Rio de Janeiro, July 29, 2015 - Petróleo Brasileiro S.A. - Petrobras hereby responds to Official Letters n.º 295/2015/CVM/SEP/GEA-1 and BM&FBovespa n.º 2448/2015-SAE, which request clarifications on an article published on July 28, 2015 in O Estado de São Paulo newspaper, as follows:

OFFICIAL LETTER no. 295/2015/CVM/SEP/GEA-1

We refer to the article published on this date in O Estado de São Paulo newspaper under the title Petrobrás aprova venda de ativos do seu gasoduto ("Petrobrás approves the sale of gas pipeline assets"), which stated:

According to Broadcast, Agência Estado's real time service, the restructuring and sale of assets belonging to Transportadora Associada de Gás (TAG), which operates Petrobrás' gas pipelines, was approved by the state-owned firm's Board of Directors at a meeting last Friday. The Board of Executive Officers also presented the schedule for the initial public offering (IPO) of BR Distribuidora, programmed to occur this year, and discussed the issue of fuel prices.

The assessment was that the market cannot absorb an increase in gasoline prices. Petrobrás operates with favorable prices on the diesel side, but is already lagging international prices in regard to gasoline. Nevertheless, given the upturn in the dollar and the decline in domestic gasoline consumption, a price increase would be irrational. "The Board would like to approve an increase to show its independence, but this cannot be done at any cost," declared a source.

Petrobrás' CEO, Aldemir Bendine, spoke for ten minutes about the restructuring of Sete Brasil, created to manage the purchase of the Company's drilling rigs, whose approval should be included on the agenda of the next meeting of the Board of Directors at the end of next month. According to a source, it was a report with superficial information on the compliance requirements made by Petrobrás to the company and the internal investigations conducted by the company. Sete Brasil presented a restructuring plan to the creditors in May, but Petrobrás has not yet ratified it.

Bendine allegedly stated that the plan was to reduce the number of drilling rig orders from 29 to 19, but did not mention the possibility of Sete operating the rigs, a proposal that had been put forward but ended up being rejected by Petrobras. BNDES President, Luciano Coutinho, was one of the Board members present, and the granting of BNDES financing to the company is essential for its recovery. However, the loan was blocked following allegations of corruption leveled by a former Sete Brasil manager, Pedro Barusco.

Divestment. The subsidiary Gaspetro's arm responsible for the state-owned company's gas pipeline network, TAG is the first asset on Petrobrás' divestment list. The company's business plan envisages the sale of US$15.7 billion in assets by the end next year and another US$42 billion in 2017 and 2018. The approved restructuring terms were not confirmed by the source, but the pipeline network is expected to be divided by region, opening the way for the sale of interests involving up to 80% of its assets. The splitting of the gas pipeline network into North & Northeast and South & Southeast is seen as essential for ensuring that Petrobrás receives a higher return from the sale of the assets. The government's main concern is to prepare an offering that does not create a private monopoly on a network that is currently wholly controlled by Petrobrás. The issue has been addressed by the Minister of Mines and Energy, Eduardo Braga, and the state-owned firm. The plan is that the modeling can advance in the second half.

R$15.7 billion
in assets should become available for sale by the end of 2016

R$42 billion
would be earmarked for 2017 and 2018

The Board members also received information on the schedule of BR Distribuidora's IPO, an operation seen as favorable by the body. The first step should be the execution of an audit of the accounts in preparation for submitting the offering to the Securities and Exchange Commission (CVM). The state-owned firm wants to hold the IPO, with the sale of at least 25% of the company, by the end of this year.

In this regard, we request that you state if the information in the article is true and, if confirmed, why the Company believed it did not constitute a Material Fact pursuant to CVM Instruction 358/2002."

Clarification

From the Term of Commitment signed with the National Agency of Petroleum, Natural Gas and Biofuels - ANP, Petrobras undertook to restructure TAG and its wholly-owned subsidiaries: Nova Transportadora do Sudeste (NTS) and Nova Transportadora do Nordeste (NTN) in order to create two natural gas transportation companies, one in the Northeast and the other in the Southeast of Brazil.

At the end of the restructuring, only TAG and NTS will be maintained as wholly-owned Petrobras subsidiaries, with TAG being responsible for the assets in the North and Northeast and NTS for the assets in the Southeast.

This operation will only alter the corporate structures from the subsidiaries and will have no impact on the natural gas transportation.

As announced in July 15, Petrobras hereby reiterates that the 2015-2019 Business and Management Plan envisages total divestments of US$15.1 billion in 2015 and 2016, and that, given this Plan, the Company is studying divestment opportunities in the gas and energy and oil and gas exploration and production and supply areas in Brazil and abroad.

In regard to the IPO of Petrobras Distribuidora, Petrobras hereby reaffirms the content of its Material Fact of July 1, which stated that the Board of Executive Officers had approved the preparation of studies in order to analyze alternative strategies for its wholly-owned subsidiary Petrobras Distribuidora S.A. (BR) and that these possibilities included the attraction of a strategic partner and the company's listing on the stock exchange through an IPO. All the acts necessary for the holding of an IPO will be subject to prior approval by the internal bodies of Petrobras and Petrobras Distribuidora.

Regarding the prices of oil products in Brazil, as announced in its 2015-2019 Business and Management Plan, Petrobras has premised on the import parity.

Material facts on this matter will be disclosed to the market in a timely manner.

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