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Sale of PagesJaunes Groupe


France Telecom grants exclusivity to KKR

* Sale Price per Share : EUR22
* Valuation of EUR3.312 bn for France Telecomís 54% stake in PagesJaunes Groupe

Paris, July 24, 2006, In accordance with its announcement dated June 7, 2006, France Telecom has carried out a competitive bidding process to prepare for the divestiture of its shareholding in PagesJaunes Groupe.

Following this process, France Telecom decided to grant exclusivity to KKR (Kohlberg, Kravis Roberts & Co Ltd.), which is offering EUR3.312 bn for its 54% stake in PagesJaunes Groupe, i.e. a price per share of EUR22.

KKR intends to carry on PagesJaunes Groupeís strategy, which it believes has been successful since the IPO, relying on PagesJaunes Groupeí s management team and on the expertise and know-how of its employees.

An additional cash consideration of EUR0.6 per share, resulting in a total additional cash consideration of EUR90 million for France Telecom, shall be paid by KKR in the event it holds more than 95% of the existing shares and voting rights of PagesJaunes Groupe upon completion of the standing market offer (ďgarantie de coursĒ) it intends to launch following the acquisition of France Telecomís 54% stake in PagesJaunes Groupe.

KKRís offer shall be submitted to France Telecomís Board of Directors on July 26, 2006 and to relevant workersí counsels for consultation purposes.


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