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.

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Acquisition of Passadena Refinery

The PRSI refinery has a capacity of 100,000 bbl/d and is currently being upgraded to meet new EPA Clean Air Standards for gasoline.

With the Petrobras step in, the refinery will be upgraded to handle around 70,000 bbl/d of heavy oil and feedstock, including Petrobras's Marlim production. The upgraded refinery will be ready in four years. After the revamp project all products will match USA highest standards.

This acquisition is in line with the objectives established in the Strategic Plan for the consolidation of Petrobras as an integrated energy company with a strong international presence, of expanding refining and commercialization activities (domestically and abroad) in conjunction with market growth and adding value to Petrobras’ raw materials (heavy oil ), focusing on the mix of higher-value products and better quality, using its technical expertise for converting light sweet crude refineries to process heavy feed stocks.

http: //www.petrobras.com.br/ri/english

Petróleo Brasileiro S.A – PETROBRAS
Investor Relations Department
Raul Adalberto de Campos– Executive Manager
E-mail: petroinvest@petrobras.com.br
Av. República do Chile, 65 - 2202-B
20031-912 – Rio de Janeiro, RJ
(55-21) 3224-1510 / 3224-9947

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