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Lvmh Moët Hennessy Louis Vuitton LVMH MOËT HENNESSY LOUIS VUITTON LVMH Moët Hennessy Louis Vuitton (incorporated with limited liability in the Republic of France) Euro 10,000,000,000 Euro Medium Term Note Programme Due from one month from the date of original issue Under the Euro Medium Term Note Programme described in this Base Prospectus (the “Programme”), LVMH Moët Hennessy Louis Vuitton (“LVMH” or the “Issuer”) subject to compliance with all relevant laws, regulations and directives, may from time to time issue Euro Medium Term Notes (the “Notes”). The aggregate nominal amount of Notes issued by the Issuer and outstanding will not at any time exceed Euro 10,000,000,000 (or the equivalent in other currencies). This Base Prospectus shall, for the purposes of Notes listed on the Official List of the Luxembourg Stock Exchange and admitted to trading on the Regulated Market (as defined below) of the Luxembourg Stock Exchange, or offered to the public in Luxembourg, be updated annually. Application has been made to the Commission de surveillance du secteur financier in Luxembourg in its capacity as competent authority under the “loi relative aux prospectus pour valeurs mobilières” dated 10 July 2005 which implements the Directive 2003/71/EC on the prospectus to be published when securities are offered to the public or admitted to trading (the “Prospectus Directive”), for the approval of this Base Prospectus as a base prospectus for the purposes of Article 5.4 of the Prospectus Directive. References in this Base Prospectus to the “Prospectus Directive” shall include the amendments made by Directive 2010/73/EU (the “2010 PD Amending Directive”) to the extent that such amendments have been implemented in the relevant Member State of the European Economic Area. Application has been made to the Luxembourg Stock Exchange for the Notes issued under the Programme to be listed on the Official List of the Luxembourg Stock Exchange and to be traded on the Regulated Market of the Luxembourg Stock Exchange during the period of 12 months from the date of this Base Prospectus. Application may also be made to the competent authority of any other Member State of the European Economic Area (an “EEA Member State”) for Notes issued under the Programme to be listed and admitted to trading on any other Regulated Market or offered to the public in such Member State. Any Regulated Market is governed by the Directive 2004/39/EC on markets in financial instruments (referred to in this Base Prospectus as a “Regulated Market” under the definition of such Directive). Notes which are not admitted to trading on a Regulated Market, or which are not offered to the public in an EEA Member State, may be issued under the Programme and may also be listed on an alternative stock exchange or may not be listed at all. The relevant Final Terms (forms of which are contained herein) in respect of the issue of any Notes will specify whether or not such Notes will be listed, admitted to trading and/or offered to the public and will be published, if relevant, on the website of the Regulated Market where the admission to trading is sought or on the website of the Issuer, as the case may be. Notes will be in such denomination(s) as may be specified in the relevant Final Terms, save that the minimum denomination of each Note listed and admitted to trading on a Regulated Market or offered to the public in an EEA Member State in circumstances which require the publication of a prospectus under the Prospectus Directive will be €1,000, and if the Notes are denominated in a currency other than euro, the equivalent amount in such currency at the issue date, or such higher amount as may be allowed or required from time to time by the relevant central bank (or equivalent body) or any laws or regulations applicable to the relevant specified currency. Notes may be issued either in dematerialised form (“Dematerialised Notes”) or in materialised form (“Materialised Notes”) as more fully described herein. Dematerialised Notes will at all times be in book entry form in compliance with Articles L.211-3 and R.211-1 of the French Code monétaire et financier (Monetary and Financial Code, the “Code”). No physical documents of title will be issued in respect of the Dematerialised Notes. Dematerialised Notes may, at the option of the Issuer, be in bearer dematerialised form (au porteur) inscribed as from the Issue Date in the books of Euroclear France (“Euroclear France”) (acting as central depositary) which shall credit the accounts of Euroclear France Account Holders (as defined in “Terms and Conditions of the Notes - Form, Denomination(s), Title and Redenomination”) including the depositary bank for Clearstream Banking, société anonyme (“Clearstream, Luxembourg”) and Euroclear Bank S.A./N.V. (“Euroclear”) or in registered dematerialised form (au nominatif) and, in such latter case, at the option of the relevant Noteholder (as defined in Condition 1(c)(iv)), in either fully registered form (nominatif pur), in which case they will be inscribed in an account maintained by the Issuer or by a registration agent (designated in the relevant Final Terms) for the Issuer, or in administered registered form (nominatif administré) in which case they will be inscribed in the accounts of the Euroclear France Account Holders designated by the relevant Noteholders. Materialised Notes will be in bearer materialised form only and may only be issued outside France. A temporary global certificate in bearer form without interest coupons attached (a “Temporary Global Certificate”) will initially be issued in connection with Materialised Notes. Such Temporary Global Certificate will be exchanged for definitive Materialised Notes in bearer form with, where applicable, coupons for interest attached on or after a date expected to be on or after the 40th day after the Issue Date of the Notes (subject to postponement as described in “Temporary Global Certificates issued in respect of Materialised Bearer Notes”) upon certification as to non US beneficial ownership as more fully described herein. Temporary Global Certificates will (a) in the case of a Tranche intended to be cleared through Euroclear and/or Clearstream, Luxembourg, be deposited on the Issue Date with a common depositary on behalf of Euroclear and/or Clearstream, Luxembourg and (b) in the case of a Tranche intended to be cleared through a clearing system other than or in addition to Euroclear and/or Clearstream, Luxembourg or delivered outside a clearing system, be deposited as agreed between the Issuer and the relevant Dealer (as defined below). At the date of this Base Prospectus, the long-term corporate rating of the Issuer by Standard & Poor’s Ratings Services, a division of the McGraw-Hill Companies, Inc. (“S&P”) is A- with stable outlook. Notes issued under this Programme may or may not be rated. The credit ratings included or referred to in this Base Prospectus will be treated for the purposes of the Regulation (EC) No. 1060/2009 on credit ratings agencies (the “CRA Regulation”) as having been issued by S&P upon registration pursuant the CRA Regulation, although the result of such application has not yet been determined. The relevant Final Terms will specify whether or not such credit ratings are issued by a credit rating agency established in the European Union and registered under the CRA Regulation. A rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, change or withdrawal at any time by the assigning rating agency. The final terms of the relevant Notes will be determined at the time of the offering of each Tranche and will be set out in the relevant Final Terms. Arranger Deutsche Bank Dealers BofA Merrill Lynch BNP PARIBAS Citi Crédit Agricole CIB Credit Suisse Daiwa Capital Markets Europe Deutsche Bank HSBC J.P. Morgan Mitsubishi UFJ Securities International plc NATIXIS Société Générale Corporate & Investment Banking The Royal Bank of Scotland The date of this Base Prospectus is 13 May 2011. This document constitutes the base prospectus for LVMH Moët Hennessy Louis Vuitton (“LVMH” or the “Issuer”) in respect of non-equity securities within the meaning of Article 22 no. 6(4) of the Commission Regulation (EC) no. 809/2004 of 29 April 2004 (hereinafter, the “Notes”) to be issued by LVMH under this Euro Medium Term Note Programme (the “Programme”). In relation to each Tranche of Notes, this Base Prospectus must be read in conjunction with the applicable Final Terms. LVMH confirms, to the best of its knowledge having taken all reasonable care to ensure that such is the case, that (i) this Base Prospectus (together with any supplement to it published from time to time in accordance with the provisions of the “loi relative aux prospectus pour valeurs mobilières” in Luxembourg (each a “Supplement” and together the “Supplements”) (the “Base Prospectus”)) contains or incorporates all information with respect to it and its consolidated subsidiaries and affiliates taken as a whole (together with LVMH, the “Group” or “LVMH Group”) and to the Notes that is material in the context of an issue and offering of the Notes and (ii) the statements contained in it relating to the Issuer, the Group and the Notes are, at the date of this Base Prospectus, in every material particular true and accurate and not misleading. The Issuer accepts responsibility accordingly. This Base Prospectus is to be read in conjunction with any document and/or information which is or may be incorporated herein by reference in accordance with Article 28 of the European Commission Regulation No. 809/2004 dated 29 April 2004 (see “Documents Incorporated by Reference” below) and may only be used for the purposes for which it has been published.
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