EXHIBIT 12.3  CERTIFICATIONS  I, Patrice Soudan, Chief Financial Officer of Legrand SA, certify that:  11.I have reviewed
this annual report on Form 20-F of Legrand Holding SA; 12.Based on my
knowledge, this report does not contain any untrue statement of a material fact
or omit to state a material fact necessary to make the statements made, in
light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report; 13.Based on my
knowledge, the financial statements, and other financial information included
in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the company as of, and for,
the periods presented in this report; 14.The companys
other certifying officer(s) and I are responsible for establishing and
maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-15(e)) and internal control over financial reporting (as defined in
Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the company and have: (i)Designed such disclosure controls and procedures, or
caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the company, including
its consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared: (j)Designed such internal control over financial
reporting, or caused such internal control over financial reporting to be
designed under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted accounting
principles; (k)Evaluated the effectiveness of the companys
disclosure controls and procedures and presented in this report our conclusions
about the effectiveness of the disclosure controls and procedures, as of the
end of the period covered by this report based on such evaluation; and (l)Disclosed in this report any change in the companys
internal control over financial reporting that occurred during the period
covered by the annual report that has materially affected, or is reasonably
likely to materially affect, the companys internal control over financial
reporting; and 15.The companys
other certifying officer(s) and I have disclosed, based on our most recent
evaluation of internal control over financial reporting, to the companys
auditors and the audit committee of the companys board of directors (or
persons performing the equivalent functions);  
   (m)All significant deficiencies and material weaknesses
in the design or operation of internal control over financial reporting which
are reasonably likely to adversely affect the companys ability to record,
process, summarize and report financial information; and (n)Any fraud, whether or not material, that involves
management or other employees who have a significant role in the companys internal
control over financial reporting.  Date: April 30, 2004 /s/ Patrice Soudan [Signature]  Chief Financial Officer of Legrand SA [Title]