e6vk

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ud6Op09OfxNQM4kQqlk0hkbY22s3sZeHsAc6T982e+3aP3BBfby0YH8OstbfRmMF BX0f9xRYzgxZbHG/yfS7MA== 0000950123-03-005579.txt : 20030509 0000950123-03-005579.hdr.sgml : 20030509 20030509124427 ACCESSION NUMBER: 0000950123-03-005579 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20030509 FILED AS OF DATE: 20030509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOTAL SA CENTRAL INDEX KEY: 0000879764 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10888 FILM NUMBER: 03689644 BUSINESS ADDRESS: STREET 1: 2 PLACE DE LA COUPOLE STREET 2: LA DEFENSE 92078 CITY: PARIS FRANCE STATE: I0 ZIP: 00000 BUSINESS PHONE: 2129693300 MAIL ADDRESS: STREET 1: 2 PLACE DE LA COUPOLE STREET 2: LA DEFENSE 92078 CITY: PARIS FRANCE STATE: I0 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: TOTAL FINA ELF SA DATE OF NAME CHANGE: 20001010 FORMER COMPANY: FORMER CONFORMED NAME: TOTAL FINA SA DATE OF NAME CHANGE: 19990713 FORMER COMPANY: FORMER CONFORMED NAME: TOTAL DATE OF NAME CHANGE: 19960103 6-K 1 y00602e6vk.htm FORM 6-K e6vk

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C.

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13-a16 OR 15-d16 OF
THE SECURITIES EXCHANGE ACT OF 1934

For the month of

April 2003

TOTAL S.A.
(Translation of registrant’s name into English)

2, place de la Coupole
92078 Paris La Défense Cedex
France
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.


Form 20-F x		Form 40-F o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.


Yes o		No x

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-s(b): 82-____________.)

TABLE OF CONTENTS


SIGNATURES
EXHIBIT INDEX
Renault & Elf Celebrate their 35yr Partnership
Gabon: TotalFinaElf announces the signature of...
TotalFinaElf finalises review of a Eur 500M...
UK North Sea: Final Approval given for nuggets...
TotalFinaElf launches development of Angola's...
Taweelah A1 Plant, one of the world's largest...
TotalFinaElf reports sharply higher results in...
TotalFinaElf's 1st Qtr 2003 Consolidated Accounts
TotalFinaElf's sales in the 1st Qtr of 2003
May 6, 2003 General Meeting

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TOTAL S.A.




Date: May 7th, 2003	By:	/s/ Charles Paris de Bollardière Name: Charles PARIS de BOLLARDIERE Title: Treasurer

EXHIBIT INDEX


EXHIBIT 99.1:		Renault and Elf Celebrate their 35-year Partnership (April 22, 2003)

EXHIBIT 99.2:		Gabon : TotalFinaElf Announces the Signature of the Extension of the Rabi-Kounga License with Gabonese Republic (April 23, 2003)

EXHIBIT 99.3:		TotalFinaElf Finalises Review of a €500-Million Investment to Increase the Conversion Capacity of Its Normandy Refinery (April 24,2003)

EXHIBIT 99.4:		UK North Sea : Final Approval Given For Nuggets N4 Development Plan (April 28, 2003)

EXHIBIT 99.5:		TotalFinaElf Launches Development of Angola’s Deepwater Dalia Field (May 5, 2003)

EXHIBIT 99.6:		Taweelah A1 plant, one of the world’s largest cogeneration facilities, commissioned in Abu Dhabi (May 5, 2003)

EXHIBIT 99.7:		First Quarter 2003 Results : TotalFinaElf reports sharply higher results in a favorable oil market environment (May 6, 2003)

EXHIBIT 99.8:		TotalFinaElf’s First Quarter 2003 Consolidated Accounts, French GAAP, and footnotes (May 6, 2003)

EXHIBIT 99.9:		TotalFinaElf’s Sales in the First Quarter of 2003 (May 6, 2003)

EXHIBIT 99.10:		May 6, 2003 General Meeting : TotalFinaElf becomes TOTAL, 8% dividend increase, pursued growth policy (May 6, 2003)

EX-99.1 3 y00602exv99w1.htm RENAULT & ELF CELEBRATE THEIR 35YR PARTNERSHIP exv99w1

EXHIBIT 99.1

(TOTALFINA-LOGO)

2, place de la Coupole
La Défense 6
92 400 Courbevoie France
Fax : 33 (1) 47 44 68 21

Catherine ENCK
Tel. 33 (1) 47 44 37 76

Thomas FELL
Tel. : 33 (1) 47 44 47 57

Patricia MARIE
Tel. 33 (1) 47 44 45 90

Paul FLOREN
Tel. : 33 (1) 47 44 45 91

Christine de CHAMPEAUX
Tel : 33 (1) 47 44 47 49

Laurence FRANCISCO
Tel. : 33 (1) 47 44 51 04

Sarah WACHTER
Tel. : 33 (1) 47 44 42 30

Sophie LE CONG NEN-ALIOT
Tel. : 33 (1) 47 44 48 00

Isabelle CABROL
Tel. : 33 (1) 47 44 64 24

Charles-Edouard ANFRAY
Tel. : 33 (1) 47 44 65 55

Franklin BOITIER
Tel. : 33 (1) 47 44 59 81

TOTAL FINA ELF S.A.
Capital 6 871 905 100 euros
542 051 180 R.C.S. Nanterre

www.totalfinaelf.com
Renault and Elf Celebrate their 35-year Partnership

Paris, April 22, 2003 — Renault and TotalFinaElf are celebrating the 35th anniversary of the partnership between the French automaker and the Elf brand. Ever since they signed their first product recommendation agreement in 1968, Elf and Renault have been cooperating closely in technical, commercial and sports areas.

As a result of their technical collaboration, Elf has developed and marketed new product lines. In industry, for example, it provides the automaker’s assembly lines with OEM oil and has created such innovations as lifelong oil for gearboxes. In another aspect of their partnership, Renault recommends Elf products for all its vehicles and once again renewed this agreement at the end of 2002.

Car racing is the natural meeting place for an automaker and an oil company, since it provides an opportunity to develop mechanical and product performance in the field and under extreme conditions. The Formula One competition, in particular, is a formidable testing ground for monitoring such features as resistance to wear and tear, engine thermal protection systems at high temperature and reduction of internal abrasion.

Today, consumers benefit directly from the experience of these major competitions with such innovative products as Elf Evolution SXR 5W30, which promotes fuel economy and reduces pollution, and Elf Excellium LDX 5W40, which provides engine protection and greater efficiency.

The Elf brand has faithfully accompanied Renault since its first Formula One appearance in 1977, and notably its five world championships in the automakers’ title. For the 2003 season, the single seaters piloted by Jarno Trulli and Fernando Alonso will once again be flying the Elf colors.

Elf lubricants and Renault vehicles are sold in more than 100 countries. To help the automaker benefit from an efficient and competitive logistics base, the Elf brand supports its development with several dozen production sites throughout Europe, in addition to Africa, the Middle East, Asia and Latin America.

* * * * *

EX-99.2 4 y00602exv99w2.htm GABON: TOTALFINAELF ANNOUNCES THE SIGNATURE OF... exv99w2

EXHIBIT 99.2

(TOTALFINA-LOGO)

FOR IMMEDIATE RELEASE


2, place de la Coupole La Défense 6 92 400 Courbevoie France Fax : 33 (1) 47 44 68 21 Catherine ENCK Tel. 33 (1) 47 44 37 76 Thomas FELL Tel. : 33 (1) 47 44 47 57 Patricia MARIE Tel. 33 (1) 47 44 45 90 Paul FLOREN Tel. : 33 (1) 47 44 45 91 Christine de CHAMPEAUX Tel : 33 (1) 47 44 47 49 Laurence FRANCISCO Tel. : 33 (1) 47 44 51 04 Sarah WACHTER Tel. : 33 (1) 47 44 42 30 Sophie LE CONG NEN-ALIOT Tel. : 33 (1) 47 44 48 00 Isabelle CABROL Tel. : 33 (1) 47 44 64 24 Charles-Edouard ANFRAY Tel. : 33 (1) 47 44 65 55 Franklin BOITIER Tel. : 33 (1) 47 44 59 81 TOTAL FINA ELF S.A. Capital 6 871 905 100 euros 542 051 180 R.C.S. Nanterre www.totalfinaelf.com		Gabon: TotalFinaElf Announces the Signature of the Extension of the Rabi-Kounga License with Gabonese Republic Paris, April 23, 2003 — TotalFinaElf announces the signature of an exploration and production sharing contract (ESPC) with the Gabonese Republic covering the onshore Rabi-Kounga oil field located in the Gamba region. Until now, the facility was being developed under a concession license that was due to expire in 2007. The EPSC takes effect on January 1, 2003 for an initial ten-year period and is followed by two additional five-year terms. This new contract will enable investments of approximately $150 million to improve oil recovery at Rabi-Kounga. Today, the field produces roughly 55,000 barrels of oil per day. Through the company’s subsidiaries Elf Gabon and Elf Aquitaine, TotalFinaElf holds a consolidated share of 47.5% for the block, along with Amerada Hess Production Gabon (10%) and Shell Gabon (42.5%, operator). With this contract, TotalFinaElf once again demonstrates its commitment to developing Gabon’s economy and oil industry. * * * * *

EX-99.3 5 y00602exv99w3.htm TOTALFINAELF FINALISES REVIEW OF A EUR 500M... exv99w3

EXHIBIT 99.3

FOR IMMEDIATE RELEASE


2, place de la Coupole La Défense 6 92 400 Courbevoie France Fax : 33 (1) 47 44 68 21 Catherine ENCK Tel. 33 (1) 47 44 37 76 Thomas FELL Tel. : 33 (1) 47 44 47 57 Patricia MARIE Tel. 33 (1) 47 44 45 90 Paul FLOREN Tel. : 33 (1) 47 44 45 91 Christine de CHAMPEAUX Tel : 33 (1) 47 44 47 49 Laurence FRANCISCO Tel. : 33 (1) 47 44 51 04 Sarah WACHTER Tel. : 33 (1) 47 44 42 30 Sophie LE CONG NEN-ALIOT Tel. : 33 (1) 47 44 48 00 Isabelle CABROL Tel. : 33 (1) 47 44 64 24 Charles-Edouard ANFRAY Tel. : 33 (1) 47 44 65 55 Franklin BOITIER Tel. : 33 (1) 47 44 59 81 TOTAL FINA ELF S.A. Capital 6 871 905 100 euros 542 051 180 R.C.S. Nanterre www.totalfinaelf.com		TotalFinaElf Finalises Review of a €500-Million Investment to Increase the Conversion Capacity of Its Normandy Refinery Paris — April 24, 2003 – TotalFinaElf will shortly be inviting companies to submit bids for engineering, procurement & construction works ( EPC ) for a distillate hydrocracker and a steam methane reformer at its Normandy refinery near Le Havre. The operation of the hydrocracker unit, which will have a capacity of 2.4 million metric tons a year, will require the simultaneous construction of a steam methane reformer to supply hydrogen for the new hydrocracker unit. The two units represent a total investment of approximately €500 million. The hydrocracker will enable the Normandy refinery to reduce its production of heavy fuel oil and enhance its supply flexibility for diesel, jet fuel and heating oil. The unit will also produce high quality bases for lubricants and speciality fluids. This review confirms TotalFinaElf’s strategy of responding to demand in the distillates market, particularly diesel and jet fuel, and at the same time bolstering the competitiveness of its Normandy refinery. The EPC tender will be launched before the end of April. The final decision to implement the project will be made during the Summer of 2003, once the results of the bidding process are known and local tax and environmental issues have been clarified. Actual construction, which will involve up to 1,000 people, could begin in early 2004, with start-up scheduled for the Summer of 2006. * * * * *

EX-99.4 6 y00602exv99w4.htm UK NORTH SEA: FINAL APPROVAL GIVEN FOR NUGGETS... exv99w4

EXHIBIT 99.4

FOR IMMEDIATE RELEASE


2, place de la Coupole La Défense 6 92 400 Courbevoie France Fax : 33 (1) 47 44 68 21 Catherine ENCK Tel. 33 (1) 47 44 37 76 Thomas FELL Tel. : 33 (1) 47 44 47 57 Patricia MARIE Tel. 33 (1) 47 44 45 90 Paul FLOREN Tel. : 33 (1) 47 44 45 91 Christine de CHAMPEAUX Tel : 33 (1) 47 44 47 49 Laurence FRANCISCO Tel. : 33 (1) 47 44 51 04 Sarah WACHTER Tel. : 33 (1) 47 44 42 30 Sophie LE CONG NEN-ALIOT Tel. : 33 (1) 47 44 48 00 Isabelle CABROL Tel. : 33 (1) 47 44 64 24 Charles-Edouard ANFRAY Tel. : 33 (1) 47 44 65 55 Franklin BOITIER Tel. : 33 (1) 47 44 59 81 TOTAL FINA ELF S.A. Capital 6 871 905 100 euros 542 051 180 R.C.S. Nanterre www.totalfinaelf.com		UK North Sea : Final Approval Given For Nuggets N4 Development Plan Paris, April 28, 2003 – TotalFinaElf has announced that the UK authorities have given final consent for the development plan for the Nuggets N4, located in the UK sector of the North Sea, around 440 kilometers North-East of Aberdeen. This decisions follows the approval of the development plan for the Nuggets N1 field in July 2000 et Nuggets N2 and N3 fields in March 2001. Nuggets N4 will tie back to the existing Nuggets N1, N1 and N3 accumulations, which began production in November 2001. It will be developed with subsea wells tied back via a pipeline to the Alwyn North facilities and controlled from the Dunbar platform. The Nuggets natural gas is processed on the Alwyn North platform and carried to the St. Fergus terminal in Scotland through the Frigg Transportation System. First production of the field is scheduled for fourth quarter 2003. It will increase production from the whole of Nuggets from 165 to 210 million standard cubic feet of gas per day. TotalFinaElf operates the Nuggets fields with a 100% working interest. The development of Nuggets N4 confirms TotalFinaElf’s strategy to continue creating value in the exploration and development of fields adjacent to existing infrastructures in the UK Continental Shelf. * * * * *

EX-99.5 7 y00602exv99w5.htm TOTALFINAELF LAUNCHES DEVELOPMENT OF ANGOLA'S... exv99w5

EXHIBIT 99.5

FOR IMMEDIATE RELEASE


2, place de la Coupole La Défense 6 92 400 Courbevoie France Fax : 33 (1) 47 44 68 21 Catherine ENCK Tel. 33 (1) 47 44 37 76 Thomas FELL Tel. : 33 (1) 47 44 47 57 Patricia MARIE Tel. 33 (1) 47 44 45 90 Paul FLOREN Tel. : 33 (1) 47 44 45 91 Christine de CHAMPEAUX Tel : 33 (1) 47 44 47 49 Laurence FRANCISCO Tel. : 33 (1) 47 44 51 04 Sarah WACHTER Tel. : 33 (1) 47 44 42 30 Sophie LE CONG NEN-ALIOT Tel. : 33 (1) 47 44 48 00 Isabelle CABROL Tel. : 33 (1) 47 44 64 24 Charles-Edouard ANFRAY Tel. : 33 (1) 47 44 65 55 Franklin BOITIER Tel. : 33 (1) 47 44 59 81 TOTAL FINA ELF S.A. Capital 6 871 905 100 euros 542 051 180 R.C.S. Nanterre www.totalfinaelf.com		TotalFinaElf Launches Development of Angola’s Deepwater Dalia Field Paris, May 5, 2003 – State-owned Sonangol of Angola has authorized TotalFinaElf, as operator of Block 17, to award the key contracts for developing the Dalia oil field. Discovered in 1997, near the Girassol field, Dalia is located 135 kilometers offshore in water depths of between 1,200 and 1,500 meters. The development project includes 34 production wells, 30 water injection wells and three gas injection wells. The floating production storage and offloading (FPSO) vessel for Dalia will constitute a second pole of production on Block 17. Capable of processing 240,000 barrels of oil per day, the Dalia FPSO will also have a storage capacity of 2 million barrels of oil. In total, the development of the Dalia project represents an estimated investment of $3.4 billion. The launch of Dalia, due on stream during the second half of 2006, is a key step in the development of Block 17, where 15 earlier discoveries have been made. It follows the development of Girassol, brought on stream in late 2001, and Jasmim, a satellite to the Girassol field, which is scheduled to begin production in the second half of 2003. The concessionaire of Block 17 is Sonangol. TotalFinaElf has a 40% interest in Block 17 along with Esso Exploration Angola (Block 17) Ltd. (20 %), BP Exploration (Angola) Ltd. (16.67%), Statoil Angola Block 17 AS (13.33%) and Norsk Hydro (10%). * * * * *

EX-99.6 8 y00602exv99w6.htm TAWEELAH A1 PLANT, ONE OF THE WORLD'S LARGEST... exv99w6

EXHIBIT 99.6

FOR IMMEDIATE RELEASE


2, place de la Coupole La Défense 6 92 400 Courbevoie France Fax : 33 (1) 47 44 68 21 Catherine ENCK Tel. 33 (1) 47 44 37 76 Thomas FELL Tel. : 33 (1) 47 44 47 57 Patricia MARIE Tel. 33 (1) 47 44 45 90 Paul FLOREN Tel. : 33 (1) 47 44 45 91 Christine de CHAMPEAUX Tel : 33 (1) 47 44 47 49 Laurence FRANCISCO Tel. : 33 (1) 47 44 51 04 Sarah WACHTER Tel. : 33 (1) 47 44 42 30 Sophie LE CONG NEN-ALIOT Tel. : 33 (1) 47 44 48 00 Isabelle CABROL Tel. : 33 (1) 47 44 64 24 Charles-Edouard ANFRAY Tel. : 33 (1) 47 44 65 55 Franklin BOITIER Tel. : 33 (1) 47 44 59 81 TOTAL FINA ELF S.A. Capital 6 871 905 100 euros 542 051 180 R.C.S. Nanterre www.totalfinaelf.com		Taweelah A1 plant, one of the world’s largest cogeneration facilities, commissioned in Abu Dhabi Paris, May 5, 2003 — TotalFinaElf announces the on-schedule and on-budget commissioning of the Taweelah A1 power and desalination plant in Abu Dhabi, United Arab Emirates. The plant is owned by Gulf Total Tractebel Power Company, whose shareholders are the Abu Dhabi Water and Electricity Authority (ADWEA) with a 60% interest, TotalFinaElf (20%) and Tractebel (20%). With a power capacity of 1430 MW and a seawater desalination capacity of around 385,000 cubic meters per day, Taweelah A1 is one of the largest gas-fired cogeneration plants in the world. It will meet approximately one-quarter of the emirate’s power and water demand. An international tender was issued in 2000 to upgrade and expand the existing installations. The configuration selected offered particularly efficient integration of the existing and planned units, and incorporated leading-edge energy efficiency and environmental stewardship technologies. Carbon dioxide emissions per kWh have been halved in comparison to the original plant, while nitrogen oxide emissions have been reduced by 90%. This successful project is an important customer reference for TotalFinaElf in the field of power generation and seawater desalination, a fast-growing market in the Middle East. * * * * *

EX-99.7 9 y00602exv99w7.htm TOTALFINAELF REPORTS SHARPLY HIGHER RESULTS IN... exv99w7

EXHIBIT 99.7

FOR IMMEDIATE RELEASE


2, place de la Coupole La Défense 6 92 400 Courbevoie France Tel.: 33 (1) 47 44 58 53 Fax : 33 (1) 47 44 58 24 Catherine ENCK Tel. 33 (1) 47 44 37 76 Thomas FELL Tel. : 33 (1) 47 44 47 57 Patricia MARIE Tel. 33 (1) 47 44 45 90 Paul FLOREN Tel. : 33 (1) 47 44 45 91 Christine de CHAMPEAUX Tel : 33 (1) 47 44 47 49 Laurence FRANCISCO Tel. : 33 (1) 47 44 51 04 Sarah WACHTER Tel. : 33 (1) 47 44 42 30 Sophie LE CONG NEN-ALIOT Tel. : 33 (1) 47 44 48 00 Isabelle CABROL Tel. : 33 (1) 47 44 64 24 Charles-Edouard ANFRAY Tel. : 33 (1) 47 44 65 55 Franklin BOITIER Tel. : 33 (1) 47 44 59 81 TOTAL FINA ELF S.A. Capital 6 871 905 100 euros 542 051 180 R.C.S. Nanterre www.totalfinaelf.com		TotalFinaElf reports sharply higher results in a favorable oil market environment First quarter 2003 Net Income • 2.12 billion euros, an increase of 49%* • 3.28 euros per share, an increase of 55%* • 3.52 dollars per share, an increase of 90%* Upstream production growth of 5% Paris, May 6 , 2003 — The Board of Directors of TotalFinaElf, chaired by CEO Thierry Desmarest, met on May 5 to review the unaudited first quarter 2003 accounts. Commenting on the results, Thierry Desmarest said : “In a generally favorable oil market environment, TotalFinaElf reported a 49%* increase in net income for the first quarter 2003. Higher oil prices and a sharp rebound in European refining margins fueled the earnings increase, more than offsetting the impacts of the falling dollar and continued weakness in Chemicals. The positive quarterly comparison also reflects the benefits from ongoing self-help programs, particularly oil and gas production growth, which was 5% despite outages related to the strikes in Venezuela (...) Strong cash flow in the first quarter 2003 allowed TotalFinaElf to fund a growth-oriented investment program and also to buy back 1.9% of its shares, reflecting confidence in the company’s fundamentals and in the strength of its future prospects. The accretive impact of the share buy-back program raised the percentage increase in quarter-on-quarter earnings per share to 55%.”

percent change relative to first quarter 2002 excluding non-recurring items; there are no non-recurring items in the first quarter 2003

TotalFinaElf consolidated accounts


*in millions of euros*	1Q03		1Q02		%

Sales		28,303		23,784		+19	%
Operating income from business segment		3,919		2,432		+61	%
(excluding non-recurring items)
Net operating income from business segment		2,051		1,356		+51	%
(excluding non-recurring items)
Net income		2,120		1,419		+49	%
excluding non-recurring items
Net income		2,120		1,429		+48	%
Earnings per share (euros)		3.28		2.12		+55	%
excluding non-recurring items
Investments*		1,494		2,109		-29	%
Divestments**		993		586		+69	%
at selling price
Cash flow from operating activities		3,822		2,458		+55	%

*		including increases in long-term loans
**		including repayments of long-term loans

Non-recurring items


*in millions of euros*	1Q03		1Q02

Impact of non-recurring items on operating income		–		–
Impact of non-recurring items on net income
Gains on assets sales		–		143
Toulouse-AZF plant impact		–		(102	)
Restructuring charges and early retirement plans		–		(31	)
Total		–		10

Number of shares


*millions*	1Q03		1Q02		%

Fully-diluted weighted-average shares		646.1		670.6		-4	%

Oil market environment


	1Q03		1Q02		%

€/$		1.07		0.88		-18	%*
Brent ($/b)		31.5		21.1		+49	%
European refining margins TRCV ($/t)		32.3		2.4		x 13.5

change in the dollar versus the euro

First quarter 2003 results

Consolidated sales rose by 19% to 28,303 million euros (M€) in the 2003 first quarter from 23,784 M€ in the same quarter last year.

The oil market environment was more positive overall in the first quarter 2003 than in the first quarter 2002. The 49% increase in Brent oil prices coupled with the very high European refining margins more than offset the impact of an 18% decline in the dollar versus the euro. However, high petroleum product prices, notably for naphtha, put pressure on base chemical margins.

In this context, operating income from the business segments increased by 61% to 3,919 M€ in the first quarter 2003 from 2,432 M€ in the first quarter 2002. There were no non-recurring items affecting operating income in either period.

Net operating income from the business segments increased by 51% compared to the same quarter last year.

Net income excluding non-recurring items increased by 49% to 2,120 M€ in the first quarter 2003 from 1,419 M€ in the first quarter 2002.

Earnings per share excluding non-recurring items, based on 646.1 million fully-diluted weighted-average shares in the first quarter 2003, rose by 55% to 3.28 euros per share from 2.12 euros per share in the first quarter 2002.

During the first quarter 2003, the company bought back 13.115 million of its shares, or 1.9% of its share capital, for 1.6 billion euros (B€). At March 31, 2003, the number of fully-diluted shares was 641.5 million versus 655.0 million at December 31, 2002.

Reported net income rose by 48% to 2,120 M€ in the first quarter 2003 from 1,429 M€ in the first quarter 2002. First quarter 2002 net income includes non-recurring items with a positive net impact of 10 M€; there were no non-recurring items in the first quarter 2003.

The net-debt-to-equity ratio at March 31, 2003 was 22.1% compared to 28.6% at December 31, 2002.

Cash flow from operating activities increased by 55% to 3,822 M€ in the first quarter 2003 from 2,458 M€ in the first quarter 2002.

Investments were 1,494 M€ in the first quarter 2003 compared to 2,109 M€ in the first quarter 2002. This euro-denominated decrease is due primarily to the depreciation of the dollar relative to the euro.

Divestments, based on selling prices, were 993 M€ in the first quarter 2003, essentially representing the sale of the paints business.

Free cash flow** rose to 3,321 M€ in the first quarter 2003 from 935 M€ in the first quarter 2002.

Upstream

Operating income for the Upstream segment rose by 50% to 3,025 M€ in the first quarter 2003 from 2,016 M€ in the same quarter last year. The strong increase was due basically to higher hydrocarbon prices and to continued production growth, which combined to more than offset the steep decline in the dollar relative to the euro.

Net operating income for the Upstream segment rose by 32% to 1,405 M€ in the first quarter 2003 from 1,066 M€ in the same quarter last year.

Hydrocarbon production increased by 5% to 2,516 thousand barrels of oil equivalent per day (kboe/d) in the first quarter 2003 from 2,401 kboe/d in the first quarter 2002.

Liquids production increased by 3% to 1,612 thousand barrels per day (kb/d) in the first quarter 2003 from 1,558 kb/d in the same quarter last year, primarily due to new fields starting production in Iran, the North Sea and Algeria.

Gas production rose 7% to 4,926 million cubic feet per day (Mcfd) in the first quarter 2003 from 4,607 Mcfd in the first quarter last year, mainly due to increases in the North Sea and the Gulf of Mexico.

Highlights of the first quarter exploration and development activity included the following: in Africa, two new discoveries on Block 17 in Angola, further confirming the prolific potential of this block; in Europe, approval of an additional Ekofisk development plan; in the Americas, acquisition of a 43.5% share in the Canadian Surmont oil sands project and an 80% interest in the Ipati exploration block in Bolivia; and in Asia, a large gas discovery on Block B in Brunei (TotalFinaElf-operated 37.5%) and the signing of a production sharing contract on Block J (TotalFinaElf-operated 60%) also in Brunei.

Production highlights for the first quarter included restarting the Sincor upgrader in late February following the end of the strikes in Venezuela and also the start-up of the Balal field in Iran.

Also during the first quarter, TotalFinaElf sold its interests in 13 non-strategic shallow-water Gulf of Mexico fields.

Highlights for gas and power activities included the acquisition of ExxonMobil’s United Kingdom distribution business, solidifying TotalFinaElf’s position as the largest gas distributor for industrial and commercial consumers in the UK. In Thailand, the Bang Bo combined cycle power generation plant started operations.

free cash flow = cash flow from operations + divestments — investments


Upstream key figures	1Q03		1Q02		%

Hydrocarbon production (kboe/d)		2,516		2,401	+ 5%
• Liquids (kb/d)		1,612		1,558	+ 3%
• Gas (Mcfd)		4,926		4,607	+ 7%
Operating income (M€) excluding non-recurring items		3,025		2,016	+50%
Net operating income (M€) excluding non-recurring items		1,405		1,066	+32%
Investments (M€)		1,166		1,643	-29%
Divestments (M€) at selling price		180		223	-19%
Cash flow from operating activities (M€)		2,571		1,692	+52%

Downstream

Operating income for the Downstream segment increased sharply to 779 M€ in the first quarter 2003 from 295 M€ in the first quarter 2002.

This increase was driven by first quarter refining margins that soared in response to cold weather conditions, high jet fuel demand, and low inventory levels. In addition to the high refining margins, ongoing synergy and productivity efforts helped to fuel the increase. Partially offsetting these factors were the negative impacts of the severe depreciation of the dollar versus the euro and the lower margins for certain refined specialty products.

Net operating income for the Downstream segment more than doubled to 585 M€ in the first quarter 2003 from 250 M€ in the first quarter 2002.

Refinery throughput rose by 2% to 2,435 kb/d in the first quarter 2003 from 2,393 kb/d in the first quarter a year ago.

During the quarter, scheduled turnarounds took place in the Provence and Donges refineries.

In April, TotalFinaElf announced a swap agreement with Shell for 133 stations in Germany in exchange for seven highway service stations in France plus the TotalFinaElf retail assets in Hungary and the Czech Republic. This agreement, which was submitted to the competition authorities for approval, is part of the company’s plan to consolidate and optimize its marketing network in Europe.

In April, the company announced that it was launching a study to evaluate a 500 M€ investment to increase the conversion capacity at its Normandy refinery.


Downstream key figures	1Q03		1Q02		%

Refinery throughput* (kb/d)		2,435		2,393	+2%
Operating income (M€) excluding non-recurring items		779		295	+164%
Net operating income (M€) excluding non-recurring items		585		250	+134%
Investments (M€)		125		132	-5%
Divestments (M€) at selling price		44		35	+26%
Cash flow from operating activities (M€)		1,560		581	+169%

includes share of Cepsa

Chemicals

Sales for the Chemicals segment decreased by 4% to 4,553 M€ in the first quarter 2003 from 4,748 M€ in the first quarter 2002.

Operating income fell by 5% to 115 M€ in the first quarter 2003 from 121 M€ in the same quarter a year ago.

Operating income for Base chemicals was negatively affected by sharply higher naphtha feedstock prices. Intermediates suffered as a result of weak economic conditions, notably in Europe, and higher raw material costs. Specialties resisted the difficult market conditions.

Net operating income was 61 M€ in the first quarter 2003 compared to 40 M€ excluding non-recurring items in the first quarter 2002.

In Base chemicals, the company increased its polyethylene capacity at the Antwerp site to 510 kt/y, strengthening its position as a major producer of specialized polyethylene grades.

In Specialties, the sale of the SigmaKalon paints business was finalized at the end of February 2003.


Chemicals key figures (M€)	1Q03		1Q02			%

Sales		4,553		4,748		-4%
Operating income excluding non-recurring items		115		121		-5%
Net operating income excluding non-recurring items		61		40		+53%
Investments		175		256		-32%
Divestments at selling price		755		32		n.m.
Cash flow from operating activities		(81)*		(10	)	n.m.

positive cash flow from operating activities of 101 M€ excluding disbursements of 182 M€ related to the reserve established after the explosion at the Toulouse-AZF plant

2, place de la Coupole
La Défense 6
92 400 Courbevoie France
Tel. : 33 (1) 47 44 58 53
Fax : 33 (1) 47 44 58 24

Catherine ENCK
Tel. : 33 (1) 47 44 37 76

Thomas FELL
Tel. : 33 (1) 47 44 47 57

Patricia MARIE
Tel. 33 (1) 47 44 45 90

Paul FLOREN
Tel. : 33 (1) 47 44 45 91

Christine de CHAMPEAUX
Tel : 33 (1) 47 44 47 49

Laurence FRANCISCO
Tel. : 33 (1) 47 44 51 04

Sarah WACHTER
Tel. : 33 (1) 47 44 42 30

Sophie LE CONG NEN-ALIOT
Tel. : 33 (1) 47 44 48 00

Isabelle CABROL
Tel. : 33 (1) 47 44 64 24

Charles-Edouard ANFRAY
Tel. : 33 (1) 47 44 65 55

Franklin BOITIER
Tel. : 33 (1) 47 44 59 81

TOTAL FINA ELF S.A.
Capital 6 871 905 100 euros
542 051 180 R.C.S. Nanterre

www.totalfinaelf.com Summary and Outlook

The first quarter 2003 results demonstrate TotalFinaElf’s ability to deliver substantial production growth while at the same time performing very competitively in terms of profitability, as indicated by the 17% return on average capital employed over the twelve months ended March 31 (ROACE for the Group).

Since the second quarter began, the oil market environment has remained relatively favorable despite the steep decline in oil prices after military action in Iraq took place.

Investments are being made according to TotalFinaElf’s budgeted*** 8.7 B€ Capex program, which, as announced, gives priority to Upstream growth.

The company has continued to buy back shares, acquiring 0.9 million shares in April for a total of 0.11 B€.

The company confirms its 2003 targets for synergies, productivity and 5% growth in hydrocarbon production.

# # #

The interim accounts published in this earnings release for the first quarter 2003 and 2002 are unaudited. This document may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, business, strategy and plans of TotalFinaElf. Such statements are based on a number of assumptions that could ultimately prove inaccurate, and are subject to a number of risk factors, including currency fluctuations, the price of petroleum products, the ability to realize cost reductions and operating efficiencies without unduly disrupting business operations, environmental regulatory considerations and general economic and business conditions. The financial information contained in this document has been prepared in accordance with French GAAP, and certain elements would differ materially upon reconciliation to US GAAP. TotalFinaElf does not assume any obligation to update publicly any forward-looking statement, whether as a result of new information, future events or otherwise. Further information on factors which could affect the company’s financial results is provided in documents filed by the Group and its affiliates with the French Commission des Opérations de Bourse and the US Securities and Exchange Commission.

TotalFinaElf reports the impact on income of non-recurring items, consisting of incomes and charges for the period, which are unusual or significant in nature. Items from incomes from business segments excluding non-recurring items, and net income per share excluding non-recurring items, presented in financial communications (operating income from business segments excluding non-recurring items, net operating income from business segments excluding non-recurring items and net income excluding non-recurring items) and in the footnotes to the financial statements of the Group containing segment data are non-GAAP measures obtained by excluding the non-recurring items described above from the GAAP figures. They are presented in order to facilitate the analysis of financial performance and the comparison of income between periods.

To access the conference call in listen-only mode with Robert Castaigne, CFO of TotalFinaElf, today at 5:00 p.m (Paris time), please dial +44 (0) 207 162 0180 from Europe or 1-952-556-2827 from the US (access code: TotalFinaElf). For a replay, please dial +44 (0) 208 288 4459 from Europe or 1-334-323-6222 from the US (access code: 395 732).

***

2003 CAPEX budget based on 1€=1$

OPERATING INFORMATION BY SEGMENT
FIRST QUARTER 2003

Upstream

Combined liquids and gas production by region


*in kboe/d*	1Q03		1Q02		%

Europe		962		888		+8	%
Africa		680		682		-
North America		63		42		+50	%
Far East		216		229		-6	%
Middle East		452		411		+10	%
South America		138		143		-3	%
Rest of world		5		6		-17	%
Total		2,516		2,401		+5	%

Liquids production by region


*in kb/d*	1Q03		1Q02		%

Europe		491		455		+8	%
Africa		607		606		-
North America		5		5		-
Far East		24		25		-4	%
Middle East		395		366		+8	%
South America		85		95		-11	%
Rest of world		5		6		-17	%
Total		1,612		1,558		+3	%

Gas production by region


*in Mcfd*	1Q03		1Q02		%

Europe		2,563		2,365		+8	%
Africa		384		399		-4	%
North America		317		194		+63	%
Far East		1,078		1,159		-7	%
Middle East		299		227		+32	%
South America		285		263		+8	%
Rest of world		–		–		–
Total		4,926		4,607		+7	%

Downstream

Refinery throughput by region


*in kb/d*	1Q03		1Q02		%

France		901		904		-
Rest of Europe		1,244		1,198		+4	%
Rest of world		290		291		–
Total refinery throughput*		2,435		2,393		+2	%

including share of Cepsa

Chemicals


Chemicals - key figures (B€)	1Q03			1Q02			%

Sales		4.55			4.75			-4	%
• Base chemicals & polymers		2.13			1.79			+19	%
• Intermediates		0.94			0.97			-3	%
• Specialties		1.48			1.97			-25	%
• Corporate — Chemicals		0.00			0.02			n.m.
Operating income		0.12			0.12			-
• Base chemicals & polymers		(0.02	)		(0.07	)		n.m.
• Intermediates		0.04			0.09			-60	%
• Specialties		0.11			0.13			-15	%
• Corporate — Chemicals		(0.01	)		(0.03	)		n.m.

EX-99.8 10 y00602exv99w8.htm TOTALFINAELF'S 1ST QTR 2003 CONSOLIDATED ACCOUNTS exv99w8

Exhibit 99.8

CONSOLIDATED STATEMENT OF INCOME

TotalFinaElf


	1st quarter			1st quarter
Amounts in millions of euros (1)	2003			2002

	(unaudited)			(unaudited)
Sales		28.303			23.784
Operating expenses		(23.210	)		(20.122	)
Depreciation, depletion, and amortization		(1.229	)		(1.296	)

Operating income
Corporate		(55	)		(66	)
Business segments *		3.919			2.432

Total operating income		3.864			2.366

Interest expense, net		(42	)		(35	)
Dividend income on non-consolidated subsidiaries		5			6
Dividends on subsidiaries’ redeemable preferred shares		(2	)		(2	)
Other income (expense), net		(263	)		(14	)
Provision for income taxes		(1.597	)		(1.049	)
Equity in income (loss) of affiliates		251			241

Income before amortization of acquisition goodwill		2.216			1.513

Amortization of acquisition goodwill		(30	)		(36	)

Consolidated net income		2.186			1.477

of which minority interest		66			48

NET INCOME **		2.120			1.429

Earnings per share (euro)***		3.28			2.13

* Operating income from business segments, excluding non-recurring items		3.919			2.432

Net operating income from business segments, excluding non-recurring items		2.051			1.356

** Net income (Group share), excluding non-recurring items		2.120			1.419

*** Earnings per share, excluding non-recurring items (euro)		3.28			2.12

(1)

Except for earnings per share

CONSOLIDATED BALANCE SHEET

TotalFinaElf


	Amounts in millions of euros

	March 31, 2003			December 31, 2002			March 31, 2002

	(unaudited)						(unaudited)
ASSETS
NON-CURRENT ASSETS:
Intangible assets		2.248			2.752			3.232
Property, plant, and equipment, net		37.773			38.592			41.833
Equity affiliates: investments and loans		7.857			7.710			7.952
Other investments		1.221			1.221			1.424

Other non-current assets		3.851			3.735			3.101

Total non-current assets		52.950			54.010			57.542
CURRENT ASSETS:
Inventories		5.982			6.515			6.416
Accounts receivable		13.498			13.087			14.784
Prepaid expenses and other current assets		4.637			5.243			7.138
Short-term investments		1.489			1.508			966
Cash and cash equivalents		13.117			4.966			8.891

Total current assets		38.723			31.319			38.195

TOTAL ASSETS		91.673			85.329			95.737

LIABILITIES & SHAREHOLDERS’ EQUITY
SHAREHOLDERS’ EQUITY:
Common shares		6.874			6.872			7.061
Paid-in surplus and retained earnings		32.689			30.514			31.986
Cumulative translation adjustment		(1.463	)		(830	)		1.365
Treasury shares		(6.001	)		(4.410	)		(5.331	)

Total shareholders’ equity		32.099			32.146			35.081

SUBSIDIARIES’ REDEEMABLE PREFERRED SHARES		459			477			573

MINORITY INTEREST		715			724			929

LONG-TERM LIABILITIES:
Deferred income taxes		6.121			6.390			6.567
Employee benefits		3.931			4.103			3.352
Other liabilities		6.708			6.150			6.289

Total long-term liabilities		16.760			16.643			16.208

LONG-TERM DEBT		10.728			10.157			12.047

CURRENT LIABILITIES:
Accounts payable		9.961			10.236			10.564
Other creditors and accrued liabilities		10.444			9.850			12.653
Short-term borrowings and bank overdafts		10.507			5.096			7.682

Total current liabilities		30.912			25.182			30.899

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		91.673			85.329			95.737

CONSOLIDATED STATEMENT OF CASH FLOW

TotalFinaElf


		1st quarter			1st quarter
Amounts in millions of euros		2003			2002

		(unaudited)			(unaudited)
CASH FLOW FROM OPERATING ACTIVITIES
Consolidated net income			2.186			1.477
Depreciation, depletion, and amortization			1.298			1.377
Long-term liabilities, valuation allowances, and deferred taxes			(406	)		52
Unsuccessful exploration costs			60			124
(Gains)/Losses on sales of assets			204			(233	)
Equity in income of affiliates (in excess of)/less than dividends received			(178	)		(203	)
Other changes, net			2			2

Cash flow from operating activities before changes in working capital			3.166			2.596
(Increase)/Decrease in operating assets and liabilities			656			(138	)

CASH FLOW FROM OPERATING ACTIVITIES (1)			3.822			2.458

CASH FLOW FROM INVESTING ACTIVITIES
Intangible assets and property, plant, and equipment additions			(1.211	)		(1.617	)
Exploration expenditures charged to expenses			(53	)		(107	)
Acquisitions of subsidiaries, net of cash acquired			—			(55	)
Investments in equity affiliates and other securities			(5	)		(47	)
Increase in long-term loans			(225	)		(283	)

Total expenditures			(1.494	)		(2.109	)
Proceeds from sale of intangible assets and property, plant, and equipment			77			78
Proceeds from sale of subsidiaries, net of cash sold			733			—
Proceeds from sale of non-current investments			2			313
Repayment of long-term loans			181			195

Total divestitures			993			586
(Increase)/Decrease in short-term investments			19			38

CASH FLOW FROM INVESTING ACTIVITIES			(482	)		(1.485	)

CASH FLOW FROM FINANCING ACTIVITIES
Issuance and repayment of shares :
Parent company’s shareholders			1			6
Share buy back			(1.591	)		(408	)
Minority shareholders			7			10
Subsidiaries’ redeemable preferred shares			—			—
Cash dividends paid :
	- Parent company’s shareholders		—			—
	- Minority shareholders		(12	)		(3	)
Net issuance/(repayment) of long-term debt			992			839
Increase/(Decrease) in short-term borrowings and bank overdrafts			5.445			3.827
Other changes, net			(2	)		(2	)

CASH FLOW FROM FINANCING ACTIVITIES			4.840			4.269

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS			8.180			5.242
Effect of exchange rates and changes in reporting entity on cash & cash equivalents			(29	)		75
Cash and cash equivalents at the beginning of the year or period			4.966			3.574

CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD			13.117			8.891

(1)

including 182 millions of euros paid relating to the Toulouse AZF plant explosion, offset by a long-term liability write-back.

BUSINESS SEGMENTS INFORMATION
TotalFinaElf
(unaudited)


																In millions of euros
1st quarter 2003	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total

- Non-Group sales		5.022			18.718			4.553			10			—			28.303
- Intersegment sales		3.164			700			151			29			(4.044	)		—

Total sales		8.186			19.418			4.704			39			(4.044	)		28.303

Depreciation, depletion, and amortization of tangible assets		(829	)		(210	)		(180	)		(10	)					(1.229	)

Operating income		3.025			779			115			(55	)					3.864

Amortization of intangible assets and acquisition goodwill																	(60	)
Equity in income (loss) of affiliates																	251
Other items in net operating income																	(207	)
Tax on net operating income																	(1.617	)

Net operating income		1.405			585			61			180						2.231

Net cost of net debt																	(43	)
Minority interests and dividends on subsidiaries redeemable preferred shares																	(68	)

Net income																	2.120

1st quarter 2003

(non-recurring items)

Upstream

Downstream

Chemicals

Corporate

Intercompany

Total

- Non-Group sales

- Intersegment sales

Total sales

Depreciation, depletion, and amortization of tangible assets

—

Operating income

—

Amortization of intangible assets and acquisition goodwill

—

Equity in income (loss) of affiliates

—

Other items in net operating income

—

Tax on net operating income

—

Net operating income

—

Net cost of net debt

—

Minority interests and dividends on subsidiaries redeemable preferred shares

—

Net income


1st quarter 2003
(excluding non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total

- Non-Group sales		5.022			18.718			4.553			10			—			28.303
- Intersegment sales		3.164			700			151			29			(4.044	)		—

Total sales		8.186			19.418			4.704			39			(4.044	)		28.303

Depreciation, depletion, and amortization of tangible assets		(829	)		(210	)		(180	)		(10	)					(1.229	)

Operating income		3.025			779			115			(55	)					3.864

Amortization of intangible assets and acquisition goodwill																	(60	)
Equity in income (loss) of affiliates																	251
Other items in net operating income																	(207	)
Tax on net operating income																	(1.617	)

Net operating income		1.405			585			61			180						2.231

Net cost of net debt																	(43	)
Minority interests and dividends on subsidiaries redeemable preferred shares																	(68	)

Net income																	2.120


1st quarter 2003	Upstream		Downstream		Chemicals			Corporate			Intercompany	Total

Gross expenditures		1.166		125		175			28				1.494
Divestitures at selling price		180		44		755			14				993
Cash flow from operating activities (1)		2.571		1.560		(81	)		(228	)			3.822

(1)

In the Chemicals segment, positive cash flow from operating activities of 101 M€ excluding disbursements of 182 M€ related to the reserve established after the explosion at the Toulouse-AZF plant

BUSINESS SEGMENTS INFORMATION

TotalFinaElf
(unaudited)


	In millions of euros

1st quarter 2002	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total

- Non-Group sales		4.129			14.903			4.748			4			—			23.784
- Intersegment sales		2.620			365			75			24			(3.084	)		—

Total sales		6.749			15.268			4.823			28			(3.084	)		23.784

Depreciation, depletion, and amortization of tangible assets		(850	)		(229	)		(207	)		(10	)					(1.296	)

Operating income		2.016			295			121			(66	)					2.366

Amortization of intangible assets and acquisition goodwill																	(68	)
Equity in income (loss) of affiliates																	241
Other items in net operating income																	58
Tax on net operating income																	(1.078	)

Net operating income		1.066			250			(93	)		296						1.519

Net cost of net debt																	(40	)
Minority interests and dividends on subsidiaries redeemable preferred shares																	(50	)

Net income																	1.429


1st quarter 2002
(non-recurring items)	Upstream		Downstream		Chemicals			Corporate		Intercompany	Total

- Non-Group sales
- Intersegment sales

Total sales		—		—		—			—			-

Depreciation, depletion, and amortization of tangible assets		—		—		—			—			—

Operating income		—		—		—			—			-

Amortization of intangible assets and acquisition goodwill												—
Equity in income (loss) of affiliates												—
Other items in net operating income												(17	)
Tax on net operating income												27

Net operating income		—		—		(133	)		143			10

Net cost of net debt												—
Minority interests and dividends on subsidiaries redeemable preferred shares												—

Net income												-


1st quarter 2002
(excluding non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total

- Non-Group sales		4.129			14.903			4.748			4			—			23.784
- Intersegment sales		2.620			365			75			24			(3.084	)		—

Total sales		6.749			15.268			4.823			28			(3.084	)		23.784

Depreciation, depletion, and amortization of tangible assets		(850	)		(229	)		(207	)		(10	)					(1.296	)

Operating income		2.016			295			121			(66	)					2.366

Amortization of intangible assets and acquisition goodwill																	(68	)
Equity in income (loss) of affiliates																	241
Other items in net operating income																	75
Tax on net operating income																	(1.105	)

Net operating income		1.066			250			40			153						1.509

Net cost of net debt																	(40	)
Minority interests and dividends on subsidiaries redeemable preferred shares																	(50	)

Net income																	1.419


1st quarter 2002	Upstream		Downstream		Chemicals			Corporate		Intercompany	Total

Gross expenditures		1.643		132		256			78			2.109
Divestitures at selling price		223		35		32			296			586
Cash flow from operating activities		1.692		581		(10	)		195			2.458

TOTALFINAELF

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR
THE FIRST THREE MONTHS OF 2003

I. ACCOUNTING POLICIES

The consolidated financial statements of TotalFinaElf and its subsidiaries (together, the Company or Group) have been prepared in accordance with generally accepted accounting principles in France (French “GAAP”) and comply with the principles and methodology relative to consolidated financial statements, Regulation No. 99-02 approved by the decree dated June 22, 1999 of the French Accounting Regulation Committee.

Besides, the Company applies the standards issued by the Financial Accounting Standard Board which are compatible with the French Regulations and which enable, in their current wording, to ensure a true and fair view of the assets and liabilities of the Company and the best comparability with the other oil majors, namely those from North America.

The exceptions to the use of FAS standards are presented in the Annual Report of the Company, and in the Annual Report under US Generally Accepted Accounting Principles (Form 20F) and relate principally to the use of purchase accounting with respect to the business combinations between Total, PetroFina and Elf.

The Company has adopted the Statement of Financial Accounting Standards No. 143 modifying the rules for accounting for asset retirement obligations. FASB No. 143 requires that the fair value of a liability for an asset retirement obligation be recognized in the period in which it is incurred, at its discounted value, and no longer at its present value. The associated asset retirement costs are capitalized as part of the carrying amount of the long-lived assets and depreciated over the life of the associated asset. The cumulative effect of the change in accounting principle, which is accounted for in the Group’s shareholders’ equity, has no material effect.

With the exception of the first application of FASB No. 143, the accounting policies applied for the consolidated financial statements as of March 31, 2003 are the same as those used for the Financial Statements as of December 31, 2002.

II. CHANGES IN THE GROUP STRUCTURE

During the first three months of 2003, the Company has finalized the sale of its Paints Business, run by Sigma Kalon. The effect of this divestment, accounted for during the first 3 months of 2003, is not material on the Group’s net income.

With the exception of the disposal of the Paints Business, the Group has not significantly modified its structure.

TOTAL FINA ELF

Notes to the consolidated financial statements for the first three months of 2003

III. NON-RECURRING ITEMS

For the first three months of 2003

There were no non-recurring items during the first three months of 2003.

For the first three months of 2002

Non-recurring items of operating income

There were no non-recurring items affecting the operating income during the first three months of 2002.

Non-recurring items of net income (in millions of euros)


	Upstream		Downstream		Chemicals			Corporate		Total

Restructuring charges		—		—		(31	)		—		(31	)
Asset impairment		—		—		—			—		—
Early retirement plan		—		—		—			—		—
Other items		—		—		—			—		—
Gain on assets’ sales		—		—		—			143		143
AZF plant explosion — Toulouse		—		—		(102	)		—		(102	)

TOTAL		—		—		(133	)		143		10

IV. SHAREHOLDERS’ EQUITY

Shares held by the parent company, TOTAL FINA ELF S.A.

As of March 31, 2003, TOTAL FINA ELF S.A. held 34,110,730 of its own shares, representing 4.96% of its share capital, detailed as follows :

– 10,545,730 shares allocated to covering share purchase option plans for Company employees ; these shares are recorded as short-term investments and maintained within the total assets,

– 23,565,000 shares, of which 10,450,000 shares were purchased in the last quarter 2002, and 13,115,000 during the first three months of 2003, pursuant to the authorization granted by the Ordinary and Extraordinary Shareholders’ Meeting held on May 7, 2002, and that are deducted from the consolidated shareholders’ equity.

Shares held by the subsidiaries

As of March 31, 2003, TOTAL FINA ELF S.A. held indirectly, through its subsidiaries 25,082,217 of its own shares, representing 3.65% of its share capital and unchanged since December 31, 2002, detailed as follows:

– 505,318 shares held by a consolidated subsidiary, Total Nucléaire, indirectly controlled by TOTAL FINA ELF S.A. These shares were initially acquired in order to realize short-term cash investments and are recorded in short-term investments in the consolidated financial statements;

– 24,576,899 shares held by subsidiaries of Elf Aquitaine, Financière Valorgest, Sogapar and Fingestval. These shares were deducted from the consolidated shareholders’ equity.

TOTAL FINA ELF

Notes to the consolidated financial statements for the first three months of 2003

Consolidated statements of changes in shareholders’ equity


							Paid-in
	Common shares issued						surplus and			Cumulative			Treasury shares
							retained			translation									Shareholders’
(in millions of euros)	Nombre			Montant			earnings			adjustments			Nombre			Montant			equity

As of December 31, 2001		705 934 959			7 059			30 544			1 252			(37 349 899	)		(4 923	)		33 932
Cash dividend		—			—			—			—			—			—			—
Net income — 1st quarter 2002		—			—			1 429			—			—			—			1 429
Elf and PetroFina transactions		84 930			1			5			—			—			—			6
Other issuance of common shares		90 639			1			6			—			—			—			7
Purchase of treasury shares		—			—			—			—			(2 600 000	)		(408	)		(408	)
Cancellation of repurchased shares		—			—			—			—			—			—			—
Translation adjustments		—			—			—			113			—			—			113
Other changes, net		—			—			2			—			—			—			2

As of March 31, 2002		706 110 528			7 061			31 986			1 365			(39 949 899	)		(5 331	)		35 081
Cash dividend		—			—			(2 514	)		—			—			—			(2 514	)
Net income for April — Dec 2002		—			—			4 512			—			—			—			4 512
Elf and PetroFina transactions		479 541			5			16			—			—			—			21
Other issuance of common shares		4 043 686			40			414			—			—			—			454
Purchase of treasury shares		—			—			—			—			(18 520 245	)		(2 537	)		(2 537	)
Cancellation of repurchased shares		(23 443 245	)		(234	)		(3 224	)		—			23 443 245			3 458			—
Translation adjustments		—			—			—			(2 195	)		—			—			(2 195	)
Other changes, net		—			—			(676	)		—			—			—			(676	)

As of December 31, 2002		687 190 510			6 872			30 514			(830	)		(35 026 899	)		(4 410	)		32 146
Cash dividend		—			—			—			—			—			—			—
Net income — 1st quarter 2003		—			—			2 120			—			—			—			2 120
Elf and PetroFina transactions		235 296			2			5			—			—			—			7
Other issuance of common shares		1 346			—			—			—			—			—			—
Purchase of treasury shares		—			—			—			—			(13 115 000	)		(1 591	)		(1 591	)
Cancellation of repurchased shares		—			—			—			—			—			—			—
Translation adjustments		—			—			—			(633	)		—			—			(633	)
Other changes, net (1)		—			—			50			—			—			—			50

As of March 31, 2003		687 427 152			6 874			32 689			(1 463	)		(48 141 899	)		(6 001	)		32 099

(1)

The change in the category “Other changes, net” is primarily due to the effect of the first application of the standard SFAS No.143.

V. SUBSIDIARIES’ REDEEMABLE PREFERRED SHARES

There were no operations on these preferred shares during the first three months of 2003.

TOTAL FINA ELF

Notes to the consolidated financial statements for the first three months of 2003

VI. LONG-TERM DEBT

The Group has issued debenture loans through its subsidiary TotalFinaElf Capital during the first three months of 2003 :

– Debenture 5% 2003-2007 (50 million GB Pounds)

– Debenture 5% 2003-2008 (100 million AUD)

– Debenture 3,5% 2003-2008 (500 million EUR)

– Debenture 4,25% 2003-2008 (100 million CAD)

– Debenture 3,25% 2003-2008 (250 million USD)

– Debenture 4,5% 2003-2013 (30 million USD)

– Debenture 5% 2003-2008 (100 million AUD)

The Group has not reimbursed any debenture loan during the first three months of 2003.

In the context of its active cash management, the Group may increase temporarily its short-term borrowings, particularly in the form of commercial paper. The short-term borrowings and the cash and cash equivalents resulting from this cash management in the quarterly financial statements are not necessarily representative of a steady position.

VII. INFORMATION BY BUSINESS SEGMENT

For the first three months of 2003


	1st quarter 2003

	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total

- Non-Group sales		5 022			18 718			4 553			10			—			28 303
- Intersegment sales		3 164			700			151			29			(4 044	)		—

Total sales		8 186			19 418			4 704			39			(4 044	)		28 303
Depreciation, depletion, and amortization of tangible assets		(829	)		(210	)		(180	)		(10	)					(1 229	)
Operating income		3 025			779			115			(55	)					3 864
Amortization of intangible assets and acquisition goodwill																	(60	)
Equity in income (loss) of affiliates																	251
Other items in net operating income																	(207	)
Tax on net operating income																	(1 617	)

Net operating income		1 405			585			61			180						2 231
Net cost of net debt																	(43	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(68	)

Net income																	2 120

TOTAL FINA ELF

Notes to the consolidated financial statements for the first three months of 2003

1st quarter 2003

(non-recurring items)

Upstream

Downstream

Chemicals

Corporate

Intercompany

Total

- Non-Group sales

—

- Intersegment sales

—

Total sales

—

Depreciation, depletion, and amortization of tangible assets

—

Operating income

—

Amortization of intangible assets and acquisition goodwill

—

Equity in income (loss) of affiliates

—

Other items in net operating income

—

Tax on net operating income

—

Net operating income

—

Net cost of net debt

—

Minority interests and dividends on subsidiaries’ redeemable preferred shares

—

Net income

—


	1st quarter 2003
	(excluding non-recurring items)

	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total

- Non-Group sales		5 022			18 718			4 553			10			—			28 303
- Intersegment sales		3 164			700			151			29			(4 044	)		—

Total sales		8 186			19 418			4 704			39			(4 044	)		28 303
Depreciation, depletion, and amortization of tangible assets		(829	)		(210	)		(180	)		(10	)					(1 229	)
Operating income		3 025			779			115			(55	)					3864
Amortization of intangible assets and acquisition goodwill																	(60	)
Equity in income (loss) of affiliates																	251
Other items in net operating income																	(207	)
Tax on net operating income																	(1 617	)

Net operating income		1 405			585			61			180						2 231
Net cost of net debt																	(43	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(68	)

Net income																	2 120


	1st quarter 2003

	Upstream		Downstream		Chemicals			Corporate			Intercompany		Total

Gross expenditures		1 166		125		175			28			—		1 494
Divestitures at selling price		180		44		755			14			—		993
Cash flow from operating activities (1)		2 571		1 560		(81	)		(228	)		—		3 822

(1)

In the Chemicals segment, this figure amounts to 101 millions of euros excluding an amount of 182 millions of euros paid relating to the Toulouse AZF plant explosion.

TOTAL FINA ELF

Notes to the consolidated financial statements for the first three months of 2003

For the first three months of 2002


	1st quarter 2002

	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total

- Non-Group sales		4 129			14 903			4 748			4			—			23 784
- Intersegment sales		2 620			365			75			24			(3 084	)		—

Total sales		6 749			15 268			4 823			28						23 784
Depreciation, depletion, and amortization of tangible assets		(850	)		(229	)		(207	)		(10	)					(1 296	)
Operating income		2 016			295			121			(66	)					2 366
Amortization of intangible assets and acquisition goodwill																	(68	)
Equity in income (loss) of affiliates																	241
Other items in net operating income																	58
Tax on net operating income																	(1 078	)

Net operating income		1 066			250			(93	)		296						1 519
Net cost of net debt																	(40	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(50	)

Net income																	1 429


	1st quarter 2002
	(non-recurring items)

	Upstream		Downstream		Chemicals			Corporate		Intercompany		Total

- Non-Group sales		—		—		—			—		—		—
- Intersegment sales		—		—		—			—		—		—

Total sales		—		—		—			—		—		—
Depreciation, depletion, and amortization of tangible assets													—
Operating income													—
Amortization of intangible assets and acquisition goodwill													—
Equity in income (loss) of affiliates													—
Other items in net operating income													(17	)
Tax on net operating income													27

Net operating income		—		—		(133	)		143				10
Net cost of net debt													—
Minority interests and dividends on subsidiaries’ redeemable preferred shares													—

Net income													—

TOTAL FINA ELF

Notes to the consolidated financial statements for the first three months of 2003


	1st quarter 2002
	(excluding non-recurring items)

	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total

- Non-Group sales		4 129			14 903			4 748			4			—			23 784
- Intersegment sales		2 620			365			75			24			(3 084	)		—

Total sales		6 749			15 268			4 823			28						23 784
Depreciation, depletion, and amortization of tangible assets		(850	)		(229	)		(207	)		(10	)					(1 296	)
Operating income		2 016			295			121			(66	)					2 366
Amortization of intangible assets and acquisition goodwill																	(68	)
Equity in income (loss) of affiliates																	241
Other items in net operating income																	75
Tax on net operating income																	(1 105	)

Net operating income		1 066			250			40			153						1 509
Net cost of net debt																	(40	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(50	)

Net income																	1 419


	1st quarter 2002

	Upstream		Downstream		Chemicals			Corporate		Intercompany		Total

Gross expenditures		1 643		132		256			78		—		2 109
Divestitures at selling price		223		35		32			296		—		586
Cash flow from operating activities		1 692		581		(10	)		195		—		2 458

7 EX-99.9 11 y00602exv99w9.htm TOTALFINAELF'S SALES IN THE 1ST QTR OF 2003 exv99w9

Exhibit 99.9

TOTALFINAELF’s SALES IN THE FIRST QUARTER OF 2003

1. CONSOLIDATED SALES


		2003		2002
		TOTALFINAELF		TOTALFINAELF

		(million euros)		(million euros)
UPSTREAM
	First quarter		8 186		6 749
DOWNSTREAM
	First quarter		19 418		15 268
CHEMICALS
	First quarter		4 704		4 823
HOLDING
	First quarter		39		28
Consolidation eliminations of internal sales
	First quarter		-4 044		-3 084
CONSOLIDATED SALES
	First quarter		*28 303*		*23 784*

TotalFinaElf’s consolidated sales increased by 19% to 28,303 million euros for the first quarter 2003 from 23,784 million euros for the same period last year. This variance is primarily due to the increase of crude prices and European refining margins which was partially offset by the decrease of the dollar relative to the euro. The euro/dollar exchange rate averaged 1.07 in the first quarter 2003 versus 0.88 for the same period last year. The average Brent oil price increased by 49% to $31.5/b from $21.1/b in the first quarter 2002.

2. PARENT COMPANY’s SALES


		2003		2002

		(million euros)		(million euros)
OIL & GAS SALES
	First quarter		1 230		935
SERVICES PERFORMED
	First quarter		294		212
GLOBAL AMOUNT
	First quarter		1 524		1 147

EX-99.10 12 y00602exv99w10.htm MAY 6, 2003 GENERAL MEETING exv99w10

Exhibit 99.10

(TOTAL LOGO)

2, place de la Coupole
La Défense 6
92 400 Courbevoie France
Fax: 33 (1) 47 44 68 21

Catherine ENCK
Tel. 33 (1) 47 44 37 76

Thomas FELL
Tel.: 33 (1) 47 44 47 57

Patricia MARIE
Tel. 33 (1) 47 44 45 90

Paul FLOREN
Tel.: 33 (1) 47 44 45 91

Christine de CHAMPEAUX
Tel: 33 (1) 47 44 47 49

Laurence FRANCISCO
Tel.: 33 (1) 47 44 51 04

Sarah WACHTER
Tel.: 33 (1) 47 44 42 30

Sophie LE CONG NEN-ALIOT
Tel.: 33 (1) 47 44 48 00

Isabelle CABROL
Tel.: 33 (1) 47 44 64 24

Charles-Edouard ANFRAY
Tel.: 33 (1) 47 44 65 55

Franklin BOITIER
Tel.: 33 (1) 47 44 59 81

TOTAL FINA ELF S.A.
Capital 6 871 905 100 euros
542 051 180 R.C.S. Nanterre

(NEWS RELEASE)

FOR IMMEDIATE RELEASE

May 6, 2003 General Meeting

TOTAL FINA ELF becomes TOTAL

8% dividend increase
Pursued growth policy

Paris — May 6, 2003 — At the Combined General Meeting, held on May 6, 2003 under the Chairmanship of CEO Thierry Desmarest, TotalFinaElf shareholders approved all the proposed resolutions supported by the Board of Directors.

During his address, Thierry Desmarest said :

« In 2002, TotalFinaElf distinguished itself as one of the most dynamic and best performing players in the global oil industry. In a challenging international context, with an economic downturn in Europe and severe conditions in some countries in Latin America, the Group has continued to deliver sustained and profitable growth. Despite the generally less favourable 2002 environment, TotalFinaElf performed well, partially offsetting the impact of the downturn thanks largely to a record level 10% increase in hydrocarbon production, more than twice the rate of the other oil majors, and to the ongoing implementation of synergy and productivity programs (...)

In the light of the current international situation, I would like to address the company’s position in the Middle East. TotalFinaElf is very active in this part of the world, which is the most important in terms of oil production and reserves, and our intention is to keep growing there. Our interest in Iraq is longstanding and intact. However, we have not signed any contracts or agreements because, as you are aware, TotalFinaElf scrupulously abides by international laws. In the upcoming reconstruction and subsequent development of Iraq, certainly I would expect an open and transparent bidding process for oil contracts as we would expect to see anywhere else in the world (...)

In 2003, TotalFinaElf maintains an investment program of 8.7 billion euros with priority given to Upstream growth. The target for hydrocarbon production is to average 5% growth per year through 2007 (...)

In the first quarter of 2003, TotalFinaElf reported a 49% increase in net income. Higher oil prices and a sharp rebound in European refining margins fueled the earnings increase, more than offsetting the impacts of the falling dollar and continued weakness in Chemicals. The positive quarterly comparison also reflects the benefits from ongoing self-help programs, particularly oil and gas production growth, which was 5% (...)

2, place de la Coupole
La Défense 6
92 400 Courbevoie France
Fax: 33 (1) 47 44 68 21

Catherine ENCK
Tel. 33 (1) 47 44 37 76

Thomas FELL
Tel.: 33 (1) 47 44 47 57

Patricia MARIE
Tel. 33 (1) 47 44 45 90

Paul FLOREN
Tel.: 33 (1) 47 44 45 91

Christine de CHAMPEAUX
Tel: 33 (1) 47 44 47 49

Laurence FRANCISCO
Tel.: 33 (1) 47 44 51 04

Sarah WACHTER
Tel.: 33 (1) 47 44 42 30

Sophie LE CONG NEN-ALIOT
Tel.: 33 (1) 47 44 48 00

Isabelle CABROL
Tel.: 33 (1) 47 44 64 24

Charles-Edouard ANFRAY
Tel.: 33 (1) 47 44 65 55

Franklin BOITIER
Tel.: 33 (1) 47 44 59 81

TOTAL FINA ELF S.A.
Capital 6 871 905 100 euros
542 051 180 R.C.S. Nanterre

Among the proposed resolutions at this Meeting is the change of the Company’s name from « TOTAL FINA ELF S.A. » to « TOTAL S.A. ». The success of the merger enables us to change from TotalFinaElf, which was created to bring together the teams, to a simple and clear name that reflects the new Group that Total is today (...)

To face the challenges of what is now defined as sustainable development, we have decided first to do and only then to let know what we are doing. Therefore the first Corporate and Social Responsibility report of the new Group has been handed to you today. This report reflects our concern for assessment, information and openness ; it incorporates ambitious objectives for the coming years. As an example, the Exploration-Production business has committed itself to reduce greenhouse gases emissions per ton of operated production by 30% between 1990 and 2005, from the 20% announced in 2001. Sustainable development, social and environmental responsibility and the commitments of a company towards society are serious issues to be addressed at a Shareholders General Meeting. It would be of little interest for a company to achieve good profitability without ensuring its future, in particular by :

• Managing its finite resource base,

• Ensuring that industrial processes are reliable, secure and environmentally friendly,

• Successfully managing peaceful cultural integration by respecting the expectations of the local people.

It is my responsibility and that of all the teams to make the Group join the companies which will successfully meet these challenges. »

During the Meeting, the 2002 accounts were approved, as was the payment of a cash dividend of 4.10 euros per share for 2002, an increase of 8% from last year, to which a tax credit will be added in accordance with the regulations in force. The ex-dividend date for the shares will be May 16, 2003 and payment will occur from that date.

In addition, the following resolutions were approved at the General Meeting:

• Change of the Company’s name from « TOTAL FINA ELF S.A. » to « TOTAL S.A. » ; the new visual identity of the Group was subsequently presented at the Meeting,

• Term renewals for the following Directors for a period of three years: Mrs Anne Lauvergeon, Mr Daniel Bouton, Mr Bertrand Collomb, Mr Jacques Friedmann, Mr Antoine Jeancourt-Galignani, Mr Michel Pébereau, Mr Jürgen Sarrazin and Mr Pierre Vaillaud,

• Ratification of the appointment of Mr Maurice Lippens, as Director, for the period remaining until the end of the Shareholder’s Meeting called to approve the financial statements for the 2004 fiscal year,

• Authorization for the Board of Directors to trade the Company’s share, pursuant to the provisions of Article L. 225-209 of the French Code of Commerce,

• Amendment of Articles of Incorporation to allow for the appointment of a Director who is an employee shareholder.

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Table of Contents

Table of Contents

Table of Contents


2, place de la Coupole La Défense 6 92 400 Courbevoie France Fax : 33 (1) 47 44 68 21 Catherine ENCK Tel. 33 (1) 47 44 37 76 Thomas FELL Tel. : 33 (1) 47 44 47 57 Patricia MARIE Tel. 33 (1) 47 44 45 90 Paul FLOREN Tel. : 33 (1) 47 44 45 91 Christine de CHAMPEAUX Tel : 33 (1) 47 44 47 49 Laurence FRANCISCO Tel. : 33 (1) 47 44 51 04 Sarah WACHTER Tel. : 33 (1) 47 44 42 30 Sophie LE CONG NEN-ALIOT Tel. : 33 (1) 47 44 48 00 Isabelle CABROL Tel. : 33 (1) 47 44 64 24 Charles-Edouard ANFRAY Tel. : 33 (1) 47 44 65 55 Franklin BOITIER Tel. : 33 (1) 47 44 59 81 TOTAL FINA ELF S.A. Capital 6 871 905 100 euros 542 051 180 R.C.S. Nanterre www.totalfinaelf.com		Renault and Elf Celebrate their 35-year Partnership Paris, April 22, 2003 — Renault and TotalFinaElf are celebrating the 35th anniversary of the partnership between the French automaker and the Elf brand. Ever since they signed their first product recommendation agreement in 1968, Elf and Renault have been cooperating closely in technical, commercial and sports areas. As a result of their technical collaboration, Elf has developed and marketed new product lines. In industry, for example, it provides the automaker’s assembly lines with OEM oil and has created such innovations as lifelong oil for gearboxes. In another aspect of their partnership, Renault recommends Elf products for all its vehicles and once again renewed this agreement at the end of 2002. Car racing is the natural meeting place for an automaker and an oil company, since it provides an opportunity to develop mechanical and product performance in the field and under extreme conditions. The Formula One competition, in particular, is a formidable testing ground for monitoring such features as resistance to wear and tear, engine thermal protection systems at high temperature and reduction of internal abrasion. Today, consumers benefit directly from the experience of these major competitions with such innovative products as Elf Evolution SXR 5W30, which promotes fuel economy and reduces pollution, and Elf Excellium LDX 5W40, which provides engine protection and greater efficiency. The Elf brand has faithfully accompanied Renault since its first Formula One appearance in 1977, and notably its five world championships in the automakers’ title. For the 2003 season, the single seaters piloted by Jarno Trulli and Fernando Alonso will once again be flying the Elf colors. Elf lubricants and Renault vehicles are sold in more than 100 countries. To help the automaker benefit from an efficient and competitive logistics base, the Elf brand supports its development with several dozen production sites throughout Europe, in addition to Africa, the Middle East, Asia and Latin America. * * * * *


2, place de la Coupole La Défense 6 92 400 Courbevoie France Tel. : 33 (1) 47 44 58 53 Fax : 33 (1) 47 44 58 24 Catherine ENCK Tel. : 33 (1) 47 44 37 76 Thomas FELL Tel. : 33 (1) 47 44 47 57 Patricia MARIE Tel. 33 (1) 47 44 45 90 Paul FLOREN Tel. : 33 (1) 47 44 45 91 Christine de CHAMPEAUX Tel : 33 (1) 47 44 47 49 Laurence FRANCISCO Tel. : 33 (1) 47 44 51 04 Sarah WACHTER Tel. : 33 (1) 47 44 42 30 Sophie LE CONG NEN-ALIOT Tel. : 33 (1) 47 44 48 00 Isabelle CABROL Tel. : 33 (1) 47 44 64 24 Charles-Edouard ANFRAY Tel. : 33 (1) 47 44 65 55 Franklin BOITIER Tel. : 33 (1) 47 44 59 81 TOTAL FINA ELF S.A. Capital 6 871 905 100 euros 542 051 180 R.C.S. Nanterre www.totalfinaelf.com		Summary and Outlook The first quarter 2003 results demonstrate TotalFinaElf’s ability to deliver substantial production growth while at the same time performing very competitively in terms of profitability, as indicated by the 17% return on average capital employed over the twelve months ended March 31 (ROACE for the Group). Since the second quarter began, the oil market environment has remained relatively favorable despite the steep decline in oil prices after military action in Iraq took place. Investments are being made according to TotalFinaElf’s budgeted*** 8.7 B€ Capex program, which, as announced, gives priority to Upstream growth. The company has continued to buy back shares, acquiring 0.9 million shares in April for a total of 0.11 B€. The company confirms its 2003 targets for synergies, productivity and 5% growth in hydrocarbon production. # # # The interim accounts published in this earnings release for the first quarter 2003 and 2002 are unaudited. This document may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, business, strategy and plans of TotalFinaElf. Such statements are based on a number of assumptions that could ultimately prove inaccurate, and are subject to a number of risk factors, including currency fluctuations, the price of petroleum products, the ability to realize cost reductions and operating efficiencies without unduly disrupting business operations, environmental regulatory considerations and general economic and business conditions. The financial information contained in this document has been prepared in accordance with French GAAP, and certain elements would differ materially upon reconciliation to US GAAP. TotalFinaElf does not assume any obligation to update publicly any forward-looking statement, whether as a result of new information, future events or otherwise. Further information on factors which could affect the company’s financial results is provided in documents filed by the Group and its affiliates with the French Commission des Opérations de Bourse and the US Securities and Exchange Commission. TotalFinaElf reports the impact on income of non-recurring items, consisting of incomes and charges for the period, which are unusual or significant in nature. Items from incomes from business segments excluding non-recurring items, and net income per share excluding non-recurring items, presented in financial communications (operating income from business segments excluding non-recurring items, net operating income from business segments excluding non-recurring items and net income excluding non-recurring items) and in the footnotes to the financial statements of the Group containing segment data are non-GAAP measures obtained by excluding the non-recurring items described above from the GAAP figures. They are presented in order to facilitate the analysis of financial performance and the comparison of income between periods. To access the conference call in listen-only mode with Robert Castaigne, CFO of TotalFinaElf, today at 5:00 p.m (Paris time), please dial +44 (0) 207 162 0180 from Europe or 1-952-556-2827 from the US (access code: TotalFinaElf). For a replay, please dial +44 (0) 208 288 4459 from Europe or 1-334-323-6222 from the US (access code: 395 732).

	–		10,545,730 shares allocated to covering share purchase option plans for Company employees ; these shares are recorded as short-term investments and maintained within the total assets,

	–		23,565,000 shares, of which 10,450,000 shares were purchased in the last quarter 2002, and 13,115,000 during the first three months of 2003, pursuant to the authorization granted by the Ordinary and Extraordinary Shareholders’ Meeting held on May 7, 2002, and that are deducted from the consolidated shareholders’ equity.

	–		505,318 shares held by a consolidated subsidiary, Total Nucléaire, indirectly controlled by TOTAL FINA ELF S.A. These shares were initially acquired in order to realize short-term cash investments and are recorded in short-term investments in the consolidated financial statements;

	–		24,576,899 shares held by subsidiaries of Elf Aquitaine, Financière Valorgest, Sogapar and Fingestval. These shares were deducted from the consolidated shareholders’ equity.

	–		Debenture 5% 2003-2007 (50 million GB Pounds)

	–		Debenture 5% 2003-2008 (100 million AUD)

	–		Debenture 3,5% 2003-2008 (500 million EUR)

	–		Debenture 4,25% 2003-2008 (100 million CAD)

	–		Debenture 3,25% 2003-2008 (250 million USD)

	–		Debenture 4,5% 2003-2013 (30 million USD)

	–		Debenture 5% 2003-2008 (100 million AUD)

	•		Managing its finite resource base,

	•		Ensuring that industrial processes are reliable, secure and environmentally friendly,

	•		Successfully managing peaceful cultural integration by respecting the expectations of the local people.

	•		Change of the Company’s name from « TOTAL FINA ELF S.A. » to « TOTAL S.A. » ; the new visual identity of the Group was subsequently presented at the Meeting,

	•		Term renewals for the following Directors for a period of three years: Mrs Anne Lauvergeon, Mr Daniel Bouton, Mr Bertrand Collomb, Mr Jacques Friedmann, Mr Antoine Jeancourt-Galignani, Mr Michel Pébereau, Mr Jürgen Sarrazin and Mr Pierre Vaillaud,

	•		Ratification of the appointment of Mr Maurice Lippens, as Director, for the period remaining until the end of the Shareholder’s Meeting called to approve the financial statements for the 2004 fiscal year,

	•		Authorization for the Board of Directors to trade the Company’s share, pursuant to the provisions of Article L. 225-209 of the French Code of Commerce,

	•		Amendment of Articles of Incorporation to allow for the appointment of a Director who is an employee shareholder.