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    Schneider accepts acquisition of Spie Batignolles by its employees and their partner Amec

    Boulogne, December 20th, 1996 - Within the framework of a RES employee buy-out scheme, the employees of Spie Batignolles, represented by Financière Spie Batignolles, and UK-based Amec signed an agreement on December 19 with Groupe Schneider to fully acquire Spie Batignolles.

    The agreement will be implemented pending approval from the European Commission in Brussels and employee participation in the buy-out program at the beginning of 1997. The proposed terms of the RES employee buy-out scheme have been submitted to France's COB stock market authorities, who must give their approval before the terms can be transmitted to Spie Batignolles' employees.

    The partners will pay FF 350 million to acquire 100% of Spie Batignolles' capital and FF 400 million to acquire 31 % of Spie-Trindel held directly by Schneider, Spie Batignolles will promise to acquire the remaining 19% within a period ' of three years. Taken together, the immediate and deferred components of the transaction represent a total of FF 1 billion.

    Spie Batignolles' employees will be the majority shareholder. The RES employee buy-out scheme, which maintains Spie Batignolles as a unified group, is scheduled to last for a period of six years. At the end of this period, Amec may exercise an option to purchase all Spie Batignolles shares.

    Spie Batignolles and Amec are involved in the same businesses and hold substantial positions in their domestic markets, which account for 70% of their respective sales. The two companies will benefit from their complementary technical skills, marketing and geographic coverage.

    The shareholder agreement calls for cooperation in high value-added areas such as rail transport, power lines and substations, special foundations, and pipelines. Support from Schneider through industrial agreements will extend the

    Press Contact:
    Schneider Electric
    Véronique Moine
    Tel. +33 (0)1 41 29 70 76
    Fax +33 (0)1 41 29 71 95