Invitation

Date: January 27, 2012

Time: 3PM

Address: auditorium of the Company’s head office
at Avenida República do Chile 65, 1st floor, in the city of (RJ)

Agenda items:

Extraodinary General Meeting

2

3

The operations have the purposes of reorganizing PETROBRAS’ investment portfolio of PETROBRAS in the petrochemical sector, in order to minimize costs, simplify ownership breakdown, promote the integration between activities in the sector and cause the investments governance in companies of the sector to be more objective, as previously stated by means of Material Facts disclosed on December 22, 2011.

The shareholder intending to be represented in the referred Meeting must comply with the provisions of article 126, paragraph 1, in Act no. 6.404 of December 15, 1976 and article 13 of Petrobras’ By-Laws, by submitting at the time, or preferably, submitting power of attorney with special powers at the room 2202-B (Shareholder Assistance) at the headquarters’ building until 03:00 pm of January 25, 2012.

In addition to that, the shareholders may also choose to vote the matters included in this Notice by means of the public request of a power of attorney, as provided for in CVM (Securities Exchange Commission) Instruction no. 481, of December 17, 2009.

The receiving of electronic power of attorneys shall be performed by platform Assembleias Online (Online Meetings) at the website www.assembleiasonline.com.br. For this purpose it is necessary that the shareholders register their data on this platform.

It is available for all the shareholders in room 2202-B (Shareholder Assistance) at the headquarters’ building, and in the electronic addresses of the Company (http://www.petrobras.com.br/ri) and CVM (Securities Exchange Commission) (http://www.cvm.gov.br), all documentation relative to the matters to be discussed in this Extraordinary General Meeting, according to the provisions of Act 6.404, of December 15, 1976 and CVM Instruction no. 481 of December 17, 2009.

Rio de Janeiro, December 22, 2011.

Guido Mantega
Chairman of the Board of Directors

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Information to Vote

To vote in general meetings of companies and funds, the first step is to click in www.assembleiasonline.com.br/wfPublicaCadastroAcionistas.aspx and register.

After registering at Assembleias Online, you will receive an automated message containing the Instrument of Agreement, Ownership and Liability, which must be signed, notarized and consularised, and a list of documents that must be provided so that your registration can be validated.

Once your registration is validated, you will receive an email with instructions to issue your Private Digital Certificate. The Private Digital Certificate will be issued by Certisign, exclusive partner of VeriSigN in Brazil and leader in the segment.

As soon as companies or funds that you invest in publish their call notices, you will be notified by email.

After you log in on the website www.onlinegeneralmeetings.com, you select the general meeting you want. After analyzing the documents available and the management proposals, you must vote on each of the agenda items (in favor, against or abstention).Your part in the voting process ends here.

Once your vote is validated, it will be computed to the respective meeting and a receipt of your vote will be sent to your email. For increased security and integrity, Assembleias Online has hired Ernst & Young to review the environment of internal controls to further improve them.

In order to facilitate and encourage shareholders with voting rights to participate, the Company will allow shareholders to vote on the items that appear in the General Meeting Notice over the Internet by using the public request for proxies, as per CVM ruling 481, published on December 17 2009.

The electronic proxies will be received via the Online Meeting platform, at www.assembleiasonline.com.br. Shareholders must register in the platform as soon as possible in order to use it. The data used in the previous General Meeting will remain in effect. The proxy, showing the shareholder’s voting intention (electronic voting), must be sent through the system between January 09 to 25, 2012. For more details on how to vote via the Online Meeting Platform, read the Manual that has been posted on our website.

5

Public Power of Attorney Request

Rio de Janeiro, December 22 , 2011, Petroleo Brasileiro S.A. – Petrobras hereby invites its shareholders to attend its Extraordinary General Meeting, to be held on January 27, 2012, at 3.00 p.m., in order to resolve on the matter in the Notice for General Meeting.

With a view to enable and stimulate the participation of the shareholders with a right to vote, the Company provides, through the world wide web, with the possibility for the shareholders to vote on the matter in the Notice for General Meeting, through the use of public power of attorney request, as per CVM Instruction 481 issued on December 17^th, 2009.

The receipt of electronic powers of attorney will be by means of the platform Assembleias Online, available at www.assembleiasonline.com.br. For such, it is necessary that the shareholders make their registration in this platform as soon as possible, and the registrations made for the last Meeting remain valid. The power of attorney, which has the shareholder’s voting intention (electronic vote), must be sent through the system between January 09 to 25, 2012. Please refer to the Manual on how to vote through the Assembleias Online system available in this handbook or on the Investor Relations website via Financial Results and Disclosures/Meetings.

With such alternative, Petrobras seeks to reinforce its commitment to adopting the best Corporate Governance practices and transparency.

6

SPECIAL MEETING OF STOCKHOLDERS

STATEMENT TO STOCKHOLDERS

ITEM I

PARTIAL SPLIT OF BRK INVESTIMENTOS PETROQUÍMICOS S.A. - BRK AND THE SPUN OFF PORTION OF PETROBRAS

Dear Stockholders,

The Board of Directors of Petróleo Brasileiro S.A. – PETROBRAS (“Company”), regarding the partial spin-off of BRK Investimentos Petroquímicos S.A. (“BRK”) with transfer of the spin-off portion to PETROBRAS item “I” in the Agenda of the Special Meeting of Stockholders, which will be held on January 27^th, 2012, hereby presents the following information to the Stockholders:

The partial spin-off of BRK, a corporation which, besides the Company, has PETROBRAS Química S.A. (“PETROQUISA”) and Odebrecht Serviços e Participações S.A. as stockholders and detains direct control of Braskem S.A., is designed to simplify the current corporate structure, reorganize the portfolio of petrochemical interests of the Company and PETROQUISA, reduce costs and further the reallocation of investment resources and create value for both corporations.

PETROBRAS will absorb the spin-off portions of BRK’s assets, in the proportion of its respective interest in the referred to company, as is PETROQUISA. This transaction will not involve an increase of capital of PETROBRAS or PETROQUISA, and it will not affect their results or investors.

Therefore, the Board of Directors submits for the thorough examination and resolution of this Special Meeting of Stockholders, with assent from the Audit Committee, the proposal of (i) partial spin-off of BRK with transfer of the spin-off portion into PETROBRAS in the manner provided in the Protocols and Justifications of the intended transactions, duly signed by the Company and of the other measures contained in the Agenda provided in the Notice of Meeting present in the Appraisal Reports for BRK (Attachments I) and and Appraisal Reports for BRK (Attachments II) while Attachment V presents the information requested by CVM Instruction 481 (Attachment 21).

José Sergio Gabrielli de Azevedo
Petrobras CEO

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APPENDIX I –

Protocol and Justification for the Partial Spinoff of BRK Investimentos Petroquímicos S.A

8

PROTOCOL AND JUSTIFICATION FOR THE PARTIAL SPINOFF OF BRK INVESTIMENTOS PETROQUÍMICOS S.A., WITH TRANSFER OF PORTIONS OF ITS EQUITY TO PETROBRAS QUÍMICA S.A. – PETROQUISA, PETRÓLEO BRASILEIRO S.A. – PETROBRAS AND ODEBRECHT SERVIÇOS E PARTICIPAÇÕES S.A. – OSP

which herein enter into an agreement as follows:

BRK INVESTIMENTOS PETROQUÍMICOS S.A., a joint stock company, with head office at: Avenida Rebouças, nº 3970, 32º andar-parte, Pinheiros, CEP 05402-600, São Paulo, State of São Paulo, Brazil, General Taxpayers' Registry ("CNPJ") No. 11.395.617/0001-70, herein represented by its by-laws (“BRK” or “COMPANY”);

ODEBRECHT SERVIÇOS E PARTICIPAÇÕES S.A., a joint stock company, with head office at: Avenida Rebouças, nº 3970, 32º andar-parte, Pinheiros, CEP 05402-600, São Paulo, State of São Paulo, Brazil, General Taxpayers' Registry ("CNPJ") No. 10.904.193/0001-69, herein represented by its by-laws (“OSP”);

PETROBRAS QUÍMICA S.A. - PETROQUISA, a joint stock company, with head office at: Avenida República do Chile nº 65, Centro, Rio de Janeiro, State of Rio de Janeiro, Brazil, General Taxpayers' Registry ("CNPJ") No. 33.795.055/0001-94, herein represented by its by-laws (“PETROQUISA”); and

PETRÓLEO BRASILEIRO S.A. - PETROBRAS, a joint stock company, with head office at: Avenida República do Chile nº 65, Centro, Rio de Janeiro, State of Rio de Janeiro, Brazil, General Taxpayers' Registry ("CNPJ") No. 33.000.167/0001-01, herein represented by its by-laws (“PETROBRAS”, together with PETROQUISA, simply named, as follows: “SISTEMA PETROBRAS”);

COMPANHIA, OSP and SISTEMA PETROBRAS referred jointly as “PARTIES”, by their board of directors, aiming at the partial spinning off of the existing COMPANY, governed by the Law No. 6.404 - sections 224, 224, 225, 227 and 229 -, 15th December 1976 (“LSA”), and by Order CVM No. 319/99 (“ICVM 319”)

Whereas:

(i) PETROBRAS holds 65.425.867 (sixty million, four hundred and twenty thousand, eight hundred and sixty seven) common shares, representing 24.30% of the voting and total capital of the COMPANY;

(ii) PETROQUISA holds 59.014.503 (fifty nine million, fourteen thousand, five hundred and three) common shares, representing 21.91% of the voting and total capital of the COMPANY;

(iii) OSP holds 144.862.517 (one hundred and forty four million, eight hundred and sixty two thousand, five hundred and seventeen) common shares, representing 53.79% of the voting and total capital of the COMPANY;

(iv) The COMPANY holds 420,.761.481 (four hundred and twenty million, seven hundred and sixty one thousand, four hundred and eighty one) common shares issued by BRASKEM S.A., a joint stock company, with head office at: Rua Eteno nº 1.561, Complexo Básico, Pólo Petroquímico, Município de Camaçari, State of Bahia, Brazil, General Taxpayers' Registry ("CNPJ") No. 42.150.391/0001-70 (“BRASKEM”), representing 93.16% of its voting capital and 52.49% of its total capital;

(v) The COMPANY is interested in a partial spinoff - in order to segregate its assets selectively, ad referendum of all its shareholders, following the provisions set forth in section 229, paragraph 5, in fine, of LSA, attributing and transferring (i) to PETROBRAS shareholder, the COMPANY's portion of the equity corresponding to 22.63% of the latter's holding in voting capital and 12.75% on the total capital of BRASKEM, equivalent to PETROBRAS holding in the COMPANY, represented by 102.222.019 (one hundred and two million, two hundred and twenty thousand, and nineteen) common shares issued by BRASKEM, as well as current assets represented by bank deposits and financial assets, taxes and federal contributions to be reimbursed and other receivables, as detailed in the technical report, as follows Laudo de Avaliação Contábil da Parcela Cindida (Technical Report on Accounting Assessment of the Split Portion) to be transferred to PETROBRAS, herein attached and the Reasons for the Spinoff, as Annex I; (ii) for PETROQUISA shareholder, the COMPANY's portion of equity corresponding to 20.42% of the latter's holding in voting capital and 11.50% on the total capital of BRASKEM, equivalent to PETROQUISA holding in the COMPANY, represented by 92.204.840 (ninety two million, two hundred and four thousand, eight hundred and forty) common shares issued by BRASKEM, as well as current assets represented by bank deposits and financial assets, taxes and federal contributions to be reimbursed, and other receivables, as detailed in the technical report, as follows: Technical Report on Accounting Assessment of the Split Portion to be transferred to PETROQUISA, herein attached and the Justification for the Spinoff, as Annex II (“SISTEMA PETROBRAS Assets”), and (iii) to OSP shareholder, the portion of equity corresponding to the COMPANY's holding, consisting of current assets represented by bank deposits and financial assets, taxes and federal contributions to be reimbursed and other receivables, as detailed in the technical report, as follows: Technical Report on Accounting Assessment of the Split Portion to be transferred OSP, herein attached and the Justification for the Spinoff, as Annex III (“OSP Assets”).

(vi) Considering the item 'v' above, OSP shall be the sole shareholder of the COMPANY, which shall have a holding of 50.1% on the voting capital and 28.24% on the total capital of BRASKEM, represented by 226,.334.622 (two hundred, twenty six million, three hundred and thirty four thousand, six hundred and twenty two) common shares issued by BRASKEM;

(vii) on the other part, PETROBRAS and PETROQUISA are interested in the incorporation of the split portions of the COMPANY's equity, according to their proportion, - in order to segregate its assets selectively, as stated in the item above, to organize its oil equity portfolio, making its current corporate structure simple, optimizing costs and producing value for SISTEMA PETROBRAS;

(viii) OSP is interested in the incorporation of the split portion of the COMPANY's equity, corresponding to OSP Assets in order to move on to an equity restructuring for the assets of the COMPANY, to be the remaining investment in BRASKEM only;

(ix) The Partial spinoff of the COMPANY shall not imply a solution for its business to continue;

(x) the operation shall not involve a share capital rise in PETROBRAS or PETROQUISA, shall not impact on their result and shall not impact on the investors, as it only makes those companies indirect holding in BRASKEM into a direct one;

(xi) the operation shall not involve a share capital rise in OSP as well, as spinning off the assets represented by SISTEMA PETROBRAS Assets, PETROBRAS and PETROQUISA shall have all their shares at the COMPANY canceled, so that the incorporation of equity represented by OSP Assets shall involve OSP and the COMPANY exclusively, the COMPANY being a full subsidiary of OSP; and

(xii) the assessment technical reports, on accounting criteria, of the equities to be transferred from the COMPANY to PETROBRAS, PETROQUISA and OSP, executed and handed over by the expert company herein below, agree on the laws and regulations applying and on the spinoff operation, which is the object of this Protocol and Justification for the Spinoff;

hereby, and in the best form of right, proposes the partial spinoff of the COMPANY and herein presents BRK INVESTIMENTOS PETROQUÍMICOS S.A's Technical Report on Accounting to the PARTIES according to its split portions transferred to PETROBRAS, PETROQUISA, and OSP, on the proportion of its holding in the COMPANY, in accordance with item “v” above (“Protocol and Justification”) -following the provisions set forth in sections 224, 225, 227, and 229, §3º, 233, single §, of LSA, as well as ICVM 319 - , aiming at consigning the justification for the proposal regarding the partial spinoff of the COMPANHIA, followed by the transfer of portions of net assets split to PETROBRAS, to PETROQUISA, and to OSP, as well as setting the terms and conditions governing the operation herein. Such conditions shall be subjected to the decision of shareholders of the companies involved, in accordance with the provisions of the law ("Partial Spinoff").

1.1. The operation under the scope of the Protocol and Justification herein regards the Partial Spinoff of the COMPANY in order to segregate its equity: (i) SISTEMA PETROBRAS Assets (“Sistema Petrobras Split Portions”), transferring the accountable net assets - regarding the Sistema Petrobras Split Portions - to PETROBRAS and PETROQUISA; and (ii) OSP Assets (“OSP Split Portion"), transferring the accountable net assets - regarding the OSP Split Portion - to OSP.

1.2. A Partial Spinoff is being undertaken to make the PARTIES current company structure simple, replacing PETROBRAS and PETROQUISA investment in BRK by a direct investment in BRASKEM, in order to reduce administrative and management costs, as well as to make BRL assets structure simple, following the exit of PETROBRAS and PETROQUISA, so that the COMPANY sole investment is in BRASKEM.

1.3 The justification for BRK Partial Spinoff is the will to reorganize SISTEMA PETROBRAS petrochemical portfolio, via company restructuring operations, with which it gets optimized costs and favors reallocation of the investment resources in line with the Strategic plan of SISTEMA PETROBRAS.

1.4. Sistema Petrobras Split Portions and OSP Split Portions are set in assessment technical reports, accounting value, of the COMPANY net assets, to be transferred according to the equity balance sheet addressed especially for the purposes of Partial Spinoff.

1.5. Following the provisions set forth in section 233, single §, of LSA, Partial Spinoff of the COMPANY shall be executed without solidarity between the parties as follows: (i) on one side, the COMPANY and/or OSP, and PETROQUISA and/or PETROBRAS on the other, and (ii) between PETROQUISA and PETROBRAS, so that PETROQUISA and PETROBRAS, solely or together, shall not be responsible for the obligations undertaken by BRK and/or OSP, including the Split Portions, as no BRK bond - assumed directly or as guarantor - shall be transferred to PETROBRAS and/or PETROQUISA.

1.6. The assessment of net assets regarding Sistema Petrobras split portions and OSP split portions was executed based on the accounting value, in order for the expert company, referred to in 2.2 herein bellow, to execute the accounting entry of the COMPANY, on the base-date foreseen in item 2.1 of Protocol and Justification herein, also based on the criteria regarding financial statements foreseen in LSA.

1.7. The PARTIES board shall comply with all necessary requirements for the implementation of the Partial Spinoff and of the Transfer of Sistema Petrobras Split Portions and OSP Split Portion. The COMPANY shall be held accountable for all the costs arising out of the above-mentioned implementation.

2.1. For the purposes of equity assessment, the Partial Spinoff base-date for reference shall be the 30th September 2011 (“Base-date”).

In compliance with the legal demands - namely the provisions set forth in sections 8º, 227 e 229 of LSA, - Partial Spinoff shall be made by assessing Sistema Petrobras Split Portions and OSP Split Portion, according to the accounting net equity value criteria, which shall be based on the COMPANY addressed especially for the Base-Date. The Board of Directors hired the technical experts company, as follows: Apsis Consultoria e Avaliações Ltda. - head office at Rua da Assembleia, nº 35 – 12º andar, Rio de Janeiro, State of RJ, Brazil, General Taxpayers' Registry ("CNPJ") No. 08.681.365/0001-30, at CRC/RJ-005112/O-9 (“Apsis”), - as the one responsible for the execution of Sistema Petrobras Split Portions and OSP Split Portion assessment technical Reports (“Assessment Technical Reports”).

2.2. Apsis was appointed by the PARTIES boards of directors to execute the Assessment Technical Reports, according to the rules and criteria applying to the financial statements of the companies, foreseen in LSA, as long as its choice is ratified by the PARTIES shareholders, following the provisions set forth in section 227, §1°, of LSA.

2.3. The Assessment Technical Reports, which shall be subjected to the approval of the PARTIES General Meetings and shall support the Partial Spinoff, shall be considered an integrating part of the Protocol and Justification herein, as Annexs I, II and III, describing in detail each assets' items of the net assets split to be incorporated by PETROBRAS, PETROQUISA and OSP, following the statements on Whereas ‘v’

Protocol and Justification herein.

3.1. Equity variations over SISTEMA PETROBRAS Assets and over OSP Assets between Base-Date and the effective Partial Spinoff shall remain registered on BRK books, shall be absorbed by SISTEMA PETROBRAS and OSP, and transferred to SISTEMA PETROBRAS and OSP books, according to their respective value, on the proportion of their holding, on the effective date for the Partial Spinoff, not changing the amounts adopted - for the execution of the operation regarding the Partial Spinoff -on Protocol and Justification herein.

3.2 In case of dividends' statement and/or distribution and/or interest over equity by BRASKEM to BRK, after the Base-Date and until the effective date for Partial Spinoff, as soon as BRK gets such rights and/or resources it shall be immediately sent to PETROBRAS, PETROQUISA, and OSP, at the proportion of their shareholding before the Partial Spinoff.

4.1. According to the accounting assessment regarding Sistema Petrobras Split Portions - following the provisions set forth in Statement 3.1. above - the value of the specific assets to be transferred is, as follows (i) R$ 1.271.428.480,78 (one billion, two hundred and sixty million, four hundred and twenty eight thousand, four hundred and eighty Brazilian Real and seventy eight cents) to PETROBRAS, minus share capital of the COMPANY on the above-mentioned amount and the consequent cancellation of 65.425.867 (sixty five million, four hundred and twenty five thousand, eight hundred and sixty seven) common shares held by PETROBRAS in the COMPANHIA, and (ii) R$ 1.146.835.698,69 (one billion, one hundred and forty six million, eight hundred and thirty five thousand, six hundred and ninety right Brazilian Real and sixty nine cents) to PETROQUISA, with a decrease of the share capital of the COMPANY of R$ 1.108.379.873,48 (one billion, ne hundred and eight million, three hundred and seventy nine thousand, eight hundred and sixty three Brazilian Real and forty eight cents) and the consequent cancellation of 59.014.503 (fifty nine million, fourteen thousand, five hundred and three) common shares held by PETROQUISA in the COMPANY. The difference of R$ 38.455.825,21 (thirty eight million, four hundred and fifty five thousand, eight hundred and twenty five Brazilian Real and twenty one cents) shall be taken from the adjustment account for equity assessment (Assigned Cost – Braskem), as mentioned on the table of item 4.3 herein below, and OSP will be the exclusive holder of the COMPANY common shares.

4.2. According to the accounting assessment of OSP Split Portion, the amount of the equity to be transferred is R$ 108.855,39 (one hundred and eight thousand, eight hundred and fifty five Brazilian Real and thirty nine cents) to OSP. The COMPANY share capital shall also be reduced on the above-mentioned amount, following the cancellation of 5.602 (five thousand, six hundred and two) common shares.

4.3. As a consequence, the net equity of the COMPANY shall decrease from R$ 5.233.394.316,17 (five billion, two hundred and thirty and three million, three hundred and ninety four thousand, three hundred and sixteen Brazilian Real and thirty one cents), already including the COMPANY share capital reductions. The COMPANY remainder capital shall be, as follows:

5.3. Following Partial Spinoff and transfer of Sistema Petrobras Split Portions to

SISTEMA PETROBRAS, the COMPANY shall exist for all the legal purposes and its legal personality shall remain in full and there shall be no place for succession regarding the remainder net equity.

5.4. PETROBRAS and PETROQUISA by-laws shall not be changed, following the transfer of Sistema Petrobras Split Portions.

5.5. Following the implementation of the herein described operations, OSP shall hold 100% of the COMPANY share capital, represented by 144.856.915 (one hundred and forty four million, eight hundred and fifty and six thousand nine hundred and fifteen) common shares issued by it, and the COMPANY shall hold 50.11% of the voting capital and 28.24% of the total share capital of BRASKEM, represented by 226.334.622 (two hundred and twenty six million, three hundred and thirty four thousand six hundred and twenty two) shares issued by BRASKEM.

6.1. Whereas the Partial Spinoff regarding the transfer of OSP Split Portion to OSP, according to the provisions set forth in provision 4.2, OSP shall incorporate its OSP Split Portion.

6.2. Whereas the provisions set forth in Provision 4.1 above, whereas following the transfer of Sistema Petrobras Split Portions all PETROBRAS and PETROQUISA shall be cancelled on the COMPANY share capital. The latter shall be 100% held by OSP. OSP Split Portion shall not imply any changes on OSP share capital as a portion of its investment shall be replaced by OSP Assets - described in Net Assets Assessment Technical Report - to be incorporated in OSP (Annex III).

6.3. OSP by-laws shall not be changed, following the transfer of OSP Split Portion.

7.1. The Partial Spinoff implementation shall be subjected to the PARTIES General Meeting voting, in which the following shall be approved, as the case may be: (i) the Protocol and Justification herein, the Assessment Technical Reports; (ii) Apsis note on the assessment of equity portions to be transferred; (iii) COMPANY's Partial Spinoff; (iv) PETROBRAS and PETROQUISA incorporation of Sistema Petrobras Split Portions; and (v) incorporation of OSP Split Portion.

7.2. The Partial Spinoff operation transferring Sistema Petrobras Split Portions and OSP Split Portion to SISTEMA PETROBRAS and OSP, respectively, following the proposition of the Protocol and Justification, herein shall be acknowledged and voted by the PARTIES competent bodies, in accordance with the deadlines and further provisions of the law.

7.3. The Partial Spinoff and the transfer of Sistema Petrobras Split Portions shall not imply that SISTEMA PETROBRAS shall undertake BRK rights and duties, following the provisions of item 1.5, and BRK shall be the holder and the one responsible for the obligations undertaken directly or as a guarantor.

7.4. Following documents filing, approving the Partial Spinoff at the competent Commercial Registries, BRK Board shall be in charge of all the required annotations and records referring to the Partial Spinoff.

7.5. The Protocol and Justification herein shall be changed in writing and following the approval of all the PARTIES.

7.6. All disputes which may arise from the Protocol and Justification herein shall fall under the jurisdiction of São Paulo/SP.

IN WITNESS WHEREOF, The Parties have signed this Protocol and Justification within four (4) counterparts of equal form and content for the same purpose, together with two (2) undersigned witnesses.

São Paulo, December 22, 2011.

BRK INVESTIMENTOS PETROQUÍMICOS S.A.

ODEBRECHT SERVIÇOS E PARTICIPAÇÕES S.A.

PETROBRAS QUÍMICA S.A. - PETROQUISA

PETRÓLEO BRASILEIRO S.A. - PETROBRAS

Witnesses:

Annex I

Technical Report on the Accounting Assessment of the Split Portion to
PETROBRAS

Laudo RJ-0544/11 -02       1

TABLE OF CONTENTS

 Laudo RJ-0544/11 -02      2

1. INTRODUCTION

Laudo RJ-0544/11 -02      3

2. PRINCIPLES AND QUALIFICATIONS

This report strictly complies with the fundamental principles described below:

Laudo RJ-0544/11 -02      4

3. LIMITATIONS OF LIABILITY

Laudo RJ-0544/11 -02      5

4. APPRAISAL METHODOLOGY

Laudo RJ-0544/11-02      6

5. NET EQUITY APPRAISAL

We examined the account books of BRK and its investees, as well as all other documents required for the preparation of this report. The experts have ascertained that the book net equity value to be split up of BRK to be merged into PETROBRAS , corresponding to current assets and portion of its ownership interest in BRASKEM, equivalent to a 24.295% (twenty four point two hundred ninety five percent) stockholding of PETROBRAS in BRK, is BRL 1,271,428,480.78 (one billion, two hundred and seventy one million, four hundred twenty eight thousand four hundred and eighty reais and seventy eight cents), as of September 30, 2011, as shown in the following table:

Laudo RJ-0544/11 -02      7

6. CONCLUSION

In the light of the audit performed of the previously mentioned documents and on the basis of APSIS' analyses, the experts have concluded that the split up book net equity value of BRK, to be merged into PETROBRAS, corresponding to current assets and portion of its ownership interest in BRASKEM, both , equivalent to a 24.295% (twenty four point two hundred ninety five percent) stockholding of PETROBRAS in BRK, is BRL 1,271,428,480.78 (one billion, two hundred and seventy one million, four hundred twenty eight thousand four hundred and eighty reais and seventy eight cents), as of September 30, 2011. Taking into account that the split up asset by BRK is represented by the equivalent amount of the interest ownership of PETROBRAS in BRK, the net equity value to be merged by PETROBRAS shall not result in any alteration of PETROBRAS’s stock capital.

Having concluded Report RJ-0544/11 -02, which consists of 09 (nine) pages typed on one side and 02 (two) annexes, APSIS Consultoria Empresarial Ltda., CRC/RJ -005112/0 -9, a company specializing in the appraisal of assets, legally represented by the signatories below, makes itself available for any clarifications which may be necessary.

Rio de Janeiro, November 03, 2011.

 Report RJ-0544/11-02      8

7. LIST OF ANNEXES

1. SUPPORTING DOCUMENTS

2. GLOSSARY AND APSIS GLOSSARY

Report RJ-0544/11 -02      9