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

Form 20-F ___X___ Form 40-F _______

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

Yes _______ No___X____

Extraordinary General Meeting

The Extraordinary General Meeting held on August 30, 2005 at 3:00 p.m. in the auditorium of the Company’s registered offices located at Avenida República do Chile 65, 1^st floor in the city and state of Rio de Janeiro, deliberated and approved the following:

I.	Approval of the “PROTOCOL AND JUSTIFICATION OF THE OPERATION FOR THE PARTIAL AND DISPROPORTIONAL SPINNING OFF OF DOWNSTREAM PARTICIPAÇÕES LTDA AND THE INCORPORATION OF THE DIVESTED PORTION BY PETRÓLEO BRASILEIRO S.A. - PETROBRAS”, dated July 31 2005;
II.	Ratification of the nomination of ERNST & YOUNG, Auditores Independentes S/S for appraising the assets to be spun off and subsequently incorporated;
III.	Approval of the Valuation Report of the spun off portion to be incorporated by PETROBRAS;
IV.	Approval of the partial and disproportional spinning off of DOWNSTREAM PARTICIPAÇÕES LTDA, followed by the incorporation of the assets of the divested part of PETRÓLEO BRASILEIRO S.A. – PETROBRAS, according to the protocol and justification to which item “I” above refers;
V.	Authorization for the Executive Board to practice all necessary acts for the execution of the partial and disproportional spinning off of DOWNSTREAM PARTICIPAÇÕES LTDA, followed by the incorporation of the assets of the divested part of PETRÓLEO BRASILEIRO S.A. – PETROBRAS, and
VI.	Election as a member of the Board of Directors Mr. José Sergio Gabrielli Azevedo, in order to finish a mandate and in substitution of Mr. José Eduardo de Barros Dutra.

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

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