VIVO PARTICIPAÇÕES S/A CNPJ/MF nº 02.558.074/0001-73 - NIRE 35.3.001.587.9-2 Publicly-held Company MINUTES OF THE SPECIAL MEETING OF THE BOARD OF DIRECTORS HELD ON MARCH 23, 2006

1. DATE, TIME AND PLACE: March 23, 2006, at 10:00 a.m., on Av. Roque Petroni Junior, 1464, 6º andar, Morumbi, São Paulo - SP, upon regular call, pursuant to the articles of incorporation.

2.  CHAIRMANSHIP OF THE MEETING: Fernando Xavier Ferreira – Chairman; Breno Rodrigo Pacheco de Oliveira - Secretary.

3.  INSTATEMENT: The meeting was instated with the attendance of the undersigned Directors, representing a quorum under the terms of the Articles of Incorporation.

4.1. The Directors have elected as Executive Vice-President, Finance, Planning and Control, who will occupy this office together with the office of Investor Relations Officer, under the terms of letter “g” of item III of article 23 of the Articles of Incorporation, Mr. Ernesto Daniel Gardelliano, Argentine, married, public accountant, enrolled with the National Foreigners Registry – RNE V432634-F and with the CPF/MF under nº 059.895.887-80, domiciled in the Capital of São Paulo State, with business offices at Av. Roque Petroni Júnior 1464, 6º andar, lado A, Morumbi, São Paulo - SP, who was nominated for such office at the meeting of the Board of Directors held on July 01, 2005. The Vice-President will complement the term of office in course, that is, until the 2006 Meeting of Shareholders. It is hereby declared that the officer elected herein declares not to be subject to any of the crimes provided for by Law which might prevent him from exercising business activities. With the appointment of Mr. Ernesto Daniel Gardelliano, Mr. Paulo Cesar Pereira Teixeira will no longer occupy the office of Executive Vice-President, Finances, Planning and Control, which he was occupying on a provisional basis.

With the change described above, the Board of Executive Officers of the Company now comprises the following members:

Chief Executive Officer
            Roberto Oliveira de Lima
Executive Vice-President, Finances, Planning and Control
            Ernesto Daniel Gardelliano
Executive Vice-President, Operations
            Paulo Cesar Pereira Teixeira
Executive Vice-President, Marketing and Innovation
            Roberto Oliveira de Lima – deputy member
Vice-President, Technology and Networks
            Javier Rodríguez García
Vice-President, Customers
            Guilherme Silvério Portela Santos
Vice-President, Compliance and Institutional Relations
            Sergio Assenço Tavares dos Santos
Vice-President, IT and Products and Services Engineering
             Roberto Oliveira de Lima – deputy member.

4.2. Instruction CVM 358/2002  - updating: in order to comply with the provisions set forth in Instruction CVM no. 358/2002, Mr. Ernesto Daniel Gardelliano, the Vice-President for Finances, Planning and Control and Investor Relations Officer, was appointed as officer in charge for the performance and follow-up of the Relevant Act and Fact Disclosure Policy, in substitution for the person currently in charge therefor.

5. CLOSING OF THE MEETING: There being nothing else to be discussed, the meeting was closed, of which these minutes have been drawn-up, which after read and approved, are signed by the Directors who attended the meeting and the Secretary, and registered in the proper book. Signatures: Fernando Xavier Ferreira – Chairman of the Meeting and Chairman of the Board of Directors; Felix Pablo Ivorra Cano; Shakhaf Wine; Antonio Gonçalves de Oliveira; Luiz Kaufmann and Henri Philippe Reichstul – Directors; Ignácio Aller Mallo – Director represented by Mr. Felix Pablo Ivorra Cano; Luis Paulo Reis Cocco and Carlos Manuel de L. e V. Cruz – Directors represented by Mr. Shakhaf Wine. Breno Rodrigo Pacheco de Oliveira – General Secretary

I hereby certify that this is a faithful copy of the minutes that were drawn-up in the Register of Minutes of the Board of Directors Meetings of the Company.

Breno Rodrigo Pacheco de Oliveira
General Secretary - OAB/RS nº  45.479