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

Form 20-F ___X___ Form 40-F _______

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

Yes _______ No___X____

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PETROBRAS ANNOUNCES FIRST QUARTER OF 2009 RESULTS
(Rio de Janeiro – May 29, 2009) PETRÓLEO BRASILEIRO S.A. – PETROBRAS today announced its consolidated results stated in U.S. dollars, prepared in accordance with U.S. GAAP.

Consolidated net income in the first quarter of 2009 was 41.4% lower than in the first quarter of 2008, primarily due to lower oil prices and a decrease in domestic demand for oil products. This decrease was partially offset by a 6.7% upturn in oil and gas production in Brazil and the increase in diesel and gasoline prices in May 2008, as well as by reduced imports and lower production taxes due to lower oil prices.

Consolidated operating income in the first quarter of 2009 increased 83.6% compared to the fourth quarter of 2008 due to the capital discipline imposed by the Company and by decreased losses from impairment charges and inventory devaluation. These effects offset the decline in net operating income caused by lower domestic and international demand, the sale of inventories acquired at a higher average unit cost and the non-recurrence of a tax benefit related to interest on shareholders’ equity in the fourth quarter of 2008.

Total domestic and international oil and gas production increased 2.2% in the first quarter of 2009 compared to the fourth quarter of 2008 due to production from new platforms in the Marlim Sul (P-51) and Marlim Leste (P-53) fields, and total production increased 5.8% compared to the same quarter a year ago as a result of output from the P-51 and P-53 platforms and from the Agbami field in Nigeria, as well as increased output from the P-52 and P-54 platforms, which more than offset the natural decline in the mature fields.

Expanding future oil and gas production capacity in Brazil was our investment priority for the first quarter of 2009, in accordance with the targets defined in our 2009-2013 Business Plan.

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COMMENTS FROM THE CEO, MR. JOSÉ SERGIO GABRIELLI DE AZEVEDO

Dear shareholders and investors,

As we release our results for the first quarter of 2009, we are proud to report that Petrobras reached a historic milestone 11 days ago when we began the extended well test (EWT) at Tupi and produced first oil from the pre-salt layer of the Santos Basin. If the beginning of Tupi production points to a bright future, our excellent first quarter results indicate a comfortable present.

The Tupi EWT marks the beginning of a new era. The development of a new exploratory frontier not only brings enormous reserve potential, but also presents technological and logistical challenges. The Tupi EWT, which will last for 15 months, will begin production via the FPSO BW Cidade de São Vicente at a water depth of 2,140 meters, and will collect crucial technical data for the development of the pre-salt reservoirs. It is extremely gratifying to see Petrobras initiating output in one of the world’s most promising and challenging oil-producing regions, thanks to Petrobras’ technical specialists and all those who believe in the Company.

Although the pre-salt possibilities are tremendously exciting, we must not forget that we also have enormous resources awaiting development in the traditional areas of the Campos Basin, which will make a decisive contribution to continued production growth. In the first quarter of 2009, Brazil’s oil output increased by 4.7% compared to the fourth quarter of 2008, and 7.5% compared to the first quarter of 2008. On May 4, we achieved a new daily production record of 2,059 mbbl/d, confirming our growth projections.

We also recorded some notable achievements on the exploration front, including the discovery of a new deposit in the pre-salt layer of Block BMS-9 in the area of well 4-BRSA-709, known as Iguaçu. In another area of the Campos Basin, closer to the coast and in shallower water, we discovered oil in the pre-salt layer of Block BM-S-52, known as Corcovado-1. Confirming potential light oil and gas production in the shallow waters in the south of the Campos Basin, we declared the commercial feasibility of a new field, called Pirarucá.

Our healthy results, even in an adverse economic climate, underline the robustness of our portfolio and the solidity of our management. In a quarter when Brent crude averaged U.S.$44 per barrel, versus an average of U.S.$97 per barrel in the first quarter of 2008 (54.6% down year-on-year), we posted a net income of U.S.$2,636 million and continued to generate strong cash flow, with EBITDA of U.S.$5,521 million.

During the first quarter of 2009, our capital spending totaled U.S.$6,330 million, largely financed from internally generated funds. We continue to enjoy access to capital from a wide range of sources; this quarter we raised U.S.$2,608 million from the international debt capital markets, commercial banks and export credit agencies (ECAs). We are confident that internal cash generation and the availability of funding from different sources will ensure adequate resources to grow our production and integrate it with our downstream businesses.

Investing in growth is our priority, but these investments are always underpinned by capital discipline and cost optimization. We are doing everything possible to ensure that costs for all our projects are aligned with the current market and the industry. Concepts such as simplification, standardization and duplication, together with initiatives to stimulate the expansion and diversification of the supply chain, will all contribute towards meeting the goals of our 2009-2013 Business Plan at competitive prices.

Even during this period of instability and uncertainty, we continued investing, confident that we have one of the best project and opportunity portfolios in the world. Thanks to our efficiency and capital discipline, we are in a comfortable position in regard to cash flow capacity and access to financing. Oil prices are beginning to recover, and the markets are becoming more robust. Petrobras will follow its path of investment, growth and value creation, producing increasing quantities of oil, energy and wealth for its shareholders, investors and society as a whole.

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Financial Highlights

				For the first quarter of
		Income statement data
4Q-2008		(in millions of U.S. dollars, except for per		2009		2008
		share and per ADS data)
28,039		Sales of products and services		22,899		33,351
22,337		Net operating revenues		18,212		26,342
1,032		Financial income (expense), net		-		279
2,166		Net income for the period		2,636		4,501
		Basic and diluted earnings per common and
0.25		preferred share(1)		0.30		0.51
0.50		Basic and diluted earnings per ADS (1)		0.60		1.02
		Other data
33.9		Gross margin (%) (2)		45.0		41.6
9.7		Net margin (%) (3)		14.5		17.1
51		Debt to equity ratio (%) (4)		51		49
		Financial and Economic Indicators
55.00		Brent crude (U.S.$/bbl)		44.00		97.00
		Average Commercial Selling Rate for U.S. dollar
2.2802		(R$/U.S.$)		2.3152		1.7388
		Period-end Commercial Selling Rate for U.S.
2.3370		dollar (R$/U.S.$)		2.3152		1.7491

(1)	For purposes of comparison all share, ADS, per share and per ADS information in this report have been adjusted to reflect the result of the stock split which became effective on April 25, 2008. See Note 15 of our unaudited consolidated financial statements as of March 31, 2009.
(2)	Gross margin equals net operating revenues less cost of sales divided by net operating revenues.
(3)	Net margin equals net income divided by net operating revenues.
(4)	Debt to equity ratio equals total liabilities divided by the sum of total liabilities and total shareholders’ equity.

Reconciliation between Adjusted EBITDA and net income
(in millions of U.S. dollars)

				For the first quarter of
4Q-2008				2009		2008
2,166		Net income for the period		2,636		4,501
1,285		Depreciation, depletion and amortization		1,328		1,450
519		Impairment		-		-
(508)		Financial income		(337)		(441)
224		Financial expense		126		109
		Monetary and exchange variation on monetary
(748)		assets and liabilities, net		211		53
1,656		Total income tax expense		1,297		2,061
317		Equity in results of non-consolidated companies		15		(81)
233		Other expenses, net		131		-
		Noncontrolling interest in results of consolidated
(1,184)		subsidiaries		114		67
3,960		Adjusted EBITDA		5,521		7,719

Our adjusted EBITDA is not a U.S. GAAP measure and it is possible that it may not be comparable with indicators with the same name reported by other companies. Adjusted EBITDA should not be considered as a substitute for operational profit or as a better measure of liquidity than operational cash flow, both of which are calculated in accordance with U.S. GAAP. We provide our adjusted EBITDA to give additional information about our capacity to pay debt, carry out investments and cover working capital needs.

The comparison between our results of operations for the first quarter of 2009 and for the first quarter of 2008 has been affected by the 33.1% decrease in the value of the Real against the U.S. dollar during that period.

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OPERATING HIGHLIGHTS

				For the first quarter of
4Q-2008				2009		2008
		Average daily crude oil and gas production
2,000		Crude oil and NGLs (mbbl/d) (1)		2,078		1,938
1,865		Brazil		1,952		1,816
121		International		114		108
14		Non-consolidated international production(2)		12		14
2,568		Natural gas (mmcf/d) (3)		2,424		2,448
1,980		Brazil		1,854		1,824
588		International		570		618
		Crude oil and NGL average sales price (U.S. dollars per bbl)
47.95		Brazil (4)		32.23		86.13
47.37		International		39.21		62.23
		Natural gas average sales price (U.S. dollars per mcf)
5.79		Brazil		5.25		6.19
2.97		International		2.13		2.83
		Lifting costs (U.S. dollars per boe)
		Crude oil and natural gas – Brazil
8.24		Excluding production taxes (5)		7.82		8.66
18.11		Including production taxes (5)		14.69		24.82
5.36		Crude oil and natural gas – international		4.61		4.01
		Refining costs (U.S. dollars per boe)
2.33		Brazil		2.58		3.61
3.70		International		4.57		6.17
		Refining and marketing operations (mbbl/d)
2,223		Primary Processed Installed Capacity		2,223		2,167
		Brazil (6)
1,942		Installed capacity		1,942		1,986
1,708		Output of oil products		1,771		1,776
87%		Utilization		91%		89%
		International
281		Installed capacity		281		181
209		Output of oil products		220		116
64%		Utilization		69%		60%
78		Domestic crude oil as % of total feedstock processed		80		79
		Imports (mbbl/d)
276		Crude oil imports		426		352
123		Oil product imports		140		228
		Exports (mbbl/d)
559		Crude oil exports (7)(8)		451		314
231		Oil product exports (8)		215		259
391		Net exports (imports) of crude oil and oil products		100		(7)
		Other Imports and Exports (mbbl/d)
182		Imports of LPG and other products		130		194
1		Exports of other products (8)		1		2
		Sales Volume (mbbl/d)
1,783		Oil products		1,609		1,703
37		Ethanol and other products		97		76
302		Natural gas		215		302
2,122		Total domestic market		1,921		2,081
791		Exports		667		574
440		International sales and other operations		682		557
1,231		Total international market (7)		1,349		1,131
3,353		Total		3,270		3,212

(1)	Includes production from shale oil reserves.
(2)	Non-consolidated companies in Venezuela.
(3)	Does not include LNG. Includes reinjected gas.
(4)	Crude oil and NGL average sales price in Brazil includes intra-company transfers and sales to third parties.
(5)	Production taxes include royalties, special government participation and rental of areas.
(6)	As registered by the National Petroleum, Natural Gas and Biofuels Agency (ANP).
(7)	Includes third-party sales by our international subsidiary, Petrobras International Finance Company (PifCo).
(8)	Includes exports in progress.

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ANALYSIS OF OPERATING HIGHLIGHTS

Exploration and Production

Crude Oil and NGL

Natural decline in production from mature fields was offset by increased production from platforms P-52 and P-54 in the Roncador field, and the start-up of platforms P-53 in the Marlim Leste field in the fourth quarter of 2008, and P-51 in the Marlim Sul field in the first quarter of 2009.

International consolidated crude oil production increased due to the start-up of production from the Agbami field in Nigeria in July 2008. This upturn was partially offset by the reduction of output in Ecuador due to the sale of a part of our interest in Block 18 and to the effects of hurricane damage in the United States from September 2008.

Natural Gas

Domestic natural gas production increased 1.6% due to increased production from new platforms.

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International gas production decreased 7.8% due to reduced imports of Bolivian gas reflecting reduced demand for natural gas at our gas-powered thermoelectric plants, which supplement the base hydroelectric system. Power generation at Brazil’s hydroelectric plants increased in the first quarter of 2009 due to heavy rainfall.

Lifting Costs

Excluding the impact of the depreciation of the Real, our lifting costs in Brazil, excluding production taxes (consisting of royalties, special government participation and rental of areas) increased 7.0% compared to the first quarter of 2008 due to the higher well interventions and equipment maintenance, the increased initial unit cost of the new production systems, which will gradually come down as production moves up, and the increase in personnel expenses related to 2008/09 collective bargaining agreement.

Our production taxes in Brazil on a per barrel basis decreased 57.5% to U.S.$6.87 per barrel for the first quarter of 2009 compared to U.S.$16.16 for the first quarter of 2008. This decrease is attributable to a 55.7% reduction in the reference price used to calculate royalties for our domestic production, which averaged U.S.$36.41 in the first quarter of 2009 compared to U.S.$82.12 in the first quarter of 2008, reflecting the average Brent price on the international market.

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The upturn in our international lifting costs was primarily due to decreased output attributable to the sale of part of Block 18 in Ecuador, where production costs are lower than the international average, and initial production costs in the Akpo field in Nigeria.

Refining

Our refinery output in Brazil in the first quarter of 2009 remained relatively constant compared to the first quarter of 2008.

Our international refinery output increased due to the inclusion of the Nansei Sekiyu Kabushiki Kaisha (NSS) Refinery in Okinawa, Japan acquired in April 2008, and to the resumption of normal operations at the Pasadena Refinery in the United States after scheduled stoppages in 2008.

Refining Costs

Excluding the impact of the depreciation of the Real, our year-on-year refining costs in Brazil fell by 4.0% due to reduced expenses from scheduled stoppages, third-party services and lower electricity costs.

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International refining costs decreased due to higher processed crude volume and lower maintenance costs, attributable to the resumption of normal operations at the Pasadena Refinery and the inclusion of the NSS Refinery beginning in April 2008, where refining costs are lower than the international average.

Sales Volume

Our domestic sales volume decreased 7.7% to 1,921 mbbl/d in the first quarter of 2009 compared to 2,081 mbbl/d in the first quarter of 2008 due to lower sales of diesel, naphtha and natural gas. The decrease in diesel sales was attributable to the absence of production from emergency diesel-powered thermoelectric plants in the first quarter of 2009, an increase in the mandatory percentage of biodiesel to 3% beginning in July 2008, and substantial decline in industrial output. The decrease in naphtha sales was due to the economic crisis that affected all segments of the petrochemical market beginning in the fourth quarter of 2008, resulting in reduced demand at our cracking plants. Natural gas sales were also affected by reduced demand in the non-thermal market due to the economic crisis. Other factors that contributed to the downturn included the bursting of the Transpetro gas pipeline due to the heavy rainfall in the south of Brazil and the competitive price of fuel oil compared to natural gas.

Our sales volumes in the international market increased 22.4% to 682 mbbl/d in the first quarter of 2009 compared to 557 mbbl/d in the first quarter of 2008, primarily due to the inclusion of sales volume from the NSS Refinery acquired in April 2008 and increased trading operations.

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ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

We earn income from:

• domestic sales, which consist of sales of oil products (such as diesel oil, gasoline, jet fuel, naphtha, fuel oil and liquefied petroleum gas), natural gas, ethanol, electricity and petrochemical products;
  
  
• export sales, which consist primarily of sales of crude oil and oil products;
  
  
• international sales (excluding export sales), which consist of sales of crude oil, natural gas and oil products that are purchased, produced and refined abroad; and
  
  
• other sources, including services, investment income and foreign exchange gains.

Our expenses include:

• costs of sales (which are composed of labor expenses, operating costs and purchases of crude oil and oil products); maintaining and repairing property, plant and equipment; depreciation and amortization of fixed assets; depletion of oil fields; and exploration costs;
  
  
• selling (which include expenses for transportation and distribution of our products), general and administrative expenses; and
  
  
• interest expense, monetary and foreign exchange losses.

Fluctuations in our financial condition and results of operations are driven by a combination of factors, including:

• the volume of crude oil, oil products and natural gas we produce and sell;
  
  
• changes in international prices of crude oil and oil products, which are denominated in U.S. dollars;
  
  
• related changes in the domestic prices of crude oil and oil products, which are denominated in Reais;
  
  
• fluctuations in the Real/U.S. dollar and to a lesser degree, Argentine peso/U.S. dollar exchange rates; and
  
  
• the amount of production taxes that we are required to pay with respect to our operations.

Virtually all of our revenues and expenses for our Brazilian activities are denominated and payable in Reais. When the Real weakens relative to the U.S. dollar, as it did in the three-month period ended March 31, 2009 (a depreciation of 33.1%), the effect is to generally decrease both revenues and expenses when expressed in U.S. dollars. However, the depreciation of the Real against the U.S. dollar affects the line items discussed below in different ways. The following comparison between our results of operations in the three-month period ended March 31 2009 and in the three-month period ended March 31, 2008, was impacted by the decrease in the value of the Real against the U.S. dollar during that period.

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BUSINESS SEGMENTS

NET INCOME BY BUSINESS SEGMENT

		For the three-month periods
		ended March 31,
		2009		2008
		(U.S.$ million)
Exploration and Production		1,063		5,450
Supply		1,912		(396)
Gas and Energy		(26)		(250)
International		(166)		44
Distribution		95		180
Corporate		(472)		(260)
Eliminations		230		(267)
Net income		2,636		4,501

Exploration and Production

Our Exploration and Production segment includes our exploration, development and production activities in Brazil, sales and transfers of crude oil in domestic and foreign markets, transfers of natural gas to our Gas and Energy segment and sales of oil products produced at natural gas processing plants.

The reduction in net income from Exploration and Production for the first quarter of 2009 compared to the first quarter of 2008 reflects the decline in international prices, the decrease in natural gas sale/transfer volume due to reduced demand, increased exploration costs due to write-offs of dry or economically unviable wells and higher geology and geophysics costs.

These effects were offset by the 7.5% increase in oil and NGL production and a decrease in production taxes.

The spread between the average domestic oil sale/transfer price and the average Brent price rose from U.S.$ 10.77/bbl in the first quarter of 2008 to U.S.$ 12.17/bbl in the first quarter of 2009.

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Supply

Our Supply segment includes refining, logistics, transportation, exportation and the purchase of crude oil, as well as the purchase and sale of oil products and fuel alcohol. Additionally, this segment includes the petrochemical and fertilizers division, which includes investments in domestic petrochemical companies and our two domestic fertilizer plants.

The increase in net income for our Supply segment in the first quarter of 2009 compared to the same period of 2008 was due to lower oil acquisition/transfer costs and the decrease in oil products import costs, reflecting the trend in international prices.

These effects were partially offset by higher freight charges on exports and trading transactions due to increased sales volume.

Gas and Energy

Our Gas and Energy segment consists principally of the purchase, sale, transportation and distribution of natural gas produced in or imported into Brazil. Additionally, this segment includes our participation in domestic natural gas transportation, natural gas distribution and thermoelectric power generation.

The improved result for our Gas and Energy segment in the first quarter of 2009 compared to the same period of 2008 was due to a reduction in fines paid for failure to deliver contracted amounts of electricity attributable to improvements in our natural gas infrastructure and increased supply of natural gas, as well as lower costs for purchasing electricity from third parties to fulfill our contractual commitments.

These effects were partially offset by reduced thermoelectric output as a result of abundant rainfall supplying Brazil’s hydroelectric stations, and a decline in natural gas sales volume.

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International

The International segment comprises our activities in other countries, which include Exploration and Production, Supply, Distribution and Gas and Energy.

The decrease in net income from the International segment in the first quarter of 2009 compared to the first quarter of 2008 was due to reduced margins reflecting the decline in international oil prices, decreased results from non-consolidated companies in Venezuela and Argentina and to provision for losses in Pasadena Investments.

Theses effects were offset by a reduction in income tax and minority interest expenses.

Distribution

Our Distribution segment comprises the oil product and ethanol distribution activities conducted by our majority owned subsidiary, Petrobras Distribuidora S.A., in Brazil.

The decrease in net income from Distribution in the first quarter of 2009 compared to the first quarter of 2008 was primarily due to a reduction in the average realization price. This effect was partially offset by a 7,9% upturn in sales volume, reflecting the consolidation of Alvo Distribuidora.

This segment accounted for 38.8% of the total Brazilian distribution market in the first quarter of 2009 compared to 35.9% in the first quarter of 2008.

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Corporate

Our Corporate segment includes our financing activities not attributable to other segments, including corporate financial management, central administrative overhead, actuarial expenses related to our pension and health care plans for inactive participants.

The increase in net loss for our Corporate segment in the first quarter of 2009 compared to the same period in 2008 was primarily due to higher net financial expenses. This effect was partially offset by an increase in income tax and social contribution credits.

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RESULTS OF OPERATIONS FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2009 COMPARED TO THE THREE-MONTH PERIOD ENDED MARCH 31, 2008

The comparison between our results of operations has been affected by the 33.1% decrease in the value of the Real against the U.S. dollar in the three-month period ended March 31 2009 compared to the three-month period ended March 31, 2008.

Revenues

Net operating revenues decreased 30.9% to U.S.$18,212 million in the three-month period ended March 31 2009 compared to U.S.$26,342 million in the three-month period ended March 31, 2008. This decrease was primarily attributable to lower average sales prices of crude oil and natural gas in domestic and international markets and lower sales volumes in the domestic market.

Consolidated sales of products and services decreased 31.3% to U.S.$22,899 million in the three-month period ended March 31 2009 compared to U.S.$33,351 million in the three-month period ended March 31 2008, due to the decreases mentioned above.

Included in sales of products and services are the following amounts that we collected on behalf of federal or state governments:

• Value-added, Programa de Formação do Patrimônio do Servidor Público (Civil Servant Savings Programs, or PASEP), Contribuição para o Financiamento da Seguridade Social (Contribution for the Financing of Social Security, or COFINS) and other taxes on sales of products and services and social security contributions. These taxes decreased 28.4% to U.S.$4,219 million in the three-month period ended March 31, 2009, compared to U.S.$5,896 million in the three-month period ended March 31, 2008, primarily due to lower prices and lower domestic sales volumes; and

• Contribuição de Intervenção no Domínio Econômico (Contribution for Intervention in the Economic Sector, or CIDE), the per-transaction fee due to the Brazilian government, which decreased 58.0% to U.S.$468 million in the three-month period ended March 31, 2009 compared to U.S.$1,113 million in the three-month period ended March 31, 2008, primarily due to lower prices and lower domestic sales volumes.

Cost of Sales (Excluding Depreciation, Depletion and Amortization)

Cost of sales in the three-month period ended March 31, 2009 decreased 34.9% to U.S.$10,020 million, compared to U.S.$15,380 million in the three-month period ended March 31, 2008. This decrease was principally a result of:

• 27.7% (U.S.$1,511 million) decrease in the cost of imports due to lower volumes and prices;
  
  
• 42.3% (U.S.$847 million) decrease in costs for our international trading activities due to decreased offshore operations conducted by PifCo;
  
  
• 24.5% (U.S.$593 million) decrease in production taxes and charges imposed by the Brazilian government totaling U.S.$1,826 million in the three-month period ended March 31, 2009 compared to U.S.$2,419 million in the three-month period ended March 31, 2008. Production taxes and charges include royalties, which decreased 28.6% to U.S.$915 million in the first quarter of 2009 compared to U.S.$1,281 million in the same period last year, and a special participation charge (an extraordinary charge payable in the event of high production or profitability from our fields), which decreased 19.1% to U.S.$899 million in the first quarter of 2009 compared to U.S.$1,111 million in the same period last year. The decrease in production taxes and charges in the first quarter of 2009 was due primarily to a 55.7% decrease in the reference price used to calculate royalties for domestic production (U.S.$534 million of the total), and decreased output (U.S.$59 milliion of the total); and
  
  
• 43.5% (U.S.$203 million) decrease in costs related to the generation and purchase of electricity for sale.

Depreciation, Depletion and Amortization

We calculate depreciation, depletion and amortization of most of our exploration and production assets using the units of production method. Depreciation, depletion and amortization expenses decreased 8.4% to U.S.$1,328 million in the three-month period ended March 31, 2009 compared to U.S.$1,450 million in the three-month period ended March 31, 2008. Depreciation, depletion and amortization increased when expressed in Reais in the first quarter of 2009 compared to the same period of 2008 due to higher capital expenditures and increased domestic oil and gas production.

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Exploration, including exploratory dry holes

Exploration costs, including costs for exploratory dry holes, increased 10.5% to U.S.$420 million in the three-month period ended March 31, 2009, compared to U.S.$380 million in the three-month period ended March 31, 2008. This increase was primarily attributable to higher expenses related to the write-off of dry and economically unviable wells in Brazil (U.S.$78 million) and abroad (U.S.$31 million), as a result of the intensification of our investment program.

Selling, General and Administrative Expenses

Selling, general and administrative expenses decreased 15.6% to U.S.$1,440 million in the three-month period ended March 31, 2009 compared to U.S.$1,706 million in the three-month period ended March 31, 2008.

Selling expenses decreased 12.7% to U.S.$718 million in the three-month period ended March 31, 2009 compared to U.S.$822 million in the same period last year. Excluding the impact of the depreciation of the Real, selling expenses increased 7.6% in the first quarter of 2009 compared to the same period of 2008, due to higher exports and trading, which led to increased ship chartering (U.S.$27.3 million of the total increase), higher personnel expenses (U.S.$5.6 million of the total increase) and additional technical consulting services (U.S.$54.7 million of the total increase). These increases were partially offset by a U.S.$27 million reduction in allowance for doubtful accounts.

General and administrative expenses decreased 18.3% to U.S.$722 million in the three-month period ended March 31, 2009 compared to U.S.$884 million during the same period last year. Excluding the impact of the depreciation of the Real, general and administrative expenses increased in the first quarter of 2009 compared to the same period of 2008, due to higher personnel costs as a result of an increased workforce and pay raises in Brazil and the inclusion of expenses from the NSS Refinery in Japan.

Research and Development Expenses

Research and development expenses decreased 38.4% to U.S.$146 million in the three-month period ended March 31, 2009, from U.S.$237 million in the three-month period ended March 31, 2008. This lower expense was primarily due to the decrease on the average sales prices which is the basis for a fixed 0.5% provision for expenses on research and development investment according to Regulation ANP 05/2005.

Employee Benefit Expense for Non-Active Participants

Employee benefit expense for non-active participants consists of financial costs associated with our expected pension and health care costs of retired employees. Our employee benefit expense for non-active participants decreased 20.2% to U.S.$166 million in the three-month period ended March 31, 2009 compared to U.S.$208 million in the three-month period ended March 31, 2008. Excluding the impact of the depreciation of the Real, the employee benefit expense for non-active participants remained relatively constant during the three–month period ended March 31, 2009 compared to the same period of 2008.

Other Operating Expenses

Other operating expenses decreased 27.7% to U.S.$436 million in the three-month period ended March 31, 2009 from U.S.$603 million in the three-month period ended March 31, 2008. A breakdown of other operating expenses by segment is included on page 27.

The most significant changes between the three-month period ended March 31, 2009 and March 31, 2008 were:

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•	a U.S.$98 million extraordinary expense for marking inventory to market value in the first quarter of 2009;
•	100.0% (U.S.$31 million) increase in expense for unscheduled stoppages of plant and equipment, to U.S.$62 million in the first quarter of 2009 compared to U.S.$31 million in the first quarter of 2008;
•	23.9% (U.S.$11 million) decrease in expense for health, safety, and environment (HSE) to U.S.$35 million in the first quarter of 2009 compared to U.S.$46 million in the first quarter of 2008;
•	17.2% (U.S.$16 million) decrease in operating expense at thermoelectric power plants, to U.S.$77 million in the first quarter of 2009 compared to U.S.$93 million in the first quarter of 2008;
•	62.9% (U.S.$56 million) decrease in expense for losses and contingencies related to legal proceedings to U.S.$33 million in the first quarter of 2009 compared to U.S.$89 million in the first quarter of 2008; and
•	48.1% (U.S.$77 million) decrease in expense for institutional relations and cultural projects, to U.S.$83 million in the first quarter of 2009 compared to U.S.$160 million in the first quarter of 2008.

Equity in Results of Non-Consolidated Companies

Equity in results of non-consolidated companies decreased to a loss of U.S.$15 million in the three-month period ended March 31, 2009 compared to a gain of U.S.$81 million in the three-month period ended March 31, 2008, due mainly to losses from international companies in Argentina and Venezuela.

Financial Income

We derive financial income from several sources, including interest on cash and cash equivalents. The majority of our cash equivalents are short-term Brazilian government securities, including securities indexed to the U.S. dollar. We also hold U.S. dollar deposits.

Financial income decreased 23.6% to U.S.$337 million in the three-month period ended March 31, 2009 compared to U.S.$441 million in the three-month period ended March 31, 2008. This decrease was primarily attributable to lower financial interest income on investments in the three-month period ended March 31, 2009 (U.S.$95 million decrease). A breakdown of financial income is set forth in Note 11 of our unaudited consolidated financial statements for the three-month period ended March 31, 2009.

Financial Expenses

Financial expenses increased 15.6% to U.S.$126 million in the three-month period ended March 31, 2009 compared to U.S.$109 million in the three-month period ended March 31, 2008. This increase was primarily attributable to increased financial expenses related to our debt in the three-month period ended March 31, 2009 (U.S.$138 million increase). These increases were partially offset by a 15.4% (U.S.$ 60 million) increase in capitalized interest. A breakdown of financial expenses is set forth in Note 11 of our unaudited consolidated financial statements for the three-month period ended March 31, 2009.

Monetary and Exchange Variation

Monetary and exchange variation increased to a loss of U.S.$211 million in the three-month period ended March 31, 2009 compared to a loss of U.S.$53 million in the three-month period ended March 31, 2008. The increased loss from monetary and exchange variation is primarily attributable to the 33.1% decrease in the value of the Real against the U.S. dollar in the three-month period ended March 31, 2009 compared to the three-month period ended March 31, 2008.

16

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Other Taxes

Other taxes, consisting of various taxes on financial transactions, decreased 42.2% to U.S.$63 million in the three-month period ended March 31, 2009 compared to U.S.$109 million in the three-month period ended March 31, 2008. This decrease is primarily attributable to the elimination of CPMF in the first quarter of 2008, a tax payable in connection with certain bank account transactions, as well as the reduction in IOF, a tax payable on financial transactions and investments.

Other Expenses, Net

Other expenses, net are primarily composed of gains and losses recorded on sales of fixed assets and certain other non-recurring charges. Other expenses, net increased to a loss of U.S.$131 million in the three-month period ended March 31, 2009 compared to zero in the three-month period ended March 31, 2008. This increase was primarily attributable to provision for losses in Pasadena Investments (U.S.$147 million).

Income Tax (Expense) Benefit

Income before income taxes and noncontrolling interest decreased 39.0% to U.S.$4,047 million in the three-month period ended March 31, 2009 compared to U.S.$6,629 million in the three-month period ended March 31, 2008. Income tax expense decreased 37.1% to U.S.$1,297 million in the three-month period ended March 31, 2009, compared to U.S.$2,061 million in the three-month period ended March 31, 2008. The reconciliation between the tax calculated based upon statutory tax rates to income tax expense and effective rates is set forth in Note 4 of our unaudited consolidated financial statements for the three-month period ended March 31, 2009.

LIQUIDITY AND CAPITAL RESOURCES

Overview

Our principal uses of funds are for capital expenditures, dividend payments and repayment of debt. Historically we have met these requirements with internally generated funds, short-term debt, long-term debt, project financing and sale and lease-back transactions. We believe these sources of funds, together with our strong position of cash and cash equivalents, will continue to allow us to meet our currently anticipated capital requirements.

Financing Strategy

Our financing strategy is designed to help us achieve the targets set forth in our Business Plan released on January 23, 2009, which provides for capital expenditures of U.S.$174.4 billion from 2009 through 2013. We will continue our policy of extending the term of our debt maturity profile. We will raise debt capital through a variety of medium and long-term financing arrangements, including the issuance of bonds in the international capital markets, supplier financing, project financing and bank financing.

Government Regulation

The Brazilian Ministry of Planning, Budget and Management controls the total amount of medium and long-term debt that we and our Brazilian subsidiaries can incur through the annual budget approval process (Plano de Dispêndio Global, or PDG). Before issuing medium and long-term debt, we and our Brazilian subsidiaries must also obtain the approval of the National Treasury Secretariat.

All of our foreign currency denominated debt, as well as the foreign currency denominated debt of our Brazilian subsidiaries, requires registration with the Central Bank. The issuance of debt by our international subsidiaries, however, is not subject to registration with the Central Bank or approval by the National Treasury Secretariat. In addition, all issuances of medium and long-term notes and debentures require the approval of our board of directors. Borrowings that exceed the approved budgeted amount for any year also require approval of the Brazilian Senate.

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Sources of Funds

Our Cash Flow

On March 31, 2009, we had cash and cash equivalents of U.S.$8,126 million compared to U.S.$6,499 million at December 31, 2008. The increase in our cash and cash equivalents was primarily due to an increase in domestic investment securities in the three-month period ended March 31, 2009 compared to December 31, 2008.

Operating activities provided net cash flows of U.S.$5,902 million in the three-month period ended March 31, 2009 compared to U.S.$6,127 million in the three-month period ended March 31, 2008. Cash generated by operating activities was mainly affected by net operating revenues, which decreased U.S.$8,130 million during the three-month period ended March 31, 2009 compared to the three-month period ended March 31, 2008.

Net cash used in investing activities increased to U.S.$6,528 million in the three-month period ended March 31, 2009 compared to U.S.$6,070 million in the three-month period ended March 31, 2008. This increase was due primarily to capital expenditures totaling U.S.$6,330 million, including U.S.$3,144 million related to our exploration and production projects in Brazil, mainly in the Campos Basin.

Net cash provided by financing activities amounted to U.S.$2,192 million in the three-month period ended March 31, 2009 compared to net cash used in financing activities of U.S.$908 million in the three-month period ended March 31, 2008. This increase was primarily due to a decrease in dividend payments and funds raised by PifCo through the issuance of Global Notes.

Our net debt increased to U.S.$21,833 million as of March 31, 2009 compared to U.S.$20,852 million as of December 31, 2008, primarily due to funds raised by PifCo through the issuance of Global Notes, and to pre-shipment export financing. Most of the proceeds were allocated to finance our 2009-2013 Business Plan and our oil imports.

						Percent
						Change
Balance sheet data		March 31,		December		(March 31,		March 31,
		2009		31, 2008		2009 versus		2008
						December
						31, 2008)
		(U.S.$ million)
Cash and cash equivalents		8,126		6,499		25.0		6,201
Short-term debt		2,664		2,399		11.0		1,928
Total long-term debt		20,006		17,562		13.9		14,934
Total project financings		6,712		6,795		(1.2)		6,483
Total capital lease obligations		577		595		(3.0)		708
Net debt (1)		21,833		20,852		4.7		17,852
Shareholders’ equity (2)		64,499		61,909		4.2		69,980
Total capitalization (3)		94,458		89,260		5.8		94,033
		March 31,		December		March 31,
Reconciliation of Net debt		2009		31, 2008		2008
		(U.S.$ million)
Total long-term debt		20,006		17,562		14,934
Plus short-term debt		2,664		2,399		1,928
Plus total project financings		6,712		6,795		6,483
Plus total capital lease obligations		577		595		708
Less cash and cash equivalents		8,126		6,499		6,201
Net debt (1)		21,833		20,852		17,852

(1)	Our net debt is not computed in accordance with U.S. GAAP and should not be considered in isolation or as a substitute for total long-term debt calculated in accordance with U.S. GAAP. Our calculation of net debt may not be comparable to the calculation of net debt by other companies. Management believes that net debt is an appropriate supplemental measure that helps investors assess our liquidity and assists management in targeting leverage improvements. Please see the table above for a reconciliation of net debt to total long-term debt.
(2)	Shareholders’ equity includes adjustments in the amount of U.S.$38 million (gain) on March 31, 2009 and U.S.$37 million (gain) on December 31, 2008, related to “Post-retirement benefit reserves adjustments, net of tax - pension and health care costs”.
(3)	Total capitalization is calculated as shareholders’ equity plus short-term debt, total long-term debt, total project financings and total capital lease obligations.

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Short-Term Debt

Our outstanding short-term debt serves mainly to support our imports of crude oil and oil products, and is provided almost entirely by international banks. On March 31, 2009, our short-term debt (excluding current portions of long-term debt) amounted to U.S.$2,664 million compared to U.S.$2,399 million on December 31, 2008.

Long-Term Debt

Our outstanding long-term debt consists primarily of the issuance of securities in the international capital markets, debentures in the domestic capital markets, amounts outstanding under facilities guaranteed by export credit agencies and multilateral agencies and loans from the BNDES and other financial institutions. Outstanding long-term debt, plus the current portion of our long-term debt amounted to U.S.$20,006 million on March 31, 2009 compared to U.S.$17,562 million on December 31, 2008. See Note 10 of our unaudited consolidated financial statements for the three-month period ended March 31, 2009.

Project Financing

Since 1997, we have utilized project financings to provide capital for our extensive exploration and production operations and related projects, including some natural gas processing and transportation systems. All of these projects and the related debt obligations of special purpose companies established for these financings are on-balance sheet and accounted for under the line item “Project Financings”. Under typical contractual arrangements, we are responsible for completing the development of the oil and gas fields, operating the fields, paying all operating expenses relating to the projects and remitting a portion of the net proceeds generated from the fields to fund the special purpose companies’ debt and return on equity payments. At the end of each financing project, we have the option to purchase the project assets from the special purpose company or, in some cases, acquire control over the special purpose company itself.

Outstanding project financing, plus the current portion of our project financing, totaled U.S.$6,712 million on March 31, 2009 compared to U.S.$6,795 million on December 31, 2008. This decrease in outstanding project financing was primarily due to decreased debt relating to the Barracuda/Caratinga, PDET Offshore and Cabiúnas projects. See Note 12 of our unaudited consolidated financial statements for the three-month period ended March 31, 2009.

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Extinguished securities

On March 31, 2009, and December 31, 2008, we had amounts invested abroad in an exclusive investment fund that held debt securities of some of our group companies in the same amount of U.S.$749 million. Once these securities are purchased by the fund, the related amounts, together with applicable interest, are removed from the presentation of marketable securities and project financing. See Note 12 of our unaudited consolidated financial statements for the three-month period ended March 31, 2009.

Off Balance Sheet Arrangements

As of March 31, 2009, there were no off-balance sheet arrangements that have, or are reasonably likely to have, a material effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Uses of Funds

Capital Expenditures

We invested a total of U.S.$6,330 million in the three-month period ended March 31, 2009, a 3.8% increase compared to our investments of U.S.$6,097 million in the three-month period ended March 31, 2008. Our investments in the three-month period ended March 31, 2009 were primarily directed toward increasing production in the Campos Basin, modernizing our refineries and expanding our pipeline transportation and distribution systems. Of the total capital expenditures in the three-month period ended March 31, 2009, U.S.$3,144 million was invested in exploration and development projects (49.7% in the Campos Basin), including investments financed through project financing.

The following table sets forth our consolidated capital expenditures (including project financings and investments in thermoelectric power plants) for each of our business segments for the three-month periods ended March 31, 2009 and 2008:

Activities
					For the three-month periods
					ended March 31,
					2009		2008
					(U.S.$ million)
•	Exploration and Production				3,144		3,480
•	Supply				1,590		1,035
•	Gas and Energy				947		662
•	International:
	Exploration and Production				347		615
	Supply				25		61
	Distribution				1		2
	Gas and Energy				25		2
•	Distribution				52		68
•	Corporate				199		172
Total capital expenditures					6,330		6,097

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Dividends and Interest on Shareholders´ Equity

On April 08, 2009, our shareholders approved a dividend distribution of U.S.$4,242 million at the Ordinary General Shareholder Meeting relating to the year ended December 31, 2008. This proposal complies with our by-laws regarding the guaranteed rights of preferred shares, and includes US$3,004 million of interest on shareholders’ equity already approved by our board of directors. The dividends were restated according to the SELIC rate from December 31, 2008 to the initial date of payment. The first payment was scheduled for April 24, 2009, but was not paid until April 29, 2009 due to the imposition of an injunction by a Rio de Janeiro court that was quickly overturned. The remaining balance will be paid to shareholders on August 14, 2009.

Subsequent Events

We incurred additional indebtedness after March 31, 2009, including a U.S.$10 billion loan from the China International Bank and U.S.$2.0 billion in international bilateral loans. See Note 20 of our unaudited consolidated financial statements for the three-month period ended March 31, 2009.

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Income Statement
(in millions of U.S. dollars, except for share and per share data)

				For the three-month periods ended
				March 31,
4Q-2008				2009		2008
28,039		Sales of products and services		22,899		33,351
		Less:
(5,164)		Value-added and other taxes on sales and services		(4,219)		(5,896)
(538)		CIDE		(468)		(1,113)
22,337		Net operating revenues		18,212		26,342
(14,775)		Cost of sales		(10,020)		(15,380)
(1,285)		Depreciation, depletion and amortization		(1,328)		(1,450)
(569)		Exploration, including exploratory dry holes		(420)		(380)
(519)		Impairment		-		-
(1,766)		Selling, general and administrative expenses		(1,440)		(1,706)
(185)		Research and development expenses		(146)		(237)
		Employee benefit expense for non-active
(197)		participants		(166)		(208)
(723)		Other operating expenses		(436)		(603)
(20,019)		Total costs and expenses		(13,956)		(19,964)
2,318		Operating income (loss)		4,256		6,378
(317)		Equity in results of non-consolidated companies		(15)		81
508		Financial income		337		441
(224)		Financial expense		(126)		(109)
		Monetary and exchange variation on monetary
748		assets and liabilities, net		(211)		(53)
(162)		Other taxes		(63)		(109)
(233)		Other expenses, net		(131)		-
320				(209)		251
2,638		Income (Loss) before income taxes		4,047		6,629
		Income tax expense:
568		Current		(965)		(1,713)
(2,224)		Deferred		(332)		(348)
(1,656)		Total income tax expense		(1,297)		(2,061)
982		Net income for the period		2,750		4,568
1,184		Net income attributable to the noncontrolling interest		(114)		(67)
2,166		Net income (loss) attributable to Petrobras		2,636		4,501
		Weighted average number of shares outstanding
5,073,347,344(*)		Common		5,073,347,344		5,073,347,344(*)
3,700,729,396(*)		Preferred		3,700,729,396		3,700,729,396(*)
		Basic and diluted earnings per share
0.25(*)		Common and Preferred		0.30		0.51(*)
		Basic and diluted earnings per ADS
0.50(*)		Common and Preferred		0.60		1.02(*)

(*)	For purposes of comparison all share, ADS, per share and per ADS information in this report have been adjusted to reflect the result of the stock split which became effective on April 25, 2008. See Note 15 (b) of our unaudited consolidated financial statements as of March 31, 2009.

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Balance Sheet Data
(in millions of U.S. dollars, except for share data)

		As of March		As of December
		31, 2009		31, 2008
Assets
Current assets
Cash and cash equivalents		8,126		6,499
Marketable securities		149		124
Accounts receivable, net		6,052		6,613
Inventories		7,020		7,990
Recoverable taxes		3,311		3,281
Other current assets		2,499		2,251
Total current assets		27,157		26,758
Property, plant and equipment, net		90,245		84,719
Investments in non-consolidated companies and other investments		3,264		3,198
Non-current assets
Accounts receivable, net		1,069		923
Advances to suppliers		2,461		2,471
Petroleum and Alcohol Account – receivable from Federal Government		351		346
Marketable securities		1,833		1,738
Restricted deposits for legal proceedings and guarantees		838		798
Recoverable taxes		3,396		3,095
Others		1,622		1,649
Total non-current assets		11,570		11,020
Total assets		132,236		125,695
Liabilities and shareholders' equity
Current liabilities
Trade accounts payable		6,702		7,763
Short-term debt		2,664		2,399
Current portion of long-term debt		1,536		1,531
Current portion of project financings		1,864		1,780
Current portion of capital lease obligations		255		251
Taxes payable		4,051		3,605
Payroll and related charges		1,529		1,398
Dividends and interest on capital payable		4,160		3,652
Other current liabilities		2,907		2,377
Total current liabilities		25,668		24,756
Long-term liabilities
Long-term debt		18,470		16,031
Project financings		4,848		5,015
Capital lease obligations		322		344
Employees’ benefits obligation - Pension and Health care		5,919		5,787
Deferred income taxes		7,584		7,080
Other liabilities		4,167		4,114
Total long-term liabilities		41,310		38,371
Shareholders' equity
Shares authorized and issued:
Preferred share – 2009 and 2008 - 3,700,729,396 shares		15,106		15,106
Common share – 2009 and 2008 – 5,073,347,344 shares		21,088		21,088
Reserves and others		28,305		25,715
Petrobras’ Shareholders' Equity		64,499		61,909
Noncontrolling interest		759		659
Total Equity		65,258		62,568
Total liabilities and shareholders’ equity		132,236		125,695

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Statement of Cash Flows Data
(in millions of U.S. dollars)

				For the three-month periods ended
				March 31,
4Q-2008				2009		2008
		Cash flows from operating activities
2,166		Net income for the period		2,636		4,501
		Adjustments to reconcile net income to net cash
		provided by operating activities:
1,285		Depreciation, depletion and amortization		1,328		1,450
141		Dry hole costs		241		175
		Equity in the results of non-consolidated
317		companies		15		(76)
(295)		Foreign exchange (gain)/loss		444		597
		Noncontrolling interest in income of
(1,185)		subsidiaries		114		67
2,225		Deferred income taxes		332		348
907		Other		176		135
		Working capital adjustments
1,848		Decrease (increase) in accounts receivable, net		467		(654)
3,929		Decrease (increase) in inventories		608		(693)
(2,367)		Increase in taxes payable		367		496
147		Increase in trade accounts payable		(1,217)		551
(866)		Advances to suppliers		(7)		(391)
(731)		Recoverable taxes		(270)		(290)
		Increase (decrease) in other working capital
669		adjustments		668		(89)
8,190		Net cash provided by operating activities		5,902		6,127
(9,770)		Net cash flows from investing activities		(6,528)		(6,070)
4,223		Net cash flows from financing activities		2,192		(908)
		Increase (Decrease) in cash and cash
2,643		equivalents		1,566		(851)
		Effect of exchange rate changes on cash and
(1,426)		cash equivalents		61		65
		Cash and cash equivalents at beginning of
5,282		period		6,499		6,987
		Cash and cash equivalents at the end of
6,499		period		8,126		6,201

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Income Statement by Segment

	Three-month period ended March 31, 2009  U.S.$ million
	E&P		SUPPLY		GAS & ENERGY		INTERN.		DISTRIB.		CORPOR.		ELIMIN.		TOTAL
STATEMENT OF INCOME
Net operating revenues to third parties	149		9,493		1,109		1,661		5,800		-		-		18,212
Inter-segment net operating revenues	5,819		5,326		232		124		186		-		(11,687)		-
Net operating revenues	5,968		14,819		1,341		1,785		5,986		-		(11,687)		18,212
Cost of sales	(3,117)		(10,930)		(1,114)		(1,340)		(5,522)		-		12,003		(10,020)
Depreciation, depletion and amortization	(730)		(273)		(80)		(156)		(34)		(55)		-		(1,328)
Exploration, including exploratory dry holes	(354)		-		-		(66)		-		-		-		(420)
Selling, general and administrative
expenses	(77)		(500)		(74)		(176)		(279)		(367)		33		(1,440)
Research and development expenses	(63)		(34)		(3)		-		(2)		(44)		-		(146)
Employee benefit expense for non-active
participants	-		-		-		-		-		(166)		-		(166)
Other operating expenses	(32)		(134)		(79)		(67)		(3)		(121)		-		(436)
Cost and expenses	(4,373)		(11,871)		(1,350)		(1,805)		(5,840)		(753)		12,036		(13,956)
Operating income (loss)	1,595		2,948		(9)		(20)		146		(753)		349		4,256
Equity in results of non-consolidated
companies	-		(24)		9		-		-		-		-		(15)
Financial income (expenses), net	-		-		-		-		-		-		-		-
Other taxes	(8)		(12)		(9)		(12)		(2)		(20)		-		(63)
Other expenses, net	(29)		45		(5)		(141)		-		(1)		-		(131)
Income (Loss) before income taxes	1,558		2,957		(14)		(173)		144		(774)		349		4,047
Income tax benefits (expense)	(529)		(1,014)		8		(3)		(49)		409		(119)		(1,297)
Net income for the period	1,029		1,943		(6)		(176)		95		(365)		230		2,750
Net income attributable to the
noncontrolling interest	34		(31)		(20)		10		-		(107)		-		(114)
Net income (loss) attributable to
Petrobras	1,063		1,912		(26)		(166)		95		(472)		230		2,636

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Income Statement by Segment

	Three-month period ended March 31, 2008  U.S.$ million
	E&P		SUPPLY		GAS & ENERGY		INTERN.		DISTRIB.		CORPOR.		ELIMIN.		TOTAL
STATEMENT OF INCOME
Net operating revenues to third parties	158		15,567		1,643		1,905		7,069		-		-		26,342
Inter-segment net operating revenues	14,176		5,933		224		204		115		-		(20,652)		-
Net operating revenues	14,334		21,500		1,867		2,109		7,184		-		(20,652)		26,342
Cost of sales	(4,637)		(21,124)		(1,717)		(1,567)		(6,552)		-		20,217		(15,380)
Depreciation, depletion and amortization	(828)		(277)		(90)		(129)		(52)		(74)		-		(1,450)
Exploration, including exploratory dry holes	(296)		-		-		(84)		-		-		-		(380)
Selling, general and administrative
expenses	(81)		(583)		(139)		(167)		(325)		(442)		31		(1,706)
Research and development expenses	(122)		(47)		(18)		(1)		(2)		(47)		-		(237)
Employee benefit expense for non-active
participants	-		-		-		-		-		(208)		-		(208)
Other operating expenses	(2)		(75)		(280)		(67)		25		(204)		-		(603)
Cost and expenses	(5,966)		(22,106)		(2,244)		(2,015)		(6,906)		(975)		20,248		(19,964)
Operating income (loss)	8,368		(606)		(377)		94		278		(975)		(404)		6,378
Equity in results of non-consolidated
companies	(1)		-		10		71		-		1		-		81
Financial income (expenses), net	-		-		-		-		-		279		-		279
Other taxes	(19)		(18)		(16)		(12)		(5)		(39)		-		(109)
Other expenses, net	(4)		(2)		-		1		-		5		-		-
Income (Loss) before income taxes	8,344		(626)		(383)		154		273		(729)		(404)		6,629
Income tax benefits (expense)	(2,837)		213		133		(51)		(93)		437		137		(2,061)
Net income for the period	5,507		(413)		(250)		103		180		(292)		(267)		4,568
Net income attributable to the
noncontrolling interest	(57)		17		-		(59)		-		32		-		(67)
Net income (loss) attributable to
Petrobras	5,450		(396)		(250)		44		180		(260)		(267)		4,501

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Other Operating Expenses by Segment

	Three-month period ended March 31, 2009 U.S.$ million
	E&P		SUPPLY		GAS & ENERGY		INTERN.		DISTRIB.		CORPOR.		ELIMIN.		TOTAL
Allowance for marking inventory to market value	-		(47)		(5)		(46)		-		-		-		(98)
Institutional relations and cultural projects	(8)		(2)		(1)		-		(3)		(69)		-		(83)
Idle capacity at thermoelectric power plants	-		-		(77)		-		-		-		-		(77)
Unscheduled stoppages of plant and equipment	(42)		(20)		-		-		-		-		-		(62)
HSE expenses	(8)		(4)		-		-		-		(23)		-		(35)
Losses from legal proceedings	(4)		(8)		-		(3)		(6)		(12)		-		(33)
Contractual fines	-		-		(10)		-		-		-		-		(10)
Ship or pay commitments	-		-		-		(6)		-		-		-		(6)
Other	30		(53)		14		(12)		6		(17)		-		(32)
	(32)		(134)		(79)		(67)		(3)		(121)		-		(436)

	Three-month period ended March 31, 2008 U.S.$ million
	E&P		SUPPLY		GAS & ENERGY		INTERN.		DISTRIB.		CORPOR.		ELIMIN.		TOTAL
Institutional relations and cultural projects	(12)		(9)		-		-		(5)		(134)		-		(160)
Idle capacity at thermoelectric power plants	-		-		(93)		-		-		-		-		(93)
HSE expenses	(3)		(10)		(1)		-		-		(32)		-		(46)
Contractual fines	-		-		(146)		-		-		-		-		(146)
Losses from legal proceedings	(5)		(4)		-		(73)		(1)		(6)		-		(89)
Unscheduled stoppages of plant and equipment	(13)		(18)		-		-		-		-		-		(31)
Ship or pay commitments	-		-		-		(12)		-		-		-		(12)
Other	31		(34)		(40)		18		31		(32)		-		(26)
	(2)		(75)		(280)		(67)		25		(204)		-		(603)

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Selected Balance Sheet Data by Segment

	Three-month period ended March 31, 2009 U.S.$ million
	E&P		SUPPLY		GAS & ENERGY		INTERN.		DISTRIB.		CORPOR.		ELIMIN.		TOTAL
Current assets	2,072		9,234		1,978		2,079		2,294		12,616		(3,116)		27,157
Cash and cash equivalents	-		-		-		-		-		8,126		-		8,126
Other current assets	2,072		9,234		1,978		2,079		2,294		4,490		(3,116)		19,031
Investments in non-consolidated
companies and other
investments	219		1,182		442		1,125		167		129		-		3,264
Property, plant and equipment,
net	49,071		17,077		11,853		9,376		1,650		1,240		(22)		90,245
Non-current assets	2,806		975		1,348		608		357		6,284		(808)		11,570
Total assets	54,168		28,468		15,621		13,188		4,468		20,269		(3,946)		132,236

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Selected Balance Sheet Data by Segment

	Year ended December 31, 2008 U.S.$ million
	E&P		SUPPLY		GAS & ENERGY		INTERN.		DISTRIB.		CORPOR.		ELIMIN.		TOTAL
Current assets	2,662		9,647		2,466		2,327		2,646		10,387		(3,377)		26,758
Cash and cash equivalents	-		-		-		-		-		6,499		-		6,499
Other current assets	2,662		9,647		2,466		2,327		2,646		3,888		(3,377)		20,259
Investments in non-consolidated
companies and other
investments	171		1,168		474		1,142		166		77		-		3,198
Property, plant and equipment,
net	45,836		15,806		10,719		9,341		1,621		1,418		(22)		84,719
Non-current assets	2,657		900		1,334		629		342		5,701		(543)		11,020
Total assets	51,326		27,521		14,993		13,439		4,775		17,583		(3,942)		125,695

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Selected Data for International Segment

	INTERNATIONAL  U.S.$ million
	E&P		SUPPLY		GAS &  ENERGY		DISTRIB.		CORPOR.		ELIMIN.		TOTAL
INTERNATIONAL
ASSETS (As of March 31, 2009)	10,363		2,477		772		334		1,663		(2,421)		13,188
STATEMENT OF INCOME
(Three-month period ended March 31, 2009)
Net Operating Revenues	481		1,143		110		495		1		(445)		1,785
Net operating revenues to third parties	203		878		97		482		1		-		1,661
Inter-segment net operating revenues	278		265		13		13		-		(445)		124
Net income (loss) attributable to Petrobras	58		(243)		15		24		(59)		39		(166)

	INTERNATIONAL  U.S.$ million
	E&P		SUPPLY		GAS &  ENERGY		DISTRIB.		CORPOR.		ELIMIN.		TOTAL
INTERNATIONAL
ASSETS (As of December 31, 2008)	10,274		2,592		807		354		1,805		(2,393)		13,439
STATEMENT OF INCOME
(Three-month period ended March 31, 2008)
Net Operating Revenues	636		1,307		119		597		1		(551)		2,109
Net operating revenues to third parties	277		932		107		588		1		-		1,905
Inter-segment net operating revenues	359		375		12		9		-		(551)		204
Net income (loss) attributable to Petrobras	71		16		41		(18)		(45)		(21)		44

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This press release contains statements that constitute forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are necessarily dependent on assumptions, data or methods that may be incorrect or imprecise and that may be incapable of being realized. Prospective investors are cautioned that any such forward looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward-looking statements as a result of various factors. The Company does not undertake, and specifically disclaims, any obligation to update any forward-looking statements, which speak only as of the date made.

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This document may contain forecasts that merely reflect the expectations of the Company’s management. Such terms as “anticipate”, “believe”, “expect”, “forecast”, “intend”, “plan”, “project”, “seek”, “should”, along with similar or analogous expressions, are used to identify such forecasts. These predictions evidently involve risks and uncertainties, whether foreseen or not by the Company. Therefore, the future results of operations may differ from current expectations, and readers must not base their expectations exclusively on the information presented herein.

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This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.

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