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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___

 

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	Investor Relations
	(55 61) 3415-1140
	ri@brasiltelecom.com.br
	www.brasiltelecom.com.br/ir/
	Media Relations
	(1 646) 284-9400
	ialmeida@hfgcg.com

Free Translation

BRASIL TELECOM S.A.
CNPJ/MF Nº 76.535.764/0001 -43
NIRE 53 3 0000622 - 9
PUBLICLY HELD COMPANY

Minutes of the Board of Directors’ Meeting,
held on April 28, 2006

Date, time and place:

On the 28th of April, 2006, at 5:30 p.m., at the Company’s headquarters.

Summons:

Summons made through mail sent on April 20, 2006, signed by Mr. Sergio Spinelli Silva Junior, in the capacity of Chairman of the Board of Directors, pursuant to the provisions of article 27 of Brasil Telecom S.A. (“BT” or “Company”)’s By-laws.

Presence:

The majority/totality of the members of Company’s Board of Directors was present, namely: Messrs. Sergio Spinelli Silva Junior, Pedro Paulo Elejalde de Campos, Elemér André Surányi, Ricardo Ferraz Torres, Antonio Cardoso dos Santos, André Urani and Jorge Luiz Sarabanda da Silva Fagundes.

Meeting’s Board:

President: Sergio Spinelli Silva Junior
Secretary: Hiram Bandeira Pagano Filho

Day’s Agenda:

1. To make a resolution on the Senior Management’s proposal for a capital increase in the amount of R$59,006,979.89 (fifty nine million, six thousand, nine hundred and seventy nine reais and eighty nine cents), with the issuance of new shares, with the utilization, in the fiscal year of 2005, of the last portion of the premium paid in the acquisition of CRT’s control in 2000.

Resolutions:

Initially, the Board of Directors approved, by unanimity, that the Minutes of this Board of Directors’ Meeting be drafted in summarized form, in compliance with article 130, § 1 of Law 6,404/76, with the submission of votes and protests being optional, which will be received by the Meeting’s board and filed at the Company’s headquarters.

The matter having been discussed and put to the vote, the members of the Board of Directors resolved, by unanimity of the votes cast, the abstentions of Messrs. Jorge Luiz Sarabanda da Silva Fagundes and André Urani being registered, to approve the proposal for capital increase and issuance of 5,652,009,568 (five billion, six hundred fifty two million, nine thousand, five hundred and sixty eight) new preferred shares, with no par value, taking into consideration the average price of R$ 10.44 per one thousand shares, corresponding to BOVESPA’s average price of the last 30 trading sessions (Doc 1).

In time, it is registered the receipt of the votes of Messrs. Jorge Luiz Sarabanda da Silva Fagundes and André Urani in connection with the only item of the day’s agenda (Doc 2).

Closing:

With nothing further to be discussed, the Minutes referring to this Board of Directors’ Meeting were drafted, which were approved and signed by all the Board Members present.

Brasília, April 28, 2006.

Sergio Spinelli Silva Junior		Hiram Bandeira Pagano Filho
President		Secretary

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