SC 13G

0000950123-09-006192.txt : 20090407 0000950123-09-006192.hdr.sgml : 20090407 20090407121127 ACCESSION NUMBER: 0000950123-09-006192 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20090407 DATE AS OF CHANGE: 20090407 GROUP MEMBERS: JULIO RAFAEL DE ARAGAO BOZANO SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Embraer - Empresa Brasileira de Aeronautica S.A. CENTRAL INDEX KEY: 0001355444 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT [3721] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-84810 FILM NUMBER: 09736894 BUSINESS ADDRESS: STREET 1: AV. BRIGADEIRO FARIA LIMA 2170 CITY: SAO JOSE DOS CAMPOS STATE: D5 ZIP: 12227901 BUSINESS PHONE: 551239274404 MAIL ADDRESS: STREET 1: AV. BRIGADEIRO FARIA LIMA 2170 CITY: SAO JOSE DOS CAMPOS STATE: D5 ZIP: 12227901 FORMER COMPANY: FORMER CONFORMED NAME: Embraer - Empresa Brasileira de Aeron?utica S.A. DATE OF NAME CHANGE: 20070329 FORMER COMPANY: FORMER CONFORMED NAME: EMPRESA BRASILEIRA DE AERONAUTICA S.A. DATE OF NAME CHANGE: 20060403 FORMER COMPANY: FORMER CONFORMED NAME: Rio Han Holding DATE OF NAME CHANGE: 20060307 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Cia. Bozano CENTRAL INDEX KEY: 0001461009 IRS NUMBER: 000000000 STATE OF INCORPORATION: D5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: RUA VISCONDE DE OURO PRETO, N? 5 STREET 2: 11? ANDAR CITY: RIO DE JANEIRO STATE: D5 ZIP: 22250-180 BUSINESS PHONE: 55 21 3237 9000 MAIL ADDRESS: STREET 1: RUA VISCONDE DE OURO PRETO, N? 5 STREET 2: 11? ANDAR CITY: RIO DE JANEIRO STATE: D5 ZIP: 22250-180 SC 13G 1 y01449sc13g.htm SCHEDULE 13G SC 13G

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Schedule 13G

Under the Securities Exchange Act of 1934
(Amendment No.)*

EMBRAER — EMPRESA BRASILEIRA DE AERONÁUTICA S.A.

(Name of Issuer)

Common Shares

(Title of Class of Securities)

29081M102

(CUSIP Number)

December 31, 2008

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)
o Rule 13d-1(c)
þ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No.		29081M102


1	NAME OF REPORTING PERSON Júlio Rafael de Aragão Bozano S.S. or I.R.S. Identification No. of Above Person Not Applicable


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) þ

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Brazil

		5	SOLE VOTING POWER

NUMBER OF			-0-

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			75,133,609

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			-0-

WITH:		8	SHARED DISPOSITIVE POWER

			75,133,609

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	75,133,609

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	10.4%

12	TYPE OF REPORTING PERSON

	IN


CUSIP No.		29081M102


1	NAME OF REPORTING PERSON Cia. Bozano S.S. or I.R.S. Identification No. of Above Person Not Applicable


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) þ

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Brazil

		5	SOLE VOTING POWER

NUMBER OF			-0-

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			66,236,689

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			-0-

WITH:		8	SHARED DISPOSITIVE POWER

			66,236,689

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	66,236,689

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	9.2%

12	TYPE OF REPORTING PERSON

	CO

Item 1.

Item 1(a). Name of Issuer:

Embraer — Empresa Brasileira de Aeronáutica S.A.

Item 1(b). Address of Issuer’s Principal Executive Offices:

Av. Brigadeiro Faria Lima, 2170
12227-901 São José dos Campos, São Paulo
Brazil

Item 2.

Item 2(a). Name of Person(s) Filing:

Júlio Rafael de Aragão Bozano

Cia. Bozano

Júlio Rafael de Aragão Bozano owns 99.66% of Cia. Bozano.

Item 2(b). Address of Principal Business Office:

Júlio Rafael de Aragão Bozano

Rua Visconde de Ouro Preto, No. 5 — 11° andar

Botafogo, Rio de Janeiro — RJ

CEP 22250-180

Brazil

Cia. Bozano

Rua Visconde de Ouro Preto, No. 5 — 11° andar

Botafogo, Rio de Janeiro — RJ

CEP 22250-180

Brazil

Item 2(c). Citizenship or Place of Organization:

Júlio Rafael de Aragão Bozano is a citizen of Brazil.

Cia. Bozano is a corporation (sociedade anônima) organized under the laws of Brazil.

Item 2(d). Title of Class of Securities:

Common Shares

Item 2(e). CUSIP Number:

29081M102

Item 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a: Not Applicable

(a) o A broker or dealer under Section 15 of the 1934 Act

(b) o A bank as defined in Section 3(a)(6) of the 1934 Act

(d) o An investment company registered under Section 8 of the Investment Company Act of 1940

(e) o An investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E)

(f) o An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F)

(g) o A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G)

(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act

(i) o A church plan that is excluded from the definition of investment Company under Section 3(c)(14) of the Investment Company Act of 1940

(j) o A group, in accordance with Rule 13d-1(b)(1)(ii)(J)

Item 4. Ownership

(a) Amount Beneficially Owned:

See Item 9 of attached cover pages.

(b) Percent of Class:

See Item 11 of attached cover pages.

(i) sole power to vote or to direct the vote

(ii) shared power to vote or to direct the vote

(iii) sole power to dispose or to direct the disposition

(iv) shared power to dispose or to direct the disposition

See Items 5-8 of attached cover pages.

Item 5. Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o

Item 6. Ownership of More than Five Percent on Behalf of Another Person

Not Applicable

Item 7. Identification and Classification of the Subsidiary which Acquired the Security being Reported on by the Parent Holding Company or Control Person

Not Applicable

Item 8. Identification and Classification of Members of the Group

Not Applicable

Item 9. Notice of Dissolution of Group

Not Applicable

Item 10. Certification

Not Applicable

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.

Dated: April 7, 2009

Júlio Rafael de Aragão Bozano


By:		/s/ Júlio Rafael de Aragão Bozano

		Name: Júlio Rafael de Aragão Bozano
		Title: Authorized Signatory

Cia. Bozano

By:		/s/ Sergio Eraldo de Salles Pinto

		Name: Sergio Eraldo de Salles Pinto
		Title: Executive Officer

EX-99.A 2 y01449exv99wa.htm EX-99.A: JOINT FILING AGREEMENT EX-99.A

EXHIBIT A — JOINT FILING AGREEMENT

The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k) (1) under the Securities Exchange Act of 1934, as amended, on behalf of each such person.

Dated: April 7, 2009

Júlio Rafael de Aragão Bozano


By:		/s/ Júlio Rafael de Aragão Bozano

		Name: Júlio Rafael de Aragão Bozano
		Title: Authorized Signatory

Cia. Bozano

By:		/s/ Sergio Eraldo de Salles Pinto

		Name: Sergio Eraldo de Salles Pinto
		Title: Executive Officer