TRANSFORMING THE FRANCHISE: UNICREDIT APPROACH Alessandro Profumo - CEO

1. TRANSFORMING THE FRANCHISE: UNICREDIT APPROACHAlessandro Profumo - CEO Goldman Sachs Financials Conference Montecarlo, June 10th, 2004

2. FOCUS ON THE RETAIL DIVISION Weight on 1Q04 Group revenues pre Corporate Centre and elisions 41.2% 30.7% 11.5% 16.6% Retail division Corporate division Private & AM division New Europe division RETAIL DIVISION KEY HIGHLIGHTS Customer Loans Customer Deposits Branches Employees 1Q04 data, Euro mln 36,167 40,226 2,684 23,986 UniCredit Banca 1,915 - - 294 Clarima UniCredit Banca per la Casa 8,007 - 15 353 3,998 2,347 129 1,091 Other banks (1) 50,126 42,583 2,828 25,727 Total Division (2) (1) CR Carpi and Banca dell’Umbria (2) Delta due to other companies of the division and rounding

3. UCI RENEWED APPROACH TO THE RETAIL BUSINESS • Change of customer relations model • Enhance customer loyalty • Improve revenue quality • Change of network management model • Network differentiation in growth/strengthening areas • Test of new branches format/specialised branches (2H04) • Service model restructuring

4. AGENDA Change of customer relations model Change of network management model First results of the new focus

5. A NEW BANKING ENVIRONMENT • Client’s satisfaction decline, due to recent bond defaults and rising awareness of transactional costs • Low client confidence reduces scope for repricing and requires investments to increase banks’ reputation • UniCredit answer: • Start-up of a deep customer care program • Improved revenue mix, less depending from up-front driven sales and more focused on recurring fees… • … and net interest income, thanks to an increased focus on volume growth in 3 key markets: • small business • consumer finance • household mortgages

6. START-UP OF A DEEP CUSTOMER CARE PROGRAM… • A synthetic measure of satisfaction has been built down to branch level: TRIM index • 120,000 interviews in 2002 (90,000 UCB customers + 30,000 competitors’ customers) to assess the mood of customers and their behaviours • Monthly interviews (~250,000 on a yearly basis) in 2004 to track customer satisfaction trends down to branch level (approx. 100 per branch)

7. …AND IMPROVED REVENUE MIX, WITH LOWER WEIGHT OF UP-FRONT AND INCREASED IMPORTANCE OF RECURRING REVENUES • Commissions more recurring and less up-front (weight of up-front on total net commissions down from 36% in 2003 to a target of 30% in 2004) • Deliberate choice of re-balancing sales (i.e. mutual funds from 21% to 33% of total sales) with positive impact also on bank’s profitability: • NPV of revenues from all asset management products(1) is by far higher than the NPV of the revenues resulting from the sales of structured bonds(1), with the exception of money market mutual funds • As an example, money market mutual funds(1) give a revenue NPV which is 12% lower vs. structured bonds(1), while bond funds(1) already guarantee a 40% higher return for the bank vs. structured bonds(1)(2) • Avoidance of re-pricing actions in hi-elasticity demand areas • Continuous and substantial growth of net interest income, with higher weight on total revenues (1) Simulation over 5 years horizon, including only 50% of management fees (the remainder is in Pioneer P&L) (2) Bancassurance is around 100% more profitable than structured bonds and equity mutual funds around 150%

8. SMALL BUSINESS MARKET: NEGLECTED AND PROFITABLE WHY HOW • Big market • 4,8 mln companies(1) • 138 bn loans(2) • Profitable • High margins • 59% current Cost Income (UCB) • 100-125 bp provisioning (diversification) • Neglected by the banking system, squeezed between corporate and retail (asset gathering) • UCB 8% market share on SB vs. 10% branch share • 250 Dedicated Small Business Centres / 2,000 Specialist Account Managers • Focus on Business Associations • Dedicated products by industrial sector • X-selling on asset gathering of SB owner (only 50% of SB owners currently have wealth management products with UCB) • Speed of credit response • Very advanced (BIS II) scoring system • Very advanced centralized risk monitoring system (1) Source: Infocamere 2002 figures, companies with turnover lower than 2.5-3.5 mln Euro (2) Source: internal estimate on Bank of Italy data

9. CONSUMER FINANCE AND HOUSEHOLD MORTGAGE MARKETS: UNDERDEVELOPED, FAST GROWING AND ATTRACTIVE CONSUMER FINANCE MARKET(1) HOUSEHOLD MORTGAGE MARKET(2) • Consumer lending volumes increasing at 15% in 2004 (after a 15.8% increase in 2003) • Household mortgage volumes 03-07 CAGR 9.2% in 2004 (after a 98-03 CAGR of 19.4%(2) • Italian market substantially underdeveloped (consumer lending at 3.2% of GDP vs. 6.7% avg. of Eurozone in 2003) • Italian market still underdeveloped (residential mortgages representing 14.8% of GDP vs. 32.5% avg. of Eurozone in 2003) OUR OPPORTUNITY OUR OPPORTUNITY • CLARIMA • 150,000 cards of non UCB customers outstanding (+5,500 a month) • Significant opportunities arising from partnerships • 9 new shops to open in 2004 • 50 new agents in 2004 • UNICREDIT BANCA • Under-penetrated customer base now being targeted • Only 2.5% of our mass market customers have a revolving card • Only 7% of our mass market customers have a personal loan • UNICREDIT BANCA PER LA CASA • A dedicated and integrated (production + distribution) “mortgage centre” • Significant competitive advantage coming from the partnerships with real estate agents networks (Tecnocasa, FIAIP, etc.) • 15 branches fully dedicated to mortgages • Distribution also through PFAs networks • UNICREDIT BANCA • Distribution centre for the division • Still under-penetrated customer base (only 10% of private customers have a residential mortgage) (1) Source: ASSOFIN (2) Source: Bank of Italy data for historical data, UCI estimate for future growth

10. FURTHER GROWTH OPPORTUNITIES CAN ARISE ALSO FROM EXISTING CUSTOMERS, AS SUGGESTED BY KEY PRODUCTS PENETRATION, ESPECIALLY IN MASS MARKET MASS MARKET AFFLUENT CURRENT ACCOUNT PACKAGE 45% 44% RESIDENTIAL MORTGAGE 4% 11% PERSONAL LOAN 2% 7% BANCASSURANCE (Single premium) 21% 4% CLARIMA CARD 2% 3% STANDING ORDERS OF PAYMENT (Utility bills) 16% 8% ASSET MANAGEMENT 51% 11% SECURITIES IN CUSTODY 38% 6%

11. AGENDA Change of customer relations model Change of network management model First results of the new focus

12. AFTER ITS CREATION UNICREDIT BANCA HAS STARTED A DETAILED X-RAY OF ITS 2,700 BRANCHES Branch Profitability Micro-market potential Branch Dimension # of branches (% of total(1)) GOP, % of tot Cost Income(2) 828 (38%) 56% 49% High SCOPE FOR STRENGTHENING 444 (20%) 18% 61% Large Branches High 387 (18%) 6% 73% Small SCOPE FOR SUBSTANTIAL GROWTH Low 330 (15%) 15% 60% Large Low MAIN TARGET: 317 (14%) 5% 69% Small High growth Medium growth SCOPE FOR RESTRUCTURING (1) Excluding mini-branches (2) Excluding headquarter costs (personnel & SG&A)

13. BRANCH NETWORK ORGANISATION REDESIGNED TO BETTER FIT WITH TARGETS ASSIGNED TO STRENGTHENING AND DEVELOPMENT REGIONS… EXAMPLE HEAD OF SALES 11 Regions Lombardia Head Lombardia Strengthening (S) Head* Lombardia Development (D) Head* Small business centre “D” branches “S” branches Developers 2004 MBO TARGETS Revenues New Customers Share of Wallet/X-selling High weight Customer Satisfaction/Retention Mid weight * 1 or 2 in each Region, depending on size of Region

14. 480 developers introduced in 7 months starting from October 2003 • 418 resources coming from internal transfers • 62 specialists hired from outside … LEVERAGING ON A DEDICATED NETWORK OF DEVELOPERS TO EXPLOIT OPPORTUNITIES IN HIGH-POTENTIAL MICRO-MARKETS CREATION OF DEVELOPERS NETWORK • High profile resources specifically devoted to increase the customer base in the so called “Golden customer” segments (Affluent and Small Business) • Initial focus on acquisition of Small Business customers 670 495 • Senior figures coordinating team efforts 260 190 • Bank’s total employees substantially unchanged in FY 2004 Mid Feb 04 Sept 03 Dec 03 May 04

15. MASS MARKET 79% • AFFLUENT 47% • SMALL BUSINESS 59% SERVICE MODEL AND GEOGRAPHICAL COVERAGE RESTRUCTURING PRESENT GOOD OPPORTUNITIES TO IMPROVE THE EFFICIENCY PROFILE OF THE DIVISION EXAMPLE: SUB-SEGMENT CROSS SUBSIDIES IN UNICREDIT BANCA NETWORK REORGANISATION • Cost income of the different segments • 70 branches already closed in 2003 • ~100 further branches to be closed already identified, with a target of 50/60 closures in 2004 (6 already closed as at end of May) • ~80 branches to be downsized already identified • However, further cross subsidies between sub segments exist in each segment • ~40 branches to be specialized already identified • ~15 branches to be opened in 2004 (of which 2 already operating)

16. AGENDA Change of customer relations model Change of network management model First results of the new focus

17. DECREASE OF TOTAL COMMISSIONS COMPLETELY DUE TO LOWER UP-FRONT, WITH INCREASED WEIGHT OF RECURRING COMMISSIONS IN LINE WITH INTERNAL EXPECTATIONS… NET COMMISSIONS 352 351 347 338 302 223 64% 214 61% 217 64% 237 67% 223 74% Recurring commissions Up-front commissions 39% 36% 36% 33% 26% 1Q03 2Q03 3Q03 4Q03 1Q04

18. …POSITIVELY CONTRIBUTING TO CUSTOMER SATISFACTION IMPROVEMENTS IN PRIVATE AND SMALL BUSINESS SEGMENTS, CONSISTENTLY OUTPERFORMING COMPETITION PRIVATE CUSTOMERS, TRIM INDEX SMALL BUSINESS, TRIM INDEX UNICREDIT BANCA AVG. TOP 9 COMPETITORS UNICREDIT BANCA AVG. TOP 9 COMPETITORS 51 45 47 46 44 42 38 37 2003 2004 ytd 2003 Mar 04 2003 2004 ytd 2003 Mar 04 • ~42,000 interviews with UCB customers and ~4,500 interviews with competitors’ customers • ~21,000 interviews with UCB customers and ~2,500 interviews with competitors’ customers • Stability of front-end relationship with customers • Dedicated service model • Improved waiting time (shorter queues) • Improved advisory on lending products • Improved advisory on investment services, with room for further improvement • Focus on quality of sales TRI*M indexes calculated by NFO Infratest Note: customer satisfaction analyses at system level are commonly based on ~4,000 interviews (ABI, Eurisko etc.)

19. GOOD ACCELERATION IN CUSTOMER ACQUISITION CAPABILITIES… SMALL BUSINESS CUSTOMERS, MONTHLY ACQUISITION RATE 16.8% yearly growth rate 5.8% yearly growth rate 1.40% 0.88% +40% +63% 0.56% +52% 0.40% 0.58% 0.86% 0.48% 0.70% 0.32% 2003 1Q04 APR MAY04(1) 2003 1Q04 APR MAY04(1) 2003 1Q04 APR MAY04(1) TOTAL BANK DEVELOPMENT REGIONS STRENGTHENING REGIONS 45% OF STOCK 55% OF STOCK PILOT REGIONS: Lombardy, Lazio-Umbria-Sardegna, Tuscany-Marche, South Excellent results driven by the enhanced focus of branch managers and the brand new network of developers (1) Updated to May 15th

20. … INCREASED MARKET SHARES IN KEY BUSINESSES AND EXCELLENT GRANTING OF NEW LOANS IN MORTGAGE AND CONSUMER FINANCE RESIDENTIAL MORTGAGES • Excellent increase in market share, from 16.8% in December to 17.0% in March • Confirmed good flows of residential mortgages, with ~800 mln in May, thanks to the positive performance of both UCB (~540 mln) and UBCasa (~260 mln) • Y/y comparison showing an excellent 28% increase (~3.4 bn ytd) • Growth coming mainly from partnership channel, with 50% y/y increase • Avg. amount of mortgage from 93,000 (2003 avg.) to 102,000 Euros (5M04 avg.), up 9.7% CONSUMER FINANCE • Continued strong performance in new cards issued by Clarima, with 28,000 revolving cards issued in May (for a total of 168,000 cards issued in 04 vs. 50,000 in FY03) • 36 mln new loans issued in May through revolving cards (+16% vs. April) for a total of 120 mln ytd (vs. 95 mln in FY03) • Good increase also in the flow of new personal loans granted by Clarima (330 mln, vs. 690 mln in FY03) MUTUAL FUNDS • Good increase in market share on stocks of mutual funds, from 13.39% in Dec03 to 13.49% in May04 (+10 bp)