Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. 

Form 20-F ___X___ Form 40-F _______

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes _______ No___X____

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Petrobras and PDVSA sign an equity partnership
agreement at the Abreu e Lima Refinery

(Rio de Janeiro, March 26, 2008). – PETRÓLEO BRASILEIRO S/A - PETROBRAS, [Bovespa: PETR3/PETR4, NYSE: PBR/PBRA, Latibex: XPBR/XPBRA, BCBA: APBR/APBRA], a Brazilian international energy company, announces that it signed an agreement that sets the bases for the partnership between the two companies for the Abreu e Lima Refinery, in Pernambuco.

The agreement lays out the terms for the incorporation, including shareholding, set at 60% for Petrobras and 40% for PDVSA. It also defines the terms for the future signing of the Articles of Incorporation and of the Shareholder Agreement. The specific terms of the agreement are protected by a confidentiality agreement.

The Abreu e Lima Refinery will get an investment in the order of $4.05 billion and will be capable of processing 200,000 barrels of oil per day, 50% of which from Brazil (Marlim) and 50% from Venezuela.

The plant is expected to go online in the second half of 2010 and to reach full capacity in 2011. Some 65% of the processed volume will be diesel fuel, the oil derivative that is used the most in Brazil. Cooking gas (LPG), petrochemical naphtha, and coke – solid fuel used in the steel, cement, thermal, and aluminum industries -, will also be produced.

Petrobras will give continuity to its studies on a corporate share of up to 10% in the oil exploration and production project in the Carabobo 1 field, in the Orinoco Range, in which PDVSA will hold no less than a 60% share. The studies will continue until the bidding procedure, announced by PDVSA for the remaining 30% share, has been completed.

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www.petrobras.com.br/ri/english
Contacts: PETRÓLEO BRASILEIRO S. A. – PETROBRAS
Investor Relations Department I E-mail: petroinvest@petrobras.com.br / acionistas@petrobras.com.br
Av. República do Chile, 65 – 22^nd floor - 20031-912 - Rio de Janeiro, RJ I Tel.: 55 (21) 3224-1510 / 9947

This document may contain forecasts that merely reflect the expectations of the Company’s management. Such terms as “anticipate”, “believe”, “expect”, “forecast”, “intend”, “plan”, “project”, “seek”, “should”, along with similar or analogous expressions, are used to identify such forecasts. These predictions evidently involve risks and uncertainties, whether foreseen or not by the Company. Therefore, the future results of operations may differ from current expectations, and readers must not base their expectations exclusively on the information presented herein.

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This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.

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