The consolidated financial statements have been approved by the Board of Directors. Our role is to express an opinion on these financial statements on the basis of our audit.

We conducted our audit in accordance with the French auditing standards. These standards require that we plan and perform the audit to obtain reasonable assurance as to whether the consolidated financial statements are free of material misstatement. An audit consists of examining, on a test basis, evidence supporting the amounts and disclosures in these consolidated financial statements. It also consists of assessing the accounting policies used and significant estimates agreed upon for the financial statements as well as evaluating their overall presentation.We believe that our audit provides a reasonable basis for the opinion expressed hereafter.

We certify that the consolidated financial statements, prepared in accordance with the accounting standards generally accepted in France, give a true and fair view of the assets and liabilities, the financial position, as well as the performance of all consolidated subsidiaries.

We also carried out a verification of the information given in the Company's management report in accordance with the French auditing standards.We have no observations to make regarding the truthfulness of this information or its consistency with the consolidated financial statements.

Neuilly-sur-Seine and Paris-La Défense, March 13, 2002

The statutory auditors