Exhibit 25.2

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM T-1

STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939 OF
A CORPORATION DESIGNATED TO ACT AS TRUSTEE

CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF
A TRUSTEE PURSUANT TO SECTION 305(b)(2) ________

JPMORGAN CHASE BANK

(Exact name of trustee as specified in its charter)

NEW YORK	13-4994650
(State of incorporation	(I.R.S. employer
if not a national bank)	identification No.)

270 PARK AVENUE
NEW YORK, NEW YORK	10017
(Address of principal executive offices)	(Zip Code)

William H. McDavid
General Counsel
270 Park Avenue
New York, New York 10017
Tel: (212) 270-2611
(Name, address and telephone number of agent for service)

TOTAL S.A.

(Exact name of obligor as specified in its charter)

FRANCE	N/A
(State or other jurisdiction of	(I.R.S. employer
incorporation or organization)	identification No.)
2, PLACE DE LA COUPOLE
LA DEFENSE 6
92400 COURBEVOIE
FRANCE
(Address of principal executive offices)	(Zip Code)

DEBT SECURITIES

(Title of the indenture securities)

GENERAL

Item 1. General Information.

     Furnish the following information as to the trustee:

(a)	Name and address of each examining or supervising authority to which it is subject.
	New York State Banking Department, State House, Albany, New York 12110.
	Board of Governors of the Federal Reserve System, Washington, D.C., 20551
	Federal Reserve Bank of New York, District No. 2, 33 Liberty Street, New York, N.Y.
	Federal Deposit Insurance Corporation, Washington, D.C., 20429.
(b)	Whether it is authorized to exercise corporate trust powers.
	Yes.

Item 2. Affiliations with the Obligor and Guarantors.

     If the obligor or any Guarantor is an affiliate of the trustee, describe each such affiliation.

None.

Item 16. List of Exhibits

     List below all exhibits filed as a part of this Statement of Eligibility.

     1.     A copy of the Restated Organization Certificate of the Trustee dated March 25, 1997 and the Certificate of Amendment dated October 22, 2001 (see Exhibit 1 to Form T-1 filed in connection with Registration Statement No. 333-76894, which is incorporated by reference.)

     2.     A copy of the Certificate of Authority of the Trustee to Commence Business (see Exhibit 2 to Form T-1 filed in connection with Registration Statement No. 33-50010, which is incorporated by reference). On November 11, 2001 in connection with the merger of The Chase Manhattan Bank and Morgan Guaranty Trust Company of New York, the surviving corporation was renamed JPMorgan Chase Bank.

     3.     None, authorization to exercise corporate trust powers being contained in the documents identified above as Exhibits 1 and 2.

     4.     A copy of the existing By-Laws of the Trustee (see Exhibit 4 to Form T-1 filed in connection with Registration Statement No. 333-76894, which is incorporated by reference.)

     5.     Not applicable.

     6.     The consent of the Trustee required by Section 321(b) of the Act (see Exhibit 6 to Form T-1 filed in connection with Registration Statement No. 33-50010, which is incorporated by reference). On November 11, 2001, in connection with the merger of The Chase Manhattan Bank and Morgan Guaranty Trust Company of New York, the surviving corporation was renamed JPMorgan Chase Bank.

     7.     A copy of the latest report of condition of the Trustee, published pursuant to law or the requirements of its supervising or examining authority.

     8.     Not applicable.

     9.     Not applicable.

SIGNATURE

     Pursuant to the requirements of the Trust Indenture Act of 1939 the Trustee, JPMorgan Chase Bank, a corporation organized and existing under the laws of the State of New York, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of New York and State of New York, on the 23rd day of July, 2003.

JPMORGAN CHASE BANK
By:	/s/ William G. Keenan William G. Keenan Vice President

- 2 -

Exhibit 7 to Form T-1

Bank Call Notice

RESERVE DISTRICT NO. 2
CONSOLIDATED REPORT OF CONDITION OF

JPMorgan Chase Bank
of 270 Park Avenue, New York, New York 10017
and Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System,

     at the close of business March 31, 2003, in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act.

ASSETS

					Dollar Amounts
					in millions
Cash and balances due from depository institutions:
	Noninterest-bearing balances and currency and coin				$	21,415
	Interest-bearing balances					6,882
Securities:
Held to maturity securities						334
Available for sale securities						80,076
Federal funds sold and securities purchased under agreements to resell
	Federal funds sold in domestic offices					14,044
	Securities purchased under agreements to resell					73,060
Loans and lease financing receivables:
	Loans and leases held for sale					25,832
	Loans and leases, net of unearned income		$	161,345
	Less: Allowance for loan and lease losses			3,823
	Loans and leases, net of unearned income and allowance					157,522
Trading Assets						189,427
Premises and fixed assets (including capitalized leases)						6,186
Other real estate owned						131
Investments in unconsolidated subsidiaries and associated companies						691
Customers’ liability to this bank on acceptances outstanding						225
Intangible assets
		Goodwill				2,180
		Other Intangible assets				3,314
Other assets						40,377
TOTAL ASSETS					$	621,696

LIABILITIES

Deposits
	In domestic offices			$	174,351
	Noninterest-bearing	$	70,991
	Interest-bearing		103,360
	In foreign offices, Edge and Agreement subsidiaries and IBF’s				125,789
	Noninterest-bearing	$	7,531
	Interest-bearing		118,258
Federal funds purchased and securities sold under agreements to repurchase:
	Federal funds purchased in domestic offices				5,929
	Securities sold under agreements to repurchase				113,903
Trading liabilities					116,329
Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases)					10,758
Bank’s liability on acceptances executed and outstanding					225
Subordinated notes and debentures					8,306
Other liabilities					29,735
TOTAL LIABILITIES					585,325
Minority Interest in consolidated subsidiaries					97
EQUITY CAPITAL
Perpetual preferred stock and related surplus					0
Common stock					1,785
Surplus (exclude all surplus related to preferred stock)					16,304
Retained earnings					17,228
Accumulated other comprehensive income					957
Other equity capital components					0
TOTAL EQUITY CAPITAL					36,274
TOTAL LIABILITIES, MINORITY INTEREST, AND EQUITY CAPITAL				$	621,696

     I, Joseph L. Sclafani, E.V.P. & Controller of the above-named bank, do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true to the best of my knowledge and belief.

/s/ JOSEPH L. SCLAFANI

     We, the undersigned directors, attest to the correctness of this Report of Condition and declare that it has been examined by us, and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true and correct.

/s/ WILLIAM B. HARRISON, JR	)
/s/ HELENE L. KAPLAN	)	DIRECTORS
/s/ WILLIAM H. GRAY, III	)