ALON USA and USFilter Partner in $76.6 Million Outsourcing Agreement.

Business Editors

HOUSTON--(BUSINESS WIRE)--April 25, 2002

USFilter to Provide Water and Wastewater Services at

One of Texas' Most Established Refineries

ALON USA LP and USFilter Operating Services, Inc., a Vivendi Environnement company, have signed a 20-year, $76.6 million outsourcing agreement for water and wastewater services. The agreement makes ALON more competitive in the refining industry by saving the company millions of dollars in operations costs and maximizing efficiency at its Big Spring, Texas, refinery.

USFilter will operate and maintain the water, wastewater, sludge, and groundwater treatment systems at the refinery. A $5 million capital lease improvement program will include the installation of USFilter's state-of-the-art water reverse osmosis technology and enhanced maintenance management systems.

"This agreement will allow ALON USA to reduce its operating costs and improve overall performance and efficiency at the Big Spring refinery while allowing us to capitalize on our existing assets and focus on our core business," said Jeff Morris, president and CEO, ALON USA.

Strategically located to take advantage of readily available West Texas crude oil, the Big Spring refinery is a regional marketer of gasoline and diesel in Texas, New Mexico and Arizona. The 60,000 barrel-per-day refinery has been in service for more than 70 years, converting mainly crude oil from the Permian Basin.

"This outsourcing agreement further solidifies the continued shift of the refining industry toward engaging third parties and their core competencies to reduce costs and guarantee long-term well-being," said Ron Davis, executive vice president and general manager, USFilter Operating Services. "As environmental and other governmental regulations become more stringent and companies try to keep costs down, many refiners, such as Conoco and Sunoco, are realizing the benefits of outsourcing water services. ALON is following in these footsteps."

USFilter Engineering & Construction will design and build the capital improvement systems using technology from several USFilter companies.

ALON USA, a fully integrated refining and marketing enterprise operating in the Southwest, is a subsidiary of ALON Israel Oil Co. Ltd. ALON Israel purchased ATOFINA Petrochemicals Inc.'s downstream business, including its domestic fuels marketing business, pipelines, terminals and Big Spring, Texas, refinery. Headquartered in Dallas, ALON USA controls the marketing rights to FINA gasoline throughout the Southwest. For more information about the company, visit its web site, www.alonusa.com.

USFilter Operating Services, a subsidiary of USFilter, designs, builds, operates, owns and finances water, wastewater and related utility facilities and systems. Overall, the company manages 535 municipal and industrial water and wastewater treatment and related projects in North America, serving more than 600 communities and 12 million people.

United States Filter Corporation, a Vivendi Environnement company, is North America's largest water company providing comprehensive water and wastewater systems and services to commercial, industrial, municipal and residential customers. Vivendi Environnement (Paris Bourse: VIE and NYSE:VE), comprised of Vivendi Water (worldwide water products and services), Onyx (solid waste and industrial services), Dalkia (energy management), Connex (transportation and logistics) and FCC (Spanish company engaged in environmental and construction related industries), is the largest environmental services company in the world with more than 295,000 employees, including FCC, in about 100 countries and annual revenues of more than $25.6 billion. Visit the company's Web sites at www.usfilter.com or www.vivendienvironnement-finance.com.

Important Disclaimer. This document contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations or beliefs and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: acquisition related risks, inability to further identify, develop and achieve success for new products, services and technologies; increased competition and its effect on pricing, spending, third-party relationships and revenues; inability to establish and maintain relationships with commerce, advertising, marketing, technology, and content providers. Investors and security holders are urged to read Vivendi's Registration Statement on Amendment No. 1 to Form 20-F, the Vivendi Universal joint proxy statement/prospectus and other documents filed by Vivendi Universal with the U.S. Securities and Exchange Commission at the Commission's web site at www.sec.gov. These documents may also be obtained for free from Vivendi Universal.