Notice to the Market (Somente em Inglês)

NOTICE TO THE MARKET
 
Selling Shareholders

 
Inform that on March 30, 2005 it was requested to the Securities Commission, the
registration of the public secondary distribution of preferred shares and ordinary shares held by the Selling Shareholders and issued by Banco do Estado de São Paulo S.A. – BANESPA, a financial institution with head office at Praça Antonio Prado, number 6, in the City of São Paulo, State of São Paulo (“BANESPA”), Banco Santander  Brasil S.A., a financial institution with head office at  Rua Amador Bueno, number 474, in the City of São Paulo, State of São Paulo (“Banco Santander”), Banco Nossa Caixa S.A., a financial institution with head office at  Rua XV de Novembro, nº 111, in the City of São Paulo, State of São Paulo (“Banco Nossa Caixa” and, together with BANESPA and Banco Santander, the “Selling Shareholders”), Banco de Investimentos Credit Suisse First Boston S.A. (“Lead Coordinator”) and Banco Santander, as coordinator (together with the Lead Coordinator, the “Coordinators of the Offer”), communicate that on March 30, 2005 it was requested to the Securities Commission (“CVM”), the registry of the secondary public distribution of 18,026,630,497 preferred shares (“Preferred Shares”) and of 5,494,105,556 ordinary shares (“Ordinary Shares” and, together with the Preferred Shares, “Shares”) issued by AES Tietê S.A. (“Company”), all nominative, book shares, without par value, held by the Selling Shareholders, free from any onuses or encumbrances, to be carried out in Brazil, in non-organized over the counter market, according to the procedures provided for by CVM Instruction number 400, of December 29, 2003 (“CVM Instruction 400”), and with special attention to sales overseas (“Offer”), based on the exemptions from  registration foreseen  in Rule 144A and in Regulation S, both pertaining to the Securities Act of 1933 of the United States of America (“Securities Act”).
 
The number of shares to be effectively distributed subsequent to the grant of the registration of the Offer by CVM can be smaller than the number of Shares initially offered as provided for this Market Notice. In this case, Non-institutional Investors (as defined below) could be subject to the adhesion to the Offer to the floating of the total Preferred Shares initially offered or of at least 12,618,641,347 Preferred Shares, equivalent to 70% of the Preferred Shares initially offered (“Minimum Number of Preferred Shares”), and/or a minimum of 3,845,873,889 Ordinary Shares, equivalent to 70% of the Ordinary Shares initially offered (“Minimum Number of Ordinary Shares”).
 
 
1. THE OFFER The shares will be distributed in Brazil by the Coordinators of the Offer, in conjunction with the financial institutions contracted by them (“Syndicated Brokers”) and, in conjunction with the Coordinators of the Offer, the (“the Institutions Participating in the Offer”), in the form of a firm guarantee of acquisition.
 
Simultaneous to the public distribution of Shares in Brazil, Credit Suisse First Boston LLC and Santander Investment Limited (“Agents  for International Distribution”), in their capacity as agents for the Coordinators of  the Offer, would concentrate on selling the Shares to institutional investors resident and domiciled in the United States, based on the exemptions of registration foreseen in Rule 144A, and in other countries (with the exception of the United States), based on Regulation S, both pertaining to the Securities Act. The foreign institutional investors that  will participate in the initiative for sales overseas should be registered in the CVM, in accordance with the terms set forth in CVM Instruction nº 325, of January 27, 2000, and in the National Monetary Council Resolution nº 2.689, of January 26 2000, and subsequent alterations (“Foreign Institutional Investors”).

The Shares that are the object of these overseas sales initiatives by the International Distribution Agents, will be acquired mandatorily, liquidated and paid to the Coordinators of the Offer in local currency and in accordance with the terms of article 19, paragraph 4, of Law nº 6.385, of December 07, 1976 and its alterations.
 
No registration of the Offer of Shares was made with the Securities and Exchange Commission of the United States of America (“SEC”) or any regulatory body of the stock markets in any other country, except Brazil.
 
The total quantity of Preferred Shares and Ordinary Shares could be increased by supplementary batches up to 2.703.994.574 preferred shares issued by the Company (“Additional Preferred Shares”) and up to 824.115.833 ordinary shares issued by the Company (“Additional Ordinary Shares” that are, in conjunction with the “Additional Preferred Shares”, the “Additional Shares”) equivalent, respectively, to up to 15% of the Preferred Shares and 15% of Ordinary Shares offered initially, in accordance with options granted by the Selling Shareholders to the Lead Coordinator for the acquisition of Additional Preferred Shares and Additional Ordinary Shares (“Options”), under the terms of article 24 of CVM Instruction 400, that would be allocated exclusively to meet any eventual excess of demand occurring during  the Offer and that will be acquired in accordance with the same conditions and price as the Preferred Shares and the Ordinary Shares offered initially and respectively. The Options could be applied by the Lead Coordinator within a period of 30 days counting from the publication of this Announcement of Start.
 
 
2. PROCEDURES OF THE OFFER
 
2.1. Plan and Form of Distribution  
 
The Coordinators of the Offer, with the express agreement of the Selling Shareholders, elaborated a plan for the distribution of the Shares, in accordance with the terms of paragraph 3 of article 33 of CVM Instruction 400, that takes into account the relationship between the Coordinators of the Offer and their clients and other  considerations of a commercial or strategic nature that apply, whilst ensuring that the Coordinators of the Offer should correlate the investment to the risk  profile of their clients besides treating the investors in a  just and equal manner.
 
In accordance with the Contract for Secondary Public Distribution of Preferred Shares and Ordinary Shares Issued by AES Tiete S. A. to be entered into by the Selling Shareholders,
the Coordinators of the Offer, and the  Brazilian Company for  Liquidation and Custody (“Distribution Contract and “CBLC”, respectively), the Shares will be distributed in Brazil, in the non-organized over the counter market, in the form of non-joint firm guarantee, and carried out by the Coordinators of the Offer. Such firm guarantee will be binding as from the signing of the Distribution Contract.
 
2.2. Schedule of the Offer
 
Below is an estimates schedule of the stages of the main events based on the publication of this Notice to the Market:  
 
Order of the Events 
Date anticipated(1)


1.  Publication of the Notice to the Market
05.24.05
     Availability of the Preliminary Prospect 
05.24.05
2.  Start of the road show 
05.31.05
3.  Start of the Reservation Period
06.01.05
     Start of the Bookbuilding Procedure 
06.01.05
4.  Closing of the Reservation Period

     For Binding Persons
06.03.05
5.  End of the road show presentations
06.10.05
6.  Closing of the Reservation Period 
06.13.05
7.  Closing of the Bookbuilding Procedure
06.14.05
     Setting of Sales Price
06.14.05
8.  Signing of the Distribution Contract and

     the Placement Facilitation Agreement
06.14.05
9.  Publication of the Start Notice
06.14.05
     Start of the Negotiations of the Offer Shares
06.14.05
     Start of the term for the exercise of options 
06.14.05
10. Liquidation date
06.20.05
11. End of the term for exercising Options
 07.15.05
12. Publication of the Closing Notice
07.20.05

(1) All dates anticipated are mere proposals and are subject to changes and postponing.
 
2.3. Participation of Investors
 
The Institutions Participating in the Offer will carry out the distribution by way of two distinct offers being one a retail offer (“Retail Offer”) and the other an institutional offer (“Institutional Offer”) 

2.3.1. Retail Offer
 
Observing the limits described below in item

2.4.1 (Reservation Period), the Retail Offer

will be carried out with private and corporate  investors, resident and domiciled in Brazil, that are not considered to be institutional investors and with investment pools that decided to participate in the Retail Offer (“Non Institutional Investors”) that, to this end, made a reservation request by filling out a specific form (“Reservation Requests”) intended for the acquisition of Preferred Shares and/or Ordinary Shares, as the case might be, under the conditions described in item 2.4 below (Procedure for Distribution).
 
2.3.2. Institutional Offer
 
The Institutional Offer will be carried out with individual and corporate entities where the amount of the investment exceeds the maximum limit established by the Retail Offer, investment funds and pools, managed portfolios, pension funds, third party resource management entities registered with CVM,  entities authorized to participate by the Brazilian Central Bank, condominiums dedicated  to applications in bonds and securities portfolios registered with CVM and/or the São Paulo Shares Exchange – Bovespa (“BOVESPA”), insurance companies, entities for complementary social welfare and capitalization and Foreign Institutional Investors (“Institutional Investors”).
 
Investors residing in the country are not subject  to restrictions for disposing of, in Brazil, Shares acquired in the Offer but in keeping with Brazilian legislation the Foreign Institutional Investors that acquire Shares in the Offer may only sell same in Brazil. Apart from this the Shares were not registered with the SEC and therefore, as far as North- American legislation is concerned their transfer is subject to the restrictions imposed by said legislation.
 
2.4. Distribution Procedure
 
Subsequent to the closing of the Reservation Period (as defined in item 2.4.1 below) the
carrying out of the Bookbuilding Procedures (as defined in item 2.5 below) the grant of the
registration of the Offer by CVM and the publication of the Notice of Start the Institutions
Participating in the Offer,  will carry out the public distribution of Shares in the non-
organized over the counter market, in the form of a firm guarantee and under the terms set
out in article 21 of CVM Instruction 400 in compliance with the clause below.  
 
2.4.1. Reservation Period and Procedure Retail Offer Procedure
 
A period of 9 (nine) working days will be granted to Non-Institutional Investors, starting on
June 01, 2005 and closing on June 13, 2005, inclusive (“Reservation Period”) to carry out
the reservations pertaining to the acquisition of Preferred Shares and/or Ordinary Shares,
upon the filling out of the Reservation Request before one sole Institution Participating in the Offer. Those institutions participating  in the Offer will only meet the Reservation
Requests filed by investors holding current accounts or investment accounts or accounts
maintained by the interested party.
 
The Non-Institutional Investors that are: (a) managers of the Company or its subsidiaries; (b) controllers or managers of the Institutions Participating in the Offer; (c) other persons with connections binding them to the Offer; including (d) spouses, partners, parents, children and relations to the second degree of those persons identified in items (a), (b) and (c) (“Binding Parties”); should carry out their Reservation Requests, preferably, from June 1 to June 3, 2005, inclusive (the “Reservation Period for Binding Parties”).
 
The quantities of up to 10% of the Preferred Shares effectively distributed and up to 10% of
the Ordinary Shares effectively distributed without considering, respectively, the Additional Preferred Shares and  the Additional Ordinary Shares will be destined first for distribution amongst the Non-Institutional Investors.
 
The Reservation Requests should be carried out by Non-Institutional Investors in accordance with conditions of efficiency indicated in item (a) below, in an irrevocable and irreversible manner, except for the provisions of item (i) below and on the following conditions:

(a) each interested Non-Institutional Investor will be able to place its Reservation Request with one sole Institution Participating in the Offer within the Reservation Period, observing the minimum investment amount of R$ 1,000,00 (one thousand reais) and the maximum amount of  investment of R$ 300,000,00 (three hundred thousand reais) per Non-Institutional Investor and for each type of share or, in other words, the minimum and maximum investment limits should be observed separately for investment in the Preferred Shares and the Ordinary Shares. The Non-Institutional Investors can stipulate, in their Reservation Requests, a maximum price per batch of one thousand Preferred Shares and/or per batch of one thousand Ordinary Shares as a condition of the confirmation of its Reservation Requests, in accordance with the provisions of paragraph 3 of article 45 of CVM Instruction 400, and can also condition their adhesion to the Offer, in accordance with article 31 of CVM Instruction 400, to the distribution of  the total amount of Preferred Shares initially offered or to the Minimum Number of Preferred Shares and/or the total amount of Ordinary Shares  initially offered or the Minimum Number of Ordinary Shares. In the case of opting to condition adhesion to the Offer to the distribution of
the Minimum Number of Preferred Shares and/or the Minimum Number of Ordinary Shares it will be  the Non-Institutional Investor call to indicate whether it intends to receive the total amount of the Preferred Shares and/or Ordinary Shares, object of its Reservation Request, or  the number equivalent to the proportion between the number of Preferred Shares  and/or Ordinary Shares effectively distributed, and the number of Preferred Shares and/or  Ordinary shares initially offered respectively, and presuming, in  the absence of a manifestation, in accordance with the terms provided for in the Reservation Request, its interest in receiving the total amount of the Preferred Shares and/or Ordinary Shares object of the Reservation Request;

(b) the Reservation Requests for Preferred Shares carried out by Non-Institutional Investors that have stipulated, as a condition of confirmation of their respective Reservation Requests for Preferred Shares, a maximum price per batch of one thousand Preferred Shares smaller than the  Price of Sale of the Preferred Shares (defined in item 2.5) will be cancelled by the Institution Participating in the Offer that received said Reservation Request for Preferred Shares. If (i) the Non-Institutional Investor has conditioned its adhesion to the Offer to the distribution of the total amount of the Preferred Shares initially offered  and the number of
Preferred Shares effectively distributed  is smaller than the number of Preferred Shares initially offered or (ii) the Non-Institutional Investor has conditioned its adhesion to the Offer to the distribution of the Minimum Number of Preferred Shares, and the number of Preferred Shares effectively distributed is smaller that the referred to Minimum Number of Preferred Shares, its reservation Request for Preferred Shares will be cancelled by the Institution Participating in the Offer that received its request.  Likewise, the Reservation Requests for Ordinary Shares carried out by Non-Institutional Investors that have stipulated, as a condition of confirmation of the respective Reservation Requests for Ordinary Shares, a maximum price per batch of one thousand Ordinary Shares smaller than  the Price of Sale of the Ordinary Shares (defined in item 2.5) will be cancelled by the Institution Participating in the Offer that received said Reservation Request for Ordinary Shares. If (i) the Non-Institutional Investor has conditioned its adhesion to the Offer to the distribution of the total  amount of the Ordinary Shares initially
offered, and the number of Ordinary Shares  effectively distributed is smaller than the number of Ordinary Shares initially offered or (ii) the Non-Institutional Investor has conditioned its adhesion to the Offer to the distribution of the Minimum Number of Ordinary Shares, its Reservation Request for Ordinary Shares will be cancelled by the Institution Participating in the Offer that received its request;
 
(c) each Institution Participating in the Offer should inform the number of Preferred Shares and/or Ordinary Shares to be acquired and the corresponding amount of the investment to the Non-Institutional Investor with whom it carried out the Reservation Request up until 16.00hs of the day following the publication of this Notice of Start, by way of its electronic address, or, in the absence of same, by telephone or correspondence, being the  payment limited to the amount of the respective Reservation Request and safeguarding the possibility of an apportionment, as provided for in item (f) below;
 
d) each Non-Institutional Investor should effect payment of the indicated amount in accordance with item (c) above, to the Institution Participating in the Offer with which it had carried out its Request for Reservation, in resources that are available immediately, by 10.30 a.m. on the Date of Liquidation (as defined in item 2.4.3);
 
e) if the total amount of the Reservation Requests for Preferred Shares is equal or smaller than 10% of the Preferred Shares effectively distributed, excluding the Additional Preferred Shares, there will not be an apportionment, and all the Reservation Requests will be fully met, and eventual remnants of the batch offered to Non-Institutional Investors will be allocated to the Institutional Investors. Likewise, if the total amount of the Reservation Requests for Ordinary Shares is equal or smaller than 10% of the total Ordinary Shares effectively distributed, excluding the Additional Ordinary Shares,  there will not be an apportionment, and all the Reservation Requests will be fully met, and eventual remnants of the batch offered to Non-Institutional Investors will be allocated to the Institutional Investors; 
 
(f) if the total of the Reservation Requests of the Preferred Shares is superior to the amount of 10% of the Preferred Shares effectively distributed, excluding the Additional Preferred Shares, an apportionment will be made amongst all the Non-Institutional Investors that adhere to the Retail Offer for the acquisition of Preferred Shares, being that (i) for  reservations of up to R$ 5,000,00 (five thousand reais), inclusive, the criteria for apportionment will be an equal and successive division of the Preferred Shares destined to the Retail Offer amongst all the Non-Institutional Investors, limited to the individual value of each Request for Reservation and to the total of the Preferred Shares destined to the Retail Offer; and (ii) once the criteria described in item (i) above has been fulfilled, the Preferred Shares destined to the Retail Market that  remain will be apportioned in  proportion to the value of the respective Requests for Reservation amongst all the Non-Institutional Investors, disregarding, however, in both cases, fractions of Preferred Shares. At the discretion of the Lead Coordinator, the number of Preferred Shares destined to the Retail Offer could be increased in order to meet partially or totally the excess requests being that in the case of partial consideration the criteria for apportionment described in (i) and (ii) above will be observed.  
 
(g) if the total of the Requests for Reservation of the Ordinary Shares is superior to the amount of 10% of the Ordinary Shares effectively distributed, excluding the Additional Ordinary Shares, an apportionment will be made amongst all Non-Institutional Investors that adhere to the Retail Offer for the acquisition of Ordinary Shares, being that (i) for  reservations of up to R$ 5,000.00 (five thousand reais), inclusive, the criterion for apportionment will be an equal and successive division of the Ordinary Shares destined to the Retail Offer amongst all the Non-Institutional Investors, limited to the individual value of each Reservation Request and to the total of the Ordinary Shares destined to the Retail Offer; and (ii) once the criterion described in item (i) above is met, the Ordinary Shares destined to the Retail Offer that remain will be apportioned in proportion to the value of the respective Reservation Requests amongst all the Non-Institutional Investors, disregarding, however, in both cases, fractions of Ordinary Shares. At the discretion of the Lead Coordinator, the number of Ordinary Shares destined to the Retail Offer could be increased in order to meet partially or totally the excess requests, being that in the case of partial consideration the criterion for apportionment described in (i) and (ii) above will be observed;  
 
(h) if there is an excess of demand superior to one third of the Preferred Shares effectively distributed, without considering the Additional Preferred Shares, the distribution of Preferred Shares to Connected Parties will be vetoed except for those that have carried out the Reservation Request  within the Period of Reservation for Connected Parties. Likewise, if there is an excess of demand superior to one third of the Preferred Shares effectively distributed, without considering the Additional Preferred Shares, the distribution of Preferred Shares to Connected Parties will be banned, except for those that have carried out the Reservation Request within the Period of Reservation for Connected Parties;  
 
(i) except in the hypothesis of finding  a relevant divergence between the information contained in the preliminary prospectus and the definitive prospectus relating to the Offer altering substantially the risk assumed by the Non-Institutional Investor, or its decision for investment, could the referred to Non-Institutional Investor desist from the Reservation Request after the start of the period for Distribution (defined in item 2.3.4. below). In this case, the Non-Institutional Investor should inform its decision to desist from the Reservation Request up to 10:30a.m.of the fifth working day after the date of publication of this Notice. If the Non-Institutional Investor does not inform its decision to desist from the Reservation Request by the date and time mentioned it should effect payment under the terms set out above; and  
 
(j) in the hypothesis that the Offer is not concluded or in the hypothesis of rescission of the Contract for Distribution or in   any other hypothesis for the return of Reservation Requests based on an express legal provision, the Reservation Requests will be automatically cancelled and the Institutions Participating  in the Offer will advise the Non-Institutional Investor with whom it carries out the Reservation Request of the cancellation of the Offer, and this will also occur by way of a notice in the press.
 
2.4.2. Institutional Investors
 
Subsequent to meeting the Reservation Requests from the Non-Institutional Investors as described above, the Shares will be distributed amongst the Institutional Investors contacted
by the Coordinators of the Offer, and these will not have permission for early reservations, nor will they be subject to maximum and minimum amounts of investment. 

If the number of Preferred Shares and/or Ordinary Shares that are the object of orders received from Institutional Investors during the Bookbuilding Procedure exceeds the total of the Preferred Shares and/or the Ordinary Shares remaining after meeting the Reservation Requests made by Non-Institutional Investors, the Institutional Investors that will take priority, at the discretion of the Selling Shareholders and the Coordinators,  will be those that best meet the purpose of this Offer,  which is to create a  diversified basis of shareholders formed by Institutional Investors with  different criteria for evaluating the Company across time, the business sector where it acts and the Brazilian and international macroeconomic outlook. The Institutional Investors should carry out the acquisition of the Shares by way of cash payment in local currency at the time of the acquisition.

 2.4.3. Distribution Term
 
The date of the start of the Offer shall be disclosed by publication of a Notice of Start, as provided for in article 52 of CVM Instruction 400. The period for distribution of the Shares
is up to 6 months counting from the date of publication of this Notice of Start (“Distribution Period”).The physical and financial liquidation of the Offer, in accordance with the provision below, should be carried out within a period of 3 working days counting from the date of the publication of this Notice of Start (“Liquidation Date”).
 
If the total of the Preferred Shares and/or Ordinary Shares  effectively distributed has not been liquidated within the period of 3 working days, counting from the date of publication of this Notice of Start, the Coordinators of the Offer will acquire, at the end of this period, and at the Sales Price of the Preferred Shares and/or the Sales Price of the Ordinary Shares, depending on the case at hand, the total of  the balance resulting from the difference between the number of Preferred Shares and/or Ordinary Shares that are the object of the firm guarantee posted by them and the number of Preferred Shares and/or Ordinary Shares effectively distributed in the market and not liquidated by the investors that acquired them, respectively, observing the limit of the firm guarantee for the acquisition of Preferred Shares and Ordinary Shares posted individually by each Coordinator of the Offer. The price for the re-sale of said balance of Preferred Shares and/or Ordinary Shares to the public by the Coordinators of the Offer, until the end of the Distribution Period, or until the date of the publication of the Notice of Termination of the Secondary Public Distribution of Preferred Shares and Ordinary Shares issued by AES Tiete S.A. whichever takes place first, will be the market price for the Preferred Shares and Ordinary Shares, limited to the respective Prices of Sale, safeguarding the balance of Preferred Shares and/or Ordinary Shares to the public by the Coordinators of the Offer, up to the end of the Distribution Period or until the date of the publication of the Notice of Termination of the Secondary Public Distribution of Preferred Shares and Ordinary Shares issued by AES Tiete S.A., whichever takes place first, will be the market price Preferred Shares and Ordinary Shares, limited by the respective Prices of Sale, safeguarding the activities of stabilization (described in 2.6 below).
 
2.5. Price of Sale
 
The price for acquiring a batch of one thousand Preferred Shares (“Sales Price for Preferred Shares”) and the price for acquiring a batch of one thousand Ordinary Shares (“Sales Price for Ordinary Shares and in conjunction with the Sales Price of Preferred Shares, the “Prices of Sale”) will be established after concluding the procedure of collecting investment intentions (“Bookbuilding Procedure”), carried out with the Institutional Investors (as defined above) by the Coordinators of the Offer, in compliance with articles 23, paragraph 1 and 44 of CVM Instruction 400, having as a parameter (a) the quotation of the Shares at BOVESPA, and (b) the indications of interest, based on the quality of demand (for volume and price) gathered from the Institutional  Investors. The interested Non-Institutional Investors that adhere to the Offer will not participate in the Bookbuilding Procedure, which will reflect the value for which Institutional Investors will present their intentions to buy the Shares in the context of the Offer. The Sales Prices will be approved by the competent corporate entities of the Selling Shareholders  before the grant of the registration of the Offer by CVM.  
 
2.6. Stabilization
 
The Lead Coordinator, with Credit Suisse First Boston S.A. Corretora de Títulos e Valores Mobiliários as an intermediary, will be allowed to carry out stock market operations intended to stabilize the prices of the Shares in BOVESPA during a period of up to 30 days counting from the date of the publication of  the Notice of Start. To this end, a Private Instrument of a Contract for the Supply of Services and  Stabilization of the Price of Preferred Shares and Ordinary Shares issued  by AES Tiete S.A. will be entered into in accordance with minutes submitted to the approval by CVM and BOVESPA. The activities for the stabilization of prices of Shares will be exercised at the sole discretion of the Lead Coordinator.
 
2.7. Rights, Advantages and Restriction of Shares
 
The Preferred Shares do not guarantee a right to vote in General Meetings of the Shareholders of the Company except in limited circumstances. The Preferred Shares confer on their holders the following advantages, rights and preferences: 
(a) participation in the net profit of each fiscal year, being assured to each Preferred Share an annual dividend 10% higher than that destined to every ordinary share issued by the Company; and 
(b) priority in the reimbursement of the capital of the Company in the case of its liquidation
up to the value of the stake in the company’s capital represented by these shares.
 
The Preferred Shares are listed at BOVESPA under the code “GETI4”.
 
The Ordinary Shares confer on their bearers the following rights: 

(a) the right to vote in the General Meetings of the shareholders of the Company being that
each share will correspond to one vote; and  
(b) the right to a mandatory dividend in each fiscal year of at least 25% of the net profit
adjusted in compliance with article 202 of Law nº  6.404, of December 15, 1976 and
subsequent alterations.
 
The Ordinary Shares are listed at BOVESPA under the code “GETI3”.
 
3. INFORMATION ABOUT THE COMPANY
 
The Company is a market leader in the Brazilian electric energy  generation sector. Its activities comprise the generation and supply of energy to local energy distributors in various regions of the State of São Paulo. For more information about the Company, the sector it works in, its activities and economic and financial situation read the Preliminary Prospectus for the Secondary Public Distribution of Preferred Shares and Ordinary Shares Issued by AES Tiete S.A (“Preliminary Prospectus”).  
 
4. FINANCIAL INSTITUTION DEPOSITARY OF THE SHARES

The financial institution hired for the services of bookkeeping of the Shares is Banco Itaú S.A.
 
5. ADDITIONAL INFORMATION
 
The investors who wish to receive further information about the Offer or obtain a copy of the Preliminary Prospectus should approach the offices of the Institutions Participating in the Offer at the addresses indicated below. Additional information about the Syndicated Brokers registered with CBLC can be found at the CBLC website: www.cblc.com.br.
 
The following are the addresses of  the Institutions Participating in the Offer where the investors can find additional information about the Offer as well as the Preliminary Prospectus:

• Banco de Investimentos Credit Suisse First Boston S.A.
Av. Brigadeiro Faria Lima nº 3.064, 13.º andar
São Paulo, SP

• Banco Santander Brasil S.A.
Rua Amador Bueno nº 474, 3.º andar
São Paulo, SP

• Syndicated Brokers
The offices of brokers for bonds and securities authorized by the CBLC to participate in the
Offer.
 
The Preliminary Prospectus is also available on the following sites: www.aestiete.com.br,
www.banespa.com.br, www.santander.com.br, www.nossacaixa.com.br, www.csfb.com.br/ofertas and www.superbroker.com.br.
 
Apart from this, the Preliminary Prospectus will be available at the head offices and site of the CVM, located at Rua Sete de Setembro, nº 111, 5º andar, in the city of Rio de Janeiro, State of Rio de Janeiro, as well as at Rua Líbero Badaró, nº 471, 7º andar, in the city of São Paulo, State of São Paulo (www.cvm.gov.br) and at BOVESPA, located at Rua XV     de Novembro, nº275, in the city of São Paulo, State of São Paulo (www.bovespa.com.br).  
 
The Offer was approved during a BANESPA Board of Directors’ Meeting, held on March 17, 2005, in a meeting of the Management of Banco Santander, held on March 23, 2005 and in a meeting of the Management of Nossa Caixa, held on May 17, 2005.
 
 The Selling Shareholders and the Coordinators of the Offer will be holding presentations to investors (road show), during the period between the date the Preliminary Prospectus is disclosed and the date when the Sales Prices will be determined. 

 The Preliminary Prospectus contains additional and supplementary information to this Notice to the Market and its reading allows  for a detailed analysis of the terms and conditions of the Offer and the risks inherent to same.  
 
PLEASE READ THE PRELIMINARY PROSPECT BEFORE ACCEPTING THE
OFFER.
 
This Offer is subject to the prior approval by CVM.
 
This is a public distribution that is exclusively secondary, and not carried out by the Company or by its controlling shareholders. The Company has cooperated with Selling Shareholders in accordance with the provisions of CVM Instruction 400.
 
This announcement is not an offer of sale of the Shares in the United States of America or in any other jurisdiction where the sale might be prohibited, being that there will be no registration of the Offer at the SEC or any regulatory body of the stock markets of any other countries except Brazil. The Shares can not be sold in the United States of America without registration at the SEC except in cases where exemption is applicable.
 
An investment in shares represents a risk investment because it is an investment in variable income and therefore investors that intend to invest in Shares are subject to the volatility of the stock market. Even so, there is no class or category of investor that is prohibited by law from acquiring Shares.
 
Lead Coordinator
 

 


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