Clarification on the Capitalization Process 

Rio de Janeiro, March 24 2010 � Petr�leo Brasileiro S.A. - Petrobras clarifies that, as per the Material Fact announced on August 31 2009 about the changes proposed to the regulatory framework for oil and natural gas exploration and production, and with regard to the Bill that deals specifically with the Transfer of rights with compensation and the capitalization:

� It undertook an analysis and definition of the corporate procedures that are required for the approval of the Company�s capitalization, observing the Brazilian Corporate Law and its By Law, which will include, among others, the convening of an Extraordinary Shareholder Meeting for the approval of the capitalization and the preference rights of the current shareholders;

� It has been developing tests to assess the value of the "transfer of rights" for the areas that are eligible for the onerous transfer operation pursuant to the best practices in the oil industry.

The Company maintains the expectation that the approval of the capitalization Bill, which is under discussion in Congress, will be approved in the first half of 2010.

Finally, the Company clarifies one of its assumptions is that the capitalization will take place within this period to finance portion of the capex planned for 2010, amounting to R$ 88.5 billion, as detailed in the release issued on March 19 2010, without compromising the maximum net leverage ratio of 35% set by the Board.

Sincerely, 

Investor Relations Department .