AXA Announced Today That it Has Reached an Agreement With Resolution Ltd to Dispose Part of its UK Life & Savings Operations

PARIS, June 24, 2010 - AXA announced today that it has agreed to sell to Resolution
Ltd, its UK-based traditional life and pensions businesses, its IFA
protection and corporate pension businesses, and its annuity businesses for
consideration of GBP2.75 billion (or ca. EUR3.3 billion). This sale is
consistent with AXA's intention to focus on growing its wealth management
business in the UK life & savings market.

This potential transaction does not call into question the AXA
Group's continuing long-term commitment to the UK market going forward. AXA
UK will continue to develop its leading AXA Wealth Management operations,
comprising the AXA wrap platform ('Elevate'), Architas Multi-Manager, AXA
Wealth International (including Isle of Man) and the AXA Winterthur Wealth
specialist pensions and investments operations, as well as its AXA Direct
Protection business.

This capital efficient business represented 41% of total UK
Life APE and 69% of total UK Life NBV in 2009.

The Group also remains fully committed to all its other
UK-based businesses including AXA Insurance, AXA PPP Healthcare, Bluefin and
the UK operations of AXA Investment Managers.

"As we have shown in the past, we are committed to focus on
businesses that benefit from the right combination of scale, competitive
position, growth prospects and profitability, as this is the best way to
create sustainable value for our clients, our distributors, our staff and our
shareholders", said Henri de Castries, Chairman and CEO of the AXA Group.

"With this transaction, we are selling to Resolution
businesses, notably protection and group pensions, which will benefit from
Resolution's bigger scale in these activities. We will focus on our UK wealth
management business where we are among the leaders and plan to continue to
grow fast."

Rationale for the transaction

This transaction underlines AXA's focus in life & savings on
further optimizing capital allocation throughout the Group, towards
identified business lines (including Health, Protection and Unit-Linked) and
geographies (including high growth markets).

In recent years, AXA's strategy in the UK life & savings
market has concentrated on optimizing its traditional businesses notably by
lowering their capital requirements, and on repositioning its operations
towards the more profitable wealth management activities - as reflected in a
number of key initiatives such as the launch of Architas Multi-Manager and
the 'Elevate' wrap platform.

Through this transaction, AXA UK has the opportunity to
accelerate this repositioning and focus on its wealth management operations.
These operations have a market leading position with the scale, products and
services to be well positioned for market and regulatory changes such as the
FSA's Retail Distribution Review (RDR) scheduled for 2012, which will lead to
products with more transparent charges and limited commission-based sales.

"This is a significant step in AXA UK's strategy that sharpens
our focus on future profitable growth and builds on the market leading
position that we have developed in our wealth management business, as well as
in our other businesses: general insurance, healthcare insurance and
Bluefin", said Nicolas Moreau, CEO of AXA UK.

Impacts for the AXA Group

The consideration of GBP2.75 billion (or ca. EUR3.3 billion)
consists of GBP2.25(1) billion (or ca. EUR2.7 billion) in cash and GBP0.50
billion (or ca. EUR0.6 billion) of Resolution Ltd senior Deferred
Consideration Notes, which bear an effective interest rate of 6.5% per annum
and are repayable in instalments over an 8 year period (4 year duration) and
which are subject to early repayment in full in certain circumstances
including an IPO of any UK insurance business of the Resolution Ltd Group.
The face value of the Notes and consequently the consideration may be reduced
by up to GBP0.15 billion depending on the amount of inherited estate which is
found to be releasable from the AXA Sun Life long term fund following testing
at December 31, 2010. Based on its current expectations with respect to the
amount to be released from the inherited estate, management does not
currently anticipate a price adjustment.

The purchase price to be received by AXA corresponds to:

    - 0.86x(2) FY09 EV of the sold business adjusted for AXA
      APH shares (GBP3.2 billion),

    - 19x adjusted(3) FY09 underlying earnings of the sold
      business

After the buy-back of EUR0.9 billion of AXA APH shares
currently held by AXA Life UK, net cash proceeds would be EUR1.7 billion for
the AXA Group. These proceeds will be dedicated to funding the further
development of the UK wealth management business and to redeploying capital
more efficiently throughout the AXA Group, while maintaining a strong balance
sheet.

The transaction would have the following impacts on AXA:

    - Ca. EUR-1.4 billion exceptional capital loss accounted for
      in net income in 2010,

    - Ca. EUR+0.8 billion on shareholders' equity net of
      intangibles,

    - +4 pts on Solvency I, which was estimated above 180% at
      March 31, 2010,

    - -1 pt on debt gearing, which was 26% at December 31, 2009,

    - Ca. EUR-0.5 billion on Group EV, which was EUR30.4 billion
      at December 31, 2009.

Approximately 2,200 AXA employees will be transferred to the
Resolution Ltd Group on completion of the transaction.

This transaction is subject to certain covenants and
conditions customary for a transaction of this nature, including the approval
of the shareholders of Resolution Ltd and the receipt of regulatory
approvals. The closing is expected to take place in 3Q 2010.

FY09 AXA Life UK key figures

In GBPm

                         APE    NBV   NBV Margin NB IRR  Net inflows
    Retained             344    60       18%       13%       920
    Sold                 496    27        5%        8%    -1,820
    Total UK Life        840*   87       10%        9%      -900

* including GBP14m APE of non modelled businesses

About AXA

AXA Group is a worldwide leader in Financial Protection. AXA's
operations are diverse geographically, with major operations in Europe, North
America and the Asia/Pacific area. For full year 2009, IFRS revenues amounted
to Euro 90.1 billion and IFRS underlying earnings to Euro 3.9 billion. AXA
had Euro 1,015 billion in assets under management as of December 31, 2009.

The AXA ordinary share is listed on compartment A of Euronext
Paris under the ticker symbol CS (ISIN FR0000120628 - Bloomberg: CS FP -
Reuters: AXAF.PA). AXA's American Depository Shares are also quoted on the
OTC QX platform under the ticker symbol AXAHY.

This press release is available on the AXA Group website:
www.axa.com

IMPORTANT LEGAL INFORMATION AND CAUTIONARY STATEMENTS CONCERNING
FORWARD-LOOKING STATEMENTS

Certain statements contained herein are forward-looking
statements including, but not limited to, statements that are predictions of
or indicate future events, trends, plans or objectives. Undue reliance should
not be placed on such statements because, by their nature, they are subject
to known and unknown risks and uncertainties. Please refer to the section
"Cautionary statements" in page 2 of AXA's Document de Référence for the year
ended December 31, 2009, for a description of certain important factors,
risks and uncertainties that may affect AXA's business. AXA undertakes no
obligation to publicly update or revise any of these forward-looking
statements, whether to reflect new information, future events or
circumstances or otherwise.

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[1] Including £26m (plus interest) to be paid on completion of certain
steps in the agreed post-completion reorganisation

[2] Or 0.80x a pro-forma EV of £3,446m reflecting adjustments mainly on
liquidity premium and cost of capital to align with Resolution Ltd
methodology and assumptions

[3] FY09 underlying earnings adjusted for £-106m one-off gain related to
internal restructuring of an annuity portfolio, £+16m dividend on AAPH shares
and on the business retained

AXA Investor Relations: Mattieu Rouot : +33-1-40-75-46-85, Gilbert Chahine: +33-1-40-75-56-07, Paul-Antoine Cristofari: +33-1-40-75-73-60, Sylvie Gleises: +33-1-40-75-49-05, Thomas Hude: +33-1-40-75-97-24, George Guerrero: +1-212-314-28-68; AXA Media Relations: Emmanuel Touzeau: +33-1-40-75-46-74, Armelle Vercken: +33-1-40-75-46-42, Sara Gori: +33-1-40-75-58-06; AXA UK: Stephen Hoffman: +44-207-920-5014; AXA Individual shareholders Relations: +33-1-40-75-48-43