Human Resources 2008 Employee Share Plan UK SHARE OFFER 25 TH FEBRUARY Employee Share Plan

2 Human Resources THALES EMPLOYEE SHAREHOLDING potential

Human Resources 2008 Employee Share Plan 2008 OFFER 2008 Employee Share Plan

4 Human Resources CONTENTS Thales strategy 2008 Offer In depth… In time…

5 Human Resources WORLDWIDE OFFER (> 150 employees) France – 34,749 UK – 9,085 Netherlands – 1,967 Germany – 4,626 Australia – 3,470 South Africa 334 Canada – 1,115 USA – 2,937 Spain – 2,071 Belgium – 1,008 Italy – 2,679 Norway Switzerland Austria Portugal Singapore Argentina countries – persons 95% of Thales staff Headcounts April 2007

6 Human Resources THE BENEFICIARIES Employees who have an employment contract with one of the Thales group companies, or JVs held at 50% or higher with at least 3 months service on the last day of the cancellation period (28 April 2008) Expatriates : specific rules Employees who leave on or before 1st May, even though they applied to join, can be excluded from the offer (provided HBOS is informed on or before 30 April).

7 Human Resources THE 2008 EMPLOYEE SHARE PLAN 3,500,000 shares available for the offer through 2 formulas which can be combined 3,500,000 shares available for the offer through 2 formulas which can be combined « Classic Share » « Share Plus » Maximum of 2 million shares available Allocated in priority

8 Human Resources “CLASSIC SHARE” FORMULA Example >> Personal Contribution 1 share with 20% discount >> Subscription >> At selling Initial Investment Re-invested Dividends + Classic >> During 5 years Personal Contribution 1 share with 20% discount Re-invested Dividends + + all capital gain all capital loss -

9 Human Resources “CLASSIC SHARE” FORMULA At subscription : A 20% discount on reference price Shares put in FCPE (employee mutual fund) During 5 years Dividends, if any, reinvested in the FCPE : increases your assets At maturity (May 2013) or before if redemption case Your assets will consist of the market value of the share including any potential capital gains or losses You can keep your assets in the FCPE sell your assets & get cash (taxes and banking expenses may apply according to the country regulations)

10 Human Resources “SHARE PLUS” FORMULA Example >> Personal Contribution 1 share with 15% discount >> Subscription Share Plus >> During 5 years + Locked in FCPE 3 Shares financed by the bank >> At maturity in 2013 Initial investment on 1 share protected 100% of the gain on 1 share Capital gain % of the average protected gain on 3 shares Additional gain +