UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

COMPANHIA BRASILEIRA DE DISTRIBUDORA

(Name of Issuer)

ADR

(Title of Class of Securities)

20440T201

(CUSIP Number)

SEPTEMBER 17, 2008

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

þ		Rule 13d-1(b)
o		Rule 13d-1(c)
o		Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

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Item 1(a). Name of Issuer:

Companhia Brasileira de Distribudora

Item 1(b). Address of Issuer’s Principal Executive Offices:

Av. Brig. Luis Antonio, 3142
Jardim Paulista
Sao Paulo, SP 01402-000
Brazil

Item 2(a). Name of Person Filing:

Genesis Asset Managers, LLP

Item 2(b). Address of Principal Business Office or, if None, Residence:

Genesis Asset Managers, LLP
Polygon Hall
Le Marchant Street
St. Peter Port
Guernsey GY1 4HY
Channel Islands

Item 2(c). Citizenship:

Delaware

Item 2(d). Title of Class of Securities:

ADR

Item 2(e). CUSIP Number:

20440T201

Item 3. Classification

(g)(e) Genesis Asset Managers, LLP (“GAM”) is reporting on this Schedule 13-G for itself as a registered investment adviser and as the control person of Genesis Investment Management, LLP (“GIM”). GAM and GIM are both registered investment advisers.

Item 4. Ownership.

	a)		Amount beneficially owned: 1,066,725
	b)		Percent of Class: 1.57% of outstanding equity
	c)		Number of shares as to which the person has:

	(i)		sole power to vote or to direct the vote: 815,690
	(ii)		shared power to vote or direct the vote: 0

CUSIP No.		20440T201	13G	Page		4		of		5 Pages

(iii)

sole power to dispose or to direct the disposition of: 1,066,725 shared power to dispose or to direct the disposition of: 0

(The percentage figures are based on an outstanding shares in issue of the Issuer of 135,576,000 as confirmed on Bloomberg.)

Item 5. Ownership of Five Percent or Less of a Class.

GAM provides investment advisory services on a discretionary basis to institutional investors and in-house-pooled funds for institutional investors. GAM is the parent entity of GIM which provides sub-advisory services to GAM for the accounts of the institutional clients of GAM. In the aggregate, the client accounts managed by GAM hold less than 5% of the outstanding securities subject to this filing on Schedule 13-G. Holdings have reduced to 1.57% of the Issuer’s shares. The Form 13G filed by GAM includes a report filed by GIM, the sub-advisor to GAM.

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

N/A

Item 7.   Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

See Item 3 above. The address of GAM’s principal office and place of business is as follows:

Genesis Asset Managers, LLP
Polygon Hall
Le Marchant Street
St. Peter Port
Guernsey GY1 4HY
Channel Islands

Item 8. Identification and Classification of Members of the Group.

N/A

Item 9. Notice of Dissolution of Group.

N/A

Item 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purposes of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired with or as a participant in any transaction having such purposes or effect.

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SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: September 17, 2008