ULTRAPAR HOLDINGS INC

Form 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report Of Foreign Private Issuer

Pursuant To Rule 13a-16 Or 15d-16 Of

The Securities Exchange Act Of 1934

For the month of May, 2007

Commission File Number: 001-14950

ULTRAPAR HOLDINGS INC.

(Translation of Registrant’s Name into English)

Avenida Brigadeiro Luis Antonio, 1343, 9º Andar

São Paulo, SP, Brazil 01317-910

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of 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):

Yes No X

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):

Yes No X

Indicate by check mark whether by furnishing the information contained in this Form, the Registrant 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, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

ULTRAPAR HOLDINGS INC.

TABLE OF CONTENTS

ITEM
1.
1Q07 Earnings Release

Item 1

São Paulo, May 9, 2007 - Ultrapar Participações S.A. (BOVESPA: UGPA4 / NYSE: UGP), a company engaged in the distribution of LPG (Ultragaz), the production of chemicals (Oxiteno), and in providing integrated solutions for special bulk cargo (Ultracargo), hereby reports its results for the first quarter of 2007.

| IR
contact E-mail:
[email protected] Telephone:
55 11 3177-7014 Website:
www.ultra.com.br Results
Conference Call Local
Conference Call Date:
May 11,
2007 10
a.m. (US
EST) Telephone:
55
11 2101-4848 Code:
Ultrapar International
Conference Call Date:
May 11,
2007 11:30
a.m. (US
EST) Brazilian
participants: 0-800-891-3951 US
participants: 1-800-418-6854 International
participants: 1 (973) 935-8893 Code:
Ultrapar
or 8750766 Ultrapar
Participações S.A. UGPA4
= R$ 60.90/ share UGP
= US$ 29.40 / ADR (03/30/2007) | In
March 2007 we carried out the acquisition of the fuel and lubricant
distribution businesses of Ipiranga Group in the South and Southeast
regions, in one of the largest acquisition transactions ever carried
out
in Brazil. In parallel, the other businesses of Ultrapar have continued
to
grow in 1Q07, with consolidated EBITDA of R$ 115 million, 8% up
on
1Q06 Ø ANNOUNCING
OF
THE ACQUISITION OF THE IPIRANGA GROUP TOGETHER WITH PETROBRAS AND
BRASKEM Ø EBITDA
AT
ULTRAGAZ AMOUNTED TO R$ 60 MILLION IN 1Q07, UP 9% COMPARED TO
1Q06 Ø EBITDA
AT
OXITENO TOTALLED R$ 42 MILLION, UP 4% COMPARED TO 1Q06 Ø EBITDA
AT
ULTRACARGO AMOUNTED TO R$ 11 MILLION, 19% HIGHER THAN IN 1Q06 |
| --- | --- |
| ● | “In
one of
the largest acquisition transactions in the history of Brazil,
we acquired
the Ipiranga’s fuel and lubricant distribution businesses in the South and
Southeast regions of Brazil, together with the Ipiranga brand,
moving
Ultrapar up to a new level of size and scale, and generating several
results and growth opportunities for the company. With this, Ultrapar
reinforces its commitment to sustainable growth, taking another
step
forward in the project of increasing its presence in the capital
market” Pedro
Wongtschowski - CEO |

Summary of the First Quarter 2007

| Profit
and Loss Data Ultrapar
Consolidated | 1Q07 | 1Q06 | 4Q06 | D (%) 1Q07v1Q06 | D (%) 1Q07v4Q06 |
| --- | --- | --- | --- | --- | --- |
| Net
Sales and Services | 1,174 | 1,098 | 1,204 | 7% | (2%) |
| Gross
Profit | 223 | 199 | 233 | 12% | (4%) |
| Operating
Profit | 67 | 59 | 69 | 14% | (3%) |
| EBITDA | 115 | 107 | 115 | 8% | 0% |
| Net
Earnings | 37 | 57 | 48 | (35%) | (23%) |
| Earning
per share* | 0.46 | 0.70 | 0.60 | (35%) | (23%) |
| Amounts
in
R$ million (except EPS) | | | | | |

** Based on the weighted average of the number of shares during the period*

| Operational
Data Ultragaz | 1Q07 | 1Q06 | 4Q06 | D (%) 1Q07v1Q06 | D (%) 1Q07v4Q06 |
| --- | --- | --- | --- | --- | --- |
| Total
Volume (‘000 tons) | 368 | 355 | 388 | 3% | (5%) |
| Bottled | 247 | 240 | 267 | 3% | (7%) |
| Bulk | 121 | 115 | 121 | 4% | (1%) |

| Operational
Data Oxiteno | 1Q07 | 1Q06 | 4Q06 | D (%) 1Q07v1Q06 | D (%) 1Q07v4Q06 |
| --- | --- | --- | --- | --- | --- |
| Total
Volume (‘000 tons) | 144 | 129 | 131 | 12% | 10% |
| Sales
in
Brazil | 112 | 86 | 96 | 29% | 16% |
| Sales
outside
Brazil | 32 | 42 | 35 | (25%) | (8%) |

| Operational
Data Ultracargo | 1Q07 | 1Q06 | 4Q06 | D (%) 1Q07v1Q06 | D (%) 1Q07v4Q06 |
| --- | --- | --- | --- | --- | --- |
| Effective
storage (‘000 m 3 ) 1 | 263 | 225 | 251 | 17% | 5% |
| Total
kilometrage (million) | 8.9 | 12.6 | 8.8 | (29%) | 2% |

1 monthly average

| Macroeconomic
Indicators | 1Q07 | 1Q06 | 4Q06 | D (%) 1Q07v1Q06 | D (%) 1Q07v4Q06 |
| --- | --- | --- | --- | --- | --- |
| Exchange
rate
-average (R$/US$) | 2.1078 | 2.1959 | 2.1520 | (4%) | (2%) |
| Brazilian
basic interest rate (CDI) | 3.0% | 4.0% | 3.1% | (25%) | (3%) |
| Inflation
in
the period (IPCA) | 1.3% | 1.4% | 1.1% | (7%) | 18% |

Highlights

Ø Ultrapar acquires Ipiranga’s fuel distribution businesses in the South and Southeast regions - on March 19, 2007, Ultrapar, together with Petrobras and Braskem, announced the acquisition of the Ipiranga Group, in one of the largest acquisition transactions ever carried out in Brazil. Ultrapar acquired the fuel and lubricant distribution businesses in the South and Southeast regions of Brazil, keeping the Ipiranga brand. The transaction, for Ultrapar, consists of 4 steps, being: (i) the acquisition of the shares owned by the families that made up the controlling block of the Ipiranga Group (carried out on April 18, 2007) (ii) the carrying out of a mandatory tender offer for the common shares held by the minority shareholders of CBPI, RPI and DPPI (tag-along offer), a request for which was filed with the CVM on May 02, 2007, (iii) the exchange offer of the preferred shares of CBPI, RPI and DPPI and (iv) the split of the assets acquired between Ultrapar, Petrobras and Braskem. It is estimated that the entire transaction will be completed by 4Q07.

As a result of this acquisition, Ultrapar, the largest LPG distributor in the country, has also become the second largest fuel distribution company in Brazil, with a market share of approximately 15% of the Brazilian market - with market shares that range from 17% to 40% in the regions in which it operates (South and Southeast) - and approximately 3,300 service stations. Ipiranga’s estimated results from the businesses acquired by Ultrapar in 2006 amounted to net revenues of R$ 19 billion and R$ 340 million of EBITDA.

The distribution of fuels and lubricants is an activity whose main success drivers are similar to those of the distribution of LPG: a major brand, logistics efficiency and efficiency in managing the resellers network. These components combined with its higher capacity for investment, put Ultrapar in a position to benefit from growth opportunities, which can be leveraged by the improvement in income among the Brazilian population - already being reflected in record nationwide vehicles sales - and by Brazil's competitiveness in bio fuels, particularly in the production of ethanol. At Ipiranga, Ultrapar will apply the same management methods used in its businesses, focusing on the sustainable growth, alignment of interest and simplicity and agility of the decision process.

The results of the distribution and lubricants business of South and Southeast regions acquired from the Ipiranga Group will begin to be consolidated in Ultrapar’s results as from April.

Ø Ultrapar expands its operations in Mexico - in April, Ultrapar announced that its subsidiary CANAMEX acquired the operational sulfate and sulfonate assets of Unión Química S.A. de C.V. in Mexico. The assets of Unión Química include a plant with an installed production capacity of 8,600 tons/year of sulfates/sulfonates, which that mainly serves the cosmetics and detergents segments, with potential annual revenue generation of approximately US$ 10 million. The cost of the acquisition is US$ 4.0 million, without the assumption of any debt, being entirely financed by CANAMEX in the local market. The success of CANAMEX operations, with a 49% growth in sales volume during 2006, reinforces Ultrapar's long-term commitment to the Mexican market, where new investment opportunities continue to be identified. This acquisition represents another step in strengthening Oxiteno's presence in Mexico.

Ø Ultrapar acquires Petrolog Serviços e Armazéns Gerais - in May, Ultracargo took another step in its strategy of being recognized as the Brazilian largest and most complete logistical provider for special bulk cargo, through the acquisition of Petrolog for R$ 10 million. Petrolog is a provider of in-house logistics operations, engaged in the areas of: management of finished products, packaging, inventories control, storage and despatch to the domestic and international markets, in customer facilities. The acquired operation generates annual revenues of R$ 11 million, with an expressive growth potential.

rapar in the Macroeconomic Scenario

Ultrapar in the Macroeconomic Scenario

During the first quarter of this year several economic indicators reflected the expansion in the Brazilian economy, particularly retail commerce which in February recorded a 10% growth compared to the same period in 2006, in real terms, basically reflecting governmental income transfer programs and the greater credit availability. On the other hand, the international scenario of high liquidity levels and the entrance of foreign investment inBrazil resulted in major foreign exchange inflows, further strengthening the Brazilian Real.

The increase in income among the Brazilian population continued to benefit the LPG market, which in the first quarter of the year achieved growth of 3% compared to the same period in 2006. Ultragaz’s sales performance

was slightly better than the Brazilian market, particularly because of higher sales of the bulk segment. In such way, Ultragaz's EBITDA amounted to R$ 60 million in 1Q07, up 9% and 3% compared to 1Q06 and 4Q06, respectively.

In 1Q07 Oxiteno reported EBITDA 4% higher than in the same period of the previous year, as a consequence of commercial initiatives and the greater availability of ethylene, which resulted in higher sales volume and better sales quality, total volumes being up 12% and 10% in relation to 1Q06 and 4Q06, respectively. As a result, this neutralized the negative effects of the appreciation in the Brazilian Real and the rise in the international price of ethylene - the company's main raw material. Compared to 4Q06, EBITDA at Oxiteno was down 9%.

Ultracargo has begun to capture the gains of its strategic initiatives implemented over the last few years, and the start of operations of the expansion project at the Suape Terminal, with EBITDA showing an increase of 19% and 22% compared to 1Q06 and 4Q06, respectively.

Ultrapar's consolidated EBITDA totalled R$ 115 million in 1Q07, up 8% compared to 1Q06, and stable compared to 4Q06.

Quarterly EBITDA

Operational Performance

Ultragaz - The Brazilian LPG market expanded by 3% in 1Q07, compared to 1Q06, basically reflecting the improvement in income among the Brazilian population. In the same period, the volume sold by Ultragaz amounted to 368,000 tons, 3.5% higher than the volume sold in 1Q06 and exceeding the market's expansion rate, basically due to an increase of 4% in the bulk segment, result of the higher consumption by certain clients. In the bottled segment, sales volume was up by 3%, in line with the expansion in the market as a whole. Compared to 4Q06, Ultragaz's sales volume was down 5%, basically due to the seasonal drop in volume between the two periods.

Sales Volume - Ultragaz (in '000 tons)

Oxiteno - Total sales volume at Oxiteno in 1Q07 amounted to 144,000 tons, up 12% on 1Q06, as a result of a better economy and the higher availability of ethylene, the highest growth being seen in the domestic market, where sales volume was up by 29%resulting in a better geographical sales mix. Growth in the domestic market took place in a widely spread manner in the various segments served by Oxiteno - sales of specialty chemicals saw an increase of 11,000 tons, the result of commercial initiatives and gains in market share, while commodities sales rose by 14,000 tons, due to the increase in local demand. In the export market, sales dropped back by 25% compared to 1Q06, consequence of higher sales in the domestic market. Canamex's sales volume was up 49% in the quarter, amounting to 8,500 tons. Compared to 4Q06, Oxiteno's total sales volume was up 10%, expanding by 16% in the domestic market.

Sales Volume - Oxiteno ('000 tons)

Ultracargo - Average storage volume at Ultracargo, measured in cubic metres, in 1Q07 was 17% higher than in 1Q06, basically due to the expansion in operations at the Santos Intermodal Terminal and the Suape Terminal, whose expansion was completed in 4Q06. Compared to 4Q06 storage capacity increased by 5% as a result of the expansion at the Suape Terminal. In the transport segment, the total kilometres travelled was down 29% compared to 1Q06, as a result of the decision to focus its operations in rendering services with higher aggregate value. In comparison to 4Q06, kilometrage travelled remained stable.

Economic - Financial Performance

Net Sales and Services - Ultrapar's net consolidated sales and services in 1Q07 amounted to R$ 1,174 million, 7% up on the net sales in 1Q06 and 2% lower than in 4Q06.

Net Sales and Services (in R$ million )

Ultragaz - Net sales and services at Ultragaz amounted to R$ 735 million in 1Q07, 6% higher than the figure in 1Q06, basically due to an increase of 3.5% in volume sold and the benefits generated by the company’s distribution structure review. Compared to 4Q06, there was a reduction of 5%, in line with the seasonal drop in sales volume.

Oxiteno - Oxiteno reported net sales and services of R$ 396 million in 1Q07, up 11% compared to 1Q06, basically due to an increase in sales volume of 12% - the 4% appreciation in the Brazilian Real against the US Dollar offset the better geographical sales mix and higher prices in the international market. Compared to 4Q06 there was an increase of 2% as a result of growth in sales on, offset by (i) a higher proportion of commodities in the volume sold, and (ii) the appreciation of the Brazilian Real against the US Dollar.

Ultracargo - Net revenues from services at Ultracargo amounted to R$ 54 million in 1Q07, down 7% compared to 1Q06 as a result of the reduction in transport operations, partly offset by an increase in average storage. Compared to 4Q06, net revenues were stable.

Cost of Sales and Services - Ultrapar's cost of sales and services amounted to R$ 951 million in 1Q07, 6% higher than in 1Q06, and down 2% on 4Q06.

Ultragaz - The cost of sales and services at Ultragaz amounted to R$ 618 million in 1Q07, up 4% on 1Q06, due to an increase of 3.5% in volume sold and higher personnel expenses as a result of collective wage agreements implemented. Compared with 4Q06, there was a reduction of 5%, due to a seasonal drop in sales volume and non-recurring costs booked in 4Q06.

Oxiteno - Oxiteno's cost of sales and services in 1Q07 amounted to R$ 311 million, up 12% on 1Q06, compatible with the volume sold. The increase in the cost of ethylene in dollar terms was compensated for by the appreciation of 4% in the Brazilian Real against the US dollar. Compared to 4Q06, there was an increase of 5% in the cost of sales and services, less than the increase of 10% in sales volume, as a result of the appreciation in the Real and the change in product mix, with a lower proportion of specialty chemicals.

Ultracargo - The cost of services provided by Ultracargo amounted to R$ 33 million in 1Q07, down 13% and 1% compared to 1Q06 and 4Q06, respectively, principally related to the drop in costs in the transport division.

Sales, General and Administrative Expenses - Ultrapar's sales, general and administrative expenses amounted to R$ 156 million, up 11% on 1Q06 and down 5% on 4Q06, respectively.

Ultragaz - Sales, general and administrative expenses at Ultragaz totalled R$ 86 million in 1Q07, up 16% compared to 1Q06, basically due to: (i) an increase in personnel expenses as a result of annual collective wage agreements and expansion in the size of the workforce - compatible with the company's new commercial structure; and (ii) higher expenses on advertising and marketing, the result of sales campaigns. Compared to 4Q06, there was a drop of 5%, basically due to a reduction in sales volume and extraordinary expenses booked in 4Q06.

Oxiteno - Sales, general and administrative expenses at Oxiteno amounted to R$ 55 million in 1Q07, 11% higher than in 1Q06, due to (i) an increase in sales volume, (ii) higher sales expenses at Canamex, as a result of increased sales volume, including exports and (iii) higher personnel expenses as a result of annual collective wage agreements. Compared to 4Q06, there was a reduction of 4%, basically as a result of a reduction in international freight expenses and lower personnel expenses.

Ultracargo - Ultracargo's sales, general and administrative expenses totalled R$ 16 million in 1Q07, down 11% on 1Q06, due to downsizing in the workforce as a result of the reduction in transport operations, partially offset by higher expenses from the expansion into storage operations. Compared to 4Q06, there was a drop of 6% as a result of adjustment in the size of the workforce.

EBITDA - Ultrapar reported consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) of R$ 115 million in 1Q07, up 8% compared to 1Q06, and stable compared to 4Q06.

EBITDA (in R$ million)

Ultragaz - EBITDA at Ultragaz amounted to R$ 60 million in 1Q07, up 9% on 1Q06, due to growth in sales volume as well as the benefits generated by the company’s distribution structure review. Compared to 4Q06, there was an improvement of 3%.

Oxiteno - EBITDA at Oxiteno totalled R$ 42 million in 1Q07, 4% up on 1Q06, basically due to an increase in sales volume, partially offset by the appreciation of 4% in the Brazilian Real and an increase in the dollar-denominated cost of ethylene. Compared to 4Q06, there was a reduction of 9% due basically to the higher portion of commodities as a percentage of overall sales volume and the appreciation of the Brazilian Real against the US dollar.

Ultracargo - Ultracargo presented EBITDA of R$ 11 million in 1Q07, up 19% and 22%, respectively on 1Q06 and 4Q06, as a result of expansion in storage operations and the restructuring of operations in the transport segment, prioritizing operations with a higher aggregate value.

Financial result - Ultrapar reported net financial expenses of R$ 8 million in 1Q07, compared to net financial revenues of R$ 12 million in 1Q06. The financial result in 1Q06 was beneficiated from the extraordinary gain of R$ 16 million as a result of the winning of lawsuits related to the levy of PIS and COFINS on financial revenues. Additionally, t his result reflects a drop in the company's net cash position, which was R$ 127 million at the end of 1Q06, compared to a net debt of R$ 48 million in 1Q07.

Benefit of tax holidays - in December 2006 the income tax exemption enjoyed by Oxiteno's unit at Camaçari expired, and a request was filed with ADENE (Northeast Development Agency), responsible to manage this incentive program, asking for a 75 % reduction in income tax until 2016. Ultrapar expects to have a response to this request in the next few weeks, having been successful in previous lawsuits of this nature. If the income tax reduction is approved, Oxiteno should wait for the Federal Tax Authorities to issue its opinion, which has a time limit of 120 days to occur. Only after this period Oxiteno can book the amount of the tax benefit in its results, retrospectively to January 1, 2007. Should the fiscal benefit had already been obtained since January 1, 2007, the total expense with income tax and social contribution would have been reduced in R$ 6.2 million.

Net Earnings - Ultrapar's consolidated net earnings in 1Q07 amounted to R$ 37 million, 35% and 23% lower than the net earnings in 1Q06 and 4Q06, respectively, basically due to the effects mentioned in the financial result and benefit of tax holidays.

Investments - Total investment (CAPEX) in the quarter amounted to R$ 120 million, allocated as follows:

• At Ultragaz, mainly on the renewal of existing cylinders and tanks, as well as in the expansion of the overall amount.

• At Oxiteno, investments were basically concentrated on production capacity expansion projects, particularly in the building of the fatty alcohol plant, expansion to specialty chemical production capacity and expansion of the ethylene oxide production capacity at Mauá.

• Ultracargo basically allocated its investment on the expansion of the Aratu terminal for the storage of palm oil and the maintenance of its operational bases.

Ultrapar in the capital markets

Ultrapar’s shares appreciated by 24% during 1Q07, while the Ibovespa and IBX indices appreciated by 3% and 2%, respectively. Over the past 12 months, Ultrapar’s shares have appreciated by 60% on Bovespa and 66% on the NYSE. In this same period, the Ibovespa and Dow Jones appreciated by 21% and 11%, respectively. Ultrapar's average daily trading volume amounted to R$ 10 million/day in 1Q07, in comparison with R$ 6 million/day in 1Q06, adding together the trading volume on Bovespa and the NYSE.

Outlook

Ultrapar will continue to focus on investment in capacity expansion, aiming at the sustained growth in its businesses. Some positive effects of the initiatives taken at Oxiteno and Ultracargo were already seen in this quarter, with a significant improvement in sales volumes. Ultragaz continues to benefit from operational improvements as a result of the distribution structure review. Additionally, the acquisition of the fuel and lubricant distribution operations of the Ipiranga Group has taken Ultrapar up to a new level in terms of size and scale, with several growth and better results opportunities for the company. With this, Ultrapar reinforces its commitment to sustainable growth, taking another step forward in its project for the capital markets.

Forthcoming Events

Conference Call / Webcast for market analysts: May 11, 2007

Ultrapar will be holding conference calls for market analysts on May 11 2007, to comment on the company's results in the first quarter of 2007 and future outlook. The presentation will be available for download on the company's website one hour prior to the conference calls.

National: 10 a.m. (US EST) / 11 a.m. (Brazil time)

Telephone number for registration (by May 10, 5 p.m. US EST): 55 11 2103-1687

Address for registration: [email protected]

Code: Ultrapar

For connection please call 5 minutes before the conference call on telephone number 55 11 2101-4848 .

International: 11:30 a.m. (US EST) /12:30 p.m. (Brazil time)

Participants in Brazil: 0-800-891-3951

Participants in the USA: 1-800-418-6854

International participants: +1 (973) 935-8893

Code: Ultrapar or 8750766

WEBCAST live by Internet on site www.ultra.com.br . Please connect 15 minutes in advance.

This document may contain forecasts of future events. Such predictions merely reflect the expectations of the Company's management. Words such as: "believe", "expect", "plan", "strategy", "prospects", "envisage", "estimate", "forecast", "anticipate", "may" and other words with similar meaning are intended as preliminary declarations regarding expectations and future forecasts. Such declarations are subject to risks and uncertainties, anticipated by the Company or otherwise, which could mean that the reported results turn out to be significantly different from those forecast. Therefore, the reader should not base investment decisions solely on these estimates.

10 -

Operational and Market Information

| Financial
Focus | 1Q07 | 1Q06 | 4Q06 |
| --- | --- | --- | --- |
| Ultrapar
-
EBITDA Margin | 10% | 10% | 10% |
| Ultrapar
- Net
Margin | 3% | 5% | 4% |

Productivity	1Q07	1Q06	4Q06
EBITDA
R$/ton
Ultragaz	164	156	151
EBITDA
R$/ton
Oxiteno	293	314	353

| Focus
on Human Resources | 1Q07 | 1Q06 | 4Q06 |
| --- | --- | --- | --- |
| Number
of
employees: Ultrapar | 6,978 | 6,981 | 6,885 |
| Number
of
employees: Ultragaz | 4,461 | 4,377 | 4,424 |
| Number
of
employees: Oxiteno | 1,330 | 1,214 | 1,263 |
| Number
of
employees: Ultracargo | 964 | 1,178 | 981 |

| Focus
on Capital Markets | 1Q07 | 1Q06 | 4Q06 |
| --- | --- | --- | --- |
| Quantity
of
shares (million) | 81,325 | 81,325 | 81,325 |
| Market
Value 1 - R$
million | 4,278 | 2,791 | 3,707 |
| Bovespa | | | |
| Average
Daily
Volume (‘ 000 shares) | 124,716 | 73,065 | 71,254 |
| Average
Daily
Financial Volume (R$' 000) | 6,572 | 2,507 | 3,204 |
| Average
Share
Price (R$ /' 000 shares) | 52.7 | 34.3 | 45.0 |
| Nyse | | | |
| Quantity
of
ADRs 2 (' 000
ADRs) | 12,601 | 11,319 | 11,795 |
| Average
Daily
Volume (ADRs) | 65,473 | 96,398 | 49,505 |
| Average
Daily
Financial Volume (US$' 000) | 1,629 | 1,528 | 1,067 |
| Average
Price
(US$ / ADRs) | 24.9 | 15.9 | 22.6 |
| Total³ | | | |
| Average
Daily
Volume ('000 shares) | 190,189 | 169,463 | 120,759 |
| Average
Daily
Financial Volume (R$' 000) | 10,004 | 5,851 | 5,504 |

1 Calculated based on the weighted average price in the period

2 1 ADR = 1 Preferred Share

3 Total = BOVESPA + NYSE

All financial information is presented according to the accounting principles laid down in Brazilian Corporate Legislation (BR GAAP). All figures are expressed in Brazilian Reais, except for the amounts on page 18, which are expressed in US dollars and were obtained using the average rate of exchange (commercial dollar rate) for the corresponding periods.

For additional information please contact:

Investor Relations Department - Ultrapar Participações S.A.

(55 11) 3177-7014

[email protected]

www.ultra.com.br

11 -

ULTRAPAR PARTICIPAÇÕES S/A

CONSOLIDATED BALANCE SHEET

In millions of reais - Accounting practices adopted in Brazil

MAR		MAR	DEC
2007		2006	2006
ASSETS
Cash
and cash
equivalents	869.1		1,085.1	1,070.1
Trade
accounts
receivable	383.7		335.0	360.0
Inventories	228.0		208.4	217.2
Other	167.1		100.6	159.8
Total
Current
Assets	1,647.9		1,729.1	1,807.1
Investments	30.7		32.4	30.8
Property,
plant and equipment	1,238.5		1,070.2	1,172.8
Deferred
charges	116.2		102.5	112.3
Long
term
investments	551.3		382.1	548.0
Other
long
term assets	186.9		165.1	178.8
Total
Long
Term Assets	2,123.6		1,752.3	2,042.7
TOTAL
ASSETS	3,771.5		3,481.4	3,849.8
LIABILITIES
Loans
and
financing	125.4		129.7	102.8
Debentures	303.1		4.2	12.8
Suppliers	104.4		94.4	112.5
Payroll
and
related charges	66.0		56.3	81.2
Taxes	23.2		14.8	18.0
Other
accounts
payable	41.9		21.1	104.1
Total
Current
Liabilities	664.0		320.5	431.4
Loans
and
financing	1,040.2		905.9	1,081.8
Debentures	-		300.0	300.0
Income
and
social contribution taxes	26.2		24.5	26.0
Other
long
term liabilities	38.8		46.3	44.0
Total
Long
Term Liabilities	1,105.2		1,276.7	1,451.8
TOTAL
LIABILITIES	1,769.2		1,597.2	1,883.2
STOCKHOLDERS'
EQUITY
Capital	946.0		946.0	946.0
Capital
reserve	0.6		0.4	0.6
Revalution
reserves	12.6		14.6	13.0
Profit
reserves	971.7		829.0	973.9
Retained
earnings	37.6		63.4	-
Total
Stockholders' Equity	1,968.5		1,853.4	1,933.5
Minority
Interests	33.8		30.8	33.1
TOTAL
STOCKHOLDERS' EQUITY & M.I.	2,002.3		1,884.2	1,966.6
TOTAL
LIAB. AND STOCKHOLDERS' EQUITY	3,771.5		3,481.4	3,849.8
Cash
and Long
term investments	1,420.4		1,467.2	1,618.1
Debt	1,468.7		1,339.8	1,497.4
Net
cash
(debt)	(48.3	)	127.4	120.7

12 -

ULTRAPAR PARTICIPAÇÕES S/A

CONSOLIDATED STATEMENT OF INCOME

In millions of reais (except per share data) - Accounting practices adopted in Brazil

MAR		MAR		DEC		MAR		MAR
2007		2006		2006		2007		2006
Net
sales and
services	1,174.1		1,097.7		1,203.8		1,174.1		1,097.7
Cost
of sales
and services	(950.9	)	(898.7	)	(970.6	)	(950.9	)	(898.7	)
Gross
profit	223.2		199.0		233.2		223.2		199.0
Operating
expenses
Selling	(53.2	)	(46.0	)	(58.4	)	(53.2	)	(46.0	)
General
and
administrative	(70.8	)	(63.8	)	(74.1	)	(70.8	)	(63.8	)
Depreciation
and amortization	(31.8	)	(30.6	)	(30.8	)	(31.8	)	(30.6	)
Other
operating income (expenses)	(0.1	)	0.6		(0.5	)	(0.1	)	0.6
Income
before
equity and financial
results	67.3		59.2		69.4		67.3		59.2
Financial
results	(7.9	)	12.4		(1.3	)	(7.9	)	12.4
Financial
income	31.8		33.7		38.6		31.8		33.7
Financial
expenses	(34.7	)	(32.3	)	(40.6	)	(34.7	)	(32.3	)
Taxes
on
financial activities	(5.0	)	11.0		0.7		(5.0	)	11.0
Equity
in
earnings (losses) of affiliates
Affiliates	(0.1	)	-		0.3		(0.1	)	-
Nonoperating
income (expense)	(0.8	)	(2.1	)	2.4		(0.8	)	(2.1	)
Income
before
taxes and profit sharing	58.5		69.5		70.8		58.5		69.5
Provision
for
income and social contribution tax	(23.4	)	(23.0	)	(24.9	)	(23.4	)	(23.0	)
Benefit
of tax
holidays	2.8		11.4		4.2		2.8		11.4
Income
before
minority interest	37.9		57.9		50.1		37.9		57.9
Minority
interest	(0.7	)	(1.1	)	(1.7	)	(0.7	)	(1.1	)
Net
Income	37.2		56.8		48.4		37.2		56.8
EBITDA	115.1		106.6		115.4		115.1		106.6
Depreciation
and amortization	47.8		47.4		46.0		47.8		47.4
Investments	122.7		54.4		106.4		122.7		54.4
RATIOS
Earnings
/
share - R$	0.46		0.70		0.60		0.46		0.70
Net
debt /
Stockholders' equity	0.02		Na		Na
Net
debt / LTM
EBITDA	0.10		Na		Na
Net
interest
expense / EBITDA	0.07		Na		0.01		0.07		Na
Gross
margin	19%		18%		19%		19%		18%
Operating
margin	6%		5%		6%		6%		5%
EBITDA
margin	10%		10%		10%		10%		10%

13 -

ULTRAPAR PARTICIPAÇÕES S/A

CONSOLIDATED CASH FLOW STATEMENT

In millions of reais - Accounting practices adopted in Brazil

2007		2006
Cash
Flows from operating activities	13.4		52.2
Net
income	37.2		56.8
Minority
interest	0.7		1.1
Depreciation
and amortization	47.8		47.4
Working
capital	(49.5	)	(19.3	)
Financial
expenses (A)	(2.0	)	(23.6	)
Deferred
income and social contribution taxes	(7.9	)	(0.6	)
Other (B)	(12.9	)	(9.6	)
Cash
Flows from investing activities	(122.7	)	(54.4	)
Additions
to
property, plant, equipment and deferred charges (C)	(120.3	)	(54.4	)
Acquisition
of
minority interests (including treasury shares)	(2.4	)	-
Cash
Flows from (used in) financing activities	(88.4	)	(154.1	)
Short
term
debt, net	(48.4	)	(78.4	)
Issuances	23.8		12.1
Related
companies	(1.7	)	(1.3	)
Dividends
paid (D)	(62.1	)	(86.5	)
Increase
of
capital	-		-
Net
increase (decrease) in cash and cash equivalents	(197.7	)	(156.3	)
Cash
and cash equivalents at the beginning of the period
(E)	1,618.1		1,623.6
Cash
and cash equivalents at the end of the period (E)	1,420.4		1,467.3
Supplemental
disclosure of cash flow information
Cash
paid for
interest (F)	28.3		33.8
Cash
paid for
taxes on income (G)	3.8		1.7

(A) Not including financial income. Comprised basically of financial expenses, in particular, exchange variations.

(B) Comprised mainly cost of permanent asset sold and noncurrent assets and liabilities net.

(D) Including dividends paid by Ultrapar and its subsidiaries.

(E) Included Long term investments.

(F) Included in cash flow used in financing activities.

(G) Included in cash flow from operating activities.

14 -

ULTRAGAZ PARTICIPAÇÕES LTDA.

CONSOLIDATED BALANCE SHEET

In millions of reais - Accounting practices adopted in Brazil

MAR	MAR	DEC
2007	2006	2006
OPERATING
ASSETS
Trade
accounts
receivable	153.3	155.7	160.2
Inventories	40.6	45.0	31.1
Other	11.1	14.7	12.1
Property,
plant & equipment	391.7	411.0	399.1
Deferred
charges	84.9	74.4	82.8
TOTAL
OPERATING ASSETS	681.6	700.8	685.3
OPERATING
LIABILITIES
Suppliers	24.1	22.3	32.2
Payroll
and
related charges	35.3	28.6	43.5
Taxes	4.1	3.8	3.9
Other
accounts
payable	1.3	2.2	1.3
TOTAL
OPERATING LIABILITIES	64.8	56.9	80.9

ULTRAGAZ PARTICIPAÇÕES LTDA.

CONSOLIDATED STATEMENT OF INCOME

In millions of reais - Accounting practices adopted in Brazil

| | QUARTERS
ENDED IN — MAR | | MAR | | DEC | | ACCUMULATED — MAR | | MAR | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | 2007 | | 2006 | | 2006 | | 2007 | | 2006 | |
| Net
sales | 735.4 | | 694.2 | | 774.6 | | 735.4 | | 694.2 | |
| Cost
of sales
and services | (618.3 | ) | (593.6 | ) | (653.4 | ) | (618.3 | ) | (593.6 | ) |
| Gross
profit | 117.1 | | 100.6 | | 121.2 | | 117.1 | | 100.6 | |
| Operating
expenses | | | | | | | | | | |
| Selling | (28.8 | ) | (24.4 | ) | (33.4 | ) | (28.8 | ) | (24.4 | ) |
| General
and
administrative | (28.0 | ) | (21.5 | ) | (28.9 | ) | (28.0 | ) | (21.5 | ) |
| Depreciation
and amortization | (29.3 | ) | (28.2 | ) | (28.4 | ) | (29.3 | ) | (28.2 | ) |
| Other
operating results | 0.1 | | 0.5 | | (0.5 | ) | 0.1 | | 0.5 | |
| EBIT | 31.1 | | 27.0 | | 30.0 | | 31.1 | | 27.0 | |
| EBITDA | 60.4 | | 55.3 | | 58.4 | | 60.4 | | 55.3 | |
| Depreciation
and amortization | 29.3 | | 28.2 | | 28.4 | | 29.3 | | 28.2 | |
| RATIOS | | | | | | | | | | |
| Gross
margin | 16 | % | 14 | % | 16 | % | 16 | % | 14 | % |
| Operating
margin | 4 | % | 4 | % | 4 | % | 4 | % | 4 | % |
| EBITDA
margin | 8 | % | 8 | % | 8 | % | 8 | % | 8 | % |

15 -

OXITENO S/A - INDÚSTRIA E COMÉRCIO

CONSOLIDATED BALANCE SHEET

In millions of reais - Accounting practices adopted in Brazil

MAR	MAR	DEC
2007	2006	2006
OPERATING
ASSETS
Trade
accounts
receivable	213.8	160.4	180.6
Inventories	183.7	159.9	182.5
Other	110.3	44.6	104.9
Property,
plant & equipment	629.0	457.2	559.7
Deferred
charges	15.4	10.5	13.5
TOTAL
OPERATING ASSETS	1,152.2	832.6	1,041.2
OPERATING
LIABILITIES
Suppliers	76.0	67.1	76.9
Payroll
and
related charges	21.8	19.1	28.4
Taxes	15.4	7.1	11.0
Other
accounts
payable	1.9	2.3	1.5
TOTAL
OPERATING LIABILITIES	115.1	95.6	117.8

OXITENO S/A - INDÚSTRIA E COMÉRCIO

CONSOLIDATED STATEMENT OF INCOME

In millions of reais - Accounting practices adopted in Brazil

MAR		MAR		DEC		MAR		MAR
2007		2006		2006		2007		2006
Net
sales	396.2		357.4		387.1		396.2		357.4
Cost
of goods
sold
Variable	(274.2	)	(242.9	)	(259.6	)	(274.2	)	(242.9	)
Fixed	(27.3	)	(26.9	)	(26.9	)	(27.3	)	(26.9	)
Depreciation
and amortization	(9.9	)	(9.4	)	(9.2	)	(9.9	)	(9.4	)
Gross
profit	84.8		78.2		91.4		84.8		78.2
Operating
expenses
Selling	(24.3	)	(21.2	)	(24.5	)	(24.3	)	(21.2	)
General
and
administrative	(28.3	)	(25.9	)	(30.1	)	(28.3	)	(25.9	)
Depreciation
and amortization	(2.1	)	(2.0	)	(2.1	)	(2.1	)	(2.0	)
Other
operating results	-		-		0.2		-		-
EBIT	30.1		29.1		34.9		30.1		29.1
EBITDA	42.1		40.5		46.1		42.1		40.5
Depreciation
and amortization	12.0		11.4		11.2		12.0		11.4
RATIOS
Gross
margin	21	%	22	%	24	%	21	%	22	%
Operating
margin	8	%	8	%	9	%	8	%	8	%
EBITDA
margin	11	%	11	%	12	%	11	%	11	%

16 -

ULTRACARGO PARTICIPAÇÕES LTDA.

CONSOLIDATED BALANCE SHEET

In millions of reais - Accounting practices adopted in Brazil

| | QUARTERS
ENDED IN — MAR | MAR | DEC |
| --- | --- | --- | --- |
| | 2007 | 2006 | 2006 |
| OPERATING
ASSETS | | | |
| Trade
accounts
receivable | 22.2 | 23.9 | 25.0 |
| Inventories | 3.7 | 3.5 | 3.6 |
| Other | 8.0 | 6.0 | 6.0 |
| Property,
plant & equipment | 207.2 | 192.7 | 204.4 |
| Deferred
charges | 10.9 | 8.0 | 10.1 |
| TOTAL
OPERATING ASSETS | 252.0 | 234.1 | 249.1 |
| OPERATING
LIABILITIES | | | |
| Suppliers | 9.2 | 10.3 | 9.0 |
| Payroll
and
related charges | 8.8 | 8.5 | 9.3 |
| Taxes | 2.4 | 2.8 | 1.8 |
| Other
accounts
payable | - | - | 0.2 |
| TOTAL
OPERATING LIABILITIES | 20.4 | 21.6 | 20.3 |

ULTRACARGO PARTICIPAÇÕES LTDA.

CONSOLIDATED STATEMENT OF INCOME

In millions of reais - Accounting practices adopted in Brazil

MAR		MAR		DEC		MAR		MAR
2007		2006		2006		2007		2006
Net
sales	54.3		58.1		54.0		54.3		58.1
Cost
of sales
and services	(33.1	)	(38.0	)	(33.5	)	(33.1	)	(38.0	)
Gross
profit	21.2		20.1		20.5		21.2		20.1
Operating
expenses
Selling	(0.1	)	(0.4	)	(0.5	)	(0.1	)	(0.4	)
General
and
administrative	(16.1	)	(17.9	)	(16.8	)	(16.1	)	(17.9	)
Depreciation
and amortization	(0.1	)	(0.1	)	(0.1	)	(0.1	)	(0.1	)
Other
operating results	(0.1	)	-		(0.2	)	(0.1	)	-
EBIT	4.8		1.7		2.9		4.8		1.7
EBITDA	11.1		9.3		9.1		11.1		9.3
Depreciation
and amortization	6.3		7.6		6.2		6.3		7.6
RATIOS
Gross
margin	39	%	35	%	38	%	39	%	35	%
Operating
margin	9	%	3	%	5	%	9	%	3	%
EBTIDA
margin	20	%	16	%	17	%	20	%	16	%

17 -

ULTRAPAR PARTICIPAÇÕES S/A

CONSOLIDATED INCOME STATEMENT In millions of US dollars (except per share data) - Accounting practices adopted in Brazil

| | QUARTERS
ENDED IN — MAR | MAR | DEC | ACCUMULATED — MAR | MAR |
| --- | --- | --- | --- | --- | --- |
| (US$
millions) | 2007 | 2006 | 2006 | 2007 | 2006 |
| Net
sales | | | | | |
| Ultrapar | 557.0 | 499.9 | 559.3 | 557.0 | 499.9 |
| Ultragaz | 348.9 | 316.1 | 359.9 | 348.9 | 316.1 |
| Oxiteno | 188.0 | 162.8 | 179.9 | 188.0 | 162.8 |
| Ultracargo | 25.8 | 26.5 | 25.1 | 25.8 | 26.5 |
| EBIT | | | | | |
| Ultrapar | 31.9 | 27.0 | 32.2 | 31.9 | 27.0 |
| Ultragaz | 14.8 | 12.3 | 13.9 | 14.8 | 12.3 |
| Oxiteno | 14.3 | 13.3 | 16.2 | 14.3 | 13.3 |
| Ultracargo | 2.3 | 0.8 | 1.4 | 2.3 | 0.8 |
| Operating
margin | | | | | |
| Ultrapar | 6% | 5% | 6% | 6% | 5% |
| Ultragaz | 4% | 4% | 4% | 4% | 4% |
| Oxiteno | 8% | 8% | 9% | 8% | 8% |
| Ultracargo | 9% | 3% | 5% | 9% | 3% |
| EBITDA | | | | | |
| Ultrapar | 54.6 | 48.6 | 53.6 | 54.6 | 48.6 |
| Ultragaz | 28.7 | 25.2 | 27.1 | 28.7 | 25.2 |
| Oxiteno | 20.0 | 18.4 | 21.5 | 20.0 | 18.4 |
| Ultracargo | 5.3 | 4.2 | 4.2 | 5.3 | 4.2 |
| EBITDA
margin | | | | | |
| Ultrapar | 10% | 10% | 10% | 10% | 10% |
| Ultragaz | 8% | 8% | 8% | 8% | 8% |
| Oxiteno | 11% | 11% | 12% | 11% | 11% |
| Ultracargo | 20% | 16% | 17% | 20% | 16% |
| Net
income | | | | | |
| Ultrapar | 17.6 | 25.9 | 22.5 | 17.6 | 25.9 |
| Net
income /
share (US$) | 0.22 | 0.32 | 0.28 | 0.22 | 0.32 |

18 -

ULTRAPAR PARTICIPAÇÕES S/A

LOANS, DEBENTURES, CASH AND MARKETABLE SECURITIES

In millions of reais - Accounting practices adopted in Brazil

| Loans
and debentures | | | Ultrapar | Ultrapar | Currency() | Minimum | | Maximum | Maturity | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Ultragaz | Oxiteno | Ultracargo | Holding | Consolidated | | | | | | |
| Foreign
Currency | | | | | | | | | | |
| Sindicated
loan | - | 124.7 | - | - | 124.7 | US$ | 5.1 | | 5.1 | 2008 |
| Financings
for
Property Plant & Equipment | - | 13.9 | - | - | 13.9 | MX$
+ TIIE
() | 1.3 | | 2.0 | 2009
to
2011 |
| Working
capital loan | - | 4.1 | - | - | 4.1 | MX$
+ TIIE
() | 1.0 | | 1.0 | 2008 |
| Export
prepayment, net of linked operations | - | 10.4 | - | - | 10.4 | US$ | 6.2 | | 6.2 | 2008 |
| Foreign
financing | - | 24.6 | - | - | 24.6 | US$
+
LIBOR | 2.0 | | 2.0 | 2009 |
| Notes | 522.9 | - | - | - | 522.9 | US$ | 7.3 | | 7.3 | 2015 |
| Notes | 126.2 | - | - | - | 126.2 | US$ | 9.0 | | 9.0 | 2020 |
| National
Bank
for Economic | 7.3 | 0.6 | 2.8 | - | 10.7 | UMBNDES() | 8.6 | | 10.4 | 2007
to
2011 |
| and
Social
Development - BNDES | 4.6 | 4.4 | 1.2 | - | 10.2 | US$ | 7.7 | | 10.8 | 2010
to
2013 |
| Advances
on
Foreign Exchange Contracts | - | 4.0 | - | - | 4.0 | US$ | 5.2 | | 5.6 | Maximum
of 59
days |
| Subtotal | 661.0 | 186.7 | 4.0 | - | 851.7 | | | | | |
| Local
Currency | | | | | | | | | | |
| National
Bank
for Economic | 86.0 | 55.9 | 54.8 | - | 196.7 | TJLP
() | 1.5 | | 4.9 | 2007
to
2013 |
| and
Social
Development - BNDES | - | 4.6 | - | - | 4.6 | IGP-M
() | 6.5 | | 6.5 | 2008 |
| Agency
for Financing Machinery and
Equipment | | | | | | | | | | |
| (FINAME) | 0.4 | 12.1 | 24.4 | - | 36.9 | TJLP
() | 2.5 | | 4.9 | 2007
to
2011 |
| Research
and
projects financing (FINEP) | - | 55.4 | - | - | 55.4 | TJLP
() | (2.0 | ) | 5.0 | 2009
to
2014 |
| Debentures | - | - | - | 303.1 | 303.1 | CDI
(*) | 102.5 | | 102.5 | 2008 |
| Banco
do
Nordeste do Brasil | - | 19.8 | - | - | 19.8 | - | 9.8 | | 11.5 | 2018 |
| Other | - | 0.2 | 0.3 | - | 0.5 | - | - | | - | |
| Subtotal | 86.4 | 148.0 | 79.5 | 303.1 | 617.0 | | | | | |
| Total | 747.4 | 334.7 | 83.5 | 303.1 | 1,468.7 | | | | | |
| Composition
per Annum | | | | | | | | | | |
| Up
to 1
Year | 43.0 | 58.4 | 24.0 | 303.1 | 428.5 | | | | | |
| From
1 to 2
Years | 29.4 | 166.3 | 24.5 | - | 220.2 | | | | | |
| From
2 to 3
Years | 14.3 | 56.8 | 21.8 | - | 92.9 | | | | | |
| From
3 to 4
Years | 9.8 | 20.0 | 7.2 | - | 37.0 | | | | | |
| Thereafter | 650.9 | 33.2 | 6.0 | - | 690.1 | | | | | |
| Total | 747.4 | 334.7 | 83.5 | 303.1 | 1,468.7 | | | | | |

(*) TJLP - Long Term Interest Rate / IGPM - Market General Price Index / UMBNDES - BNDES Basket of Currencies / TIIE - Interbank Interest Rate Even / CDI - interbank deposit rate

| | Balance
in March/2007 — Ultragaz | Oxiteno | Ultracargo | Ultrapar
Holding | Other | Ultrapar
Consolidated |
| --- | --- | --- | --- | --- | --- | --- |
| Cash
and Long term investments | 93.2 | 1,157.5 | 65.7 | 103.9 | 0.1 | 1,420.4 |

19 -

SIGNATURES

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.

| /s/ André
Covre |
| --- |
| Name:
André Covre |
| Title:
Chief Financial and Investor Relations
Officer |

(1Q07 Earnings Release)

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