Compagnie de Saint-Gobain

Capital/Financing Update • Oct 1, 2010

FINAL TERMS

1 October 2010

Compagnie de Saint-Gobain (the "Issuer")

Issue of EUR 750,000,000 4,00% Senior Fixed Rate Notes due October 2018 under the EUR 10,000,000,000 Medium Term Note Programme (the "Notes")

The Notes have not been and will not be registered under the U.S. Securities Act 1933, as amended (the "Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons. The Notes may only be offered or sold outside the United States, pursuant to an offering made pursuant to Regulation S of the Securities Act.

The Prospectus referred to below (as completed by these Final Terms) has been prepared on the basis that any offer of Notes in any Member State of the EEA which has implemented the Prospectus Directive (2003/71/EC) (the "Prospectus Directive") (each, a "Relevant Member State") will be made pursuant to an exemption under the Prospectus Directive, as implemented in that Relevant Member State, from the requirement to publish a prospectus for offers of the Notes. Accordingly any person making or intending to make an offer in that Relevant Member State of the Notes may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer. Neither the Issuer nor any Dealer has authorised, nor do they authorise, the making of any offer of Notes in any other circumstances.

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the base prospectus dated 16 December 2009 as supplemented by the Prospectus Supplement No.1 dated 22 September 2010 (together the "Prospectus") which constitutes a prospectus for the purposes of the Prospectus Directive. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus. Copies of the Prospectus may be obtained from Deutsche Bank AG, London Branch, Winchester House, 1 Great Winchester Street, London EC2N 2DB, in its capacity as issuing and principal paying agent.

THE NOTES CONSTITUTE OBLIGATIONS WITHIN THE MEANING OF ARTICLE L.213-5 OF THE FRENCH CODE MONETAIRE ET FINANCIER.

1.	Issuer:		Compagnie de Saint-Gobain
	2. (i)	Series Number:	10
	(ii)	Tranche Number:	1
		3. Specified Currency or Currencies:	EUR
	4. Aggregate Nominal Amount of Notes admitted to trading:
	(i)	Series:	EUR 750,000,000
	(ii)	Tranche:	EUR 750,000,000
	5. Issue Price:		99.691 per cent. of the Aggregate Nominal Amount

	6. $(i)$	Specified Denominations:	EUR 50,000 and integral multiples of EUR 1,000 in excess thereof up to and including EUR 99,000. No Notes in definitive form will be issued with a denomination above EUR 99,000.
	(ii)	Calculation Amount:	EUR 1,000
	7. $(i)$	Issue Date:	8 October 2010
	(ii)	Interest Commencement Date:	Issue Date
	8. Maturity Date:		8 October 2018
	9. Interest Basis:		4.00 per cent. Fixed Rate
			(further particulars specified below)
		10. Redemption/Payment Basis:	Redemption at par
11. Change of Interest Basis or Redemption/Payment Basis:			Not Applicable
		12. Put/Call Options:	Not Applicable
	13. $(i)$	Status of the Notes:	Senior Unsecured
Relevant corporate authorisation(s) (ii) required for issuance of Notes:			Board Authorisation and Decision to Issue by duly authorised officer
	(iii)	Date(s) of relevant corporate authorisations for issuance of Notes:	25 February 2010 (Board authorisation) 29 September 2010 (Decision to issue)
		14. Method of distribution:	Syndicated
		PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
		15. Fixed Rate Note Provisions	Applicable
	(i)	Rate(s) of Interest:	4.00 per cent. per annum payable annually in arrear
	(ii)	Interest Payment Date(s):	8 October in each year starting 8 October 2011, in each case adjusted in accordance with the Following Business Day Convention
	(iii)	Fixed Coupon Amount(s):	EUR 40.00 per Calculation Amount
	(iv)	Broken Amount:	Not Applicable
	(v)	Day Count Fraction:	Actual/Actual (ICMA), unadjusted
	(vi)	Determination Date:	8 October in each year
	(vii)	Other terms relating to the method of calculating interest for Fixed Rate Notes:	Not Applicable
16. Floating Rate Note Provisions			Not Applicable
17. Zero Coupon Note Provisions			Not Applicable
18. Index-Linked Interest Note/other variable- linked interest Note Provisions			Not Applicable
		19. Dual Currency Interest Note Provisions	Not Applicable

PROVISIONS RELATING TO REDEMPTION

1. Final Redemption Amount of each Note:

2. Early Redemption Amount

3. Call Option:

4. Put Option:

Early Redemption Amount of each Note payable on redemption for taxation reasons or on event of default and/or the method of calculating the same (if required or if different from that set out in the Condition): GENERAL PROVISIONS APPLICABLE TO THE NOTES 24. Form of Notes: Bearer Notes: Temporary Bearer Global Note exchangeable for a Permanent Bearer Global Note which is exchangeable for Definitive Notes only upon an Exchange Event 25. Financial Centre(s) or other special Not Applicable provisions relating to Payment Days: 26. Talons for future Coupons or Receipts to No be attached to Definitive Notes (and dates on which such Talons mature): 27. Details relating to Partly Paid Notes: Not Applicable amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment: 28. Details relating to Instalment Notes: Not Applicable 29. Redenomination, renominalisation and Not Applicable reconventioning provisions: 30. Applicable tax regime: Condition 10 (Taxation) applies. 31. Other final terms: Not Applicable DISTRIBUTION $32. (i)$ If syndicated, names of Managers: BNP Paribas, Citigroup Global Markets Limited, HSBC Bank plc, J.P. Morgan Securities Ltd., The Royal Bank of Scotland plc and Société Générale (ii) Stabilising Manager (if any): BNP Paribas 33. If non-syndicated, name of Dealer: Not Applicable 34. Whether TEFRA D or TEFRA C rules TEFRAD applicable or TEFRA rules not applicable: 35. Additional selling restrictions: Not Applicable

Not Applicable

Not Applicable

EUR 1,000 per Calculation Amount

EUR 1,000 per Calculation Amount

LISTING AND ADMISSION TO TRADING APPLICATION

These Final Terms comprise the final terms required to list and have admitted to trading the issue of Notes described herein pursuant to the £10,000,000,000 Medium Term Note Programme of

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in these Final Terms. The Issuer confirms that such information has been accurately reproduced and that, so far as it is aware, no facts have been omitted which would render the reproduced information inaccurate or misleading.

Signed on behalf of the Issuer:

Bv: Duly audiorised

PART B-OTHER INFORMATION

	LISTING
(i)	Listing:	London
(ii)	Admission to trading:	Application has been made for the Notes to be admitted to trading on the London Stock Exchange's Regulated Market with effect from 8 October 2010.
(iii)	Estimate of total expenses related to admission to trading:	GBP 4.200
RATINGS
Ratings:		The Notes to be issued are expected to be rated:

S & P: BBB (stable) Moody's: Baa2 (stable)

$3.$ NOTIFICATION

1.

$2.$

Not Applicable

$\overline{4}$ . INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save as discussed in "Subscription and Sale and Transfer and Selling Restrictions", so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer".

$5.$ REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

Not Applicable

1. YIELD

Indication of yield:

4.046 per cent.

The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield.

$7.$ PERFORMANCE OF INDEX/FORMULA/OTHER VARIABLE AND OTHER INFORMATION CONCERNING THE UNDERLYING

Not Applicable

8. PERFORMANCE OF RATES OF EXCHANGE

Not Applicable

9. OPERATIONAL INFORMATION

ISIN Code:	XS0546725358
Common Code:	054672535
Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme and the relevant identification number(s):	Not Applicable
Delivery:	Delivery against payment
Names and addresses of additional Paying
$Agent(s)$ (if any):	Not Applicable