EXHIBIT
2.20




Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507 (“principal contract”)
– 150436407 (“Spreadsheet”)





I
– Characteristics of Financing Spreadsheet


Due
Date


06-09-2008





Execution
Date


06-15-2007





Value
of Spreadsheet


JPY
672,925,610.75





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the
parties identified above have entered into this Credit Facility Agreement for
the Acquisition of Assets and Services with Onlending of External Funds –
Compror No. 300467507 (“Principal Contract”);





Whereas
the parties signed on 06.15.2007, the Financing
Spreadsheet, characterized in Table I of the Preamble
(“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;








Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:










1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 753


Due
Date 07.02.2010


Extension
Value JPY 672,925,610.75 equivalent to R$ 10,437,076.22


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 3,364,628.45,equivalent
on 06.09.2008 ̧ by ptax
0.015510 to R$
52,185.39.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 09, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander S.A.
              TIM
      Celular S.A.
              Lúcia
      BenechisFinance
      & Treasury
              Finance
      & TreasuryMarcio
      Fagundes
              TIM
      CELULAR S.A.TIM
      CELULAR S/A




Witnesses:




Name:
      Debora Nathalia Miranda
            Name:
      Fernanda Rodrigues da CostaCPF:
      340.626.958-39
            CPF:
      275.375.168-47ID:
      34.798.798-9
            ID:
      28.672.306-2




2




Extension Data


Term
– days 753


Due
Date 07.02.2010


Extension
Value JPY 672,925,610.75 equivalent to R$ 10,437,076.22


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 3,364,628.45,equivalent
on 06.09.2008 ̧ by ptax
0.015510 to R$
52,185.39.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered hereby were ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in light of and in strict compliance with its Code of Ethics, which is available
at the website Tim Participações S.A. (www.timpartri.com.br) – Corporate
Governance Area and filed at its headquarters and in all of its
establishments.





São
Paulo, June 09, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      Celular S.A.
              Lúcia
      BenechisFinance
      & Treasury
              Finance
      & TreasuryMarcio
      Fagundes
              TIM
      CELULAR S.A.TIM
      CELULAR S/A





Witnesses:




Name:
      Debora Nathalia Miranda
              Name:
      Fernanda Rodrigues da CostaCPF:
      340.626.958-39
              CPF:
      275.376.168-47ID:
      34.798.798-9
              ID:
      28.672.306-2




3




Santander
Letterhead Paper





I – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507 (“principal contract”)
– 151100017 (“Spreadsheet”)





I
– Characteristics of Financing Spreadsheet


Due
Date


06-16-2008





Execution
Date


12-17-2007





Value
of Spreadsheet


JPY
100,399,777.75





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 (“Contract”);





Whereas
the parties signed on 12.17.2007, the Financing Spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;








Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:




4





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 746


Due
Date 07.02.2010


Extension
Value JPY 100,399,777.75 equivalent to R$ 1,519,149.04


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 507,576.69,equivalent on
06.16.2008 ̧ by ptax
0.015131 to R$
7,680.14.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 16, 2008




(stamp)
                [signature]
                [signature]Banco
      Santander
                TIM
      Celular S.A.
                Lúcia
      BenechisFinance
      & Treasury
                Finance
      & TreasuryMarcio
      Fagundes
                TIM
      CELULAR S.A.TIM
      CELULAR S/A
 
 Witnesses:
  Name:
      Debora Nathalia Miranda
                Name:
      Fernanda Rodrigues da CostaCPF:
      340.626.958-39
                CPF:
      275.376.168-47ID:
      34.798.798-9
                ID:
      28.672.306-2
  5





Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507 (“principal contract”)
– 150467407 (“Spreadsheet”)





I
– Characteristics of Financing Spreadsheet


Due
Date


06-23-2008





Execution
Date


06-25-2007





Value
of Spreadsheet


JPY
93,838,232.54





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 (“Contract”);





Whereas
the parties signed on 06.25.2007, the Financing Spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;





Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;




6





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 739


Due
Date 07.02.2010


Extension
Value JPY 93,838,232.54 equivalent to R$ 1,404,664.50


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 474,404.24,equivalent on
06.23.2008 ̧ by ptax
0.014969 to R$
7,101.36.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 23, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      CELULAR S/A
              TIM
      CELULAR S.A




Witnesses:




Name:
      Debora Nathalia Miranda
              Name:
      Fernanda Rodrigues da CostaCPF:
      340.626.958-39
              CPF:
      275.376.168-47ID:
      34.798.798-9
              ID:
      28.672.306-2





7







Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507– 150519307
(“Spreadsheet”)





I
– Characteristics of Financing Spreadsheet


Due
Date


07-04-2008





Execution
Date


07-12-2007





Value
of Spreadsheet


JPY
1,611,597,720.10





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 – Spreadsheet no. 150519307
(“Contract”);





Whereas
the parties signed on 07.12.2007, the Financing Spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;





8





Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties resolve, hereby, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 728


Due
Date 07.02.2010


Extension
Value JPY 1,611,597,720.10 equivalent to R$ 24,286,777.64


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 7,968,455.08,equivalent
on 07.04.2008 ̧ by ptax
0.015070 to R$
120,084.62.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, July 04, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      CELULAR S/A.
              Mario
      Cesar P. de AraujoPresident




9




Witnesses:




Name:
      Daniel Ribeiro
              Name:
      Lucimara O. C. SekiCPF:
      295.139.26(illegible)
              CPF:
      132.246.268-28ID:
      27.26 (illegible)








Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507 (“principal contract”)
– 150458507 (“Spreadsheet”)





I
– Characteristics of Financing Spreadsheet


Due
Date


06-16-2008





Execution
Date


06-21-2007





Value
of Spreadsheet


JPY
1,335,146,683.19





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 (“Contract”);





Whereas
the parties signed on 06.21.2007, the Financing Spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;


Whereas
the parties wish to extend the Spreadsheet maturity date;




10





Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties resolve, hereby, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 746


Due
Date 07.02.2010


Extension
Value JPY 1,335,146,683.19 equivalent to R$ 20,202,104.46


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 6,712,820.48,equivalent
on 06.16.2008 ̧ by ptax
0.015131 to R$
101,571.69.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories declare, expressly, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 16, 2008




(stamp)
              [signature]Banco
      Santander
              TIM
      CELULAR S/A.




11








Witnesses:




Name:
      Daniel Ribeiro
              Name:
      Lucimara O. C. SekiCPF:
      295.139.26 (illegible)
              CPF:
      132.246.268-28ID:
      27.26 (illegible)








Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507– Spreadsheet no.
150494507





I
– Characteristics of Financing Spreadsheet


Due
Date


06-25-2008





Execution
Date


07-03-2007





Value
of Spreadsheet


JPY
287,676,205.03





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 - Spreadsheet no. 150494507
(“Contract”);





Whereas
the parties signed on 07.03.2007, the Financing spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;




12




Whereas
the parties wish to extend the Spreadsheet maturity date;





Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 737


Due
Date 07.02.2010


Extension
Value JPY 287,676,205.03 equivalent to R$ 4,282,635.66


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 1,438,380.85,equivalent
on 06.25.2008 ̧ by ptax
0.014887 to R$
21,413.18.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 25, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      CELULAR S/A.




13








Witnesses:




Name:
      Debora Nathalia Miranda
              Name:
      Célia (illegible)CPF:
      340.626.958-39
              CPF:
      075.580.578-08ID:
      34.798.798-9
              ID:
      12.919.384-7







Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO C CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507– Spreadsheet no
150491807





I
– Characteristics of Financing Spreadsheet


Due
Date


06-25-2008





Execution
Date


07-02-2007





Value
of Spreadsheet


JPY
162,250,944.90





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 150491807
(“Contract”);





Whereas
the parties signed on 07.02.2007, the Financing Spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);




14





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;








Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 737


Due
Date 07.02.2010


Extension
Value JPY 162,250,944.90 equivalent to R$ 2,415,429.82


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 811,254.33,equivalent on
06.25.2008 ̧ by ptax
0.014887 to R$
12,077.14.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories declare, expressly, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 25, 2008


(stamp)
                [signature]
                [signature]Banco
      Santander
                TIM
      CELULAR S/A.
  15










Witnesses:


Name:
      Debora Nathalia Miranda
                Name:
      Célia Bracio PilastroCPF:
      340.626.958-39
                CPF:
      075.580.578-08ID:
      34.798.798-9
                ID:
      12.919.384-7





Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507 (“principal contract”)
– 150465607 (“Spreadsheet”)





I
– Characteristics of Financing Spreadsheet


Due
Date


06-16-2008





Execution
Date


06-22-2007





Value
of Spreadsheet


JPY
226,257,264.64





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 (“Contract”);




16





Whereas
the parties signed on 06.22.2007, the Financing Spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;








Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 746


Due
Date 07.02.2010


Extension
Value JPY 226,257,264.64 equivalent to R$ 3,423,498.67


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 1,131,286.68,equivalent
on 06.16.2008 ̧ by ptax
0.015131 to R$
17,117.50.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories declare, expressly, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 16, 2008




17





(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      Celular S.A.
              Lúcia
      BenechisMarcio
      Fagundes
              Finance
      & TreasuryFinance
      & Treasury
              TIM
      CELULAR S.A.TIM
      CELULAR S/AWitnesses:Name:
      Debora Nathalia Miranda
              Name:
      Fernanda Rodrigues da CostaCPF:
      340.626.958-39
              CPF:
      275.376.168-47ID:
      34.798.798-9
              ID:
      28.672.306-2









Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507 (“principal contract”)
– 150445707 (“Spreadsheet”)





I
– Characteristics of Financing Spreadsheet


Due
Date


06-16-2008





Execution
Date


06-18-2007





Value
of Spreadsheet


JPY
49,028,785.31





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017




18





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 (“Contract”);





Whereas
the parties signed on 06.18.2007, the Financing spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;








Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, which
is effective with the following wording:


Extension
Data


Term
– days 746


Due
Date 07.02.2010


Extension
Value JPY 49,028,785.31 equivalent to R$ 741,854.55


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 247,867.92,equivalent on
06.16.2008 ̧ by ptax
0.015131 to R$
3,750.49.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim




19






Participações
S.A. (www.timpartri.com.br) – Corporate Governance Area and filed at its
headquarters and in all of its establishments.





São
Paulo, June 16, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      Celular S.A.
              Lúcia
      BenechisMarcio
      Fagundes
              Finance
      & TreasuryFinance
      & Treasury
              TIM
      CELULAR S.A.TIM
      CELULAR S/AWitnesses:Name:
      Debora Nathalia Miranda
              Name:
      Fernanda Rodrigues da CostaCPF:
      340.626.958-39
              CPF:
      275.376.168-47ID:
      34.798.798-9
              ID:
      28.672.306-2








Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507 (“principal contract”)
– 150450807 (“Spreadsheet”)





I
– Characteristics of Financing Spreadsheet


Due
Date


06-16-2008





Execution
Date


06-19-2007





Value
of Spreadsheet


JPY
171,119,873.47





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade




20






City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 (“Mother Contract”);





Whereas
the parties signed on 06.19.2007, the Financing Spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;





Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 746


Due
Date 07.02.2010


Extension
Value JPY 171,119,873.47 equivalent to R$ 2,589,214.81


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 1,131,286.68,equivalent
on 06.16.2008 ̧ by ptax
0.015131 to R$
13,017.99.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.




21





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 16, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      Celular S.A.
              Lúcia
      BenechisMarcio
      Fagundes
              Finance
      & TreasuryFinance
      & Treasury
              TIM
      CELULAR S.A.TIM
      CELULAR S/AWitnesses:Name:
      Debora Nathalia Miranda
              Name:
      Fernanda Rodrigues da CostaCPF:
      340.626.958-39
              CPF:
      275.376.168-47ID:
      34.798.798-9
              ID:
      28.672.306-2


Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507 (“principal contract”)
– 150484907 (“Spreadsheet”)





I
– Characteristics of Financing Spreadsheet


Due
Date


06-23-2008





Execution
Date


06-29-2007





Value
of Spreadsheet


JPY
1,159,007,918.59





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.




22






CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 (“Mother Contract”);





Whereas
the parties signed on 06.29.2007, the Financing Spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;








Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 739


Due
Date 07.02.2010


Extension
Value JPY 1,159,007,918.59 equivalent to R$ 17,349,189.53


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 5,795,039.52,equivalent
on 06.23.2008 ̧ by ptax
0.014969 to R$
86,745.95.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any




23




other,
however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 23, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      CELULAR S/A.
              Mario
      Cesar P. de AraujoPresidentWitnesses:Name:
      Daniel Ribeiro
              Name:
      Lucimara O. C. SekiCPF:
      295.139.268-00
              CPF:
      132.246.268-28ID:
      27.281.095-2







Santander
Letterhead Paper





I – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 151099447





I
– Characteristics of Financing Spreadsheet


Due
Date


06-10-2008





Execution
Date


12-13-2007





Value
of Spreadsheet


JPY
1,591,852,052.54





II
– Parties





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000




24





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 12/06/.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 151099447 (“Contract”);





Whereas
the parties signed on 12.13.2007, the Financing Spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;





Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, which
is effective with the following wording:


Extension
Data


Term
– days 752


Due
Date 07.02.2010


Extension
Value JPY 1,591,652,052.54 equivalent to R$ 24,374,559.53


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 7,958,260.25,equivalent
on 06.10.2008 ̧ by ptax
0.015314 to R$
121,872.80.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.




25





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 10, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      CELULAR S/A.
              Mario
      Cesar P. de AraujoPresidentWitnesses:Name:
      Daniel Ribeiro
              Name:
      Lucimara O. C. SekiCPF:
      295.139.268-00
              CPF:
      132.246.268-28ID:
      27.281.095-2





Santander
Letterhead Paper





II – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 300467507 (“principal contract”)
– 150482707 (“Spreadsheet”)





I
– Characteristics of financing spreadsheet


Due
Date


06-23-2008





Execution
Date


06-28-2007





Value
of Spreadsheet


JPY
1,479,049,203.62





II
– Parties





BANK:
Banco Santander S.A.




26




CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.14.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 (“Mother Contract”);





Whereas
the parties signed on 06.28.2007, the Financing spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;





Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:


Extension
Data


Term
– days 739


Due
Date 07.02.2010


Extension
Value JPY 1,479,049,203.62 equivalent to R$ 22,139,887.53


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 7,395,245.58,equivalent
on 06.23.2008 ̧ by ptax
0.014969 to R$
110,699.43.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.




27





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 23, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      CELULAR S/A.
              Mario
      Cesar P. de AraujoPresidentWitnesses:Name:
      Daniel Ribeiro
              Name:
      Lucimara O. C. SekiCPF:
      295.139.268-00
              CPF:
      132.246.268-28ID:
      27.281.095-2








Santander
Letterhead Paper





I – ADDENDUM TO FINANCING SPREADSHEET
RESTRICTED TO CREDIT FACILITY AGREEMENT FOR ACQUISITION OF ASSETS AND SERVICES
WITH ONLENDING OF EXTERNAL FUNDS – COMPROR No. 151099557





I
– Characteristics of Financing spreadsheet


Due
Date


06-11-2008





Execution
Date


12-14-2007





Value
of Spreadsheet


JPY
114,990,616.07





II
– Parties




28





BANK:
Banco Santander S.A.


CNPJ/MF
No.: 90.400.888/0001-42


Address:
Rua Amador Bueno No. 474 – Santo Amaro


City/State:
São Paulo – SP


CEP:
04572-000





FINANCED PARTY: TIM CELULAR S.A.


CNPJ/MF:
04.206.050/0001-80


Address:
Av. Giovanni Gronchi No. 7143 – Vila Andrade


City/State:
São Paulo – SP


Branch:
2.263


Current
Account No.: 130.003.017





Whereas
on 06.12.2007, the parties identified above have entered into this Credit
Facility Agreement for the Acquisition of Assets and Services with Onlending of
External Funds – Compror No. 300467507 (“Contract”);





Whereas
the parties signed on 12.14.2007, the Financing spreadsheet, characterized in
Table I of the Preamble (“Spreadsheet”);





Whereas
the Spreadsheet is an integral and inseparable part of the
Contract;





Whereas
the parties wish to extend the Spreadsheet maturity date;





Whereas
that, for such, the FINANCED
PARTYhereby authorizes the BANK to make the debit in its
current account in connection with the interest and financial charges due as a
result of the financing. Thus, the interest and financial charges incurred to
date on the value mentioned in table I above are being renewed;





The
parties hereby resolve, to amend the Spreadsheet in the following
terms:





1. The
item “Loan Characteristics” set forth in the preamble of the Spreadsheet, shall
be effective with the following wording:





Extension
Data


Term
– days 751


Due
Date 07.02.2010


Extension
Value JPY 114,990,616.07 equivalent to R$ 1,756,826.63


Interest Rate: 2.00000% per annum,
equivalent to 0.16667% per month, calculated linearly, considering a year
of 360 days.





Amount
to debit


Amount
of interest and Financial charges to debit


JPY: 574,953.38,equivalent on
06.11.2008 ̧ by ptax
0.015278 to R$
8,784.14.





2. All
the other clauses and conditions of the Spreadsheet that were not expressly
altered are hereby ratified.




29





3. All
the definitions used herein and not expressly defined herein will have the
meanings attributed to them in the terms of the Spreadsheet.





4. This
addendum does not constitute novation. Thus, the parties are not interested in
the novation of the obligations assumed in the Spreadsheet amended herein, of
which this instrument becomes an integral and complementary part for all legal
effects.





5. The
signatories expressly declare, that they are fully aware of the terms of the
Spreadsheet to settle any issues arising out of this instrument, the parties
waiving any other, however privileged it may be. The BANK may, however, choose the
venue of the domicile of the FINANCED PARTY.





7. “TIM
declares that all the conditions contemplated in this Contract were negotiated
in strict compliance with its Code of Ethics, which is available at the website
Tim Participações S.A. (www.timpartri.com.br) – Corporate Governance Area and
filed at its headquarters and in all of its establishments.





São
Paulo, June 11, 2008




(stamp)
              [signature]
              [signature]Banco
      Santander
              TIM
      Celular S.A.
              Lúcia
      BenechisMarcio
      Fagundes
              Finance
      & TreasuryFinance
      & Treasury
              TIM
      CELULAR S.A.TIM
      CELULAR S/AWitnesses:Name:
      Debora Nathalia Miranda
              Name:
      Fernanda Rodrigues da CostaCPF:
      340.626.958-39
              CPF:
      275.376.168-47ID:
      34.798.798-9
              ID:
      28.672.306-2