Luca Majocchi UCI Group Deputy CEO Goldman Sachs European Financials Conference 2002 Venice, June 10 th -12 st 2002 IS GROWING IN RETAIL FINANCIAL SERVICES A SINGLE PATH STRATEGY ?

2 Growth opportunities of the European retail business “gameboard” UCI’s portfolio strategy for retail growth Conclusions Agenda

3 PERFORMANCE FORECAST OF EUROPEAN BANKS SEES A SLOWDOWN OF RETAIL EARNINGS GROWTH RATE Performance forecast for European financial players Percent REVENUE Y/Y GROWTH (2002 on 2001) Supra-regionals Retail Investment services Wholesale Source: UBS Warburg GROSS OPERATING PROFIT Y/Y GROWTH (2002 on 2001)

4 WHILE RETAIL GROWTH AT EUROPEAN LEVEL MIGHT BE AN ISSUE, SIGNIFICANT DIFFERENCES EXIST BY COUNTRY Growth of retail revenue pool by country Cumulated growth , Percent FranceGermanyItalyUKSpain Average Core Europe New Europe 25% 31% 37% 39% 42% 35% 58% Revenues/Inhabitants (Euro, 2000) UCI Presence

5 IN CORE EUROPE SIZE OF RETAIL REVENUE POOL APPEARS TO BE RELATED TO COUNTRY-SPECIFIC STAGE OF INDUSTRY EVOLUTION Financial industry concentration and revenue pool by country Size of revenue pool (20 Euro bn) TOP 5 PLAYERS MARKET SHARE BY ASSETS (Percent) FINANCIAL SERVICES REVENUE/GDP (Percent) POTENTIAL IN BETWEEN MATURE

6 IN ITALY, DUE TO WIDESPREAD USE OF FEDERAL MODELS, LEADING PLAYERS ARE FEWER (AND SMALLER) THAN WHAT CONSOLIDATED FIGURES SHOW IntesaBCI Group Sanpaolo IMI Group (incl. Cardine) UCI Group B. di Roma Group (incl. Bipop) Montepaschi Group B. Pop. Verona e Novara Group Antonveneta Group Banca Lombarda Group BNL Group B. Pop. Lodi Group UCI Banca * IntesaBCI SpA Sanpaolo IMI SpA Banca di Roma SpA Banca MPS SpA Banca Antoniana Pop. Veneta Scrl Banco di Napoli SpA BNL SpA Banco di Sicilia SpA Banca Pop. di Novara Scrl UCI IntesaBCI Sanpaolo IMI B. di Roma MPS Antonveneta Sanpaolo IMI BNL B. di Roma BP Verona e Novara GROUP Branches mkt share, % BANK GROUP Branches mkt share, % * Sum of the current 7 banks of UCI Group to be merged July 1 st 2002

7 OTHER THAN BY COUNTRY, GROWTH AND PROFITABILITY PATTERNS VARY SIGNIFICANTLY ACROSS RETAIL BUSINESS SEGMENTS Financial services attractiveness in core Europe CF 14% 2% -8%46% RARORAC 2000 REVENUE GROWTH = 20 bn revenues RE= Retail banking (individuals) - Growth and profitability driven by affluent and private asset gathering AG= Asset Gathering - Single most profitable and growing industry in Europe CF= Consumer Finance - Heterogeneous growth and spreads between countries CB= Corporate banking (SMEs) - Attractive growth but negative Rarorac due to lending AM= Asset management - Strong growth and high Rarorac

8 Growth opportunities of the European retail business “gameboard” UCI’s portfolio strategy for retail growth Conclusions Agenda

9 UNICREDIT STRATEGY IS TO DEVELOP RETAIL TOP LINE BY GROWING MARKET SHARE ALONG FOUR KEY COMPLEMENTARY DIRECTIONS UCI GROWTH STRATEGY Grow top line while keeping leading edge efficiency Upside in Italian domestic market Enter new, highly attractive markets Increase penetration of existing customer base Improve market coverage by selective branch network expansion/ acquisitions Strengthen leading market positions in new “domestic” markets (Central Europe) Enter core European countries selectively addressing retail segments Continue external/ organic growth to strengthen market share Consolidate position in new Europe and build presence in core Europe

10 IN ITALY, ORGANIC GROWTH OPPORTUNITIES EXIST BY BOTH DEVELOPING THE EXISTING CUSTOMER BASE AND GETTING NEW CLIENTS THROUGH NEW SPECIALISED BRANCHES Equal to 16 bn of incremental assets Current Average 2004 Targets Share of wallet increase Mass affluent & Private Banking 44% 53% Branch network expansion UCI market share in Italy, % >25,000 GDP per capita (Euro) <20,000 20,000<GDP<25, pp

11 ORGANIC GROWTH WILL BE SYSTEMATICALLY COMPARED WITH EXTERNAL GROWTH OPPORTUNITIES Organic vs. external growth benchmarking NPV Index per branch Bank A Bank BBank CBank DBank EBank F ILLUSTRATIVE 199 Maximum Minimum MAKE (Open Branch) To be decided BUY (Acquire bank) Target Bank Branch opening return range

Croatia Romania IN NEW EUROPE AREA, CONSOLIDATION AND CROSS THE BORDER SYNERGIES WILL FOLLOW LAST THREE YEARS OF FRANCHISE BUILDING Poland BulgariaSlovakia UCI position in New Europe (2001) Deposits market share, percent Inhabitants, mln GDP, Euro bn GDP CAGR , %

13 RETAIL & SMES ASSET GATHERING CONSUMER FINANCE CORPORATE BANKING ASSET MANAGEMENT UKGERFISP "Hot"”Warm" Retail strategic map Percent IN CORE EUROPE, COUNTRY AND PRODUCT DIFFERENCES LEAD TO A STRATEGIC MAP OF RETAIL OPPORTUNITIES

14 CROSS THE BORDER AND DOMESTIC TRANSACTIONS WILL BE ABLE TO LEVERAGE TRANSFER OF RETAIL SKILLS THAT UCI ALREADY DEMONSTRATED IN ITALY... Performance improvement of UCI Italian Banks UCI saving banks * 95.6% 23.3% GROSS OPERATING INCOME GROWTH Italian industry average UCI saving banks * 38.3% 16.1% INCOME GROWTH Italian industry average UCI saving banks * 0.4% 11.4% OPERATING COST GROWTH Italian industry average * Banca CRT, Cariverona, Cassamarca Transfer of retail skills (customer segmentation, product innovation, sales management, service models) Cost control and synergies through centralised operations (IT, back offices, logistics)

/2000 % GROWTH Pekao 65 NET INCOME -29 Best perf. Pekao Banking System Pekao NET COMMISSIONS 17 Best perf. BH Banking System Pekao 77 NET INTEREST INCOME -6 Best perf. Pekao Banking System Pekao -4 OVERHEADS COSTS 18 Best perf. Pekao Banking System 65 Bank Pekao performance compared with Polish banking system AND IN NEW EUROPE

16 Growth opportunities of the European retail business “gameboard” UCI’s portfolio strategy for retail growth Conclusions Agenda

17 IN SUMMARY..... The European market is very complex, with different growth perspectives depending on country and business, and UCI strategy is to selectively focus on businesses and countries with the highest potential Growth will leverage superior retail skills developed in the highly competitive Italian market and our track record is there Growth will be pursued consistently exploiting all levers of organic and external growth