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2005
                            2005
f i n a n c i a l a n a ly s i s a n d f i n a n c i a l s tat e m e n t s
Contents
    Contents
    FINANCIAL ANALYSIS


    F I N A N C I A L S TAT E M E N T S
     19    Report of independent auditors
     20    Balance Sheet
     22    Statement of Income
     23    Statement of Changes in Financial Position
     24    Statement of Changes in Shareholders' Equity (Parent Company)
     26    Statement of Cash Flows
     27    Statement of Value Added
     28    Statement Segmentation of Business
     35    Social Balance Sheet
     38    Notes to the financial statements
     38        1. Consolidation principles
     43        2. Summary of significant accounting policies
     46        3. Cash and cash equivalents
     47        4. Accounts receivable, net
     47        5. Related parties
     52        6. Inventories
     53        7. Petroleum and alcohol account - National Treasury Secretariat (STN)
     52        8. Marketable securities
     54        9. Project financings
     60      10. Judicial deposits
     61      11. Investments
     75      12. Property, plant and equipment
     80      13. Financings
     84      14. Financial income (expenses), net and other operating income (expenses), net
     85      15. Other operational income (expenses)
     85      16. Taxes, contributions and participations
     90      17. Employee benefits
     98      18. Profit sharing for employees and management
     98      19. Shareholders' equity
     101     20. Commitments and contingencies
     106     21. Commitments undertaken by the energy segment
     108     22. Guarantees on concession contracts for oil exploration
     109     23. Segment information
     110     24. Derivative instruments, hedging and risk management activities
     115     25. Safety, environment and health
     115     26. Remuneration of parent company directors and employees (in reais)
     115     27. Subsequent events
     116   Corporate Information
FINANCIAL ANALYSIS
FINANCIAL ANALYSIS

 1. Economic and Financial Summary(1)                                                                                                                               PETROBRAS and its subsidiary companies reported consolidated net income of R$ 23.725 million in fiscal year 2005,
                                                                                                                                                                    after the elimination of intercompany operations and deduction of minority interests. This amount is practically the
                                                                                    CONSOLIDATED(6)                              PETROBRAS
                                                                                     2005                 2004                   2005                   2004
                                                                                                                                                                    same as last year's (R$ 16.887 million).
     Gross Operating Revenue (R$ million)                                        179.065              150.440                143.666                120.025           The main aspects that contributed to consolidated net income for 2005 over 2004 were as follows:
     Net Operating Revenue (R$ million)                                          136.605              111.128                105.823                  85.575
                                                                                                                                                                         Increase of R$ 13.438 million in gross profit due to the performance of oil and oil products in the local and
     Income:
           Company's own activities                                                24.551               17.065                 22.161                 16.438          foreign markets, to increased oil and LNG production in the country (13%), to increased production (2%)
           Subsidiary and affiliated companies                                      (250)                (145)                  1.782                  1.350
                                                                                                                                                                      and to the quality of oil products.
                                                                                   24.301               16.920                 23.943                 17.788
                                                                                                                                                                         Increase in selling expenses (R$ 725 million) to cover sales made and increased sea freight costs, in view
     Extraordinary items     (2)
                                                                                    (576)                 (33)                  (493)                    (34)
                                                                                                                                                                      of the hike in export operations.
     Net income (R$ million)                                                       23.725               16.887                 23.450                 17.754
                                                                                                                                                                         Increase in General and Administrative expenses (R$ 1.287 million), due to higher personnel, network
     Net indebtedness (R$ million)          (3)
                                                                                   24.825               35.816                    –   (5)
                                                                                                                                                       1.217          maintenance and software license costs.
     EBITDA (R$ million)       (4)
                                                                                   47.808               36.798                 36.518                 28.554             Increase in pension and health care costs for retirees and pensioners due to a change in the related
     Net debt /EBITDA       (3) (4)
                                                                                     0,52                 0,97                    –   (5)
                                                                                                                                                         0,04
                                                                                                                                                                      assumptions as a result of the actuarial review of December 2004 (R$ 690 million).
     Stockholders' equity (R$ million)                                             78.785               62.130                 80.703                 64.254
                                                                                                                                                                         Increase in prospecting and exploration costs (R$ 561 million) due to increased geological and geophysical
     Permanent assets (R$ million)                                               109.184                96.972                 71.717                 57.065

     Equity to debt ratio     (3)
                                                                                   48/52                42/58                   59/41                  51/49
                                                                                                                                                                      activities, to the write-off of dry holes and/or uneconomical wells and to the effect of supplementary
                                                                                                                                                                      abandonment provision.

 Notes:                                                                                                                                                                  Increase in research and development costs (R$ 239 million) to cover research activities and seismic data
 1. The figures expressed in Reais (R$) in this financial analysis were determined in accordance with accounting practices prescribed by Brazilian Corporate Law
                                                                                                                                                                      exploration license obtained.
     and the rules established by the Brazilian Securities Commission - CVM.
 2. Extraordinary items include amounts referring to unexpected or unusual events to the Company's operations, and are therefore nonrecurring.                           Increase in other operating expenses (R$ 403 million) referring mainly to expenses with institutional relations and
 3. Includes indebtedness relating to leasing contracts.
 4. Earnings before income tax and social contribution, minority interests, net financial income and expenses, equity adjustments, and depreciation, amortization     cultural projects (R$ 221 million) and net losses in the Gas and Energy segment (93 million).
     and abandonment costs.
                                                                                                                                                                         Decrease in tax expenses (R$ 360 million) due to a change in legislation (Decree Nº 5.164/04), effective
 5. Cash and cash equivalents exceed total indebtedness.
 6. As of January 1, 2005, th Special Purpose Companies either directly or indirectly controlled by Petrobras have been included in the consolidated financial        August 2004, which reduced to zero PIS/PASEP and COFINS rates applicable to financial income.
     statements as determined by CVM Instruction Nº 408/2004. For comparability purposes, these Special Purpose Companies have also been included in the
     financial statements for te year ended December 31, 2004.
                                                                                                                                                                         Positive effect of R$ 478 million on net financial income (expenses), due mainly to:
                                                                                                                                                                            Decrease of R$ 691 million in financial expenses due to a decrease in interest on loans and financing,
                                                                                                                                                                         reflecting the appreciation of the Brazilian real in relation to the U.S. dollar during the year (12%), in spite of
                                                                                                                                                                         an increase in the Libor rate applicable thereto;
 2. Consolidated Result                                                                                                                                                     Negative monetary and foreign exchange variation (effect of R$ 213 million) as a result of the lower exchange
                                                                                                                                                                         variation (R$ 419 million), reflecting the appreciation of the Brazilian real in relation to the U.S. dollar during
 (R$ Million)
                                                            23.725                                                                                                       the year (12%) when compared to the prior year's appreciation (8%), together with the fact that the parent
                   20.237                                                                                                                                                company's relationship with foreign subsidiaries and affiliated companies has turned from debtor to creditor.
          17.795                               17.848
                                      16.887
                                                                                                                                                                         Increase of R$ 3.898 million in the provision for income tax and social contribution in view of the increase
                                                                                                                                                                      in taxable income, in spite of a higher tax benefit arising from the provision for interest on capital in 2005
                                                                                                                                                                      (R$ 5.483 million) over 2004 (R$ 4.386 million).
              2003                        2004               2005

     HISTORIC VALUES        VALUES ADJUSTED BY IPCA




 2    |   PETR OBRA S                  F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S    2005                                                                    PETR OBRA S       F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005   3
3. Result by Business Area                                                                                                b. Supply

                                                                                                                          Result per Business Area
PETROBRAS operates in an integrated manner, and most of its oil and gas production in the Exploration and                 Supply
Production area is transferred to other areas of the Company.                                                             (R$ million)

    The main criteria used to determine the income by business area are highlighted below:                                     5.556

    a. Net operating revenues include revenues related to sales made to external clients and billings and transfers
    among business areas, the reference price is the internal transfer price defined among the areas, using computation                   2.553

    methodologies based on market parameters.
    b. Operating profit includes net operating revenues, costs of goods and services sold (which are reported by               2005       2004
    business area considering the internal transfer price), and other operating costs incurred by each area, as well
    as operating expenses, which include the expenses actually incurred by each area.                                     In 2005, net income recorded by the Supply area was R$ 5.556 million, 118% lower than net income recorded in 2004
    c. Assets: include the assets identified by each area.                                                                (R$ 2.553 million), as a result of the increase of R$ 4.859 million in gross profits, with the following aspects to be highlighted:
                                                                                                                                Increase in the average realization value of oil products traded in the domestic market and the other markets;
a. Exploration and production                                                                                                   Improved refinery production performance, reducing the need for importing oil products with greater added value;
                                                                                                                                4% increase in volumes of oil products sold in the domestic market, a demand met by increased refinery processing.
Result per Business Area
E&P                                                                                                                             2% increase in the production of oil products.
(R$ million)                                                                                                              These effects were partially offset by the following:

        22.699                                                                                                                  Increase in the acquisition/transfer cost of oil and oil products, forced by higher international prices, in spite
                 18.083
                                                                                                                             of the 17% appreciation in the average rate of the real against the U.S. dollar, increased spread between heavy
                                                                                                                             and light crude oil;
                                                                                                                                Increase in depreciation costs due to investments in refining facilities, resulting in increased refinery capacity

        2005     2004                                                                                                        and complexity.


In 2005, net income recorded by the exploration and production area was R$ 22.699 million, 26% higher than                c. Gas and Energy
net income for 2004 (R$ 18.083 million), due to the R$ 8.401 million increase in gross profits with oil sales and
                                                                                                                          Result per Business Area
transfers, reflected by the increase in international prices, reflecting the 13% increase in oil and LNG production       Gas and Energy
and the 3% increase in natural gas production, as well as higher international prices, in spite of the 17%                (R$ million)

appreciation of the average real rate to the U.S. dollar and of the lower appreciation of heavy crude oil prices in            (624)
                                                                                                                                          (517)
relation to light crude oil prices in the international market.
    The spread between the average national oil price sold/transferred and the average Brent price increased from
US$ 4,72/bbl in 2004 to US$ 8,96/bbl in 2005.
    Increase in gross profit was partially offset by the R$ 731 million increase in prospecting and drilling costs due         2005       2004
the write-off of dry holes and/or uneconomical wells, and the restatement of the abandonment provision.
                                                                                                                          2005 reported improved energy sales, considering the new agreements entered into. Operating revenues from
                                                                                                                          natural gas sales remained positive, in view of the 9% increase in the sales volume and the natural gas sale price
                                                                                                                          realignment, in spite of increased operating expenses.
                                                                                                                             However, the sales performance was not sufficient to offset losses on energy generation considering continuous
                                                                                                                          low prices in the local market, as well as expenses recorded in 2005 relating to negotiated contractual issues and
                                                                                                                          to the acquisition of thermoelectric plants, aimed at reducing contingent risks.

4   |   PETR OBRA S       F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005                                           PETR OBRA S        F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005   5
These combined aspects led the Gas and Energy segment to record losses of R$ 624 million in 2005, 21%                In 2005, the International business area reported net income of R$ 567 million, 63% greater than net income
higher than the losses of R$ 517 million reported in the prior year.                                                     of R$ 347 million recorded in 2004.
    Excluding the extraordinary expenses, the Energy and Gás business area would have reached in 2005                       This increase in net income was due to the following aspects:
an operational income of R$ 38 million (operational income of R$ 111 million in 2004) and a loss net of tax                    Increase of R$ 355 million in gross profit due to higher international oil prices, to increased gas sales from
effects, of R$ 223 million (loss of R$ 471 million in 2004).                                                                Bolivia to Brazil, and to the agreement for the sale of Bolivian gas to Argentina initiated in June 2004.
                                                                                                                            These effects were partially offset by: i) decreasing production in Argentine and Angolan mature fields;
d. Distribution                                                                                                             ii) production cost increase in Bolivia due to an increase in the hydrocarbon tax rate from 18% to 50%, effective
                                                                                                                            May 2005; iii) lower trading margins for diesel oil and gasoline in Argentina due to restrictions imposed by the
Result per Business Area
Distribution                                                                                                                local government on sale prices; and iv) 12% appreciation of the Brazilian real in relation to the U.S. dollar in
(R$ million)                                                                                                                the financial statements translation process;

        784                                                                                                                    Increase of R$ 79 million in gains from equity pickup due mainly to earnings resulting from operations
                623                                                                                                         developed by PEPSA's related parties, especially with regard to the electric energy segment in Argentina.
                                                                                                                            These effects were partially offset by an increase of R$ 106 million in operating expenses due to the write-off
                                                                                                                         of tax credits in Ecuador and to the increase in general and administrative expenses.

        2005    2004
                                                                                                                         f. Corporate
In 2005, the distribution business area recorded net income of R$ 784 million, 26% higher than net income
                                                                                                                         Result per Business Area
reported in the previous year (R$ 623 million), as a result of the R$ 636 million increase in gross profit, especially   Corporate
due to the consolidation of Liquigás (company acquired in August 2004), favorably impacting the sales volume,            (R$ million)

10% higher than that of 2004.                                                                                                (4.096)
                                                                                                                                        (3.677)
    These impacts were partially offset by the R$ 226 million increase in selling and general and administrative
expenses, which consider in commercialization, distribution and payroll expenses.
    The Company's share in the fuel distribution market in 2005 was 33,8% (552 thousand bbl/day), including the
company Liquigás, while in 2004 this share was 31,6% (500 thousand bbl/day).                                                  2005      2004
    In 2005, Liquigás contributed gross profit and net income of R$ 548 million and R$ 111 million, respectively.
From August to December 2004, Liquigás' share in gross profit and net income was R$ 319 million and R$ 155               Corporate activities of the PETROBRAS Group generated losses of R$ 4.096 million in 2005, an 11% increase over
million, respectively.                                                                                                   losses reported in 2004 (R$ 3.677 million), relating especially to personnel, publicity and institutional advertising
                                                                                                                         costs, and to the change in assumptions as a result of the actuarial review of Health Care (AMS) and Pension
e. International                                                                                                         (Petros) plans for retirees and pensioners.
                                                                                                                            Part of these effects was offset by the R$ 767 million decrease in net financial expenses, mainly resulting from
Result per Business Area
International                                                                                                            the higher appreciation of the Brazilian real in relation to the U.S. dollar during the year (12%) as compared to the
(R$ million)                                                                                                             previous year (8%) on loans and financing.

        567


                347




        2005    2004




6   |   PETR OBRA S      F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005                                         PETR OBRA S     F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005   7
In 2005, the following extraordinary items impacted net income (consolidated and by segment) recorded by                                     Statement of Extraordinary Items as of December 31, 2004
PETROBRAS Group:
                                                                                                                                                                                                                                Year - R$ Million
                                                                                                                                                                                            E & P SUPPLY      GAS & ENERGY DISTRIB. INTERN.             CORPOR    ELIMIN.    TOTAL
3.1. Extraordinary Items                                                                                                                       Net Income (Loss)
                                                                                                                                               per business area                           29.101    3.604                42          828     1.938     (4.796)    (787) 29.930

Extraordinary Items December 31, 2005                                                                                                          Extraordinary Items:

                                                                                                                                               Contractual losses on
                                                                                      Year - R$ Million                                        transportation services (Ship or Pay)             -        -                 -            -      169           -          -    169
                                                     E & P SUPPLY       GAS & ENERGY DISTRIB. INTERN. CORPOR.              ELIMIN.   TOTAL
                                                                                                                                               Social Security Contingencies (INSS)          135          -                 -            -          -         -          -    135
    Net Income (Loss)
    per business area                              36.518     8.482             (456)      1.238         2.187   (6.427) (1.769) 39.773        Estimated costs for future abandonment

    Extraordinary Items:                                                                                                                       and dismantling of áreas                     (412)         -                 -            -          -         -          -   (412)

    Contractual losses on
    transportation services (Ship or Pay)                 -         -                 -          -        147          -         -    147
                                                                                                                                               Write off of subscription bônus in Angola         -        -                 -            -      192           -          -    192
    Net gains on assets exchange                          -         -                 -          -           -    (146)          -   (146)
                                                                                                                                               Tax Credit at PEPSA                               -        -                 -            -    (239)           -          -   (239)
    Loss on fiscal claims related to ICMS tax             -     286                   -          -           -         -         -    286
                                                                                                                                               Social Security credits recovered                 -        -                 -            -          -      165           -    165

    Effect of changes in the regulatory enviroment        -         -                 -          -         23          -         -     23      Taxes unduly paid                                 -      94                  -            -          -         -          -      94

    Reinstatement of termoeletrics                                                                                                             Expenses related to pending contractual
    output capacity in Northeast                          -         -             118            -           -         -         -    118      obligations with thermoeletrics                   -        -               69             -          -         -          -      69

    Expenses related to pending contractual                                                                                                    Subtotal Extraordinary Items                 (277)       94                69             -      122        165           -    173
    obligations with thermoeletrics                       -         -             376            -           -         -         -    376
                                                                                                                                               Operacional result without
    Subtotal Extraordinary Items                          -     286               494            -        170     (146)          -    804      the extraordinary itens effects             28.824    3.698               111          828     2.060     (4.631)    (787) 30.103

    Operacional result without                                                                                                                 Net Income (Loss)
    the extraordinary itens effects                36.518     8.768                 38     1.238         2.357   (6.573) (1.769) 40.577        per business area                           18.083    2.553             (517)          623       347     (3.677)    (525) 16.887

    Net Income (Loss) per                                                                                                                      Extraordinary Items                          (277)       94                69             -      122        165           -    173
    business area                                  22.699     5.556             (624)        784          567    (4.096)   (1.161) 23.725
                                                                                                                                               Tax Effects                                    94      (32)              (23)             -    (123)       (56)           -   (140)
    Extraordinary Items                                   -     286               494            -        170     (146)          -    804
                                                                                                                                               Net income (Loss) per business
    Tax Effects                                           -     (98)              (93)           -        (87)       50          -   (228)     área excluding extraordinary items          17.900    2.615             (471)          623       346     (3.568)    (525) 16.920

    Net income (Loss) per business
    área excluding extraordinary items             22.699     5.744             (223)        784          650    (4.192)   (1.161) 24.301



                                                                                                                                             4. Operating Revenues - PETROBRAS System

                                                                                                                                             Gross operating revenues recorded by Petrobras and its subsidiary companies amounted to R$ 179.065 million,
                                                                                                                                             a 19% increase over the prior year. The Company's consolidated net operating revenues, excluding taxes and other
                                                                                                                                             financial charges due on billings, were R$ 136.605 million in 2005 (R$ 111.128 million in 2004).
                                                                                                                                               Sales volumes in the domestic market grew 2% in 2005 over 2004, especially as a result of increased gasoline
                                                                                                                                             sales (4%), increased demand due to the growing fleet of urban and gas-powered vehicles (9%), increased
                                                                                                                                             industrial demand and the number of vehicle conversions into the natural gas system. The increase in sales of




8    |   PETR OBRA S        F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S    2005                                                             PETR OBRA S      F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005        9
these products was partially offset by a decrease in sales of fuel oil (8%) due to fierce competition of replacement          5. Financial Income and Expenses
products such as coal, coke, biomass, firewood and natural gas. Demand for diesel oil remained practically stable
when compared to 2004, especially because of agricultural performance and increased product prices, which also                In 2005, financial the consolidated financial result was negative in R$ 2.843 million (R$ 1.061 million - Parent
contributed to the market downturn.                                                                                           Company), while the year before, R$ 3.321 million (R$ 564 million - Parent Company). Foreign exchange variation
                                                                                                                              is impacted by the effects of the appreciation of the Brazilian real in relation to the U.S. dollar during the year (12%)
                                                                                                          YEAR
                                                                                                                              when compared to the prior year's appreciation (8%), together with the fact that the parent company's relationship
                                                                                          2005                 2004    ∆%
  Sales volume - thousand barrels per day                                                                                     with foreign subsidiaries and affiliated companies has turned from debtor to creditor.

  Diesel                                                                                   665                  656      1
                                                                                                                                                                                                         NET FINANCIAL EXPENSES (IN R$ MILLION)
  Gasoline                                                                                 287                  275      4
                                                                                                                                                                                                    CONSOLIDATED                            PETROBRAS

  Fuel oil                                                                                  99                  108     (8)                                                                      2005                2004                2005                  2004
                                                                                                                                Financial expenses
  Naphtha                                                                                  157                  157       -
                                                                                                                                Loans and financing                                           (3.509)             (3.647)               (658)              (710)
  LPG                                                                                      213                  210      1
                                                                                                                                Suppliers                                                        (44)                (22)             (1.515)             (1.441)
  QAV                                                                                       78                   74      5
                                                                                                                                Other                                                         (1.011)             (1.511)                (70)              (102)
  Other                                                                                    156                  157     (1)
                                                                                                                                                                                              (4.564)             (5.180)             (2.243)             (2.253)
  Total oil products                                                                     1.655                 1.637     1
                                                                                                                                Financial income
  Alcohol, Nitrogen and others                                                              28                   32    (13)
                                                                                                                                Short-term investments                                            358                 468               (188)                   30
  Natural gas                                                                              228                  210      9
                                                                                                                                Subsidiaries and affiliated companies                                -                   -              2.043              1.141
  Total local market                                                                     1.911                 1.879     2
                                                                                                                                Advances to suppliers                                              79                  93                  79                   93
  Exports                                                                                  512                  416     23
                                                                                                                                Advances to Petros                                                 73                  74                  73                   74
  International sales                                                                      385                  416     (7)
                                                                                                                                Loans granted                                                      93                 106                    -                    -
  Total international market                                                               897                  832      8
                                                                                                                                Other                                                             748                 535                 362                  273
  Total                                                                                  2.808                 2.711     4
                                                                                                                                                                                                1.351               1.276               2.369              1.611

                                                                                                                                Monetary and exchange variations

                                                                                                                                Monetary variation - gains                                        131                 307                 116                  606

                                                                                                                                Monetary variation - losses                                     (209)               (590)               (174)              (454)
Sales Volume - Internal Market - 2005
                                                                                                                                Exchange variation - gains                                    (1.243)               (122)             (4.185)             (3.020)
(1.911 thousands barrels/day)
                                                       4% QAV                                                                   Exchange variation - losses                                     1.691                 988               3.056              2.946
             Fuel Oil 5%
                                                                                                                                                                                                  370                 583             (1.187)                   78
         Naphtha 8%
                                                                                                                                Net financial expenses                                        (2.843)             (3.321)             (1.061)              (564)

         LPG 11%                                                 35% Diesel



     Others 10%


   Natural Gas 12%                                           15% Gasoline




10   |    PETR OBRA S      F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005                                                 PETR OBRA S   F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005      11
5.1. Foreign Exchange Exposure                                                                                                                                      Inventories - Consolidated - 12.31.2005
                                                                                                                                                                    (R$ millions)
PETROBRAS foreign exchange exposure is measured as follows:


                                                                                                                                     R$ million
                                                                                                                                  CONSOLIDATED                           1.909
                                                                                                                          12.31.2005              12.31.2004
   Assets

   Current assets                                                                                                              17.531                 18.765         1.939                                      5.400
          Cash and cash equivalents                                                                                             4.658                  9.843                                                                     Row Materials
          Other current assets                                                                                                 12.873                  8.922                                                                     Oil Products
   Noncurrent assets                                                                                                            3.009                  2.499                                                                     Materials ans Suppliers
                                                                                                                                                                         4.359
                                                                                                                                                                                                                                 Others
   Permanent assets                                                                                                            29.097                 25.747

          Investments                                                                                                           (272)                    145
          Property, plant and equipment                                                                                        28.777                 24.806
          Other permanent assets                                                                                                  592                    796
                                                                                                                                                                    Inventories - Consolidated - 12.31.2004
   Total assets                                                                                                               49.637                  47.011
                                                                                                                                                                    (R$ millions)


   Liabilities                                                                                                                                                                1.572

   Current liabilities                                                                                                         15.141                 13.874

          Financing                                                                                                             7.393                  7.560          1.855
          Suppliers                                                                                                             4.583                  3.587                                                    6.447
          Other current liabilities                                                                                             3.165                  2.727
                                                                                                                                                                                                                                 Row Materials
   Noncurrent liabilities                                                                                                     30.082                  37.000
                                                                                                                                                                                                                                 Oil Products
          Financing                                                                                                           28.498                  35.177                                                                     Materials and Suppliers
                                                                                                                                                                        4.390
          Other noncurrent liabilities                                                                                          1.584                  1.823                                                                     Others
   Total liabilities                                                                                                          45.223                  50.874



   Net liabilities in Reais                                                                                                     4.414                (3.863)
                                                                                                                                                                    7. Petroleum and Alcohol Account
   (+) Financial Investment Funds - Foreign exchange                                                                          11.469                   8.349

   (-) FINAME loans - in reais indexed to the dollar                                                                              627                    870                                                                                                                      R$ Million
   Net assets in Reais                                                                                                         15.256                  3.616                                                                                                                  2005                  2004

                                       (5)
                                                                                                                                                                      Opening balance                                                                                          749                  689
   Net assets in U.S. dollars                                                                                                   6.518                  1.362
                                                                                                                                                                      Reimbursements to PETROBRAS                                                                                  -                  4
(5) Considers the translation of amounts expressed in reais using the U.S. dollar selling rate at the balance sheet date (2005 - R$ 2,3407 and 2004 - R$ 2,6544).
                                                                                                                                                                      Intercompany loan charges                                                                                  21                  14

                                                                                                                                                                      Partial settlement                                                                                           -                 (8)

                                                                                                                                                                      Regularization – GTI*                                                                                        -                 50
6. Inventories                                                                                                                                                        Closing balance                                                                                          770                  749


The consolidated inventories of crude oil, oil products, raw materials and alcohol amounted to R$ 13.607 million                                                    (*) Governmental Audit Work Group

at December 31, 2005, 5% lower than the figure for December 31, 2004, while inventory balances at the
parent company decreased by 11% over the prior year.                                                                                                                As defined by Law Nº 10.742 dated October 6, 2003, the settlement of accounts should have been completed
                                                                                                                                                                    by June 30, 2004. After having provided all information required by the National Treasury Secretariat (STN),
                                                                                                                                                                    PETROBRAS has been in contact with the Ministry of Energy and Mines (MME) with a view to resolving the
                                                                                                                                                                    differences between the parties in order to conclude the settlement process as established by Provisional Measure
                                                                                                                                                                    Nº 2.181-45, of August 24, 2001.

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The remaining balance may be paid with National Treasury Bonds issued at the same amount as the final                                         9. Indebtedness
balance determined as a result of the process for the settlement of accounts, or other amounts that might be owed
by PETROBRAS to the Federal Government, including taxes due, or a combination of the foregoing.                                                  At December 31, 2005, consolidated indebtedness for local and foreign loans and financing totaled R$ 48.242
                                                                                                                                                 million, as shown below:


8. Investments                                                                                                                                                                                                                                            R$ Million
                                                                                                                                                                                                                                                       CONSOLIDATED
                                                                                                                                                   DETAILS                                                                                            2005                  2004

In Brazil, PETROBRAS invested primarily in developing its oil and natural gas production capacity, through its own                                 Short term:

investments and through structured undertakings with partners. In 2005, total consolidated investments reached                                     Financing                                                                                        10.503               8.805

R$ 25.710 million (R$ 22.549 million in 2004).                                                                                                     Leasing                                                                                             613                  770

                                                                                                                                                      Subtotal                                                                                      11.116               9.575
Consolidated Investiments
(R$ million)                                                                                                                                       Long term:

                                                                                                                                                   Financing                                                                                        34.439              42.977
14.000    13.934
                                                                                                                                                   Leasing                                                                                           2.687               3.251
13.000            12.441
12.000                                                                                                                                                Subtotal                                                                                      37.126              46.228
11.000
                                                                                                                                                   Total indebtedness                                                                               48.242              55.803
10.000
                                                                                                                                                   (-) Cash and cash equivalents                                                                  (23.417)             (19.987)
 9.000

 8.000                                                                                                                                             Net indebtedness                                                                                 24.825              35.816
 7.000

 6.000

 5.000
                                                                                                                                                   PETROBRAS' net indebtedness at December 31, 2005 amounted to R$ 24.825 million, a 31% decrease over
 4.000                              3.907
                            3.286                          3.153
 3.000
                                                                                                                                                 December 31, 2004. Appreciation of the Brazilian real in relation to the U.S. dollar has contributed to lower
                                                                   2.331                              2.385
 2.000                                       1.527                                                                                               indebtedness. We can also mention a better indebtedness level as measured by the Net indebtedness/EBITDA
                                                                                 1.223
 1.000                                                                                          624           775
                                                     625                   495            532                                                    ratio, which decreased from 0,97 as of December 31, 2004 to 0,52 as of December 31, 2005. Capital structure
                                                                                                                      311   454           169
                                                                                                                                    87
     0
           Exploration          Supply         Gas and     International   Distribution   Corporate      SPE           Ventures       Project    is represented by a 52% sharer in the capital of third parties as of December 31, 2005, a decrease of 6 percentage
              and                              Energy                                                                   under       Financings
           Production                                                                                                 Negotiation                points when compared to December 31, 2004.
               JAN/DEC - 2005     JAN/DEC - 2004




   Of total own investments made in the country by PETROBRAS System in 2005, 54% were employed to exploration                                    10. Value Added
and production development activities, of which were invested in the Campos Basin alone R$ 4.486 million.
   The principal investments made in 2005 in the Exploration and Production area were in the following fields:                                   The value added by PETROBRAS in 2005 was R$ 115.311 million (R$ 95.404 million in 2004), as shown below:
Marlim Sul (R$ 764 million), Roncador (R$ 579 million), Albacora Leste (R$ 745 million), Jubarte/Cachalote
(R$ 234 million), Marlim Leste (R$ 82 million) and Barracuda/ Caratinga (R$ 138 million), located in the Campos Basin.




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Value Added Distributed in 2005                                                                                          At an Extraordinary General Meeting held on April 3, 2006, the shareholders of PETROBRAS approved an
(R$ million)
                                                                                                                      increase in the Company's capital R$ 32.896 to R$ 48.248, through the capitalization of revenue reserves accrued
           9.643
                                                                                                                      during previous financial years, in the amount of R$ 15.013 million, R$ 844 million to statutory reserve and
               8%

                                                                                                                      R$ 14.169 million to retained earnings, and the reserve for restatement of realized capital in the amount of R$ 339
17.110
  15%                                                                                                                 million and without the issuance of new shares.
                                            63.810
                                              56%


                                                             Government Entities                                      b. Retention of earnings
                                                             Shereholders
24.748
                                                             Financial Institutions and Suppliers
                                                                                                                      The proposal for appropriation of net income for the year ended December 31, 2005 includes retained earnings
   21%
                                                             Personnel                                                in the amount of R$ 15.104 million, R$ 15.095 million of which relate to net income from the year and R$ 9 million
                                                          R$ 115.311 million                                          from the remaining balance of retained earnings, intended to cover part of the annual investment program defined
                                                                                                                      in the 2006 Capital Budget, to be approved at the General Shareholders' Meeting of April 3, 2006.


Value Added Distributed in 2004                                                                                       c. Stockholders' Remuneration
(R$ million)                                                                                                          Based on the Company's by-laws, the Board of Directors of PETROBRAS proposed to the Ordinary General Meeting
           7.516                                                                                                      to be held on April 3, 2006 the distribution of dividends for 2005 in the amount of R$ 7.018 million, equivalent
               8%
                                                                                                                      to 31,80% of the basic income for dividend purposes. The dividend is equivalent to R$ 1,60 per common or
 13.303
   14%
                                                                                                                      preferred share and represents dividend yields of 3,9% and 4,3% (4,3% and 4,7% in 2004) of common and
                                            56.015
                                                                                                                      preferred shares, respectively.
                                              59%

                                                             Government Entities
18.570
  19%                                                        Shereholders
                                                             Financial Institutions and Suppliers                                                                                                                       VALUE PER SHARE
                                                             Personnel                                                  DIVIDENDS TO BE DELIBERATED AT THE ORDINARY GENERAL MEETING                                        ON AND PN            R$ MILLION
                                                                                                                        Interest on Capital - Approved by the Board of Directors on Jun 17, 2005.                                0,50                2.193
                                                          R$ 95.404 million
                                                                                                                        Interest on Capital - Approved by the Board of Directors on Dec 16, 2005.                                0,50                2.193

                                                                                                                        Interest on Capital - Proposed by the Board of Directors on Feb 17, 2006.                                0,25                1.097

                                                                                                                        Dividends - Proposed by the Board of Directors on Feb 17, 2006.                                          0,35                1.535

11. Stockholders Equity and Dividends                                                                                   TOTAL DIVIDENDS                                                                                          1,60                7.018



a. Capital
The Extraordinary Shareholders' Meeting held on July 22, 2005 decided and approved a 300% share split, resulting      Dividends proposed include interest on capital in the amount of R$ 5.483 million (R$ 1,25 per share), subject to
in the free distribution of the same type of shares on a three-for-one basis, considering the shareholding position   15% withholding income tax, except for immune and exempt stockholders. On January 5, 2006, the company
as of August 31, 2005. Accordingly, capital amounting to R$ 33.235 million, has been represented, as of               prepaid interest on capital (R$ 2.193 million) to holders of common and preferred shares as of June 30, 2005.
September 1, 2005, by 4.386 million shares with no par value, 2.537 million of which are common and 1.849                The balance of dividends and the amount referring to interest on capital will be made available on a date to be
million are preferred; the ratio between American Depositary Receipts (ADR) and each share type has changed           defined at the Ordinary General Meeting, being monetarily restated from December 31, 2004 to the date of payment,
from “one share per one ADR” to “four shares per one ADR”.                                                            based on the SELIC rate variation.




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Report of Auditors

                       To the Board of Directors and Shareholders of PETRÓLEO BRASILEIRO S.A. - PETROBRAS


                       1. We have audited the accompanying balance sheets of PETRÓLEO BRASILEIRO S.A. - PETROBRAS and the
                         consolidated balance sheets of PETRÓLEO BRASILEIRO S.A. - PETROBRAS and its subsidiaries, jointly-owned
                         subsidiaries and special purposes companies as of December 31, 2005 and 2004, and the related statements
                         of income, changes in shareholders' equity and changes in financial position for the years then ended. These
                         financial statements are the responsibility of the Company's management. Our responsibility is to express an
                         opinion on these financial statements.


                       2. We conducted our audits in accordance with auditing standards generally accepted in Brazil including: (a) the
                         planning of our work, taking into consideration the materiality of balances, the volume of transactions and the
                         accounting and internal control systems of the Company, (b) the examination, on a test basis, of the
                         documentary evidence and accounting records supporting the amounts and disclosures in the financial
                         statements, and (c) an assessment of the accounting practices used and significant estimates made by
                         management, as well as an evaluation of the overall financial statement presentation.


                       3. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial


financial
financial statements
        statements
                         position of PETRÓLEO BRASILEIRO S.A. - PETROBRAS and the consolidated financial position of PETRÓLEO
                         BRASILEIRO S.A. - PETROBRAS and its subsidiaries at December 31, 2005 and 2004, and the results of their
                         operations, the changes in their shareholders' equity and the changes in their financial position for the years then
                         ended, in accordance with the accounting practices adopted in Brazil.


                       4. Our audits were conducted for the purpose of forming an opinion on the financial statements referred to in the
                         first paragraph. The social balance sheet and the statements of cash flow (consolidated and parent company), of
                         value added (consolidated and parent company) and segmentation of business (consolidated), prepared in
                         accordance with the accounting practices adopted in Brazil, are presented for purposes of additional information
                         and are not a required part of the basic financial statements. Such information has been subjected to the auditing
                         procedures described in the second paragraph and, in our opinion, is fairly stated in all material respects in relation
                         to the basic financial statements taken as a whole.


                       5. As mentioned in Note 1, in compliance with CVM Instruction Nº 408, of August 18, 2004, the Company has
                         included as of January 1, 2005 the Special Purpose Companies (SPCs) in its consolidated financial statements.
                         For comparability purposes, these SPCs have also been included in the financial statements for the year ended
                         December 31, 2004.


                       Rio de Janeiro, February 17, 2006


                                             ERNST & YOUNG Auditores Independentes S/S                         ACCOUNTANT Paulo José Machado
                                             CRC – 2SP 015.199/O-6 – F - RJ                                                CRC – 1RJ 061.469/O-4




                                               PETR OBRA S      F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005   19
FINANCIAL STATEMENTS
FINANCIAL STATEMENTS
 Balance Sheet
 Years ended December 31, 2005 and 2004
 (In thousands of reais)



                                                                                  CONSOLIDATED                   PARENT COMPANY                                                                                       CONSOLIDATED                          PARENT COMPANY
   ASSETS                                                                          2005               2004           2005             2004    LIABILITIES AND SHAREHOLDERS' EQUITY                                     2005                 2004                2005                 2004
   Current assets                                                                                                                             Current liabilities

   Cash and cash equivalents (Note 3)                                      23.417.040            19.986.848    17.481.555     11.580.288      Financing (Note 13)                                                  8.589.629           8.219.855           1.499.012            1.144.973

   Restricted bank accounts                                                      85.229             217.748                                   Interest on financing (Note 13)                                      1.913.369            585.374              156.709             165.265

   Accounts receivable, net (Note 4)                                       14.148.064            10.977.519    10.676.578         7.421.319   Suppliers                                                            8.976.359           9.054.723          24.865.115          26.949.707

   Dividends receivable (Note 5a)                                                41.907             48.625       945.676           440.240    Taxes, contribution and participation (Note 16b)                     8.931.341           7.854.014           7.292.508            6.583.563

   Inventories (Note 6)                                                    13.606.679            14.263.518    10.337.565     11.555.627      Dividends (Note 19c)                                                 7.165.878           5.141.363           7.017.843            5.044.074

   Taxes, contributions and participations (Note 16a)                          6.550.997          4.842.714     4.037.175         2.966.007   Project financings (Note 9d)                                            28.135              64.106           2.421.806           4.652.469

   Prepaid expenses (Note 11e)                                                  941.016            490.366       680.787           735.261    Provision for pension plan (Note 17c)                                 482.942             441.374             461.848              414.865

   Other current assets                                                        1.444.258          1.958.862      535.395           744.528    Payroll and related charges                                          1.196.281             873.561             978.222             653.812

                                                                           60.235.190            52.786.200    44.694.731     35.443.270      Contingency accrual (Note 20a)                                         167.645             339.612             167.645             333.111

   Noncurrent assets                                                                                                                          Advances from customers                                              1.626.854            780.028            1.054.783             381.719

   Accounts receivable, net (Note 4)                                           1.587.771          1.914.788    28.151.479     35.220.122      Other payables                                                       3.281.717           3.371.877           1.780.189            1.613.792

   Petroleum and Alcohol Account - STN (Note 7)                                 769.524            748.788       769.524           748.788                                                                       42.360.150           36.725.887          47.695.680           47.937.350

   Marketable securities (Note 8)                                               618.091            858.873           7.601           4.840    Long-term liabilities

   Project financings (Note 9a)                                                                                  569.030          1.830.257   Financing (Note 13)                                                34.439.489          42.976.885            6.408.872            8.589.120

   Advances to suppliers                                                        684.235            958.692       684.235           958.692    Subsidiaries and affiliated companies (Note 5b)                         39.954            276.328            1.925.046            3.420.119

   Judicial deposits (Note 10)                                                 1.818.185          1.815.104     1.443.834         1.068.657   Deferred income tax and social contribution (Note 16c)               8.461.721           7.474.135           6.270.290           5.263.660

   Investments in privatization process (Note 11d)                                3.454            331.589           1.475            1.476   Provision for pension plan (Note 17c)                               1.898.360             696.273            1.749.036             601.347

   Prepaid expenses (Note 12e)                                                 1.362.800          1.513.045     1.060.967         1.076.077   Provision for health care benefits (Note 17c)                        7.030.939           5.673.650           6.477.127            5.214.410

   Advance for migration - pension plan (Note 17a)                             1.205.358          1.217.612     1.205.358         1.217.612   Contingency accrual (Note 20a)                                        614.568             632.721              225.251             220.721

   Deferred income tax and social contribution (Note 16c)                      4.337.361          4.148.685     2.333.641         2.030.268   Other payables                                                       3.228.563           2.766.832           2.558.578            2.135.582

   Compulsory loans ELETROBRAS                                                   117.811            117.488       117.811          117.488                                                                       55.713.594          60.496.824           25.614.200          25.444.959

   Inventories (Note 6)                                                         492.777            265.296       492.777           265.296    Deferred income                                                       483.274             502.171

   Other noncurrent assets                                                     1.104.861          1.018.548      763.816           588.090    Minority interest                                                    6.178.854           4.811.315

                                                                           14.102.228            14.908.508    37.601.550     45.127.663      Shareholders' equity (Note 19)

   Permanent assets                                                                                                                           Capital                                                            33.235.445          33.235.445           33.235.445          33.235.445

   Investments (Note 11b)                                                      2.280.702          2.078.758    20.366.625     14.048.878      Capital reserves                                                      372.064             354.673             372.064              354.673

   Property, plant and equipment (Note 12)                               105.429.354             93.323.224    50.772.065     42.582.076      Revaluation reserve                                                     60.120              69.094              60.120              69.094

   Deferred charges                                                            1.473.634          1.569.676      578.175           434.058    Revenue reserves                                                    45.117.607          28.470.957          47.035.637          30.594.424

                                                                         109.183.690             96.971.658    71.716.865     57.065.012                                                                         78.785.236           62.130.169          80.703.266          64.253.636

   Total assets                                                           183.521.108        164.666.366      154.013.146     137.635.94      Total liabilities and shareholders' equity                        183.521.108         164.666.366          154.013.146          137.635.945



 The accompanying notes form an integral part of these financial statements.




 20    |   PETR OBRA S           F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005                                                           PETR OBRA S         F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005      21
Statement of Income                                                                                                                         Statement of Changes in Financial Position
Years ended December 31, 2005 and 2004                                                                                                      Years ended December 31, 2005 and 2004
(In thousands of reais, except per share amounts)                                                                                           (In thousands of reais)



                                                                               CONSOLIDATED                      PARENT COMPANY                                                                                                CONSOLIDATED                        PARENT COMPANY
                                                                                2005              2004              2005            2004                                                                                       2005                 2004             2005                  2004

  Gross operating revenues                                                                                                                    Financial resources were provided by
  Sales                                                                                                                                           Operations:
      Products                                                           177.595.324      149.973.540       143.276.549      119.709.723             Net income for the year                                              23.724.723          16.887.398       23.450.082            17.754.171
      Services, mainly freight                                              1.469.960         466.619            389.181         315.004             Minority interest                                                     1.022.923           1.683.100
                                                                         179.065.284      150.440.159       143.665.730      120.024.727             Equity pickup                                                           158.529             129.761       (1.816.395)          (1.345.357)
  Sales deductions                                                      (42.460.206)     (39.312.400)       (37.843.204)    (34.450.292)             Goodwill/discount - amortization                                         91.595              14.900            34.372               (4.522)
  Net operating revenues                                                 136.605.078      111.127.759       105.822.526       85.574.435             Dividends                                                               172.977             202.545           990.935              546.885
  Cost of products and services sold                                     (77.107.946)    (65.069.329)       (57.512.113)    (48.607.576)             Depreciation and amortization                                         8.034.716           6.868.355         3.739.373            3.807.002
  Gross profit                                                             59.497.132      46.058.430         48.310.413      36.966.859             Transactions with subsidiaries and affiliated companies                                                     3.277.858         (13.248.121)
                                                                                                                                                     Net book value of permanent assets written off                        3.999.654           1.774.139
  Operating expenses                                                                                                                                 Proceeds from the sale of platforms and vessels                       2.411.575           2.734.006         1.106.798            1.097.034
  Selling                                                                 (5.477.419)     (4.751.890)        (4.195.157)     (2.858.630)             Proceeds from the sale of equipment                                                                            (6.453)            (40.168)
  Financial (Note 14)                                                                                                                                Monetary and exchange variation and net earnings
       Expenses                                                          (4.564.773)      (5.180.059)        (2.242.658)     (2.252.841)             on noncurrent assets and long-term liabilities                    (4.083.087)            (2.015.160)       (768.921)              127.926
       Income                                                              1.351.410        1.276.134          2.369.097       1.611.385             Employee benefits and other provisions                              3.306.932              2.555.545       2.928.199            2.195.396
  Net monetary and exchange variation (Note 14)                              370.536          583.346         (1.187.233)         77.243             Deferred income tax and social contribution, net                    1.983.578              1.733.745         491.471              821.126
  General and administrative                                                                                                                         Other                                                                                                         19.167             (70.291)
       Directors' fees                                                      (28.845)          (26.390)            (4.089)         (3.214)                                                                                 40.824.117          32.568.334       33.446.486           11.641.081
       Administrative                                                    (5.401.953)       (4.117.811)       (3.449.664)     (2.596.338)          Other sources:
  Taxes                                                                    (895.208)      (1.255.033)           (443.415)       (807.547)         Financing                                                                5.747.298           4.573.214          373.199              369.624
  Cost of research and technological development                           (934.600)        (695.650)          (932.627)       (688.562)          Credits and subventions for investments                                     17.391              14.808           17.391               14.808
  Impairment                                                               (126.032)          (55.205)           (49.368)        (55.205)         Proceeds from the sale of equipment                                        506.187           2.516.454        2.488.610            2.662.895
  Exploratory costs for the extraction of crude oil and gas              (2.222.792)      (1.682.664)         (1.876.411)    (1.164.741)                                                                                   6.270.876           7.104.476        2.879.200            3.047.327
  Benefits expenses (Note 17c)                                           (2.011.016)      (1.320.929)        (1.888.903)     (1.240.026)      Total funds provided                                                        47.094.993          39.672.810       36.325.686           14.688.408
  Other operating expenses, net (Note 15)                                (2.626.419)      (2.222.718)        (2.692.062)     (2.804.865)
                                                                        (22.567.111)     (19.448.869)       (16.592.490)    (12.783.341)      Financial resources were used for
                                                                                                                                                  Increase in the Petroleum and Alcohol Account - STN                        18.727               46.252                                46.252
  Participation in subsidiaries and affiliated companies                                                                                          Investments                                                                                    910.167         3.041.246           1.214.962
  Equity pickup (Note 11b)                                                 (250.124)       (144.661)          1.782.023       1.349.879           Acquisition of minority interest                                                                45.349
  Operating income                                                        36.679.897      26.464.900         33.499.946      25.533.397           Cost of exploration and developing
  Nonoperating expenses                                                    (124.531)       (207.309)          (199.982)       (227.772)           production of oil and gas                                            11.385.451             10.222.766        5.041.315            5.813.253
                                                                                                                                                  Other                                                                15.186.497             10.385.981         7.677.517           7.094.042
  Income before social contributions,                                                                                                             Deferred charges                                                        360.839                388.900          204.812              169.453
  income tax, profit sharing for employees                                                                                                        Increase in ventures under negotiation                                                                           907.459             615.991
  and management and minority interest                                    36.555.366       26.257.591         33.299.964     25.305.625           Transfer of financing and suppliers to current liabilities            9.879.227              5.706.659        1.719.940            1.394.149
  Social contribution (Note 16e)                                         (2.845.244)      (1.940.903)        (2.466.083)     (1.830.978)          Decrease in other noncurrent asset accounts                             913.592              1.093.189          582.606            1.273.477
  Income tax (Note 16e)                                                   (7.956.912)     (4.962.966)         (6.537.799)    (5.060.476)          Increase in noncurrent assets                                           370.055                811.011          639.817              221.784
                                                                                                                                                  Proposed dividends                                                    7.165.878              5.470.124        7.017.843            5.044.074
  Income before profit sharing for employees
                                                                                                                                              Total funds used                                                         45.280.266             35.080.398       26.832.555           22.887.437
  and management and minority interest                                    25.753.210      19.353.722         24.296.082      18.414.171
                                                                                                                                                  Increase in working capital from subsidiary
  Profit sharing for employees
                                                                                                                                                  merged and prior year adjustments                                                              409.810
  and management (Note 18)                                               (1.005.564)          (783.224)       (846.000)       (660.000)
                                                                                                                                              Increase (decrease) in working capital                                       1.814.727           4.182.602         9.493.131          (8.199.029)
  Income before minority interest                                         24.747.646       18.570.498        23.450.082       17.754.171
  Minority interest                                                      (1.022.923)      (1.683.100)                                         Changes in working capital
  Net income for the year                                                 23.724.723       16.887.398        23.450.082       17.754.171         Current assets:
                                                                                                                                                    At end of year                                                     60.235.190              52.786.200      44.694.731            35.443.270
  Net income per share of paid-up                                                                                                                   At beginning of year                                               52.786.200              56.041.522      35.443.270            39.246.621
  capital at year end - R$                                                      5,41             15,40              5,35           16,19                                                                                7.448.990             (3.255.322)       9.251.461           (3.803.351)
  Net income per share after split,                                                                                                               Current liabilities:
  for comparison purpose – R$                                                   5,41               3,85             5,35            4,05             At end of year                                                    42.360.150             36.725.887        47.695.680           47.937.350
                                                                                                                                                     At beginning of year                                              36.725.887             44.163.811        47.937.350           43.541.672
                                                                                                                                                                                                                        5.634.263             (7.437.924)        (241.670)            4.395.678
The accompanying notes form an integral part of these financial statements.
                                                                                                                                              Increase (decrease) in working capital                                    1.814.727              4.182.602         9.493.131          (8.199.029)


                                                                                                                                            The accompanying notes form an integral part of these financial statements.




22    |   PETR OBRA S          F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005                                                              PETR OBRA S             F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S   2005       23
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Financial analysis 2005 ing

  • 1. 2005 2005 f i n a n c i a l a n a ly s i s a n d f i n a n c i a l s tat e m e n t s
  • 2. Contents Contents FINANCIAL ANALYSIS F I N A N C I A L S TAT E M E N T S 19 Report of independent auditors 20 Balance Sheet 22 Statement of Income 23 Statement of Changes in Financial Position 24 Statement of Changes in Shareholders' Equity (Parent Company) 26 Statement of Cash Flows 27 Statement of Value Added 28 Statement Segmentation of Business 35 Social Balance Sheet 38 Notes to the financial statements 38 1. Consolidation principles 43 2. Summary of significant accounting policies 46 3. Cash and cash equivalents 47 4. Accounts receivable, net 47 5. Related parties 52 6. Inventories 53 7. Petroleum and alcohol account - National Treasury Secretariat (STN) 52 8. Marketable securities 54 9. Project financings 60 10. Judicial deposits 61 11. Investments 75 12. Property, plant and equipment 80 13. Financings 84 14. Financial income (expenses), net and other operating income (expenses), net 85 15. Other operational income (expenses) 85 16. Taxes, contributions and participations 90 17. Employee benefits 98 18. Profit sharing for employees and management 98 19. Shareholders' equity 101 20. Commitments and contingencies 106 21. Commitments undertaken by the energy segment 108 22. Guarantees on concession contracts for oil exploration 109 23. Segment information 110 24. Derivative instruments, hedging and risk management activities 115 25. Safety, environment and health 115 26. Remuneration of parent company directors and employees (in reais) 115 27. Subsequent events 116 Corporate Information
  • 3. FINANCIAL ANALYSIS FINANCIAL ANALYSIS 1. Economic and Financial Summary(1) PETROBRAS and its subsidiary companies reported consolidated net income of R$ 23.725 million in fiscal year 2005, after the elimination of intercompany operations and deduction of minority interests. This amount is practically the CONSOLIDATED(6) PETROBRAS 2005 2004 2005 2004 same as last year's (R$ 16.887 million). Gross Operating Revenue (R$ million) 179.065 150.440 143.666 120.025 The main aspects that contributed to consolidated net income for 2005 over 2004 were as follows: Net Operating Revenue (R$ million) 136.605 111.128 105.823 85.575 Increase of R$ 13.438 million in gross profit due to the performance of oil and oil products in the local and Income: Company's own activities 24.551 17.065 22.161 16.438 foreign markets, to increased oil and LNG production in the country (13%), to increased production (2%) Subsidiary and affiliated companies (250) (145) 1.782 1.350 and to the quality of oil products. 24.301 16.920 23.943 17.788 Increase in selling expenses (R$ 725 million) to cover sales made and increased sea freight costs, in view Extraordinary items (2) (576) (33) (493) (34) of the hike in export operations. Net income (R$ million) 23.725 16.887 23.450 17.754 Increase in General and Administrative expenses (R$ 1.287 million), due to higher personnel, network Net indebtedness (R$ million) (3) 24.825 35.816 – (5) 1.217 maintenance and software license costs. EBITDA (R$ million) (4) 47.808 36.798 36.518 28.554 Increase in pension and health care costs for retirees and pensioners due to a change in the related Net debt /EBITDA (3) (4) 0,52 0,97 – (5) 0,04 assumptions as a result of the actuarial review of December 2004 (R$ 690 million). Stockholders' equity (R$ million) 78.785 62.130 80.703 64.254 Increase in prospecting and exploration costs (R$ 561 million) due to increased geological and geophysical Permanent assets (R$ million) 109.184 96.972 71.717 57.065 Equity to debt ratio (3) 48/52 42/58 59/41 51/49 activities, to the write-off of dry holes and/or uneconomical wells and to the effect of supplementary abandonment provision. Notes: Increase in research and development costs (R$ 239 million) to cover research activities and seismic data 1. The figures expressed in Reais (R$) in this financial analysis were determined in accordance with accounting practices prescribed by Brazilian Corporate Law exploration license obtained. and the rules established by the Brazilian Securities Commission - CVM. 2. Extraordinary items include amounts referring to unexpected or unusual events to the Company's operations, and are therefore nonrecurring. Increase in other operating expenses (R$ 403 million) referring mainly to expenses with institutional relations and 3. Includes indebtedness relating to leasing contracts. 4. Earnings before income tax and social contribution, minority interests, net financial income and expenses, equity adjustments, and depreciation, amortization cultural projects (R$ 221 million) and net losses in the Gas and Energy segment (93 million). and abandonment costs. Decrease in tax expenses (R$ 360 million) due to a change in legislation (Decree Nº 5.164/04), effective 5. Cash and cash equivalents exceed total indebtedness. 6. As of January 1, 2005, th Special Purpose Companies either directly or indirectly controlled by Petrobras have been included in the consolidated financial August 2004, which reduced to zero PIS/PASEP and COFINS rates applicable to financial income. statements as determined by CVM Instruction Nº 408/2004. For comparability purposes, these Special Purpose Companies have also been included in the financial statements for te year ended December 31, 2004. Positive effect of R$ 478 million on net financial income (expenses), due mainly to: Decrease of R$ 691 million in financial expenses due to a decrease in interest on loans and financing, reflecting the appreciation of the Brazilian real in relation to the U.S. dollar during the year (12%), in spite of an increase in the Libor rate applicable thereto; 2. Consolidated Result Negative monetary and foreign exchange variation (effect of R$ 213 million) as a result of the lower exchange variation (R$ 419 million), reflecting the appreciation of the Brazilian real in relation to the U.S. dollar during (R$ Million) 23.725 the year (12%) when compared to the prior year's appreciation (8%), together with the fact that the parent 20.237 company's relationship with foreign subsidiaries and affiliated companies has turned from debtor to creditor. 17.795 17.848 16.887 Increase of R$ 3.898 million in the provision for income tax and social contribution in view of the increase in taxable income, in spite of a higher tax benefit arising from the provision for interest on capital in 2005 (R$ 5.483 million) over 2004 (R$ 4.386 million). 2003 2004 2005 HISTORIC VALUES VALUES ADJUSTED BY IPCA 2 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 3
  • 4. 3. Result by Business Area b. Supply Result per Business Area PETROBRAS operates in an integrated manner, and most of its oil and gas production in the Exploration and Supply Production area is transferred to other areas of the Company. (R$ million) The main criteria used to determine the income by business area are highlighted below: 5.556 a. Net operating revenues include revenues related to sales made to external clients and billings and transfers among business areas, the reference price is the internal transfer price defined among the areas, using computation 2.553 methodologies based on market parameters. b. Operating profit includes net operating revenues, costs of goods and services sold (which are reported by 2005 2004 business area considering the internal transfer price), and other operating costs incurred by each area, as well as operating expenses, which include the expenses actually incurred by each area. In 2005, net income recorded by the Supply area was R$ 5.556 million, 118% lower than net income recorded in 2004 c. Assets: include the assets identified by each area. (R$ 2.553 million), as a result of the increase of R$ 4.859 million in gross profits, with the following aspects to be highlighted: Increase in the average realization value of oil products traded in the domestic market and the other markets; a. Exploration and production Improved refinery production performance, reducing the need for importing oil products with greater added value; 4% increase in volumes of oil products sold in the domestic market, a demand met by increased refinery processing. Result per Business Area E&P 2% increase in the production of oil products. (R$ million) These effects were partially offset by the following: 22.699 Increase in the acquisition/transfer cost of oil and oil products, forced by higher international prices, in spite 18.083 of the 17% appreciation in the average rate of the real against the U.S. dollar, increased spread between heavy and light crude oil; Increase in depreciation costs due to investments in refining facilities, resulting in increased refinery capacity 2005 2004 and complexity. In 2005, net income recorded by the exploration and production area was R$ 22.699 million, 26% higher than c. Gas and Energy net income for 2004 (R$ 18.083 million), due to the R$ 8.401 million increase in gross profits with oil sales and Result per Business Area transfers, reflected by the increase in international prices, reflecting the 13% increase in oil and LNG production Gas and Energy and the 3% increase in natural gas production, as well as higher international prices, in spite of the 17% (R$ million) appreciation of the average real rate to the U.S. dollar and of the lower appreciation of heavy crude oil prices in (624) (517) relation to light crude oil prices in the international market. The spread between the average national oil price sold/transferred and the average Brent price increased from US$ 4,72/bbl in 2004 to US$ 8,96/bbl in 2005. Increase in gross profit was partially offset by the R$ 731 million increase in prospecting and drilling costs due 2005 2004 the write-off of dry holes and/or uneconomical wells, and the restatement of the abandonment provision. 2005 reported improved energy sales, considering the new agreements entered into. Operating revenues from natural gas sales remained positive, in view of the 9% increase in the sales volume and the natural gas sale price realignment, in spite of increased operating expenses. However, the sales performance was not sufficient to offset losses on energy generation considering continuous low prices in the local market, as well as expenses recorded in 2005 relating to negotiated contractual issues and to the acquisition of thermoelectric plants, aimed at reducing contingent risks. 4 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 5
  • 5. These combined aspects led the Gas and Energy segment to record losses of R$ 624 million in 2005, 21% In 2005, the International business area reported net income of R$ 567 million, 63% greater than net income higher than the losses of R$ 517 million reported in the prior year. of R$ 347 million recorded in 2004. Excluding the extraordinary expenses, the Energy and Gás business area would have reached in 2005 This increase in net income was due to the following aspects: an operational income of R$ 38 million (operational income of R$ 111 million in 2004) and a loss net of tax Increase of R$ 355 million in gross profit due to higher international oil prices, to increased gas sales from effects, of R$ 223 million (loss of R$ 471 million in 2004). Bolivia to Brazil, and to the agreement for the sale of Bolivian gas to Argentina initiated in June 2004. These effects were partially offset by: i) decreasing production in Argentine and Angolan mature fields; d. Distribution ii) production cost increase in Bolivia due to an increase in the hydrocarbon tax rate from 18% to 50%, effective May 2005; iii) lower trading margins for diesel oil and gasoline in Argentina due to restrictions imposed by the Result per Business Area Distribution local government on sale prices; and iv) 12% appreciation of the Brazilian real in relation to the U.S. dollar in (R$ million) the financial statements translation process; 784 Increase of R$ 79 million in gains from equity pickup due mainly to earnings resulting from operations 623 developed by PEPSA's related parties, especially with regard to the electric energy segment in Argentina. These effects were partially offset by an increase of R$ 106 million in operating expenses due to the write-off of tax credits in Ecuador and to the increase in general and administrative expenses. 2005 2004 f. Corporate In 2005, the distribution business area recorded net income of R$ 784 million, 26% higher than net income Result per Business Area reported in the previous year (R$ 623 million), as a result of the R$ 636 million increase in gross profit, especially Corporate due to the consolidation of Liquigás (company acquired in August 2004), favorably impacting the sales volume, (R$ million) 10% higher than that of 2004. (4.096) (3.677) These impacts were partially offset by the R$ 226 million increase in selling and general and administrative expenses, which consider in commercialization, distribution and payroll expenses. The Company's share in the fuel distribution market in 2005 was 33,8% (552 thousand bbl/day), including the company Liquigás, while in 2004 this share was 31,6% (500 thousand bbl/day). 2005 2004 In 2005, Liquigás contributed gross profit and net income of R$ 548 million and R$ 111 million, respectively. From August to December 2004, Liquigás' share in gross profit and net income was R$ 319 million and R$ 155 Corporate activities of the PETROBRAS Group generated losses of R$ 4.096 million in 2005, an 11% increase over million, respectively. losses reported in 2004 (R$ 3.677 million), relating especially to personnel, publicity and institutional advertising costs, and to the change in assumptions as a result of the actuarial review of Health Care (AMS) and Pension e. International (Petros) plans for retirees and pensioners. Part of these effects was offset by the R$ 767 million decrease in net financial expenses, mainly resulting from Result per Business Area International the higher appreciation of the Brazilian real in relation to the U.S. dollar during the year (12%) as compared to the (R$ million) previous year (8%) on loans and financing. 567 347 2005 2004 6 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 7
  • 6. In 2005, the following extraordinary items impacted net income (consolidated and by segment) recorded by Statement of Extraordinary Items as of December 31, 2004 PETROBRAS Group: Year - R$ Million E & P SUPPLY GAS & ENERGY DISTRIB. INTERN. CORPOR ELIMIN. TOTAL 3.1. Extraordinary Items Net Income (Loss) per business area 29.101 3.604 42 828 1.938 (4.796) (787) 29.930 Extraordinary Items December 31, 2005 Extraordinary Items: Contractual losses on Year - R$ Million transportation services (Ship or Pay) - - - - 169 - - 169 E & P SUPPLY GAS & ENERGY DISTRIB. INTERN. CORPOR. ELIMIN. TOTAL Social Security Contingencies (INSS) 135 - - - - - - 135 Net Income (Loss) per business area 36.518 8.482 (456) 1.238 2.187 (6.427) (1.769) 39.773 Estimated costs for future abandonment Extraordinary Items: and dismantling of áreas (412) - - - - - - (412) Contractual losses on transportation services (Ship or Pay) - - - - 147 - - 147 Write off of subscription bônus in Angola - - - - 192 - - 192 Net gains on assets exchange - - - - - (146) - (146) Tax Credit at PEPSA - - - - (239) - - (239) Loss on fiscal claims related to ICMS tax - 286 - - - - - 286 Social Security credits recovered - - - - - 165 - 165 Effect of changes in the regulatory enviroment - - - - 23 - - 23 Taxes unduly paid - 94 - - - - - 94 Reinstatement of termoeletrics Expenses related to pending contractual output capacity in Northeast - - 118 - - - - 118 obligations with thermoeletrics - - 69 - - - - 69 Expenses related to pending contractual Subtotal Extraordinary Items (277) 94 69 - 122 165 - 173 obligations with thermoeletrics - - 376 - - - - 376 Operacional result without Subtotal Extraordinary Items - 286 494 - 170 (146) - 804 the extraordinary itens effects 28.824 3.698 111 828 2.060 (4.631) (787) 30.103 Operacional result without Net Income (Loss) the extraordinary itens effects 36.518 8.768 38 1.238 2.357 (6.573) (1.769) 40.577 per business area 18.083 2.553 (517) 623 347 (3.677) (525) 16.887 Net Income (Loss) per Extraordinary Items (277) 94 69 - 122 165 - 173 business area 22.699 5.556 (624) 784 567 (4.096) (1.161) 23.725 Tax Effects 94 (32) (23) - (123) (56) - (140) Extraordinary Items - 286 494 - 170 (146) - 804 Net income (Loss) per business Tax Effects - (98) (93) - (87) 50 - (228) área excluding extraordinary items 17.900 2.615 (471) 623 346 (3.568) (525) 16.920 Net income (Loss) per business área excluding extraordinary items 22.699 5.744 (223) 784 650 (4.192) (1.161) 24.301 4. Operating Revenues - PETROBRAS System Gross operating revenues recorded by Petrobras and its subsidiary companies amounted to R$ 179.065 million, a 19% increase over the prior year. The Company's consolidated net operating revenues, excluding taxes and other financial charges due on billings, were R$ 136.605 million in 2005 (R$ 111.128 million in 2004). Sales volumes in the domestic market grew 2% in 2005 over 2004, especially as a result of increased gasoline sales (4%), increased demand due to the growing fleet of urban and gas-powered vehicles (9%), increased industrial demand and the number of vehicle conversions into the natural gas system. The increase in sales of 8 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 9
  • 7. these products was partially offset by a decrease in sales of fuel oil (8%) due to fierce competition of replacement 5. Financial Income and Expenses products such as coal, coke, biomass, firewood and natural gas. Demand for diesel oil remained practically stable when compared to 2004, especially because of agricultural performance and increased product prices, which also In 2005, financial the consolidated financial result was negative in R$ 2.843 million (R$ 1.061 million - Parent contributed to the market downturn. Company), while the year before, R$ 3.321 million (R$ 564 million - Parent Company). Foreign exchange variation is impacted by the effects of the appreciation of the Brazilian real in relation to the U.S. dollar during the year (12%) YEAR when compared to the prior year's appreciation (8%), together with the fact that the parent company's relationship 2005 2004 ∆% Sales volume - thousand barrels per day with foreign subsidiaries and affiliated companies has turned from debtor to creditor. Diesel 665 656 1 NET FINANCIAL EXPENSES (IN R$ MILLION) Gasoline 287 275 4 CONSOLIDATED PETROBRAS Fuel oil 99 108 (8) 2005 2004 2005 2004 Financial expenses Naphtha 157 157 - Loans and financing (3.509) (3.647) (658) (710) LPG 213 210 1 Suppliers (44) (22) (1.515) (1.441) QAV 78 74 5 Other (1.011) (1.511) (70) (102) Other 156 157 (1) (4.564) (5.180) (2.243) (2.253) Total oil products 1.655 1.637 1 Financial income Alcohol, Nitrogen and others 28 32 (13) Short-term investments 358 468 (188) 30 Natural gas 228 210 9 Subsidiaries and affiliated companies - - 2.043 1.141 Total local market 1.911 1.879 2 Advances to suppliers 79 93 79 93 Exports 512 416 23 Advances to Petros 73 74 73 74 International sales 385 416 (7) Loans granted 93 106 - - Total international market 897 832 8 Other 748 535 362 273 Total 2.808 2.711 4 1.351 1.276 2.369 1.611 Monetary and exchange variations Monetary variation - gains 131 307 116 606 Monetary variation - losses (209) (590) (174) (454) Sales Volume - Internal Market - 2005 Exchange variation - gains (1.243) (122) (4.185) (3.020) (1.911 thousands barrels/day) 4% QAV Exchange variation - losses 1.691 988 3.056 2.946 Fuel Oil 5% 370 583 (1.187) 78 Naphtha 8% Net financial expenses (2.843) (3.321) (1.061) (564) LPG 11% 35% Diesel Others 10% Natural Gas 12% 15% Gasoline 10 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 11
  • 8. 5.1. Foreign Exchange Exposure Inventories - Consolidated - 12.31.2005 (R$ millions) PETROBRAS foreign exchange exposure is measured as follows: R$ million CONSOLIDATED 1.909 12.31.2005 12.31.2004 Assets Current assets 17.531 18.765 1.939 5.400 Cash and cash equivalents 4.658 9.843 Row Materials Other current assets 12.873 8.922 Oil Products Noncurrent assets 3.009 2.499 Materials ans Suppliers 4.359 Others Permanent assets 29.097 25.747 Investments (272) 145 Property, plant and equipment 28.777 24.806 Other permanent assets 592 796 Inventories - Consolidated - 12.31.2004 Total assets 49.637 47.011 (R$ millions) Liabilities 1.572 Current liabilities 15.141 13.874 Financing 7.393 7.560 1.855 Suppliers 4.583 3.587 6.447 Other current liabilities 3.165 2.727 Row Materials Noncurrent liabilities 30.082 37.000 Oil Products Financing 28.498 35.177 Materials and Suppliers 4.390 Other noncurrent liabilities 1.584 1.823 Others Total liabilities 45.223 50.874 Net liabilities in Reais 4.414 (3.863) 7. Petroleum and Alcohol Account (+) Financial Investment Funds - Foreign exchange 11.469 8.349 (-) FINAME loans - in reais indexed to the dollar 627 870 R$ Million Net assets in Reais 15.256 3.616 2005 2004 (5) Opening balance 749 689 Net assets in U.S. dollars 6.518 1.362 Reimbursements to PETROBRAS - 4 (5) Considers the translation of amounts expressed in reais using the U.S. dollar selling rate at the balance sheet date (2005 - R$ 2,3407 and 2004 - R$ 2,6544). Intercompany loan charges 21 14 Partial settlement - (8) Regularization – GTI* - 50 6. Inventories Closing balance 770 749 The consolidated inventories of crude oil, oil products, raw materials and alcohol amounted to R$ 13.607 million (*) Governmental Audit Work Group at December 31, 2005, 5% lower than the figure for December 31, 2004, while inventory balances at the parent company decreased by 11% over the prior year. As defined by Law Nº 10.742 dated October 6, 2003, the settlement of accounts should have been completed by June 30, 2004. After having provided all information required by the National Treasury Secretariat (STN), PETROBRAS has been in contact with the Ministry of Energy and Mines (MME) with a view to resolving the differences between the parties in order to conclude the settlement process as established by Provisional Measure Nº 2.181-45, of August 24, 2001. 12 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 13
  • 9. The remaining balance may be paid with National Treasury Bonds issued at the same amount as the final 9. Indebtedness balance determined as a result of the process for the settlement of accounts, or other amounts that might be owed by PETROBRAS to the Federal Government, including taxes due, or a combination of the foregoing. At December 31, 2005, consolidated indebtedness for local and foreign loans and financing totaled R$ 48.242 million, as shown below: 8. Investments R$ Million CONSOLIDATED DETAILS 2005 2004 In Brazil, PETROBRAS invested primarily in developing its oil and natural gas production capacity, through its own Short term: investments and through structured undertakings with partners. In 2005, total consolidated investments reached Financing 10.503 8.805 R$ 25.710 million (R$ 22.549 million in 2004). Leasing 613 770 Subtotal 11.116 9.575 Consolidated Investiments (R$ million) Long term: Financing 34.439 42.977 14.000 13.934 Leasing 2.687 3.251 13.000 12.441 12.000 Subtotal 37.126 46.228 11.000 Total indebtedness 48.242 55.803 10.000 (-) Cash and cash equivalents (23.417) (19.987) 9.000 8.000 Net indebtedness 24.825 35.816 7.000 6.000 5.000 PETROBRAS' net indebtedness at December 31, 2005 amounted to R$ 24.825 million, a 31% decrease over 4.000 3.907 3.286 3.153 3.000 December 31, 2004. Appreciation of the Brazilian real in relation to the U.S. dollar has contributed to lower 2.331 2.385 2.000 1.527 indebtedness. We can also mention a better indebtedness level as measured by the Net indebtedness/EBITDA 1.223 1.000 624 775 625 495 532 ratio, which decreased from 0,97 as of December 31, 2004 to 0,52 as of December 31, 2005. Capital structure 311 454 169 87 0 Exploration Supply Gas and International Distribution Corporate SPE Ventures Project is represented by a 52% sharer in the capital of third parties as of December 31, 2005, a decrease of 6 percentage and Energy under Financings Production Negotiation points when compared to December 31, 2004. JAN/DEC - 2005 JAN/DEC - 2004 Of total own investments made in the country by PETROBRAS System in 2005, 54% were employed to exploration 10. Value Added and production development activities, of which were invested in the Campos Basin alone R$ 4.486 million. The principal investments made in 2005 in the Exploration and Production area were in the following fields: The value added by PETROBRAS in 2005 was R$ 115.311 million (R$ 95.404 million in 2004), as shown below: Marlim Sul (R$ 764 million), Roncador (R$ 579 million), Albacora Leste (R$ 745 million), Jubarte/Cachalote (R$ 234 million), Marlim Leste (R$ 82 million) and Barracuda/ Caratinga (R$ 138 million), located in the Campos Basin. 14 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 15
  • 10. Value Added Distributed in 2005 At an Extraordinary General Meeting held on April 3, 2006, the shareholders of PETROBRAS approved an (R$ million) increase in the Company's capital R$ 32.896 to R$ 48.248, through the capitalization of revenue reserves accrued 9.643 during previous financial years, in the amount of R$ 15.013 million, R$ 844 million to statutory reserve and 8% R$ 14.169 million to retained earnings, and the reserve for restatement of realized capital in the amount of R$ 339 17.110 15% million and without the issuance of new shares. 63.810 56% Government Entities b. Retention of earnings Shereholders 24.748 Financial Institutions and Suppliers The proposal for appropriation of net income for the year ended December 31, 2005 includes retained earnings 21% Personnel in the amount of R$ 15.104 million, R$ 15.095 million of which relate to net income from the year and R$ 9 million R$ 115.311 million from the remaining balance of retained earnings, intended to cover part of the annual investment program defined in the 2006 Capital Budget, to be approved at the General Shareholders' Meeting of April 3, 2006. Value Added Distributed in 2004 c. Stockholders' Remuneration (R$ million) Based on the Company's by-laws, the Board of Directors of PETROBRAS proposed to the Ordinary General Meeting 7.516 to be held on April 3, 2006 the distribution of dividends for 2005 in the amount of R$ 7.018 million, equivalent 8% to 31,80% of the basic income for dividend purposes. The dividend is equivalent to R$ 1,60 per common or 13.303 14% preferred share and represents dividend yields of 3,9% and 4,3% (4,3% and 4,7% in 2004) of common and 56.015 preferred shares, respectively. 59% Government Entities 18.570 19% Shereholders Financial Institutions and Suppliers VALUE PER SHARE Personnel DIVIDENDS TO BE DELIBERATED AT THE ORDINARY GENERAL MEETING ON AND PN R$ MILLION Interest on Capital - Approved by the Board of Directors on Jun 17, 2005. 0,50 2.193 R$ 95.404 million Interest on Capital - Approved by the Board of Directors on Dec 16, 2005. 0,50 2.193 Interest on Capital - Proposed by the Board of Directors on Feb 17, 2006. 0,25 1.097 Dividends - Proposed by the Board of Directors on Feb 17, 2006. 0,35 1.535 11. Stockholders Equity and Dividends TOTAL DIVIDENDS 1,60 7.018 a. Capital The Extraordinary Shareholders' Meeting held on July 22, 2005 decided and approved a 300% share split, resulting Dividends proposed include interest on capital in the amount of R$ 5.483 million (R$ 1,25 per share), subject to in the free distribution of the same type of shares on a three-for-one basis, considering the shareholding position 15% withholding income tax, except for immune and exempt stockholders. On January 5, 2006, the company as of August 31, 2005. Accordingly, capital amounting to R$ 33.235 million, has been represented, as of prepaid interest on capital (R$ 2.193 million) to holders of common and preferred shares as of June 30, 2005. September 1, 2005, by 4.386 million shares with no par value, 2.537 million of which are common and 1.849 The balance of dividends and the amount referring to interest on capital will be made available on a date to be million are preferred; the ratio between American Depositary Receipts (ADR) and each share type has changed defined at the Ordinary General Meeting, being monetarily restated from December 31, 2004 to the date of payment, from “one share per one ADR” to “four shares per one ADR”. based on the SELIC rate variation. 16 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 17
  • 11. Report of Auditors To the Board of Directors and Shareholders of PETRÓLEO BRASILEIRO S.A. - PETROBRAS 1. We have audited the accompanying balance sheets of PETRÓLEO BRASILEIRO S.A. - PETROBRAS and the consolidated balance sheets of PETRÓLEO BRASILEIRO S.A. - PETROBRAS and its subsidiaries, jointly-owned subsidiaries and special purposes companies as of December 31, 2005 and 2004, and the related statements of income, changes in shareholders' equity and changes in financial position for the years then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements. 2. We conducted our audits in accordance with auditing standards generally accepted in Brazil including: (a) the planning of our work, taking into consideration the materiality of balances, the volume of transactions and the accounting and internal control systems of the Company, (b) the examination, on a test basis, of the documentary evidence and accounting records supporting the amounts and disclosures in the financial statements, and (c) an assessment of the accounting practices used and significant estimates made by management, as well as an evaluation of the overall financial statement presentation. 3. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial financial financial statements statements position of PETRÓLEO BRASILEIRO S.A. - PETROBRAS and the consolidated financial position of PETRÓLEO BRASILEIRO S.A. - PETROBRAS and its subsidiaries at December 31, 2005 and 2004, and the results of their operations, the changes in their shareholders' equity and the changes in their financial position for the years then ended, in accordance with the accounting practices adopted in Brazil. 4. Our audits were conducted for the purpose of forming an opinion on the financial statements referred to in the first paragraph. The social balance sheet and the statements of cash flow (consolidated and parent company), of value added (consolidated and parent company) and segmentation of business (consolidated), prepared in accordance with the accounting practices adopted in Brazil, are presented for purposes of additional information and are not a required part of the basic financial statements. Such information has been subjected to the auditing procedures described in the second paragraph and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. 5. As mentioned in Note 1, in compliance with CVM Instruction Nº 408, of August 18, 2004, the Company has included as of January 1, 2005 the Special Purpose Companies (SPCs) in its consolidated financial statements. For comparability purposes, these SPCs have also been included in the financial statements for the year ended December 31, 2004. Rio de Janeiro, February 17, 2006 ERNST & YOUNG Auditores Independentes S/S ACCOUNTANT Paulo José Machado CRC – 2SP 015.199/O-6 – F - RJ CRC – 1RJ 061.469/O-4 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 19
  • 12. FINANCIAL STATEMENTS FINANCIAL STATEMENTS Balance Sheet Years ended December 31, 2005 and 2004 (In thousands of reais) CONSOLIDATED PARENT COMPANY CONSOLIDATED PARENT COMPANY ASSETS 2005 2004 2005 2004 LIABILITIES AND SHAREHOLDERS' EQUITY 2005 2004 2005 2004 Current assets Current liabilities Cash and cash equivalents (Note 3) 23.417.040 19.986.848 17.481.555 11.580.288 Financing (Note 13) 8.589.629 8.219.855 1.499.012 1.144.973 Restricted bank accounts 85.229 217.748 Interest on financing (Note 13) 1.913.369 585.374 156.709 165.265 Accounts receivable, net (Note 4) 14.148.064 10.977.519 10.676.578 7.421.319 Suppliers 8.976.359 9.054.723 24.865.115 26.949.707 Dividends receivable (Note 5a) 41.907 48.625 945.676 440.240 Taxes, contribution and participation (Note 16b) 8.931.341 7.854.014 7.292.508 6.583.563 Inventories (Note 6) 13.606.679 14.263.518 10.337.565 11.555.627 Dividends (Note 19c) 7.165.878 5.141.363 7.017.843 5.044.074 Taxes, contributions and participations (Note 16a) 6.550.997 4.842.714 4.037.175 2.966.007 Project financings (Note 9d) 28.135 64.106 2.421.806 4.652.469 Prepaid expenses (Note 11e) 941.016 490.366 680.787 735.261 Provision for pension plan (Note 17c) 482.942 441.374 461.848 414.865 Other current assets 1.444.258 1.958.862 535.395 744.528 Payroll and related charges 1.196.281 873.561 978.222 653.812 60.235.190 52.786.200 44.694.731 35.443.270 Contingency accrual (Note 20a) 167.645 339.612 167.645 333.111 Noncurrent assets Advances from customers 1.626.854 780.028 1.054.783 381.719 Accounts receivable, net (Note 4) 1.587.771 1.914.788 28.151.479 35.220.122 Other payables 3.281.717 3.371.877 1.780.189 1.613.792 Petroleum and Alcohol Account - STN (Note 7) 769.524 748.788 769.524 748.788 42.360.150 36.725.887 47.695.680 47.937.350 Marketable securities (Note 8) 618.091 858.873 7.601 4.840 Long-term liabilities Project financings (Note 9a) 569.030 1.830.257 Financing (Note 13) 34.439.489 42.976.885 6.408.872 8.589.120 Advances to suppliers 684.235 958.692 684.235 958.692 Subsidiaries and affiliated companies (Note 5b) 39.954 276.328 1.925.046 3.420.119 Judicial deposits (Note 10) 1.818.185 1.815.104 1.443.834 1.068.657 Deferred income tax and social contribution (Note 16c) 8.461.721 7.474.135 6.270.290 5.263.660 Investments in privatization process (Note 11d) 3.454 331.589 1.475 1.476 Provision for pension plan (Note 17c) 1.898.360 696.273 1.749.036 601.347 Prepaid expenses (Note 12e) 1.362.800 1.513.045 1.060.967 1.076.077 Provision for health care benefits (Note 17c) 7.030.939 5.673.650 6.477.127 5.214.410 Advance for migration - pension plan (Note 17a) 1.205.358 1.217.612 1.205.358 1.217.612 Contingency accrual (Note 20a) 614.568 632.721 225.251 220.721 Deferred income tax and social contribution (Note 16c) 4.337.361 4.148.685 2.333.641 2.030.268 Other payables 3.228.563 2.766.832 2.558.578 2.135.582 Compulsory loans ELETROBRAS 117.811 117.488 117.811 117.488 55.713.594 60.496.824 25.614.200 25.444.959 Inventories (Note 6) 492.777 265.296 492.777 265.296 Deferred income 483.274 502.171 Other noncurrent assets 1.104.861 1.018.548 763.816 588.090 Minority interest 6.178.854 4.811.315 14.102.228 14.908.508 37.601.550 45.127.663 Shareholders' equity (Note 19) Permanent assets Capital 33.235.445 33.235.445 33.235.445 33.235.445 Investments (Note 11b) 2.280.702 2.078.758 20.366.625 14.048.878 Capital reserves 372.064 354.673 372.064 354.673 Property, plant and equipment (Note 12) 105.429.354 93.323.224 50.772.065 42.582.076 Revaluation reserve 60.120 69.094 60.120 69.094 Deferred charges 1.473.634 1.569.676 578.175 434.058 Revenue reserves 45.117.607 28.470.957 47.035.637 30.594.424 109.183.690 96.971.658 71.716.865 57.065.012 78.785.236 62.130.169 80.703.266 64.253.636 Total assets 183.521.108 164.666.366 154.013.146 137.635.94 Total liabilities and shareholders' equity 183.521.108 164.666.366 154.013.146 137.635.945 The accompanying notes form an integral part of these financial statements. 20 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 21
  • 13. Statement of Income Statement of Changes in Financial Position Years ended December 31, 2005 and 2004 Years ended December 31, 2005 and 2004 (In thousands of reais, except per share amounts) (In thousands of reais) CONSOLIDATED PARENT COMPANY CONSOLIDATED PARENT COMPANY 2005 2004 2005 2004 2005 2004 2005 2004 Gross operating revenues Financial resources were provided by Sales Operations: Products 177.595.324 149.973.540 143.276.549 119.709.723 Net income for the year 23.724.723 16.887.398 23.450.082 17.754.171 Services, mainly freight 1.469.960 466.619 389.181 315.004 Minority interest 1.022.923 1.683.100 179.065.284 150.440.159 143.665.730 120.024.727 Equity pickup 158.529 129.761 (1.816.395) (1.345.357) Sales deductions (42.460.206) (39.312.400) (37.843.204) (34.450.292) Goodwill/discount - amortization 91.595 14.900 34.372 (4.522) Net operating revenues 136.605.078 111.127.759 105.822.526 85.574.435 Dividends 172.977 202.545 990.935 546.885 Cost of products and services sold (77.107.946) (65.069.329) (57.512.113) (48.607.576) Depreciation and amortization 8.034.716 6.868.355 3.739.373 3.807.002 Gross profit 59.497.132 46.058.430 48.310.413 36.966.859 Transactions with subsidiaries and affiliated companies 3.277.858 (13.248.121) Net book value of permanent assets written off 3.999.654 1.774.139 Operating expenses Proceeds from the sale of platforms and vessels 2.411.575 2.734.006 1.106.798 1.097.034 Selling (5.477.419) (4.751.890) (4.195.157) (2.858.630) Proceeds from the sale of equipment (6.453) (40.168) Financial (Note 14) Monetary and exchange variation and net earnings Expenses (4.564.773) (5.180.059) (2.242.658) (2.252.841) on noncurrent assets and long-term liabilities (4.083.087) (2.015.160) (768.921) 127.926 Income 1.351.410 1.276.134 2.369.097 1.611.385 Employee benefits and other provisions 3.306.932 2.555.545 2.928.199 2.195.396 Net monetary and exchange variation (Note 14) 370.536 583.346 (1.187.233) 77.243 Deferred income tax and social contribution, net 1.983.578 1.733.745 491.471 821.126 General and administrative Other 19.167 (70.291) Directors' fees (28.845) (26.390) (4.089) (3.214) 40.824.117 32.568.334 33.446.486 11.641.081 Administrative (5.401.953) (4.117.811) (3.449.664) (2.596.338) Other sources: Taxes (895.208) (1.255.033) (443.415) (807.547) Financing 5.747.298 4.573.214 373.199 369.624 Cost of research and technological development (934.600) (695.650) (932.627) (688.562) Credits and subventions for investments 17.391 14.808 17.391 14.808 Impairment (126.032) (55.205) (49.368) (55.205) Proceeds from the sale of equipment 506.187 2.516.454 2.488.610 2.662.895 Exploratory costs for the extraction of crude oil and gas (2.222.792) (1.682.664) (1.876.411) (1.164.741) 6.270.876 7.104.476 2.879.200 3.047.327 Benefits expenses (Note 17c) (2.011.016) (1.320.929) (1.888.903) (1.240.026) Total funds provided 47.094.993 39.672.810 36.325.686 14.688.408 Other operating expenses, net (Note 15) (2.626.419) (2.222.718) (2.692.062) (2.804.865) (22.567.111) (19.448.869) (16.592.490) (12.783.341) Financial resources were used for Increase in the Petroleum and Alcohol Account - STN 18.727 46.252 46.252 Participation in subsidiaries and affiliated companies Investments 910.167 3.041.246 1.214.962 Equity pickup (Note 11b) (250.124) (144.661) 1.782.023 1.349.879 Acquisition of minority interest 45.349 Operating income 36.679.897 26.464.900 33.499.946 25.533.397 Cost of exploration and developing Nonoperating expenses (124.531) (207.309) (199.982) (227.772) production of oil and gas 11.385.451 10.222.766 5.041.315 5.813.253 Other 15.186.497 10.385.981 7.677.517 7.094.042 Income before social contributions, Deferred charges 360.839 388.900 204.812 169.453 income tax, profit sharing for employees Increase in ventures under negotiation 907.459 615.991 and management and minority interest 36.555.366 26.257.591 33.299.964 25.305.625 Transfer of financing and suppliers to current liabilities 9.879.227 5.706.659 1.719.940 1.394.149 Social contribution (Note 16e) (2.845.244) (1.940.903) (2.466.083) (1.830.978) Decrease in other noncurrent asset accounts 913.592 1.093.189 582.606 1.273.477 Income tax (Note 16e) (7.956.912) (4.962.966) (6.537.799) (5.060.476) Increase in noncurrent assets 370.055 811.011 639.817 221.784 Proposed dividends 7.165.878 5.470.124 7.017.843 5.044.074 Income before profit sharing for employees Total funds used 45.280.266 35.080.398 26.832.555 22.887.437 and management and minority interest 25.753.210 19.353.722 24.296.082 18.414.171 Increase in working capital from subsidiary Profit sharing for employees merged and prior year adjustments 409.810 and management (Note 18) (1.005.564) (783.224) (846.000) (660.000) Increase (decrease) in working capital 1.814.727 4.182.602 9.493.131 (8.199.029) Income before minority interest 24.747.646 18.570.498 23.450.082 17.754.171 Minority interest (1.022.923) (1.683.100) Changes in working capital Net income for the year 23.724.723 16.887.398 23.450.082 17.754.171 Current assets: At end of year 60.235.190 52.786.200 44.694.731 35.443.270 Net income per share of paid-up At beginning of year 52.786.200 56.041.522 35.443.270 39.246.621 capital at year end - R$ 5,41 15,40 5,35 16,19 7.448.990 (3.255.322) 9.251.461 (3.803.351) Net income per share after split, Current liabilities: for comparison purpose – R$ 5,41 3,85 5,35 4,05 At end of year 42.360.150 36.725.887 47.695.680 47.937.350 At beginning of year 36.725.887 44.163.811 47.937.350 43.541.672 5.634.263 (7.437.924) (241.670) 4.395.678 The accompanying notes form an integral part of these financial statements. Increase (decrease) in working capital 1.814.727 4.182.602 9.493.131 (8.199.029) The accompanying notes form an integral part of these financial statements. 22 | PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 PETR OBRA S F I N A N C I A L A N A LY S I S A N D F I N A N C I A L S TAT E M E N T S 2005 23