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Vivendi reports good operating performance for second quarter 2008

PARIS-(Business Wire)-September 1, 2008 - Regulatory News:

— 2008 Second Quarter Revenues: EUR 5.988 billion, an increase of 15.1% and of 17.4% at constant currency when compared to the second quarter 2007.

— 2008 Second Quarter Adjusted earnings before interest and income taxes (EBITA): EUR 1.364 billion, an increase of 3.2% and of 4.2% at constant currency when compared to the second quarter 2007.

— 2008 Second Quarter Adjusted earnings before interest and income taxes (EBITA): up 13.4% when compared to the previous quarter.

— 2008 Second Quarter Adjusted net income: EUR 757 million, up 0.3% when compared to the second quarter 2007.

— 2008 Outlook confirmed: Vivendi expects to deliver profit growth similar to 2007, at constant perimeter.

Remarks by Jean-Bernard Levy, Chairman of Vivendi's Management Board: "Vivendi's performance during the second quarter 2008 reflects the quality and dynamism of our business units in a tighter economic environment. Vivendi closed two strategic transactions: the acquisition of Neuf Cegetel by SFR and the creation of Activision Blizzard, the global leader in video games publishing, in which Vivendi holds a 54% stake.

Vivendi completed these two major transactions under conditions rendering a rights issue, announced in December 2007, unnecessary.

As a result of the first half 2008 earnings, Vivendi confirms its full year outlook, expecting to deliver profit growth similar to 2007, at constant perimeter (other than Neuf Cegetel and Activision) and its intention to maintain, in 2009, a distribution rate of at least 50% of the adjusted net income, at constant perimeter". Operating highlights of the first half of 2008

— Strong improvement in Universal Music Group's EBITA (+24.4% at constant currency) under difficult market conditions.

— Strong increase in Canal+ Group's EBITA (+17.4% excluding transition costs), driven by the strong performance of pay-TV operations in France.

— Good performance in SFR's EBITA (down 0.7% for the second quarter 2008 versus -3% for the first quarter of 2008) despite an increase in customer acquisition and retention costs. Neuf Cegetel has been consolidated since April 15, 2008.

— Strong improvement in Maroc Telecom's EBITA (+12.4% at constant currency and perimeter).

— Sustained growth for World of Warcraft, with a subscriber base of more than 10.9 million at the end of the first half 2008. Vivendi's Business Units: Comments on the EBITA of the first half of 2008 Universal Music Group

Universal Music Group's (UMG's) EBITA of EUR 259 million was 17.7% (+24.4% at constant currency) higher than the same period last year. This increase is driven by UMG's very good market shares, notably in the U.S.A. and in Japan, as well as the momentum of digital sales growth, the inclusion of BMG Publishing and Sanctuary in the results, credits from the downward valuation of compensation schemes linked to equity value, and increased license income. EBITA was impacted by restructuring costs of EUR 29 million resulting from the ongoing rationalization of the recorded music division and integration of last year's acquisitions and Univision Music Group. Excluding restructuring costs and at constant currency, EBITA increased 38% in the first half of 2008.

Best sellers included the debut release from Duffy, new albums from Mariah Carey, Jack Johnson and Lil' Wayne and very strong continued sales of Amy Winehouse's 2006 release Back to Black.

UMG plans a strong release schedule for the second half of 2008 with new albums from Black Eyed Peas, Pussycat Dolls, Paulina Rubio, Akon, The Killers, Bon Jovi, Keane, Fall Out Boy, Ne-Yo, Tokio Hotel, Hikaru Utada, Mylene Farmer and Florent Pagny. Canal+ Group

Canal+ Group reported EBITA, excluding transition costs linked to the TPS merger, of EUR 399 million, up 17.4%. Including transition costs (EUR 48 million), EBITA was EUR 351 million, up 16.2%. These transition costs mainly included the technical migration costs of former TPS subscribers to CanalSat. As of June 30, 2008, 80% of TPS subscribers had already been transferred to the CanalSat platform.

EBITA growth was mainly pushed by the strong performance of pay-TV operations in France, up EUR 55 million excluding transition costs linked to the TPS merger. In addition to higher revenues, EBITA continued to benefit from synergies from the TPS merger, both on distribution costs (mainly subscriber acquisition costs) and programming costs (content and channel fees).

EBITA from Canal+ Group's other operations increased EUR 4 million compared to the same period last year, mainly explained by growing results of Canal+ in Poland and I>Tele, as well as the integration of the German company Kinowelt in StudioCanal since April 2008. SFR

Mobile EBITDA amounted to EUR 1,787 million, a decrease by EUR 19 million on a comparable basis(1). The 2.7% growth in mobile service revenues(2) (up 2.5% on a comparable basis) and the strong control of other costs were offset by a 1.6 percentage point increase in customer acquisition and retention costs (12.5% of mobile service revenues), new cuts in wholesale offers imposed by regulators and an increase in inter-connection costs following the success of unlimited messaging offers.

Broadband Internet and fixed EBITDA amounted to EUR 145 million, an increase by EUR 18 million, on a comparable basis. EBITA excluding restructuring costs (EUR 10 million) was EUR 32 million and included Neuf Cegetel since April 15, 2008 and Tele2 France fixed and ADSL activities since July 20, 2007.

SFR's EBITDA amounted to EUR 1,932 million and EBITA amounted to EUR 1,340 million, decreasing by EUR 1 million and by EUR 56 million respectively compared to the same period in 2007, on a comparable basis; thus including first restructuring costs amounting to EUR 10 million following the integration of Neuf Cegetel by SFR and an increase of write-offs by EUR 11 million during the second quarter of 2008. Maroc Telecom

Maroc Telecom's EBITA increased by 8.6% to EUR 584 million compared to the first half of 2007 (+12.4% at constant currency and at constant perimeter(3)).

This performance was the result of the combined effect of revenue growth (+8.2% at constant currency and at constant perimeter), the control both of acquisition costs in the context of steady growth in the mobile customer base(4) and also operational expenses.

Mobile EBITA increased by 9.2% to EUR 450 million compared to the same period last year (+12.2% at constant currency and at constant perimeter). Mobile activity evolution was driven by strong revenue growth (+13% at constant currency and at constant perimeter).

Fixed and Internet EBITA increased by 6.3% to EUR 134 million compared to the same period last year (+13.1% at constant currency and at constant perimeter). Vivendi Games

Activity during the first half of 2008 was outstanding at Blizzard Entertainment, Inc. The company continued to make strong headway with World of Warcraft, adding 1.8 million incremental subscribers compared to the end of June 2007. After reaching the 10 million subscriber milestone at the end of 2007, World of Warcraft's subscriber base grew to more than 10.9 million by the end of the first half of 2008.

However, a comparison of the first half of 2007 and the first half of 2008 performances is not representative because first half of 2007 included the hugely successful release of World of Warcraft: The Burning Crusade(TM). Blizzard Entertainment(R)'s second expansion, World of Warcraft: Wrath of the Lich King(TM), is scheduled to be released in the second half of 2008.

Vivendi Games' EBITA amounted to EUR 92 million. Blizzard Entertainment's EBITA amounted to EUR 197 million excluding the allocation of company overheads. Sierra Entertainment's negative EBITA of -EUR 80 million (excluding allocations of company overheads) was affected by increased investment in Sierra product development, higher marketing costs, mainly for Spiderwick(TM) and The Bourne Conspiracy(TM), as well as higher royalty costs related to accelerated expenses of prepaid advances on current year releases and pre-release expenses on certain 2009 releases.

On July 9, 2008, Vivendi and Activision completed the creation of Activision Blizzard, the world's most profitable pure-play online and console game publisher. Today, Vivendi owns 54% of outstanding shares of Activision Blizzard, a leader in interactive entertainment. The combination brings together Activision's best-selling video games, Guitar Hero(R), Call of Duty(R), Tony Hawk, and Vivendi Games' portfolio of leading franchises, including Crash Bandicoot(TM)and Spyro(TM), as well as Blizzard Entertainment's StarCraft(R), Diablo(R) and Warcraft(R) franchises, including the global number one subscription-based massively multiplayer online role-playing game, World of Warcraft.

(1) Comparable basis mainly illustrates the full consolidation of Neuf Cegetel (including Club Internet and the IFRIC 12 "Service Concession Arrangements") and of Tele2 France as if these acquisitions had taken place on April 15, 2007 and on January 1, 2007, respectively.

(2) Mobile service revenues correspond to mobile revenues excluding revenues from net equipment sales.

(3) Constant perimeter illustrates the consolidation of Gabon Telecom, consolidated since March 1, 2007, as if this transaction had occurred from January 1st 2007.

(4) The customer base includes prepaid customers making or receiving a voice call during the last 3 months and not resiliated postpaid customers. Comments on Vivendi's First Half 2008 Financial Indicators

Revenues were EUR 11,268 million compared to EUR 10,223 million for the first half of 2007, an increase of 10.2%, representing 12.3% at constant currency.

EBITA was EUR 2,567 million compared to EUR 2,596 million for the first half of 2007, a decrease of 1.1%, and an increase of 0.2 % at constant currency. This evolution was mainly driven by the favorable settlement of a tax litigation (+EUR 73 million), the sale of real estate assets in Germany (+EUR 48 million) in the first half of 2007 combined with Vivendi Games (-EUR 27 million), with the calendar impact mentioned above.

Income from equity affiliates was EUR 135 million compared to EUR 172 million for the first half of 2007. Vivendi's pro rata share of income earned by NBC Universal represented EUR 118 million for the first half of 2008 compared to EUR 143 million for the first half of 2007, a decrease mainly driven by the decline of the U.S. dollar. In addition, between January 1 and April 14, 2008, Vivendi's pro rata share of income from Neuf Cegetel amounted to EUR 18 million compared to EUR 31 million for the full first half of 2007. Neuf Cegetel has been fully consolidated by SFR since April 15, 2008.

Interest increased to -EUR 134 million compared to -EUR 64 million for the first half of 2007, due mainly to an increase in average outstanding loans (EUR 8.4 billion in the first half of 2008 compared to EUR 7.8 billion in the first half of 2007), reflecting the financing of the Neuf Cegetel acquisition by SFR (EUR 4.3 billion), and the consolidation of Neuf Cegetel's Financial Net Debt (approximately EUR 1 billion) as of April 15, 2008. In addition, the average amount of cash equivalents decreased to EUR 2.6 billion for the first half of 2008 compared to EUR 3.3 billion for the first half of 2007. Moreover, during the first half of 2007, interest was favorably impacted by EUR 25 million, the amount of the capitalized interest relating to the acquisition of BMG Music Publishing.

Adjusted net income amounted to EUR 1,454 million (EUR 1.25 by share) compared to EUR 1,526 million for the first half of 2007 (EUR 1.32 per share), down 4.7%.

Earnings attributable to equity holders of the parent reached EUR 1,222 million (EUR 1.05 per share), compared to EUR 1,526 million (EUR 1.32 per share) for the first half of 2007, a decrease of 19.9% which was primarily due to the dilution profit on the sale of a 10.18% equity interest in Canal+ France to Lagardere (+EUR 239 million).

About Vivendi

A world leader in communications and entertainment, Vivendi is made up of Universal Music Group (#1 in music worldwide), Activision Blizzard (#1 in video games worldwide), SFR (#2 in mobile and fixed telecom in France), Maroc Telecom (#1 in mobile and fixed telecom in Morocco), Canal+ Group (#1 in pay-TV in France), and NBCU (20% in the leading U.S. media and entertainment group).

In 2007, Vivendi achieved revenues of 21.7 billion euros and adjusted net income of 2.8 billion euros. With operations in 77 countries, the Group has today approximately 43,000 employees.

www.vivendi.com

Important disclaimer

This press release contains forward-looking statements with respect to the financial condition, results of operations, business, strategy and plans of Vivendi. Although Vivendi believes that such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance. Actual results may differ materially from the forward-looking statements as a result of a number of risks and uncertainties, many of which are outside our control, including, but not limited to, the successful completion of the Activision Blizzard transaction mentioned above, the risk that Vivendi will not be able to obtain the necessary approvals for certain transactions as well as the risks described in the documents Vivendi filed with the Autorite des Marches Financiers (French securities regulator) and which are also available in English on our web site (www.vivendi.com). Investors and security holders may obtain a free copy of documents filed by Vivendi with the Autorite des Marches Financiers at www.amf-france.org, or directly from Vivendi. The present forward-looking statements are made as of the date of the present press release and Vivendi disclaims any intention or obligation to provide, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. -0- *T ANALYST CONFERENCE (in English, with French translation) Speakers: ——————————————————————————————————— Jean-Bernard Levy Chairman of the Management Board Philippe Capron Member of the Management Board and Chief Financial Officer Frank Esser Chief Executive Officer of SFR Date: Monday, September 1st , 2008 ——————————————————————————————————— 9:30am Paris time - 8:30am London time - 3:30 am New York time Media invited on a listen-only basis Address: 42, avenue de Friedland - Paris 8eme ——————————————————————————————————— Conference call : ——————————————————————————————————— Numbers to dial: Number in France: + 33 (0) 1 70 99 43 00 Access code: 563 95 45 Number in UK: + 44 (0) 207 806 19 50 Access code: 454 90 33 Number in US: + 1 718 354 1387 Access code: 454 90 33 Number in USA free: +1 888 935 4575 Access code: 454 90 33 Conference-call & audio webcast On our website http://www.vivendi.com/ir will be available: dial-in for the conference call and for replay (14 days), an audio webcast and the slides >> of the presentation. PRESS CONFERENCE (in English, with French translation) Speakers: ——————————————————————————————————— Jean-Bernard Levy Chairman of the Management Board Philippe Capron Member of the Management Board and Chief Financial Officer Frank Esser Chief Executive Officer of SFR Date: Monday, September 1st , 2008 ——————————————————————————————————— 11:30am Paris time - 10:30am London time - 5:30am New York time Address: 42, avenue de Friedland - Paris 8eme Internet: The conference can be followed on the Internet at: http://www.vivendi.com (audio webcast) *T -0- *T APPENDIX I VIVENDI ADJUSTED STATEMENT OF EARNINGS (IFRS, unaudited) 2nd 2nd % 1st 1st % Quarter Quarter Change Half Half Change 2008 2007 2008 2007 ——————————————————————————————————— 5 988 5 203 + 15,1% Revenues 11 268 10 223 + 10,2% (2 851) (2 233) - 27,7% Cost of revenues (5 345) (4 506) - 18,6% ————————— ———- ———————- ———- 3 137 2 970 + 5,6% Margin from 5 923 5 717 + 3,6% operations Selling, general and administrative expenses excluding (1 755) (1 662) amortization of (3 319) (3 213) intangible assets acquired through business combinations Restructuring (18) 14 charges and other (37) 92 operating charges and income 1 364 1 322 + 3,2% EBITA (*) 2 567 2 596 - 1,1% 50 90 Income from equity 135 172 affiliates (97) (40) Interest (134) (64) 2 2 Income from 4 4 investments ————————— ———- ———————- ———- Adjusted earnings from continuing 1 319 1 374 - 4,0% operations before 2 572 2 708 - 5,0% provision for income taxes (238) (286) Provision for (474) (532) income taxes 1 081 1 088 - 0,6% Adjusted net income 2 098 2 176 - 3,6% before minorities (324) (333) Minority interests (644) (650) 757 755 + 0,3% Adjusted net income 1 454 1 526 - 4,7% (**) ——————————————————————————————————— 0,65 0,65 + 0,0% Adjusted net income 1,25 1,32 - 5,3% per share - basic Adjusted net income 0,65 0,65 + 0,0% per share - 1,24 1,31 - 5,3% diluted In millions of euros, per share amounts in euros. For additional information, please refer to "Financial Report and Unaudited Condensed Financial Statements for the half-year ended June 30, 2008" which will be on line on September 1st, 2008 after the analysts meeting. (*) EBITA corresponds to EBIT excluding amortization and impairment losses of intangible assets acquired through business combinations. (**) A reconciliation of earnings, attributable to equity holders of the parent to adjusted net income is presented in the Appendix IV. *T -0- *T APPENDIX II VIVENDI CONSOLIDATED STATEMENT OF EARNINGS (IFRS, unaudited) 2nd 2nd % 1st 1st % Quarter Quarter Change Half Half Change 2008 2007 2008 2007 ——————————————————————————————————— 5 988 5 203 + 15,1% Revenues 11 268 10 223 + 10,2% (2 851) (2 233) - 27,7% Cost of (5 345) (4 506) - 18,6% revenues ——————————— ———- ———————- ———- 3 137 2 970 + 5,6% Margin from 5 923 5 717 + 3,6% operations Selling, general and administrative expenses excluding (1 755) (1 662) amortization (3 319) (3 213) of intangible assets acquired through business combinations Restructuring charges and (18) 14 other (37) 92 operating charges and income Amortization of intangible assets (98) (60) acquired (183) (120) through business combinations Impairment losses of intangible (22) (31) assets (22) (31) acquired through business combinations 1 244 1 231 + 1,1% EBIT 2 362 2 445 - 3,4% Income from 50 90 equity 135 172 affiliates (97) (40) Interest (134) (64) 2 2 Income from 4 4 investments Other financial 12 (120) charges and (10) 77 income ——————————— ———- ———————- ———- Earnings from continuing 1 211 1 163 + 4,1% operations 2 357 2 634 - 10,5% before provision for income taxes (264) (252) Provision for (540) (476) income taxes ——————————— ———- ———————- ———- Earnings from 947 911 + 4,0% continuing 1 817 2 158 - 15,8% operations Earnings from - - discontinued - - operations 947 911 + 4,0% Earnings 1 817 2 158 - 15,8% (280) (317) Minority (595) (632) interests Earnings, attributable 667 594 + 12,3% to equity 1 222 1 526 - 19,9% holders of the parent ——————————————————————————————————— Earnings, attributable 0,57 0,51 + 11,8% to equity 1,05 1,32 - 20,5% holders of the parent per share - basic Earnings, attributable to equity 0,57 0,51 + 11,8% holders of the 1,04 1,31 - 20,6% parent per share - diluted In millions of euros, per share amounts in euros. *T -0- *T APPENDIX III VIVENDI REVENUES AND EBITA BY BUSINESS SEGMENT (IFRS, unaudited) *T -0- *T 2nd 2nd % Change Quarter Quarter % at 2008 2007 Change constant (in millions of euros) rate ———————————————— ————————- —————————- Revenues (*) ———————————————— Universal Music Group 1 011 1 068 - 5,3% + 3,0% Canal+ Group 1 139 1 087 + 4,8% + 4,3% SFR 2 987 2 240 + 33,3% + 33,3% Maroc Telecom Group 640 615 + 4,1% + 6,4% Vivendi Games 223 209 + 6,7% + 17,9% Non core operations and others, and elimination of inter segment transactions (12) (16) + 25,0% + 25,0% Total Vivendi 5 988 5 203 + 15,1% + 17,4% ———————————————— ————————- —————————- EBITA ———————————————— Universal Music Group 148 163 - 9,2% - 6,4% Canal+ Group 181 138 + 31,2% + 30,1% SFR 716 721 - 0,7% - 0,7% Maroc Telecom Group 316 282 + 12,1% + 15,0% Vivendi Games 42 12 + 250,0% + 312,6% Holding & Corporate (28) 5 na* na* Non core operations and others (11) 1 na* na* Total Vivendi 1 364 1 322 + 3,2% + 4,2% ———————————————— ————————- —————————- 1st 1st % Change Half Half % at 2008 2007 Change constant (in millions of euros) rate ——————————————————— ———————————————- Revenues (*) ——————————————————— Universal Music Group 2 044 2 095 - 2,4% + 4,9% Canal+ Group 2 254 2 154 + 4,6% + 4,2% SFR 5 289 4 336 + 22,0% + 22,0% Maroc Telecom Group 1 254 1 165 + 7,6% + 9,9% Vivendi Games 444 500 - 11,2% - 3,1% Non core operations and others, and elimination of inter segment transactions (17) (27) + 37,0% + 37,0% Total Vivendi 11 268 10 223 + 10,2% + 12,3% ——————————————————— ———————————————- EBITA ——————————————————— Universal Music Group 259 220 + 17,7% + 24,4% Canal+ Group 351 302 + 16,2% + 15,4% SFR 1 340 1 364 - 1,8% - 1,8% Maroc Telecom Group 584 538 + 8,6% + 11,3% Vivendi Games 92 119 - 22,7% - 16,6% Holding & Corporate (39) 51 na* na* Non core operations and others (20) 2 na* na* Total Vivendi 2 567 2 596 - 1,1% + 0,2% ——————————————————— ———————————————- *T

na*: not applicable.

(*) As published in BALO. -0- *T APPENDIX IV VIVENDI RECONCILIATION OF EARNINGS ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT TO ADJUSTED NET INCOME (IFRS, unaudited) Vivendi considers adjusted net income, a non-GAAP measure, as a relevant indicator of the Group's operating and financial performance. Vivendi Management uses adjusted net income, because it provides a better illustration of the performance from continuing operations by excluding most non-recurring and non-operating items. 2nd 2nd 1st 1st Quarter Quarter Half Half 2008 2007 (in millions of euros) 2008 2007 ——————————————————————————————————— Earnings, attributable to equity holders 667 594 of the parent (*) 1 222 1 526 Adjustments Amortization of intangible assets acquired 98 60 through business combinations 183 120 Impairment losses of intangible assets acquired through business combinations 22 31 (*) 22 31 (12) 120 Other financial charges and income (*) 10 (77) Change in deferred tax asset related to 69 2 the Consolidated Global Profit Tax System 138 4 Non recurring items related to provision (2) - for income taxes 2 - (41) (36) Provision for income taxes on adjustments (74) (60) (44) (16) Minority interests on adjustments (49) (18) 757 755 Adjusted net income 1 454 1 526 ——————————————————————————————————— (*) As reported in the Consolidated Statement of Earnings. *T

Note: This press release contains unaudited consolidated earnings established under IFRS.

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