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6-K 1 sbsitr3q10_6k.htm ITR 3Q10 sbsitr3q10_6k.htm - Generated by SEC Publisher for SEC Filing

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K

REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For November 30, 2010

(Commission File No. 1-31317)

Companhia de Saneamento Básico do Estado de São Paulo - SABESP

(Exact name of registrant as specified in its charter)

Basic Sanitation Company of the State of Sao Paulo - SABESP

(Translation of Registrant's name into English)

Rua Costa Carvalho, 300 São Paulo, S.P., 05429-900 Federative Republic of Brazil

(Address of Registrant's principal executive offices)

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

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)__.

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)__.

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes __ No _X___

If "Yes" is marked, indicated below the file number assigned to the registrant in connection with Rule 12g3-2(b):

PUBLIC FEDERAL SERVICE CVM - SECURITIES EXCHANGE COMMISSION ITR - QUARTERLY INFORMATION 09/30/2010 COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES Corporate Legislation

REGISTRATION WITH THE CVM DOES NOT IMPLY ANY ANALYSIS OF THE COMPANY. MANAGEMENT IS RESPONSIBLE FOR THE ACCURACY OF THE INFORMATION PROVIDED .

01.01 - IDENTIFICATION

1 - CVM CODE 01444-3
4 - State Registration Number - NIRE 35300016831

01.02 - HEAD OFFICE

1 - ADDRESS Rua Costa Carvalho, 300 — 3 - POSTAL CODE 05429-900 4 - MUNICIPALITY São Paulo 2 - SUBURB OR DISTRICT Pinheiros 5 - STATE SP
6 - AREA CODE 11 7 - TELEPHONE 3388-8000 8 - TELEPHONE 3388-8200 9 - TELEPHONE 3388-8201 10 - TELEX
11 - AREA CODE 11 12 - FAX 3813-0254 13 - FAX - 14 - FAX -
15 - E-MAIL [email protected]

01.03 - INVESTOR RELATIONS OFFICER (Company’s Mail Address)

1 - NAME Rui de Britto Álvares Affonso — 2 - ADDRESS Rua Costa Carvalho, 300 3 - SUBURB OR DISTRICT Pinheiros
4 - POSTAL CODE 05429-900 5 - MUNICIPALITY São Paulo 6 - STATE SP
7 - AREA CODE 11 8 - TELEPHONE 3388-8247 9 - TELEPHONE 3388-8386 10 - TELEPHONE - 11 - TELEX
12 - AREA CODE 11 13 - FAX 3815-4465 14 - FAX - 15 - FAX -
16 - E-MAIL [email protected]

01.04 - GENERAL INFORMATION/INDEPENDENT ACCOUNTANT

CURRENT YEAR — 1 -BEGINNING 2 - END CURRENT QUARTER — 3 - QUARTER 4 -BEGINNING 5 - END PRIOR QUARTER — 6 - QUARTER 7 -BEGINNING 8 - END
01/01/2010 12/31/2010 3 07/01/2010 09/30/2010 2 04/01/2010 06/30/2010
9 - INDEPENDENT ACCOUNTANT PRICEWATERHOUSECOOPERS INDEPENDENT AUDITORS 10 - CVM CODE 00287-9
11 - PARTNER RESPONSIBLE VALDIR RENATO COSCODAI 12 - INDIVIDUAL TAXPAYERS' REGISTRATION NUMBER OF THE PARTNER RESPONSIBLE 031.065.768-71

Page: 1

01.05 - CAPITAL COMPOSITION

NUMBER OF SHARES (thousand) 1 - CURRENT QUARTER 09/30/2010 2 - PRIOR QUARTER 06/30/2010 3 - SAME QUARTER IN PRIOR YEAR 09/30/2009
Paid-up Capital
1 - Common 227,836 227,836 227,836
2 - Preferred 0 0 0
3 - Total 227,836 227,836 227,836
Treasury Shares
4 - Common 0 0 0
5 - Preferred 0 0 0
6 - Total 0 0 0

01.06 - CHARACTERISTICS OF THE COMPANY

1 - TYPE OF COMPANY Commercial, Industrial and Other
2 - SITUATION Operational
3 - NATURE OF OWNERSHIP State-owned
4 - ACTIVITY CODE 1160 - Sanitation, Water and Gas Services
5 - MAIN ACTIVITY Water Capture, Treatment and Distribution; Sewage Collection and Treatment
6 - TYPE OF CONSOLIDATION Total
7 - TYPE OF REPORT OF INDEPENDENT ACCOUNTANTS Unqualified

01.07 - COMPANIES NOT INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS

1 - ITEM 2 - CNPJ 3 - NAME

01.08 - DIVIDENDS APPROVED AND/OR PAID DURING AND AFTER THE QUARTER

1 - ITEM 2 - EVENT 3 - DATE OF APPROVAL 4 - TYPE 5 - DATE OF PAYMENT 6 - TYPE OF SHARE 7 - AMOUNT PER SHARE

*Page: 2*

01.09 - SUBSCRIBED CAPITAL AND ALTERATIONS IN THE CURRENT YEAR

1 - ITEM 2 - DATE OF ALTERATION 3 - CAPITAL (R$ thousand) 4 - AMOUNT OF THE ALTERATION (R$ thousand) 5 - NATURE OF ALTERATION 7 - NUMBER OF SHARES ISSUED (Thousand) 8 - SHARE PRICE ON ISSUE DATE (Reais)

01.10 - INVESTOR RELATIONS OFFICER

1 - Date 11/12/2010 2 - SIGNATURE

Page: 3

02.01 - BALANCE SHEET - ASSETS (In thousands of Brazilian reais - R$)

1 - Code 2 - Description 3 - 09/30/2010 4 - 06/30/2010
1 Total assets 23,536,912 22,879,162
1.01 Current assets 3,420,418 3,138,500
1.01.01 Cash and cash equivalents 1,365,038 1,046,840
1.01.01.01 Cash & Cash Equivalents 1,365,038 1,046,840
1.01.02 Receivables 1,192,051 1,239,243
1.01.02.01 Trade accounts receivable 1,040,653 1,083,895
1.01.02.02 Sundry receivables 151,398 155,348
1.01.02.02.01 Balances & Transactions with Related Parties 151,398 155,348
1.01.03 Inventories 29,994 31,101
1.01.03.01 Storeroom supplies - operations 29,994 31,101
1.01.04 Other 833,335 821,316
1.01.04.01 Taxes Recoverable 10,357 4,773
1.01.04.02 Deferred Income Taxes & Social Contribution 276,831 263,369
1.01.04.03 Agreement with Sao Paulo City Hall 151,295 172,174
1.01.04.04 Cef - Debêntures 337,846 330,587
1.01.04.05 Other receivables 57,006 50,413
1.02 Noncurrent assets 20,116,494 19,740,662
1.02.01 Long-term assets 2,134,639 2,122,317
1.02.01.01 Sundry receivables 2,134,639 2,122,317
1.02.01.01.01 Trade accounts receivable 351,499 270,484
1.02.01.01.02 Balances & Transactions with Related Parties 921,983 934,208
1.02.01.01.03 Indemnities receivable 146,213 146,213
1.02.01.01.04 Escrow deposits 41,804 47,682
1.02.01.01.05 Deferred Income Tax & Social Contribution 568,671 620,858
1.02.01.01.06 Other receivables 104,469 102,872
1.02.01.02 Intercompany receivables 0 0
1.02.01.02.01 Affiliates 0 0
1.02.01.02.02 Subsidiaries 0 0
1.02.01.02.03 Other related parties 0 0
1.02.01.03 Other 0 0
1.02.02 Permanent assets 17,981,855 17,618,345
1.02.02.01 Investments 4,596 4,110
1.02.02.01.01 In affiliated companies 0 0
1.02.02.01.02 In affiliated companies - goodwill 0 0
1.02.02.01.03 In subsidiaries 3,276 3,390
1.02.02.01.04 In subsidiaries - goodwill 0 0
1.02.02.01.05 Other investments 600 0
1.02.02.01.06 Shares in other companies 698 698
1.02.02.01.07 Compulsory deposits - Eletrobrás 22 22
1.02.02.02 Property, plant and equipment 8,903,140 15,969,828

*Page: 4*

1 - Code 2 - Description 3 - 09/30/2010 4 - 06/30/2010
1.02.02.02.01 Property, plant and equipment 5,845,062 11,672,056
1.02.02.02.02 Construction in progress 3,058,078 4,297,772
1.02.02.03 Intangible 9,074,119 1,644,407
1.02.02.04 Deferred charges 0 0

*Page: 5*

02.02 - BALANCE SHEET - LIABILITIES AND SHAREHOLDERS’ EQUITY (In thousands of Brazilian reais - R$)

1 - Code 2 - Description 3 - 09/30/2010 4 - 06/30/2010
2 Total liabilities and shareholders’ equity 23,536,912 22,879,162
2.01 Current liabilities 3,137,219 3,227,622
2.01.01 Loans and financing 653,632 646,294
2.01.02 Debentures 507,670 766,660
2.01.02.01 6 th issue of debentures 0 238,461
2.01.02.02 8 th issue of debentures 451,266 442,091
2.01.02.03 Interest on debentures 56,404 86,108
2.01.03 Trade accounts payable 194,257 175,860
2.01.04 Taxes payable 182,047 168,689
2.01.04.01 Income tax 43,427 42,464
2.01.04.02 Social contribution tax 17,279 15,671
2.01.04.03 PAES (tax debt refinancing program) 35,026 34,688
2.01.04.04 COFINS and PASEP (taxes on revenue) 48,840 39,885
2.01.04.05 INSS (Social security contribution) 22,971 23,768
2.01.04.06 Other 14,504 12,213
2.01.05 Dividends payable 0 0
2.01.06 Reserves 759,000 713,318
2.01.06.01 For Tax Contingencies 3,074 2,634
2.01.06.02 For Civil Contingencies 17,366 21,499
2.01.06.03 For Contingencies with Suppliers 344,698 195,169
2.01.06.04 For Contingencies with Customers 299,535 457,984
2.01.06.05 For Environmental Contingencies 21,849 21,813
2.01.06.06 For Labor Contingencies 72,478 14,219
2.01.07 Intercompany payables 0 0
2.01.08 Other 840,613 756,801
2.01.08.01 Payroll and related charges 276,822 241,482
2.01.08.02 Accounts Payable 195,661 213,639
2.01.08.03 Interest on capital payable 56 56
2.01.08.04 Deferred taxes 18,469 27,134
2.01.08.05 Refundable amounts 63,202 59,837
2.01.08.06 Program contract commitments 146,645 68,207
2.01.08.07 Other payables 139,758 146,446
2.02 Noncurrent liabilities 8,798,006 8,499,660
2.02.01 Long-term liabilities 8,798,006 8,499,660
2.02.01.01 Loans and financing 4,285,199 3,808,766
2.02.01.02 Debentures 2,211,101 2,210,690
2.02.01.02.01 9 th issue of debentures 228,279 228,355
2.02.01.02.02 10 th issue of debentures 277,319 277,435
2.02.01.02.03 11 th issue of debentures 1,205,528 1,204,925
2.02.01.02.04 12 th issue of debentures 499,975 499,975

*Page: 6*

1 - Code 2 - Description 3 - 09/30/2010 4 - 06/30/2010
2.02.01.03 Reserves 643,068 852,695
2.02.01.03.01 For Tax Contingencies 60,224 63,733
2.02.01.03.02 For Civil Contingencies 147,712 154,013
2.02.01.03.03 For Contingencies with Suppliers 9,103 168,279
2.02.01.03.04 For Contingencies with Customers 330,847 346,751
2.02.01.03.05 For Environmental Contingencies 38,833 24,121
2.02.01.03.06 For Labor Contingencies 56,349 95,798
2.02.01.04 Intercompany payables 0 0
2.02.01.05 Advance for future capital increase 0 0
2.02.01.06 Other 1,658,638 1,627,509
2.02.01.06.01 Deferred taxes 169,161 162,600
2.02.01.06.02 PAES (tax debt refinancing program) 61,295 69,375
2.02.01.06.03 Social security charges 506,660 504,114
2.02.01.06.04 Indemnities 30,847 30,847
2.02.01.06.05 Program contract commitments 105,246 102,399
2.02.01.06.06 Provision for Actuarial Liability Law 4819/58 493,531 507,772
2.02.01.06.07 Private Public Partnership 192,552 144,192
2.02.01.06.08 Other payables 99,346 106,210
2.03 Deferred income 0 0
2.05 Shareholders' equity 11,601,687 11,151,880
2.05.01 Capital 6,203,688 6,203,688
2.05.02 Capital reserves 124,255 124,255
2.05.02.01 Support to projects 108,475 108,475
2.05.02.02 Incentive reserve 15,780 15,780
2.05.03 Revaluation reserves 2,109,284 2,088,454
2.05.03.01 Own assets 2,109,284 2,088,454
2.05.03.02 Subsidiaries/Affiliates 0 0
2.05.04 Profit reserves 2,054,594 2,054,594
2.05.04.01 Legal 378,526 378,526
2.05.04.02 Statutory 0 0
2.05.04.03 For contingencies 0 0
2.05.04.04 Unrealized profit 0 0
2.05.04.05 Profit retention 0 0
2.05.04.06 Special for unpaid dividends 0 0
2.05.04.07 Other profit reserves 1,676,068 1,676,068
2.05.04.07.01 Reserve for investments 1,676,068 1,676,068
2.05.05 Adjustments of Equity Evaluation 0 0
2.05.05.01 Adjustments of Marketable Securities 0 0
2.05.05.02 Accumulated Conversion Adjustments 0 0
2.05.05.03 Business Combination Adjustments 0 0
2.05.06 Retained earnings (accumulated deficit) 1,109,866 680,889
2.05.07 Advance for future capital increase 0 0

*Page: 7*

03.01 - STATEMENT OF INCOME (In thousands of Brazilian reais - R$)

1 - Code 2 - Description 3 - 07/01/2010 to 09/30/2010 4 - 01/01/2010 to 09/30/2010 5 -07/01/2009 to 09/30/2009 6 -01/01/2009 to 09/30/2009
3.01 Gross revenue from sales and/or services 1,976,537 5,766,598 1,749,076 5,272,095
3.02 Gross revenue deductions (140,902) (409,172) (120,105) (366,135)
3.03 Net revenue from sales and/or services 1,835,635 5,357,426 1,628,971 4,905,960
3.04 Cost of sales and/or services (823,451) (2,327,203) (762,094) (2,427,366)
3.05 Gross profit 1,012,184 3,030,223 866,877 2,478,594
3.06 Operating (expenses) income (324,674) (1,379,962) (561,308) (1,130,470)
3.06.01 Selling (216,801) (630,725) (201,415) (597,238)
3.06.02 General and administrative (140,132) (399,393) (209,855) (458,461)
3.06.03 Financial 21,724 (354,677) (157,027) (89,465)
3.06.03.01 Financial income 80,813 240,124 40,735 153,569
3.06.03.01.01 Financial income 80,788 239,970 40,602 160,938
3.06.03.01.02 Exchange gains 25 154 133 (7,369)
3.06.03.02 Financial expenses (59,089) (594,801) (197,762) (243,034)
3.06.03.02.01 Financial expenses (119,589) (616,725) (301,524) (617,490)
3.06.03.02.02 Exchange losses 60,500 21,924 103,762 374,456
3.06.04 Other operating income 15,769 37,928 15,506 33,570
3.06.04.01 Other operating income 17,376 41,794 17,087 36,992
3.06.04.02 COFINS and PASEP (taxes on revenue) (1,607) (3,866) (1,581) (3,422)
3.06.05 Other operating expenses (5,120) (32,757) (8,487) (18,736)
3.06.05.01 Loss on write-off of property, plant and equipment items (2,746) (14,941) (5,702) (11,750)
3.06.05.02 Provision for Losses in Tax Incentives 0 0 0 (300)
3.06.05.03 Tax Incentives (2,339) (3,243) (1,250) (4,322)
3.06.05.04 Provision for Actuarial Liability Law 4819/58 0 (14,237) 0 0
3.06.05.05 Provision for Loss – Law 4819/58 0 0 0 0
3.06.05.06 Other (35) (336) (1,535) (2,364)
3.06.06 Equity in subsidiaries (114) (338) (30) (140)
3.07 Income from operations 687,510 1,650,261 305,569 1,348,124

Page: 8

1 - Code 2 - Description 3 - 07/01/2010 to 09/30/2010 4 - 01/01/2010 to 09/30/2010 5 -07/01/2009 to 09/30/2009 6 -01/01/2009 to 09/30/2009
3.08 Nonoperating income (expenses) 0 0 0 0
3.08.01 Income 0 0 0 0
3.08.02 Expenses 0 0 0 0
3.09 Income before taxes and profit sharing 687,510 1,650,261 305,569 1,348,124
3.10 Provision for income and social contribution taxes (199,816) (634,842) (198,822) (576,057)
3.10.01 Provision for income tax (146,196) (466,198) (145,564) (422,056)
3.10.02 Provision for social contribution tax (53,620) (168,644) (53,258) (154,001)
3.11 Deferred income tax (37,887) 58,631 88,980 144,539
3.11.01 Deferred income tax (27,858) 43,111 65,192 106,044
3.11.02 Deferred social contribution tax (10,029) 15,520 23,788 38,495
3.12 Statutory profit sharing/contributions 0 0 0 0
3.12.01 Profit sharing 0 0 0 0
3.12.02 Contributions 0 0 0 0
3.13 Reversal of interest on capital 0 0 0 0
3.15 Net income (loss) 449,807 1,074,050 195,727 916,606
Number of shares, former treasury shares (thousand) 227,836 227,836 227,836 227,836
EARNINGS PER SHARE (Reais) 1.97426 4.71414 0.85907 4.02310
LOSS PER SHARE (Reais)

Page: 9

04.01 - STATEMENT OF CASH FLOWS - INDIRECT METHOD (In thousands of Brazilian reais - R$)

1 - Code 2 - Description 3 - 07/01/2010 to 09/30/2010 4 - 01/01/2010 to 09/30/2010 5 -07/01/2009 to 09/30/2009 6 - 01/01/2009 to 09/30/2009
4.01 Net Cash from Operating Activities 495,671 1,235,340 555,754 1,624,198
4.01.01 Cash Generated from Operations 1,144,712 3,184,495 818,018 2,696,925
4.01.01.01 Net Income before Income Tax and Social Contribution 687,510 1,650,261 305,569 1,348,124
4.01.01.02 Provision for Contingencies 15,328 228,460 270,746 425,534
4.01.01.03 Reversal of Provision for Losses (122) (29) (222) 846
4.01.01.04 Social Security Obligations 6,350 38,531 19,178 57,365
4.01.01.05 Write-off of Fixed Assets 2,746 14,941 5,702 11,750
4.01.01.06 Depreciation and Amortization 144,449 439,257 161,479 484,654
4.01.01.07 Intersts on Loans and Financings Payable 136,852 390,456 114,336 348,658
4.01.01.08 Monetary and Foreign Exchange Variation on Loans and Financings (45,080) 42,173 (106,635) (376,288)
4.01.01.09 Expenses with Interests and Monetary Variations 986 3,211 1,323 4,345
4.01.01.10 Income with Interests and Monetary Variations (926) (44,842) (6,537) (16,046)
4.01.01.11 Allowance for Doubtful Accounts 88,631 257,911 71,509 234,658
4.01.01.12 Provision for Term of Adjustment of Conduct (TAC) 9,226 18,379 (26,386) 102,800
4.01.01.13 Equity Result 114 338 30 140
4.01.01.14 Provision for Actuarial Liability Law 4819/58 0 14,237 0 0
4.01.01.15 Other Provisions/Reversals 87 (900) 88 316
4.01.01.16 Provision for PMSP Agreement (6,090) 27,460 3,296 65,527
4.01.01.17 Other write-offs 0 0 4,542 4,542
4.01.01.18 Prov. Externality PMSP 79,330 79,330 0 0
4.01.01.19 Provision Sabesprev Mais 25,321 25,321 0 0
4.01.02 Variation to Assets and Liabilities (267,404) (826,991) 17,835 (188,067)
4.01.02.01 Accounts Receivable (126,092) (177,143) (97,781) (132,226)
4.01.02.02 Balances and Transactions with Related Parties 17,679 26,499 13,347 51,069
4.01.02.03 Inventories 1,229 9,912 2,263 9,728
4.01.02.04 Taxes Recoverable (5,584) (7,340) (328) 1,141
4.01.02.05 Other Accounts Receivable 6,038 (407,266) (3,614) (21,689)

Page: 10

1 - Code 2 - Description 3 - 07/01/2010 to 09/30/2010 4 - 01/01/2010 to 09/30/2010 5 -07/01/2009 to 09/30/2009 6 - 01/01/2009 to 09/30/2009
4.01.02.06 Judicial Deposits (2,141) (3,319) (15,011) (29,130)
4.01.02.07 Indemnifications Receivable 0 0 0 2,581
4.01.02.08 Contractors and Suppliers 9,421 (430) 47,623 26,154
4.01.02.09 Salaries, Provisions and Social Security Obligations 26,114 19,334 36,099 51,039
4.01.02.10 Provision for Actuarial Liability Law 4819/58 (14,241) (38,733) 0 0
4.01.02.11 Taxes and Contributions Payable (4,148) (55,377) (5,425) (68,675)
4.01.02.12 Accounts Payable (17,979) 1,750 (3,111) 1,519
4.01.02.13 Other Obligations 18,856 95,021 74,225 128,570
4.01.02.14 Contingencies (172,752) (277,925) (26,233) (195,437)
4.01.02.15 Pension Plan - Sabesprev Transfer (3,804) (11,974) (4,219) (12,711)
4.01.03 Others (381,637) (1,122,164) (280,099) (884,660)
4.01.03.01 Interests paid (188,995) (473,608) (126,568) (407,019)
4.01.03.02 Income Tax and Contributions Paid (192,642) (648,556) (153,531) (477,641)
4.02 Net Cash from Investment Activities (483,472) (1,318,139) (595,921) (1,356,810)
4.02.01 Acquisition of Items of Fixed Assets (473,726) (1,281,237) (590,577) (1,335,634)
4.02.02 Increase in Intangibles (9,146) (36,302) (5,344) (23,446)
4.02.03 Increase in Investments (600) (600) 0 2,270
4.03 Net Cash from Financing Activities 305,999 678,404 (261,485) (505,523)
4.03.01 Funding 674,791 2,700,073 94,736 939,473
4.03.02 Loan Amortizations (368,792) (1,656,283) (356,221) (1,159,665)
4.03.03 Payment of Interests on Shareholders´ Equity 0 (365,386) 0 (285,331)
4.04 Foreign Exchange Variation on Cash & Cash Equivalents 0 0 0 0
4.05 Increase(Decrease) in Cash & Cash Equivalents 318,198 595,605 (301,652) (238,135)
4.05.01 Beginning Balance of Cash & Cash Equivalents 1,046,840 769,433 685,576 622,059
4.05.02 Ending Balance of Cash & Cash Equivalents 1,365,038 1,365,038 383,924 383,924

Page: 11

05.01 - STATEMENT OF CHANGES TO SHAREHOLDERS’ EQUITY FROM 07/01/2010 to 09/30/2010 (In thousands of Brazilian reais - R$)

1 - CODE 2 - DESCRIPTION 3 - CAPITAL STOCK 4 -CAPITAL RESERVES 5 - REVALUATION RESERVES 6 - PROFIT RESERVES 7 -RETAINED EARNINGS/LOSSES 8 -EQUITY ADJUSTMENTS 9 -TOTAL SHAREHOLDERS´ EQUITY
5.01 Beginning Balance 6,203,688 124,255 2,088,454 2,054,594 680,889 0 11,151,880
5.02 Adjustments from Previous Years 0 0 0 0 0 0 0
5.03 Adjusted Balance 6,203,688 124,255 2,088,454 2,054,594 680,889 0 11,151,880
5.04 Profit/Loss for the Period 0 0 0 0 449,807 0 449,807
5.05 Allocations 0 0 0 0 0 0 0
5.05.01 Dividends 0 0 0 0 0 0 0
5.05.02 Interests on Shareholders´ Equity 0 0 0 0 0 0 0
5.05.03 Other Allocations 0 0 0 0 0 0 0
5.06 Realization of Profit Reserves 0 0 0 0 0 0 0
5.07 Equity Adjustments 0 0 0 0 0 0 0
5.07.01 Marketable Securities Adjustments 0 0 0 0 0 0 0
5.07.02 Accumulated Conversion Adjustments 0 0 0 0 0 0 0
5.07.03 Adjustments from Business Combinations 0 0 0 0 0 0 0
5.08 Increase/Decrease in Capital Stock 0 0 0 0 0 0 0
5.09 Capital Reserves Constitution/Realization 0 0 0 0 0 0 0
5.10 Treasury Stock 0 0 0 0 0 0 0
5.11 Other Capital Stock Transactions 0 0 0 0 0 0 0
5.12 Others 0 0 20,830 0 (20,830) 0 0
5.13 Ending Balance 6,203,688 124,255 2,109,284 2,054,594 1,109,866 0 11,601,687

Page: 12

05.02 - STATEMENT OF CHANGES TO SHAREHOLDERS’ EQUITY FROM 01/01/2010 to 09/30/2010 (In thousands of Brazilian reais - R$)

1 - CODE 2 - DESCRIPTION 3 - CAPITAL STOCK 4 -CAPITAL RESERVES 5 - REVALUATION RESERVES 6 - PROFIT RESERVES 7 -RETAINED EARNINGS/LOSSES 8 -EQUITY ADJUSTMENTS 9 -TOTAL SHAREHOLDERS´ EQUITY
5.01 Beginning Balance 6,203,688 124,255 2,145,100 2,054,594 0 0 10,527,637
5.02 Adjustments from Previous Years 0 0 0 0 0 0 0
5.03 Adjusted Balance 6,203,688 124,255 2,145,100 2,054,594 0 0 10,527,637
5.04 Profit/Loss for the Period 0 0 0 0 1,074,050 0 1,074,050
5.05 Allocations 0 0 0 0 0 0 0
5.05.01 Dividends 0 0 0 0 0 0 0
5.05.02 Interests on Shareholders´ Equity 0 0 0 0 0 0 0
5.05.03 Other Allocations 0 0 0 0 0 0 0
5.06 Realization of Profit Reserves 0 0 0 0 0 0 0
5.07 Equity Adjustments 0 0 0 0 0 0 0
5.07.01 Marketable Securities Adjustments 0 0 0 0 0 0 0
5.07.02 Accumulated Conversion Adjustments 0 0 0 0 0 0 0
5.07.03 Adjustments from Business Combinations 0 0 0 0 0 0 0
5.08 Increase/Decrease in Capital Stock 0 0 0 0 0 0 0
5.09 Capital Reserves Constitution/Realization 0 0 0 0 0 0 0
5.10 Treasury Stock 0 0 0 0 0 0 0
5.11 Other Capital Stock Transactions 0 0 0 0 0 0 0
5.12 Others 0 0 (35,816) 0 35,816 0 0
5.13 Ending Balance 6,203,688 124,255 2,109,284 2,054,594 1,109,866 0 11,601,687

Page: 13

08.01 - CONSOLIDATED BALANCE SHEETS - ASSETS (In thousands of Brazilian reais - R$)

1 - Code 2 - Description 3 - 09/30/2010 4 - 06/30/2010
1 Total assets 23,539,694 22,879,326
1.01 Current assets 3,422,671 3,139,112
1.01.01 Cash and cash equivalents 1,367,191 1,047,359
1.01.01.01 Cash & Cash Equivalents 1,367,191 1,047,359
1.01.02 Receivables 1,192,051 1,239,243
1.01.02.01 Trade accounts receivable 1,040,653 1,083,895
1.01.02.02 Sundry receivables 151,398 155,348
1.01.02.02.01 Balances & Transactions with Related Parties 151,398 155,348
1.01.03 Inventories 29,994 31,101
1.01.03.01 Storeroom supplies - operations 29,994 31,101
1.01.04 Other 833,435 821,409
1.01.04.01 Taxes Recoverable 10,357 4,773
1.01.04.02 Deferred Income Taxes & Social Contribution 276,831 263,369
1.01.04.03 Agreement with Sao Paulo City Hall 151,295 172,174
1.01.04.04 Cef - Debêntures 337,846 330,587
1.01.04.05 Other receivables 57,106 50,506
1.02 Noncurrent assets 20,117,023 19,740,214
1.02.01 Long-term assets 2,134,639 2,122,317
1.02.01.01 Sundry receivables 2,134,639 2,122,317
1.02.01.01.01 Trade accounts receivable 351,499 270,484
1.02.01.01.02 Balances & Transactions with Related Parties 921,983 934,208
1.02.01.01.03 Indemnities receivable 146,213 146,213
1.02.01.01.04 Escrow deposits 41,804 47,682
1.02.01.01.05 Deferred Income Tax & Social Contribution 568,671 620,858
1.02.01.01.06 Other receivables 104,469 102,872
1.02.01.02 Intercompany receivables 0 0
1.02.01.02.01 Affiliates 0 0
1.02.01.02.02 Subsidiaries 0 0
1.02.01.02.03 Other related parties 0 0
1.02.01.03 Other 0 0
1.02.02 Permanent assets 17,982,384 17,617,897
1.02.02.01 Investments 1,320 720
1.02.02.01.01 In affiliated companies 0 0
1.02.02.01.02 In subsidiaries 0 0
1.02.02.01.03 Other investments 600 0
1.02.02.01.06 Shares in other companies 698 698
1.02.02.01.07 Compulsory deposits - Eletrobrás 22 22
1.02.02.02 Property, plant and equipment 8,906,945 15,972,770
1.02.02.02.01 Property, plant and equipment 5,848,854 11,674,984
1.02.02.02.02 Construction in progress 3,058,091 4,297,786
1.02.02.03 Intangible 9,074,119 1,644,407
1.02.02.04 Deferred charges 0 0

Page: 14

08.02 - CONSOLIDATED BALANCE SHEETS - LIABILITIES (In thousands of Brazilian reais - R$)

1 - Code 2 - Description 3 - 09/30/2010 4 - 06/30/2010
2 Total liabilities and shareholders’ equity 23,539,694 22,879,326
2.01 Current liabilities 3,140,001 3,227,786
2.01.01 Loans and financing 655,972 646,294
2.01.02 Debentures 507,670 766,660
2.01.02.01 6 th issue of debentures 0 238,461
2.01.02.02 8 th issue of debentures 451,266 442,091
2.01.02.03 Interest on debentures 56,404 86,108
2.01.03 Trade accounts payable 194,578 175,933
2.01.04 Taxes payable 182,058 168,692
2.01.04.01 Income tax 43,427 42,464
2.01.04.02 Social contribution tax 17,279 15,671
2.01.04.03 PAES (tax debt refinancing program) 35,026 34,688
2.01.04.04 COFINS and PASEP (taxes on revenue) 48,840 39,885
2.01.04.05 INSS (Social security contribution) 22,971 23,768
2.01.04.06 Other 14,515 12,216
2.01.05 Dividends payable 0 0
2.01.06 Reserves 759,000 713,318
2.01.06.01 For Tax Contingencies 3,074 2,634
2.01.06.02 For Civil Contingencies 17,366 21,499
2.01.06.03 For Contingencies with Suppliers 344,698 195,169
2.01.06.04 For Contingencies with Customers 299,535 457,984
2.01.06.05 For Environmental Contingencies 21,849 21,813
2.01.06.06 For Labor Contingencies 72,478 14,219
2.01.07 Intercompany payables 0 0
2.01.08 Other 840,723 756,889
2.01.08.01 Payroll and related charges 276,932 241,570
2.01.08.02 Accounts Payable 195,661 213,639
2.01.08.03 Interest on capital payable 56 56
2.01.08.04 Deferred taxes 18,469 27,134
2.01.08.05 Refundable amounts 63,202 59,837
2.01.08.06 Program contract commitments 146,645 68,207
2.01.08.07 Other payables 139,758 146,446
2.02 Noncurrent liabilities 8,798,006 8,499,660
2.02.01 Long-term liabilities 8,798,006 8,499,660
2.02.01.01 Loans and financing 4,285,199 3,808,766
2.02.01.02 Debentures 2,211,101 2,210,690
2.02.01.02.01 9 th issue of debentures 228,279 228,355
2.02.01.02.02 10 th issue of debentures 277,319 277,435
2.02.01.02.03 11 th issue of debentures 1,205,528 1,204,925
2.02.01.02.04 12 th issue of debentures 499,975 499,975
2.02.01.03 Reserves 643,068 852,695

Page: 15

1 - Code 2 - Description 3 - 09/30/2010 4 - 06/30/2010
2.02.01.03.01 For Tax Contingencies 60,224 63,733
2.02.01.03.02 For Civil Contingencies 147,712 154,013
2.02.01.03.03 For Contingencies with Suppliers 9,103 168,279
2.02.01.03.04 For Contingencies with Customers 330,847 346,751
2.02.01.03.05 For Environmental Contingencies 38,833 24,121
2.02.01.03.06 For Labor Contingencies 56,349 95,798
2.02.01.04 Intercompany payables 0 0
2.02.01.05 Advance for future capital increase 0 0
2.02.01.06 Other 1,658,638 1,627,509
2.02.01.06.01 Deferred taxes 169,161 162,600
2.02.01.06.02 PAES (tax debt refinancing program) 61,295 69,375
2.02.01.06.03 Social security charges 506,660 504,114
2.02.01.06.04 Indemnities 30,847 30,847
2.02.01.06.05 Program contract commitments 105,246 102,399
2.02.01.06.06 Provision for Actuarial Liability Law 4819/58 493,531 507,772
2.02.01.06.07 Private Public Partnership 192,552 144,192
2.02.01.06.08 Other payables 99,346 106,210
2.03 Deferred income 0 0
2.04 Interest of non-controlling shareholders 0 0
2.05 Shareholders' equity 11,601,687 11,151,880
2.05.01 Capital 6,203,688 6,203,688
2.05.02 Capital reserves 124,255 124,255
2.05.02.01 Support to projects 108,475 108,475
2.05.02.02 Incentive reserve 15,780 15,780
2.05.03 Revaluation reserves 2,109,284 2,088,454
2.05.03.01 Own assets 2,109,284 2,088,454
2.05.03.02 Subsidiaries/Affiliates 0 0
2.05.04 Profit reserves 2,054,594 2,054,594
2.05.04.01 Legal 378,526 378,526
2.05.04.02 Statutory 0 0
2.05.04.03 For contingencies 0 0
2.05.04.04 Unrealized profit 0 0
2.05.04.05 Profit retention 0 0
2.05.04.06 Special for unpaid dividends 0 0
2.05.04.07 Other profit reserves 1,676,068 1,676,068
2.05.04.07.01 Reserve for investments 1,676,068 1,676,068
2.05.05 Adjustments of Equity Evaluation 0 0
2.05.05.01 Adjustments of Marketable Securities 0 0
2.05.05.02 Accumulated Conversion Adjustments 0 0
2.05.05.03 Business Combination Adjustments 0 0
2.05.06 Retained earnings (accumulated deficit) 1,109,866 680,889
2.05.07 Advance for future capital increase 0 0

*Page: 16*

09.01 - CONSOLIDATED STATEMENT OF INCOME (In thousands of Brazilian reais - R$)

1 - Code 2 - Description 3 - 07/01/2010 to 09/30/2010 4 - 01/01/2010 to 09/30/2010 5 -07/01/2009 to 09/30/2009 6 - 01/01/2009 to 09/30/2009
3.01 Gross revenue from sales and/or services 1,976,537 5,766,598 1,749,076 5,272,095
3.02 Gross revenue deductions (140,902) (409,172) (120,105) (366,135)
3.03 Net revenue from sales and/or services 1,835,635 5,357,426 1,628,971 4,905,960
3.04 Cost of sales and/or services (823,451) (2,327,203) (762,094) (2,427,366)
3.05 Gross profit 1,012,184 3,030,223 866,877 2,478,594
3.06 Operating (expenses) income (324,674) (1,379,962) (561,308) (1,130,470)
3.06.01 Selling (216,801) (630,725) (201,415) (597,238)
3.06.02 General and administrative (140,267) (399,791) (209,942) (458,850)
3.06.03 Financial 21,745 (354,617) (156,970) (89,216)
3.06.03.01 Financial income 80,834 240,184 40,797 153,823
3.06.03.01.01 Financial income 80,809 240,030 40,664 161,192
3.06.03.01.02 Exchange gains 25 154 133 (7,369)
3.06.03.02 Financial expenses (59,089) (594,801) (197,767) (243,039)
3.06.03.02.01 Financial expenses (119,589) (616,725) (301,529) (617,495)
3.06.03.02.02 Exchange losses 60,500 21,924 103,762 374,456
3.06.04 Other operating income 15,769 37,928 15,506 33,570
3.06.04.01 Other operating income 17,376 41,794 17,087 36,992
3.06.04.02 COFINS and PASEP (taxes on revenue) (1,607) (3,866) (1,581) (3,422)
3.06.05 Other operating expenses (5,120) (32,757) (8,487) (18,736)
3.06.05.01 Loss on write-off of property, plant and equipment items (2,746) (14,941) (5,702) (11,750)
3.06.05.02 Provision for Losses in Tax Incentives 0 0 0 (300)
3.06.05.03 Tax Incentives (2,339) (3,243) (1,250) (4,322)
3.06.05.04 Provision for Actuarial Liability Law 4819/58 0 (14.237) 0 0
3.06.05.05 Provision for Loss – Law 4819/58 0 0 0 0
3.06.05.02 Other (35) (336) (1,535) (2,364)
3.06.06 Equity in subsidiaries 0 0 0 0
3.07 Income from operations 687,510 1,650,261 305,569 1,348,124

Page: 17

1 - Code 2 - Description 3 - 07/01/2010 to 09/30/2010 4 - 01/01/2010 to 09/30/2010 5 -07/01/2009 to 09/30/2009 6 - 01/01/2009 to 09/30/2009
3.08 Nonoperating income (expenses) 0 0 0 0
3.08.01 Income 0 0 0 0
3.08.02 Expenses 0 0 0 0
3.09 Income before taxes and profit sharing 687,510 1,650,261 305,569 1,348,124
3.10 Provision for income and social contribution taxes (199,816) (634,842) (198,822) (576,057)
3.10.01 Provision for income tax (146,196) (466,198) (145,564) (422,056)
3.10.02 Provision for social contribution tax (53,620) (168,644) (53,258) (154,001)
3.11 Deferred income tax (37,887) 58,631 88,980 144,539
3.11.01 Deferred income tax (27,858) 43,111 65,192 106,044
3.11.02 Deferred social contribution tax (10,029) 15,520 23,788 38,495
3.12 Statutory profit sharing/contributions 0 0 0 0
3.12.01 Profit sharing 0 0 0 0
3.12.02 Contributions 0 0 0 0
3.13 Reversal of interest on capital 0 0 0 0
3.14 Non-controlling Shareholders Interest 0 0 0 0
3.15 Net income (loss) 449,807 1,074,050 195,727 916,606
Number of shares, former treasury shares (thousand) 227,836 227,836 227,836 227,836
EARNINGS PER SHARE (Reais) 1.97426 4.71414 0.85907 4.02310
LOSS PER SHARE (Reais)

Page: 18

10.01 - CONSOLIDATED STATEMENT OF CASH FLOWS - INDIRECT METHOD (In thousands of Brazilian reais - R$)

1 - Code 2 - Description 3 - 07/01/2010 to 09/30/2010 4 - 01/01/2010 to 09/30/2010 5 -07/01/2009 to 09/30/2009 6 - 01/01/2009 to 09/30/2009
4.01 Net Cash from Operating Activities 495,829 1,235,230 555,705 1,624,193
4.01.01 Cash Generated from Operations 1,144,599 3,184,159 817,989 2,696,787
4.01.01.01 Net Income before Income Tax and Social Contribution 687,510 1,650,261 305,569 1,348,124
4.01.01.02 Provision for Contingencies 15,328 228,460 270,746 425,534
4.01.01.03 Reversal of Provision for Losses (122) (29) (222) 846
4.01.01.04 Social Security Obligations 6,350 38,531 19,178 57,365
4.01.01.05 Write-off of Fixed Assets 2,746 14,941 5,702 11,750
4.01.01.06 Depreciation and Amortization 144,450 439,259 161,480 484,656
4.01.01.07 Intersts on Loans and Financings Payable 136,852 390,456 114,336 348,658
4.01.01.08 Monetary and Foreign Exchange Variation on Loans and Financings (45,080) 42,173 (106,635) (376,288)
4.01.01.09 Expenses with Interests and Monetary Variations 986 3,211 1,323 4,345
4.01.01.10 Income with Interests and Monetary Variations (926) (44,842) (6,537) (16,046)
4.01.01.11 Allowance for Doubtful Accounts 88,631 257,911 71,509 234,658
4.01.01.12 Provision for Term of Adjustment of Conduct (TAC) 9,226 18,379 (26,386) 102,800
4.01.01.13 Provision for Actuarial Liability Law 4819/58 0 14,237 0 0
4.01.01.15 Other Provisions/Reversals 87 (900) 88 316
4.01.01.16 Provision for PMSP Agreement (6,090) 27,460 3,296 65,527
4.01.01.17 Other write-offs 0 0 4,542 4,542
4.01.01.17 Prov. Externality PMSP 79,330 79,330 0 0
4.01.01.18 Provision Sabesprev Mais 25,321 25,321 0 0
4.01.02 Variation to Assets and Liabilities (267,133) (826,765) 17,815 (187,934)
4.01.02.01 Accounts Receivable (126,092) (177,143) (97,781) (132,227)
4.01.02.02 Balances and Transactions with Related Parties 17,679 26,499 13,347 51,069
4.01.02.03 Inventories 1,229 9,912 2,263 9,728
4.01.02.04 Taxes Recoverable (5,584) (7,340) (328) 1,141
4.01.02.05 Other Accounts Receivable 6,031 (407,275) (3,682) (21,766)
4.01.02.06 Judicial Deposits (2,141) (3,319) (15,011) (29,130)
4.01.02.07 Indemnifications Receivable 0 0 0 2,581

Page: 19

1 - Code 2 - Description 3 - 07/01/2010 to 09/30/2010 4 - 01/01/2010 to 09/30/2010 5 -07/01/2009 to 09/30/2009 6 - 01/01/2009 to 09/30/2009
4.01.02.08 Contractors and Suppliers 9,669 (268) 47,667 26,343
4.01.02.09 Salaries, Provisions and Social Security Obligations 26,136 19,401 36,101 51,060
4.01.02.10 Provision for Actuarial Liability Law 4819/58 (14,241) (38,733) 0 0
4.01.02.11 Taxes and Contributions Payable (4,140) (55,371) (5,423) (68,674)
4.01.02.12 Accounts Payable (17,979) 1,750 (3,111) 1,519
4.01.02.13 Other Obligations 18,856 95,021 74,225 128,570
4.01.02.14 Contingencies (172,752) (277,925) (26,233) (195,437)
4.01.02.15 Pension Plan - Sabesprev Transfer (3,804) (11,974) (4,219) (12,711)
4.01.03 Others (381,637) (1,122,164) (280,099) (884,660)
4.01.03.01 Interests paid (188,995) (473,608) (126,568) (407,019)
4.01.03.02 Income Tax and Contributions Paid (192,642) (648,556) (153,531) (477,641)
4.02 Net Cash from Investment Activities (484,336) (1,319,791) (596,855) (1,358,133)
4.02.01 Acquisition of Items of Fixed Assets (474,590) (1,282,889) (591,511) (1,336,957)
4.02.02 Increase in Intangibles (9,146) (36,302) (5,344) (23,446)
4.02.03 Increase in Investments (600) (600) 0 2,270
4.03 Net Cash from Financing Activities 308,339 680,744 (261,485) (505,523)
4.03.01 Funding 677,131 2,702,413 94,736 939,473
4.03.02 Loan Amortizations (368,792) (1,656,283) (356,221) (1,159,665)
4.03.03 Payment of Interests on Shareholders´ Equity 0 (365,386) 0 (285,331)
4.04 Foreign Exchange Variation on Cash & Cash Equivalents 0 0 0 0
4.05 Increase(Decrease) in Cash & Cash Equivalents 319,832 596,183 (302,635) (239,463)
4.05.01 Beginning Balance of Cash & Cash Equivalents 1,047,359 771,008 688,904 625,732
4.05.02 Ending Balance of Cash & Cash Equivalents 1,367,191 1,367,191 386,269 386,269

Page: 20

11.01 - STATEMENT OF CONSOLIDATED CHANGES TO SHAREHOLDERS’ EQUITY FROM 07/01/2010 to 09/30/2010 (In thousands of Brazilian reais - R$)

1 - CODE 2 - DESCRIPTION 3 - CAPITAL STOCK 4 -CAPITAL RESERVES 5 - REVALUATION RESERVES 6 - PROFIT RESERVES 7 -RETAINED EARNINGS/LOSSES 8 -EQUITY ADJUSTMENTS 9 -TOTAL SHAREHOLDERS´ EQUITY
5.01 Beginning Balance 6,203,688 124,255 2,088,454 2,054,594 680,889 0 11,151,880
5.02 Adjustments from Previous Years 0 0 0 0 0 0 0
5.03 Adjusted Balance 6,203,688 124,255 2,088,454 2,054,594 680,889 0 11,151,880
5.04 Profit/Loss for the Period 0 0 0 0 449,807 0 449,807
5.05 Allocations 0 0 0 0 0 0 0
5.05.01 Dividends 0 0 0 0 0 0 0
5.05.02 Interests on Shareholders´ Equity 0 0 0 0 0 0 0
5.05.03 Other Allocations 0 0 0 0 0 0 0
5.06 Realization of Profit Reserves 0 0 0 0 0 0 0
5.07 Equity Adjustments 0 0 0 0 0 0 0
5.07.01 Marketable Securities Adjustments 0 0 0 0 0 0 0
5.07.02 Accumulated Conversion Adjustments 0 0 0 0 0 0 0
5.07.03 Adjustments from Business Combinations 0 0 0 0 0 0 0
5.08 Increase/Decrease in Capital Stock 0 0 0 0 0 0 0
5.09 Capital Reserves Constitution/Realization 0 0 0 0 0 0 0
5.10 Treasury Stock 0 0 0 0 0 0 0
5.11 Other Capital Stock Transactions 0 0 0 0 0 0 0
5.12 Others 0 0 20,830 0 (20,830) 0 0
5.13 Ending Balance 6,203,688 124,255 2,109,284 2,054,594 1,109,866 0 11,601,687

Page: 21

11.02 - STATEMENT OF CONSOLIDATED CHANGES TO SHAREHOLDERS’ EQUITY FROM 01/01/2010 to 09/30/2010 (In thousands of Brazilian reais - R$)

1 - CODE 2 - DESCRIPTION 3 - CAPITAL STOCK 4 -CAPITAL RESERVES 5 - REVALUATION RESERVES 6 - PROFIT RESERVES 7 -RETAINED EARNINGS/LOSSES 8 -EQUITY ADJUSTMENTS 9 -TOTAL SHAREHOLDERS´ EQUITY
5.01 Beginning Balance 6,203,688 124,255 2,145,100 2,054,594 0 0 10,527,637
5.02 Adjustments from Previous Years 0 0 0 0 0 0 0
5.03 Adjusted Balance 6,203,688 124,255 2,145,100 2,054,594 0 0 10,527,637
5.04 Profit/Loss for the Period 0 0 0 0 1,074,050 0 1,074,050
5.05 Allocations 0 0 0 0 0 0 0
5.05.01 Dividends 0 0 0 0 0 0 0
5.05.02 Interests on Shareholders´ Equity 0 0 0 0 0 0 0
5.05.03 Other Allocations 0 0 0 0 0 0 0
5.06 Realization of Profit Reserves 0 0 0 0 0 0 0
5.07 Equity Adjustments 0 0 0 0 0 0 0
5.07.01 Marketable Securities Adjustments 0 0 0 0 0 0 0
5.07.02 Accumulated Conversion Adjustments 0 0 0 0 0 0 0
5.07.03 Adjustments from Business Combinations 0 0 0 0 0 0 0
5.08 Increase/Decrease in Capital Stock 0 0 0 0 0 0 0
5.09 Capital Reserves Constitution/Realization 0 0 0 0 0 0 0
5.10 Treasury Stock 0 0 0 0 0 0 0
5.11 Other Capital Stock Transactions 0 0 0 0 0 0 0
5.12 Others 0 0 (35,816) 0 35,816 0 0
5.13 Ending Balance 6,203,688 124,255 2,109,284 2,054,594 1,109,866 0 11,601,687

Page: 22

*01444-3 CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO* 43.776.517/0001-80****

*06.01 - EXPLANATORY NOTES*

Amounts in thousands of Brazilian reais - R$, unless otherwise stated

1. OPERATIONS

Companhia de Saneamento Básico do Estado de São Paulo - Sabesp (“Sabesp” or the “Company”) is a mixed-capital company headquartered in São Paulo, controlled by the São Paulo State Government. The Company is engaged in the provision of basic and environmental sanitation services, and supplies treated water on a bulk basis and provides sewage treatment services for another six municipalities of the Greater São Paulo Metropolitan Area.

In addition to providing basic sanitation services in the State of São Paulo, SABESP may perform these activities in other states and countries, and can operate in drainage, urban cleaning, solid waste handling and energy markets. The new Sabesp vision sets forth as objective to be recognized as the company that has universalized the Sanitation services in its area of operation, focused on the customer, in a sustainable and competitive way, with excellence in environmental solutions.

The Company provides water and sewage services in 364 municipalities in the State of São Paulo. Highlighting that the operations of the municipalities of Itapira, Araçoiaba da Serra, Iperó and Cajobi have ceased temporarily due to judicial orders still in progress. On September 30, 2010, the assets referring to these four municipalities were R$20,158. Nearly all of which are through concessions granted by the municipalities and most of them with a 30-year term. Up to September 30, 2010, 92 concessions had expired and all of them are in the phase of being negotiated with the municipalities. From October 1st, 2010 to 2030 72 concessions will expire, including those with undetermined term. Up to September 30, 2010 198 program contracts were signed.

Management expects that all the expired concessions will be renewed or extended, thus there will not be a discontinuity of the water supply and sewage collection in these municipalities. On September 30, 2010 the net book value of the property, plant and equipment used in the 92 municipalities where the concessions are under negotiation totals R$2,192 million and the net revenue for the period ended on September 30, 2010 totals R$886 million.

In the municipality of Santos, in the Santista lowland, which has an expressive population, the Company operates supported by a public authorization deed, a similar situation in other municipalities in that region and in the Ribeira valley, where the Company started to operate after the merger of the companies that formed it.

The important changes in regulation of the sanitation sector occurred in 2007 generated new challenges and opportunities to Sabesp. The regulatory milestone has consolidated the integration between the investments of the service provider and the priorities set forth by the holder of the services, it made the provision of accounts more effective and transparent and increased the security for investments.

The Company’s shares have been listed on the “Novo Mercado” (New Market) segment of the BOVESPA (São Paulo Stock Exchange) since April 2002, and on the New York Stock Exchange (NYSE) as ADRs (American Depositary Receipts) since May 2002.

All information about areas of concession, number of municipalities, water and sewage volume and other related data disclosed in this report, which do not arise from the accounting and/or financial statements, have not been examined by the independent auditors.

Page: 23

2. PRESENTATION OF THE QUARTERLY FINANCIAL STATEMENTS

The financial statements have been approved by the Board of Directors on November 11, 2010.

(i) Presentation of the Quarterly Information

The quarterly information were prepared and have been presented consistently with the accounting standards adopted in the preparation of the financial statements of the fiscal year ended on December 31, 2009, as allowed by CVM Resolution 603/09.

On September 30, 2010, Management prepared an estimate of the possible effects in shareholders’ equity and in the result, being that the main accounting statements, interpretations and directions that might impact the Company’s financial statements are:

CPC 20 – Cost of Loans, approved by CVM Resolution 577

CPC 21 – Interim financial statement, approved by CVM Resolution 581

CPC 22 - Segment Information, approved by CVM Resolution 582

CPC 27 – Fixed Assets, approved by CVM Resolution 619

CPC 33 – Employees’ Benefits, approved by CVM Resolution 600

CPC 37 – Initial adoption of accounting international standards, approved by CVM Resolution 609

CPC 38 – Financial Instruments: recognition and measurement, approved by CVM Resolution 604

CPC 39 – Financial Instruments: presentation, approved by CVM Resolution 604

CPC 40 – Financial Instruments: evidence, approved by CVM Resolution 604

  • Interpretations:

ICPC 01 – Concession Contracts, approved by CVM Resolution 611

ICPC 08 – Accounting for proposal for payment of dividends, approved by CVM Resolution 601

ICPC 11 – Receiving of customers’ assets in transfer, approved by CVM Resolution 620

Estimate of possible impacts in the application of the CPC’s:

Page: 24

September 30, 2010 — Shareholders’ Equity Result
Beginning Balances before the application of CPC's 11,601,687 1,074,050
Write-off of GESP receivables related to Law 4819/58 (696,283) -
Supplement of Actuarial Obligation (878,284) (44,661)
Other Adjustments 196,959 69,723
Deferred Income Taxes (683,386) (7,359)
Ending Balance after the application of CPC’s 9,540,693 1,091,753

Management, after refining the figures above and the conclusion of the studies regarding the disclosure and other related matters will restate the Quarterly Information – ITR in accordance with CVM Resolution 603/09. At this point, Management considered not practicable the presentation of this Quarterly Information – ITR in accordance with new CPC´s.

(ii) Consolidated Financial Statements

The consolidated financial statements include the financial statements of Sabesp and its subsidiary Sesamm, which were included in the proportion of their equity interest. The Company maintains the shared control, detailed in Note 7, which fiscal year is coincidental to the holding’s and the accounting policies are uniform.

Although Sabesp’s equity interest in Sesamm capital stock is not majority interest, the shareholders’ agreement provides for the vetoing power on certain management matters indicating shared control on subsidiaries. Due to that, the Financial Statements have been presented in a consolidated basis.

The consolidation process of the balance sheet and income statement accounts adds up the balances of the assets, liabilities, revenues and expenses according to their nature, complemented by the elimination of the equity interest of the holding company in the capital stock and retained earnings of the subsidiary.

3. CASH & CASH EQUIVALENTS

HOLDING — Sep/10 Jun/10 CONSOLIDATED — Sep/10 Jun/10
Cash and Banks 68,437 70,405 68,489 70,455
Cash Equivalents 1,296,601 976,435 1,298,702 976,904
1,365,038 1,046,840 1,367,191 1,047,359

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4. ACCOUNTS RECEIVABLE FROM CUSTOMERS

(a) Balances

HOLDING AND CONSOLIDATED — Sep/10 Jun/10
Private sector
General and special customers (i) (ii) 810,075 774,393
Agreements (iii) 255,634 261,673
1,065,709 1,036,066
Government entities
Municipal 559,049 564,260
Federal 2,850 3,097
Agreements (iii) 202,087 151,914
763,986 719,271
Bulk sales - Municipal Administration Offices (iv)
- Guarulhos 447,934 439,867
- Mauá 210,374 203,419
- Mogi das Cruzes 14,313 14,204
- Santo André 473,328 457,497
- São Caetano do Sul 3,681 3,623
- Diadema 144,704 140,765
Wholesale total - Municipal City Halls 1,294,334 1,259,375
Unbilled supply 365,425 338,976
Subtotal 3,489,454 3,353,688
Allowance for doubtful accounts (2,097,302) (1,999,309)
Total 1,392,152 1,354,379
Current 1,040,653 1,083,895
Non-current (v) 351,499 270,484

(i) General customers - residential and small and medium-sized companies.

(ii) Special customers - large consumers, commercial, industries, condominiums and special billing consumers (industrial waste, wells, etc.).

(iii) Agreements - installment payments of past-due receivables, plus monetary adjustment and interest.

(iv) Whosale - municipal city halls - The balance of accounts receivable from wholesalers refers to the sale of treated water to the municipalities which are responsible for the distribution, billing and collection from the end consumers, some of these municipalities question judicially the tariffs charged by Sabesp and do not pay the amounts under litigation. The past due amounts that are included in the allowance for doubtful accounts are substantially classified in non-current assets, according to the following table:

**Page: 26****

HOLDING AND CONSOLIDATED — 3rd Qtr./10 2nd Qtr./10
Balance at beginning of period 1,259,375 1,212,676
Billing for services provided 88,530 87,802
Collections - current year’s services (53,571) (41,103)
Collections - previous year’s services - -
Balance at the end of the period 1,294,334 1,259,375
Current 29,476 72,946
Non-current 1,264,858 1,186,429

(v) The non-current portion consists of past-due and renegotiated balances with customers and past-due receivables related to the wholesale of water to municipal authorities and is recorded net of allowance for doubtful accounts.

(b) The aging of trade accounts receivable is as follows:

HOLDING AND CONSOLIDATED — Sep/10 Jun/10
Current 1,064,940 958,807
Past-due:
Up to 30 days 138,693 147,720
From 31 to 60 days 70,369 72,162
From 61 to 90 days 42,278 44,708
From 91 to 120 days 37,257 39,717
From 121 to 180 days 71,187 82,629
From 181 to 360 days 129,793 119,711
Over 360 days 1,934,937 1,888,234
Total 3,489,454 3,353,688

(c) Allowance for doubtful accounts

(i) The activity of the provision can be presented as follows:

HOLDING AND CONSOLIDATED HOLDING
3rd Qtr /10 3rd Qtr /09
Beginning balance 1,999,309 1,769,358
Private sector / government entities 50,759 17,622
Bulk sales 47,234 22,438
Additions for the period 97,993 40,060
Ending balance 2,097,302 1,809,418
Current 991,581 849,090
Non-current 1,105,721 960,328

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(ii) In the Result

The Company recorded probable credit losses in accounts receivable calculated, in the third quarter of 2010, in the amount of R$88,631, directly to income of the period, booked in the “Selling Expenses” line item. In the third quarter of 2009, these losses were R$71,509.

HOLDING AND CONSOLIDATED — 3rd Qtr /10 jan to sep/10 3rd Qtr /09 jan to sep/09
Provisions (over 5,000 Brazilian reais) (118,861) (326,830) (76,421) (297,743)
Recoveries (over 5,000 Brazilian reais) 20,868 83,758 24,480 109,733
Write-offs (lower or equal to 5,000 Brazilian reais) (43,062) (120,011) (43,397) (123,844)
Recoveries (lower or equal to 5,000 Brazilian reais) 52,424 105,172 23,829 77,196
Expenses (88,631) (257,911) (71,509) (234,658)

5. BALANCES AND TRANSACTIONS WITH RELATED PARTIES

The Company is a party to transactions with its controlling shareholder, São Paulo State Government (“Gesp”), and companies related to it.

(a) Accounts receivable, interest on capital and operating revenue with the São Paulo State Government

HOLDING AND CONSOLIDATED — Sep/10 Jun/10
Intercompany receivables
Current assets:
Water and sewage services (i) 111,069 112,469
Gesp Agreement (iii), (iv) and (v) 22,861 24,437
Provision for Losses (v) (12,389) (12,389)
Reimbursement of additional retirement and pension benefits - Agreement (ii) and (vi) 25,494 25,494
Reimbursement of additional retirement and pension benefits paid - Monthly flow (ii) and (vi) 4,363 5,337
Total current assets 151,398 155,348
Long-term assets:
Water and sewage services - Gesp Agreement (iii), (iv) and (v) 57,869 63,720
Reimbursement of additional retirement and pension benefits paid - Controversial (ii) and (vi) 510,324 496,084
Provision for Losses - Controversial (vii) (510,324) (496,084)
Reimbursement of additional retirement and pension benefits - Agreement (ii) and (vi) 167,831 174,205
Reimbursement of additional retirement and pension benefits - Reservoir (ii) and (vi) 696,283 696,283
Total Non-current 921,983 934,208
Total receivable from shareholder 1,073,381 1,089,556
Provision of water and sewage services 179,410 188,237
Reimbursement of additional retirement and pension benefits 893,971 901,319
1,073,381 1,089,556

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HOLDING AND CONSOLIDATED
Gross revenue from sales and services
3rd Qtr/10 3rd Qtr/09
Water sales 49,549 46,517
Sewage services 44,129 40,060
Receipts (104,081) (76,387)
Financial Income 43,527 15,058

(i) Water and sewage services

The Company provides supply services of water and collection of sewage to the State Government and other Companies related to it, under terms and conditions considered by Management as normal in the market, except as to the form of settlement of the credits, that may be realized under the conditions mentioned in items (iii), (iv) and (v).

(ii) Reimbursement of additional retirement and pension benefits paid

It refers to amounts of supplemental benefits of retirement and pension plan provided by State of Sao Paulo’s Law nr. 4819/58 (“Benefits”) paid by the Company to former employees or retirees.

(iii) Second Amendment to the Gesp Agreement

On December 28, 2007, the Company and the State of São Paulo, by means of the Secretary of Treasury signed the second amendment to the terms of the original Gesp agreement, (1) agreeing with the payment is installments of teh remaining balance of the First Amendment, in the amount of R$133,709 (amount in November 30, 2007) to be paid in 60 equal, monthly and consecutive installments, the first one maturing on January 02, 2008. The amount of the installments is monetarily adjusted according to the variation of the IPCA-IBGE, added by simple interests of 0.5% per month. In the balance of this agreement, which installments have been paid monthly, there is an amount of R$46,244 that the State does not recognize as due. Sabesp has an understanding different from the State regarding this amount, not admitting the review of these previously agreed upon values, without the demonstration, in a grounded and unmistaken way, of the lack of correspondence between the amounts presented by Sabesp and the services effectively provided. (2) with regards to the past due and unpaid accounts in the period from March, 2004 to October, 2007, resulting from the provision of water and collection of sewage services in the total of R$256,608, R$236,126 have been received and R$8,093 were transferred to other debtor and R$12,389, object of discrepancies about the validation were submitted to ARSESP and are under analysis. Up to the moment, divergences as to the debtor have been identified, although not regarding the amount of the debt. In case of reclassification of the person responsible for paying the bill, Sabesp transferred the collection to the corresponding Entity. (3) the

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interests on shareholders’ equity due by Sabesp to the State, referring to the period from March, 2004 to December, 2006, in the amount of R$400,823, restated from June, 2007 to November, 2007 by the Selic rate, were paid in the period from January to March, 2008, (4) the State and Sabesp agreed upon resuming the fulfillment of their reciprocal obligations, timely, under the new premises: (a) implementation of the accounts electronic management system to facilitate and speed up the follow-up of the payment processes and the procures of budgeting management; (b) structuring of the Programa of Uso Racional de Agua - PURA, to rationalize the consumption of water and the amount of the water and sewage bills of the responsibility of the State; (c) the establishment, by the State, of criteria in the budgeting of a way to avoid the displacement of amounts in the specific line of water and sewage bills as of 2008; (d) possibility of registration of state entities and bodies in a default system or master file; (e) possibility of interruption of the supply of water to the state entities in case of default in the payment of water and sewage bills.

Out of the invoicing of the months of November, 2007 to September, 2010, approximately 96% of the accounts have already been paid by the State Government.

(iv) Third Amendment to Gesp Agreement

Gesp, Sabesp and DAEE, on November 17, 2008, entered into the Third Amendment to the Term of Agreement of Payment Commitment, and Other Agreements, where the State confesses to owe Sabesp the amount of R$915,251, monetarily adjusted until September, 2008 by the IPCA-IBGE, corresponding to the Uncontroversial Amount, calculated by FIPECAFI. Sabesp accepts temporarily the Reservoirs as part of the payment of the Uncontroversial Amount and offers to the State a temporary settlement, constituting a financial credit of R$696,283, corresponding to the value of the Reservoirs. The definitive settlement will only occur with the effective transfer of property in the relevant real estate notary. The remaining balance of R$218,967 is being paid in 114 monthly and consecutive installments, in the amount of R$1,920 each, restated annually by the IPCA/FIPE, added by interests of 0.5% p.m., the first installment became due on November 25, 2008.

Sabesp and the State are working together in order to obtain legislative authorization in order to make viable the transfer of the Reservoirs to Sabesp. However, the Attorney General Office of the State of Sao Paulo questioned the legal validity of this agreement, by means of public civil action, which main argument is the absence of specific legislative authorization for the alienation of DAEE´s estate. On October 7 th , 2004 it was published the first level decision having been decided for the “ .acceptance of the requests for purposes of declaring VOID the legal business entered into between Sabesp, DAEE and the State of Sao Paulo for assignment assets and credits included into the Term of Obligation Recognition, Payment Commission and Other Covenants executed on December 11, 2001 and, consequently, the expenses, upon return to the previous status, upon the return of Alto Tiete to the autarchy’s estate”. It was obtained the suspension effect of the decision. SABESP, the State Treasury and the DAEE appealed to the Court of Justice of the Sao Paulo. On August 23 of the current year, the appeal motions were submitted to trial, not being acknowledged DAEE´s appeal and denied acceptance to the others. Declaratory appeals were filed and the Company seeks to take the discussion up to the Superior Court of Justice. The effects of the decision will remain suspended until it becomes res judicata , as approved by the President of the Court of Justice. The Company’s legal counsels assess the risk of losing this proceeding as probable, in case the referred legislative authorization is obtained, which would prevent the transfer of the respective reservoirs as partial amortization of the balance receivable.

(v) As mentioned before, on November 17, 2008 the Company and the State executed the 3 rd Amendment to GESP Agreement, in such occasion that the amounts called controversial and uncontroversial have been quantified. In such Amendment, efforts have been set in order to resolve what was called as

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Controversial Amount of Benefits. According to the fourth clause of this instrument, the Controversial Amount is represented by the difference between the Uncontroversial Amount and the amount effectively paid by the Company as supplemental retirement and pension benefits provided for Law 4819/58, under the original responsibility of the State of Sao Paulo, in the Company’s understanding, although paid by Sabesp until May, 2008, due to judicial order.

In executing the Third Amendment, an appreciation of the divergences that gave rise to the controversial amount of the benefits provided by Law 4819/58 has been provided. Such expectation was, at that time, based on the PGE’s will to reanalyze the matter and also, in the Company’s understanding, to the reimbursement based on external legal opinions.

However, recent opinions issued by PGE and received on September 4 th and 22 nd , 2009 and on January 4 th , 2010, once again denied the reimbursement of the larger portion of this amount. As a consequence, the management’s understanding has been changed about receiving the Controversial Amount upon a direct negotiation with the State.

Although the negotiations with the State are still underway, it is no longer possible to ensure that the Company will recover, in an entirely amicable way, the credits related to the Controversial Amount.

Sabesp will not waiver to the credits that the Company considers being legitimate holder against the State. In this sense, it shall exhaust all possibilities to resolve the question in the technical and legal levels. If the divergence persists, the Company shall adopt all necessary measures to safeguard the Company’s interests.

In this context, the Company’s management decided to recognize in the 2008 results a provision for losses on the outstanding balance of the controversial amount. This provision, in September 30, 2010 was R$510,324. As a consequence of the recognition of this provision, it was also recorded the obligation related to the actuarial commitment kept with the beneficial owners, which right has been denied by the State, under the way it is paid by Sabesp. On September 30, 2010, the amount of this obligation was R$493,531 (June 30, 2010 – R$507,772). The details of the actuarial obligation are presented in the explanatory note nr. 13.

(b) Cash and cash equivalents

The Company’s balance of banks and short-term investments accounts with financial institutions controlled by the State Government was R$1,325,368 and R$1,009,639 on September 30, 2010 and June 30, 2010, respectively. The financial income from such investments was R$43,527 and R$15,058 in the third quarter of 2010 and 2009, respectively. The Company, due to State Decree nº 55,357 of January 18, 2010, must invest its excess resources with financial institutions controlled by the State Government.

(c) Agreement for the use of reservoirs

In its operations, the Company uses the Guarapiranga and Billings reservoirs; should these reservoirs not be available for use to the Company, there could be the need to collect water in more distant places. The Company does not pay any fee for the use of these reservoirs but it is responsible for their maintenance and operating costs.

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(d) Agreements with lower tariffs with State and Municipal Government Entities that joined the Rational Water Use Program (PURA).

The Company has contracts signed with public entities linked to the State Government and to the municipalities served involving approximately 6,200 properties, which are benefited with a 25% reduction in the tariffs of the services of water supply and sewage collection, when not in default. The contracts provide for the implementation of the rational use of water program, which considers a reduction in the consumption of water.

(e) Guarantees

The State Government grants guarantees for some loans and financings of the Company and does not charge any fee related thereto.

(f) Sesamm

On August 15, 2008, the Company, as part of its growing process, together with the companies OHL Médio Ambiente, Inima S.A.U. - Unipersonal (“Inima”), Técnicas y Gestion Medioambiental S.A.U. (“TGM”) and Estudos Tecnicos e Projetos ETEP Ltda. (“ETEP”) organized the company Sesamm - Serviços de Saneamento de Mogi Mirim S/A (“Sesamm” or “Subsidiary”) which corporate object is the provision of services of supplementation of the implementation of the system of separation of sewage and implementation and operation of the sewage treatment system of the Municipality of Mogi Mirim, including the disposal of solid waste generated, as per note 7.

(g) Contract of personnel assignment among entities related to GESP

The Company has contracts of personnel assignments with entities related to the São Paulo’s State Government, where the expenditures are fully passed on the monetarily reimbursed.

On September 30, 2010, the expenditures with employees transferred by Sabesp to other state entities amounted to R$1,396 (September 30, 2009 – R$1,364).

In the same period, the expenditures with the employees of other entities at Sabesp’s disposal totaled R$72 (September 30, 2009 - R$73).

(h) Services contracted from entities related to GESP

On September 30, 2010 Sabesp had outstanding the balance of R$11,131 payable referring to services provided to entities related to São Paulo’s State Government, among which we highlight the services of electric energy supply by Companhia Energetica de Sao Paulo - CESP, totaling 88% of the balance payable.

(i) Non-operating Assets

The Company had, on September 30 and June 30, 2010, the amount of R$25,371, respectively, mainly related to land granted in free lease [ comodato ] to Associations, Assistance Entities, Non-Governmental Organizations and to the DAEE – Department of Water and Electric Energy, among others. The land granted to the DAEE amount to R$2,289.

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(j) Sabesprev

The Company sponsors the defined contribution plan managed by Fundação Sabesp de Seguridade Social - Sabesprev. The net actuarial obligation, recorded up to September 30, 2010, is R$506,660 (June 30, 2010 - R$504,114).

Management is making efforts towards maintaining, in permanent basis, the timely payment by the State regarding the transactions between the parties.

6. INDEMNIFICATIONS RECEIVABLE

Indemnities receivable are a non-current asset that represents amounts receivable from the Municipalities of Diadema and Mauá as an indemnity for their unilateral termination of the concessions for water supply and sewage collection services of the Company in 1995. As of September 30, 2010 and June 30, 2010, this asset amounted to R$146.213 (nominal amounts).

Due to these concession agreements, the Company invested in the construction of water and sewage systems in those municipalities in order to meet its concession service commitments. For the unilateral termination of the Diadema and Mauá concessions, the municipalities assumed the responsibility of supplying water and sewage services in those regions. At that time, the Company reclassified the balances of property, plant and equipment related to the assets used in those municipalities to non-current assets (indemnities receivable).

The net book value of the items of property, plant and equipment related to the Municipality of Diadema, reclassified in December, 1996, was R$75,231, and the balance of the indemnifications receivable from the Municipality was R$60,295.

The net book value of the items of property, plant and equipment related to the Municipality of Maua, reclassified in December, 1999, was R$103,763, and the balance of the indemnifications receivable from the Municipality was R$85,918.

The Company’s rights to the recovery of these amounts are being judicially discussed by the municipalities.

Sabesp filed lawsuits to collect the amounts due by the municipalities. With regards to Diadema, the execution of the agreement entered with Diadema’s Mayor Office and the Companhia de Saneamento de Diadema – Saned, has started for the payment of the indemnification, the judge of first level accepted the appeals of the Mayor’s Office and extinguished the execution. Sabesp filed an appeal against such sentence and, in December, 2005, partial approval to this appeal was granted to declare the validity of the agreement and determine that the appeals to the execution were once again judged in first level. On December 2007, the decision that accepted the execution of the Saned was rendered, ordering this company to be summoned to pay the full amount of the debt within 15 days under the penalty of fine. The realization of the pledge in cash was approved on Saned’s bank accounts and financial investments (online pledge)up to 10% of the restated amount of the debit, being blocked and withdrawn the amount of R$2,919 in March 3 rd , 2009. Later, the Court of Justice determined that the pledge be made upon weekly deposit by Saned of the amount corresponding to 20% on all it receives in its bank accounts and financial investments, such decision still being subject of appeal. Regarding Diadema Mayor’s Office, a new sentence was given to the appeals to the execution, on October,

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2009, recognizing the existence of the right to claim the debt, and affirming that the execution against the Municipality shall be made upon precatory notes (and not by pledge). Sabesp and the Mayor’s Office have appealed against such judgment.

On December 29, 2008, Saned and the municipality of Diadema entered into, with the State of Sao Paulo and Sabesp, a Memorandum of Intent with the purpose to prepare studies and conduct negotiations to instruct decisions of Diadema and Sabesp, aiming at the exclusive provision of water and sewage services in the municipality of Diadema.

The parties agreed that the search for a negotiated solution for the currently existing conflicts among the companies is fundamental so that the public service of water supply, sewage collection and treatment have their proper development in Diadema.

On January, 2009 the parties presented joint petition requesting the suspension of new pledges for the period of three months in order to try to make an agreement viable. The suspension was granted by the Judge of Public Treasury and, successively renewed, being the last renewal occurred on April, 2010 in face of negotiations for agreement.

With regards to Mauá, a first level decision was given determining that the Municipality pays the amount of R$153.2 million as compensation for the damages caused and for loss of profits. The Maua’s City Hall appealed against this decision. On July 2006, the decision was converted in diligence consisting of an expert clarification on the amount of the indemnity for loss of profits and the expert confirmed the amount of the loss of profits determined by the lower court. In August, 2008, the appeal was judged, having fully maintained the conviction imposed in the first level. The Maua Mayor’s Office filed special and extraordinary appeals against the sentence that confirmed its conviction to indemnify Sabesp. Both appeals were not accepted by the Court of Justice, causing the filing of appeals to the Superior Court of Justice and to the Supreme Court. Superior Court of Justice has already denied acceptance to the appeal and confirmed the non admissibility of the special appeal.

Based on the opinion of the legal counsels, Management continues to affirm that the Company has legal right to receive the amounts corresponding the indemnification and it continues to monitor the situation of the lawsuits.

7. INVESTMENTS

Jun/10 Equity Result Addition Sep/10
Sesamm 3,390 (114) - 3,276
Saneaqua Mairinque - - 600 600
Others 720 - - 720
Total 4,110 (114) 600 4,596

On August 15, 2008 the company Sesamm - Serviços de Saneamento de Mogi Mirim S/A was organized with a duration term of 30 years counted from the date of signature of the Concession Contract with the municipality which corporate objective is the provision of services of complementation of the implementation of the separation system of sewages and implementation and operation of the sewage treatment system of the Municipality of Mogi Mirim, including the disposal of the solid waste generated.

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On September 30, 2010 the Sesamm’s capital stock was R$10,669, divided into 10,669,549 common nominated shares, with no par value, of which Sabesp holds 36% of equity interest.

On September 30, 2010 the Sesamm’s operations had not still been initiated.

Sabesp and Foz do Brasil S/A organized, on October 8 th , 2009, the company Aquapolo Ambiental S/A, having as corporate objective the production, supply and commercialization of water of reuse for Quattor Qumica S.A., Quattor Petroquimica S.A. and Quattor Participações and other companies that integrate the Petrochemical Polo. Sabesp´s equity interest is 49% of the capital stock that, on September 30, 2010 represented R$490 reais.

On June 14 th , 2010, Sabesp and Foz do Brasil S/A organized the company Saneaqua Mairinque S/A having as corporate objective the concession of public service of water and sewage of the Municipality of Mairinque. Sabesp´s equity interest is 30% that on September, 2010 it represented R$600.

8. PROPERTY, PLANT & EQUIPMENT

HOLDING — Sep/10 Jun/10
Cost Accumulated depreciation Net Net
In use
Water systems
Land 366,786 - 366,786 954,512
Buildings 1,291,534 (781,413) 510,121 990,912
Connections 483,153 (163,259) 319,894 591,887
Water meters 143,164 (57,610) 85,554 154,903
Networks 1,926,420 (631,030) 1,295,390 2,205,715
Wells 179,837 (114,834) 65,003 69,987
Equipment 295,019 (202,061) 92,958 167,867
Others 14,410 (11,351) 3,059 3,389
4,700,323 (1,961,558) 2,738,765 5,139,172
Sewage systems
Land 138,325 - 138,325 346,382
Buildings 744,232 (264,939) 479,293 945,915
Connections 489,002 (198,923) 290,079 511,063
Networks 2,341,233 (539,456) 1,801,777 4,239,883
Equipment 215,782 (158,019) 57,763 153,455
Others 2,533 (2,100) 433 491
3,931,107 (1,163,437) 2,767,670 6,197,189
General use
Land 91,134 - 91,134 91,452
Buildings 136,010 (87,283) 48,727 48,939
Transportation equipment 138,215 (116,885) 21,330 21,133
Information Technology Equipment 126,598 (93,452) 33,146 34,587
Furniture, Fixture and Equipment 263,608 (144,689) 118,919 114,213
Lands granted in free lease 20,488 - 20,488 20,488
Items granted in free lease 6,816 (1,933) 4,883 4,883
782,869 (444,242) 338,627 335,695
Subtotal in operation 9,414,299 (3,569,237) 5,845,062 11,672,056
Work in progress:
Water systems 924,031 - 924,031 1,782,600
Sewage systems 2,120,795 - 2,120,795 2,502,299
Others 13,252 - 13,252 12,873
Subtotal in progress 3,058,078 - 3,058,078 4,297,772
Grand Total 12,472,377 (3,569,237) 8,903,140 15,969,828

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The consolidated balance is R$8,906,945, the difference being of R$3,792 in relation to the sewage projects and R$13 represented mainly by furniture and fixture and equipment.

On September 30, 2010 reclassifications amounting to R$7,348,740 have been carried out to items of property, plant and equipment to intangible assets, in relation to the execution of the “Contract of Provision of Public Services of Water and Sanitation Sewage” between the State and the Municipality of Sao Paulo and Sabesp, for the period of 30 years, authorized by the municipal law 14934/09.

Such reclassifications are demonstrated as follows:

Fixed Assets in Operation 5,965,091

Fixed Assets in Progress 1,383,649

The operating fixed assets represent the assets involved in the provision of water supply and sewage collections. Sabesp owns and manages assets that have come about as a result of economic-financial reports, and programme contracts.

The concession contracts provide that the assets will be returned to the conceding power at the end of the period, upon indemnification by the net market value as set forth in each contract. In the program contracts, the indemnification will correspond to the net present value of the cash flow in the remaining period at the date of resume of the services, monetarily restated and added by interests until the date of effective payment.

(a) Depreciation

Depreciation is calculated at the following rates:

Structure - 2%, connections - 2%, hydrometers - 10%, networks - 2%, wells - 5%, equipment - 5%, transportation equipment - 10%, information technology equipment - 20%, furniture and fixture - 6.7%.

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(b) Write-off of Property, Plant and Equipment

In the third quarter and in the period from January to September, 2010, the Company wrote off items of Property, Plant & Equipment in the amount of R$2,746 and R$14,941, respectively, being that our of the total written off, R$1,903 and R$13, 266 refer the assets in operation group, due to obsolescence, theft and alienation, and R$843 and R$1,675 refer to deactivated works, unproductive wells and economic unfeasible projects. In the same period of 2009, the write-offs totaled R$5,702 and R$14,021, respectively, resulting in a total loss of R$5,702 and R$11,750.

(c) Interest capitalization and financial charges

The Company capitalized interests and monetary variation, including foreign exchange variation, into fixed assets in the amount of R$16,416 in the third quarter of 2010 (in the third quarter of 2009 – R$(10,757)) during the period when the assets were presented as work in progress.

(d) Work in Progress

The provision for disbursements from the fourth quarter of 2010 until 2015, referring to investments already contracted, is approximately R$2,483 million (not audited).

(e) Expropriations

As a result of the execution of priority works related to the water and sewage systems there was the need to expropriate in third party’s properties which owners shall be reimbursed by amicable or judicial means.

The forecast for disbursements to be made after the fourth quarter, 2010, is approximately R$579 million (not audited), which shall be covered by own resources. The assets object of these lawsuits shall be recorded in the fixed assets when the operation is carried out. In the third quarter of 2010, the amount referring to the expropriations was R$3,328 (in the third quarter of 2009 - R$612).

(f) Assets given in Guarantee

On September 30, 2010 and June 30, 2010 the Company held assets in the amount of R$249,034 given in guarantee to Request of Special Payment in Installment - Paes (Note 12).

(g) Non-operating Assets

The Company had, on September 30, 2010 and June 30, 2010 the amount of R$25,371, related mainly to lands granted in free lease to the Associations, Assistance Entities, Non-Governmental Organizations and to the DAEE - Departamento de Aguas e Energia Eletrica, among others.

(h) Revaluation

Property, plant and equipment items were revaluated in 1990 and 1991 and have been depreciated at annual rates which take into consideration the estimated remaining economic useful lives.

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As permitted by CVM Instruction 197/93, the Company did not record a provision for the tax effects (deferred taxes) on the surplus of the revaluation of property, plant and equipment carried out in 1990 and 1991. Had the income tax and social contribution on the revaluation reserve been accounted for, the unrealized amount at September 30, 2010 would be R$328,723 (R$348,956 up to September 30, 2009). The amounts of R$35,816 and R$67,366 from the revaluation reserve were realized in the periods ended on September 30, 2010 and December 30, 2009, respectively.

The Company elected to keep the Revaluation Reserve recorded until its respective realization.

(i) Assets totally depreciated in operation

On September 30, 2010 and June 30, 2010 the gross book value of the totally depreciated assets that are still in use is R$979,733 and R$957,902, respectively.

(j) PPP – Public Private Partnership

  • CABSPAT

Sabesp and CSB – Sistema Produtor Alto Tiete S/A, special purpose company organized by the companies Galvão Engenharia S.A. and Companhia Aguas dop Brasil – CAB Ambiental, executed in June, 2008 the Public Private Partnership contracts of the Sistema Produtor Alto Tiete.

The service contract represents a 15-year commitment, during which the works of capacity increase of the Taiaçupeba Water Treatment Station, the construction of large-sized aqueducts and four reservoirs that will have the capacity to store 70 million litters, are provided.. In addition to the works, it shall be the company’s responsibility the provision of maintenance services to the dams; inspection and maintenance of tunnels and channels; civil and electro-mechanic maintenance in units that integrate the Alto Tiete System; the treatment and final disposal of the mud generated in the production of treated water and other services.

The initiative will make investments viable for the realization of a set of works and services that will enhance the offer of water from 10 to 15 thousand liters per second, thus ensuring the regularity of the supply across the region.

On September 30, 2010 the book amount recorded in the Company’s fixed assets related to the PPP still under construction is R$254,370 (Jun/2010 - R$206,010).

In the period from January to September, 2010 it was paid to CAB the amount of R$38,532, being R$23,115 recorded as expenses and R$15,417 as amortization of expenditures related to the construction.

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9. INTANGIBLE

HOLDING AND CONSOLIDATED — Sep/10 June/10
Concessions (i) 512,400 496,745
Program contracts (commitments) (ii) 303,825 306,534
License of Use (Software’s) (iii) 5,785 6,119
Program Contracts - investments performed (iv) 894,628 833,354
New Businesses (v) 8,741 1,655
Contract of Public Service Provision (SP) (vi) 7,348,740 -
Total 9,074,119 1,644,407

(i) Concessions

In the period between 1999 and 2006, the negotiations for new concessions were conducted on the basis of the economic and financial results of the transaction, determined in an appraisal report issued by independent experts.

The amount determined in the respective contract, after the transaction is closed with the municipal authorities, with payment through Company shares in cash, is recorded in this account and amortized over the period of the related concession (normally 30 years). As of September 30, 2010 and June 30, 2010 there were no amounts pending related to these payments to the municipalities.

The net amount shown relates to concessions with the following municipalities:

HOLDING AND CONSOLIDATED — Sep/10 Jun/10
Cost Accumulated amortization Net Net
Agudos 10,285 (3,166) 7,119 7,101
Bom Sucesso do Itararé 955 (133) 822 805
Campo Limpo Paulista 21,204 (5,321) 15,883 16,055
Conchas 4,258 (1,011) 3,247 3,263
Duartina 2,105 (553) 1,552 1,515
Estância de Serra Negra 15,709 (3,554) 12,155 12,295
Itapira 16,360 (1,330) 15,030 15,030
Itararé 6,543 (2,263) 4,280 4,336
Marabá Paulista 1,898 (339) 1,559 1,579
Miguelópolis 11,728 (2,379) 9,349 9,479
Osasco 317,263 (97,599) 219,664 201,917
Paraguaçu Paulista 27,165 (6,489) 20,676 20,440
Paulistânia 222 (54) 168 171
Sandovalina 2,595 (430) 2,165 2,168
Santa Maria da Serra 1,270 (397) 873 883
São Bernardo do Campo 237,464 (52,904) 184,560 186,549
Várzea Paulista 18,258 (4,960) 13,298 13,159
Total 695,282 (182,882) 512,400 496,745

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The amortization of intangible assets is performed during the effective period of the concession agreements of the related municipalities.

In the third quarter of 2010 and 2009, amortization expenses related to concession intangible rights were R$5,984 and R$5,790, respectively.

(ii) Program Contracts (commitments)

As of the regulatory mark, the renewals occurred by means of program contracts. In some of them the Company assumed commitments to financially participate in social environmental sanitation actions.

On September 30 and June 30, 2010, these commitments were recorded as offset to intangible assets in the amount of R$323,765 deducted from the adjustment to present value of R$91,003 at an interest rate of 6% added to the IPCA.

These assets are being amortized over the duration of the program contract (in their majority on 30 years).

The committed amounts are related to the following municipalities:

HOLDING AND CONSOLIDATED — Sep/10 Jun/10
Municipality Cost Accumulated amortization Net Net
Alfredo Marcondes 70 (6) 64 64
Aparecida D’Oeste 45 (3) 42 42
Auriflama 110 (3) 107 108
Avaré 5,000 (375) 4,625 4,667
Bento de Abreu 50 (5) 45 46
Bocaina 800 (73) 727 733
Botucatu 28,979 (403) 28,576 28,818
Caçapava 9,000 (675) 8,325 8,400
Cajuru 2,236 (31) 2,205 2,224
Campos do Jordão 3,000 (308) 2,692 2,717
Capão Bonito 2,000 (150) 1,850 1,867
Emilianópolis 112 (11) 101 102
Espírito Santo do Pinhal 5,179 (101) 5,078 5,121
Fartura 243 (18) 225 227
Fernandópolis 9,500 (871) 8,629 8,708
Franca 20,676 (2,182) 18,494 18,666
Indiaporã 250 (19) 231 233
Irapuã 260 (6) 254 256
Jales 4,426 (455) 3,971 4,008
Lorena 9,000 (825) 8,175 8,250
Magda 320 (8) 312 315
Mococa 8,843 (663) 8,180 8,253
Mombuca 196 (18) 178 181
Monte Alto 5,000 (389) 4,611 4,653
Novo Horizonte 5,000 (375) 4,625 4,667
Osvaldo Cruz 2,336 (33) 2,303 2,323
Pindamonhangaba 16,000 (1,289) 14,711 14,844
Piratininga 350 (27) 323 326
Planalto 39 (4) 35 35
Platina 30 - 30 30
Pongaí 35 (1) 34 34
Quatá 1,000 (25) 975 983
Riolândia 2,643 (198) 2,445 2,467
Santa Rosa do Viterbo 3,697 (62) 3,635 3,665
São João da Boa Vista 16,700 (1,253) 15,447 15,587
São José dos Campos 142,945 (8,339) 134,606 135,798
São Luiz Paraitinga 600 (55) 545 550
São Manuel 1,300 (97) 1,203 1,213
Tatuí 9,795 (136) 9,659 9,752
Tupã 5,540 (431) 5,109 5,155
Valentim Gentil 140 (13) 127 128
Zacarias 320 (4) 316 318
Total 323,765 (19,940) 303,825 306,534

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In the third quarter of 2010 and 2009, the amortization expenses related to the commitments of the program contracts were R$2,709 and R$2,246, respectively.

The amounts not yet disbursed related to program contracts are recorded under the caption “other obligations” in current liabilities, R$67,317 and non-current liabilities, R$105,246.

(iii) License for Use (Software)

The net amount of the amortizations of the license for the use of Software in September 30, 2010 was R$5,785 (jun/10 - R$6,119).

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(iv) Program Contracts - Investments Performed

Refer to renewals of the contracts previously named full concession to operating concession, through program contracts that have the object the provision of municipal public services of supply and sanitation sewage, where the Company has the ownership and management of the assets acquired or constructed during the term of these contracts (30 years).

Sep/10 — Cost Accumulated amortization Net Jun/10 — Net
In use
Water systems
Land 7,564 (470) 7,094 7,151
Buildings 50,069 (3,185) 46,884 46,397
Connections 33,107 (1,849) 31,258 28,616
Water meters 19,970 (1,144) 18,826 18,378
Networks 95,464 (5,306) 90,158 85,550
Wells 12,595 (728) 11,867 11,828
Equipment 17,449 (2,374) 15,075 14,516
Others 1,790 (119) 1,671 1,687
Subtotal 238,008 (15,175) 222,833 214,123
Sewage systems
Land 2,867 (172) 2,695 2,715
Buildings 65,626 (3,560) 62,066 53,870
Connections 39,524 (2,251) 37,273 36,493
Networks 132,360 (7,666) 124,694 117,556
Equipment 21,474 (2,737) 18,737 17,970
Others 2,051 (134) 1,917 1,929
Subtotal 263,902 (16,520) 247,382 230,533
General use
Land 9 - 9 10
Buildings 392 (13) 379 379
Transportation equipment 6,097 (382) 5,715 5,754
Information Technology Equipment 1,217 (70) 1,147 1,138
Furniture, Fixture and Equipment 6,261 (475) 5,786 5,749
Subtotal 13,976 (940) 13,036 13,030
Total in Operation 515,886 (32,635) 483,251 457,686
Work in progress:
Water systems 126,568 - 126,568 102,379
Sewage systems 284,462 - 284,462 272,943
Others 347 - 347 346
Total in progress 411,377 - 411,377 375,668
Grand Total 927,263 (32,635) 894,628 833,354

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The amortization of the assets is performed during the effectiveness of the program contracts.

(v) New Businesses

It was signed, in August, 2009, with the Companhia of Saneamento de Alagoas (CASAL), the specialized technical services contract and technology transfer with the purpose to implement a program of loss reduction and revenue evasion of the Municipalty of Maceio, by 60 months.

On September 30, 2010 the amount in progress referring to this contract was R$8,741 (jun/10 - R$1,655).

(vi) Contract of Public Service Provision – Sao Paulo

On September 30, 2010, the Company reclassified the net amount of R$7,348,740 from Fixed Assets to Intangibles referring to the execution of the “Contract of Public Service Provision of Water Supply and Sanitation Sewage” between the State and the Municipality of Sao Paulo and Sabesp, for the period of 30 years, authorized by the municipal law 14934/09.

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Set/10 — Cost Accumulated amortization Net Jun/10 — Net
In use
Water systems
Land 587,726 - 587,726 -
Buildings 1,410,492 (942,179) 468,313 -
Connections 626,675 (286,469) 340,206 -
Water meters 190,615 (95,997) 94,618 -
Networks 1,604,317 (688,744) 915,573 -
Wells 4,207 (1,891) 2,316 -
Equipment 299,081 (225,405) 73,676 -
Subtotal 4,723,113 (2,240,685) 2,482,428 -
Sewage systems
Land 208,056 - 208,056 -
Buildings 1,351,391 (645,294) 706,097 -
Connections 484,340 (248,234) 236,106 -
Networks 3,116,391 (879,470) 2,236,921 -
Equipment 415,803 (320,320) 95,483 -
Subtotal 5,575,981 (2,093,318) 3,482,663 -
Total in Operation 10,299,094 (4,334,003) 5,965,091 -
Work in progress:
Water systems 906,163 - 906,163 -
Sewage systems 477,374 - 477,374 -
Others 112 - 112 -
Total in progress 1,383,649 - 1,383,649 -
Grand Total 11,682,743 (4,334,003) 7,348,740 -

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10. LOANS, FINANCINGS & DEBENTURES

(i) Outstanding balance of loans and financings

HOLDING
Sep/10 Jun/10
Current Non-current Total Current Non-current Total Guarantees Final maturity Annual interest rate Monetary adjustment
Financial Institution:
COUNTRY
União Federal / Banco do Brasil 309,220 898,037 1,207,257 301,904 975,120 1,277,024 Gov.Est.S.Paulo and own resources 2014 8.50% UPR
Debentures 6th Issuance - - - 238.461 - 238,461 Unsecured 2010 11% IGP-M
Debentures 8th Issuance 451,266 - 451,266 442,091 - 442,091 Unsecured 2011 10.75% IGP-M
Debentures 9th Issuance - 228,279 228,279 - 228,355 228,355 Unsecured 2015 CDI+2.75% (1st series) and 12.87% (2nd series) IPCA
Debentures 10th Issuance - 277,319 277,319 - 277,435 277,435 Unsecured 2020 TJLP+1.92% (1st series and 3rd series) and 9.53% (2nd series) IPCA
Debentures 11th Issuance - 1,205,528 1,205,528 - 1,204,925 1,204,925 Unsecured 2015 CDI+1.95% (1st series) and CDI+1.4% (2nd series)
Debentures 12th Issuance - 499,975 499,975 - 499,975 499,975 Unsecured 2025 TR+9.5%
Caixa Econômica Federal 87,163 767,964 855,127 84,076 737,260 821,336 Own Resources 2010/2032 6.8% (weighted) UPR
Promissory Notes - 599,795 599,795 - - - Own Resources 2011 CDI + 0.65%
FIDC - Sabesp I 27,778 - 27,778 41,667 - 41,667 Own Resources 2011 CDI + 0.70%
Banco Nacional de Desenvolvimento Econômico e Social - BNDES 43,261 51,379 94,640 43,119 62,241 105,360 Own Resources 2013 3% + TJLP LIMIT 6%
Banco Nacional de Desenvolvimento Econômico e Social - BNDES Baixada Santista - 130,474 130,474 - 130,474 130,474 Own Resources 2019 2.5% + TJLP LIMIT 6%
Banco Nacional de Desenvolvimento Econômico e Social – BNDES PAC 681 37,320 38,001 - 30,001 30,001 Own Resources 2023 2.15% + TJLP LIMIT 6%
Banco Nacional de Desenvolvimento Econômico e Social – BNDES ONDA LIMPA - 216,979 216,979 - 202,973 202,973 Own Resources 2025 1.92% + TJLP LIMIT 6%
Others 3,294 5,322 8,616 3,271 7,374 10,645 Own Resources 2011/2018 12% / CDI / TJLP+ 6% UPR
Interests and charges 100,883 - 100,883 132,784 - 132,784
Total Domestic 1,023,546 4,918,371 5,941,917 1,287,373 4,356,133 5,643,506
FOREIGN CURRENCY
Inter-American Development Bank - BID US$ 356,267 thd. (Jun/10 - US$ 354,579 thd) 63,693 539,894 603,587 66,088 572,687 638,775 Federal Government 2016/2025 3.00% a 4.13% (i) Currency Basket Var. + US$
Euro Bonds - US$ 140,000 thd (Jun/10 - US$ 140,000 thd) - 237,188 237,188 - 252,210 252,210 2016 7.5% US$
JICA - Yens 21,316,000 thd (Jun/10 - Yens 21,316,000 thd) 11,695 421,020 432,715 - 434,420 434,420 Federal Government 2029 1.8% and 2.5% (i) Yens
BID 1983AB - US$ 250,000 thd (Jun/10 - US$ 250,000 thd.) 40,563 379,827 420,390 43,132 404,006 447,138 2023 4.47% to 4.97% (i) US$
Interests and charges 21,805 - 21,805 16,361 - 16,361
Total International 137,756 1,577,929 1,715,685 125,581 1,663,323 1,788,904
TOTAL OF LOANS AND FINANCING S 1,161,302 6,496,300 7,657,602 1,412,954 6,019,456 7,432,410

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Parity rates as of September 30, 2010: US$ 1.6942; Yen 0.0203 (June 30, 201: US$ 1.8015; Yen 0.020380).

On September 30, 2010 the Company did not have short term balances of loans and financings.

The consolidated balance totals the amount of R$7,659,942, being the difference of R$2,340 referring to a loan performed by Sesamm on September 02, 2010 for working capital, having 78 days for its settlement.

(i) The demonstration of the annual interest rates is summarized in the contract’s general chart.

Sep/10 — Current Non-current Total Jun/10 — Current Non-current Total interest rate
BID Contract 713 41,574 270,226 311,800 42,567 276,683 319,250 4.13%
BID Contract 896 4,706 25,884 30,590 5,004 27,523 32,527 3.00%
BID Contract 1212 17,413 243,784 261,197 18,516 268,482 286,998 4.02%
Jica Consulting 6,695 241,034 247,729 - 248,711 248,711 1.80%
Jica Work 5,000 179,986 184,986 - 185,709 185,709 2.50%
BID 1983 A 13,032 155,176 168,208 13,858 164,998 178,856 2.90%
Bid 1983 B1 16,942 151,352 168,294 18,015 160,840 178,855 2.60%
BID 1983 B2 10,589 73,299 83,888 11,259 78,168 89,427 2.40%

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(ii) In accordance with the CPC 08 it was prepared the chart below with the purpose to show the annual effects of the financial expenses resulting from funding costs on the effective interest rates.

2010 2011 2012 2013 2014 2015 2016 and thereafter Total Monthly IRR
Debentures - 9th issuance - 1st series 80 322 323 270 - - - 997 0.027034%
Debentures - 9th issuance - 2nd series 62 248 249 249 250 209 - 1,266 0.017369%
Debentures - 10th issuance - 1st series 9 36 36 36 36 37 181 371 0.003956%
Debentures - 10th issuance - 2nd series 10 39 39 39 39 39 195 400 0.003944%
Debentures - 10th issuance - 3rd series 14 55 55 55 55 55 269 558 0.003966%
Debentures - 11th issuance - 1st series 357 1,429 1,432 1,435 1,437 360 - 6,450 0.014806%
Debentures - 11th issuance - 2nd series 301 1,207 1,211 303 - - - 3,022 0.024967%
Debentures - 12th issuance - sole series - 2 2 2 2 2 15 25 0.000028%
Promissory Notes 123 82 - - - - - 205 0.006110%
BNDES (National Bank for Economic and Social Development) ONDA LIMPA 6 26 26 26 26 26 238 373 0.002184%
AB Loan A 26 103 103 103 103 104 770 1,313 0.005301%
AB Loan B1 32 129 129 129 129 129 573 1,251 0.006621%
AB Loan B2 19 77 77 78 78 78 188 595 0.007939%
Bird 5 19 19 19 19 19 348 447 0.000888%
Total 1,044 3,774 3,701 2,746 2,174 1,057 2,777 17,273

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There is no premium when the resources are funded.

(iii) On September 1st, 2010 the 6th emission of debentures, 3rd series, was fully settled.

(iv) On August 30, 2010 Promissory Notes were issued with a value of R$600,000 as a bridge loan, relating to an advance to the 13 th issue of debentures.

The net proceeds obtained with the 13 th issue of debentures will be fully used to redeem the 60 promissory notes of the 5 th debenture issue.

(v) On October 28, 2009 SABESP completed the BIRD – 7662BR (BIRD) contract with the World Bank– International Bank of Development and Reconstruction – The contract was worth US$100,000 thousand, in September 2010, and an initial paid commission of US$250 thousand.

(vi) Repayment schedule of loans and financing

The total debt volume to be paid through the end of 2010 is R$217,560 and the amount denominated in US dollars is R$42,483 and the amount of R$175,077 refers to the interest and principal of loans denominated in Brazilian reais falling due.

BANK 2010 2011 2012 2013 2014 2015 2016 — and thereafter TOTAL
COUNTRY
Federal Government/Banco do Brasil 74,866 315,841 343,772 374,173 98,605 - - 1,207,257
Caixa Econômica Federal (CEF) 21,078 89,600 100,136 101,968 63,551 41,445 437,349 855,127
Debentures - 484,267 235,988 579,597 368,333 391,059 603,123 2,662,367

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BANK 2010 2011 2012 2013 2014 2015 2016 — and thereafter TOTAL
Promissory Notes - 599,795 - - - - - 599,795
FIDC - SABESP I 13,889 13,889 - - - - - 27,778
BNDES (National Bank for Economic and Social Development) 10,710 42,841 36,913 4,176 - - - 94,640
BNDES (National Bank for Economic and Social Development) Santos Lowlands - - 16,309 16,309 16,309 16,309 65,238 130,474
BNDES (National Bank for Economic and Social Development) PAC - 1,475 3,176 3,176 3,176 3,176 23,822 38,001
BNDES (National Bank for Economic and Social Development) ONDA LIMPA - - 12,518 16,691 16,691 16,691 154,388 216,979
Other 908 3,930 453 451 489 551 1,834 8,616
Interest and charges 53,626 47,257 - - - - - 100,883
Total - Domestic 175,077 1,598,895 749,265 1,096,541 567,154 469,231 1,285,754 5,941,917
ABROAD
BID 23,140 63,693 63,693 63,693 63,693 63,693 261,982 603,587
Eurobonds - - - - - - 237,188 237,188
JICA - 11,695 23,390 23,390 23,390 23,390 327,460 432,715
BID 1983AB - 40,262 40,262 40,262 40,262 40,262 219,080 420,390
Interest and charges 19,343 2,462 - - - - - 21,805
Total Abroad 42,483 118,112 127,345 127,345 127,345 127,345 1,045,710 1,715,685
Grand Total 217,560 1,717,007 876,610 1,223,886 694,499 596,576 2,331,464 7,657,602

(vii) Covenants

As of September 30, 2010, the Company was compliant with all covenants.

(viii) Tiete III

Loan Agreement Nr. 2202/OC-BR executed on September 03, 2010 between SABESP – Companhia de Saneamento Basico do Estado de Sao Paulo and BID – Development Inter-American Bank, for partial financing of the River Tiete’s De-pollution Program – III Stage. Investment of US$800 million, being US$600 million of financing and US$200 million in own resources. Total term of 25 years, with 6 years of grace period. Interests: Uni-monetary mechanism with interest rates based on USD-LIBOR, calculated quarterly, as set forth in the BID’s policies and procedures.

Page: 49

11. DEFERRED TAXES AND CONTRIBUTIONS

(a) Balances

HOLDING AND CONSOLIDATED — Sep/10 Jun/10
In current assets (i)
Deferred income tax 203,552 193,654
Deferred social contribution tax 73,279 69,715
276,831 263,369
In non current assets (ii)
Deferred income tax 418,141 456,513
Deferred social contribution tax 150,530 164,345
568,671 620,858
In current liabilities (iii)
Deferred income tax 103 209
Deferred social contribution tax 37 75
Deferred PASEP (tax on revenue) 10,745 12,320
Deferred COFINS (tax on revenue) 7,584 14,530
18,469 27,134
In non-current liabilities (iv)
Deferred income tax 56,554 57,064
Deferred social contribution tax 15,850 16,033
Deferred PASEP (tax on revenue) 23,299 22,005
Deferred COFINS (tax on revenue) 73,458 67,498
169,161 162,600
HOLDING AND CONSOLIDATED — 3rd Qtr/10 Jan to Sep/10 HOLDING — 3rd Qtr/09 Jan to Sep/09
To the result of the year
Income tax (146,196) (466,198) (145,564) (422,056)
Deferred income tax (27,858) 43,111 65,192 106,044
(174,054) (423,087) (80,372) (316,012)
Social contribution tax (53,620) (168,644) (53,258) (154,001)
Deferred social contribution tax (10,029) 15,520 23,788 38,495
(63,649) (153,124) (29,470) (115,506)

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(i) In current assets

Substantially calculated based on timing differences in the amount of R$814,208(Jun/2010 - R$774,616).

(ii) In non-current assets

Substantially calculated based on timing differences in the amount of R$1,672,562 (Jun/2010 - R$1,826,052) related to the income tax and social contribution.

The Company’s Management expects to realize the long term balance, mentioned on item (ii) in 2011 in the same proportion of 2010, and the remaining to be realized in the subsequent year of 2012.

(iii) Current Liabilities

  • Income Tax and Social Contribution

Substantially calculated based on timing differences in the amount of R$413, related to the income tax and social contribution.

  • Pasep and Cofins

Calculated substantially on billings to government entities, and the obligation is determined and the allowance is recognized when the service is provided, and its settlement when the invoices are received.

(iv) In non-current liabilities

  • Income and social contribution taxes

Substantially calculated based on timing differences in the amount of R$226,217(Jun/2010 - R$228,256) related to the income tax and R$176,110 (Jun/2010 - R$178,149) related to the social contribution.

  • Pasep and Cofins

Calculated substantially on billings to government entities, and the obligation is determined and the allowance is recognized when the service is provided, and its settlement when the invoices are received.

(b) Break-down of deferred taxes and contributions

HOLDING AND CONSOLIDATED — Sep/10 Jun/10
In current assets
Provisions for contingencies 276,831 263,369
In non-current assets
Provision for contingencies 256,889 325,914

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HOLDING AND CONSOLIDATED — Sep/10 Jun/10
Provision for social security obligations 169,123 168,258
Others 142,659 126,686
568,671 620,858
Total deferred tax assets 845,502 884,227
In current liabilities
Costs in the issuance of securities 140 284
Public entity revenues 18,329 26,850
18,469 27,134
In non-current liabilities
Costs in the issuance of securities 179
Public entity revenues 72,404 72,919
Public entity income 96,757 89,502
169,161 162,600
Total deferred tax liabilities 187,630 189,734

(c) Conciliation of the effective tax rate

The amounts recorded as income and social contribution tax expenses in the interim financial statements are reconciled to the statutory rates provided for in law, as shown below:

HOLDING AND CONSOLIDATED — 3rd Qtr/10 Jan to Sep/10 HOLDING — 3rd Qtr/09 Jan to Sep/09
Income before taxes on income 687,510 1,650,261 305,569 1,348,124
Statutory rate 34% 34% 34% 34%
Tax expense at statutory rate (233,753) (561,089 ) (103,893) (458,362)
Permanent differences
Realization of revaluation reserve (5,882) (12,177) (7,371) (22,905)
Interests on Shareholders’ Equity - - - 47,253
Other differences 1,932 (2,945) 1,422 2,496
Income tax and social contribution (237,703) (576,211) (109,842) (431,518)
Current income tax and social contribution (199,816) (634,84) (198,822) (576,057)
Deferred income tax and social contribution (37,887) 58,631 88,980 144,539
Effective tax rate 35% 35% 36% 32%

(d) Transitional Taxation Regime – RTT

For purposes of calculation of the income tax and social contribution on net income of the fiscal years 2009 and 2008, the Company and its subsidiaries elected the RTT, which allows the legal entity to eliminate the accounting effects of Law 11638/07 and the PM 449/08, converted into Law 11941/09, by means of registration in the actual profit book – LALUR or auxiliary ledgers, without any change to the accounting entries.

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In 2010, the Company has also adopted the same tax standards adopted in 2008 and 2009, once the RTT shall be in force until the effectiveness of the law that regulates the tax effects of the new accounting methods, seeking tax neutrality.

12. PROGRAM PAES

The Company applied for enrollment in PAES on July 15, 2003, in accordance with Law No. 10684 of May 30, 2003, and included in its application the debts related to COFINS and PASEP which were involved in a legal action challenging application of Law 9718/98, and the outstanding balance under the Tax Recovery Program (REFIS). The total amount included in PAES was R$316,953, as follows:

Taxes Main Fines Interests Total
Cofins 132,499 13,250 50,994 196,743
Pasep 5,001 509 2,061 7,571
Refis 112,639 - - 112,639
Total 250,139 13,759 53,055 316,953

The debt is being paid in 120 months. The amounts paid in the 3rd qtr./10 and 3rd qtr./09 were respectively R$8,728 and R$8,390 and were recorded as financial expenses of R$986 in the 3rd qtr/10 and R$1,323 in the 3rd qtr/09. The outstanding balance on September 30, 2010 is R$96,321. The assets given in guarantee for the previous Refis Program, in the amount of R$249,034 continue to guarantee the amounts of the Paes Program.

13. SOCIAL SECURITY LIABILITIES

The Company sponsors Fundação Sabesp de Seguridade Social - Sabesprev, an entity established in August 1990 with the main purpose of managing the pension plan and the welfare program for Sabesp’s employees.

As of July, 2010, aiming at resolving the deficit referring to the Defined Benefit Plan (BD), Sabesp and Sabesprev have structured a process through which the participants may elect to change from the Defined Benefit Plan to a Defined Benefit Plan, the Sabesprev Mais .

The period for the plan migration, from July to November,2010, was suspended through an injunctive relief granted by the Court of Justice of the State of Sao Paulo, on October 20, 2010 until the claims from the parties involved are considered.

On September 30, 2010, after the movement of the participants, the Defined Benefit Plan remained with 16,807 participants and the Defined Contribution Plan remained with 3,120 participants, respectively.

The monthly contributions to the defined benefit plan correspond to 2.1% from the Company and 2.3% from the participants.

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The contribution by the participants presented above is the average, since the discount amount varies in function of the salary range, between 1% and 8.5%.

In the case of the Defined Contribution Plan, the Company’s contributions correspond to 100% of the basic contribution made by partcipants.

As set forth by CVM regulation, the gains arising from anticipated reductions of a plan must be recognized upon their occurrence. Thus, the amount of the unrecognized actuarial gain, of R$178,583, must be reduced by the gain specific to the migration process.

The break-down of the anticipated reduction is presented in the table below:

RECONCILIATION OF (ASSETS) AND LIABILITIES BEFORE REDUCTION ACTUARIAL GAIN IN MIGRATION AFTER REDUCTION
Actuarial Obligations 1,488,747 (107,159) 1,381,588
Fair value of plan assets (1,133,150) (93,877) (1,039,273)
Present value of unfunded obligations 355,597 (13,282) 342,315
Unrecognized actuarial (gains) or losses (165,301) (956) (164,345)
Unrecognized past service cost - - -
Total Net Actuarial Liability/(Asset) 520,898 (14,238) 506,660

Regarding the Defined Contribution Plan, the commitment amount calculated for all participants that migrated up until September, 2010, by the actuarial evaluation, was R$25,321, being R$14,232 to Active and R$11,089 to the Assisted participants. Resulting in the Company having already made payments of R$8,183 until September 30, 2010.

On September 30, 2010, based on an independent report, calculated by the Projected Credit Unit, the Company had a net actuarial commitment with the Defined Benefit Plan of R$506,660 (R$480,103 in 2009) which represents the difference between the present value of the Company’s obligations related to the employed, retired and pensioned participants and the guaranteeing assets, demonstrated as follows:

(i) Conciliation of Assets and Liabilities HOLDING AND CONSOLIDATED — Sep-2010 2009
Present value of the actuarial obligations (1,381,588) (1,422,993)
Fair value of assets 1,039,273 982,422
Gains to be recognized in future years (164,345) (39,532)
Net liability recognized in the balance sheet (506,660) (480,103)

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(ii) Expenses recognized in the income statement (Defined Benefit Plan) — Cost of current service 21,059 31,116
Cost of interests 115,764 155,514
Proceeds expected from the plan assets (73,682) (92,309)
Employee’s contributions (11,418) (21,235)
Total 51,723 73,086
Sponsor’s contribution (10,928) -
Total Expenses 40,795 73,086
(iii) Activity of Net Actuarial Liability
Present Value of the net actuarial obligation in the beginning of the year (480,103) (419,871)
Cost of current service (21,059) (31,116)
Cost of interests (115,764) (155,514)
Proceeds expected from the plan assets 73,682 92,309
Employee’s contributions 11,418 21,235
Impact resulting from the reduction of the benefit plan 14,238 -
Total (517,588) (492,957)
Company’s actual contributions in the year 10,928 12,854
Present value of the plan assets in the beginning of the year (506,660) (480,103)
(iv) Evolution of the Fair Value of the Assets
Fair value of the plan assets in the beginning of the year 982,422 976,545
Actual proceeds of the fair value of the assets 77,724 19,501
Actual contributions in the year 22,346 34,089
Benefits paid (43,220) (47,713)
Fair value of the plan assets at the end of the year 1,039,272 982,422
(v) Evolution of the Present Value of the Obligations
Present value of the obligations in the beginning of the year 1,422,993 1,433,710
Cost of current service 21,059 31,116
Cost of interests 115,764 155,514
Benefits paid (43,220) (47,713)
Loss in the present value of the obligations (135,008) (149,634)
Present value of the obligations at the end of the year 1,381,588 1,422,993

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(vi) Estimated Expenses Oct to Dec-2010 2010
Cost of current service 6,141 28,079
Cost of interests 36,706 154,352
Expected proceeds of the plan assets (27,952) (98,242)
(Gain)/Loss Amortization (594) -
Employee’s Contributions (10,114) (23,657)
Total 4,187 60,532

(vii) Actuarial Assumptions

Several statistics and other factors aim at anticipating future events in the calculation of expense and liability related to these plans. These factors include assumptions on discount rate, expected return of the asset and increase of the rate of future compensation, in addition to subjective factors, such as layoff ratio, turn-over and mortality. The actuarial assumptions used by the Company are regularly reviewed and may differ in a relevant way from current results according to changes to market and economic conditions, regulatory factors, judicial regulations, increase or decrease in the layoff ration or in life expectancy of the participants. These differences may result in a relevant impact in the expense amount with the private pension institution recorded by the Company.

Economic Assumptions Sep - 2010 2009
Discount rate 10,85% p.a. 10,85% p.a.
Assets expected rate of return 10,85% p.a. 10,85% p.a.
Future salary growth 6,08% p.a. 6,08% p.a.
Growth of the social security benefits and the limits 4,00% p.a. 4,00% p.a.
Capacity factor
- Salaries 98% 98%
- Benefits 98% 98%
Demographic assumptions for Set - 2010 2009
Mortality table AT 83 AT 83
Disabled mortality table RRB 44 RRB 44
Disable entry table RRB 44 RRB 44
Turn over table Prudential Prudential
Retirement age First age entitled to one of the benefits First age entitled to one of the benefits
% of married participants at the retirement date 95% 95%
Age difference between the participant and the spouse Wives are 4 years younger than husbands Wives are 4 years younger than husbands

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Assistance Plan

Managed by the Fundaçao Sabesp of Seguridade Social – Sabesprev, it is comprised of an optional health plan, of free choice, maintained by contributions by the participants and the sponsor, which in the year were the following:

Participants: 3.21% on base salary and bonuses, which corresponds to 2.3% average on the gross payroll.

14. PROFIT SHARING

In the quarter ended September 30, 2010 R$11,778 was accrued, which is recorded under payroll and related charges, in current liabilities, related to the period from January to December 2010, based on the attainment of goals set during negotiations between the Company and entities representing the employees.

15. PROVISIONS FOR CONTINGENCIES

Jun/10 Additions Deductions Interest, monetary restatements and reversals Jun/10
Customers 891,829 25,722 (62,572) (129,944) 725,035
Suppliers 364,310 910 (5,513) (5,102) 354,605
Other civil lawsuits 187,097 6,238 (9,491) (8,102) 175,742
Tax 66,424 63 (2,336) (853) 63,298
Labor 110,017 18,843 (3,536) 3,503 128,827
Environmental 45,934 903 (256) 14,101 60,682
Subtotal 1,665,611 52,679 (83,704) (126,397) 1,508,189
Escrow deposits (99,598) (5,293) 3,755 (4,985) (106,121)
Total 1,566,013 47,386 (79,949) (131,382) 1,402,068

Management, based on analysis together with its legal counsels, recorded a provision in amount considered sufficient to face probable losses in judicial law suits. In current liabilities, in the “ Provisions” item, the amounts related to judicial law suits in phase of execution of sentence present the amount of R$759,000 (Jun/2010 – R$713,318) in non current liabilities, in the “ Provisions” item, in the amount of R$643,068 (Jun/2010 – R$852,695).

(i) Customers - Approximately 1,420 lawsuits were filed by commercial customers, which claim that their tariffs should be equal to the tariffs of another consumer category, and therefore claim the refund of the amounts collected by Sabesp. The Company was granted both favorable and unfavorable final decisions at several courts, and recognized provisions when the likelihood of loss is considered probable.

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(ii) Suppliers - Suppliers’ claims include lawsuits filed by some building companies alleging an underpayment of monetary adjustments, withholding of amounts related to the understatement of official inflation rates after the Real economic plan, and the economic and financial imbalance of the agreements. These lawsuits are in progress at different courts and a provision is recognized when the likelihood of loss is considered probable.

(iii) Other civil lawsuits - refer mainly to indemnity claims for property damage, pain and suffering, and loss of profits allegedly caused to third parties, filed at different court levels, duly accrued when classified as probable losses.

(iv) Tax lawsuits - the provision for tax contingencies refers mainly to issues related to tax collections challenged due to differences in the interpretation of legislation by the Company’s legal counsel, duly accrued when classified as probable losses.

(v) Labor lawsuits - the Company is a party to labor lawsuits, involving issues such as overtime, health hazard premium and hazardous duty premium, prior notice, change of function, salary equalization, and other. Part of the amount involved is in provisional or final execution at various court levels, and thus is classified as a probable loss and accordingly a provision was recognized.

(vi) Environmental lawsuits - refer to several administrative proceedings and lawsuits filed by government entities, including Companhia de Tecnologia de Saneamento Ambiental - Cetesb and the São Paulo State Public Prosecution Office for the imposition of fines for environmental damages allegedly caused by the Company. The amounts recognized in provision do not always represent the final amount to be disbursed as indemnity of alleged damages, in view of the current stage in which such lawsuits are and Management’s impossibility to reasonably estimate the amounts of future disbursements.

Lawsuits with possible likelihood of loss

The Company is a party to lawsuits and administrative proceedings related to environmental, tax, civil and labor lawsuits, which are considered by its legal counsel as possible losses, and are not recorded in the books. The amount attributed to these lawsuits and proceedings is approximately R$2,255,000 as of September 30, 2010 (Jun/2010 - R$2,222,200).

16. SHAREHOLDERS’ EQUITY

(a) Authorized capital

The Company is authorized to increase capital up to R$10,000,000, based on a Board of Directors’ resolution, after submission to the Supervisory Boards.

(b) Subscribed and paid-up capital

Subscribed and paid-up capital is represented by 227,836,623 registered common shares, with no par value, held as follows:

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Number of shares %
State Finance Department 114,508,085 50.26
Companhia Brasileira de Liquidação e Custódia 52,444,354 23.02
The Bank Of New York ADR Department (Equivalent in shares) (*) 60,222,764 26.43
Other 661,420 0.29
227,836,623 100.00

(*) Each ADR is equal to 2 shares

(c) Payment to shareholders

Shareholders are entitled to a minimum mandatory dividend of 25% of the adjusted net income, calculated according to Brazilian Corporate Law. No interests accrue on dividends approved, and the amounts not claimed within 3 years from the date of the General Shareholders´ Meeting that approved them will prescribe in favor of the Company.

(d) Capital reserve

Capital reserve includes tax incentives and donations through 2007.

(e) Revaluation reserve

As provided for by CVM Instruction No. 197/93, the Company decided not to record income and social contribution taxes on the revaluation reserve of property, plant and equipment items recognized in 1991.

The reserve is being realized as a contra entry to the caption “retained earnings”, on the same proportion as the depreciation and write-off of the respective assets.

The balances of the revaluation reserve will be maintained until their effective realization.

(f) Changes in the caption “retained earnings”

Sep/10 Sep/09
Previous Balance 680,889 627,587
Realization of Revaluation Reserve (20,830) 21,678
Current Year’s Results 449,807 195,727
Current Balance 1,109,866 844,992

(g) Reserve for investments

The reserve for investments is specifically made up of the portion corresponding to the Company’s own resources that will be used for the expansion of the water supply and sewage sanitation systems.

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17. FINANCIAL INSTRUMENTS AND RISK

(a) Identification and valuation of the financial instruments

The Company operates with several financial instruments with emphasis in cash and cash equivalents, including financial investments and loans and financings, described as follows.

The Company did not perform transactions with derivatives in 2010 and 2009.

(i) Cash & cash equivalents, accounts receivable, other current assets and accounts payable

The amounts recorded approximate the realization amounts.

Cash equivalents correspond to the financial investments expressed in reais and have immediate liquidity.

(ii) Investments

It consists, mainly, in the equity interest in the company Sesamm (pursuant Note 7) recorded by the equity method of accounting, in which the Company has strategic interest. Considerations of market value of the shares held are not applicable.

(iii) Loans and Financings

In accordance with accounting standards related to the financial instruments, it follows demonstrated below the market values of the projected cash flows, at fair value, of loans and financings on September 30, 2010.

Sep/10 — Equity amount Equity amount Sep/10 — Equity amount Market value
Banking Loans
Foreign Currency (iv) 1,715,685 2,083,049 1,788,904 2,313,570
Debentures (i) 2,718,772 3,418,037 2,977,350 3,342,763
BNDES (ii) 482,198 482,198 470,914 470,914
Others (iii) 2,740,947 3,033,184 2,195,242 2,417,560
7,657,602 9,016,468 7,432,410 8,544,807

In order to obtain the market values of Financial Instruments, the following criteria have been adopted:

(i) Debentures are financings considered by the nominal amount restated up to the maturity date, discounted to present value at the forward interest market rates, disclosed by Anbima in the secondary market, having as basis September 30, 2010 and the Company’s security traded in the domestic market.

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(ii) Financings - BNDES, those are instruments considered by the nominal amount restated up to the maturity date, that have as characteristics the indexation to the TJLP, which is a specific modality, not being compared to no other market rate.

Therefore, the Company's choice was to publish as market value the amount accounted as of September 30, 2010.

(iii) Other financings in national currency are considered by the nominal amount restated up to the maturity date, discounted to present value at the forward interest market rates. The forward rates used were obtained at the BM&F website.

(iv) Foreign currency financings are controlled in the original currency, converted at the foreign exchange rate at the date of the balance sheet, discounted to present value using the forward market rate obtained in the Bloomberg, base don the Company’

Additionally, the Company has an instrument indexed to the YEN [JICA (Note 10)], which, in addition of the premises above, was considered in the conversion to present value the parity of the original currency of the instrument related to the dollar.

(b) Market risks

(i) Foreign exchange rate risk

This risk results from the possibility of the Company in incur in losses on account of fluctuations in the foreign exchange rates that impact the balances of loans and financings in foreign currency funded in the market and, consequently, the financial expenses. The Company does not maintain “hedge” or “swap” operations, however, the company performs an active management of the debt, seeking to reduce the exposure in foreign currency, taking advantage of the windows of opportunity, to exchange expensive debts to cheaper debts, reducing the cost by means of anticipation of the maturity dates.

A significant portion of the Company’s financial debt was linked to the US dollar and to the Yen, in the total amount of R$1,715,685 (Note 10). The table below summarizes the Company’s exposure to exchange rates at September 30, 2010.

In thousands — US$ Japanese Yen
Loans and financing 746,267 21,316,000

(c) Interest rate risk

This risk arises from the possibility that the Company may incur losses due to interest rate fluctuations and indices that increase their interest expenses on loans and financing. The Company has not entered into any derivative contract to hedge against this risk; however, it continually monitors market interest rates, in order to evaluate the possible need to replace its debt. As of September 30, 2010, the Company had R$2,659,925 in loans and financing which were obtained at variable interest rates (CDI and TJLP).

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Another risk faced by the Company is the lack of correlation between the monetary adjustment indices of its debt and those of its receivables. Water supply and sewage treatment tariffs do not necessarily follow the increases in the interest rates affecting the Company’s debt.

(iii) Credit risk

Credit risk is mitigated by selling to a geographically dispersed customer base.

(c) Sensitivity analysis

Following is presented the table demonstrating the sensitivity analysis of the financial instruments that may generate significant impacts to the Company.

Under the terms of CVM instruction nr. 475/08, in order to demonstrate the amounts of the main financial liabilities converted at a projected rate for final settlement of each contract, converted to fair value (Scenario I) with 25% appreciation (Scenario II) and 50% appreciation (Scenario III).

Financial Instruments Sep/2010 — Risk Scenario I R$ Scenario II R$ Scenario III R$
Financial Liability Loans and Financings
Banco do Brasil, CEF Increase in UPR 1,203,035 1,206,711 1,211,214
Debentures Increase in IGPM 431,014 538,768 646,521
Debentures Increase in IPCA 147,298 184,123 220,947
BID and Eurobonds Increase in the US$ 863,418 1,079,272 1,295,126
JICA Increase in the Yen 132,346 165,433 198,519

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The indexes used for each scenario are based on the number of days to elapse for each contract, the amounts expressed above were summarized.

The rates were projected based on the settlement dates of each financial instrument; the information was obtained out of BM&F website.

These sensitivity analysis have the objective to measure the impact of the changes in the market variables on the Company’s financial instruments. Such amounts, when settled, may present values different from those demonstrated above, due to the estimates used in their preparation process.

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18. OPERATING REVENUE

3rd Qtr/10 Jan to Sep/10 3rd Qtr/09 Jan to Sep/09
São Paulo’s Metropolitan Region 1,464,278 4,300,738 1,335,909 4,469,216
Regional systems (i) 512,259 1,465,860 413,167 802,879
Total 1,976,537 5,766,598 1,749,076 5,272,095

(i) Comprises municipalities operating in inland and coastal regions of the State of São Paulo.

19. OPERATING COSTS AND EXPENSES

HOLDING — 3rd Qtr/10 Jan to Sep/10 3rd Qtr/09 Jan to Sep/09
Cost of sales and services
Payroll and related charges (263,669) (771,399) (265,849) (913,905)
General supplies (33,777) (94,400) (35,784) (100,657)
Treatment supplies (31,581) (98,720) (33,400) (105,266)
Outside services (136,855) (438,946) (138,242) (447,306)
Electricity (131,834) (390,779) (121,004) (358,925)
General expenses (87,068) (109,433) (11,606) (32,899)
Depreciation and amortization (138,667) (423,526) (156,209) (468,408)
(823,451) (2,327,203) (762,094) (2,427,366)
Selling expenses
Payroll and related charges (48,297) (144,165) (48,916) (161,327)
General supplies (1,623) (4,612) (1,923) (5,735)
Outside services (55,509) (167,234) (61,478) (144,426)
Electricity (184) (586) (195) (536)
General expenses (21,235) (52,428) (16,297) (47,189)
Depreciation and amortization (1,322) (3,789) (1,097) (3,367)
Allowance for doubtful accounts, net of recoveries [Note 4 (c(ii))] (88,631) (257,911) (71,509) (234,658)
(216,801) (630,725) (201,415) (597,238)
Administrative expenses:
Payroll and related charges (36,087) (114,026) (39,765) (128,171)
General supplies (941) (3,956) (1,756) (4,716)
Outside services (28,868) (104,991) (36,592) (102,493)
Electricity (243) (916) (232) (730)
General expenses (57,822) (113,032) (117,918) (166,022)
Depreciation and amortization (4,460) (11,942) (4,173) (12,879)
Tax expenses (11,711) (50,530) (9,419) (43,450)
(140,132) (399,393) (209,855) (458,461)
Costs, and selling and administrative expenses:
Payroll and related charges (348,053) (1,029,590) (354,530) (1,203,403)
General supplies (36,341) (102,968) (39,463) (111,108)
Treatment supplies (31,581) (98,720) (33,400) (105,266)
Outside services (221,232) (711,171) (236,312) (694,225)
Electricity (132,261) (392,281) (121,431) (360,191)
General expenses (166,125) (274,893) (145,821) (246,110)
Depreciation and amortization (144,449) (439,257) (161,479) (484,654)
Tax expenses (11,711) (50,530) (9,419) (43,450)
Allowance for doubtful accounts, net of recoveries - [Note 4 (c(ii))] (88,631) (257,911) (71,509) (234,658)
(1,180,384) (3,357,321) (1,173,364) (3,483,065)
Financial expenses:
Interest and charges on loans and financing - local currency (124,075) (348,563) (98,709) (296,102)
Interest and charges on loans and financing - foreign currency (11,675) (39,156) (14,955) (49,927)
Interest on Shareholders’ Equity - - - (138,980)
Interest on Shareholders’ Equity (reversal) - - - 138,980
Other financial expenses (66,294) (134,754) (23,608) (69,863)
Income tax on remittance abroad (654) (2,295) (672) (2,639)
Monetary variation on loans and financing (15,438) (64,275) 1,887 854
Other foreign monetary variations (27,850) (41,753) (8,260) (20,134)
Provisions for financial contingencies 126,397 14,071 (157,207) (179,679)
(119,589) (616,725) (301,524) (617,490)
Financial income:
Monetary variation gains 20,090 90,954 11,646 42,010
Income from temporary cash investments 43,527 89,748 15,058 62,366
Interest and others 17,171 59,268 13,898 56,562
80,788 239,970 40,602 160,938
Financial expenses before exchange variations, net (38,801) (376,755) (260,922) (456,552)
Exchange variations, net
Exchange variation on loans and financing 60,518 22,102 104,748 375,442
Other foreign exchange variations (18) (178) (986) (986)
Exchange gains 25 154 133 (7,369)
60,525 22,078 103,895 367,087
Financial expenses, net 21,724 (354,677) (157,027) (89,465)

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CONSOLIDATED — 3rd Qtr/10 Jan to Sep/10 3rd Qtr/09 Jan to Sep/09
Cost of sales and services
Payroll and related charges (263,669) (771,399) (265,849) (913,905)
General supplies (33,777) (94,400) (35,784) (100,657)
Treatment supplies (31,581) (98,720) (33,400) (105,266)
Outside services (136,855) (438,946) (138,242) (447,306)
Electricity (131,834) (390,779) (121,004) (358,925)
General expenses (87,068) (109,433) (11,606) (32,899)
Depreciation and amortization (138,667) (423,526) (156,209) (468,408)
(823,451) (2,327,203) (762,094) (2,427,366)
Selling expenses
Payroll and related charges (48,297) (144,165) (48,916) (161,327)
General supplies (1,623) (4,612) (1,923) (5,735)
Outside services (55,509) (167,234) (61,478) (144,426)
Electricity (184) (586) (195) (536)
General expenses (21,235) (52,428) (16,297) (47,189)
Depreciation and amortization (1,322) (3,789) (1,097) (3,367)
Allowance for doubtful accounts, net of recoveries [Note 4 (c(ii))] (88,631) (257,911) (71,509) (234,658)
(216,801) (630,725) (201,415) (597,238)
Administrative expenses:
Payroll and related charges (36,160) (114,284) (39,828) (128,358)
General supplies (943) (3,962) (1,758) (4,722)
Outside services (28,896) (105,057) (36,602) (102,664)
Electricity (243) (917) (232) (731)
General expenses (57,835) (113,079) (117,929) (166,040)
Depreciation and amortization (4,461) (11,944) (4,174) (12,881)
Tax expenses (11,729) (50,548) (9,419) (43,454)
(140,267) (399,791) (209,942) (458,850)
Costs, and selling and administrative expenses:
Payroll and related charges (348,126) (1,029,848) (354,593) (1,203,590)
General supplies (36,343) (102,974) (39,465) (111,114)
Treatment supplies (31,581) (98,720) (33,400) (105,266)
Outside services (221,260) (711,237) (236,322) (694,396)
Electricity (132,261) (392,282) (121,431) (360,192)
General expenses (166,138) (274,940) (145,832) (246,128)
Depreciation and amortization (144,450) (439,259) (161,480) (484,656)
Tax expenses (11,729) (50,548) (9,419) (43,454)
Allowance for doubtful accounts, net of recoveries - [Note 4 (c(ii))] (88,631) (257,911) (71,509) (234,658)
(1,180,519) (3,357,719) (1,173,451) (3,483,454)
Financial expenses:
Interest and charges on loans and financing - local currency (124,075) (348,563) (98,709) (296,102)
Interest and charges on loans and financing - foreign currency (11,675) (39,156) (14,955) (49,927)
Interest on Shareholders’ Equity - - - (138,980)
Interest on Shareholders’ Equity (reversal) - - - 138,980
Other financial expenses (66,294) (134,754) (23,613) (69,868)
Income tax on remittance abroad (654) (2,295) (672) (2,639)
Monetary variation on loans and financing (15,438) (64,275) 1,887 854
Other foreign monetary variations (27,850) (41,753) (8,260) (20,134)
Provisions for financial contingencies 126,397 14,071 (157,207) (179,679)
(119,589) (616,725) (301,529) (617,495)
Financial income:
Monetary variation gains 20,090 90,954 11,646 42,010
Income from temporary cash investments 43,548 89,808 15,120 62,620
Interest and others 17,171 59,268 13,898 56,562
80,809 240,030 40,664 161,192
Financial expenses before exchange variations, net (38,780) (376,695) (260,865) (456,303)
Exchange variations, net
Exchange variation on loans and financing 60,518 22,102 104,748 375,442
Other foreign exchange variations (18) (178) (986) (986)
Exchange gains 25 154 133 (7,369)
60,525 22,078 103,895 367,087
Financial expenses, net 21,745 (354,617) (156,970) (89,216)

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20. OTHER OPERATING INCOME AND EXPENSES

The break-down of “other operating income (expenses), net” is the following:

HOLDING AND CONSOLIDATED — 3rd Qtr/10 Jan to Sep/10 3rd Qtr/09 Jan to Sep/09
Other operating expenses 17,376 41,794 17,087 36,992
Cofins and Pasep (1,607) (3,866) (1,581) (3,422)
15,769 37,928 15,506 33,570
Other operating expenses (5,120) (32,757) (8,487) (18,736)
other operating income (expenses), net 10,649 5,171 7,019 14,834

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Other operating revenues include sales of fixed assets, sales of public notices, scraps, indemnifications and expense reimbursements, fines and pledges, lease of real estate, water of reuse, Pura´s projects and services, Aqualog and other technical services.

The other operating expenses comprise: (i) the write-off of items of fixed assets by obsolescence, deactivated works, unproductive wells, economically unfeasible projects and loss with fixed assets and (ii) provision referring to the actuarial obligation of State Law 4819/58 (note 5).

21. AGREEMENT WITH THE MUNICIPALITY OF SÃO PAULO

On November 14, 2007, the Company and the Municipality of Paulo (the Parties) entered into an Agreement to establish the conditions that ensure the stability in the providing of water supply and sewage, and environmental utility services in the city of São Paulo, the main provisions of which are as follows:

  1. The Parties made the commitment to take basic sanitation and environmental actions, complementary to the actions of the Municipality of São Paulo, by investing in the deployment and continuity of programs such as: “Programa Córrego Limpo” (Clean River Program) and “Programa de Uso Racional da Água - PURA” (Rational Water Use Program), the purpose of which is to ensure a decrease in water consumption by City government units, ensuring water supply to and the quality of living of the population;

  2. Starting November 14, 2007, Agreement date, all the amounts paid by the Municipality of São Paulo to SABESP, referring to consumption by City departments, agencies, and foundations, net of taxes, will be used in basic sanitation and environmental actions in the Municipality;

  3. The Municipality made the commitment to resume the payment of consumption bills issued by SABESP, starting November 14, 2007, the date of this Agreement’s execution;

On June 23, 2010 the State of Sao Paulo, through its Governor, the Municipality of Sao Paulo and the Regulating Agency of Sanitation and Energy – ARSESP entered into the Agreement provided in the initial instrument, signed in November 14, 2007.

The Agreement, signed in June 23, 2010 has as object to share the responsibility for offering the service of water supply and sanitation sewage in the capital, in the next 30 years, extendable for equal period. Additionally, it attributes to Sabesp exclusivity in the provision of services and defines ARSESP as responsible for the regulating functions, including tariff, control and inspection of services.

Also on June 23, 2010 it was signed the “Agreement of Provision of Public Services of Water Supply and Sanitation Sewage”. The Agreement was entered into between the State of Sao Paulo, the Municipality of Sao

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Paulo and Sabesp, for the period of 30 years, extendable for equal period, encompassing the following activities:

  1. the protection of mananciais, in articulation with other bodies of the State and the Municipality;
  2. capitation, adduction and treatment of gross water;
  3. collection, transportation and final disposal of sanitation sewage; and
  4. adoption of other actions of basic and environmental sanitation.

The municipal law 14934/09 authorized the municipal executive power to execute the abovementioned instruments with the signatories also mentioned above.

22. STATEMENT OF VALUE ADDED - DVA

The statement of value-added, prepared in accordance with CVM Resolution nr. 557/08 (CPC 09) presents the result of the period under the generation and distribution of wealth point of view, which four mainly beneficiaries of the wealth generation by the activities are: the employees, the government, capital of third parties and the shareholders’ capital.

Explanatory Note HOLDING CONSOLIDATED
Jan-Sep/10 Jan-Sep/09 Jan-Sep/10 Jan-Sep/09
1 - Revenues
1.1) Revenues from Products and Services 18 5,766,598 5,272,095 5,766,598 5,272,095
1.2) Other revenues 20 41,794 36,992 41,794 36,992
1.3) Revenues related to the construction of own assets 204,479 (22,584) 204,479 (22,584)
1.4) Allowance for doubtful accounts - set up 19 (257,911) (234,658) (257,911) (234,658)
5,754,960 5,051,845 5,754,960 5,051,845
2 - Inputs acquired from third parties
2.1) Cost of sale and services provided (1,099,571) (1,019,575) (1,099,572) (1,019,575)
2.2) Supplies, electricity and power, third party’s services and others (476,338) (496,062) (476,434) (496,240)
2.3) Other operating expenses 20 (32,757) (18,736) (32,757) (18,736)
(1,608,666) (1,534,373) (1,608,763) (1,534,551)
3 - Gross Value Added (1-2) 4,146,294 3,517,472 4,146,197 3,517,294
4 - Retentions
4.1) Depreciation and Amortization (440,387) (486,030) (440,389) (486,031)
5 - Net value added produced by the Company (3-4) 3,705,907 3,031,442 3,705,808 3,031,263
6 - Value added produced in transfer
6.1) Equity result (338) (140) - -
6.2) Financial income 19 240,124 153,569 240,184 153,823
239,786 153,429 240,184 153,823
7 - Value added to allocate 3,945,693 3,184,871 3,945,992 3,185,086
8 - Value added allocated
8.1) Personnel
8.1.1 Direct compensation 641,752 16.3% 693,206 21.8% 641,959 16.3% 693,349 21.8%
8.1.2 Benefits 209,641 5.3% 231,110 7.2% 209,648 5.3% 231,118 7.2%
8.1.3 FGTS 67,971 1.7% 177,424 5.6% 67,983 1.7% 177,434 5.6%
919,364 23.3% 1,101,740 34.6% 919,590 23.3% 1,101,901 34.6%
8.2) Taxes, fees and contributions
8.2.1 Federal 1,188,673 30.2% 998,515 31.3% 1,188,723 30.2% 998,545 31.3%
8.2.2 State 28,063 0.7% 28,004 0.9% 28,063 0.7% 28,004 0.9%
8.2.3 Municipal 23,909 0.6% 16,513 0.5% 23,909 0.6% 16,514 0.5%
1,240,645 31.5% 1,043,032 32.7% 1,240,695 31.5% 1,043,063 32.7%

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HOLDING — Jan-Sep/10 Jan-Sep/09 CONSOLIDATED — Jan-Sep/10 Jan-Sep/09
8.3) Remuneration of Third Parties’ Capital
8.3.1 Interests, foreign exchange and monetary variation 687,297 17.4% 104,246 3.3% 687,297 17.4% 104,251 3.3%
8.3.2 Lease 24,337 0.6% 19,247 0.6% 24,361 0.6% 19,265 0.6%
711,634 18.0% 123,493 3.9% 711,658 18.0% 123,516 3.9%
8.4) Compensation of shareholders’ equity
8.4.1 Interests on shareholders’ equity - 0.0% 138,980 4.4% - 0.0% 138,980 4.4%
8.4.2 Retained earnings 1,074,050 27.2% 777,626 24.4% 1,074,050 27.2% 777,626 24.4%
1,074,050 27.2% 916,606 28.8% 1,074,050 27.2% 916,606 28.8%
Value added allocated 3,945,693 100.0% 3,184,871 100.0% 3,945,992 100.0% 3,185,086 100.0%

23. SUBSEQUENT EVENTS

  • ProBillings

Loan Agreement Nr. BZ-P17, executed on October 14, 2010 between SABESP – Companhia de Saneamento Basico do Estado de Sao Paulo and JICA – Japan International Cooperation Agency, for financing the Integrated Program of Environmental Improvement in the Area of Manantial of the Billings Reservoir. Investment of ¥ 12,357 billion, approximately R$251,712, being ¥ 6,208 billion of financing, approximately R$126,457 and ¥ 6,149 billion in own resources, approximately R$125,255 . Total period of 25 years, with 7 years of grace period. Interests: 1.2% per year for civil works and 0.01% per year for consulting.

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**07.01 - COMMENTS ON THE COMPANY'S PERFORMANCE IN THE QUARTER****

1. Financial Highlights

In millions of R$

3Q09 3Q10 Variation — R$ % Jan-Sep/09 Jan- Sep /10 Variation — R$ %
(+) Gross operating revenues 1,749.1 1,976.5 227.4 13.0 5,272.1 5,766.6 494.5 9.4
(-) COFINS and PASEP 120.1 140.9 20.8 17.3 366.1 409.2 43.1 11.8
(=) Net operating revenues 1,629.0 1,835.6 206.6 12.7 4,906.0 5,357.4 451.4 9.2
(-) Costs and expenses 1,173.4 1,180.4 7.0 0.6 3,483.1 3,357.3 (125.8) (3.6)
(+) Equity result - (0.1) (0.1) - (0.1) (0.3) (0.2) 200.0
(=) Income before financial expenses (EBIT*) 455.6 655.1 199.5 43.8 1,422.8 1,999.8 577.0 40.6
(+) Depreciation and amortization 161.5 144.5 (17.0) (10.5) 484.6 439.2 (45.4) (9.4)
(=) EBITDA** 617.1 799.6 182.5 29.6 1,907.4 2.439.0 531.6 27.9
EBITDA Margin % 37.9 43.6 38.9 45.5
Net income 195.7 449.8 254.1 129.8 916.6 1,074.1 157.5 17.2
Net income per one thousand shares in R$ 0.86 1.97 4.02 4.71

(*) Earnings before interest and taxes on income;

(**) Earnings before interest, taxes, depreciation and amortization;

In the 3Q10, the net operating revenue totaled R$1.8 billion, 12.7% growth in relation to 3Q09. Costs and expenses, in the amount of R$1.2 billion suffered a 0.6% in relation to the 3Q09. EBITDA increased from R$617.1 million to R$799.6 million in the 3Q10, with 29.6% increase.

EBIT presented a 43.8% growth, from R$455.6 million in the 3Q09 to R$655.1 million in the 3Q10

2. Gross operating revenue

In the 3Q10, the gross operating revenue presented a R$227.4 million increase, or 13.0%, from R$1.7 billion in 3Q09 to R$2.0billion in 3Q10. The main factors responsible for such variance were the tariff adjustment of 4.44% applied in 2009 and 2010 and the growth of volume billed in 5.6% as compared to the same quarter of 2009.

3. Volume invoiced

In the following charts are demonstrated the volumes invoiced of water and sewage, according to the category of use and region, in the 3Q09, 3Q10, and in the first nine months of 2009 and 2010.

QUARTER

VOLUME INVOICED (1) WATER AND SEWAGE PER CATEGORY OF USE - millions of m 3
Water Sewage Water + Sewage
By Category 3Q09 3Q10 Var. % 3Q09 3Q10 Var. % 3Q09 3Q10 Var. %
Residential 338.8 357.7 5.6 274.5 291.8 6.3 613.3 649.5 5.9
Commercial 38.0 40.3 6.1 35.3 37.6 6.5 73.3 77.9 6.3
Industrial 8.6 9.3 8.1 8.7 9.3 6.9 17.3 18.6 7.5
Public 11.3 12.9 14.2 9.3 10.2 9.7 20.6 23.1 12.1
Total Retail 396.7 420.2 5.9 327.8 348.9 6.4 724.5 769.1 6.2
Wholesale 71.7 73.3 2.2 8.1 6.6 (18.5) 79.8 79.9 0.1
Reuse Water 0.1 0.1 - - - - 0.1 0.1 -
Grand Total 468.5 493.6 5.4 335.9 355.5 5.8 804.4 849.1 5.6

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JANUARY TO SEPTEMBER

VOLUME INVOICED (1) WATER AND SEWAGE PER CATEGORY OF USE - millions of m 3
Water Sewage Water + Sewage
By Category Jan-Sep/09 Jan-Sep/10 Var. % Jan-Sep/09 Jan-Sep/10 Var. % Jan-Sep/09 Jan-Sep/10 Var. %
Residential 1,035.2 1,079.1 4.2 834.6 876.0 5.0 1,869.8 1,955.1 4.6
Commercial 115.4 120.9 4.8 106.5 112.3 5.4 221.9 233.2 5.1
Industrial 25.5 27.6 8.2 25.5 27.9 9.4 51.0 55.5 8.8
Public 34.6 37.3 7.8 28.4 29.9 5.3 63.0 67.2 6.7
Total Retail 1,210.7 1,264.9 4.5 995.0 1,046.1 5.1 2,205.7 2,311.0 4.8
Wholesale 215.2 219.2 1.9 22.4 21.9 (2.2) 237.6 241.1 1.5
Reuse Water 0.2 0.2 - - - - 0.2 0.2 -
Grand Total 1,426.1 1,484.3 4.1 1,017.4 1,068.0 5.0 2,443.5 2,552.3 4.5

QUARTER

VOLUME INVOICED (1) WATER AND SEWAGE PER REGION - millions of m 3
Water Sewage Water + Sewage
Per Region 3Q09 3Q10 Var. % 3Q09 3Q10 Var. % 3Q09 3Q10 Var. %
Metropolitan 266.2 278.7 4.7 224.4 236.2 5.3 490.6 514.9 5.0
Regional (2) 130.5 141.5 8.4 103.4 112.7 9.0 233.9 254.2 8.7
Total retail 396.7 420.2 5.9 327.8 348.9 6.4 724.5 769.1 6.2
Bulk 71.7 73.3 2.2 8.1 6.6 (18.5) 79.8 79.9 0.1
Reuse Water 0.1 0.1 - - - - 0.1 0.1 -
Grand Total 468.5 493.6 5.4 335.9 355.5 5.8 804.4 849.1 5.6

JANUARY TO SEPTEMBER

VOLUME INVOICED (1) WATER AND SEWAGE PER REGION - millions of m 3
Water Sewage Water + Sewage
Per Region Jan-Sep/09 Jan-Sep/10 Var. % Jan-Sep/09 Jan-Sep/10 Var. % Jan-Sep/09 Jan-Sep/10 Var. %
Metropolitan 805.5 834.8 3.6 676.1 706.1 4.4 1,481.6 1,540.9 4.0
Regional (2) 405.2 430.1 6.1 318.9 340.0 6.6 724.1 770.1 6.4
Total retail 1,210.7 1,264.9 4.5 995.0 1,046.1 5.1 2,205.7 2,311.0 4.8
Bulk 215.2 219.2 1.9 22.4 21.9 (2.2) 237.6 241.1 1.5
Reuse Water 0.2 0.2 - - - - 0.2 0.2 -
Grand Total 1,426.1 1,484.3 4.1 1,017.4 1,068.0 5.0 2,443.5 2,552.3 4.5

(1) Not audited

(2) Comprised by the coastal region and country side

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4. Costs, selling and administrative expenses

In the 3Q10, the costs of products and services provided, administrative and commercial expenses, had an increase of 0.6%, corresponding to R$7.0 million. The participation of the costs and expenses in the net revenue decreased from 72.0% in the 3to 64.3% in the 3Q10.

In millions of R$

3Q09 3Q10 Variation — R$ % Jan-Sep/09 Jan- Sep /10 Variation — R$ %
Payroll and related charges 354.6 348.1 (6.5) (1.8) 1,203.4 1,209.6 (173.8) (14.4)
General supplies 39.5 36.3 (3.2) (8.1) 111.1 103.0 (8.1) (7.3)
Treatment supplies 33.4 31.6 (1.8) (5.4) 105.3 98.7 (6.6) (6.3)
Outside services 236.3 221.2 (15.1) (6.4) 694.2 711.2 17.0 2.4
Electricity 121.4 132.3 10.9 9.0 360.2 392.3 32.1 8.9
General expenses 145.8 166.1 20.3 13.9 246.1 274.9 28.8 11.7
Tax expenses 9.4 11.7 2.3 24.5 43.5 50.5 7.0 16.1
Subtotal 940.4 947.3 6.9 0.7 2,763.8 2,660.2 (103.6) (3.7)
Depreciation and amortization 161.5 144.5 (17.0) (10.5) 484.6 439.2 (45.4) (9.4)
Credits write-off 71.5 88.6 17.1 23.9 234.7 257.9 23.2 9.9
Costs, and administrative and selling expenses 1,173.4 1,180.4 7.0 0.6 3,483.1 3,357.3 (125.8) (3.6)
Percentage of Net Revenue (%) 72.0 64.3 71.0 62.7

4.1. Salaries and payroll charges

In the 3Q10 occurred an increase of R$6.5 million or 1.8% in salaries and payroll charges, going from R$354.6 million to R$348.1 million as a result of the following factors:

· Adjustment of actuarial calculation referring to the migration of approximately three thousand employees from the Defined Benefit Plan to Sabesprev-Mais Plan in September, 2010 in the amount of R$12.4 million.

· Adjustment in the provision of Profit Sharing – PLR in the amount of R$15.8 million, as a consequence of the reversal of the amounts accrued in 2009; and

· Reduction in salaries and payroll charges in the amount of R$4.3 million, resulting from layoffs occurred in function of the Term of Adjustment of Conduct (“TAC”) + 2% of the headcount, even considering the 5.05% adjustment since May, 2010.

This reduction was partially offset by the following factors:

· Company’s matching referring to the deficit of the employees that migrated to the Sabesprev-Mais Plan in the amount of R$17.1 million and

· Adjustment to the provision in the amount of R$10.0 million, for payment of severance packages of employees that required retirement in the 3Q10.

4.2. General Supplies

In the 3Q10 there was a decrease of R$3.2 million, or 8.1%, when compared to the same period previous year,

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from R$39.5 million to R$36.3 million. The main factors that caused this variance were of lower expenses with maintenance materials in the adductor systems, water and sewage treatment stations and elevation stations in the Metropolitan Region of Sao Paulo – RMSP, in the amount of R$2.4 million

4.3. Treatment Materials

The expenditures in 3Q10 were lower than 3Q09 by R$1.8 million, or 5.4%, going from R$33.4 million to R$31.6 million. This variance is related to the following factors:

· Decrease of R$3.2 million in function of lower consumption of aluminum poly-chloride by approximately 41% and replacement of aluminum sulfide. Despite the consumption of aluminum sulfide has grown approximately 30%, the average cost of the product dropped 25%, which contributed significantly in the reduction of the expenditures for the period; and

· Increase of R$1.5 million in the consumption of some products such as: i) soda, in function of price adjustment, climate and reservoir conditions; ii) poly-electrolytes, in function of the entrance into operation of the centrifuges of the Barueri system.

4.4. Services

In the 3Q10, this item presented a decrease of R$15.1 million, or 6.4%, from R$236.3 million to R$221.2 million. The main factors that contributed to this variance were:

· Agreement with Sao Paulo City Hall:

ü Decrease of R$9.4 million in the provision made in the 3Q09, referring to the actions in place; and

ü Decrease of R$7.6 million, as a consequence of lower realization in the implementation of the Water Rational Use Program – PURA, in municipal schools, non recurring.

· Reduction in the amount of R$6.7 million in expenses from January to September, 2010 as expected for the second year of the contract of Public Private Partnership – “PPP”) of the Alto Tiete Producing System;

· Reduction, in the amount of R$5.0 million, related to the purchase of treated water, in function of the termination, in March, 2010, of the contract with Aguas de Cajamar S/A; and

· Decrease with preventive and corrective maintenance in the water and sewage treatment systems in the amount of R$2.3 million, resulting from the implementation of structural works performed at Parque da Integração in the 3Q09.

The following services presented increase:

· Pavmenting ,and paving repair services worth R$ 10,3 million, in order to fulfil commitments with municipal prefects of the Regional Systems Directorate

· Maintenance of networks and water and sewage connections in the amount of R$3.7 million resulting from:

ü Increase in demand and contractual amounts based on the Global Sourcing in the municipalities of the Regional Systems and optimization of the sanitation sewage systems of Santos Lowlands; and

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ü Enhancement of the actions to meet the demands of the Corrego Limpo Program with Sao Paulo City Hall – PMSP and increase in the realization of maintenance services in the RMSP.

· Expenses with mud transportation in the amount of R$1.2 million.

4.5 Electric Energy

In the 3Q10, this item presented increase of R$10.9 million or 9.0%, from R$121.4 million to R$132.3 million.

This result is associated to the following factors:

· Tariff adjustment with impact to the average price of 2.5% in the tariff of the captive market, which represents 82% of the installed capacity with electric energy, influencing in the weighted average tariff increase between the captive market and the free market around 3.3%; and

· Increase in cost between the markets with weighted average of 8.0%.

Participation(%) Cost Variance (%) Weighted Average (%)
Free Market 18.0 10.8 1.9
Captive Market 82.0 7.4 6.1
Weighted Average 8.0

4.6. General Expenses

In the 3Q10 there was an increase of R$20.3 million or 13.9%, from R$145.8 million to R$166.1 million. The factor that has contributed the most to this increase was the provision in the amount of R$80 million provided in the contract with the Municipality of Sao Paulo, which payment shall occur in November, 2010. This amount corresponds to 7.5% of the Capital’s gross revenues, after deducting the contributions to the Cofins and Pasep. This first payment was calculated as from the data of execution of the contract, occurred in June 23, 2010, therefore, in addition to the revenue of the quarter, the calculation basis considers, in a proportional way, some days of the month of June. This increase was partially offset in function of the lower need to accrue for judicial contingencies in comparison to 2009, in the amount of R$66.2 million.

4.7. Depreciation and Amortization

This item presented a decrease of R$17.0 million or 10.5%, from R$161.5 million to R$144.5 million. This variation was due to the increase in the estimate of useful life of the assets from December, 2009.

4.8. Credit Write-offs

In the 3Q10, the write-off of credit increased by R$17.1 million or 23.9%, varying from R$71.5 million to R$88.6 million. Such variance was partially made up by the need to complement the provision on invoicing private customers and municipal public entities.

The increase was offset by higher recovery of credits through agreements of payment in installments, with highlight to agreements executed with the Municipality of Taubate and the Municipality of Ferraz de Vanconcelos.

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5. Other operating income and expenses

5.1. Other operating income

This item presented a decrease of R$3.4 million or 39.7% mainly due to the write-off of unfeasible projects and work in progress, in the amount of R$2.6 million.

6. Financial Income and Expenses

R$ million

3Q09 3Q10 Variation %
Financial expenses
Interest and charges on domestic loans and financing 98.7 124.1 25.4 25.7
Interest and charges on foreign loans and financing 15.0 11.7 (3.3) (22.0)
Interest on court-ordered indemnities, net of provisions 173.9 (66.9) (240.8) (138.5)
Other financial expenses 7.6 7.4 (0.2) (2.6)
Total financial expenses 295.2 76.3 (218.9) (74.2)
Financial income 29.0 60.7 31.7 109.3
Financial expenses, net of income 266.2 15.6 (250.6) (94.1)

6.1. Financial expenses

In the 3Q10 there was an increase of R$218.9 million, or 74.2%, described as follows:

· Reduction in the amount of financial expenses related to judicial proceedings in the amount of R$240.8 million.

· The interests on internal loans and financings presented an increase of R$25.4 million, due to new funding such as: (i) the 10 th issuance of debentures occurred in November, 2009, (ii) 11 th issuance of debentures occurred in March, 2010, (iii) 12 th issuance of debentures occurred in June, 2010, (iv) 5 th issuance of promissory notes occurred in August, 2010 and (v) to the disbursements with loan agreements already executed.

6.2. Financial income

The financial income presented an increase of R$31.7 million, resulting from higher volume of financial investments.

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7. Income and expenses with monetary variation

R$ million

3Q09 3Q10 Variation %
Monetary variation on loans and financing (1.9) 15.4 17.3 (910.5)
Exchange variation on loans and financing (104.7) (60.5) 44.2 (42.2)
Other monetary variations 9.2 27.9 18.7 203.3
Positive monetary variations (97.4) (17.2) 80.2 (82.3)
Negative monetary variations 11.8 20.1 8.3 70.3
Net monetary variations (109.2) (37.3) 71.9 (65.8)

7.1. Expenses with monetary variation

The effect of foreign exchange income in the 3Q10 was R$80.2 million higher than the same period of last year. This variance is due to:

· The foreign exchange on external loans and financings generated a negative impact in the amount of R$44.2 million resulting from the 6.0% appreciation of the North-American dollar in the 3Q10 versus a 8.9% depreciation in the 3Q09.

· Other monetary variances on indemnification of judicial law suits with increase of R$18.7 million; and

· Monetary variation on internal loans and financings with increase of R$17.3 million, mainly due to the increase of R$15.4 million caused by the positive variation of the IGPM in 2.08% in the 3Q10 against a negative variation of 0.37% in the same period last year; and increase of R$1.9 million due to the higher variation of the TR in the 3Q10 of 0.28% in comparison to the same period of last year of 0.12%.

7.2. Income from monetary variance

The monetary variation income presented an increase of R$8.3 million, mainly in function of agreements of installment payments executed with the Municipalities of Taubate and Ferraz de Vanconcelos.

8. Operating Indicators

Operational Indicators 3Q09 3Q10 Variation %
Water connections (1) 7,086 7,253 2.4
Sewage connections (1) 5,478 5,668 3.5
Population directly served by water supply (2) 23.3 23.6 1.3
Population served by sewage collection (2) 19.5 19.9 2.1
Number of employees 16,101 15,165 (5.8)
Water volume produced 2,124.0 2,205.9 3.9
Water loss (%) 26.5 26.0 (1.9)

(1) In 1,000 units .

(2) In millions of inhabitants.

(*) unaudited information

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*12.01 - COMMENTS ON THE COMPANY’S CONSOLIDATED PERFORMANCE IN THE QUARTER*

See comments on the Company’s performance.

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14.01 - CHARACTERISTICS of the PUBLIC OR PRIVATE ISSUE OF DEBENTURES

1- ITEM 02
2 - ORDER No. 8
3 - REGISTRATION Nº. AT CVM CVM/SRE/DEB/2005/033
4 - REGISTRATION DATE AT CVM 06/22/2005
5 - SERIES ISSUED 2
6 - TYPE OF ISSUE SIMPLE
7 - ISSUED NATURE PUBLIC
8 - ISSUE DATE 06/01/2005
9 - MATURITY DATE 06/01/2011
10 - TYPE OF DEBENTURE WITHOUT PREFERENCE
11 - EFFECTIVE YIELD CONDITION IGPM + 10.75%
12 - PREMIUM/DISCOUNT
13 - NOMINAL AMOUNT (Reais) 1,334.50
14 - AMOUNT ISSUED (Million Reais) 467,075
15 - NO. OF SECURITIES ISSUED (UNIT) 350,000
16 - OUTSTANDING SECURITIES (UNIT) 350,000
17 - TREASURY SECURITIES (UNIT) 0
18 - REDEEMED SECURITIES (UNIT) 0
19 - CONVERTED SECURITIES (UNIT) 0
20 - SECURITIES TO BE PLACED (UNIT) 0
21 - LAST RENEGOTIATION DATE
22 - DATE OF NEXT EVENT 06/01/2011

Page: 78

14.01 - CHARACTERISTICS of the PUBLIC OR PRIVATE ISSUE OF DEBENTURES

1- ITEM 03
2 - ORDER No. 9
3 - REGISTRATION Nº. AT CVM CVM/SRE/DEB/2008/029
4 - REGISTRATION DATE AT CVM 10/23/2008
5 - SERIES ISSUED 1
6 - TYPE OF ISSUE SIMPLE
7 - ISSUED NATURE PUBLIC
8 - ISSUE DATE 10/15/2008
9 - MATURITY DATE 10/15/2013
10 - TYPE OF DEBENTURE WITHOUT PREFERENCE
11 - EFFECTIVE YIELD CONDITION DI + 2.75%
12 - PREMIUM/DISCOUNT
13 - NOMINAL AMOUNT (Reais) 1,058.65
14 - AMOUNT ISSUED (Million Reais) 105,865
15 - NO. OF SECURITIES ISSUED (UNIT) 100,000
16 - OUTSTANDING SECURITIES (UNIT) 100,000
17 - TREASURY SECURITIES (UNIT) 0
18 - REDEEMED SECURITIES (UNIT) 0
19 - CONVERTED SECURITIES (UNIT) 0
20 - SECURITIES TO BE PLACED (UNIT) 0
21 - LAST RENEGOTIATION DATE
22 - DATE OF NEXT EVENT 10/15/2010

Page: 79

14.01 - CHARACTERISTICS of the PUBLIC OR PRIVATE ISSUE OF DEBENTURES

1- ITEM 04
2 - ORDER No. 9
3 - REGISTRATION Nº. AT CVM CVM/SRE/DEB/2008/030
4 - REGISTRATION DATE AT CVM 10/23/2008
5 - SERIES ISSUED 2
6 - TYPE OF ISSUE SIMPLE
7 - ISSUED NATURE PUBLIC
8 - ISSUE DATE 10/15/2008
9 - MATURITY DATE 10/15/2015
10 - TYPE OF DEBENTURE WITHOUT PREFERENCE
11 - EFFECTIVE YIELD CONDITION IPCA + 12.87%
12 - PREMIUM/DISCOUNT
13 - NOMINAL AMOUNT (Reais) 1,221.38
14 - AMOUNT ISSUED (Million Reais) 146,565
15 - NO. OF SECURITIES ISSUED (UNIT) 120,000
16 - OUTSTANDING SECURITIES (UNIT) 120,000
17 - TREASURY SECURITIES (UNIT) 0
18 - REDEEMED SECURITIES (UNIT) 0
19 - CONVERTED SECURITIES (UNIT) 0
20 - SECURITIES TO BE PLACED (UNIT) 0
21 - LAST RENEGOTIATION DATE
22 - DATE OF NEXT EVENT 10/15/2010

Page: 80

14.01 - CHARACTERISTICS of the PUBLIC OR PRIVATE ISSUE OF DEBENTURES

1- ITEM 05
2 - ORDER No. 10
3 - REGISTRATION Nº. AT CVM PRIVATE ISSUANCE
4 - REGISTRATION DATE AT CVM
5 - SERIES ISSUED 1
6 - TYPE OF ISSUE SIMPLE
7 - ISSUED NATURE PRIVATE
8 - ISSUE DATE 11/15/2009
9 - MATURITY DATE 11/15/2020
10 - TYPE OF DEBENTURE REAL
11 - EFFECTIVE YIELD CONDITION TJLP + 1.92%
12 - PREMIUM/DISCOUNT
13 - NOMINAL AMOUNT (Reais) 2,780,061.17
14 - AMOUNT ISSUED (Million Reais) 77,841
15 - NO. OF SECURITIES ISSUED (UNIT) 28
16 - OUTSTANDING SECURITIES (UNIT) 28
17 - TREASURY SECURITIES (UNIT) 0
18 - REDEEMED SECURITIES (UNIT) 0
19 - CONVERTED SECURITIES (UNIT) 0
20 - SECURITIES TO BE PLACED (UNIT) 0
21 - LAST RENEGOTIATION DATE
22 - DATE OF NEXT EVENT 11/15/2010

Page: 81

14.01 - CHARACTERISTICS of the PUBLIC OR PRIVATE ISSUE OF DEBENTURES

1- ITEM 06
2 - ORDER No. 10
3 - REGISTRATION Nº. AT CVM PRIVATE ISSUANCE
4 - REGISTRATION DATE AT CVM
5 - SERIES ISSUED 2
6 - TYPE OF ISSUE SIMPLE
7 - ISSUED NATURE PRIVATE
8 - ISSUE DATE 11/15/2009
9 - MATURITY DATE 12/15/2020
10 - TYPE OF DEBENTURE REAL
11 - EFFECTIVE YIELD CONDITION IPCA + 9.53%
12 - PREMIUM/DISCOUNT
13 - NOMINAL AMOUNT (Reais) 2,910,676.91
14 - AMOUNT ISSUED (Million Reais) 87,320
15 - NO. OF SECURITIES ISSUED (UNIT) 30
16 - OUTSTANDING SECURITIES (UNIT) 30
17 - TREASURY SECURITIES (UNIT) 0
18 - REDEEMED SECURITIES (UNIT) 0
19 - CONVERTED SECURITIES (UNIT) 0
20 - SECURITIES TO BE PLACED (UNIT) 0
21 - LAST RENEGOTIATION DATE
22 - DATE OF NEXT EVENT 11/15/2010

Page: 82

14.01 - CHARACTERISTICS of the PUBLIC OR PRIVATE ISSUE OF DEBENTURES

1- ITEM 07
2 - ORDER No. 10
3 - REGISTRATION Nº. AT CVM PRIVATE ISSUANCE
4 - REGISTRATION DATE AT CVM
5 - SERIES ISSUED 3
6 - TYPE OF ISSUE SIMPLE
7 - ISSUED NATURE PRIVATE
8 - ISSUE DATE 11/15/2009
9 - MATURITY DATE 11/15/2020
10 - TYPE OF DEBENTURE REAL
11 - EFFECTIVE YIELD CONDITION TJLP + 1.92%
12 - PREMIUM/DISCOUNT
13 - NOMINAL AMOUNT (Reais) 2,780,061.17
14 - AMOUNT ISSUED (Million Reais) 116,762
15 - NO. OF SECURITIES ISSUED (UNIT) 42
16 - OUTSTANDING SECURITIES (UNIT) 42
17 - TREASURY SECURITIES (UNIT) 0
18 - REDEEMED SECURITIES (UNIT) 0
19 - CONVERTED SECURITIES (UNIT) 0
20 - SECURITIES TO BE PLACED (UNIT) 0
21 - LAST RENEGOTIATION DATE
22 - DATE OF NEXT EVENT 11/15/2010

Page: 83

14.01 - CHARACTERISTICS of the PUBLIC OR PRIVATE ISSUE OF DEBENTURES

1- ITEM 08
2 - ORDER No. 11
3 - REGISTRATION Nº. AT CVM CVM/SER/DEB/2010/015
4 - REGISTRATION DATE AT CVM 04/21/2010
5 - SERIES ISSUED 1
6 - TYPE OF ISSUE SIMPLE
7 - ISSUED NATURE PRIVATE
8 - ISSUE DATE 03/01/2010
9 - MATURITY DATE 03/01/2015
10 - TYPE OF DEBENTURE WITHOUT PREFERENCE
11 - EFFECTIVE YIELD CONDITION DI+1.95%
12 - PREMIUM/DISCOUNT
13 - NOMINAL AMOUNT (Reais) 1,009.58
14 - AMOUNT ISSUED (Million Reais) 817,759
15 - NO. OF SECURITIES ISSUED (UNIT) 810,000
16 - OUTSTANDING SECURITIES (UNIT) 810,000
17 - TREASURY SECURITIES (UNIT) 0
18 - REDEEMED SECURITIES (UNIT) 0
19 - CONVERTED SECURITIES (UNIT) 0
20 - SECURITIES TO BE PLACED (UNIT) 0
21 - LAST RENEGOTIATION DATE
22 - DATE OF NEXT EVENT 03/01/2011

Page: 84

14.01 - CHARACTERISTICS of the PUBLIC OR PRIVATE ISSUE OF DEBENTURES

1- ITEM 09
2 - ORDER No. 11
3 - REGISTRATION Nº. AT CVM CVM/SER/DEB/2010/016
4 - REGISTRATION DATE AT CVM 04/21/2010
5 - SERIES ISSUED 2
6 - TYPE OF ISSUE SIMPLE
7 - ISSUED NATURE PRIVATE
8 - ISSUE DATE 03/01/2010
9 - MATURITY DATE 03/01/2013
10 - TYPE OF DEBENTURE WITHOUT PREFERENCE
11 - EFFECTIVE YIELD CONDITION DI+1.40%
12 - PREMIUM/DISCOUNT
13 - NOMINAL AMOUNT (Reais) 1,009.15
14 - AMOUNT ISSUED (Million Reais) 408,705
15 - NO. OF SECURITIES ISSUED (UNIT) 405,000
16 - OUTSTANDING SECURITIES (UNIT) 405,000
17 - TREASURY SECURITIES (UNIT) 0
18 - REDEEMED SECURITIES (UNIT) 0
19 - CONVERTED SECURITIES (UNIT) 0
20 - SECURITIES TO BE PLACED (UNIT) 0
21 - LAST RENEGOTIATION DATE
22 - DATE OF NEXT EVENT 03/01/2011

Page: 85

14.01 - CHARACTERISTICS of the PUBLIC OR PRIVATE ISSUE OF DEBENTURES

1- ITEM 10
2 - ORDER No. 12
3 - REGISTRATION Nº. AT CVM NO REGISTRATION (CVM Instr. 476/09)
4 - REGISTRATION DATE AT CVM 06/23/2010
5 - SERIES ISSUED UN
6 - TYPE OF ISSUE SIMPLE
7 - ISSUED NATURE PRIVATE
8 - ISSUE DATE 06/22/2010
9 - MATURITY DATE 06/01/2025
10 - TYPE OF DEBENTURE WITHOUT PREFERENCE
11 - EFFECTIVE YIELD CONDITION TR+9.5%
12 - PREMIUM/DISCOUNT
13 - NOMINAL AMOUNT (Reais) 1,007.90
14 - AMOUNT ISSUED (Million Reais) 503,950
15 - NO. OF SECURITIES ISSUED (UNIT) 500,000
16 - OUTSTANDING SECURITIES (UNIT) 500,000
17 - TREASURY SECURITIES (UNIT) 0
18 - REDEEMED SECURITIES (UNIT) 0
19 - CONVERTED SECURITIES (UNIT) 0
20 - SECURITIES TO BE PLACED (UNIT) 0
21 - LAST RENEGOTIATION DATE
22 - DATE OF NEXT EVENT 10/01/2010

Page: 86

20.0 1 - OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY

1. CHANGE IN THE INTEREST HELD BY THE CONTROLLING SHAREHOLDER, DIRECTORS AND OFFICERS

CONSOLIDATED SHAREHOLDING POSITION OF CONTROLLING SHAREHOLDER, DIRECTORS AND OFFICERS AND OUTSTANDING SHARES Position at September 30, 2010 — Shareholder Number of Common Shares (In units) % Total Number of Shares (In units) %
Controlling Shareholder
State Finance Department 114,508,085 50.3% 114,508,085 50.3%
Management
Board of Directors 5,210 0 5,210 0
Executive Board - - - -
Supervisory Board - - - -
Treasury Shares - - - -
Other Shareholders
Total 114,513,295 50.3% 114,513,295 50.3%
Outstanding Shares 113,323,328 49.7% 113,323,328 49.7%
CONSOLIDATED SHAREHOLDING POSITION OF CONTROLLING SHAREHOLDER, DIRECTORS AND OFFICERS AND OUTSTANDING SHARES Position at September 30, 2009 — Shareholder Number de Common Shares (In units) % Number Total de Ações (In units) %
Controlling Shareholder
State Finance Department 114,508,085 50.3% 114,508,085 50.3%
Management
Board of Directors 5,2010 0 5,210 0
Executive Board - - - -
Supervisory Board - - - -
Treasury Shares - - - -
Other Shareholders
Total 114,513,295 50.3% 114,513,295 50.3%
Outstanding Shares 113,323,328 49.7% 113,323,328 49.7%

Page: 87

2. SHAREHOLDING POSITION

SHAREHOLDING POSITION OF HOLDERS OF MORE THAN 5% OF SHARES OF EACH CATEGORY AND CLASS OF SHARES OF THE COMPANY, UP TO THE LEVEL OF INDIVIDUAL — Company: CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO Position at September 30, 2010 (In Shares)
Common Shares Total
Shareholder Number % Number %
State Finance Department 114,508,085 50.3 114,508,085 50.3

3. ARBITRATION COMMITMENT CLAUSE

The Company, its shareholders, Managers and member of the fiscal council undertake to resolve, by arbitration, any and all dispute or controversy that may arise between them, related to or arising from, specially, the application, effectiveness, interpretation, violation and its effects, of the provisions included in Law 6404/76, in its by-laws, in the norms issued by the National Monetary Council, by the Central Bank of Brazil and by the Brazilian Securities and Exchange Commission, as well as in other norms applicable to the operation of the capital markets in general, in addition to those contained in the Listing Regulation of the New Market, the Contract of Participation in the New Market and the Arbitration Regulation of the Arbitration Chamber of the Market, to be conducted with the Arbitration Chamber of the Market organized by BM&BOVESPA in accordance with the Regulation of such Chamber, observed the exception applicable to the unavailable rights.

Page: 88

*20.01 - REPORT ON THE LIMITED REVIEW - UNQUALIFIED*

Report of the independent auditors’ review

To the Board of Directors and Stockholders

Companhia de Saneamento Básico do Estado de São Paulo - SABESP

1 We have reviewed the accounting information included in the Quarterly Information (ITR) of Companhia de Saneamento Básico do Estado de São Paulo – SABESP (“Company”) and subsidiaries (parent company and consolidated), for the quarter ended September 30, 2010, comprising the balance sheets and the statements of income, of changes in stockholders’ equity, of cash flows and of value added, explanatory notes and the performance report. This Quarterly Information is the responsibility of the Company’s management.

2 Our review was carried out in accordance with specific standards established by the Institute of Independent Auditors of Brazil (IBRACON), in conjunction with the Federal Accounting Council (CFC), and mainly comprised: (a) inquiries of and discussions 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) a review of information and of subsequent events which have, or could have, significant effects on the financial position and operations of the Company and its subsidiaries.

3 Based on our limited review, we are not aware of any material modifications that should be made to the quarterly information referred to above in order that it be stated in accordance with the accounting practices adopted in Brazil applicable to the preparation of the Quarterly Information, consistent with the standards issued by the Brazilian Securities Commission (CVM).

4 As mentioned in Note 2, the CVM has approved several Pronouncements, Interpretations and Technical Guidance issued by the Brazilian Accounting Pronouncements Committee (CPC) to be effective as from 2010, which altered the accounting practices adopted in Brazil. As permitted by CVM Resolution No. 603/09, the Company’s management has opted to present its Quarterly Information by using the accounting standards adopted in Brazil until December 31, 2009. As required by said Resolution, Note 2 to the Quarterly Information discloses this fact and also provides a description of the main changes that may have an impact on the Company's year-end financial statements, as well as an estimate of their possible effects on stockholders' equity and results of operations.

5 As mentioned in Note 5, the Company and the Government of the State of São Paulo entered into an agreement to settle the so-called “uncontroversial amount”, referring to the reimbursement of payments related to retirement and pension plans paid by the Company, in the name and on account of the Government of the

Page: 89

State of São Paulo. The recovery of this asset may be influenced by: (a) the resolution of legal uncertainties caused by public action and legislative authorization related to the transfer of reservoirs to the Company, amounting to R$ 696,283 thousand and (b) the financial collection of other amounts, amounting R$ 197,688 thousand.

São Paulo, November 12, 2010

PricewaterhouseCoopers

Auditores Independentes

CRC 2SP000160/O-5

Valdir Renato Coscodai

Contador CRC 1SP165875/O -6

Page: 90

INDEX

Group Table Description Page
01 01 IDENTIFICATION 1
01 02 REGISTERED OFFICE 1
01 03 INVESTOR RELATIONS OFFICER (Company’s mailing address) 1
01 04 ITR REFERENCE 1
01 05 CAPITAL STOCK 2
01 06 COMPANY’S CHARACTERISTICS 2
01 07 COMPANIES NOT INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS 2
01 08 PROCEEDS IN CASH 2
01 09 PAID-IN CAPITAL AND CHANGES IN THE CURRENT FISCAL YEAR 3
01 10 INVESTOR RELATIONS OFFICER 3
02 01 BALANCE SHEETS - ASSETS 4
02 02 BALANCE SHEETS - LIABILITIES 6
03 01 STATEMENT OF INCOME 8
04 01 04 -STATEMENT OF CASH FLOWS 10
05 01 05 -STATEMENT OF CHANGES TO SHAREHOLDERS’ EQUITY FROM 07/01/2010 to 09/30/2010 12
05 02 05 -STATEMENT OF CHANGES TO SHAREHOLDERS’ EQUITY FROM 01/01/2010 to 09/30/2010 13
08 01 CONSOLIDATED BALANCE SHEETS - ASSETS 14
08 02 CONSOLIDATED BALANCE SHEETS - LIABILITIES 16
09 01 CONSOLIDATED STATEMENT OF INCOME 18
10 01 10.01 -CONSOLIDATED STATEMENT OF CASH FLOWS 20
11 01 11 - STATEMENT OF CONSOLIDATED CHANGES TO SHAREHOLDERS’ EQUITY FROM 07/01/2010 to 09/30/2010 22
11 02 11 - STATEMENT OF CONSOLIDATED CHANGES TO SHAREHOLDERS’ EQUITY FROM 01/01/2010 to 09/30/2010 23
06 01 EXPLANATORY NOTES 24
07 01 COMMENTS ON THE COMPANY’S PERFORMANCE IN THE QUARTER 71
12 01 COMMENTS ON THE COMPANY’S CONSOLIDATED PERFORMANCE IN THE QUARTER 78
14 01 CHARACTERISTICS OF THE PUBLIC OR PRIVATE ISSUANCE OF DEBENTURES 79
20 01 OTHER INFORMATION THAT THE COMPANY DEEMS RELEVANT 88
21 01 REPORT ON THE LIMITED REVIEW 91

Page: 91

SIGNATURE

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

Date: February 11, 2011

Companhia de Saneamento Básico do Estado de São Paulo - SABESP
By: /s/ Rui de Britto Álvares Affonso
Name: Rui de Britto Álvares Affonso Title: Chief Financial Officer and Investor Relations Officer

FORWARD-LOOKING STATEMENTS

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.

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