Telemar Norte Leste S.A.

Transcription

1 (This is a free, non-audited translation, from the original audited Portuguese version filed with Comissão de Valores Mobiliários and Bovespa on November 04, 2004) Telemar Norte Leste S.A. Report of Independent Accountants on the Special Review of Quarterly Information - ITR at September 30 and June 30, 2004 and September 30,

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3 REPORT ON SPECIAL REVIEW To the Board of Directors and Shareholders Telemar Norte Leste S.A. 1 We have carried out a special review of the Quarterly Information (ITR) of Telemar Norte Leste S.A. (parent company and consolidated) for the quarter ended September 30, 2004, comprising the balance sheet, statement of income, performance report and relevant information, in accordance with the accounting principles adopted in Brazil. This financial information is the responsibility of Company management. Our responsibility is to issue a report, without expressing an opinion, on these financial statements. As described in Note 14, the audit of financial statements for the quarter ended September 30, 2004 of subsidiaries TNL PCS S.A. ("Oi") and Pegasus Telecom S.A., used for purposes of equity accounting computation and consolidation, was carried out by other independent auditors. Our report, with respect to the values of such subsidiaries, is based exclusively on the reports of the other independent auditors. 2 Our review was carried out in accordance with specific standards established by IBRACON - Instituto dos Auditores Independentes do Brasil (Brazilian Institute of Accountants) in conjunction with Conselho Federal de Contabilidade CFC (Federal Accounting Council) and mainly comprised: (a) inquiry of, and discussion with, management responsible for the accounting, financial and operating areas of the Company with regard to the main criteria adopted for the preparation of the quarterly information, and (b) review of the related information and subsequent events which have, or could have, significant effects on the Company s financial position and operations. 3 Based on our special review and the reports issued by other independent auditors, as mentioned in the first paragraph, we are not aware of any significant adjustments which should be made to the quarterly information referred to above in order for it to be in conformity with the accounting principles adopted in Brazil applicable to the preparation of quarterly information, pursuant to the standards issued by Comissão de Valores Mobiliários CVM (Brazilian Securities Commission). 4 The Quarterly Information ITR for the quarter ended September 30, 2004 also provides accounting information relating to the quarter ended September 30, 2003, presented herein for comparison purposes, which were reviewed by other independent auditors who issued an unqualified opinion thereon dated October 31, Rio de Janeiro, October 28, 2004 Trevisan Auditores Independentes CRC 2SP013439/O-5 S RJ Orlando Octávio de Freitas Júnior Partner-accountant CRC 1SP178871/O-4 S RJ 2

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5 CVM COMISSÃO DE VALORES MOBILIÁRIOS ITR QUARTERLY INFORMATION Base date 09/30/04 COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES IDENTIFICATION 1 CVM CODE 2 COMPANY NAME 3 - CNPJ 4 NIRE HEAD OFFICE 1 FULL ADDRESS 2 DISTRICT Rua Humberto de Campos, 425-8º andar Leblon 3 ZIP CODE 4 - CITY 5 STATE Rio de Janeiro RJ 6 DDD 7 - TELEPHONE 8 TELEPHONE 9 TELEPHONE 10 TELEX DDD 12 - FAX 13 - FAX 14 - FAX marcos.grodetzky@telemar.com.br INVESTOR RELATIONS OFFICER (Company mailing address) 1 NAME 2 FULL ADDRESS Marcos Grodetzky Rua Humberto de Campos, 425-8º andar 3 DISTRICT 4 ZIP CODE 3 CITY 6 ST ATE Leblon Rio de Janeiro RJ 7 DDD 8 TELEPHONE 9 TELEPHONE 10 TELEPHONE 11 DDD 12 - FAX marcos.grodetzky@telemar.com.br REFERENCE / AUDITOR CURRENT YEAR CURRENT QUARTER PREVIOUS QUARTER 1 START 2 END 3 NUMBER 4 - START 5 END 6 NUMBER 7 START 8 END 01/01/ /31/ /01/ /30/ /01/ /30/ AUDITOR S NAME/COMPANY NAME 10- CVM CODE Trevisan Auditores Independentes NAME OF OFFICER RESPONSIBLE 12- CPF OF OFFICER RESPONSIBLE Orlando Octávio de Freitas Júnior COMPOSITION OF STOCK CAPITAL Amount of Shares (thousand) 1 Current quarter 09/30/ Previous quarter 06/30/ Same quarter prior year 09/30/2003 Paid-up Capital 1 Common 107,186, ,186, ,186,966 2 Preference 134,481, ,481, ,594, Total 241,668, ,668, ,781,459 Treasury Stock 4 Common 11, Preference 1,064, ,790 4,303,291 6 Total 1,076, ,790 4,303,291 3

6 CVM COMISSÃO DE VALORES MOBILIÁRIOS ITR QUARTERLY INFORMATION Base date 09/30/04 COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES COMPANY CHARACTERISTICS 1 COMPANY TYPE 2 STATUS 3 NATURE OF SHARE CONTROL 4 CÓDE OF ACTIVITY Commercial, Industrial and Other Operational National Holding Telecommunications 5 CORE ACTIVITY 6 TYPE OF CONSOLIDATION 7 AUDITORS REPORT TYPE Provision of telecommunications Total Unqualified services COMPANIES NOT INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS 1 ITEM 2 - CNPJ 3 COMPANY NAME CASH DISTRIBUTIONS APPROVED AND/OR PAID DURING AND FOLLOWING THE QUARTER 1 ITEM 2 - EVENT 3 APPROVAL 4 DISTRIBUTION 5 PAYMENT STARTED ON 6 SHARE TYPE 7 AMOUNT OF DISTRIBUTION PER SHARE 01 BDM 01/28/2004 Interest on own capital ON BDM 01/28/2004 Interest on own capital PNA BDM 01/28/2004 Interest on own capital PNB SUBSCRIBED CAPITAL AND CHANGES DURING THE CURRENT YEAR 1 ITEM 2 DATE OF CHANGE 3 AMOUNT OF CAPITAL (Reais thousand) 4 AMOUNT OF CHANGE (Reais thousand) 5 SOURCE OF CHANGE 7 AMOUNT OF SHARES ISSUED (thousand) 01 03/02/2004 7,114,348 4,329 FINOR 98, INVESTOR RELATIONS OFFICER 1 DATE 2 SIGNATURE 8 SHARE ISSUE PRICE (Reais) 4

7 CVM COMISSÃO DE VALORES MOBILIÁRIOS ITR QUARTERLY INFORMATION Base date 09/30/04 COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES 1 CVM CODE 2 COMPANY NAME TELEMAR NORTE LESTE S/A BALANCE SHEET -- ASSETS (REAIS THOUSAND) 3 CNPJ / CODE 2 - DESCRIPTION 3 09/30/ /30/ TOTAL ASSETS 23,169,134 23,364, CURRENT ASSETS 4,366,475 4,389, CASH AND BANKS 114, , RECEIVABLES 3,293,776 3,198, INVENTORIES 27,900 24, OTHER 930, , DEFERRED AND RECOVERABLE TAXES 557, , RELATED PARTIES 14,878 14, ADVANCES TO EMPLOYEES 17,676 18, ADVANCES TO SUPPLIERS 41,390 73, PREPAID EXPENSES 96, , OTHER 203, , LONG-TERM RECEIVABLES 2,301,390 1,932, SUNDRY CREDITS 796, , DEFERRED AND RECOVERABLE TAXES 763, , CREDITS RECEIVABLE 32,425 31, RELATED PARTIES 814, , SUBSIDIARIES 814, , OTHER 690, , TAX INCENTIVES 42,019 42, JUDICIAL DEPOSITS 476, , PREPAID EXPENSES 172, , OTHER PERMANENT ASSETS 16,501,269 17,042, INVESTMENTS 5,725,180 5,932, SUBSIDIARIES 5,721,277 5,928, OTHER INVESTMENTS 3,903 3, INVESTMENTS ON THE COST METHOD 3,654 3, OTHER PROPERTY, PLANT AND EQUIPMENT 10,776,089 11,109, DEFERRED CHARGES 0 0 5

8 CVM COMISSÃO DE VALORES MOBILIÁRIOS ITR QUARTERLY INFORMATION Base Date 09/30/04 COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES 1 CVM CODE 2 COMPANY NAME 3 CNPJ TELEMAR NORTE LESTE S/A / BALANCE SHEET LIABILITIES AND STOCKHOLDERS EQUITY (REAIS THOUSAND) 1 CODE 2 DESCRIPTION 3 09/30/ /30/ TOTAL LIABILITIES 23,169,134 23,364, CURRENT LIABILITIES 4,985,657 4,577, LOANS AND FINANCING 1,792,827 1,760, SUPPLIERS 1,215,199 1,170, TAXES AND CONTRIBUTIONS 976, , NON-FINANCED TAXES 882, , FINANCED TAXES (REFIS) 93,807 94, DIVIDENDS AND INTEREST ON OWN CAPITAL PAYABLE 195, , RELATED PARTIES 529, , OTHER AMOUNTS OWED TO RELATED PARTIES 3,526 12, INTEREST ON OWN CAPITAL PAYABLE 525, , OTHER 276, , SALARIES, CHARGES AND SOCIAL BENEFITS 186, , PROVISION FOR UNSECURED LIABILITIES 12,783 12, AMOUNT PAYABLE FOR THE ACQUISITION OF PEGASUS 57,479 57, OTHER 19,486 63, LONG-TERM LIABIITIES 7,683,407 8,310, LOANS AND FINANCING 4,303,717 4,772, DEBENTURES 1,205,186 1,501, PROVISIONS 1,321,773 1,192, RELATED PARTIES 148, , OTHER 704, , NON-FINANCED TAXES FINANCED TAXES (REFIS) 703, , DEFERRED INCOME STOCKHOLDERS EQUITY 10,500,070 10,476, PAID-UP CAPITAL 7,064,702 7,096, CAPITAL 7,114,348 7,114, TREASURY STOCK (49,646) (17,373) CAPITAL RESERVES 2,085,477 2,086, REVENUE RESERVES 1,313,706 1,292, LEGAL RESERVE 258, , OTHER REVENUE RESERVES 1,054,846 1,033, INVESTMENT RESERVE 1,054,846 1,033,707 6

9 CVM COMISSÃO DE VALORES MOBILIÁRIOS ITR QUARTERLY INFORMATION Base Date 09/30/04 COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES RETAINED EARNINGS/ACCUMULATED DEFICIT 36,185 7

10 1 CVM CODE 2 COMPANY NAME TELEMAR NORTE LESTE S/A STATEMENT OF INCOME (REAIS THOUSAND) 3 CNPJ / CODE 2 DESCRIPTION From From 01/01/2004 From 07/01/2003 From 01/01/ /01/2004 to 09/30/2004 To 09/30/2003 to 09/30/2003 to 09/30/ GROSS REVENUES FROM SALES AND/OR SERVICES 4,924,858 14,272,069 4,720,752 13,134, DEDUCTIONS (1,395,506) (4,068,479) (1,278,852) (3,594,033) 3.03 NET REVENUES FROM SALES AND/OR SERVICES 3,529,352 10,203,590 3,441,900 9,540, COST OF GOODS AND/OR SERVICES SOLD (1,831,795) (5,386,674) (1,934,459) (5,564,806) 3.05 GROSS PROFIT 1,697,557 4,816,916 1,507,441 3,975, OPERATING INCOME/EXPENSES (1,258,185) (3,812,429) (1,347,909) (3,348,218) SELLING (476,092) (1,482,723) (479,674) (1,302,652) GENERAL AND ADMINISTRATIVE (176,713) (536,277) (156,917) (513,225) FINANCIAL (328,750) (1,128,986) (418,984) (951,893) FINANCIAL INCOME 51, , , , FINANCIAL EXPENSES (380,741) (1,276,009) (520,689) (1,180,966) OTHER OPERATING INCOME 160, , , , OTHER OPERATING EXPENSES (260.,51) (724,079) (214,085) (468,789) EQUITY ADJUSTMENTS (176,594) (378,483) (196,310) (425,694) 3.07 OPERATING INCOME 439,372 1,004, , , NON-OPERATING INCOME (2,515) (21,794) , INCOME 2,103 34,999 7,620 29, EXPENSES (4,618) (56,793) (7,239) (17,985) 3.09 NET INCOME BEFORE TAXES/PROFIT SHARING 436, , , , PROVISION FOR INCOME TAX AND SOCIAL CONTRIBUTION (119,969) (96,110) (66,152) (48,369) 3.11 DEFERRED INCOME TAX (15,752) (132,837) (78,624) (310,829) 3.12 MANDATORY PROFIT SHARING/CONTRIBUTIONS (25,123) (101,572) (24,382) (75,030) PROFIT SHARING (25,123) (101,572) (24,382) (75,030) CONTRIBUTIONS REVERSAL OF INTEREST ON OWN CAPITAL NET INCOME/LOSS FOR THE PERIOD 276, ,174 (9,245) 204,020 AMOUNT OF SHARES, EX-TREASURY (thousand) 240,592, ,592, ,478, ,478,168 EARNINGS PER SHARE LOSS PER SHARE ( ) 8

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12 1 Operations (a) Activities and services rendered Telemar Norte Leste S.A. ( TMAR or Company) is the main fixed-line telecommunications provider within its assigned área Region I which includes the States of Rio de Janeiro, Minas Gerais, Espírito Santo, Bahia, Sergipe, Alagoas, Pernambuco, Paraíba, Rio Grande do Norte, Ceará, Piauí, Maranhão, Pará, Amazonas, Roraima and Amapá (except for Sector 3 of said Region, corresponding to 57 cities in the Triângulo Mineiro and Alto Paranaíba regions of the State of Minas Gerais, which are served by CTBC). Such services are provided under a concession granted by Agência Nacional de Telecomunicações ANATEL (National Communications Agency), the Brazilian regulator of the telecommunications sector. The agreement concession term terminates on December 31, 2005 and is renewable for a further 20-year period, if the conditions of the present concession agreement are met (mainly universal service and quality targets), at the cost of 2% of the net revenues of the previous year, payable every two years. On June 30, 2003, TMAR sent correspondence to ANATEL, formalizing its explicit interest to renew the concession, as required by law. However, the drafts of the new agreements disclosed by ANATEL include certain conditions new targets to be regulated by year end the Company management understands that such regulation must ensure the maintenance of the financial/economic equilibrium of the concession agreements. TMAR is controlled by Tele Norte Leste Participações S.A. ("TNL"), which currently holds 80.89% of its total capital and 97.24% of its voting capital. TMAR has five subsidiaries, namely: TNL PCS S.A. ("Oi"), acquired from parent company TNL on May 30, 2003, operates SMP Personal Mobile Service, and its right to use the radio frequencies expire on March 12, On June 26, 2002, Oi was authorized by ANATEL to start providing the service, using GSM (Global System Mobile) technology within Region I. Together with the authorization to provide the SMP service, Oi has also been authorized to offer national long-distance services in Region II, which comprises the States of Acre, Rondônia, Mato Grosso, Mato Grosso do Sul, Tocantins, Goiás, Paraná, Santa Catarina, Rio Grande do Sul and the Federal District; in Region III, which covers the State of São Paulo; and in Sector 3 of Region I. In addition, Oi provides international long-distance services throughout the Brazilian territory, even from fixed lines. The authorization can be renewed for an additional 15-year period, for a charge of 2% of the previous year s net revenues from 10

13 telecommunications, payable every two years, provided that the conditions of the current authorization are met. Pegasus Telecom S.A. ("Pegasus"), acquired on December 27, 2002, is primarily engaged in the exploitation, operation, sale, project development execution and provision of data transmission services within Regions I, II and III; Companhia AIX de Participações ("AIX"), the purpose of which is the supply of the infrastructure of ducts for the installation of optic fiber cables along the highways of the State of São Paulo, providing services to TMAR and Pegasus. The main activity of AIX is the participation in the Consortium Refibra, as leader. The Consortium Refibra was founded to equalize the matured credits of highway concessionaires and other creditors with Barramar S.A., a company which defaulted contracts signed as from Among the main creditors are the shareholders of AIX, being Pegasus, Telesp and Alcatel. The latter disposed of its participation in December, Pegasus held a 18.1% interest in AIX, having increased it to 50% on December 16, 2003 (when it formed a joint venture with Telesp), and sold its participation on December 31, 2003 to TMAR; ABS 52 Participações Ltda. ("ABS 52"), formed in July 2000, was a wholly-owned TMAR subsidiary since March 2001, providing network installation, maintenance, operation and building up to December On July 1, 2004, the Board of Directors of TMAR approved the change of the company name ABS 52 Participações Ltda. ( ABS 52 ) to Telemar Internet Ltda. ( Telemar Internet ). Telemar Internet will start operations in Coari Participações S.A. ("Coari"), ), constituted on July 31, 2000, has as main social objective the participation in other companies, commercial or civil, as partner, shareholder or quotaholder, in the country or abroad. In December 2003, TMAR acquired 100% of the shares in Coari. Until September 30, 2004, Coari s operations had not started. All telephone services are subject to the regulations and inspections by ANATEL, in accordance with Law No. 9,472, of July 16,

14 2 Gross Operating Revenues Parent Company Consolidated 09/30/04 % 09/30/03 % 09/30/04 % 09/30/03 % Wireline Local services: Monthly fees 4,356, ,891, ,356, ,891, Additional pulses 1,963, ,898, ,963, ,898, Fixed-to-mobile calls VC1 2,061, ,188, ,061, ,188, Activation 46, , , , To be collected 76, , , , Other revenues 11, ,400 11, ,400 Long-distance: Intra-sectoral 1,184, , ,.203, , Inter-sectoral 441, , , , Inter-regional 392, , , , International 79, , Fixed-to-mobile calls VC2 and VC3 469, , , , Public telephone cards 740, , , , Advanced voice (basically 0500/0800) 174, , , , Additional services 363, , , , ,282, ,253, ,476, ,311, Wireline Monthly fees 242, , Outgoing calls 396, , Sale of handsets and accessories 503, , Nacional roaming 20, ,794 International roaming 56, , Additional services 74, , ,294, , Wireline network usage remuneration Fixed-to-fixed calls 669, , , , Mobile-to-fixed calls 247, , , , , ,026, , ,024, Wireless network usage remuneration Móbile-to-mobile calls 78, , Fixed-to-mobile calls 81, , , , Data transmission services Transmission (EILD) 258, , , , Dedicated line services SLD 210, , , , IP services 145, , , , Packet and frame relay switching 125, , , , ADSL ("Velox") 260, , , , Other 70, , , , ,070, , ,143, , Other services 1,749 1,869 4,921 1,869 12

15 Gross operating revenues 14,272, ,134, ,959, ,790,

16 Tariff adjustments (unaudited) Telecommunication service rates are subject to a comprehensive regulation. The concessions establish a price-cap mechanism for annual rate adjustments (net of taxes), which places an upper limit based on a weighted average of the rates for a basket of local, long-distance services. The interconnection tariffs are also adjusted annually. On June 27, 2003, ANATEL authorized the readjustment of the tariffs for local and long-distance services, based on the variation of Índice Geral de Preços Disponibilidade Interna IGP-DI (general price index internal availability) according to the concession contract. The approved readjustment would be, on average, 28.75% (local services), 24.85% (national long-distance) and 10.54% (international long-distance). These adjustments gave rise to a significant number of lawsuits. The judge of the 2 Vara da Justiça Federal do Ceará (second federal court of justice of the state of Ceará) decided, via an injunction, on July 3, 2003, that until the judgment of the cause, the readjustment to be applied would be based on the Índice de Preços ao Consumidor - Ampliado IPC-A (amplified consumer price index), accumulated for the last 12 months (17.24%). During this period, the difference between the IGP -DI and the IPCA was 12.81%. Recourses were filed against this decision and on July 1, 2004 STJ decided on one of the recourses and reaffirmed the validity and IGP-DI, recognizing that noncompliance with such clauses would adversely impact the public and economic order. On July 12, 2004, wireline telecommunications companies reached an agreement with the Ministry of Communications in order to pay the 2003 adjustment difference in two installments. Under this agreement, the service basket will be adjusted by 4.37% in September and 4.19% in November. The average rises per type of service are as follows: Adjustment percentage (%) September 2004 November 2004 Measured services Monthly fees: Residential Non residential Trunking Domestic long-distance

17 Public telephone cards Activation TU-RL TU-RIU On February 12, 2004, TMAR adjusted fixed-to-mobile calls (VC1, VC2 and VC3) by 6.99% on average. Accordingly, the estimated average values for these services, including taxes, are as follows: VC1 = R$ / minute VC2 = R$ / minute VC3 = R$ / minute On June 30, 2004, ANATEL ratified rates for the use of TU-RL (local network usage tariff) of 10.47% (negative) and TU-RIU (interurban network usage tariff) of 3.20% (positive). Local and long-distance service rates were adjusted as follows, on average: activation 9.0% (negative), TUP (public telephone), measured services and monthly fees 7.43% (positive), and national longdistance % (positive), effective July 2, Civil actions have been filed against the new adjustment and STJ has determined that the new actions be distributed to the 2ª Vara Federal do Distrito Federal (which other actions on last year s adjustment were also distributed to). A final decision on this matter, whether to stay or cancel the new adjustment, is still pending. 15

18 3 Cost of Services Rendered and Operating Expenses by Nature In 2004, the Company reviewed its controls for the appropriation of certain expenses to Cost of services rendered and Selling. As disclosed on September 30, 2003, for comparison purposes, the amount of R$ 185,591 was reclassified to Sales commissions and Other third-party services. Parent Co. 09/30/04 Cost General & of adminisservices Selling trative Total Depreciation (i) 1,953,466 44, ,374 2,110,505 Interconnection (ii) 2,070,836 2,070,836 Network maintenance 577, ,662 Provision for doubtful accounts (iv) 354, ,327 Personnel 148, , , ,215 Sales commissions 365, ,218 Rental and insurance (v) 289,998 1,873 61, ,261 Other third-party services 41,523 45,288 97, ,546 Mailing and collection fee 214, ,258 Call center operation 169, ,905 Marketing (vi) 101, ,844 Utilities 113,244 3,774 8, ,826 Materials (vii) 103,198 11,460 5, ,599 Data processing 351 2,541 64,356 67,248 Legal counsel and advisory services 2,794 10,896 66,292 79,982 Cost of goods for resale 66,480 66,480 Printing and clearing services 31,367 31,367 Other costs and expenses (ix) 18,382 8,542 6,671 33,595 5,386,674 1,482, ,277 7,405,674 16

19 Parent Co. 09/30/03 Cost General & of adminisservices Selling trative Total Depreciation (i) 2,181,696 45, ,125 2,346,109 Interconnection (ii) 2,011,258 2,011,258 Network maintenance 530, ,662 Provision for doubtful accounts (iv) 391, ,085 Personnel 163, , , ,348 Sales commissions 238, ,172 Rental and insurance (v) 411,261 2,584 34, ,985 Other third-party services 42,244 54,796 70, ,217 Mailing and collection fee 180, ,930 Call center operation 142, ,615 Marketing (vi) 72,750 72,750 Utilities 95,098 3,170 7, ,664 Materiais (vii) 56,220 8,292 2,878 67,390 Data processing 368 2,286 49,949 52,603 Legal counsel and advisory services 1,008 11,198 90, ,970 Cost of goods for resale 57,458 57,458 Printing and clearing services 24,438 24,438 Management fee (viii) 18,789 18,789 Other costs and expenses (ix) 14,453 6,404 8,383 29,240 5,564,806 1,302, ,225 7,380,683 Consolidated 09/30/04 Cost General & of adminisservices Selling trative Total Depreciation (i) 2,225,066 46, ,004 2,409,411 Interconnection (ii) 1,873,255 1,873,255 Network maintenance 657, ,241 Cost of SMP handsets and other materials (iii) 622, ,170 Provision for doubtful accounts (iv) 455, ,886 Personnel 158, , , ,873 Sales commissions 448, ,398 Rental and insurance (v) 317,458 3,727 64, ,314 Other third-party services 44,992 66, , ,767 Mailing and collection fee 222, ,907 Call center operation 222, ,121 Marketing (vi) 188, ,065 Utilities 120,981 4,032 9, ,423 Materials (vii) 106,070 19,377 6, ,796 Data processing 5,433 2,558 87,777 95,768 Legal counsel and advisory services 6,141 13,420 75,034 94,595 Cost of goods for resale 66,480 66,480 Printing and clearing services 34,282 34,282 Other costs and expenses (ix) 106,081 16,895 7, ,616 17

20 6,310,107 1,888, ,709 8,854,368 Consolidated 09/30/03 Cost General & of adminisservices Selling trative Total Depreciation (i) 2,319,236 45, ,520 2,494,727 Interconnection (ii) 1,951,396 1,951,396 Network maintenance 563, ,177 Cost of SMP handsets and other materials (iii) 321, ,621 Provision for doubtful accounts (iv) 436, ,499 Personnel 171, , , ,765 Sales commissions 272, ,430 Rental and insurance (v) 267,999 4,637 36, ,233 Other third-party services 42,722 72,475 79, ,760 Mailing and collection fee 182, ,652 Call center operation 160, ,515 Marketing (vi) 113, ,521 Utilities 98,833 3,294 7, ,814 Materials (vii) 56,174 11,226 3,125 70,525 Data processing 558 2,297 52,648 55,503 Legal counsel and advisory services 1,727 11,327 99, ,564 Cost of goods for resale 57,458 57,458 Printing and clearing services 24,440 24,440 Management fee (viii) 18,789 18,789 Other costs and expenses (ix) 34,518 8,026 10,594 53,138 5,886,478 1,486, ,298 7,938,527 (i) (ii) (iii) Depreciation costs of switching and transmission equipment reduced due to the increase in the volume of totally depreciated TMAR equipment as from The useful life of that TMAR equipment was adjusted from 10 to 5 years in the beginning of 1999, right after privatization. Interconnection costs refer essentially to rates charged by the other mobile-telephone operators for the use of their networks, substantially reducing the margin of the fixed-to-mobile services (VC1, VC2 and VC3). In spite of the 7.18% average increase awarded by ANATEL in February 2004, for mobile companies operating in Region I, the interconnection cost did not significantly change, as a result of the lesser volume of fixed-to-mobile (VC1) calls. Such reduction stems mostly from the increasing number of wireless telecommunications users, improving the growth in the mobile-tomobile traffic. This refers to the selling cost of handsets, sim-cards and other Oi accessories. 18

21 (iv) (v) The increase in the consolidated expense of the provision for doubtful accounts reflects, in addition to the adverse effect of a stagnant economy, the increase in the post-paid wireless customer base. Rent and insurance costs mostly include amounts currently paid for rental of circuits, mobile platforms, posts of electricity companies, satellites, right of way and dedic ated lines from other telephone providers, as well as areas for the installation of Oi towers. TMAR has a network rent agreement with Oi for providing wireline services on Wireless Local Loop (VLL) technology, which costs totaled R$ 64,681 at September 30, 2004 (09/30/03 R$ 213,762). During 2003, TMAR paid R$ to Oi for the termination of an agreement on operating capacity to be used. Additionally, the amounts and negotiation base of this agreement were reviewed and reduced by the parties, considering that TMAR had contracted an idle capacity for a monthly cost of approximately R$ 5,000. In addition, TMAR has rental agreements for IT hardware with IBM Brasil Leasing Arrendamento Mercantil S.A. and Fináustria Arrendamento Mercantil. At the end of the quarter ended September 30, 2004, expenses with these agreements totaled R$ 32,144 (09/30/03 - R$ 17,713), accounted for in Rental and insurance. (vi) (vii) The increase in marketing expenses is due to the commercial campaigns implemented by TMAR, in particular for Velox and the use of CSP 31 in calls originating in wireless phones (SMP). In addition, Oi has been promoting sponsorship of, and merchandising at, several spots events and nationwide TV shows. Materials costs comprise substantially of materials applied in plant maintenance without increasing the useful life of the assets, fuel and lubricant expenses. (viii) This refers to the administration fee charged by Telemar Participações S.A. until December 31, 2003, based on a management and administrative services agreement. To this date the agreement has not been renewed. (ix) This refers primarily to FISTEL tax on activation and maintenance, indemnities, donations and fines. 19

22 4 Other Operating Income (Expenses), Net Parent Company Consolidated 09/30/04 09/30/03 09/30/04 09/30/03 Amortization of goodwill on the acquisition of Oi (Note 14) (39,822 ) (17,699) (39,822) (17,699) Amortiz. of goodwill on the acquisition of Pegasus (Note 14) (62,788 ) (49,970) (62,788) (49,970) Amortization of negative goodwill on the acquisition of AIX (Note 8,093 8,093 14) Amortization of deferred charges (Note 16) (48,171) (26,568) Taxes (i) (150,141 ) (150,14) (193,51) (170,36) Technical and administrative services 46,252 39,415 46,523 39,901 Fines for late payment (Note 9) 116,362 98, ,454 99,466 Recovered expenses (ii) 68,801 68,864 86,419 70,008 Provisions for contingencies (iii) (285,064 ) (138,88 ) (294,28) (137,92 ) Rental of intrastructure (iv) 59,463 52,315 77,372 56,924 Bonuses obtained (v) 29,909 25,582 Fines (vi) (4,498 ) (40,262) (4,846) (40,726) Other, net (42,618 ) (17,110) (43,837) (19,675) (285,960 ) (154,75 4 ) (317,49 5 ) (171,04) 4 (i) During the quarters ended September 30, 2004 and 2003, TMAR and its subsidiaries Oi and Pegasus recorded R$ 137,260 and R$ 127,178, respectively, with respect to expenses with the Fund for Universal Telecommunications Services (Fundo de Universalização de Serviços de Telecomunicações FUST) and Fund for Development of Brazilian Telecomunications Technologies (Fundo para o Desenvolvimento Tecnológico das Telecomunicações Brasileiras FUNTTEL). Up To February 29, 2004, such contributions corresponded to 1.5% of gross operating revenues from telecommunications services, net of ICMS, PIS and COFINS. From March 2004 onwards, according to formal instructions by ANATEL, the calculation basis to determine FUST was altered. Revenues from EILD and interconnection are no longer excluded from that base. However, the new interpretation of the computation considers the FUST credit on costs relating to 20