Moody's current ratings on Itau Unibanco Holding S.A.'s affiliates are:Banco Itau BBA (Nassau Branch)

Senior Unsecured (foreign currency) ratings of Baa1

Senior Unsecured MTN Program (foreign currency) ratings of (P)Baa1

Dibens Leasing S.A. -- Arrendamiento Mercantil

Long Term Issuer Rating (domestic currency) ratings of A1, on review for downgrade

Senior Unsecured MTN Program (domestic currency) ratings of (P)A1, on review for downgrade

Subordinate (domestic currency) ratings of A2, on review for downgrade

Subordinate MTN Program (domestic currency) ratings of (P)A2, on review for downgrade

NSR Senior Unsecured MTN Program (domestic currency) ratings of Aaa.br

NSR Long Term Issuer Rating (domestic currency) ratings of Aaa.br

NSR Subordinate (domestic currency) ratings of Aaa.br

NSR Subordinate MTN Program (domestic currency) ratings of Aaa.br

Itau Unibanco Holding S.A. (Cayman Islands)

Senior Unsecured (foreign currency) ratings of Baa1

Senior Unsecured MTN Program (foreign currency) ratings of (P)Baa1

Subordinate (foreign currency) ratings of Baa1, on review for downgrade

Subordinate MTN Program (foreign currency) ratings of (P)Baa1, on review for downgrade

Other Short Term (foreign currency) ratings of (P)P-2

Itau Unibanco S.A. (Cayman Islands)

Senior Unsecured MTN Program (foreign currency) ratings of (P)Baa1

Long Term Deposit Note/CD Program (foreign currency) ratings of (P)Baa2

ItauBank Leasing S.A. Arrendamento Mercantil

Long Term Issuer (domestic currency) rating of A1, on review for downgrade

Subordinate (domestic currency) ratings of A2, on review for downgrade

Subordinate MTN Program (domestic currency) ratings of (P)A1, on review for downgrade

NSR Long Term Issuer (domestic currency) rating of Aaa.br

NSR Subordinate (domestic currency) ratings of Aaa.br

NSR Subordinate MTN Program (domestic currency) ratings of Aaa.br

RATING RATIONALE

Moody's assigns global local-currency issuer ratings of A2 and Prime 1 (under review for downgrade) to IUH, which consolidates the operations of Itaú Unibanco S.A and Itaú BBA S.A. Moody's rates both banks at B- for BFSR, bank financial strength rating, which translates to a baseline credit assessment of a1, and to global local currency deposit ratings also of A1, in an indication that the ratings do not benefit from any form of support.

The ratings derive from the banks' leading position and pricing dominance in the Brazilian banking system, their diversified business and geographic franchises, and disciplined risk profile - factors that ensure consistently robust earnings generation and adequate capital replenishment. The large capital base at the holding company level provides strategic flexibility and efficient capital allocation to the group' subsidiaries.

A core strength of Itaú Unibanco, which is incorporated in the B- bank financial strength rating, is the broad scope of its franchise and well-balanced contribution of the commercial, consumer, insurance, pension funds, and wholesale/investment banking businesses to its results. With the latest merger, Itaú and Unibanco duly completed, we expect further realization of remaining synergy gains along this year, but beneficiating its operating efficiency at a much lower pace.

The recent tender offer for the remaining 49.9% of Redecard (unrated) - its card business, mainly due to the conflict of interest (as it operates with other banks) and consequent de-listing, also focus the enlargement of its presence in this strategic business for the retail segment. Moody's has a positive view, since even expensive (BRL11.8 billion of outflow - or approximately USD6.8 billion) it is a valuable business asset and also adds non-interest results to its bottom line.

A great rating challenge for the IU group is to manage loan growth while maintaining disciplined origination along the increasing global uncertainties and still demanding times in the Brazilian credit cycle. Signs of deterioration in underwriting standards are always closely monitored and can have negative rating implications, particularly if increasing competitive conditions affect the risk pricing reward equation for certain asset classes. Moody's recognizes IUH's strong reserve coverage and capitalization ratios, that could absorb substantial levels of stress. But we are also concerned about the group's growing reliance on non-core sources of funding to sustain recent balance sheet growth, which could expose margins and liquidity to increasing volatility.

ItaÚ Unibanco Holding's A2 local currency issuer rating is one notch lower than its two lead banking subsidiaries' A1 global local-currency deposit rating, which, in Moody's view, reflects the status as a regulated bank holding company of one of Brazil's largest banking groups. Nevertheless, the rating is also based on the implicit structural reliance on the banking operating entities' performance.

Rating Outlook

The BFSR and GLC ratings are currently under review for downgrade. Please refer to Recent Developments section for further details.

What Could Change the Rating - Up

There is no upward pressure on IU's and related entities BFSR and GLC ratings, as currently it is unlikely given the existing review for downgrade. An upgrade of Brazil's country ceiling for foreign currency deposit and bonds could result in an upgrade of IU's deposit and debt ratings, which are constrained by the ceiling.

What Could Change the Rating - Down

The BFSR could be downgraded following our review which will re-assess the degree of linkage to sovereign risk and will take into account the positive outlook and favorable position of Brazil sovereign rating versus other countries.

Other material deterioration of IU's underwriting standards and competitive pressures triggered by further interest margin compression and asset quality deterioration could affect earnings and asset quality, with potential for negative rating pressures.

The methodologies used in these ratings were Bank Financial Strength Ratings: Global Methodology published in February 2007, and Incorporation of Joint-Default Analysis into Moody's Bank Ratings: A Refined Methodology published in March 2012. Please see the Credit Policy page on www.moodys.com for a copy of these methodologies.

Moody's National Scale Ratings (NSRs) are intended as relative measures of creditworthiness among debt issues and issuers within a country, enabling market participants to better differentiate relative risks. NSRs differ from Moody's global scale ratings in that they are not globally comparable with the full universe of Moody's rated entities, but only with NSRs for other rated debt issues and issuers within the same country. NSRs are designated by a ".nn" country modifier signifying the relevant country, as in ".mx" for Mexico. For further information on Moody's approach to national scale ratings, please refer to Moody's Rating Methodology published in March 2011 entitled "Mapping Moody's National Scale Ratings to Global Scale Ratings".

REGULATORY DISCLOSURES

The Global Scale Credit Ratings on this press release that are issued by one of Moody's affiliates outside the EU are endorsed by Moody's Investors Service Ltd., One Canada Square, Canary Wharf, London E 14 5FA, UK, in accordance with Art.4 paragraph 3 of the Regulation (EC) No 1060/2009 on Credit Rating Agencies. Further information on the EU endorsement status and on the Moody's office that has issued a particular Credit Rating is available on www.moodys.com.

Banco Itau BBA (Nassau Branch)

Itau Unibanco Holding S.A. (Cayman Islands)

Itau Unibanco S.A. (Cayman Islands)

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