Honeywell Acquires Shares of Sperian Protection Held by Essilor International and Mrs. Ginette Dalloz

By Honeywell, PRNE
Monday, August 9, 2010

MORRIS TOWNSHIP, New Jersey, August 10, 2010 - Honeywell (NYSE: HON) announces it has acquired all of the shares of
Sperian Protection held by Essilor International, Mrs. Ginette Dalloz and
Societe Civile Familiale Dalloz, at a price of Euros 117 per share (dividend
attached), in accordance with the previously announced Share Purchase
Agreement. As a result of this acquisition, Honeywell now holds 28.28% of the
share capital and 27.53% of the voting rights of Sperian Protection.

The selling shareholders received the same price as is to be paid to
Sperian shareholders tendering their shares in the pending all cash tender
offer filed by Honeywell Holding France, which opened on July 12, 2010 and
will close on September 2, 2010 with settlement for tendered shares to be
made on September 15, 2010.

The completion of this offer has been cleared by the U.S. and European
antitrust authorities and remains subject only to the successful tender by
Sperian's shareholders of shares representing no less than 57% of the fully
diluted number of shares (including the stakes that have just been acquired
from Essilor, Societe Civile Familiale Dalloz and Mrs. Ginette Dalloz).

Pursuant to the provisions of 232-4 of the General Regulations of the
AMF, the offer will be automatically reopened on the trading day following
publication of the final results if there is a positive outcome. If the offer
is reopened, the terms of the reopened offer will be identical to the terms
of the offer. In such case, the AMF will publish the timetable for the
reopening of the offer, which will last in principle ten trading days.

Sperian Protection is a leader in personal protection equipment (PPE)
design and manufacturing and will be combined within Honeywell's Automation
and Control Solutions' Life Safety business.

The tender offer prospectus (note d'information) cleared by the AMF is
available for consultation on the website of the AMF
( and of Honeywell
( and may be obtained free of charge from:

       Deutsche Bank AG      Honeywell Holding France
     Succursale de Paris        2, rue de l'Avenir      Lazard Freres Banque
    3, avenue de Friedland      Zone Industrielle     121 boulevard Haussmann
                                    Inova 3000
         75008 Paris          88150 Thaon-les-Vosges       75008 Paris
         -----------          ----------------------       -----------

Honeywell ( is a Fortune 100 diversified
technology and manufacturing leader, serving customers worldwide with
aerospace products and services; control technologies for buildings, homes,
and industry; automotive products; turbochargers; and specialty materials.
Based in Morris Township, N.J., Honeywell's shares are traded on the New
, London, and Chicago Stock Exchanges. For more news and information on
Honeywell, please visit

This release contains certain statements that may be deemed
"forward-looking statements" within the meaning of Section 21E of the
Securities Exchange Act of 1934. All statements, other than statements of
historical fact, that address activities, events or developments that we or
our management intends, expects, projects, believes or anticipates will or
may occur in the future are forward-looking statements. Such statements are
based upon certain assumptions and assessments made by our management in
light of their experience and their perception of historical trends, current
economic and industry conditions, expected future developments and other
factors they believe to be appropriate. The forward-looking statements
included in this release are also subject to a number of material risks and
uncertainties, including but not limited to economic, competitive,
governmental, and technological factors affecting our operations, markets,
products, services and prices. Such forward-looking statements are not
guarantees of future performance, and actual results, developments and
business decisions may differ from those envisaged by such forward-looking

    Honeywell Contacts:
    U.S. Media                                Investor Relations
    Robert C. Ferris                          Elena Doom
    +1-973-455-3388                           +1-973-455-2222        

    Europe Media                              Toll free number
    Ilse Schouteden                           (individual shareholders):
    +32-47-620-9019                           00-800-2667-8832

U.S. Media, Robert C. Ferris, +1-973-455-3388, rob.ferris at, or Investor Relations, Elena Doom, +1-973-455-2222, elena.doom at, or Europe Media, Ilse Schouteden, +32-47-620-9019, ilse.schouteden at, or Toll free number (individual shareholders), 00-800-2667-8832

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