Association -- Banco Itau Holding Financeira S/A and Lojas Americanas S/A -- Disclosure of Material Fact

Association -- Banco Itau Holding Financeira S/A and Lojas
Americanas S/A -- Disclosure of Material Fact 


SAO PAULO, Brazil, Feb. 28  /PRNewswire-FirstCall/ -- 1. LOJAS AMERICANAS S.A.
("LASA") and BANCO ITAU HOLDING FINANCEIRA S.A. ("ITAU") announce an
association for the purpose of creating a new financial institution. ITAU,
through companies controlled by it, and LASA will constitute a new company
("New Company"), a financial institution with operations to be duly authorized
by the Brazilian Central Bank, which will engage in the structuring and sale of
financial products and services and the like for customers of Lojas Americanas,
Americanas Express and Americanas.com on an exclusive basis.

2. The New Company will also acquire LASA's sales promotion company, Facilita
Servicos e Propaganda S.A. ("Facilita").

3. The equity of the New Company will be R$ 80 million, owned 50% by ITAU and
50% by LASA.

4. Brazilian consumer credit markets will be strengthened by this association
between two major Brazilian groups, each of them a leader in their markets and
acknowledged for excellence of management and the value of their brand names.

5. This association will represent an opportunity to broaden and improve the
range of financial products and services currently available to customers of
LASA (such as Private Label cards, widely accepted co-branded credit cards,
consumer credit, personal loans, insurance, extended product warranties and
more) at the following points of sale: 

  -- at the Lojas Americanas and Americanas Express stores, through which
     over 1 million people pass each day in 19 Brazilian states plus the
     Federal District;
  -- at Americanas.com, with approximately 110,000 products offered to its
     clients;
  -- at Facilita sales promotion company, with a presence in all LASA
     points of sale, as well as having 20 strategically located stores of
     its own.


6. The New Company will be managed by a Board of Directors, the chairman of
which will be nominated by ITAU, and which will be assisted by an Operating
Support Committee, comprised in equal parts by the two shareholders, aiming to
ensure development of the business. The Executive Board will be made up of
professionals with wide experience in the New Company's field of activity, and
its management will be the responsibility of ITAU. The company will also have
its own structure and staffing.

7. ITAU is the bank with the highest market capitalization in Latin America (R$
44.1 billion on December 31, 2004).  It relies on state-of-the-art technology,
the knowledge over a wide range of sales channels and excellence in the
management of its financial activities. Its extensive knowledge of and
experience in consumer credit guarantee ITAU a highly competitive position in
this market segment.

  As of 12/31/2004                     Amounts (R$ million)     Quantities
  Credit cards (*)                           5,162             10.7 million
  Consumer finance and personal loans        6,926              8.6 million
  Number of active customers                                   11.8 million
  ATMs                                                            21,150
  Branches and customer-site branches                              3,073



(*) Includes values referring to the increase of the equity participation in
Credicard Banco S.A.

8. LASA has a substantial presence in the Brazilian retail market under the
"Lojas Americanas", "Americanas Express", "Americanas.com" and "Facilita"
banners. LASA's customer relations already involve a significant number of
transactions.

  Consolidated Gross Revenue                R$ 2.3 billion in 2003
                                            R$ 1.9 billion in 2004 (*)
  Lojas Americanas
  -- Gross Revenue (*)                      R$ 1.6 billion
  -- Flow of Customers                      1 million customers / day
  -- Number of Stores (**)                  158 units
  -- Sales Area                             295 thousand m2
  -- Number of Transactions            Over 110 million transactions / year
  -- POS Terminals                          Over 3 thousand
  Americanas.com
  -- Gross Revenue (*)                      R$ 274 million
  -- Number of Customers                    3 million customers / month
  Facilita
  -- Number of Own Stores                   20 units

  (*) Accumulated from January to September 2004.
  (**) Includes 35 new stores in 2004.



9. The New Company will manage the financial products to be offered to LASA's
customers as well as the customers of any new points of sale that LASA may come
to possess, estimated at 300 additional stores over the next 10 years.

10. Implications for ITAU

10.1 Reinforcement in the consumer credit segment in line with its strategy of
expansion in credit operations and focus on this particular segment;

10.2 The operation will result in the consolidation of Taii's brand and the
broadening of its distribution network, dedicated to the consumer credit
segment;

10.3 The association will strengthen ITAU's position in the retail finance
market and enable its experience in retail credit to help develop new forms of
relationship with LASA customers;

10.4 The association implies a total investment of approximately R$ 240
million, including R$ 40 million of initial equity in the New Company and
goodwill of R$ 200 million to be paid to LASA, of which R$ 100 million is in
cash, with the remaining R$ 100 million to be paid according to the achievement
of its targets over an up to six year period;

10.5 The results from the association are not expected to materially affect TAU
results during the first three years of operations.

11. Implications for LASA

11.1 The association will lead to greater circulation of customers through
LASA's stores and at Americanas.com, with a positive impact on sales, and
offers an effective strategy for broadening range and improving conditions of
financial products and services it offers its customers.

11.2 Operating synergies offer scope for productivity gains and a positive
impact on LASA results, not only via increased revenues but also by reducing
and diluting costs and expenses.

11.3 The association, and the incorporation of the New Company, imply
additional resources totaling R$ 200 million for LASA, of which R$ 100 million
will be a cash payment to be received at a date to be agreed upon by the two
parties, the remaining R$100 million to be received according to achievement of
targets over a period of up to six years.  Additionally, LASA will invest R$ 40
million as its part of the equity of the New Company. It is not possible yet to
estimate the effect of the association on LASA sales and results.

11.4 LASA's distribution network and knowledge of its customer basis coupled
with ITAU's excellence and technology in the financial sector will result in an
outstanding opportunity for selling financial products and services.

12. ITAU and LASA will proceed toward the signing of the final contracts and,
once signed, will proceed to obtain the necessary approvals from the Central
Bank and other pertinent authorities for incorporation of the New Company. The
association will be for an initial period of 20 years, and may be further
extended. Operations are expected to commence in the second half of 2005.

13. For ITAU and LASA, this association is a reaffirmation of their commitment
to the Brazilian market, with the certainty of increasing customer satisfaction
and creating shareholder value.

  ALFREDO EGYDIO SETUBAL                  ROBERTO MARTINS DE SOUZA
  Investor Relations Director             Investor Relations Director
  BANCO ITAU HOLDING FINANCEIRA S.A.      LOJAS AMERICANAS S.A.


DATASOURCE: Banco Itau Holding Financeira S.A.



CONTACT:  Geraldo Soares, Banco Itau Holding Financeria, S.A.,

+011-55-11-5019-1549, or  



Web site:  http://www.itau.com/

http://www.itau.com.br/ 

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