Nokia - Company Announcement

Nokia has supplemented its listing prospectus relating to the combination with Alcatel-Lucent

Nokia Corporation
Stock Exchange Release
February 12, 2016 at 14:30 (CET +1)


Nokia has supplemented its listing prospectus relating to the combination with
Alcatel-Lucent

Espoo,  Finland -  Nokia announced  today that  it has  supplemented its English
language  listing prospectus dated October  23, 2015 relating to the combination
with  Alcatel-Lucent (together  with the  supplements of  the listing prospectus
dated   November   16, 2015 and  February  2, 2016, respectively,  the  "Listing
Prospectus").  The Listing  Prospectus will  be used  for the  listing on Nasdaq
Helsinki   and  Euronext  Paris  of  the  new  Nokia  shares  to  be  issued  as
consideration to Alcatel-Lucent security holders in connection with the reopened
public  exchange offer for Alcatel-Lucent securities  in France, which closed on
February 3, 2016.

On  February 12, 2016, the Finnish Financial  Supervisory Authority has approved
the  supplement  to  the  Listing  Prospectus  ("Supplement") containing certain
updates  based on announcements and developments that have taken place after the
approval  of the Listing Prospectus, such as  the announcement of the results of
the  reopened offer period in the public exchange offer on February 10, 2016 and
the   publication   of  the  unaudited  results  of  Nokia  and  Alcatel-Lucent,
respectively, as of and for the year ended December 31, 2015.

The  Supplement will be notified by  the Finnish Financial Supervisory Authority
to  the French stock market authority Autorité des Marchés Financiers ("AMF") in
accordance with the EU Prospectus Directive.

The Supplement has been attached to this stock exchange release and will,
together with the Listing Prospectus, be available on Nokia's website at
http://company.nokia.com/en/investors/financial-reports/filings-related-to-the-
alcatel-lucent-transaction as of February 12, 2016. The Supplement will also be
available at the reception of Nasdaq Helsinki at Fabianinkatu 14, FI-00100
Helsinki, Finland, and at the head office of Nokia at Karaportti 3, FI-02610
Espoo, Finland, as of February 15, 2016.

About Nokia
Nokia is a global leader in the technologies that connect people and things.
Powered by the innovation of Bell Labs and Nokia Technologies, the company is at
the forefront of creating and licensing the technologies that are increasingly
at the heart of our connected lives.

With  state-of-the-art software, hardware and services  for any type of network,
Nokia   is   uniquely   positioned  to  help  communication  service  providers,
governments,  and large enterprises deliver on  the promise of 5G, the Cloud and
the Internet of Things. www.nokia.com

Media Enquiries:
Nokia
Communications
Tel. +358 (0) 10 448 4900
Email: press.services@nokia.com

FORWARD-LOOKING STATEMENTS

This  stock exchange  release contains  forward-looking statements  that reflect
Nokia's  current expectations and views of  future events and developments. Some
of  these forward-looking statements can be identified by terms and phrases such
as  "will", "to be",  and similar expressions.  These forward-looking statements
include   statements  relating  to:  the  use  of  the  Listing  Prospectus  and
notification  to  the  AMF.  These  forward-looking  statements are subject to a
number  of risks and uncertainties, many of  which are beyond our control, which
could  cause actual  results to  differ materially  from such  statements. These
forward-looking   statements   are   based   on  our  beliefs,  assumptions  and
expectations   of  future  performance,  taking  into  account  the  information
currently  available to us. These statements are only predictions based upon our
current  expectations and  views of  future events  and developments.  Risks and
uncertainties  include: Nokia's ability  to comply with  the relevant securities
regulations,  as well as other risk factors  listed from time to time in Nokia's
filings  with the  U.S. Securities  and Exchange  Commission (the "SEC") and the
AMF.

The  forward-looking statements  should be  read in  conjunction with  the other
cautionary  statements that are  included elsewhere, including  the Risk Factors
section  of the Registration  Statement, as defined  below; Nokia's and Alcatel-
Lucent's most recent annual reports on Form 20-F; reports furnished on Form 6-K;
and  any other documents that Nokia or Alcatel-Lucent have filed with the SEC or
the  AMF. Any forward-looking statements made in this stock exchange release are
qualified  in their entirety by these cautionary statements, and there can be no
assurance  that the  actual results  or developments  anticipated by  us will be
realized  or, even if  substantially realized, that  they will have the expected
consequences  to, or  effects on,  Nokia's businesses  or operations.  Except as
required  by law, we  undertake no obligation  to publicly update  or revise any
forward-looking  statements,  whether  as  a  result  of new information, future
events or otherwise.

IMPORTANT ADDITIONAL INFORMATION

This  stock exchange release  relates to the  public exchange offer  by Nokia to
exchange  all of the ordinary shares,  ADSs and convertible securities issued by
Alcatel-Lucent  for new ordinary  shares and ADSs  of Nokia. This stock exchange
release  is for informational purposes only and  does not constitute an offer to
purchase  or exchange, or  a solicitation of  an offer to  sell or exchange, any
ordinary  shares, ADSs or convertible securities  of Alcatel-Lucent, nor is it a
substitute  for  the  Tender  Offer  Statement  on Schedule TO; the Registration
Statement   on   Form   F-4 (the  "Registration  Statement")  (Registration  No.
333-206365) or  the Solicitation / Recommendation  Statement on Schedule 14D-9,
each  filed with the  SEC, Nokia's Listing  Prospectus and Supplement filed with
the  Finnish  Financial  Supervisory  Authority  or Nokia's offer document (note
d'information)  and Alcatel-Lucent's  response document  (note en réponse) filed
with  the AMF  on October  29, 2015 and which  received the  visa of  the AMF on
November  12, 2015 (including the  letters of  transmittal and related documents
and  as  amended  and  supplemented  from  time  to  time,  the  "Exchange Offer
Documents"). No offering of securities shall be made in the United States except
by  means of  a prospectus  meeting the  requirements of  Section 10 of the U.S.
Securities  Act  of  1933. The  exchange  offer  is  being made only through the
Exchange Offer Documents.

The  making of the  exchange offer to  specific persons who  are residents in or
nationals or citizens of jurisdictions outside France or the United States or to
custodians,  nominees or trustees of  such persons (the "Excluded Shareholders")
may be made only in accordance with the laws of the relevant jurisdiction. It is
the  responsibility of the  Excluded Shareholders wishing  to accept an exchange
offer  to inform  themselves of  and ensure  compliance with  the laws  of their
respective  jurisdictions in relation to the  exchange offer. The exchange offer
will be made only through the Exchange Offer Documents.

INVESTORS  AND SECURITY HOLDERS  ARE URGED TO  READ THE EXCHANGE OFFER DOCUMENTS
AND  ALL OTHER RELEVANT DOCUMENTS THAT NOKIA  OR ALCATEL-LUCENT HAS FILED OR MAY
FILE  WITH  THE  SEC,  AMF,  NASDAQ  HELSINKI  OR  FINNISH FINANCIAL SUPERVISORY
AUTHORITY  WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN IMPORTANT INFORMATION
THAT  INVESTORS AND SECURITY HOLDERS SHOULD  CONSIDER BEFORE MAKING ANY DECISION
REGARDING THE EXCHANGE OFFER.

The  information contained in this stock exchange release must not be published,
released  or distributed, directly or indirectly,  in any jurisdiction where the
publication,  release or distribution of such  information is restricted by laws
or  regulations.  Therefore,  persons  in  such  jurisdictions  into which these
materials  are published, released  or distributed must  inform themselves about
and comply with such laws or regulations. Nokia and Alcatel-Lucent do not accept
any responsibility for any violation by any person of any such restrictions.

The  Exchange Offer Documents and other documents referred to above, if filed or
furnished  by Nokia or Alcatel-Lucent with the SEC, as applicable, are available
free of charge at the SEC's website (www.sec.gov).

Nokia's  offer  document  (note  d'information)  and  Alcatel-Lucent's  response
document  (note  en  réponse),  which  received  visa No. 15-573 and No. 15-574
respectively  from the AMF,  containing detailed information  with regard to the
exchange  offer, are available on the  websites of the AMF (www.amf-france.org),
Nokia (www.nokia.com) and Alcatel-Lucent (www.alcatel-lucent.com).



[HUG#1985858]

Attachments:

Supplement to listing prospectus.PDF