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BM&F BOVESPA PRESENTATIONOct 2008

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Forward Looking Statements

This presentation may contain certain statements that express the management’s expectations, beliefs and assumptions about future events or results. Such statements are not historical fact, being based on currently available competitive, financial and economic data, and on current projections about the industries BM&FBovespa S.A. works in.The verbs “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “plan,” “predict,” “project,” “target” and other similar verbs are intended to identify these forward-looking statements, which involve risks and uncertainties that could cause actual results to differ materially from those projected in this presentation and do not guarantee any future of BM&FBovespa S.A. performance.The factors that might affect performance include, but are not limited to: (i) market acceptance of BM&F Bovespa SA services; (ii) volatility related to (a) the Brazilian economy and securities markets and (b) the highly-competitive industries that BM&FBovespa S.A. operates in; (iii) changes in (a) domestic and foreign legislation and taxation and (b) government policies related to the financial and securities markets; (iv) increasing competition from new entrants to the Brazilian markets; (v) ability to keep up with rapid changes in technological environment, including the implementation of enhanced functionality demanded by BM&FBovespa SA customers; (vi) ability to maintain an ongoing process for introducing competitive new products and services, while maintaining the competitiveness of existing ones; (vii) ability to attract new customers in domestic and foreign jurisdictions; (viii) ability to expand the offer of BM&FBovespa S.A. products in foreign jurisdictions.All forward-looking statements in this presentation are based on information and data available as of the date they were made, and BM&F Bovespa SA undertakes no obligation to update them in light of new information or future development.This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities where such offer or sale would be unlawful prior to registration or qualification under the securities law. No offering shall be made except by means of a prospectus meeting the requirements of the Brazilian Securities Commission CVM Instruction 400 of 2003, as amended.

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THE NEW COMPANY

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Timeline

2007 – Demutualizations and IPOs

Feb May

Oct Nov

Integration

Initiation

Talks

Bovespa Demutualization

Aug Sep

2008 - Integration

Jun Aug

28th 20th

BM&F Demutualization

Bovespa´s IPO BM&F´s IPO

19th 8th

General

Meeting

20th

Chairman and CEO

Nomination

Top Mgmt Nomination First Trading

day of the new ticker: BVMF3

20th 29th

Final Staff and

Layoffs

26th 30th

Nov 28th

General Meeting to incorporate BVSP and CBLC

18th

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Market Data

Indices Licensing

Depository

Securities Lending

Clearing and Settlement

Software Licensing

Complete Array of ServicesComplete Array of Services

High Competitive EdgeHigh Competitive Edge

Business Model

Cash Market Trading

Listing

Derivatives

Custody

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Gross Operating Revenues Breakdown

1Q082Q08

OthersBovespa

9.2%

Trading andClearingBovespa52.6%

OthersBM&F1.4%

Vendors andOthers2.8%

Trading andClearing Fees

34.0%

Trading andClearingBovespa55.7%

Trading andClearing Fees

BM&F31.5%

OthersBovespa

8.3% OthersBM&F1.8%

Vendors andOthers2.7%

R$ 437.6 MillionR$ 483.6 Million

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Regulation in Brazil demands that all trades carried in exchanges must be matched at the beneficial owner level

Internalization of orders is not allowed

Our clearing houses act as central counterparty agents and we have the risk management at the investor level with mark to market (margin variation calls) done on daily basis

All trades must be carried through a brokerage house (clearing agent), which is responsible for their clients risk and know your client policies

Current regulation requires settlement, clearing and depository services to be provided to third parties on a commercial basis

Regulatory Environment

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Trading, Registration & Clearing Model

FX Cash MarketOpen outcry

Electronic trading

OTC registration

FX Clearinghouse

DerivativesOpen outcry

Electronic trading

OTC registration

DerivativesClearinghouse

Stocks andCorporate Bonds

Electronic Trading

OTC Registration

CBLC

GovernmentBonds

Electronic trading

OTC registration

SecuritiesClearinghouse

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Risk Calculation and Collateral Pledged

Risk calculation in almost real time (calculated every 15 minutes), updating the registered transactions and the requirement of additional collateral whenever necessary. Risk calculation based on stress testing.

When it comes to the Equities Clearinghouse (CBLC) and Derivatives Clearinghouses, risk calculation and collateral requirement are performed individually, according to each client or final beneficial owner.

Collateral pledged in the Clearinghouse’s custody account, with segregation between the different clients.

Legal Protection of Pledged Collateral

Legal protection of the collateral held by clearinghouses against bankruptcy procedures and judicial blocking attempts by creditors

Risk calculation and Pledge of Collateral

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Risk Management - Collaterals

R$ billions

Clearings Deposited RequiredDerivatives 89.8 74.0

Cash Equities 24.1 13.0FX 3.9 1.2Fixed Income 1.4 0.3Total in BRL

Date: Oct 24th, 2008

Public BondsLetters of CreditOthers*

79.95.04.9

67.43.63.0

Total in USD119.2

51.681.935.4

* Collateral deposited in shares of stocks, bank CDs, gold, cash and quotes of funds

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Settlement directly with Central Bank of Brazil

Even though the Clearinghouses are not banks, they have an exclusive settlement account in the Central Bank of Brazil to settle their transactions

The direct settlement with the Central Bank of Brazil avoids the Clearinghouse’s exposure of credit risk offered by financial institutions.

Short Selling

When it comes to Equities Clearinghouse (CBLC), short selling occurs when an investor sells a security lent by another investor. The decision of lending shares is taken at the beneficiary owner level, who is entitled to the returns generated by the transaction.

The borrowing of securities is centralized in the Clearinghouse, with collateral requirement higher than the security value (100%, plus amount equivalent to the security price variation risk) and daily mark to market.

The Clearinghouse plays the role of the central counterparty, guaranteeing the return of borrowed securities.

Settlement and Short Selling

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Launched in December 2000

Special listing segment of companies committed to better corporate governance standards, beyond those already established at current Brazilian regulation

Instituted with the goal to increase the market credibility and investors’ confidence

Becoming shareholders in these companies

Providing better valuation

Decision of joining NM is voluntary and market driven

Listing - Novo Mercado

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Dispersion

Shareholders rights

• maintain at least a 25% free float;

• adoption of special procedures in public offerings to enhance the dispersion of

the company shares.

Transparency

• only common shares;

• tag-along rights extend to all shareholders in the event of disposal of control;

• board of director with at least five members and a minimum of 20%

independent board member;

• public tender offering in case of delisting or cancellation of the NM’s contract

• a statement of cash flows (company’s and consolidated) included in the

quarterly financial reports and annual financial statements;

• annual financial statements in an international standard – IFRS or US GAAP;

• disclose information about the company’s securities traded by the controlling

shareholders and the senior managers.

Novo Mercado Rules

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Special Listing Segments Evolution

36.6% of total listed companies 57.8% of total market capitalization 66.4% of total traded value

164

19 24 31 33 37 36 44 447 10 14

20

92

18

33

7

22

18

44

102

2001 2002 2003 2004 2005 2006 2007 Sep 2008

Level 1 Level 2 Novo Mercado

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Market Opportunities

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Number of investors – potential increase in the country and abroad (550 thousand active investors)

Number of companies – potential increase of the Brazilian and Latin America listed companies (Around 450 Brazilian companies are listed and 9 foreign through BDRs)

Turnover ratio – low ratio compared with the other exchanges

Derivatives – new accessing gates will broad the investor basis

Revisiting the pricing policy

Opportunities

17Source: World Federation of Exchange (WFE)

Exchanges Ranking in total Market CapCash Markets

*From Jan to Sep, 2008

1 NYSE Group 13.045.903 NYSE Group 140.724

2 Tokyo SE 3.334.406 Nasdaq 59.811

3 Nasdaq 3.110.698 London SE 29.040

4 Euronext 2.691.846 Tokyo SE Group 23.770

5 London SE 2.565.051 Euronext 18.820

6 Shanghai SE 1.775.791 Shanghai SE 11.462

7 Hong Kong Exchanges 1.614.590 BME Spanish Exchanges 10.469

8 TSX Group 1.520.520 Deutsche Börse 9.993

9 Deutsche Börse 1.351.774 TSX Group 7.443

10 BME Spanish Exchanges 1.222.069 Hong Kong Exchanges 7.263

11 Swiss Exchange 999.073 Borsa Italiana 6.974

12 Australian SE 925.947 Cyprus SE 6.750

13 Sao Paulo SE 888.163 Swiss Exchange 6.587

14 Bombay SE 884.747 Korea Exchange 6.124

15 National Stock Exchange India 828.416 OMX Nordic Exchange 5.796

16 OMX Nordic Exchange 757.065 Australian SE 5.662

17 Borsa Italiana 663.260 Shenzhen SE 5.507

18 Korea Exchange 656.116 Taiwan SE Corp. 3.934

19 JSE 535.184 Sao Paulo SE 3.382

20 Taiwan SE Corp. 453.065 National Stock Exchange India 3.310

Market Cap - US$ millions Daily Traded Value - US$ millions

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Millions of contracts – from Jan to Jun 2008

1 CME Group 1.5512 Eurex 1.1723 Korea Exchange 1.1464 Liffe 565

5 CBOE 557

6 ISE 5067 BM&FBovespa 3678 Philadelphia SE 2619 National Stock Exchange India 234

10 NYMEX 217

Derivates - Traded Volume

Exchanges Ranking in total VolumeDerivatives

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Turnover Velocity

%1) NASDAQ 3312) AMERICAN SE 2853) SHENZEN 2584) NYSE GROUP 2085) CYPRUS 2086) B. ITALIANA 1957 )KOREA SE 1808) BME (ESPANHA) 1689) TAIWAN 15410) LONDON 15311) OSLO 15012) TOKYO 14313) OSAKA 14214) EURONEXT 13515) OMX 132

BM&FBovespa´s turnover is 60%

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New Listings Turnover

2005

2006

Total

2004

2007

ADTV of JULY 08

R$ millions

Annualized Turnover (Avg.

Market Cap)

62.6%

98.0%

104.5%

67.9%

121.7

115.0

162.7

387.2

IPOs

2008 129.4%137.9

2004-2008 924.5 80.8%

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64

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97 411112

1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008

Novo Mercado

Período de 2004 a 2007Fonte: BM&FBOVESPA.

IPO evolution

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2002 2003 2004 2005 2006 2007

4.9

2.4

1.2

0.80.6

1.6

2008Jan-Sep

5.9R$ Billions

Bovespa´s trading evolution

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Bovespa´s Market Share

32.7%

46.5%

51.9%55.1%

50,3%

44,8%

41.7%

51.6%

55.5%

55.3%

55.5% 56.4%

61.5%

82.5%

72.3%

68.8%

59.3%

57,8%

67.5%

65,8%

70.0%

68,7%

70.4%

69.7%

75.6%

1999 2000 2001 2002 2003 2004 2005 2006 2007 jan-08 feb-08 mar-08 apr-08 may-08 jun-08 jul-08 aug-08

(BVSP vs NYSE) Only Companies with ADRs listed on NYSE (BVSP vs NYSE) All BVSP listed Companies

57.2%

58.0%

72.4%70.7%

65.6%63.6%

55.4%

50.8%

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Discounts of Trading Fees for BM&F segment's Products

40% through Brokerage Houses;

50% through DMA; and

70% for clients registered as Algorithm Traders.

The Company will have a Base Table where the discount percentages will fall upon, temporarily, according to its characteristics and access to the Trading System, as indicated below, starting Nov 3rd:

This discount policy will result in neutral impact over the annualized income of the company.

Starting on Feb. 2nd, 2009, the fixed discount policy will be replaced by a volume incentive methodology, considering ranges of traded contracts and/or utilization of services, willing to provide greater benefits to the biggest customers.

BM&F segment's former Pricing Policy terminated on Aug 25th25% discount for trading and clearing fees applied to investors that held at least 10,000 BMEF3 stocks.

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Central Depository – New Pricing Structure

The Central Depository will charge the following fees, on a monthly basis

Custody account maintenance

BRL 3.00 per inactive account BRL 6.50 per active account

Per asset and value of the stocks

BRL 1.00 per asset (ISIN code) Percentage of the average value registered at the account Average values below BRL 100,000 during the month will be exempted from this fee

Custody transfer

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CME Order Routing Agreement andDMA Timeline

Aug

3Q08

Sep

traditional DMA

IMPLEMENTED

29th

CME Order Routingagreement implementation

(Order flow)

Globex GTS Globex GTS

4Q08

Oct Nov Dec

DMA via direct connection

Q109

2009

DMA viaa provider

FIRST PHASE

SECOND PHASETHIRD PHASE

FOURTH PHASE

(For cash markets until the end of 09)

1ST HALF 09

Co-location

20th

Mock test of CME

order routing

30th

Traditional DMA figures until Sep 30th/08:

(i) 3,000 to 4,000 trades per day (10-15% from total)(ii) 100,000 contracts per day (6% from total)(iii) Around 30 brokers certified

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Buyback Program – Main Features

Approved by the Board on 09/24/2008 with shares acquired to be cancelled;

Free float – 2,036,179,471 shares

Buy back comprising 3.5% of the free float – 71.3 million shares

One year program, starting on Sep 28th, 2008

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Reconciliation of 1H08 Adjusted Results

Minority Interest (607)(607)

Reported

Income Before Taxes

Operating Result

Adjusted Net Margin by Goodwill

Adjusted Net Income by Goodwill

Income Tax and Social Contribution

Non-Operating Income

Financial Income, net

Goodwill Amortization

EBITDA Margin

EBITDA

Operating Margin

Operating Expenses

Net Revenues

57.6%39.8%

547,649457,244

563,349472,944

68.1%57.2%

476.584-

(236,336)(212,174)

10,84210,842

155,036155,036

(81,105)

(279,250)(369,655)

826,899826,899

R$ Thousands

55.3% 66.2%

(81,105)

542,017 632,422

NonRecurring Adjusted

Net Margin

Net Income

47.8%39.8%

395,479329,236 66,243

90,405

66,243

(24,162)

90,405

90,405

90,405

90,405

90,405

90,405

(24,162)

66,243

147,348

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BM&F Bovespa Investor Relations

Site: www.bmfbovespa.com.br

Phone numbers: 55 11 3233 2490/ 2847

E-mail: ri@bmfbovespa.com.br