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

Companhia Vale do Rio Doce

Avenida Graca 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- ______.)

 

 

COMPANHIA VALE DO RIO DOCE
INDEX TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

			Page
Report of Independent Registered Public Accounting Firm			F-2
Condensed Consolidated Balance Sheets as of June 30, 2007 and December 31 , 2006			F-3
Condensed Consolidated Statements of Income for the three-month periods ended June 30, 2007, March 31, 2007 and June 30, 2006 and for the six-month periods ended June 30, 2007 and 2006			F-5
Condensed Consolidated Statements of Cash Flows for the three-month periods ended June 30, 2007, March 31, 2007 and June 30, 2006 and for the six-month periods ended June 30, 2007 and 2006			F-6
Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three-month periods ended June 30, 2007, March 31, 2007 and June 30, 2006 and for the six-month periods ended June 30, 2007 and 2006			F-7
Notes to the Condensed Consolidated Interim Financial Information			F-8
Supplemental Financial Information			S-1

				PricewaterhouseCoopers
				Rua da Candelaria, 65 11° – 15°
				20091 -020 Rio de Janeiro, RJ – Brasil
				Caixa Postal 949
				Telephone (21) 3232-6112
				Fax (21) 2516-6319
				www.pwc.com/br
		Report of Independent Registered
		Public Accounting Firm
		To the Board of Directors and Stockholders
		Companhia Vale do Rio Doce

We have reviewed the accompanying condensed consolidated balance sheet of Companhia Vale do Rio Doce and its subsidiaries as of June 30, 2007, and the related condensed consolidated statements of income, of cash flows and of changes in stockholder’s equity for each of the three-month periods ended June 30, 2007, March 31, 2007 and June 30, 2006 and for the six-month periods ended June 30, 2007 and June 30, 2006. This interim financial information is the responsibility of the Company’s management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the accompanying condensed consolidated interim financial information for it to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet as of December 31, 2006, and the related consolidated statements of income, of cash flows and of changes in stockholders’ equity for the year then ended (not presented herein), and in our report dated March 7, 2007, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2006, is fairly stated in all material respects in relation to the consolidated balance sheet from which it has been derived.

 
PricewaterhouseCoopers
Auditores Independentes

Rio de Janeiro, RJ
July 31, 2007

						December
		June 30, 2007				31, 2006
		(Unaudited)
Assets
Current assets
Cash and cash equivalents			1,774				4,448
Accounts receivable
Related parties			449				675
Unrelated parties			3,642				2,929
Loans and advances to related parties			110				40
Inventories			3,327				3,493
Deferred income tax			588				410
Recoverable taxes			469				414
Others			442				531
			10,801				12,940
Property, plant and equipment, net, and intangible assets			47,698				38,007
Investments in affiliated companies, joint ventures and other investments			2,446				2,353
Other assets
Goodwill on acquisition of subsidiaries			3,304				4,484
Loans and advances
Related parties			1				5
Unrelated parties			125				109
Prepaid pension cost			1,329				977
Prepaid expenses			237				360
Judicial deposits			998				852
Advances to suppliers — energy			560				443
Recoverable taxes			282				305
Unrealized gains on derivative instruments			391				22
Others			143				69
			7,370				7,626
TOTAL			68,315				60,926

The accompanying notes are an integral part of this condensed consolidated financial information.

Condensed Consolidated Balance Sheets
Expressed in millions of United States dollars
(Except number of shares)

(Continued)

						December
		June 30, 2007				31, 2006
		(Unaudited)
Liabilities and stockholders’ equity
Current liabilities
Suppliers			2,047				2,382
Payroll and related charges			468				451
Minimum annual dividends attributed to stockholders			856				1,494
Current portion of long-term debt — unrelated parties			755				711
Short-term debt			—				723
Loans from related parties			35				25
Provision for income taxes			1,245				817
Taxes payable			94				119
Employees post-retirement benefits			116				107
Others			574				483
			6,190				7,312
Long-term liabilities
Employees post-retirement benefits			1,932				1,841
Long-term debt — unrelated parties			18,284				21,122
Provisions for contingencies (Note 14 (c))			1,800				1,641
Unrealized loss on derivative instruments			708				705
Deferred income tax			5,733				4,527
Provisions for asset retirement obligations			734				676
Others			1,491				618
			30,682				31,130
Minority interests			2,358				2,811
Commitments and contingencies (Note 14)
Stockholders’ equity (Note 11)
Preferred class A stock - 3,600,000,000 no-par-value shares authorized and 959,758,200 issued			4,919				4,702
Common stock - 1,800,000,000 no-par-value shares authorized and 1,499,898,858 issued			7,776				3,806
Treasury stock - 15,170,644 preferred and 28,291,020 common shares			(389	)			(389	)
Additional paid-in capital			498				498
Mandatory convertible notes in common shares			1,288				—
Mandatory convertible notes in preferred shares			581				—
Other cumulative comprehensive income (deficit)			227				(1,004	)
Undistributed retained earnings			6,233				9,555
Unappropriated retained earnings			7,952				2,505
			29,085				19,673
TOTAL			68,315				60,926

The accompanying notes are an integral part of this condensed consolidated financial information.

														Six-month periods ended
		Three-month periods ended												June 30,
		June 30,				March 31,				June 30,
		2007				2007				2006				2007				2006
Operating revenues, net of discounts, returns and allowances
Sales of ores and metals			7,667				6,634				3,286				14,301				6,046
Revenues from logistic services			414				331				362				745				651
Aluminum products			724				649				640				1,373				1,069
Other products and services			94				66				25				160				37
			8,899				7,680				4,313				16,579				7,803
Taxes on revenues			(207	)			(191	)			(167	)			(398	)			(317	)
Net operating revenues			8,692				7,489				4,146				16,181				7,486
Operating costs and expenses
Cost of ores and metals sold			(3,075	)			(3,813	)			(1,350	)			(6,888	)			(2,606	)
Cost of logistic services			(227	)			(188	)			(196	)			(415	)			(370	)
Cost of aluminum products			(431	)			(369	)			(324	)			(800	)			(581	)
Others			(51	)			(20	)			(14	)			(71	)			(22	)
			(3,784	)			(4,390	)			(1,884	)			(8,174	)			(3,579	)
Selling, general and administrative expenses			(266	)			(268	)			(212	)			(534	)			(380	)
Research and development			(152	)			(113	)			(101	)			(265	)			(172	)
Others			(111	)			(16	)			(76	)			(127	)			(146	)
			(4,313	)			(4,787	)			(2,273	)			(9,100	)			(4,277	)
Operating income			4,379				2,702				1,873				7,081				3,209
Non-operating income (expenses)
Financial income			77				121				45				198				87
Financial expenses			(508	)			(659	)			(245	)			(1,167	)			(458	)
Foreign exchange and monetary gains, net			932				770				28				1,702				287
Gain on sale of investments			674				—				338				674				347
			1,175				232				166				1,407				263
Income before income taxes, equity results and minority interests			5,554				2,934				2,039				8,488				3,472
Income taxes
Current			(1,483	)			(833	)			(158	)			(2,316	)			(400	)
Deferred			87				191				(80	)			278				(133	)
			(1,396	)			(642	)			(238	)			(2,038	)			(533	)
Equity in results of affiliates and joint ventures and other investments			156				138				184				294				340
Minority interests			(219	)			(213	)			(105	)			(432	)			(228	)
Net income			4,095				2,217				1,880				6,312				3,051

The accompanying notes are an integral part of this condensed consolidated financial information.

														Six-month periods ended
		Three-month periods ended												June 30,
						March 31,
		June 30, 2007				2007				June 30, 2006				2007				2006
Cash flows from operating activities:
Net income			4,095				2,217				1,880				6,312				3,051
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation, depletion and amortization			525				392				205				917				386
Dividends received			153				90				98				243				210
Equity in results of affiliates and joint ventures			(156	)			(138	)			(184	)			(294	)			(340	)
Deferred income taxes			(87	)			(191	)			80				(278	)			133
Gain on sale of investments			(674	)			—				(338	)			(674	)			(347	)
Foreign exchange and monetary losses (gains), net			(1,224	)			(772	)			(75	)			(1,996	)			(366	)
Unrealized derivative losses (gains), net			(168	)			(85	)			51				(253	)			95
Minority interests			219				213				105				432				228
Interest payable (receivable), net			(57	)			173				40				116				12
Others			(25	)			23				(2	)			(2	)			57
Decrease (increase) in assets:
Accounts receivable			(492	)			103				(346	)			(389	)			(184	)
Inventories			(264	)			673				(23	)			409				(40	)
Others			499				(404	)			(38	)			95				(146	)
Increase (decrease) in liabilities:
Suppliers			428				46				103				474				(264	)
Payroll and related charges			104				(161	)			47				(57	)			(61	)
Income taxes			503				(54	)			175				449				(3	)
Others			251				157				(34	)			408				(206	)
Net cash provided by operating activities			3,630				2,282				1,744				5,912				2,215
Cash flows from investing activities:
Loans and advances receivable
Related parties
Additions			(1	)			—				1				(1	)			(6	)
Repayments			—				10				—				10				3
Others			(1	)			—				(35	)			(1	)			13
Judicial deposits			(31	)			(32	)			(12	)			(63	)			(35	)
Additions to investments			(42	)			(52	)			(2	)			(94	)			(4	)
Additions to property, plant and equipment			(1,633	)			(1,106	)			(961	)			(2,739	)			(1,816	)
Proceeds from disposal of investments			908				—				418				908				432
Proceeds from disposals of property, plant and equipment			—				—				29				—				38
Cash used to acquire subsidiaries, net of cash acquired			(903	)			(2,023	)			—				(2,926	)			—
Net cash used in investing activities			(1,703	)			(3,203	)			(562	)			(4,906	)			(1,375	)
Cash flows from financing activities:
Short-term debt, additions			1,493				497				1,772				1,990				2,394
Short-term debt, repayments			(2,485	)			(206	)			(1,837	)			(2,691	)			(2,409	)
Loans
Related parties
Additions			136				117				1				253				11
Repayments			(121	)			(113	)			29				(234	)			(11	)
Issuances of long-term debt
Others			49				6,463				4				6,512				1,351
Repayments of long-term debt
Others			(3,940	)			(6,205	)			(200	)			(10,145	)			(521	)
Treasury stock			—				—				(25	)			—				(25	)
Mandatorily convertible notes			1,869				—				—				1,869				—
Interest attributed to stockholders			(825	)			—				(669	)			(825	)			(669	)
Dividends to minority interest			(224	)			(61	)			—				(285	)			—
Net cash provided by (used in) financing activities			(4,048	)			492				(925	)			(3,556	)			121
Increase (decrease) in cash and cash equivalents			(2,121	)			(429	)			257				(2,550	)			961
Effect of exchange rate changes on cash and cash equivalents			(59	)			(65	)			(7	)			(124	)			(108	)
Cash and cash equivalents, beginning of period			3,954				4,448				1,644				4,448				1,041
Cash and cash equivalents, end of period			1,774				3,954				1,894				1,774				1,894
Cash paid during the period for:
Interest on short-term debt			(39	)			(1	)			(5	)			(40	)			(6	)
Interest on long-term debt			(399	)			(205	)			(73	)			(604	)			(167	)
Income tax			(1,255	)			(606	)			(31	)			(1,861	)			(218	)
Non-cash transactions
Income tax paid with credits			(193	)			(119	)			(40	)			(312	)			(70	)
Interest capitalized			(21	)			(22	)			(31	)			(43	)			(62	)

The accompanying notes are an integral part of this condensed consolidated financial information.

		Three-month periods ended											Six-month periods ended June 30,
		June 30, 2007				March 31, 2007				June 30, 2006				2007				2006
Preferred class A stock (including six special shares)
Beginning of the period			4,702				4,702				4,702				4,702				2,150
Capital increase			—				—				—				—				2,552
Transfer from undistributed retained earnings			217				—				—				217				—
End of the period			4,919				4,702				4,702				4,919				4,702
Common stock
Beginning of the period			3,806				3,806				3,806				3,806				3,806
Transfer from undistributed retained earnings			3,970				—				—				3,970				—
End of the period			7,776				3,806				3,806				7,776				3,806
Treasury stock
Beginning of the period			(389	)			(389	)			(88	)			(389	)			(88	)
Acquisitions			—				—				(25	)			—				(25	)
End of the period			(389	)			(389	)			(113	)			(389	)			(113	)
Additional paid-in capital
Beginning of the period			498				498				498				498				498
Mandatory convertible notes in common shares
Change in the period and end of the period			1,288				—				—				1,288				—
Mandatory convertible notes in preferred shares
Change in the period and end of the period			581				—				—				581				—
Other cumulative comprehensive income (deficit)
Cumulative translation adjustments
Beginning of the period			(1,672	)			(1,628	)			(2,006	)			(1,628	)			(2,856	)
Change in the period			1,208				(44	)			118				1,164				968
End of the period			(464	)			(1,672	)			(1,888	)			(464	)			(1,888	)
Unrealized gain on available-for-sale securities
Beginning of the period			586				271				132				271				127
Change in the period			(381	)			315				(20	)			(66	)			(15	)
End of the period			205				586				112				205				112
Surplus (deficit) accrued pension plan
Beginning of the period			344				353				—				353				—
Change in the period			128				(9	)			—				119				—
End of the period			472				344				—				472				—
Cash flow hedge
Beginning of the period			(10	)			—				—				—				—
Change in the period			24				(10	)			—				14				—
End of the period			14				(10	)			—				14				—
Total other cumulative comprehensive income (deficit)			227				(752	)			(1,776	)			227				(1,776	)
Undistributed retained earnings
Beginning of the period			9,992				9,555				4,687				9,555				4,357
Transfer from unappropriated retained earnings			428				437				18				865				348
Transfer to capital stock			(4,187	)			—				—				(4,187	)			—
End of the period			6,233				9,992				4,705				6,233				4,705
Unappropriated retained earnings
Beginning of the period			4,285				2,505				4,824				2,505				3,983
Net income			4,095				2,217				1,880				6,312				3,051
Dividends and interest attributed to stockholders Preferred class A stock			—				—				(513	)			—				(513	)
Common stock			—				—				(787	)			—				(787	)
Appropriation to reserves			(428	)			(437	)			(18	)			(865	)			(348	)
End of the period			7,952				4,285				5,386				7,952				5,386
Total stockholders’ equity			29,085				22,142				17,208				29,085				17,208
Preferred class A stock (including six special shares)			959,758,200				959,758,200				959,758,200				959,758,200				959,758,200
Common stock			1,499,898,858				1,499,898,858				1,499,898,858				1,499,898,858				1,499,898,858
Treasury stock
Beginning of the period			(43,461,664	)			(43,463,536	)			(28,313,936	)			(43,463,536	)			(28,313,936	)
Sales			—				1,872				(1,281,100	)			1,872				(1,281,100	)
End of the period			(43,461,664	)			(43,461,664	)			(29,595,036	)			(43,461,664	)			(29,595,036	)
			2,416,195,394				2,416,195,394				2,430,062,022				2,416,195,394				2,430,062,022
Dividends and interest attributed to stockholders (per share):
Preferred class A stock (including six special shares)			—				—				0.54				—				0.54
Common stock			—				—				0.54				—				0.54

The accompanying notes are an integral part of this condensed consolidated interim financial information.

Notes to the Unaudited Condensed Consolidated Interim Financial Information
Expressed in millions of United States dollars, unless otherwise stated

1		The Company and its operation
		Companhia Vale do Rio Doce (CVRD) is a limited liability company, duly organized and existing under the laws of the Federative Republic of Brazil. Our operations are carried out through CVRD and its subsidiary companies, joint ventures and affiliates, and mainly consist of mining, non-ferrous metal production and logistics, as well as energy, aluminum and steel activities. Further details of our joint ventures and affiliates are described in Note 9.
		On June 30, 2007, the main operating subsidiaries we consolidate are as follows:

% voting

Head office

Subsidiary

% ownership

capital

location

Principal activity

Alumina do Norte do Brasil S.A. — Alunorte (“Alunorte”)

57.03

61.74

Brazil

Alumina

Alumínio Brasileiro S.A. — Albras (“Albras”)

51.00

51.00

Brazil

Aluminum

CADAM S.A (CADAM)

61.48

100.00

Brazil

Kaolin

CVRD International S.A.

100.00

100.00

Switzerland

Trading

CVRD Overseas Ltd.

100.00

100.00

Cayman Islands

Trading

CVRD Inco (2)

100.00

100.00

Canada

Nickel

Ferrovia Centro-Atlântica S. A.

100.00

100.00

Brazil

Logistics

Minerações Brasileiras Reunidas S.A. — MBR

92.99

92.99

Brazil

Iron ore

Mineração Onça Puma Ltda

100.00

100.00

Brazil

Nickel

Pará Pigmentos S.A. (“PPSA”)

86.17

85.57

Brazil

Kaolin

PT International Nickel Indonesia Tbk (“PT Inco”) (3)

61.16

61.16

Indonesia

Nickel

Valesul Aumínio S.A. (1)

100.00

100.00

Brazil

Aluminum

CVRD Australia Pty Ltd.

100.00

100.00

Australia

Coal

2		Basis of consolidation
		All majority-owned subsidiaries in which we have both share and management control are consolidated. All significant intercompany accounts and transactions are eliminated. Our variable interest entities in which we are the primary beneficiaries are consolidated. Investments in unconsolidated affiliates and joint ventures are accounted for under the equity method. Included in this category are certain joint ventures in which we have majority ownership but, by force of shareholders’ agreements, do not have effective management control.
		We evaluate the carrying value of our listed investments relative to publicly available quoted market prices. If the quoted market price is below book value, and such decline is considered other than temporary, we write-down our equity investments to quoted market value.
		We define joint ventures as businesses in which we and a small group of other partners each participate actively in the overall entity management, based on shareholders agreements. We define affiliates as businesses in which we participate as a minority stockholder but with significant influence over the operating and financial policies of the investee.
		Our investments in hydroelectric projects are made via consortium contracts under which we have an undivided interest in assets and are liable for our proportionate share of liabilities and expenses, which are based on our proportionate share of power output. We do not have joint liability for any obligations, and all our recorded costs, income, assets and liabilities relate to the entities within our group. Since there is no separate legal entity for the project, there are no separate financial statements, income tax return, net income or shareholders’ equity. Brazilian corporate law explicitly provides that no separate legal entity exists as a result of a consortium contract, and our external legal counsel has confirmed this conclusion. So, we recognize our proportionate share of costs and our undivided interest in assets relating to hydroelectric projects.

3  Summary of significant accounting policies

		The year ended condensed Balance Sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America.
		Our condensed consolidated interim financial information for the three-month periods ended June 30, 2007, March 31, 2007, and June 30, 2006 and for the six-month periods ended June 30, 2007 and June 30, 2006 is unaudited. However, in our opinion, such condensed consolidated financial information includes all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results for interim periods. The results of operations for the three-month and the six-month periods ended June 30, 2007 are not necessarily indicative of the results to be expected for the full fiscal year ending December 31, 2007.
		In preparing the condensed consolidated financial information, we are required to use estimates to account for certain assets, liabilities, revenues and expenses. Our condensed consolidated financial information therefore include various estimates concerning the selection of useful lives of property, plant and equipment, provisions necessary for contingent liabilities, fair values assigned to assets and liabilities acquired in business combinations, income tax valuation allowances, employee post-retirement benefits and other similar evaluations. Actual results may vary from our estimates.
		We have remeasured all assets and liabilities into U.S. dollars at the current exchange rate at each balance sheet date (R$1.9176 and R$2.1342 at June 30, 2007 and December 31, 2006, respectively to US$1.00 or the first available exchange rate if exchange on the last day of the period, was not available), and all accounts in the statements of income (including amounts relative to local currency indexation and exchange variances on assets and liabilities denominated in foreign currency) at the average rates prevailing during the period. The translation gain or loss resulting from this remeasurement process is included in the cumulative translation adjustments account in stockholders’ equity.
		Effective January 1, 2007, the Company adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes. FIN 48 prescribes a comprehensive model for how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return (including a decision whether to file or not to file a return in a particular jurisdiction). Under the Interpretation, the financial statements reflect expected future tax consequences of such positions presuming the taxing authorities’ full knowledge of the position and all relevant facts, but without considering time values. We classify interest and penalties in income taxes at our Statement of Income.
4		Recently-issued accounting pronouncements
		In February 2007, the Financial Accounting Standards Board issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities”. SFAS No. 159 permits entities to choose to measure many financial instruments and certain other items at fair value. The objective is to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. This Statement is expected to expand the use of fair value measurement, which is consistent with the Board’s long-term measurement objectives for accounting for financial instruments. The fair value option established by this Statement permits all entities to choose to measure eligible items at fair value at specified election dates. This standard is effective for fiscal years ending on or after November 15, 2007. We are currently studying the impact of this standard.
5		Major acquisitions, disposals and restructuring
		In June 2007, we sold through a primary and secondary public offering 25,213,664 common shares, representing 57.84% of total capital, of our subsidiary Log-In Logística Intermodal S.A. for US$179, with a gain of US$155 and a capital gain of US$62. Now we hold 36.37% of the voting and total capital of this entity, which is recognized as an equity investee.

In May 2007, we sold in a public offering Usiminas shares, an available for sale investee, and received total proceeds of US$728 with a gain of US$456.

In May 2007, we acquired a further 6.25% of the total share capital from Empreendimentos Brasileiros de Mineração S.A. (EBM), which main asset is its interest in MBR, for US$231 and as a result, our stake in MBR is equivalent to direct and indirect 92.99% of total and voting capital. We simultaneously entered into an agreement with minority shareholders that gives us the right to use and profit from others ´ property including receipt of dividends with respect to EBM shares and full shareholder rights in relation to the remaining shares during the next 30 years for which we will make an initial payment of US$61 plus an annual fee of US$48 for the next 29 years under this agreement. The present value of the future obligation is recorded as a liability with an equivalent debit entry to minority interests.

We are pursuing various opportunities to become a large global player in coal businesses and in April 2007, we concluded the acquisition of 100% of CVRD Australia (former AMCI Holdings Australia Pty – AMCI HA), a private company held in Australia, which owns and operates coal mines in Australia for US$656. The purchase price allocations based on the fair values of acquired assets and liabilities was based on management’s preliminary internal valuation estimates. Such allocations will be finalized based on valuation and other studies which are in course, performed by us with the assistance of outside valuation specialists. Accordingly, the purchase price allocation adjustments set forth below are preliminary and are subject to revision, which may be material.

		Preliminary
		Valuation
		(Unaudited)
Purchase price			656
Book value of assets acquired and liabilities assumed, net			(213	)
Adjustment to fair value of property, plant and equipment			(463	)
Deferred taxes on the above adjustments			52
Goodwill			32

		In March 2007, we acquired the remaining 18% minority interest in Ferro-Gusa held by Nucor do Brasil S.A. for US$20, which then became a wholly-owned subsidiary.
6		Acquisition of Inco
		In October, 2006 we acquired Inco Limited (Inco), a Canadian-based nickel company, and the world’s largest nickel prossessing capacity and reserve base, for US$13 billion, corresponding to 174,623,019 common shares, representing 75.66% of its outstanding shares. By November 3, 2006 we had already acquired a total of 196,078,276 shares for approximatelly US$15 billion, representing 86.57% of Inco’s capital. Due to the issuing of new shares related to the convertible debt, on December 31, we had 87.73% of the outstanding shares. On January 3, 2007 the special meeting of shareholders of Inco, approved the amalgamation of Inco with Itabira Canada Inc. (Itabira Canada), our wholly-owned indirect subsidiary.
		Pursuant to the amalgamation, Inco changed its name to “CVRD Inco Limited” (CVRD Inco) and we now own 100.00% of share capital for which we paid on additional US$2 billion.
		In December 2006 we concluded several transactions to take out the bridge loan aiming to extend our average debt maturity close to the pre-acquisition level, which is close to ten years, as described in Note 10.
		The purchase price allocation based on the fair values of acquired assets and liabilities was at first based on management’s preliminary internal valuation estimates. During the second quarter of 2007, we finalized such allocation based on complementary studies, performed by us with the assistance of external valuation specialists. Accordingly, the purchase price allocation adjustments in relation to the fair value of assets and liabilities acquired set forth below are finalized and the main difference in relation to our preliminary allocation refer to intangibles identified after the complementary studies. The revisions the allocation have no material effects on the results of the three months period ended March 31, 2007, previously reported.

Fair values used herein were calculated using current pension and post retirement benefits obligation funded status, current interest rates and sales prices for finished goods, estimated future production, investment, costs, commodity prices and cash flows.

On the preparation of this information our acquisition is of 100.00% of Inco ´s shares.

			(Unaudited)
Total disbursements			17,023
Transaction costs			38
Purchase price			17,061
Book value of assets acquired and liabilities assumed, net			(4,657	)
Adjustment to fair value of inventory			(2,008	)
Adjustment to fair value of property, plant and equipment and intangible assets			(12,723	)
Change of control obligations			949
Adjustment to fair value of other liabilities assumed			795
Deferred taxes on the above adjustments			3,188
Goodwill			2,605

The main difference between the preliminary and final valuation is the increase in fair value of the nickel mines and the related deferred tax by which goodwill was reduced.

Pro forma information considers our acquisition of 100.00% of Inco as though completed on January 1, 2006.

														Six-month periods ended June 30,
		Three-month periods ended (unaudited)												(Unaudited)
		June 30, 2006												2006
		CVRD												CVRD
		Consolidated				Inco				Pro forma				Consolidated				Inco				Pro forma
Net operating revenues			4,146				1,814				5,960				7,486				3,025				10,511
Operating costs and expenses			(2,273	)			(1,219	)			(3,492	)			(4,277	)			(2,142	)			(6,419	)
Operating income			1,873				595				2,468				3,209				883				4,092
Non-operating income			166				(272	)			(106	)			263				(522	)			(259	)
Income before income taxes, equity results and minority interests			2,039				323				2,362				3,472				361				3,833
Income taxes			(238	)			(101	)			(339	)			(533	)			(106	)			(639	)
Equity in results of affiliates and joint ventures			184				—				184				340				—				340
Minority interests			(105	)			(24	)			(129	)			(228	)			(42	)			(270	)
Net income			1,880				198				2,078				3,051				213				3,264

7		Income taxes
		Income taxes in Brazil comprise federal income tax and social contribution, which is an additional federal tax. The statutory composite enacted tax rate applicable in the periods presented is 34% represented by a 25% federal income tax rate plus a 9% social contribution rate.
		In other countries where we have operations the applicable tax rate varied from 3.29% to 43.15%.

     The amount reported as income tax expense in our consolidated interim financial information is reconciled to the statutory rates as follows:

		Three-month periods ended (unaudited)
		June 30, 2007												March 31, 2007
																										June 30,
		Brazil				Foreign				Total				Brazil				Foreign				Total				2006
Income before income taxes, equity results and minority interests			2,807				2,747				5,554				1,601				1,333				2,934				2,039
Federal income tax and social contribution expense at statutory enacted rates			(954	)			(934	)			(1,888	)			(544	)			(454	)			(998	)			(693	)
Adjustments to derive effective tax rate:
Tax benefit on interest attributed to stockholders			118				—				118				103				—				103				85
Difference on tax rates of foreign income			—				198				198				—				193				193				348
Difference on tax basis of equity investees			71				12				83				(64	)			32				(32	)			(18	)
Tax incentives			65				—				65				52				—				52				44
Other non-taxable gains (losses)			39				(11	)			28				45				(5	)			40				(4	)
Federal income tax and social contribution expense in consolidated statements of income			(661	)			(735	)			(1,396	)			(408	)			(234	)			(642	)			(238	)