Provided by MZ Technologies

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer

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

For the month of April, 2009

           Brazilian Distribution Company           
(Translation of Registrant’s Name Into English)

Av. Brigadeiro Luiz Antonio,
3126 São Paulo, SP 01402-901
     Brazil     
(Address of Principal Executive Offices)

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

Form 20-F   X   Form 40-F       

        (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 ___ No   X  

(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 ___ No   X  

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

Yes ___ No   X  



EXECUTIVE OFFICERS COMMITTEE PROPOSAL

Dear Shareholders: Given: (i) the conclusion of the Share Buyback Program in April 2009, through which the Company acquired 369,600 (three hundred sixty-nine thousand and six hundred) of its own preferred shares; and (ii) that shares held in treasury are not entitled to dividends, in accordance with article 30, paragraph 4 of Law 6404/76 (as amended), the Executive Officers Committee of COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO has amended its Proposal of February 26, 2009, particularly in relation to the amount of dividends per share, which shall now read as follows:

Annual General Meeting:

a) The allocation of the Income of fiscal year 2008, after the Legal Reserve constitution, as follows:

1. R$ 85,479,849.17 – Earnings Retention, being:

(i) R$ 76,931,864.25 – Expansion Reserve (article 35 - paragraph 2 - Bylaws);

(ii) R$ 8,547,984.92 – Capital Budget (article 196 - paragraph 2 of Law 6404/76);

2. R$ 61,851,424.23 – Mandatory Dividends, pursuant to paragraph 1, “d”, of article 5 of the Bylaws, corresponding to:

(i) R$ 0.248999561 per 1 (one) common share;

(ii) R$ 0.273899517 per 1 (one) preferred share;

As permitted by the Bylaws, such dividends will be paid to the shareholders within up to 60 days after their Meeting approval. The Shareholders attending the meeting shall determine the date of the aforementioned payment.

The Members of the Company’s Management attending the Meeting will be entitled to render all the information deemed as convenient and necessary by the Shareholders for their decision making process. This is the proposal we have to present, to which we expect the due approval.

São Paulo, April 27, 2009

THE BOARD OF EXECUTIVE OFFICERS


SIGNATURES

        Pursuant to the requirement 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.




COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO



Date:  April 27, 2009 By:   /s/ Enéas César Pestana Neto      
         Name:   Enéas César Pestana Neto
         Title:     Administrative Director



    By:    /s/ Daniela Sabbag                      
         Name:   Daniela Sabbag
         Title:     Investor Relations Officer


FORWARD-LOOKING STATEMENTS

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.