0001292814-05-001590 Sample Contracts

CONDITIONAL PUT OPTION AGREEMENT
Conditional Put Option Agreement • September 15th, 2005 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores

in their capacity as shareholders of Vieri (as herein defined) and hereinafter collectively referred to as the “AD Group”, and, together with Casino (as herein defined) the Controlling Shareholder of CBD (as herein defined), as defined in this Put Option Agreement.

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1st ADDENDUM TO AND RESTATEMENT OF THE SHAREHOLDERS AGREEMENT OFSENDAS DISTRIBUIDORA S.A.
Shareholders Agreement • September 15th, 2005 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores

The Shareholders hereby resolve for the purposes and effects of Article 118 of Law No. 6404, of December 15, 1976, to enter into to this 1st Addendum to the Shareholders Agreement, in order to amend and restate the Shareholders Agreement executed by the parties on February 29, 2004, whereby the Shareholders Agreement becomes effective in accordance with the clauses and conditions established below, which have been freely covenanted among the Shareholders and the intervening consenting parties, all of whom undertake to observe them and cause them to be observed.

INVESTMENT AND JOINT VENTURE AGREEMENT
Investment and Joint Venture Agreement • September 15th, 2005 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores • Rio de Janeiro

The companies named and identified below, collectively referred to as Shareholders, and individually and indiscriminately referred to as Shareholder,

FAMILY SHARE CALL OPTION AGREEMENT
Family Share Call Option Agreement • September 15th, 2005 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores

PENÍNSULA PARTICIPAÇÕES LTDA., a limited liability company organized and existing under the laws of the Federative Republic of Brazil, with registered head offices in the city of São Paulo, State of São Paulo, Brazil, at Avenida Brigadeiro Luiz Antônio, No. 3.126, and enrolled with the Brazilian Corporate Taxpayer File (CNPJ/MF) under No. 58.292.210/0001 -80, herein represented in accordance with its Articles of Association (hereinafter referred to as “Península”); and

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