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
April 2008

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 if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1))

(Check One) Yes o No þ

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7))

(Check One) Yes o No þ

(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-    .)

 

 

Table of Contents

Press Release

Signature Page

Financial Statements — 03/31/2008

US GAAP

Filed at CVM and SEC on 04/24/2008

Gerência Geral de Controladoria — GECOL

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 March 31, 2008 and December 31, 2007			F-3
Condensed Consolidated Statements of Income for the three-month periods ended March 31, 2008, December 31, 2007 and March 31, 2007			F-5
Condensed Consolidated Statements of Cash Flows for the three-month periods ended March 31, 2008, December 31, 2007 and March 31, 2007			F-6
Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three-month periods ended March 31, 2008, December 31, 2007 and March 31, 2007			F-7
Notes to the Condensed Consolidated Financial Information			F-8
Supplemental Financial Information			S-1

		PricewaterhouseCoopers
		Rua da Candelária, 65 11°-15°
		20091-020 Rio de Janeiro, RJ - Brasil
		Caixa Postal 949
		Telefone (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 March 31, 2008, and the related condensed consolidated statements of income, of cash flows and of changes in stockholders’ equity for each of the three-month periods ended March 31, 2008, December 31, 2007 and March 31, 2007. 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 previously audited in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet as of December 31, 2007, 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 February 28, 2008 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, 2007, is fairly stated in all material respects in relation to the consolidated balance sheet from which it has been derived.

PricewaterhouseCoopers		Rio de Janeiro, Brazil
Auditores Independentes		April 24, 2008

Condensed Consolidated Balance Sheets
Expressed in millions of United States Dollars

		March 31,				December 31,
		2008				2007
		(Unaudited)
Assets
Current assets
Cash and cash equivalents			2,264				1,046
Accounts receivable
Related parties			295				281
Unrelated parties			3,544				3,671
Loans and advances to related parties			103				64
Inventories			3,824				3,859
Deferred income tax			824				603
Recoverable taxes			1,290				1,159
Others			621				697
			12,765				11,380
Property, plant and equipment, net, and intangible assets			55,379				54,625
Investments in affiliated companies, joint ventures and other investments			2,942				2,922
Other assets
Goodwill on acquisition of subsidiaries			3,594				3,791
Loans and advances
Related parties			3				3
Unrelated parties			139				127
Prepaid pension cost			1,041				1,009
Prepaid expenses			200				200
Judicial deposits			1,166				1,124
Advances to suppliers — energy			572				574
Recoverable taxes			203				199
Unrealized gains on derivative instruments			606				673
Others			204				90
			7,728				7,790
TOTAL			78,814				76,717

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)

		March 31,				December 31,
		2008				2007
		(Unaudited)
Liabilities and stockholders’ equity
Current liabilities
Suppliers			2,442				2,430
Payroll and related charges			543				734
Minimum annual dividends attributed to stockholders			2,683				2,683
Current portion of long-term debt — unrelated parties			1,301				1,249
Short-term debt			291				167
Loans from related parties			22				6
Provision for income taxes			524				1,198
Taxes payable and royalties			332				322
Employees post retirement benefits			132				131
Sub-concession			225				210
Unrealized losses on derivative instruments			557				346
Provisions for asset retirement obligations			63				64
Others			524				543
			9,639				10,083
Long-term liabilities
Employees post retirement benefits			2,060				2,204
Long-term debt — unrelated parties			18,909				17,608
Provisions for contingencies (Note 14 (c))			2,220				2,453
Unrealized losses on derivative instruments			—				5
Deferred income tax			5,640				5,725
Provisions for asset retirement obligations			912				911
Sub-concession			225				210
Others			1,634				1,687
			31,600				30,803
Minority interests			2,557				2,555
Commitments and contingencies (Note 14)
Stockholders’ equity (Note 11)
Preferred class A stock — 7,200,000,000 no-par-value shares authorized and 1,919,516,400 issued			4,953				4,953
Common stock — 3,600,000,000 no-par-value shares authorized and 2,999,797,716 issued			7,742				7,742
Treasury stock — 30,341,012 preferred and 56,582,040 common shares			(389	)			(389	)
Additional paid-in capital			498				498
Mandatory convertible notes in common shares			1,288				1,288
Mandatory convertible notes in preferred shares			581				581
Other cumulative comprehensive income			1,402				1,655
Undistributed retained earnings			15,508				15,317
Unappropriated retained earnings			3,435				1,631
			35,018				33,276
TOTAL			78,814				76,717

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

Condensed Consolidated Statements of Income
Expressed in millions of United States Dollars
(Except per share amounts)

		Three-month period ended (unaudited)
						December 31,
		March 31, 2008				2007				March 31, 2007
Operating revenues, net of discounts, returns and allowances
Sales of ores and metals			6,857				7,213				6,634
Revenues from logistic services			362				389				331
Aluminum products			646				672				649
Other products and services			183				138				66
			8,048				8,412				7,680
Taxes on revenues			(216	)			(249	)			(191	)
Net operating revenues			7,832				8,163				7,489
Operating costs and expenses
Cost of ores and metals sold			(3,440	)			(3,687	)			(3,813	)
Cost of logistic services			(212	)			(231	)			(188	)
Cost of aluminum products			(493	)			(486	)			(369	)
Others			(97	)			(100	)			(20	)
			(4,242	)			(4,504	)			(4,390	)
Selling, general and administrative expenses			(322	)			(424	)			(268	)
Research and development			(190	)			(262	)			(113	)
Others			(163	)			(290	)			(16	)
			(4,917	)			(5,480	)			(4,787	)
Operating income			2,915				2,683				2,702
Non-operating income (expenses)
Financial income			55				58				121
Financial expenses			(878	)			(227	)			(659	)
Foreign exchange and monetary gains, net			112				304				770
Gain on sale of investments			80				—				—
			(631	)			135				232
Income before income taxes, equity results and minority interests			2,284				2,818				2,934
Income taxes
Current			(654	)			(610	)			(833	)
Deferred			296				394				191
			(358	)			(216	)			(642	)
Equity in results of affiliates and joint ventures and other investments			119				136				138
Minority interests			(24	)			(165	)			(213	)
Net income			2,021				2,573				2,217
Basic and diluted earmings per share
Earmings per preferred share			0.41				0.52				0.46
Earmings per common share			0.41				0.52				0.46
Earmings per convertible notes linked to prefered share (*)			0.66				0.79				—
Eamings per convertible notes linked to common share (*)			0.74				0.85				—

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

Condensed Consolidated Statements of Cash Flows
Expressed in millions of United States Dollars

		Three-month period ended (unaudited)
						December 31,
		March 31, 2008				2007				March 31, 2007
Cash flows from operating activities:
Net income			2,021				2,573				2,217
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation, depletion and amortization			766				737				392
Dividends received			48				112				90
Equity in results of affiliates and joint ventures			(119	)			(136	)			(138	)
Deferred income taxes			(296	)			(394	)			(191	)
Loss on disposal of property, plant and equipment			37				104				—
Gain on sale of investments			(80	)			—				—
Foreign exchange and monetary losses (gains), net			(146	)			(266	)			(772	)
Unrealized derivative losses (gains), net			318				(326	)			(85	)
Minority interests			24				165				213
Unrealized interest (income) expense, net			81				(23	)			173
Others			(18	)			46				23
Decrease (increase) in assets:
Accounts receivable			202				135				103
Inventories			(64	)			(558	)			673
Others			(155	)			80				(404	)
Increase (decrease) in liabilities:
Suppliers			(54	)			429				46
Payroll and related charges			(248	)			106				(161	)
Income taxes			(718	)			(582	)			(54	)
Others			(191	)			260				157
Net cash provided by operating activities			1,408				2,462				2,282
Cash flows from investing activities:
Loans and advances receivable
Related parties
Additions			—				(32	)			—
Repayments			25				—				10
Others			—				(1	)			—
Judicial deposits			(34	)			(50	)			(32	)
Additions to investments			(13	)			(230	)			(52	)
Additions to property, plant and equipment			(1,625	)			(2,747	)			(1,106	)
Proceeds from disposal of investments			134				—				—
Cash used to acquire subsidiaries, net of cash acquired			—				—				(2,023	)
Net cash used in investing activities			(1,513	)			(3,060	)			(3,203	)
Cash flows from financing activities:
Short-term debt, additions			801				2,021				497
Short-term debt, repayments			(672	)			(1,877	)			(206	)
Loans
Related parties
Additions			18				1				117
Repayments			(2	)			(39	)			(113	)
Issuances of long-term debt
Others			1,330				646				6,463
Repayments of long-term debt
Others			(105	)			(114	)			(6,205	)
Interest attributed to stockholders			—				(1,050	)			—
Dividends to minority interest			—				(429	)			(61	)
Net cash provided by (used in) financing activities			1,370				(841	)			492
Increase (decrease) in cash and cash equivalents			1,265				(1,439	)			(429	)
Effect of exchange rate changes on cash and cash equivalents			(47	)			(23	)			(65	)
Cash and cash equivalents, beginning of period			1,046				2,508				4,448
Cash and cash equivalents, end of period			2,264				1,046				3,954
Cash paid during the period for:
Interest on short-term debt			(5	)			(8	)			(1	)
Interest on long-term debt			(279	)			(361	)			(205	)
Income tax			(1,672	)			(732	)			(606	)
Non-cash transactions
Interest capitalized			(17	)			(15	)			(22	)

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

Condensed Consolidated Statements of Changes in Stockholders’ Equity
Expressed in millions of United States Dollars
(except number of shares and per-share amounts)

		Three-month period ended (unaudited)
						December 31,
		March 31, 2008				2007				March 31, 2007
Preferred class A stock (including twelve special shares)
Beginning and end of the period			4,953				4,953				4,702
Common stock
Beginning and end of the period			7,742				7,742				3,806
Treasury stock
Beginning and end of the period			(389	)			(389	)			(389	)
Additional paid-in capital
Beginning and end of the period			498				498				498
Mandatory convertible notes in common shares
Beginning and end of the period			1,288				1,288				—
Mandatory convertible notes in preferred shares
Beginning and end of the period			581				581				—
Other cumulative comprehensive income (deficit)
Cumulative translation adjustments
Beginning of the period			1,340				1,003				(1,628	)
Change in the period			(205	)			337				(44	)
End of the period			1,135				1,340				(1,672	)
Unrealized gain on available-for-sale securities
Beginning of the period			211				229				271
Change in the period			(6	)			(18	)			315
End of the period			205				211				586
Superavit (deficit) accrued pension plan
Beginning of the period			75				540				353
Change in the period			(15	)			(465	)			(9	)
End of the period			60				75				344
Cash flow hedge
Beginning of the period			29				23				—
Change in the period			(27	)			6				(10	)
End of the period			2				29				(10	)
Total other cumulative comprehensive income (deficit)			1,402				1,655				(752	)
Undistributed retained earnings
Beginning of the period			15,317				6,560				9,555
Transfer from unappropriated retained earnings			191				8,757				437
End of the period			15,508				15,317				9,992
Unappropriated retained earnings
Beginning of the period			1,631				10,524				2,505
Net income			2,021				2,573				2,217
Interest attributed to mandatory covertible debt
Preferred class A stock			(8	)			(8	)			—
Common stock			(18	)			(18	)			—
Dividends and interest attributed to stockholders
Preferred class A stock			—				(1,049	)			—
Common stock			—				(1,634	)			—
Appropriation to undistributed retained earnings			(191	)			(8,757	)			(437	)
End of the period			3,435				1,631				4,285
Total stockholders’ equity			35,018				33,276				22,142
Preferred class A stock (including twelve special shares)			1,919,516,400				1,919,516,400				959,758,200
Common stock			2,999,797,716				2,999,797,716				1,499,898,858
Treasury stock
Beginning of the period			(86,923,184	)			(86,923,184	)			(43,463,536	)
Sales			132				—				1,872
End of the period			(86,923,052	)			(86,923,184	)			(43,461,664	)
			4,832,391,064				4,832,390,932				2,416,195,394
Dividends and interest attributed to stockholders (per share):
Preferred class A stock (including twelve special shares)			—				0.56				—
Common stock			—				0.56				—

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

		Notes to the Condensed Consolidated Financial Information Expressed in millions of United States Dollars, unless otherwise stated
1		The Company and its operation
		Companhia Vale do Rio Doce (Vale) is a limited liability company, duly organized under the laws of the Federative Republic of Brazil. Operations are carried out through Vale and our subsidiary companies, joint ventures and affiliates, and mainly consist of mining, non-ferrous metal production, logistics and steel activities.
		On March 31, 2008, the main operating subsidiaries we consolidate are described as follows:

% voting

Head office

Subsidiary

% ownership

capital

location

Principal activity

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

57.03

61.04

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

Swiss

Trading

CVRD Overseas Ltd.

100.00

100.00

Cayman Islands

Trading

Vale Inco Limited

100.00

100.00

Canada

Nickel

Ferrovia Centro-Atlântica S. A.

100.00

100.00

Brazil

Logistics

Minerações Brasileiras Reunidas S.A. — MBR (3)

92.99

92.99

Brazil

Iron ore

Mineração Onça Puma Ltda

100.00

100.00

Brazil

Nickel

Pará Pigmentos S.A. (“PPSA”)

86.17

86.57

Brazil

Kaolin

PT International Nickel Indonesia Tbk (“PT Inco”) (1)

61.16

61.16

Indonesia

Nickel

Rio Doce Manganês S.A.

100.00

100.00

Brazil

Manganese and Ferroalloys

Rio Doce Manganèse Europe — RDME

100.00

100.00

France

Ferroalloys

Rio Doce Manganese Norway — RDMN

100.00

100.00

Norway

Ferroalloys

Valesul Aumínio S.A.

100.00

100.00

Brazil

Aluminum

Vale Australia Pty Ltd. (2)

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 beneficiary are consolidated. Investments in unconsolidated affiliates and joint ventures are accounted for under the equity method (Note 8).
		We evaluate the carrying value of our equity accounted investments in relation to publicly quoted market prices when avaiable. 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 a shareholders agreement. 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 participation in hydroelectric projects are made via consortium contracts under which we have an undivided interests 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 these projects, there are no separate financial statements, income tax return, net income or shareholders’ equity. Brazilian corporate law explicitly states that no separate legal entity arises from consortium contract. Accordingly, we recognize our proportionate share of costs and our undivided interest in assets relating to hydroelectric projects.

3		Basis of Presentation
		Our condensed consolidated interim financial information for the three-month periods ended March 31, 2008, December 31, 2007, and March 31, 2007, prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”), are unaudited. However, in our opinion, such condensed consolidated financial information include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for interim periods. The results of operations for the three-month period ended March 31, 2008, are not necessarily indicative of the actual results expected for the full fiscal year ending December 31, 2008.
		These condensed consolidates financial information should be read in conjunction with our consolidated financial statements as of and for the year ended December 31, 2007, prepared in accordance with US GAAP.
		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 statements 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 and assumed in business combinations, income tax valuation allowances, employee post-retirement benefits and other similar evaluations. Actual results may vary from our estimates.
		For the Brazilian operations, the U.S. Dollar amounts for the periods and years presented have been remeasured (translated) from the Brazilian currency amounts in accordance with the criteria set forth in Statement of Financial Accounting Standards (SFAS) 52 — “Foreign Currency Translation” (SFAS 52).
		We have remeasured all assets and liabilities into U.S. dollars at the current exchange rate at each balance sheet date (R$ 1.7491 and R$ 1.7713 at March 31, 2008 and December 31, 2007, 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 relating to local currency indexation and exchange gains or losses 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.
4		Recently-issued accounting pronouncements
		In March 2008, the (FASB) issued SFAS 161, “Disclosures about Derivative Instruments and Hedging Activities”, The new standard is intended to improve financial reporting about instruments and hedging activities by requiring enhanced disclosures to enable investors to better understand their effects on an entity’s financial position, financial performance, and cash flows. It is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008 with early application encouraged. We are currently studying the possible effects which may arise upon adoption of this standard.
		In February 2008, the Financial Accounting Standard (FASB) issued FSP FAS 157-2, “Effective Date of FASB Statement No. 157”. The objective of this FSP is to delay the effective date of FASB Statement No. 157, Fair Value Measurements, for nonfinancial assets and nonfinancial liabilities, except for items that are recognized or disclosed at fair value in the financial statements on a recurring basis. The delay is intended to allow the Board and constituents additional time to consider the effect of various implementation issues that have arisen, or that may arise, from the application of Statement 157. This FSP shall be effective upon issuance.

5		Major acquisitions and disposals
		In February 2008, we sold all of our interest in Jubilee Mines N.L. (held by our subsidiary Vale Inco), corresponding to 4.83% of its common shares, for US$134 generating a gain of US$80.
		In October, 2007 we were awarded, in a public auction, a 30-year sub-concession agreement, under which we purchased the right to use the Ferrovia Norte Sul S.A. — FNS for US$837, payable in three installments. The first installment, equivalent to US$ 412 and corresponding to 50% was paid in December 2007. The second and third installments, each one representing 25% of the total amount, are to be paid in December 2008, and 2009, upon the completion of the railroad. The outstanding installments are indexed to the general price index (IGP-DI) and accrue interest of 12% p.a.
		In July 2007, we sold our interest in Lion Ore Mining International Ltd.(held by our subsidiary Vale Inco), corresponding to 1.8% of its common shares for US$105, generating a gain of US$80.
		In June 2007, we sold through primary and secondary public offerings, 25,213,664 common shares, representing 57.84% of the total capital of our subsidiary Log-In Logística Intermodal S.A. (“Log-In”) for US$179, recording a gain of US$155.
		In July 2007, we sold an additional 5.1% stake in Log-In for US$24 recording a gain of US$21. At December 31, 2007, we held 31.33% of the voting and total capital of this entity, which is accounted for as at the equity method.
		In May 2007, we sold in a public offering, part of our shareholding in Usinas Siderúrgicas de Minas Gerais S.A. — USIMINAS, an available-for-sale investee, for US$728, recording a gain of US$456. We have retained the minimum number of shares required to participate in the current shareholders agreement of the investee.
		In May 2007, we acquired a further 6.25% of the total share capital of Empreendimentos Brasileiros de Mineração S.A. (EBM), which main asset is its interest in MBR, for US$231 and as a result, our direct and indirect stake in MBR increased to 92.99% of total and voting capital. We simultaneously entered into an usufruct agreement with minority shareholders whereby they transferred to us all rights and obligations with respect to their EBM shares, including rights to dividends for the next 30 years, for which we will make an initial payment of US$61 plus an annual fee of US$48 for each of the next 29 years. The present value of the future obligation is recorded as a liability and the corresponding charge recorded to minority interests in the balance sheet.
		In April 2007, we concluded the acquisition of 100% of Vale Australia (former AMCI Holdings Australia Pty — AMCI HA), a private company domiciled in Australia which owns and operates coal mines in that country, for US$656.
		The purchase price allocations based on the fair values of acquired assets and liabilities was based on management’s internal valuation estimates.
		Such allocations were finalized based on valuation and other studies, performed by us with the assistance of outside valuation specialists. Accordingly, the purchase price allocation adjustments for acquisitions are as follows:

Valuation			656
Purchase price			(186	)
Book value of assets acquired and liabilities assumed, net			(458	)
Adjustment to fair value of property, plant and equipment			(29	)
Deferred taxes on the above adjustments			52
Goodwill			35

In March 2007, we acquired the remaining 18% minority interest in Ferro-Gusa Carajás for US$20, which then became a wholly-owned subsidiary.

6		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 rates vary from 1.67% to 40%.
		The amount reported as income tax expense in our consolidated financial statements is reconciled to the statutory rates as follows:

		Three-month period ended (unaudited)
		March 31, 2008													December 31, 2007													March 31,
		Brazil				Foreign				Total					Brazil				Foreign				Total					2007
Income before income taxes, equity results and minority interests			522				1,762				2,284					1,299				1,519				2,818					2,934
Federal income tax and social contribution expense at statutory enacted rates			(177	)			(599	)			(776	)				(442	)			(516	)			(958	)				(998	)
Adjustments to derive effective tax rate:
Tax benefit on interest attributed to stockholders			169				—				169					129				—				129					103
Difference on tax rates of foreign income			—				258				258					—				676				676					193
Difference on tax basis of equity investees			—				(20	)			(20	)				—				(59	)			(59	)				(32	)
Tax incentives			15				—				15					7				—				7					52
Other non-taxable gains (losses)			(59	)			55				(4	)				(12	)			1				(11	)				40
Federal income tax and social contribution expense in consolidated statements of income			(52	)			(306	)			(358	)				(318	)			102				(216	)				(642	)

		We have certain income tax incentives relating to our manganese operations in Carajás, our potash operations in Rosario do Catete, our alumina and aluminum operations in Barcarena and our kaolin operations in Ipixuna and Mazagão. The incentives relating 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 expires in 2009 and 2013, respectively, while the partial exemption incentives relative to aluminum and kaolin expire in 2013. 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.
		We also have income tax incentives related to our Goro Project under development 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. We are 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, we have not recorded any taxable income for New Caledonian tax purposes. The benefits of this legislation are expected to apply with respect to taxes payable once the Goro project is in operation.
		Effective January 1, 2007, the Company adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes.
		We are subject to examination by the tax authorities for up to five years regarding our operations in Brazil, ten years for Indonesia, and five and six years for Canada, except for Newfoundland which has no limit.
		Brazilian tax loss carryforwards have no expiration date though offset is restricted to 30% of annual income before tax.

The reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (unaudited): (See note 14 (b) Tax — related actions)

Balance at January 1, 2008			1,046
Increase resulting from tax positions taken			35
Decrease resulting from tax positions taken			(14	)
Changes in tax legislation			6
Effects of translation from Brazilian Reais into U.S.			3
Balance at March 31, 2008			1,076

7

Inventories

		March 31, 2008				December 31, 2007
		(Unaudited)
Finished products
Nickel (co-products and by-products)			1,743				1,812
Iron ore and pellets			571				588
Manganese and ferroalloys			122				106
Alumina			52				44
Aluminum			99				132
Kaolin			41				42
Copper concentrate			32				15
Coal			39				38
Others			15				36
Spare parts and maintenance supplies			1,110				1,046
			3,824				3,859

There was no write down recorded in the periods presented.

8

Investments in affiliated companies and joint ventures

																										Equity in earnings (losses) of investee
		March 31, 2008																Investments								adjustments												Dividends received
																										Three-month period ended (unaudited)												Three-month period ended (unaudited)
														Net income
		Participation in								Net				(loss) for the				March 31,				December				March 31,				December				March 31,				March 31,				December				March 31,
		capital (%)								equity				period				2008				31, 2007				2008				31, 2007				2007				2008				31, 2007				2007
		voting				total
Ferrous
Companhia Nipo-Brasileira de Pelotização — NIBRASCO (1)			51.11				51.00				114				(8	)			58				61				(4	)			2				6				—				—				—
Companhia Hispano-Brasileira de Pelotização — HISPANOBRÁS (1)			51.00				50.89				90				4				46				43				2				(3	)			6				—				—				—
Companhia Coreano-Brasileira de Pelotização — KOBRASCO (1)			50.00				50.00				95				5				47				45				2				4				5				—				21				—
Companhia Ítalo-Brasileira de Pelotização — ITABRASCO (1)			51.00				50.90				92				3				47				46				1				—				4				—				—				—
SAMARCO Mineração S.A. — SAMARCO (2)			50.00				50.00				1,078				97				600				546				48				56				60				—				25				50
Minas da Serra Geral S.A. — MSG			50.00				50.00				62				1				31				30				1				1				1				—				—				—
Others			—				—				—				—				30				30				2				3				1				—				—				—
																			859				801				52				63				83				—				46				50
Logistics
MRS Logística S.A			37.86				41.50				904				70				375				342				29				34				23				—				24				—
LOG-IN Logística Intermodal S.A. (3)			31.33				31.33				353				17				110				107				5				6				—				—				—				—
																			485				449				34				40				23				—				24				—
Steel
Usinas Siderúrgicas de Minas Gerais S.A. — USIMINAS (cost $180)			—				—				—				—				583				465				—				—				—				—				—				—
California Steel Industries Inc. — CSI			50.00				50.00				337				11				169				163				6				(7	)			1				—				—				11
THYSSENKRUPP CSA Companhia Siderúrgica (4)			11.50				11.50				—				—				392				388				—				—				—				—				—				—
																			1,144				1,016				6				(7	)			1				—				—				11
Bauxite
Mineração Rio do Norte S.A. — MRN			40.00				40.00				248				34				99				184				14				21				22				48				—				29
																			99				184				14				21				22				48				—				29
Coal
Henan Longyu Resources Co. Ltd			25.00				25.00				548				68				137				115				17				12				9				—				42				—
Shandong Yankuang International Company Ltd			25.00				25.00				93				(4	)			23				23				(1	)			2				—				—				—				—
																			160				138				16				14				9				—				42				—
Nickel
Jubilee Mines N.L (cost $5) (5)			—				—				—				—				—				126
Mirabela Nickel Ltd (cost $24)			—				—				—				—				67				72				—				—				—				—				—				—
Skye Resources Inc (cost $36)			—				—				—				—				43				44				—				—				—				—				—				—
Heron Resources Inc (cost $25)			—				—				—				—				14				34				—				—				—				—				—				—
Others			—				—				—				—				24				23				—				5				—				—				—				—
																			148				299				—				5				—				—				—				—
Other affiliates and joint ventures
Others			—				—				—				—				47				35				(3	)			—				—				—				—				—
																			47				35				(3	)			—				—				—				—				—
																			1,598				1,672				33				33				32				48				42				40
Total																			2,942				2,922				119				136				138				48				112				90