1Q10 Earnings Release

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Fleury ON(Bovespa FLRY3)

Total Shares (May 13, 2010)131,298,550 shares

Free float (May 13, 2010)39,389,570 shares(30,0%)

Share price on May 13, 2010R$ 17.70/share

Market Cap (May 13, 2010)R$ 2,323.98 million

Cash and Cash Equivalents (Mar 31, 2009)R$ 576 million

Investor Relations

Fábio MarchioriCFO and Head of IR

João PatahInvestor Relations ManagerPhone +55 11 5014-7413ri@fleury.com.brwww.fleury.com.br/ir

Conference CallMay 14, 2010

English11:00 AM (10:00 AM EST)Portuguese12:30 PM (11:30 AM EST)

Phone numbers:Participants in Brazil: +55 11 4688-6361Participants in the U.S.: (+1) 888-700-0802Participants in other countries: (+1) 786-924-6977

Password: FleuryWebcast: www.fleury.com.br/ir

FLEURY GROUP ANNOUNCES AN INCREASE OF 11.2% IN GROSS REVENUE, 14.3% IN GROSS PROFIT, 16.7% IN EBITDA AND 114% IN NET INCOME.

São Paulo, May 13, 2010 - Fleury Group (BOVESPA: FLRY3), announces today its 2010 first quarter’s results (1Q10). Financial and Operating information presented in this report have been prepared on a consolidated basis, in accordance with the Brazilian Corporation Law 11,638/07 as well as the accounting principles adopted in Brazil (BR GAAP).

All mentioned comparisons are against the same period in 2009 - 1Q09 - except when stated differently

Financial highlights

Gross Revenue increased by 11.2%, achieving R$217 million. Highlights are:

Growth was mainly driven by Diagnostic Medicine, evenly distributed •between Clinical Analysis and Imaging tests & Other Diagnostic Specialties; Patient Service Centers – PSCs revenue grew by 12.9% while Hospital-Based Diagnostics revenue has increased by 18.7%.

Preventive and Therapeutic Medicine (MPT) has achieved 51.6% growth •excluding the Fleury Hospital-Dia (now called Fleury CPMA) effect. By including the CPMA figure, MP&T revenue has decreased by 4.1%.

Gross Profit has increased by 14.3% to R$ 86 million due to services mix enrichment and savings from the integration of the IT platform and Sample Processing Facilities, as well as from acquisitions’ synergies; as a result, Gross Margin has improved by 110 basis points, achieving 42.2%.

EBITDA (NOT adjusted) of R$44.9 million, a 16,7% increase. EBITDA margin was 22.0%, 101 basis points higher than 1Q09. It´s worth to highlight that, during 1Q10, the Group spent R$ 4.0 million with non-recurring items, which represents 2.0% of Net Revenue.

Net Income increased by R$ 12.6 million, achieving R$23.5 million (11.5% of Net Revenue), influenced by improved Gross Profit (R$ 10.8 million above 1Q09) and Net Finance Income (R$ 3.8 million, compared to an expense of R$ 7.3 million in 1Q09).

Cash Inflow of R$ 48 million, including proceeds from the Greenshoe (R$ 82.2 million), partially off-set by investing activities (R$ 9.6 million) and loans amortization (R$ 4.5 million)

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Financial indicators

R$ million 1Q10 1Q09 r 4Q09 r

Gross Revenue 217.2 195.2 11.2% 215.7 0.7%

Net Revenue 203.9 183.2 11.3% 202.5 0.7%

Gross Profit 86.0 75.3 14.3% 75.5 13.9%

% NR 42.2% 41.1% 110 b.p. 37.3% 490 bps

EBITDA 44.9 38.4 16.7% 41.0 9.5%

% NR 22.0% 21.0% 101 bps 20.2% 178 bps

Net Earnings 23.5 11.0 114.3% 20.1 17.2%

% NR 11.5% 6.0% 555 bps 9.9% 163 bps

Net Debt (402.2) 104.3 (327.8)

Shares Outstanding (million) 131.3 4.6 126.2

Operational highlights

Completion of the integration of Biesp (São Paulo state) and Centro de Mastologia do Rio de Janeiro •operations, with the unification of front-end IT platform.

Optimization of PSCs network in Rio de Janeiro, • with the start-up of Image Services in two centers and closure of 10 satellite ones.

Completion of the unification of sample processing facilities of São Paulo State• with closure of one sample processing facility.

Incorporation of Weinmann Laboratories,• which was acquired by the Group in October 2009.

Economic Scenario and Sector

Employment growth and formalization of employment are the main expansion drivers of HMO beneficiaries’ numbers. Actual trends continue to outline the growth opportunities in the sector; 657k (net) formal jobs were created during 1Q10, adding up to 1.7 million in the last 12 months.

At the same time, the recent figures released by the National Health Agency (ANS) reveal that the health insurance sector has reached a total of 42.9 million associates by the end of 2009, a 4.9% YoY increase and 5.1% CAGR since 2006. The main driver for this performance has been the Corporate Health Plans, with a 6.3% YoY growth.

Brazil and Metropolitan Areas

Net formal jobs creation (thousands) Health plan associates (million)

1Q10 LTM rLTM 2009* r Y.o.Y* Penetration

Brazil 657.3 1,710.1 5.3% 42.9 4.9% 22.4%

São Paulo 111.2 289.7 5.2% 17.2 2.1% 49.7%

Rio de Janeiro 27.9 99.0 4.1% 5.5 5.6% 38.5%

Rio Grande do Sul 23.1 55.2 5.8% 2.4 13.5% 32.5%

Bahia 17.1 56.6 8.1% 1.3 1.2% 22.4%

Pernambuco 4.7 47.7 7.4% 1.3 5.8% 26.6%

Paraná 25.5 49.1 5.7% 2.2 10.9% 34.1%

* States numbers. Source: General Register of Employed and Unemployed

Also according to ANS, expenditure in the private healthcare sector amounted R$ 52.2 billion in 2009, representing a 8.3% increase over 2008. There is an estimate that 21% of this expenditure (R$ 11.1 billion) was in Diagnostic Medicine.

Another important growth driver in the Private Healthcare sector is the population’s social mobility. Although there isn’t any published official information related to plans segmentation by Families Income range, researches made by PNAD / IBGE between 2004 and 2008 have shown a 10% CAGR in the number of families in Classes A and B, 9% CAGR in class C while D and E classes have decreased by 0.8% per year.

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Finacial Performance

Gross Revenue

Gross Revenue has reached R$217 million in 1Q 2010, an 11.2% increase compared to 1Q09 and 0.7% increase over 4Q09. This growth is result of consistent growth of the PSCs, Operations in Hospitals, MP&T results and acquisitions in Rio de Janeiro (CMRJ) and Rio Grande do Sul (Weinmann).

In this quarter, the volume of tests carried out has reached 7.6 million.

Gross Revenue(R$ Million)

The Medical Diagnostics Business Unit - MD (which includes our Patient Service Centers - PSCs, Hospital-Based Diagnostics and Lab-to-Lab services) Gross Revenue has increased by 11.5%, achieving R$ 214 million. The double-digit organic growth in PSCs and Diagnostic Operations in Hospitals, together with the effects of Weinmann and CMRJ acquisitions more than offset the decrease in Revenue caused by:

Rationalization in the portfolio of tests and procedures in specific operations during 2009 andI. Discontinuation of the Clinical Trial services. II.

Gross Revenue breakdown by Business Line

The Preventive and Therapeutic Medicine Business Unit – MP&T (which includes Health Assessment, Health Promotion and Cronic Diseases Management –GDC) has achieved a Gross Revenue of R$ 3.6 million, a 51.6% increase excluding the Fleury Hospital-Dia figure (whose activities have been suspended from 4Q09) and a decrease of 4.1% if we include it.

Gross Revenue breakdown by source has remained stable and diversified:

Health Plan Providers are responsible for 72% of Group Revenues, being the top 5 responsible for approximately 40%. •

Private Customers add up to 14% of Revenue•

Hospitals, other Laboratories and Companies are responsible for 7%, 5% and 2% respectively.•

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Business Units Performance

Medical Diagnostics

As mentioned above, this Business Unit continue to deliver consistent Growth, due to:

PSCs network optimization, increase of the units average size and expansion of services portfolio in each of them;•

Continuous deployment of Imaging Services and High-Complexity tests and procedures;•

Further development of our partnership with Hospitals;•

Strategic acquisitions.•

Revenue Growth was well balanced between Clinical Analysis (11.7% increase, already including Weinmann’s results) and Imaging tests & Other Diagnostic Specialties (11.2% increase, already including CMRJ’s results). The number of clinical analysis tests reached 7.2 million, a 6.4% YoY increase, and the number of Imaging test summed 0.3 million, a 5.3% YoY increase.

Medical Diagnostics Gross RevenuesBreakdown by Type fo Exam/Test (%)

Patient Service Centers

The number of patients and the volume of tests at the PSCs has increased by 6.4% and 7.1% respectively. As a consequence, revenue has increased by 12.9%, adding up to R$186 million.

The Average Revenue per PSC grew 16.2%, as a result from continuous efforts to optimize the network and improvement of services mix. As an example, 10 PSC’s were closed in Rio de Janeiro during the 1Q10 (their consolidated revenue was R$ 0.2 million por month).

Gross Revenue per Average PatientService Center (R$ Million)

Considering the “same store sales” concept, which considers centers that were open during the comparison period, 1Q 2010 growth was 7.4% compared to 1Q 2009.

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Diagnostic Operations in Hospitals

The Fleury Group continue to expand its partnership with Hospitals, becoming responsible for their Clinical Tests, through its multiple brands (Fleury, Biesp and Paulo Loureiro). The Group is present at highly relevant Medical Institutions in Sao Paulo, Rio Grande do Sul and Pernambuco

Revenue from these operations has reached R$17.7 million during the Quarter, an 18.7% increase. This expansion is mainly due to the following factors:

Expansion of the hospitals operations, namely Sírio-Libanês, Santa Catarina and Samaritano (partnerships with Fleury I. brand, São Paulo), Oswaldo Cruz (partnership with Biesp brand, São Paulo), Santa Joana and Unicordis (Paulo Loureiro brand, Pernambuco).Acquisition of Weinmann, which is present at Hospitals Moinhos de Vento and Ernesto Dorneles (Rio Grande do Sul).II.

The number of tests performed through this business line has expanded by 13.1%. The average revenue per test has increased by 5%, as a consequence of the highly specialized procedures performed by the Hospitals.

It´s worth to emphasize that the expansion of the Group’s activities has occurred in spite of the suspension of operations at three hospitals (Nove de Julho, Sabará and Nossa Senhora de Lourdes).

Lab-to-Lab and Clinical Trials

During 2009, Fleury Group has established a differentiation strategy in the Lab-to-Lab business line; the outcome of this important decision (in terms of profitability) was the reduction in the amount of low-complexity tests performed. As a result, the Revenue has decreased by 1.6% in this specific segment.

The Group has decided to discontinue the Clinical Trial services, only maintaining studies which were already under way. Within this context, the 1Q10 revenue has decreased from R$ 2.1 million in 1Q09 to R$ 0.2 million in 1Q10.

Overall, this business line’s revenue has decreased by 17.4%.

Preventive and Therapeutic Medicine

The Preventive and Therapeutic Medicine (MPT) Business Unit Revenue (excluding Fleury Hospital-Dia operations) has increased by 51.6% due to:

Gradual maturation of the Chronic Disease Management service: one of the main drivers of this service is the number •of lives under contract; performance in this KPI during 1Q10 was exceptional and the Group has reached 13.0 thousand lives, a 55% increase over 4Q09. An important aspect from this business is that Revenues are recurring and cumulative, as this is a continuous provision of service.

Health Assessment and Health Promotion services revenue grew by 33.4%, mainly due to 27% increase in the number •of Health Assessments.

By including the Hospital-Dia figure, MP&T revenue would have decreased by 4.1%, since its revenue has reached R$ 1.5 million in the 1Q09..

Taxes and cancellations

Tax Rate (incurred on Gross Revenue) reached 5.7%, 32 basis points below 1Q09, already reflecting the benefits of subsidiaries’ incorporations, carried out during August and September of 2009, enabling double taxation reduction. Cancellations were stable at 0.4% of Gross Revenue.

Net Revenue

Consolidated net revenue amounted to R$204 million, an 11.3% increase.

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Cost of Provided Services

Cost of Services refer mainly to personnel, medical services, materials, equipment maintenance and general expenses with facilities, incurred by the Group to perform Clinical Analysis Tests and Diagnostic Imaging procedures both in our PSCs and Hospitals, as well as expenses to provide high quality Customer Services (Call Center personnel).

Our main fixed costs are comprised by personnel costs, rent, property maintenance and general / public services, while the main variable costs are materials and services related to tests.

During the Quarter the cost of services provided was impacted primarily by:

Increase in the volume of services and tests in the PSCs and Hospitals;•

Integration of technical areas and unification of processing plants in São Paulo (concluded in 1Q10) with positive effects •on costs and productivity;

Expenditures related to the closure of PSCs and operation’s optimization – redundancies, rent fines and dismissal •costs;

Unification of IT platform.•

IIn 1Q10, the Cost of Services achieved R$118 million (57.8% of Net Revenue), an increase of 9.2%. This resulted in 110 basis points dilution over 1Q09

The following is a description of the significance of cost lines to the group’s net revenues in 1Q10:

Personnel and Medical Services (28.4% of Net Revenue, an increase of 71 basis points over 1Q09) continue to be the •Group’s main cost, reflecting the high qualified professionals and the relevance of high added-value services;Materials and Outsourcing (12.3% of Net Revenues, a decrease of 50 basis points over 1Q09);•General Services, Rents and Utilities accounted (11.9% of Net Revenues, a decrease of 199 basis points over 1Q09);•General Expenses (5.2% of Net Revenues, an increase of 68 basis points over 1Q09).•

1Q10 1Q09 4Q09

R$ million% Net

RevenueR$ million

% Net Revenue

r R$ million% Net

Revenuer

Personnel and medical services 57.9 28.4% 50.7 27.7% 71 bps 60.7 30.0% -157 bps

Materials and outsourcing 25.1 12.3% 23.5 12.8% -50 bps 27.7 13.7% -134 bps

General services, rent and utilities 24.2 11.9% 25.4 13.9% -199 bps 29.3 14.4% -260 bps

General expenses 10.6 5.2% 8.3 4.5% 68 bps 9.3 4.6% 61 bps

Cost of services 117.9 57.8% 107.9 58.9% -110 bps 127.0 62.7% -490 bps

Gross Profit

Gross profit in 1Q10 reached R$86.0 million, a gross margin to net revenue ratio of 42.2%. This represents an increase of 14.3% when compared to 1Q09, a 110 basis points improvement.

Breaking down the gross profit by Business Unit:

Medical Diagnostics improved its margin to net revenue from 43% in 1Q09 to 44% in 1Q10, mainly driven by improvements •in Regional Brands;Preventive and Therapeutic Medicine improved its negative margin to net revenue from -58% in 1Q09 to -39% in 1Q10, •consequence of initial revenues of the Chronic Disease Management services;

Operating Expenses

General and Administrative Expenses - General and administrative expenses, excluding the provisions for Profit Sharing Plan (PSP) and the Depreciations, were R$32.9 million, a 6.0% increase over 1Q09. Inflation, dismissals and expenses added from the acquired companies were partially offset by gains obtained from restructurings carried on throughout 2009. G&A expenses, excluding the PSP and Depreciations, were diluted to 16.2% of Net Revenue, from 17.0% in 1Q09. Comparing to 4Q10 there was a 444 basis points dilution.

The provisions for the Profit Sharing Plan (PSP) totaled R$2.5 million, close to the amount in 1Q09, and includes operational (sample processing facilities and customer services) and administrative employees.

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Depreciations increased by R$1.2 million, totaling R$ 8.0 million, mainly resulting from incorporation of the fixed assets from acquisitions performed in 2009.

Even though Goodwill Amortization is no longer reflected in the income statement, Fleury Group continue benefiting from its effects of the fiscal credit, lowering the effective tax rate.

Other operating revenues (expenses), net - Other net operating expenses increased R$2.9 million, mainly to adjust the level of bad debt provisions to the growth in 2009’s accounts receivable level. It is important to point out that 1Q10 demonstrated recent improvements in the accounts receivables aging over 120 days.

Contingency provision - The contingency provision amounted R$ 0.2 million in net provision reversals.

1Q10 1Q09 4Q09

R$ million% Net

RevenueR$ million

% Net Revenue

r R$ million% Net

Revenuer

General and Administrative 32.9 16.2% 31.1 17.0% -81 bps 41.7 20.6% -444 bps

Profit Sharing Plan (PSP) 2.5 1.2% 2.9 1.6% -36 bps 2.7 1.4% -16 bps

Other operating expenses (revenue), net 6.0 2.9% 3.0 1.6% 128 bps -5.7 -2.8% 571 bps

Contingency provision -0.2 -0.1% 0.2 0.1% -16 bps -4.2 -2.1% 200 bps

Operating Expenses (ex-depreciation) 41.2 20.2% 37.1 20.2% -5 bps 34.6 17.1% 313 bps

EBITDA

EBITDA reached R$44.9 million, 16.7% increase over 1Q09, representing a margin-to-net-revenue of 22.0%, 101 basis points higher than in the previous year. Comparing to 4Q09, EBITDA margin increased 178 basis points.

Non recurring expenses totaled R$4.0 million. This amount, mainly caused by expenses related to adminstrative restruturing, integration expenses and the closing of PSCs was not used in any way to adjust the EBITDA calculation presented above.

EBITDA(R$ Million)

1Q10 1Q09

R$ million % Net Revenue R$ million % Net Revenue r

Net Income 23.5 11.5% 11.0 6.0% 558 bps

Financial Expenses (Income) (3.7) (1.8%) 7.3 4.0% 583 bps

Depreciation and amortization 8.0 3.9% 6.8 3.7% -20 bps

Income Tax and Social Contribution 17.0 8.4% 13.3 7.3% -109 bps

EBITDA (NOT adjusted) 44.9 22.0% 38.4 21.0% 100 bps

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Financial Results

The Group reached a R$ 3.7 million - Financial Income, compared to a R$ 7.3 million net expense in 1Q09.

R$ million 1Q10 1Q09

Financial Income (expenses), net 3.7 (7.3)

Interest and inflation adjustment (7.0) (8.0)

Exchange rate change and hedge (0.0) (0.0)

Interest received 11.6 2.3

Bank fees and other expenses (0.9) (1.6)

Financial income 12.3 2.9

Financial expenses (8.6) (10.2)

Income Tax and Social Contribution

Direct Taxes added up to R$ 17.0 million, a 42% rate, mainly due to a Deffered Tax Asset write-off (R$ 3.0 million).The asset write-off was the result of a Temporary Difference becoming Permanent.

Considering the current tax amount recorded, effective Tax Rate was 13%.

Net Income

Net income reached R$23.5 million, 114.3% more than 1Q09, representing a profit margin of 11.5% of the Net Revenue.

Net Income(R$ Million)

Investments and Return

The investments in CAPEX amounted R$ 9.6 million in 1Q10. The most significant investments were related to the Expansion Plan in th Patient Service Centers, in addition to imaging and clinical anylisis equipment and IT platform.

We should point out that CAPEX investments will be growing throughout the year, due the evolution of the Expansion Plan and the timing of imaging equipments installation – they require the former preparation of the corresponding PSC’s.

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Capital Market

Fleury shares (BOVESPA: FLRY3) ended up the 1Q10 at R$ 19.00, a 18.8% increase since the IPO compared to 2.5% increase of the Ibovespa Index. Iin the quarter, the shares had a 2.5% decrease (with daily average volume of R$ 4.0 million traded).

FLRY3

Close (03/31/2010) R$ 19.00

1Q10 High R$ 20.00

1Q10 Low R$ 17.69

Investor Relations Department

Phone: + 55 11 5014-7413 | E-mail: ri@fleury.com.br | Website: www.fleury.com.br/irAddress: Avenida General Valdomiro de Lima, 508 - 04344-903 - São Paulo, SP - Brasil

FLEURY S.A. AND SUBSIDIARIES

BALANCE SHEETS AS OF MARCH 31 AND DECEMBER 2009(In thousands of Brazilian reais - R$)

NoteASSETS 03/31/2010 12/31/2009 03/31/2010 12/31/2009

CURRENT ASSETSCash and cash equivalents 4 575.764 526.735 575.764 527.828 Trade accounts receivable 5 169.606 135.142 170.823 152.596 Inventories 6 9.579 9.116 10.097 12.450 Recoverable taxes 7 17.808 15.693 17.895 16.307 Prepaid expenses 4.221 1.617 4.347 1.837 Other 9.728 8.035 9.989 8.650 Total current assets 786.706 696.338 788.915 719.668

NONCURRENT ASSETSLong-term assets:

Related parties 21 3.652 6.131 - - Trade accounts receivable 5 - 63 - 63 Recoverable taxes 7 14.659 15.109 14.659 15.109 Judicial deposits 14 3.844 3.657 3.847 3.657 Deferred income tax and social contribution 26 40.852 46.157 40.852 47.768 Other 1.258 1.893 1.258 1.893

Total long-term assets 64.265 73.010 60.616 68.490 Investments 8 3.889 10.323 246 246 Property and equipment 9 152.491 148.816 158.630 158.246 Intangible assets 10 317.806 316.796 318.017 317.819 Total noncurrent assets 538.451 548.945 537.509 544.801

TOTAL ASSETS 1.325.157 1.245.283 1.326.424 1.264.469

The accompanying notes are an integral part of these financial statements.

Company Consolidated

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NoteLIABILITIES AND SHAREHOLDERS' EQUITY 03/31/2010 12/31/2009 03/31/2010 12/31/2009

CURRENT LIABILITIESLoans and financing 11 49.759 37.975 49.781 39.424 Derivative financial instruments 17 - 13 - 13 Trade accounts payable 12 35.921 39.692 36.382 44.239 Payroll and related taxes 13 30.237 37.648 30.948 40.858 Provision for income tax and social contribution 4.520 970 4.520 970 Taxes payable 15 20.204 19.322 20.204 19.682 Accounts payable - business acquisitions 16 14.534 35.187 14.534 35.187 Other payables 650 702 723 5.672 Total current liabilities 155.825 171.509 157.092 186.045

NONCURRENT LIABILITIESLoans and financing 11 80.027 92.608 80.027 92.834 Deferred income tax and social contribution 26 18.055 13.241 18.055 13.241 Reserve for contingencies 14 7.742 15.587 7.742 17.183 Taxes payable 15 82.704 72.228 82.704 74.996 Accounts payable - business acquisitions 16 29.205 32.607 29.205 32.607 Other 7 1.164 7 1.224 Total noncurrent liabilities 217.740 227.435 217.740 232.085

SHAREHOLDERS' EQUITYCapital 20 832.058 750.420 832.058 750.420 Capital reserve 1 1 1 1 Capital reserve - options granted recognized 67 - 67 - Revaluation reserve 3.866 4.107 3.866 4.107 Earnings reserves 115.600 91.811 115.600 91.811 Total shareholders' equity 951.592 846.339 951.592 846.339

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 1.325.157 1.245.283 1.326.424 1.264.469

Company Consolidated

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FLEURY S.A. AND SUBSIDIARIES

STATEMENTS OF INCOMEFOR THE QUARTERS ENDED MARCH 31, 2010 AND 2009(In thousans of Brazilian reais - R$, except earnings per share)

Note 01/01/2010 to 03/31/2010

01/01/2009 to 03/31/2009

01/01/2010 to 03/31/2010

01/01/2009 to 03/31/2009

SERVICE REVENUE 22 206.797 143.634 217.159 195.223

TAXES (11.980) (8.127) (12.460) (11.818)

CANCELLATIONS (534) (49) (802) (249)

NET REVENUE 194.283 135.458 203.897 183.156

COST OF SERVICES 23 (110.717) (67.402) (117.868) (107.889)

GROSS PROFIT 83.566 68.056 86.029 75.267

OPERATING EXPENSES (INCOME)General and administrative expenses 24 (40.863) (32.948) (43.399) (40.767) Other operating income (expenses), net 25 (5.863) 315 (5.955) (3.008) Reserve for contingencies (150) (150) 164 (150) Equity in subsidiaries 8 (337) (9.416) - -

INCOME FROM OPERATIONS BEFORE FINANCIAL

EXPENSES 36.353 25.857 36.839 31.342

FINANCIAL INCOME (EXPENSES) 26 3.772 (2.647) 3.738 (7.313)

INCOME BEFORE INCOME TAX ANDSOCIAL CONTRIBUTION 40.125 23.210 40.577 24.029

INCOME TAX AND SOCIAL CONTRIBUTIONCurrent 27 (4.847) (7.984) (5.299) (8.091) Deferred 27 (11.730) (4.240) (11.730) (5.204)

INCOME BEFORE NON-CONTROLLING

INTERESTS 23.548 10.986 23.548 10.734

NON-CONTROLLING INTERESTS - - - 252

NET INCOME 23.548 10.986 23.548 10.986

Number of shares outstanding at year end (*) 131.298.550 4.595.449

EARNINGS PER SHARE - R$ 0,18 2,39

(*) The increase in number of shares in 2010 compared to 2009 was due to the issuance of new shares and the split of existing shares.

The accompanying notes are an integral part of these financial statements.

Company Consolidated

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FLEURY S.A.

STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (COMPANY)FOR THE QUARTERS ENDED MARCH 31, 2010 AND DECEMBER 31, 2009(In thousands of Brazilian reais - R$, except earnings, dividends and interest on capital per share proposed and paid)

Shares Capital Capital Reserves - options Revaluation Legal Profit Retainedissuance costs reserve granted recognized reserve reserve reserve earnings Total

BALANCES AS OF DECEMBER 31, 2008 94.439 - 1 - 5.272 9.458 41.503 - 150.673

Capitalization of retained earnings 20 678.199 - - - - - - - 678.199 Share issue costs - (22.218) - - - - - - (22.218) Realization of revaluation reserve - - - - (1.165) - 1.165 - Net income (R$0.66 per share) - - - - - - - 83.685 83.685 Allocation of income:

Dividends paid, August 12, 2009 (R$1.96 per share) 20 - - - - - - - (9.000) (9.000) Dividends paid, October 19, 2009 (R$7.62 per share) 20 - - - - - - - (35.000) (35.000) Recognition of legal reserve 20 - - - - - 4.185 - (4.185) - Appropriation to earnings reserve - - - - - - 36.665 (36.665) -

BALANCES AS OF DECEMBER 31, 2009 772.638 (22.218) 1 - 4.107 13.643 78.168 - 846.339

Capital increase 20 82.204 - - - - - - - 82.204 Share issue costs - (566) - - - - - - (566) Realization of revaluation reserve - - - - (241) - - 241 - Stock Option Plan - - - 67 - - - - 67 Net income (R$0.18 per share) - - - - - - - 23.548 23.548

-

BALANCES AS OF MARCH 31, 2010 854.842 (22.784) 1 67 3.866 13.643 78.168 23.789 951.592

The accompanying notes are an integral part of these financial statements.

Capital Earnings reserves

NoteCapital

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FLEURY S.A. AND SUBSIDIARIES

STATEMENTS OF CASH FLOWSFOR THE QUARTERS ENDED MARCH 31, 2010 AND 2009(In thousands of Brazilian reais - R$)

03/31/2010 03/31/2009 03/31/2010 03/31/2009

CASH FLOW FROM OPERATING ACTIVITIESNet income 23.548 10.986 23.548 10.986 Items not affecting net cash provided by operating activities:

Depreciation and amortization 7.367 5.049 8.011 6.837 Stock Option Plan 67 - 67 - Net book value of property and equipment disposed of 1.049 - 1.049 - Non-controlling interests - - - 164 Equity in subsidiaries 337 9.416 - - Interest and inflation adjustment 6.845 3.707 6.886 5.628 Deferred taxes 11.730 4.240 11.730 5.204 Recognition (reversal) of reserve for contingencies 150 150 (164) 150 Allowance for doubtful accounts 4.407 - 4.412 3.040 Uncollectible receivables 7 7

(Increase) decrease in assets:Trade accounts receivable (26.995) (28.436) (27.333) (37.320) Inventories 1.927 852 2.353 1.228 Other current assets (5.381) (860) (5.376) (2.049) Noncurrent assets 335 (62) 335 469

Increase (decrease) in liabilities: Trade accounts payable (5.507) 10 (6.638) (2.716) Accounts payable and provisions (8.979) 758 (9.069) 5.472 Income tax and social contribution 3.444 (55) 3.550 224 Other noncurrent liabilities (5.058) (528) (5.243) (8.049)

Other-Interest paid (2.227) (2.713) (2.331) (5.470) Settlement of financial instruments - 873 - 1.139

Net cash provided by operating activities 7.066 3.387 5.794 (15.063)

CASH FLOW FROM INVESTING ACTIVITIESAdditions to property and equipment (8.852) (3.099) (9.004) (10.342) Additions to intangible assets (591) (1.385) (617) (2.845) Additions to investments and goodwill on business acquisitions (21) (10.888) (21) - Accounts payable - business acquisitions (24.134) (1.168) (24.134) (4.463) Merged net cash 336 - - - Net cash used in investing activities (33.262) (16.540) (33.776) (17.650)

CASH FLOW FROM FINANCING ACTIVITIESCapital increase 82.204 130.170 82.204 130.170 Share issue costs (1.759) - (1.759) - Borrowings 1.333 3.000 1.359 3.000 Loans and financing repaid (4.858) (15.147) (5.886) (28.725) Related parties (1.695) (28.912) - - Net cash provided by (used in) financing activities 75.225 89.111 75.918 104.445

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 49.029 75.958 47.936 71.732

CASH AND CASH EQUIVALENTSAt beginning of year 526.735 12.282 527.828 18.401 At end of year 575.764 88.240 575.764 90.133

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 49.029 75.958 47.936 71.732

The accompanying notes are an integral part of these financial statements.

Company Consolidated

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