Emmet, Marvin & Martin, Llp

by Orange Ads
March 10th, 2010

EXHIBIT 4





Writer’s Direct Dial

EMMET, MARVIN & MARTIN, LLP

COUNSELLORS AT LAW

_____

120 Broadway

New York, New York 10271

_____

(212) 238-3000

(212) 653-1760

_____

Fax: (212) 238-3100

Fax: (212) 653-1730

http://www.emmetmarvin.com

177 MADISON AVENUE

MORRISTOWN, NEW JERSEY 07960

(973) 538-5600

FAX: (973) 538-6448

 

1351 WASHINGTON BOULEVARD

STAMFORD, CONNECTICUT 06902-4543

(203) 425-1400

FAX: (203) 425-1410

                    March 10, 2010


The Bank of New York Mellon,

  as Depositary

101 Barclay Street

New York, New York, 10286


Re:

American Depositary Shares for Ordinary Shares, of France Telecom

Ladies and Gentlemen:

We refer to the registration statement to be filed on Form F-6 under the Securities Act of 1933 (the "Registration Statement") by the legal entity created by the agreement (the "Deposit Agreement") for issuance of American Depositary Shares ("ADSs"), which may be evidenced by American Depositary Receipts ("ADRs"), for ordinary shares, of France Telecom, for which you propose to act as Depositary.


We are of the opinion that the ADSs covered by the Registration Statement, when issued in accordance with the terms of the Deposit Agreement, will, when sold, be legally issued and will entitle the holders thereof to the rights specified in the Deposit Agreement and the ADRs.

This opinion may be used by you as an exhibit to the Registration Statement.

Very truly yours,


/s/ EMMET, MARVIN & MARTIN, LLP

EMMET, MARVIN & MARTIN, LLP