November 25, 2010 – The Board of Directors of Acea S.p.A. (“Acea”), chaired by Giancarlo Cremonesi, today approved the Master Agreement’s main terms and conditions that will regulate the acts and activities that will involve Acea S.p.A. (“Acea”) and GDF SUEZ ENERGIA ITALIA S.p.A. (considered a Related Party itself as under the procedure approved on November 11, 2010 - “GSEI” and together with Acea, the “Parties”) to proceed to the termination of the joint venture agreement signed in 2002, and of their mutual relations, positions, rights and obligations also concerning the agreement.

The Transaction exceeds the relevant thresholds defined by the Company also given the significance in view of the Company structure; the Board of Directors approved it in accordance with the Transactions with Related Parties Committee’s favourable opinion.

The Board of Directors delegated both the Chairman and Chief Excutive Officer to jointly execute all the actions and operations necessary to the stipulation of the above-mentioned agreement, to be expected by the end of 2010.