INTERNAL MEMO - 17/01/97

On 1st January 1997, Havas Intermediation entered the capital of Paradigm – an English company previously wholly owned by TSMS – up to 50% through Havas Intermediation UK. Havas Intermediation thus reinforces its presence in the UK, strengthening its ties with TSMS within IP Network TSMS, another 50-50 joint venture between the two groups. The Board of Paradigm includes six directors, three of which appointed by Havas Intermediation, namely Jean-Pierre Vignolle, Philippe Court and Thierry Tacheny.

Paradigm, with Ms Angela Harbutt as Chief Executive, is a company supplying consultancy and services to the media and media sales houses, complementary to Peaktime. Paradigm's activity, which has mainly been UK-based to date, generated a gross margin of £1.8 million in 1996 with a taskforce numbering 25 people.

An agreement signed by Peaktime and Paradigm stipulates that Paradigm will act, amongst other things, as Peaktime's agent in the UK, and will ease the penetration of its products on the British and American markets. Moreover, the portfolio of relationships built by Havas Intermediation and the IP companies should help Paradigm develop the commercialisation of its services in Continental Europe, within fields which do not overlap those of Peaktime.

17.01.97

Guy Gervais Président-Directeur Général