CUSIP No. 021244108                   13G                     Page 1 of 8 Pages




                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                           --------------------------

                                  SCHEDULE 13G
                                 (Rule 13d-102)



             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
           TO RULES 13d-1(b) (c), AND (d) AND AMENDMENTS THERETO FILED
                            PURSUANT TO RULE 13d-2(b)
                               (Amendment No. 2)*


                                     ALSTOM
        ----------------------------------------------------------------
                                (Name of Issuer)

                    Ordinary Shares, nominal value(euro)1.25
        ----------------------------------------------------------------
                         (Title of Class of Securities)

                                    021244108
        ----------------------------------------------------------------
                                 (CUSIP Number)

                                January 19, 2004
        ----------------------------------------------------------------
             (Date of Event which requires Filing of this Statement)



    Check the appropriate box to designate the rule pursuant to which this
    Schedule is filed:
    [ ] Rule 13d - 1(b)
    [X] Rule 13d - 1(c)
    [ ] Rule 13d - 1(d)



     *The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in prior cover page.

     The information required in the remainder of this cover page shall be
deemed to be "filed' for the purpose of section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes)



CUSIP No. 021244108                   13G                     Page 2 of 8 Pages


     1    NAME OF REPORTING PERSON
          I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

          Credit Industriel et Commercial

     2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) [X]
                                                                        (b) [ ]

     3    SEC USE ONLY

     4    CITIZENSHIP OR PLACE OF ORGANIZATION

          France

                        5     SOLE VOTING POWER

                              0
 NUMBER OF
  SHARES                6     SHARED VOTING POWER
BENEFICIALLY
  OWNED BY                    29 347 880
    EACH
 REPORTING              7     SOLE DISPOSITIVE POWER
PERSON WITH
                              0

                        8     SHARED DISPOSITIVE POWER

                              29 347 880

     9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          29 347 880

     10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

          N/A

     11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

          4.65%

     12   TYPE OF REPORTING PERSON*

          CO



CUSIP No. 021244108                   13G                     Page 3 of 8 Pages


     1    NAME OF REPORTING PERSON
          I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

          Banque Federative de Credit Mutuel Holding

     2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) [X]
                                                                        (b) [ ]

     3    SEC USE ONLY

     4    CITIZENSHIP OR PLACE OF ORGANIZATION

          France

                        5     SOLE VOTING POWER

                              0
 NUMBER OF
  SHARES                6     SHARED VOTING POWER
BENEFICIALLY
  OWNED BY                    29 347 880
    EACH
 REPORTING              7     SOLE DISPOSITIVE POWER
PERSON WITH
                              0

                        8     SHARED DISPOSITIVE POWER

                              29 347 880

     9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          29 347 880

     10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

          N/A

     11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

          4.65%

     12   TYPE OF REPORTING PERSON*

          CO



CUSIP No. 021244108                   13G                     Page 4 of 8 Pages


     1    NAME OF REPORTING PERSON
          I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

          Caisse Federale de Credit Mutuel Centre Est Europe

     2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) [X]
                                                                        (b) [ ]

     3    SEC USE ONLY

     4    CITIZENSHIP OR PLACE OF ORGANIZATION

          France

                        5     SOLE VOTING POWER

                              0
 NUMBER OF
  SHARES                6     SHARED VOTING POWER
BENEFICIALLY
  OWNED BY                    29 347 880
    EACH
 REPORTING              7     SOLE DISPOSITIVE POWER
PERSON WITH
                              0

                        8     SHARED DISPOSITIVE POWER

                              29 347 880

     9    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          29 347 880

     10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

          N/A

     11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

          4.65%

     12   TYPE OF REPORTING PERSON*

          CO



CUSIP No. 021244108                   13G                     Page 5 of 8 Pages


Item 1(a).    Name of Issuer:

              ALSTOM

Item 1(b).    Address of Issuer's Principal Executive Offices:

              25, avenue Kleber, 75116 Paris, France

Item 2(a)     Name of Person Filing:

              Credit Industriel et Commercial
              Banque Federative de Credit Mutuel Holding
              Caisse Federale de Credit Mutuel Centre Est Europe

Item 2(b).    Address of Principal Business Office or, if None, Residence:

              Credit Industriel et Commercial has its registered office at
              6, Avenue de Provence, 75009 Paris, France
              Banque Federative de Credit Mutuel Holding has its registered
              office at 34, rue de Wacken, 67000 Strasbourg, France
              Caisse Federale de Credit Mutuel Centre Est Europe has its
              registered office at 34, rue de Wacken, 67000 Strasbourg, France

Item 2(c)     Citizenship:

              See Item 4 of Cover Page.

Item 2(d)     Title of Class of Securities:

              Ordinary Shares, nominal value(euro)1.25

Item 2(e)     CUSIP Number:

              021244108

Item 3.       If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b)
              or (c), Check Whether the Person Filing is a:

              Not Applicable

Item 4.       Ownership

              Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer identified in
Item 1.



CUSIP No. 021244108                   13G                     Page 6 of 8 Pages


              (a) Amount beneficially owned: See Item 9 of Cover Pages
              (b) Percent of class: See Item 11 of Cover Pages
              (c) Number of shares as to which the person has:
                  (i)   Sole power to vote or direct the vote:
                        See Item 5 of Cover Pages
                  (ii)  Shared power to vote or direct the vote:
                        See Item 6 of Cover Pages
                  (iii) Sole power to dispose or to direct the disposition of:
                        See Item 7 of Cover Pages
                  (iv)  Shared power to dispose or to direct the disposition of:
                        See Item 8 of Cover Pages

Item 5.       Ownership of Five Percent or Less of a Class.

              If this statement is being filed to report the fact that as of the
date hereof the reporting persons has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following [X]

Item 6.       Ownership of More than Five Percent on Behalf of Another Person.

              Not Applicable

Item 7.       Identification and Classification of the Subsidiary Which Acquired
              the Security Being Reported on By the Parent Holding Company or
              Control Person.

              Not Applicable

Item 8.       Identification and Classification of Members of the Group.

              Please see Exhibit I

Item 9:       Notice of Dissolution of Group.

              Not Applicable

Item 10.      Certifications

              By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.



CUSIP No. 021244108                   13G                     Page 7 of 8 Pages



                                    SIGNATURE

         After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

                                            January 21, 2004



                                            /s/ Alain FRADIN
                                            -----------------------------
                                            By:  Alain FRADIN
                                            Title: Vice President du Directoire
                                            (Vice President of Management Board)
                                            of Credit Industriel et Commercial



CUSIP No. 021244108                   13G                     Page 8 of 8 Pages


                                Table of Exhibits


      Exhibit I    Identification and Classification of Members of the Group

      Exhibit II   Joint Filing Agreement among Credit Industriel et Commercial,
                   Banque Federative de Credit Mutuel Holding and Caisse
                   Federale de Credit Mutuel Centre Est Europe