Edgar Filing: Companhia Vale do Rio Doce

6-K

United States
Securities and Exchange Commission

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer
Pursuant To Rule 13a-16 or 15d-16
of the
Securities Exchange Act of 1934

For the month of

August 2007

Companhia Vale do Rio Doce

Avenida Graça Aranha, No. 26
20030-900 Rio de Janeiro, RJ, Brazil
(Address of principal executive office)

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

(Check One) Form 20-F þ Form 40-F o

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

(Check One) Yes o No þ

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b). 82-___.)

Contents


A- Quarterly information			3
1- Balance Sheet			3
2- Statement of Income			4
3- Statement of Changes in Stockholders’ Equity			5
4- Statement of Cash Flows			6
5- Notes to the Quarterly information at June 30, 2007 and 2006			7
5.1- Operations			7
5.2- Presentation of Quarterly information			7
5.3- Principles and Practices of Consolidation			7
5.4- Significant Accounting Policies			7
5.5- Acquisitions and disposals			7
5.6- Inventories			8
5.7- Taxes to recover or offset			8
5.8- Income Tax and Social Contribution			9
5.9- Investments — Consolidated			10
5.10- Intangible — Consolidated			11
5.11- Property, Plant and Equipment			12
5.12- Loans and Financing			12
5.13- Contingent Liabilities			14
5.14- Provision for asset retirement obligations			15
5.15- Paid-up Capital			15
5.16- Notes Mandatory Convertible			16
5.17- Treasury Stock			16
5.18- Distribution to Stockholders			16
5.19- Financial Result			17
5.20- Financial Instruments — Derivatives			18
5.21- Selling, Administrative, Other Operating Expenses and Non Operating Income			20
6- Attachment I — Statement of Investments in Subsidiaries and Jointly-Controlled Companies			22
7- Report of the Independent Accountants			23
B- Additional Information			25
8- Cash generation (Not reviewed by independent auditors)			25


9- Management’s Discussion and Analysis of the Operating Results for the Period Ended June 30, 2007			26
9.1- Comments on Consolidated Operating Results for the periods ended June 30, 2007 and June 30, 2006			27
9.1.1- Gross revenue			27
9.1.2- Cost of products and services			29
9.1.3- Selling expenses and administrative expenses			29
9.1.4- Research and development			29
9.1.5- Other operating expenses			29
9.1.6- Net financial results			29
9.1.7- Income tax and social contribution			29
9.2- Comments on the Parent Company Results for the periods ended June 30, 2007 and June 30, 2006			30
9.2.1- Gross revenue			30
9.2.2- Cost of products and services			30
9.2.3- Gross margin			30
9.2.4- Results of shareholdings			30
9.2.5- Selling expenses and administrative expenses			30
9.2.6- Research and development			30
9.2.7- Other operating expenses (income)			30
9.2.8- Net financial results			30
9.2.9- Income tax and social contribution			30
10- Board of Directors, Fiscal Council, Advisory Committees and Executive Officers			31

A-Quarterly information

(A free translation of the original in Portuguese relating to the Quarterly information prepared in thousands in accordance with the requirements of Accounting Practices Generally Accepted in Brazil)


1-		Balance Sheet


Balances in				In thousands of reais


			Consolidated				Parent Company
	Notes		06/30/07		03/31/07		06/30/07		03/31/07
Assets
Current assets
Cash and cash equivalents				3,652,203		8,326,983		159,915		192,617
Accounts receivable from customers				8,103,943		8,123,929		1,984,284		6,019,501
Related parties				42,633		63,068		491,444		1,693,752
Inventories		5.6		6,812,292		6,838,024		1,277,158		1,228,229
Taxes to recover or offset		5.7		1,047,236		1,037,704		445,463		526,713
Deferred income tax and social contribution				1,134,512		903,650		748,164		654,902
Other				948,187		1,046,412		263,380		211,673

				21,741,006		26,339,770		5,369,808		10,527,387

Non-current assets
Long-term receivables
Related parties				2,112		343		3,411,061		354,680
Loans and financing				241,362		240,585		112,611		110,940
Deferred income tax and social contribution				672,420		1,613,155		210,963		286,101
Judicial deposits				1,067,339		958,198		663,351		636,080
Taxes to recover or offset		5.7		564,950		636,440		219,976		222,954
Advances to energy suppliers				1,078,036		1,011,455		—		—
Provisions for derivatives		5.20		753,863		322,226		637,908		313,389
Prepaid expenses				562,929		603,540		901		15,735
Outros				299,084		243,490		97,001		84,060

				5,242,095		5,629,432		5,353,772		2,023,939

Investments		5.9		1,565,287		1,942,366		57,110,000		55,065,376
Intagibles		5.10		12,728,559		11,514,663		12,301,305		11,499,478
Property, plant and equipment		5.11		86,665,943		79,832,426		26,050,475		25,974,479
Deferred charges				128,809		145,951		—		—

				101,088,598		93,435,406		95,461,780		92,539,333

				128,071,699		125,404,608		106,185,360		105,090,659

Liabilities, and stockholders’ equity
Current liabilities
Short-term debt		5.12		561,151		2,503,185		—		2,085,499
Current portion of long-term debt		5.12		1,581,371		1,651,271		517,243		611,979
Payable to suppliers and contractors				3,983,169		5,096,952		1,461,824		1,294,361
Related parties				52,735		44,488		4,205,078		2,989,046
Payroll and related charges				933,990		749,102		407,075		262,652
Pension Plan				223,546		221,854		86,784		76,274
Dividends and interest on stockholders’ equity				1,642,379		3,189,095		1,549,691		3,189,095
Taxes and contributions				2,716,930		1,777,952		116,503		75,856
Other				1,422,612		1,157,343		370,339		465,698

				13,117,883		16,391,242		8,714,537		11,050,460

Non-current liabilities
Long-term liabilities
Long-term debt		5.12		36,272,832		45,585,892		9,015,804		13,882,448
Related parties				664		676		31,017,190		31,958,659
Provisions for contingencies		5.13		2,541,840		2,420,727		1,579,315		1,511,962
Deferred income tax and social contribution				9,010,261		3,449,256		—		—
Pension Plan				3,890,810		4,054,194		538,420		560,170
Provision for asset retirement obligations		5.14		1,431,999		1,374,165		643,628		626,589
Provisions for derivatives		5.20		1,362,727		1,415,710		68,452		67,546
Other				2,377,782		1,781,918		1,510,177		1,240,661

				56,888,915		60,082,538		44,372,986		49,848,035

Deferred income				46,746		1,848		—		—

Minority interest				4,920,318		4,736,816		—		—

Stockholders’ equity
Paid-up capital		5.15		28,000,000		19,492,401		28,000,000		19,492,401
Revenue reserves				22,034,004		24,699,763		22,034,004		24,699,763
Resources linked to the future mandatory conversion in shares		5.16		3,063,833		—		3,063,833		—

				53,097,837		44,192,164		53,097,837		44,192,164

				128,071,699		125,404,608		106,185,360		105,090,659

The additional information, notes and attachment I are an integral part of the quarterly information

(A free translation of the original in Portuguese relating to the Quarterly information prepared in thousands in accordance with the requirements of Accounting Practices Generally Accepted in Brazil)


2-		Statement of Income


Periods ended				In thousands of reais


			Consolidated															Parent Company
			Quarter									Accumulated						Accumulated
	Notes		2Q/07			1Q/07			2Q/06			06/30/07			06/30/06			06/30/07			06/30/06
Operating revenues		9.1e2
Ore and metals				15,245,460			13,920,184			7,251,574			29,165,644			13,403,378			9,294,055			7,791,323
Transport services				952,034			807,377			895,968			1,759,411			1,599,612			952,478			902,429
Sales of aluminum-related products				1,492,048			1,432,302			1,544,296			2,924,350			2,596,848			91,651			20,889
Sales of steel products				333,445			331,625			381,832			665,070			730,741			—			—
Other products and services				174,044			137,422			56,995			311,466			81,210			59,606			38,215

				18,197,031			16,628,910			10,130,665			34,825,941			18,411,789			10,397,790			8,752,856
Value Added taxes				(388,422	)		(379,547	)		(350,794	)		(767,969	)		(666,646	)		(556,423	)		(479,643	)

Net operating revenues				17,808,609			16,249,363			9,779,871			34,057,972			17,745,143			9,841,367			8,273,213


Cost of products and services		9.1e2
Ores and metals				(5,548,458	)		(5,585,696	)		(2,815,494	)		(11,134,154	)		(5,413,640	)		(5,262,072	)		(4,435,139	)
Transport services				(576,223	)		(512,073	)		(426,850	)		(1,088,296	)		(879,814	)		(368,108	)		(342,789	)
Aluminum-related products				(833,872	)		(773,254	)		(761,378	)		(1,607,126	)		(1,362,055	)		(52,157	)		(89,553	)
Steel products				(300,981	)		(310,695	)		(308,211	)		(611,676	)		(587,117	)		—			—
Other products and services				(149,942	)		(65,109	)		(38,789	)		(215,051	)		(52,806	)		(19,800	)		(15,403	)

				(7,409,476	)		(7,246,827	)		(4,350,722	)		(14,656,303	)		(8,295,432	)		(5,702,137	)		(4,882,884	)


Gross profit				10,399,133			9,002,536			5,429,149			19,401,669			9,449,711			4,139,230			3,390,329

Gross margin				58.4	%		55.4	%		55.5	%		57.0	%		53.3	%		42.1	%		41.0	%

Operating expenses
Selling and Administrative		5.21		(566,962	)		(601,864	)		(511,794	)		(1,168,826	)		(947,587	)		(444,183	)		(414,099	)
Research and development				(305,396	)		(239,050	)		(222,030	)		(544,446	)		(378,088	)		(249,706	)		(235,122	)
Other operating expenses		5.21		(332,394	)		(81,624	)		(175,902	)		(414,018	)		(364,727	)		39,379			(244,775	)

				(1,204,752	)		(922,538	)		(909,726	)		(2,127,290	)		(1,690,402	)		(654,510	)		(893,996	)

Operating profit before financial results and results of equity investments				9,194,381			8,079,998			4,519,423			17,274,379			7,759,309			3,484,720			2,496,333


Results of equity investments

Gain on investments accounted for by the equity method		5.9		18,535			34,626			75,422			53,161			152,196			12,101,854			4,950,619
Provision for losses				—			—			—			—			—			16,618			(58,095	)
Exchange variation in stockholders ´equity and goodwill of companies abroad				(588,982	)		(24,542	)		(446	)		(613,524	)		(22,869	)		(5,521,606	)		(611,129	)

				(570,447	)		10,084			74,976			(560,363	)		129,327			6,596,866			4,281,395

Amortization of goodwill		5.10		(364,511	)		(262,654	)		(132,256	)		(627,165	)		(170,197	)		(622,740	)		(170,197	)

				(934,958	)		(252,570	)		(57,280	)		(1,187,528	)		(40,870	)		5,974,126			4,111,198

Financial results, net		5.19		(47,014	)		(208,342	)		(466,405	)		(255,356	)		(725,459	)		1,773,843			(33,925	)

Non-operating income		5.21		1,260,766			—			736,866			1,260,766			756,192			1,256,941			19,326

Income before income tax and social contribution				9,473,175			7,619,086			4,732,604			17,092,261			7,749,172			12,489,630			6,592,932
Income tax and social contribution		5.8		(3,195,630	)		(2,074,729	)		(593,102	)		(5,270,359	)		(1,178,436	)		(1,552,467	)		(503,273	)

Income before minority interests				6,277,545			5,544,357			4,139,502			11,821,902			6,570,736			10,937,163			6,089,659
Minority interests				(435,705	)		(449,034	)		(234,405	)		(884,739	)		(481,077	)		—			—

Net income for the period				5,841,840			5,095,323			3,905,097			10,937,163			6,089,659			10,937,163			6,089,659


Number of shares outstanding at the end of the period (in thousands)				2,416,195			2,416,195			2,430,062			2,416,195			2,430,062			2,416,195			2,430,062


Net earnings per share outstanding at the end of the period (R$)				2.42			2.11			1.61			4.53			2.51			4.53			2.51

The additional information, notes and attachment I are an integral part of the quarterly information

(a) Includes 15,147,728 and 28,291,020 preferred and common shares, respectively, linked to issue of Notes, mandatory convertible (vide note 5.16).

(A free translation of the original in Portuguese relating to the Quarterly information prepared in accordance with the requirements of Accounting Practices Generally Accepted in Brazil)


3-		Statement of Changes in Stockholders’ Equity


Balances in				In thousands of reais


			Retained earnings
																				Proceeds
																				related
																				to invoice
																				mandatorilly
	Paid-up		Expansion/			Treasury					Unrealized						Fiscal			convertible		Retained
	capital		Investments			stock			Depletion		income			Legal			incentives			in shares		earnings			Total
December 31, 2005		14,000,000		8,462,996			(131,300	)		—		236,167			1,399,413			83,365			—		—			24,050,641

Capital Increase		5,492,401		—			—			—		—			—			—			—		—			5,492,401
Net income for the year		—		—			—			—		—			—			—			—		13,431,005			13,431,005
Realization of reserves		—		—			—			—		(113,667	)		—			—			—		113,667			—
Treasury stock		—		—			(659,007	)		—		—			—			—			—		—			(659,007	)
Interim dividends		—		—			—			—		—			—			—			—		(29,185	)		(29,185	)
Stockholder’s remuneration proposed		—		—			—			—		—			—			—			—		(3,189,095	)		(3,189,095	)
Appropriation to revenue reserves		—		9,645,367			—			—		—			671,550			9,475			—		(10,326,392	)		—

December 31, 2006		19,492,401		18,108,363			(790,307	)		—		122,500			2,070,963			92,840			—		—			39,096,760
Treasury stock		—		—			81			—		—			—			—			—		—			81
Net income for the period		—		—			—			—		—			—			—			—		5,095,323			5,095,323

March 31, 2007		19,492,401		18,108,363			(790,226	)		—		122,500			2,070,963			92,840			—		5,095,323			44,192,164
Treasury stock		—		—			—			—		—			—			—			—		—			—
Net income for the period		—		—			—			—		—			—			—			—		5,841,840			5,841,840
Capitalization of reserves		8,507,599		(7,672,690	)		—			—		—			(751,545	)		(83,364	)		—		—			—
Proceeds related to invoice mandatorilly convertible in shares		—		—			—			—		—			—			—			3,063,833		—			3,063,833

June 30, 2007		28,000,000		10,435,673			(790,226	)		—		122,500			1,319,418			9,476			3,063,833		10,937,163			53,097,837

The additional information, notes and attachment I are an integral part of the quarterly information

(A free translation of the original in Portuguese relating to the Quarterly information prepared in thousands in accordance with the requirements of Accounting Practices Generally Accepted in Brazil)


4-		Statement of Cash Flows


Periods ended				In thousands of reais


	Consolidated															Parent Company
	Quarter									Accumulated						Accumulated
	2Q/07			1Q/07			2Q/06			06/30/07			06/30/06			06/30/07			06/30/06
Cash flows from operating activities:
Net income for the period		5,841,840			5,095,323			3,905,097			10,937,163			6,089,659			10,937,163			6,089,659
Adjustments to reconcile net income for the period with cash provided by operating activities:
Results of equity investments		934,958			252,570			57,280			1,187,528			40,870			(5,974,126	)		(4,111,198	)
Sale of assets		(1,260,766	)		—			(736,866	)		(1,260,766	)		(756,192	)		(1,256,941	)		(19,326	)
Depreciation, amortization and depletion		1,015,200			805,021			445,923			1,820,221			866,252			671,262			465,626
Deferred income tax and social contribution		(505,096	)		(328,286	)		95,560			(833,382	)		19,010			(74,010	)		(67,953	)
Financial expenses and monetary and exchange rate variations on assets and liabilities, net		(1,600,034	)		228,093			64,191			(1,371,941	)		(589,677	)		(3,787,263	)		(452,305	)
Minority interest		435,705			449,034			234,405			884,739			481,077			—			—
Disposal of property, plant and equipment		435,063			81,218			60,059			516,281			78,712			420,463			33,464
Amortization of goodwill in the cost of products sold		—			51,416			94,090			51,416			186,077			51,366			183,974
Net losses (gains) on derivatives		(297,869	)		(166,846	)		107,435			(464,715	)		265,116			(803,650	)		25,707
Dividends/interest on stockholders’ equity received		45,469			—			93,786			45,469			95,113			1,596,961			826,113
Other		(167,457	)		342,542			(24,506	)		175,085			(2,488	)		306,274			62,886

		4,877,013			6,810,085			4,396,454			11,687,098			6,773,529			2,087,499			3,036,647

Decrease (increase) in assets:
Accounts receivable		(617,857	)		360,078			(895,971	)		(257,779	)		(403,515	)		(105,113	)		(205,264	)
Inventories		(139,301	)		(181,494	)		89,591			(320,795	)		(98,766	)		(100,755	)		(109,505	)
Advances to energy suppliers		(66,581	)		(66,942	)		(66,786	)		(133,523	)		(134,348	)		—			—
Other		318,355			(775,705	)		210,128			(457,350	)		(193,942	)		354,922			163,256

		(505,384	)		(664,063	)		(663,038	)		(1,169,447	)		(830,571	)		149,054			(151,513	)

Increase (decrease) in liabilities:
Suppliers and contractors		1,449,432			(844,892	)		242,012			604,540			(599,956	)		(227,949	)		(368,940	)
Payroll and related charges and Other		193,620			(362,015	)		109,629			(168,395	)		(132,081	)		(87,185	)		(138,242	)
Taxes and contributions		294,370			(68,022	)		267,800			226,348			(61,616	)		37,372			479
Other		1,067,176			(760,551	)		(147,612	)		306,625			(433,122	)		708,348			(376,093	)

		3,004,598			(2,035,480	)		471,829			969,118			(1,226,775	)		430,586			(882,796	)

Net cash provided by operating activities		7,376,227			4,110,542			4,205,245			11,486,769			4,716,183			2,667,139			2,002,338


Cash flows from investing activities:
Loans and advances receivable		51,768			13,000			(180,756	)		64,768			(154,985	)		353,882			83,684
Guarantees and deposits		(65,772	)		(73,143	)		(28,305	)		(138,915	)		(80,069	)		(115,573	)		(59,413	)
Additions to investments		(65,675	)		(31,570	)		—			(97,245	)		(112,081	)		(1,494,443	)		(3,140,402	)
Additions to property, plant and equipment		(3,381,047	)		(2,439,298	)		(2,434,198	)		(5,820,345	)		(4,133,333	)		(1,763,210	)		(2,926,093	)
Proceeds from disposal of property, plant and equipment/investments		1,302,233			—			970,440			1,302,233			1,018,793			1,944,595			63,702
Net cash used in acquisitions and increase of funds to subsidiaries, net of the cash to subsidiary		(2,077,016	)		(4,327,053	)		—			(6,404,069	)		—			—			—

Net cash used in investing activities		(4,235,509	)		(6,858,064	)		(1,672,819	)		(11,093,573	)		(3,461,675	)		(1,074,749	)		(5,978,522	)


Cash flows from financing activities:
Short-term debt additions		3,614,521			1,301,038			4,033,271			4,915,559			5,646,259			1,926,762			3,079,366
Short-term debt repayments		(5,264,614	)		(744,480	)		(4,087,908	)		(6,009,094	)		(5,545,716	)		(599,119	)		(3,176,972	)
Long-term debt		180,363			14,132,541			27,965			14,312,904			3,118,664			16,259,207			5,923,127
Issue of notes convertible, in share’s commom		2,481,454			—			—			2,481,454			—			—			—
Issue of notes convertible, in share’s preferred		1,119,448			—			—			1,119,448			—			—			—
Repayments:
Related parties		—			—			—			—			—			(47,529	)		—
Financial institutions		(7,850,098	)		(13,271,198	)		(449,775	)		(21,121,296	)		(1,188,871	)		(17,505,910	)		(418,608	)
Interest on stockholders’ equity payed to stockholders		(2,096,572	)		(121,452	)		(1,377,591	)		(2,218,024	)		(1,432,346	)		(1,669,057	)		(1,392,300	)
Treasure stock		—			81			(53,797	)		81			(53,797	)		81			(53,797	)

Net cash provided by (used in) financing activities		(7,815,498	)		1,296,530			(1,907,835	)		(6,518,968	)		544,193			(1,635,565	)		3,960,816

Increase (decrease) in cash and cash equivalents		(4,674,780	)		(1,450,992	)		624,591			(6,125,772	)		1,798,701			(43,175	)		(15,368	)
Cash and cash equivalents, beginning of the period		8,326,983			9,777,975			3,877,362			9,777,975			2,703,252			203,090			131,467

Cash and cash equivalents, end of the period		3,652,203			8,326,983			4,501,953			3,652,203			4,501,953			159,915			116,099

Cash paid during the period for:
Short-term interest		(83,337	)		(18,153	)		(8,170	)		(101,490	)		(16,045	)		(76,521	)		(9,488	)
Long-term interest		(788,129	)		(444,827	)		(164,077	)		(1,232,956	)		(383,220	)		(1,375,910	)		(194,715	)
Income tax and social contribution		(2,981,336	)		(890,400	)		(101,492	)		(3,871,736	)		(533,428	)		(963,739	)		(386,892	)
Non-cash transactions:
Additions to property, plant and equipment — interest capitalization		(187,307	)		(78,223	)		88,562			(265,530	)		(131,606	)		(215,878	)		(139,156	)
Transfer of advance for future capital increase to investments		—			—			—			—			—			(13,560	)		(253,720	)
Compensated income tax and social contribution		(611,795	)		(262,172	)		(77,646	)		(873,967	)		(159,724	)		(670,242	)		(51,509	)

The additional information, notes and attachment I are an integral part of the quarterly information

(A free translation of the original in Portuguese relating to the Quarterly information prepared in accordance with the requirements of Accounting Practices Generally Accepted in Brazil)


5-		Notes to the Quarterly information at June 30, 2007 and 2006

Expressed in thousands of reais


5.1-		Operations

Companhia Vale do Rio Doce is a publicly traded corporation whose predominant activities are mining, processing and sale of iron ore, pellets, copper concentrate and potash, as well as logistic services, power generation and mineral research and development. In addition, through its direct and indirect subsidiaries and jointly controlled companies, CVRD operates in iron ore and pellets, nickel, copper, precious metals, cobalt (by product), manganese and ferroalloys, kaolin, steel, aluminum-related products and logistics.


5.2-		Presentation of Quarterly information

The quarterly information has been prepared in conformity with accounting practices followed in Brazil, based on corporate legislation, as well as the rules and guidelines issued by the Comissão de Valores Mobiliários — CVM (Brazilian Securities Commission).

As part of the quarterly information, the Company presents as complemental information the calculation of the earnings before financing results, equity results, income tax and social contribution, depreciation and amortization — LAJIDA (EBITDA)

Although the EBITDA, as defined before, does not provide valuation for operational cash flow for Brazilian accounting principles, it is often used by financial analysts on valuation of our business and Management uses this indicator to measure our operational performance.


5.3-		Principles and Practices of Consolidation

The consolidated quarterly information shows the balances of assets and liabilities on 06/30/07 and 03/31/07 and the operations of the Parent Company, its direct and indirect subsidiaries and its jointly-controlled companies of the periods ended 03/30/07 and 03/31/07 and 06/30/06. The principal figures of the subsidiaries and jointly-controlled companies included in the consolidation are presented in Attachment I. Since December 31, 2006 there have been no changes in the consolidation practices followed by CVRD.


5.4-		Significant Accounting Policies

(a)		The financial statements that are being presented have been prepared following the principles, methods and criteria on a consistent basis in relation to those adopted in the closing of the year ended 31/12/2006; and

(b)		In preparing the condensed consolidated financial statements, the Company is required to use estimates to account for certain assets, liabilities, and transactions. Therefore the consolidated financial statements include various estimates concerning the selection of useful lives of property, plant and equipment, provisions for losses on assets, contingent liabilities, operational provisions and other similar evaluations. Actual results may vary from the estimates.


5.5-		Acquisitions and disposals

(a)		In June 2007, the company sold through a primary and secondary public offering 25,213,664 common shares, representing 57.84% of total capital, from Log-In Logística Intermodal S.A. for R$347,478 thousand and a gain on sale of R$300,924 and gain on capital of R$115,607. The Company now holds 36.37% of total capital and total capital of this entity, which is recognized as an equity investee.

(b)		In May 2007, the company sold in a public offering 13,802,499 Usiminas shares not subject to the shareholders’ agreement and received total proceeds of R$1,475,484 generating a gain of R$839,428. The company remained with 6,608,608 shares bound by the current shareholders agreement of Usiminas.

(c)		In May 2007, the company acquired 6.25% of EBM for R$466,781 under an agreement that grants us control of EBM during the next 30 years, including the right to dividends. In exchange, CVRD will pay a total of US$ 61 million (equivalent to R$116,444 in June 30, 2007) in 2007 and 29 annual portions of US$ 48 million (equivalent to R$92,640 in June 30, 2007).

(d)		On January 3, 2007, the company finalized the process of acquisition of Inco with the acquisition of the additional participation of 12.27% for R$4 billion. The total acquisition reached the amount of R$36 billion. The special meeting of shareholders of Inco, was approved the amalgamation of Inco with Itabira Canada Inc. (Itabira Canada), a wholly owned indirect subsidiary of CVRD. Pursuant to the amalgamation, Inco will become a wholly owned subsidiary of CVRD and change its name to “CVRD Inco Limited” (CVRD Inco).

		To improve comparability presents, the consolidated statement of income if the acquisition had been made on the second semester of 2006.

Summarized Consolidated Statement of Income of CVRD and CVRD Inco (unaudited)


	Quarter									Accumulated
	2Q/06									06/30/06
	CVRD			CVRD INCO			Total			CVRD			CVRD INCO			Total
Net operating revenues		9,779,871			3,968,780			13,748,651			17,745,143			6,629,803			24,374,946
Cost of products and services		(4,350,722	)		(2,380,393	)		(6,731,115	)		(8,295,432	)		(4,166,860	)		(12,462,292	)

Gross profit		5,429,149			1,588,387			7,017,536			9,449,711			2,462,943			11,912,654
Operating expenses		(909,726	)		(286,610	)		(1,196,336	)		(1,690,402	)		(479,979	)		(2,170,381	)

Operating profit before financial results and results of equity investments		4,519,423			1,301,777			5,821,200			7,759,309			1,982,964			9,742,273

Results of equity investments		(57,280	)		—			(57,280	)		(40,870	)		—			(40,870	)
Financial results, net		(466,405	)		(595,098	)		(1,061,503	)		(725,459	)		(581,914	)		(1,307,373	)
Non-operating income		736,866			—			736,866			756,192			—			756,192

Income before income tax and social contribution		4,732,604			706,679			5,439,283			7,749,172			1,401,050			9,150,222
Income tax and social contribution		(593,102	)		(220,974	)		(814,076	)		(1,178,436	)		(458,291	)		(1,636,727	)

Income before minority interests		4,139,502			485,705			4,625,207			6,570,736			942,759			7,513,495
Minority interests		(234,405	)		(52,509	)		(286,914	)		(481,077	)		(92,061	)		(573,138	)

Net income for the period		3,905,097			433,196			4,338,293			6,089,659			850,698			6,940,357

(e)		In April 2007, Vale acquired 100% of AMCI Holdings Australia Pty — AMCI HÁ, a private company held in Australia, which operates and controls coal assets through joint ventures, for R$1,328,268.

(f)		In March 2007, Vale acquired the remaining 18% interest in Ferro Gusa held by Nucor do Brasil S.A. for R$40,584. As a result CVRD now owns 100% of Ferro Gusa’s shares


5.6-		Inventories


	Consolidated				Parent Company
	06/30/07		03/31/07		06/30/07		03/31/07
Finished products
Iron ore and pellets		892,339		844,938		536,376		461,304
Manganese and ferroalloys		215,315		214,340		—		—
Aluminum products		239,276		324,412		—		—
Copper		16,960		34,363		16,960		34,363
Nickel, co-products and sub products Inco		3,144,044		3,143,296		—		—
Steel products		81,369		89,704		—		—
Other		180,717		146,283		4,601		4,491

		4,770,020		4,797,336		557,937		500,158
Spare parts and maintenance supplies		2,042,272		2,040,688		719,221		728,071

		6,812,292		6,838,024		1,277,158		1,228,229


5.7-		Taxes to recover or offset


	Consolidated				Parent Company
	06/30/07		03/31/07		06/30/07		03/31/07
Income tax		216,049		162,027		5,529		13,447
Value-added tax — ICMS		623,179		630,702		476,786		473,729
PIS and COFINS		655,767		639,505		125,913		126,231
INSS		30,353		28,682		27,949		25,972
Others		86,838		213,228		29,262		110,288

Total		1,612,186		1,674,144		665,439		749,667

Current		1,047,236		1,037,704		445,463		526,713
Non-current		564,950		636,440		219,976		222,954

		1,612,186		1,674,144		665,439		749,667


5.8-		Income Tax and Social Contribution

The amounts reported as income tax and social contribution, which affected the results for the period, are as follows:


	Consolidated															Parent Company
	Quarter									Accumulated						Accumulated
	2Q/07			1Q/07			2Q/06			06/30/07			06/30/06			06/30/07			06/30/06
Income before income tax and social contribution		9,473,175			7,619,086			4,732,604			17,092,261			7,749,172			12,489,630			6,592,932
Results of equity investment		934,958			252,570			57,280			1,187,528			40,870			(5,974,126	)		(4,111,198	)
Results on sale of assets to be not subject taxation		—			—			(736,866	)		—			(756,192	)		—			(19,326	)

		10,408,133			7,871,656			4,053,018			18,279,789			7,033,850			6,515,504			2,462,408

Income tax and social contribution at combined tax rates		34	%		34	%		34	%		34	%		34	%		34	%		34	%

Federal income tax and social contribution at statutory rates		(3,538,765	)		(2,676,363	)		(1,378,026	)		(6,215,128	)		(2,391,509	)		(2,215,271	)		(837,219	)
Adjustments to net income w hich modify the effect on the results for the period:

Income tax benefit from interest on stockholders’ equity		214,283			211,239			184,154			425,522			382,618			425,522			382,618

Fiscal incentives		73,138			106,869			97,977			180,007			167,405			83,931			4,780
Results of overseas companies taxed by aliquot less than the parent company		164,661			395,727			467,349			560,388			714,759			—			—
Reduced incentive aliquot		25,503			19,144			26,705			44,647			44,648			—			—
Other		(134,450	)		(131,345	)		8,739			(265,795	)		(96,357	)		153,351			(53,452	)

Income tax and social contribution on the result of the period		(3,195,630	)		(2,074,729	)		(593,102	)		(5,270,359	)		(1,178,436	)		(1,552,467	)		(503,273	)

The Company has certain tax incentives relative to the manganese operations in Carajás, bauxite in Oriximiná , potash operations in Rosario do Catete, alumina and aluminum operations in Barcarena and kaolin operations in Ipixuna and Mazagão. The incentives relative to manganese comprise partial exemption up to 2013. The incentive relating to alumina and potash comprise full income tax exemption on defined production levels, which expire in 2009 and 2013, respectively, while the partial exemption incentives relative to aluminum and kaolin expire in 2013 and Bauxite in 2008. An amount equal to the tax saving must be appropriated to a reserve account within stockholders’ equity and may not be distributed in the form of cash dividends.

CVRD also has tax incentives related to Goro Project in New Caledonia. These incentives include an income tax holiday during the construction phase of the project and throughout a 15-year period commencing in the first year in which commercial production, as defined by the applicable legislation, is achieved followed by a five-year, 50 per cent income tax holiday.

In addition, Goro qualifies for certain exemptions from indirect taxes such as import duties during the construction phase and throughout the commercial life of the project. Certain of these tax benefits, including the income tax holiday, are subject to an earlier phase out should the project achieve a specified cumulative rate of return. The Company is subject to a branch profit tax commencing in the first year in which commercial production is achieved, as defined by the applicable legislation. To date, there is not any net income for New Caledonia tax purposes. The benefits of this legislation are expected to apply with respect to any taxes otherwise payable once the Goro project is in operation.


5.9-		Investments — Consolidated


					Equity Results
	Investments				Quarter							Accumulated
	06/30/07		03/31/07		2Q/07			1Q/07		2Q/06		06/30/07			06/30/06
Usinas Siderúrgicas de Minas Gerais S.A. — USIMINAS (a)		308,661		949,761		—			—		59,473		—			115,795
Log-In — Logistica Intermodal S/A		176,687		—		(4,339	)		—		—		(4,339	)		—
Shandong Yankuang International Company Ltd.		41,095		47,240		(3,783	)		7		—		(3,776	)		—
Henan Longyu Resources Co. Ltd.		257,461		247,369		27,661			19,904		9,931		47,565			24,308
ThyssenKrupp CSA — Cia Siderúrgica (b)		277,088		225,898		—			—		—		—			—
Quadrem International Holdings Ltd. (b)		8,984		9,563		—			—		—		—			—
Jubilee Mines N.L ( b )		96,973		101,962		—			—		—		—			—
Lion Ore Mining International Ltd ( b )		58,697		59,086		—			—		—		—			—
Mirabela Nickel Ltd ( b )		52,682		19,991		—			—		—		—			—
Skye Resources Inc ( b )		146,183		150,413		—			—		—		—			—
Heron Resources Inc ( b )		16,442		17,502		—			—		—		—			—
Other		124,334		113,581		(1,004	)		14,715		6,018		13,711			12,093

		1,565,287		1,942,366		18,535			34,626		75,422		53,161			152,196


(a)		Investment accounted for the equity method until 2006, and at cost after it, this participation at market price on the balance sheet date is R$847,276; and

(b)		Investments at cost.


5.10-		Intangible — Consolidated


					Goodwill amortization
	Intangible				Quarter									Accumulated
Intangible by segment	06/30/07		03/31/07		2Q/07			1Q/07			2Q/06			06/30/07			06/30/06
Minério de ferro e pelotas (c)
Goodwill incorporated companies		4,546,311		4,676,205		(129,894	)		(129,894	)		(129,894	)		(259,788	)		(165,475	)
Goodwill of Minerações Brasileiras Reunidas — MBR		345,774		—		(2,906	)		—			—			(2,906	)		—
Goodwill of Sociedade de Mineração Estrela do Apolo		25,684		25,684		—			—			—			—			—
Other companies (b)		12,161		15,187		(2,613	)		(1,812	)		(2,362	)		(4,425	)		(4,722	)

		4,929,930		4,717,076		(135,413	)		(131,706	)		(132,256	)		(267,119	)		(170,197	)
Níquel
Goodwill of Inco Limited (c)		7,383,533		6,797,587		(229,098	)		(130,948	)		—			(360,046	)		—
Other rights		415,096		—		—			—			—			—			—

		7,798,629		6,797,587		(229,098	)		(130,948	)		—			(360,046	)		-

Total		12,728,559		11,514,663		(364,511	)		(262,654	)		(132,256	)		(627,165	)		(170,197	)


(a)		Merged companies (Caemi and Ferteco) — amortization of goodwill of incorporated operating companies is recorded in the cost of products sold of the Parent Company;

(b)		Goodwill not recorded in the parent company; and

(c)		Goodwill based on future results expectative (stated period of amortization of 10 years).


5.11 —		Property, Plant and Equipment

By business area:


	Consolidated
	06/30/07							03/31/07
			Accumulated
	Cost		depreciation			Net		Net

Ferrous
In operation		27,414,862		(10,909,656	)		16,505,206		16,737,928
Construction in progress		6,978,944		—			6,978,944		6,134,827

		34,393,806		(10,909,656	)		23,484,150		22,872,755


Non-Ferrous
In operation		38,960,026		(2,571,603	)		36,388,423		32,266,280
Construction in progress		12,650,074		—			12,650,074		11,265,288

		51,610,100		(2,571,603	)		49,038,497		43,531,568


Logistics
In operation		7,041,503		(2,453,967	)		4,587,536		4,268,130
Construction in progress		329,193		—			329,193		247,027

		7,370,696		(2,453,967	)		4,916,729		4,515,157


Holdings
In operation		8,350,333		(3,225,271	)		5,125,062		4,613,039
Construction in progress		2,593,236		—			2,593,236		2,813,368

		10,943,569		(3,225,271	)		7,718,298		7,426,407


Corporate Center
In operation		1,412,072		(523,633	)		888,439		825,688
Construction in progress		619,830		—			619,830		660,851

		2,031,902		(523,633	)		1,508,269		1,486,539

Total		106,350,073		(19,684,130	)		86,665,943		79,832,426


5.12 —		Loans and Financing

Current


	Consolidated				Parent Company
	06/30/07		03/31/07		06/30/07		03/31/07
Trade finance		388,908		2,335,576		—		2,085,499
Working capital		172,243		167,609		—		—

		561,151		2,503,185		—		2,085,499

Non-current


	Consolidated								Parent Company
	Current liabilities				Long-term liabilities				Current liabilities				Long-term liabilities
	06/30/07		03/31/07		06/30/07		03/31/07		06/30/07		03/31/07		06/30/07		03/31/07
Foreign operations
Loans and financing in:
U.S. dollars		440,397		411,771		13,698,910		22,603,862		343,494		294,218		1,346,458		6,140,298
Other currencies		35,014		7,105		582,388		27,272		7,257		7,105		22,298		27,272
Notes in U.S. dollars		—		—		13,048,878		13,890,261		—		—		—		—
Export securitization		134,453		159,800		446,772		502,637		—		—		—		—
Perpetual notes		—		—		165,669		175,328		—		—		—		—
Accrued charges		587,532		419,431		—		—		38,660		18,407		—		—

		1,197,396		998,107		27,942,617		37,199,360		389,411		319,730		1,368,756		6,167,570


Local operations
Indexed by TJLP, TR, IGP-M and CDI		166,364		157,511		2,283,238		2,287,517		34,011		39,362		2,134,553		2,142,883
Basket of currencies		3,053		3,250		12,562		14,185		2,896		3,084		12,484		14,059
Loans in U.S. dollars		82,124		200,223		154,263		154,370		—		—		—		—
Non-convertible debentures		—		—		5,880,152		5,930,460		—		—		5,500,011		5,557,936
Accrued charges		132,434		292,180		—		—		90,925		249,803		—		—

		383,975		653,164		8,330,215		8,386,532		127,832		292,249		7,647,048		7,714,878

		1,581,371		1,651,271		36,272,832		45,585,892		517,243		611,979		9,015,804		13,882,448

	(a)		Foreign currency loans and financing were converted into reais at exchange rates effective on the quarterly information date, being US$1.00 = R$1.9262 on June 30, 2007 (R$2.0504 on March 31, 2007).

	(b)		At June 30, 2007, the consolidated debt was secured as follows:

	•		Loans guaranteed by the Federal Government of R$24,607 to which we gave counter-guarantees;

	•		Securitization program of R$571,246;

	•		Other assets R$789,917.

(c)

Amortization of principal and financing charges incurred on long-term loans and financing obtained abroad and domestically maturing as follows, as of June 30, 2007:


	Consolidated				Parent Company
2008		1,411,397	4	%		1,192,865	13	%
2009		965,440	3	%		351,574	4	%
2010		4,703,055	13	%		1,844,015	20	%
2011		6,438,835	17	%		264,143	4	%
2012 onward		22,208,295	61	%		5,363,207	59	%
No due date (perpetual notes and debentures)		545,810	2	%		—	—

		36,272,832	100	%		9,015,804	100	%

	(d)		In October 2006, the Company took a US$14.6 billion bridge loan, whose original term was 2-years, used to finance the Inco acquisition. Still in December 2006, the Company concluded three transactions with total estimated value of US$12.3 billion, completing a significant part of the take out of the initial bridge loan, as follows:

			In one of these transactions, in November, 2006, the Company issued a US$3.75 billion 10-year and 30-year notes. One of US$1.25 billion notes due in January 2017 bears a coupon rate of 6.25% per year, payable semi-annually and other of US$2.50 billion notes due in 2036 bear a coupon rate of 6.875% per year, payable semi-annually.

			The second transaction involved the issue on December 20, 2006 of non-convertible debentures in the amount of R$5.5 billion, in two series. The first series, due on November 20, 2010, R$1.5 billion, will be remunerated at 101.75% of the accumulated variation of the Brazilian CDI interest rate, payable semi-annually while the second series, due on November 20, 2013, R$4.0 billion, will be remunerated at the Brazilian CDI interest rate plus 0.25% per year, also payable semi-annually. These debentures can be traded at a secondary market, through the Sistema Nacional de Debentures (SND).

			The third transaction, closed in December, 2006, was a pre-export finance transaction of US$6.0 billion, defining the final allocation among the members of a bank syndicate. The transaction includes a US$5.0 billion tranche, five-year maturity, at Libor plus 0.625% per year, and a US$1.0 billion tranche, seven-year maturity, at Libor plus 0.75% per year.

In the subsequent period, in April, 27 2007 the Company liquidated in advance, the remaning balance of US$2.25 billion of the bridge loan through cash and cash equivalents and export contracts.


5.13 —		Contingent Liabilities

			At the Quarterly information dates the contingent liabilities of the Company were:

	(a)		Provisions for contingencies net from judicial deposits, considered by management and its legal counsel as sufficient to cover losses from any type of lawsuit, were as follows:


	Consolidated						Parent Company
	06/30/07			03/31/07			06/30/07			03/31/07
a) Tax contingencies		2,293,250			2,265,957			1,451,206			1,425,052
(-) Judicial deposits		(1,026,835	)		(1,101,792	)		(770,650	)		(756,050	)

		1,266,415			1,164,165			680,556			669,002

b) Civil contingencies		608,110			584,863			409,553			389,292
(-) Judicial deposits		(225,867	)		(223,476	)		(211,292	)		(209,067	)

		382,243			361,387			198,261			180,225

c) Labor contingencies		845,083			843,669			681,881			644,881
d) Environmental contingencies		48,099			51,506			18,617			17,854

Total accrued liabilities		2,541,840			2,420,727			1,579,315			1,511,962


	06/30/07			06/30/07
Balance in the beginning of the period		2,420,727			1,511,962
Provisions net from reversals		40,757			58,635
Payment		(24,757	)		(21,478	)
Monetary update		32,548			47,021
Increase (decrease) of judicial deposits		72,565			(16,825	)

Balance at the end of period		2,541,840			1,579,315

The Company and its subsidiaries are party to labor, civil, tax and other suits and has been contesting these matters both administratively and in court. When applicable, these are backed by judicial deposits. Provisions for losses are estimated and restated monetarily by management based on the opinions of the legal department and outside counsel.

Tax Contingencies:

The major suits are:

	•		Value-Added Tax on Sales and Services (ICMS) — The contingent figure refers to the credit right of differential rate regarding the transfer of assets between company branches;

	•		Services Tax (ISS) — The major claims are regarding local tax collecting dispute;

	•		Tax for Social Security Financing (COFINS) — The major contingencies refer to the increase of rate form 2% to 3% between 1999 and 2000 of merged companies;

	•		Import Duty (II) — The provision made is related to the Fiscal classification of equipment importation of merged companies;

	•		Additional Compensation to harbour workers (AITP) — Figures regarding the collection of compensation to public harbour workers equalized to Private Harbour;

	•		Income Tax and Social Contribution — Essentially regarding a fiscal loss compensation and negative bases of social contribution disputing the over the limit of 30% of taxable earnings and monetary variation of asset from merged companies; and

•

Others — Regarding dispute of tax credit compensations and base of calculation of Finance Compensation by Exploration of Mineral Resources — CFEM.

Civil Contingencies:

The civil actions principally related to claims made against us by contractors in connection with losses alleged to have been incurred by them as a result of various past government economic plans, accidents and return of land.

Labor Contingencies:

			Labor and social security-related actions principally comprise claims for (i) payment of time spent traveling from their residences to the work-place, (ii) additional health and safety related payments and (iii) disputes about the amount of indemnities paid upon dismissal and the one-third extra holiday pay.

			In addition to the contingencies for which we have made provisions we have possible losses totaling R$3,318,315 (R$2,236,341 parent company) based on the advice of our legal counsel, no provision is maintained.

	(b)		Guarantees given to jointly controlled companies are as follows:

Amount of guarantee

Denominated

Counter

Affiliate

06/30/07

03/31/07

currency

Purpose

Final maturity

guarantees

SAMARCO

3,553

5,770

US$

Debt guarantee IFC

2008

None

	(c)		The company provides a guarantee covering certain termination payments to the supplier under an electricity supply agreement entered in October 2004 for Goro nickel-cobalt development project in New Caledonia. The amount of the termination payments guaranteed depends upon a number of factors. If Goro defaults under the contract, the termination payment will reach up to an amount of 135 million of euros. Once the supply of electricity under the contract to the project begins the guaranteed amounts will decrease over the life of the contract.

			Additionally, in connection with a special tax-advantage lease financing related with this project the Company provides certain guarantees pursuant to which the Company guarantee in certain events of default, payments up to a maximum amount of US$100 million.

			The Company expects such guarantees to be not executed and therefore no provisions for losses have been made.

	(d)		Upon privatization of the Company in 1997, issued a non-convertible debentures (Debentures) to the stockholders of record, including the federal government. The maturity dates of these Debentures were established to guarantee that pre-privatization stockholders, including the federal government, would share with any future benefits from the Company mineral resources.

			The debenture holders are entitled to receive semi-annual payments equivalent to a percentage of the net revenue deriving from certain mineral resources owned in May 1997 and included in the Issue Deed.

			In April 2007, we made available payment related to debentures in the amount of R$12,037.


5.14 —		Provision for asset retirement obligations

On June 30, 2007, the consolidated provision for asset retirement obligations amounted to R$1,431,999 (R$643,628 in the parent company), which was accounted for in “Provision for asset retirement obligations” in non-current liabilities and R$64,208 (R$54,197 in the parent company) classified in “Other” in current liabilities.


5.15 —		Paid-up Capital

On July 26, 2007 our Board of Directors approved a forward-stock split proposal which involves the exchange of each share, common or preferred class A, by two post-split shares. The split also involves the maintenance of the current American Depositary Receipt ratio at 1/1. The split has to be approved by an Extraordinary General Shareholders Meeting to be called soon.

At the Extraordinary Shareholders’ Meeting held on April 27, 2007 the Capital Stock was increased to R$28 billion, corresponding to 2,459,657,058 shares, being R$17,074,400 million divided into 1,499,898,858 common shares and R$10,925,600, divided into 959,758,200 preferred Class “A”, including six (6) special Class shares, all without par value. The Capital increase is due through the expansion/investment reserve in amount of R$7,672,690, capitalization in part of the Legal reserve in the amount of R$751,545, and capitalization of the fiscal incentives reserve in the amount of R$83,364 without new stock issue.

On May 22, 2006 the Company split the capital stock approved at the Extraordinary Shareholders’ Meeting held on April 27, 2006. Each existing share, both common and preferred, became two shares. After the split the capital of the Company in the amount of R$19,5 billion, corresponds to 2,459,657,058 shares, being 1,499,898,858 common shares and 959,758,200 preferred Class “A”, including six special class shares without par value (Golden share). The share/ADR proportion was maintained at 1/1, therefore, each common and preferred share will continue to be represented by one ADR.

For comparative purposes, the effects of the split were considered retroactively in the calculation of net income per share presented in the statement of income.

Preferred shares have the same rights as common shares, except for the right to elect the members of the Board of Directors. They have priority to a minimum annual dividend of 6% on the portion of capital represented by this class of share or 3% of the book net equity value of the share, whichever is greater.

The members of the Board of Directors and Executive Board together own 62,463 common shares and 301,684 preferred shares.


5.16 —		Notes Mandatory Convertible

In June 2007, the Company issued R$3,600,902 through mandatory convertible notes with expiration in 2010. The notes, paid coupon of 5,50% a.a quarterly and the right to receive the participation of the additional equivalent for the distribution in cash paid to the ADS’s holders. This notes were classified as a capital instrument, mainly because of the fact that there is no option, from the part the part of the company or from the part of the holders, to liquidate, totally or part this operation with financial resources, being the conversion mandatory.

The notes of R$2,481,454 are represented by a maximum of 28,291,020 common shares and the notes of R$1,119,448 by a maximum of 15,147,728 preferred shares. All the shares currently in treasure stock.

In alignment with the international pratices and after concluded analysis, it was concluded that the Mandatory convertible notes are similar as equity notes and recognized as a especific part of the equity, net of financial changes.


5.17 —		Treasury Stock

On June 19, 2007 CVRD finalized the issuance of convertible notes in treasury stock , as described in notes 5.16.

On June 21, 2007 The Board of Directors approved, under the terms of Subparagraph XXXII of Article 14 of the Bylaws and based on Article 30 of Law 6404/76 and CVM Instructions 10 of February 14, 1980 and 268 of November 13, 1997, a buy-back program of its preferred shares, during a maximum term of 180 days, involving the acquisition of up to 47,986,763 preferred shares, corresponding to 5% of its outstanding preferred shares on May 31, 2006.

Until December 21, 2006, due date of buy-back program 15,149,600 preferred shares have been acquired.

On June 30, 2007, the Company had 28,291,020 common shares and 15,170,644 preferred shares, which are held in treasury in the amount of R$790,226.


Shares
Class	Quantity				Unit acquisition cost						erage quoted market price
	06/30/07		03/31/07		Average		Low		High		06/30/07		03/31/07
Preferred		15,170,644		15,170,644		43.45		41.13		45.15		66.04		59.97
Common		28,291,020		28,291,020		4.63		3.34		8.68		78.30		70.57

		43,461,664		43,461,664


5.18 —		Distribution to Stockholder’s

On April 30, 2007, CVRD paid R$1,669,058 to stockholders, being in the form of interest on stockholders’ equity a amount of R$621,650 and R$1,047,408 in form of dividends.


5.19 —		Financial Result

Consolidated


	Quarter
	2Q/07									1Q/07									2Q/06
				Monetary									Monetary									Monetary
				and									and									and
				exchange									exchange									exchange
				rate									rate									rate
	Financial			variation on						Financial			variation on						Financial			variation on
	expenses			liabilities			Total			expenses			liabilities			Total			expenses			liabilities			Total
Foreign debt		(437,176	)		300,876			(136,300	)		(512,462	)		435,973			(76,489	)		(123,118	)		76,420			(46,698	)
Local debt		(292,132	)		272,831			(19,301	)		(265,932	)		106,603			(159,329	)		(41,444	)		(100,574	)		(142,018	)
Related parties		809			(26	)		783			(3,676	)		(69	)		(3,745	)		(1,911	)		(7	)		(1,918	)

		(728,499	)		573,681			(154,818	)		(782,070	)		542,507			(239,563	)		(166,473	)		(24,161	)		(190,634	)

Labor, tax and civil contingencies		(49,166	)		(4,869	)		(54,035	)		(32,155	)		(9,082	)		(41,237	)		(56,236	)		(7,771	)		(64,007	)
Derivatives, net of gain/losses (interest and currencies)		558,366			(14,902	)		543,464			341,484			(5,635	)		335,849			3,244			27			3,271
Derivatives, net of gain/losses (gold, aluminum, alumina, copper, nickel and		(314,476	)		42,035			(272,441	)		(174,638	)		57,590			(117,048	)		(110,679	)		1,634			(109,045	)
CPMF		(67,622	)		—			(67,622	)		(113,858	)		—			(113,858	)		(42,486	)		—			(42,486	)
Other		(418,722	)		(997,025	)		(1,415,747	)		(643,060	)		104,587			(538,473	)		(184,189	)		(49,334	)		(233,523	)

		(1,020,119	)		(401,080	)		(1,421,199	)		(1,404,297	)		689,967			(714,330	)		(556,819	)		(79,605	)		(636,424	)


				Monetary								Monetary								Monetary
				and								and								and
				exchange								exchange								exchange
				rate								rate								rate
	Financial			variation on					Financial			variation on					Financial			variation on
	income			assets		Total			income			assets		Total			income			assets			Total
Related parties		6,001			1		6,002			(3,294	)		5,610		2,316			5,050			(1,443	)		3,607
Marketable securities		70,824			56		70,880			55,245			23		55,268			55,001			(9,289	)		45,712
Other		103,696			1,193,607		1,297,303			238,604			209,800		448,404			44,713			75,987			120,700

		180,521			1,193,664		1,374,185			290,555			215,433		505,988			104,764			65,255			170,019

Financial income (expenses), net		(839,598	)		792,584		(47,014	)		(1,113,742	)		905,400		(208,342	)		(452,055	)		(14,350	)		(466,405	)


	Accumulated
	06/30/07									06/30/06
				Monetary									Monetary
				and									and
				exchange									exchange
				rate									rate
	Financial			variation on						Financial			variation on
	expenses			liabilities			Total			expenses			liabilities			Total
Foreign debt		(949,638	)		736,849			(212,789	)		(239,079	)		318,679			79,600
Local debt		(558,064	)		379,434			(178,630	)		(78,577	)		54,596			(23,981	)
Related parties		(2,867	)		(95	)		(2,962	)		(4,575	)		(132	)		(4,707	)

		(1,510,569	)		1,116,188			(394,381	)		(322,231	)		373,143			50,912
Labor, tax and civil contingencies		(81,321	)		(13,951	)		(95,272	)		(113,146	)		(21,516	)		(134,662	)
Derivatives, net of gain/losses (interest and currencies)		899,850			(20,537	)		879,313			4,833			459			5,292
Derivatives, net of gain/losses (gold, aluminum, alumina, copper, nickel and		(489,114	)		99,625			(389,489	)		(269,949	)		51,860			(218,089	)
CPMF		(181,480	)		—			(181,480	)		(90,942	)		—			(90,942	)
Other		(1,061,782	)		(892,439	)		(1,954,221	)		(292,455	)		(205,028	)		(497,483	)

		(2,424,416	)		288,886			(2,135,530	)		(1,083,890	)		198,918			(884,972	)


				Monetary								Monetary
				and								and
				exchange								exchange
				rate								rate
	Financial			variation on					Financial			variation on
	income			assets		Total			income			assets			Total
Related parties		2,707			5,611		8,318			5,841			(1,439	)		4,402
Marketable securities		126,069			79		126,148			124,027			(61,818	)		62,209
Other		342,300			1,403,408		1,745,708			83,003			9,899			92,902

		471,076			1,409,098		1,880,174			212,871			(53,358	)		159,513

Financial income (expenses), net		(1,953,340	)		1,697,984		(255,356	)		(871,019	)		145,560			(725,459	)

Parent company


	Accumulated
	06/30/07									06/30/06
				Monetary									Monetary
				and									and
				exchange									exchange
				rate									rate
	Financial			variation on						Financial			variation on
	expenses			liabilities			Total			expenses			liabilities			Total
Foreign debt		(225,476	)		496,915			271,439			(52,927	)		(47,560	)		(100,487	)
Local debt		(495,095	)		282,741			(212,354	)		(13,475	)		(73,947	)		(87,422	)
Related parties		(1,031,613	)		3,258,615			2,227,002			(167,961	)		511,318			343,357

		(1,752,184	)		4,038,271			2,286,087			(234,363	)		389,811			155,448
Labor, tax and civil contingencies		(74,336	)		(11,512	)		(85,848	)		(110,042	)		(19,612	)		(129,654	)
Derivatives, net of gain/losses (interest and currencies)		865,376			(16,748	)		848,628			2,642			(134	)		2,508
Derivatives, net of gain/losses (gold)		(61,914	)		5,505			(56,409	)		(28,349	)		4,116			(24,233	)
CPMF		(141,597	)		—			(141,597	)		(57,292	)		—			(57,292	)
Other		(970,751	)		(35,685	)		(1,006,436	)		(167,915	)		172,406			4,491

		(2,135,406	)		3,979,831			1,844,425			(595,319	)		546,587			(48,732	)


				Monetary									Monetary
				and									and
				exchange									exchange
				rate									rate
	Financial			variation on						Financial			variation on
	income			assets			Total			income			assets			Total
Related parties		13,630			(440,267	)		(426,637	)		37,419			(118,016	)		(80,597	)
Marketable securities		33,457			79			33,536			21,956			45			22,001
Other		2,269			320,250			322,519			13,778			59,625			73,403

		49,356			(119,938	)		(70,582	)		73,153			(58,346	)		14,807

Financial income (expenses), net		(2,086,050	)		3,859,893			1,773,843			(522,166	)		488,241			(33,925	)


5.20-		Financial Instruments — Derivatives

Volatility of interest rates, exchange rates and commodity prices are the main market risks to which the Company is exposed and all three are managed through derivative operations. These have the exclusive aim of reducing exposure to risk, not being used speculative purposes.

The Company monitors and evaluates the derivative positions on a regular basis and adjust its strategy in response to market conditions. Periodically the credit limits and credit worthiness of our counter-parties in these transactions are reviewed. In view of the policies and practices established for operations with derivatives, management considers the occurrence of non-measurable risk situations as unlikely.

The asset (liability) balances and the change in fair value of derivative financial instruments are as follows (not reviewed by independent auditors):


	Consolidated
	2Q/07
	Interest									Products by
	rates			Currencies			Gold			aluminum			Copper			Nickel			Platinum			Total
	(libor)									area
Gains / (losses) unrealized on 03/31/07		5,084			317,142			(94,434	)		(599,042	)		(626,464	)		(41,951	)		(53,819	)		(1,093,484	)
Financial settlement		4,646			(170,580	)		7,561			75,981			133,628			47,148			7,251			105,635
Financial expenses, net		6,183			552,183			10,501			(81,378	)		(233,258	)		46,645			(3,007	)		297,869
Monetary variations, net		(366	)		(14,536	)		5,570			41,134			43,800			2,265			3,249			81,116

Gains / (losses) unrealized on 06/30/07		15,547			684,209			(70,802	)		(563,305	)		(682,294	)		54,107			(46,326	)		(608,864	)


	1Q/07
	Interest									Products by
	rates			Currencies			Gold			aluminum			Copper			Nickel			Platinum			Total
	(libor)									area
Gains / (losses) unrealized on 12/31/06		13,188			(33,350	)		(115,138	)		(679,454	)		(638,410	)		34,593			(41,922	)		(1,460,493	)
Financial settlement		(6,588	)		13,127			26,236			61,416			80,140			(26,123	)		—			148,208
Financial expenses, net		(1,112	)		342,596			(9,972	)		(9,079	)		(91,312	)		(50,406	)		(13,869	)		166,846
Monetary variations, net		(404	)		(5,231	)		4,440			28,075			23,118			(15	)		1,972			51,955

Gains / (losses) unrealized on 03/31/07		5,084			317,142			(94,434	)		(599,042	)		(626,464	)		(41,951	)		(53,819	)		(1,093,484	)


	2Q/06
	Interest								Products by
	rates			Currencies		Gold			aluminum			Copper		Nickel		Platinum		Total
	(libor)								area
Gains / (losses) unrealized on 03/31/06		(6,361	)		2,325		(126,624	)		(511,982	)		—		—		—		(642,642	)
Financial settlement		2,692			—		8,253			61,861			—		—		—		72,806
Financial expenses, net		1,358			1,886		(11,688	)		(98,991	)		—		—		—		(107,435	)
Monetary variations, net		10			17		(1,235	)		2,869			—		—		—		1,661

Gains / (losses) unrealized on 06/30/06		(2,301	)		4,228		(131,294	)		(546,243	)		—		—		—		(675,610	)


	Consolidated
	06/30/07
	Interest									Products by
	rates			Currencies			Gold			aluminum			Copper			Nickel			Platinum			Total
	(libor)									area
Gains / (losses) unrealized on 12/31/06		13,188			(33,350	)		(115,138	)		(679,454	)		(638,410	)		34,593			(41,922	)		(1,460,493	)
Financial settlement		(1,942	)		(157,453	)		33,797			137,397			213,768			21,025			7,251			253,843
Financial expenses, net		5,071			894,779			529			(90,457	)		(324,570	)		(3,761	)		(16,876	)		464,715
Monetary variations, net		(770	)		(19,767	)		10,010			69,209			66,918			2,250			5,221			133,071

Gains / (losses) unrealized on 06/30/07		15,547			684,209			(70,802	)		(563,305	)		(682,294	)		54,107			(46,326	)		(608,864	)


	06/30/06
	Interest									Products by
	rates			Currencies			Gold			aluminum			Copper		Nickel		Platinum		Total
	(libor)									area
Gains / (losses) unrealized on 12/31/05		(8,769	)		1,725			(107,561	)		(493,542	)		—		—		—		(608,147	)
Financial settlement		3,679			—			16,817			124,838			—		—		—		145,334
Financial expenses, net		2,196			2,637			(48,026	)		(221,923	)		—		—		—		(265,116	)
Monetary variations, net		593			(134	)		7,476			44,384			—		—		—		52,319

Gains / (losses) unrealized on 06/30/06		(2,301	)		4,228			(131,294	)		(546,243	)		—		—		—		(675,610	)


	Parent Company
	06/30/07
	Interest rates
	(libor)		Currencies			Gold			Copper			Total
Gains / (losses) unrealized on 12/31/06		—		5,064			(68,941	)		46,227			(17,650	)
Financial settlement		—		(215,026	)		13,105			(3,383	)		(205,304	)
Financial expenses, net		—		864,616			(1,458	)		(59,508	)		803,650
Monetary variations, net		—		(16,746	)		7,066			(1,560	)		(11,240	)

Gains / (losses) unrealized on 06/30/07		—		637,908			(50,228	)		(18,224	)		569,456


	06/30/06
	Interest rates
	(libor)			Currencies			Gold			Copper		Total
Gains / (losses) unrealized on 12/31/05		(5	)		1,725			(63,408	)		—		(61,688	)
Financial settlement		—			—			10,074			—		10,074
Financial expenses, net		5			2,637			(28,349	)		—		(25,707	)
Monetary variations, net		—			(134	)		4,116			—		3,982

Gains / (losses) unrealized on 06/30/06		—			4,228			(77,567	)		—		(73,339	)

Final maturity dates for the above instruments are as follows:


Gold		December 2008
Interest rates (LIBOR)		December 2011
Currencies		December 2011
Aluminum products		December 2008
Copper concentrate		December 2008
Nickel		April 2009
Platinum		December 2008


5.21-		Selling, Administrative, Other Operating Expenses and Non Operating Income


	Consolidated										Parent Company
	Quarter						Accumulated				Accumulated
Administrative	2Q/07		1Q/07		2Q/06		06/30/07		06/30/06		06/30/07		06/30/06
Personnel		163,783		206,128		142,299		369,911		279,584		144,684		146,844
Services of technical consulting		44,161		69,008		33,179		101,867		71,615		49,308		40,937
Advertising and publicity		40,592		31,827		54,536		72,419		81,296		66,600		79,656
Depreciation		71,986		69,101		53,240		141,087		105,298		103,286		77,644
Travel expenses		9,201		9,408		13,509		18,609		24,214		11,504		20,575
Rents and taxes		37,913		41,870		15,001		79,783		25,052		13,622		11,852
Community aborigine		2,653		5,826		4,120		8,479		8,183		8,479		8,182
Other		94,818		112,136		64,750		218,256		116,299		35,971		25,221
Sales		101,855		56,560		131,160		158,415		236,046		10,729		3,188

Total		566,962		601,864		511,794		1,168,826		947,587		444,183		414,099


	Consolidated												Parent Company
	Quarter							Accumulated					Accumulated
Other operating expenses (income), net	2Q/07		1Q/07			2Q/06		06/30/07			06/30/06		06/30/07			06/30/06
Provisions for contingencies		101,455		19,919			44,334		121,374			75,354		57,186			10,795
Provision for loss on ICMS credits		3,573		12,949			13,935		16,522			28,793		(22,249	)		—
Provision for profit sharing		85,079		223,475			78,441		308,554			140,890		199,392			108,000
Fundação Vale do Rio Doce — FVRD		14,271		12,047			2,573		26,318			5,871		14,268			5,290
Recoverable taxes — PIS na COFINS		—		(317,221	)		—		(317,221	)		—		(317,221	)		—
Other		128,016		130,455			36,619		258,471			113,819		108,003			120,690

Total		332,394		81,624			175,902		414,018			364,727		39,379			244,775


	Consolidated										Parent Company
	Quarter						Accumulated				Accumulated
Non operating results	2Q/07		1Q/07		2Q/06		06/30/07		06/30/06		06/30/07		06/30/06
Gain on sale of assets
Usiminas		839,428		—		—		839,428		—		839,428		—
Gulf Investment Co. — GIIC		—		—		736,866		—		736,866		—		—
Log-In		416,531		—		—		416,531		—		416,531		—
Nova Era Silicon — NES		—		—		—		—		19,326		—		19,326
Others		4,807		—		—		4,807		—		982		—

Total		1,260,766		—		736,866		1,260,766		756,192		1,256,941		19,326


6-		Attachment I — Statement of Investments in Subsidiaries and Jointly-Controlled Companies


Period ended June 30, 2007																														In thousands of reais
					Accounting information
	Participation (%)				Assets						Liabilities and stockholders’ equity							Statement of income
							Non-current assets						Non-current assets
									Investments,
									property plant				Long-term,
									and				deferred								Cost of
									equipment				income and		Adjusted						products			Operating			Non-			Income tax			Adjusted
									and deferred				minority		stockholders’			Net			and			income			operating			and Social			net income
	Total		Voting		Current		Long-term		charges		Current		interest		equity			revenues			services			(expenses)			result			contribution			(loss)
Subsidiaries (a)
ALBRAS — Alumínio Brasileiro S.A.		51.00		51.00		494,910		1,497,386		1,062,862		411,772		981,827		1,661,559			1,355,493			(883,440	)		(37,712	)		(5,152	)		(164,800	)		264,389
ALUNORTE — Alumina do Norte do Brasil S.A.		57.03		61.74		805,702		80,182		4,438,474		399,418		1,158,537		3,766,403			1,340,013			(813,609	)		(26,220	)		(38	)		(62,007	)		438,139
Brasilux S.A.		100.00		100.00		3,904		30,567		—		12,776		—		21,695			—			—			(952	)		—			—			(952	)
Companhia Paulista de Ferro Ligas		100.00		100.00		69,166		172,386		1,627		138,677		98,338		6,164			—			—			4,937			(104	)		(3,007	)		1,826
Companhia Portuária Baia de Sepetiba — CPBS		100.00		100.00		293,362		6,062		168,915		164,117		32		304,190			181,348			(55,748	)		1,833			—			(43,234	)		84,199
CVRD Inco		100.00		100.00		9,212,851		396,012		50,531,623		5,328,241		43,017,073		11,795,172			13,875,814			(5,289,622	)		(3,495,271	)		(486,583	)		(2,737,007	)		1,867,331
CVRD International S.A.		100.00		100.00		6,554,321		56,206,793		45,790,968		4,876,704		52,082,409		51,592,969			9,474,370			(7,078,622	)		5,402,281			508			(177,080	)		7,621,457
CVRD Overseas Ltd.		100.00		100.00		546,246		446,772		879,549		1,330,966		38,659		502,942			1,379,077			(988,701	)		(73,538	)		—			—			316,838
Docepar S.A.		100.00		100.00		2,204		307,499		149		29,521		263,274		17,057			—			—			(12,473	)		—			(43	)		(12,516	)
Ferro Gusa Carajás S.A.		100.00		100.00		105,740		1,387		338,975		52,600		1,145		392,357			83,255			(75,962	)		39,226			—			—			46,519
Ferrovia Centro — Atlântica S.A.		100.00		100.00		349,835		115,198		1,494,442		160,409		1,927,793		(128,727	)		370,168			(320,484	)		(17,102	)		—			(9,816	)		22,766
Florestas Rio Doce S.A.		99.90		100.00		16,645		27,796		3,695		14,869		9,069		24,198			—			—			668			—			(227	)		441
Log-In Intermodal S/A.		36.37		36.37		562,068		7,946		93,432		124,633		53,651		485,162			159,350			(105,727	)		(35,649	)		3,358			(13,833	)		7,499
Mineração Tacumã Ltda.		100.00		100.00		133		—		1,661,114		17,005		1,788,341		(144,099	)		—			—			22,360			—			—			22,360
Minerações Brasileiras Reunidas S.A. — MBR		92.99		92.99		1,211,676		92,796		4,374,717		635,673		977,363		4,066,153			1,966,762			(1,025,025	)		389,332			904			(286,493	)		1,045,480
Rio Doce Manganês S.A.		100.00		100.00		461,721		95,624		357,940		248,472		268,848		397,965			293,439			(241,358	)		(56,069	)		(11,645	)		(519	)		(16,152	)
Rio Doce Manganèse Europe — RDME		100.00		100.00		202,400		180		55,640		69,268		1,932		187,020			196,120			(164,184	)		(42,858	)		120			(3,200	)		(14,002	)
Rio Doce Manganése Norway AS		100.00		100.00		99,258		11,824		57,903		84,443		41,702		42,840			84,695			(58,763	)		(19,261	)		—			(5,563	)		1,108
Salobo Metais S.A.		100.00		100.00		2,541		—		911,638		1,755		614,359		298,065			—			—			—			—			—			—
Urucum Mineração S.A.		100.00		100.00		77,753		32,043		61,369		23,623		118,238		29,304			45,755			(35,187	)		(22,513	)		(6,085	)		317			(17,713	)
Vale Overseas Ltd.		100.00		100.00		250,196		11,073,050		—		250,196		11,073,050		—			—			—			—			—			—			—
Valesul Alumínio S.A.		100.00		100.00		202,145		79,043		517,153		103,727		32,157		662,457			286,219			(208,628	)		(17,861	)		2,756			(11,733	)		50,753

Jointly-controlled companies (a)
California Steel Industries, Inc.		50.00		50.00		793,747		22,226		468,050		344,406		288,929		650,688			1,330,141			(1,258,166	)		(110,296	)		—			(14,025	)		(52,346	)
Companhia Coreano-Brasileira de Pelotização — KOBRASCO		50.00		50.00		185,145		30,805		251,699		245,570		87,338		134,741			360,827			(299,600	)		2,843			—			(24,775	)		39,295
Companhia Hispano-Brasileira de Pelotização — HISPANOBRÁS		50.89		51.00		184,416		47,317		104,900		134,290		52,678		149,665			380,862			(283,208	)		(38,560	)		—			(21,296	)		37,798
Companhia Ítalo-Brasileira de Pelotização — ITABRASCO		50.90		51.00		195,969		59,526		109,832		182,582		64,905		117,840			337,992			(294,354	)		3,038			—			(17,456	)		29,220
Companhia Nipo-Brasileira de Pelotização — NIBRASCO		51.00		51.11		255,299		66,985		252,204		324,520		62,554		187,414			556,486			(486,862	)		(35,024	)		—			(14,287	)		20,313
Minas da Serra Geral S.A. — MSG		50.00		50.00		19,215		26,495		76,187		2,164		19,889		99,844			12,588			(5,039	)		(437	)		18			(1,688	)		5,442
Mineração Rio do Norte S.A.		40.00		40.00		143,706		537,595		926,404		554,769		227,077		825,859			534,666			(275,081	)		5,536			(1,250	)		(22,898	)		240,973
MRS Logística S.A.		41.50		37.86		686,992		294,871		1,654,825		718,781		744,833		1,173,074			1,017,350			(544,498	)		(73,585	)		(5,524	)		(133,879	)		259,864
Samarco Mineração S.A.		50.00		50.00		772,526		290,600		2,691,912		904,016		1,832,910		1,018,112			1,224,691			(502,934	)		(80,081	)		(25	)		(132,014	)		509,637
Baovale Mineração S. A.		50.00		100.00		85,047		26		52,587		49,702		—		87,958			(572	)		(2,130	)		15,348			—			(1,695	)		10,951


(a)		The amounts above represent the total presented in the quarterly informations of this companies on June 30, 2007, adjusted and unaudited.

		Additional information of the main investee companies are available on the CVRD website www.cvrd.com.br, investor relations.


7-		Report of the Independent Accountants

Deloitte Touche Tohmatsu
Av. Pres. Wilson, 231
22°, 25° e 26° andares
20030-905 - Rio de Janeiro - RJ
Brasil

Tel.: +55 (21) 3981-0500
Fax: +55 (21) 3981-0600
www.deloitte.com.br

(Convenience Translation into English from the Original Previously Issued in Portuguese)

REPORT OF THE INDEPENDENT AUDITORS ON SPECIAL REVIEW

To the Shareholders and Board of Directors of
Companhia Vale do Rio Doce
Rio de Janeiro — RJ

1.		We have carried out a special review of the Quarterly Financial Information (ITR) of Companhia Vale do Rio Doce (“Company”), holding company and consolidated, in respect of the quarter and semester ended June 30, 2007, prepared in accordance with the accounting practices followed in Brazil and under the responsibility of the Company’s management, comprising the balance sheets, the statements of income and changes in shareholders’ equity and the comments on the Company’s performance.

2.		Except as mentioned in paragraph 3, our special review was carried out in accordance with the specific procedures established by the Institute of Independent Auditors of Brazil (IBRACON), in conjunction with the Federal Accounting Council, and consisted mainly of: (a) inquiries and discussion with the officers responsible for the Company’s and its investees’ accounting, financial and operational areas about the procedures adopted for preparing the Quarterly Financial Information (ITR), and (b) review of the information and subsequent events which have, or may have, relevant effects on the Company’s and its investees’ financial positions and operations.

3.		The financial statements for the quarter and semester ended June 30, 2007, of certain subsidiaries, jointly-owned and associated companies, in which there are relevant investments, have not been reviewed by independent auditors. Accordingly, the conclusions resulting from our review do not cover: R$22,225,990 thousand of these investments of the holding Company on June 30, 2007, and R$921,979 thousand and R$2,922,221 thousand of the income generated for the quarter and semester then ended, respectively; total assets of R$36,595,750 thousand equivalent to 29% of the Company’s consolidated total assets on that date, net income in the amounts of R$6,922,023 thousand and R$13,313,414 thousand equivalent to 39% and 39% of the Company’s consolidated sales and services net income for the quarter and semester then ended, respectively.

4.		Based on our special review, except for the effects of the adjustments, if any, which might have been required if the financial statements of the subsidiaries, jointly-owned and associated companies mentioned in paragraph 3 had been reviewed by independent auditors, we are not aware of any relevant adjustment which should be made to the Quarterly Financial Information (ITR), referred to in paragraph 1, for it to be in accordance with the rules issued by the Brazilian Securities Commission (CVM) specifically applicable to the preparation of the obligatory Quarterly Financial Information (ITR).


Companhia Vale do Rio Doce		2

5.		Our special review was conducted for the purpose of issuing our report on the Quarterly Financial Information (ITR) referred to in paragraph 1, taken as a whole. The statement of cash flows, holding company and consolidated, are presented as additional information, and are not a required part of the Quarterly Financial Information. Such statements have been subjected to the review procedures described in paragraph 2 and we are not aware of any material adjustment that should be made to such statements for them to be adequately presented in relation to the Quarterly Financial Information.

6.		We have previously reviewed the balance sheets, holding company and consolidated, as of March 31, 2007 and the income statements for the quarter and semester ended June 30, 2006 presented for comparative purposes, over which we issued special reviews reports dated May 3, 2007 and August 2, 2006, respectively, including a qualification regarding the financial statements of certain subsidiaries, jointly-owned and associated companies, which have not been reviewed by independent auditors.

Rio de Janeiro, July 31, 2007



DELOITTE TOUCHE TOHMATSU		Marcelo Cavalcanti Almeida
Auditores Independentes		Accountant


B-		Additional Information


8-		Cash generation (Not reviewed by independent auditors)

The operating cash generation measured by EBITDA (earnings before financial results, results of equity investments, interest, income tax and depreciation, amortization and depletion more dividends received) was R$19,191,485 on June 30, 2007, against R$8,906,751 on June 30, 2006, an increase of 115%.

EBITDA is not a BR GAAP measure and does not represent cash flow for the periods presented and should not be considered as an alternative to net income (loss), as an indicator of our operating performance or as an alternative to cash flow as a source of liquidity.

Our definition of EBITDA may not be comparable with EBITDA as defined by other companies.

EBITDA


	Quarter									Accumulated
	2Q/07			1Q/07			2Q/06			06/30/07			06/30/06
Operating profit — EBIT		9,194,381			8,079,998			4,519,423			17,274,379			7,759,309
Depreciation / amortization of goodwill		1,015,200			856,437			540,013			1,871,637			1,052,329

		10,209,581			8,936,435			5,059,436			19,146,016			8,811,638
Dividends received		45,469			—			93,786			45,469			95,113

EBITDA (LAJIDA)		10,255,050			8,936,435			5,153,222			19,191,485			8,906,751

Depreciation / amortization of goodwill		(1,015,200	)		(856,437	)		(540,013	)		(1,871,637	)		(1,052,329	)
Dividends received		(45,469	)		—			(93,786	)		(45,469	)		(95,113	)
Equity Results		(934,958	)		(252,570	)		(57,280	)		(1,187,528	)		(40,870	)
Resultado não operacional		1,260,766			—			736,866			1,260,766			756,192
Financial results, net		(47,014	)		(208,342	)		(466,405	)		(255,356	)		(725,459	)
Income tax and social contribution		(3,195,630	)		(2,074,729	)		(593,102	)		(5,270,359	)		(1,178,436	)
Minority interests		(435,705	)		(449,034	)		(234,405	)		(884,739	)		(481,077	)

Net income		5,841,840			5,095,323			3,905,097			10,937,163			6,089,659

Consolidated EBITDA by segment


	EBITDA
	Quarter									Accumulated
Segments	2Q/07			1Q/07			2Q/06			06/30/07			06/30/06

Ferrous minerals		4,086,223			3,906,759			3,656,493			7,992,982			6,595,519
Non-ferrous minerals		5,187,757			4,076,544			339,293			9,264,301			456,182
Logistics		425,577			355,164			333,346			780,741			568,110
Holdings
Aluminum		598,091			656,982			771,774			1,255,073			1,208,036
Steel		70,448			10,593			135,247			81,041			201,898
Others		(113,046	)		(69,607	)		(82,931	)		(182,653	)		(122,994	)

		10,255,050			8,936,435			5,153,222			19,191,485			8,906,751


9-		Management’s Discussion and Analysis of the Operating Results for the Period Ended June 30, 2007

As a result of the analysis some general aspects must be considered, as follows:

On June 30, 2007 about 94% of the consolidated gross revenue and 51% of consolidated total cost are linked to the U.S. dollar. Consequently, fluctuations in the exchange rate variation between the two currencies have a significant impact on the operating results.

Approximately 73% of consolidated short-term and long-term loans on June 30, 2007 are denominated in U.S. dollars. As a result, exchange rate fluctuations have a significant impact on the financial expenses and income.

The average dollar rate fell 6.7% between periods (R$2.0452 on June 30, 2007 against R$2.1927 on June 30, 2006), partially offset by price increases, and exchange rate between of the periods fell 11.0% (R$1.9262 on June 30, 2007 against R$2.1643 on June 30, 2006).

In 2007, iron ore prices increased by 9.5% and pellets prices increased by 5.3%.

The consolidated Trade Balance was:


	In US$ millions
	Quarter									Accumulated
	2Q/07			1Q/07			2Q/06			06/30/07			06/30/06
Exports		3,920			2,441			2,543			6,361			4,825
Imports		(166	)		(177	)		(221	)		(343	)		(449	)

		3,754			2,264			2,322			6,018			4,376


9.1-		Comments on Consolidated Operating Results for the periods ended June 30, 2007 and June 30, 2006


9.1.1-		Gross revenue


	In thousands of metric tons (except railroad transportation)										In thousands of reais
	Quarter						Accumulated				Quarter						Accumulated
	2Q/07		1Q/07		2Q/06		06/30/07		06/30/06		2Q/07		1Q/07		2Q/06		06/30/07		06/30/06
Iron ore		62,081		55,792		59,703		117,873		114,563		5,498,022		4,905,667		5,129,829		10,403,689		9,276,678
Pellets (*)		10,175		9,581		7,438		19,756		15,205		1,640,159		1,555,379		1,224,643		3,195,538		2,576,283

		72,256		65,373		67,141		137,629		129,768		7,138,181		6,461,046		6,354,472		13,599,227		11,852,961

Manganese		219		83		198		302		347		40,698		13,113		25,581		53,811		50,450
Ferroalloys		111		124		144		235		270		263,850		288,144		274,665		551,994		506,158

												304,548		301,257		300,246		605,805		556,608

Copper		119		93		105		212		175		525,972		305,476		447,328		831,448		689,066
Finished copper		33		38		—		71		—		473,277		454,955		—		928,232		—
Potash		162		161		121		323		224		78,482		66,887		49,377		145,369		98,265
Kaolin		325		269		305		594		626		109,666		105,327		100,151		214,993		206,478
Nickel		68		71		—		139		—		6,339,691		5,973,019		—		12,312,710		—
Precious metals		18		22		—		40		—		211,204		192,551		—		403,755		—
Cobalt (t)		583		580		—		1,163		—		64,439		59,666		—		124,105		—

												7,802,731		7,157,881		596,856		14,960,612		993,809

Railroad transportation (millions of TKU) (**)		11,335		9,328		10,374		20,663		18,709		788,375		616,762		688,756		1,405,137		1,223,593
Port services		7,121		7,046		7,781		14,167		13,970		120,199		127,373		127,014		247,572		232,668
Boat services		—		—		—		—		—		10,305		12,960		12,670		23,265		25,585
Maritime transportation		—		—		—		—		—		33,155		50,282		67,528		83,437		117,766

												952,034		807,377		895,968		1,759,411		1,599,612

Aluminum		155		134		125		289		249		879,645		836,662		736,242		1,716,307		1,387,339
Alumina		766		700		867		1,466		1,357		529,255		510,962		743,806		1,040,217		1,079,874
Bauxite		1,228		1,239		1,056		2,467		2,164		83,148		84,678		64,248		167,826		129,635

												1,492,048		1,432,302		1,544,296		2,924,350		2,596,848

Steel		—		—		—		—		—		333,445		331,625		381,832		665,070		730,741
Pig iron		55		75		71		130		71		36,459		46,106		42,769		82,565		42,769
Coal		698		—		—		698		46		81,464		—		—		81,464		9,054
Other products and services		—		—		—		—		—		56,121		91,316		14,226		147,437		29,387

												507,489		469,047		438,827		976,536		811,951

												18,197,031		16,628,910		10,130,665		34,825,941		18,411,789


(*)		Includes revenues derived from services provided to pelletizing join ventures in the amounts of R$16,497, R$17,355, R$16,799, R$33,852 and R$34,690 referring to the 2Q/07, 1Q/07, 2Q/06, June 30, 2007 and June 30, 2006, respectively.

(**)		The Company carried through its railroad system 8,269, 6,610, 7,962, 14,879 and 14,132 million of TKUs of general cargo and 3,066, 2,718, 2,412, 5,784 and 4,577 million of TKUs of iron ore for third parties in 2Q/07, 1Q/07, 2Q/06, June 30, 2007 and June 30, 2006, respectively.

Sales volume and revenues by products and services:

The 89.2% gross revenue increase, from R$18,411,789 on June 30, 2006 to R$34,825,941 on June 30, 2007 was due to:

	•		Consolidation of INCO, started of 4Q/06; and

	•		Increase of prices of iron ore and products in aluminum area;

The above effects were partially offset by:

•

The devaluation of the average dollar compared with the real by 6.7%.

Gross consolidated revenue by segment


							Holdings				Quarter												Accumulated
	Ferrous		Non - Ferrous
	Minerals		Minerals		Logistics		Aluminum		Other		2Q/07		%		1Q/07		%		2Q/06		%		06/30/07		%		06/30/06		%
External market
Latin America		425,377		86,707		10,467		103,390		—		625,941		3		544,646		3		491,198		5		1,170,587		3		894,105		5
Canada		37,360		596,077		—		212,774		—		846,211		5		974,071		6		164,792		2		1,820,282		5		328,856		2
United States (USA)		119,654		1,449,126		—		93,229		345,711		2,007,720		11		1,943,062		12		671,110		7		3,950,782		11		1,197,022		7
Germany		641,778		279,965		—		1,222		—		922,965		5		832,641		5		716,065		7		1,755,606		5		1,332,244		7
Belgium		136,187		31,287		—		170,709		—		338,183		2		378,315		2		321,949		3		716,498		2		623,318		3
France		356,121		86,915		—		—		—		443,036		2		364,907		2		276,966		3		807,943		2		498,888		3
England		209,153		362,072		—		20,252		—		591,477		3		587,072		4		197,582		2		1,178,549		3		363,361		2
Italia		237,662		36,783		—		3,477		—		277,922		2		286,763		2		280,908		3		564,685		2		538,506		3
Europe, except for Germany, Belgium, France, England and Italia		463,360		348,521		—		382,056		—		1,193,937		7		809,107		5		899,874		9		2,003,044		6		1,511,917		8
Middle East, Africa and Oceania		338,396		47,219		—		30,314		81,464		497,393		3		415,262		2		606,604		6		912,655		3		1,019,060		6
China		2,298,485		943,087		—		—		—		3,241,572		18		2,645,635		16		1,850,157		18		5,887,207		17		3,344,894		18
South Korea		258,169		592,183		—		—		—		850,352		5		934,495		6		172,063		2		1,784,847		5		465,929		3
Japan		627,744		1,289,288		—		306,430		—		2,223,462		12		1,879,706		11		863,720		9		4,103,168		12		1,700,527		9
Taiwan		77,279		1,213,652		—		—		—		1,290,931		7		1,359,700		8		78,175		1		2,650,631		8		189,681		1
Asia other than China, South Korea, Japan and Taiwan		143,954		176,414		986		—		—		321,354		2		440,873		3		445,081		4		762,227		2		548,217		3

		6,370,679		7,539,296		11,453		1,323,853		427,175		15,672,456		87		14,396,255		87		8,036,244		81		30,068,711		86		14,556,525		80
Brazil		1,114,533		307,854		930,958		171,035		195		2,524,575		13		2,232,655		13		2,094,421		19		4,757,230		14		3,855,264		20

Total		7,485,212		7,847,150		942,411		1,494,888		427,370		18,197,031		100		16,628,910		100		10,130,665		100		34,825,941		100		18,411,789		100


9.1.2-		Cost of products and services


	Denominated in						Quarter						Accumulated
By nature	R$			US$			2Q/07		1Q/07		2Q/06		06/30/07		06/30/06
Personnel		425,661			476,849			902,510		963,910		403,940		1,866,420		776,355
Material		793,824			418,861			1,212,685		1,155,540		813,058		2,368,225		1,524,832
Oil and gas		492,488			291,255			783,743		679,461		530,903		1,463,204		987,198
Outsourced services		726,033			427,596			1,153,629		996,571		930,713		2,150,200		1,795,714
Energy		402,978			78,159			481,137		462,009		338,239		943,146		642,018
Raw Material		5,550			1,345,719			1,351,269		1,482,813		553,791		2,834,082		1,077,629
Depreciation and depletion		487,683			454,471			942,154		734,600		391,861		1,676,754		759,489
Amortization of goodwill		—			—			—		51,416		94,090		51,416		186,077
Others		259,742			322,607			582,349		720,507		294,127		1,302,856		546,120

Total		3,593,959			3,815,517			7,409,476		7,246,827		4,350,722		14,656,303		8,295,432

		49	%		51	%

The 77% increase in the cost of products and services (R$14,656,302 on June 30, 2007 against R$8,295,432 on June 30, 2006) resulting from inclusion of CVRD Inco (R$5,289,622 on June 30, 2007) and is due to increase in sales volumes and changes in the prices of materials, oil, energy and services which comprise production cost during the period.


9.1.3-		Selling expenses and administrative expenses

Selling expenses decreased by 33%, from R$236,048 on June 30, 2006 to R$158,415 on June 30, 2007. Administrative expenses increased by 42% from R$711,540 on June 30, 2006 to R$1,010,411 on June 30, 2007, basically due to personnel agreements and expenses with professional services, infrastructure and support.


9.1.4-		Research and development

Research and development increased by 44%, from R$378,088 on June 30, 2006 to R$544,446 on June 30, 2007, reflecting CVRD expansion plan to diversify production and expansion of production to meet world demand.


9.1.5-		Other operating expenses

Other operating expenses increased by R$49,291, from R$364,727 on June 30, 2006 to R$414,018 on June 30, 2007.


9.1.6-		Net financial results

The net financial result had a change of R$470,103 (expense of R$255,356 on June 30, 2007 compared to expense of R$725,459 on June 30, 2006) due to exchange rate variation effect over the foreign debt, that more than offset the increase of financial expenses.


9.1.7-		Income tax and social contribution

Income tax and social contribution reflect an expense of R$5,270,359 on June 30, 2007 compared with an expense of R$1,178,436 on June 30, 2006, mainly caused by increase of taxable income.


9.2-		Comments on the Parent Company Results for the periods ended June 30, 2007 and June 30, 2006


9.2.1-		Gross revenue

The 18,8% increase in gross revenue (R$10,397,790 on June 30, 2007 against R$8,752,856 on June 30, 2006) is the result of the 10% increase in sales of iron ore and also for the increase of prices. This effect, over the company’s revenue, was compensated in part by the 6% average appreciation of the real against the U. S. dollar.


9.2.2-		Cost of products and services

Cost of products and services sold to June 30, 2007 was R$5,702,136 on 06/30/07 against R$4,882,884 on June 30, 2006 representing a 17% increase. The main factors are, higher volumes sold of products in general, contracts readjustments and the increase of assets reflecting increase of expenses related to depreciation.


9.2.3-		Gross margin

The gross margin increased by 1.1% (42.1% on June 30, 2007 against 41.0% on June 30, 2006) mainly due to increase of prices.


9.2.4-		Results of shareholdings

The results of equity investments had increased R$1,862,928 of R$4,111,198 in June 30, 2006 against R$5,974,126 in June 30, 2007, and are strongly impacted by the effect of the variation of the debts, that had influenced of positive form in function of the valuation of the Real, against dollar, in the six months period ended on June 30, 2007 of 10 % and 7.5 % in the six months ended on June 30, 2006. This effect is substantially compensated with the exchange loss in the investments abroad.

Operationally, volumes and average selling prices increased in iron ore, pellets and aluminum areas and nickel. This increase was partially compensated by decrease in average selling prices and volume in manganese and ferroalloys.


9.2.5-		Selling expenses and administrative expenses

Selling expenses increased by R$7,541, from R$3,188 on June 30, 2006 to R$10,729 on June 30, 2007, while administrative expenses increased by 5.49%, from R$410,911 on June 30, 2006 to R$433,454 on June 30, 2007, basically due to personnel agreement and expenses with professional services, infrastructure and support.


9.2.6-		Research and development

Research and development increased by 6,20%, from R$235,122 on June 30, 2006 to R$249,706 on June 30, 2007, reflecting CVRD expansion plan to diversify production and expansion of production to meet world demand.


9.2.7-		Other operating expenses (income)

Other operating expenses decreased by R$284,155 from R$244,775 expense on June 30, 2006 to R$39,380 income on June 30, 2007.


9.2.8-		Net financial results

The net financial results on June 30, 2007 had an impact of R$1,807,768 (income of R$1,773,843 on June 30, 2007 compared to expense of R$33,925 on June 30, 2006) basically due to exchange rate variation effect of the Real against the dollar over the foreign debt.


9.2.9-		Income tax and social contribution

Income tax and social contribution reflect an expense of R$1,552,467 on June 30, 2007 compared with an expense of R$503,273 on June 30, 2006, mainly caused by increase of taxable income.


10-		Board of Directors, Fiscal Council, Advisory Committees and Executive Officers

Board of Directors

Sérgio Ricardo Silva Rosa
Chairman

Mário da Silveira Teixeira Júnior
Vice-President

Caio Marcelo de Medeiros Melo
Francisco Augusto da Costa e Silva
Hiroshi Tada
João Batista Cavaglieri
Jorge Luiz Pacheco
José Ricardo Sasseron
Oscar Augusto de Camargo Filho
Renato da Cruz Gomes
Sandro Kohler Marcondes

Advisory Committees of the Board of Directors

Controlling Committee
Antonio José de Figueiredo Ferreira
Luiz Carlos de Freitas
Paulo Roberto Ferreira de Medeiros

Executive Development Committee
João Moisés de Oliveira
José Ricardo Sasseron
Oscar Augusto de Camargo Filho

Strategic Committee
Roger Agnelli
Gabriel Stoliar
Luciano Siani Pires
Mário da Silveira Teixeira Júnior
Oscar Augusto de Camargo Filho
Sérgio Ricardo Silva Rosa

Finance Committee
Fabio de Oliveira Barbosa
Ivan Luiz Modesto Schara
Luiz Maurício Leuzinger
Wanderlei Viçoso Fagundes

Governance and Sustainability Committee
Jorge Luiz Pacheco
Renato da Cruz Gomes
Ricardo Simonsen

Fiscal Council

Marcelo Amaral Moraes
Chairman

Aníbal Moreira dos Santos
Bernard Appy
José Bernardo de Medeiros Neto

Executive Officers

Roger Agnelli
Chief Executive Officer and Investor Relations

Carla Grasso
Executive Officer for Human Resources and Corporate Services

Eduardo de Salles Bartolomeo
Executive Officer for Logistics

Fabio de Oliveira Barbosa
Chief Financial Officer

Gabriel Stoliar
Executive Officer for Planning and Business Development

José Carlos Martins
Executive Officer for Ferrous Minerals

José Lancaster
Executive Officer for Copper, Coal and Aluminum

Murilo de Oliveira Ferreira
Executive Officer for Nickel Business Marketing and Sales
Copper and Aluminum

Tito Botelho Martins
Executive Officer for Corporate Affairs and Energy

Marcus Vinícius Dias Severini
Chief Officer of Accounting and Control Department

Vera Lúcia de Almeida Pereira Elias
Chief Accountant
CRC-RJ — 043059/O-8

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	COMPANHIA VALE DO RIO DOCE (Registrant)
Date: August 8, 2007	By:	/s/ Roberto Castello Branco
		Roberto Castello Branco
		Director of Investor Relations