6-K

SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 6-K

Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of April 2009

Commission File Number: 001-15276

Itaú Unibanco Banco Múltiplo S.A.

Itaú Unibanco Multiple Bank S.A.

(Translation of Registrant’s Name Into English)

Praça Alfredo Egydio de Souza Aranha, 100-Torre Itaúsa
04344-902 São Paulo, SP, Brazil
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F:   ý      Form 40-F:   o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(1):

Yes:   o      No:   ý

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7):

Yes:   o      No:   ý

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes:   o      No:   ý

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
82-___________________.

SIGNATURES

             Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Itaú Unibanco Banco Múltiplo S.A.               (Registrant)
Date:  April 29, 2009	By:	/s/ Alfredo Egydio Setubal                Name:   Alfredo Egydio Setubal Title:     Investor Relations Officer
	By:	/s/ Silvio Aparecido de Carvalho         Name:   Silvio Aparecido de Carvalho Title:     Chief Financial Officer

EXHIBIT INDEX

99.1 Summary Minutes of the Extraordinary General Meeting held on April 24, 2009 at 3:00 pm.

99.2 Summary Minutes of the Extraordinary General Meeting held on April 24, 2009 at 3:20 pm.

99.3 Summary Minutes of the Ordinary General Meeting held on April 24, 2009 at 3:40 pm.

EX-99.1

ITAÚ UNIBANCO BANCO MÚLTIPLO S.A.

CNPJ. 60.872.504/0001-23 A Publicly Listed Company  NIRE. 35300010230

Authorized Capital: up to 6,000,000,000 of shares

Subscribed and Paid-in Capital: R$ 29,000,000,000.00 – 4,155,396,563 shares

SUMMARY MINUTES OF THE EXTRAORDINARY GENERAL MEETING

HELD ON APRIL 24, 2009 AT 3:00 P.M.

VENUE AND TIME: Praça Alfredo Egydio de Souza Aranha No. 100, Torre Olavo Setubal – 9th floor, in the city and state of São Paulo, at 3:00 p.m.

PRESIDING OFFICIALS: Roberto Egydio Setubal - President

Carlos Roberto Zanelato - Secretary

QUORUM: stockholders representing more than two thirds of the voting stock.

CONVENING NOTICE: published in the newspapers “Valor Econômico”, April 9 (page C-1), 13 (page C-7) and April 14, 2009 (page C-3) editions, and the “Diário Oficial do Estado de São Paulo”, April 9 (page 36), 10 (page 29) and April 14, 2009 (page 42) editions.

RESOLUTIONS ADOPTED BY THE FLOOR:

Pursuant to the Proposal of the Board of Directors of April 8, 2009, the following items were approved:

1. Stock Option Plan: the amendments to the Company’s Stock Option Plan (“Plan”) to include the following provisions, as well as consolidate them in the form of the Attachment I to these minutes:

(i) provision permitting members of the Board of Directors of the Company or that of its controlled companies also to receive stock option grants within the scope of the Plan;

(ii) at the criteria of the committee responsible for the stock option grants and through the intermediary of performance and leadership evaluation tools, a provision for officers with  outstanding ability to perform and potential, to be offered stock options, the strike price of which to be paid against compliance with the obligation on the part of the beneficiaries to invest, in shares of the Company, 20% of their net bonus received with respect to the preceding year, and to maintain title to these shares unaltered and without any type of encumbrance from the date of the stock option grant until its exercising. For each share thus acquired, one stock option shall be granted for each share of the Company; and

(iii) provision that notification of exercising the stock option shall be made to the area of the Company responsible for the management of the Plan.

MINUTES OF THE EXTRAORDINARY GENERAL MEETING OF APRIL 24, 2009, AT 3:00 P.M., OF	Page 2
ITAÚ UNIBANCO BANCO MÚLTIPLO S.A.

This matter on the agenda was approved by the Meeting with the abstention of the stockholders Elizabeth Cruz de Oliveira and ECO Aluguel de Imóveis Próprios Ltda. and the opposing vote of two investment funds and of the stockholder Caixa de Previdência dos Funcionários do Banco do Brasil – PREVI with respect to item 3.2 of the Plan only, considering that the limit for the quantity of options (0.5%) to be granted in each fiscal year, conflicts with the realities of the Brazilian market.

2. Unibanco – Performance Stock Option Plan: approved, with the abstention of the stockholders Elizabeth Cruz de Oliveira and ECO Aluguel de Imóveis Próprios Ltda. and the opposing vote of two investment funds, the assumption, by the Company of the rights and obligations established in the current contracts signed with the beneficiaries of the Unibanco – Performance Stock Option Plan (“Performance”), which is an integral part of these minutes in the form of an Attachment II, including responsibility for the grants realized within the scope of the said plan. The Company’s Board of Directors shall appoint the committee responsible for monitoring the plan, for which all the powers and prerogatives shall be attributed to the committee responsible for the management of the Performance.

3. Publication of the Minutes: approved, unanimously, the publication of the minutes of the Meeting omitting the names of the stockholders present, pursuant to Paragraph 2, Article 130 of Law 6,404/76.

FILED DOCUMENT: the Proposal of the Board of Directors of April 8, 2009 and the Voting Declaration werefiledat theCompany’s registered offices and authenticated by the Presiding Officials.

São Paulo, April 24, 2009. (signed) Roberto Egydio Setubal, President; Carlos Roberto Zanelato, Secretary; ...

ALFREDO EGYDIO SETUBAL

Investor Relations Officer

Attachment I to the minutes of the Extraordinary General Meeting of April 24, 2009, at 3:00 p.m., of Itaú Unibanco Banco Múltiplo S.A.

ITAÚ UNIBANCO STOCK OPTION PLAN

1. PLAN’S OBJECTIVE AND GUIDELINES

Itaú Unibanco Banco Múltiplo S.A. (“ITAÚ UNIBANCO”) has instituted a Stock Option Plan (PLAN) for the purpose of integrating officers and members of the Board of Directors (“MEMBERS OF MANAGEMENT” or “MEMBER OF MANAGEMENT”, as the case may be) into ITAÚ UNIBANCO’s medium and long-term development. This will facilitate their participation in the additional value which their work and dedication have created for the shares which represent ITAU UNIBANCO’s capital.

1.1. The stock options will give their respective holders the right to subscribe preferred shares of ITAÚ UNIBANCO’s authorized capital stock in line with the PLAN’s conditions.

1.2. At ITAÚ UNIBANCO’s discretion, the exercising of the options may correspond to a sale of shares held as treasury stock for resale to the market, thus in essence applying, as a general rule, the same discipline pursuant to the PLAN.

1.3. Each stock option shall give the right to subscribe one share.

1.4. The rules and operating procedures with respect to the PLAN shall be governed by a committee to be appointed by the Board of Directors of ITAÚ UNIBANCO for the purposes of this PLAN (“COMMITTEE”).

2. BENEFICIARIES OF STOCK OPTIONS

It shall be incumbent on the COMMITTEE to periodically designate the MEMBERS OF MANAGEMENT of ITAÚ UNIBANCO to whom stock options shall be granted in the quantities specified.

2.1. In exceptional circumstances, stock options may be granted to the MEMBERS OF MANAGEMENT of controlled companies or to senior employees of ITAÚ UNIBANCO or the aforesaid companies.

2.1.1. Stock options may also be granted to highly qualified individuals on being hired by ITAÚ UNIBANCO or its controlled companies.

2.2. The stock options shall be personal and not transferable, except by succession causa mortis.

2.3. It shall be incumbent on the COMMITTEE’s president to apprise the Board of Directors of the decision to grant stock options. The Board of Directors may modify this decision at the first subsequent meeting of this body. This not being the case, the options granted by the COMMITTEE can be deemed to have been confirmed.

3. CONDITIONS AND ANNUAL LIMIT FOR THE GRANTING OF STOCK OPTIONS

3.1. Stock options shall only be granted relative to the fiscal years in which sufficient profit has been recorded to permit the distribution of the mandatory dividend to the stockholders.

3.2. The total quantity of stock options to be granted in each fiscal year shall not exceed the limit of 0.5% (one half per cent) of the total shares of ITAÚ UNIBANCO that the majority and minority stockholders hold on the closing date of the balance sheet of the same fiscal year.

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3.2.1. In any given year, should the quantity of stock options granted be less than the limit of 0.5% of the total shares, the difference may be added to the stock options in any one of the 7 (seven) subsequent fiscal years.

3.2.2. Pursuant to item 2.1.1, the stock options not granted for a given fiscal year may be issued under the conditions of any series of stock options not granted for the same fiscal year or for any subsequent fiscal year in accordance with the terms of 3.2.1.

4. QUANTIFICATION AND CHARACTERISTICS OF THE STOCK OPTIONS

4.1. The COMMITTEE shall decide the total quantity of options to be granted in relation to each fiscal year, at its discretion, segmenting the total lot of stock options to be granted in series, establishing the characteristics of each series, particularly the strike price (item 6), the expiry date (item 7) and grace period (item 8).

5. PRO-RATA DISTRIBUTION AMONG THE BENEFICIARIES

5.1. The COMMITTEE shall select the BENEFICIARIES to whom the stock options shall be granted and establish the quantity of stock options of each series to be received by each one, taking into account, at its exclusive criterion, the performance of the selected executives for the corresponding fiscal year, the compensation already received for the same fiscal year and other parameters considered appropriate.

6. STRIKE PRICE

6.1. The strike price, to be paid by ITAÚ UNIBANCO, shall be established by the COMMITTEE simultaneously with the granting of the stock option and may be determined on the basis of one of the following parameters:

a) To establish the strike price of the options in general, the COMMITTEE shall consider the average prices for ITAÚ UNIBANCO’s preferred shares on the days the BM&FBOVESPA S.A. Securities, Commodities and Futures Exchange is open for business, for the period of at least one and, at the most, three months prior to the issue of the stock options at the COMMITTEE’s discretion. An adjustment of up to 20% more or less than the average price is permitted. Prices established in this way shall be restated up to the month prior to the exercising of the option at the IGP-M inflation index, or in the absence of this, by the index which COMMITTEE shall so designate, being paid within a term equal to that for the settlement of operations on the BM&FBOVESPA S.A. Securities, Commodities and Futures Exchange.

b) for those officers that have, at the criteria of the COMMITTEE and through the use of performance and leadership evaluation tools, outstanding ability to perform and potential, the COMMITTEE may grant options whose strike price is paid through the meeting of objectives, conditional on the obligation of the beneficiary investing, in shares of ITAÚ UNIBANCO, 20% of the net participation in the profits and results which they have received with respect to the preceding year, maintaining title to these shares unaltered and without any type of encumbrance from the date of the stock option grant until its exercising. For each share thus acquired one stock option shall be granted for each share of ITAÚ UNIBANCO.

6.2 The acquired shares shall be entitled to dividends and other income as if they had been purchased on the same date through the BM&FBOVESPA S.A. Securities, Commodities and Futures Exchange.

7. STOCK OPTIONS EXPIRY DATE

The COMMITTEE shall set an expiry date for the stock option grants, these being automatically extinguished at the end of the period.

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7.1. The term of each stock option series shall begin on the date that this series has been issued and the respective expiry date shall fall at the end of the period which may vary between the minimum of YI+5 years and the maximum of YI+10 years, YI (Year of Issue) being understood as the calendar year during which the issue occurs. The term of the stock option shall therefore always expire on the last business day of the last calendar year of this term.

7.2. The term of the stock options, the holders of which resign or are dismissed from ITAÚ UNIBANCO and/or its controlled companies and no longer have executive functions in any corporation, shall be extinguished ipso jure. The MEMBERS OF MANAGEMENT’ stock options shall be extinguished on the date on which they cease to exercise their functions whether due to resignation or at the initiative of the body which elected them. In the case of an employee, the stock options term shall be extinguished on the date that the relative labor contract is rescinded.

7.3. The provision for extinguishment pursuant to 7.2 shall not occur should the MEMBERS OF MANAGEMENT leave the organization due to his/her failure to be re-elected or in the case of an employee over 55. In this case, the options held by the beneficiary may be exercised up to the final expiry date (item 7.1), or within 3 (three) years as from the date of leaving, which ever expires first.

7.3.1. The MEMBER OF MANAGEMENT not reappointed to the post of officer, but elected or reelected to the Board of Directors of ITAÚ UNIBANCO and/or controlled companies, shall be subject to the following provisions: (i) for stock options already granted and still  not exercised, the rules under item 7.3 shall apply; (ii) for new options which may be granted while a director, all the provisions of this PLAN shall apply, in particular the rules of extinguishment (items 7.2 and 7.3).

7.4. Should the holder of the stock options die before leaving the organization, the respective successors may exercise them up to the final expiry date (item 7.1), or within a period of up to 3 (three) years as from the date of decease, whichever event occurs first.

7.4.1. Should the beneficiary’s decease occur after leaving, pursuant to item  7.3, his/her successors may exercise the options during the term that remained to the holder, as described in the same item.

8. EXERCISING OF THE STOCK OPTIONS

8.1. Without limitations to the period of validity (item 7), the options may only be exercised once the grace period has elapsed and outside the blackout periods stipulated by the COMMITTEE.

8.2. The COMMITTEE shall establish the grace period for each stock options series on the date of issue, the duration of which shall vary from YI+1 and YI+5 years, YI being the calendar year in which the issue has occurred. The grace period shall therefore always expire on the last day of the last calendar year of this period.

8.3. The grace period shall extinguish on the holder’s leaving the organization pursuant to the conditions in item 7.3, or due to his/her decease.

8.4. The COMMITTEE shall determine the blackout periods when necessary, in order to organize the work involved leading to a subscription.

8.5. The holder of the stock options shall advise the area responsible for the management of the PLAN of Banco Itaú S.A. at least 48 hours prior to the date on which he/she intends to exercise the stock options.

8.6. The holder of more than one series of stock options may exercise all or only some, in their entirety or partially.

9. QUANTITATIVE RESTATEMENT OF THE STOCK OPTIONS

In order to preserve the purpose of the PLAN (item 1), the quantities of stock options granted and still not exercised, or their strike price, may be restated upwards or downwards when the level of ITAÚ

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UNIBANCO’s share price on the Stock Exchanges changes significantly due to decision taken by ITAÚ UNIBANCO’s Board of Directors or General Stockholders’ Meeting with respect to (a) a stock split or reverse stock split or stock dividends; (b) the issue of a large quantity of shares for increasing the capital stock; (c) distribution of dividends, interest on capital and/or cash bonuses, for exceptionally large amounts; (d) mergers, incorporation, spin-off or acquisition of the control of large companies; (e) other actions of a similar nature and relevance.

9.1. The COMMITTEE shall deliberate on the restatements and shall implement them once ratified by the Board of Directors.

10. AVAILABILITY OF SHARES

10.1. The holder may freely negotiate one half of the shares which he has subscribed through the exercising of the option.

10.2. The other half shall remain non-negotiable for a term of 2 (two) years as from the exercise date, this process being registered pursuant Article 40 of Law 6,404 of December 15 1976.

10.3. The blocking of shares pursuant to item 10.2 shall not apply to share subscriptions through the exercising of stock options in the last six months before final expiry date (item 7).

10.4. At the outset of the final semester prior to stock option expiry, all those shares which have been blocked up to that time shall become available for negotiation.

10.5. The non-negotiability of the shares pursuant to item 10.2 shall also not be applicable in relation to subscribed shares arising from the exercising of the share option, at any time, by a stock option holder who has left the organization under the conditions pursuant to item 7.3 or by the successors of a deceased holder (item 7.4).

10.6. The shares registered as non-negotiable pursuant to item 10.2 shall be free for negotiation if and when the respective holder leaves the organization under the conditions pursuant to item 7.3 occurs or due to his/her decease.

11. OMISSIONS

It shall be incumbent on the COMMITTEE to decide cases not covered by PLAN, ad referendum of the Board of Directors.

_______________________

Attachment II to the minutes of the Extraordinary General Meeting of April 24, 2009, at 3:00 p.m., of Itaú Unibanco Banco Múltiplo S.A.

UNIBANCO - - PERFORMANCE STOCK OPTION PLAN

1. PURPOSE

1.1. The UNIBANCO - PERFORMANCE STOCK OPTION PLAN, hereinafter referred to simply as PERFORMANCE, is a joint initiative of UNIBANCO – UNIÃO DE BANCOS BRASILEIROS S.A. (“UNIBANCO”) and UNIBANCO HOLDINGS S.A. (“HOLDINGS”), by means of which the executives of the economic group of UNIBANCO will be granted options (“Options”) for the acquisition of stock and UNITS (deposit certificates which represent, each one, one preferred share of UNIBANCO and one preferred share of HOLDINGS), IN ORDER TO:

1.1.1. attract highly qualified executives, by means of instruments lined up with the best market practices; and

1.1.2. promote the development and favor the retention of UNIBANCO’s executives, once their participation in the corporate capital of the company will allow them to be benefited from the results for which they have contributed, increasing, consequently, the value of their shares, combining, therefore, their interest with the interests of the shareholders of UNIBANCO and of HOLDINGS.

1.2. For purposes of this Regulation, the terms defined below shall have the following meaning:

1.2.1. OWN STOCKS are the shares issued by UNIBANCO and/or HOLDINGS, or UNITS, that the executives shall acquirer with their BONUS and which ownership must be maintained, as described in item 4.5.3, as a form of payment of the EXERCISE PRICE.

1.2.2. BONUS is the net value of the variable compensation that the EXECUTIVE receives for the rendering of services for the company to which it is connected to.

1.2.3. COMMITTEE is the board responsible for the management of the PERFORMANCE, composed by 4 to 6 members elected by the President of the Board of Officers of UNIBANCO, as well as of one member of the Board of Directors of HOLDINGS, nominated by the latter, and to be presided by the President of the Board of Officers of UNIBANCO. The term-of-office of the members of the COMMITTEE shall be indefinite.

1.2.4. Option’s EXERCISE DATE is the date of receipt, by Unibanco, of the notification referred to in item 4.4.5, when the EXECUTIVES state their intention of acquiring the shares of UNIBANCO and/or HOLDINGS, as the case may be, by exercising their Options.

1.2.5. EXECUTIVES are the persons to whom the Options regarding PERFORMANCE may be granted, as defined in item 3.1. and 3.2.

1.2.6. STOCK OPTIONS are the Options granted individually by UNIBANCO and/or by HOLDINGS, which exercise requires the acquisition, by the EXECUTIVES, of ordinary or

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preferred shares of UNIBANCO and of preferred shares of HOLDING, according to the rules set forth in item 4.4.4.2.

1.2.7. UNITS OPTIONS are the Options granted concurrently by UNIBANCO and HOLDINGS, which exercise requires the acquisition, by the EXECUTIVES, of UNITS, by exercising options granted by UNIBANCO and by HOLDINGS, according to the rules set forth in item 4.4.4.1.

1.2.8. REGULAR OPTIONS are the Options which price is established according to item 4.5.2.

1.2.9. BONUS OPTIONS are the Options which price is established according to item 4.5.3.

1.2.10. EXERCISE TERM is the term comprehended between the date when the option is granted and the date when such option may be exercised by the EXECUTIVE, as set forth by the COMMITTEE, pursuant to item 4.6.1.

1.2.11. MATURITY TERM is the term comprehended between the end of the EXERCISE TERM and the date when the Options shall be considered extinct, as set forth in item 4.6.3.

1.2.12. EXERCISE PRICE is the price that the EXECUTIVE shall contribute for the acquisition of shares of UNIBANCO and/or of HOLDINGS, as the case may be, by virtue of the exercise of the Options, as described on item 4.5.

2. MANAGEMENT OF THE PLAN

2.1. PERFORMANCE shall be managed by the COMMITTEE, which, subject to the terms of this Regulation, shall be in charge of:

a. taking all necessary and suitable measures for the management of PERFORMANCE, including with respect to the interpretation of the Regulation and application of the rules set forth herein, as well as the definition of cases not provided for in this Regulation;

b.  appointing, amongst the persons eligible under the terms of items 3.1. 3.2., the ones that shall participate of the PERFORMANCE and to whom the Options shall be granted;

c. establishing the quantity, dates and the EXERCISE PRICE, as well as the other characteristics of the Options to be granted to the EXECUTIVES;

d. defining the grant of UNITS OPTIONS and/or STOCK OPTIONS, as set forth in this Regulation, and the type of share of UNIBANCO in connection with which the Regulation gives right to the acquisition, subject to the legal and the By-Law’s limits; and

e. establishing complementary rules to this Regulation, being even allowed to create an Internal Regiment to the PERFORMANCE.

2.2. The COMMITTEE shall observe, in the exercise of its incumbency, as described in the above item, the conditions and limits set forth in this Regulation, as well as the applicable legal rules. Observed such limits and conditions, the COMMITTEE may, in order to fully accomplish the purposes of PERFORMANCE, set forth different conditions to EXECUTIVES, provided, however, that the COMMITTEE is not obliged to extend, to the EXECUTIVES in similar situations, conditions which it considers applicable only to one or more EXECUTIVES.

2.3. The COMMITTEE shall decide by majority of votes, being its President entitled to cast the tie-breaking vote.

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2.3.1. In the decision of proposals which involve granting Options to beneficiaries that are members of the COMMITTEE, such beneficiaries shall abstain from voting such proposal. For its approval, such proposal shall receive the favorable vote of at least the majority of the other members of the COMMITTEE.

2.4. The work and decisions of the COMMITTEE shall be reflected in minutes to be recorded in the minute’s book of the COMMITTEE, provided that such minutes shall be signed by all the members that attended the meeting and by the certain number of members whose signature are necessary for the validity of the decisions, without prejudice of the signature of other members who wish to sign the document. The copy of the minute or extract of the decisions shall only be submitted to Public Registry if it is intended to produce effects before third parties.

3. MEMBERS AND LIMITS OF MEMBERS

3.1. The EXECUTIVES to whom the Options regarding PERFORMANCE shall be offered are: (i) the administrators, including the members of the Board of Directors and Board of Officers of UNIBANCO and of its controlled companies; and (ii) the employees who occupy the position of superintendent of UNIBANCO and of its controlled companies. The COMMITTEE may, in exceptional and justified cases, grant Options to employees of UNIBANCO or of its controlled companies, with manager title or equivalent.

3.2. The COMMITTEE may also, in order to attract highly qualified people for the Company, decide to offer Options to EXECUTIVES in the moment of their respective employment in the companies mentioned in item 3.1. above, including, in exceptional and justified cases, to persons with manager title or equivalent.

3.3. The decision to grant Options to the EXECUTIVES shall be taken by the COMMITTEE based on a proposal that should, as a way to assist the decision of the COMMITTEE, consider the contribution of the EXECUTIVE to UNIBANCO Group and the purposes described on item 1.1 of this Regulation.

3.3.1. The COMMITTEE may, in its sole discretion, establish complementary rules to do the proposals mentioned on item 3.3.

3.4. The participation of the EXECUTIVE in the PERFORMANCE does not interfere in the fixed and variable remuneration established to him, and does not grant to any EXECUTIVE any right to remain as administrator or employee of UNIBANCO or of the Companies referred to in item 3.1.

3.5. The participation in the capital stock of UNIBANCO and HOLDINGS, as set forth in this Regulation, is agreed to be “intuitu personae”, and therefore the Option granted under this Regulation is personal, non-transferable and may not be pledged.

3.6. The total of Options granted may not exceed the annual limit of 1% (one per cent) by year nor the aggregate of 10% (ten per cent) of the authorized capital of UNIBANCO. For purposes of this item, the aggregate number of Options shall be the total number of Options granted and not yet exercised in the date of the respective calculus.

4. CONDITIONS APPLICABLE TO THE GRANT AND EXERCISE OF OPTIONS

4.1. GRANTING PERIODS

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4.1.1 The COMMITTEE shall regularly grant Options each year, provided that it may, at its own discretion, not grant Options in the years that it deems convenient.

4.1.2 The COMMITTEE may grant the Options in distinct series, establishing different conditions between the series of EXERCISE TERM, MATURITY TERM and the type of security (shares or UNITS) of which the Options grant rights of acquisition.

4.2. PRIOR REQUISITES FOR THE GRANTING OF REGULAR OPTIONS

4.2.1. The COMMITTEE might grant REGULAR OPTIONS to any of the EXECUTIVES mentioned on item 3.1. and 3.2 above.

4.3. PRIOR REQUISITES FOR THE GRANTING OF BONUS OPTIONS

4.3.1 The COMMITTEE might grant BONUS OPTIONS only for the EXECUTIVES mentioned on item 3.1. and 3.2 above that use part of its BONUS to acquire OWN STOCKS. BONUS OPTIONS shall be granted on the same type of securities of the OWN STOCKS that has been acquired by the EXECUTIVE.

4.3.1.1. The amount of the BONUS OPTIONS to be granted shall be determined by the COMMITTEE, and shall consider the percentage of the BONUS used for the acquisition of OWN STOCKS, within the limits established by the COMMITTEE.

4.3.2. In case the COMMITTEE decides to offer to a determined EXECUTIVE the BONUS OPTIONS, the COMMITTEE shall communicates such decision to this EXECUTIVE on a moment that is prior to the date of the receiving of the BONUS by this EXECUTIVE.

4.3.3. In case the EXECUTIVE accepts to receive the BONUS OPTIONS it shall notice its intention through a written notice addressed to UNIBANCO’s Human Resources Department, and such notice shall includes the percentage of the BONUS that the EXECUTIVE wishes to use in order to acquire the OWN STOCKS, percentage which must be among the limits established by the COMMITTEE.

4.3.4. In case UNIBANCO do not use its right of first refusal to sell to the EXECUTIVE the OWN STOCKS, as described on item 4.8., the EXECUTIVE shall acquires the OWN STOCKS in the stock market or on a private negotiation and shall send to UNIBANCO a receipt of the acquisition and the amount of OWN STOCKS acquired.

4.3.5. The EXECUTIVES may not acquire UNITS STOCKS during the periods in which: (i) they are forbidden, by law, to negotiate shares of UNIBANCO or HOLDINGS or (ii) UNIBANCO or HOLDINGS are forbidden, by law, to negotiate with shares issued by them. The periods in which such negotiations are forbidden shall observe the provisions of the share negotiation policy, if existing, put in place by UNIBANCO or HOLDINGS.

4.3.5.1. The COMMITTEE shall establish the operational rules to the acquisition of OWN STOCKS and for the granting of the BONUS OPTIONS and determine the deadlines on which the EXECUTIVE must comply with the obligation set forth in item 4.3.3 and 4.3.4.1. (“Acquisition Terms”) and the date on which the counting of the EXERCISE TERM shall be initiated.

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4.3.6. In case the EXECUTIVE does not acquire the OWN STOCKS in the terms established by the COMMITTEE, the respective BONUS OPTIONS shall be considered automatically extinguished.

4.4. EXERCISE FORM

4.4.1 Each Option granted by UNIBANCO shall give right to the acquisition of 01 (one) ordinary share or 01 (one) preferred share of UNIBANCO, as set forth by the COMMITTEE, and each Option granted by HOLDINGS shall give right to the acquisition of 01 (one) preferred share of HOLDINGS.

4.4.2 The respective Board of Directors of UNIBANCO and HOLDINGS shall establish whether the Options shall be satisfied by delivering (i) shares held in treasury; or (ii) shares issued in capital increases.

4.4.3 The Options granted by UNIBANCO shall be exercised by means of the payment of theEXERCISE PRICE in the conditions set forth on item 4.5. and the Options granted by HOLDINGS shall be exercised by means of the contributing of shares of UNIBANCO, in the rate of 01 share of UNIBANCO for each share of HOLDINGS.

4.4.4 The Options shall be granted for the exercise in UNITS, in the case of UNITS OPTIONS, or in shares issued by UNIBANCO and/or HOLDINGS, in case of STOCK OPTIONS.

4.4.4.1. The Options in UNITS shall be granted concurrently by UNIBANCO and HOLDINGS, in a conditioned form, hypothesis when the exercise of the Option granted by UNIBANCO shall be made in pairs of Options, and shall be conditioned to the exercise by the EXECUTIVE, in the same occasion, of one Option granted by HOLDINGS. From the pairs of Options of UNIBANCO to be exercised for the UNITS OPTIONS, the EXECUTIVE shall exercise one Option that gives rise to the acquisition of one preferred share of UNIBANCO and one Option that gives rise to the acquisition of an ordinary share of UNIBANCO, unless all Options held by the EXECUTIVE give rise to the acquisition of preferred shares of UNIBANCO. The contribution for the acquisition / paying up of the share of HOLDINGS, acquired by exercising the Option granted by that Company, shall be made with one of the Shares of UNIBANCO, acquired by virtue of the exercise of the Options herein referred, considering that such contributions / paying up for shares shall be made with one ordinary share of UNIBANCO whenever the exercise of pairs of Options of such company has caused the acquisition of one share of this specie.

4.4.4.1.1. When the EXECUTIVE exercises UNITS OPTIONS, UNIBANCO may, at its own criteria, exchange half of the shares of UNIBANCO acquired by the EXECUTIVE for preferred shares of HOLDINGS, and deliver UNITS directly to the EXECUTIVE. In this case, STOCK OPTIONS granted by HOLDINGS shall be automatically terminated.

4.4.4.2. The STOCK OPTIONS shall be granted individually by UNIBANCO or by HOLDINGS and its exercise may be made also separately by the EXECUTIVE, subject to the other conditions provided for in this Regulation.

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4.4.5. The exercise of the Options shall be made by written notice, addressed by the EXECUTIVE to UNIBANCO’s Human Resources Department, where the EXECUTIVE will inform the quantity and series of Options that he intends to exercise.

4.5. EXERCISE PRICE

4.5.1. The COMMITTEE shall establish the Options’ EXERCISE PRICE upon the respective grant.

4.5.2. The EXERCISE PRICE of the REGULAR OPTIONS shall be fixed on current local currency, and the COMMITTEE shall consider the weighted average of the trading prices for Unibanco shares and UNITS, in Brazil and abroad, during a period of up to 90 (ninety) days before the date of the COMMITTEE’s meeting which determines the grant and, in the establishment of the EXERCISE PRICE, may apply adjustment on the value referred to herein, in order to allow full accomplishment of the objectives of PERFORMANCE, as well as to correct market oscillations arising out of factors external to the issuing companies.

4.5.2.1. The COMMITTEE may, exceptionally, in its sole discretion, determine that from the EXERCISE PRICE of the REGULAR OPTIONS be reduced the amount corresponding to the global dividends distributed to the Shares or to the UNITS object of each grant during the EXERCISE TERM. In this case, the COMMITTEE may determine that the amount to be reduced be corrected in view of market oscillations arising out of factors external to the issuing companies.

4.5.2.2. The EXERCISE PRICE of the REGULAR OPTIONS shall be paid, on demand, by the EXECUTIVE within the term established by the COMMITTEE.

4.5.3. The EXERCISE PRICE of the BONUS OPTIONS shall be paid by means of accomplishment by the EXECUTIVE of the obligation of keeping the ownership of the respective OWN STOCKS without any modification or encumbrance, and this obligation shall be valid during the EXERCISE TERM of the correspondent BONUS OPTIONS.

4.5.3.1. The COMMITTEE may, in its sole discretion and on justifiable cases, allow flexibility changes in the EXERCISE PRICE of the BONUS OPTIONS.

4.6. EXERCISE TERM AND MATURITY OF THE OPTIONS

4.6.1. The EXERCISE TERM shall be established by the COMMITTEE, but in any event shall be a minimum of 2 (two) and a maximum of 5 (five) years as from the date of Grant. The COMMITTEE may also, provided that the minimum and maximum terms set forth herein are duly observed, establish, within the same series, lots of Options grant to the same EXECUTIVE and subject to different EXERCISE TERMS.

4.6.1.1. The COMMITTEE, when granting the Options, may exceptionally and under fully justifiable circumstances determine an EXERCISE TERM of up to 8 (eight) years as from the grant date.

4.6.2. After elapsed the EXERCISE TERM, the EXECUTIVES may exercise partially or in full the Options due and the price to be paid for the acquisition of shares related to the Options exercised shall be fully paid, pursuant to item 4.5.

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4.6.3. Upon the respective grant, the COMMITTEE shall also set forth the MATURITY TERM of the Options, within the minimum of 6 (six) months and the maximum of 12 (twelve) months after elapsed the EXERCISE TERM. Upon reached the MATURITY TERM, the Options can no longer be exercised and will be automatically terminated.

4.6.3.1. Up to 15 (fifteen) days before the MATURITY TERM, the COMMITTEE may, in its sole discretion and in case special and fully justifiable circumstances are verified, determine the extension of the MATURITY TERM.

4.6.4. The EXECUTIVES may not exercise their Options in periods during which (i) they are forbidden, by law, to negotiate shares of UNIBANCO or HOLDINGS or (ii) UNIBANCO or HOLDINGS are forbidden, by law, to negotiate with shares issued by them. The periods in which such negotiations are forbidden shall observe the provisions of the share negotiation policy, if existing, put in place by UNIBANCO or HOLDINGS.

4.6.4.1. In case the last day of the MATURITY TERM falls within a period as described on item 4.6.4. above, the MATURITY TERM shall be suspended and its term will be reinitiated after the ending of the forbiddance of negotiation.

4.7. CONDITIONS FOR TRANSFERRING SHARES OR UNITS

4.7.1. Upon the exercise of the REGULAR OPTIONS, the EXECUTIVES can transfer, immediately, up to 50% of the Shares or UNITS, as the case may be, acquired by exercising the Options and the remaining 50% may be transferred at the end of the second year after its acquisition.

4.7.2. Upon the exercise of the BONUS OPTIONS, the EXECUTIVES shall sell immediately (i) the OWN STOCKS which the ownership was kept in order to pay the EXERCISE PRICE of the respectively BONUS OPTIONS exercised, and (ii) Shares and/or UNITS acquired due to the exercise of the corresponding BONUS OPTIONS.

4.7.3. The COMMITTEE may, in its sole discretion, admit the selling of Shares and/or UNITS by the EXECUTIVES before the ending of the term mentioned on item 4.7.1.

4.7.4. The EXECUTIVES may not sell any securities issued by UNIBANCO and/or HOLDINGS, or any securities that refers to them, during the periods in which: (i) they are forbidden, by law, to negotiate shares of UNIBANCO or HOLDINGS or (ii) UNIBANCO or HOLDINGS are forbidden, by law, to negotiate with shares issued by them. The periods in which such negotiations are forbidden shall observe the provisions of the share negotiation policy, if existing, put in place by UNIBANCO or HOLDINGS.

4.8. RIGHT OF FIRST REFUSAL

4.8.1. Considering the limits and other legal and regulatory conditions to negotiate its own shares or its controller shares, UNIBANCO shall have the right of first refusal to (i) sell to the EXECUTIVES the OWN STOCKS, (ii) acquire from the EXECUTIVES the OWN STOCKS, and (iii) acquire from the EXECUTIVES the stock acquired by means of the exercise of the Options.

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4.8.2. The EXECUTIVES must inform UNIBANCO, within the deadlines established by the COMMITTEE, in writing their intention to negotiate any of the securities mentioned on item 4.8.1. (“Securities”).

4.8.3. The COMMITTEE shall establish the rules of UNIBANCO’s right of first refusal, including the deadlines to exercise this right and to pay price related to the acquisition or selling, as the case may be.

4.8.3.1. In order to determine the price of the acquisition or selling of the Securities, the COMMITTEE shall consider the quotation of the Securities in the São Paulo Stock Exchange by the time of negotiation.

4.8.4. In case UNIBANCO does not exercise its right of first refusal set forth on item 4.8.1. (i), the COMMITTEE shall establish the proceedings whereby the EXECUTIVE shall acquire the OWN STOCKS. In case UNIBANCO does not exercise its first right of refusal, as set forth in item 4.8.1 (ii) and (iii), the EXECUTIVE will be allowed to freely trade the Securities.

4.8.5. The COMMITTEE may, in its sole discretion, waive the right of first refusal of UNIBANCO established on this item 4.8.

4.9. HYPOTHESIS OF ANTECIPATED MATURIRY OF THE OPTIONS

4.9.1. In the hypothesis of dismissal or resignation of the EXECUTIVES from UNIBANCO and the companies referred to in item 3.1., the Options granted to them and which EXERCISE TERM is still not elapsed may not be exercised, once they shall be considered terminated in the date of dismissal or resignation. In this hypothesis, all conditions for transfer of the Shares / Options, acquired by exercising the Options before the dismissal or resignation, will be maintained.

4.9.2. There shall be no extinction of Options granted to the EXECUTIVES who retire, hypothesis in which the EXERCISE TERM, MATURITY TERM and other conditions applicable to their Options not yet exercised will be maintained, except for the restrictions referred to in items 4.7.1. and 4.7.2.

4.9.3. In case of death, retirement for permanent disability or other circumstances, in the COMMITTEES discretion, of the EXECUTIVE’s involuntary absence, the EXECUTIVE, his heirs and successors shall be able to exercise the Options which EXERCISE TERM has already elapsed and which MATURITY TERM has not been reached, without applying, in this hypothesis, the restrictions contained in items 4.7.1. and 4.7.2.

4.9.4. The COMMITTEE may, in its sole discretion, determine that Options granted to EXECUTIVES subject to the circumstances described in item 4.9.1 above shall not be extinct, as well as determine the anticipation of the respective EXERCISE TERM.

4.9.5. The extinction of the Options, whether REGULAR OPTIONS or BONUS OPTIONS, for any of the reasons provided in this Regulation does not motivate the payment of any type of indemnify to the EXECUTIVE.

5. MISCELLANEOUS

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5.1. In case UNIBANCO and/or HOLDINGS approve the split, reverse split or stock dividend, shall be proportionally adjusted (i) the Securities to which this Regulation refers to, including but not limited, the OWN STOCKS and the Shares and/or UNITS to which the Option exercise gives right of acquisition, as well as (ii) the EXERCISE PRICE.

5.2. If resolved the spin-off, combination, merger or any other form of corporate reorganization, of UNIBANCO or of HOLDINGS, the COMMITTEE shall, subject to the legislation in force, determine the required adjustments to the conditions applicable to the Options already granted, being able, including, to determine the anticipated maturity of its EXERCISE and MATURITY TERMS, as well as to propose to the Shareholders Meeting of the issuing companies the termination of PERFORMANCE or the adaptation of this Regulation for future granting. In case of PERFORMANCE’s extinction, the COMMITTEE may, in its sole discretion, determine the termination or modification of the Options which EXERCISE TERM has not elapsed yet.

5.3. Except for otherwise disposed in item 4.5.2.1., the Shares acquired by exercising the Options, including those represented by UNITS, shall have right to receive the dividends declared after the respective EXERCISE DATE. Those who are entitled to Options may only exercise the shareholders rights related to the shares object of their Options after the respective exercise and payment of the EXERCISE PRICE.

5.4. The COMMITTEE may determine periods of suspension of the Options exercise or transfer of shares and/or UNITS, acquired by the EXECUTIVES by exercising the Options, in view of great market oscillations or legal or regulatory restrictions.

5.5. In view of the restrictions to transference provided for in this Regulation, the Options, Shares and/or UNITS shall be marked with clauses of non alienable and non subject to pledge for the applicable periods, clauses that must be registered in the issuers’ proper books. Any transfer or pledge of the Options or Shares acquired by exercising the Options, in contrary to the terms of this Regulation shall be considered rightfully null.

5.6. The acceptance of Options by the EXECUTIVES implies the acceptance of all conditions of this Regulation and a copy thereof shall be attached to the notice sent to the EXECUTIVE upon granting the Options.

5.7. This Regulation shall be indefinitely valid and can only be amended by means of the approval by UNIBANCO and HOLDINGS Shareholders Meetings of a proposal made by their respective Board of Directors.

_____________________

EX-99.2

ITAÚ UNIBANCO BANCO MÚLTIPLO S.A.

CNPJ. 60.872.504/0001-23 A Publicly Listed Company NIRE. 35300010230

Authorized Capital: up to 6,000,000,000 of shares

Subscribed and Paid-in Capital: R$29,000,000,000.00 – 4,155,396,563 shares

SUMMARY MINUTES OF THE EXTRAORDINARY GENERAL MEETING

HELD ON APRIL 24, 2009 AT 3:20 P.M.

VENUE AND TIME: Praça Alfredo Egydio de Souza Aranha No. 100, Torre Olavo Setubal – 9th floor, in the city and state of São Paulo, at 3:20 p.m.

PRESIDING OFFICIALS: Roberto Egydio Setubal - President

Carlos Roberto Zanelato - Secretary

QUORUM: stockholders representing more than two thirds of the voting stock.

LEGAL PRESENCE: representative of the Fiscal Council, Prof. Iran Siqueira Lima

CONVENING NOTICE: published in the newspapers “Valor Econômico”, April 9 (page C-1), 13 (page C-7) and April 14, 2009 (page C-3) editions, and the “Diário Oficial do Estado de São Paulo”, April 9 (page 36), 10 (page 29) and April 14, 2009 (page 42) editions.

RESOLUTIONS ADOPTED BY THE FLOOR:

Pursuant to the proposal of the Board of Directors of April 8, 2009 together with the favorable opinion of the Fiscal Council on the capitalization of reserves and the share bonus, the following items were approved:

1. Amendment to the Bylaws: approved, with the abstention of the stockholders Elizabeth Cruz de Oliveira and ECO Aluguel de Imóveis Próprios Ltda. and the opposing vote of the stockholder, Eduardo Lobato Salles and of two investment funds, the amendment to the Bylaws to reflect the new governance structure of the Company, in order to, among other modifications: (i) include the form of holding the General Meeting, as well as the matters within the scope of its powers; (ii) establish the governance of the Board of Directors of the Company, including modifications in the matters within the scope of its powers; (iii) undertake modifications in the structure of the Executive Board; (iv) without restrictions with respect to their effective existence, extinguish the Appointments and Compensation Committee, the Capital and Risks Management Committee, the Accounting Policies Committee, the Disclosure and Trading Committee, the Advisory Board and the International Advisory Board as statutory bodies; and (v) renumber the affected provisions of the Bylaws and alter eventual cross references, where necessary, considering the above amendments.

It should be noted that, within the scope of the process of integration of the structures of the new Itaú Unibanco Conglomerate and considering the importance placed upon the constant process of improvement in corporate governance practices, outside consultants have been engaged for the purpose of evaluating the previously existing practices and, in the light of the best international practices, to establish a structure of governance deemed ideal for the new conglomerate. Thus, the intention of extinguishing the statutory provisions with respect to the aforementioned committees is to create greater flexibility, permitting the immediate implementation of the new structure of committees following the conclusion of the said studies.

MINUTES OF THE EXTRAORDINARY GENERAL MEETING OF APRIL 24, 2009, AT 3:20 P.M. OF  ITAÚ UNIBANCO BANCO MÚLTIPLO S.A. Page 2 

2. Company Denomination:approved,with the opposing vote of the stockholder Eduardo Lobato Salles, the proposal presented by the controlling stockholder IUPAR Itaú Unibanco Participações S.A. for changing the Company’s corporate denomination to ITAÚ UNIBANCO HOLDING S.A., with the consequent amendment to Article 1 of the Bylaws.

3. Capitalization of Reserves: approved, with the opposing vote of the stockholders Eduardo Lobato Salles, Elizabeth Cruz de Oliveira and ECO Aluguel de Imóveis Próprios Ltda., the increase of  the capital stock in the amount of R$16,000,000,000.00 (sixteen billion Reais), increasing this from R$29,000,000,000.00 (twenty-nine billion Reais) to R$45,000,000,000.00 (forty-five billion Reais), through the capitalization of the following values recorded in the Company’s Revenue Reserves: R$6,848,331,596.44 from the Dividends Equalization Reserve (being R$456,653,642.68 – year of 2003, R$1,609,705,212.50 – year of 2004, R$1,252,280,567.49 –  year of 2005, R$1,585,268,321.06 – year of 2006, R$256,096,883.06 – year of 2007, R$1,688,326,969.65 – year of 2008); R$3,765,434,939.69 from the Working Capital Increase Reserve (being R$182,661,457.07 –  year of 2003, R$314,626,443.75 – year of 2004, R$607,755,201.51 – year of 2005, R$909,986,522.63 –  year of 2006, R$1,448,560,252.45 – year of 2007 and R$301,845,062.28 – year of 2008) and R$5,386,233,463.87 from the Reserve for Increase in Capital of Investees (being R$1,497,494,095.56 –  year of 2006, R$2,942,051,824.42 – year of 2007 and R$946,687,543.89 –  year of 2008). The capitalized values with respect to the year of 2008 assume Ordinary General Meeting ratification of the allocation of net income for 2008 registered in the Account Statements.

3.1. Share Bonus at a ratio of 10%: the increase in capital shall be effected through the issuance of 415,539,656 (four hundred and fifteen million, five hundred and thirty-nine thousand, six hundred and fifty-six) new book entry shares, with no par value, being 208,116,952 (two hundred and eight million, one hundred and sixteen thousand, nine hundred and fifty-two) common and 207,422,704 (two hundred and seven million, four hundred and twenty-two thousand, seven hundred and four) preferred, which shall be granted to the holders of shares, in the form of a bonus, in the proportion of 1 (one) new share, of the same type, for every 10 (ten) shares held, the shares held as treasury stock also being entitled to bonification.

3.2. Objective: whereas the incorporation of the shares of Unibanco – União de Bancos Brasileiros S.A. (“Unibanco”) and Unibanco Holdings S.A. (“Unibanco Holdings”) executed on November 28, 2008, by virtue of which the shareholders of Unibanco and Unibanco Holdings became shareholders of the Company, and which, at that time, the bonification of shares approved in the Extraordinary General Meetings of Unibanco and Unibanco Holdings  held on July 16, 2008, had still not been concluded, it was assured by the Company that on the occasion of the Ordinary General Meeting of 2009, an Extraordinary General Meeting would be held to examine the proposal for a share bonus, which at the time had not been possible. Hence this bonification proposal assures the original stockholders of Unibanco and Unibanco Holdings the same bonification conditions to which they were entitled, as decided by resolution of the Extraordinary General Meetings of Unibanco and Unibanco Holdings held on July 16, 2008.

In addition, it should be observed that by virtue of the legal limits for the statutory reserves, from the accounting point of view, it is also necessary to proceed with the capitalization of the values allocated to revenue reserves.

3.3. Baseline Date: whereas the above resolutions shall depend for their validity on approval from the Central Bank of Brazil, the baseline date for bonification rights shall be notified to the market by the Company after the aforesaid authorization. Thus, the shares of the Company shall continue to be

MINUTES OF THE EXTRAORDINARY GENERAL MEETING OF APRIL 24, 2009, AT 3:20 P.M. OF  ITAÚ UNIBANCO BANCO MÚLTIPLO S.A. Page 3 

negotiated with bonus rights until the date to be announced in due course and, only after this date, shall the same shares be negotiated ex-bonus rights.

3.4. Negotiation: once the above proposals are approved,the shares shall continue to be negotiated with bonus rights and the new shares shall be released for negotiation following approval of the respective process by the Central Bank of Brazil and inclusion in the stockholders’ position, this to be the subject of notification to the market.

3.5. Bonus Share Rights: the new shares shall be fully entitled to profit distribution that may be declared following the date of inclusion in the stockholders’ share position.

3.6. Monthly Dividends: the monthly dividends shall be maintained at R$0.012 per share, such that the total values paid out monthly by the Company to the stockholders shall be increased by 10%, following the inclusion of the bonus shares in the share position.

3.7. Share Fractions: the bonification shall be effected always in whole numbers; remaining amounts arising from share fractions shall be sold on the BM&FBOVESPA S.A. – Securities, Commodities and Futures Exchange and the recorded net value shall be credited to the stockholders that on the baseline date are registered as having title to the shares. The Company shall notify fuller details on this procedure in due course.

3.8. Cost of the Bonus Shares: the cost attributed to the bonus shares is R$38.504147 per share pursuant to Paragraph 1, Article 25 of the Brazilian Internal Revenue Service’s Normative Instruction 25 of March 6, 2001.

3.9. International Market: simultaneous to the operation in the Brazilian Market and in the same proportion, the securities traded in the United States Market (ADR – American Depositary Receipt) and the  Argentine Market (CEDEAR – Argentine Certificate of Deposit) shall also be entitled to a 10% bonification, such that investors shall receive 1 (one) new ADR/CEDEAR for every 10 (ten) ADRs/CEDEARs to which they held title on the dateline base; thus, the ADRs/CEDEARs shall continue to be negotiated in the proportion of 1 (one) preferred share for 1 (one) ADR/CEDEAR.

3.10. Amendment to Article 3 of the Bylaws: approved, with the opposing vote of the stockholders Eduardo Lobato Salles, Elizabeth Cruz de Oliveira and ECO Aluguel de Imóveis Próprios Ltda., the amendment to the Bylaws for recording the new composition of the capital stock in the caption sentence and item 3.1 of Article 3 of the Bylaws.

4. Consolidation of the Bylaws: approved, with the abstention of the stockholders Elizabeth Cruz de Oliveira and ECO Aluguel de Imóveis Próprios Ltda. and the opposing vote of two investment funds, the amendment to the Bylaws, already reflecting the above amendments, of which became effective with the wording contained in the Attachment to these minutes.

5. Publication of the Minutes: approved, unanimously, the publication of the minutes of the Meeting omitting the names of the stockholders present, pursuant to Paragraph 2, Article 130 of Law 6,404/76.

FILED DOCUMENT: the Proposal of the Board of Directors, the Opinion of the Fiscal Council of April 8, 2009 and the Voting Declarationswere filedat theCompany’s registered offices and authenticated by the Presiding Officials.

São Paulo, April 24, 2009. (signed) Roberto Egydio Setubal, President; Carlos Roberto Zanelato, Secretary; ...

ALFREDO EGYDIO SETUBAL

Investor Relations Officer

Attachment to the minutes of the Extraordinary General Meeting of April 24, 2009, at 3:20 p.m., of Itaú Unibanco Banco Múltiplo S.A.

CORPORATE BYLAWS

Article 1 - DENOMINATION, TERM AND HEAD-OFFICE - The publicly listed joint stock company governed by these bylaws and denominated ITAÚ UNIBANCO HOLDING S.A., incorporated for an indeterminate period and with head office and address for legal purposes in the city of São Paulo and state of São Paulo.

Article 2 - OBJECTIVE - - The company has as its purpose banking activity in all its authorized forms including foreign exchange transactions.

Article 3 - CAPITAL AND SHARES – The subscribed and paid-in capital stock is R$ 45,000,000,000.00 (forty-five billion reais), represented by 4,570,936,219 (four billion, five hundred and seventy million, nine hundred and thirty-six thousand, two hundred and nineteen)  book entry shares, with no par value, being 2,289,286,475 (two billion, two hundred and eighty-nine million, two hundred and eighty-six thousand, four hundred and seventy-five) common and 2,281,649,744 (two billion, two hundred and eighty-one million, six hundred and forty-nine thousand, seven hundred and forty-four) preferred shares, the latter having no voting rights but with the following advantages: I – priority in receiving the minimum non-cumulative annual dividend of R$ 0.022 per share, which shall be adjusted in the event of a stock split or reverse stock split; II – in the event of a sale of the company’s controlling stake, the right to be included in the public offering of shares, thus assuring such shares the right to a price equal to 80% (eighty percent) of the value paid per voting share to the controlling stockholders and guaranteeing a dividend at least equal to that of the common shares.

3.1. Authorized Capital – The company is authorized to increase the capital stock by decision of the Board of Directors, independently of any change in the bylaws, up to a limit of 6,000,000,000 (six billion) shares, being 3,000,000,000 (three billion) common and 3,000,000,000 (three billion) preferred shares. Share issues through the Stock Exchanges, public subscription and exchange of shares via a public offering for acquisition of control may be effected irrespective of the preemptive rights of the preexisting stockholders (Article 172 of Law 6,404/76).

3.2. Purchase of Share Options - Within the limits of the Authorized Capital and in accordance with the plan approved by the General Meeting, the purchase of share options may be granted to management and employees of the company itself as well as  controlled companies.

3.3. Book Entry Shares – Without any changes in the rights and restrictions which are inherent to them, under the provisions of this article, all of the company’s shares shall be in book entry form, being registered in deposit accounts at Itaú Corretora de Valores S.A.,  in the name of their holders,  without the issue of share certificates, pursuant to Articles  34  and  35 of  Law 6,404/76,  the remuneration cited in  Paragraph 3 of Article 35 of the said law being payable by stockholders.

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3.4. Share Buybacks - the company can acquire its own shares on the authorization of the Board of Directors, for the purposes of cancellation, holding as treasury stock for subsequent sale or for use under the stock option plan for the purchase of shares according to item 3.2 of these Bylaws.

3.5. Acquisition of Voting Rights by the Preferred Shares – the preferred shares will acquire voting rights pursuant to the provisions of Article 111, Paragraph 1 of Law 6,404/76, should the company fail to pay the priority dividend for three consecutive fiscal years.

Article 4 – GENERAL MEETING – The General Meeting shall meet ordinarily within the 4 (four) months following the end of the fiscal year, pursuant to legal requirements, and extraordinarily whenever corporate interests so demand.

4.1. The work of any General Meeting shall be presided by the Chief Executive Officer with a stockholder appointed by him as secretary.

4.2. Each common share is entitled to one vote in the resolutions of the General Meetings.

4.3. The following is the exclusive prerogative of the General Meeting:

a) decisions with respect to the financial statements and the distribution and allocation of profits;

b) decisions with respect to the management report and the Board of Executive Officers’ accounts;

c) establishment of the aggregate and annual compensation of the members of the Board of Directors and the Board of Executive Officers, specifying the amount applicable to each one of these bodies;

d) appoint, elect and remove members of the Board of Directors;

e) approve alterations of the capital stock, with the proviso of the powers attributed to the Board of Directors by item 3.1 above, of mergers, in company, spin-offs or any other forms of corporate reorganization involving the  company;

f) decide on retained profits or the constitution of reserves; and

g) decide on plans for stock option grants of shares issued by the  company or by its controlled companies.

Article 5 - MANAGEMENT - - The company will be managed by a Board of Directors and by a Board of Executive Officers. Pursuant to the law and these Bylaws, the Board of Directors will act in guidance, elective and supervisory roles and excluding operating and executive functions, which shall be the within the powers of the Board of Executive Officers.

5.1. Investiture - The Directors and Officers will be invested in their positions against a signature to their terms of office in the minute book of the Board of Directors or the Board of Executive Officers, as the case may be.

5.2. Management Compensation – The Management shall receive both remuneration and a participation in the net income pursuant to the statutory limits. Payment of remuneration shall be established annually by the General Stockholders Meeting in the form of a global and annual amount, which may or may not be indexed, the amounts destined for remunerating the Board of Directors and Board of Executive Officers being duly specified. It is incumbent on the Board of Directors to regulate the use of the amount set

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aside for remuneration and the apportionment of the participation in the net income to the members of this Board of Directors and the Board of Executive Officers.

Article 6 - BOARD OF DIRECTORS - The Board of Directors will comprise stockholders, elected by the General Meeting, and will have 1 (one) Chairman and 1 (one) to 3 (three) Vice-Chairmen chosen by the Directors from among their peers.

6.1. The Board of Directors shall have at least 10 (ten) and at the most 14 (fourteen) members. Within these limitations, it is the responsibility of the General Meeting that elects the Board of Directors to initially establish the number of Directors who will comprise this body for each term of office.

6.2. In the case of the position of Chairman becoming vacant or the Chairman being otherwise absent or incapacitated, the Chairman will be substituted by one of the Vice-Chairmen, designated by the Board of Directors.

6.3. The term of office of a member of the Board of Directors is for one year as from the date he or she is elected by the General Meeting, extendable until the date of the inauguration of the existing members’ successors.

6.4. No individual may be elected to the position of Director who is 70 (seventy) years of age on the date of his/her election.

6.5. The Board of Directors, which is convened by the Chairman, will meet ordinarily, 8 (eight) times annually and, extraordinarily, whenever corporate interests so demand its decisions only being valid in the presence of at least an absolute majority of its appointed members.

6.6. It is incumbent on the Board of Directors:

I to establish the general guidelines of the company;

II. to elect and remove from office the company’s Officers and establish their functions;

III. to appoint officers to comprise the Boards of Executive Officers of the controlled companies as specified;

IV. to supervise the administration of the Executive Officers of the company, examine at any time company accounts and documents, request information on contracts already signed or nearing the point of signature and any other acts;

V. to convene General Meetings with a 15 (fifteen) day minimum grace period before the effective date, the number of days being counted from the notice date of the first call;

VI. to opine on the report of the management and the Board of Executive Officers’ accounts  and the financial statements for each fiscal year to be submitted to the General Meeting;

VII. to decide on budgets for results and for investments and respective action plans;

VIII. to appoint and remove from office the independent auditors, without restriction as to the provision in Article 7;

IX. to deliberate upon the distribution of interim dividends, including distribution to profits or existing revenue accounts contained in the most recent annual or semi-annual balance sheet;

X. to make decisions on payment of interest on capital;

XI. to decide on buy-back operations on a non-permanent basis;

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XII. to decide on the purchase and writing of put and call options supported by the shares  issued by the company for the purposes of cancellation, holding as treasury stock or sale, observing the limits pursuant to article 2, II of the CVM Instruction 390, of July 8, 2003 and subsequent changes;

XIII. to decide on the institution of committees to handle specific issues within the scope of the Board of Directors;

XIV. to elect and remove the members of the Audit Committee;

XV. to approve the operational rules that the Audit Committee may establish for its own functioning and be aware of the Committee’s activities through its reports;

XVI. to approve investments and divestments direct or indirect in corporate stakes for amounts higher than 15% (fifteen per cent) of the book value of the company as registered in the last audited balance sheet; and

XVII. to decide on the increase of capital within the limit of the authorized capital, pursuant to item 3.1..

Article 7 - - AUDIT COMMITTEE – The supervision (i) of the internal controls and risks management; (ii) of activities of the internal audit; and (iii) of the activities of the independent audit shall be undertaken by the Audit Committee, upon which it shall be incumbent to recommend to the Board of Directors the choice and dismissal of the independent auditors.

7.1. The Audit Committee shall comprise from 3 (three) to 7 (seven) members, elected annually by the Board of Directors from among the members of the Board itself and professionals of proven knowledge of the accounting and auditing areas, conditional on: (i) the chair being held by one of the members of the Board of Directors; and (ii) at least one of the members of this Committee, being designated the Financial Specialist, shall have proven knowledge of the accounting and auditing areas.

7.1.1.  The basic conditions for the exercise of a member of the Audit Committee are:

a) not to be, or not to have been, in the past (12) twelve months: (i) an officer of the company or its affiliates; (ii) an employee of the company or its affiliates; (iii) a responsible technician, director, manager, supervisor or any other member, with a managerial function, of the team involved in auditing work at the company or its affiliates; (iv) a member of the Fiscal Council of the company or its affiliates; (v) a controlling stockholder of the company or its affiliates; or (vi) a private individual owner of a direct or indirect stake higher than ten percent of the voting capital of the company or its affiliates;

b) not to be a spouse, or family member in a direct or a collateral line or by affinity, up to twice removed, of the said persons in section “a”.

7.1.2. The Board of Directors shall terminate the term of office of any member of the Audit Committee if his/her independence should be affected by any conflict of interest or potential conflict of interest.

7.1.3. Members of the Audit Committee may be reappointed to their posts four times over a five-year period, after which they may only reoccupy a post on the Committee at least three years following the expiry date of the last term of office.

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7.2. The Audit Committee shall meet on the convening of the President and shall be responsible for: I) the quality and integrity of the financial statements; II) compliance with the prevailing legal and regulatory requirements; III) the activities, independence and quality of the work of the independent auditing companies and the internal audit; and IV) the quality and efficacy of the internal controls and risk management systems.

7.3. The Board of Directors shall establish the amount for compensating the Audit Committee’s members, based upon market parameters as well as the budget for covering expenses for the Committee’s functioning, including the hiring of specialists for assisting in fulfilling its responsibilities.

7.3.1. The Audit Committee shall not receive any other type of compensation from the company or its connected companies unrelated to his/her function as a member of the Audit Committee.

7.4. At the end of each fiscal year, the Audit Committee shall prepare a report on the monitoring of activities related to the independent and internal audits and the Internal Controls and Risk Management System, forwarding a copy to the Board of Directors and maintaining the said report on file and available to the Central Bank of Brazil and the Superintendence of Private Insurance for at least five years. In the same way, a semi-annual report shall be prepared at the end of the first semester of each fiscal year.

7.4.1. The summary of the Audit Committee’s Report, providing the principal data, shall be published together with the financial statements.

Article 8 - BOARD OF EXECUTIVE OFFICERS - The management and representation of the company is incumbent on the Board of Executive Officers, elected by the Board of Directors, to take place within a term of 10 (ten) business days from the date of the General Stockholders’ Meeting which elects the said Board of Directors.

8.1. The Board of Executive Officers shall comprise 5 (five) to 20 (twenty) members, to include the Chief Executive Officer, Executive Vice President, Executive Officers and Officers, in accordance with what is decided by the Board of Directors when establishing these positions.

8.2. In the case of absence or incapacity of any Officer, the Board of Executive Officers will choose the interim deputy from among its members. The Chief Executive Officer and President shall be substituted in his/her absences or incapacity, by the Executive Vice President appointed by him/her.

8.3. Should any position become vacant, the Board of Directors may designate a Officer to act as deputy in order to complete the term of office of the substituted Officer.

8.4. The Officers will have mandates of 1 (one) year’s duration, are eligible for reelection and remain in their positions until their successors take office.

8.5. An Officer who will be 60 (sixty) years of age on the date of his/her election may not be elected to take office.

Article 9 – OFFICERS’ RESPONSIBILITIES AND POWERS- Two Officers, one of them mandatorily the President and Chief Executive Officer or Executive Vice President or Executive Officer, shall have powers to represent the company, assuming obligations or exercising rights

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in any act, contract or document implying a commitment on the part of the company, including the rendering of guarantees on behalf of third parties.

9.1. Two Officers, one of them mandatorily the President and Chief Executive Officer or Vice-President or Executive Officer, shall have the powers to accede to and waive rights, also being able, without restriction as to the provision in sub-paragraph XVI of item 6.6., to pledge and sell permanent assets and decide on the installation, extinguishment and reorganization of branch offices.

9.2. It is the responsibility of the President to preside at General Meetings, convene and preside at meetings of the Board of Executive Officers, supervise its activities, to structure the services of the company and establish the internal and operational norms.

9.3. The Executive Vice Presidents and the Executive Officers are responsible for the management of the banking operations.

9.4. It is incumbent on the Officers to manage areas or specific portfolios of the company the responsibility for which is attributed to them by the Board of Executive Officers.

Article 10 - FISCAL COUNCIL - The company will have a Fiscal Council, to function on a non-permanent basis, comprising from three to five effective members and an equal number of deputies. The election, installation and the functioning of the Fiscal Council will be in accordance with the provisions of articles 161 to 165 of Law 6,404/76.

Article 11 - FISCAL YEAR - The fiscal year will end on December 31 of each year. Semi-annual balance sheets will be prepared and on a discretionary basis, interim balances at any date including for the purposes of the payment of dividends, according to the legal provisions.

Article 12 - ALLOCATION OF NET INCOME - Together with the financial statements, the Board of Directors will present a proposal to the Annual General Meeting as to the allocation of net income for the fiscal year, pursuant to Articles 186 and 191 to 199 of Law 6,404/76 and subsequent provisions as follows:

12.1. before any other distribution, 5% (five percent) will be allocated to the Legal Reserve, which may not exceed 20% (twenty percent) of the capital stock;

12.2. the value to be allocated to dividend payments to the stockholders will be specified in accordance with the provisions in Article 13 and the following norms:

a) the preferred shares will have the right to the priority minimum annual dividend (Article 3, sub-paragraph I);

b) the amount of the mandatory dividend that remains after the dividend payment in the previous item will be applied firstly to remunerating the common shares for a dividend equal to the priority dividend distributed to the preferred shares;

c) the shares of both types will participate in the net income to be distributed under equal conditions once a dividend identical to the minimum dividend on the preferred shares is also assured to the common shares.

12.3. the remaining balance will be allocated in accordance with what is proposed by the Board of Directors, including the reserve cited under Article 14, “ad referendum” of the General Meeting.

Article 13 – MANDATORY DIVIDEND – The stockholders have the right to receive as a mandatory dividend for each fiscal year, an amount of not less than 25% (twenty-five percent)

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of the net income recorded in the same fiscal year, restated according to the decline or increase of the specific values under letters “a” and “b” of sub-paragraph I of Article 202 of Law 6,404/76, and complying with sub-paragraphs II and III of the same law.

13.1. The portion of the mandatory dividend that may have been paid in advance as interim dividends for account of the “Dividend Equalization Reserve” will be credited back to this same reserve account.

13.2. If so decided by the Board of Directors, interest on capital may be paid, offsetting the amount against the value of the mandatory dividend according to Articles 9, Paragraph 7 of Law 9,249/95.

Article 14 – STATUTORY RESERVES – According to the proposal of the Board of Directors, the General Meeting may decide on the constitution of the following reserves: I – Dividend Equalization Reserve; II – Reinforcement for Working Capital Reserve; III – Reserve for Capital Increase in Associate Companies.

14.1. The Dividend Equalization Reserve will be limited to 40% of the value of the capital stock and its purpose will be the payment of dividends, including interest on capital (item 13.2), or interim payments of the same, with the objective of maintaining a remuneration flow to stockholders, and made up with funds from:

a) the equivalent of 50% of the fiscal year’s net profit, restated according to article 202 of Law 6,404/76;

b) equivalent to 100% of the paid-up portion of the Revaluation Reserves, recorded as retained earnings;

c) equivalent to 100% of the restated amounts for previous fiscal years, recorded as retained earnings;

d) originating from the credits corresponding to interim dividend payments (item 13.1).

14.2. Reinforcement for Working Capital Reserve will be limited to 30% of the value of capital stock and its purpose will be to guarantee the financial backing for corporate operations, comprising funds equivalent to a maximum of 20% of the fiscal year’s net profit, restated according to Article 202 of Law 6,404/76.

14.3. Reserve for Capital Increase in Associate Companies will be limited to 30% of the value of capital stock and its purpose is to guarantee the preemptive rights in capital increases of such companies, being made up of funds equivalent to up to 50% of the fiscal year’s net earnings, adjusted according to Article 202 of Law 6,404/76.

14.4. From time to time when proposed by the Board of Directors, portions of this reserve will be capitalized to ensure that the respective outstanding balance does not exceed the limit of 95% (ninety-five percent) of the capital stock. The outstanding balance of these reserves, plus the Legal Reserve, may not exceed the capital stock.

14.5. The reserves will be separated into different sub-accounts according to the originating fiscal years to which they apply, the income allocated to their constitution and the Board of Directors will specify the profits used in the distribution of interim dividends, which may be charged to different sub-accounts, according to the category of the stockholders.

Article 15 - BENEFICIAL OWNERS – The company is prohibited from issuing shares of the Beneficial Owner type.

_________________________

EX-99.3

ITAÚ UNIBANCO BANCO MÚLTIPLO S.A.

(in process of changing corporate denomination to  ITAÚ UNIBANCO HOLDING S.A.)

CNPJ. 60.872.504/0001-23 A Publicly Listed Company  NIRE. 35300010230

SUMMARY MINUTES OF THE ORDINARY GENERAL MEETING

HELD ON APRIL 24, 2009 AT 3:40 P.M.

VENUE AND TIME:  Praça Alfredo Egydio de Souza Aranha No. 100, Torre Olavo Setubal – 9th floor, in the city and state of São Paulo, at 3:40 p.m.

PRESIDING OFFICIALS: Roberto Egydio Setubal - President

Carlos Roberto Zanelato - Secretary

QUORUM: stockholders representing more than two thirds of the voting stock.

LEGAL PRESENCE: members of management of the Company and representatives of the Fiscal Council, Audit Committee and PricewaterhouseCoopers Auditores Independentes.

CONVENING NOTICE:  published in the newspapers “Valor Econômico”, editions of April 9 (page C-1), 13 (page C-7) and April 14, 2009 (page C-3) and the “Diário Oficial do Estado de São Paulo”, editions of April 9 (page 36), 10 (page 29) and April 14, 2009 (page 42) editions.

NOTIFICATION  TO

THE STOCKHOLDERS: pursuant to Article 133 of Law 6,404/76, Paragraph 5, the publication of the notification to stockholders is waived.

RESOLUTIONS TAKEN BY THE FLOOR:

1. Following the receipt of the management report, the opinions of the Fiscal Council and the Independent Auditors and the summaries of the reports of the Audit Committee, the stockholders approved, with the abstention of the members of management  and the opposing vote of the stockholders Elizabeth Cruz de Oliveira and ECO Aluguel de Imóveis Próprios Ltda., the Account Statements for the fiscal year ending December 31, 2008 and the waiving of its reading, expressly ratifying the values paid to the members of management pursuant to the content of the said statements. The aforesaid documents were published on March 24, 2009 in the newspapers “Diário Oficial do Estado de São Paulo” (pages 5 to 28) and “Valor Econômico” (pages E-7 to E-19). Analogous documents with respect to the semester ending June 30, 2008, were published on August 26, 2008 in the newspaper, “Valor Econômico” (pages E-9 to E-17).

2. Ratified, with the opposing vote of the stockholders Elizabeth Cruz de Oliveira and ECO Aluguel de Imóveis Próprios Ltda., the allocation of the net income for the fiscal year as recorded in the account statements for December 31, 2008 for the amount of R$20,217,096,583.32 (twenty billion, two hundred and seventeen million, ninety-six thousand, five hundred and eighty-three reais and thirty-two centavos) as follows: (a) R$1,010,854,829.17 (one billion, ten million, eight hundred and fifty-four thousand, eight hundred and twenty-nine reais and seventeen centavos) to the Legal Reserve; (b) R$2,000,000,000.00 (two billion reais) to the Reserve for Profits to be Realized; (c) R$13,985,924,854.99 (thirteen billion, nine hundred and eighty-five million, nine hundred and twenty-four thousand, eight hundred and fifty-four reais and ninety-nine centavos) to statutory reserves, after discounting R$ 15,136,116.91 (fifteen million, one hundred and thirty-six thousand, one hundred and sixteen reais and ninety-one centavos) related to adjustments for previous years, being R$6,327,243,082.54 (six billion, three hundred and twenty-seven million, two hundred and forty-three thousand, and eighty-two reais and fifty-four centavos) to the Reserve for Dividends Equalization, R$3,063,472,708.91 (three billion, sixty-three million, four hundred and seventy-two thousand, seven hundred and eight reais and ninety-one centavos)

MINUTES OF THE ORDINARY GENERAL MEETING OF APRIL 24, 2009, AT 3:40 P.M., OF ITAÚ UNIBANCO BANCO MÚLTIPLO S.A. (in process of changing corporate denomination to ITAÚ UNIBANCO HOLDING S.A.) Page 2

to the Reserve for Working Capital Increase and R$4,595,209,063.54 (four billion, five hundred and ninety-five million, two hundred and nine thousand and sixty-three reais and fifty-four centavos) to the Reserve for Increase in Capital of Investees; and (d) R$3,205,180,782.25 (three billion, two hundred and five million, one hundred and eighty thousand, seven hundred and eighty-two reais and twenty-five centavos) to the payment of dividends and interest on capital, to be offset against the mandatory dividend, as permitted pursuant to Article 9 of Law 9,249/95. The resolutions of the Board of Directors relative to the anticipated payout to stockholders of dividends and interest on capital, to be offset against the mandatory dividend for 2008, were ratified.

3. Approved, with the abstention and opposing votes of the investment funds, that the Board of Directors be made up of 14 (fourteen) members, for a term of office with a duration until the investiture of the members elected at the Ordinary General Meeting to be held in 2010, being reelected: (i) ALCIDES LOPES TÁPIAS, Brazilian, married, lawyer, bearer of Brazilian identity card RG-SSP/SP number 3.262.877, enrolled in the Brazilian tax register (CPF) under number 024.054.828-00, domiciled in the city and state of São Paulo, at Av. Paulista, 37, 10th floor; (ii) ALFREDO EGYDIO ARRUDA VILLELA FILHO, Brazilian, married, engineer, bearer of Brazilian identity card RG-SSP/SP number 11.759.083-6, enrolled in the Brazilian tax register (CPF) under number 066.530.838-88, domiciled in the city and state of São Paulo, at Av. Sansão Alves dos Santos, 102 – 5th floor; (iii) ALFREDO EGYDIO SETUBAL, Brazilian, married, business administrator, bearer of Brazilian identity card RG-SSP/SP number 6.045.777-6, enrolled in the Brazilian tax register (CPF) under number 014.414.218-07, domiciled in the city and state of São Paulo, at Praça Alfredo Egydio de Souza Aranha, 100, Torre Eudoro Villela, 15th floor; (iv) CANDIDO BOTELHO BRACHER, Brazilian, married, business administrator, bearer of Brazilian identity card RG-SSP/SP number 10.266.958-2, enrolled in the Brazilian tax register (CPF) under number 039.690.188-38, domiciled in the city and state of São Paulo, at Avenida Brigadeiro Faria Lima, 3.400 – 4th floor; (v) FERNANDO ROBERTO MOREIRA SALLES, Brazilian, married, industrialist, bearer of Brazilian identity card RG-SECC/RJ number 2.066.712-7, enrolled in the Brazilian tax register (CPF) under number 002.938.068-53, domiciled in the city and state of São Paulo, at Avenida Eusébio Matoso, 891, 22nd floor; (vi) FRANCISCO EDUARDO DE ALMEIDA PINTO, Brazilian, divorced, economist, bearer of Brazilian identity card RG-IFP/RJ number 04.061.799-5, enrolled in the Brazilian tax register (CPF) under number 664.266.777-87, domiciled in the city and state of São Paulo at Avenida Eusébio Matoso, 891, 22nd floor; (vii) GUSTAVO JORGE LABOISSIERE LOYOLA, Brazilian, married, PhD in economy, Brazilian identity card RG-SSP/DF number 408.776, enrolled in the Brazilian tax register (CPF) under number 101.942.071-53, domiciled in the city and state of São Paulo, at Rua Estados Unidos, 498; (viii) HENRI PENCHAS, Brazilian, married, engineer, bearer of Brazilian identity card RG-SSP/SP number 2.957.281, enrolled in the Brazilian tax register (CPF) under number 061.738.378-20, domiciled in the city and state of São Paulo, at Praça Alfredo Egydio de Souza Aranha, 100, Torre Conceição, 12th floor; (ix) ISRAEL VAINBOIM, Brazilian, divorced, engineer, bearer of Brazilian identity card RG-SSP/SP number 14.189.351, enrolled in the Brazilian tax register (CPF) under number 090.997.197-87, domiciled in the city and state of São Paulo at Avenida Eusébio Matoso, 891, 22nd floor; (x) PEDRO LUIZ BODIN DE MORAES, Brazilian, married, economist, bearer of Brazilian identity card RG-IFP/RJ 3.733.122, enrolled in the Brazilian tax register (CPF) under number CPF 548.346.867-87, domiciled in England, at Evelyn Gardens, 32, Flat 5, London, UK, SW7 3BJ; (xi) PEDRO MOREIRA SALLES, Brazilian, married, banker, bearer of Brazilian identity card RG-SSP/SP number 19.979.952, enrolled in the Brazilian tax register (CPF) under number 551.222.567-72, domiciled in the city and state of São Paulo at Praça Alfredo Egydio de Souza Aranha, 100, Torre Olavo Setubal, 10th floor; (xii) RICARDO VILLELA MARINO, Brazilian, married, engineer, bearer of Brazilian identity card RG-SSP/SP number 15.111.115-7, enrolled in the Brazilian tax register (CPF) under number 252.398.288-90, domiciled in the city and state of São Paulo, at Praça Alfredo Egydio de Souza Aranha, 100 – Torre Alfredo Egydio – 12th floor; (xiii) ROBERTO EGYDIO SETUBAL, Brazilian, married, engineer, bearer of Brazilian identity card RG-SSP/SP number 4.548.549, enrolled in the Brazilian tax register (CPF) under number 007.738.228-52, domiciled in the city and state of São Paulo, at Praça Alfredo

MINUTES OF THE ORDINARY GENERAL MEETING OF APRIL 24, 2009, AT 3:40 P.M., OF ITAÚ UNIBANCO BANCO MÚLTIPLO S.A. (in process of changing corporate denomination to ITAÚ UNIBANCO HOLDING S.A.) Page 3

Egydio de Souza Aranha, 100, Torre Olavo Setubal, 10th floor; and, by indication of the stockholder, Bank of America Corporation, the director (xiv) GUILLERMO ALEJANDRO CORTINA, Argentine, married, banker, bearer of United States passport number 403758854, enrolled in the Brazilian tax register (CPF) under number 232.341.518-22, domiciled at 4743 Binford’s Ridge Road, Charlotte, North Carolina, United States of America.

4. Approved the election of the following members to make up the Company’s Fiscal Council, with a term of office until the Ordinary General Meeting to be held in 2010: (i) at the indication of the stockholder Caixa de Previdência dos Funcionários do Banco do Brasil - PREVI, in the position of holder of preferred shares, with the abstention and opposing vote of the investment funds: as effective member ARTEMIO BERTHOLINI, Brazilian, married, accountant,bearer of Brazilian identity card RG-SSP/SP number 3.638.656-X, enrolled in the Brazilian tax register (CPF) under number 095.365.318-87, domiciled in the city and state of São Paulo, at Rua Vergueiro, 2.016 – 9th floor, with his respective alternate, SUSANA HANNA STIPHAN JABRA, Brazilian, divorced, economist, bearer of Brazilian identity card RG-SSP/SP number 7.366.839-4, enrolled in the Brazilian tax register (CPF) under number 037.148.408-18, domiciled in the city and state of Rio de Janeiro, at Rua Barão da Torre, 567, apt. 101; and (ii) by indication of IUPAR – Itaú Unibanco Participações S.A., in the position of controlling stockholder, taking into consideration the abstention and the opposing votes of stockholders and investment funds: as effective members, IRAN SIQUEIRA LIMA, Brazilian, married, economist, bearer of Brazilian identity card RG/CORECON–1ª Região number 4587, enrolled in the Brazilian tax register (CPF) under number 035.001.957-68, domiciled in the city and state of São Paulo, at Av. Prof. Luciano Gualberto, 908 – FEA-3 – Cidade Universitária and ALBERTO SOZIN FURUGUEM, Brazilian, married, economist, bearer of Brazilian identity card RG/CORECON 1ª  Região number 2808-8, enrolled in the Brazilian tax register (CPF) under number 046.876.477-15, domiciled in the city and state of Rio de Janeiro, at Av. Rio Branco, 45 – sala 1914 and, as their respective alternates, JOSÉ MARCOS KONDER COMPARATO, Brazilian, widower, engineer, bearer of Brazilian identity card RG-SSP/SP number 1.446.416, enrolled in the Brazil tax register (CPF) under number 005.902.588-34, domiciled in the city and state of São Paulo at Rua dos Caetés, 619 – 2nd floor  e JOÃO COSTA, Brazilian, married, economist,bearer of Brazilian identity card RG-SSP/SP number 4.673.519, enrolled in the Brazilian tax register (CPF) under number 476.511.728-68, domiciled in the city and state of São Paulo at Rua Dr.Abílio Martins de Castro, 75.

5. Established, with the opposing vote of the stock holders Elizabeth Cruz de Oliveira and ECO Aluguel de Imóveis Próprios Ltda. and of two investment funds:  (i) the annual and aggregate amounts as compensation for the Board of Directors and the Executive Board, also to include the advantages or benefits of any nature that may eventually be granted, readjusted pursuant to the Company’s compensation policy, and that the said amounts shall be attributed to their respective members in the manner to be decided by the Board of Directors: up to R$20,000,000.00 (twenty million reais) to the Board of Directors and up to R$80,000,000.00 (eighty million reais) to the Executive Board, the compensation of the members of management also being paid by controlled companies as the case may be; (ii) the individual monthly compensation of the effective Fiscal Councilors and their alternates at R$12.000,00 (twelve thousand reais) and R$5,000.00 (five thousand reais), respectively.

6. Publication of the Minutes: approved, unanimously, the publication of the minutes of the Meeting omitting the names of the stockholders present, pursuant to Paragraph 2, Article 130 of Law 6,404/76.

FILED DOCUMENT: The Stockholder Statement and Voting Declarationswere filedat theCompany’s registered offices and authenticated by the Presiding Officials.

São Paulo, April 24, 2009. (signed) Roberto Egydio Setubal, President; Carlos Roberto Zanelato, Secretary; ...

ALFREDO EGYDIO SETUBAL

Investor Relations Officer