3rd Quarter 2005

contractual price increases. These same factors caused Ultracargo's net sales and services to increase 5% in relation to 2Q05.

Cost of Goods Sold (COGS) – Ultrapar's cost of goods sold amounted to R$ 1.0 billion in 3Q05, an increase of 1% compared to 3Q04, and 6% compared to 2Q05. For the first nine months of 2005, the cost of goods sold was 4% higher than the same period in 2004.

Ultragaz – The cost of goods sold in 3Q05 increased by 4% in relation to 3Q04, and up 7% compared to 2Q05, due principally to: (i) higher sales volume, (ii) higher freight costs and (iii) the increase in personnel costs, of particular note being the annual collective wage agreement celebrated.

Oxiteno – The cost of goods sold at Oxiteno in 3Q05 amounted to R$ 309 million, down 6% compared to 3Q04, in line with the change in sales volume – an increase of 15% in the dollar cost of ethylene arising from the rise in oil prices, was compensated by the appreciation in the Brazilian Real. Compared to 2Q05, Oxiteno's cost of goods sold increased by 4%, less than the increase of 9% in volumes sold, as a function of the appreciation in the Brazilian Real.

Ultracargo – The cost of services provided in 3Q05 amounted to R$ 40 million, an increase of 21% when compared to 3Q04, as a result of the new operations, the rise in fuel costs and the annual collective wage agreement. When compared to 2Q05, the cost of services provided by Ultracargo increased by 8%, impacted mainly by the startup of operations at the Santos Intermodal Terminal - TIS - and by the increase in fuel costs.

Sales, General and Administrative Expenses – Ultrapar's sales, general and administrative expenses amounted to R$ 141 million in 3Q05, a drop of 3% in relation to 3Q04 and an increase of 7% in relation to 2Q05. For the first nine months of 2005, Ultrapar's sales, general and administrative expenses amounted to R$ 410 million, practically in line with the figure in the same period in 2004.

Ultragaz – Sales, general and administrative expenses at Ultragaz amounted to R$ 73 million in 3Q05, down 5% in relation to 3Q04, basically as a result of rationalization efforts during the year. In comparison with 2Q05, sales, general and administrative expenses saw an increase of 5% impacted by: (i) the collective wage increase agreement; and (ii) the increase of 5% in volume sold in 3Q05, compared to 2Q05.

Oxiteno – Sales, general and administrative expenses amounted to R$ 52 million in the quarter, down 9% when compared to 3Q04. Sales expenses were down 9%, basically due to lower export sales volume, reducing the costs of export freights. Administrative expenses were down 10%, due to lower personnel expenses, due basically to the reduction in the provision for employee profit-sharing payments. In relation to 2Q05, sales, general and administrative expenses increased by 6%, basically as a result of the rise in administrative expenses.

Ultracargo – Ultracargo's sales, general and administrative expenses amounted to R$ 17 million in 3Q05, up 31% in relation to 3Q04, principally due to the increase in personnel costs, as a result of expansion in the size of the workforce, due to new operations, and the collective wage increase agreement. In comparison with 2Q05, sales, general and administrative expenses were up 21%, the main impacts being the increase in the size of the workforce and the rise in general and administrative expenses as a result of the startup of operations at the Santos Intermodal Terminal - TIS.

EBITDA – Ultrapar reported consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) of R$ 127 million in 3Q05, a reduction of 42% in relation to 3Q04 and 23% compared to 2Q05. Despite the good sales volumesi, the company's financial performance was affected mainly by the continuing appreciation in the Brazilian Real, the drop in the average price of petrochemical products in relation to the previous quarter and the strong cost pressure as a consequence of higher oil prices. For the first nine months of 2005, Ultrapar's EBITDA amounted to R$ 459 million, 17% lower than the EBITDA reported in the same period in 2004.

Ultragaz – Ultragaz reported EBITDA of R$ 53 million, down 28% in relation to that reported in 3Q04, due basically to the drop in the average sales price as a result of a more competitive market and the rise in freight costs. Compared to 2Q05, EBITDA at Ultragaz was down 15%, due to increased costs and operational expenses, as a consequence of higher diesel prices and the wage increase agreements. Ultragaz's profitability, as measured in EBITDA/ton, amounted to R$ 130/ton in this third quarter, R$ 53/ton and R$ 30/ton lower than 3Q04 and 2Q05, respectively.

- 9 -

	3rd Quarter 2005

Oxiteno – Oxiteno ended 3Q05 with EBITDA of R$ 60 million, 55% and 31% lower than 3Q04 and 2Q05, respectively. These reductions were due to: (i) 21% appreciation of the Brazilian Real against the US dollar between 3Q04 in 3Q05; (ii) the higher level of oil prices, which has put pressure on costs; and (iii) the lower price of glycol in 3Q05. Even in such an extremely unfavorable operating environment, Oxiteno's profitability, measured in EBITDA/ton, amounted to US$ 172/ton in the 3Q05, in line with the company’s annual historic average.

Ultracargo – Ultracargo reported an increase of 9% in EBITDA for 3Q05, compared to 3Q04, largely due to the increased operational volume. When compared to 2Q05, EBITDA at Ultracargo was down 9%, principally due to the costs and expenses generated as a result of the startup of operations at the Santos Intermodal Terminal, still without corresponding proportional revenues.

EBITDA (in R$ million)

Financial Results – Ultrapar reported net financial expense of R$ 3 million in 3Q05, compared to R$ 15 million in 3Q04, a decrease of 82%. Compared to 2Q05, net financial expenses were 84% lower. The main factor behind this reduction was the 5% appreciation in the Brazilian Real during the 3Q05, compared to 8% in the 3Q04 and 12% in the 2Q05. Furthermore, interest income was higher in this 3Q05 as a result of the company's increased net cash position.

Net Earnings – Consolidated net earnings in 3Q05 amounted to R$ 67 million, down 48% and 25%, respectively, in relation to 3Q04 and 2Q05. Net earnings for the first nine months of 2005 amounted to R$ 257 million, down 16% in relation to the same period in 2004.

Investments – Total capital expenditures (CAPEX) in the quarter amounted to R$ 52 million, distributed as follows:

• At Ultragaz, allocated basically to renewal of its vehicle fleet and expansion of the small bulk segment (UltraSystem).
  
  
• At Oxiteno, invested principally in expanding its specialty chemicals production capacity, development of new applications, and on quality improvement.
  
  
• At Ultracargo, investments were mainly allocated to the completion of the Santos Intermodal Terminal (TIS) and expansion of its transport fleet.
  

- 10 -

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	3rd Quarter 2005

CAPEX* 3Q05		R$ MM		% over
				Total
Ultragaz		24		46	%
Oxiteno		21		40	%
Ultracargo		7		14	%
Ultrapar		52		100	%
*Net of disposals

Consolidated capital expenditures and acquisitions,

net of disposals - R$ million

Ultrapar in the Capital Markets

Ultrapar's shares depreciated by 8% in the third quarter of 2005. In this same period, the Ibovespa and the IBX appreciated by 26% and 29%, respectively. The average daily volume traded in Ultrapar's shares in 3Q05 amounted to R$ 5.3 million, an increase of 18% compared to the same period in 2004.

Price comparison: UGPA4 x Ibovespa x IBX

(base 100)

Average Daily Traded Volume

(R$ million)

Reverse split of the shares – With a view to simplifying the quotation and trading of its shares, in the third quarter of 2005 Ultrapar carried out a reverse split of its shares, consolidating each lot of 1,000 shares, into 1 share of such type and class. Consequently, the share price quoted on the São Paulo Stock Exchange (Bovespa) is now traded with a unit quote, and no longer per lot of 1,000 shares, while the new ratio of PN shares to ADRs became 1:1.

Outlook

We believe that the Company's performance over the short term is still likely to be adversely affected by the strong Brazilian Real and the high level of oil prices. As Brazilian interest rates start to come down (Central Bank has reduced the Selic rate by 0.75 percentage points since September), this raises prospects for a more vigorous economy over the medium term. We have consistently expanded the company's sales volumes and we are investing in projects that will ensure substantial increase of production capacity at Oxiteno, mainly from 2007 onwards, based on products with a higher value added.

- 11 -

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	3rd Quarter 2005

Forthcoming Events

Conference Call/ Webcast for market analysts: November 11, 2005

Ultrapar will be holding a conference call for analysts on November 11, 2005, to comment on the Company's performance in the third quarter of 2005 and perspectives. The presentation will be available for downloading in the company's website one hour prior to the conference calls.

Brazilian conference: 11:30 am (Brazil)
Telephone number for registration (up to November 10, 6:00 pm): +55 11 2103-1687
Address for registration: conferencecall@wittel.com.br
Code: Ultrapar
For connection, please call 5 minutes before the conference call on telephone number +55 11 2101-1490.

International: 10:30 am (US EST) / 1:30 pm (Brazil)
Participants in Brazil: 0-800-891-3951
Participants in the US: 1-800-322-0079
Other international participants: +1 (973) 935-2100
Code: Ultrapar or 6537815

WEBCAST: live broadcast through the Internet at the site www.ultra.com.br. Please connect to the webcast 15 minutes in advance.

 

- 12 -

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	3rd Quarter 2005

Operational and Market Information

Financial Focus		3Q05		3Q04		2Q05		9M05		9M04
Ultrapar - EBITDA margin		10%		17%		14%		13%		15%
Ultrapar - net margin		5%		10%		7%		7%		9%
Productivity		3Q05		3Q04		2Q05		9M05		9M04
EBITDA R$/ton Ultragaz		130		183		160		139		176
EBITDA R$/ton Oxiteno		403		839		639		639		791
Focus on Human Resources		3Q05		3Q04		2Q05		9M05		9M04
Number of employees: Ultrapar		7,031		6,638		6,877		7,031		6,638
Number of employees: Ultragaz		4,522		4,415		4,452		4,522		4,415
Number of employees: Oxiteno		1,181		1,113		1,161		1,181		1,113
Number of employees: Ultracargo		1,107		905		1,058		1,107		905
Focus on Capital Markets		3Q05		3Q04		2Q05		9M05		9M04
Quantity of shares (' 000)		81,325		69,691		81,325		81,325		69,691
Market value3 – R$ million		3,134		2,666		3,459		3,415		2,441
Bovespa
Average daily volume (shares)		78,689		96,567		95,090		84,738		66,224
Average daily financial volume (R$' 000)		3,033		3,728		4,019		3,558		2,393
Average price (R$ /share)		38.5		38.6		42.3		41.9		36.1
NYSE
Quantity of ADRs1 (' 000 ADRs)		10,161		3,705		10,098		10,161		3,705
Average daily volume (ADRs)		59,513		19,823		73,161		59,544		17,374
Average daily financial volume (US$'000)		961		263		1,260		1,001		210
Average price (US$ / ADRs)		16.1		13.3		17.2		16.8		12.1
Total2
Average daily volume shares)		138,202		116,391		168,251		147,494		83,598
Average daily financial volume (R$ ’000)		5,293		4,506		7,158		6,426		3,015
1 1 ADR = 1 preferred share
2 Total = BOVESPA + NYSE
3 Calculated based on the weighted average price in the period

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 17, which are expressed in US dollars and were obtained using the average rate of exchange (commercial dollar rate) for the corresponding periods.

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.

For additional information please contact:
Investor Relations Department - Ultrapar Participações S.A.
(55 11) 3177-6695
invest@ultra.com.br
www.ultra.com.br

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	3rd Quarter 2005

ULTRAPAR PARTICIPAÇÕES S/A
CONSOLIDATED BALANCE SHEET
In millions of reais - Accounting practices adopted in Brazil

		QUARTERS ENDED IN
		SEP		SEP		JUN
		2005		2004		2005
ASSETS
Cash and cash equivalents		636.3		531.8		600.2
Trade accounts receivable		362.2		366.7		361.3
Inventories		174.9		175.0		222.4
Other		119.9		115.9		131.2
Total Current Assets		1,293.3		1,189.4		1,315.1
Investments		32.3		33.5		35.6
Property, plant and equipment		1,056.5		1,024.5		1,059.0
Deferred charges		100.7		94.6		96.3
Long term investments		359.5		34.3		354.7
Other long term assets		136.4		108.4		121.4
Total Long Term Assets		1,685.4		1,295.3		1,667.0
TOTAL ASSETS		2,978.7		2,484.7		2,982.1
LIABILITIES
Loans and financing		131.4		308.0		135.0
Debentures		4.4		-		18.7
Suppliers		68.1		82.2		62.5
Payroll and related charges		74.5		86.2		64.8
Taxes		19.5		15.7		17.7
Other accounts payable		22.1		18.6		21.4
Total Current Liabilities		320.0		510.7		320.1
Loans and financing		385.8		283.1		396.2
Debentures		300.0		-		300.0
Income and social contribution taxes		33.1		31.7		32.9
Other long term liabilities		61.4		60.7		65.1
Total Long Term Liabilities		780.3		375.5		794.2
TOTAL LIABILITIES		1,100.3		886.2		1,114.3
STOCKHOLDERS' EQUITY
Capital		946.0		664.0		946.0
Capital reserve		0.3		-		0.2
Revalution reserves		15.3		16.7		15.7
Profit reserves		685.5		668.4		685.4
Retained earnings		201.4		213.3		190.9
Total Stockholders' Equity		1,848.5		1,562.4		1,838.2
Minority Interests		29.9		36.1		29.6
TOTAL STOCKHOLDERS' EQUITY & M.I.		1,878.4		1,598.5		1,867.8
TOTAL LIAB. AND STOCKHOLDERS' EQUITY		2,978.7		2,484.7		2,982.1
Cash and Long term investments		995.8		566.1		954.9
Debt		821.6		591.1		849.9
Net cash (debt)		174.2		(25.0	)	105.0

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	3rd Quarter 2005

     ULTRAPAR PARTICIPAÇÕES S/A
CONSOLIDATED STATEMENT OF INCOME
In millions of reais (except per share data) - Accounting practices adopted In Brazil

	QUARTERS ENDED IN						ACCUMULATED
	SEP		SEP		JUN		SEP		SEP
	2005		2004		2005		2005		2004
Net sales and services	1,229.3		1,319.5		1,202.0		3,568.3		3,564.2
Cost of sales and services	(1,009.7	)	(997.8	)	(951.0	)	(2,838.9	)	(2,738.2	)
Gross profit	219.6		321.7		251.0		729.4		826.0
Operating expenses
Selling	(48.5	)	(54.6	)	(46.4	)	(138.6	)	(144.3	)
General and administrative	(60.9	)	(60.3	)	(53.9	)	(177.0	)	(170.0	)
Depreciation and amortization	(31.6	)	(31.0	)	(31.3	)	(94.3	)	(94.0	)
Other operating income (expenses)	0.5		1.3		(0.7	)	1.0		4.4
Income before equity and financial
results	79.1		177.1		118.7		320.5		422.1
Financial results	(2.7	)	(14.6	)	(16.7	)	(28.2	)	(35.5	)
Financial income	39.8		19.4		34.5		87.4		50.2
Financial expenses	(36.1	)	(28.2	)	(44.0	)	(95.9	)	(65.2	)
Taxes on financial activities	(6.4	)	(5.8	)	(7.2	)	(19.7	)	(20.5	)
Equity in earnings (losses) of affiliates
Affiliates	(0.1	)	(0.1	)	1.5		1.3		-
Nonoperating income (expense)	(0.7	)	(3.3	)	(0.7	)	(3.2	)	(12.1	)
Income before taxes and profit sharing	75.6		159.1		102.8		290.4		374.5
Provision for income and social contribution tax	(22.7	)	(55.5	)	(31.1	)	(85.2	)	(129.8	)
Benefit of tax holidays	15.3		28.2		18.5		54.7		64.2
Income before minority interest	68.2		131.8		90.2		259.9		308.9
Minority interest	(1.0	)	(2.3	)	(0.7	)	(2.4	)	(4.2	)
Net Income	67.2		129.5		89.5		257.5		304.7
EBITDA	126.8		219.6		164.5		459.5		550.8
Depreciation and amortization	47.7		42.4		45.8		139.0		128.6
Investments	51.9		72.2		56.3		159.1		201.2
RATIOS
Earnings / 1000 shares - R$	0.83		1.86		1.10		3.23		4.37
Net debt / Stockholders' equity	Na		0.02		Na
Net debt / LTM EBITDA	Na		0.03		Na
Net interest expense / EBITDA	0.02		0.07		0.10		0.06		0.06
Gross margin	18%		24%		21%		20%		23%
Operating margin	6%		13%		10%		9%		12%
EBITDA margin	10%		17%		14%		13%		15%

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	3rd Quarter 2005

     CONSOLIDATED CASH FLOW STATEMENT
In millions of reais - Accounting practices adopted in Brazil

		SEP
		2005			2004
Cash Flows from operating activities		352.4			415.1
Net income		257.5			304.7
Minority interest		2.4			4.2
Depreciation and amortization		139.0			128.6
Working capital		(0.4	)		(56.2	)
Financial expenses (A)		(33.4	)		13.8
Other (B)		(12.7	)		20.0
Cash Flows from investing activities		(168.6	)		(218.1	)
Additions to property, plant, equipment and deferred charges (C)		(159.1	)		(194.8	)
Acquisition of minority interests (including treasury shares)		-			(6.4	)
Other		(9.5	)		(16.9	)
Cash Flows from (used in) financing activities		214.9			(185.0	)
Short term debt, net		(64.9	)		(42.3	)
Issuances		554.3			227.5
Debt payments		(185.5	)		(237.9	)
Related companies		(5.8	)		-
Dividends paid (D)		(129.3	)		(132.1	)
Increase of capital		47.2			-
Other		(1.1	)		(0.2	)
Net increase (decrease) in cash and cash equivalents		398.7			12.0
Cash and cash equivalents at the beginning of the period		597.1			554.1
Cash and cash equivalents at the end of the period (E)		995.8			566.1
Supplemental disclosure of cash flow information
Cash paid for interest (F)		47.8			18.1
Cash paid for taxes on income (F)		18.8			35.5

(A)	Not including financial income. Comprised basically of financial expenses, in particular, exchange variations.
(B)	Comprised mainly of accrued and deferred taxes and, cost of permanent asset sold
(C)	Included ICMS on the Property, plant and equipment according to Law Complemental no. 102/2000.
(D)	Including dividends paid by Ultrapar and its subsidiaries.
(E)	Included Long term investments.
(F)	Included in cash flow from operating activities.

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	3rd Quarter 2005

ULTRAGAZ PARTICIPAÇÕES LTDA.
CONSOLIDATED BALANCE SHEET
In millions of reais - Accounting practices adopted in Brazil

	QUARTERS ENDED IN
	SEP		SEP		JUN
	2005		2004		2005
OPERATING ASSETS
Trade accounts receivable	164.5		166.6		166.8
Inventories	28.9		29.3		31.0
Other	36.8		45.9		41.4
Property, plant & equipment	426.0		462.1		433.6
Deferred charges	72.1		64.2		68.4
TOTAL OPERATING ASSETS	728.3		768.1		741.2
OPERATING LIABILITIES
Suppliers	18.3		23.3		14.7
Payroll and related charges	36.2		38.4		33.3
Taxes	2.7		2.2		2.8
Other accounts payable	4.8		4.0		4.4
TOTAL OPERATING LIABILITIES	62.0		67.9		55.2

     ULTRAGAZ PARTICIPAÇÕES LTDA.
CONSOLIDATED STATEMENT OF INCOME
In millions of reais - Accounting practices adopted in Brazil

	QUARTERS ENDED IN						ACCUMULATED
	SEP		SEP		JUN		SEP		SEP
	2005		2004		2005		2005		2004
Net sales	772.2		769.8		733.7		2,178.2		2,241.8
Cost of sales and services	(675.1	)	(649.3	)	(630.7	)	(1,888.9	)	(1,904.6	)
Gross profit	97.1		120.5		103.0		289.3		337.2
Operating expenses
Selling	(24.9	)	(28.7	)	(22.5	)	(70.9	)	(79.0	)
General and administrative	(19.0	)	(19.3	)	(18.4	)	(57.5	)	(54.4	)
Depreciation and amortization	(29.4	)	(28.9	)	(29.1	)	(87.7	)	(87.6	)
Other operating results	(0.1	)	0.8		0.1		(0.2	)	1.7
EBIT	23.7		44.4		33.1		73.0		117.9
EBITDA	53.1		73.3		62.2		160.7		205.5
Depreciation and amortization	29.4		28.9		29.1		87.7		87.6
RATIOS
Gross margin	13%		16%		14%		13%		15%
Operating margin	3%		6%		5%		3%		5%
EBITDA margin	7%		10%		8%		7%		9%

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	3rd Quarter 2005

OXITENO S/A - INDÚSTRIA E COMÉRCIO
CONSOLIDATED BALANCE SHEET
In millions of reais - Accounting practices adopted in Brazil

	QUARTERS ENDED IN
	SEP		SEP		JUN
	2005		2004		2005
OPERATING ASSETS
Trade accounts receivable	175.9		181.8		172.2
Inventories	143.0		143.4		188.3
Other	29.6		23.5		29.8
Property, plant & equipment	422.9		391.2		416.3
Deferred charges	8.1		4.0		5.7
TOTAL OPERATING ASSETS	779.5		743.9		812.3
OPERATING LIABILITIES
Suppliers	42.6		50.9		38.9
Payroll and related charges	28.3		38.5		23.2
Taxes	9.3		1.7		9.1
Other accounts payable	17.8		14.3		18.2
TOTAL OPERATING LIABILITIES	98.0		105.4		89.4

OXITENO S/A - INDÚSTRIA E COMÉRCIO
CONSOLIDATED STATEMENT OF INCOME
In millions of reais - Accounting practices adopted in Brazil

	QUARTERS ENDED IN						ACCUMULATED
	SEP		SEP		JUN		SEP		SEP
	2005		2004		2005		2005		2004
Net sales	409.4		509.1		423.7		1,255.9		1,210.0
Cost of goods sold
Variable	(272.2	)	(292.7	)	(259.7	)	(773.6	)	(685.5	)
Fixed	(27.8	)	(27.6	)	(29.2	)	(77.7	)	(67.8	)
Depreciation and amortization	(8.7	)	(7.2	)	(8.5	)	(25.6	)	(22.6	)
Gross profit	100.7		181.6		126.3		379.0		434.1
Operating expenses
Selling	(23.5	)	(25.9	)	(24.0	)	(67.6	)	(65.2	)
General and administrative	(27.0	)	(30.1	)	(23.4	)	(80.5	)	(84.5	)
Depreciation and amortization	(2.0	)	(1.8	)	(1.8	)	(5.7	)	(5.3	)
Other operating results	0.7		0.5		(0.5	)	1.5		2.3
EBIT	48.9		124.3		76.6		226.7		281.4
EBITDA	59.6		133.2		87.0		258.0		309.3
Depreciation and amortization	10.7		9.0		10.4		31.3		27.9
RATIOS
Gross margin	25%		36%		30%		30%		36%
Operating margin	12%		24%		18%		18%		23%
EBITDA margin	15%		26%		21%		21%		26%

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	3rd Quarter 2005

ULTRACARGO PARTICIPAÇÕES LTDA.
CONSOLIDATED BALANCE SHEET
In millions of reais - Accounting practices adopted in Brazil

	QUARTERS ENDED IN
	SEP		SEP		JUN
	2005		2004		2005
OPERATING ASSETS
Trade accounts receivable	23.7		19.5		23.6
Inventories	3.1		2.2		3.2
Other	5.3		3.5		6.8
Property, plant & equipment	197.4		160.6		198.6
Deferred charges	7.5		4.6		7.2
TOTAL OPERATING ASSETS	237.0		190.4		239.4
OPERATING LIABILITIES
Suppliers	8.9		9.1		9.9
Payroll and related charges	10.0		8.9		8.3
Taxes	3.0		3.2		2.6
Other accounts payable	2.0		1.8		2.0
TOTAL OPERATING LIABILITIES	23.9		23.0		22.8

ULTRACARGO PARTICIPAÇÕES LTDA.
CONSOLIDATED STATEMENT OF INCOME
In millions of reais - Accounting practices adopted in Brazil

	QUARTERS ENDED IN						ACCUMULATED
	SEP		SEP		JUN		SEP		SEP
	2005		2004		2005		2005		2004
Net sales	61.6		52.3		58.5		174.4		144.6
Cost of sales and services	(39.8	)	(32.8	)	(36.9	)	(113.4	)	(90.1	)
Gross profit	21.8		19.5		21.6		61.0		54.5
Operating expenses
Selling	-		-		0.1		-		(0.1	)
General and administrative	(16.5	)	(12.6	)	(13.7	)	(43.5	)	(36.1	)
Depreciation and amortization	(0.1	)	(0.1	)	(0.1	)	(0.3	)	(0.4	)
Other operating results	-		0.3		(0.2	)	(0.2	)	1.1
EBIT	5.2		7.1		7.7		17.0		19.0
EBITDA	12.5		11.5		13.8		36.3		31.4
Depreciation and amortization	7.3		4.3		6.1		19.3		12.4
RATIOS
Gross margin	35%		37%		37%		35%		38%
Operating margin	8%		14%		13%		10%		13%
EBTIDA margin	20%		22%		24%		21%		22%

- 19 -

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	3rd Quarter 2005

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

	QUARTERS ENDED IN						ACCUMULATED
	SEP		SEP		JUN		SEP		SEP
(US$ millions)	2005		2004		2005		2005		2004
Net sales
Ultrapar	524.7		443.2		484.3		1,429.3		1,199.0
Ultragaz	329.6		258.6		295.6		872.5		754.1
Oxiteno	174.7		171.0		170.7		503.0		407.0
Ultracargo	26.3		17.6		23.6		69.9		48.6
EBIT
Ultrapar	33.8		59.5		47.8		128.4		142.0
Ultragaz	10.1		14.9		13.3		29.2		39.7
Oxiteno	20.9		41.8		30.9		90.8		94.7
Ultracargo	2.2		2.4		3.1		6.8		6.4
Operating margin
Ultrapar	6%		13%		10%		9%		12%
Ultragaz	3%		6%		4%		3%		5%
Oxiteno	12%		24%		18%		18%		23%
Ultracargo	8%		14%		13%		10%		13%
EBITDA
Ultrapar	54.1		73.8		66.3		184.1		185.3
Ultragaz	22.7		24.6		25.1		64.4		69.1
Oxiteno	25.4		44.7		35.1		103.3		104.0
Ultracargo	5.3		3.9		5.6		14.5		10.6
EBITDA margin
Ultrapar	10%		17%		14%		13%		15%
Ultragaz	7%		10%		8%		7%		9%
Oxiteno	15%		26%		21%		21%		26%
Ultracargo	20%		22%		24%		21%		22%
Net income
Ultrapar	28.7		43.5		36.1		103.1		102.5
Net income/ 1,000 shares (US$)	0.35		0.62		0.44		1.29		1.47

- 20 -

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	3rd Quarter 2005

     ULTRAPAR PARTICIPAÇÕES S/A
LOANS, DEBENTURES, CASH AND MARKETABLE SECURITIES
In millions of reais - Accounting practices adopted in Brazil

Loans and debentures
	Balance in September/2005												Index/		Interest Rate %				Maturity and
	Ultragaz		Oxiteno		Ultracargo		Ultrapar Holding		Other		Ultrapar Consolidated		Currency (*)		Minimum		Maximum		Amortization Schedule
Foreign Currency
Sindicated loan	-		135.3		-		-		-		135.3		US$		5.1		5.1		Semiannually to 2008
Financings for Property Plant & Equipment	-		9.3		-		-		-		9.3		MX$ + TIIE (*)		1.5		2.0		Semiannually to 2010
																			Monthly, Semiannually and Anually to
Export prepayment, net of linked operations	-		51.1		-		-		-		51.1		US$		4.2		6.9		2008
Foreign financing	-		26.7		-		-		-		26.7		US$ + LIBOR		2.0		2.0		Semiannually to 2009
National Bank for Economic
and Social Development - BNDES	14.5		2.2		4.2		-		-		20.9		UMBNDES (*)		8.6		10.4		Monthly to 2010
Advances on Foreign Exchange Contracts	-		8.2		-		-		-		8.2		US$		3.7		4.3		Maximum of 55 days
Subtotal	14.5		232.8		4.2		-		-		251.5
Local Currency
National Bank for Economic	89.9		35.9		48.0		-		-		173.8		TJLP (*)		1.5		4.9		Monthly to 2010
and Social Development - BNDES	-		10.9		-		-		-		10.9		IGP-M (*)		6.5		6.5		Semiannually to 2008
Agency for Financing Machinery and Equipment (FINAME)	1.3		8.0		35.4		-		-		44.7		TJLP (*)		1.8		4.9		Monthly to 2010
Research and projects financing (FINEP)	-		36.3		-		-		-		36.3		TJLP (*)		(2.0	)	(2.0	)	Monthly to 2009
Debentures	-		-		-		304.4		-		304.4		CDI (*)		102.5		102.5		Monthly to 2008
Subtotal	91.2		91.1		83.4		304.4		-		570.1
Total	105.7		323.9		87.6		304.4		-		821.6
Composition per Annum
Up to 1 Year	44.5		73.9		13.0		4.4		-		135.8
From 1 to 2 Years	31.6		37.4		24.5		-		-		93.5
From 2 to 3 Years	17.3		164.3		21.5		300.0		-		503.1
From 3 to 4 Years	11.9		19.1		19.0		-		-		50.0
From 4 to 5 Years	0.4		29.2		9.6		-		-		39.2
Total	105.7		323.9		87.6		304.4		-		821.6
(*) 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 September/2005
	Ultragaz		Oxiteno		Ultracargo		Ultrapar Holding		Other		Ultrapar Consolidated
Cash and Long term investments	102.7		508.4		39.2		345.0		0.5		995.8

- 21 -

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ITEM 2

(Convenience Translation into English from the

Original Previously Issued in Portuguese)

	Ultrapar Participações S.A.
	Interim Financial Statements for the
	Quarter and Nine-month Period Ended
	September 30, 2005 and
	Independent Accountants’ Review Report
	Deloitte Touche Tohmatsu Auditores Independentes

---

(Convenience Translation into English from the Original Previously Issued in Portuguese)

INDEPENDENT ACCOUNTANTS’ REVIEW REPORT

To the Stockholders and Management of

Ultrapar Participações S.A.

São Paulo - SP

1.	We have performed a special review of the accompanying interim financial statements of Ultrapar Participações S.A. and subsidiaries as of and for the quarter and nine-month period ended September 30, 2005, prepared in accordance with Brazilian accounting practices and under the responsibility of the Company’s management, consisting of the balance sheets (Company and consolidated), the related statements of income and the performance report.
2.	We conducted our review in accordance with specific standards established by the Brazilian Institute of Independent Auditors (IBRACON), together with the Federal Accounting Council, which consisted principally of: (a) inquiries of and discussions with persons responsible for the accounting, financial and operating areas as to the criteria adopted in preparing the interim financial statements, and (b) review of the information and subsequent events that had or might have had material effects on the financial position and results of operations of the Company and its subsidiaries.
3.	Based on our special review, we are not aware of any material modifications that should be made to the financial statements referred to in paragraph 1 for them to be in conformity with Brazilian accounting practices and standards established by the Brazilian Securities Commission (CVM), specifically applicable to the preparation of mandatory interim financial statements.
4.	Additionally, we have reviewed the consolidated statement of cash flows, included in Note 22 to the interim financial statements, for the periods ended September 30, 2005 and 2004, which is presented for purposes of additional analysis and is not a required part of the basic interim financial statements. Such statement has been subjected to the review procedures described in paragraph 2 and, based on our review, we are not aware of any material modifications that should be made to this statement for it to be fairly stated, in all material respects, in relation to the interim financial statements taken as a whole.
5.	We had previously reviewed the Company and consolidated balance sheets as of June 30, 2005 and the Company and consolidated statements of income for the quarter and nine- -month period ended September 30, 2004, presented for comparative purposes, and issued unqualified special review reports thereon, dated July 29, 2005 and October 29, 2004, respectively.

1

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6.	The accompanying interim financial statements have been translated into English for the convenience of readers outside Brazil.

São Paulo, October 28, 2005

DELOITTE TOUCHE TOHMATSU	Altair Tadeu Rossato
Auditores Independentes	Engagement Partner

 

 

2

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Ultrapar Participações S.A. and Subsidiaries

(Convenience Translation into English from the Original Previously Issued in Portuguese)

ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES

BALANCE  SHEETS AS OF SEPTEMBER 30, 2005 AND JUNE 30, 2005 (In thousands of Brazilian reais - R$)
		Company				Consolidated						Company				Consolidated
ASSETS		09/30/05		06/30/05		09/30/05		06/30/05		LIABILITIES AND STOCKHOLDERS’  EQUITY		09/30/05		06/30/05		09/30/05		06/30/05
CURRENT ASSETS										CURRENT LIABILITIES
Cash and banks		158		310		41.223		29.820		Loans and financing		-		-		131.444		134.949
Temporary cash investments		344.868		361.319		595.070		570.375		Debentures		4.392		18.697		4.392		18.697
Trade accounts receivable		-		-		362.220		361.342		Trade accounts payable		179		240		68.070		62.533
Inventories		-		-		174.944		222.429		Payroll and related charges		41		31		74.474		64.788
Recoverable taxes		19.144		15.270		86.409		95.722		Taxes payable		1		4		14.956		14.617
Other		5.575		5.569		29.345		29.940		Dividends payable		108		87		3.167		2.338
Prepaid expenses		536		503		4.137		5.501		Income and social contribution taxes		-		-		4.508		3.048
										Other		2		-		19.018		19.077
Total current assets		370.281		382.971		1.293.348		1.315.129
										Total current liabilities		4.723		19.059		320.029		320.047
LONG-TERM ASSETS
Cash investments		-		-		359.473		354.657		LONG-TERM LIABILITIES
Related companies		9.951		51.545		4.781		4.089		Loans and financing		-		-		385.811		396.237
Deferred income and social contribution taxes		2.945		3.144		84.267		70.918		Debentures		300.000		300.000		300.000		300.000
Recoverable taxes		-		-		10.140		10.080		Related companies		404.230		404.232		4.960		8.886
Escrow deposits		-		-		16.387		15.502		Deferred income and social contribution taxes		-		-		33.126		32.850
Trade accounts receivable		-		-		15.977		15.353		Other taxes		8.483		8.254		54.131		53.886
Other		848		1.014		4.872		5.409		Other		-		-		2.329		2.355
Total long-term assets		13.744		55.703		495.897		476.008		Total long-term liabilities		712.713		712.486		780.357		794.214
PERMANENT ASSETS										MINORITY INTEREST		-		-		29.915		29.631
Investments:
Subsidiary and affiliated companies		2.186.352		2.135.690		4.020		7.422
Other		186		186		28.270		28.172		STOCKHOLDERS’ EQUITY
Property, plant and equipment		-		-		1.056.539		1.059.001		Capital		946.034		946.034		946.034		946.034
Deferred charges		-		-		100.662		96.334		Capital reserve		1.855		1.855		282		235
										Revaluation reserve		15.308		15.662		15.308		15.662
Total permanent assets		2.186.538		2.135.876		1.189.491		1.190.929		Profit reserves		694.204		694.204		694.204		694.204
										Treasury shares		(5.635	)	(5.635	)	(8.754	)	(8.846	)
										Retained earnings		201.361		190.885		201.361		190.885
										Total stockholders’ equity		1.853.127		1.843.005		1.848.435		1.838.174
										Total minority interest and stockholders’ equity		1.853.127		1.843.005		1.878.350		1.867.805
TOTAL		2.570.563		2.574.550		2.978.736		2.982.066		TOTAL		2.570.563		2.574.550		2.978.736		2.982.066
The accompanying notes are integral part of these financial  statements.

3

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Ultrapar Participações S.A. and Subsidiaries

(Convenience Translation into English from the Original Previously Issued in Portuguese)

ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES

STATEMENTS OF INCOME
FOR THE QUARTERS ENDED SEPTEMBER 30, 2005 AND 2004
(In thousands of Brazilian reais - R$, except for earnings per share)

		Company						Consolidated
		09/30/05			09/30/04			09/30/05			09/30/04
GROSS SALES AND SERVICES		-			-			1.346.039			1.446.812
Taxes on sales and services		-			-			(106.224	)		(117.123	)
Rebates, discounts and returns		-						(10.565	)		(10.256	)
NET SALES AND SERVICES		-			-			1.229.250			1.319.433
Cost of sales and services		-			-			(1.009.656	)		(997.807	)
GROSS PROFIT		-			-			219.594			321.626
EQUITY IN SUBSIDIARY AND AFFILIATED COMPANIES		66.207			128.473			21			(25	)
OPERATING (EXPENSES) INCOME		(14	)		116			(140.453	)		(144.528	)
Selling		-			-			(48.455	)		(54.511	)
General and administrative		(14	)		(1.083	)		(60.911	)		(60.323	)
Depreciation and amortization		-			-			(31.671	)		(31.010	)
Other operating income, net		-			1.199			584			1.316
INCOME FROM OPERATIONS BEFORE FINANCIAL ITEMS		66.193			128.589			79.162			177.073
Financial results		1.582			1.715			(2.751	)		(14.573	)
Financial income		16.199			578			39.709			19.412
Financial expenses		(14.617	)		1.137			(42.460	)		(33.985	)
INCOME FROM OPERATIONS		67.775			130.304			76.411			162.500
Nonoperating (expenses) income, net		-			-			(718	)		(3.311	)
INCOME BEFORE TAXES ON INCOME		67.775			130.304			75.693			159.189
INCOME AND SOCIAL CONTRIBUTION TAXES		(515	)		(800	)		(7.426	)		(27.347	)
Current		(316	)		(800	)		(35.842	)		(56.121	)
Tax benefits - ADENE		(199	)		-			15.343			28.163
Deferred		-			-			13.073			611
INCOME BEFORE MINORITY INTEREST		67.260			129.504			68.267			131.842
Minority interest		-			-			(1.007	)		(2.338	)
NET INCOME		67.260			129.504			67.260			129.504
EARNINGS PER SHARE - R$		0,82927			0,00186			0,82927			0,00186
The accompanying notes are integral part of these financial statements.

4

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Ultrapar Participações S.A. and Subsidiaries

(Convenience Translation into English from the Original Previously Issued in Portuguese)

ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES

STATEMENTS OF INCOME FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2005 AND 2004 (In thousands of Brazilian reais - R$, except for earnings per share)
		Company						Consolidated
		09/30/05			09/30/04			09/30/05			09/30/04
GROSS SALES AND SERVICES		-			-			3.922.425			3.903.334
Taxes on sales and services		-			-			(316.348	)		(301.365	)
Rebates, discounts and returns		-			-			(37.788	)		(37.814	)
NET SALES AND SERVICES		-			-			3.568.289			3.564.155
Cost of sales and services		-			-			(2.838.905	)		(2.738.194	)
GROSS PROFIT		-			-			729.384			825.961
EQUITY IN SUBSIDIARY AND AFFILIATED COMPANIES		257.260			305.243			1.395			4
OPERATING (EXPENSES) INCOME		(235	)		(73	)		(408.874	)		(403.794	)
Selling		-			-			(138.560	)		(144.250	)
General and administrative		(236	)		(2.732	)		(177.011	)		(170.015	)
Depreciation		-			-			(94.341	)		(94.001	)
Other operating income, net		1			2.659			1.038			4.472
INCOME FROM OPERATIONS BEFORE FINANCIAL ITEMS		257.025			305.170			321.905			422.171
Financial results		633			1.513			(28.224	)		(35.474	)
Financial income		31.131			2.467			87.350			50.210
Financial expenses		(30.498	)		(954	)		(115.574	)		(85.684	)
INCOME FROM OPERATIONS		257.658			306.683			293.681			386.697
Nonoperating (expenses) income, net		-			2			(3.224	)		(12.105	)
INCOME BEFORE TAXES ON INCOME		257.658			306.685			290.457			374.592
INCOME AND SOCIAL CONTRIBUTION TAXES		(116	)		(1.947	)		(30.495	)		(65.647	)
Current		(374	)		(1.947	)		(104.425	)		(133.759	)
Tax benefits - ADENE		258			-			54.701			64.192
Deferred		-			-			19.229			3.920
INCOME BEFORE MINORITY INTEREST		257.542			304.738			259.962			308.945
Minority interest		-			-			(2.420	)		(4.207	)
NET INCOME		257.542			304.738			257.542			304.738
EARNINGS PER SHARE - R$		3,17534			0,00439			3,17534			0,00439
The accompanying notes are integral part of these financial statements.

5

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Ultrapar Participações S.A. and Subsidiaries

(Convenience Translation into English from the Original Previously Issued in Portuguese)

ULTRAPAR PARTICIPAÇÕES S.A.

IDENTIFICATION

01.01 - CAPITAL COMPOSITION
Number of shares (THOUSAND)	Current Quarter 09/30/2005	Prior quarter 06/30/2005	Same quarter in prior year 09/30/2004
Paid-up Capital
1 - Common	49,430	49,429,897	51,264,622
2 - Preferred	31,895	31,895,512	18,426,647
3 - Total	81,325	81,325,409	69,691,269
Treasury Stock
4 - Common	7	6,616	6,616
5 - Preferred	211	211,097	223,700
6 - Total	218	217,713	230,316

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

5 - BEGINNING OF PAYMENT

7 - TYPE OF SHARE

8 - AMOUNT PER SHARE

1 - ITEM

2 - EVENT

3 - APPROVAL

4 - AMOUNT

01

Board of Director’s Meeting

08/03/2005

34,785

08/22/2005

Common

0.0007038170

02

Board of Director’s Meeting

08/03/2005

22,300

08/22/2005

Preferred

0.0007038170

01.03 - SUBSCRIBED CAPITAL AND ALTERATIONS IN THE CURRENT YEAR
		2 - DATE OF ALTERATION		3 - AMOUNT OF THE CAPITAL (IN THOUSANDS OF REAIS)		4 - AMOUNT OF THE ALTERATION (IN THOUSANDS OF REAIS)		5 - NATURE OF ALTERATION		7 - NUMBER OF SHARES ISSUED (THOUSAND)		8 - SHARE PRICE ON ISSUE DATE (IN REAIS)
1 - ITEM
01		02/02/2005		898,816		234,864		Profit reserve		10,453,690		0.0224671060
02		04/25/2005		946,034		47,218		Public Subscription		1,180,451		0.0400000000

6

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Ultrapar Participações S.A. and Subsidiaries

(Convenience Translation into English from the Original Previously Issued in Portuguese)

ULTRAPAR PARTICIPAÇÕES S.A. AND SUBSIDIARIES

 

NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE QUARTER AND NINE-MONTH PERIOD ENDED SEPTEMBER 30, 2005 (Amounts in thousands of Brazilian reais - R$, unless otherwise stated)
1.	OPERATIONS
	The Company invests in commercial and industrial activities, including subscription or purchase of shares of other companies with similar activities.
	Through its subsidiaries, the Company is engaged in the distribution of liquefied petroleum gas - LPG (Ultragaz), production and sale of chemical and petrochemical products (Oxiteno), and logistic services for chemicals and fuels (Ultracargo).
2.	PRESENTATION OF INTERIM FINANCIAL STATEMENTS
	The interim financial statements are being presented in accordance with Brazilian corporate law.
3.	ACCOUNTING PRACTICES AND CONSOLIDATION PRINCIPLES
	In the preparation of the interim financial statements, the Company has applied the same accounting practices adopted in the preparation of the financial statements as of December 31, 2004, which are in accordance with the standards established by the CVM and accounting practices adopted in Brazil.
	As mentioned in Note 9.b), the balance from tax benefits as of September 30, 2004 was reclassified from equity in subsidiary and affiliated companies under the heading income from income and social contribution taxes, to allow a better comparison of financial statement.

7

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Ultrapar Participações S.A. and Subsidiaries

3.1.	CONSOLIDATION PRINCIPLES AND OWNERSHIP INTERESTS
	The consolidated financial statements have been prepared in accordance with the basic consolidation principles established by Brazilian corporate law and by the CVM, and include the following direct and indirect subsidiaries:

			Ownership interest - %
			09/30/05				06/30/05
			Direct		Indirect		Direct		Indirect
	Ultragaz Participações Ltda.		100		-		100		-
	Companhia Ultragaz S.A.		-		99		-		99
	SPGás Distribuidora de Gás Ltda.		-		99		-		99
	Bahiana Distribuidora de Gás Ltda.		-		100		-		100
	Utingás Armazenadora S.A.		-		56		-		56
	LPG International Inc.		-		100		-		100
	Ultracargo - Operações Logísticas e
	Participações Ltda.		100		-		100		-
	Melamina Ultra S.A. Indústria Química		-		99		-		99
	Transultra - Armazenamento e Transporte
	Especializado Ltda.		-		100		-		100
	Terminal Químico de Aratu S.A. - Tequimar		-		99		-		99
	Oxiteno S.A. - Indústria e Comércio		100		-		100		-
	Oxiteno Nordeste S.A. - Indústria e Comércio		-		99		-		99
	Oleoquímica Indústria e Comércio de Produtos
	Químicos Ltda.		-		100		-		100
	Barrington S.L.		-		100		-		100
	Canamex Químicos S.A. de C.V.		-		100		-		100
	Oxiteno International Co.		-		100		-		100
	Oxiteno Overseas Co.		-		100		-		100
	Imaven Imóveis e Agropecuária Ltda.		100		-		100		-
	Upon consolidation, intercompany investments, accounts, transactions and profits were eliminated. Minority interest in subsidiaries is presented separately in the financial statements. On December 29, 2004, the Company acquired, through its subsidiary Ultragaz Participações Ltda., 14,336,014 common shares in Companhia Ultragaz S.A., corresponding to 7.31% of total capital. This acquisition amounted to R$10,000, with a goodwill of R$1,813, based on the acquired company’s expected future profitability, to be amortized over five years beginning January 2005. On April 29, 2005, Ultragaz Participações Ltda. concluded a capital increase of its subsidiary Companhia Ultragaz S.A. increasing its shares in the total capital of the subsidiary from 93.94% to 98.53% .

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Ultrapar Participações S.A. and Subsidiaries

4.	CASH INVESTMENTS
	These investments, contracted with leading banks, are substantially comprised of notes issued by the Austrian Government, fixed-income securities and funds linked to the CDI (interbank deposit rate) and currency hedges, and are stated at cost plus accrued income (on a “pro rata temporis” basis).

			Consolidated
			09/30/05			06/30/05
	Austrian notes, linked in Brazilian reais		332,807			320,341
	Fixed-income securities and funds		540,982			514,241
	Foreign investments (a)		129,184			133,401
	Net expenses from hedge operations (b)		(48,430	)		(42,951	)
	Total cash investments		954,543			925,032
	Current assets		595,070			570,375
	Long-term assets		359,473			354,657

	(a)	Investments made by the indirect subsidiaries Oxiteno Overseas Co. and Oxiteno International Co. in fixed-income securities, Brazilian corporate securities, and investment grade securities.
	(b)	Accumulated gain or loss on hedge positions (see Note 17).
5.	TRADE ACCOUNTS RECEIVABLE

			Consolidated
			09/30/05			06/30/05
	Domestic customers		353,550			352,487
	Foreign customers		80,267			82,374
	(-) Advances on foreign exchange contracts		(52,987	)		(53,584	)
	(-) Allowance for doubtful accounts		(18,610	)		(19,935	)
			362,220			361,342
6.	INVENTORIES

			Consolidated
			09/30/05			06/30/05
	Finished products		91,284			127,247
	Liquefied petroleum gas - LPG		23,455			23,733
	Raw materials		42,137			49,614
	Consumption materials and cylinders for resale		18,068			21,835
			174,944			222,429

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Ultrapar Participações S.A. and Subsidiaries

7.	RECOVERABLE TAXES
	Represented substantially by credit balances of ICMS (State VAT), IPI (Federal VAT), PIS and Cofins (taxes on revenue), and prepaid income and social contribution taxes, all of which can be offset against future taxes payable.

			Consolidated
			09/30/05			06/30/05
	Income and social contribution taxes		58,282			63,268
	ICMS		23,209			27,949
	PIS and Cofins		1,436			1,679
	IPI		219			222
	Other, principally VAT of subsidiary Canamex Químicos S.A. de C.V.		3,263			2,604
			86,409			95,722
8.	RELATED COMPANIES

			Company				Consolidated
			Loans				Loans				Trade accounts
			Assets		Liabilities		Assets		Liabilities		Receivable		Payable
	Ultracargo - Operações Logísticas e Participações Ltda.		-		348,105		-		-		-		-
	Oxiteno Nordeste S.A. - Indústria e Comércio		-		33,000		-		-		-		-
	Serma Associação dos Usuários de Equipamentos de
	Processamentos de Dados e Serviços Correlatos		-		-		3,032		-		-		948
	Melamina Ultra S.A. Indústria Química		-		467		-		-		-		-
	Petroquímica União S.A.		-		-		-		-		-		5,387
	Oxicap Indústria de Gases Ltda.		-		-		-		-		-		752
	Liquigás Distribuidora S.A.		-		-		-		-		61		-
	Ultragaz Participações Ltda.		9,951		-		-		-		-		-
	Química da Bahia Indústria e Comércio S.A.		-		-		-		3,832		-		-
	Imaven Imóveis e Agropecuária Ltda.		-		22.658		-		-		-		-
	Petróleo Brasileiro S.A. - Petrobras		-		-		-		-		13,294		-
	Copagaz Distribuidora de Gás S.A.		-		-		-		-		42		-
	Braskem S.A.		-		-		-		-		-		10,830
	SHV Gás Brasil Ltda.		-		-		-		-		31		-
	Cia. Termelétrica do Planalto Paulista - TPP		-		-		1,584		-		-		-
	Plenogás - Distribuidora de Gás S.A.		-		-		-		871		-		-
	Other		-		-		165		257		15		545
	Total as of September 30, 2005		9,951		404,230		4,781		4,960		13,443		18,462
	Total as of June 30, 2005		51,545		404,232		4,089		8,886		14,441		12,869

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Ultrapar Participações S.A. and Subsidiaries

			Consolidated
			Transactions				Financial income
			Sales		Purchases		(expenses)
	Petroquímica União S.A.		-		94,165		-
	Oxicap Indústria de Gases Ltda.		-		6,026		-
	Liquigás Distribuidora S.A.		2,109		-		-
	Química da Bahia Indústria e Comércio S.A.		-		-		(508	)
	Petróleo Brasileiro S.A. - Petrobras		12		1,520,116		-
	Copagaz Distribuidora de Gás S.A.		515		-		-
	Braskem S.A.		60,999		470,331		-
	SHV Gás Brasil Ltda.		279		-		-
	Cia. Termelétrica do Planalto Paulista - TPP		-		-		151
	Other		210		-		-
	Total as of September 30, 2005		64,124		2,090,638		(357	)
	Total as of September 30, 2004		69,442		1,931,224		(388	)
	The loan balances with Química da Bahia Indústria e Comércio S.A. and Cia. Termelétrica do Planalto Paulista - TPP are adjusted based on the Brazilian long-term interest rate (TJLP). Other loans are not subject to financial charges. Purchase and sale transactions refer principally to purchases of raw materials, other materials and transportation and storage services, carried out at market prices and conditions. The loan with the subsidiary Ultracargo - Operações Logísticas e Participações Ltda. refers to the sale of shares issued by Oxiteno S.A. - Indústria e Comércio to the Company, for the purpose of avoiding the reciprocal investment resulting from the corporate restructuring implemented in 2002.

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Ultrapar Participações S.A. and Subsidiaries

9.	INCOME AND SOCIAL CONTRIBUTION TAXES

	a)	Deferred income and social contribution taxes
		The Company and its subsidiaries recognize tax assets and liabilities, which have no expiration date, arising from tax loss carryforwards, temporary add-backs, revaluation of property, plant and equipment, and other. Tax credits are based on continuing profitability from operations. Management expects to realize these tax credits over a maximum period of three years. Deferred income and social contribution taxes are reported as follows:

			Company				Consolidated
			09/30/05		06/30/05		09/30/05		06/30/05
	Long-term assets-
	Deferred income and social contribution taxes on:
	Provisions that are tax deductible only when
	expenses were incurred		2,945		2,872		61,257		55,824
	Income and social contribution tax loss
	carryforwards		-		272		23,010		15,094
			2,945		3,144		84,267		70,918
	Long-term liabilities-
	Deferred income and social contribution taxes on:
	Revaluation of property, plant and equipment		-		-		1,344		1,444
	Income earned abroad		-		-		31,782		31,406
			-		-		33,126		32,850

	b)	Reconciliation of income and social contribution taxes in the statement of income Income and social contribution taxes are reconciled to official tax rates as follows:

			Company				Consolidated
			09/30/05		09/30/04		09/30/05		09/30/04
	Income before taxes, equity in subsidiary and affiliated
	companies and minority interest		398		1,442		289,062		374,588
	Official tax rates - %		34.00		34.00		34.00		34.00
	Income and social contribution taxes at official rates		(135	)	(490	)	(98,281	)	(127,360	)
	Adjustments to the effective tax rate:
	Operating provisions and nondeductible
	expenses/nontaxable income		19		-		11,499		(1,265	)
	Adjustments to deemed income		-		(1,457	)	880		(487	)
	Workers’ meal program (PAT)		-		-		459		520
	Other		-		-		247		(1,247	)
	Income and social contribution taxes before tax benefits		(116	)	(1,947	)	(85,196	)	(129,839	)
	Tax benefits - ADENE		-		-		54,701		64,192
	Income and social contribution taxes in the statement of
	income		(116	)	(1,947	)	(30,495	)	(65,647	)
	Current		(374	)	(1,947	)	(104,425	)	(133,759	)
	Deferred		258		-		19,229		3,920
	Tax benefits - ADENE		-		-		54,701		64,192

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Ultrapar Participações S.A. and Subsidiaries

		Tax benefits from income tax subsidiaries, in the amount of R$54,701 for the nine-month period ended September 30, 2005 (R$64,192 as of September 30, 2004), arising substantially from operation in eligible regions, are classified as income from income and social contribution taxes.
	c)	Tax exemption
		The following indirect subsidiaries have partial or total exemption from income tax in connection with a government program for the development of the Northeast Region of Brazil:

					Exemption -		Expiration
	Subsidiary		Plants		%		date
	Oxiteno Nordeste S.A. - Indústria e Comércio		Camaçari plant		100		2006
	Bahiana Distribuidora de Gás Ltda.		Mataripe unit		75		2013
			Suape unit		100		2007
			Ilhéus unit		25		2008
			Aracaju unit		25		2008
			Caucaia unit		75		2012
	Terminal Químico de Aratu S.A. - Tequimar		Aratu Terminal		75		2012
			Suape Terminal
			(storage of acetic acid
			and butadiene
			byproducts)		100		2005

10.	INVESTMENTS - COMPANY

							Equity in subsidiary
			Investments				and affiliated companies
			09/30/05		06/30/05		09/30/05		09/30/04
	Ultragaz Participações Ltda.		297,499		289,339		25,409		46,925
	Ultracargo - Operações Logísticas e Participações Ltda.		599,545		609,787		9,229		15,523
	Imaven Imóveis e Agropecuária Ltda.		47,213		49,015		3,600		3,728
	Oxiteno S.A. - Indústria e Comércio		1,242,095		1,187,549		219,022		239,059
	Other		186		186		-		8
			2,186,538		2,135,876		257,260		305,243
	In the consolidated financial statements, the investment of the subsidiary Oxiteno S.A. - Indústria e Comércio in the affiliated companies Oxicap Indústria de Gases Ltda. and Química da Bahia Indústria e Comércio S.A. are carried under the equity method based on the affiliate’s financial statements as of August 31, 2005 and September 30, 2005, respectively.

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Ultrapar Participações S.A. and Subsidiaries

11.	PROPERTY, PLANT AND EQUIPMENT (CONSOLIDATED)

			Annual		09/30/05							06/30/05
			depreciation		Revalued		Accumulated			Net book		Net book
			rates - %		cost		depreciation			value		value
	Land		-		46,743		-			46,743		46,144
	Buildings		4to 5		423,015		(147,732	)		275,283		240,986
	Machinery and equipment		5 to 10		1,101,397		(543,201	)		558,196		512,812
	Vehicles		20 to 30		167,266		(116,587	)		50,679		53,164
	Furniture and fixtures		10		20,548		(8,006	)		12,542		12,125
	Construction in progress		-		48,104		-			48,104		124,731
	Imports in transit		-		602		-			602		776
	Other		2.5 to 30		131,336		(66,946	)		64,390		68,263
					1,939,011		(882,472	)		1,056,539		1,059,001
	Construction in progress refers mainly to improvements and repairs of subsidiaries’ plants. Other refers to IT equipment in the amount of R$14,681 (R$15,607 as of June 30, 2005), software in the amount of R$23,910 (R$25,492 as of June 30, 2005), and commercial property rights, mainly those described below:

• On July 11, 2002, the subsidiary Terminal Químico de Aratu S.A. - Tequimar won a bid for use of the site where the Aratu Terminal is located for another 20 years, renewable for the same period. The price paid by Tequimar amounted to R$12,000 and is being amortized from August 2002 until July 2042.
  
  
• Further, the subsidiary Terminal Químico de Aratu S.A. - Tequimar has a lease of adjacent area to the Santos harbor for 20 years, effective December 2002 and renewable for another 20 years, for building and operating a terminal for receipt, tankage, movement and distribution of bulk liquids. The price paid by Tequimar was R$3,803 and is being amortized from August 2005 until December 2022.

12.	DEFERRED CHARGES (CONSOLIDATED)
	Represented substantially by costs incurred for the implementation of systems modernization projects in the amount of R$4,838 (R$3,881 as of June 30, 2005), amortized over five to ten years, and for the installation of Ultrasystem equipment on customers’ premises in the amount of R$60,386 (R$56,428 as of June 30, 2005), amortized over the terms of the LPG supply medium contracts with these customers. Deferred charges also include goodwill from acquisitions in the amount of R$12,958 (R$15,067 as of June 30, 2005).

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Ultrapar Participações S.A. and Subsidiaries

13.	LOANS, FINANCING AND DEBENTURES (CONSOLIDATED)

	a)	Composition

Annual

Index/

interest

Description

09/30/05

06/30/05

Currency

rate - %

Maturity and amortization

Foreign currency:

Syndicated loan

135,315

141,301

US$

5.05

Semiannually until 2008

Working capital loan

-

1,528

MX$ + TIIE (*)

1.4

Monthly until 2005

Foreign financing

26,680

28,596

US$ + LIBOR

2.0

Semiannually until 2009

Inventories and property, plant

and equipment financing

9,308

9,913

MX$ + TIIE (*)

From 1.5 to 2.0

Semiannually until 2010

Advances on foreign exchange

contracts

8,255

9,238

US$

From 3.65 to 4.30

Maximum of 55 days

National Bank for Economic and

Social Development (BNDES)

20,864

19,368

UMBNDES (**)

From 8.63 to10.38

Monthly until 2010

Export prepayments, net of

linked operations

51,096

73,474

US$

From 4.22 to 6.85

Monthly, semiannually and

annually until 2008

Subtotal

251,518

283,418

Local currency:

National Bank for Economic and

Social Development (BNDES)

173,781

157,656

TJLP

From 1.5 to 4.85

Monthly until 2010

National Bank for Economic and

Social Development (BNDES)

10,958

13,561

IGP-M

6.5

Semiannually until 2008

Government Agency for

Machinery and Equipment

Financing (FINAME)

44,736

43,555

TJLP

From 1.8 to 4.85

Monthly until 2010

Research and project financing

(FINEP)

36,262

32,996

TJLP

(2.0)

Monthly until 2009

Debentures

304,392

318,697

CDI

102.5

Semiannually until 2008

Subtotal

570,129

566,465

Total loans, financing and

debentures

821,647

849,883

Current liabilities

(135,836

)

(153,646

)

Long-term liabilities

685,811

696,237

(*)		MX$ = Mexican peso; TIIE = Mexican break-even interbank interest rate.
(**)		UMBNDES = BNDES monetary unit. This is a “basket of currencies” representing the composition of the BNDES debt in foreign currency, 82% of which is linked to the U.S. dollar.

The long-term liabilities have the following composition per annum of maturing:

 

			09/30/05		06/30/05
	From 1 to 2 years		93,531		93,518
	From 2 to 3 years		503,099		507,863
	From 3 to 4 years		50,044		48,947
	More than 4 years		39,137		45,909
			685,811		696,237

	b)	Eurobonds
		In June 1997, the subsidiary Companhia Ultragaz S.A. issued eurobonds in the total amount of US$60 million, maturing in 2005. Maturity was subsequently extended to June 2020, with put/call options in June 2008.

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Ultrapar Participações S.A. and Subsidiaries

		In June 2005, the subsidiary LPG International Inc. that had acquired all eurobonds issued by Companhia Ultragaz S.A. sold them to the subsidiary Oxiteno Overseas Co., that financed their acquisition through a syndicated loan in the amount of US$60 million maturing in June 2008, with annual interest rate of 5.05%. LPG used the proceeds from the sale to redeem eurobonds issued by it.
		The eurobonds and syndicated loan are guaranteed by the Company and its subsidiaries Ultragaz Participações Ltda. and Oxiteno S.A. - Indústria e Comércio, which are subject to covenants that limit, among other things, their ability to incur indebtedness, make dividend and other payments, and engage in mergers and acquisitions. None of these covenants have restricted our ability to conduct our business until the present moment.
	c)	Debentures
		The Extraordinary Stockholders’ Meeting held on February 2, 2005 approved the issuance by the Company and the public distribution in a single block of 30,000 nonconvertible debentures with nominal unit value of R$10,000.00 (ten thousand reais), totaling R$300,000.
		On March 30, 2005, the Board of Directors of the Company, according to delegation made by the Extraordinary Stockholders’ Meeting, approved the interest rate determined through a bookbuilding process on the same date.
		On April 6, 2005, the CVM registered the operation, and funds of R$304,854, net of commission, were received on April 8, 2005.
		Characteristics of debentures are:
		Nominal unit value: R$10,000.00.
		Final maturity: March 1, 2008.
		Nominal value payment: Lump sum at final maturity.
		Yield: 102.5% of CDI.
		Yield payment: Semiannually, beginning March 1, 2005.
		Repricing: None.
		The debentures are subject to commitments that restrict, among other things, certain operations of incorporation, merger or split as well as operation involving the disposal of operational assets that would result in a reduction of more than 25% of consolidated net sales. They also included the obligation to maintain a consolidated net debt to EBITDA ratio less or equal to 3.5. None of these commitments have restricted the Company and its subsidiaries’ ability to conduct business until the present moment.

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Ultrapar Participações S.A. and Subsidiaries

	d)	Collateral
		A portion of the financing is collateralized by liens on property, plant and equipment, shares, promissory notes and guarantees provided by the Company and its subsidiaries, as shown below:

			09/30/05		06/30/05
	Amount of financing secured by:
	Property, plant and equipment		49,897		49,834
	Shares of affiliated companies		10,958		13,560
	Minority stockholders’ guarantees		10,958		13,561
			71,813		76,955
	Other loans are collateralized by guarantees provided by the Company and the future flow of exports. The Company is responsible for sureties and guarantees offered on behalf of its subsidiaries, amounting to R$461,774 (R$440,130 as of June 30, 2005). Certain subsidiaries provided guarantees to financial institutions for the debt owed to those institutions by some of their customers (vendor financing). In the event any subsidiary is required to make the payment under those guarantees, the subsidiary may recover the amount paid directly from its customers through commercial collection effort. Maximum future payments related to these guarantees amount to R$34,233 (R$21,000 as of June 30, 2005), with maturing of up to 210 days. The Company did not incur any loss nor recorded any liability related to these guarantees as of September 30, 2005.

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Ultrapar Participações S.A. and Subsidiaries

14.	STOCKHOLDERS’ EQUITY

	a)	Capital
		The Company is a listed corporation with shares traded on the São Paulo and New York Stock Exchanges whose subscribed and paid-up capital, after the grouping of the Company’s shares, approved at the Extraordinary Stockholders’ Meeting held on July 20, 2005, is represented by 81,325,409 shares without par value, comprised of 49,429,897 common shares and 31,895,512 preferred shares. The table below represents changes in the number of shares and capital approved on February 2 and 22, 2005 and April 25, 2005 by the Board of Directors and Extraordinary Stockholders’ Meeting, respectively.

			R$ thousand		Total shares
	Events		Capital		Common			Preferred		Total
	As of December 31, 2004		663,952		51,264,621,778			18,426,647,050		69,691,268,828
	Stock dividends:
	On February 2, 2005 the Board of Directors approved an issuance
	of 10,453,690,324 preferred shares, to be distributed among the
	stockholders in the proportion of 15 preferred shares to 100
	common or preferred shares held.		234,864		-			10,453,690,324		10,453,690,324
	Conversion of common shares into preferred shares:
	At the Extraordinary Stockholders’ Meeting held on February 22,
	2005, the stockholders approved the conversion of 1,834,724,517
	common shares into preferred shares.		-		(1,834,724,517	)		1,834,724,517		-
	Supplementary issuance of preferred shares:
	The Board of Directors’ Meeting held on April 25, 2005 approved
	an issuance of 1,180,450,697 preferred shares to supply the excess
	of demand in the secondary distribution of preferred shares, held
	simultaneously in Brazil and abroad, with a price of R$40.00 per
	thousand shares.		47,218		-			1,180,450,697		1,180,450,697
	As of June 30, 2005		946,034		49,429,897,261			31,895,512,588		81,325,409,849
	Grouping of shares:
	The Extraordinary Stockholders’ Meeting held on July 20, 2005
	approved the grouping of shares, attributing 1 (one) share in
	substitution to each 1,000 (thousand) existing shares. In the same
	way, each American Depositary Share - ADS, previously
	representative of a lot of 1,000 (thousand) preferred shares,
	became representative of 1 (one) preferred share.		-		49,429,897			31,895,512		81,325,409
	As of September 30, 2005		946,034		49,429,897			31,895,512		81,325,409
	As of September 30, 2005, 10,161 thousand preferred shares were outstanding abroad, in the form of American Depositary Receipts - ADRs. Preferred shares are not convertible into common shares, do not entail voting rights, and have priority in capital redemption, without premium, in the event of liquidation of the Company. Until May 18, 2004, preferred shares entitled their holders to dividends at least 10% higher than those attributable to common shares. On that date, the Special Meeting of Preferred Stockholders and the Extraordinary Stockholders’ Meeting of Ultrapar approved to equalize the dividends on common and preferred shares.

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Ultrapar Participações S.A. and Subsidiaries

	b)	Treasury shares
		The Company was authorized to acquire its own shares at market price, without capital reduction, for holding in treasury and subsequent disposal or cancellation, in accordance with the provisions of CVM Instructions No. 10, of February 14, 1980, and No. 268, of November 13, 1997.
		The Company’s financial statements as of September 30, 2005 show 211 thousand preferred shares and 7 thousand common shares in treasury, which were acquired at the average cost of R$26.07 and R$19.30 per share, respectively. The consolidated financial statements show 377 thousand preferred shares and 7 thousand common shares in treasury, which were acquired at the average cost of R$24.35 and R$19.30 per share, respectively. The average acquisition cost, Company and consolidated, was adjusted because of the stock dividends, as shown in the table above.
		The price of shares issued by the Company as of September 30, 2005 on the BOVESPA (São Paulo Stock Exchange) was R$37.95 per share.
	c)	Capital reserve
		The capital reserve, in the amount of R$1,855, reflects the goodwill on sale of treasury shares from the Company to certain subsidiaries, at the average cost of R$33.28 per share. Executives of these subsidiaries were given the usufruct of such shares, as described in Note 20.
	d)	Revaluation reserve
		This reserve reflects the revaluation of assets of subsidiaries and is realized based upon depreciation, write-off or sale of revalued assets, including the related tax effects.
		In some cases, taxes on the revaluation reserve of certain subsidiaries are recognized only upon the realization of this reserve, since the revaluations occurred prior to the publication of CVM Resolution No. 183/95. Taxes on these reserves are R$7,408 (R$7,528 as of June 30, 2005).
	e)	Profit retention reserve
		This reserve is supported by the investment program, in conformity with article 196 of Brazilian corporate law, and includes both a portion of net income and the realization of the revaluation reserve.
	f)	Realizable profits reserve
		This reserve is established in conformity with article 197 of Brazilian corporate law, based on the equity in subsidiary and affiliated companies. Realization of the reserve usually occurs upon receipt of dividends, sale and write-off of investments.

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Ultrapar Participações S.A. and Subsidiaries

g)

Reconciliation of stockholders’ equity - Company and consolidated

			09/30/05			06/30/05
	Stockholders’ equity - Company		1,853,127			1,843,005
	Treasury shares held by subsidiaries, net of realization		(3,119	)		(3,211	)
	Capital reserve arising from sale of treasury shares to
	subsidiaries, net of realization		(1,573	)		(1,620	)
	Stockholders’ equity - consolidated		1,848,435			1,838,174

15.	RECONCILIATION OF EBITDA (CONSOLIDATED)
	EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) is calculated by the Company, as shown below:

			09/30/05													09/30/04
			Ultragaz		Oxiteno			Ultracargo		Other			Consolidated			Consolidated
	Income from operations		43,834		234,801			14,064		982			293,681			386,697
	(-) Equity in subsidiary and
	affiliated companies		-		(4,983	)		-		3,588			(1,395	)		(4	)
	(+/-) Financial income
	expenses		29,149		(3,118	)		2,889		(696	)		28,224			35,474
	(+) Depreciation and
	amortization		87,676		31,328			19,318		651			138,973			128,596
	EBITDA		160,659		258,028			36,271		4,525			459,483			550,763

16.	SEGMENT INFORMATION
	The Company has three reportable segments: gas, chemicals and logistics. The gas segment distributes LPG to retail, commercial and industrial consumers mainly in the South, Southeast and Northeast Regions of Brazil. The chemicals segment mainly produces ethylene oxide, ethylene glycol, ethanolamine and ether glycol. Operations in the logistics segment include storage and transportation of chemicals and fuel, mainly in the Southeast and Northeast Regions of Brazil. Reportable segments are strategic business units that offer different products and services. Intersegment sales are transacted at prices similar to those that the selling entity is able to obtain with third parties.
	The principal financial information about each of the Company’s reportable segments is as follows:

			09/30/05													09/30/04
			Ultragaz		Oxiteno			Ultracargo		Other			Consolidated			Consolidated
	Net sales, net of related-
	-party transactions		2,177,699		1,255,940			134,586		64			3,568,289			3,564,155
	Income from operations
	before financial income
	(expenses) and equity in
	subsidiary and affiliated
	companies		72,983		226,700			16,953		3,874			320,510			422,167
	EBITDA		160,659		258,028			36,271		4,525			459,483			550,763
	Total assets, net of related
	parties		933,929		1,389,975			296,514		358,318			2,978,736			2,484,757

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Ultrapar Participações S.A. and Subsidiaries

17.	RISKS AND FINANCIAL INSTRUMENTS (CONSOLIDATED)
	The main risk factors to which the Company and its subsidiaries are exposed reflect strategic/operating and economic/financial aspects. Strategic/operating risks (such as behavior of demand, competition, technological innovation, and significant structural changes in industry, among others) are addressed by the Company’s management model. Economic/financial risks mainly reflect customer default, macroeconomic variables such as exchange and interest rates, as well as the characteristics of the financial instruments used by the Company. These risks are managed through control policies, specific strategies and determination of limits, as follows:

• Customer default - These risks are managed by specific policies for accepting customers and analyzing credit, and are mitigated by diversification of sales. As of September 30, 2005, the subsidiaries Oxiteno S.A. - Indústria e Comércio and Oxiteno Nordeste S.A. - Indústria e Comércio maintained R$1,696 (R$1,818 as of June 30, 2005) and the subsidiaries of Ultragaz Participações Ltda. maintained R$24,938 (R$24,503 as of June 30, 2005) of allowance for doubtful accounts.
  
  
• Interest rates - The Company and its subsidiaries adopt conservative policies to obtain and invest funds and to minimize the cost of capital. Cash investments of the Company and its subsidiaries are comprised substantially of transactions linked to the CDI, as described in Note 4. A portion of the financial assets is intended for foreign currency hedges, as shown below. Borrowings originate mainly from BNDES, debentures and foreign currency financing, as mentioned in Note 13.
  
  
• Exchange rate - The Company’s subsidiaries use hedge (mainly US$ to CDI) instruments available in the financial market to cover assets and liabilities in foreign currency, so as to reduce the exchange variation effects on their results. Such hedges have amounts, periods and indexes equivalent to the assets and liabilities in foreign currency, to which they are linked. Shown below are the assets and liabilities in foreign currency, translated into Brazilian reais at September 30, 2005:

			Book value		Fair value
	Assets:
	Investments in foreign currency and hedges		135,474		133.767
	Cash and cash investments abroad		129,829		129,829
	Receivables from foreign customers, net of advances on
	export contracts		26,919		26,919
			292,222		290,515
	Liabilities:
	Foreign currency financing		251,518		253,941
	Import payables		8,586		8,586
			260,104		262,527
	Net asset position		32,118		27,988

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Ultrapar Participações S.A. and Subsidiaries

	The exchange variation related to cash and banks, cash investments and investments abroad was recorded as financial expense in the statement of income as of September 30, 2005, in the amount of R$15,856 (financial expense of R$1,135 as of September 30, 2004). Other financial instruments recorded in the financial statements as of September 30, 2005 were determined in conformity with the accounting criteria and practices described in the respective notes.
18.	FINANCIAL INCOME (EXPENSES), NET (CONSOLIDATED)

			07/01/05			07/01/04
			to			to
			09/30/05			09/30/04
	Interest on cash investments		38,027			18,228
	Interest on trade accounts receivable		1,108			1,184
	Interest on loans and financing		(10,954	)		(11,205	)
	Interest on debentures		(15,049	)		-
	Bank charges		(2,915	)		(3,974	)
	Monetary and exchange variations, including financial expenses
	from currency hedges		(7,222	)		(12,311	)
	Taxes (CPMF, PIS, Cofins and IOF)		(6,320	)		(5,992	)
	Other income (expenses)		574			(503	)
			(2,751	)		(14,573	)

19.	CONTINGENCIES AND COMMITMENTS (CONSOLIDATED)

	a)	Labor, civil and tax lawsuits
		The Petrochemical Industry Labor Union, of which the employees of Oxiteno Nordeste S.A. - Indústria e Comércio are members, filed an action against the subsidiary in 1990, demanding compliance with the adjustments established in collective labor agreements, in lieu of the salary policies effectively followed. At the same time, the employers’ association proposed a collective bargaining for the interpretation and clarification of the fourth clause of the agreement. Based on the opinion of its legal counsel, who analyzed the last decision of the Federal Supreme Court (STF) on the collective bargaining, as well as the status of the individual lawsuit of the subsidiary, management believes that a reserve is not necessary as of September 30, 2005.

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Ultrapar Participações S.A. and Subsidiaries

The subsidiaries Companhia Ultragaz S.A. and SPGás Distribuidora de Gás Ltda. are parties to an administrative proceeding at the SDE (Economic Law Department), linked to the CADE (Administrative Council for Economic Defense), under the allegation of anticompetitive practice in the municipalities of a region of the State of Minas Gerais in 2001. In September 2005, the SDE issued a technical notice recommending to CADE the condemnation of the Companies involved in this proceeding. In their defense, the subsidiaries’ arguments, among others, are: (i) under the terms of the notice issued by the Company’s chief executive officer on July 4, 2000, the subsidiaries’ employees were forbidden from discussing with third-party issues related to prices; and (ii) no consistent evidence was attached to the proceeding’s records, and the SDE acknowledges its failure in the attempt to prove the practice. In view of the arguments presented, the fact that the technical notice has no binding effect on the CADE’s decision, and their legal counsel’s opinion, the subsidiaries did not record a provision for this issue. Should the CADE’s decision be unfavorable, the subsidiaries can still discuss the issue at the judicial level. The subsidiary Companhia Ultragaz S.A. is a defendant in lawsuits relating to damages caused by an explosion in 1996 in a shopping mall in the city of Osasco, state of São Paulo. Such lawsuits involve: (i) individual suits filed by victims of the explosion claiming damages from Ultragaz for the loss of economic benefit and for pain and suffering; (ii) lawsuit for reimbursement of expenses by the administration company of the shopping mall and its insurance company; and (iii) class action suit seeking indemnification for material damages and pain and suffering for all the victims injured and deceased. The subsidiary believes that it has presented evidence that defective gas pipes in the shopping mall caused the accident and that Ultragaz’s on-site LPG storage facilities did not contribute to the explosion. It has obtained a favorable judgment in all lawsuits which have been judged to date. The subsidiary has insurance for this contingency; the uninsured amount is R$40,229. The Company did not record any provision for this amount, since it believes the probability of loss is remote. The Company and its subsidiaries obtained injunctions to pay PIS and Cofins (taxes on revenue) without the changes introduced by Law No. 9,718/98 in its original version. The ongoing questioning refers to the levy of these taxes on sources other than revenues. The unpaid amounts were recorded in the financial statements of the Company and its subsidiaries, totaling R$35,984 (R$35,396 as of June 30, 2005). The main tax discussions of the Company and its subsidiaries refer to the taxation of PIS and Cofins (as detailed in the preceding paragraph) and the taxation of income earned abroad (as stated in Note 9.a)). The potential losses on these discussions are accrued in long-term liabilities as other taxes and deferred income and social contribution taxes, respectively. The subsidiary Oxiteno S.A. - Indústria e Comércio recorded an accrual of R$7,986 (R$7,757 as of June 30, 2005) for an ICMS tax assessment under judgment at the administrative level. The subsidiary currently awaits a decision on its appeal filed in July 2004.

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Ultrapar Participações S.A. and Subsidiaries

 

	The subsidiary Utingás Armazenadora S.A. has been challenging in court ISS tax assessments issued by the municipal government of Santo André. Legal counsel of the subsidiary classifies the risk as low, since a significant portion of the lower court decisions was favorable to the subsidiary. The thesis defended by the subsidiary is supported by the opinion of a renowned tax specialist. The updated amount of the unaccrued contingency as of September 30, 2005 is R$28,755 (R$27,940 as of June 30, 2005). The Company and its subsidiaries have other ongoing administrative and judicial proceedings; legal counsel classified the risks of these proceedings as possible or remote and, therefore, no reserves for potential losses on these proceedings have been recorded. Escrow deposits and provisions are summarized below:
			09/30/05				06/30/05
			Escrow				Escrow
			deposits		Provision		deposits		Provision
	Social contribution tax on net income
	(CSLL)		-		2,580		-		2,580
	Labor claims		11,778		1,346		10,886		2,016
	PIS and Cofins on other revenues		58		35,984		58		35,396
	ICMS		804		14,221		804		13,876
	Other		3,747		-		3,754		18
			16,387		54,131		15,502		53,886

	b)	Contracts
		The subsidiary Terminal Químico de Aratu S.A. - Tequimar has contracts with CODEBA - Companhia Docas do Estado da Bahia and Complexo Industrial Portuário Governador Eraldo Gueiros, in connection with their port facilities in Aratu and Suape, respectively. Such contracts establish minimum cargo movement of 1,000,000 tons per year for Aratu, effective through 2022, and 250,000 tons per year for Suape, effective through 2027. If annual movement is less than the minimum required, the subsidiary is required to pay the difference between the actual movement and the minimum contractual movement, using the port rates in effect at the date established for payment. As of September 30, 2005, such rates were R$3.67 and R$3.44 per ton for Aratu and Suape, respectively. The subsidiary has met the minimum cargo movement limits since the inception of the contracts.
		The subsidiary Oxiteno Nordeste S.A. - Indústria e Comércio has a supply contract with Braskem S.A., effective through 2012, which establishes a minimum consumption level of ethylene per year. The minimum purchase commitment and the actual demand for the years ended September 30, 2005 and 2004, expressed in tons of ethylene, are summarized below. Should the minimum purchase commitment not be met, the subsidiary would be liable for a fine of 40% of the current ethylene price for the quantity not purchased.

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Ultrapar Participações S.A. and Subsidiaries

					Accumulated demand (real)
			Minimum purchase commitment		09/30/05		09/30/04
	In tons		137,900		147,318		142,032

	c)	Insurance coverage for subsidiaries
		The Company has appropriate insurance policies to cover several risks, including loss and damage from fire, lightning, explosion of any nature, windstorm, plane crash and electrical damage, among others, protecting the units and other branches of all subsidiaries. The estimated amount of insured assets is US$226 million.
		For the Oxiteno and Canamex units, there is also a loss of income insurance against losses from potential accidents related to their assets, in the amount of US$118 million.
		The civil liability insurance program covers all the Group companies, with a coverage of US$150 million, for losses and damages from accidents caused by third parties, related to the commercial/industrial operations and/or distribution and sale of products and services.
		Group life insurance, personal accident insurance, health insurance, and domestic and international transportation insurance are also contracted.

20.	STOCK COMPENSATION PLAN (CONSOLIDATED)
	The Extraordinary Stockholders’ Meeting held on November 26, 2003 approved a compensation plan for the management of the Company and its subsidiaries, which provides for: (i) the initial grant of usufruct of shares issued by the Company and held in treasury by the subsidiaries in which the beneficiaries are employed; and (ii) the transfer of the beneficial ownership of the shares after ten years of the initial grant provided that the professional relationship between the beneficiary and the Company and its subsidiaries is not interrupted. The total amount granted to the executives as of September 30, 2005, including taxes, was R$7,654 (R$4,960 as of September 30, 2004). Such amount is being amortized over a period of ten years, and the amortization related to the third quarter of 2005, in the amount of R$574 (R$372 to the third quarter of 2004), was recorded as an operating expense for the period.
21.	EMPLOYEE BENEFITS AND PRIVATE PENSION PLAN (CONSOLIDATED)
	The Company and its subsidiaries offer benefits to their employees, such as life insurance, health care and pension plan. In addition, loans for the acquisition of vehicles and personal computers are available to employees of certain subsidiaries. These benefits are recorded on the accrual basis and terminate at the end of the employment relationship.
	In August 2001, the Company and its subsidiaries began to provide a defined contribution pension plan to their employees. This plan is managed by Ultraprev - Associação de Previdência Complementar. Under the terms of the plan, the basic contribution of each participating employee is defined annually by the participant between 0% and 11% of his/her salary. The sponsoring companies provide a matching contribution in an identical

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Ultrapar Participações S.A. and Subsidiaries

	amount as the basic contribution. As participants retire, they may opt to receive monthly: (i) a percentage varying between 0.5% and 1.0% of the fund accumulated in their name at Ultraprev; or (ii) a fixed monthly amount which will deplete the fund accumulated in the participant’s name over a period of 5 to 25 years. Accordingly, neither the Company nor its subsidiaries assume responsibility for guaranteeing the amounts and periods of receipt of the retirement benefit. As of September 30 2005, the Company and its subsidiaries contributed R$2,199 (R$2,902 as of September 30, 2004) to Ultraprev, which was charged to income for the year. The total number of participating employees as of September 30, 2005 was 5,954 (5,382 as of September 30, 2004), with no participants retired to date. Additionally, Ultraprev has 1 active participant and 32 former employees receiving defined benefits according to the policies of a previous plan.
22.	CASH FLOW STATEMENT (CONSOLIDATED)

			09/30/05			09/30/04
	Cash flow from operating activities:
	Net income		257,542			304,738
	Adjustments to reconcile net income to cash provide by operating
	activities:
	Depreciation and amortization		138,973			128,596
	Equity in losses of affiliated companies		(1,395	)		(4	)
	Foreign exchange and indexation, net		(33,387	)		13,860
	Deferred income and social contribution taxes		(19,229	)		(3,920	)
	Minority interest		2,420			4,207
	Loss on sale of property, plant and equipment		5,591			14,907
	Allowance (reversal) for losses on permanent assets		481			(1,268	)
	Long-term taxes provision		826			7,222
	PIS and Cofins credits on depreciation		943			2,872
	Other		-			221
	(Increase) decrease in current assets:
	Trade accounts receivable		7,082			(44,362	)
	Recoverable taxes		13,664			29,765
	Other trade accounts receivable		(12,249	)		5,323
	Inventories		31,097			(37,251	)
	Prepaid expenses		1,402			(2,220	)
	Increase (decrease) in current liabilities:
	Suppliers		(33,982	)		(8,088	)
	Interest on financing		6,508			1,365
	Salaries and related charges		(19,664	)		11,492
	Taxes		3,123			(5,670	)
	Income and social contribution taxes		1,530			2,043
	Other		1,087			(8,638	)
	Net cash provided by operating activities		352,363			415,190

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Ultrapar Participações S.A. and Subsidiaries

		09/30/05			09/30/04
Cash flow from investing activities:
Cash investments net of redemption		(320,719	)		(34,303	)
Additions to property, plant and equipment		(122,248	)		(167,846	)
Additions to deferred charges		(40,555	)		(31,161	)
Proceeds from sales of property, plant and equipment		3,699			4,893
Acquisition of minority interest		(7	)		(303	)
Acquisition of treasury stocks to maintenance		-			(6,758	)
Other		(9,459	)		(16,935	)
Net cash used in investing activities		(489,289	)		(252,413	)
Cash flow from financing activities:
Short-term debt:
Issuances		263,780			339,931
Amortization		(328,705	)		(382,253	)
Long-term loans:
Issuances		554,314			227,506
Amortization		(185,527	)		(237,942	)
Loans from affiliated companies		(5,833	)		-
Dividends paid		(129,320	)		(132,075	)
Capital increase		47,218			-
Other		(1,087	)		(198	)
Net cash provided by (used in) financing activities		214,840			(185,031	)
Net increase in cash and temporary cash investments		77,914			(22,254	)
Cash and temporary cash investments at the beginning of the period		558,379			554,090
Cash and temporary cash investments at the end of the period		636,293			531,836
Supplemental disclosure of cash flow information:
Interest paid by financing		47,808			18,091
Income taxes paid		18,751			35,480

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Ultrapar Participações S.A. and Subsidiaries

OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY

Shares directly or indirectly owned by the controlling shareholders, members of the Board of Directors, Executive Officers and members of the Fiscal Council as of September 30, 2005

			Common		Preferred		Total
	Controlling Shareholders		33,748,059		885,979		34,634,038
	Board of Directors¹		406,824		78,971		485,795
	Officers²		-		129,950		129,950
	Fiscal Council		-		1,071		1,071
Note:	¹Shares which were not included in Controlling Shareholders' position
	²Shares which were not included in Controlling Shareholders' and Board of Directors' positions

Shares directly or indirectly owned by the controlling shareholders, members of the Board of Directors, Executive Officers and members of the Fiscal Council - Last 12 Months

			30-sep-05³						30-sep-04
			Common		Preferred		Total		Common		Preferred		Total
Controlling Shareholders			33,748,059		885,979		34,634,038		35,526,511,357		115,851,189		35,642,362,546
Board of Directors¹			406,824		78,971		485,795		406,417,372		118,293,865		524,711,237
Officers²			-		129,950		129,950		-		104,000,000		104,000,000
Fiscal Council			-		1,071		1,071		-		931,437		931,437
Note:	¹Shares which were not included in Controlling Shareholders' position
	²Shares which were not included in Controlling Shareholders' and Board of Directors' positions
	³2005: quantities after the reverse split of shares in August 2005, in the proportion of 1:1000 shares.

Total free float and its percentage of total shares as of September 30, 2005

		Common			Preferred			Total
Total Shares		49,429,897			31,895,512			81,325,409
( - ) Shares held in treasury		6,617			211,097			217,714
( - ) Shares owned by Controlling Shareholders		33,748,059			885,979			34,634,038
Free-float		15,675,221			30,798,436			46,473,657
% Free-float / Total Shares		31.71	%		96.56	%		57.15	%

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Ultrapar Participações S.A. and Subsidiaries

The Company’s shareholders hold more than 5% of voting capital, up to the individual level, and breakdown of their shareholdings as of September 30, 2005

ULTRAPAR PARTICIPAÇÕES S.A		Common		%			Preferred		%			Total		%
Ultra S.A. Participações		32,646,696		66.04	%		12		0.00	%		32,646,708		40.14	%
Parth Investments Company		9,311,730		18.84	%		1,396,759		4.38	%		10,708,489		13.17	%
Monteiro Aranha S.A.		5,212,637		10.55	%		1,011,888		3.17	%		6,224,525		7.65	%
Shares held in treasury		6,617		0.01	%		211,097		0.66	%		217,714		0.27	%
Others		2,252,217		4.56	%		29,275,756		91.79	%		31,527,973		38.77	%
TOTAL		49,429,897		100.00	%		31,895,512		100.00	%		81,325,409		100.00	%

ULTRA S.A. PARTICIPAÇÕES		Common		%			Preferred		%			Total		%
Paulo Guilherme Aguiar Cunha		11,974,109		18.95	%		0		0.00	%		11,974,109		13.52	%
Ana Maria Villela Igel		3,663,669		5.80	%		3,186,410		12.57	%		6,850,079		7.74	%
Christy Participações Ltda.		6,425,199		10.17	%		4,990,444		19.69	%		11,415,643		12.89	%
Rogério Igel		7,505,576		11.88	%		3,917,200		15.46	%		11,422,776		12.90	%
Joyce Igel de Castro Andrade		8,401,501		13.29	%		4,365,161		17.22	%		12,766,662		14.42	%
Márcia Igel Joppert		8,401,501		13.29	%		4,365,161		17.22	%		12,766,662		14.42	%
Fábio Igel		7,437,724		11.77	%		4,070,447		16.06	%		11,508,171		13.00	%
Lucio de Castro Andrade Filho		3,775,470		5.97	%		0		0.00	%		3,775,470		4.26	%
Others		5,617,299		8.88	%		448,063		1.78	%		6,065,362		6.85	%
TOTAL		63,202,048		100.00	%		25,342,886		100.00	%		88,544,934		100.00	%

CHRISTY PARTICIPAÇÕES LTDA.		Capital Stock		%
Maria da Conceição Coutinho Beltrão		3,066		34.90	%
Hélio Marcos Coutinho Beltrão		1,906		21.70	%
Cristiana Coutinho Beltrão		1,906		21.70	%
Maria Coutinho Beltrão		1,906		21.70	%
TOTAL		8,784		100.00	%

MONTEIRO ARANHA S.A		Common		%			Preferred				%		Total		%
Joaquim Francisco M. de Carvalho		1,626,653		14.03	%				-		-		1,626,653		14.03	%
Fundo de Pensões do Banco Espírito Santo e
Comercial de Lisboa		1,168,121		10.07	%				-		-		1,168,121		10.07	%
Dresdner Bank AG		1,159,760		10.00	%				-		-		1,159,760		10.00	%
Bradesco Capitalização S.A		1,192,483		10.28	%				-		-		1,192,483		10.28	%
Soc. Técnica Monteiro Aranha Ltda		961,338		8.29	%				-		-		961,338		8.29	%
Olavo Egydio Monteiro de Carvalho		905,043		7.80	%				-		-		905,043		7.80	%
AMC Participações S/C Ltda		599,526		5.17	%				-		-		599,526		5.17	%
CEJMC Participações S/C Ltda		599,526		5.17	%				-		-		599,526		5.17	%
SAMC Participações S/C Ltda		599,526		5.17	%				-		-		599,526		5.17	%
Shares held in treasury		195,399		1.68	%				-		-		195,399		1.68	%
Others		2,590,222		22.34	%				-		-		2,590,222		22.34	%
TOTAL		11,597,597		100.00	%				-		-		11,597,597		100.00	%

29

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Ultrapar Participações S.A. and Subsidiaries

BRADESCO CAPITALIZAÇÃO S.A		Common		%			Preferred		%			Total		%
Bradesco Vida e Previdência S.A		451,623		100.00	%		-		-			451,623		100.00	%
TOTAL		451,623		100.00	%		-		-			451,623		100.00	%
BRADESCO VIDA E PREVIDÊNCIA S.A		Common		%			Preferred		%			Total		%
Bradesco Seguros S.A.		182,381		100.00	%		-		-			182,381		100.00	%
TOTAL		182,381		100.00	%		-		-			182,381		100.00	%
BRADESCO SEGUROS S.A		Common		%			Preferred		%			Total		%
Banco Bradesco S.A.		627,530		100.00	%		-		-			627,530		100.00	%
TOTAL		627,530		100.00	%		-		-			627,530		100.00	%
BANCO BRADESCO S.A		Common		%			Preferred		%			Total		%
Cidade de Deus Cia Cial. De Partic.		118,517,427		47.92	%		529,371		0.22	%		119,046,798		24.18	%
Fundação Bradesco		34,167,133		13.81	%		10,921,440		4.46	%		45,088,573		9.16	%
Banco Bilbao Vizcaya Argentaria S.A.		12,366,285		5.00	%		9,282,236		3.79	%		21,648,521		4.40	%
Banco Espírito Santo S.A.		16,377,413		6.62	%		278,321		0.11	%		16,655,734		3.38	%
Others		65,897,432		26.65	%		223,959,338		91.42	%		289,856,770		58.88	%
TOTAL		247,325,690		100.00	%		244,970,706		100.00	%		492,296,396		100.00	%
CIDADE DE DEUS CIA CIAL PARTIC.		Common		%			Preferred		%			Total		%
Nova Cidade de Deus Partic. S/A		2,333,056,605		44.43	%		-		-			2,333,056,605		44.43	%
Fundação Bradesco		1,724,997,712		32.85	%		-		-			1,724,997,712		32.85	%
Lia Maria Aguiar		417,744,408		7.96	%		-		-			417,744,408		7.96	%
Lina Maria Aguiar		442,193,236		8.42	%		-		-			442,193,236		8.42	%
Others		332,631,968		6.34	%		-		-			332,631,968		6.34	%
TOTAL		5,250,623,929		100.00	%		-		-			5,250,623,929		100.00	%
NOVA CIDADE DE DEUS PARTIC. S.A.		Common		%			Preferred		%			Total		%
Fundação Bradesco		91,340,406		46.30	%		209,037,114		98.35	%		300,377,520		73.29	%
Elo Participações S/A		105,932,096		53.70	%		-		-			105,932,096		25.85	%
Cx. Benef. dos Func. Bradesco		-		-			3,511,005		1.65	%		3,511,005		0.86	%
TOTAL		197,272,502		100.00	%		212,548,119		100.00	%		409,820,621		100.00	%

SOCIEDADE TÉCNICA MONTEIRO ARANHA
LTDA		Capital Stock		%
Joaquim Monteiro de Carvalho		343,634		99.99	%
Others		3		0.01	%
TOTAL		343,637		100.00	%
AMC PARTICIPAÇÕES S/C LTDA		Capital Stock		%
Astrid Monteiro de Carvalho		4,015,162		99.99	%
Soc. Téc. Monteiro Aranha Ltda		1		0.01	%
TOTAL		4,015,163		100.00	%
CEJMC PARTICIPAÇÕES S/C LTDA		Capital Stock		%
Celi Elisabete Júlia M. de Caravalho		2,923,469		99.99	%
Soc. Téc. Monteiro Aranha Ltda		1		0.01	%
TOTAL		2,923,470		100.00	%
SAMC PARTICIPAÇÕES S/C LTDA		Capital Stock		%
Sérgio Alberto M. de Carvalho		2,923,469		99.99	%
Soc. Téc. Monteiro Aranha Ltda		1		0.01	%
TOTAL		2,923,470		100.00	%

30

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Ultrapar Participações S.A. and Subsidiaries
INVESTMENTS IN SUBSIDIARIES AND/OR AFFILIATES

1 - Item		2 - Company name		3 - Number of corporate taxpayer (CNPJ)		4 - Classification		5 - % of ownership interest in investee		6 - % of investor’s shareholders equity		7 - Type of company		8 - Number of shares held in the current quarter (in thousands)		9 - Number of shares held in the prior quarter (in thousands)
01		Ultracargo - Operações Logísticas e		34.266.973/0001-99		Closely-held subsidiary		100.00		32.35		Commercial, industrial and other		2,461		2,461
		Participações Ltda.
02		Ultragaz Participações Ltda.		57.651.960/0001-39		Closely-held subsidiary		100.00		16.05		Commercial, industrial and other		4,336		4,336
03		Imaven Imóveis e Agropecuária Ltda.		61.604.112/0001-46		Closely-held subsidiary		100.00		2.55		Commercial, industrial and other		27,734		27,734
04		Oxiteno S.A. - Indústria e Comércio		62.545.686/0001-53		Closely-held subsidiary		100.00		67.03		Commercial, industrial and other		35,102		35,102
05		Oxiteno Nordeste S.A. - Indústria e		14.109.664/0001-06		Investee of subsidiary/affiliated company		99.24		50.03		Commercial, industrial and other		5,242		5,242
		Comércio
06		Terminal Químico de Aratu S.A. -		14.688.220/0001-64		Investee of subsidiary/affiliated company		99.43		6.33		Commercial, industrial and other		12,539		12,536
		Tequimar
07		Transultra - Armazenamento e		60.959.889/0001-60		Investee of subsidiary/affiliated company		100.00		4.14		Commercial, industrial and other		34,999		34,999
		Transporte Especializado Ltda.
08		Companhia Ultragaz S.A.		61.602.199/0001-12		Investee of subsidiary/affiliated company		98.54		22.77		Commercial, industrial and other		799,752		799,746
09		SPGás Distribuidora de Gás Ltda.		65.828.550/0001-49		Investee of subsidiary/affiliated company		100.00		4.58		Commercial, industrial and other		1,314		1,314
10		Bahiana Distribuidora de Gás Ltda.		46.395.687/0001-02		Investee of subsidiary/affiliated company		100.00		5.70		Commercial, industrial and other		24		24
11		Utingás Armazenadora S.A.		61.916.920/0001-49		Investee of subsidiary/affiliated company		55.99		1.35		Commercial, industrial and other		2,751		2,751
12		Canamex Químicos S.A. de C.V.				Investee of subsidiary/affiliated company		100.00		1.56		Commercial, industrial and other		122,047		122,047

Note: This information is an integral part of the interim financial statements as required by the CVM.

31

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Ultrapar Participações S.A. and Subsidiaries

CHARACTERISTICS OF DEBENTURES

1		- ITEM				01
2		- ORDER NUMBER				SINGLE
3		- REGISTER NUMBER IN THE CVM				CVM/SRE/DEB/2005/015
4		- REGISTER DATE				04/06/2005
5		- ISSUE SERIAL				UN
6		- ISSUE TYPE				SINGLE
7		- ISSUE NATURE				PUBLIC
8		- ISSUE DATE				03/01/2005
9		- MATURING DATE				03/01/2008
10		- DEBENTURE SPECIES				NO PREFERENCE
11		- YIELD				102.5% CDI
12		- AWARD				0
13		- NOMINAL AMOUNTS (REAIS)				10,000.00
14		- ISSUED AMOUNTS (IN THOUSANDS OF REAIS)				304,392
15		- ISSUED TITLE		(UNIT)		30,000
16		- CIRCULATION TITLE		(UNIT)		30,000
17		- TREASURY TITLE		(UNIT)		0
18		- RANSOM TITLE		(UNIT)		0
19		- CONVERTIBLE TITLE		(UNIT)		0
20		- TO PUT TITLE		(UNIT)		0
21		- LAST REPACTUATION DATE
22		- NEXT EVENT DATE				03/01/2006

32

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ULTRAPAR PARTICIPAÇÕES S.A.

MD&A – ANALYSIS OF CONSOLIDATED EARNINGS
Third Quarter 2005

(1) Key Indicators - Consolidated:

(R$ million)		3Q 05			3Q04			2Q05			Change 3Q05 X 3Q04			Change 3Q05 X 2Q05			9M 05			9M04			Change 9M05 X9M04
Net sales and services		1,229.3			1,319.5			1,202.0			(7%)			2%			3,568.3			3,564.2			0%
Cost of sales and services		(1,009.7)			(997.8)			(951.0)			1%			6%			(2,838.9)			(2,738.2)			4%
Gross Profit		219.6			321.7			251.0			(32%)			(13%)			729.4			826.0			(12%)
Selling, general and administrative		(141.0)			(145.9)			(131.6)			(3%)			7%			(409.9)			(408.3)			0%
expenses
Other operating (expense) income, net		0.5			1.3			(0.7)			(62%)			171%			1.0			4.4			(77%)
Operating income		79.1			177.1			118.7			(55%)			(33%)			320.5			422.1			(24%)
Financial (expense) income, net		(2.7)			(14.6)			(16.7)			(82%)			(84%)			(28.2)			(35.5)			(21%)
Equity income (expense)		(0.1)			(0.1)			1.5			-			-			1.3			-			-
Nonoperating expense, net		(0.7)			(3.3)			(0.7)			(79%)			0%			(3.2)			(12.1)			(74%)
Income before taxes and social		75.6			159.1			102.8			(52%)			(26%)			290.4			374.5			(22%)
contribution
Income and social contribution taxes		(22.7)			(55.5)			(31.1)			(59%)			(27%)			(85.2)			(129.8)			(34%)
Benefit of tax holidays (*)		15.3			28.2			18.5			(46%)			(17%)			54.7			64.2			(15%)
Minority interest		(1.0)			(2.3)			(0.7)			(57%)			43%			(2.4)			(4.2)			(43%)
Net income		67.2			129.5			89.5			(48%)			(25%)			257.5			304.7			(16%)
EBITDA		126.8			219.6			164.5			(42%)			(23%)			459.5			550.8			(17%)
Volume – LPG sales		409			401			388			2%			5%			1,153			1,169			(1%)
Volume – Chemicals sales		148			159			136			(7%)			9%			404			391			3%
(*) Benefits on tax holidays for subsidiaries, in 2004 expressed as part of “equity income” have been reclassified in order to allow a better comparison of the financials statements

33

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(2) Performance Analysis:

Net Sales and Services - Ultrapar’s consolidated net sales and services in 3Q05 amounted to R$ 1,229.3 million, an increase of 2% in relation to 2Q05, and 7% lower than 3Q04. For the first nine months of 2005, Ultrapar's net revenues amounted to R$ 3,568.3 million, flat compared to the same period in 2004.

Ultragaz: The Brazilian LPG market grew by 1% in 3Q05, compared to the same period in 2004, due to the expansion in real wages and the stability seen in prices, which reduced the weighting of LPG in the family budget. Ultragaz experienced growth of 2% in its total sales volume, higher than the growth rate in the Brazilian market, principally due to the sales recovery in the domestic segment – Ultragaz ended the quarter with a market share of 24.3%, 0.4 percentage points higher than in 3Q04, and in line with the market share that the Company previously enjoyed before it started restructuring its distribution network. In relation to 2Q05, total sales volume for Ultragaz increased by 5% - in line with the expansion of 5% seen in the LPG market. For the year, both Ultragaz and the market saw a retraction in total sales volume, of 1%. Based on this, Ultragaz's bottled segment saw an increase of 4%, or 11 thousand tons, comparing 3Q05 with the same quarter in 2004. When compared with 2Q05, the increase amounted to 7%, or 17 thousand tons. The bulk segment, which mainly serves the commercial and industrial sectors, saw a drop of 2%, or 3 thousand tons, in relation to the same period in 2004, and an increase of 3%, or 4 thousand tons, in relation to 2Q05. Net sales and services at Ultragaz amounted to R$ 772.2 million, flat in relation to 3Q04. The expansion of 2% in volumes sold compensated for the drop in average sales price, due to the increased competitiveness of the market. Compared to the second quarter of 2005, Ultragaz's net revenues increased by 5%, in line with the increased sales volume.

Oxiteno: Total sales volume for Oxiteno amounted to 148 thousand tons in 3Q05, as a result of sales growth of 9% in the domestic market. The drop of 7% in relation to 3Q04 was because of lower sales to the international market, seeing that export shipments in 2Q04 were delayed, distorting the comparison base by increasing shipments booked in 3Q04. Total sales to the domestic market amounted to 101 thousand tons, up 9% on 3Q04, which up to that time had constituted an all-time quarterly sales record in the domestic market for Oxiteno. The higher sales volume to the domestic market is due to increased market share with the customers served by Oxiteno, as well as the performance of the economy. Sales to international markets in 3Q05 amounted to 47 thousand tons, 29% lower than 3Q04, principally due to (i) the higher export volume in 3Q04 as a consequence of the shipment delays that occurred in 2Q04, (ii) weaker international demand. Compared to 2Q05, total sales volume was up 9%, as a result of a 18% increase in sales to the domestic market. For the first nine months of 2005, Oxiteno reported an increase of 3% in total sales volume. Net sales and services at Oxiteno totaled R$ 409.4 million in 3Q05, 20% below 3Q04, due to: (i) the appreciation of 21% in the Brazilian Real against the US dollar, partially compensated by dollar prices which were on average 10% higher and (ii) sales volume 7% lower in the quarter. Compared to 2Q05, net revenues were down 3% - the effects of a stronger Real (up on average by 6%) and a drop of 15% in the price of glycols were partially compensated by an increase of 9% in sales volume.

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Ultracargo: The increase in the volume of operations at Ultracargo in this third quarter of 2005, was due to new operations, particularly the operational startup of the Santos Intermodal Terminal -TIS in July 2005, as well as the winning of new clients. The average amount of liquid and gas stored in 3Q05 increased by 10% and 7%, in relation to 3Q04 and 2Q05, respectively. The storage of solids increased by 11% in relation to 3Q04, and was 1% lower than 2Q05. Kilometrage travelled increased by 2% and 1%, respectively, compared to 3Q04 and 2Q05. Total net sales and services amounted to R$ 61.6 million, an increase of 18% in relation to 3Q04, as a result of new operations, particularly the Santos Terminal, the winning of new clients and contractual price increases. These same factors caused Ultracargo's net revenues to show an increase of 5% in relation to 2Q05.

Cost of Goods Sold (COGS):Ultrapar's cost of goods sold amounted to R$ 1,009.7 million in 3Q05, an increase of 1% compared to 3Q04, and 6% compared to 2Q05. For the first nine months of 2005, the cost of goods sold was 4% higher than the same period in 2004.

Ultragaz: the cost of goods sold in 3Q05 increased by 4% in relation to 3Q04, and up 7% compared to 2Q05, due principally to: (i) higher sales volume, (ii) higher freight costs and (iii) the increase in personnel costs, of particular note being the collective wage agreement celebrated.

Oxiteno: the cost of goods sold at Oxiteno in 3Q05 amounted to R$ 308.7 million, down 6% compared to 3Q04, in line with the variation in sales volume - the rise of 15% in the cost of ethylene in dollar terms as a function of the rise in oil prices, was compensated by the appreciation in the Brazilian Real. Compared to 2Q05, Oxiteno's cost of goods sold increased by 4%, less than the increase of 9% seen in volumes sold, as a function of the appreciation in the average Brazilian Real.

Ultracargo: the cost of services provided in 3Q05 amounted to R$ 39.8 million, an increase of 21% when compared to 3Q04, as a result of the new operations, the rise in fuel costs and the employee salary increase. When compared to 2Q05, the cost of services provided by Ultracargo increased by 8%, impacted mainly by the startup of operations at the Santos Intermodal Terminal - TIS - and by the increase in fuel costs.

Gross Profit: In 3Q05 Ultrapar reported a gross profit of R$ 219.6 million, a decrease of 32% and 13% in relation to 3Q04 and 2Q05, respectively. In the 9M05 gross profit was R$ 729.4 million, 12% lower than the R$ 826.0 million reported in the same period of 2004.

Sales, General and Administrative Expenses: Ultrapar's sales, general and administrative expenses amounted to R$ 141.0 million in 3Q05, a drop of 3% in relation to 3Q04 and an increase of 7% in relation to 2Q05. For the first nine months of 2005, Ultrapar's sales, general and administrative expenses amounted to R$ 409.9 million, practically in line with the figure in the same period in 2004.

35

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Ultragaz: sales, general and administrative expenses at Ultragaz amounted to R$ 73.3 million in 3Q05, down 5%, in relation to 3Q04, basically as a result of the lower expense levels achieved due to rationalization efforts during the year. In comparison with 2Q05, sales, general and administrative expenses saw an increase of 5% impacted by: (i) the collective wage increase agreement; and (ii) the increase of 5% in volume sold in 3Q05, compared to 2Q05.

Oxiteno: sales, general and administrative expenses amounted to R$ 52.5 million in the quarter, down 9% when compared to 3Q04. Sales expenses were down 9%, basically due to lower export sales volume, reducing the cost of export freight. Administrative expenses were down 10%, due to lower personnel expenses, due basically to the reduction in the provision for employee profit-sharing payments. In relation to 2Q05, sales, general and administrative expenses increased by 6%, basically as a result of the rise in administrative expenses.

Ultracargo: Ultracargo's sales, general and administrative expenses amounted to R$ 16.6 million in 3Q05, up 31% in relation to 3Q04, principally due to the increase in personnel costs, as a result of expansion in the size of the workforce, due to new operations and the collective wage increase agreement introduced for the company's employees. In comparison with 2Q05, sales, general and administrative expenses were up 21%, the main impacts being the increase in the size of the workforce and the rise in general and administrative expenses as a result of the startup of operations at the Santos Intermodal Terminal - TIS.

Operating Income: Ultrapar reported an operating income of R$ 79.1 million, 55% lower than the operating income reported in 3Q04. Compared to 2Q05, Ultrapar’s operating income retracted by 33%. In the first nine months of 2005, Ultrapar’s operating income totaled R$ 320.5 million, 24% lower than the same period of 2004, when Ultrapar’s operating income totaled R$ 422.1 million.

Financial Result: Ultrapar reported financial expenses net of financial revenues of R$ 2.7 million in 3Q05, compared to R$ 14.6 million in 3Q04, a drop of 82% between the corresponding quarters. Compared to 2Q05, financial expenses net of financial revenues were 84% lower. The main factor behind this reduction was the 5% appreciation seen in the Brazilian Real in 3Q05, compared to 8% in 3Q04 and 12% in 2Q05. Furthermore, revenues from financial investments were up as a result of the company's increased net cash position.

Non-Operating Expenses: In 3Q05 Ultrapar reported a non-operating expense of R$ 0.7 million, an improvement of 79% or R$ 2.6 million compared to 3Q04, when Ultrapar reported a non-operating expense of R$ 3.3 million. Compared to 2Q05, Ultrapar's non-operating expenses in the quarter were practically unchanged. This result is basically due to the scrapping of storage cylinders at Ultragaz.

36

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Income Tax and Social Contribution: Ultrapar’s 3Q05 income tax and social contribution expenses amounted to R$ 22.7 million, a decrease of 59% in relation to 3Q04, when Ultrapar’s income tax and social contribution expenses was R$ 55.5 million. Besides the lower results reported in 3Q05 in relation to 3Q04, non-taxable revenues resulted in a R$ 3.1 million benefit in this third quarter.

Benefit of Tax Holidays: Ultrapar is entitle to federal tax benefits for its activities in the Northeast Region of Brazil, due to the federal program for development of the region. Tax benefits cover Oxiteno’s plant in Camaçari, Bahiana Distribuidora de Gás and Tequimar. In this third quarter, tax benefits amounted to R$ 15.3 million, 46% lower than that in the same period of 2004. The tax benefits reduction is in line with the reduction in Oxiteno’s results in the Camaçari plant.

Lucro Líquido: consolidated net earnings in 3Q05 amounted to R$ 67.2 million, down 48% and 25%, respectively, in relation to 3Q04 and 2Q05. Net earnings for the first nine months of 2005 amounted to R$ 257.5 million, down 16% in relation to the same period in 2004.

EBITDA: Ultrapar reported consolidated operational cash generation (EBITDA) of R$ 126.8 million in 3Q05 a reduction of 42% in relation to 3Q04 and 23% compared to 2Q05. Despite the good sales volume performance shown by its businesses, the company's financial performance was affected mainly by the continuing appreciation in the Brazilian Real, the drop in the average price of petrochemical products in relation to the previous quarter and the strong cost pressure as a consequence of higher oil prices. For the first nine months of 2005, Ultrapar's EBITDA amounted to R$ 459.5 million, 17% lower than the EBITDA reported in the same period in 2004.

Ultragaz: Ultragaz reported EBITDA of R$ 53.1 million, down 28% in relation to that reported in 3Q04, due basically to the drop in the average sales price as a result of a more competitive market and the rise in freight costs. Compared to 2Q05, EBITDA at Ultragaz was down 15%, due to increased costs and operational expenses, as a consequence of higher diesel prices and wage increase agreements. Ultragaz's profitability, as measured in EBITDA/ton, amounted to R$ 130/ton in this third quarter, R$ 53/ton and R$ 30/ton lower than 3Q04 and 2Q05, respectively.

Oxiteno: Oxiteno ended 3Q05 with EBITDA of R$ 59.6 million, 55% and 31% lower than 3Q04 and 2Q05, respectively. These reductions were due to: (i) the effect of the appreciation of the Brazilian Real against the US dollar, of 21% between 3Q04 in 3Q05; (ii) the higher oil price level, which has put pressure on costs; and (iii) the lower price of glycol in 3Q05. Even operating in such an extremely unfavorable scenario, Oxiteno's profitability, measured in EBITDA/ton, amounted to US$ 172/ton, still in line with the company’s annual historic average.

Ultracargo: Ultracargo reported an increase of 9% in EBITDA for 3Q05, compared to 3Q04, due basically to the company's increased operational volume. When compared to 2Q05, EBITDA at Ultracargo was down 9%, principally due to the costs and expenses generated as a result of the startup of operations at the Santos Intermodal Terminal, still without corresponding proportional revenues to compensate.

37

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EBITDA

R$ million			3Q05			3Q04			2Q05			Change			Change			9M05			9M04			Change
												3Q05 X			3Q05 X									9M05 X
												3Q04			2Q05									9M04
Ultrapar			126.8			219.6			164.5			(42%)			(23%)			459.5			550.8			(17%)
Ultragaz			53.1			73.3			62.2			(28%)			(15%)			160.7			205.5			(22%)
Oxiteno			59.6			133.2			87.0			(55%)			(31%)			258.0			309.3			(17%)
Ultracargo			12.5			11.5			13.8			9%			(9%)			36.3			31.4			16%

We hereby inform that, in accordance with the requirements of CVM Resolution 381/03, our independent auditors Deloitte Touche Tohmatsu Auditores Independentes has not performed during this first nine months of the year any other service than the audit service related to Ultrapar and affiliated companies’ financial statements. We also inform that there is no perspective, for the year in course, that Deloitte will perform any other service amounting to more than 5% of the auditing cost.

38

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ITEM 3

ULTRAPAR PARTICIPAÇÕES S.A.

Publicly Listed Company

CNPJ nº 33.256.439/0001- 39

NIRE 35.300.109.724

MINUTES OF A MEETING OF THE BOARD OF DIRECTORS (12/2005)

Date, Time and Place:

November 9, 2005, at 2:30 p.m., at the company’s headquarters, located at Av. Brigadeiro Luiz Antônio, nº 1343 – 9º andar, in the City of São Paulo, State of São Paulo.

Present :

Members of the Board of Directors, whose signatures appear below, and a member of the company’s Fiscal Council, Mr. Flavio Maia Luz.

Deliberations :

	1)	The company’s performance and the related financial statements for the 3rd quarter of this fiscal year were examined and discussed.
	2)	To authorize the contraction of a loan in the international market by the company or any of its subsidiaries, up to the amount of US$ 250,000,000.00 (two hundred and fifty million dollars), with a 10 (ten) year term, as well as the guarantees to be provided to this loan.
	3)	To approve that the Company’s Management executes all acts required and signs all documents necessary to effect the resolutions set forth in item “2” and “3” of these minutes.

Note: all resolutions were approved by all those present, except for Board member Renato Ochman, who abstained from voting.

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(Minutes of a meeting of the Board of Directors of Ultrapar Participações S.A. on November 9, 2005)

 

With nothing further to discuss, the meeting was closed and these Minutes were prepared, read, and approved, and have been signed by all directors present.

Signatures) Paulo Guilherme Aguiar Cunha – Chairman; Lucio de Castro Andrade Filho - Vice Chairman; Ana Maria Levy Villela Igel; Nildemar Secches; Olavo Egydio Monteiro de Carvalho; Paulo Vieira Belotti, and Renato Ochman.

I declare that this is a faithful copy of the minutes written in the Company’s record books.

 

Paulo Guilherme Aguiar Cunha
Chairman

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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.

	ULTRAPAR HOLDINGS INC.
Date: November 09, 2005
	By:	/s/ Fábio Schvartsman
		Name: Fábio Schvartsman
		Title: Chief Financial and Investor Relations Officer

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