,316)
Inventories		(6,071)		(5,501)
Recoverable taxes		(20,073)		(27,560)
Other		(17,719)		(60)
Prepaid expenses		2,778		253
Increase (decrease) in current liabilities:
Suppliers		31,864		(902)
Salaries and related charges		(6,398)		835
Taxes		4,823		4,697
Income and social contribution taxes		18,422		4,793
Other		(971)		(9,993)
(Increase) decrease in long-term assets:
Recoverable taxes		(4,152)		4,364
Judicial deposits		(5,456)		331
Trade accounts receivable		1,519		(2,034)
Other		(1,821)		332
Prepaid expenses		(2,648)		(646)
Increase (decrease) in long-term liabilities:
Provision for contingencies		1,057		(12,530)
Other		21		(633)

NET CASH PROVIDED BY OPERATING ACTIVITIES		221,220		177,964

	CONSOLIDATED
	06/30/2007		06/30/2006
CASH FLOWS FROM INVESTING ACTIVITIES
Transfer of financial application from long term to short term		512,910		-
Acquisition of investment		(684,515)		-
Acquisition of acquired companies’ cash		152,367		-
Additions to property, plant and equipment		(271,532)		(93,791)
Additions to deferred charges		(41,756)		(37,326)
Additions to intangible		(3,510)		(7,786)
Proceeds from sales of permanent assets		10,473		3,651
Acquisition of minority interest		(52)		(9)
Acquisition of treasury shares		(20,941)		-

NET CASH USED IN INVESTING ACTIVITIES		(346,556)		(135,261)

CASH FLOWS FROM FINANCING ACTIVITIES
Loans, financing and debentures:
Issuances		1,046,444		189,473
Amortization		(401,765)		(282,673)
Dividends paid		(63,926)		(87,491)
Related companies		(3,596)		(1,556)

NET CASH USED IN FINANCING ACTIVITIES		(577,157)		(182,247)

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		451,821		(139,544)

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD		1,070,076		1,250,924
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD		1,521,897		1,111,380

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest paid on loans and financing		47,051		43,667
Income and social contribution taxes paid in the period		29,753		6,562

OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY

Shares directly or indirectly owned by the controlling shareholders, members of the Board of Directors, Executive Officers and members of the Fiscal Council as of June 30, 2007

	Jun-30-07
	Common		Preferred		Total
Controlling Shareholders		33,748,059		243,932		33,991,991
Board of Directors ¹		46		6		52
Officers²		-		191,750		191,750
Fiscal Council		-		1,071		1,071

Note:

¹ Shares owned by members of the Board of Directors which were not included in Controlling Shareholders’position.

Should the member not be part of the controlling group, only its direct ownership is included.

² Shares owned by Officers which were not included in Controlling Shareholders’ and Board of Directors’positions

Shares directly or indirectly owned by the controlling shareholders, members of the Board of Directors, Executive Officers and members of the Fiscal Council - Last 12 Months

	Jun-30-07						Jun-30-06
	Common		Preferred		Total		Common		Preferred		Total
Controlling Shareholders		33,748,059		243,932		33,991,991		333,748,059		885,979		34,634,038
Board of Directors¹		46		6		52		46		6		52
Officers²		-		191,750		191,750		-		139,950		139,950
Fiscal Council		-		1,071		1,071		-		1,071		1,071

Note:

¹ Shares which were not included in Controlling Shareholders’ position.

² Shares which were not included in Controlling Shareholders’ and Board of Directors’ positions

Total free float and its percentage of total shares as of June 30, 2007

	Common			Preferred			Total
Total Shares		49,429,897			31,895,512			81,325,409

( - ) Shares held in treasury		6,617			516,597			523,214
( - ) Shares owned by ControllingShareholders		33,748,059			243,932			33,991,991
( - ) Shares owned by Management		46			191,756			191,802
( - ) Shares owned by affiliates *		-			55,200			55,200

Free-float		15,675,175			30,888,027			46,563,202

% Free-float / Total Shares		31.71	%		96.84	%		57.26	%

* Subsidiaries

The Company’s shareholders that holds more than 5% of voting or non-voting capital, up to the individual level, and breakdown of their shareholdings as of June 30, 2007

ULTRAPAR PARTICIPAÇÕES S.A	Common		%			Preferred		%			Total		%
Ultra S.A. Participações		32,646,696		66.05	%		12		0.00	%		32,646,708		40.14	%
Parth Investments Company ¹		9,311,730		18.84	%		1,396,759		4.38	%		10,708,489	13.17		%
Monteiro Aranha S.A. ²		5,212,637		10.55	%		730,888		2.29	%		5,943,525		7.31	%
Shares held in tresury		6,617		0.01	%		516,597		1.62	%		523,214		0.64	%
Dodge & Cox, Inc. ³		-		-			6,819,785		21.38	%		8,819,785		8.39	%
Others		2,252,217		4.56	%		22,431,471		70.33	%		24,683,688		30.35	%
TOTAL		49,429,897		100.00	%		31,895,512		100.00	%		81,325,405		100.00	%

¹ Company headquartered outside of Brazil

² Brazilian public listed company

³ Institutions headquartered outside of Brazil

ULTRAPAR PARTICIPAÇÕES S.A	Common		%			Preferred		%			Total		%
Fábio Igel		12,065,160		19.09	%		4,954,685		19.55	%		17,019,845		19.22	%
Paulo Guilherme Aguiar Cunha		11,974,109		18.95	%		-		0.00	%		11,974,109		13.52	%
Ana Maria Villela Igel		2,570,136		4.07	%		9,208,690		36.34	%		11,778,826		13.30	%
Christy Participações Ltda.		6,425,199		10.17	%		4,990,444		19.69	%		11,415,643		12.89	%
Joyce Igel de Castro Andrade		7,071,343		11.19	%		2,062,989		8.14	%		9,134,332		10.32	%
Márcia Igel Joppert		7,758,967		12.28	%		2,062,988		8.14	%		9,821,955		11.09	%
Rogério Igel		7,311,004		11.57	%		1,615,027		6.37	%		8,926,031		10.08	%
Lucio de Castro Andrade Filho		3,775,470		5.97	%		-		0.00	%		3,775,470		4.26	%
Others		4,250,660		6.73	%		448,063		1.77	%		4,698,723		5.31	%
TOTAL		63,202,048		100.00	%		25,342,886		100.00	%		88,544,934		100.00	%

Others: other individuals, none of them holding more than 5%

CHRISTY PARTICIPAÇÕES S.A	Capital Stock		%
Maria da Conceição Coutinho Beltrão		3,066		34.90	%
Hélio Marcos Coutinho Beltrão		1,906		21.70	%
Cristiana Coutinho Beltrão		1,906		21.70	%
Maria Coutinho Beltrão		1,906		21.70	%
TOTAL		8,784		100.00	%

ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES

INVESTMENTS IN SUBSIDIARIES AND/OR AFFILIATES

1 - Item	2 - Company name	3 - Corporate taxpayer number (CNPJ)	4 Classification	5 - % of ownership interest in investee	6 - % of investor’s stakeholders’ equity	7 - Type of company	8 - Number of shares held in the current quarter (in thousands)	9 - Number of shares held in the prior quarter (in thousands)

01	Ultracargo – Oper. Log. e Part. Ltda.	34.266.973/0001-99	Closely-held subsidiary	100.00	10.70	Commercial, industrial and other	2,461	2,461
02	Ultragaz Participações Ltda.	57.651.960/0001-39	Closely-held subsidiary	100.00	20.51	Commercial, industrial and other	4,336	4,336
03	Imaven Imóveis e Agropecuária Ltda.	61.604.112/0001-46	Closely-held subsidiary	100.00	2.43	Commercial, industrial and other	27,734	27,734
04	Oxiteno S.A. Indústria e Comércio	62.545.686/0001-53	Closely-held subsidiary	100.00	74.47	Commercial, industrial and other	35,102	35,102
05	Oxiteno Nordeste S.A. Indústria e Comércio	14.109.664/0001-06	Investee of subsidiary/affiliated company	99.42	51.81	Commercial, industrial and other	6,898	6,232
06	Terminal Químico de Aratu S.A. - Tequimar	14.688.220/0001-64	Investee of subsidiary/affiliated company	99.44	5.70	Commercial, industrial and other	12,540	12,539
07	Transultra – Armaz. e Transp. Espec. Ltda.	60.959.889/0001-60	Investee of subsidiary/affiliated company	100.00	3.84	Commercial, industrial and other	34,999	34,999
08	Companhia Ultragaz S.A.	61.602.199/0001-12	Investee of subsidiary/affiliated company	98.56	22.82	Commercial, industrial and other	799,929	799,890
09	SPGás Distribuidora de Gás Ltda.	65.828.550/0001-49	Investee of subsidiary/affiliated company	100.00	27.57	Commercial, industrial and other	1,314	1,314
10	Bahiana Distribuidora de Gás Ltda.	46.395.687/0001-02	Investee of subsidiary/affiliated company	100.00	6.57	Commercial, industrial and other	24	24
11	Utingás Armazenadora S.A.	61.916.920/0001-49	Investee of subsidiary/affiliated company	55.99	1.54	Commercial, industrial and other	2,800	2,800
12	Oxiteno México S.A. de C.V.	-	Investee of subsidiary/affiliated company	100.00	1.42	Commercial, industrial and other	122,048	122,048
13	Cia. Brasileira de Petróleo Ipiranga	33.069.766/0001-81	Open-held subsidiary	11.52	4.81	Commercial, industrial and other	12,206	-
14	Distrib. Produtos Petróleo Ipiranga S.A.	92.689.256/0001-76	Open-held subsidiary	32.45	8.28	Commercial, industrial and other	10,384	-
15	Am/pm Comestíveis Ltda.	40.299.810/0001-05	Investee of subsidiary/affiliated company	11.52	2.78	Commercial, industrial and other	6,369	-
16	Centro de Conveniências Millennium Ltda.	03.546.544/0001-41	Investee of subsidiary/affiliated company	11.52	0.08	Commercial, industrial and other	135	-
17	Empresa Carioca de Produtos Químicos S.A.	33.346.586/0001-08	Investee of subsidiary/affiliated company	11.52	0.92	Commercial, industrial and other	22,963	-
18	Ipiranga Com. Import. e Export. Ltda.	05.378.404/0001-37	Investee of subsidiary/affiliated company	11.52	0.00	Commercial, industrial and other	15	-
19	Ipiranga Trading Limited	-	Investee of subsidiary/affiliated company	11.52	0.00	Commercial, industrial and other	6	-
20	Tropical Transportes Ipiranga Ltda.	42.310.177/0001-34	Investee of subsidiary/affiliated company	11.52	0.69	Commercial, industrial and other	29	-
21	Ipiranga Imobiliária Ltda.	07.319.798/0001-88	Investee of subsidiary/affiliated company	11.52	0.40	Commercial, industrial and other	488	-
22	Ipiranga Logística Ltda.	08.017.542/0001-89	Investee of subsidiary/affiliated company	11.52	0.03	Commercial, industrial and other	1	-
23	Maxfácil Participações S.A.	08.077.294/0001-61	Investee of subsidiary/affiliated company	9.11	4.56	Commercial, industrial and other	2	-
24	Isa-Sul Administração e Participação Ltda.	89.548.606/0001-70	Investee of subsidiary/affiliated company	32.45	2.83	Commercial, industrial and other	15,209	-
25	Comercial Farroupilha Ltda.	92.766.484/0001-00	Investee of subsidiary/affiliated company	32.45	0.05	Commercial, industrial and other	2,920	-
26	Ipiranga Adm. de Bens Móveis Ltda.	08.056.984/0001-34	Investee of subsidiary/affiliated company	32.45	0.00	Commercial, industrial and other	3	-
27	Refinaria de Petróleo Ipiranga S.A.	94.845.674/0001-30	Investee of subsidiary/affiliated company	10.02	-0.13	Commercial, industrial and other	2,962	-

Note: This information is an integral part of the interim financial information as required by the CVM.

ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES

CHARACTERISTICS OF DEBENTURES

1 - ITEM	01
2 - ORDER NUMBER	SINGLE
3 - REGISTRATION NUMBER IN THE CVM	CVM/SRE/DEB/2005/015
4 - REGISTRATION DATE	04/06/2005
5 - SERIES ISSUED	UN
6 - ISSUE TYPE	SINGLE
7 - ISSUE NATURE	PUBLIC
8 - ISSUE DATE	03/01/2005
9 - MATURITY DATE	03/01/2008
10 - DEBENTURE TYPE	NO PREFERENCE
11 - YIELD	102.5% of the CDI
12 - PREMIUM/DISCOUNT
13 - PAR VALUE (REAIS)	10,000.00
14 - ISSUED AMOUNT (IN THOUSANDS OF REAIS)	312,073
15 - ISSUED SECURITIES (UNIT)	30,000
16 - OUTSTANDING SECURITIES (UNIT)	30,000
17 - SECURITIES HELD IN TREASURY (UNIT)	0
18 - REDEEMED SECURITIES (UNIT)	0
19 - CONVERTED SECURITIES (UNIT)	0
20 - UNPLACED SECURITIES (UNIT)	0
21 - LAST RESET DATE
22 - NEXT EVENT DATE	09/01/2007

CHARACTERISTICS OF DEBENTURES

1 - ITEM	02
2 - ORDER NUMBER	2^nd
3 - REGISTRATION NUMBER IN THE CVM	AUTOMATIC EXEMPTION
4 - REGISTRATION DATE	04/18/2007
5 - SERIES ISSUED	1^st
6 - ISSUE TYPE	SINGLE
7 - ISSUE NATURE	PUBLIC
8 - ISSUE DATE	04/11/2007
9 - MATURITY DATE	04/11/2008
10 - DEBENTURE TYPE	SUBORDINATE
11 - YIELD	102.5% of the CDI
12 - PREMIUM/DISCOUNT
13 - PAR VALUE (REAIS)	675,000,000.00
14 - ISSUED AMOUNT (IN THOUSANDS OF REAIS)	692,679
15 - ISSUED SECURITIES (UNIT)	1
16 - OUTSTANDING SECURITIES (UNIT)	1
17 - SECURITIES HELD IN TREASURY (UNIT)	0
18 - REDEEMED SECURITIES (UNIT)	0
19 - CONVERTED SECURITIES (UNIT)	0
20 - UNPLACED SECURITIES (UNIT)	0
21 - LAST RESET DATE
22 - NEXT EVENT DATE	10/11/2007

ULTRAPAR PARTICIPAÇÕES S.A.

MD&A - ANALYSIS OF CONSOLIDATED EARNINGS

Second Quarter 2007

(1) Key Indicators - Consolidated:

(R$ million)	2Q07	2Q06	1Q07	Change 2Q07 vs. 2Q06	Change 2Q07 vs. 1Q07	1H 07	1H06	Change 1H07 vs. 1H06
Net sales and services	6,181.1	1,197.4	1,174.1	416%	426%	7,355.2	2,295.1	220%
Cost of sales and services	(5,704.2)	(960.7)	(950.9)	494%	500%	(6,655.1)	(1,859.4)	258%
Gross Profit	476.9	236.7	223.2	101%	114%	700.1	435.7	61%
Selling, general and administrative expenses	(336.3)	(147.3)	(155.8)	128%	116%	(492.1)	(287.7)	71%
Other operating income (expense), net	4.2	0.5	(0.1)	740%	4,300%	4.1	1.1	273%
Income from operations before financial items	144.8	89.9	67.3	61%	115%	212.1	149.1	42%
Financial (expense) income, net	(27.3)	22.4	(7.9)	(222%)	246%	(35.2)	34.8	(201%)
Equity in subsidiaries and affiliated companies	-	0.6	(0.1)	(100%)	(100%)	(0.1)	0.6	(117%)
Nonoperating income (expense), net	(1.1)	(11.1)	(0.8)	(90%)	38%	(1.9)	(13.2)	(86%)
Income before taxes and social contribution	116.4	101.8	58.5	14%	99%	174.9	171.3	2%
Income and social contribution taxes	(32.0)	(31.9)	(23.4)	0%	37%	(55.4)	(54.9)	1%
Benefit of tax holidays	3.3	19.4	2.8	(83%)	18%	6.1	30.8	(80%)
Employees statutory interest	(2.8)	-	-	0%	0%	(2.8)	-	0%
Minority interest	(47.5)	(1.2)	(0.7)	3,858%	6,686%	(48.2)	(2.3)	1,996%
Net income	37.4	88.1	37.2	(58%)	1%	74.6	144.9	(49%)

EBITDA	225.3	136.0	115.1	66%	96%	340.4	242.6	40%

Volume – LPG sales	402	393	368	2%	9%	770	748	3%
Volume – Fuels sales	2,753	2,648	2,575	4%	7%	5,328	5,122	4%
Volume – Chemicals sales	147	134	144	9%	2%	291	263	11%

Initial Considerations: In April2007 we acquired the controlling stake of certain companies of the Ipiranga Group, becoming owners of (i) the fuel and lubricant distribution businesses in the South and Southeast of Brazil, together with related activities, (ii) EMCA – Empresa Carioca de Produtos Químicos, a producer of white mineral oils and special fluids, and (iii) a stake in the refinery operations. Ultrapar's figures in 2Q07 already consolidate the results from the acquired businesses. The references to “Ipiranga” correspond to the fuel and lubricant distribution businesses acquired in the South and Southeast, related activities, as well as EMCA. Except where otherwise mentioned, the figures for Ultrapar referring to periods prior to 2Q07 do not include the acquired operations. Unaudited figures have been prepared relating Ipiranga for periods prior to 2Q07 (“Pro-forma Ipiranga”), with the sole purpose of providing a comparison base to facilitate the analysis of the company's performance. With the same purpose, when indicated, certain Ultrapar figures referring to quarters prior to 2Q07 include the operations acquired (“Pro-forma Ultrapar”).

(2) Performance Analysis:

Net Sales and Services - Ultrapar's consolidated net sales and services in 2Q07 amounted to R$ 6,181.1 million, 416% and 426% up on the net sales in 2Q06 and 1Q07, respectively, as a result of the acquisition of Ipiranga. Taking Ultrapar Pro-forma figures in 2Q06 and 1Q07, net revenues would have increased by 3% and 8%, respectively, basically driven by the increase in Ultragaz and Ipiranga net sales and services. In 1H07, Ultrapar's net sales and services amounted to R$ 7,355.2 million, up 220% on 1H06.

Ultragaz: The Brazilian LPG market expanded by 2% in 2Q07, compared to 2Q06, basically reflecting an improvement in the performance of the economy, as well as an increase in the Brazilian population income. In the same period, the volume sold by Ultragaz totaled 402,000 tons, up 2% on the volume sold in 2Q06, in line with the growth in the market. The bulk segment grew by 9% (11,000 tons), as a consequence of higher consumption of large customers. In the bottled segment, the volume sold decreased by 1% (2,000 tons), as a result of increased sales in 2Q06 due to uncertainties related to the supply of natural gas from Bolivia in that quarter. Compared to 1Q07, Ultragaz's sales volume was 9% higher, due to the seasonal increase in sales volumes seen between the two periods. In the first half of the year Ultragaz's total sales volume amounted to 770,000 tons, up 3% on 1H06. Net sales and services at Ultragaz amounted to R$ 797.6 million in 2Q07, up 2% compared to 2Q06, in line with the expansion of 2% in volume sold. Compared to 1Q07, net sales were up by 8%, basically as a result of a seasonal increase in sales volume. In 1H07, Ultragaz's net sales amounted to R$ 1,533.0 million, up 4% on 1H06.

Ipiranga: The expansion in the vehicles market and the improvements made to legislation and inspection implemented in the sector, for example ANP resolution Nº 07, the implementation of CODIF/Passe Fiscal and the addition of colorant to anhydrous ethanol, had a positive influence on Ipiranga's sales volume, which amounted to 2,753,000 cubic meters in 2Q07. This volume represented a 4% increase compared to 2Q06, seeing that (i) the volume of gasoline, ethanol and natural gas for vehicles (NGV) increased by 9.5% (87,000 cubic meters), influenced by expansion in Brazil's vehicle fleet - particularly flex-fuel vehicles, improvements made in the sector and investment made in the gas stations for NGV distribution, and (ii) diesel volume increased by 1.5% (25,000 cubic meters), as a consequence of increased economic activity, with expansions seen in the fuel resale segment, and increased consumption on the part of major end consumer clients. Compared to 1Q07 there was an increase of 7% in Ipiranga's sales volume, particularly in diesel sales volume, as a result of seasonal variation between the two periods, largely as a function of the agricultural harvest, as well as better positioning on the part of Ipiranga to capture this volume. Net sales at Ipiranga amounted to R$ 4,958.8 million in 2Q07, up 4% and 9% compared to 2Q06 and 1Q07 Ipiranga Pro-forma figures, respectively, basically as a result of the expansion in the vehicles market and improvements in legislation and inspection implemented in the sector, partly offset by the variation in anhydrous and hydrated ethanol prices, which saw a drop as a result of the record levels of the sugarcane harvest in 2007 and the decrease in the ICMS tax rate in the state of Rio Grande do Sul. In 1H07, Ipiranga Pro-forma net sales amounted to R$ 9,504.8 million, up 3% compared to Ipiranga Pro-forma in 1H06.

Oxiteno: Total sales volume at Oxiteno in 2Q07 amounted to 147,000 tons, up 9% on 2Q06, with an 18% growth in the volume sold in the domestic market, resulting in better geographical and product sales mix. Growth in the domestic market occurred mainly in the cosmetics & detergents, agrochemicals, polyester and paint & varnishes segments. In the export market, sales decreased by 11% compared to 2Q06, as a consequence of a lower availability of products due to increased volume in the local market. Sales volume at Oxiteno Mexico increased by 24% in this quarter, amounting to 8,700 tons. Compared to 1Q07, Oxiteno showed a 2% increase in total volume sold, due to higher sales of specialty chemicals (+14%), in detriment to the sale of glycols. In the first half of the year, Oxiteno's sales volume amounted to 291,000 tons, up 11% on 1H06. Oxiteno reported net sales and services of R$ 387.7 million in 2Q07, up 5% on 2Q06, basically as a result of an improvement in sales mix and better international commodity prices – the 9% increase in volume sold offset the 9% appreciation in the Brazilian Real against the US Dollar. Compared to 1Q07, there was a 2% reduction in net sales and services, basically due to the 6% appreciation in the Brazilian Real against the US Dollar. Net sales and services in 1H07 amounted to R$ 783.9 million, up 8% on 1H06.

Ultracargo: In 2Q07, average storage volumes at Ultracargo, measured in cubic meters, were 17% higher than in 2Q06, basically due to an increase in operations at the Santos Terminal and the Suape Terminal, whose expansion was completed in 4Q06. Compared to 1Q07, this represented a 5% increase, the result of the higher utilization rate at the Santos and Aratu terminals. Total kilometrage traveled was down 25% and 4% compared to 2Q06 and 1Q07, respectively, basically as a consequence of Ultracargo's decision to concentrate its operations on the providing of differentiated services. In the first half of the year, Ultracargo's average storage volume, as measured in cubic meters, showed an increase of 17% while kilometrage traveled dropped by 28%. Net revenues at Ultracargo amounted to R$ 57.0 million in 2Q07, down 3% on 2Q06, as a result of a reduction in transport operations, partially offset by (i) an increase in storage revenue and (ii) new internal logistics operations as a result of the acquisition of Petrolog in May. Compared to 1Q07, net revenues in the quarter increased by 5% as a result of increased storage levels at the Aratu and Santos Terminals, and of the new internal logistics operations. In 1H07, net revenuesat Ultracargo totaled R$ 111.3 million, 5% below the net revenue reported in 1H06.

Cost of Sales and Services: Ultrapar's cost of sales and services amounted to R$ 5,704.2 million in 2Q07, up 494% and 500% on 2Q06 and 1Q07, respectively, basically due to the acquisition of Ipiranga. Taking Ultrapar Pro-forma in 2Q06 and 1Q07, the cost of sales and services would have increased by 3% and 8%, respectively, driven basically by increased sales volume in all the businesses managed by Ultrapar, particularly Ipiranga. In 1H07, Ultrapar's cost of sales and services amounted to R$ 6,655.1 million, up 258% compared to 1H06, as a result of the addition of Ipiranga’s costs from 2Q07.

Ultragaz: The cost of sales and services at Ultragaz amounted to R$ 669.7 million in 2Q07, up 3% and 8% compared to 2Q06 and 1Q07, respectively, in line with sales volume performance. Compared to 2Q06, the increase was also a result of the effects of inflation on distribution costs, as well as an increase in the cost associated with UltraSystem to bring it up to new safety standards. Compared to 1Q07, the benefits generated by the company’s distribution structure review partially offset the increase due the higher volume sold. In 1H07 Ultragaz's cost of sales and services amounted to R$ 1,288.0 million, up 3% compared to 1H06.

Ipiranga: The cost of sales and services at Ipiranga amounted to R$ 4,702.4 million in 2Q07, up 3% on Ipiranga Pro-forma in 2Q06, as a result of an increase in volume sold, partly offset by a reduction in the cost of ethanol, due to record levels of the sugarcane harvest in 2007, and an alteration in the ICMS tax rate in the state of Rio Grande do Sul. Compared to Ipiranga Pro-forma in 1Q07, the cost of sales and services increased by 9%, basically as a result of higher volume sold. In 1H07 Pro-forma, Ipiranga's cost of sales and services amounted to R$ 9,000.7 million, up 3% compared to 1H06 Pro-forma.

Oxiteno: Oxiteno's cost of sales and services in 2Q07 amounted to R$ 319.0 million, up 12% compared to 2Q06, as a result of (i) a 9% increase in volume sold and (ii) a 21% increase in the ethylene cost in US$, partly offset by the 9% appreciation in the Brazilian Real in the period. Compared to 1Q07, there was a 2% increase in the cost of sales and services, in line with the volume sold – the increases in unit costs in dollar terms were offset by the 6% appreciation in the Real. In 1H07, Oxiteno's cost of sales and services amounted to R$ 630.4 million, up 12% on 1H06.

Ultracargo: The cost of services provided by Ultracargo in 2Q07 amounted to R$ 34.4 million, down 6% compared to the same quarter in 2006, basically as a result of a reduction in transport costs, and up 4% on 1Q07, the result of higher volume of products handled at the Santos Terminal and increased internal logistics activities. In 1H07, the company's cost of services provided was down by 9% compared to 1H06.

Gross Profit: In 2Q07 Ultrapar reported a gross profit of R$ 476.9 million, 101% and 114% higher than 2Q06 and 1Q07, as a result of adding Ipiranga’s gross profit from 2Q07. Ultrapar year to date gross profit amounted to R$ 700.1 million, a 61% increase compared to 1S06.

Selling, General and Administrative Expenses: Ultrapar's sales, general and administrative expenses amounted to R$ 336.3 million in 2Q07, up 128% and 116%, respectively on 2Q06 and 1Q07. Taking Ultrapar Pro-forma figures in 2Q06 and 1Q07, sales, general and administrative expenses would have increased by 4% and would have decreased by 2%, respectively. In 1H07, Ultrapar's sales, general and administrative expenses amounted to R$ 492.1 million, up 71% compared to 1H06, as a result of adding the expenses associated with Ipiranga from 2Q07.

Ultragaz: Ultragaz's sales, general and administrative expenses amounted to R$ 80.6 million in 2Q07, almost unchanged compared to 2Q06, basically as a result of operational improvements implemented and non-recurring claims indemnity made in 2Q06. Compared to 1Q07, sales, general and administrative expenses were down by 6%, the result of operational improvements and higher expenditure on conventions and advertising in the first quarter of the year. In 1H07, sales, general and administrative expenses amounted to R$ 166.7 million, up 9% on 1H06.

Ipiranga: Sales, general and administrative expenses at Ipiranga amounted to R$ 174.9 million in 2Q07, up 7% compared to Ipiranga Pro-forma in 2Q06, due to increased freight expenses and non-recurring expenses as a result of laying off the corporate staff that provided the support for the former controlling shareholders. Compared to Ipiranga Pro-forma in 1Q07, sales, general and administrative expenses were down 1%, due to a concentration of advertising and marketing expenses in 1Q07. Disregarding the above mentioned non-recurring expenses , which amounted to R$ 11 million in this quarter, sales, general and administrative expenses would have remained stable compared to Ipiranga Pro-forma in 2Q06 and would have decreased by 7% compared to Ipiranga Pro-forma in 1Q07. Ipiranga Pro-forma sales, general and administrative expenses in 1H07 amounted to R$ 351.3 million, up 6% on Ipiranga Pro-forma in 1H06.

Oxiteno: Oxiteno's sales, general administrative expenses totaled R$ 53.0 million in 2Q07, up 3% on 2Q06, as a result of increased sales expenses due to (i) an increase in volume sold and (ii) higher expenses at Oxiteno Mexico associated with exports. Administrative expenses were down 5%, as a result of lower employee profit-sharing - in line with the company's performance. Compared to 1Q07, sales, general and administrative expenses were down 3%, basically as a result of to the decrease in freight costs and lower employees profit-sharing. In 1H07, general expenses totaled R$ 107.7 million, up 7% on 1H06.

Ultracargo: Sales, general and administrative expenses at Ultracargo totaled R$ 17.4 million in 2Q07, down 2% on 2Q06, as a result of a reduction in the size of the company's workforce, due to a downsizing of operations in the transport segment, partially offset by higher expenses associated with increased storage operations. Compared to 1Q07, there was an increase of R$ 1 million in sales, general and administrative basically as a result of increased operations. In 1H07, sales, general and administrative expenses totaled R$ 33.7 million, down 7% on 1H06.

Income from Operations before Financial Items: Ultrapar reported an income from operations before financial items of R$ 144.8 million in 2Q07, 61% and 115% higher than the income from operations before financial items in 2Q06 and 1Q07, respectively, basically as a result of the Ipiranga acquisition. Income from operations before financial items in 1H07 amounted to R$ 212.1 million, a 42% increase over 1H06.

Financial Income (Expenses), Net: Ultrapar reported net financial expenses of R$ 27.3 million in 2Q07, compared to net financial expenses of R$ 7.9 million in 1Q07, and net financial revenues of R$ 22.4 million in 2Q06. The financial result in 2Q06 benefited from an extraordinary gain of R$ 27 million, due to the winning of lawsuits related to the levying of PIS and COFINS taxes on financial revenues. In addition, the result in 2Q07 reflects Ultrapar's increased levels of net debt as a result of the first payment related to the acquisition of Ipiranga. Ultrapar ended the quarter with net debt of R$ 1,176.3 million, compared to net cash of R$ 162.1 million in 2Q06, and net debt of R$ 48.3 million in 1Q07. As per the material notice released on March 19, 2007, Ipiranga acquisition transaction is composed of some stages, with completion estimated for 4Q07. After the completion of these stages under the terms of the above mentioned material notice, Ultrapar should receive R$ 1.7 billion for the assets acquired on behalf of Braskem and Petrobras.

Nonoperating Income (Expenses), Net: In 2Q06 Ultrapar reported nonoperating expenses, net, of R$ 1.1 million, basically composed by net expenses of R$ 0.3 million (net expenses of R$ 6.3 million in 2Q06) from project analyses and net expenses of R$ 0.8 million (net expenses of R$ 4.9 million in 2Q06) from the sale of permanent assets.

Income and Social Contribution / Benefit of Tax Holidays: Ultrapar reported income tax and social contribution expenses of R$ 32.0 million in 2Q07, practically unchanged compared to 2Q06. Compared to 1Q07, income tax and social contribution expenses increased by 37% as a result of the increase in pre-tax income. In December 2006, the income tax exemption enjoyed by Oxiteno's unit at Camaçari expired and a request was filed with ADENE (Northeast Development Agency), responsible to manage this incentive program, asking for a 75% reduction in income tax until 2016, which was deferred on May 25, 2007. On July 3, 2007, the report issued by ADENE was sent to the Federal Tax Authorities for approval, which has a time limit of 120 days to occur. After this period, Oxiteno will be able to book the amount of the tax benefit in its results, with retroactive effect to January 1st, 2007. Should the tax benefit had been obtained since January 1, 2007, the total expense with income tax and social contribution would have been reduced by R$ 8.4 million, R$ 2.2 million referring to the effect of the tax benefit in 2Q07.

Net Income: Ultrapar's consolidated net income in 2Q07 amounted to R$ 37.4 million, 58% lower than the net earnings reported in 2Q06, and 1% higher than the figure reported in 1Q07, despite the increase in EBITDA between the periods analyzed, basically because of the increase in minority interest, which amounted to R$ 47.5 million in the period, due to the minority interest from Ipiranga.

EBITDA: Ultrapar reported consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) of R$ 225.3 million in 2Q07, up 66% on 2Q06, and 96% on 1Q07, basically as a result of the acquisition of Ipiranga. Taking Ultrapar Pro-forma figures in 2Q06 and 1Q07, the increase in EBITDA would have been 4% and 6% compared to 2Q06 and 1Q07, respectively. In 1H07, EBITDA at Ultrapar amounted to R$ 340.4 million, up 40% compared to 1H06, as a result of the addition of Ipiranga’s EBITDA in 2Q07.

Ultragaz: Ultragaz reported EBITDA of R$ 77.9 million in 2Q07, almost unchanged compared to the EBITDA reported in 2Q06, basically as a result of an increase in distribution costs due to inflation effects in 2Q07, which neutralized the increase in sales volume. Compared to 1Q07, EBITDA was up 29%, a reflection of the 9% increase in sales volume and lower operational expenses. In 1H07, EBITDA at Ultragaz totaled R$ 138.3 million, up 4% on 1H06, principally the result of the increase in sales volume.

Ipiranga: Ipiranga reported EBITDA of R$ 105.1 million in 2Q07, up 31% and 9% compared to Ipiranga Pro-forma in 2Q06 and 1Q07, respectively, basically as a result of increased sales volume and measures implemented to improve legislation and inspection of the fuel sector. In 1H07, EBITDA Pro-forma at Ipiranga totaled R$ 201.8 million, up 16% on Ipiranga Pro-forma in 1H06.

Oxiteno: EBITDA totaled R$ 28.0 million in 2Q07, down 39% and 33% compared to 2Q06 and 1Q07, respectively, basically as a result of the appreciation in the Brazilian Real and an increase in the cost of raw materials, particularly the ethylene. In 1H07, EBITDA at Oxiteno totaled R$ 70.1 million, 19% down on 1H06.

Ultracargo: Ultracargo reported EBITDA of R$ 12.4 million, an increase of 14% and 12%, respectively, on 2Q06 and 1Q07, as a result of increased operations in the storage and internal logistics segments. In 1H07, EBITDA at Ultracargo totaled R$ 23.5 million, up 16% on 1H06.

EBITDA

R$ million	2Q07	2Q06	1Q07	Change 2Q07 X 2Q06	Change 2Q07 X 1Q07	1H07	1H06	Change 1H07 X 1H06
Ultrapar	225.3	136.0	115.1	66%	96%	340.4	242.6	40%
Ultragaz	77.9	77.6	60.4	0%	29%	138.3	132.9	4%
Ipiranga	105.1	80.4	96.7	31%	9%	201.8	174.1	16%
Oxiteno	28.0	46.2	42.1	(39%)	(33%)	70.1	86.7	(19%)
Ultracargo	12.4	10.9	11.1	14%	12%	23.5	20.2	16%

We hereby inform that. in accordance with the requirements of CVM Resolution 381/03, our independent auditors KPMG Auditores Independentes have not performed during this first six months of 2007 any service other than the external audit of the financial statements of Ultrapar and affiliated companies and subsidiaries. We also inform that there is no expectation, for the current year, for KPMG to perform any other service amounting to more than 5% of the auditing cost.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereonto duly authorized.

	ULTRAPAR HOLDINGS INC.


Date: August 17, 2007	By:	/s/ André Covre
		Name: André Covre
		Title: Chief Financial and Investor Relations Officer

(Interim Financial Information for the three-month period Ended June 30, 2007 and Independent Accountants' Review Report)