Petrobras (PBR)

Major Shareholders

Petrobras

Our capital stock is composed of common shares and preferred shares, all without par value. On May 31, 2005, there were 634,168,418 outstanding common shares and 462,369,507 outstanding preferred shares. On April 24, 2000, effective as of May 23, 2000, our board of directors approved a 1 for 100 reverse stock split.

We have convened an extraordinary shareholders’ meeting for July 22, 2005 to approve a resolution to split our shares. If approved, each of our common and preferred shares will be split into four common and preferred shares, respectively. After the share split, our outstanding shares will be comprised of 2,536,673,672 common shares and 1,849,478,028 preferred shares and each of our ADS will represent 4 common or preferred shares, as the case may be.

Under the Brazilian Corporation Law, as amended, the number of non-voting shares of our company may not exceed two-thirds of the total number of shares. The Brazilian government is required by law to own at least a majority of our voting stock and currently owns 55.7% of our common shares, which are our only voting shares. The Brazilian government does not have any special voting rights, other than the right to always appoint a majority of our directors, irrespective of the rights our minority shareholders may have to elect directors, set forth in our by-laws.

The following table sets forth information concerning the ownership of our common shares and preferred shares as of May 31, 2005 by the Brazilian government, certain public sector entities and our officers and directors as a group. We are not aware of any other shareholder owning more than 5% of our common shares.

128

Table of Contents

In August 2000, the Brazilian government sold 180,609,768 of our common shares, reducing its percentage of ownership of our common shares from 84% to the current preferred 55.7%. In July 2001, BNDES sold 41,381,826 of our preferred shares, which constituted its entire holdings of our preferred shares.

On March 29, 2004 our shareholders approved an increase in our authorized capital from R$30 billion (U.S.$10.2 billion) to R$60 billion (U.S.$20.4 billion).

As of May 31, 2005, approximately 38.5% of our preferred shares and approximately 27.5% of our common shares were held of record in the United States directly or in the form of American Depositary Shares. As of May 31, 2005, we had approximately 176,470,211 record holders of preferred shares, or American Depositary Shares representing preferred shares, and approximately 174,204,004 record holders of common shares, or American Depositary Shares representing common shares, in the United States.

PIFCo

As of May 31, 2005, PIFCo’s capital stock was composed of 50,000 shares of common stock. All of PIFCo’s issued and outstanding shares are owned by us.