6-K

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

July 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

EX-99.1: NIGERIA: FIRST PRODUCTION OF AMENAM/KPONO

EX-99.2: SAUDI ARABIA: SIGNATURE OF AN AGREEMENT

EX-99.3: APPOINTMENTS

EX-99.4: APPOINTMENTS

EX-99.5: SECOND QUARTER 2003 RESULTS

EX-99.6: CONSOLIDATED ACCOUNTS & THE NOTES THERETO

EX-99.7: SALES IN THE 1ST HALF OF 2003

EX-99.8:TOTAL AND ADNOC SIGN A MEMORANDUM

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: August 11th, 2003	By:	/s/ Charles Paris de Bollardière
		Name: Charles PARIS de BOLLARDIERE
		Title: Treasurer

EXHIBIT INDEX

4	EXHIBIT 99.1 :	Nigeria : first production of Amenam/Kpono and start up of a new floating storage and offloading facility (July 15, 2003).
4	EXHIBIT 99.2 :	Saudi Arabia : Signature of an agreement to form a joint venture for the exploration of gas (July 16, 2003).
4	EXHIBIT 99.3 :	Appointments (July 17, 2003).
4	EXHIBIT 99.4 :	Appointments within the Total Group (July 17, 2003).
4	EXHIBIT 99.5 :	Higher second quarter 2003 results despite weaker dollar versus the euro Upstream production growth 5% (August 6, 2003).
4	EXHIBIT 99.6 :	Total S.A.’s Consolidated Accounts for the Three Months and Six Months Ended June 30, 2003, together with the Notes thereto (French GAAP) (August 6, 2003).
4	EXHIBIT 99.7 :	Total S.A.’s sales in the first half of 2003 (August 2003).
4	EXHIBIT 99.8 :	Total and ADNOC sign a memorandum of understanding for the construction of a melamine plant in Abu Dhabi (August 8, 2003).

EX-99.1 3 y00665exv99w1.htm EX-99.1: NIGERIA: FIRST PRODUCTION OF AMENAM/KPONO

Exhibit 99.1

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

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

www.total.com

Nigeria: first production of Amenam/Kpono and start up of a new floating
storage and offloading facility

Paris — July 15, 2003 — Total announces the start of production of the Amenam/Kpono field operated by its subsidiary Elf Petroleum Nigeria Limited (EPNL) that will produce 125,000 barrels of oil per day once it reaches peak production.

The field is located 30 km offshore in a water depth of 40 meters and straddles two concession areas, Oil Mining Lease (OML) 99 operated by EPNL and OML 70 operated by Mobil Producing Nigeria Unlimited, a subsidiary of ExxonMobil.

EPNL, operator with a 30.4% interest, is partnered with the Nigerian National Petroleum Corporation (NNPC) and Mobil Producing Nigeria.

Furthermore, the NNPC/EPNL joint venture (NNPC 60%, EPNL 40% operator) has put into place a new floating storage and offloading (FSO) facility, replacing the FSO Domy, that collects production from Amenam/Kpono as well as from Odudu and Ofon located respectively in OML 100 and 102. The new FSO Unity has a storage capacity of more than 2.4 million barrels of oil.

The combined investment for these two projects is $1.4 billion.

“We are proud to bring this important project on-stream on-time and within budget. Amenam/Kpono fits within the Group’s strategy of increasing production by an average of 5% annually over the next 5 years”, declares Christophe de Margerie Total’s President Exploration and Production

“It was extremely important for us to contribute to local communities,” continues Mr. de Margerie. “We worked closely with international non-governmental organisations to put into place sustainable development programmes that would provide long-standing and tangible benefits for the people of Nigeria.”

In line with Total’s environmental policies, there will be no gas flaring. Associated gas will be re-injected and in a second phase part of this associated gas will be transferred to the Nigerian liquefied natural gas (LNG) Bonny plant for export.

* * *
* *

Total is the fourth largest oil and gas company in the world with operations in more than 120 countries. Total’s activities cover the whole energy chain of the petroleum industry: exploration, oil and gas production, refining and marketing, trading and power generation. The Group is also a major player in chemicals through its chemicals branch, Atofina. Total has 121,000 employees worldwide. More information can be found on the company’s website: www.total.com

* * * * *

 

EX-99.2 4 y00665exv99w2.htm EX-99.2: SAUDI ARABIA: SIGNATURE OF AN AGREEMENT

Exhibit 99.2

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

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

www.total.com

FOR IMMEDIATE RELEASE

Saudi Arabia: Signature of an agreement to form a joint venture
for the exploration of gas

Paris — July 16, 2003 — Total and Royal Dutch/Shell signed an agreement with the Government of the Kingdom of Saudi Arabia to form a joint venture with the national oil company Saudi Aramco for the exploration of gas in an area of 200,000 km ² in the southern part of the Rub Al-Khali.

Total, with a 30 % interest, is partnered with Saudi Aramco (30 %) and Shell (40 %), leader of the joint venture.

“Total is pleased to have signed this new agreement to enter Saudi Arabia and to be associated for the first time with Saudi Aramco, the largest producer and exporter of oil in the world. This agreement constitutes an important step in Total’s strategy in the Middle-East”, says Christophe de Margerie, Total Executive Vice President, President of Exploration and Production.

 

EX-99.3 5 y00665exv99w3.htm EX-99.3: APPOINTMENTS

Exhibit 99.3

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

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

www.total.com

FOR IMMEDIATE RELEASE

APPOINTMENTS

Paris — July 17, 2003 — Jean-Luc Vermeulen, Total Executive Vice President, President of Upstream and member of the Executive Committee of Total, having decided to retire, will leave the company on September 1^st, 2003.

Thierry Desmarest, Chairman and CEO of Total, on behalf of the Group, expressed his thanks to Mr. Vermeulen for the outstanding contribution he made during the 33 years spent within the Exploration and Production Branch of Elf Aquitaine, as well as for his assistance in strengthening these activities and in building the new Group over the past four years.

At that date, the Group’s organization will be modified in a way that both Exploration and Production Division and Gas and Power Division will be reporting directly to the Chairman and Chief Executive Officer.

Christophe de Margerie is confirmed in his functions as Total Executive Vice President, President of Exploration and Production and member of the Executive Committee.

Yves-Louis Darricarrère is appointed Total Executive Vice President, President of Gas and Power and member of the Executive Committee.

Christophe de Margerie
Executive Vice President, President of Exploration and Production
Member of the Executive Committee
Born in 1951, Christophe de Margerie is a graduate of the Ecole Supérieure de Commerce (Paris). He started his career with Total in 1974 when he joined the Group Financial Division where he held responsibility for the budget, then for financing of Exploration and Production subsidiaries. He was appointed Group treasurer in 1987. He joined Total Trading and Middle East in may 1990, where he held successively the positions of Chief Financial Officer, Deputy General Manager for the Middle East, General Manager for the Middle East and finally Deputy Executive Vice President for the Middle East. In june 1995 he became a member of the Group Management Committee and Executive Vice President for Total Middle East. After the merger with Petrofina in June 1999, he was appointed President of Exploration and Production of Totalfina and member of the Executive Committee. Having been appointed Deputy General Manager of Exploration and Production and a member of the Executive Committee of TotalFinaElf on march 22, 2000, he became Senior Executive Vice President of TotalFinaElf Exploration and Production on January 1st, 2002.

Yves-Louis Darricarrère
Executive Vice President, President of Gas and Power
Member of the Executive Committee
Born in 1951, Yves-Louis Darricarrère is a graduate of Ecole Nationale Supérieure des Mines (Paris), of Institut d’Etudes Politiques de Paris and holds a bachelor’s degree in Economics Lecturer, at the Ecole Nationale Supérieure des Mines (Paris). He joined Elf in 1978 first as a project engineer with the Mines Division and then as project engineer with Aquitaine Australia Minerals. He became successively country representative Australia/Egypt, President of Elf Aquitaine Egypt, President of Elf Aquitaine Columbia, Vice President new ventures and negotiations of the Exploration and Production Division, Senior Vice President Europe and United States of the Exploration and Production Division. He has been Senior Vice President for Northern Europe of the Exploration and Production Division of TotalFinaElf and a member of the Group Management Committee since March 22, 2000.

* * * * *

 

EX-99.4 6 y00665exv99w4.htm EX-99.4: APPOINTMENTS

Exhibit 99.4

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

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

www.total.com

FOR IMMEDIATE RELEASE

APPOINTMENTS WITHIN THE TOTAL GROUP

Paris — July 17, 2003 — Michel Bénézit, previously holding the position of Senior Vice President Africa, Exploration and Production Division, is appointed Senior Vice President Northern Europe, Exploration and Production Division as of September 1^st, 2003.

Aged 48, Michel Bénézit is a graduate of Ecole Polytechnique and Ecole des Mines. In 1980, he was appointed Director of mining and energy in New Caledonia, based in Noumea, then held various positions in government ministries in France. He joined Total in 1986 and was put in charge of planning of Total Petroleum North America in Denver (USA). In 1989, he became managing director of Total Austral in Argentina. Upon returning in Paris, he became Vice President of Total’s activities in Gas, Electricity and Coal, before becoming Vice President, Europe with Total Refining and Marketing. A member of the Group Management Committee since May 1995, he became Vice President Overseas in July 1995. He was appointed Vice President, Exploration and Production, TotalFina in July 1999. He has been Senior Vice President, Africa, Exploration and Production of TotalFinaElf since 2000.

Jean Privey, previously holding the position of Vice President Gas and Power, is appointed at the same date Senior Vice President Africa, Exploration and Production Division.

Aged 54, Jean Privey is a graduate of the Ecole Centrale (Paris) and holds a bachelor’s degree in Economics. He joined Elf in 1972, first in charge of general economic studies, then in charge of follow up of Exploration and Production activities and Group Consolidation with the Corporate Planning Division. In 1980 he joined Cameroon Country Representation before being appointed at Elf Serepca in Yaoundé (Cameroon) and then Chief Financial and Administrative Officer at Elf Petroland BV (the Hague, Netherlands). He then became successively Vice President of Africa Division within the Finance Division of Elf Exploration and Production and Chief Financial Officer for Hydrocarbon Division in Paris. In 1993 he was appointed Chairman President and Chief Executive Officer of Elf Aquitaine Inc in New York and Group Representative in the United States. Upon returning in Paris he became Vice President Natural Gas and then Vice President Group Audit Division. In 1999, he became Chief Executive Officer of TotalFinaElf Exploration and Production Angola and Group Representative in Angola. He has been Vice President Gas and Power within Upstream Division of TotalFinaElf since January 2002.

* * * * *

 

EX-99.1

EX-99.1: NIGERIA: FIRST PRODUCTION OF AMENAM/KPONO

EX-99.2

EX-99.2: SAUDI ARABIA: SIGNATURE OF AN AGREEMENT

EX-99.3

EX-99.3: APPOINTMENTS

EX-99.4

EX-99.4: APPOINTMENTS

EX-99.5

Exhibit 99.5

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

Higher second quarter 2003 results
despite weaker dollar versus the euro
Upstream production growth 5%

Net income excluding non-recurring items

2nd Quarter 2003	1st Half 2003
1.77 billion euros (+8%)	3.89 billion euros (+27%)
2.77 euros per share (+14%)	6.05 euros per share (+33%)

Net income

2nd Quarter 2003	1st Half 2003
1.61 billion euros (+7%)	3.73 billion euros (+27%)
2.52 euros per share (+13%)	5.80 euros per share (+33%)

Paris, August 6, 2003 — Total’s net income excluding non-recurring items rose by 8% in the second quarter 2003 compared to the same quarter last year. The market environment was marked by the sharp decline in the dollar relative to the euro, slightly higher oil prices, a rebound in refining margins and continued weak conditions in the Chemicals segment.

Commenting on the results, Chairman and CEO Thierry Desmarest said :

« Comparing the second quarter 2003 to the second quarter 2002, the improvement in our results, which are expressed in euros, can be attributed to our internal efforts, notably to the 5% growth in hydrocarbon production.

Earnings per share excluding non-recurring items and expressed in euros rose by 14% for the second quarter 2003. This increase, which is larger than the increase in net income excluding non-recurring items, reflects the accretive impact of the substantial share repurchases we have made over the past twelve months. Expressed in dollars, the increase was 41% to $3.15 per share in the second quarter 2003 from $2.23 per share in the second quarter 2002.

In the first half 2003, earnings per share excluding non-recurring items increased by 33% to 6.05 euros from 4.54 euros in the first half 2002. Expressed in dollars, the increase was 64% to $6.69 per share in the first half 2003 from $4.08 per share in the first half 2002.»

 

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

Total consolidated accounts

2Q03		2Q02		%			in millions of euros	1H03		1H02		%
	24,347		26,435		-8	%	Sales		52,650		50,219		+5	%
	2,937		2,845		+3	%	Operating income from business segments (excluding non-recurring items)		6,856		5,277		+30	%
	1,719		1,526		+13	%	Net operating income from business segments (excluding non-recurring items)		3,770		2,882		+31	%
	1,767		1,632		+8	%	Net income excluding non-recurring items		3,887		3,051		+27	%
	1,605		1,503		+7	%	Net income		3,725		2,932		+27	%
	2.77		2.42		+14	%	Earnings per share (euros) excluding non-recurring items		6.05		4.54		+33	%
	2.52		2.23		+13	%	Earnings per share (euros)		5.80		4.37		+33	%
	1,508		2,100		-28	%	Investments		3,002		4,209		-29	%
	157		463		-66	%	Divestments at selling price		1,150		1,049		+10	%
	3,134		2,850		+10	%	Cash flow from operating activities		6,956		5,308		+31	%

Non-recurring items

2Q03				2Q02				in millions of euros	1H03				1H02
								Impact of non-recurring items on operating income
	–				(16	)		Restructuring charges		–				(16	)
	–				(21	)		Impairments		–				(21	)
	–				(9	)		Other		–				(9	)
	–				(46	)		Total		–				(46	)
								Impact of non-recurring items on net income
	30				134			Gain on asset sales		30				277
	–				(47	)		Toulouse-AZF impact		–				(149	)
	(34	)			(45	)		Restructuring charges and early retirement plans		(34	)			(76	)
	–				(14	)		Impairments		–				(14	)
	(158	)	*		(157	)	**	Other		(158	)	*		(157	)**
	(162	)			(129	)		Total		(162	)			(119	)

*	includes (155) M€ provision for Chemicals
**	includes (151) M€ related to changes in the UK tax regime

 

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

Number of shares

2Q03		2Q02		%			millions	1H03		1H02		%
	637.8		673.0		-5	%	Fully-diluted weighted-average shares		642.1		671.7		-4	%
Market environment
2Q03		2Q02		%				1H03		1H02		%
	1.14		0.92		-19	%*	€/$		1.10		0.90		-18	%*
	26.0		25.0		+4	%	Brent ($/b)		28.7		23.1		+24	%
	17.6		4.9		x 3.6		European refining margins TRCV ($/t)		24.9		3.6		x 6.9

* change in the dollar versus the euro

Second quarter 2003 results

Consolidated sales declined by 8% to 24,347 million euros (M€) in the second quarter 2003 from 26,435 M€ in the second quarter 2002.

Compared to the same quarter last year, the second quarter 2003 oil market environment has been favorable: oil prices were slightly higher and European refining margins were much stronger than the unusually low margins of last year. However, the sharp decline of the dollar relative to the euro more than offset these positive impacts.

Despite the slight improvement in petrochemical margins, weak economic conditions around the world continued to depress the overall environment for Chemicals.

Within this context, operating income from the business segments excluding non-recurring items increased by 3% to 2,937 M€ in the second quarter 2003 from 2,845 M€ in the second quarter 2002.

Net operating income from the business segments excluding non-recurring items rose by 13% to 1,719 M€ in the second quarter 2003 from 1,526 M€ in the same quarter last year. This larger increase relative to operating income is due primarily to higher income contributions from equity affiliates.

Net income excluding non-recurring items rose by 8% to 1,767 M€ in the second quarter 2003 from 1,632 M€ in the second quarter 2002.

Reported net income was 1,605 M€ in the second quarter 2003 compared to 1,503 M€ in the second quarter 2002. These results include the impacts of non-recurring items representing a net negative 162 M€ in the second quarter 2003 and a net negative 129 M€ in the second quarter 2002. The non-recurring items that had a positive impact in the second quarter 2003 include gains on the sale of Sanofi-Synthélabo shares1, while the negative impacts include, in the Chemicals segment, a restructuring charge and a 155 M€ provision related to investigations of anti-trust practices by the European Commission.

 

¹ As of June 30, 2003, the Group owns 24.4% of Sanofi-Synthélabo.

3

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

Second quarter 2003 earnings per share excluding non-recurring items, based on 637.8 million fully-diluted weighted-average shares, was 2.77 euros, an increase of 14% compared to 2.42 euros in the second quarter 2002.

During the second quarter 2003, Total bought back 7.5 million of its shares for 0.96 billion euros. The number of fully-diluted shares at June 30, 2003 was 634.7 million.

The net-debt-to-equity ratio was 27.1% at June 30, 2003 compared to 22.1% at March 31, 2003.

Cash flow from operating activities rose to 3,134 M€ in the second quarter 2003, a 10% increase from the same quarter last year.

During the second quarter 2003 investments were 1,508 M€, 28% less than in the same quarter last year. This decrease in investments, which are denominated in euros, is due primarily to the depreciation of the dollar.

Divestments in the second quarter 2003, based on selling price, were 157 M€.

Free cash flow² rose in the second quarter 2003 to 1,783 M€ from 1,213 M€ in the second quarter 2002.

Upstream

Operating income from the Upstream segment excluding non-recurring items was slightly lower at 2,297 M€ in the second quarter 2003 compared to 2,325 M€ in the second quarter 2002. The positive impact of production growth and higher hydrocarbon prices nearly offset the negative impact of the depreciation of the dollar relative to the euro.

Net operating income from the Upstream segment excluding non-recurring items rose by 1% to 1,218 M€ in the second quarter 2003.

Hydrocarbon production grew by 5% to 2,509 thousand barrels of oil equivalent per day (kboe/d) in the second quarter 2003 from 2,387 kboe/d in the second quarter 2002.

Liquids production rose by 7% in the second quarter 2003 to 1,681 thousand barrels per day (kb/d) from 1,576 kb/d in the second quarter of last year. The growth stemmed primarily from higher production at Sincor in Venezuela and from start-ups in Iran and Algeria.

Gas production increased by 2% in the second quarter 2003 to 4,522 million cubic feet per day (Mcfd) from 4,443 Mcfd in the second quarter 2002. The main contributors to this increase were fields in the Gulf of Mexico, Indonesia and Nigeria.

Exploration & Production highlights for the quarter included launching the development of the Dalia field in Angola, a major step in the ongoing development of Block 17 (Total-operated 40%), where 15 discoveries have been made thus far. The Gindungo-1 well, a promising initial discovery, was drilled on the neighboring ultra-deep Block 32 (Total-operated 30%).

In Gabon, the Rabi-Kounga license was extended for an initial period of ten years, setting the stage for a new investment program designed to improve the recovery of its reserves.

In Nigeria, the appraisal of offshore block OPL 222 (Usan and Ukot) yielded positive results.

In the Gulf of Mexico, Total was awarded four deep-water exploration blocks.

 

² free cash flow = cash flow from operations + divestments – investments

4

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

In the UK North Sea, Total made a gas discovery on West Franklin. In addition, the development of the Nuggets N4 gas field (Total-operated 100%) was approved by the UK authorities.

In the Caspian Sea, Total exercised its preemption right to increase its share in the Kashagan field to 20.4% from 16.7%.

Gas and power activities included the commissioning of the Taweelah A1 power and desalination plant in Abu Dhabi.

2Q03		2Q02		%			Upstream - key figures	1H03		1H02		%
	2,509		2,387		+5	%	Hydrocarbon production (kboe/d)		2,513		2,394		+5	%
	1,681		1,576		+7	%	•  Liquids (kb/d)		1,647		1,567		+5	%
	4,522		4,443		+2	%	•  Gas (Mcfd)		4,723		4,524		+4	%
	2,297		2,325		-1	%	Operating income (M€) excluding non-recurring items		5,322		4,341		+23	%
	1,218		1,201		+1	%	Net operating income (M€) excluding non-recurring items		2,623		2,267		+16	%
	1,130		1,556		-27	%	Investments (M€)		2,296		3,199		-28	%
	44		106		-58	%	Divestments (M€) at selling price		224		329		-32	%
	1,88		41,705		+10	%	Cash flow from operating activities (M€)		4,455		3,397		+31	%

Downstream

Operating income from the Downstream segment excluding non-recurring items increased by 64% to 456 M€ in the second quarter 2003. The strong increase was due primarily to a rebound in European refining margins coinciding with low refined product inventories in the Atlantic Basin. Retail marketing benefited from improved conditions, notably in the UK. Ongoing self-help programs also contributed to the improvement.

Net operating income from the Downstream segment excluding non-recurring items rose by 86% in the second quarter 2003 compared to the second quarter 2002. The higher percentage increase than for operating income is due to the large increase in the contribution of Cepsa, an equity affiliate company.

Refined product volumes decreased by 2% to 2,383 kb/d in the second quarter 2003 from 2,435 kb/d in the second quarter 2002. Refinery throughput levels have been affected by a major turnaround at the Donges refinery as well as additional work during the quarter to follow up on some of last year’s major turnarounds.

During the second quarter, Total announced that it was launching studies to evaluate a 500 M€ investment for the construction of an hydrocracker unit and an associated steam methane reformer to supply hydrogen at the Normandy refinery. This will enable the Normandy refinery to better respond to growing European demand for distillates (diesel and jet fuel) and reduce its production of heavy fuels.

Also during the second quarter 2003, Total launched its new corporate identity program and began re-branding the network, storage facilities and production sites with the new Total logo.

 

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

2Q03		2Q02		%			Downstream - key figures	1H03		1H02		%
	2,383		2,435		-2	%	Refinery throughput* (kb/d)		2,409		2,422		-1	%
	456		278		+64	%	Operating income (M€)		1,235		573		+116	%
							excluding non-recurring items
	406		218		+86	%	Net operating income (M€)		991		468		+112	%
							excluding non-recurring items
	194		228		-15	%	Investments (M€)		319		360		-11	%
	13		47		-72	%	Divestments (M€) at selling price		57		82		-30	%
	1,483		805		+84	%	Cash flow from operating activities (M€)		3,043		1,386		+120	%

* includes share of Cepsa

Chemicals

Sales for the Chemicals segment fell by 19% to 4,190 M€ in the second quarter 2003 from 5,157 in the second quarter 2002. Adjusting the comparison to exclude the paints business, which was sold in February 2003, the decrease in sales would have been limited to 11%.

Operating income from the Chemicals segment excluding non-recurring items was 184 M€ in the second quarter 2003 compared to 242 M€ in the second quarter 2002, or a decrease of 24%. Adjusting for the divested paints business, the decrease would have been 8%.

The base chemicals & polymers sector benefited from slightly better steam cracker margins but suffered from overall weak demand for polymers.

Compared to the second quarter 2002, the Intermediates were hurt by weak product demand worldwide, notably for fluoride and thiochemicals while the Specialties resisted the weaker market environment.

Implementing self-help programs partially offset the negative impact of the weak market environment.

Net operating income from the Chemicals segments excluding non-recurring items was 95 M€ in the second quarter 2003, an 11% decrease compared to the same quarter last year. Adjusting for the divested paints business, there would have been a 13% improvement.

The second quarter 2003 highlight was the signing of the joint-venture agreement between Total and Samsung for the Daesan petrochemical site in South Korea. The closing occured on August 1.

 

6

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

2Q03			2Q02		%			Chemicals - key figures (M€)	1H03			1H02		%
	4,190			5,157		-19	%	Sales		8,743			9,905		-12	%
	184			242		-24	%	Operating income excluding non-recurring items		299			363		-18	%
	95			107		-11	%	Net operating income excluding non-recurring items		156			147		+6	%
	160			284		-44	%	Investments		335			540		-38	%
	32			9	ns			Divestments at selling price		787			41	ns
	(104)	*		48	ns			Cash flow from operating activities		(185)	**		38	ns

the paints business was sold in February 2003
*	positive cash flow from operating activities of 46 M€ excluding disbursements of 150 M€ related to the Toulouse-AZF reserve
**	positive cash flow from operating activities of 147 M€ excluding disbursements of 332 M€ related to the Toulouse-AZF reserve

 

7

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

First half 2003 results

Compared to the first half 2002, the first half 2003 market environment was overall more favorable: the Brent oil price increased by 24% and European refining margins rebounded strongly, more than offsetting the negative impact of the 18% drop in the value of the dollar relative to the euro. The environment for the Chemicals was mixed: base chemical margins improved due to higher margins for steam crackers, but weak economies worldwide hurt product demand across all of the Chemicals sectors.

In this context, operating income from the business segments excluding non-recurring items increased by 30% to 6,856 M€ in the first half 2003 from 5,277 M€ in the first half 2002. This 1.6 billion euro increase reflects a net positive 1.2 billion euro impact from changes in the market environment, a positive 0.5 billion euro impact from growth and self-help programs, and a negative 0.1 billion euro impact related to the absence of the divested paints business.

The overall positive impact of the changes in the market environment breaks down as follows:

• + 1.4 billion euros, higher hydrocarbon prices,

• + 1.1 billion euros, higher refining margins,

• - 1.2 billion euros, depreciation of the dollar against the euro,

• - 0.1 billion euros, weaker Chemicals environment.

Net operating income from the business segments excluding non-recurring items increased by 31% to 3,770 M€ in the first half 2003 from 2,882 M€ in the first half 2002.

Net income excluding non-recurring items rose by 27% to 3,887 M€ in the first half 2003 compared to the same period last year.

Earnings per share excluding non-recurring items, based on 642.1 million fully-diluted weighted-average shares for the first half 2003, was 6.05 euros, an increase of 33% compared to the 4.54 euros in the first half 2002. The higher percentage increase for the earnings per share reflects the accretive impact of the company’s ongoing buyback program.

During the first half 2003, Total repurchased 20.6 million shares for 2.55 billion euros.

Reported net income increased to 3,725 M€ in the first half 2003 from 2,932 M€ in the first half 2002. These results include non-recurring items with a net negative impact of 162 M€ for the first half 2003 and a net negative impact of 119 M€ for the first half 2002.

Hydrocarbon production increased by 5% in the first half 2003 to 2,513 kboe/d from 2,394 kboe/d in the first half 2002. Refinery throughput decreased by 1% to 2,409 kb/d in the first half 2003 from 2,422 kb/d in the first half 2002. Sales for the Chemicals segment fell by 12% to 8,743 M€ in the first half 2003 from 9,905 M€ in the first half 2002.

In the first half 2003, investments were 3,002 M€ (76% allocated to Upstream), reflecting a decrease of 29% from the level of investments in the first half 2002. The decrease in investments, which are denominated in euros, is due primarily to the depreciation of the dollar.

Divestments for the first half 2003, based on selling price, amounted to 1,150 M€ and are comprised mainly of the proceeds from the sale of the paints business.

Free cash flow increased to 5,104 M€ in the first half 2003 from 2,148 M€ in the first half 2002.

 

8

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

Summary and outlook

The return on average capital employed (ROACE) calculated for the period July 1, 2002 to June 30, 2003 was 18%. The return on equity (ROE) calculated for the same twelve month period was 23.5%.

Since the start of the third quarter, the market environment has remained largely comparable to that of the second quarter with the euro-dollar exchange rate unchanged, slightly higher oil prices, lower refining margins and continued weak conditions for the Chemicals.

The investment program is progressing satisfactorily. For the year, the investment program should be in line with the budget, taking into account the weaker-than-budgeted dollar.

Total is continuing to buy back shares and in July 2003 bought back 1.95 million shares for 0.25 billion euros.

Growth and self-help programs are on track to achieve the announced objectives. The level of oil and gas production in the first half 2003 and the sustained pace of activity in the Upstream segment, notably the start-up of the Amenam field in Nigeria, allows confirmation of the targeted 5% growth rate for hydrocarbon production for 2003 versus 2002.

*   *   *

The June 30, 2003 notes to the consolidated accounts are available on the Total web site (www.total.com). These accounts have been the subject of a limited review by the company’s auditors. 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 Total. 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. Total 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.

Total 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 Total, today at 5:00 p.m (Paris time), please dial +44 (0) 207 162 0025 from Europe or 1-334-323-6201 from the US (access code: Total). For a replay, please dial +44 (0) 208 288 4459 from Europe (access code: 320 542) or 1-334-323-6222 from the US (access code: 320 542).

 

9

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

OPERATING INFORMATION BY SEGMENT

FOR THE SECOND QUARTER AND

FIRST HALF 2003

 

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

Upstream

Combined liquids and gas production by region

2Q03		2Q02		%			in kboe/d	1H03		1H02		%
	832		889		-6	%	Europe		897		889		+1	%
	716		662		+8	%	Africa		698		672		+4	%
	57		43		+33	%	North America		60		42		+43	%
	229		212		+8	%	Far East		222		220		+1	%
	461		389		+19	%	Middle East		457		400		+14	%
	208		187		+11	%	South America		173		166		+4	%
	6		5		+20	%	Rest of world		6		5		+20	%
	2,509		2,387		+ 5	%	Total		2,513		2,394		+ 5	%

Liquids production by region

2Q03		2Q02		%			in kboe/d	1H03		1H02		%
	451		472		-4	%	Europe		471		464		+2	%
	638		594		+7	%	Africa		623		600		+4	%
	4		5		-20	%	North America		4		5		-20	%
	25		22		+14	%	Far East		24		23		+4	%
	411		350		+17	%	Middle East		403		358		+13	%
	146		128		+14	%	South America		116		112		+4	%
	6		5		+20	%	Rest of world		6		5		+20	%
	1,681		1,576		+7	%	Total		1,647		1,567		+ 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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

Gas production by region

2Q03		2Q02		%			in Mcfd	1H03		1H02		%
	2,072		2,266		-9	%	Europe		2,316		2,315		-
	413		363		+14	%	Africa		399		381		+5	%
	289		203		+42	%	North America		303		199		+52	%
	1,148		1,091		+5	%	Far East		1,113		1,124		-1	%
	263		202		+30	%	Middle East		281		215		+31	%
	337		318		+6	%	South America		311		290		+7	%
	–		–		–		Rest of world		–		–		–
	4,522		4,443		+2	%	Total		4,723		4,524		+4	%

Downstream

Refinery throughput by region

2Q03		2Q02		%			in kb/d	1H03		1H02		%
	885		931		-5	%	France		893		921		-3	%
	1,184		1,203		-2	%	Rest of Europe		1,214		1,202		+1	%
	314		301		+4	%	Rest of world		302		299		+1	%
	2,383		2,435		-2	%	Total refinery throughput*		2,409		2,422		-1	%

* includes share of Cepsa

Chemicals

2Q03			2Q02			%			Chemicals — key figures (B€)	1S03			1S02			%
	4.19			5.16			-19	%	Sales		8.74			9.91			-12	%
	1.77			2.00			-12	%	• Base chemicals & polymers		3.90			3.79			+3	%
	0.95			1.04			-9	%	• Intermediates		1.89			2.01			-6	%
	1.47			2.11			-30	%	• Specialties*		2.95			4.08			-28	%
	–			0.01		ns			• Corporate — Chemicals		–			0.03		ns
	0.18			0.24			-25	%	Operating income**		0.30			0.36			-17	%
	0.05			0		ns			• Base chemicals & polymers		0.03			(0.07	)	ns
	0.05			0.09			-44	%	• Intermediates		0.10			0.18			-44	%
	0.11			0.17			-35	%	• Specialties *		0.21			0.30			-30	%
	(0.03	)		(0.02	)	ns			• Corporate — Chemicals		(0.04	)		(0.05	)	ns

*	the paints business was sold in February 2003
**	excluding non-recurring items

 

EX-99.6 8 y00665exv99w6.htm EX-99.6: CONSOLIDATED ACCOUNTS & THE NOTES THERETO

Exhibit 99.6

Total financial statements

Second quarter and first half 2003 consolidated accounts, French GAAP

CONSOLIDATED STATEMENTS OF INCOME
Total

2nd quarter			2nd quarter				1st half			1st half
2003			2002			Amounts in millions of euros (1)	2003			2002
(unaudited)			(unaudited)				(unaudited)			(unaudited)
	24,347			26,435		Sales		52,650			50,219
	(20,298	)		(22,352	)	Operating expenses		(43,508	)		(42,474	)
	(1,179	)		(1,324	)	Depreciation, depletion, and amortization		(2,408	)		(2,620	)
						Operating income
	(67	)		(40	)	Corporate		(122	)		(106	)
	2,937			2,799		Business segments *		6,856			5,231
	2,870			2,759		Total operating income		6,734			5,125
	(42	)		(32	)	Interest expense, net		(84	)		(67	)
	71			78		Dividend income on non-consolidated subsidiaries		76			84
	(1	)		(3	)	Dividends on subsidiaries' redeemable preferred shares		(3	)		(5	)
	(231	)		33		Other income (expense), net		(494	)		19
	(1,254	)		(1,437	)	Provision for income taxes		(2,851	)		(2,486	)
	275			174		Equity in income (loss) of affiliates		526			415
	1,688			1,572		Income before amortization of acquisition goodwill		3,904			3,085
	(36	)		(48	)	Amortization of acquisition goodwill		(66	)		(84	)
	1,652			1,524		Consolidated net income		3,838			3,001
	47			21		of which minority interest		113			69
	1,605			1,503		NET INCOME **		3,725			2,932
	2.52			2.23		Earnings per share (euro)***		5.80			4.37
	2,937			2,845		* Operating income from business segments, excluding non-recurring items		6,856			5,277
	1,719			1,526		Net operating income from business segments, excluding non-recurring items		3,770			2,882
	1,767			1,632		** Net income (Group share), excluding non-recurring items		3,887			3,051
	2.77			2.42		*** Earnings per share, excluding non-recurring items (euro)		6.05			4.54

(1) Except for earnings per share

CONSOLIDATED BALANCE SHEETS
Total

	Amounts in millions of euros
	June 30, 2003			March 31, 2003			December 31, 2002			June 30, 2002
	(unaudited)			(unaudited)						(unaudited)
ASSETS
NON-CURRENT ASSETS :
Intangible assets, net		2,205			2,248			2,752			2,977
Property, plant, and equipment, net		36,661			37,773			38,592			39,273
Equity affiliates : investments and loans		7,738			7,857			7,710			7,605
Other investments		1,235			1,221			1,221			1,180
Other non-current assets		3,669			3,851			3,735			2,916
Total non-current assets		51,508			52,950			54,010			53,951
CURRENT ASSETS :
Inventories, net		5,980			5,982			6,515			6,397
Accounts receivable, net		12,418			13,498			13,087			14,079
Prepaid expenses and other current assets		4,950			4,637			5,243			5,917
Short-term investments		1,663			1,489			1,508			1,283
Cash and cash equivalents		9,532			13,117			4,966			3,863
Total current assets		34,543			38,723			31,319			31,539
TOTAL ASSETS		86,051			91,673			85,329			85,490
LIABILITIES & SHAREHOLDERS’ EQUITY
SHAREHOLDERS’ EQUITY :
Common shares		6,881			6,874			6,872			7,101
Paid-in surplus and retained earnings		31,776			32,689			30,514			31,382
Cumulative translation adjustment		(1,946	)		(1,463	)		(830	)		(332	)
Treasury shares		(6,960	)		(6,001	)		(4,410	)		(5,388	)
Total shareholders’ equity		29,751			32,099			32,146			32,763
SUBSIDIARIES’ REDEEMABLE PREFERRED SHARES		438			459			477			501
MINORITY INTEREST		620			715			724			795
LONG-TERM LIABILITIES :
Deferred income taxes		6,106			6,121			6,390			6,427
Employee benefits		3,896			3,931			4,103			3,236
Other liabilities		6,462			6,708			6,150			5,971
Total long-term liabilities		16,464			16,760			16,643			15,634
LONG-TERM DEBT		9,906			10,728			10,157			11,000
CURRENT LIABILITIES :
Accounts payable		9,256			9,961			10,236			10,137
Other creditors and accrued liabilities		10,331			10,444			9,850			11,259
Short-term borrowings and bank overdrafts		9,285			10,507			5,096			3,401
Total current liabilities		28,872			30,912			25,182			24,797
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		86,051			91,673			85,329			85,490

CONSOLIDATED STATEMENTS OF CASH FLOWS
Total

2nd quarter			2nd quarter				1st half			1st half
2003			2002			Amounts in millions of euros	2003			2002
(unaudited)			(unaudited)				(unaudited)			(unaudited)
						CASH FLOW FROM OPERATING ACTIVITIES
	1,652			1,524		Consolidated net income		3,838			3,001
	1,266			1,447		Depreciation, depletion, and amortization		2,564			2,824
	240			73		Long-term liabilities, valuation allowances, and deferred taxes		(166	)		125
	101			120		Unsuccessful exploration costs		161			244
	(49	)		(175	)	(Gains)/Losses on sales of assets		155			(408	)
	(13)			71		Equity in income of affiliates (in excess of)/less than dividends received		(191	)		(132	)
	1			(13	)	Other changes, net		3			(11	)
	3,198			3,047		Cash flow from operating activities before changes in working capital		6,364			5,643
	(64	)		(197	)	(Increase)/Decrease in operating assets and liabilities		592			(335	)
	3,134			2,850		CASH FLOW FROM OPERATING ACTIVITIES (1)		6,956			5,308
						CASH FLOW FROM INVESTING ACTIVITIES
	(1,320	)		(1,733	)	Intangible assets and property, plant, and equipment additions		(2,531	)		(3,350	)
	(89	)		(106	)	Exploration expenditures charged to expenses		(142	)		(213	)
	8			(50	)	Acquisitions of subsidiaries, net of cash acquired		8			(105	)
	(33	)		(60	)	Investments in equity affiliates and other securities		(38	)		(107	)
	(74	)		(151	)	Increase in long-term loans		(299	)		(434	)
	(1,508	)		(2,100	)	Total expenditures		(3,002	)		(4,209	)
	49			25		Proceeds from sale of intangible assets and property, plant, and equipment		126			103
	2			5		Proceeds from sale of subsidiaries, net of cash sold		735			5
	66			339		Proceeds from sale of non-current investments		68			652
	40			94		Repayment of long-term loans		221			289
	157			463		Total divestitures		1,150			1,049
	(174	)		(317	)	(Increase)/Decrease in short-term investments		(155	)		(279	)
	(1,525	)		(1,954	)	CASH FLOW FROM INVESTING ACTIVITIES		(2,007	)		(3,439	)
						CASH FLOW FROM FINANCING ACTIVITIES
						Issuance and repayment of shares :
	44			437		Parent company's shareholders		45			443
	(959	)		(57	)	Share buy back		(2,550	)		(465	)
	16			8		Minority shareholders		23			18
	—			—		Subsidiaries' redeemable preferred shares		—			—
						Cash dividends paid :
	(2,571	)		(2,514	)	- Parent company's shareholders		(2,571	)		(2,514	)
	(96	)		(81	)	- Minority shareholders		(108	)		(84	)
	417			245		Net issuance/(repayment) of long-term debt		1,409			1,084
	(1,938	)		(4,222	)	Increase/(Decrease) in short-term borrowings and bank overdrafts		3,507			(395	)
	(1	)		(3	)	Other changes, net		(3	)		(5	)
	(5,088	)		(6,187	)	CASH FLOW FROM FINANCING ACTIVITIES		(248	)		(1,918	)
	(3,479	)		(5,291	)	Net increase/decrease in cash and cash equivalents		4,701			(49	)
	(106	)		263		Effect of exchange rates and changes in reporting entity on cash & cash equivalents		(135	)		338
	13,117			8,891		Cash and cash equivalents at the beginning of the year or period		4,966			3,574
	9,532			3,863		CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD		9,532			3,863

(1) including payments relating to the Toulouse AZF plant explosion, offset by a long-term liability write-back of 150 millions of euros for the second quarter 2003, 332 millions of euros for the first half 2003.

BUSINESS SEGMENTS INFORMATION
Total
(unaudited)

In millions of euros

2nd quarter 2003	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		4,268			15,885			4,190			4			—			24,347
- Intersegment sales		2,626			451			98			29			(3,204	)		—
Total sales		6,894			16,336			4,288			33			(3,204	)		24,347
Depreciation, depletion, and amortization of tangible assets		(777	)		(214	)		(186	)		(2	)					(1,179	)
Operating income		2,297			456			184			(67	)					2,870
Amortization of intangible assets and acquisition goodwill		(5	)		(30	)		(36	)		(4	)					(75	)
Equity in income (loss) of affiliates and other items		95			93			(202	)		188						174
Tax on net operating income		(1,169	)		(113	)		(43	)		51						(1,274	)
Net operating income		1,218			406			(97	)		168						1,695
Net cost of net debt																	(42	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(48	)
Net income																	1,605

2nd 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 and other items						(213	)		40				(173	)
Tax on net operating income						21			(10	)			11
Net operating income		—		—		(192	)		30				(162	)
Net cost of net debt													—
Minority interests and dividends on subsidiaries’ redeemable preferred shares													—
Net income													(162	)

2nd quarter 2003
(excluding non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		4,268			15,885			4,190			4			—			24,347
- Intersegment sales		2,626			451			98			29			(3,204	)		—
Total sales		6,894			16,336			4,288			33			(3,204	)		24,347
Depreciation, depletion, and amortization of tangible assets		(777	)		(214	)		(186	)		(2	)					(1,179	)
Operating income		2,297			456			184			(67	)					2,870
Amortization of intangible assets and acquisition goodwill		(5	)		(30	)		(36	)		(4	)					(75	)
Equity in income (loss) of affiliates and other items		95			93			11			148						347
Tax on net operating income		(1,169	)		(113	)		(64	)		61						(1,285	)
Net operating income		1,218			406			95			138						1,857
Net cost of net debt																	(42	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(48	)
Net income																	1,767

2nd quarter 2003	Upstream		Downstream		Chemicals			Corporate			Intercompany	Total
Gross expenditures		1,130		194		160			24				1,508
Divestitures at selling price		44		13		32			68				157
Cash flow from operating activities (1)		1,884		1,483		(104	)		(129	)			3,134

(1) In the Chemicals segment, this figure amounts to 46 millions of euros excluding an amount of 150 millions of euros paid relating to the Toulouse AZF plant explosion, offset by a long-term liability write-back.

BUSINESS SEGMENTS INFORMATION
Total
(unaudited)

In millions of euros

2nd quarter 2002	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		3,888			17,387			5,157			3			—			26,435
- Intersegment sales		2,843			368			106			29			(3,346	)		—
Total sales		6,731			17,755			5,263			32			(3,346	)		26,435
Depreciation, depletion, and amortization of tangible assets		(882	)		(224	)		(206	)		(12	)		—			(1,324	)
Operating income		2,295			262			242			(40	)		—			2,759
Amortization of intangible assets and acquisition goodwill		(6	)		(42	)		(63	)		(6	)					(117	)
Equity in income (loss) of affiliates and other items		87			47			(135	)		373						372
Tax on net operating income		(1,371	)		(60	)		(18	)		4						(1,445	)
Net operating income		1,005			207			26			331						1,569
Net cost of net debt																	(42	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(24	)
Net income																	1,503

2nd 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		(21	)												(21	)
Operating income		(30	)		(16	)									(46	)
Amortization of intangible assets and acquisition goodwill		—			—			—			—				—
Equity in income (loss) of affiliates and other items								(122	)		173				51
Tax on net operating income		(166	)		5			41			(39	)			(159	)
Net operating income		(196	)		(11	)		(81	)		134				(154	)
Net cost of net debt
Minority interests and dividends on subsidiaries’ redeemable preferred shares															25
Net income															(129	)

2nd quarter 2002
(excluding non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		3,888			17,387			5,157			3			—			26,435
- Intersegment sales		2,843			368			106			29			(3,346	)		—
Total sales		6,731			17,755			5,263			32			(3,346	)		26,435
Depreciation, depletion, and amortization of tangible assets		(861	)		(224	)		(206	)		(12	)					(1,303	)
Operating income		2,325			278			242			(40	)					2,805
Amortization of intangible assets and acquisition goodwill		(6	)		(42	)		(63	)		(6	)					(117	)
Equity in income (loss) of affiliates and other items		87			47			(13	)		200						321
Tax on net operating income		(1,205	)		(65	)		(59	)		43						(1,286	)
Net operating income		1,201			218			107			197						1,723
Net cost of net debt																	(42	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(49	)
Net income																	1,632

2nd quarter 2002	Upstream		Downstream		Chemicals		Corporate		Intercompany	Total
Gross expenditures		1,556		228		284		32			2,100
Divestitures at selling price		106		47		9		301			463
Cash flow from operating activities		1,705		805		48		292			2,850

BUSINESS SEGMENTS INFORMATION
Total
(unaudited)

In millions of euros

1st half 2003	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		9,290			34,603			8,743			14						52,650
- Intersegment sales		5,790			1,151			249			58			(7,248	)		—
Total sales		15,080			35,754			8,992			72			(7,248	)		52,650
Depreciation, depletion, and amortization of tangible assets		(1,606	)		(424	)		(366	)		(12	)					(2,408	)
Operating income		5,322			1,235			299			(122	)					6,734
Amortization of intangible assets and acquisition goodwill		(8	)		(48	)		(69	)		(10	)					(135	)
Equity in income (loss) of affiliates and other items		159			156			(395	)		298						218
Tax on net operating income		(2,850	)		(352	)		129			182						(2,891	)
Net operating income		2,623			991			(36	)		348						3,926
Net cost of net debt																	(85	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(116	)
Net income																	3,725

1st half 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 and other items						(213	)		40				(173	)
Tax on net operating income						21			(10	)			11
Net operating income		—		—		(192	)		30				(162	)
Net cost of net debt													—
Minority interests and dividends on subsidiaries’ redeemable preferred shares													—
Net income													(162	)

1st half 2003
(excluding non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		9,290			34,603			8,743			14			—			52,650
- Intersegment sales		5,790			1,151			249			58			(7,248	)		—
Total sales		15,080			35,754			8,992			72			(7,248	)		52,650
Depreciation, depletion, and amortization of tangible assets		(1,606	)		(424	)		(366	)		(12	)					(2,408	)
Operating income		5,322			1,235			299			(122	)					6,734
Amortization of intangible assets and acquisition goodwill		(8	)		(48	)		(69	)		(10	)					(135	)
Equity in income (loss) of affiliates and other items		159			156			(182	)		258						391
Tax on net operating income		(2,850	)		(352	)		108			192						(2,902	)
Net operating income		2,623			991			156			318						4,088
Net cost of net debt																	(85	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(116	)
Net income																	3,887

1st half 2003	Upstream		Downstream		Chemicals			Corporate			Intercompany	Total
Gross expenditures		2,296		319		335			52				3,002
Divestitures at selling price		224		57		787			82				1,150
Cash flow from operating activities (1)		4,455		3,043		(185	)		(357	)			6,956

(1) In the Chemicals segment, this figure amounts to 147 millions of euros excluding an amount of 332 millions of euros paid relating to the Toulouse AZF plant explosion, offset by a long-term liability write-back.

BUSINESS SEGMENTS INFORMATION
Total
(unaudited)

In millions of euros

1st half 2002	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		8,017			32,290			9,905			7			—			50,219
- Intersegment sales		5,463			733			181			53			(6,430	)		—
Total sales		13,480			33,023			10,086			60			(6,430	)		50,219
Depreciation, depletion, and amortization of tangible assets		(1,732	)		(453	)		(413	)		(22	)					(2,620	)
Operating income		4,311			557			363			(106	)					5,125
Amortization of intangible assets and acquisition goodwill		(11	)		(64	)		(103	)		(7	)					(185	)
Equity in income (loss) of affiliates and other items		228			120			(341	)		664						671
Tax on net operating income		(2,457	)		(156	)		14			76						(2,523	)
Net operating income		2,071			457			(67	)		627						3,088
Net cost of net debt																	(82	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(74	)
Net income																	2,932

1st half 2002
(non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany	Total
- Non-Group sales
- Intersegment sales
Total sales
Depreciation, depletion, and amortization of tangible assets		(21	)												(21	)
Operating income		(30	)		(16	)									(46	)
Amortization of intangible assets and acquisition goodwill
Equity in income (loss) of affiliates and other items								(321	)		355				34
Tax on net operating income		(166	)		5			107			(78	)			(132	)
Net operating income		(196	)		(11	)		(214	)		277				(144	)
Net cost of net debt
Minority interests and dividends on subsidiaries’ redeemable preferred shares															25
Net income															(119	)

1st half 2002
(excluding non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		8,017			32,290			9,905			7			—			50,219
- Intersegment sales		5,463			733			181			53			(6,430	)		—
Total sales		13,480			33,023			10,086			60			(6,430	)		50,219
Depreciation, depletion, and amortization of tangible assets		(1,711	)		(453	)		(413	)		(22	)					(2,599	)
Operating income		4,341			573			363			(106	)					5,171
Amortization of intangible assets and acquisition goodwill		(11	)		(64	)		(103	)		(7	)					(185	)
Equity in income (loss) of affiliates and other items		228			120			(20	)		309						637
Tax on net operating income		(2,291	)		(161	)		(93	)		154						(2,391	)
Net operating income		2,267			468			147			350						3,232
Net cost of net debt																	(82	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(99	)
Net income																	3,051

1st half 2002	Upstream		Downstream		Chemicals		Corporate		Intercompany	Total
Gross expenditures		3,199		360		540		110			4,209
Divestitures at selling price		329		82		41		597			1,049
Cash flow from operating activities		3,397		1,386		38		487			5,308

TOTAL

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR

THE FIRST HALF OF 2003

I. ACCOUNTING POLICIES

The consolidated financial statements of Total 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 June 30, 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 half 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 half 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.

1

III. NON-RECURRING ITEMS

NON-RECURRING ITEMS OF OPERATING INCOME

(in millions of euros)		Upstream			Downstream			Chemicals		Corporate		Total
First half 2003	Restructuring charges		—			—			—		—		—
	Asset impairment		—			—			—		—		—
	Early retirement plan		—			—			—		—		—
	Other items		—			—			—		—		—
	Gain on assets' sales		—			—			—		—		—
Total			—			—			—		—		—
First half 2002	Restructuring charges		—			(16	)		—		—		(16	)
	Asset impairment		(21	)		—			—		—		(21	)
	Early retirement plan		—			—			—		—		—
	Other items		(9	)		—			—		—		(9	)
	Gain on assets' sales		—			—			—		—		—
Total			(30	)		(16	)		—		—		(46	)

NON-RECURRING ITEMS OF NET INCOME

(in millions of euros)		Upstream			Downstream			Chemicals			Corporate		Total
First half 2003	Restructuring charges		—			—			(34	)		—		(34	)
	Asset impairment		—			—			—			—		—
	Early retirement plan		—			—			—			—		—
	Other items		—			—			(158	)		—		(158	)
	Gain on assets' sales		—			—			—			30		30
	AZF plant explosion - Toulouse		—			—			—			—		—
Total			—			—			(192	)		30		(162	)
First half 2002	Restructuring charges		—			(11	)		(65	)		—		(76	)
	Asset impairment		(14	)		—			—			—		(14	)
	Early retirement plan		—			—			—			—		—
	Other items		(157	)		—			—			—		(157	)
	Gain on assets' sales		—			—			—			277		277
	AZF plant explosion - Toulouse		—			—			(149	)		—		(149	)
Total			(171	)		(11	)		(214	)		277		(119	)

The non-recurring items that had a positive impact in the first half 2003 include gains on the sale of Sanofi-Synthélabo shares, while the negative impacts include, in the Chemicals segment, a restructuring charge and a 155 M€ provision related to investigations of anti-trust practices by the European Commission.

In the first half of 2003, the European Commission commenced 11 new investigations into alleged anticompetitive practices involving certain products sold by Atofina or its subsidiaries. The Commission also issued in 2003 a statement of objections in respect of a product covered by an earlier investigation. Atofina is cooperating with the Commission and has implemented a compliance program since the beginning of 2001.

The Group has increased the provision of 45 M€ existing in its accounts at December 31,2002 to 200 M€ at June 30, 2003. Because of the Commission’s discretionary powers, the financial effect of these investigations could differ from the amount of the provision. The Company is, however, of the opinion that the ultimate outcome of such antitrust proceedings should not have a material adverse impact on its financial position, cash flows or earnings.

2

In the first half of 2002, the non-recurring items that had a positive impact were composed of gains on sales of financial participations. Those that were negative included primarily the deferred tax impact of the change in UK tax laws for exploration and production activities, restructuring charges in the Downstream and Chemicals segments and an increase in the provision related to the explosion at the Toulouse fertilizer plant.

IV. SHAREHOLDERS’ EQUITY

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

As of June 30, 2003, TOTAL S.A. held 41,537,375 of its own shares, representing 6.04% of its share capital, detailed as follows:

– 10,472,375 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,

– 31,065,000 shares, of which 10,450,000 shares were purchased in the last quarter 2002, and 20,615,000 during the first half of 2003, pursuant to the authorization granted by the Ordinaries and Extraordinaries Shareholders’ Meetings held on May 7, 2002 and on May 6, 2003, and that are deducted from the consolidated shareholders’ equity.

Shares held by the subsidiaries

As of June 30, 2003, TOTAL S.A. held indirectly, through its subsidiaries 25,082,817 of its own shares, representing 3.64% of its share capital and unchanged since December 31, 2002, detailed as follows:

– 505,918 shares held by a consolidated subsidiary, Total Nucléaire, indirectly controlled by TOTAL 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.

3

Consolidated statements of changes in shareholders’ equity

							Paid-in
	Common shares issued						surplus and			Cumulative			Treasury shares
							retained			translation									Shareholders’
(in millions of euros)	Number			Amount			earnings			adjustments			Number			Amount			equity
As of December 31, 2001		705,934,959			7,059			30,544			1,252			(37,349,899	)		(4,923	)		33,932
Cash dividend		—			—			(2,514	)		—			—			—			(2,514	)
Net income of the first half of 2002		—			—			2,932			—			—			—			2,932
Elf and Petrofina transactions		377,720			2			16			—			—			—			18
Other issuance of common shares		3,847,881			40			403			—			—			—			443
Purchase of treasury shares		—			—			—			—			(2,955,245	)		(465	)		(465	)
Cancellation of repurchased shares		—			—			—			—			—			—			—
Translation adjustments		—			—			—			(1,584	)		—			—			(1,584	)
Other changes, net		—			—			1			—			—			—			1
As of June 30, 2002		710,160,560			7,101			31,382			(332	)		(40,305,144	)		(5,388	)		32,763
Cash dividend		—			—			—			—			—			—			—
Net income from July 1st to December 31st		—			—			3,009			—			—			—			3,009
Elf and Petrofina transactions		186,751			4			5			—			—			—			9
Other issuance of common shares		286,444			1			17			—			—			—			18
Purchase of treasury shares		—			—			—			—			(18,165,000	)		(2,480	)		(2,480	)
Cancellation of repurchased shares		(23,443,245	)		(234	)		(3,224	)		—			23,443,245			3,458			—
Translation adjustments		—			—			—			(498	)		—			—			(498	)
Other changes, net		—			—			(675	)		—			—			—			(675	)
As of December 31, 2002		687,190,510			6,872			30,514			(830	)		(35,026,899	)		(4,410	)		32,146
Cash dividend		—			—			(2,571	)		—			—			—			(2,571	)
Net income of the first half of 2003		—			—			3,725			—			—			—			3,725
Elf transactions		449,312			4			19			—			—			—			23
Other issuance of common shares		528,528			5			40			—			—			—			45
Purchase of treasury shares		—			—			—			—			(20,615,000	)		(2,550	)		(2,550	)
Cancellation of repurchased shares		—			—			—			—			—			—			—
Translation adjustments		—			—			—			(1,116	)		—			—			(1,116	)
Other changes, net (1)		—			—			49			—			—			—			49
As of June 30, 2003		688,168,350			6,881			31,776			(1,946	)		(55,641,899	)		(6,960	)		29,751

(1)	The change in the category “Other” 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 half of 2003.

4

VI. LONG-TERM DEBT

The Group has issued debenture loans through its subsidiary TotalFinaElf Capital during the first half 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)

– Debenture 3,5% 2003-2008 (100 million EUR)

– Debenture 3,5% 2003-2008 (150 million EUR)

– Debenture 2% 2003-2008 (300 million CHF)

The Group has reimbursed two debenture loans during the first half of 2003 :

– Debenture 2,25% 1998-2003 (200 million CHF)

– Debenture 2,25% 1998-2003 (150 million CHF)

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.

5

INFORMATION BY BUSINESS SEGMENT

In millions of euros

1st half 2003	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		9,290			34,603			8,743			14						52,650
- Intersegment sales		5,790			1,151			249			58			(7,248	)		—
Total sales		15,080			35,754			8,992			72			(7,248	)		52,650
Depreciation, depletion, and amortization of tangible assets		(1,606	)		(424	)		(366	)		(12	)					(2,408	)
Operating income		5,322			1,235			299			(122	)					6,734
Amortization of intangible assets and acquisition goodwill		(8	)		(48	)		(69	)		(10	)					(135	)
Equity in income (loss) of affiliates and other items		159			156			(395	)		298						218
Tax on net operating income		(2,850	)		(352	)		129			182						(2,891	)
Net operating income		2,623			991			(36	)		348						3,926
Net cost of net debt																	(85	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(116	)
Net income																	3,725

1st half 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 and other items						(213	)		40				(173	)
Tax on net operating income						21			(10	)			11
Net operating income		—		—		(192	)		30				(162	)
Net cost of net debt													—
Minority interests and dividends on subsidiaries’ redeemable preferred shares													—
Net income													(162	)

1st half 2003
(excluding non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		9,290			34,603			8,743			14			—			52,650
- Intersegment sales		5,790			1,151			249			58			(7,248	)		—
Total sales		15,080			35,754			8,992			72			(7,248	)		52,650
Depreciation, depletion, and amortization of tangible assets		(1,606	)		(424	)		(366	)		(12	)					(2,408	)
Operating income		5,322			1,235			299			(122	)					6,734
Amortization of intangible assets and acquisition goodwill		(8	)		(48	)		(69	)		(10	)					(135	)
Equity in income (loss) of affiliates and other items		159			156			(182	)		258						391
Tax on net operating income		(2,850	)		(352	)		108			192						(2,902	)
Net operating income		2,623			991			156			318						4,088
Net cost of net debt																	(85	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(116	)
Net income																	3,887

1st half 2003	Upstream		Downstream		Chemicals			Corporate			Intercompany	Total
Gross expenditures		2,296		319		335			52				3,002
Divestitures at selling price		224		57		787			82				1,150
Cash flow from operating activities (1)		4,455		3,043		(185	)		(357	)			6,956

(1) In the Chemicals segment, this figure amounts to 147 millions of euros excluding an amount of 332 millions of euros paid relating to the Toulouse AZF plant explosion, offset by a long-term liability write-back.

6

In millions of euros

1st half 2002	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		8,017			32,290			9,905			7			—			50,219
- Intersegment sales		5,463			733			181			53			(6,430	)		—
Total sales		13,480			33,023			10,086			60			(6,430	)		50,219
Depreciation, depletion, and amortization of tangible assets		(1,732	)		(453	)		(413	)		(22	)					(2,620	)
Operating income		4,311			557			363			(106	)					5,125
Amortization of intangible assets and acquisition goodwill		(11	)		(64	)		(103	)		(7	)					(185	)
Equity in income (loss) of affiliates and other items		228			120			(341	)		664						671
Tax on net operating income		(2,457	)		(156	)		14			76						(2,523	)
Net operating income		2,071			457			(67	)		627						3,088
Net cost of net debt																	(82	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(74	)
Net income																	2,932

1st half 2002
(non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany	Total
- Non-Group sales
- Intersegment sales
Total sales
Depreciation, depletion, and amortization of tangible assets		(21	)												(21	)
Operating income		(30	)		(16	)									(46	)
Amortization of intangible assets and acquisition goodwill
Equity in income (loss) of affiliates and other items								(321	)		355				34
Tax on net operating income		(166	)		5			107			(78	)			(132	)
Net operating income		(196	)		(11	)		(214	)		277				(144	)
Net cost of net debt Minority interests and dividends on subsidiaries’ redeemable preferred shares															25
Net income															(119	)

1st half 2002
(excluding non-recurring items)	Upstream			Downstream			Chemicals			Corporate			Intercompany			Total
- Non-Group sales		8,017			32,290			9,905			7			—			50,219
- Intersegment sales		5,463			733			181			53			(6,430	)		—
Total sales		13,480			33,023			10,086			60			(6,430	)		50,219
Depreciation, depletion, and amortization of tangible assets		(1,711	)		(453	)		(413	)		(22	)					(2,599	)
Operating income		4,341			573			363			(106	)					5,171
Amortization of intangible assets and acquisition goodwill		(11	)		(64	)		(103	)		(7	)					(185	)
Equity in income (loss) of affiliates and other items		228			120			(20	)		309						637
Tax on net operating income		(2,291	)		(161	)		(93	)		154						(2,391	)
Net operating income		2,267			468			147			350						3,232
Net cost of net debt																	(82	)
Minority interests and dividends on subsidiaries’ redeemable preferred shares																	(99	)
Net income																	3,051

1st half 2002	Upstream		Downstream		Chemicals		Corporate		Intercompany	Total
Gross expenditures		3,199		360		540		110			4,209
Divestitures at selling price		329		82		41		597			1,049
Cash flow from operating activities		3,397		1,386		38		487			5,308

7 EX-99.7 9 y00665exv99w7.htm EX-99.7: SALES IN THE 1ST HALF OF 2003

 
 

Exhibit 99.7

TOTAL S.A.’s SALES IN THE FIRST HALF OF 2003

1. CONSOLIDATED SALES

		2003		2002
		TOTAL		TOTAL
		(million euros)		(million euros)
UPSTREAM
	First quarter		8,186		6,749
	Second quarter		6,894		6,731
			15,080		13,480
DOWNSTREAM
	First quarter		19,418		15,268
	Second quarter		16,336		17,755
			35,754		33,023
CHEMICALS
	First quarter		4,704		4,823
	Second quarter		4,288		5,263
			8,992		10,086
HOLDING
	First quarter		39		28
	Second quarter		33		32
			72		60
Consolidation eliminations of internal sales
	First quarter		-4,044		-3,084
	Second quarter		-3,204		-3,346
			-7,248		-6,430
CONSOLIDATED SALES
	First quarter		28,303		23,784
	Second quarter		24,347		26,435
			52,650		50,219

Consolidated sales increased by 5% to 52,650 million euros in the first half of 2003 from 50,219 million euros in the first half of 2002. This variance is primarily due to the 24% increase in the average Brent oil price at 28.7 $/b in the first half of 2003 from 23.1 $/b a year ago and to the strong rebound in the refining margins which more than offset the drop in the value of the dollar relative to the euro. The average euro-dollar exchange rate was $1.10 per euro in the first half of 2003 compared to $0.90 in the first half of 2002.

2. PARENT COMPANY’s SALES

		2003		2002
		(million euros)		(million euros)
OIL & GAS SALES
	First quarter		1,230		935
	Second quarter		989		1,074
			2,219		2,009
SERVICES PERFORMED
	First quarter		294		212
	Second quarter		289		305
			583		517
GLOBAL AMOUNT
	First quarter		1,524		1,147
	Second quarter		1,278		1,379
			2,802		2,526

EX-99.8 10 y00665exv99w8.htm EX-99.8:TOTAL AND ADNOC SIGN A MEMORANDUM

Exhibit 99.8

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

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 S.A.
Capital 6 772 905 100 euros
542 051 180 R.C.S. Nanterre

www.total.com

FOR IMMEDIATE RELEASE

Total and ADNOC sign a memorandum of understanding for the construction of a melamine plant in Abu Dhabi

Paris, August 8, 2003 — Total and the Abu Dhabi National Oil Company (ADNOC) signed a memorandum of understanding for the development and construction of a melamine plant in Abu Dhabi by the jointly owned Ruwais Fertilizer Industries (Fertil).

Created in 1980, Fertil is a joint venture between ADNOC (66.66%) and Total (33.33%) set-up to run a nitrogen fertilizer plant and market ammonia and urea primarily in Asia.

The melamine plant is planned to enter into production by the end of 2006 with an annual capacity of 50,000 tons. Fertil will supply urea, the main feedstock. The global investment will be around 100 million euros.

The melamine production is expected to target supplying Atofina in Europe. Melamine is used primarily to manufacture resins for the wood based panel and flooring industries. Furniture, housing and construction sectors are the main users of these resins.

This project consolidates Total’s presence in the United Arab Emirates and provides Atofina, the Group’s chemical branch, a regular and long term supply of melamine in the Middle East.

* * * * *

Total is the fourth largest oil and gas company in the world with operations in more than 120 countries. Total’s activities cover the whole energy chain of the petroleum industry: exploration, oil and gas production, refining and marketing, trading and power generation. The Group is also a major player in chemicals through its chemicals branch, Atofina. Total has 121,000 employees worldwide. More information can be found on the company’s website: www.total.com

 

EX-99.6

EX-99.6: CONSOLIDATED ACCOUNTS & THE NOTES THERETO

EX-99.7

EX-99.7: SALES IN THE 1ST HALF OF 2003

EX-99.8

EX-99.8:TOTAL AND ADNOC SIGN A MEMORANDUM