Financing Package

At the ALSTOM Ordinary and Extraordinary Shareholders
Meeting to be held today, the Company will ask its
shareholders, which now include the French State with a share
of approximately 18,5%, to approve the financing package
announced on 26 May this year.

The main resolutions are the following:


- a capital increase in cash with preferential rights up to a
maximum amount of 1.2 billion (14th resolution),


- a capital increase by debt-to-equity swap reserved for
creditors other than the French State up to a maximum amount of
700 million (15th resolution) at a price to be set at a
premium of 25% to 35% over the price of the capital increase in
cash with preferential rights,


- a capital increase by debt-to-equity swap reserved for the
State up to a maximum amount of 500 million (16th
Resolution) at a price to be set at a premium of 25% to 35%
over the price of the capital increase in cash with
preferential rights,


the total maximum amount of these capital increases being
2.2 billion, including issue premium.

Due to the widespread shareholding structure and a large
proportion of non French shareholders, it now appears highly
probable that the 25% quorum required for the 16th resolution
in respect of the capital increase by debt-to-equity swap
reserved for the French State will not be reached, since the
French State cannot take part in the voting for a resolution of
which it is the sole beneficiary.

If this proves to be the case, an amendment to the structure
of the financing plan will be proposed to the shareholders,
without affecting its fundamental principles and in particular
the maximum amount of the capital increase of 2.2
billion.

The maximum amount of the capital increase with preferential
rights would be increased to 1.7 billion from the
previous 1.2 billion and could be subscribed either in
cash or by conversion of debt due and payable, including
notably the 500 million of debt from the French State.
In parallel, the maximum amount of the debt-to-equity swap
reserved for creditors other than the French State would remain
at 700 million and could be reduced to maintain the
total objective of 2.2 billion.

Each shareholder would be able to subscribe to the total
capital increase with preferential rights either in cash or by
conversion of debt that is due and payable. The subscription
price for the conversion of debt  would of course be the
same as that for the debt-to-equity swap, i.e. 25% to 35%
higher than that of the capital increase in cash.

The French State has committed to exercising its
preferential subscription rights in an amount of 185
million in cash. It will also subscribe to this capital
increase by conversion of debt up to a maximum of 500
million within the limits of its preferential subscription
rights or of any shares which may be available after the
exercise of preferential rights by the other shareholders, to
the extent that its total shareholding does not exceed 31.5% of
the capital of the Company.

The results of the vote will be published at the end of the
Shareholders' Meeting.

This press release does not constitute an offer to purchase
securities or a solicitation of an offer to purchase
securities.  No securities will be offered or sold by us
in any country, including the United States of America, where
such offer or sale would not be permitted prior to the
registration or approval of such offer or sale in accordance
with applicable local laws. Specifically, no securities will be
offered or sold in the United States unless a registration
statement has been filed and declared effective or an exemption
from registration is available.  Any offering will only be
made by means of a prospectus prepared and made available for
such purpose by the company and filed with the securities
authorities (in the case of a public offering) or exempted from
any such filing requirement.  Such a prospectus will
contain detailed information about the company and its
management, including its financial statements and a
description of its business and strategy.

Press enquiries:


Gilles Tourvieille / S. Gagneraud


(Tel. +33 1 47 55 23 15)

internet.press@chq.alstom.com

Investor relations:


Emmanuelle Châtelain


(Tel. +33 1 47 55 25 33)

investor.relations@chq.alstom.com