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CREDIT AGRICOLE SA : Announces Cash Tender Offer to Purchase Any and All of its USD Undated Deeply Subordinated Fixed to Floating Rate Notes issued on 31 May 2007


January 26, 2012 - Paris, France




Crédit Agricole S.A. Announces Cash Tender Offer to Purchase Any andAll of its USD Undated Deeply Subordinated Fixed to Floating Rate Notes issued on 31May 2007

Paris, France, January 26, 2012 - Crédit Agricole S.A. ("CréditAgricole") todayannounced the commencement of an offer (the "Offer") to purchase forcash anyand all of its notes (the "Notes") of the series set forth in the tablebelow. The Notes have an aggregate principal amount outstanding of $1.5 billion.

The rationale for the Offer is to further improve and strengthen thequality andefficiency of Crédit Agricole's capital base through the creationof CommonEquity Tier 1 Capital in light of regulatory changes.

Offer Title of Security CUSIP / ISIN No. Principal Amount Price((1)) Outstanding Undated Deeply CUSIP: 225313AA3 72%Subordinated Fixed to (Rule 144A) / $1,500,000,000 Floating Rate Notes F22797FJ2 (Reg S)

ISIN: US225313AA37 (Rule 144A) / USF22797FJ25 (Reg S)



(1) Expressed as a percentage of par value. Crédit Agricolewill also payaccrued and unpaid interest from, and including, the last interest paymentdatefor the Notes to, but not including, the settlement date.

The Offer is being made pursuant to an Offer to Purchase dated January 26,2012(the "Offer to Purchase," as it may be amended or supplemented fromtime totime) which sets forth in more detail the terms and conditions of theOffer.

The Offer will expire at 5:00 p.m., New York City time, on February 3,2012,unless extended or earlier terminated (the "Expiration Date"). Thesettlementdate for the Offer will occur promptly after the Expiration Date andCréditAgricole currently anticipates that the settlement date for the Offerwill beFebruary 8, 2012.

Crédit Agricole's obligation to accept for purchase, and to pay theOffer Pricefor Notes validly tendered pursuant to the Offer is subject to, andconditionedupon, the satisfaction or, where applicable, Crédit Agricole'swaiver, of anumber of conditions described in the Offer to Purchase.Crédit Agricolereserves the right, in its sole discretion, to waive any one or moreof theconditions to the Offer at any time. The Offer is not contingentupon thetender of any minimum principal amount of Notes.

Tenders of the Notes may be withdrawn at any time prior to theapplicableExpiration Date, but may not be withdrawn thereafter.

Crédit Agricole has retained Merrill Lynch, Pierce, Fenner & SmithIncorporated,Barclays Capital Inc. and Credit Agricole Securities (USA) Inc. to serveas thedealer managers for the Offer. Lucid Issuer Services Limited has beenretainedto serve as the information agent and tender agent.

For additional information regarding the terms of the Offer, pleasecontactMerrill Lynch, Pierce, Fenner & Smith Incorporated at +1 888 292-0070 (tollfreewithin U.S.), Barclays Capital Inc. at +1 800 438-3242 (toll free withinU.S.)or Crédit Agricole Securities (USA) Inc. at +1 866 807-6030 (tollfree withinU.S.). Requests for documents and questions regarding the tender ofNotes maybe directed to Lucid Issuer Services Limited at +44 (0) 20 7704 0880.

The Offer to Purchase is expected to be distributed to holders ofNotesbeginning today. Copies of the Offer to Purchase may also be obtainedat nocharge from Lucid Issuer Services Limited.

None of Crédit Agricole, the dealer managers, the tenderagent or theinformation agent makes any recommendation as to whether any holder of theNotesshould tender or refrain from tendering all or any portion of theprincipalamount of the Notes.

This press release is neither an offer to purchase nor a solicitation tobuy anyof these Notes nor is it a solicitation for acceptance of the Offer.CréditAgricole is making the Offer only by, and pursuant to the terms of, theOffer toPurchase. The Offer is not being made to (nor will tenders of Notes beacceptedfrom or on behalf of) holders of Notes in any jurisdiction in which themakingor acceptance thereof would not be in compliance with the securities,blue skyor other laws of such jurisdiction. This announcement must beread inconjunction with the Offer to Purchase.

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United Kingdom. The communication of the Offer to Purchase and anyotherdocuments or materials relating to the Offer is not being made, andsuchdocuments and/or materials have not been approved, by an authorisedperson forthe purposes of section 21 of the Financial Services and Markets Act 2000(the"FSMA"). Accordingly, such documents and/or materials are not beingdistributedto, and must not be passed on to, the general public in the UnitedKingdom. Thecommunication of such documents and/or materials is exempt from therestrictionon financial promotions under section 21 of the FSMA on the basis thatit isonly directed at and may be communicated to (1) persons who haveprofessionalexperience in matters relating to investments, being investmentprofessionals asdefined in Article 19 of the Financial Services and Markets Act 2000(FinancialPromotion) Order 2005 (the "FPO"); (2) persons who fall within Article 49of theFPO ("high net worth companies, unincorporated associations etc."); or(3) anyother persons to whom these documents and/or materials maylawfully becommunicated. Any investment or investment activity to which thisOffer toPurchase relates is available only to such persons or will be engaged onlywithsuch persons and other persons should not rely on it.

France. The Offer is not being made, directly or indirectly, to thepublic inFrance. Neither the Offer to Purchase nor any other documents orofferingmaterials relating to the Offer have been or shall be distributed to thepublicin France and only (i) providers of investment services relating toportfoliomanagement for the account of third parties (personnes fournissant leserviced'investissement de gestion de portefeuille pour compte de tiers) and/or(ii)qualified investors (investisseurs qualifiés), all as definedin, and inaccordance with, Articles L.411-1, L.411-2 and D.411-1 to D.411-3 of theFrenchCode monétaire et financier, are eligible to participate in the Offer.The Offerto Purchase has not been submitted to the clearance procedures (visa)of theAutorité des marchés financiers.

Italy. Neither of the Offer to Purchase nor any other documents ormaterialsrelating to the Offer have been or will be submitted to the clearanceprocedureof the Commissione Nazionale per le Società e la Borsa (CONSOB)pursuant toItalian laws and regulations, and therefore the Tender Offer may only bemade orpromoted, directly or indirectly, in or into the Republic of Italy to theextentit may rely on one of the exemptions set forth by Article 101-bis,paragraph 3-bis of Legislative Decree no. 58 of February 24, 1998, as amended(the"Financial Services Act") and article 35-bis, paragraph 3 and/orparagraph 4,letter (b) of CONSOB Regulation No. 11971 of May 14, 1999, as amended(the"CONSOB Regulation"), as the case may be.

Accordingly, the Offer is not addressed to, and neither the Offer toPurchasenor any other documents, materials or information relating,directly orindirectly, to the Offer can be distributed or otherwise sent (eitherdirectlyor indirectly) to any person in Italy, whether by mail or by any means orotherinstrument (including, without limitation, telephonically orelectronically) orany facility of a national securities exchange publicly or privatelyavailable,other than to (i) qualified investors (investitori qualificati), asdefinedpursuant to Article 100, paragraph 1, letter (a) of the FinancialServices Actand Article 34-ter, paragraph 1, letter (b), of CONSOB Regulation(the"Qualified Investors") and/or (ii) holders of Notes having aminimumdenomination of at least EUR50,000 (or its equivalent in anothercurrency) inaccordance with article 35-bis, paragraph 4, letter (b) of the CONSOBRegulation(the "Eligible Noteholders" and, together with the QualifiedInvestors, the"Eligible Italian Investors").

Holders or beneficial owners of the Notes that are located in Italy andqualifyas Eligible Italian Investors can tender Notes for purchase throughauthorizedpersons (such as investment firms, banks or financial intermediariespermittedto conduct such activities in the Republic of Italy in accordancewith theFinancial Services Act, CONSOB Regulation No. 16190 of 29 October2007, asamended from time to time, and Legislative Decree No. 385 of 1 September1993,as amended) and in compliance with applicable laws and regulations orwithrequirements imposed by CONSOB or any other Italian authority.

European Economic Area. In any European Economic Area ("EEA") Member Statethathas implemented Directive 2003/71/EC (and amendments thereto,includingDirective 2010/73/EU, together with any applicable implementing measuresin anyMember State, the "Prospectus Directive"), the Offer to Purchase willonly beaddressed to and is only directed at qualified investors in that MemberStatewithin the meaning of the Prospectus Directive.

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About Crédit Agricole

Crédit Agricole is a leading European banking group. Present acrossthe entirespectrum of banking and finance activities, Crédit Agricole is afirst-classplayer in retail banking in Europe. Its ambition: becoming the Europeanbenchmark in Universal Customer-focused Banking.


26.01.12 USA CP CASA:http://hugin.info/143652/R/1580443/493452.pdf




This announcement is distributed by Thomson Reuters on behalf ofThomson Reuters clients. The owner of this announcement warrants that:(i) the releases contained herein are protected by copyright and other applicable laws; and(ii) they are solely responsible for the content, accuracy and originality of the information contained therein.

Source: CREDIT AGRICOLE SA via Thomson Reuters ONE

[HUG#1580443]

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