France Telecom SA
Ticker:FTE 6, place d'Alleray
Exchange:New York Stock Exchange Paris, FRANC
Industry:Service (SIC Code 4812)

Offering Information
Type of Shares:American Depositary Receipts Filing Date:4/21/97
U.S. Shares:211,000,000 Offer Date:10/20/97
Non-U.S. Shares:0 Filing Price: -
Primary Shares:0 Offer Price:$31.69
Secondary Shares:211,000,000 Gross Spread:$0.71
Offering Amount: Selling:$0.47
Expenses: - Reallowance:
Shares Out After: -

Primary Underwriting Group
ManagerTierPhone
Merrill Lynch & Co.Lead Manager (212) 449-4600
Lehman Brothers IncorporatedCo-manager (212) 526-8100
Paribas Capital MarketsCo-manager (212) 841-3050

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Shearman & Sterling
Bank's Law Firm: Cleary, Gottlieb, Steen & Hamilton

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 12/31/96
Revenue:$26,030.00Assets:$45,553.00
Net Income:-$5,834.00Curr Assets:$8,940.00
EPS:-$5.83Liabilities:$32,045.00
Prior EPS:Curr Liabilities:$17,022.00
Cash Flow/Oper:$9,579.00Equity:$13,508.00
Cash Flow/Fin:Cash:$552.00
Cash Flow/Inv:Working Cap:-$8,082.00

Business Description
The company is the principal provider of telecommunications services in France and the world's fourth largest telecommunications group on the basis of 1996 revenues. The company's consolidated net revenues in 1996 totalled FF 151,259 million, of which 67.6 percent were derived from its fixed line telephony business. The company operates a network of approximately 33 million telephone lines, including 1.3 million ISDN voice channels, connected to homes and businesses in France. The company's network is among the most technologically advanced major networks in the world, with nearly 100 percent digital transmission and 93 percent digital local switching. In France, relatively large percentages of both business and residential customers express a high level of satisfaction with the quality of France Telecom's services. To capitalize on its advanced network and high level of customer satisfaction, the company has streamlined and decentralized its operating structure to improve its custoemr focus and is rapidly rebalancing its rates to reduce domestic and international calling tariffs while increasing monthly subscription charges. The company is also in the process of simplifying its rate structure.

Business Plan
The company seeks to promote and benefit from growth in the French, European and global markets for telecommunications services spurred by increased competition and to this end has established four strategic priorities for the coming years: expanding network usage and services, reinforcing competitiveness, increasing productivity and emphasizing international development. To implement its strategy, the company is planning to (I) Expanding Network Usage and Services, (ii) Reinforcing Competitiveness, (iii) Increasing Productivity and (iv) Emphasizing International Development

Use of Proceeds
The proceeds from the proposed offering will be used for general corporate purposes.

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