United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549

                                    FORM 6-K

                        Report of Foreign Private Issuer
                        Pursuant To Rule 13a-16 or 15d-16
                                     of the
                         Securities Exchange Act of 1934

                           For the month of July 2002

                        Valley of the Doce River Company
                 (Translation of Registrant's name into English)

                          Avenida Graca Aranha, No. 26
                      20005-900 Rio de Janeiro, RJ, Brazil
                     (Address of principal executive office)

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

                    (Check One) Form 20-F  X  Form 40-F
                                          ---           ---

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

                          (Check One) Yes      No  X
                                          ---     ---

(If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b). 82-___.)

Companhia Vale Do Rio Doce logo                                    Press Release

                              Notes Exchange Offer

Rio de Janeiro, July 22, 2002 - Companhia Vale do Rio Doce (CVRD) informs that
Vale Overseas Limited (Vale Overseas), its wholly owned subsidiary, on July 18,
2002 began the exchange offer of its Series A Enhanced Guaranteed Notes (Old
Securities), guaranteed by CVRD, up to an aggregate principal amount of US$
300,000,000, as foreseen in its Prospectus dated March 8, 2002. The Old
Securities, due 2007 with 8.625 per cent coupon, may be exchanged for newly
issued due 2007 Series B 8.625 per cent (New Securities). The New Securities,
also guaranteed by CVRD, will evidence the same debt as the Old Securities and
its form and terms are identical in all material respects to the form and terms
of the Old Securities except that the New Securities have been registered under
the US Securities and Exchange Act of 1933, as amended, and the transfer
restrictions and registration rights relating to the Old Securities do not apply
to the New Securities.

The purpose of this exchange is to promote more liquidity to this security in
the secondary market, making it tradable for small investors. The noteholders
will be entitled to tender Old Securities up to August 15, 2002. The Prospectus
of this transaction was filed together with the Securities Exchange Commission -
SEC and is available on CVRD website.


                                        For further information, please contact:
           Roberto Castello Branco: castello.branco@cvrd.com.br +55-21-3814-4540
                         Andreia Reis: andreia.reis@cvrd.com.br +55-21-3814-4643
                     Barbara Geluda: barbara.geluda@cvrd.com.br +55-21-3814-4557
                     Daniela Tinoco: daniela.tinoco@cvrd.com.br +55-21-3814-4946
                     Rafael Azevedo: rafael.azevedo@cvrd.com.br +55-21-3814-4700

This press release may contain statements that express management's expectations
about future events or results rather than historical facts. These
forward-looking statements involve risks and uncertainties that could cause
actual results to differ materially from those projected in forward-looking
statements, and CVRD cannot give assurance that such statements will prove
correct. These risks and uncertainties include factors: relating to the
Brazilian economy and securities markets, which exhibit volatility and can be
adversely affected by developments in other countries; relating to the iron ore
business and its dependence on the global steel industry, which is cyclical in
nature; and relating to the highly competitive industries in which CVRD
operates. For additional information on factors that could cause CVRD's actual
results to differ from expectations reflected in forward-looking statements,
please see CVRD's reports filed with the Brazilian Comissao de Valores
Mobiliarios and the U.S. Securities and Exchange Commission.


Pursuant to the requirements 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 VALE DO RIO DOCE

Date:  July 23, 2002

                                          By: /s/ Fabio de Oliveira Barbosa
                                              Fabio de Oliveira Barbosa
                                              Chief Financial Officer