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SIXTH SUPPLEMENT dated 9 September 2010

TO THE BASE PROSPECTUS dated 23 November 2006

CAIXA GERAL DE DEPÓSITOS, S.A. (incorporated with limited liability in Portugal)

€15,000,000,000

Covered Bonds Programme

This is the sixth Supplement (the “Supplement”) to the Base Prospectus dated 23 November 2006 and

supplemented on 27 June 2007, 25 January 2008, 23 July 2009, 5 January 2010 and 9 June 2010 (the

“Base Prospectus”) for the purposes of Articles 135-C and 142, applicable ex vi Article 238, of the

Portuguese Securities Codes prepared in connection with the Covered Bonds Programme (the

“Programme”) established by Caixa Geral de Depósitos, S.A. (the “Issuer”, fully identified in the Base

Prospectus). Terms defined in the Base Prospectus have the same meaning when used in this Supplement.

Each of the Issuer, the members of the Board of Directors, the Supervisory Board and the Statutory

Auditor of the Issuer (see Board of Directors, General Meeting, Supervisory Board and Statutory Auditor of the Issuer of the Base Prospectus as supplemented pursuant to this Supplement) hereby declares that, to

the best of its knowledge (having taken all reasonable care to ensure that such is the case), the

information contained in this Supplement is in accordance with the facts and contains no omissions likely

to affect its import.

This Supplement should be read in conjunction with the Base Prospectus.

To the extent that there is any inconsistency between any statement in, or incorporated by reference into,

this Supplement and any other statement in, or incorporated by reference into, the Base Prospectus, the

statements in, or incorporated by reference into, this Supplement will prevail.

Save as disclosed in this Supplement, no other significant new factor, material mistake or inaccuracy

relating to information included in, or incorporated by reference into, the Base Prospectus has arisen or

been noted, as the case may be, since the publication of the Base Prospectus.

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I. GENERAL AMENDMENTS

1. References to, and the definition of, the Base Prospectus dated 23 November 2006 and

supplemented on 27 June 2007, 25 January 2008, 23 July 2009, 5 January 2010 and 9 June 2010

shall be amended to include this Supplement dated 9 September 2010.

2. All references to “Bayerische Hypo-und Vereinsbank AG” and “Bayerische Hypo-und Vereinsbank

AG (UniCredit Group (HVB))”, including in the definition of Dealers, shall be replaced with

“UniCredit Bank AG” and all references to “UniCredit Group (HVB)” shall be replaced with

“UniCredit Bank”.

3. All references to “Daiwa Securities SMBC Europe Limited”, including in the definition of Dealers,

shall be replaced with “Daiwa Capital Markets Europe Limited” and all references to “Daiwa

Securities SMBC Europe” shall be replaced with “Daiwa Capital Markets Europe”.

4. All references to “Deutsche Bank AG, London Branch” or “Deutsche Bank AG, London”, including

in the definition of Dealers, shall be replaced with “Deutsche Bank Aktiengesellschaft”.

II. COVER PAGE

5. “Nomura International” shall be replaced with “Nomura”.

III. RISK FACTORS

6. In the third paragraph under the heading Competition reference to 31 December 2007 shall be

replaced by reference to 31 December 2009.

7. Before the heading Regulation of the Portuguese financial industry a new risk factor under a

new heading Exposure to the Issuer’s credit risk shall be inserted as follows:

“The Covered Bonds are unsubordinated obligations of the Issuer secured by a special creditor privilege created under the Covered Bonds Law over the Cover Pool maintained by the Issuer. In

case of insufficiency of the assets comprised by the Cover Pool, the holders of the Covered Bonds

will be treated as common creditors of the Issuer and will have to rely, for the performance by the Issuer of its obligations under the Covered Bonds, on the sufficiency of the assets of the Issuer

available to common creditors. Accordingly, the holders of Covered Bonds will become exposed to the credit risk of the Issuer, in case of insufficiency of the assets comprised by the Cover Pool to

meet the obligations of the Issuer under the Covered Bonds.

Information on the ratings granted to the Issuer are available on the CMVM‘s website

(www.cmvm.pt), under the section Material Information through the following link: http://web3.cmvm.pt/english/sdi2004/emitentes/emit_fact.cfm?num_ent=%23%224%5BZ%0A”

8. The last two paragraphs under the heading Regulation of the Portuguese financial industry shall

be replaced by the following:

“Portuguese banks are required to maintain a solvency ratio of at least 8.0 per cent.. The solvency ratio is currently defined as Tier I capital plus Tier II capital divided by risk-weighted assets. At 31

December 2009, the solvency ratio of the CGD Group was 12.6 per cent. (8.5 per cent.

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corresponding to Tier I capital and 8.3 per cent. corresponding to Core Tier I capital). At 30 June 2010, the solvency ratio of the CGD Group was 11.90 per cent. (8.2 per cent. corresponding to Tier

I capital and 8.1 per cent. corresponding to Core Tier I capital). In accordance with Law 63-

A/2008 of 24 November 2008 - referring to the reinforcement of financial stability of credit institutions, namely to capitalisation measures through public investment - the Portuguese

Government may, by ministerial order, define the level of own funds of credit institutions in such a

capitalisation context. As far as the required minimum level of own funds in a consolidated basis is concerned, the Bank of Portugal has generally recommended in the Bank of Portugal Letter

(Carta-Circular) no. 83/2008/DSB, of 12 November 2008 that, no later than the end of September 2009, credit institutions shall have a minimum Tier 1 capital level of 8 per cent.. The capital

adequacy requirements applicable to the CGD Group limit its ability to advance loans to

customers and may require it to issue additional equity capital or subordinated debt in the future, which are expensive sources of funds.

In addition, the Bank of Portugal has established minimum provisioning requirements regarding current loans, non-performing loans, overdue loans, impairment for securities and equity holdings,

sovereign risk and other contingencies. Therefore, any change in these requirements could have an adverse impact on the results of operations of the CGD Group.

In December 2009 the Basel Committee on Banking Supervision issued the consultative document ―Strengthening the resilience of the banking sector‖, which contains a proposed series of measures

aimed at raising the quality, consistency and transparency of banks‘ regulatory capital. These proposals are going through a period of consultation and are expected to be introduced by the

beginning of 2013, with substantial transitional arrangements. In addition, the Basel Committee

on Banking Supervision released the consultative document ―International framework for liquidity risk measurement, standards and monitoring‖ in December 2009. This included two new key

liquidity metrics. A liquidity coverage ratio aimed at ensuring banks have sufficient unencumbered

high quality assets to meet cash outflows in an acute short-term stress and a net stable funding

ratio to promote longer-term structural funding of bank‘s balance sheet and capital market

activities. The EU has indicated that it will further amend the Capital Requirements Directive to implement revised global standards on capital adequacy and on liquidity that are being consulted

on by the Basel Committee. Further amendments to EU regulatory requirements are likely as the

EU develops its response to the financial crisis, including the structure of the regulatory system in Europe as proposed in the report of a high-level Commission group published in February 2009.

Among other things, it is proposed by the end of 2010 to create a European Banking Authority

charged with the development of a single rulebook for banks in the EU. National authorities will remain responsible for the supervision of financial institutions. These proposals may have an

adverse impact in the capital resources and requirements of the Issuer.”

9. In the first paragraph under the heading EU Savings Directive reference to Belgium shall be

deleted.

10. Before the heading Interest Rate Risks a new risk factor under a new heading Main Risks and

Uncertainties for the Second Half of 2010 shall be inserted as follows:

“A high degree of uncertainty remains a feature in the current financial and economic

environment, in terms of the strength and sustainability of economic recovery, and the regular

functioning of capital markets.

The evolution of the world economy to a slowdown phase, which may be enhanced by the removal of stimulus to growth, introduced by the authorities as a response to recession, is a risk for the 2nd

semester.

In the case of developed countries, particularly in Europe, we are witnessing the implementation of fiscal restraint measures, while in several emerging economies central banks have already begun a

process of rising interest rates.

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The public finances situation in European countries, particularly in southern Europe, could remain a focus of concern for investors, which would result in maintaining an environment of risk aversion

and high costs of financing, both for the governments of these countries and for its financial

institutions. For these, it could derive from a lower appetite of wholesale markets to channel funds to assets from the peripheral countries of Europe, as well as the increased competition induced by

the increase of public debt issues.

Liquidity risk should, therefore, remain a major risk that banks will have to face since the second half of 2010 should continue to be dominated by uncertainty about the flow of funding sources,

affecting both banks and sovereigns states. This uncertainty has been, especially relevant for

Europe and has been especially hitting the Southern countries and financial institutions based in them.

Furthermore, the reduction in available liquidity in the market driven by the gradual normalization

of conditions for liquidity provision by the European Central Bank may lead to an increase in the

funding costs in the interbank money market.

The combination of these effects on the funding costs could have a negative impact on bank‘s net

interest income via capital markets funding, and it cannot be ruled out that the prolonged

maintenance of these conditions can also lead to a slowdown in the growth of banking assets.

Bank profitability will also be affected by the weak pace of economic activity, which will be reflected in the growth of private sector credit, and defaults may also continue to be result from

rising unemployment. In a scenario with no recovery of capital markets, profitability would also suffer the impact of the devaluation of portfolios.

The interest rate risk on bank‘s balance sheet will also be a concern for banks, if the current trends

in interest rates persists due to its potential impact on the narrowing of financial margins.

Particularly relevant to bank profitability, on the negative side, will be a continued rise in funding

interest rates. This trend has been felt during the first half of 2010. If funding costs continue to increase in the 2nd half, a negative impact on net interest income could be felt, unless decisive

action is taken on lending rates.

Portuguese banks should remain heavily dependent on internal financing or the ECB. There could be, however some improvement in this situation, if there is a decrease of the dependency of these

sources of funding, resulting from increased market confidence. However this change mainly

depends on the market perception of the results of several initiatives by European authorities. Among these, the disclosure of the individual situation of the major banks following the stress-

testing process and the credibility associated with the various measures to be conducted in respect

of those that are most vulnerable.

However, the situation mentioned in the preceding paragraph may become more severe, if new

adverse facts give rise to a negative assessment of Southern European banks and sovereigns.

The second half of 2010 may also be marked by the transposition into European and national laws,

of the set of changes being discussed for revision of the Capital Accord, commonly referred to as "Basel III". These regulatory reforms will affect the real economy, credit market and the banking

system, with significant impact on economic actors.

The difficult economic situation also has negative consequences on the insurance business, which will tend to continue throughout the second half of 2010, and may be intensified in light of the

current unfavourable economic environment and expectations of its duration.

Generally, the demand for insurance is adversely affected, with particular focus in areas like Work

Accidents and Transportation. Moreover, the loss ratio tends to rise in several branches, as in theft insurance and credit, particularly in connection with the increase in unemployment. The negative

situation can also raise the moral hazard of general insurance and increased fraud.

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A scenario of economic weakness also makes it slower to implement the tariff adjustment measures essential to restoring the technical operation of the branches throughout the non-life insurance

sector in Portugal. In the financial field, concerns about sovereign debt credit ratings and lower

ratings of various institutions and sovereign states entails a level of instability and disruption in profits, which strongly affects the insurance business, due to its high exposure to equity markets.

However, the fiscal consolidation measures that have been implemented and the recent disclosure

of the results of banking stress-tests could contribute to a stabilization and eventual recovery of capital markets, which would inevitably have positive consequences for the insurance sector and

for economic activity in general.

In terms of interest rates, despite the recent rise in the Euribor, the continuation of historically low short-term rates tends to penalize the profitability of various life insurance products with

guaranteed minimum rates. In contrast, long term rates face the risk of starting to rise in the

second half of 2010, in connection with an increase in inflation expectations or changes in central banks policies, with adverse effect on the value of the bond portfolio of insurance companies.”

IV. DOCUMENTS INCORPORATED BY REFERENCE

11. This section shall be entirely replaced by the following, and no documents other than those referred

to thereunder shall be deemed incorporated by reference into the Base Prospectus:

“The following documents, which have previously been published and have been filed with the CMVM, shall be deemed to be incorporated in, and to form part of, this Base Prospectus:

(a) the audited consolidated financial statements of the Issuer in respect of the financial

years ended 31 December 2008 and 31 December 2009, in each case together with the

auditors‘ reports prepared in connection therewith. The audited non-consolidated

annual financial statements of the Issuer for the financial year ended 31 December 2008 and the related auditors‘ report appear in the annual report of the Issuer for the year

ended 31 December 2008 and the audited non-consolidated annual financial statements of the Issuer for the financial year ended 31 December 2009 and the related auditors‘

report appear in the annual report of the Issuer for the year ended 31 December 2009.

The unaudited consolidated financial statements of the Issuer for the first half of 2010;

(b) the by-laws (including an English language translation thereof) of the Issuer; and

(c) the following privileged information:

(i) Cimpor Agreement with Votorantim, available at:

http://web3.cmvm.pt/english/sdi2004/emitentes/docs/FR27807.pdf;

(ii) Partnership Agreement with the Banif Financial Group, available at:

http://web3.cmvm.pt/english/sdi2004/emitentes/docs/FR28921.pdf.

Following the publication of this Base Prospectus, a supplement may be prepared by the Issuer

and approved by the CMVM in accordance with Article 142 do Portuguese Securities Code which implemented Article 16 of the Prospectus Directive. Statements contained in any such supplement

(or contained in any document incorporated by reference therein) shall to the extent applicable (whether expressly, by implication or otherwise), be deemed to modify or supersede statements

contained in this Base Prospectus or in a document which is incorporated by reference in this

Base Prospectus. Any statement so modified or superseded shall not, except as so modified or superseded, constitute a part of this Base Prospectus.

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Copies of documents incorporated by reference in this Base Prospectus, in both Portuguese and English language, can be obtained from the registered offices of the Issuer at Av. João XXI, no.

63, 1000-300 Lisboa and from the specified offices of the Agent at Av. João XXI, no. 63, 1000-300

Lisboa and of the Common Representative at Winchester House, 1 Great Winchester Street, London EC2N 2DB, United Kingdom, as well as from the website of the Issuer, being www.cgd.pt.

This Base Prospectus and the documents incorporated by reference, with the exception of the Issuer‘s by-laws, can be obtained from the website of the CMVM, being www.cmvm.pt.

The Issuer will, in the event of any significant new factor, material mistake or inaccuracy relating to

information included in this Base Prospectus which is capable of affecting the assessment of any

Covered Bonds, prepare a supplement to this Base Prospectus or publish a new Base Prospectus to be

used in connection with any subsequent issue of Covered Bonds.”

V. COVER POOL MONITOR

12. The second paragraph under Appointment of a Cover Pool Monitor shall be replaced by the

following:

“Pursuant to the Covered Bonds Law, the Cover Pool Monitor must be an independent auditor registered with the CMVM. For these purposes, an independent auditor must be an auditor which

is not related with or associated to any group of interests within the issuing entity and is not in a

position that hinders its independent analysis and decision-making process, notably in light of (i) holding 2 per cent. or more of the issued share capital of the Issuer, either directly or on behalf of

a third party; or (ii) having been re-elected for more than two terms either subsequent or not.”

VI. DESCRIPTION OF THE ISSUER

13. The sections entitled Description of the Issuer and Board of Directors, General Meeting,

Supervisory Board and Statutory Auditor of the Issuer shall be replaced with the following

sections under the same titles:

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“HISTORY AND INTRODUCTION

Caixa Geral de Depósitos was created as a state bank by legislative charter (―Carta de Lei‖) of 10 April

1876 with the main functions of collecting and administering legally required or judicially ordered deposits and issuing and managing government debt. It gradually expanded its operations to become a

savings and investment bank. Caixa Geral de Depósitos was transformed into a state owned public

limited company (―sociedade anónima de capitais exclusivamente públicos‖) on 20 August 1993, by Decree-law no. 287/93, when its name was also changed to Caixa Geral de Depósitos, S.A. (―CGD‖). At

present it operates as a full service bank and is subject to the legislation applicable to Portuguese financial institutions. CGD is wholly owned by the Portuguese state.

CGD‘s registered office is at Av. João XXI, no. 63, 1000-300 Lisbon, Portugal (tel: +351 21 795 30 00 / +351 21 790 50 00). Its share capital is €4,500,000,000 (following share capital increases from

€3,100,000,000 to €3,500,000,000 on 1 August 2008, and from €3,500,000,000 to the current share

capital amount as of 29 May 2009). CGD is registered in the Commercial Registry Office of Lisbon under the sole registration and taxpayer number 500 960 046.

Where information is stated in this section to have been sourced from a third party, the Issuer confirms that this information has been accurately reproduced and that as far as the Issuer is aware and is able to

ascertain from information published by that third party, no facts have been omitted which would render the reproduced information inaccurate or misleading.

The statements in this section relating to market positions of the Issuer are based on calculations made by the Issuer using data produced by itself and/or obtained from other entities and which is contained or

referred to in the Annual Report of the Issuer for 2009 (available at www.cgd.pt).

CGD (together with its subsidiaries, the ―CGD Group‖ or the ―Group‖) remained the banking sector

leader in Portugal in 2009 in terms of segments and key products, specifically as regards the individual customers segment, both in terms of deposits and mortgages. Reference should be made, in the case of

banking operations, to the market share of client deposits, with 29.2 per cent. at the end of 2009,

particularly the individual customers segment with 33.9 per cent.. The global market share of loans and advances to customers was 20.5 per cent. (23.6 per cent. in the individual customers segment).

In national insurance, the CGD Group, through its holding company for the insurance sector, maintains its leadership position, reaching at the end of 2009 a combined market share of 30.3 per cent. (26.1 per

cent. the previous year). This increase resulted from a 4.2 percentage point increase in the share of the ―life insurance‖ sector to 31.2 per cent. (significantly strengthening the leadership already held in this

segment) and a reduction in the ―non-life‖ market to 28.1 per cent.. Even with this reduction, the Group

consolidated its position as market leader in all major ―life‖ and ―non-life‖ segments.

In asset management, CGD kept a leadership position in the ranking of unit trust fund managers in

Portugal, with a market share of 23.8 per cent.. The open-ended property investment fund share also

increased 1.3 percentage points to 13.9 per cent., reinforcing the leading position held since 2008. A

similar pattern was recorded in pension funds and asset management, both with growth levels when compared to 2008 (+1.8 percentage points and 4.9 percentage points, respectively).

CGD was classified as the 103th largest banking institution worldwide, by assets, having risen to the 126th position, by shareholders‘ equity, in 2009, according to the ―Top 1000 World 2009 Banks‖ ranking,

published by the Banker magazine. In the European market, CGD ranked 53rd in terms of assets and 55th by shareholders‘ equity according to the ranking of the ―Top 300 European Banks‖ (Source: October

2009 edition of ―The Banker‖).

The report published by Global Finance Magazine for 2009 presented CGD in the list of the 50 more secure banks in the world. CGD holds the 34th position, climbing two places, and is the only Portuguese

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Financial Institution on the list, now in its 18th edition. This ranking was based on a comparison of long-term credit ratings and of total assets of 500 world's largest banks.

CGD is a member of the European Savings Banks Group, the Credit Local d‘Europe and the EU‘s Committee of Clearing Banks – EBA. The CGD Group forms the largest Portuguese financial group by

reference to its consolidated assets.

CGD is engaged in all areas of the Portuguese financial sector. It provides customers with a full range of financial products and services ranging from traditional banking to investment banking, insurance, asset management, venture capital, brokerage, real estate and specialised credit services.

The CGD Group intends to maintain its dominant position in Portugal. Through its network of (as at 30 June 2010) 1,287 branches, 433 of which are located outside Portugal, CGD continues to focus on

developing its client base offering banking services to the largest number of customers in Portugal. The

development of cross-selling of group company products through its branch network continues to be one

of the main objectives of the CGD Group.

The CGD Group has expanded into foreign markets, mainly neighbouring regions in Spain and into markets with historical or linguistic ties to Portugal, such as Mozambique, Cape Verde and Macao. It is

present, through branches, subsidiaries and representative offices, in Spain (Banco Caixa Geral, SA (―Banco Caixa Geral‖), with a total of 211 branches), France (French Branch with 46 branches),

Madeira, the United Kingdom, Switzerland, Luxembourg, Germany, India, China, Macao, Mozambique

(Banco Comercial e de Investimentos with 76 branches), Cape Verde (Banco Interatlântico and Banco Comercial do Atlântico with 40 branches in total), Angola (Banco Caixa Geral Totta Angola (BGTA) with

12 branches), South Africa, São Tomé e Príncipe, Venezuela, Mexico, the Cayman Islands, the United States, Brazil and East-Timor. In recent years, the CGD Group has applied new strategies, dominated by

initiatives involving the modernisation of electronic distribution channels, such as Caixa Directa On-Line

(e-banking), Caixa Electrónica (e-channel for corporate), CaixaNet (IT infrastructures) and Bolsa Caixa

Imobiliário (a channel dedicated to real estate and mortgages).

Current Activities

The CGD Group‘s activities include commercial and investment banking, insurance, leasing and factoring, asset management, venture capital, financial services and real estate management.

Set out below is a chart giving details of the principal activities and companies within the CGD Group, showing CGD‘s or its subsidiaries‘ equity interest where appropriate, as at 31 August 2010.

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SUMMARY FINANCIAL INFORMATION

Set out below in summary form are the audited, consolidated profit and loss accounts and the audited, consolidated balance sheets (showing net figures) of the CGD Group for the years ended 31 December

2008 and 31 December 2009. This financial information was prepared in conformity with International

Accounting Standards/International Financial Reporting Standards (―IAS/IFRS‖) as adopted by the

European Union in accordance with Regulation (EC) 1606 / 2002 of 19 July of the European Parliament

and Council and incorporated into Portuguese legislation through Bank of Portugal Notice 1/2005 of 21 February.

Consolidated Income Statement

Year ended 31 December 2008 2009 (€ million) Interest and similar income............................................................................ 7,325.5 5,317.0 Interest and similar costs ............................................................................... (5,244.4) (3,784.1)

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Year ended 31 December Income from equity instruments ..................................................................... 120.3 108.4

Net interest income........................................................................................ 2,201.4 1,641.3 Income from services rendered and commissions ......................................... 532.7 592.5

Cost of services and commissions ................................................................. (113.9) (144.7) Results from financial operations .................................................................. 246.6 199.5 Other net operating income ........................................................................... 179.5 219.6

Net Operating Income ................................................................................... 3,046.2 2,508.2 Technical margin on insurance operations .................................................. 515.0 491.2

Premiums net of reinsurance ......................................................................... 2,213.7 1,774.2 Result of investments relating to insurance contracts .................................... 227.1 250.1 Cost of claims costs net of reinsurance .......................................................... (1,805.6) (1,425.8)

Commissions and other income and cost relating to insurance contracts ..... (120.3) (107.3) Net operating income from banking and insurance operations .................. 3,561.2 2,999.5 Staff costs................ ....................................................................................... (1,003.8) (1,040.4)

Other administrative costs ............................................................................. (675.9) (698.1) Depreciation and amortisation ...................................................................... (159.0) (198.0) Provisions net of reversals ............................................................................. 130.6 (8.1) Loan impairment net of reversals and recovery ............................................. (447.6) (416.8)

Other asset impairment net of reversals and recovery ................................... (774.1) (259.3) Result of associated companies .................................................................... 30.4 (4.4)

Income before tax and minority interest ...................................................... 661.9 374.5 Income tax ..................................................................................................... (156.7) (70.2)

Current......................................................................................................... (322.9) 8,6

Deferred........................................................................................................ 166.2 (78.8) Consolidated net income for the year of which .............................................. 505.2 304.2 Minority interest ............................................................................................. (46.1) (25.3)

Net income attributable to the shareholder of CGD .................................... 459.0 278.9 Average number of ordinary shares outstanding............................................. 653.5 819.5 Earning per share ( in Euros) ...................................................................... 0.70 0.34

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Consolidated Balance Sheet

As at 31 December 2008 2009

(€ million)

Assets Cash and cash equivalents at central banks .................................................. 1,898.0 1,926.0 Cash balances at other credit institutions ..................................................... 614.8 1,238.2 Loans and advances to credit institutions ...................................................... 5,554.8 8,353.2

8,067.4 11,517.7 Financial assets at fair value through profit or loss ...................................... 4,807.1 6,209.6

Available-for-sale financial assets ................................................................. 15,911.4 18,851.2 Unit-linked investments ................................................................................. 620.5 868.0

Hedging derivatives ....................................................................................... 184.1 179.6 Held-to-maturity investments ........................................................................ 0.1 0.03

21,523.1 26,108.3 Loans and advances to customers ................................................................. 75,311.2 77,222.0

Non-current assets held for sale .................................................................... 258.9 349.7 Investment property ....................................................................................... 321.4 354.3 Tangible assets ............................................................................................... 1,041.9 1,184.1 Intangible assets ............................................................................................ 395.8 406.1 Investments in associates ............................................................................... 86.8 26.2 Current tax assets .......................................................................................... 41.1 127.9 Deferred tax assets ........................................................................................ 1,066.9 950.6 Technical provisions for outwards reinsurance ............................................. 240.2 258.3 Other assets........... ........................................................................................ 2,705.3 2,479.7

Total assets ..................................................................................................... 111,060.1 120,984.8 Liabilities Resources of central banks and other credit institutions ............................... 6,951.8 6,478.6 Customer resources ....................................................................................... 60,127.8 64,255.7 Liability of unit-linked products .................................................................... 620.5 868.0 Debt securities ............................................................................................... 19,929.1 25,182.3 80,677.3 90,306.0

Financial liabilities at fair value through profit or loss ................................ 2,214.0 1,902.0 Hedging derivatives ....................................................................................... 421.9 270.8 Provisions for employee benefits ................................................................... 505.9 557.0 Provisions for other risks............................................................................... 236.2 239.4

Technical provisions for insurance contracts ................................................ 7,192.4 6,439.2 Current tax liabilities ..................................................................................... 148.6 59.0 Deferred tax liabilities ................................................................................... 64.4 169.9 Other Subordinated liabilities ....................................................................... 3,145.0 3,201.6 Other liabilities .............................................................................................. 4,018.8 4,204.7.

Total liabilities ............................................................................................... 105,576.0 113,828.0 Share capital. ................................................................................................. 3,500.0 4,500.0

Fair value reserves ........................................................................................ (873.3) (331.2) Other reserves and retained earnings ............................................................ 1,241.9 1,454.7 Net income attributable to the shareholder of CGD ...................................... 459.0 278.9 Minority interests ........................................................................................... 1,156.6 1,254.4

Total shareholder’s equity ............................................................................ 5,484.1 7,156.9

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As at 31 December 2008 2009

Total liabilities and shareholder’s equity ..................................................... 111,060.1 120,984.8

The following table shows certain key ratios for the CGD Group at 31 December for each of the years set

out:

As at 31 December 2008 2009 (%) Structural Ratios

Customer loans(1)

/customer deposits ......................................................... 125.3 120.2 Customer loans

(1)/net assets ...................................................................... 67.8 63.8

Mortgages/Customer loans(2)

.................................................................... 41.5 42.1 Profitability and Efficiency Ratios Return on equity (before tax)

(3) ................................................................. 12.7 5.9

Return on equity (after tax) (3)

................................................................... 9.6 4.8 Return on assets (before tax)

(3) ................................................................. 0.61 0.32

Return on assets (after tax) (3)

.................................................................... 0.47 0.26 Net operating income

(4)/average net assets .............................................. 3.34 2.56

Cost-to-income (4)

...................................................................................... 51.2 64.7 Operating costs based on average net assets ............................................ 1.71 1.65 Employee Costs based on Net Operating Income ...................................... 27.9 29.9

Asset Quality Ratios Non-performing credit ratio

(5) .................................................................. 2.33 3.00

Non-performing credit (net) / total credit (net) (5)

..................................... (0. 42) (0.02) Overdue credit / total credit ....................................................................... 2.38 2.87 Credit more than 90 days overdue /total credit ......................................... 2.00 2.47 Accumulated impairment /overdue credit .................................................. 115.1 105.3 Accumulated impairment /credit more than 90 day overdue ..................... 137.3 122.4 Capital Ratios Solvency ratio for the purpose of the Bank of Portugal ............................ 10.7 12.6 Tier 1 for the purpose of the Bank of Portugal .......................................... 7.0 8.5 (1) Customer loans after impairment. (2) Customer loans before impairment. (3) Considering average shareholders’ equity and net asset values. (4) Includes income from associated companies. (5) Indicators calculated in accordance with Bank of Portugal Instruction.

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Consolidated Statements of Changes in Equity for the years ended 31 December 2008 and 2009

(Amounts expressed in million of euros)

Share Capital

Fair value Reserve Other

reserves

Retained

earnings Total

Net income

for the year Sub-total

Minority

interest Total

Balances at 31 December 2007 3,100 381 813 (309) 504 856 4,841 700 5,541

Appropriation of net income for 2007:

Transfer to reserves and retained earnings………............................ — — 461 55 516 (516) — — —

Dividends paid to the State……………………………………….......... — — — — — (340) (340) — (340)

Other entries directly recorded in equity:

Measurement gain/(losses) on available-for-sale financial assets — (1,074) 43 — 43 — (1,031) 1 (1,029)

Currency changes………………………………………………............. (22) — (22) — (22) (2) (24)

Other………………………………………………………………............ 8 0 8 — 8 (8) 0

Total gains and losses for the year recognised in equity……………….. — (1,074) 29 0 29 — (1,044) (9) (1,053)

Share capital increase…………………………………………………........ 400 — — — — — 400 — 400

Reclassification of unrealised gains……………………………………..... — (181) 181 — 181 — — — —

Transfer of revaluation reserves to retain earnings…………………….. — — (32) 32 — — — — —

Changes in Group perimeter

Acquisition of Parcaixa, SGPS, SA………………………………......... — — — — — — — 490 490

Disposal of part of equity participation held in Caixa Leasing e

Factoring IFIC, SA………………………………………………................. — — 11 — 11 — 11 (12) (0.1)

Disposal of the equity participation in Compal…………………........ — — — — — — — (23) (23)

Dividends paid on preference shares……………………………….......... — — — — — — — (34) (34)

Net income for the year……………………………………………….......... — — — — — 459 459 45 504

Balances at 31 December 2008 3,500 (873) 1,464 (222) 1,242 459 4,328 1,157 5,484

14

Share Capital

Fair value Reserve Other

reserves

Retained

earnings Total

Net income

for the year Sub-total

Minority

interest Total

Balances at 31 December 2008 3,500 (873) 1,464 (222) 1,242 459 4,328 1,157 5,484

Appropriation of net income for 2008:

Transfer to reserves and retained earnings…………………………..... — — 151 8 159 (159) — — —

Dividends paid to the State…………………………………………........ — — — — — (300) (300) — (300)

Other entries directly recorded in equity

Measurement gain/(losses) on available-for-sale financial assets…..

— 587 (30) — (30) — 557 (11) 547

Currency changes……………………………………………………........ — — 39 — 39 — 39 (4) 35

Others………………………………………………………..................... — — (1) — (1) — (1) (3) (4)

Total gains and losses f or the year recognised in equity — 587 9 — 9 — 596 (18) 578

Share capital increase…………………………………………………........ 1,000 — — — — — 1,000 — 1,000

Reclassification of unrealised gains…………………………………......... (45) 45 — 45 — — — —

Changes in Group perimeter…………………………………………......... — — — — — — — 133 133

Acquisition of preference shares issued by Caixa Geral Finance…….. — — — — — — — (28) (28)

Dividends paid on preference shares…………………………………....... — — — — — — — (14) (14)

Reclassification between reserves and retained earnings…………….... — — (25) 25 — — — — —

Net income for the year……………………………………………….......... — — — — — 279 279 25 304

Balances at 31 December 2009 4,500 (331) 1,644 (189) 1,455 279 5,902 1,254 7,157

15

Consolidated Cash Flow Statements

For the years ended 31 December 2009 and 2008

(Amounts expressed in million of euros)

Operating activities

2008 2009

Cash flows from operating activities before changes in assets and liabilities

Interest, commissions and similar income received ........................................ 7,771 6,071

Interest, commissions and similar costs paid .................................................. (4,260) (3,510)

Premiums received (insurance) ....................................................................... 2,239 1,811

Cost of claims paid (insurance) ...................................................................... (2,255) (2,182)

Recovery of principal and interest on loans and advances to

costumers 53 41

Results of foreign exchange operations .......................................................... (12) 34

Payments to employees and suppliers ............................................................. (1,558) (1,641)

Payments and contributions to pension funds ................................................. (109) (151)

Other results............. ....................................................................................... 168 864

2,037 1,337

(Increases) decreases in operating assets:

Loans and advances to credit institutions and customers .............................. (9,710) (5,471)

Assets held for trade and other assets at fair value through profit

or loss........................ ...................................................................................... 4,887 611

Other assets...... ............................................................................................... (130) 134

(4,953) (4,725)

Increases (decreases) in operating liabilities:

Resources of central banks and other credit institutions ................................ (1,860) (455)

Customer resources ......................................................................................... 4,586 2,915

Other liabilities ............................................................................................... (678) (588)

2,048 1,871

Net cash from operating activities before taxation ......................................... (868) (1,517)

Income tax (340) (168)

Net cash from operating activities .................................................................. (1,208) (1,684)

Investing Activities

Dividends received from equity investments ................................................... 120 108

Acquisition of investments in subsidiary and associated companies, net of disposals............................................................................. 532 3

Acquisition of available-for-sale financial assets, net of disposals ................ (2,571) (2,421)

16

Acquisition of tangible and intangible assets and investment

property, net of disposals ................................................................................ (111) (429)

Net cash from investing activities ................................................................... (2,031) (2,740)

Financing Activities

Interest on subordinated liabilities ................................................................. (133) (134)

Interest on debt securities ............................................................................... (880) (595)

Dividends paid on preference shares .............................................................. (34) (14)

Issue of subordinated liabilities, net of repayments ........................................ 461 80

Issue of debt securities, net of repayments ...................................................... 3,401 5,030

Share capital increase ..................................................................................... 400 1,000

Dividends paid ................................................................................................ (340) (300)

Net cash from financing activities ................................................................... 2,874 5,067

Increase (decrease) in cash and cash equivalents .......................................... (366) 644

Cash and cash equivalents at the beginning of year ....................................... 2,878 2,513

Changes in the consolidation perimeter ......................................................... - 8

Cash and cash equivalents at the end of year ................................................. 2,513 3,164

Consolidated Statement of Comprehensive Income

For the years ended 31 December 2009 and 2008

(Amounts expressed in million of euros)

As at 31 December 2008 2009

(Amounts expressed in EUR

Million) Adjustments to fair value of available-for-sale financial assets

Changes in period ..................................................................................... (1 940) 496

Reclassification of adjustments of fair value reserves to results Recognition of impairment for the year ..................................................... 680 213 Sale of available-for-sale financial assets................................................... (46) (24) Tax Effect..................................................................................................... 277 (138)

Exchange fluctuations Changes in period....................................................................................... (24) 42 Tax Effect..................................................................................................... - (7) Other............................................................................................................ 0.1 (4) Total comprehensive income for the year recognised in reserves.............. (1 053) 578 Net income for the year................................................................................ 505 304 Total comprehensive income for year, of which: ....................................... (548 ) 882

17

As at 31 December 2008 2009 Minority interest.......................................................................................... (37) (7) Total comprehensive income attributable to the shareholder of CGD....... (585) 875

OVERVIEW OF THE PORTUGUESE ECONOMY AND THE FINANCIAL PERFORMANCE OF THE CGD

GROUP

In the fourth quarter of 2009 the Portuguese economy did not confirm the recovery trend initiated in the second quarter, showing a quarterly decrease of 0.2 per cent.. Year-on-Year, real GDP fell 2.7 per cent.,

which is nonetheless a marked improvement over the first three months of the year (-3.8 per cent.).

This performance was associated with a minor slowdown in domestic demand (-1.1 per cent. from -2.0

per cent. in the previous quarter), while net external demand contributed positively (0.2 per cent.). This is explained by the greater reduction of imports compared to exports.

Investment has fallen sharply since the crisis in financial markets spread into the real economy. According to INE (National Statistics Institute) there was a substantial improvement in this aggregate

which fell by no more than 9.0 per cent. (year-on-year) in the fourth quarter of 2009 and which is

explained by gross fixed capital formation relating to transport material.

After a year-on-year change of -37 per cent. in the second quarter of 2009, this aggregate achieved

growth of 4.4 per cent. in the last quarter of the year. This specific evolution is partially justified by the base effect of investment in aeronautic material in first half 2008.

For 2009, INE (Portuguese Statistical Office) reported a reduction in GDP of 2.7 per cent. due mainly to the reduction of 12.6 per cent. in investment, as well as the decrease of exports by 11.6 per cent., which

was to be only partially offset by the reduction in imports (-9.2 per cent.). This situation cannot be dissociated from the unfavorable international environment over the last two years. First of all, the crisis

in financial markets that quickly spread to international trade. Then, given liquidity constraints, there

was a greater restriction in access to credit, both by tightening in approval criteria and the increase in risk premiums associated with a higher non-compliance by individuals and companies.

These two factors led also to a reduction in the levels of confidence of producers, which induced a lower volume of private consumption and investment.

The fiscal policy measures that were implemented by the Portuguese government in 2009 in order to revive the economy have had a significant impact on public accounts, with Portuguese government debt

reaching to 76.8 per cent. of GDP in 2009, compared with the 66.3 per cent. recorded in 2008. According to the state budget, the budget deficit is also likely to have suffered an increase of 2.7 per

cent. to 9.3 per cent. in 2009.

The labour market is being seriously affected by the economic crisis as well with an increase in

unemployment, to 10.1 per cent. at end-2009. Despite this rise compared to 2008 (7.8 per cent.), this development has benefited from the policy measures contained in the "2009 Employment Initiative"

which includes measures to support employment, stimulate the integration of young and unemployed,

together with a strengthening of social protection.

The inflation rate, measured by reference to the Harmonised Index of Consumer Prices (―HICP‖) in December 2009, was -0.1 per cent., which evidences an acceleration compared to the two months earlier

inflation rate (which was -0.8 per cent. in November 2009 and -1.6 per cent. in October 2009 (source:

Eurostat)), and shows that the inflation rate dropped during 2009 by 0.9 per cent. This indicator is 1.2 points percentage below the Euro Area.

Deposits and Credit Aggregates

18

The domestic contribution in Portugal to the M3 liquidity aggregate, mainly comprising liabilities payable on demand and with a maturity of up to two years, excluding currency in circulation decreased

4.2 per cent. compared to the previous year. In terms of the structure of deposits, the most significant aspect was the evolution of deposits of Non Financial Companies with an increase of 4.3 per cent.

(Source: Bank of Portugal, Statistics Bulletin for January 2010).

Total domestic lending in Portugal continued the trend from the previous years, growing at a higher rate

than deposits. In this aggregate we should highlight the significant growth of loans granted to the Central Government, while home mortgage loans maintained the easing trend of previous years with a

variation of 2.5 per cent..

Interest Rates

In October 2008 the European Central Bank (the ―ECB‖) reversed its monetary policy aimed at controlling inflation and initiated a process of reducing reference rates, completed in 13 May 2009 with

the fixing of the reference rate at 1 per cent. in order to boost the interbank money market, with the ultimate objective of facilitating access to credit by corporates and individuals and thus promoting

economic growth.

The market rates used as index of loans recorded during the year a marked decrease, stabilizing since August at historically low levels, with the Euribor recording values under 1 per cent. for maturities

lower than 6 months.

While deposit rates have also registered a decline, in line with the lending rates, it is to be noted that in the segment of individuals this reduction was less accentuated when compared to housing loans.

Capital Markets

Early 2009 was characterised by a gloomy environment, dominated by greater interaction between the

financial crisis and economic activity, with the disclosure of negative world economic indicators and greater risk aversion from investors.

The fact that the financial crisis had still not come to an end was indicated by a downgrading of the ratings on banks and non-financial companies. Domestic banks whose ratings were downgraded, were

also affected by this situation. The rating agencies also attributed negative ―outlooks‖ on several financial institutions‘ ratings, in addition to those of the Portuguese Republic.

Financial market operations started to normalise, however, from the second quarter of 2009, in a less volatile environment, with more demand for higher risk assets from investors, supported by slight

improvements to the projections for the world economy and less conventional monetary policy measures

taken by central banks, complemented by government incentives in support of financial stability.

In a relatively optimistic environment, share markets, reflecting more positive corporate results, made a substantial across-the-board recovery. There was also an increase in the volume of private and public

debt issues and a reduction of their respective spreads.

Such factors had positive impacts on the balance sheets of financial institutions (including domestic institutions) and enabled a recovery in value of the respective share portfolios and income related with

financial operations, also contributing to a reinforcement of their respective own funds.

Assets and Liabilities

In 2009 CGD Group‘s net assets were up 8.9 per cent. over the preceding year to €121 billion as at

31 December 2009. Particularly significant factors contributing to this derived from loans and advances to customers and securities investments. On the liabilities side, reference should be made to the

expansion of credit institutions‘ resources and debt securities.

19

As at 31 December 2009, CGD‘s individual activity, which include the activity of France, London, Luxembourg, Monaco, New York, Grand Cayman, Madeira offshore, East Timor and Zhuhai branches,

contributed 75.5 per cent. to the Group‘s net assets, the insurance sector with 10.5 per cent. and Banco Caixa Geral in Spain with 3.7 per cent. Reference should be made to Caixa Leasing e Factoring

contributing with 2.9 per cent. of CGD‘s total assets and BNU (Macau) contributing with 1.8 per cent. of CGD‘s total assets.

The following table shows the consolidated net assets of the principal companies in the CGD Group, excluding inter-company balances, as at 31 December for each of the years set out:

As at 31 December 2008 2009 Value % Value %

(€ million) (€ million) Caixa Geral de Depósitos ................. 83,022 74.8 91,355 75.5 Caixa Seguros e Saúde ...................... 11,952 10.8 12,668 10.5 Banco Caixa Geral (Spain) ............... 5,137 4.6 4,474 3.7 BNU-Banco Nacional Ultramarino, SA (Macao) 2,172 2.0 2,204 1.8 Caixa – Banco de Investimento ......... 1,750 1.6 1,763 1.5 Caixa Leasing and Factoring ........... . 3,336 3.0 3,498 2.9 Banco Comercial Atlântico (Cape Verde) 574 0.5 576 0.5 Banco Comercial e de Investimentos (Mozambique) ................................... 645 0.6 759 0.6 Mercantile Lisbon Bank Holdings .... 373 0.3 485 0.4

Other companies (1)

........................... 2,098 1.9 3,203 2.6

Consolidated net assets ..................... 111,060 100.0 120,985 100.0

__________

(1) Includes CGD Group companies consolidated by the equity accounting method.

As at 31 December 2009, loans and advances to credit institutions were up 42.8 per cent. to €11.5 billion

compared to €8 billion as at 31 December 2008. Loans and advances from credit institutions as at 31 December 2009 decreased 6.8 per cent. compared to 2008, showing a favourable evolution of the

Group´s liquidity. In addition to resources obtained from credit institutions on the money market in the form of deposits, CGD financed its operations through debt issues, raised from institutional investors,

principally issues under the Euro Medium Term Note Programme (EMTN) and covered bonds amounted

to 25.3 billion, increasing by €4.5 billion (+21.8 per cent.) in comparison to the previous year.

Loans and advances to customers (gross) were up €2.2 billion over December 2008 to €79.6 billion. In

the case of CGD‘s operations in Portugal, reference should be made to the 4.4 per cent. increase of €933

million in corporate loans and 4.2 per cent. increase of €1,338 million in mortgage lending. Around 77 per cent. of the loans and advances to customers total related to CGD‘s operations in Portugal. Special

reference should be made, in the case of international area operations, to the 40.2 per cent. increase of €158 million in Banco Comercial e de Investimentos (Mozambique).

In terms of credit structure, the individual customers segment continued to account for a large proportion of total credit absorbing 50.9 per cent. of the total loans balance, with 46.3 per cent. for

housing, compared with 45.7 per cent. the previous year. Credit to Corporates represented 45.3 per cent.

of the total.

The mortgage lending balance was up 4.1 per cent. in the year ended 31 December 2009 compared to the year ended 31 December 2008 to €36.8 billion, comprising 46.3 per cent. of all CGD Group lending.

In 2009, CGD improved its leading position in terms of new mortgage lending operations for housing

20

purposes, increasing its market share from 27.5 per cent. in 2008 to 36.4 per cent. in 2009, in Portugal,

comprising €3,488 million as of 31 December 2009.

The increase in the securities investment balance was particularly based on the ―available for sale financial assets‖ portfolio with around 75.4 per cent. of the portfolio total, of which EUR 9.3 billion (up 29.5 per cent. over 2008) derived from the banking portfolio and EUR 10 billion (up 6 per cent.) from the insurance companies portfolio. The main objectives of CGD‘s strategy for its own investment portfolio, in 2009, was to reduce average risk and increase the liquidity of portfolio securities. Purchases of portfolio shares therefore concentrated on the sovereign credit segment, including government-backed issues and covered bonds, which, in addition to their higher ratings in comparison to other credit segments, were also among the most liquid debt markets.

At the same time as the evident improvement in credit markets, particularly starting second quarter, it

was possible to decrease the amounts allocated to the debt issued by financial institutions, including subordinated debt and structured credit (ABS).

The reopening of the primary markets for uncollateralised senior debt issued by banks and other financial institutions also enabled several of the portfolio issues with lesser quality credit to be replaced

by others with a higher rating and/or more positive carry.

The global deposits balance, almost exclusively comprising deposits taken from the retail sector were up

4.1 per cent. in the year ended 31 December 2009 when compared to the year ended 31 December 2008, achieving an outstanding of €57.8 billion, essentially backed by sight deposits (+€1.4 billion, an

increase of 8.2 per cent.), and time deposits and savings, which rose €954 million (+2.5 per cent.),

representing 66.7 per cent. of the total.

Total resources taken by the Group in the year ended 31 December 2009, excluding money market

resources from financial institutions were up 10.2 per cent. when compared to the year ended 31 December 2008 to €108.4 billion, divided into balance sheet resources of €97.1 billion and ―off-

balance sheet‖ resources of €11.2 billion.

Resources taken by the Group from institutional investors in the capital markets were up 21.8 per cent.

in the year ended 31 December 2009 compared to the year ended 31 December 2008. MTN issues and public sector covered bonds were responsible for €10.5 billion and €1 billion, respectively.

Caixa took in €3.202 billion of subordinated liabilities (up 1.8 per cent. over the preceding year), particularly comprising bonds issued by CGD (headquarters), CGD Finance and the France branch

(€2.1 billion), under the Euro Medium Term Notes programme. The remaining part of these resources refers to structured savings products in the form of subordinated cash bonds placed with retail banking

customers (€1.1 billion).

Shareholders‘ Equity

The Group‘s shareholders‘ equity was up 30.5 per cent. increasing €1.7 billion to €7.2 billion at the end

of 2009. A major contribution was the €1 billion increase in CGD‘s share capital, in June 2009. The

main reason for CGD`s increase in share capital to €4.5 billion, in addition to making the capital base more solid, was to strengthen the equity instruments required to enable CGD to contribute to a more

dynamic domestic economy, by financing households and companies. Fair value reserves also recorded

an improvement of €542 million, mainly due to the improvement in capital markets.

Own Funds and Solvency Ratio

As of 31 December 2009 the consolidated solvency ratio, calculated under Bank of Portugal rules, rose from 10.7 per cent. in 2008 to 12.6 per cent. in December 2009. Tier I, in turn, rose from 7 per cent. to 8.5 per cent. and core Tier I from 6.8 per cent. to 8.3 per cent.. The above ratios are indicative of the

positive impacts of the share capital increase in the first half 2009 and increase in fair value reserves.

21

CGD`s own funds totalled €5.9 billion, having been increased by €1.3 billion, representing an increase of 27.3 per cent., due to the capital increase amounting of €1 billion recorded in May and the

improvement of revaluation reserves (+€335 million).

The solvency ratio of the individual activity of CGD, according to the regulatory framework of Basel II

and calculated under Bank of Portugal rules, including retained earnings, was at the end of 2009 13.9 per cent., an increase of 11.7 per cent. from the previous year. The Tier I ratio, in turn, was improved,

rising from 6.8 per cent. to 8.4 per cent..

Income and Profit Ratios

CGD Group‘s consolidated net income for 2009 was down 39.2 per cent. to €278.9 million against the preceding year‘s €459.0 million, with a contribution of €195.7 million from domestic banking

operations.

In 2009 Caixa Seguros e Saúde, SGPS, S.A contributed €9.23 million to the Group Consolidated Net Income.

CGD Group‘s international activity contributed €73.9 million to the Group's consolidated net profit, representing a 26.5 per cent. weight, compared with 19.1 per cent. in 2008. Investment banking achieved

a net operating income increase of 31.8 per cent. from the preceding year achieving €118 million and

financial results at €45.6 million, representing an increase of 50.8 per cent..

Net operating income from banking and insurance operations was down 15.8 per cent. from the

preceding year to €2,999.5 million with net interest income decreasing by 26.3 per cent. to €1,532.9 million. The change was particularly impacted by the reduction of interest rates occurring in the fourth

quarter of 2008 and forwards.

Net interest income including income from equity investments at €1,641.3 million, was down 25.4 per

cent. in year-on-year terms split up into net interest income of €1,532.9 million (down 26.3 per cent.) and the income from equity instruments (dividends) component of €108.4 million (down 9.9 per cent.).

Special reference should be made to the dividends of €77.4 million paid by PT – Portugal Telecom and EDP – Electricidade de Portugal. The negative trend of net interest income was attributable to the

impact of the reduction of interest rates starting in the fourth quarter 2008 which affected returns, taking

into account the composition of the credit portfolio with its large proportion of mortgage loans (around 55 per cent. of domestic credit) and medium to long term corporate finance (around 21 per cent. of

domestic credit). The decrease in net interest income is justified by lower interest rates and CGD has

contributed to the economic recovery, by not fully passing on the increase in its funding costs to customers.

There was a favourable 2.6 per cent. increase in non interest income in which a major contributory factor was the 6.9 per cent. increase in net commissions to €447.8 million. Income from financial

operations totalled €199.5 million, largely reflecting a series of policies put into place to offset lower net

interest income which translated into gains in interest rate derivatives.

Insurance operations‘ contribution to CGD Group‘s consolidated net income in 2009, increased to €39.5 million, notwithstanding the non-life insurance sector‘s difficulties in the current economic

climate.

CGD`s (Portugal) operating costs (employee costs, external supplies and services and amortisation)

were up 0.4 per cent., with employee costs and other administrative expenses down 0.4 per cent. and 0.2 per cent. respectively. In consolidated terms, however, costs totalled €1,936.4 million, translating the

change in the consolidation perimeter with the inclusion of Locarent, Banco Caixa Geral Totta de

Angola and Banco Caixa Geral Brasil and the growth in HPP – Hospitais Privados de Portugal‘s costs.

In 2009, gross operating income totalled €268 million, which represents an annual increase of 5.9 per cent.. There was a decrease of €287.4 million, representing a decrease of 43.4 per cent. in comparison to

22

of €661.9 million in 2008 of CGD‘s income before tax and minority shareholders‘ interests, after

provisions and impairment appropriations and income from associated companies.

As at 31 December 2009, income tax totalled €70.2 million. €78.8 million of which were deferred tax assets (net), and a value of €8.6 million in current tax.

In 2009 an amount of €25.3 million in income was attributable to minority shareholders‘ interests.

Credit impairment, net of reversals, in CGD Group at €416.8 million, in 2009, made it possible to guarantee a comfortable situation in terms of the non-performing loans cover level (a ratio of more than

100 per cent.). The increase of impairment of other assets was €259.3 million of which €212.2 million, relating to securities, was allocated to equity instruments in the insurance area (€96.4 million) and CGD

(€89.4 million), as a consequence of the requirement for the recognition of losses on securities already

recognised in reserves being now transferred into results.

Accumulated impairment on loans and advances to customers (normal and overdue) at the end of 2009 was around €2.4 billion, with a credit overdue for more than 90 days ratio of 122.4 per cent. against the

preceding year‘s 137.3 per cent.. This decrease results from the 27.2 per cent. increase in the overdue

credit and interest for more than 90 days whereas the credit impairment was up by only 13.4 per cent.. In spite of this decrease in the ratio, the level is still at very comfortable levels.

Whereas the Group‘s cost-to-income ratio was 64.7 per cent., the same indicator for banking operations was 60.6 per cent.. The increase from last year was attributable to the reduction of net operating income

from banking and insurance operations, as banking operations costs continue to be constrained. The operating costs/average net assets ratio, however, improved from 1.71 per cent. to 1.65 per cent. in

2009.

In 2009 profit ratios were the following: return on equity (―ROE‖) was 4.8 per cent. (5.9 per cent. before tax), return on assets (―ROA‖) was 0.26 per cent. (0.32 per cent. before tax).

Risk Management

Risk management in CGD is a centralised function at CGD. Risk management encompasses the assessment and control of the Group‘s credit, market, interest rate, liquidity and operational risks, based

on the principle of the separation of functions between commercial and risk assessment areas.

The CGD Group has, endemically a position of risk aversion, even though there is a component of

innovation and market surveillance in the products to which it has exposure.

Credit Risk

Credit risk is associated with losses and the level of uncertainty over a customer/counterparty‘s capacity to meet their obligations. Given the nature of banking activity, credit risk is particularly important, owing to its material nature, notwithstanding its interconnection with the remaining risks.

In 2009 the trend of general deterioration in credit quality was persistent throughout the year, leading to an increase of impairment reserves compared to December 2008.

Risk analysis - The Group has been implementing a system of identification, valuation and control of the risk of its loan portfolio, covering all customer segments and being pro-active when granting credit and

in monitoring risk throughout the life of operations.

In the case of corporates with a great level of exposure, the assessment of credit risk, besides the support of internal rating models (incorporating both financial information and elements of a qualitative nature), is subject to individual assessment by a team of analysts, who prepare reports analysing credit

risk and issue an independent opinion on the inherent credit risk. This analysis is done on a periodic

basis and whenever there are changes in the relationship with the client and endogenous and/or exogenous factors are identified that recommend a reassessment of risk.

23

In the retail sector, the assessment of credit risk is supported by the use of statistical tools for risk assessment (rating and scoring models) for a set of internal regulations that establish objective criteria

to be followed in lending, as well as a delegation of responsibilities based on the credit ratings assigned to customers.

Impairment credit model – this model which was developed by CGD Group under the scope of IAS 39, allows the identification and monitoring of loans with objective evidence of impairment and the credits

showing evidence of impairment.

The risk factors used in the model of credit impairment are updated annually, thus, adjusting the

impairment analysis to the effects of current market conditions that had not been foreseen before. Using the credit impairment model we can analyse and process the loan portfolio, which is subdivided in

accordance with the following approaches:

Collective Analysis of Impairments - for the exposures considered individually not significant, the

impairment provisions for sub segments of risk are calculated for assets with similar risk characteristics (credit segment, type of collateral, history of payment behaviour, amongst others);

Review of Individual Impairment - for clients with exposures considered significant, an assessment is made individually, on a quarterly basis, which involves the commercial areas of CGD, the recovery

credit area and the credit risk management area.

The individual evaluation of clients with the most significant exposures is focused mainly on the following criteria:

Compliance with contractual terms agreed with the CGD Group;

Assessment of .economic-financial situation;

Perspectives on the evolution of client activity;

Verification of the existence of operations involving overdue credit and interest within the CGD

Group and / or the financial system;

Adequacy of guarantees and collateral to offset the amount of the loan;

Analysis of historical information on the behaviour and timely payment of customers.

For significant exposures in which there are no objective signs of impairment, a collective provision is determined, in conformity with the risk factors determined for loans with similar characteristics.

Limits - In order to support the process of credit analysis, the CGD Group has developed and implemented a new methodology for attributing credit limits (a model which defines limits of exposure)

for short-term business, with parameters defined on the basis of economic-financial indicators and risk levels, making it possible to estimate the recommended short term risk exposure to each client. The

model allows the use of a single set of clear and objective rules for calculating the referred limits, which will be subsequently the object of analysis on an individual basis for validation.

Risk assessment associated with lending to financial institutions is based on internally established limits. The definition of these limits are set taking into consideration the entity's financial sector in comparison

to its peers, its rating, value at risk, as well as other qualitative factors.

Compliance with the limits, the credit exposures and the risk profile of counterparties and groups are monitored regularly by analysts:

Monitoring - For CGD, the monitoring process of risk rating models is particularly important.

This action gives powerful indications, obtained by processing information obtained from the use of internally developed models, on its sustainability. This is a way to find out if there is a need for new

24

estimations of the models used as well as providing guidance on the need for reassessment of these

models and information about how they should be used.

Recovery - 2009 was a year of great difficulty for the recovery of credit given the existing macroeconomic environment, characterised by widespread economic crisis, rising unemployment and

rising insolvencies. By itself, this context would result in greater additional processes affecting the credit recovery area and justifying the need to involve more people in this recovery process.

Given this reality, the Recovery Credit Department, met with all business areas in order to raise awareness of the importance of monitoring default.

This attitude avoided an increase of private customer cases sent to the recovery area (which is done automatically at the end of the third monthly instalment not having been paid) and even led to a

decrease, when comparing the portfolio under management in December 2009 (13,476 customers) with December 2008 (13,790 customers).

Regarding corporate clients, this number is higher in December 2009 (769 customers) than in December 2008 (574 customers) due to not only the increase of cases in arrears but also to the extension to various

sales departments of the automatic allocation of corporates in default (90 days late for companies with less than €100 thousand of liabilities or 180 days late for companies with more than €100 thousand of

liabilities).

At the end of 2009, the Credit Recovery Department had credit recoveries for negotiation or pending legal action, 97.6 per cent. of total mortgage loans in arrears and 77.8 per cent. of total loans of corporate in default, representing a total of 4 per cent. of CGD‘s total loans granted to customers. This

year, CGD has created new tools for intervening with risky borrowers with the creation of the Real

Estate Investment Funds for Rental Housing (FIIAH) and the creation of a Real Estate Company for intervention in guaranties assigned to the real estate mortgages, thus enabling it to conduct more

extensive and specialised intervention in credit recovery. CGD also implemented measures to support

unemployed borrowers, particularly through credit lines established by the State for that purpose.

With the joint action of all involved structures (Recovery Department, Commercial Departments, Contact Centre, etc.) it was possible to improve the ratio of total overdue loans (2.3 per cent. and 2.26

per cent. in October 2009 and December 2009 respectively) compared to that seen in the banking system

(3.04 per cent. in October 2009), while in December 2008 this ratio was 1.86 per cent. in the banking system compared to 1.91 per cent. in CGD.

Between recoveries and settlements the Recovery Department reached a production of €1,553 million, and of these only €196 million (12.6 per cent.) referred to collections in the judiciary system, so that the

process of preferring negotiation over litigation at all stages of the process, is maintained by seeking to understand the reality experienced by customers and searching for solutions to be implemented.

Regulatory Capital requirements - for derivative instruments, repurchase transactions,

borrowing or lending of securities or commodities, long settlement transactions and lending

transactions with a tax margin, the method of marking to market (mark-to-market), as defined in Part 3

of Annex V of Notice of Bank of Portugal (BoP) No. 5 / 2007, is applied.

For credits and receivables, the standard pattern is followed as established in the Bank of Portugal Notice 5/2007. The document "Market Discipline 2009" published during the first half of 2010 provided

detailed information on the regulatory capital requirements of the Group CGD.

Stress testing – this is used to provide an analytical view of CGD Group's position in terms of solvency when subjected to extreme scenarios. To this end, we developed and implemented in 2009 a tool

appropriate to the needs of the institution, allowing to meet the requirements of the BoP Instruction No. 18/2007.

25

Capital requirements for internal operation – this results from the use of internally estimated credit risk factors (probability of default - PD; loss given default – LGD; and equivalent credit

conversion factors - CCF).

Market Risk

Market Risk can give rise to on potential negative impacts on the results or capital of the institution arising from adverse movements in asset prices in the portfolio compared with the level at which they are traded in the market.

There is market risk in instruments such as shares, funds, commercial paper, bonds, deposits / loans, foreign exchange spot and forward, interest rate derivatives, exchange rate derivatives, on shares /

indices / baskets, on commodities and credit. Exposure to this type of risk is thus transversal to several

risk categories: price, interest rate, exchange rate volatility and commodities. CGD Group has a large concentration of market risk in the first three categories, as a result of the high amount of simple and

liquid net assets in its portfolio; notwithstanding the above, there is also room for innovation and market monitoring in products where CGD Group has a market exposure. Execution of market transactions and

associated risk control are completely segregated.

Risk factors Evolution

The year 2009 was a period of uncertainty for financial markets. While witnessing a full recovery of the levels of the major stock market indices, there was no certainty that it was a real recovery and if it could

be sustained.

Limits

Establishing and monitoring limits is of extreme importance for market risk mitigation. These limits are submitted to the Board by the Risk Department for discussion and approval. The management rules

established for each portfolio or business unit include limits on market risk and further limits on the types of instruments allowed, and maximum allowable levels of losses, amongst others. There are

specific rules for the risk management of foreign exchange positions of the units in CGD Group.

Market risk hedging operations are decided by portfolio managers or business units, taking into account

risk limits and authorised instruments in which the risk manager area collaborates on assessing the impact of total risk hedges incurred or the alteration of authorised risk under the circumstances.

Values and limits of the foreign exchange position of CGD Group are calculated in terms of VaR (Value at risk), as well as total open position and open position by currency.

Methodology

Since 2002, the risk measure used by the Risk Department to monitor the Market Risk is VaR, being the limits of market risk based on this measure, and in some cases, supplemented with other market risk

measures, such as sensitivity limits to risk factors variation: basis point value (BPV), interest rate and

other sensitivity indicators commonly applied to share portfolios of options (aka, Greeks). VaR is calculated for all types of market risk (interest rate, equities, exchange rates and volatility), using the

historical simulation method, whose confidence levels are contingent upon the reasons for holding the

portfolio. Caixa also develops stress-testing assessments on the impact of the results of change in risk factors for extreme scenarios.

The Risk Department carries out daily calculations and monitoring of these measures, having conceived a comprehensive reporting structure of VaR, analysis of sensitivity, profitability indicators, performance

and stress testing limits for all entities with exposure to market risk in the trading portfolios and exchange rate risk in the balance sheet.

Monitoring and evaluation of foreign exchange risk are made daily, for domestic operations and for each of the subsidiaries and affiliates, and every two weeks for the consolidated Group.

26

Daily theoretical and real VaR measurement back testing analyses are performed, with the calculation of theoretical back testing values and the monthly calculation of real back testing values. The number of

exceptions obtained i.e. the number of times that theoretical or real losses exceed VaR, enable the method‘s accuracy to be assessed and any necessary adjustments made.

Interest Rate Risk in the Balance Sheet

This is the risk incurred by an institution whenever it contracts operations with future cash flows sensitive to eventual changes in interest rates, or in other words, the risk associated with mismatching of

maturities due to a decrease or increase in the interest rate of assets and liabilities held, decreasing their

return or increasing their financial cost.

Methodology

To measure this type of risk, the methodology used by CGD comprises the aggregation by time bands of

all of its assets and liabilities sensitive to interest rate changes, in accordance with the respective re-pricing dates. The respective cash inflows and outflows are calculated for such periods to obtain the

corresponding interest rate risk gap.

The analysis of the interest rate risk dimension involves a monthly calculation of the duration of sensitive assets and liabilities, in addition to the respective duration gap. This is used to measure the

mismatch level between the average time in which cash inflows are generated and cash outflows are required.

To monitor the effect of the gaps on net interest income, on a quarterly basis, a regular monthly forecast of sensitive assets and liabilities scenarios is produced, which include relevant banking activity

behaviour and trends, evolution of different market rates and expectations reflected in the yield curve.

The asset/liability management committee (―ALCO‖) approves guidelines on balance sheet and banking

portfolio interest rate risk, including the definitions of limits on certain significant variables in terms of the level of exposure to such risk. The objective in complying with these guidelines is to ensure that CGD

has a means of managing the risk/return trade-off, in balance sheet management terms, being in a position to define the adequate level of exposure and controlling the results of the risk policies and

positions assumed.

The limits fixed are calculated monthly for the accumulated 12 months gap and the duration gap, and quarterly both for the economic value at risk indicator (which translates the changes in the economic

value of CGD‘s capital, resulting from changes in interest rate levels) and for the earnings at risk indicator (which translates the changes in CGD‘s forecast net interest income, resulting from changes in

interest rate levels and the evolution of loans and advances and investment balances).

In the interest rate risk analysis, the implementation of a new asset and liabilities management computer

tool, called BancWare ALM, enabled the materially more relevant CGD Group entities in this area to be

assessed.

The outputs produced, for each of the institutions, in consolidated terms, are set out below:

In static terms, every month: contractual balance, current value and duration; interest rate and

liquidity, structural liquidity gaps, level of immunisation and table of the source and application of funds;

In dynamic terms, every quarter; forecast balance for the desired simulation period and net interest income with a sensitivity analysis (up/down 200 bp, up/down 100 bp and up/down 50 bp).

The following four components are entered into the simulation model for dynamic analysis purposes: evolution of position and rates scenarios, pricing policy for new operations and the structure of the

contracting periods for new contracts.

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The outputs produced in the form of tables and monthly reports are for the Board and CGD‘s Risk Management Department. Monthly information is also produced for the assessment of ALCO meetings

and the same software is also used to process the information required for the production of liquidity and interest rate risk assessments on the banking portfolio, to be sent to the Bank of Portugal every six

months.

The accumulated static interest rate gap was significantly higher for the year ended 31 December 2009,

although it always remained positive, with a year-end total of €20,622.7 million.

The Interest Rate Risk in the Banking Portfolio - The assessment and measurement of this type of risk is

based on the accumulated impact of instruments sensitive to interest rates, resulting from a parallel movement of +/-200 bps on the yield curve. Under the terms of an ALCO resolution and for internal

management purposes, the calculation of this impact on own funds and on net interest income is

calculated quarterly with internal limits having been defined for the purpose in question.

At 31 December 2009, the impact on shareholders‘ equity (as defined in Bank of Portugal official notice 12/92) and interest income (understood to be the difference between interest income and costs,

comprising the annualised equivalent of its current level), resulting from the referred shift in the yield

curve of 200 basis points, was 13 per cent. and 42 per cent., respectively.

Liquidity Risk

Liquidity Risk refers to a situation where the possibility of occurrence of a time-lag or mismatch between payment inflows and outflows, renders the bank unable to satisfy its commitments. This involves a risk in which an institution‘s reserves and cash assets are not sufficient to honour its obligations at the time of

occurrence.

Liquidity risk in the banking business area can occur in the event of:

Difficulties in funding, normally leading to higher costs of funding but also implying a restriction on the growth of assets;

Difficulties in meeting obligations to third parties, in due time, caused by significant mismatches between residual periods on assets and liabilities.

Methodology

Liquidity risk management employs an analysis of the periods to maturity of different balance sheet assets and liabilities. The volumes of cash inflows and cash outflows, and respective liquidity gaps are

calculated for each of the different time bands considered both in the respective periods and its

accumulated effect.

The structural liquidity concept is used for analysis purposes which, according to studies and models developed internally and based on the behaviour of depositors, translates the distribution of sight and

term deposits by the different bands considered.

Therefore, in the case of sight deposits, 82 per cent. of the balance (core deposits) is categorised under the ―more than 10 years‖ time band with the rest (non-core deposits) being allocated in bands of up to

12 months, in line with seasonality studies and minimum noted balance. Term deposits and savings accounts are, in turn, split up between the different bands in accordance with a model for estimating

their expected average life and expected time distribution of withdrawals.

Securities investments also deserve special treatment with around 85 per cent. of the total securities

investments balance being categorised under the ―up to 1 month‖ band and the remaining 15 per cent. being split up according to the proportion of the balances in the structure of the residual periods of their

initial maturity. Shares and other variable income securities with adequate liquidity are considered

globally in the ―up to 1 month‖ band.

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Liquidity gaps are calculated monthly and compliance is compared to three limits (two short term and one long term) fixed by ALCO.

The dedicated software used to manage the risk of interest rate structure is also used in the analysis of balance sheet liquidity

The outputs produced monthly for each of the institutions and in consolidated terms are: liquidity gap, structural liquidity gap and map of sources and uses of funds.

Notwithstanding the problems occurring in the monetary and capital markets, CGD furthered its policy

of taking in resources with more adequate maturity periods to avoid mismatches between assets and liabilities maturity periods, ensuring greater stability of its customer resources, both in its launch of

structured savings products, as well as in debt issues.

To avoid high negative liquidity gaps over short term time bands, CGD has endeavoured to ensure a

permanent level of efficient treasury management. To provide for the longer maturity periods, particularly associated with the continuous growth of mortgage lending, Caixa continued to use medium

and long term resources in domestic and international markets in 2009.

The liquidity ratio information, calculated on a monthly basis until August 2009, which is sent to the Bank of Portugal, is in line with the established objectives.

Since September 2009, in accordance with new guidelines and requirements of the Bank of Portugal, CGD has developed the new monthly reporting of liquidity (Instruction No. 13/2009), consisting of a

diverse set of maps in order to enhance knowledge and control of bank liquidity.

Operational Risk

The operational risk management within the CGD Group is supported by a set of guidelines,

methodologies and regulations recognised as good practice:

Alignment with the approach recommended in the Basel II Accord; by having adopted the

operational risk definition (such as the risk of losses resulting from inadequacies or procedural faults or caused by persons and information systems or due to external events);

Internal control methodologies proposed by COSO (Committee of Sponsoring Organizations of Treadway Commission) and CobiT (Control Objectives for Information and Related Technology);

Underlying approach to the Risk Assessment Model implemented by the Bank of Portugal.

Accordingly, the CGD Group has adopted a methodology for operational risk management based on analyses by processes (end-to-end), having obtained the approval of the Bank of Portugal to adopt the

standard method (TSA) in the calculation of own funds to be allocated to operational risk on a

consolidated basis, which came into effect from 30 June 2009. This calculation method also includes, on

an individual basis, Caixa Banco de Investimento, Caixa Leasing e Factoring, and Caixagest, which will

be subject to the eligibility criteria applicable to the referred method.

The use of this method in Mercantile Bank (South Africa) has also been formally approved by the South

African Reserve Bank. For the other Group institutions abroad, the calculation of own funds to be allocated to operational risks on an individual basis, is calculated in accordance with the Standard

Method Approach.

According to the Standard Method and on a consolidated basis, the own funds requirement for operating risk was €331 million, compared with €360 million resulting from application of the Basic Indicator Approach as at 31 December 2009. In the organisation, operational risk management and internal

control are the responsibility of dedicated structures and functions:

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An Operational Risk and Internal Control Management Committee responsible for verifying conformity with operational risk and internal control strategy and policies, monitoring the management

thereof and proposing action plans;

An area exclusively dedicated to operational risk and internal control management, responsible for

developing and implementing strategy and policies, ensuring that operational risk is being adequately managed and that the controls are operating efficiently, in articulation with other departments, branches

and subsidiaries;

Process owners who are responsible for facilitating and promoting the operational risk and internal

control process;

Other particularly relevant parties are the Board of Directors, the Consultancy and Organisation

Division (management of processes), Compliance Office (compliance risk management), Accounting, Consolidation and Financial Information Division (calculation of own funds requirements) and the

Internal Audit Division (control tests).

Methodology

The methodology adopted by the Group for operational risk management is integrated with the assessment of an internal control system and may be characterised by the following components

distributed by the 4 stages of risk management:

Identification:

Catalogue of Group Processes;

Documentation of activities, potential operational risks, control activities and mitigation;

Assessment:

A decentralised process for the compilation of information on operational risk events, losses and

recoveries, contemplating near misses, reinforced and supported by control procedures and communication activities that contribute to the integrity of the database;

Self-assessment questionnaires on potential operational risk developed in line with a logical procedural approach targeted at people in charge of and executors of activities;

Performance of control tests for design, implementation and operational purposes;

Monitoring:

Risk indicators (under development);

Disclosure of information relating to operational risk, derived from the various components of the

methodology, to the various intervenient in their management.

Mitigation:

Promotion and monitoring of the implementation of action plans as corollary of the other components of the methodology.

The implementation of this methodology started in 2007 in CGD and in 2008 an expansion programme was set up for affiliates. By 30 June 2010, this process was completed for Caixa Gestão de Activos (the

group Asset Management unit), Caixa Banco de Investimento, Caixa Capital, Caixa Leasing e Factoring, Banco Caixa Geral (Spain), Offshore Subsidiary Macau and Banco Comercial do Atlântico

(Cape Verde ), and is currently still being implemented in Interatlântico Bank (Cape Verde) and Banco Nacional Ultramarino (Macau). The CGD Group has also established a commitment to expand the

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methodology in all institutions of the Group, subject to supervision of the Bank of Portugal on a

consolidated basis by 2011.

The information gathered in the operational risk loss database, taking as reference the events in the years 2008 and 2009 distributing losses by type of risk, is the following:

Execution, delivery and management of processes - 33,98 per cent.

Internal fraud - 0.39 per cent.

Disturbances in the activity and system failures - 1.34 per cent.

Human resource policies and safety at workplace - 0.14 per cent.

External fraud - 61.35 per cent.

Customers, products and business practices - 2.22 per cent.

Damages in tangible assets - 0.59 per cent.

Apart from the methodology of operational risk management, and aiming to ensure continuous operation of the activity, CGD is implementing a Global Business Continuity Strategy, based on two pillars: operational continuity and technological recovery.

Consideration was given to this global but demanding and comprehensive vision, including persons and processes which are critical to CGD`s activity, in 2006, as part of several already existing experiences,

but geared to technological support, in order to guarantee the continuity of information systems and

protect all critical data.

The logistical and technological infrastructures necessary to provide for the following disaster scenarios are being created:

Local inoperability of workstations in each of the central buildings in Lisbon and Porto;

General inoperability of workstations in the Lisbon region, and

General incapacity of workers to use their workstations.

The solutions to the operational continuity scenarios consider the possibility of the simultaneous inoperability of workstations and technological infrastructure, with the conclusion of the implementation

of alternative support solutions for financial markets activity (alternative trading room) in March 2008.

This ―Business Continuity Strategy‖, is based on an integrated crisis management approach. In

addition to encompassing CGD, it also includes other CGD companies such as Fidelidade Mundial, Império Bonança, Caixa Banco de Investimentos, Caixa Leasing e Factoring and Caixa Gestão de

Activos.

Basel II

Since the end of 2002, the Issuer has been developing a series of initiatives referred to as the Basel II Programme with the objective of ensuring compliance with the requirements of the new Basel II Capital

Accord and its application for the use of advanced approaches to the calculation of own funds requirements.

The aim behind the implementation of the Basel II Programme is not only to comply with regulatory, requirements but also to endow CGD Group with the most sophisticated risk assessment and

management tools and methodologies in terms of credit, market, interest rate and liquidity. Over time,

several stages of different projects have been completed. The knowledge acquired has been incorporated in current activity, so that reference to them has been made, directly or indirectly, in the description of

the various risks management methodologies.

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Presented below is a brief statement of the purpose of each project as well as their evolution during 2009 and up to 30 June 2010:

Gap Analysis Project -was the starting point of the programme and allowed the establishment of the consequent action plan.

Global Basel Project- has as its main objective to ensure the coordination of activities common to the programme.

Umbrella Project - encompasses the development of risk management training and execution of

guidebooks on management and control of risks for the CGD Group. In 2009, the Issuer has continued to prepare a training programme dedicated to a very broad universe of employees of the Issuer, with an

e-learning component and stand-in sessions, aiming to improve skills in credit risk management. The

training programme and the risk management manual development were completed in the second quarter of 2010.

Risk DataMart Project (―DMR‖) - aims at integrating all relevant information to the other projects of the Programme in a centralised repository (implementation of data models change). In the year ended

31 December 2009, functional and technical implementation of the latest models was validated. Additionally, there was a project aimed at developing automatic systems for measuring the quality of

information loaded in the DMR.

Group Information Collection Project - arises from the need to ensure the centralisation of information for Group Entities. During 2009 and 2010 there has been continuity:

To the harmonisation of data sent by these entities;

Support to entities in the developments required for periodic sending of information.

The Integrated Administration and Control Risk (SIGCR) has as main objectives to define and

implement an integrated model of risk management supported by a tool for calculating capital

requirements, as well as the implementation of a process of self-assessment economic capital adequacy

(ICAAP).

This project made possible in 2009 the completion and implementation of the software tool used for calculating regulatory capital requirements for credit risk and market risk for both standard approaches

as well as to the use of internal models.

Additionally, the first report of self-assessment of internal capital adequacy (ICAAP), and exercise stress-testing, referring to 30 June 2009, according to Bank of Portugal Instruction 18/2007, have been

elaborated and made available to the Regulator.

In 2010, the second report of self-assessment of internal capital adequacy (ICAAP), and exercise stress-testing, referring to 31 December 2009, according to Bank of Portugal Instruction No. 32/2009,

have been elaborated and made available to the Regulator.

Market Risk Project - has as main objective the use of advanced methodologies for the measurement of market risk for the CGD Group. The formal application for the adoption of advanced methodologies

for the measurement of market risk will be concluded in the second half of 2010.

The Balance Sheet Interest Rate and Liquidity Risk Project - results from the need to adopt the

recommendations of Basel II within the management and supervision of interest rate and liquidity risk in the balance sheet.

Credit Risk Project - encompasses four distinct projects: Scoring and Rating Models, Internal Rating Based Advanced Models, Integrated Ratings System (SIR) and Monitoring of Internal Models for the

Credit Risk.

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Scoring and Rating Models Project - aims at providing the Issuer with internal models for estimating probability of default, as required in internal models approach (IRB) in accordance with Basel II - in

2009, the developments for the use of rating and scoring internal models supporting the decision making process were finalised.

Internal Rating Based Advanced Models Project - presents as its main objective the development of internal models to estimate the risk factors Loss Given Default - LGD and exposure in the event of

default (―Exposure-at-Default‖ or ―EAD‖) providing conditions for adopting the advanced internal models approach (IRBA).

During 2009, the Issuer, through an internal project, and using real data losses, estimated the LGDs for all major credit portfolios. The portfolios of private individuals and LGDs are now estimated for the

following products: Mortgage, Consumer Loans and Credit Cards. During the first half of 2010, the

Issuer started to use this project in its Mortgage credit process and during the second half of 2010, the

Issuer is expected to use it in it‘s Consumer Loans credit process by incorporating its calculation

throughout the Issuer‘s operating systems. In the corporate business sector, and also during 2009, LGD was estimated for each segment for which the Issuer has credit exposure. Thus, LGDs associated with

exposures to large companies, SMEs and Individual Entrepreneurs were calculated.

The Integrated Ratings System (SIR) is a repository of financial statements and information on the characterisation of collective legal persons, integrated in an workflow allocation, management and

disclosure of internal ratings. It enables and facilitates the analysis of those collective persons. The technical implementation of CRS was concluded in the second quarter of 2010.

Monitoring of Internal Models for the Credit Risk Project - aims at implementing a support application for the monitoring of internal models. During 2009, the Issuer has allocated resources to a process of

selecting a monitoring software tool, which implementation begun in the second quarter of 2010.

Goals for 2010

It is intended that 2010 will be the year when the outcome of all the developments made within the various projects of the Programme converge to the candidacy of the use of internal models for both credit and market risk. Stress-testing exercises, reviewed in the context of national supervision and under

discussion in international forums, will be subject to continuous review in order to remain appropriate to

the best practices available. The aggregation of risks and the establishment of internal capital adequacy to the risk profile of the institution will continue to be one of the approaches to risk management.

The recent upheavals in the international financial system have caused many initiatives from the Bank of International Settlements (BIS) to review the present Basel Accord, in order to promote more

sustainability for institutions. Within these guidelines, relevant action will be developed for monitoring and integration of the directives resulting therefrom.

Competition

In 2009 CGD faced intense competition in virtually all of its business areas. There was no particular key

competitor for its deposit-taking business in Portugal, although CGD took into account the rates and terms offered by other deposit-taking banks and it followed market trends in the Portuguese deposit-

taking sector.

The banks operating in other jurisdictions followed similar policies. In Portugal, the principal

competitors of CGD in 2009 for housing loans were MillenniumBCP, Banco Espírito Santo, Banco Santander Totta and Banco BPI.

Capital

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In 2009, Group's equity capital amounted to €7.2 billion, representing an increase of €1.7 billion (+30.5 per cent.) to the level at the end of 2008. This variation was greatly enhanced by the capital increase of

1,000 million, in June 2009.

The capital increase at CGD to €4,500 million, in addition to ensuring greater stability of the

institution, had as its main motivation the strengthening of the equity instruments needed for CGD continue to contribute to greater promotion of the national economy through the financing extended to

households and businesses.

The following table sets out the capital position of CGD and the CGD Group as at 31 December 2008

and 2009, respectively, with their risk-weighted assets and Tier 1 capital ratio being calculated in accordance with the requirements of the Bank of Portugal:

As at 31 December

2008 2009

(€ million)

1 Total own funds ((a)+(b)+(c)) ..................................................................... 7,177 8,966 (a) Base own funds .................................................................................. 4,664 6,037 Share Capital ............................................................................................... 3,500 4,500 Fair value reserves ...................................................................................... (873) (331) Other reserves ............................................................................................. 1,464 1,644 Retained earnings ........................................................................................ (222) (189) Net income for year ..................................................................................... 459 279 Minority interest .......................................................................................... 1,157 1,254 (b) Complementary own funds ................................................................. 2,552 2,966 (c) Deductions ......................................................................................... (39) (37) 2 Weighted assets (credit risks) and market risks ........................................... 66,851 71,041

3 Own funds requirements .............................................................................. 5,348 5,683 4 Surplus own funds (1-3)............................................................................... 1,829 3,283 5 Solvency ratio

(1) ........................................................................................... 10.7% 12.6%

6 Tier 1 ratio ................................................................................................... 7.0% 8.5%

(1) Solvency ratio calculated in accordance with Bank of Portugal rules.

The solvency ratio, calculated in the framework of Basel II, rose from 10.7 per cent. at the end of 2008 to

12.6 per cent. in December 2009. Tier I, in turn, rose from 7 per cent. to 8.5 per cent. and core Tier I of 6.8 per cent. to 8.3 per cent.. The ratios presented highlight the positive impact of the capital increase in

the first half of 2009 and improvement of the fair value reserves.

Fair value reserves also enjoyed an increase of €542 million, benefiting from the improvement in the

capital markets. It should be noted that in 2009, CGD used the standard method in the calculation of operational risk.

ANALYSIS OF THE UNAUDITED CONSOLIDATED ACCOUNTS FOR THE FIRST HALF OF 2010

Economic Environment for the First Semester of Year 2010

In the 1st half of 2010, the world economy continued the recovery after the severe recession of 2008-09, with the acceleration of economic growth, particularly in emerging markets.

Financial-economic background was, however, marked by the crisis that hit the public debt market in

Europe, particularly in peripheral countries of the Euro Area, following concerns about the state of

public finances in the region.

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Greece‘s difficulty in obtaining financing in international markets, due to the severe instability in its

fiscal balance and its high public ratio debt, triggered a contagious process to other European countries, including Portugal, which led to a considerable increase of government debt yields.

In parallel, and as a consequence of the crisis in sovereign debt, there was a growing risk aversion from

financial markets participants, boosted in particular from the second quarter onwards. This resulted in a

dramatic reduction in new issues of private debt, particularly in the financial sector, resulting in spreads widening for corporate bonds, when compared with assets with lower risk, namely German and North

American debt.

This situation has produced a significant increase in the funding cost of banks, and growing difficulties

in obtaining funds on international markets, with both phenomena being more pronounced for institutions based in countries more affected by investor distrust, namely Greece, Portugal, Spain and

Ireland, even though it was felt in all markets.

In addition, other assets have also been impacted by this new phase of the crisis that has started in 2007.

Since then, the Euro, suffered the largest loss in value within a semester since its inception, (minus 14.5

per cent.), hampered by fears of its long-term viability caused by the public finance situation in the European region along with other macroeconomic structural imbalances, such as differences in

competitiveness between Member States.

Also the stock market, having reached in April the highest values since September 2008, recorded during

the second quarter a remarkable decrease, which more than offset the gains of the previous months, with losses being more prominent in Southern Europe countries. While the DAX closed the first semester with

a gain of +0.14 per cent. and the U.S. stock exchange fell 8.50 per cent. (S&P 500), the PSI20 index corrected -16.88 per cent. and IBEX -22.42 per cent.

In response to the worsening of the crisis, European authorities have agreed to establish a mechanism to support countries suffering from economic problems, along with IMF´s aid, amounting to 750 billion

Euros. In terms of Euro Area countries, this resulted in the creation of a European stabilization fund of

440 billion Euros.

Moreover, and in conjunction with these measures, the European Central Bank decided to purchase in the secondary market government bonds in order to carry out its stabilization, avoiding the impact that

the malfunctioning of this market would have on monetary policy.

These unprecedented measures were taken to ensure that Member States would put in place plans to

reduce more ambitious government deficits, a situation that occurred with the announcement by several countries of new fiscal austerity measures.

The combination of weak economic growth in Europe, which additionally will probably suffer the impacts of the announced fiscal consolidation, together with the absence of inflationary pressures, and

the volatile situation in the financial markets, and particularly at liquidity level, contributed to maintain

interest rates (central bank and market) at historically low levels.

Nevertheless, as of April 2010, there was a gradual rise in Euribor rates, reflecting prevailing liquidity conditions in the interbank money market during the second quarter, suffering from reduced confidence

between institutions, and closer to the maturity of the 12 month auction by the ECB in the summer.

Main Developments within the Group in the First Semester of 2010

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In the 1st half of 2010, the Group's international activity was marked by a dynamic expansion with the

establishment of new financial institutions and capital increases to support the development of existing

ones.

In January 2010, authorization for the constitution of the Bank for Promotion and Development (BPD) was obtained, with an initial capital of one billion dollars, to be held in equal parts by CGD Group and

Sonangol. With these initiatives, Caixa will have a significant presence in the Angolan market. BPD will

focus its activity in supporting the development of the Angolan economy.

Also regarding Angola, it should be mentioned the exercise, in July 2010, of the option by CGD to buy

an additional of 1 per cent. of the share capital of Partang, SGPS, SA, which owns 51 per cent. of capital of Caixa Geral Totta Angola (BCGTA), making Caixa the major shareholder of this holding

company.

In May 2010 an authorization was obtained for the constitution of the Banco Nacional de Investimento

(BNI), with an initial capital of five hundred million dollars, to be held 49.5 per cent. by CGD and in 49.5 per cent. by the the Republic of Mozambique through the National Directorate of Treasury and 1

per cent. by Banco Comercial de Investimentos (CGD Group). On the 14th of June 2010, the

constitution deed was signed, with an initial investment by the shareholders of 70 million Meticais. BNI will focus its activity on supporting the development of the Mozambican economy.

The resumption of activity by the CGD Group in Brazil through Banco Caixa Geral Brazil (Brazil BCG),

has been a success with the results for the first nine months exceeding the most optimistic expectations.

To support the success of this initiative during the first half of 2010, two operations were carried out with the aim of strengthening the banking business and investment banking in the Brazilian market:

An increase in the capital of Brazil BCG from 123 million to 400 million Reais, aiming to provide the bank with the necessary resources to raise the exposure limits to each economic

group and to support its business plan until 2012.

It was established a partnership agreement with Grupo Banif in Brazil providing for the acquisition of 70 per cent. stake in Banif Corretora de Valores e Câmbio, SA (―Banif CVC‖) by

CGD Group. This acquisition is to provide a broad and consistent performance in the Brazilian

capital market.

Also in Spain, with the aim of maintaining the solvency ratios of Banco Caixa Geral at adequate levels, a capital increase was made in the value of 20 million Euros, which was fully subscribed and paid by

CGD.

In Cape Verde, Bank Interatlântico held in April 2010 a capital increase amounting to 400 million Cape

Verdean Escudos bringing its capital to 1 000 million Cape Verdean Escudos. CGD took part in this increase in capital maintaining its 70 per cent. stake in the Bank.

Regarding Group activity in Portugal it should be mentioned the maintenance of Caixa Banco de Investimento (CBI) as market leader in financial intermediation and in the bonds issues of national

issuers. In Project Finance it should be emphasized that CBI achieved the 9th place (League Tables

from Dealogic) in the world ranking of Public Private Partnerships (PPP).

As a corollary, CBI was recognized internationally, by its performance, getting the title of Best

Investment Bank in Portugal in 2010 by Global Finance magazine in Portugal in 2010, and Best Debt

Bank in Portugal for the year 2010 by Euromoney magazine.

36

Throughout the semester, Caixa Capital has reviewed investment opportunities for the four venture

capital funds under management. The total number of projects considered amounted to 172, of which

128 have been received within this period and 44 were carried over from the previous year.

Regarding Caixa Seguros e Saúde, SGPS, it should be highlighted the inauguration in February 2010 of the new Cascais Hospital run by the HPP Saúde, a public-private partnership, thereby extending the

offer of CGD Group in the hospital area. In March the holding HPP ACE was formed bringing together

the different hospitals of the Group.

In June 2010 Gerbanca, SGPS, SA increased its stake in Caixa-Banco de Investimento, SA, of which

now holds 99.7 per cent.. Simultaneously, it increased its share capital by issuing new shares, underwritten by Companhia de Seguros Fidelidade-Mundial against the delivery of shares it held on

Caixa Banco de Investimento.

Within the domestic operations CGD sold in May, its entire capital participation in UNICRE, which

amounted to 17.6 per cent..

Distribution network

To carry out its operations, as of the 30th of June 2010, the sales network of CGD Group had 1287

branches, of which 854 in national territory.

NUMBER OF GROUP BRANCHES

Dec 2009

Jun 2010

CGD (Portugal) 848 853

Branch network 809 814

Gabinetes network (SME‘s) 39 39

Caixa – Banco de Investimento (Lisboa and Madrid) 2 2

France branch 46 46

Banco Caixa Geral (Spain) 211 211

Banco Nacional Ultramarino (Macau) 14 14

Banco Comercial e de Investimentos (Mozambique) 71 76

Banco Interatlântico (Cape Verde) 8 8

Banco Comercial Atlântico (Cape Verde) 29 32

Mercantile Lisbon Bank Holdings (South Africa) 15 15

Banco Caixa Geral Brazil 1 1

Banco Caixa Geral Totta de Angola 11 12

Other CGD branches 16 16

Macau Offshore Subsidiary 1 1

Total 1 273 1 287

In the first half of 2010 the expansion of international operations has resulted in the enhancement of the

commercial network abroad from 424 to 433 branches, especially the opening of five branches of Banco

Comercial e de Investimentos (BCI) in Mozambique, the opening of 3 branches of Banco Comercial do Atlantico (BCA) in Cape Verde, and opening a new branch of Banco Totta Caixa Geral de Angola

(BCGTA) in Angola.

37

Profit and Loss Account June 30th Change

2009 2010 Amount %

(€ million)

Interest and similar income ............................................................................. 3,078.5 2,152.2 (926.4) (30.1%)

Interest and similar costs ................................................................................ 2,144.4 1,466.7 (677,7) (31.6%)

Income from equity instruments ...................................................................... 103.6 115.5 11.9 11.5%

Net Interest income, including income

from equity investments ................................................................................. 1,037.8

801.0

(236.7) (22.8%)

Income from services and commissions .......................................................... 310.2 316.7 6.5 2.1%

Costs from services and commissions ............................................................. 85.4 68.4 (17.0) (19.9%)

Income from financial operations .................................................................. 89.0 25.9 (63.1) (70.9%)

Other net operating income ............................................................................ 94.0 100.2 6.3 6.7%

Non-interest income ....................................................................................... 407,7 374,4 (33.3) (8.2%)

Premiums net of reinsurance........................................................................... 949.4 660.2 (289.1) (30.5%)

Investment income allocated to insurance contracts

113.1

123.3

10.2 9.0%

Claims costs (net of reinsurance) .................................................................... 801.3 509.5 (291.7) (36.4%)

Commissions and other associated income and costs .....................................................

(63.1)

(44.5)

18.6 29.5%

Technical margin in insurance

operations 198.1 229.5 31.3 15.8%

Net operating income from banking and

insurance operations ...................................................................................... 1,643.6

1,405.0

(238.7) (14.5%)

Employee costs ............................................................................................... 526.5 516.1 (10.3) (2.0%)

Other administrative costs .............................................................................. 317.1 322.3 5.2 1.6%

Depreciation and amortisation ....................................................................... 91.0 100.5 9.6 10.6%

Operating costs and depreciation .................................................................. 934.5 939.0 4.4 0.5%

Gross operating income ................................................................................. 709.1 466.0 (243.1) (34.3%)

Provisions net of cancellations ....................................................................... (12.3) 26.3 38.7 313.2%

Impairment on credit and other assets, net of reversals

246.3 206.8 (39.5) (16.0%)

Impairment of other assets (net) 176,7 96,1 (80.6) (45.6)

Provisions and impairment ............................................................................ . 410.7 329.2 (81.5) (19.8%)

Income from associated companies ................................................................ 0.2 0.5 0.3 120.3%

38

Profit and Loss Account June 30th Change

2009 2010 Amount %

(€ million)

Income before tax and minority

shareholders´ interests ................................................................................... 298.6 137.2 (161.4) (54.0%)

Tax…………………. ....................................................................................

Current…………………………..…………… ..................................................... 6.7 62.7 56.0 836.0%

Deferred…………….. ...................................................................................... 44.6 (47.5) (92.0) (206.6%)

Consolidated net income for the period ......................................................... 247.4 122.0 (125.4) (50.7%)

Minority shareholders‘ interests ...................................................................... 20.0 16.7 (3.2) (16.3%)

Net Income attributable to CGD

shareholder 227.4 105.3 (122.1) (53.7%)

Caixa Geral de Depósitos Group‘s consolidated net income for the first half of 2010 was down 53.7 per

cent. to € 105.3 million when compared to the same period of the preceding year.

Contributory factors to the Group‘s net income were domestic and international banking operations,

with € 28.9 million and € 48.2 million, respectively, and insurance and healthcare operations with € 28.2 million.

Results from CGD Group’s by Main Business Areas

(€ thousand) June June Change

2009 2010 Total %

Banking 305,785 77,075 (228,710) (74.8 %)

Domestic 257,591 28,862 (228,729) (88.8%)

International .............................................................................................. 48,194 48,213 19 0.0%

Insurance and Healthcare .............................................................................. (78,362) 28,208 106,570 136.0%

TOTAL 227,423 105,283 (122,140) (53.7%)

Net interest income including income from equity instruments was down 22.8 per cent. to € 801

million, when compared to the figures for first half year 2009. This resulted to a great extent from the

drop of 26.6 per cent. in net interest income to € 685.5 million over the same period 2009. This downturn, however, is of 9.8 per cent. when compared to the six months average for 2009, with net

interest income for the second quarter of 2010 exceeding the amounts posted in the three preceding quarters.

The negative evolution of net interest income particularly derived from the impact of the reduction in interest rates. In effect, the composition of Caixa‘s credit portfolio which has a significant proportion of

mortgages and medium and long term corporate loans is not likely to reflect, in the short term, increases

in institutional funding costs.

Net commissions were up 10.4 per cent. by € 23.4 million to € 248.3 million, particularly deriving from commissions on credit with a 19.8 per cent. increase of € 9.2 million, from intermediation and

securitisation operations with a 49.7 per cent. increase of € 5.5 million, from the structuring of

39

operations with a 45.5 per cent. increase of € 7 million, from asset management with a 5.9 per cent.

increase of € 1.4 million, from the issuance of guarantees with a 5.7 per cent. increase of € 1.3 million

and from automatic means of payment with a 1.8 per cent. increase of € 1 million.

Income from financial operations was down 70.9 per cent. in comparison to the same period last year,

to € 25.9 million. This behaviour is explained by the high levels of volatility of public debt markets, particularly in the second quarter, and also by the negative impact of the € 32.6 million deriving from

the equity investment in Cimpor.

The technical margin on insurance operations contributed € 229.5 million to the Group‘s net operating

income, which was up 15.8 per cent. by € 31.3 million over the same period last year.

Earned premiums net of reinsurance were down 30.5 per cent. in comparison to the same period in

2009 to € 660.2 million. The same was observed in the case of claims costs net of reinsurance which were down 36.4 per cent. by € 291.7 million to € 509.5 million.

As a result of the above, net income from banking and insurance operations were down 14.5 per cent. over the same period last year to € 1,404.9 million.

Operating costs were up 0.5 per cent. to € 939.0 million over the first half of 2009, accompanied by a reduction of 2.0 per cent. in terms of employee costs.

Whereas the Group‘s cost-to-income ratio was 66.8 per cent., the same indicator for banking operations was 63.5 per cent., reflecting a decrease in net operating income.

Efficiency Ratios

June December June

2009 2009 2010

Cost-to-income (banking) ............................................................................... 48.9% 60.6% 63.5%

Cost-to-income (banking and insurance)……... 56.8% 64.7% 66.8%

Employee costs/Net operating income ............................................................ 32.0% 34.7% 36.7%

External supplies and services/ Net Operating Income……………………………………………... 19.3% 23.3% 22.9%

Operational Costs/Average net assets............................................................. 1.67% 1.65% 1.56%

Credit impairment, net of reversals, for the first half year of 2010, was € 206.8 million, with impairment of other assets (net) of € 96.1 million, of which € 88.1 million derive from Millennium BCP and ZON

securities

Return on equity was 3.5 per cent. (3.9 per cent. before tax) and return on assets was 0.20 per cent.

(0.23 per cent. before tax).

Profit Ratios(1)

June

2009

December

2009

June

2010

Gross return on shareholders` equity (ROE)(1)

............................................... …………………………………… 10.9% 5.9% 3.9%

Net return on shareholders` equity (ROE) (1)

.................................................. 9.1% 4.8% 3.5%

Gross return on assets (ROA) (1)

...................................................................... 0.53% 0.32% 0.23%

Net return on assets (ROA) (1)

......................................................................... 0.44% 0.26% 0.20%

40

Profit Ratios(1)

June

2009

December

2009

June

2010

Net operating income (2)

/ average net assets (ROA).......... 2.94% 2.56% 2.33%

(1) Considering average shareholders´ equity and net assets values.

(2) Includes income from associated companies.

There was a 4.4 per cent. increase of € 5.3 billion in CGD Group‘s net assets to € 123.6 billion at the

end of June 2010, when compared to the same period the preceding year, largely due to the growth of

loans and advances to customers and securities‘ investments.

Cash and cash equivalents and loans and advances to credit institutions totalled € 8.8 billion with € 14.1 billion in resources having been obtained from the same entities.

Loans and advances to customers (gross) were up 4.7 per cent. by € 3.7 billion to € 82,3 billion.

Corporate loans in Portugal were up 3.5 per cent. by € 805 million and mortgage loans up 2.7 per cent. by € 903 million.

Around 76.3 per cent. of loans and advances to customers refer to CGD‘s operations in Portugal. In the case of other Group companies, reference should be made to the increases achieved by BCI

Moçambique, with € 260.8 million (up 57.3 per cent.), Caixa Leasing e Factoring, with € 179.4 million

(up 5.5 per cent.), Banco Comercial Atlântico with € 105.5 million (up 35.6 per cent.) and BNU Macau

with € 173.7 million (up 15.7 per cent.).

June 30th

2009 2010 % Change

Loans and Advances to Customers(a)

(€ million)

CGD operations in Portugal .......................................................................... 60,711 62,548 3.0%

Corporate...................... ................................................................................. 22,961 23,765 3.5%

General Public Administration and Institutional Business Area .................................................................................................. 3,394 3,378 (0.5%)

Individual customers…. .................................................................................. 34,356 35,405 3.1%

Mortgage lending .......................................................................... 32,871 33,774 2.7%

Consumption ................................................................................ 1,485 1,631 9.8%

Other CGD Group Companies ....................................................................... 17,892 19,769 10.5%

TOTAL 78,603 82,317 4.7%

(a) Before impairment and interest. Considering bonds issued by corporates.

41

New mortgage loans in the amount of € 1,430 million granted in Portugal, were down 17.4 per cent. in the first half of 2010 when compared with the same period in 2009.

The deposits-to-loans conversion ratio, at 123.9 per cent., was up by no more than 0.4 per cent. over the preceding year.

Asset quality, as measured by the non-performing loans ratio, calculated under Bank of Portugal rules, was 3.13 per cent. with a global overdue credit ratio of 2.99 per cent.. The credit overdue for more than

90 days ratio was 2.59 per cent., against 2.23 per cent. in June 2009 and 2.47 per cent. at the end of 2009.

Accumulated impairment on loans and advances to customers (performing and overdue) totalled € 2,598.9 million at the end of June 2010, with a 121.3 per cent. cover rate for credit more than 90 days

overdue, against 128.3 per cent. at the end of 2009 numbers.

Asset Quality Ratios June 30th

2009 2010

Non-performing credit / total credit (a)

............................................................ 2.67% 3.13%

Overdue credit / total credit ............................................................................ 2.71% 2.99%

Overdue Credit > 90 days / total credit .......................................................... 2.23% 2.59%

Non-performing loans cover ........................................................................... 107.3% 100.9%

Overdue credit cover…………………………………... 105.7% 105.2%

Cover on credit overdue> 90 days .................................................................. 128.3% 121.3%

(a) Bank of Portugal method.

Securities investments, including Group insurance companies‘ investment operations were up 17.9 per cent. over June last year to € 28.1 billion, divided up as follows:

Securities investments (a)

June 30th

2009 2010 % Change

(€ million)

Banking 13,433 16,631 23.8%

Insurance 10,434 11,512 10.3%

Total 23,866 28,143 17.9%

(a) After impairment.

Over the second quarter of the year 2010, the market environment (spilling over not only into debt securities but also stock markets) particularly affected issuers in Southern European countries and also

had a constraining effect on the securities management portfolio.

Notwithstanding the above, the widening of spreads, particularly in terms of such countries‘ sovereign

debt, also generated market opportunities which allowed an interesting reinforcement of investment in securities portfolios, especially focused in public debt securities.

42

Funding and Liquidity Management

The first half of 2010 was characterised in particular by the budget crisis in several Eurozone countries,

with the issue of negative ratings by several rating agencies, generating a highly unstable climate in public debt markets which lead to extraordinary increases in their associated spreads.

As a result, confidence levels decreased progressively, which spread out into the current interbank markets, having a strong constraining effect in banking operations, particularly in the second quarter of

the year. This had the effect of bringing liquidity management once again back to the spotlight, as a result of the virtual closure of capital markets.

At the beginning of the year and prior to the deterioration of the existing circumstances, CGD issued its third public tranche of covered bonds, in the global amount of € 1 billion and with a maturity of 10

years, with a spread of 80 basis points over the reference rate, resulting in a fixed rate of 4.25 per cent..

The issue enjoyed the highest AAA/Aaa rating from the three rating agencies involved and was warmly received by institutional investors, particularly the French, who accounted for 51 per cent. of the

covered bonds issued.

Financial institutions faced a growing level of difficulty in accessing the secondary markets over the

second quarter of the year in countries more affected by investors‘ risk aversion. In this context, demand for Portuguese assets was low and there was a significant increase in secondary market spreads.

There was a significant reduction in demand for the use of CGD‘s ECP Programme and in addition to this several applications for the early redemption of issues took place.

Notwithstanding this environment, the prudent and conservative manner in which CGD has always viewed liquidity management has enabled it to cater for the evolution of capital markets without major

concern. Particularly since 2008 CGD has always endeavoured to complement the dynamic management of its funding instruments (EMTN, ECP, Covered Bonds) with its almost permanent

position of operating as a net issuer in interbank market terms.

CGD therefore succeeded in reinforcing its pool of eligible assets with the Bank of Portugal not only to provide for liquidity needs deriving from its operations but also to guarantee the existence of a sufficiently high safety margin to provide for prospective borrowing requirements over the period 2010 -

2011.

In light of the above, total resources taken by the Group (excluding the interbank money market) were down 2.1 per cent. to € 102.6 billion, when compared to June 2009, split up between balance sheet

resources (down 2.7 per cent. to € 91.8 billion) and off-balance sheet resources (up 3.7 per cent. to € 10.7 billion).

Retail resources in the balance sheet were up 1.4 per cent. to € 70.7 billion, influenced by the 8.0 per cent. increase in capitalisation insurance and 2.1 per cent. increase in customer deposits.

Resources taken from institutional investors in the form of own issues were down 14.2 per cent. by € 3.5 billion, influenced by the reduction in balances issued under the EMTN and ECP Programmes. Covered

bonds, however, posted a 20.1 per cent. growth of € 1.2 billion over the same period of 2009, to a balance of € 7.1 billion.

Off-balance sheet resources were up 3.7 per cent. by € 385 million, resulting from property funds managed by Caixagest (up 8.8 per cent.) and the Fundimo property fund which grew by 21.7 per cent..

43

Resources taken by Group June 30th

2009 2010 % Change

(€ million)

Balance sheet: 94,461 91,923 (2.7%)

Retail............................................................................. 69,746 70,730 1.4%

Customer deposits ........................................................................................... 56,542 57,755 2.1%

Capitalisation insurance (a)............................................................................ 9,890 10,679 8.0%

Other customer resources ............................................................................... 3,314 2,296 (30.7%)

Institutional investors................................................... 24,715 21,193 (14.2%)

EMTN…………………….. ............................................................................... 9,984 8,659 (13.3%)

ECP and USCP ............................................................................................... 6,913 2,602 (62.4%)

Nostrum Mortgage and Nostrum Consumer ................................................... 639 534 (16.5%)

Mortgage Covered bonds ................................................................................ 5,908 7,096 20.1%

Bonds guaranteed by the Portuguese Republic .............................................. 1,271 1,272 0.1%

Bonds issued on the Public Sector .................................................................. - 1,030 -

Off-balance Sheet: 10,323 10,708 3.7%

Investment units in unit trust funds.......................... 4,866 5,473 12.5%

Caixagest………………………………. ............................................................. 3,462 3,765 8.8%

Fundimo……………. ....................................................................................... 1,404 1,708 21.7%

Pension fund ………………………………………………. 1,918 2,107 9.9%

Wealth management (b)

.................................................................................... 3,539 3,128 (11.6%)

Total 104,784 102,632 (2.1%)

(a) Including fixed-rate insurance and unit-linked products.

(b) Does not include the CGD Group insurance companies‘ portfolio.

Consolidated Balance Sheet June 30th

2009 2010 Amount % Change

(€ million)

Assets

Cash and cash equivalents at central banks .................................................. 2,099 1,656 (443) (21.1%)

Loans and advances to credit institutions ....................................................... 9,539 7,175 (2,364) (24.8%)

Loans and advances to customers ................................................................... 76,788 80,018 3,230 4.2%

Securities investments ..................................................................................... 23,866 28,143 4,276 17.9%

Investment properties ...................................................................................... 304 365 61 20.0%

44

Consolidated Balance Sheet June 30th

2009 2010 Amount % Change

(€ million)

Investment in subsidiaries and associated

companies.............. .........................................................................................

82 25 (57) (69.4%)

Intangible and tangible assets ........................................................................ 1,597 1,627 30 1.9%

Current tax assets ........................................................................................... 56 125 68 121.9%

Deferred tax assets .......................................................................................... 1,115 1,025 (90) (8.1%)

Technical provisions on outwards reinsurance ............................................... 295 293 (2) (0.6%)

Other assets 2,583 3,127 544 21.1%

Total assets 118,326 123,579 5,253 4.4%

Liabilities

Resources from central banks and other credit institutions

6,409

14,067

7,658 119.5%

Customer resources ......................................................................................... 62,177 64,596 2,419 3.9%

Financial liabilities ......................................................................................... 2,405 2,082 (323) (13.4%)

Debt securities ................................................................................................ 24,062 20,104 (3,958) (16.4%)

Provisions....................................... ................................................................. 777 810 33 4.3%

Technical provisions for insurance operations ............................................... 6,971 6,305 (666) (9.6%)

Subordinated liabilities ................................................................................... 3,722 2,930 (792) (21.3%)

Other liabilities ............................................................................................... 5,274 5,514 240 4.6%

Total liabilities ................................................................................................ 111,797 116,409 4,612 4.1%

Shareholders’ equity....................................................................................... 6,529 7,170 641 9.8%

Total liabilities and equity .............................................................................. 118,326 123,579 5,253 4.4%

The Group‘s shareholders’ equity of € 7.2 billion was up 9.8 per cent. by € 641 million over June 2009. A contributory factor to this change was the positive evolution of € 270 million in fair value reserves.

Shareholders’ equity

June 30th

2009 2010

per cent.

Change

(€ million)

Share capital .................................................................................................. 4,500 4,500 0.0%

Fair value reserves ......................................................................................... (881) (611) 30.7%

45

Shareholders’ equity

June 30th

2009 2010

per cent.

Change

(€ million)

Other reserves and retained earnings ............................................................. 1,506 1,684 11.8%

Minority shareholders´ interests ..................................................................... 1,177 1,491 26.7%

Net income for period ..................................................................................... 227 105 (53.7%)

Total 6,529 7,170 9.8%

Solvency Ratio

The solvency ratio, on a consolidated basis, including retained earnings, was 11.9 per cent. in June 2010. Special reference should be made to the Core Tier I and Tier I ratios of 8.1 per cent. and 8.2 per

cent., respectively.

BOARD OF DIRECTORS, GENERAL MEETING, SUPERVISORY BOARD AND STATUTORY

AUDITOR OF THE ISSUER

The following are the members of the Board of Directors of CGD, who have been appointed for the

business years 2008 to 2010, the business address of which is the Issuer‘s head office:

Name Title Position in other corporations, if any

Fernando Manuel Barbosa Faria de Oliveira

Chairman Member of the General Council and Supervisory Board of EDP – Energias de

Portugal, SA. and Chairman of Parcaixa, SGPS, SA.

Francisco Manuel Marques Bandeira

Vice-Chairman Chairman of the Board of Directors of Banco Caixa Geral Totta de Angola, SA, Chairman

of the board of Directors of BPN – Banco Português de Negócios, SA, Chairman of

Board of Directors of Parbanca, SGPS, SA,

Chairman of the Board of Directors of Caixa

Geral de Aposentações, SGPS, SA, Vice-

Chairman of Banco Comercial e de Investimentos, SA, Member of the Board of

Directors of Parcaixa, SGPS,SA, Member of

the Board of Partang ,SGPS, SA, Member of the Board of Directors of Portugal Telecom,

SGPS, SA, Non- Executive Member of the Board of Directors of Grupo Visabeira, SGPS,

SA, and Member of the Wages Commission of

REN – Redes Energéticas Nacionais, SGPS, SA.

46

Name Title Position in other corporations, if any

Jorge Humberto Correia Tomé Member Chairman of the Board of Directors of Caixa

– Banco de Investimentos, SA, Chairman of the Board of Directors of CREDIP –

Instituição Financeira de Crédito, SA,

Chairman of the Board of Directors of GERBANCA, SGPS, SA, Chairman of the

Board of Directors TREM – Aluguer de Material Circulante, ACE, Chairman of the

Board of Directors TREM II – Aluguer de

Material Circulante, ACE, Vice-Chairman of Banco Caixa Geral – Brasil, SA, Member of

the Board of Directors of Banco Comercial e

de Investimento, SA, Member of the Board o Directors of CIMPOR – Cimentos de

Portugal, SGPS, SA, Member of the Board of Directors of Parcaixa, SGPS,SA and Member

of the Board of Directors of Portugal

Telecom, SGPS, S.A., Member of the commission for monitoring and strategy of

Fomentinvest, SGPS, S.A.

José Fernando Maia de Araújo e Silva

Member Chairman of the Board of Directors of Caixa – Imobiliário, SA, Chairman of the Board of

Directors of Caixa Leasing and Factoring –

IFIC, SA, Chairman of the Board of Directors

of Caixa Seguros e Saúde, SGPS, SA,

Chairman of the Board of Directors of

Imocaixa – Gestão Imobiliária, SA, Chairman of the Board of Directors of Sogrupo IV –

Gestão de Imóveis, ACE, Member of the Board of Directors of ADP – Águas de

Portugal, SGPS, SA, Member of the Board of

Directors of Banco Caixa Geral Totta de Angola, SA, Member of the Board of Directors

of EDP Renováveis, S.A ,Member of the Board of Directors of Locarent – Comp. Portuguesa

Aluguer de Viaturas, SA and Vowel of Board

of Directors of Caixa Geral de Aposentações.

Norberto Emílio Sequeira da Rosa Member Chairman of the Board of Directors of Caixa – Participações, SGPS, SA, Chairman of the

Board of Directors of CAIXATEC –

Tecnologias de Comunicação, SA, Chairman of the Board of Directors of Sogrupo –

Sistemas de Informação, ACE, Vice-Chairman of BPN – Banco Português de Negócios, SA,

Member of the Board of Directors of SIBS –

Sociedade Interbancária de Serviços, SA ,Member of the Board of Directors (Non

executive) of ZON – Serviços de

Telecomunicações e Multimédia, SGPS, SA

47

Name Title Position in other corporations, if any

and Vowel of Board of Directors of Caixa

Geral de Aposentações.

Pedro Manuel de Oliveira Cardoso Member Chairman of the Board of Directors of CGD –

Pensões – Sociedade Gestora de Fundo de Pensões, SA, Chairman of the Board of

Directors of Caixa – Gestão de Activos,

SGPS, SA, Chairman of the Board of Directors of Sogrupo – Compras e Serviços

Partilhados, ACE, an Member of the Board of Directors of BPN – Banco Português de

Negócios, SA.

Rodolfo Vasco Castro Gomes

Mascarenhas Lavrador

Member Chairman of the Board of Directors of Banco

Caixa Geral - Brasil, S.A, Chairman of the Board of Directors of Banco Caixa Geral, SA,

Chairman of the Board of Directors of Banco

Nacional Ultramarino, SA, Vice-Chairman of the of Banco Caixa Geral Totta de Angola,

SA, Member of the Board of Directors of Partang, SGPS, SA ,Chairman of the Wages

Commission of Banco Caixa Geral, SA,

Member of the Wages Commission of SIBS – Sociedade Interbancária de Serviços, SA and

Member of the Wages Commission of

UNICRE – Instituição Financeira de Crédito,

SA.

No potential conflicts exist between any duties to the Issuer of the persons on the board of directors, as

listed above, and their private interests or other duties in respect of their management roles.

To the best of the Issuer‘s knowledge and belief, the Issuer complies with the corporate governance

regime in Portugal.

General Meeting

The following are the members of the General Meeting Board of CGD, who have been appointed for the business years 2008 to 2010, the business address of which is the Issuer‘s head office:

Name Title

Manuel Carlos Lopes Porto Chairman

Daniel Proença de Carvalho Vice-Chairman

José Lourenço Soares Secretary

It is the Issuer‘s understanding that the members of the General Meeting Board comply with the

requirements on independence and incompatibilities set forth in the Portuguese Companies Code.

Supervisory Board

The following are the members of the Supervisory Board of CGD, who have been appointed for the

business years 2010 to 2012, the business address of which is the Issuer‘s head office:

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Name Title

Eduardo Manuel Hintze da Paz Ferreira Chairman

Maria Rosa Tobias Sá Member

Pedro António Pereira Rodrigues Felício Member

Pedro Miguel Rodrigues Soares e Vasquez Substitute member

Maria Fernanda Joanaz Silva Martins Substitute member

It is the Issuer‘s understanding that the members of the Supervisory Board comply with the requirements on independence and incompatibilities set forth in the Portuguese Companies Code. Furthermore, it is

the Issuer‘s understanding that the Chairman, Eduardo Manuel Hintze de Paz Ferreira, complies with

the suitability, knowledge and independency requirements set forth in the same Code.

Statutory Auditor

The Statutory Auditor, elected by the General Meeting for the period of 2010 to 2012, is Oliveira Rego

& Associados, SROC (represented by Manuel de Oliveira Rego), member of the Portuguese Institute of Statutory Auditors (‗‗Ordem dos Revisores Oficiais de Contas‘‘), registered with the CMVM with

registration number 218, with registered office at Avª Praia da Vitória, no. 73—2º Esq. 1050-183 Lisboa, its substitute being Álvaro, Falcão & Associados, SROC, member of the Portuguese Institute of

Statutory Auditors, registered with the CMVM with registration number 222, with registered office at

Rua Antero de Quental, no. 639, 4200-068 Porto. Before such appointment the same entities had been appointed as Sole Auditor (―Fiscal Único‖) and its substitute for the period of 2004 to 2007.”

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VII. THE PORTUGUESE MORTGAGE MARKET

14. The fifteenth paragraph shall be replaced with the following:

“The Portuguese property sector is characterised by a relatively high ownership ratio, resulting both

from cultural reasons and from the absence of a well-functioning rental market. Non-performing loans

are not a particular concern in the current context, remaining low by European standards, and non-

performing mortgage loans have shown an increasing trend from 2008 to 2009.”

15. In the second subparagraph of the second paragraph under the heading Business, “10 years” shall

be replaced by “5 years”.

16. The second paragraph under the heading Mortgage Products shall be replaced by the following:

“Residential mortgage loans originated by the Issuer can be up to 45 years in maturity (assuming

that is totally amortised before the borrower reaches the age of 75 years old), with the exception for senior mortgages loans which do not establish an age limit. Most residential mortgage loans

pay interest on a floating rate basis indexed to 3 or 6 month EURIBOR (as the rate varies quarterly or half yearly) with a spread depending on the loan-to-value ratio, the amount of the

loan and the client profile. Clients may also choose from a wide range of fixed rates as 1, 2, 3, 5,

10, 15, 20, 25 and 30 years of maturity.”

VIII. TAXATION

17. The two paragraphs under the heading General Tax Regime on Debt Securities shall be replaced

with the following:

“Interest and other types of investment income obtained on Covered Bonds by a Portuguese resident individual is subject to individual income tax. If the payment of interest or other investment income is made available to Portuguese resident individuals, withholding tax applies

at a rate of 21,5 per cent., which is the final tax on that income unless the individual elects to

include such income in his taxable income, subject to tax at progressive rates of up to 45,88 per cent. (it is already foreseen that after December 31, 2010 said rate should be increased to 46,5

per cent.). In this case, the tax withheld is deemed a payment on account of the final tax due.

Capital gains obtained by Portuguese resident individuals on the transfer of Covered Bonds are taxed at a special tax rate of 20% levied on the positive difference between the capital gains and

capital losses of each year. In this respect, an income tax exemption applies if such annual positive difference does not exceed € 500. Accrued interest qualifies as interest, rather than as

capital gains, for tax purposes. In addition, the positive difference between the capital gains and

capital losses resulting from the disposal of shares held by investment funds for more than 12 months, notes and other debt securities is exempt from tax, except in the case of mixed or closed

ended investment funds of private subscription to which the rules established in the CIRS apply.

Interest and other investment income derived from Covered Bonds and capital gains obtained

with the transfer of Covered Bonds by legal persons resident for tax purposes in Portugal and by non resident legal persons with a permanent establishment in Portugal to which the income or

gains are attributable are included in their taxable income and are subject to progressive

Corporate Income Tax rates according to which a 12.5 per cent tax rate will be applicable on the first €12,500 of taxable income and a 25 per cent tax rate will be applicable on taxable income

exceeding €12,500, to which may be added a municipal surcharge (―derrama‖) of up to 1.5 per cent. of its taxable income. Withholding tax at a rate of 21,5 per cent. applies on interest and

other investment income, which is deemed a payment on account of the final tax due (except

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where the beneficiary is either a financial institution or an exempt entity as specified by current

Portuguese tax law). Corporate taxpayers with a taxable income of more than € 2,000,000 are

also subject to State surcharge (derrama estadual) of 2.5 per cent. on the part of its taxable profits that exceeds € 2,000,000.

Without prejudice to the special debt securities tax regime as described below, the general tax regime on debt securities applicable to non resident entities is the following:

Interest and other types of investment income obtained by non resident beneficial owners (individuals or legal persons) without a Portuguese permanent establishment to which the income

is attributable is subject to withholding tax at a rate of 20 per cent. for non resident entities and at a rate of 21,5 per cent. for non resident individuals, which is the final tax on that income.

Under the tax treaties entered into by Portugal which are in full force and effect on the date of this Prospectus, the withholding tax rate may be reduced to 15, 12, 10 or 5 per cent., depending

on the applicable treaty and provided that the relevant formalities (including certification of residence by the tax authorities of the beneficial owners of the interest and other investment

income) are met. The reduction may apply at source or through the refund of the excess tax. The

forms currently applicable for these purposes may be available for viewing and downloading at www.portaldasfinancas.gov.pt.

Capital gains obtained on the transfer of Covered Bonds by non resident individuals without a permanent establishment in Portugal to which gains are attributable are exempt from Portuguese

capital gains taxation unless the beneficial owner is resident in a country, territory or region subject to a clearly more favorable tax regime included in the ―low tax jurisdictions‖ list

approved by Ministerial order (Portaria) no. 150/2004 of 13 February (Lista dos países,

territórios e regiões com regimes de tributação privilegiada, claramente mais favoráveis). Accrued interest does not qualify as capital gains for tax purposes.

Capital gains obtained on the disposal of Covered Bonds by a legal person non resident in Portugal for tax purposes and without a permanent establishment in Portugal to which gains are

attributable are exempt from Portuguese capital gains taxation, unless the share capital of the beneficial owner is more than 25 per cent. directly or indirectly held by Portuguese resident

entities or if the beneficial owner is resident in a country, territory or region subject to a clearly

more favourable tax regime included in the ―low tax jurisdictions‖ list approved by Ministerial order (Portaria) no. 150/2004 of 13 February (Lista dos países, territórios e regiões com regimes

de tributação privilegiada, claramente mais favoráveis). If the exemption does not apply, the gains will be subject to corporate income tax at a rate of 25 per cent. Under the tax treaties entered into

by Portugal, such gains are usually not subject to Portuguese tax, but the applicable rules should

be confirmed on a case by case basis.”

18. References to “Article 90 of CIRC” shall be replaced with references to “Article 97 of CIRC” and

references to “www.dgci.min-financas.pt‖ shall be replaced with references to

“www.portaldasfinancas.gov.pt”.

19. Under Appendix List of Beneficial Owners, the first paragraph under the heading EU Savings

Directive shall be deleted.

IX. SUBSCRIPTION AND SALE AND SECONDARY MARKET ARRANGEMENTS

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20. In the section with the heading Portugal under (v) the word “regulated” shall be inserted before

“market”.

X. GENERAL INFORMATION

21. The paragraph headed Authorisation shall be amended by making reference to the supplements

dated 9 June 2010 and 9 September 2010 and the resolutions of the Board of Directors of the

Issuer dated 2 June 2010 and 7 July 2010 respectively which authorised such supplements.

22. The paragraph headed Accounts shall be replaced by a paragraph with the same heading as

follows:

“The auditor of the Issuer is Deloitte & Associados – SROC, S.A. (‗‗Deloitte‘‘), (which is a

member of the Portuguese Institute of Statutory Auditors (‗‗Ordem dos Revisores Oficiais de

Contas‘‘), registered with the CMVM with registration number 231, with registered office at Edifício Atrium Saldanha, Praça Duque de Saldanha, 1 – 6th, 1050-094, Lisboa, who has audited

the Issuer‘s accounts with the Adjusted Accounting Standards (―Normas de Contabilidade Ajustadas – NCA‖) established by the Bank of Portugal in accordance with generally accepted

auditing standards in Portugal for each of the two financial years ended on 31 December 2008

and 31 December 2009.”

XI. LAST PAGE

23. The address of the Dealer Commerzbank Aktiengesellschaft shall be amended as follows:

“Kaiserstrasse 16 (Kaiserplatz), 60311 Frankfurt am Main, Germany”

24. The address of the Dealer Deutsche Bank shall be amended as follows:

“Theodor-Heuss-Allee 70, 60486 Frankfurt am Main, Germany”

25. “Merril Lynch Financial Centre” shall be deleted from the address of the Dealer Merril Lynch

International.

26. The legal name and address of “Uría Menéndez” shall be amended as follows:

“Uría Menéndez – Proença de Carvalho, Rua Duque de Palmela, 23, 1250-097 Lisboa”

27. The order of identification of the Dealers in this last page has been changed in order to match

alphabetical order and information in respect of the relevant country has been included in the

addresses from which it was absent.