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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 

 
FORM 6-K
 
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
 
For November 23, 2004

(Commission File No. 1-31317)
 

 
Companhia de Saneamento Básico do Estado de São Paulo - SABESP
(Exact name of registrant as specified in its charter)
 
Basic Sanitation Company of the State of Sao Paulo - SABESP
(Translation of Registrant's name into English)
 


Rua Costa Carvalho, 300
São Paulo, S.P., 05429-900
Federative Republic of Brazil
(Address of Regristrant's principal executive offices)



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 if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(1)__.

Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7)__.

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___

If "Yes" is marked, indicated below the file number assigned to the
registrant in connection with Rule 12g3-2(b):

 


FEDERAL GOVERNMENT SERVICE  
CVM – BRAZILIAN SECURITIES AND EXCHANGE COMMISSION
ITR – QUARTERLY INFORMATION Corporate Legislation
COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES Base Date – 09/30/2004

REGISTRATION WITH THE CVM DOES NOT IMPLY ANY ANALYSIS OF THE COMPANY. COMPANY MANAGEMENT IS RESPONSIBLE FOR THE ACCURACY OF THE INFORMATION PROVIDED.


01.01 – IDENTIFICATION

1 –CVM CODE
01444-3
2 – COMPANY NAME
CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO
3 – CNPJ
43.776.517/0001-80
4 – NIRE
35300016831


01.02 – HEAD OFFICE

1 – FULL ADDRESS
Rua Costa Carvalho, 300
2 – BOROUGH OR DISTRICT
Pinheiros
3 – ZIP CODE
05429-900
4 – CITY
São Paulo
5 – UF
SP
6 – AREA CODE
011
7 – TELEPHONE
3388-8000
8 – TELEPHONE
3388-8200
9 – TELEPHONE
3388-8201
10 – TELEX
 
11 – AREA CODE
011
12 – FAX
3813-0254
13 – FAX
-
14 – FAX
-
 
15 – E-MAIL
sabesp@sabesp.com.br


01.03 – INVESTOR RELATIONS OFFICER (Company's Mail Address)

1 – NAME
Rui de Britto Álvares Affonso
2 – FULL ADDRESS
Rua Costa Carvalho, 300
3 – BOROUGH OR DISTRICT
Pinheiros
4 – ZIP CODE
05429-900
5 – CITY
São Paulo
6 – UF
SP
7 – AREA CODE
011
8 – TELEPHONE
3388-8247
9 – TELEPHONE
-
10 – TELEPHONE
-
11 – TELEX
 
12 – AREA CODE
011
13 – FAX
3815-4465
14 – FAX
-
15 – FAX
-
 
16 – E-MAIL
raffonso@sabesp.com.br

01.04 – GENERAL INFORMATION/INDEPENDENT ACCOUNTANT

CURRENT YEAR CURRENT QUARTER PRIOR QUARTER
1 – BEGINNING 2 – END 3 – NUMBER 4 – BEGINNING 5 – END 6 – NUMBER 7 – BEGINNING 8 – END
01/01/2004 12/31/2004 3 07/01/2004 09/30/2004 04/01/2004 06/30/2004
9 – INDEPENDENT ACCOUNTANT
Deloitte Touche Tohmatsu Auditores Independentes
10 –CVM CODE
00385-9
11 – PARTNER RESPONSIBLE
Marco Antonio Brandão Simurro
12 – INDIVIDUAL TAXPAYERS’
REGISTRATION NUMBER OF
THE PARTNER RESPONSIBLE
755.400.708-44


01.05 – CAPITAL COMPOSITION

NUMBER OF SHARES
(thousand)
1 – CURRENT QUARTER
09/30/2004
2 – PRIOR QUARTER
06/30/2004
3 – SAME QUARTER IN PRIOR YEAR
09/30/2003
Paid-up Capital
1 –Common 28,479,577  28,479,577  28,479,577 
2 – Preferred
3 – Total 28,479,577  28,479,577  28,479,577 
Treasury Shares
4 – Common
5 – Preferred
6 – Total


01.06 – CHARACTERISTICS OF THE COMPANY

1 – TYPE OF COMPANY
Commercial, Industrial and Other Companies
2 – SITUATION
Operating
3 – NATURE OF OWNERSHIP
State-owned
4 – ACTIVITY CODE
116 – Sanitation, Water and Gas Services
5 – MAIN ACTIVITY
Water catchment, treatment and distribution; Sewage collection and treatment
6 – TYPE OF CONSOLIDATION
Not submitted
7 – TYPE OF REPORT OF INDEPENDENT ACCOUNTANT
Unqualified


01.07 – COMPANIES EXCLUDED FROM THE CONSOLIDATED FINANCIAL STATEMENTS

1 – ITEM 2 – CNPJ 3 – NAME


01.08 –DIVIDENDS APPROVED AND/OR PAID DURING AND AFTER THE QUARTER

1 - ITEM 2 - EVENT 3 – DATE APPROVED 4 - AMOUNT 5 – PAYMENT BEGINNING 6 – TYPE OF SHARE 7 - AMOUNT PER SHARE
01 RCA 02/26/20004 Interest on net equity   ON 0.0013800000
02 RCA 04/24/2003 Interest on net equity 06/29/2004 ON 0.0014100000
03 RCA 05/29/2003 Interest on net equity 06/29/2004 ON 0.0041500000
04 RCA 11/20/2003 Interest on net equity 06/29/2004 ON 0.0054400000
05 RCA 01/08/2004 Interest on net equity 06/29/2004 ON 0.0067000000


01.09 – SUBSCRIBED CAPITAL AND ALTERATIONS IN THE CURRENT YEAR

1 – ITEM 2 – DATE OF
CHANGE
3 – CAPITAL STOCK AMOUNT
(In thousands of reais)
4 – AMOUNT OF
THE CHANGE
(In thousands of reais)
5 – NATURE OF
THE CHANGE
7 – NUMBER OF SHARES ISSUED
(Thousands)
7 – SHARE PRICE ON ISSUE DATE
(Reais)


01.10 – INVESTORS RELATIONS OFFICER

1 – DATE
11/12/2004

2 – SIGNATURE

02.01 – BALANCE SHEET - ASSETS (In Thousand Reais)

1 – Code 2 – Description 3 – 09/30/2004 4 – 06/30/2004
1 Total assets 16,699,251  16,441,524 
1.01 Current assets 1,247,662  987,443 
1.01.01 Cash 298,458  102,905 
1.01.01.01 Cash and cash equivalents 297,133  101,796 
1.01.01.02 Other cash equivalents 1,325  1,109 
1.01.02 Credits 858,279  773,407 
1.01.02.01 Customers 858,279  773,407 
1.01.03 Inventories 19,186  20,347 
1.01.03.01 Operating storeroom 19,186  20,347 
1.01.04 Other 71,739  90,784 
1.01.04.01 Recoverable taxes and contributions 1,884  32,515 
1.01.04.02 Deferred taxes and contributions 28,635  30,361 
1.01.04.03 Other accounts receivable 41,220  27,908 
1.02 Long term assets 1,405,487  1,379,525 
1.02.01 Sundry credits 1,405,487  1,379,525 
1.02.01.01 Customers 253,597  235,460 
1.02.01.02 Compensation for concession termination 148,794  148,794 
1.02.01.03 Judicial deposits 17,161  16,805 
1.02.01.04 GESP Agreement 479,086  497,513 
1.02.01.05 Accounts receivable from shareholders 228,192  206,997 
1.02.01.06 Deferred taxes and contributions 250,069  246,090 
1.02.01.07 Other accounts receivable 28,588  27,866 
1.02.02 Receivables from related companies
1.02.02.01 From associated companies
1.02.02.02 From controlled companies
1.02.02.03 From other related companies
1.02.03 Other
1.03 Permanent assets 14,046,102  14,074,556 
1.03.01 Investments 1,917  1,917 
1.03.01.01 Interest in associated companies
1.03.01.02 Interest in controlled companies
1.03.01.03 Other investments 1,917  1,917 
1.03.01.03.01 Shares in other companies 669  669 
1.03.01.03.02 Shares in other companies with tax incentive 1,226  1,226 
1.03.01.03.03 Compulsory deposits - Eletrobrás 22  22 
1.03.02 Fixed assets 14,003,252  14,029,873 
1.03.02.01 Property, plant and equipment 12,110,676  12,110,153 
1.03.02.02 Work in progress 1,892,576  1,919,720 
1.03.03 Deferred assets 40,933  42,766 
1.03.03.01 Organization and reorganization expenses 40,933  42,766 

02.02 – BALANCE SHEET - LIABILITIES (In Thousand Reais)

1 – Code 2 – Description 3 – 09/30/2004 4 – 06/30/2004
2 Total liabilities 16,699,251  16,441,524 
2.01 Current liabilities 2,069,733  1,621,482 
2.01.01 Loans and financing 1,265,521  484,348 
2.01.02 Debentures 276,778  632,055 
2.01.02.01 3rd issue debentures 366,597 
2.01.02.02 4th issue debentures 100,001  100,001 
2.01.02.03 5th issue debentures 147,536  146,173 
2.01.02.04 Interest on debentures 29,241  19,284 
2.01.03 Suppliers 36,319  24,264 
2.01.04 Taxes, fees and contributions 126,072  68,827 
2.01.04.01 Paes Program 35,538  34,766 
2.01.04.02 Cofins and Pasep 28,382  14,126 
2.01.04.03 I.N.S.S. (Social Security) 14,631  17,966 
2.01.04.04 Social contribution 9,372 
2.01.04.05 Income tax 35,885 
2.01.04.06 Other 2,264  1,969 
2.01.05 Dividends payable
2.01.06 Provisions 26,765  21,258 
2.01.06.01 Finsocial 7,872  7,872 
2.01.06.02 For Customers contingencies 8,309  12,184 
2.01.06.03 For Suppliers contingencies 10,584  1,202 
2.01.07 Debt with related companies
2.01.08 Other 338,278  390,730 
2.01.08.01 Salaries and payroll charges 168,174  157,301 
2.01.08.02 Services 53,349  50,952 
2.01.08.03 Interest on net equity payable 37,961  93,029 
2.01.08.04 Deferred taxes and contributions 68,661  62,971 
2.01.08.05 Agreements – Local Governments 6,377  22,505 
2.01.08.06 Other liabilities 3,756  3,972 
2.02 Long-term liabilities 6,812,160  7,239,132 
2.02.01 Loans and financing 4,722,328  5,759,703 
2.02.02 Debentures 1,025,588  442,345 
2.02.02.01 4th issue debentures 124,999  149,999 
2.02.02.02 5th issue debentures 295,072  292,346 
2.02.02.03 6th issue debentures 605,517 
2.02.03 Provisions 432,973  420,850 
2.02.03.01 Provision for labor indemnities 24,480  23,818 
2.02.03.02 Civil 16,009  16,445 
2.02.03.03 Social security charges 7,266  7,001 

02.02 – BALANCE SHEET - LIABILITIES (In Thousand Reais)

1 – Code 2 – Description 3 – 09/30/2004 4 – 06/30/2004
2.02.03.04 Suppliers 174,181  178,496 
2.02.03.05 Customers 194,697  179,420 
2.02.03.06 Other 16,340  15,670 
2.02.04 Debts with related companies
2.02.05 Others 631,271  616,234 
2.02.05.01 Deferred taxes and contributions 125,269  127,799 
2.02.05.02 Paes Program 275,428  278,132 
2.02.05.03 Social security liabilities 203,245  183,905 
2.02.05.04 Other accounts payable 27,329  26,398 
2.03 Deferred income
2.05 Shareholders’ equity 7,817,358  7,580,910 
2.05.01 Paid-in capital 3,403,688  3,403,688 
2.05.02 Capital reserves 52,770  51,857 
2.05.02.01 Support for projects reserve 36,990  36,077 
2.05.02.02 Incentive reserves 15,780  15,780 
2.05.03 Revaluation reserves 2,643,782  2,666,336 
2.05.03.01 Own assets 2,643,782  2,666,336 
2.05.03.02 Controlled/associated companies
2.05.04 Profit reserves 1,398,796  1,398,796 
2.05.04.01 Legal 146,340  146,340 
2.05.04.02 Statutory
2.05.04.03 For contingencies
2.05.04.04 Unrealized profits
2.05.04.05 Retained earnings
2.05.04.06 Special for undistributed dividends
2.05.04.07 Other profit reserves 1,252,456  1,252,456 
2.05.04.07.01 Reserve for investments 1,252,456  1,252,456 
2.05.05 Retained earnings/accumulated deficit 318,322  60,233 

03.01 – INCOME STATEMENT (In Thousand Reais)

1 – Code 2 - Description 07/01/2004 to
09/30/2004
01/01/2004 to
09/30/2004
07/01/2003 to
09/30/2003
01/01/2003 to
09/30/2003
3.01 Gross sales and/or services revenues 1,148,349  3,365,812  1,081,814  3,135,556 
3.01.01 Water supply – retail 594,114  1,734,575  554,670  1,599,074 
3.01.02 Water supply – wholesale 54,266  160,291  66,026  188,974 
3.01.03 Sewage collection and treatment 478,922  1,403,605  437,455  1,268,380 
3.01.04 Other services rendered 21,047  67,341  23,663  79,128 
3.02 Gross revenue deductions (61,514) (152,651) (45,420) (133,221)
3.02.01 Cofins (50,549) (123,876) (32,454) (95,422)
3.02.02 Pasep (10,965) (28,775) (12,966) (37,799)
3.03 Net sales and/or services revenues 1,086,835  3,213,161  1,036,394  3,002,335 
3.04 Cost of sales and/or services (554,247) (1,637,196) (496,790) (1,477,562)
3.05 Gross profit 532,588  1,575,965  539,604  1,524,773 
3.06 Operating expenses/income (158,505) (1,097,164) (470,723) (677,919)
3.06.01 Selling (111,295) (342,546) (97,632) (283,844)
3.06.02 General and administrative (69,754) (208,578) (56,138) (163,627)
3.06.03 Financial 22,544  (546,040) (316,953) (230,448)
3.06.03.01 Financial income 27,059  79,934  64,083  141,241 
3.06.03.01.01 Financial income 27,462  83,035  64,181  138,895 
3.06.03.01.02 Cofins/Pasep (403) (3,101) (98) 2,346 
3.06.03.02 Financial expenses (4,515) (625,974) (381,036) (371,689)
3.06.03.02.01 Financial expenses (4,515) (625,974) (381,036) (371,689)
3.06.04 Other operating income
3.06.05 Other operating expenses
3.06.06 Equity in the earnings
3.07 Operating income 374,083  478,801  68,881  846,854 
3.08 Non-operating income (expense) 517  (10,967) (599) (32,638)
3.08.01 Revenues 2,838  7,583  3,199  6,296 
3.08.01.01 Revenues 3,113  8,363  3,342  6,548 
3.08.01.02 Cofins / Pasep (275) (780) (143) (252)
3.08.02 Expenses (2,321) (18,550) (3,798) (38,934)
3.08.02.01 Loss on disposal of fixed assets (1,305) (17,581) (3,889) (39,176)
3.08.02.02 Other (1,016) (969) 91  242 
3.09 Income before taxes/profit share 374,600  467,834  68,282  814,216 
3.10 Provision for income tax and social contribution (132,754) (170,864) (42,482) (197,361)
3.10.01 Provision for income tax (105,316) (135,622) (33,700) (152,399)
3.10.02 Provision for social contribution (27,438) (35,242) (8,782) (44,962)
3.11 Deferred income tax 2,469  7,057  11,877  (57,111)
3.11.01 Deferred income tax 9,394  15,006  11,582  (33,588)
3.11.02 Deferred social contribution (6,925) (7,949) 295  (23,523)
3.11.03 Reversal of deferred income tax
3.12 Statutory profit share/contribution (8,780) (26,341) (8,781) (26,344)
3.12.01 Profit share
3.12.02 Contribution (8,780) (26,341) (8,781) (26,344)
3.12.02.01 Extraordinary item (8,780) (26,341) (8,781) (26,344)
3.13 Reversal of interest on net equity
3.15 Profit/loss for the period 235,535  277,686  28,896  533,400 
  NUMBER OF SHARES, EX-TREASURY SHARES (Thou) 28,479,577  28,479,577  28,479,577  28,479,577 
  PROFIT PER SHARE 0.00827  0.00975  0.00101  0.01873 
  LOSS PER SHARE            

FEDERAL GOVERNMENT SERVICE  
CVM – BRAZILIAN SECURITIES AND EXCHANGE COMMISSION
ITR – QUARTERLY INFORMATION Corporate Legislation
COMMERCIAL, INDUSTRIAL AND OTHER COMPANIES Base Date – 09/30/2004


01444-3     CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO     43.776.517/0001-80



04.01 – EXPLANATORY NOTES

Amounts in thousand reais

1. OPERATIONS

Companhia de Saneamento Básico do Estado de São Paulo (“SABESP” or “Company”) operates public water and sewage systems in the State of São Paulo, Brazil, providing water and sewage services to a broad range of residential, commercial, industrial and government customers. The Company also supplies water on a bulk basis to certain municipalities in the São Paulo Metropolitan Region which do not operate water systems.

SABESP provides water and sewage services in 368 municipalities of the State of São Paulo, in almost of them through concessions granted by the municipalities. Most of these concessions have 30-year terms, expiring between 2005 and 2034. Each of these concessions may be automatically renewed for a period equal to its initial term, unless the municipality or SABESP exercises the right to terminate the concession, upon notice to either party, at least six months prior to its expiration date.

The Company does not have a formal concession to provide water and sewage services in the City of São Paulo, which accounts for a substantial majority of the sales and services rendered. In Santos, a municipality located in the Baixada Santista region, which has a significant population, SABESP operates under public deed of authorization, the same occurring with some other municipalities in the Baixada Santista and in Vale do Ribeira regions, where the Company started operating after the merger of companies which resulted in the organization of SABESP.

2. PRESENTATION OF THE FINANCIAL STATEMENTS

The financial statements have been prepared in accordance with accounting practices adopted in Brazil and with the Brazilian Securities Commission (CVM) regulations.

3. SIGNIFICANT ACCOUNTING PRACTICES

(a) Determination of results of operations

(i) Gross revenue from sales and services

Revenues are recorded as the services are rendered. Water supply and sewage services rendered but not billed by the balance sheet date are measured and recorded as a contra entry to accounts receivable from customers so that costs can be matched against revenues for each period. Said revenues are recorded net from the bonus referring to the Water Consumption Reduction Incentive Program (note 18).

(ii) Financial income and expenses

These are substantially represented by interests, monetary and foreign exchange variations on loans and financings, and financial investments, calculated and recorded on the accrual basis of accounting.

(iii) Income tax and social contribution

Income tax and social contribution are recorded on the accrual basis of accounting. The provisions for income tax and deferred income tax on tax losses and on temporary differences are recorded at the base-rate of 15% plus an additional of 10%. The provisions for social contribution on net income and deferred social contribution on tax losses and on temporary differences are recorded at the rate of 9%.

(iv) Other income and expenses

Other income and expenses are recognized on the accrual basis of accounting.

(b) Financial investments

These are represented mainly by Financial Investment Fund (FIF) and are stated at the amounts invested plus accrued income (on a pro-rata basis) up to the end of the period.

(c) Allowance for doubtful accounts

The allowance is recorded at an amount considered sufficient to cover any probable losses on realization of accounts receivable from customers, and is charged to income for the period in “Selling Expenses".

(d) Inventories

Inventories of materials used in operations and in the maintenance of the water and sewage systems are stated at average purchase cost and recorded in current assets.

Inventories for investment are recorded in property, plant and equipment and are stated at average cost of purchase.

(e) Other current assets and long-term receivables

These are stated at cost plus accrued income or realizable value, when applicable.

(f) Permanent assets

These are stated at cost up to December 31, 1995, and take the following into consideration:

Depreciation of property, plant and equipment is calculated on the straight-line basis at the annual rates mentioned in Note 6.a.

The revaluation of property, plant and equipment items, carried out in two separate stages in 1990 and 1991, was based on an appraisal report issued by independent experts and is realized through depreciation, sale, and disposal of the respective assets, with a corresponding entry to “retained earnings”.

Interest charges on financings raised with third parties for construction in progress are capitalized as part of the cost of assets.

Deferred charges are amortized on the straight-line basis over five years as from the date when benefits start to be generated.

(g) Loans and financings

There are restated based on the related monetary and foreign exchange variations, plus other charges incurred up to the end of the period.

(h) Provision for vacation pay

The provision for vacation pay and respective payroll charges is accrued as earned.

(i) Provision for contingencies

Provisions for contingencies are recorded to cover eventual losses related to labor, tax, civil, commercial and other lawsuits, at administrative and court levels, which are considered by legal counsel to be probable and able to be estimated at September 30, 2004.

(j) Environmental expenditures

Expenditures relating to ongoing environmental programs are recorded as incurred. Ongoing programs are designed and performed with a view to minimize the environmental impact of the operations and to manage the environmental risks inherent to the activities. Provisions with respect to such costs are recorded at the time they are considered to be probable and able to be reasonably estimated.

(k) Actuarial liability

The Company sponsors a private defined benefit pension plan. CVM Deliberation 371 of December 13, 2000 determines the recognition of actuarial liabilities exceeding the fair value of the assets of the pension plans. Liabilities ascertained at December 31, 2001 have been recognized over a period of 5 years, as from fiscal year 2002.

(l) Other current liabilities and long-term liabilities

These are stated at their known or estimated amounts, including accrued charges and monetary and foreign exchange variations, when applicable.

(m) Interest on net equity

This interest has been recorded in accordance with Law 9249/95, for tax deductibility purposes, being limited to the daily pro-rata variation of the Long-term Interest Rate (TJLP) and recorded in conformity with CVM Deliberation 207/96.

(n) Profit per thousand shares

Profit per thousand shares is calculated based on the number of shares issued up to the closing of the period.

(o) Use of estimates

The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts or revenues and expenses for the periods presented. Actual results in the future could differ from those estimates.

4. CUSTOMERS

Receivables from customers (except agreements) do not include fines, interests or any charges on overdue bills and are summarized as follows:

(a) Balance sheet balances

  Sep/04  Jun/04 
 

In current assets
Private customers
- General consumers (i) 453,504  448,333 
- Special consumers (ii) 127,268  123,201 
- Agreements (iii) 58,905  52,165 
 

  639,677  623,699 
 

Government entities
- Local government – São Paulo 241,307  227,263 
- Local government – others 61,376  60,850 
- GESP 58,429  38,409 
- GESP Agreement 18,426 
- Agreements (iii) 19,905  19,090 
- Federal 12,642  12,225 
 

  412,085  357,837 
 

Authorized Entities
- Guarulhos 4,328  2,242 
- Mauá 1,084  1,187 
- Mogi das Cruzes 2,387  2,340 
- Santo André 1,582  1,435 
- São Caetano do Sul 2,334  2,215 
- Diadema 973  909 
 

  12,688  10,328 
 

Amounts to be billed 194,436  175,813 
 

Subtotal 1,258,886  1,167,677 
Allowance for doubtful accounts
Private and government (400,607) (394,270)
 

Total from current assets 858,279  773,407 
 

In long term assets
Agreements (iii) 47,437  38,940 
 

Authorized entities
- Guarulhos 237,182  226,696 
- Mauá 67,832  63,167 
- Mogi das Cruzes 1,193  1,193 
- Santo André 208,413  197,675 
- Diadema 58,125  54,908 
 

  572,745  543,639 
 

Subtotal 620,182  582,579 
Provision for doubtful accounts
Authorized entities (366,585) (347,119)
 

Total from long term assets 253,597  235,460 
 

Total customers 1,111,876  1,008,867 
 

Receivables from private customers refer to:

(i) general consumers – households and small and medium-sized businesses.
(ii) special consumers – large consumers, companies, plants, condominiums and special billing consumers (industrial waste, wells, etc.)
(iii) agreements – refinancing of overdue receivables into installments.

(b) Aging analysis

  Sep/04  Jun/04 
 

Amounts currently due 541,436  504,066 
Overdue up to 30 days 143,023  135,440 
Overdue from 31 to 60 days 70,737  66,700 
Overdue from 61 to 90 days 51,717  48,834 
Overdue from 91 to 120 days 53,266  43,142 
Overdue from 121 to 180 days 79,456  70,561 
Overdue from 181 to 360 days 140,730  106,020 
Overdue for more than 360 days 798,703  775,493 
 

Subtotal 1,879,068  1,750,256 
Provision for doubtful accounts (767,192) (741,389)
 

Total 1,111,876  1,008,867 

  Sep/04  Jun/04 
 

Current 858,279  773,407 
Long term 253,597  235,460 

(c) Provision for doubtful accounts

(i) The additional allowances charged during the period are as follows:

  3Q/04  2Q/04 
 

Prior balance 741,389  697,015 
Private customers/government entities 7,155  25,821 
Authorized entities 18,648  18,553 
 

Additions in the period, net 25,803  44,374 
 

Current balance 767,192  741,389 
 

Current 400,607  394,270 
Long term 366,585  347,119 

(ii) In the income

The Company recorded direct charges for probable losses in accounts receivable incurred in the 3rd quarter of 2004, in the amount of R$ 46,209 (net of recoveries, of R$ 20,406 up to R$ 5 and R$ 25,803 over R$ 5), directly to the income for the period, in conformity with the guidelines of Law 9430/96, recorded in Selling Expenses. These losses amounted to R$ 29,606 in the 3rd quarter of 2003.

  3Q/04  3Q/03 
 

Provisions (over R$5) (27,371) (33,615)
Recoveries (over R$5) 1,568  12,057 
Written-off (less than or equal to R$5) (34,364) (20,993)
Recoveries (less than or equal to R$5) 13,958  12,945 
 

Expenses (46,209) (29,606)
 

The Company’s accounting policy for establishing the allowance for doubtful accounts is summarized below. The amounts thus ascertained are considered by the Management to be enough to cover eventual losses:

(d) Bulk sales – Local Governments

The amounts receivable on bulk sales refer to the sale of “treated water” to certain local governments which distribute, bill and charge for this water to end consumers.

Sales in the period

  3Q/04  2Q/04 
 

Prior balance 553,967  526,943 
Sales 54,273  52,648 
Amount received for the period (22,800) (25,624)
Amount received for prior periods (7)
 

Current balance 585,433  553,967 
 

Current 12,688  10,328 
Long term 572,745  543,639 

(e) State of São Paulo Government (GESP)

Sales in the period

  3Q/04  2Q/04 
 

Prior balance 38,409  42,074 
Sales 60,309  68,985 
Amount received (1,571) (4,048)
Settlement of accounts – addendum compensation (38,718) (68,602)
 

Current balance 58,429  38,409 
 

5. TRANSACTIONS WITH RELATED COMPANIES

The Company has entered into a series of transactions with its controlling shareholder, the State Government, as well as companies related thereto.

(a) Receivables from the State Government

Outstanding balances for Receivables from the State Government are as follows on September 30:

  Sep/04  Jun/04 
 

Current receivables:
Water and sewage services (i) 58,429  38,409 
Gesp Agreement (iii) and (iv) 18,426 
 

Total current receivables 76,855  38,409 
 

Long term receivables:
Gesp Agreement (iii) and (iv) 331,989  523,938 
Reimbursement of supplementary pension paid (ii) 548,814  527,620 
 

Gross long-term receivable from the shareholder 880,804  1,051,558 
Less amounts payable to the shareholder – interest on net equity (173,525) (347,048)
 

Total long term receivables, net 707,278  704,510 
 

Water and sewage services rendered 158,464  176,890 
Reimbursement of supplementary pension and retirement 548,814  527,620 

In accordance with Federal Law no. 9430/96, SABESP may not write-off or record a provision for doubtful accounts against any amounts owed thereto by the State Government or state-owned entities.

(i) Water and sewage services

The Company renders services of water supply and sewage collection to the State Government and other companies related thereto, under conditions deemed by the Management to be usual market conditions, except as for the settlement of credits, which may be effected in the below mentioned terms.

(ii) Reimbursement of supplementary pensions paid

The amounts relate to supplementary pensions and paid leave benefits paid by the Company, on the State Government’s behalf, to former employees of the state-owned companies which merged to form SABESP. The relevant amounts are to be reimbursed by the State Government, which is the primary obligor thereof, and do not bear interests. The budget proposal of the State of São Paulo Government, as approved by the State House of Representatives, includes funds referring to such obligation.

(iii) GESP Agreement

On December 11, 2001, the Company entered into an agreement with the State Government (“GESP Agreement”), under which the State Government acknowledged a debt, among others, for services rendered by the Company of water supply and sewage collection to agencies, independent entities and foundations owned by the State Government, totaling R$358,207 on that date, representing services rendered until December 01, 2001, having further agreed to pay the amounts due. Additionally, the State Government acknowledged and agreed to pay amounts owed to the Company in connection with supplementary pensions and paid leave benefits paid by the Company, on its behalf, in the amount of R$ 320,623 on that date. The Management believes that the amounts owed by the State Government shall be received and does not estimate losses to be incurred out of such receivables

The GESP Agreement sets forth that the Water and Electric Power Department – DAEE will transfer, as partial payment to the Company, the title to the Taiacupeba, Jundiaí, Biritiba, Paraitinga and Ponte Nova reservoirs, which make up the Alto Tietê System, and the amount of such assets will reduce the amounts owed to the Company. The asset value of these reservoirs was ascertained based on the arithmetic average of independent evaluations carried out by CPOS – Companhia de Obras e Serviços (a state-owned building company selected by the State Government) and by ENGEVAL – Engenharia de Avaliação (an independent appraisal company selected by the Company). The payment of the amounts owed in excess to the fair market value of the reservoirs, as agreed upon between the parties, shall be effected by the State of São Paulo Government in 114 monthly successive installments, monthly adjusted by the IGP-M index, added by interests of 6% per annum, beginning from the maturity date of the first installment. Under the terms of the Agreement, the first original payment should have been effected in July 2002, however it was postponed because the parties did not reach an agreement as for the fair value of the reservoirs and the audit and specific analysis of the amounts due ascertained by the experts appointed by the State Government were not concluded. The arithmetic average of the market value of the reservoirs at June 30, 2002 was R$300,880, based on the discounted cash flow, reflecting the Company’s investments in such reservoirs.

Additionally, pursuant to the memorandum of understanding and the GESP Agreement, the State Government may, in certain circumstances, authorize the Company to use dividends, including interests on net equity stated by the Company and any other obligation payable to the State Government, for offsetting against accounts receivable for services of water supply and sewage collection rendered to the State Government or to its controlled companies.

(iv) First Amendment to the GESP Agreement

On March 22, 2004, the Company and the State Government entered into an amendment to the original GESP Agreement, (1) restating and acknowledging amounts owed by the State Government for the services of water supply and sewage collection services rendered until the end of February 2004, which were adjusted for inflation until February 2004; (2) formally authorizing the offsetting of amounts payable by the State Government against interest on net equity stated by SABESP and any other debt owed to the State Government at December 31, 2003, which were adjusted for inflation until February 2004 (as set forth in the original GESP Agreement); and (3) establishing the payment conditions related to the remaining obligations for the State Government for water supply and sewage collection services rendered to it.

Among the terms set forth in the Amendment, the State Government acknowledged amounts payable to the Company for services of water supply and sewage collection rendered until February 2004, totaling R$581,779, and the Company acknowledged amounts payable to the State Government relating to interests on net equity in the amount of R$518,732.

The Company and the State Government agreed upon the netting of R$404,889 (adjusted for inflation until February 2004), of which R$231,365 of the corresponding amounts receivable and payable by the end of 2004 were settled up to September 30, 2004. The remaining obligations, of R$176,890, at September 30, 2004, of which R$158,464 are recorded in long term assets and R$18,426 are recorded in current liabilities, shall be paid in monthly installments until May 2009.

The remainder of the settlement of accounts referring to interests on net equity payable to the State Government, in the amount of R$ 113,843, has been adjusted to inflation and, pursuant to article five of the 1st amendment, amortized the balance of overdue and unpaid invoices referring to services of water supply and sewage collection provided by SABESP to the State Government.

The Management believes that the amounts owed by the State Government shall be received and it is not estimated that losses will be incurred with such accounts receivable.

(b) Cash

The Company’s balance of bank accounts and financial investments with financial entities controlled by the State Government was R$ 262,982 at September 30, 2004 (R$70,641 at June 30, 2004). The financial income generated by such investments was R$ 17,830 and R$ 52,607, respectively in the periods ended on September 30, 2004 and 2003.

(c) Agreement for use of reservoirs

The Company uses the Guarapiranga and Billings reservoirs and part of some reservoirs of the Alto Tietê System, which are owned by another company controlled by the State of São Paulo Government. The Company does not pay any fee whatsoever for the use of such reservoirs, however is responsible for their operating and maintenance costs.

The Company has been granted the right to use water and exploit the reservoirs for a period of 30 years, counted as from 1997.

6. PROPERTY, PLANT AND EQUIPMENT

  Sep/04 Jun/04
 

  Cost Accumulated
Depreciation 
Net  Net 
 

In use
Water system
Land 931,554  931,554  931,518 
Buildings 2,610,692  (1,179,403) 1,431,289  1,452,214 
Ducts 761,488  (282,522) 478,966  481,010 
Water meters 253,886  (122,363) 131,523  133,778 
Networks 3,089,520  (841,975) 2,247,545  2,250,213 
Equipment 237,856  (133,009) 104,847  106,593 
Others 465,233  (170,833) 294,400  296,053 
 



Subtotal 8,350,229  (2,730,105) 5,620,124  5,651,379 
 
Sewage system
Land 348,311  348,311  348,223 
Buildings 1,389,148  (441,078) 948,070  937,673 
Ducts 790,609  (280,111) 510,498  512,212 
Networks 4,404,413  (912,939) 3,491,474  3,457,930 
Equipment 468,264  (292,033) 176,231  183,596 
Others 11,731  (333) 11,398  15,353 
 



Subtotal 7,412,476  (1,926,494) 5,485,982  5,454,987 
 
General use
Land 102,868  102,868  102,867 
Buildings 119,233  (58,864) 60,369  59,917 
Transportation equipment 130,492  (113,424) 17,068  18,959 
Furniture, fixtures and equipment 258,538  (152,827) 105,711  99,587 
Free lease land 25,312  25,312  25,312 
Free lease assets 9,618  (3,027) 6,591  6,591 
 



Subtotal 646,061  (328,142) 317,919  313,233 
 



Subtotal in use 16,408,766  (4,984,741) 11,424,025  11,419,599 
 



 
Construction in progress
Water system 525,378  525,378  524,768 
Sewage system 1,347,072  1,347,072  1,374,183 
Others 20,126  20,126  20,769 
 



 
Subtotal construction in progress 1,892,576  1,892,576  1,919,720 
 



 
Intangible assets 747,876  (61,225) 686,651  690,554 
 



 
Total 19,049,218  (5,045,966) 14,003,252  14,029,873 
 



a) Depreciation:

Depreciation is calculated at the following annual rates: buildings - 4%; networks – 2%; equipment – 10%; water meters – 10%; transportation equipment – 20%; computer equipment – 20%; building connections – 5%, and furniture, fixtures and equipment – 10%.

Amortization of intangible assets is effected during the term of the concession agreements entered into with the municipalities served by the Company.

b) Construction in progress

The estimated disbursement as from October 2004, up to 2009, relating to the works already contracted, is approximately R$ 684,700 (not reviewed by the independent auditors).

c) Retirement of property, plant and equipment

The Company wrote-off items of property, plant and equipment in the third quarter of 2004 in the amount of R$ 1,305 (R$ 3,889 in 2003), relating to the group of properties in use, due to obsolescence, theft or disposal..

d) Expropriations

As a result of the implementation of priority projects related to the water and sewage systems, the Company was forced to expropriate or establish rights of way over third-party properties, in conformity with the relevant legislation. The owners of these properties will be compensated either through amicable or court means. The estimate by SABESP’s legal department of the compensation to be paid as from the fourth quarter of 2004, without a date set for the actual disbursement, amounts to approximately R$ 279,500 (not reviewed by the independent auditors), which will be paid with Company funds. The assets to be received as a result of these negotiations will be recorded as property, plant, and equipment after the transaction is completed. The amount referring to expropriations in the third quarter of 2004 was R$ 1,054 (R$ 2,081 in 2003).

e) Tax effects on assets revaluation

As permitted by CVM Instruction 197/93, the Company did not post a provision for the tax effects (deferred taxes) on the revaluation surplus of property, plant and equipment carried out in 1990 and 1991. Had this effect been accounted for, the unrealized amount at September 30, 2004 would be R$ 499,832 (Sep/2003 – R$ 537,245). In the period from January to September 2004, the realized revaluation reserve was R$ 79,938 (January to September 2003 – R$ 103,914).

f) Intangible assets

As from 1998, negotiations relating to new concessions were carried out based on the economic-financial results of the relevant business, as established on appraisal reports issued by independent experts.

The amount provided for in the respective contract, after the transaction is closed with the municipal government and carried out either through subscription of shares in the Company or in cash, is posted to the intangible assets account and amortized over the related concession period.

7. LOANS AND FINANCING

(i) Outstanding loans and financing

  Sep/04 Jun/04
 





  Short Term Long Term Total Short Term Long Term Total Final
Maturity
Annual Interest Rate Monet, Adjust. Guarantees
 





Domestic
Fed.Government / Banco do Brasil 169,113  2,195,961  2,365,074  164,630  2,226,908  2,391,538  2014 8.50% UPR State Government
Debentures – 3rd issue 366,597  366,597  2004 CDI + 2.85% - -
Debentures – 4th issue 100,001  124,999  225,000  100,001  149,999  250,000  2006 CDI + 1.2% - -
Debentures – 5th issue 147,536  295,072  442,608  146,173  292,346  438,519  2007 CDI+2.00% and 12.70% IGP-M -
Debentures – 6th issue 605,517  605,517  2007 a 2010 CDI+1.75% and 11.00% IGP-M -
CEF 39,111  465,552  504,663  38,163  471,553  509,716  2007 a 2018 5 % to 9.5% UPR Own funds
BNDES 152,259  152,259  145,317  145,317  2013 3% + TJLP - Own funds
Others 2,331  25,084  27,415  2,315  25,244  27,559  2009 e 2011 12% / CDI UPR -
Interests and charges 51,601  51,601  41,427  41,427 
 

Domestic Total 509,693  3,864,444  4,374,137  859,306  3,311,367  4,170,673 
 

 
Foreign
IRDB
US$ 13,327 thou
12,613  25,226  37,839  13,791  27,581  41,372  2007 4.85% Currency basket var. + US$ Fed. Gov.
Soc.Génerale
EUR 2,351 thou
3,068  5,296  8,364  3,273  5,650  8,923  2006 4.99% EUR Currency basket var. + US$ Fed. Gov.
BID
US$450,989 thou
108,018  1,181,179  1,289,197  117,111  1,272,625  1,389,736  2007 a 2025 3 % to 7.7% Currency basktet var. + US$ Fed. Gov.
Euro Bônus
US$500.000 thou
786,115  643,185  1,429,300  1,553,750  1,553,750  2005 e 2008 10% and 12% US$ -
Deutsche Bank
Luxembourg
US$ 30,000 thou
57,172  28,586  85,758  62,150  31,075  93,225  2005 11.125 US$ -
Interests and charges 65,620  65,620  60,772  60,772 
 

Foreign Total 1,032,606  1,883,472  2,916,078  257,097  2,890,681  3,147,778 
 

Total 1,542,299  5,747,916  7,290,215  1,116,403  6,202,048  7,318,451 
 

At September 30, 2004 the Company did not record any balances for short term loans and financing.

Exchange rate on September 30, 2004: US$ 2.8586; EUR 3.55730

UPR: Standard Reference Unit TJLP : Long Term Interest Rate
CURRENCY BASKET VARIATION:: Amount referring to IDB and IRDB account unit EUR: Euro
CDI: Interbank Deposit Certificate IGP-M: General Market Prices Index

(ii) Promissory Notes

On June 17, 2004, the Board of Directors of the Company authorized the issuance of 40 promissory notes, in the total amount of R$200,000, in the face value of R$5,000 each, with maturity date within 180 days from the subscription date. The promissory notes bear interests on their face value, as from the issue date, on the basis of 105% of the CDI rate, calculated pro rata temporis until the payment date of the promissory notes. The issue was registered with the CVM on July 15, 2004 under no. CVM/SRE/RNP/2004/003. Twenty-six promissory notes were issued on July 16, 2004, in the total amount of R$130,000, which were paid on September 22, 2004, out of funds obtained from the placement of the 6th issue of debentures.

(iii) 6th Issue of Debentures

On September 17, 2004, the Company registered a securities program with the CVM by which it shall be able to offer government bonds, including non-convertible debentures and commercial papers, up to a total amount of R$1,500,000 throughout the next two years. As part of such program, on September 01, 2004 the Company issued 600,000 debentures in the face value of R$1 each, totaling R$600,000. The date of the financial settlement of the transaction was September 21, 2004, for the 1st series, and September 22, 2004, for the 2nd and 3rd series.

The debentures were placed on the market as follows:

  Amount Adjustment Interests Interest Payment Amortization Maturity Date
 





1st series 231,813 - CDI + 1.75%p.a. Semiannual Bullet payment Sep/2007
2nd series 188,267 IGP-M 11 Annual Bullet payment Sep/2009
3rd series 179,920 IGP-M 11 Annual Bullet Payment Sep/2010

The raised amount was used for final settlement of the 3rd issue of debentures and of the promissory notes

Financial Covenants:

(iv) 3rd Issue of Debentures

On September 24, 2004, the Company settled the 3rd issue of debentures in the total amount of R$ 366,597 referring to the repurchase of all the outstanding debentures, and R$ 16,892 referring to interests incurred in the period.

(v) Repayment of loans and financing

The total amount of debts payable up to the end of the year is R$227,636, of which the North-American Dollar- and Euro-indexed amount of R$116,158 and the amount of R$111,478, refer to outstanding interests and principal of loans in Brazilian reais.


INSTITUTION Oct-Dec
2004
2005  2006  2007  2008  2009  As from
2010
TOTAL 

DOMESTIC
Federal Gov./Banco do Brasil 40,944  172,734  188,010  204,636  222,733  242,430  1,293,587  2,365,074 
Caixa Econômica Federal - CEF 9,002  37,853  40,993  44,396  47,822  50,720  273,877  504,663 
Debentures 25,000  247,537  247,535  379,349  191,088  182,616  1,273,125 
BNDES 5,492  20,872  21,751  21,751  21,751  60,642  152,259 
Others 549  2,703  4,230  4,230  4,230  4,051  7,422  27,415 
Interests and Charges 35,983  15,618  51,601 

Domestic Total 111,478  481,937  501,640  654,362  296,536  510,040  1,818,144  4,374,137 

 
FOREIGN
IRDB 6,306  12,613  12,613  6,307  37,839 
Société Génerale 1,490  3,247  3,627  8,364 
BID 35,087  108,019  119,831  119,831  81,987  81,987  742,455  1,289,197 
Euro Bonus 786,115  643,185  1,429,300 
Deutsche Bank Luxembourg 28,586  57,172  85,758 
Interests and Charges 44,689  20,931  65,620 

Foreign Total 116,158  988,097  136,071  126,138  725,172  81,987  742,455  2,916,078 

Total 227,636  1,470,034  637,711  780,500  1,021,708  592,027  2,560,599  7,290,215 

8. TAXES AND CONTRIBUTIONS

(a) Balance sheet accounts

  Sep/04  Jun/04 
 

In current assets (i)      
Income tax to be deducted 1,884  26,632 
Social contribution to be deducted 5,883 
 

  1,884  32,515 
 

Deferred income tax 2,077  3,346 
Deferred social contribution 26,558  27,015 
 

  28,635  30,361 
 

In long term assets (ii)      
Deferred income tax 163,219  152,714 
Deferred social contribution 86,850  93,376 
 

  250,069  246,090 
 

In current liabilities      
COFINS 23,303  11,601 
PASEP 5,079  2,525 
Income tax 35,885 
Social Contribution 9,372 
Deferred PASEP 21,639  20,624 
Deferred COFINS 47,022  42,347 
 

  142,300  77,097 
 

In long term liabilities (iii)      
Deferred income tax 67,861  71,345 
Deferred social contribution 19,920  21,175 
Deferred PASEP 12,139  11,745 
Deferred COFINS 25,349  23,534 
 

  125,269  127,799 
 

(b) Deferred taxes

(i) Current assets

Mainly calculated on temporary differences in the amount of R$ 8,309 (Jun/2004 – R$ 13,386). The negative tax basis of the accrued social contribution at September 30, 2004 is R$286,776 (Jun/2004 – R$286,776).

(ii) Long-term receivables

Mainly calculated on temporary differences in the amount of R$ 652,875 (Jun/2004 – R$ 610,858) for income tax and R$ 667,778 (Jun/2004 – R$ 626,121) for social contribution.

The negative tax basis for the accrued social contribution at September 30, 2004 is R$297,227 (Jun/2004 – R$411,389).

In conformity with CVM Deliberation 273/98 and CVM Instruction 371/02, the realization of credits arising out of tax losses, negative tax basis for social contribution and temporary differences is based on budget projections.

(iii) Long-term liabilities

Mainly calculated on temporary differences in the amount of R$271,442 (Jun/2004 – R$ 285,382) for income tax and R$ 221,336 (Jun/2004 – R$ 235,276) for social contribution.

(c) Reconciliation of the effective tax rate

The amount recorded as income tax and social contribution expense in the financial statements is reconciled from the nominal rates as shown below:

  3Q/04  3Q/03 
 

Profit before income tax 374,600  68,282 
 

       
Cost at nominal rate of 34% (127,364) (23,216)
       
Conciliation:      
       
Additions      
- Non-deductible realization of the revaluation reserve (7,668) (8,427)
       
Exclusions      
- Other differences 4,747  1,038 
 

Income tax and social contribution expense      
in the income statement (130,285) (30,605)
 

The actual income tax and social contribution rate in the quarter was impacted by contingent provisions (customers and suppliers), actuarial liabilities and realization of the revaluation reserve.

9. PAES – Special Payment into Installments

The Company filed a Request for Special Payment into Installments – “PAES”, on July 15, 2003, as provided for by Law no. 10.684, of May 30, 2003, which request includes COFINS and PASEP debts involved in a lawsuit brought against the enforcement of Law no. 9718/98 as well as the outstanding balance of the Tax Recovery Program – “REFIS”, in the mount of R$316,953. The debt shall be paid in 120 months, added by interests at the TJLP rate, the amount thereof being subject to homologation by the Federal Revenue Service.

The amount paid since the request for the PAES program was filed, from July 2003 up to September 2004, was R$42,104, with provisions for payment of charges having been booked in the amount of R$36,117.

The assets listed under the REFIS program, in the amount of R$249,034, remain in the PAES program.

10. PROVISIONS AND CONTINGENCIES

(a) In current liabilities

The Company has booked the amount of R$26,765 (Jun/2004 – R$21,258) in the current liabilities, under the item “Provisions”, referring to lawsuits in progress, for which a judgment has been rendered and is currently executed.

(i) Customers – these refer to claims filed by customers seeking tariff parity.

(ii) Finsocial – On July 1991 an Ordinary Annulment and Declaratory Action was filed by SABESP, through proceedings no. 91.0663460-5, requesting Finsocial debts to be declared null and void and SABESP’s obligation to contribute to Finsocial to be declared extinguished.

Deposits were effected in court, with application of a 2% rate, for the period from April 1991 up to April 1992. On August 30, 1994, authorization was granted for releasing 75% of such deposits, and the remaining 25% thereof, to which a 0.5% rate was applied, remained as court deposit and a provision was booked for such purpose.

Upon the acknowledgement, by the STF – Federal Supreme Court, of the constitutionality of assessment of Finsocial on the gross revenue of exclusively service providers, which judgment, in the understanding of the legal counsels has its effects over the discussion on the merits by SABESP, the Company, on July 26, 2002, discharged the amount of R$57,016, corresponding to 1.5% of the total amount due, and requested the conversion into income of the 0.5% kept as court deposit on the Federal Revenue Service’s behalf, thus dismissing the lawsuit referring to proceedings no. 91.0663460-5.

(b) Long-term liabilities

The Company, based on an analysis with its legal advisors, recorded a provision for contingencies in the amount of R$432,973 (Jun/2004 – R$420,850), considered sufficient to meet probable losses on legal actions.

(i) Labor claims – the Company is defending several labor claims, most of the amounts involved being under provisional or definite execution, thus being classified as of probable loss and, consequently, duly provisioned. The provision amount refers mainly to overtime and health hazard premium claims, which are currently processed in various courts.

(ii) Contractors – these refer to actions filed by contractors arising from construction contracts which have already been judged by lower courts and await the decision on the appeals filed by SABESP.

(iii) Customers – these refer to actions filed by our customers claiming tariff parity, currently processed in the lower and/or appellate courts, where decisions to date have been both favorable and unfavorable to the Company.

(c) Lawsuits

The Company is a defendant in lawsuits and administrative proceedings relating to environmental, tax, civil and labor issues, which are deemed by our legal advisors to be possible wins/losses and are not provisioned in the Company’s accounts. The aggregate amount referring to such proceedings is R$935,768 at September 30, 2004 (Jun/2004 – R$736,500)

11. PENSION AND ASSISTANCE PLANS

The Company is the sponsor of Fundação SABESP de Seguridade Social – SABESPREV, an entity organized in August 1990 with the main purpose of managing SABESP’s employees complementary pension and health benefit plans.

The monthly contributions to the defined benefit pension plan amount to 2.10% by the Company and 2.10% by participants.

The contributions made by participants, as mentioned above, represent an average amount, once the deduction from the payroll depends on salary levels, between 1% and 8.5%.

The health benefit program, made up by optional health plans of free choice, is also funded by contributions by the Company and participating employee, which in the year were as follows:

. Company: 6.21% on average of the payroll;
. Participating employees: 3.21% of base salary and bonus, corresponding to 2.25% of the gross payroll, on average.

12. BENEFITS TO EMPLOYEES

In order to meet the provisions in CVM Deliberation no. 371 of December 13, 2000, the amounts of the pension and retirement benefits granted or to be granted, to which employees are entitled after retirement, are presented below.

At December 31, 2003, based on an independent actuary report, SABESP had a net actuarial liability of R$305,184, representing the difference between the present value of the Company’s liability to the participating employees, retired employees, and pensioners, and the fair value of the plan assets.

The Company chose to recognize the liability over a five-year period as from 2002. The Actuarial Liabilities at September 30, 2004, in the amount of R$203,245 (Jun/2004 – R$183,905), is recorded in Long-Term Liabilities.

In 2004 the estimated expense is R$86,934. Expenses were recorded from January to September 2004, as shown below:

  3Q/04  Jan to Sep/04  3Q/03  Jan to Set/03 
 



Repassed to Sabesprev 3,008  9,457  3,153  8,996 
Actuarial liability recorded 19,340  57,705  19,050  57,612 
 



Total recorded 22,348  67,162  22,203  66,608 

The amount referring to past service cost is recorded as “extraordinary item”, net of the related taxes.

13. PROFIT SHARING

In August 2004, the Company paid the amount of R$ 22,114, referring to the 2nd installment of profit sharing referring to the period from July 2003 up to June 2004, as set forth in the collective labor agreement.

The Company has booked a provision for the amount corresponding up to one payroll referring to the profit sharing program related to the period from July 2004 up to June 2005. A provision in the amount of R$10,606 was booked for the quarter period, which is recorded in current liabilities.

14. FINANCIAL INSTRUMENTS

(a) Market value of financial instruments

The calculation to determine the market value of these financial instruments is made annually by the Company’s Management.

(b) Concentration of credit risk

A significant portion of sales is made to a broad customer base. Credit risk is mitigated due to the large portfolio and the control procedures, which monitor this risk.

The allowance for possible loan losses is sufficient to cover realization losses.

(c) Foreign currency

Transactions in foreign currency consist of borrowings for specific works of improvement and expansion of the Company’s water supply and sewage collection and treatment services.

15. OPERATING COSTS AND EXPENSES

  3Q/04  Jan to Sep/04 3Q/03  Jan to Sep/03
 

1. Cost of sales and services            
Salaries and payroll charges 203,017  601,476  193,825  564,677 
General supplies 20,234  56,952  19,611  54,599 
Treatment supplies 19,720  69,673  21,483  69,111 
Outsourced services 63,484  177,373  50,285  146,053 
Electric power 93,604  280,308  82,036  234,312 
General expenses 6,986  22,413  7,405  24,798 
Depreciation and amortization 147,202  429,001  122,145  384,012 
 



  554,247  1,637,196  496,790  1,477,562 
2.Selling Expenses            
Salaries and payroll charges 35,490  104,091  33,266  92,609 
General supplies 1,230  4,043  1,293  3,705 
Outsourced services 15,417  45,238  21,963  63,415 
Electric power 198  595  184  571 
General expenses 11,767  33,808  10,718  26,563 
Depreciation and amortization 984  2,245  602  1,827 
Write-off of receivables 46,209  152,526  29,606  95,154 
 



  111,295  342,546  97,632  283,844 
3. General and Administrative Expenses            
Salaries and payroll charges 27,301  83,472  27,054  76,331 
General supplies 958  2,517  811  2,583 
Outsourced services 23,864  67,741  8,882  29,043 
Electric power 232  638  205  587 
General expenses 7,198  22,330  9,180  24,256 
Depreciation and amortization 4,081  13,766  4,269  10,583 
Tax expenses 6,120  18,114  5,737  20,244 
 



  69,754  208,578  56,138  163,627 
4. Costs, selling, gen. & administrative expenses (1+2+3)            
Salaries and payroll charges 265,808  789,039  254,145  733,617 
General supplies 22,422  63,512  21,715  60,887 
Treatment supplies 19,720  69,673  21,483  69,111 
Outsourced services 102,765  290,352  81,130  238,511 
Electric power 94,034  281,541  82,425  235,470 
General expenses 25,951  78,551  27,303  75,617 
Depreciation and amortization 152,267  445,012  127,016  396,422 
Tax expenses 6,120  18,114  5,737  20,244 
Write-off of receivables 46,209  152,526  29,606  95,154 
 



  735,296  2,188,320  650,560  1,925,033 
5. Financial Expenses
Interests, fines and delinquent charges on Domestic Loans and Financing 118,031  337,300  134,182  402,398 
Interests, fines and delinquent charges on Foreign Loans and Financing 54,447  172,382  66,856  190,839 
Interests on net equity 39,302  158,346 
Interests on net equity (reversal) (39,302) (158,346)
Other financing expenses 82  246  75  5,723 
Income tax on foreign remittances 5,852  18,733  10,608  25,836 
Other financial expenses 11,249  31,430  6,256  49,517 
Monetary variations on loans and financing 25,902  56,206  39,428  122,567 
Foreign exchange variations on loans and financing (227,519) (35,166) 84,894  (542,105)
Other monetary/foreign exchange variations 3,968  6,986  (6,526) 1,681 
Provisions 12,503  37,857  45,263  115,233 
 



  4,515  625,974  381,036  371,689 
6. Financial Income
Monetary variations 7,890  39,009  34,449  53,980 
Financial investment income 6,142  17,830  21,134  59,307 
Interests 13,430  26,195  8,598  25,608 
Others
 



Total financial income 27,462  83,035  64,181  138,895 
 
COFINS/PASEP (534) (5,259) (2,984) (6,431)
COFINS/PASEP Credit 131  2,158  2,886  8,777 
 



  (403) (3,101) (98) 2,346 
 
 



Total Net Financial Income 27,059  79,934  64,083  141,241 
 
 



Net Financial Expenses (Income) (22,544) 546,040  316,953  230,448 
 



16. COMPENSATION FOR CONCESSION TERMINATION

The Municipalities of Diadema and Mauá terminated the concessions of water supply and sewage collection at the beginning of 1995.

In December 1996, the Company filed claims to seek compensation for investments made during the terms of the concession agreements.

Even though the Company has not yet been compensated for these investments, water is still supplied on a bulk basis to these municipalities, which currently operate own water distribution and sewage collection systems.

The residual net book value of property, plant and equipment relating to the Municipality of Diadema, written-off in December 1996 amounted to R$ 75,231, and the claim balance and other receivables from the municipality amounting to R$ 62,876 are recorded under long-term receivables in “Compensation for concession termination”.

The residual value of property, plant and equipment relating to the Municipality of Mauá, written off in fiscal year 1999, amounted to R$103,763, and the claim balance, in the amount of R$85,918, is recorded in long term assets, under “Compensation for concession termination.”

Both claims are pending court decision but the legal advisor conducting the litigation expects a favorable outcome.

In relation to the Municipality of Mauá, a legal expert report has been presented, as well as explanations have been prepared by the technical staff of both parties. After conclusion of the discovery phase of the proceeding, having in consideration that the parties did not request new production of evidence, the term started for presentation of the parties’ allegations. Therefore, SABESP presented its closing arguments and the case records were remitted to the judge on May 13, 2004, and are awaiting judgment.

In relation to the Municipality of Diadema, the court determined the attachment to and judgment of the declaratory action for non-demandability of trade acceptances together with the public civil action. The court has further ordered an accounting expert examination to be carried out and the parties submitted their questions to the court expert.

SABESP filed an appeal against the court decision for joint judgment of the actions, however no judgment has been rendered up to this time. Therefore, the attachment of the declaratory action and the preparation of the expert report are awaited.

17. SHAREHOLDERS’ EQUITY

(a) Authorized capital

The Company is authorized to increase its capital up to a maximum of R$ 4,100,000, corresponding to 40,000,000,000 book-entry common shares with no par value.

(b) Subscribed and paid-up capital

The subscribed and paid-up capital comprises 28,479,577,827 common nominative shares, with no par value, distributed as follows:

    Sep/04   Jun/04
 

Shareholders Number  Number 





State Department of Finance 20,376,674,059  71.55  20,376,674,058  71.55 
Shares in Custody with Stock Exchanges 8,075,489,717  28.35  8,073,289,501  28.33 
Others 27,414,051  0.10  29,614,268  0.12 
 



 
  28,479,577,827  100.00  28,479,577,827  100.00 
 



(c) Remuneration of shareholders

Shareholders are entitled to a minimum mandatory dividend of 25% of the adjusted net profit calculated in conformity with Brazilian Corporate Law.

The interest recorded in 2004 will be paid in up to 60 days after the approval of the balance sheet at the Annual Shareholders’ Meeting.

(d) Capital reserve

This comprises tax incentives and donations from government agencies.

(e) Revaluation reserve

As permitted by CVM Instruction 197/93, the Company chose not to record the income tax and social contribution on the revaluation reserve of property, plant and equipment recorded up to 1991.

The revaluation reserve is charged against “Retained earnings” in proportion to the depreciation and writing-off of the respective assets.

(f) Changes in retained earnings

  3Q/04  2Q/04 
 

Prior balance 60,233  99,190 
Realization of revaluation reserve 22,554  34,378 
Net income for the period 235,535  (73,335)
 

Current balance 318,322  60,233 
 

18. WATER CONSUMPTION REDUCTION INCENTIVE PROGRAM

SABESP has implanted the Water Consumption Reduction Incentive Program with the purpose of stimulating São Paulo’s metropolitan region population to reduce consumption, thus cooperating to mitigate the supply crisis caused by rain shortage and low water level in the reservoirs that supply the region.

The program was extended to municipalities of the metropolitan region of São Paulo that are supplied by the metropolitan water supply system and was effective for 6 months as from March 15, 2004, having consisted of prizes, by way of a 20% discount on the water and sewage bills, granted to users that reduced their water consumption by 20% or more, in relation to the same period in the previous year.

As for the results achieved in the period from March 15 to September 15, 2004, they represent:

19. CASH FLOW

In order to provide improved information to the market, and abiding by the New Market regulation, the Company is also presenting statements of cash flow, prepared in accordance with NPC-20 Standard.

Description 3Q/04  Jan-Sep/04  3Q/03  Jan-Sep/03 
 



Cash flow from operating activities
Net income for the period 235,535  277,686  28,896  533,400 
Adjustments to reconcile net income:
Deferred taxes and contributions 907  1,095  (16,402) (32,727)
Provisions for contingencies 18,762  60,317  51,570  (37,559)
Social security contributions 22,348  67,162  19,050  57,612 
Property, plant & equipment received as donation (Private Sector) (2,012) (4,599) (1,542) (1,885)
Loss on disposal of property, plant and equipment 1,305  17,581  3,893  39,176 
Gain on disposal of property, plant and equipment (4) (4)
Depreciation 143,991  418,058  120,260  376,521 
Amortization 8,276  26,954  6,756  19,901 
Interests on loans and financing payable 184,834  534,963  208,920  609,880 
Foreign exchange and indexation charges on loans and financing (201,617) 21,040  124,322  (419,538)
Monetary variation on interest on net equity 3,018  9,511 
Allowance for doubtful accounts 46,209  152,526  29,606  95,154 
 



  461,556  1,582,294  575,325  1,239,931 
 



(Increase) decrease in assets:
Accounts receivable from customers (165,371) (251,734) (200,001) (279,500)
Accounts receivable from shareholders (20,946) (59,810)
Inventories 1,161  3,122  (1,725) 782 
Recoverable taxes and contributions 30,631  (744) (10,391) (10,391)
Other accounts receivable (13,312) (29,345) (6,351) 45,938 
Accounts receivable from customers – long term (73,612) (123,982) (27,107) (29,064)
Accounts receivable – GESP (33,907) (70,541)
Court deposits (356) 415  (87) 99 
Other long-term accounts receivable (722) 819  (1,584) (3,544)
 



  (255,488) (471,990) (268,192) (335,490)
 



Increase (decrease) in liabilities:
Accounts payable to suppliers 12,055  (15,615) 11,357  (971)
Salaries and payroll charges payable 10,873  32,880  10,212  73,376 
Taxes and contributions payable 57,245  41,584  (17,439) 63,854 
Other accounts payable 8,631  5,316  5,772  2,784 
Contingencies payable (1,132) (4,416)
Long-term taxes and contributions payable (2,704) (6,786) 55,101  209,162 
Other long-term accounts payable (8,526) (6,826)
 



  76,442  46,137  65,009  348,211 
 



 



Net cash provided by operating activities 282,510  1,156,441  372,142  1,252,652 
 



 
Cash flow from investment activities:
Purchases of property, plant and equipment (149,790) (467,481) (158,191) (380,499)
Sales of property, plant and equipment 175 
Increase in deferred assets (174) (298) (3,209) (7,257)
 
 



Net cash used in investment activities (149,964) (467,604) (161,400) (387,748)
 



 
Cash from financing activities:
Loans and financing – short term:
Issuances 130,000  130,000 
Repayments (133,787) (133,787)
 
Loans and financing – long term:
Issuances 637,237  740,439  81,670  800,794 
Repayments (633,261) (1,281,199) (906,278) (1,557,918)
 
Interests on net equity:
Interests on net equity paid 62,818  (126,845) 9,247  (105,740)
Settlement of accounts (9,247) (9,247)
 
 



Net cash used in financing activities 63,007  (671,392) (824,608) (872,111)
 



 
Increase (reduction) in cash and cash equivalents 195,553  17,445  (613,866) (7,207)
 
Cash and cash equivalents in the beginning of the period 102,905  281,013  1,021,330  414,671 
 



Cash and cash equivalents in the end of the period 298,458  298,458  407,464  407,464 
 



 
 
Supplementary information:
Interests and charges paid on loans and financing 176,215  543,904  225,425  651,119 
Capitalization of interests and financial charges (11,642) 14,496  6,615  (3,913)
Income tax and social contribution paid 24,408  92,118  128,646 
Property, plant & equipment received as donation and/or paid in shares 914  2,031  2,145  3,088 
Cofins and Pasep paid 41,326  130,308  53,888  113,581 
 
 
Non-cash transactions
 
Acquisition related to São Bernardo do Campo
Purchase price 415,471  415,471 
Offsetting of accounts receivable from customers (265,432) (265,432)
Amounts payable 6,377  6,377 
Amount paid 16,129  94,149 
 
Settlement of accounts - GESP (120,904) (126,532)

20. SUBSEQUENT EVENTS

On October 8 and 11, 2004, the State Finance Department transferred 5,802,967,065 common shares to Companhia Paulista de Parcerias – CPP (“CPP”), a company controlled by the State Treasury Department.

A Notice of Initial Public Offering was published on October 29, 2004, for public distribution both in the Brazilian market and in the international market, of 5,272,314,946 book-entry common shares, with no face value, issued by SABESP and owned by the State of São Paulo Government and by Companhia Paulista de Parcerias – CPP. The Notice of Closing of Global Offering showing the final distribution prices will be timely published.

In October 2004, a lower court judge rendered a decision favorable to the State of São Paulo Public Prosecutor’s Office, declaring the transfer to the Company of the ownership of the reservoirs making up the Alto TietêSystem from the State Water and Electric Power Department, as provided for in the GESP Agreement and discussed in Note 5, to be unlawful, which judgment the Company believes to refer solely to the unlawfulness of the transfer of the reservoirs. The Company and the State Government filed an appeal against the decision requesting the effects of the lower court judgment to be stayed until a final decision is rendered by the State of São Paulo Court of Appeals. On October 19, 2004 the request was granted and the judgment was stayed. The Company and the State Government are not able to estimate whether they will be successful in the referred appeal; however, it is the opinion of the State of São Paulo Government that all the obligations undertaken by the State Government to SABESP in the new 2004 agreement remain valid and enforceable, as mentioned in note 5, regardless of the outcome of the referred appeal.


05.01 - COMMENTS ON COMPANY’S PERFORMANCE IN THE QUARTER PERIOD

1. SABESP reports growth of 4.9% in the net operating revenue, with slight change in the EBITDA

(R$ million)

Financial Highlights 3Q03  3Q04  Change 

Net Operating Revenue 1,036.4  1,086.8  4.9%
EBIT (Earnings Before Interests and Taxes) 385.9  351.5  (8.9%)
EBITDA (*) 512.9  503.8  (1.8%)
EBITDA Margin 49.5% 46.4%
Net Income (Loss) 28.9  235.5  714.9 

(*) Earnings before interests, taxes, depreciation and amortization

SABESP recorded net operating revenue of R$ 1,086.8 million, with EBITDA of R$ 503.8 million in the 3Q04. The final result for the period, a profit of R$ 235.5 million, reflected the positive effect of the 8.0% appreciation of Brazilian real in relation to North-American dollar, as well as the 6.78% tariff adjustment on August 29, 2004.

2. Gross operating revenue – 6.2% growth

The 6.2% growth in the gross operating revenue is due to an ongoing recovery of the retail segment. The effect of the 6.78% tariff adjustment as from August 29, 2004 caused a 1.95% impact in September, generating a slight growth in the operating revenues. The full adjustment shall be entirely incorporated into the revenue by November.

The revenue was also influenced by the reduction in water consumption, with migration of part of the consumers to a lower tariff, and by the bonus granted in the quarter in the amount of R$36.3 million, which represented 3.2% of the gross operating revenue.

Water and sewage values billed to the retail market recorded a 3.1% growth. The charts below show volumes of water and sewage services billed to the retail market broken down by user category and region in the third quarters of 2003 and 2004 (unaudited):

VOLUME OF WATER AND SEWAGE SERVICES BILLED TO RETAIL MARKET - million m3
Category Water Change Sewage Change Water + Sewage Change
  3Q03 3Q04 % 3Q03 3Q04 % 3Q03 3Q04 %
Residential 296.2 305.2 3.0 228.0 237.6 4.2 524.2 542.8 3.5
Commercial 35.3 35.6 0.8 31.5 32.0 1.6 66.8 67.6 1.2
Industrial 7.7 8.1 5.2 7.3 7.8 6.8 15.0 15.9 6.0
Public 11.7 11.1 (5.1 9.0 8.8 (0.2 20.7 19.9 (3.
Total 350.9 360.0 2.6 275.8 286.2 3.8 626.5 646.2 3.1


VOLUME OF WATER AND SEWAGE SERVICES BILLED TO RETAIL MARKET - million m3
Region Water Change Sewage Change Water + Sewage Change
  3Q03 3Q04 % 3Q03 3Q04 % 3Q03 3Q04 %
Metropolitan 231.5 239.6 3.5 184.8 194.1 5.0 416.3 433.7 4.2
Regional Systems* 119.2 120.4 1.0 91.0 92.1 1.2 210.2 212.5 1.1
Total 350.7 360.0 2.6 275.8 286.2 3.8 626.5 646.2 3.1
(*) Comprising Coastal and Interior regions.

3. Costs, Administrative and Selling Expenses

Costs of products sold and services rendered, administrative and selling expenses increased by R$84.8 million or 13.0%.

Following are the main changes:

(R$ million)





  3Q03  3Q04  Difference





Salaries and Payroll Charges 254.2  265.8  11.6  4.6 
General Supplies 21.7  22.4  0.7  3.2 
Treatment Supplies 21.5  19.7  (1.8) (8.4)
Outsourced Services 81.1  102.8  21.7  26.8 
Electric Power 82.4  94.0  11.6  14.1 
General Expenses 27.3  26.0  (1.3) (4.8)
Depreciation and Amortization 127.0  152.3  25.3  19.9 
Credits Write-off 29.6  46.2  16.6  56.1 
Tax Expenses 5.7  6.1  0.4  7.0 
Costs, Administrative and Selling Expenses 650.5  735.3  84.8  13.0 

3.1. Salaries and Payroll Charges

These reported a 4.6% increase of R$ 11.6 million. Such increase is mainly due to the 4.2% salary increase, as from May 2004, as a result of the collective labor agreement.

3.2. General Supplies

These reported a R$0.7 million or 3.2% increase, mainly due to supplies used for maintenance of residential water connections.

3.3. Treatment Supplies

These posted a R$ 1.8 million or 8.4% decrease, mainly in activated carbon, due to the lower temperatures recorded in this year, with non-proliferation of seaweeds, and consequent reduction in the application of such product, which is used to fight the smell and taste in the water, and in iron chloride, due to lesser application of this product, which is used as coagulant in water treatment.

3.4. Services

These recorded a R$21.7 million or 26.8% increase in technical professional services, mainly caused by the agreement entered into with a financial institution for the 6th issue of debentures and technical services of data conversion for creation of digital base for the SABESP’s geographic information system in the metropolitan region of São Paulo. Other expenses that answered for the increase were those related to Publicity and Advertising, by way of publicity campaigns in the media, and Paving and Replacement of Pavements.

3.5. Electric Power

This recorded a R$11.6 million or 14.1% increase, caused by the average growth of 13.6% in electric power tariffs and of 0.5% on account of the ECE (Emergency Capacity Charge) adjustment. As far as electric power consumption is concerned, there was a 0.2% drop in the third quarter of 2004 (510,442 MWh) in relation to the same period of 2003 (511,407 MWh) as a result of the water consumption reduction plan enforced by the Company as from May 2004.

3.6. General Expenses

These decreased by R$ 1.3 million or 4.8%, a result, mainly, of the provision for contingencies. The amount of the provision in 3Q04 was lower than in 3Q03.

3.7. Depreciation and Amortization

These recorded a R$25.3 million or 19.9% increase, resulting from transfers of works from property, plant and equipment in progress to operating property, plant and equipment.

3.8. Credit Write-off

This recorded a R$ 16.6 million or 56.1% increase, of which R$ 7.1 million was due to the tariff increase occurred in August 2003 and R$ 9.5 million was due to lower recovery in this quarter. In the 3rd quarter of 2003 R$8.3 million were received from São Bernardo do Campo municipality by way of writ of payment.

3.9. Tax Expenses

These recorded a R$0.4 million or 7.0% increase, due to the assessment of the CPMF fee.

4. Financial Expenses and Inflation and Exchange Losses on Monetary Items

4.1 Financial Expenses

These recorded a R$61.0 million or 23.2% decrease, as a result of:

4.2 Inflation and Exchange Losses on Monetary Items

Inflation and exchange losses on monetary items decreased by R$ 315.4 million, due to the appreciation of Brazilian Real in relation to North-American Dollar by 8.0% in 3Q04 as compared to the devaluation of 1.8% occurred in 3Q03, substantially affecting foreign currency loans.

5. Financial Revenues and Inflation and Exchange Gains on Monetary Items

5.1 Financial revenues

These recorded a decrease resulting from a reduction in financial investments.

5.2 Inflation and Exchange Gains on Monetary Items

There recorded a decrease as a result of monetary adjustments to writs of payment from the municipality of São Bernardo do Campo occurred in 3Q03.

6. Operating Highlights

As shown in the chart below, the Company has continued to expand its services (unaudited data).





Operating Highlights 3Q03  3Q04 




Water connections (1) 6,012  6,323  5.2 
Sewage connections (1) 4,426  4,708  6.4 
Population served with water supply (2) 21.2  22.3  5.2 
Population connected to sewage collection networks(2) 17.0  18.1  6.5 
Water volumes billed to the wholesale market (3) 87.0  62.5  (28.2)
Water volumes billed to the retail market (3) 350.7  360.0  2.7 
Sewage service billings (3) 275.8  286.2  3.8 
Number of employees 18,349  17,775  (3.1)
Operational productivity (4) 569  620  9.0 

(1) In 1,000 units at the end of the period
(2) Millions of inhabitants at the end of the period
(3) In million m3
(4) Number of water and sewage connections per employee

01.01 – IDENTIFICATION

1 –CVM CODE
01444-3
2 – COMPANY’S NAME
CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO
3 –CNPJ
43.776.517/0001-80

10.01 – CHARACTERISTICS OF PUBLIC OR PRIVATE DEBENTURE ISSUES

1 - ITEM 01 
2 – ORDER NUMBER
3 - CVM REGISTRATION NUMBER CVM/SER/DEB/2001-022 
4 – DATE OF REGISTRATION WITH CVM 06/04/2001 
5 - ISSUED SERIES UN 
6 - TYPE OF ISSUE SIMPLE 
7 - NATURE OF ISSUE PUBLIC 
8 - ISSUE DATE 04/01/2001 
9 - DUE DATE 12/15/2006 
10 – TYPE OF DEBENTURE WITHOUT PREFERENCE 
11 – REMUNERATION CONDITIONS DI + 1.20% PER ANNUM 
12 - PREMIUM/DISCOUNT NONE 
13 - NOMINAL VALUE (reais) 7,553.02 
14 – AMOUNT ISSUED (Thousand of reais) 226,590 
15 - DEBENTURES ISSUED (Units) 30,000 
16 - OUTSTANDING SECURITIES (Units) 30,000 
17 - TREASURY DEBENTURES (Units)
18 - SURRENDERED DEBENTURES (Units)
19 - CONVERTED DEBENTURES (Number)
20 – DEBENTURES TO PLACE (Number)
21 – DATE OF LAST NEGOTIATION  
22 – DATE OF NEXT EVENT 12/15/2004 

1 - ITEM 02 
2 – ORDER NUMBER
3 - CVM REGISTRATION NUMBER CVM/SER/DEB/2002-013 
4 – DATE OF REGISTRATION WITH CVM 05/14/2002 
5 - ISSUED SERIES
6 - TYPE OF ISSUE SIMPLE 
7 - NATURE OF ISSUE PUBLIC 
8 - ISSUE DATE 04/01/2002 
9 - DUE DATE 03/01/2007 
10 – TYPE OF DEBENTURE WITHOUT PREFERENCE 
11 – REMUNERATION CONDITIONS CDI + 2.00% PER ANNUM 
12 - PREMIUM/DISCOUNT NONE 
13 - NOMINAL VALUE (reais) 10,432.22 
14 – AMOUNT ISSUED (Thousand of reais) 327,279 
15 - DEBENTURES ISSUED (Units) 31,372 
16 - OUTSTANDING SECURITIES (Units) 31,372 
17 - TREASURY DEBENTURES (Units)
18 - SURRENDERED DEBENTURES (Units)
19 - CONVERTED DEBENTURES (Number)
20 – DEBENTURES TO PLACE (Number)
21 – DATE OF LAST NEGOTIATION 10/01/2003 
22 – DATE OF NEXT EVENT 10/01/2004 

1 - ITEM 03 
2 – ORDER NUMBER
3 - CVM REGISTRATION NUMBER CVM/SER/DEB/2002-014 
4 – DATE OF REGISTRATION WITH CVM 05/14/2002 
5 - ISSUED SERIES
6 - TYPE OF ISSUE SIMPLE 
7 - NATURE OF ISSUE PUBLIC 
8 - ISSUE DATE 04/01/2002 
9 - DUE DATE 03/01/2007 
10 – TYPE OF DEBENTURE WITHOUT PREFERENCE 
11 – REMUNERATION CONDITIONS IGP-M + 12.70% PER ANNUM 
12 - PREMIUM/DISCOUNT NONE 
13 - NOMINAL VALUE (reais) 15,858.66 
14 – AMOUNT ISSUED (Thousand of reais) 136,828 
15 - DEBENTURES ISSUED (Units) 8,628 
16 - OUTSTANDING SECURITIES (Units) 8,628 
17 - TREASURY DEBENTURES (Units)
18 - SURRENDERED DEBENTURES (Units)
19 - CONVERTED DEBENTURES (Number)
20 – DEBENTURES TO PLACE (Number)
21 – DATE OF LAST NEGOTIATION 10/01/2003 
22 – DATE OF NEXT EVENT 04/01/2005 

1 - ITEM 04 
2 – ORDER NUMBER
3 - CVM REGISTRATION NUMBER CVM/SRE/DEB/2004-031 
4 – DATE OF REGISTRATION WITH CVM 09/17/2004 
5 - ISSUED SERIES
6 - TYPE OF ISSUE SIMPLE 
7 - NATURE OF ISSUE PUBLIC 
8 - ISSUE DATE 09/01/2004 
9 - DUE DATE 09/01/2007 
10 – TYPE OF DEBENTURE WITHOUT PREFERENCE 
11 – REMUNERATION CONDITIONS DI + 1.75% PER ANNUM 
12 - PREMIUM/DISCOUNT NONE 
13 - NOMINAL VALUE (reais) 1,013.23 
14 – AMOUNT ISSUED (Thousand of reais) 234,879 
15 - DEBENTURES ISSUED (Units) 231,813 
16 - OUTSTANDING SECURITIES (Units) 231,813 
17 - TREASURY DEBENTURES (Units)
18 - SURRENDERED DEBENTURES (Units)
19 - CONVERTED DEBENTURES (Number)
20 – DEBENTURES TO PLACE (Number)
21 – DATE OF LAST NEGOTIATION   
22 – DATE OF NEXT EVENT 03/01/2005 

1 - ITEM 05 
2 – ORDER NUMBER
3 - CVM REGISTRATION NUMBER CVM/SRE/DEB/2004-032 
4 – DATE OF REGISTRATION WITH CVM 09/17/2004 
5 - ISSUED SERIES
6 - TYPE OF ISSUE SIMPLE 
7 - NATURE OF ISSUE PUBLIC 
8 - ISSUE DATE 09/01/2004 
9 - DUE DATE 09/01/2009 
10 – TYPE OF DEBENTURE WITHOUT PREFERENCE 
11 – REMUNERATION CONDITIONS IGP-M + 11.00% PER ANNUM 
12 - PREMIUM/DISCOUNT NONE 
13 - NOMINAL VALUE (reais) 1,014.98 
14 – AMOUNT ISSUED (Thousand of reais) 191,087 
15 - DEBENTURES ISSUED (Units) 188,267 
16 - OUTSTANDING SECURITIES (Units) 188,267 
17 - TREASURY DEBENTURES (Units)
18 - SURRENDERED DEBENTURES (Units)
19 - CONVERTED DEBENTURES (Number)
20 – DEBENTURES TO PLACE (Number)
21 – DATE OF LAST NEGOTIATION   
22 – DATE OF NEXT EVENT 09/01/2005 

1 - ITEM 06 
2 – ORDER NUMBER
3 - CVM REGISTRATION NUMBER CVM/SER/DEB/2004/033 
4 – DATE OF REGISTRATION WITH CVM 09/17/2004 
5 - ISSUED SERIES
6 - TYPE OF ISSUE SIMPLE 
7 - NATURE OF ISSUE PUBLIC 
8 - ISSUE DATE 09/01/2004 
9 - DUE DATE 09/01/2010 
10 – TYPE OF DEBENTURE WITHOUT PREFERENCE 
11 – REMUNERATION CONDITIONS IGP-M + 11.00% PER ANNUM 
12 - PREMIUM/DISCOUNT NONE 
13 - NOMINAL VALUE (reais) 1,014.98 
14 – AMOUNT ISSUED (Thousand of reais) 182,615 
15 - DEBENTURES ISSUED (Units) 179,920 
16 - OUTSTANDING SECURITIES (Units) 179,920 
17 - TREASURY DEBENTURES (Units)
18 - SURRENDERED DEBENTURES (Units)
19 - CONVERTED DEBENTURES (Number)
20 – DEBENTURES TO PLACE (Number)
21 – DATE OF LAST NEGOTIATION   
22 – DATE OF NEXT EVENT 09/01/2005 


16.01 – OTHER INFORMATION DEEMED BY THE COMPANY TO BE RELEVANT

Supplementary Information

In order to improve the information provided to the market, the Company is presenting, as supplementary information, the financial statements in a constant purchasing power currency.

1. SUPPLEMENTARY INFORMATION IN “CONSTANT PURCHASING POWER CURRENCY”

(a) Monetary indexation

The monetary indexation of the operations relating to the permanent assets, shareholders’ equity, income statement accounts and ascertainment of profits and losses in monetary items was measured based on the variation of the Accounting Monetary Unit – UMC, taking for basis the variation of the General Market Prices Index – IGP-M in the 3rd quarter, of 3.26%, and year-to-date, of 10.26%.

(b) Balance sheet accounts

Amounts related to monetary assets and liabilities presented in “constant purchasing power currency” are identical to those presented in accordance with the “corporate legislation”, except for accounts receivable from customers, accounts payable to suppliers and contractors, deferred income tax and social contribution in long-term liabilities, which are adjusted to reflect the purchasing power or currency realization at September 30, 2004, taking for basis the rate determined by the National Association of Investment Banks – ANBID.

Permanent assets and shareholders’ equity were adjusted based on the monthly variation of the UMC, updated by the IGP-M up to September 30, 2004.

(c) Income statement accounts

All the income statement accounts were indexed for inflation based on the variation of the UMC, as from the month when they were booked, adjusted in accordance with inflation gains and losses ascertained on the balances at the beginning and end of every month for monetary assets and liabilities, and which generated financial or nominal inflationary expenses and income, which were considered to reduce the respective income statement accounts to which they were attached.

(d) Deferred taxes and contributions

Deferred income tax and social contribution were calculated based on the rates of 15% plus additional 10% and 9%, respectively, on the surplus value of the properties and rights in the permanent assets generated by the result of their monetary adjustment, in conformity with the instructions of the CVM, as provided for in Communication no. 99/006 issued by the IBRACON – Brazilian Institute of Independent Accountants.

The amounts below are shown in constant purchasing power currency at September 30, 2004.

In thousand R$
Balance Sheet Nominal
currency
Constant purchasing
power currency
 

Total assets 16,699,251  34,060,209 
 
Current assets 1,247,662  1,245,142 
 
Long-term assets 1,405,487  1,405,487 
 
Permanent assets 14,046,102  31,409,580 
Investments 1,917  3,001 
Property, plant and equipment 14,003,252  31,329,287 
Deferred assets 40,933  77,292 
 

Total liabilities 16,699,251  34,060,209 
 
Current liabilities 2,069,733  2,069,431 
 
Long-term liabilities 6,812,160  11,952,566 
 
Shareholders’ equity 7,817,358  20,038,212 
Paid-up capital stock 3,403,688  8,843,043 
Capital reserves 52,770  103,883 
Revaluation reserves 2,643,782  6,928,962 
Profit reserves 1,398,796  3,892,512 
Retained earnings 318,322  269,812 
 
 



In thousand R$
  January to September 2004
 
Income statement Nominal
Currency
Constant purchasing
power currency
 

 
Net revenue from sales and services rendered 3,213,161  3,359,077 
Cost of products sold and services rendered (1,637,196) (2,267,790)
 

 
Gross income 1,575,965  1,091,287 
Selling expenses (342,546) (361,920)
Administrative expenses (208,578) (231,286)
 

Income before net financial expenses 1,024,841  498,081 
Net financial expenses (546,040) 68,283 
 

Operating income 478,801  566,364 
Non-operating income (10,967) (39,206)
 

Income before taxes and profit sharing 467,834  527,158 
Provision for income tax and social contribution (170,864) (175,505)
Deferred income tax and social contribution 7,057  13,017 
Extraordinary item net of income tax and social contribution (26,341) (27,787)
 

Income for the period 277,686  336,883 
 

Profit per share 0.00975  0.01183 
 

Conciliation of the income for the period and shareholders’ equity

In thousand R$
Description Income for the period  Shareholders’ equity 
 

Corporate legislation 277,686  7,817,358 
       
Monetary indexation      
Of permanent assets 2,364,835  17,363,478 
Of shareholders’ equity (2,312,484)   
Adjustment to present value - net 872  (2,218)
       
Reversal (provision) for taxes      
Income tax 4,393  (3,779,710)
Social contribution 1,581  (1,360,696)
 

       
In constant purchasing power currency 336,883  20,038,212 
 

2. EVOLUTION OF SHAREHOLDING BY THE CONTROLLING SHAREHOLDER, DIRECTORS AND EXECUTIVE OFFICERS FROM 09/30/2003 to 10/31/2004

  Position as of 09/30/2003 New members Changes in Common Shares Left the Company Position as of 10/31/2004
Shareholders Number of Shares Number of Investment Fund Units % ON Shares Units Number of Shares %
Controlling shareholder 20,376,674,058   71.5   (5,802,967,065)     14,573,706,994**** 51.2
Cia. Paulista de Parcerias CPP         5,802,967,065     5,802,967,065 20.4
Directors 90,017     1   (2)   90,016**  
Executive Officers 110,000 2,493,526*     (110,000)***   (2,493,526*)    
Members of the Audit Committee 110,000       (110,000)***        
Other shareholders 8,102,593,752             8,102,813,752 28.4
Outstanding shares 8,102,903,752   28.5         13,905,870,817 48.8
Total shares 28,479,577,827 2,493,526* 100.0 1 (220,000) (2) (2,493,526*) 28,479,577,827 100.0
* Units in Funds for Investment in Sabesp shares (units equivalent to 20,000 shares)
** The shares currently held by the directors were assigned by the State of São Paulo Treasury Department and shall be returned by them upon leaving the Board of Directors of Sabesp
*** These shares have been sold
**** Difference arising out of transfer of shares to Cia. Paulista de Parcerias and return of one share that was held by a director of Sabesp.


3. SHAREHOLDING POSITION AS OF 10/31/2004
Shareholders holding more 5% of the shares Common Shares  %
State of São Paulo Treasury Department 14,573,706,994  51.2
Cia. Paulista de Parcerias CPP 5,802,967,065  20.4

Shareholders Common Shares 
CONTROLLING SHAREHOLDER 14,573,706,994  51.2 
       
CIA. PAULISTA DE PARCERIAS CPP 5,802,967,065  20.4 
       
MANAGEMENT      
Board of Directors 90,016    
Board of Executive Officers   
Statutory Audit Committee   
       
TREASURY SHARES   
       
OTHER SHAREHOLDERS 8,102,813,752  28.4 
       
TOTAL 28,479,577,827  100.0 
       
OUTSTANDING SHARES 13,905,870,817  48.8 


17.01 – SPECIAL REVIEW REPORT – WITHOUT RESTRICTIONS

INDEPENDENT AUDITORS’ OPINION ON THE SPECIAL REVIEW

To the Board of Directors and Shareholders
Companhia de Saneamento Básico do Estado de São Paulo – SABESP
São Paulo – SP

1. We have made a limited review of the accounting information supplied in the Quarterly Report – ITR, issued by Companhia de Saneamento Básico do Estado de São Paulo - SABESP, for the quarter and nine-month periods ended on September 30, 2004, prepared in accordance with the accounting practices adopted in Brazil and under the responsibility of the Company´s Management, including the balance sheet, income statement and company’s performance report.

2. Our review was conducted in accordance with the specific standards established by the Brazilian Institute of Independent Auditors – IBRACON, in conjunction with the Federal Accountancy Board and consisted particularly of: (a) inquiries and discussions with the management staff responsible for the accounting, financial and operating areas of the Company with regard to the major procedures adopted in the preparation of the Quarterly Report (ITR); and (b) review of the relevant information and subsequent events which have or may have significant effects on the financial position and operations of the Company.

3. Based on our special review, we are not aware of any relevant change that should made in the above referred Quarterly Report for the same to abide by the accounting practices adopted in Brazil, applied in compliance with the rules issued by the Brazilian Securities and Exchange Commission, as specifically applicable to the preparation of mandatory Quarterly Reports.

4. Supplementary information for the quarter and nine-month periods ended on September 30, 2004 referring to the financial statements in constant purchasing power currency, as well as the cash flow statement, are presented for the purpose of allowing additional review and are not required as part of the basic financial statements. Such information was reviewed by us in accordance with the specific standards mentioned in paragraph 2 above and, based on our review, we are not aware of any relevant change that should be made for such information to be fairly presented, in all their material aspects, in relation to the financial statements as a whole.

5. We had previously reviewed the balance sheet prepared on June 30, 2004, presented for comparison purposes, about which we issued a special review report, without comments, dated August 06, 2004. The income statement for the quarter and nine-month periods ended on September 30, 2003, the supplementary information in constant purchasing power currency, and the statement of cash flow for the referred period, presented for comparison purposes, were reviewed by other independent auditors, as per the special review report, without comments, dated November 12, 2003.

São Paulo, November 09, 2004.

DELOITTE TOUCHE TOHMATSU Marco Antonio Brandão Simurro
Independent Auditors Accountant
CRC no. 2 SP 011609/O-8 CRC no. 1 RJ 052000/O-0 “S” SP

The Quarterly Report (ITR) reviewed by us are initialed solely for identification purposes.

01.01 – IDENTIFICATION

1 –CVM CODE
01444-3
2 – COMPANY’S NAME
CIA SANEAMENTO BÁSICO ESTADO SÃO PAULO
3 –CNPJ
43.776.517/0001-80
4 – NIRE 35300016831


GROUP TABLE DESCRIPTION PAGE
01 01 IDENTIFICATION 1
01 02 HEAD-OFFICE 1
01 03 INVESTORS' RELATIONS OFFICER (Company's Mail Address) 1
01 04 ITR REFERENCE 1
01 05 CAPITAL STOCK COMPOSITION 2
01 06 COMPANY'S DATA 2
01 07 COMPANIES NOT INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS 2
01 08 CASH INCOME 2
01 09 SUBSCRIBED CAPITAL STOCK AND CHANGES IN THE CURRENT FISCAL YEAR 3
01 10 INVESTORS' RELATIONS OFFICER 3
02 01 BALANCE SHEET - ASSETS 4
02 02 BALANCE SHEET - LIABILITIES 5
03 01 INCOME STATEMENT 7
04 01 EXPLANATORY NOTES 9
05 01 COMMENTS ON COMPANY'S PERFORMANCE IN THE QUARTER PERIOD 35
10 01 DETAILS OF THE PUBLIC OR PRIVATE ISSUANCE OF DEBENTURES 39
16 01 OTHER INFORMATION DEEMED BY THE COMPANY TO BE RELEVANT 45
17 01 SPECIAL REVIEW REPORT 49

 


 
SIGNATURE
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the city São Paulo, Brazil.

Date: November 23, 2004

 
Companhia de Saneamento Básico do Estado de São Paulo - SABESP
By:
/S/  Rui de Britto Álvares Affonso

 
Name: Rui de Britto Álvares Affonso
Title: Economic-Financial Officer and Investor Relations Officer
 

 

 
FORWARD-LOOKING STATEMENTS

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 of future 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.