PROSPECTUS DATED 10 FEBRUARY 2010



(a societe anonyme incorporated in the Republic of France)

EUR 500,000,000 4.00 per cent. Bonds due 2018

Issue Price: 99.651 per cent.
This prospectus constitutes a prospectus (the "prospectus") for the purposes of Article 5.3 of Directive 2003/71/EC (the "Prospectus Directive") and the relevant implementing measures in the Grand Duchy of Luxembourg. This prospectus contains information relating to the issue by Bouygues (the "issuer") of its EUR 500,000,000 4.00 per cent. Bonds due 2018 (the "Bonds").

The Bonds will be issued on 12 February 2010 and will bear inteerest at a rate of 4.00 per cent. per annum from, and including , 12 February 2010 to, but excluding , 12 February 2018, payable annually in arrear on 12 February in each year, commencing on 12 February 2011, as more fully described in "terms and Conditions of the Bonds - Interest". Payments of principal and interest on the bonds will be made without deduction for or on account of French taxes as more fully described in "Terms and Conditions of the Bonds - Taxation".

Unless previously redeemed or purchased and cancelled, the Bonds will be redeemed in full at their principal amount on 12 February 2018. The Bonds may, in certain circumstances, be redeemed, in whole but not in part, at their principal amount together with accrued interest in the event tgat certain Frence taxes are imposed as more fully described in "Terms and Conditions of the Bonds - Redemption and Purchase".

Bondholders will be entitled, following a Change of Control, to request the issuer to redeem or procure the purchase of their Bonds at their principal amount together with any accrual interest as more fully described under "Terms and Conditions of the Bonds - Change of Control".

See "Risk Factors" on Page 4 of this Prospectus for certain information relevant to an investment in the Bonds.
JOINT LEAD MANAGERS


 
BNP PARIBAS CREDIT AGRICOLE CIB

HSBC NATIXIS

SOCIETE GENERALE CORPORATE & INVESTMENT BANKING