Gemplus International SA reports the AMF’s decision from the Commission des Sanctions

Luxemburg, 3 February 2006, Gemplus International S.A. (Euronext: LU0121706294 - GEM and NASDAQ: GEMP), the world’s leading provider of smart card based solutions, today announces that the Commission des Sanctions of the AMF (Autorité des Marchés Financiers) has notified GISA of its decision in connection with the proceeding brought against Gemplus International (GISA), Marc Lassus, GISA’s former chairman, Ron Mackintosh, GISA’s former interim Chief Executive Officer and the audit firm, PriceWaterhouseCoopers, GISA’s auditors.

The Commission des Sanctions rejected most of the claims made against GISA by its college. The Commission ruled that GISA had not communicated any misleading information with respect to its accounting results for September 2001, November 2001 and July 2002. The Commission des sanctions also noted that GISA was not required to make any provision in its 2001 financial statements for the loan granted to its former chairman, Marc Lassus, by one of GISA’s indirect subsidiaries in 2000, therefore ruling out the claim that these financial statements were inaccurate.

The Commission des sanctions considered, however, that GISA had included inaccurate information with respect to the Company’s security in connection with the loan granted to Marc Lassus in its 2000 and 2001 documents de référence, and had provided an imprecise description of its relationship with Differentis in its document de référence for 2001.

The Commission des sanctions imposed upon GISA a fine of € 600,000, an amount significantly lower than that initially mentioned in its report.

The Commission des sanctions considered that Marc Lassus, chairman of GISA at the time of the relevant events, had provided inaccurate information to the market with respect to the security in connection with the loan granted to him by one of the group’s indirect subsidiaries, with the purpose of deliberately misleading the market. The Commission imposed upon Marc Lassus a fine of € 400,000, an amount very significantly higher than what was mentioned in the report.

Finally, the Commission considered that the proceeding initiated against Mr. Ron Mackintosh, former interim Chief Executive Officer of GISA, was groundless.

This proceeding involves GISA’s financial communication for the time period from 2001 to July 2002 and in no way relates to any subsequent period.

GISA, to which Marc Lassus has not yet repaid the above-mentioned loan, never intended to circulate misleading information on the market, neither in connection with security which the Company thought in good faith it benefited from vis-à-vis Mr. Lassus, nor in connection with its relationship with Differentis. Therefore, GISA has decided to appeal the decision of the AMF before the Paris Court of Appeal. The € 600,000 corresponding to the fine have been recorded as a provision in GISA’s financial statements for the fourth quarter of 2005.

About Gemplus
Gemplus International S.A. (Euronext: LU0121706294 - GEM and NASDAQ: GEMP) is the world's leading player in the smart card industry in both revenue and total shipments (source: Gartner-Dataquest 2005, Frost & Sullivan, Datamonitor). It has sold over 5.5 billion smart cards.

Gemplus delivers a wide range of portable, personalized solutions in areas including Identity, Mobile Telecommunications, Public Telephony, Banking, Retail, Transport, Healthcare, WLAN, Pay-TV, e-government, and access control.

Gemplus' revenue in 2004 was 865 million Euros.

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