Authorize the drawn up of this minutes in abridged form and its publication with omission of the signatures of the present Shareholders, as allowed, respectively, by paragraphs 1st and 2nd of article 130 of Law 6,404, as of November 15, 1976 ("Law 6,404/76").

Approved, by unanimity of the presents, the dispense of the reading of the Financial Statements, the Management Report and Independent Auditors Report, considering that those were already known by all present Shareholders. Approved, by majority of the present Shareholders, abstaining from voting the legally impeded, the Management Account, the Financial Statements and Management Report related to the corporate year ended on December 31, 2004, published in Jornal do Commercio, Gazeta Mercantil and Official Gazette of the State of Rio de Janeiro on March 1st, 2005. 5.2.1 - Approved, by unanimity, the Management’s proposal for the destination of the net profit of the year of 2004, in the amount of R$2,144,996,655.09 (two billion, one hundred and forty four million, nine hundred and ninety six thousand, six hundred and fifty five reais and nine cents) and of the revaluation reserve, in amount of R$244,846,352.46 (two hundred and forty four million, eight hundred and forty six thousand, three hundred and fifty two reais and forty six cents), as follows: (i) destination of R$86,798,191.36 (eighty six million, seven hundred and ninety eight thousand, one hundred and ninety one reais and thirty six cents) from the net profit of the year, for complementation of the legal reserve balance, in accordance with article 193 of Law 6,404/76; (ii) payment to the Shareholders of the Company of the amount of R$239,391,000.00 (two hundred and thirty nine million, three hundred and ninety one thousand reais), as interests over own capital, corresponding to the gross amount of R$ 0.86456 per share, which is subject to Withholding Income Tax at the rate of 15% (fifteen percent), with exception to the shareholders domiciled in country that does not tax income or taxes at maximum rate under 20% (twenty percent), in which case, are subject to Withholding Income Tax at the rate of 25% (twenty five percent), as per set forth in article 8 of Law 9,779/99; (iii) payment to the Shareholders of the Company of the amount of R$2,028,653,816.19 (two billion, twenty eight million, six hundred and fifty three thousand, eight hundred and sixteen reais and nineteen cents), as dividends, corresponding to the amount of R$ 7.32649, per share. The interests over own capital and the dividends referred to in this item will be paid, without monetary adjustment, as of (inclusive) June 14, 2005; and (iv) ratification of the distribution approved by the Board of Directors of the Company on June 14, 2004, of R$35,000,000.00 (thirty five million reais), as intermediary dividends; The Shareholder José Teixeira de Oliveira requested to registry its laudation vote to the management. 5.2.2 – Approved, by unanimity, that the Board of Directors be composed by eight (8) members, and, in accordance with article 13, paragraph 2nd, of the By-laws, firstly, the shareholder Antonio Francisco dos Santos, Brazilian citizen, manager, business administrator, bearer of the identity card IFP 1.307.360, enrolled with CPF/MF under number 112.375.706-20, indicated by CSN Investment Club, was reelected. Immediately, afterwards, the shareholders Benjamin Steinbruch, Brazilian citizen, married, industrialist, bearer of the identity card SSP/SP 3.627.815-4, enrolled with CPF/MF under number 618.266.778-87; Jacks Rabinovich, Brazilian citizen, married, industrialist, bearer of the identity card SSP/SP 1.179.678, enrolled with CPF/MF under number 011.495.638-34; Mauro Molchansky, Brazilian citizen, married, economist, bearer of the identity card IFP/RJ 03.757.956-2, enrolled with CPF/MF under number 721.527.028-91; Fernando Perrone, Brazilian citizen, married, lawyer, bearer of the identity card IFP 2.048.837, enrolled with CPF/MF under number 181.062.347-20; Dionísio Dias Carneiro Netto, Brazilian citizen, judicially separated, economist, bearer of the identity card IFP/RJ 1.887.610, enrolled with CPF/MF under number 060.011.061-34; Darc Antonio Da Luz Costa, Brazilian citizen, married, engineer, bearer of the identity card 227.070 of the Ministry of Navy, enrolled with CPF/MF under number 242.165.507-20; and Yoshiaki Nakano, Brazilian citizen, married, bearer of the identity card RG 5.157.491-3 and enrolled with CPF/MF under number 049.414.548-04, all with domicile at Rua São José, 20, group, 1602, 16th floor, were reelected. In this sense, the Board of Directors of the Company is composed by Messrs. Antonio Francisco dos Santos, Benjamin Steinbruch, Jacks Rabinovich, Mauro Molchansky, Fernando Perrone, Dionísio Dias Carneiro Netto, Darc Antonio da Luz Costa and Yoshiaki Nakano, all with term-in-office until the General Ordinary Shareholders Meeting of 2006. 5.2.3 – Approved, by unanimity, the determination of the overall yearly compensation of the managers in the amount of up to R$30,000,000.00 (thirty million reais);

After the closing of the Annual General Meeting, it was verified that the minimum quorum for the installation of the Extraordinary General Meeting was not reached, in first call, being necessary to take the measures for the second call.

Without any other matter to be discussed, the meeting has been suspended for the time necessary for drawing up these Minutes. After reopening the session, it was read, found conform and signed by the Chairman, Secretary and all attending Shareholders.