Valeo

Transaction in Own Shares • Nov 5, 2008

Agreement for the partial management of the share buyback program

PARIS, France, November 5, 2008 – Valeo has requested the assistance of an Investment Services Provider in order to achieve certain objectives of its Share Buy-back Program, as authorized by the Combined Annual General Shareholders' Meeting of June 20, 2008.

According to the terms of the Contract signed on November 4, 2008, the Investment Services Provider will sell to Valeo, who undertakes to acquire them at term, a certain quantity of Valeo within the limit of 12 million euros and 1,500,000 shares, at an average price determined in an objective an independent manner by the market during the full term of the Contract and which may not in any case exceed the maximum purchase price set by the Combined Annual General Shareholders' Meeting of June 20, 2008. All these shares will be allocated to cover the implementation of any stock option purchase plan, the allotment of shares to employees in respect of their participation in the proceeds of the company's expansion and the implantation of any company savings plan.

Valeo is an independent industrial group fully focused on the design, production and sale of components, integrated systems and modules for cars and trucks. Valeo ranks among the world's top automotive suppliers. The Group has 121 plants, 61 R&D centers, 9 distribution centers, and employs 58,400 people in 27 countries worldwide.

For all additional information, please contact: Rémy Dumoulin, Investor Relations, Tel: +33 1.40.55.29.30

For more information about the Group and its activities, please visit our web site www.valeo.com