Paris, July 6, 2006

NOT TO BE DISTRIBUTED IN THE UNITED STATES, CANADA, ITALY OR JAPAN

Disposal by Vivendi of its residual stake in Veolia Environnement share capital for a total amount of 861 million euros

Important Disclaimer

THIS ANNOUNCEMENT DOES NOT, AND SHALL NOT, IN ANY CIRCUMSTANCES CONSTITUTE A PUBLIC OFFERING NOR AN INVITATION TO THE PUBLIC IN CONNECTION WITH ANY OFFERING.

IN FRANCE, THE OFFER AND SALE OF THE BONDS HAS BEEN CARRIED OUT IN ACCORDANCE WITH ARTICLES L. 411-2 AND D. 411-1 OF THE CODE MONÉTAIRE ET FINANCIER.

IN SPAIN, THE OFFER OF THE SECURITIES MENTIONED HEREIN HAS NOT BEEN REGISTERED WITH THE COMISIÓN NACIONAL DEL MERCADO DE VALORES. ACCORDINGLY, NO PUBLICITY WILL BE CARRIED OUT IN SPAIN NOR ANY DOCUMENT OR OFFER MATERIAL BE DISTRIBUTED IN SPAIN OR TARGETED TO SPANISH RESIDENT INVESTORS SAVE IN COMPLIANCE AND IN ACCORDANCE WITH THE REQUIREMENTS SET OUT IN ROYAL DECREE 291/1992, AS AMENDED.

THIS PRESS RELEASE MAY NOT BE PUBLISHED, DISTRIBUTED OR TRANSMITTED IN THE UNITED STATES (INCLUDING ITS TERRITORIES AND DEPENDENCIES, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA). THIS PRESS RELEASE DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR SOLICITATION TO PURCHASE OR SUBSCRIBE FOR SECURITIES IN THE UNITED STATES OR BY U.S. PERSONS. THE SECURITIES MENTIONED HEREIN HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF U.S. PERSON, EXCEPT PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT.

IN THE UNITED KINGDOM, THIS PRESS RELEASE IS FOR DISTRIBUTION ONLY TO (I) INVESTMENT PROFESSIONALS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE "ORDER") OR (II) HIGH NET WORTH ENTITIES, AND OTHER PERSONS TO WHOM IT MAY LAWFULLY BE COMMUNICATED , FALLING WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS "RELEVANT PERSONS"). THE SECURITIES SPECIFIED IN THIS PRESS RELEASE ARE AVAILABLE ONLY TO RELEVANT PERSONS. ANY PERSON WHO IS NOT A RELEVANT PERSON SHOULD NOT ACT OR RELY ON THIS PRESS RELEASE. PERSONS DISTRIBUTING THIS PRESS RELEASE MUST SATISFY THEMSELVES THAT IT IS LAWFUL TO DO SO.
THE DOCUMENTS RELATING TO THE OFFER DESCRIBED IN THIS PRESS RELEASE HAVE NOT BEEN SUBMITTED TO THE CLEARANCE PROCEDURES OF COMMISSIONE NAZIONALE PER LE SOCIETÀ E LA BORSA (CONSOB) AND ARE NOT DIRECTED TO INVESTORS RESIDENT IN ITALY. NO OFFER OF WHATSOEVER TYPE (SALE, PURCHASE OR DELIVERY) IS OR WILL BE MADE TO INVESTORS WHO ARE ITALIAN RESIDENTS OR WHO ARE LOCATED IN ITALY WHETHER BY SOCIÉTÉ GÉNÉRALE, VIVENDI OR ANY DEALER MANAGERS OR ANY OTHER PERSON ACTING ON ITS OR THEIR BEHALF. ACCORDINGLY, INVESTORS ARE HEREBY NOTIFIED THAT, TO THE EXTENT THEY ARE ITALIAN RESIDENTS OR ARE LOCATED IN ITALY, THE OFFER DESCRIBED IN THIS PRESS RELEASE IS NOT AVAILABLE TO THEM AND, AS SUCH, ANY ELECTRONIC ACCEPTANCE INSTRUCTION OR ANY OTHER ACCEPTANCE INSTRUCTION IN WHATEVER FORM RECEIVED FROM SUCH PERSONS SHALL BE NULL AND VOID.
THE DISTRIBUTION OF THIS DOCUMENT IN CERTAIN COUNTRIES MAY CONSTITUTE A BREACH OF APPLICABLE LAW. THE INFORMATION CONTAINED IN THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES, CANADA, ITALY JAPAN OR ANY OTHER JURISDICTION.

[NOT FOR DISTRIBUTION IN THE UNITED STATES, CANADA, ITALY OR JAPAN]

I HEREBY CERTIFY THAT I AM NOT, AND AM NOT ACTING ON BEHALF OF, A U.S. PERSON (AS DEFINED UNDER REGULATION S UNDER THE U.S. SECURITIES ACT) AND AM OUTSIDE THE UNITED STATES.

I FURTHER CERTIFY THAT I HAVE READ AND UNDERSTAND, AND AGREE TO COMPLY WITH, THE TERMS AND CONDITIONS DESCRIBED ABOVE AND THAT I AM ELIGIBLE TO ACCESS THE PRESS RELEASE IN ACCORDANCE WITH SUCH TERMS AND CONDITIONS.


YES, I CERTIFY

NO, I DO NOT CERTIFY