6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF

THE SECURITIES EXCHANGE ACT OF 1934

February 10, 2017

Commission File Number 001-10888

TOTAL S.A.

(Translation of registrant’s name into English)

2, place Jean Millier

La Défense 6

92400 Courbevoie

France

(Address of principal executive offices)

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

Form 20-F ☒        Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

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

Yes  ☐        No  ☒

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-            .)

THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM F-3 (NOS. 333-203476, 333-203476-01, 333-203476-02 AND 333-203476-03) OF TOTAL S.A., TOTAL CAPITAL INTERNATIONAL, TOTAL CAPITAL CANADA LTD. AND TOTAL CAPITAL AND THE REGISTRATION STATEMENTS ON FORM S-8 (333-144415, 333-150365, 333-169828, 333-172832, 333-183144, 333-185168, 333-199735 AND 333-215803) OF TOTAL S.A., AND TO BE PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

TOTAL S.A. is providing on this Form 6-K its results for the fourth quarter of 2016 and the year ended December 31, 2016, and a description of certain recent developments relating to its business, as well as a capitalization table as of December 31, 2016, and a ratio of earnings to fixed charges for each of the five years ended December 31, 2016, 2015, 2014, 2013 and 2012, together with the computation of the ratio of earnings to fixed charges.

TABLE OF CONTENTS

EX-99.1: Results for the Fourth Quarter of 2016 and the Year Ended December 31, 2016

EX-99.2: Recent Developments

EX-99.3: Ratio of Earnings to Fixed Charges and Capitalization and Indebtedness

EX-99.4: Computation of Ratio of Earnings to Fixed Charges

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: February 10, 2017	By:	/s/ JEAN-PIERRE SBRAIRE
		Name: Jean-Pierre SBRAIRE
		Title:   Treasurer

Exhibit Index

Exhibit 99.1	Results for the Fourth Quarter of 2016 and the Year Ended December 31, 2016
Exhibit 99.2	Recent Developments
Exhibit 99.3	Ratio of Earnings to Fixed Charges and Capitalization and Indebtedness
Exhibit 99.4	Computation of Ratio of Earnings to Fixed Charges

EX-99.1

Exhibit 99.1

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

The financial information in this Form 6-K concerning TOTAL S.A. and its subsidiaries and affiliates (collectively, “TOTAL” or the “Group”) with respect to the fourth quarter of 2016 and the year ended December 31, 2016, has been derived from TOTAL’s unaudited consolidated financial statements for the fourth quarter of 2016 and year ended December 31, 2016. The following discussion should be read in conjunction with the financial information provided elsewhere in this exhibit and with the information, including TOTAL’s audited consolidated financial statements and related notes, provided in TOTAL’s Annual Report on Form 20-F for the year ended December 31, 2015, filed with the Securities and Exchange Commission (“SEC”) on March 16, 2016.

A. KEY FIGURES

4Q16		3Q16			4Q15			4Q16 vs 4Q15			in millions of dollars (except earnings per share and number of shares)	2016			2015		2016 vs 2015
	42,275		37,412			37,749			+12	%	Sales		149,743			165,357		-9	%
											Adjusted net operating income from business segments(a)
	1,131		877			748			+51	%	• Upstream		3,633			4,774		-24	%
	1,138		917			1,007			+13	%	•  Refining & Chemicals		4,201			4,889		-14	%
	411		545			530			-22	%	• Marketing & Services		1,586			1,699		-7	%
	409		531			600			-32	%	Equity in net income (loss) of affiliates		2,214			2,361		-6	%
	0.20		0.79			(0.71	)		n/a		Fully-diluted earnings per share ($)		2.51			2.16		+16	%
	2,433		2,404			2,329			+4	%	Fully-diluted weighted-average shares (millions)		2,390			2,304		+4	%
	548		1,954			(1,626	)		n/a		Net income (Group share)		6,196			5,087		+22	%
	5,855		5,201			6,594			-11	%	Investments(b)		20,530			28,033		-27	%
	927		192			2,297			-60	%	Divestments		2,877			7,584		-62	%
	4,928		5,116			4,289			+15	%	Net investments(c)		17,757			20,360		-13	%
	4,728		4,082			4,289			-26	%	Organic investments(d)		17,484			22,976		-24	%
	7,018		4,740			4,838			+4	%	Cash flow from operations		16,521			19,946		-17	%
	(1,913)		(265	)		(932	)		n/a		• Includes changes in working capital		(1,119	)		1,683		n/a

^(a)  Adjusted results are defined as income using replacement cost, adjusted for special items, excluding the impact of changes for fair value. See “Analysis of business segment results” below for further details.

^(b)  Including acquisitions and increases in non-current loans.

^(c)  “Net investments” = investments – divestments – repayment of non-current loans – other operations with non-controlling interests. See page 10 of this exhibit.

^(d)  “Organic investments” = net investments excluding acquisitions, asset sales and other operations with non-controlling interests. See page 10 of this exhibit.

B. ANALYSIS OF BUSINESS SEGMENT RESULTS

The financial information for each business segment is reported on the same basis as that used internally by the chief operating decision-maker in assessing segment performance and the allocation of segment resources. Due to their particular nature or significance, certain transactions qualifying as “special items” are excluded from the business segment figures. In general, special items relate to transactions that are significant, infrequent or unusual. In certain instances, certain transactions such as restructuring costs or asset disposals, which are not considered to be representative of the normal course of business, may qualify as special items although they may have occurred in prior years or are likely to recur in following years.

In accordance with IAS 2, the Group values inventories of petroleum products in its financial statements according to the First-In, First-Out (FIFO) method and other inventories using the weighted-average cost method. Under the FIFO method, the cost of inventory is based on the historic cost of acquisition or manufacture rather than the current replacement cost. In volatile energy markets, this can have a significant distorting effect on the reported income. Accordingly, the adjusted results of the Refining & Chemicals and Marketing & Services segments are presented according to the replacement cost method in order to facilitate the comparability of the Group’s results with those of its competitors and to help illustrate the operating performance of these segments excluding the impact of oil price changes on the replacement of inventories. In the replacement cost method, which approximates the Last-In, First-Out (LIFO) method, the variation of inventory values in the statement of income is, depending on the nature of the inventory, determined using either the month-end price differential between one period and another or the average prices of the period. The inventory valuation effect is the difference between the results under the FIFO and replacement cost methods.

1

The effect of changes in fair value presented as an adjustment item reflects, for trading inventories and storage contracts, differences between internal measures of performance used by TOTAL’s management and the accounting for these transactions under IFRS, which requires that trading inventories be recorded at their fair value using period-end spot prices. In order to best reflect the management of economic exposure through derivative transactions, internal indicators used to measure performance include valuations of trading inventories recorded at their fair value based on forward prices. Furthermore, TOTAL, in its trading activities, enters into storage contracts, the future effects of which are recorded at fair value in the Group’s internal economic performance. IFRS, by requiring accounting for storage contracts on an accrual basis, precludes recognition of this fair value effect.

The adjusted business segment results (adjusted operating income and adjusted net operating income) are defined as replacement cost results, adjusted for special items, excluding the effect of changes in fair value. For further information on the adjustments affecting operating income on a segment-by-segment basis, and for a reconciliation of segment figures to figures reported in TOTAL’s interim consolidated financial statements, see pages 22-28 of this exhibit.

The Group measures performance at the segment level on the basis of net operating income and adjusted net operating income. Net operating income comprises operating income of the relevant segment after deducting the amortization and the depreciation of intangible assets other than leasehold rights, translation adjustments and gains or losses on the sale of assets, as well as all other income and expenses related to capital employed (dividends from non-consolidated companies, income from equity affiliates and capitalized interest expenses) and after income taxes applicable to the above. The income and expenses not included in net operating income that are included in net income are interest expenses related to long-term liabilities net of interest earned on cash and cash equivalents, after applicable income taxes (net cost of net debt and non-controlling interests). Adjusted net operating income excludes the effect of the adjustments (special items and the inventory valuation effect) described above.

B.1. Upstream segment

- Environment — liquids and gas price realizations^(a)

4Q16		3Q16		4Q15		4Q16 vs 4Q16				2016		2015		2016 vs 2015
	49.3		45.9		43.8		+13	%	Brent ($/b)		43.7		52.4		-17	%
	46.1		41.4		38.1		+21	%	Average liquids price ($/b)		40.4		47.4		-15	%
	3.89		3.45		4.45		-13	%	Average gas price ($/Mbtu)		3.56		4.75		-25	%
	35.6		32.4		33.1		+8	%	Average hydrocarbons price ($/boe)		31.9		39.2		-19	%

^(a) Consolidated subsidiaries, excluding fixed margins.

- Production

4Q16	3Q16		4Q15		4Q16 vs 4Q16			hydrocarbon production	2016		2015		2016 vs 2015
2,462		2,443		2,352		+5	%	Combined production (kboe/d)		2,452		2,347		+4	%
1,257		1,290		1,251		—		• Liquids (kb/d)		1,271		1,237		+3	%
6,597		6,286		5,993		+10	%	• Gas (Mcf/d)		6,447		6,054		+6	%

Hydrocarbon production was 2,462 thousand barrels of oil equivalent per day (kboe/d) in the fourth quarter 2016, an increase of 4.7% compared to the fourth quarter 2015, due to the following:

• +7% due to new start ups and ramp ups, notably Laggan-Tormore, Surmont Phase 2, Kashagan, Incahuasi, Moho Phase 1b, Angola LNG and Vega Pleyade;

• +1% due to the acquisition of an additional 75% interest in the Barnett field in the United States; and

• -3% due to natural field decline and maintenance operations

For the full-year 2016, hydrocarbon production was 2,452 kboe/d, an increase of 4.5% compared to 2015, due to the following:

• +6% due to new start ups and ramp ups, notably Laggan-Tormore, Surmont Phase 2, Termokarstovoye, Gladstone LNG, Moho Phase 1b, and Vega Pleyade, and Incahuasi; and

• -1.5% due to the security situation in Nigeria and Yemen, and wild fires in Canada.

• Natural field decline was offset by PSC price effect ⁽¹⁾ and portfolio effects.

⁽¹⁾  The “price effect” refers to the impact of changing hydrocarbon prices on entitlement volumes from production sharing and buyback contracts. For example, as the price of oil or gas increases above certain pre-determined levels, TOTAL’s share of production generally decreases.

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- Results

4Q16		3Q16			4Q15			4Q16 vs 4Q15			in millions of dollars	2016			2015			2016 vs 2015
	4,475		3,398			3,457			+29	%	Non-Group sales		14,683			16,840			-13	%
	(638)		665			(5,106	)		-88	%	Operating income		(274	)		(2,941	)		-91	%
	1,872		116			5,511			x2.9		Adjustments affecting operating income		3,011			7,866			x2.6
	1,234		781			405			+205	%	Adjusted operating income(a)		2,737			4,925			-44	%
	44.5%		28.1	%		55.1	%				Effective tax rate(b)		26.6	%		45.5	%
	1,131		877			748			+51	%	Adjusted net operating income(a)		3,633			4,774			-24	%
	446		260			415			+7	%	• Includes adjusted income from equity affiliates(c)		1,427			1,723			-17	%
	4,611		3,648			5,293			-13	%	Investments		16,035			24,270			-34	%
	839		129			1,402			-40	%	Divestments		2,331			3,215			-27	%
	3,552		3,356			5,108			-30	%	Organic investments		14,316			20,508			-30	%
	4,199		2,380			2,624			+60	%	Cash flow from operating activities		9,675			11,182			-13	%

^(a)  Detail of adjustment items shown in the business segment information starting on page 22 of this exhibit.

^(b)  “Effective tax rate” = tax on adjusted net operating income / (adjusted net operating income – income from equity affiliates – dividends received from investments – impairment of goodwill + tax on adjusted net operating income).

^(c)  Includes foreign exchange effect on Yamal LNG financing, which is reversed for total adjusted net operating income.

Cash flow from operating activities in the fourth quarter 2016 excluding the change in working capital at replacement cost of -$1,150 million (-$110 million in the fourth quarter 2015) was $3,049 million, an increase of 21% compared to $2,514 million in the fourth quarter 2015, notably due to a combination of an increase in production, decrease in operating costs and higher hydrocarbon prices. Cash flow from operating activities increased by 76% compared to the third quarter 2016, essentially due to a reduction in working capital requirements of nearly $1.2 billion since the end of the third quarter 2016. For the full-year 2016, cash flow from operating activities excluding the change in working capital at replacement cost of $237 million (-$3 million in 2015) was $9,912 million, a decrease of 11% compared to $11,179 million in 2015, essentially due to the decrease in hydrocarbon prices, partially offset by the increase in production and decrease in operating costs.

The Upstream segment’s adjusted net operating income was:

• $1,131 million in the fourth quarter 2016, an increase of 51% compared to the fourth quarter 2015, essentially due to the increase in production, decrease in operating costs and higher hydrocarbon prices. The effective tax rate increased compared to the third quarter 2016, linked to the rise in hydrocarbon prices; and

• $3,633 million for the full-year 2016, a decrease of 24% compared to 2015. The increase in production combined with the decrease in operating costs as well as the lower effective tax rate partially offset the impact of lower hydrocarbon prices.

Adjusted net operating income for the Upstream segment excludes special items. In the fourth quarter 2016, the exclusion of special items had a positive impact on the segment’s adjusted net operating income of $1,822 million, consisting essentially of impairments on Gladstone LNG in Australia, Angola LNG, and Laggan-Tormore in the United Kingdom, reflecting the decrease in gas price assumptions for the coming years, compared to a positive impact in the fourth quarter 2015 of $3,955 million, which included an impairment on Gladstone LNG in Australia, an adjustment to depreciation on Usan in Nigeria following the cancellation of the sale process and the impairment of exploration projects that will not be developed.

Technical costs for consolidated affiliates, calculated in accordance with ASC 932⁽¹⁾, were reduced to $20.4/boe in 2016 compared to $23.0/boe in 2015. This decrease was essentially due to the reduction in operating costs from $7.4/boe in 2015 to $5.9/boe in 2016.

⁽¹⁾  FASB Accounting Standards Codification Topic 932, Extractive industries – Oil and Gas.

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B.2. Refining & Chemicals segment

- Refinery throughput and utilization rates^(a)

4Q16		3Q16			4Q15			4Q16 vs 4Q15				2016			2015			2016 vs 2015
	2,010		1,947			2,012			—		Total refinery throughput(kb/d)		1,965			2,023			-3	%
	717		681			682			+5	%	• France		669			674			-1	%
	787		771			831			-5	%	• Rest of Europe		802			849			-6	%
	506		495			499			+1	%	• Rest of world		494			500			-1	%
											Utilization rates(b)
	87%		85	%		87	%				• Based on crude only		85	%		86	%
	89%		87	%		88	%				• Based on crude and other feedstock		87	%		89	%

^(a)  Includes share of TotalErg, as well as refineries in Africa and the French Antilles that are reported in the Marketing & Services segment. The condensate splitters at Port Arthur and Daesan are also included and 2015 figures have been restated.

^(b)  Based on distillation capacity at the beginning of the year.

Refinery throughput:

• was stable in the fourth quarter 2016 compared to the fourth quarter 2015. Good operational performance of the platforms led to high utilization rates; and

• decreased by 3% for the full-year 2016 compared to 2015, notably due to shutdowns in Europe and the United States in the second quarter and the sale of the Schwedt refinery in Germany.

- Results

4Q16		3Q16			4Q15		4Q16 vs 4Q15			in millions of dollars except European refining margin indicator (ERMI)	2016			2015		2016 vs 2015
	41.0		25.5			38.1		+8	%	ERMI($/t)		34.1			48.5		-30	%
	19,077		16,050			15,969		+19	%	Non-Group sales		65,632			70,623		-7	%
	1599		895			529		x3.0		Operating income		5,000			4,544		+10	%
	(379)		(4	)		468			n/a	Adjustments affecting operating income		(627	)		1,105			n/a
	1,220		891			997		+22	%	Adjusted operating income(a)		4,373			5,649		-23	%
	1,138		917			1,007		+13	%	Adjusted net operating income(a)		4,201			4,889		-14	%
	165		150			117		+41	%	• Including Specialty Chemicals(b)		581			496		+17	%
	560		550			586		-4	%	Investments		1,849			1,843		—
	13		21			836		-98	%	Divestments		86			3,488		-98	%
	548		399			494		+11	%	Organic investments		1,636			827		+98	%
	1,750		1,698			2,127		-18	%	Cash flow from operating activities		4,587			6,432		-29	%

^(a)  Detail of adjustment items shown in the business segment information starting on page 22 of this exhibit.

^(b)  Hutchinson and Atotech; Bostik until February 2015.

In the fourth quarter 2016, the Group’s European refining margin indicator (“ERMI”) was $41/t given high levels of maintenance across the industry. The ERMI average was $34/t for the full-year 2016, a decrease of 30% compared to the high level of 2015, in the context of high inventories of refined products. Petrochemicals continued to benefit from a favorable environment in 2016.

Cash flow from operating activities in the fourth quarter 2016 excluding the change in working capital at replacement cost of -$381 million (-$1,085 million in the fourth quarter 2015) was $1,369 million, an increase of 31% compared to $1,042 million in the fourth quarter 2015. For the full-year 2016, cash flow from operating activities excluding the change in working capital at replacement cost of $291 million (-$647 million in 2015) was $4,878 million, a decrease of 16% compared to $5,785 million in 2015.

The Refining & Chemicals segment’s adjusted net operating income was:

• $1,138 million in the fourth quarter 2016, an increase of 13% compared to the fourth quarter 2015. The segment took advantage of a favorable environment with a strong operational performance of its platforms; and

• $4,201 million for the full-year 2016, a decrease of 14% compared to 2015, essentially due to the decrease in refining margins. Petrochemicals continued to generate good results, notably due to the strong contribution from the Group’s major integrated platforms in Asia and the Middle East.

Adjusted net operating income for the Refining & Chemicals segment excludes any after-tax inventory valuation effect and special items. In the fourth quarter 2016, the exclusion of the inventory valuation effect had a negative impact on the segment’s adjusted net

4

operating income of $281 million, compared to a positive impact in the fourth quarter 2015 of $247 million. The exclusion of special items in the fourth quarter 2016 had a positive impact on the segment’s adjusted net operating income of $45 million, compared to a negative impact in the fourth quarter 2015 of $454 million.

B.3. Marketing & Services segment

- Petroleum product sales

4Q16		3Q16		4Q15		4Q16 vs 4Q15			sales in kb/d(a)	2016		2015		2016 vs 2015
	1,808		1,814		1,797		+1	%	Total Marketing & Services sales		1,793		1,818		-1	%
	1,123		1,113		1,065		+5	%	• Europe		1,093		1,092		—
	685		701		732		-6	%	• Rest of world		700		726		-4	%

^(a)  Excludes trading and bulk refining sales, which are reported under the Refining & Chemicals segment (see page 9 of this exhibit); includes share of TotalErg.

Petroleum product sales increased in the fourth quarter 2016 compared to the fourth quarter 2015 due to the strong performance of retail networks and heating oil sales in Europe, offsetting the impact from the divestment of the retail network in Turkey.

For the full-year 2016, refined product sales decreased slightly compared to 2015, essentially due to the sale of the retail network in Turkey. Excluding portfolio effects, retail network sales increased by around 4%. Sales of land-based lubricants also increased by around 4%.

- Results

4Q16		3Q16		4Q15(a)		4Q16 vs 4Q15			in millions of dollars	2016		2015		2016 vs 2015
	18,719		17,964		18,326		+2	%	Non-Group sales		69,421		77,887		-11	%
	168		497		529		-68	%	Operating income		1,461		1,758		-17	%
	320		68		162		+98	%	Adjustments affecting operating income		357		340		+5	%
	488		565		691		-29	%	Adjusted operating income(a)		1,818		2,098		-13	%
	411		545		530		-22	%	Adjusted net operating income(a)		1,586		1,699		-7	%
	5		100		277		-98	%	• Including New Energies		26		108		-76	%
	602		1,175		689		-13	%	Investments		2,506		1,841		+36	%
	73		40		56		+30	%	Divestments		446		856		-48	%
	560		322		736		-24	%	Organic investments		1,432		1,569		-9	%
	903		495		289		+212	%	Cash flow from operating activities		1,623		2,323		-30	%

^(a)  Detail of adjustment items shown in the business segment information starting on page 22 of this exhibit.

Cash flow from operating activities in the fourth quarter 2016 excluding the change in working capital at replacement cost of -$545 million ($309 million in the fourth quarter 2015) was $358 million, a decrease of 40% compared to $598 million in the fourth quarter 2015. For the full-year 2016, cash flow from operating activities excluding the change in working capital at replacement cost of $208 million (-$258 million in 2015) was $1,831 million, a decrease of 11% compared to $2,065 million in 2015.

The Marketing & Services segment’s adjusted net operating income was:

• $411 million in the fourth quarter 2016, a 22% decrease compared to 2015. The contribution from New Energies was particularly high in the fourth quarter 2015 due to the delivery of the Quinto solar farm in the United States. The retail network sector benefited from growing sales and strong margins; and

• $1,586 million for the full-year 2016, a 7% decrease compared to 2015. Excluding New Energies, net operating income was stable despite asset sales (retail network in Turkey).

Adjusted net operating income for the Marketing & Services segment excludes any after-tax inventory valuation effect and special items. In the fourth quarter 2016, the exclusion of the inventory valuation effect had a positive impact on the segment’s adjusted net operating income of $14 million, compared to a positive impact in the fourth quarter 2015 of $68 million. The exclusion of special items in the fourth quarter 2016 had a positive impact on the segment’s adjusted net operating income of $348 million, compared to a positive impact in the fourth quarter 2015 of $165 million.

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C. GROUP RESULTS

- Net income (Group share)

Net income (Group share) was:

• $548 million in the fourth quarter 2016 compared to -$1,626 million in the fourth quarter 2015; and

• $6,196 million for the full-year 2016 compared to $5,087 million for the full-year 2015, an increase of 22%.

Adjusted net income excludes the after-tax inventory effect, special items and the impact of changes in fair value.

Total adjustments affecting net income (Group share)⁽¹⁾ were:

• -$1,859 million in the fourth quarter 2016, mainly due to the inventory effect and impairments on Gladstone LNG in Australia, Angola LNG, and Laggan-Tormore in the United Kingdom, reflecting the decrease in gas price assumptions for the coming years; and

• -$2,091 million for the full-year 2016, for the same reasons.

Adjusted net income (Group share) was:

• $2,407 million in the fourth quarter 2016 compared to $2,075 million in the fourth quarter 2015, an increase of 16%; and

• $8,287 million for the full-year 2016 compared to $10,518 million in 2015, a decrease of 21%.

The number of fully-diluted shares was 2,436 million on December 31, 2016, compared to 2,336 million on December 31, 2015.

- Divestments — acquisitions

Asset sales were:

• $416 million in the fourth quarter 2016, mainly comprised of the sale of a 15% interest in the Gina Krog field in Norway; and

• $1,864 million for the full-year 2016, mainly comprised of the sale of a 15% interest in the Gina Krog field in Norway, the retail network in Turkey, and the FUKA gas pipeline network in the North Sea.

Acquisitions, including resource acquisitions, were:

• $616 million in the fourth quarter 2016, mainly comprised of the acquisition of the additional 75% interest in the Barnett shale gas field in the United States; and

• $2,033 million for the full-year 2016, mainly comprised of the additional 75% interest in the Barnett shale gas field, and the acquisitions of Saft, Lampiris and a retail network in the Dominican Republic.

Resource acquisitions were:

• $650 million in the fourth quarter 2016, mainly due to the additional 75% interest in the Barnett shale gas field in the United States; and

• $780 million for the full-year 2016, comprised mainly of the additional 75% interest in the Barnett shale gas field. These acquisitions, at a cost of less than one dollar per barrel, helps enable the Group to achieve its goals.

• Organic investments and resource acquisitions were $18,264 million in 2016.

- Cash flow

The Group’s net cash flow⁽²⁾ was:

• -$170 million in the fourth quarter 2016 compared to $76 million in the fourth quarter 2015. Although net cash flow benefited from a 9% increase in operating cash flow before working capital changes and a 11% decrease in investments,

⁽¹⁾  Details shown on page 10 of this exhibit.

⁽²⁾  “Net cash flow” = operating cash flow before working capital changes at replacement cost – net investments (including other transactions with non-controlling interests).

6

assets sales were lower in the fourth quarter 2016 compared to the fourth quarter 2015. The sale of Atotech for $3.2 billion was closed on January 31, 2017; and

• -$769 million for the full-year 2016 compared to -$984 million in 2015, an improvement despite a nearly $10/b decrease in the Brent price in 2016 compared to 2015. The decrease in investments was able to offset the decrease in operating cash flow before working capital changes mainly caused by the decrease in hydrocarbon prices and European refining margins.

Cash flow from operating activities in the fourth quarter 2016 excluding the change in working capital at replacement cost of -$2,260 million (-$473 million in the fourth quarter 2015) was $4,758 million, an increase of 9% compared to $4,365 million in the fourth quarter 2015. For the full-year 2016, cash flow from operating activities excluding the change in working capital at replacement cost of $467 million (-$570 million in 2015) was $16,988 million, a decrease of 12% compared to $19,376 million in 2015.

- Return on equity

Return on equity from January 1, 2016 to December 31, 2016 was 8.7%⁽¹⁾, an increase compared to the period from October 1, 2015 to September 30, 2016, due to strong results in the fourth quarter 2016.

D. PROPOSED DIVIDEND

The Board of Directors met on February 8, 2017 and decided to propose to the Combined Shareholders’ Meeting, which will be held on May 26, 2017, an annual dividend of €2.45/share for 2016, an increase compared to 2015. Given the three previous 2016 interim quarterly dividends of €0.61/share, a fourth quarter 2016 dividend of €0.62/share is therefore proposed, representing an increase of 1.6% compared to the previous three interim dividends.

The Board of Directors also decided to propose to the Combined Shareholders’ Meeting the alternative for shareholders to receive the fourth quarter 2016 dividend in cash or in new shares of the company with a discount that will be set between 0% and 10%. Subject to approval at the Combined Shareholders’ Meeting, the ex-dividend date for the fourth quarter dividend will be June 5, 2017, and the payment of the dividend in cash or the delivery of the shares issued in lieu of the dividend in cash is set for June 22, 2017.

E. SUMMARY AND OUTLOOK

Since end 2016, Brent increased to around $55/b with the announced production cuts agreed by OPEC and non-OPEC countries, including Russia. However, inventory levels are high and prices are likely to remain volatile. In this context, the Group is continuing to cut costs with the objective of achieving $3.5 billion of cost savings in 2017 and bringing production costs down to $5.5/boe for the year. Investments are moving into the sustainable range needed to deliver profitable future growth and are expected to be between $16 and $17 billion in 2017 including resource acquisitions.

In the Upstream, production is set to grow by more than 4% in 2017, supporting the objective of increasing production on average by 5% per year from 2014 to 2020. As a result of this growth, the sensitivity of the portfolio to Brent increases to $2.5 billion for a $10/b change in Brent in 2017. The Group plans to take advantage of the favorable cost environment by launching around 10 projects over the next 18 months and adding attractive resources to the portfolio.

The Downstream is expected to continue generating stable operating cash flows of around $7 billion per year thanks to its diverse portfolio of activities. Refining & Chemicals’ performance has been strengthened by the restructuring and the segment will continue to benefit from the quality of its integrated platforms, notably in Antwerp, in the United States, in Asia and in the Middle East. The final investment decision to launch the Port Arthur side-cracker is expected to be taken in 2017. The Marketing & Services segment is pursuing its cash generation growth strategy by leveraging its strong position in high-potential retail and lubricant markets.

In 2017, the Group’s breakeven will continue to fall, reaching less than $40/b pre-dividend. Cash flow from operations is expected to cover investments and the cash portion of the dividend at $50/b. TOTAL confirms its objective to achieve a net-debt-to-equity ratio of 20%.

The Group is committed to maintaining attractive returns for its shareholders and will eliminate the discount on the scrip dividend with Brent at $60/b.

FORWARD-LOOKING STATEMENTS

This document may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the beliefs and assumptions of the management of TOTAL and on the information currently available to such management. Forward-looking statements include information concerning forecasts, projections, anticipated synergies, and

⁽¹⁾  Details shown on page 11 of this exhibit.

7

other information concerning possible or assumed future results of TOTAL, and may be preceded by, followed by, or otherwise include the words “believes”, “expects”, “anticipates”, “intends”, “plans”, “targets”, “estimates” or similar expressions.

Forward-looking statements are not assurances of results or values. They involve risks, uncertainties and assumptions. TOTAL’s future results and share value may differ materially from those expressed in these forward-looking statements. Many of the factors that will determine these results and values are beyond TOTAL’s ability to control or predict. Except for its ongoing obligations to disclose material information as required by applicable securities laws, TOTAL does not have any intention or obligation to update forward-looking statements after the distribution of this document, even if new information, future events or other circumstances have made them incorrect or misleading.

Various factors, certain of which are discussed elsewhere in this document and in the documents referred to in, or incorporated by reference into, this document, could affect the future results of TOTAL and could cause actual results to differ materially from those expressed in such forward-looking statements, including:

• material adverse changes in general economic conditions or in the markets served by TOTAL, including changes in the prices of oil, natural gas, refined products, petrochemical products and other chemicals;

• changes in currency exchange rates and currency devaluations;

• the success and the economic efficiency of oil and natural gas exploration, development and production programs, including without limitation, those that are not controlled and/or operated by TOTAL;

• uncertainties about estimates of changes in proven and potential reserves and the capabilities of production facilities;

• uncertainties about the ability to control unit costs in exploration, production, refining and marketing (including refining margins) and chemicals;

• changes in the current capital expenditure plans of TOTAL;

• the ability of TOTAL to realize anticipated cost savings, synergies and operating efficiencies;

• the financial resources of competitors;

• changes in laws and regulations, including tax and environmental laws and industrial safety regulations;

• the quality of future opportunities that may be presented to or pursued by TOTAL;

• the ability to generate cash flow or obtain financing to fund growth and the cost of such financing and liquidity conditions in the capital markets generally;

• the ability to obtain governmental or regulatory approvals;

• the ability to respond to challenges in international markets, including political or economic conditions, including international armed conflict, and trade and regulatory matters;

• the ability to complete and integrate appropriate acquisitions, strategic alliances and joint ventures;

• changes in the political environment that adversely affect exploration, production licenses and contractual rights or impose minimum drilling obligations, price controls, nationalization or expropriation, and regulation of refining and marketing, chemicals and power generating activities;

• the possibility that other unpredictable events such as labor disputes or industrial accidents will adversely affect the business of TOTAL; and

• the risk that TOTAL will inadequately hedge the price of crude oil or finished products.

For additional factors, please read the information set forth under “Item 3. Risk Factors”, “Item 4. Information on the Company — Other Matters”, “Item 5. Operating and Financial Review and Prospects” and “Item 11. Quantitative and Qualitative Disclosures about Market Risk” in TOTAL’s Form 20-F for the year ended December 31, 2015.

8

OPERATING INFORMATION BY SEGMENT

• Upstream^(a)

4Q16		3Q16		4Q15		4Q16 vs     4Q15		Combined liquids and gas production by region (kboe/d)	2016		2015		2016 vs     2015
	752		720		681		+10%	Europe and Central Asia		757		664		+14%
	625		649		638		-2%	Africa		634		639		-1%
	503		529		503		—	Middle East and North Africa		517		531		-3%
	319		285		255		+25%	Americas		279		255		+9%
	263		261		275		-4%	Asia-Pacific		265		258		+2%
	2,462		2,443		2,352		+5%	Total production		2,452		2,347		+4%
	561		592		544		+3%	• Including equity affiliates		600		559		+7%
4Q16		3Q16		4Q15		4Q16 vs 4Q15		Liquids production by region (kb/d)	2016		2015		2016 vs 2015
	258		238		227		+14%	Europe and Central Asia		249		215		+16%
	483		524		526		-8%	Africa		509		521		-2%
	365		380		361		+1%	Middle East and North Africa		373		372		—
	121		118		100		+21%	Americas		109		95		+15%
	30		29		37		-18%	Asia-Pacific		31		34		-10%
	1,257		1,290		1,251		—%	Total production		1,271		1,237		+3%
	233		249		220		+6%	• Including equity affiliates		247		219		+13%
4Q16		3Q16		4Q15		4Q16 vs 4Q15		Gas production by region (Mcf/d)	2016		2015		2016 vs 2015
	2,665		2,594		2,435		+9%	Europe and Central Asia		2,737		2,413		+13%
	710		617		545		+30%	Africa		621		581		+7%
	767		813		779		-2%	Middle East and North Africa		795		874		-9%
	1,108		927		869		+28%	Americas		944		896		+5%
	1,347		1,335		1,365		-1%	Asia-Pacific		1,350		1,290		+5%
	6,597		6,286		5,993		+10%	Total production		6,447		6,054		+6%
	1,779		1,831		1,739		+2%	• Including equity affiliates		1,894		1,828		+4%
4Q16		3Q16		4Q15		4Q16 vs 4Q15		Liquefied natural gas	2016		2015		2016 vs 2015
	2.75		2.74		2.48		+11%	LNG sales(b) (Mt)		10.99		10.22		+8%

^(a)  The regional reporting has been changed to reflect the Company’s internal organization.

^(b)  Sales, Group share, excluding trading; 2016 data restated to reflect volume estimates for Bontang LNG in Indonesia based on the 2016 SEC coefficient.

• Downstream (Refining & Chemicals and Marketing & Services)

4Q16		3Q16		4Q15(a)		4Q16 vs     4Q15		Gas production by region (Mcf/d)(a)	2016		2015(a)		2016 vs     2015
	2,330		2,430		2,298		+1%	Europe		2,355		2,184		+8%
	569		537		547		+4%	Africa		551		619		-11%
	313		627		489		-36%	Americas		517		570		-9%
	997		567		620		+61%	Rest of word		760		632		+20%
	4,209		4,161		3,954		+6%	Total consolidated sales		4,183		4,005		+4%
	678		706		688		-1%	• Including bulk sales		700		649		+8%
	1,723		1,641		1,469		+17%	• Including trading		1,690		1,538		+10%

^(a)  Includes share of TotalErg.

9

ADJUSTMENT ITEMS

• Adjustments to operating income

4Q16		3Q16		4Q15		in millions of dollars	2016		2015
	(2,177)		(115)		(5,677)	Special items affecting operating income		(3,389)		(8,182)
	(3)		(15)		(48)	• Restructuring charges		(37)		(48)
	(2,029)		—		(4,933)	• Impairments		(2,229)		(6,877)
	(145)		(100)		(696)	• Other		(1,123)		(1,257)
	347		(47)		(464)	Pre-tax inventory effect: FIFO vs. replacement cost		652		(1,113)
	17		(18)		—	Effect of changes in fair value		(4)		(16)
	(1,813)		(180)		(6,141)	Total adjustments affecting operating income		(2,741)		(9,311)

• Adjustments to net income (Group share)

4Q16		3Q16		4Q15		in millions of dollars	2016		2015
	(2,133)		(98)		(3,386)	Special items affecting net income (Group share)		(2,567)		(4,675)
	(45)		(32)		579	• Gain (loss) on asset sales		267		1,810
	(10)		(18)		(29)	• Restructuring charges		(32)		(72)
	(1,866)		(33)		(3,443)	• Impairments		(2,097)		(5,447)
	(192)		(15)		(493)	• Other		(705)		(966)
	262		(5)		(315)	After-tax inventory effect: FIFO vs. replacement cost		479		(747)
	12		(13)		—	Effect of changes in fair value		(3)		(9)
	(1,859)		(116)		(3,701)	Total adjustments affecting net income		(2,091)		(5,431)

INVESTMENTS — DIVESTMENTS

4Q16		3Q16		4Q15		4Q16 vs 4Q15		in millions of dollars	2016		2015		2016 vs     2015
	4,728		4,082		6,365		-26%	Organic investments		17,484		22,976		-24%
	119		136		232		-49%	• Capitalized exploration		655		1,198		-45%
	157		135		553		-72%	• Increase in non-current loans		1,121		2,260		-50%
	(511)		(101)		(196)		+161%	• Repayment of non-current loans		(1,013)		(1,616)		-37%
	616		1,018		33		x18.7	Acquisitions		2,033		3,441		-41%
	416		91		2,101		-80%	Asset sales		1,864		5,968		-69%
	—		(107)		8		-100%	Other transactions with non-controlling interests		(104)		89		-217%
	4,928		5,116		4,289		+15%	Net investments		17,757		20,360		-13%

10

NET-DEBT-TO-EQUITY RATIO

in millions of dollars	12/31/2016		9/30/2016		12/31/2015
Current borrowings		13,920		13,383		12,488
Net current financial assets		(4,221)		(1,375)		(6,019)
Net financial assets classified as held for sale		(140)		(81)		141
Non-current financial debt		43,067		44,450		44,464
Hedging instruments of non-current debt		(908)		(1,089)		(1,219)
Cash and cash equivalents		(24,597)		(24,801)		(23,269)
Net debt		27,121		30,487		26,586
Shareholders’ equity – Group share		98,680		98,168		92,494
Estimated dividend payable		(1,581)		(1,629)		(1,545)
Non-controlling interests		2,894		2,948		2,915
Adjusted shareholders’ equity		99,993		99,487		93,864
Net-debt-to-equity ratio		27.1%		30.6%		28.3%

RETURN ON EQUITY

in millions of dollars	January 1, 2016 to     December 31, 2016		October 1, 2015 to     September 30, 2016		January 1, 2015 to     December 31, 2015
Adjusted net income		8,447		8,207		10,698
Average adjusted shareholders’ equity		96,929		98,538		92,854
Return on equity (ROE)		8.7%		8.3%		11.5%

11

RETURN ON AVERAGE CAPITAL EMPLOYED

• Twelve months ended December 31, 2016

in millions of dollars	Upstream		Refining &       Chemicals		Marketing &     Services
Adjusted net operating income		3,633		4,201		1,586
Capital employed at 12/31/2015(a)		105,580		10,407		8,415
Capital employed at 12/31/2016(a)		108,713		11,618		9,701
ROACE		3.4%		38.1%		17.5%

^(a) At replacement cost (excluding after-tax inventory effect).

• Twelve months ended September 30, 2016

in millions of dollars	Upstream		Refining &       Chemicals		Marketing &     Services
Adjusted net operating income		3,250		4,070		1,705
Capital employed at 9/30/2015(a)		108,425		11,319		7,865
Capital employed at 9/30/2016(a)		110,590		12,030		10,316
ROACE		3.0%		34.9%		18.8%

^(a) At replacement cost (excluding after-tax inventory effect).

• Twelve months ended December 31, 2015

in millions of dollars	Upstream		Refining &       Chemicals		Marketing &     Services
Adjusted net operating income		4,774		4,889		1,699
Capital employed at 12/31/2014(a)		100,497		13,451		8,825
Capital employed at 12/31/2015(a)		105,580		10,407		8,415
ROACE		4.6%		41.0%		19.7%

^(a) At replacement cost (excluding after-tax inventory effect).

12

MAIN INDICATORS

Chart updated around the middle of the month following the end of each quarter.

	€/$		Brent ($/b)		Average liquids     price  ($/b)(a)		Average gas     price ($/Mbtu)(a)		ERMI(b)  ($/t)(c)
Fourth quarter 2016		1.08		49.3		46.1		3.89		41.0
Third quarter 2016		1.12		45.9		41.4		3.45		25.5
Second quarter 2016		1.13		45.6		43.0		3.43		35.0
First quarter 2016		1.10		33.9		31.0		3.46		35.1

^(a)  Consolidated subsidiaries, excluding fixed margin contracts, including hydrocarbon production overlifting/underlifting position valued at market price.

^(b)  The European refining margin indicator (“ERMI”) is a Group indicator intended to represent the margin after variable costs for a hypothetical complex refinery located around Rotterdam in Northern Europe that processes a mix of crude oil and other inputs commonly supplied to this region to produce and market the main refined products at prevailing prices in this region. The indicator margin may not be representative of the actual margins achieved by the Group in any period because of the Group’s particular refinery configurations, product mix effects or other company-specific operating conditions.

^(c)  $1/t = $0.136/b.

Disclaimer: data is based on TOTAL’s reporting, is not audited and is subject to change.

13

CONSOLIDATED STATEMENT OF INCOME

TOTAL

(unaudited)

(M$) (a)	4th quarter 2016			3rd quarter 2016			4th quarter 2015
Sales		42,275			37,412			37,749
Excise taxes		(5,408	)		(5,587	)		(5,457	)
Revenues from sales		36,867			31,825			32,292
Purchases, net of inventory variation		(23,967	)		(21,223	)		(21,874	)
Other operating expenses		(6,791	)		(5,469	)		(6,248	)
Exploration costs		(260	)		(274	)		(727	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(4,939	)		(2,936	)		(7,672	)
Other income		337			290			833
Other expense		(473	)		(351	)		(298	)
Financial interest on debt		(299	)		(268	)		(241	)
Financial income and expense from cash & cash equivalents		(2	)		(5	)		25
Cost of net debt		(301	)		(273	)		(216	)
Other financial income		203			265			300
Other financial expense		(161	)		(154	)		(171	)
Equity in net income (loss) of affiliates		409			531			600
Income taxes		(437	)		(251	)		1,381
Consolidated net income		487			1,980			(1,800	)
Group share		548			1,954			(1,626	)
Non-controlling interests		(61	)		26			(174	)
Earnings per share ($)		0.20			0.79			(0.72	)
Fully-diluted earnings per share ($)		0.20			0.79			(0.71	)

^(a)  Except for per share amounts.

14

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

TOTAL

(unaudited)

(M$)	4th quarter 2016			3rd quarter 2016			4th quarter 2015
Consolidated net income		487			1,980			(1,800	)
Other comprehensive income
Actuarial gains and losses		205			(363	)		358
Tax effect		(64	)		47			(140	)
Currency translation adjustment generated by the parent company		(3,515	)		439			(2,171	)
Items not potentially reclassifiable to profit and loss		(3,374	)		123			(1,953	)
Currency translation adjustment		619			(362	)		604
Available for sale financial assets		3			15			16
Cash flow hedge		94			113			4
Share of other comprehensive income of equity affiliates, net amount		458			123			(95	)
Other		1			(3	)		—
Tax effect		(32	)		(41	)		(7	)
Items potentially reclassifiable to profit and loss		1,143			(155	)		522
Total other comprehensive income (net amount)		(2,231	)		(32	)		(1,431	)
Comprehensive income		(1,744	)		1,948			(3,231	)
Group share		(1,676	)		1,909			(3,033	)
Non-controlling interests		(68	)		39			(198	)

15

CONSOLIDATED STATEMENT OF INCOME

TOTAL

(unaudited)

(M$) (a)	Year 2016			Year 2015
Sales		149,743			165,357
Excise taxes		(21,818	)		(21,936	)
Revenues from sales		127,925			143,421
Purchases, net of inventory variation		(83,377	)		(96,671	)
Other operating expenses		(24,302	)		(24,345	)
Exploration costs		(1,264	)		(1,991	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(13,523	)		(17,720	)
Other income		1,299			3,606
Other expense		(1,027	)		(1,577	)
Financial interest on debt		(1,108	)		(967	)
Financial income and expense from cash & cash equivalents		4			94
Cost of net debt		(1,104	)		(873	)
Other financial income		971			882
Other financial expense		(636	)		(654	)
Equity in net income (loss) of affiliates		2,214			2,361
Income taxes		(970	)		(1,653	)
Consolidated net income		6,206			4,786
Group share		6,196			5,087
Non-controlling interests		10			(301	)
Earnings per share ($)		2.52			2.17
Fully-diluted earnings per share ($)		2.51			2.16

^(a)  Except for per share amounts.

16

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

TOTAL

(unaudited)

(M$)	Year 2016			Year 2015
Consolidated net income		6,206			4,786
Other comprehensive income
Actuarial gains and losses		(371	)		557
Tax effect		55			(278	)
Currency translation adjustment generated by the parent company		(1,548	)		(7,268	)
Items not potentially reclassifiable to profit and loss		(1,864	)		(6,989	)
Currency translation adjustment		(1,098	)		2,456
Available for sale financial assets		4			9
Cash flow hedge		239			(185	)
Share of other comprehensive income of equity affiliates, net amount		935			120
Other		1			1
Tax effect		(76	)		53
Items potentially reclassifiable to profit and loss		5			2,454
Total other comprehensive income (net amount)		(1,859	)		(4,535	)
Comprehensive income		4,347			251
Group share		4,336			633
Non-controlling interests		11			(382	)

17

CONSOLIDATED BALANCE SHEET

TOTAL

(unaudited)

	December 31, 2016			September 30, 2016			December 31, 2015
(M$)
ASSETS
Non-current assets
Intangible assets, net		15,362			14,916			14,549
Property, plant and equipment, net		111,971			113,433			109,518
Equity affiliates : investments and loans		20,576			20,870			19,384
Other investments		1,133			1,565			1,241
Non-current financial assets		908			1,089			1,219
Deferred income taxes		4,368			4,434			3,982
Other non-current assets		4,143			4,534			4,355
Total non-current assets		158,461			160,841			154,248
Current assets
Inventories, net		15,247			14,635			13,116
Accounts receivable, net		12,213			11,501			10,629
Other current assets		14,835			14,927			15,843
Current financial assets		4,548			1,755			6,190
Cash and cash equivalents		24,597			24,801			23,269
Assets classified as held for sale		1,077			1,045			1,189
Total current assets		72,517			68,664			70,236
Total assets		230,978			229,505			224,484
LIABILITIES & SHAREHOLDERS’ EQUITY
Shareholders’ equity
Common shares		7,604			7,849			7,670
Paid-in surplus and retained earnings		105,547			106,189			101,528
Currency translation adjustment		(13,871	)		(11,448	)		(12,119	)
Treasury shares		(600	)		(4,422	)		(4,585	)
Total shareholders’ equity—Group share		98,680			98,168			92,494
Non-controlling interests		2,894			2,948			2,915
Total shareholders’ equity		101,574			101,116			95,409
Non-current liabilities
Deferred income taxes		11,060			11,390			12,360
Employee benefits		3,746			4,247			3,774
Provisions and other non-current liabilities		16,846			17,320			17,502
Non-current financial debt		43,067			44,450			44,464
Total non-current liabilities		74,719			77,407			78,100
Current liabilities
Accounts payable		23,227			19,799			20,928
Other creditors and accrued liabilities		16,720			16,895			16,884
Current borrowings		13,920			13,383			12,488
Other current financial liabilities		327			380			171
Liabilities directly associated with the assets classified as held for sale		491			525			504
Total current liabilities		54,685			50,982			50,975
Total liabilities & shareholders’ equity		230,978			229,505			224,484

18

CONSOLIDATED STATEMENT OF CASH FLOW

TOTAL

(unaudited)

(M$)	4th quarter 2016			3rd quarter 2016			4th quarter 2015
CASH FLOW FROM OPERATING ACTIVITIES
Consolidated net income		487			1,980			(1,800	)
Depreciation, depletion, amortization and impairment		5,030			3,297			8,278
Non-current liabilities, valuation allowances and deferred taxes		(275	)		(539	)		(1,862	)
(Gains) losses on disposals of assets		58			94			(665	)
Undistributed affiliates’ equity earnings		65			(192	)		39
(Increase) decrease in working capital		1,913			265			937
Other changes, net		(260	)		(165	)		(89	)
Cash flow from operating activities		7,018			4,740			4,838
CASH FLOW USED IN INVESTING ACTIVITIES
Intangible assets and property, plant and equipment additions		(5,742	)		(4,124	)		(5,919	)
Acquisitions of subsidiaries, net of cash acquired		118			(1,119	)		(42	)
Investments in equity affiliates and other securities		(74	)		177			(80	)
Increase in non-current loans		(157	)		(135	)		(553	)
Total expenditures		(5,855	)		(5,201	)		(6,594	)
Proceeds from disposals of intangible assets and property, plant and equipment		413			57			1,437
Proceeds from disposals of subsidiaries, net of cash sold		—			—			58
Proceeds from disposals of non-current investments		3			34			606
Repayment of non-current loans		511			101			196
Total divestments		927			192			2,297
Cash flow used in investing activities		(4,928	)		(5,009	)		(4,297	)
CASH FLOW USED IN FINANCING ACTIVITIES
Issuance (repayment) of shares:
- Parent company shareholders		60			36			31
- Treasury shares		—			—			—
Dividends paid:
- Parent company shareholders		(534	)		—			(592	)
- Non-controlling interests		(16	)		(2	)		(3	)
Issuance of perpetual subordinated notes		2,761			—			—
Payments on perpetual subordinated notes		—			—			—
Other transactions with non-controlling interests		—			(107	)		8
Net issuance (repayment) of non-current debt		(105	)		3,127			2,039
Increase (decrease) in current borrowings		(335	)		(909	)		(531	)
Increase (decrease) in current financial assets and liabilities		(3,006	)		257			(3,320	)
Cash flow used in financing activities		(1,175	)		2,402			(2,368	)
Net increase (decrease) in cash and cash equivalents		915			2,133			(1,827	)
Effect of exchange rates		(1,119	)		15			(762	)
Cash and cash equivalents at the beginning of the period		24,801			22,653			25,858
Cash and cash equivalents at the end of the period		24,597			24,801			23,269

19

CONSOLIDATED STATEMENT OF CASH FLOW

TOTAL

(unaudited)

(M$)	Year 2016			Year 2015
CASH FLOW FROM OPERATING ACTIVITIES
Consolidated net income		6,206			4,786
Depreciation, depletion, amortization and impairment		14,423			19,334
Non-current liabilities, valuation allowances and deferred taxes		(1,559	)		(2,563	)
(Gains) losses on disposals of assets		(263	)		(2,459	)
Undistributed affiliates’ equity earnings		(643	)		(311	)
(Increase) decrease in working capital		(1,119	)		1,683
Other changes, net		(524	)		(524	)
Cash flow from operating activities		16,521			19,946
CASH FLOW USED IN INVESTING ACTIVITIES
Intangible assets and property, plant and equipment additions		(18,106	)		(25,132	)
Acquisitions of subsidiaries, net of cash acquired		(1,123	)		(128	)
Investments in equity affiliates and other securities		(180	)		(513	)
Increase in non-current loans		(1,121	)		(2,260	)
Total expenditures		(20,530	)		(28,033	)
Proceeds from disposals of intangible assets and property, plant and equipment		1,462			2,623
Proceeds from disposals of subsidiaries, net of cash sold		270			2,508
Proceeds from disposals of non-current investments		132			837
Repayment of non-current loans		1,013			1,616
Total divestments		2,877			7,584
Cash flow used in investing activities		(17,653	)		(20,449	)
CASH FLOW USED IN FINANCING ACTIVITIES
Issuance (repayment) of shares:
- Parent company shareholders		100			485
- Treasury shares		—			(237	)
Dividends paid:
- Parent company shareholders		(2,661	)		(2,845	)
- Non-controlling interests		(93	)		(100	)
Issuance of perpetual subordinated notes		4,711			5,616
Payments on perpetual subordinated notes		(133	)		—
Other transactions with non-controlling interests		(104	)		89
Net issuance (repayment) of non-current debt		3,576			4,166
Increase (decrease) in current borrowings		(3,260	)		(597	)
Increase (decrease) in current financial assets and liabilities		1,396			(5,517	)
Cash flow used in financing activities		3,532			1,060
Net increase (decrease) in cash and cash equivalents		2,400			557
Effect of exchange rates		(1,072	)		(2,469	)
Cash and cash equivalents at the beginning of the period		23,269			25,181
Cash and cash equivalents at the end of the period		24,597			23,269

20

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

TOTAL

(unaudited)

	Common shares issued						Paid-in surplus and retained earnings			Currency translation adjustment			Treasury shares						Shareholders’ equity - Group share			Non- controlling interests			Total shareholders’ equity
(M$)	Number			Amount									Number			Amount
As of January 1, 2015		2,385,267,525			7,518			94,646			(7,480	)		(109,361,413	)		(4,354	)		90,330			3,201			93,531
Net income 2015		—			—			5,087			—			—			—			5,087			(301	)		4,786
Other comprehensive Income		—			—			185			(4,639	)		—			—			(4,454	)		(81	)		(4,535	)
Comprehensive Income		—			—			5,272			(4,639	)		—			—			633			(382	)		251
Dividend		—			—			(6,303	)		—			—			—			(6,303	)		(100	)		(6,403	)
Issuance of common shares		54,790,358			152			2,159			—			—			—			2,311			—			2,311
Purchase of treasury shares		—			—			—			—			(4,711,935	)		(237	)		(237	)		—			(237	)
Sale of treasury shares (1)		—			—			(6	)		—			105,590			6			—			—			—
Share-based payments		—			—			101			—			—			—			101			—			101
Share cancellation		—			—			—			—			—			—			—			—			—
Issuance of perpetual subordinated notes		—			—			5,616			—			—			—			5,616			—			5,616
Payments on perpetual subordinated notes		—			—			(114	)		—			—			—			(114	)		—			(114	)
Other operations with non-controlling interests		—			—			23			—			—			—			23			64			87
Other items		—			—			134			—			—			—			134			132			266
As of December 31, 2015		2,440,057,883			7,670			101,528			(12,119	)		(113,967,758	)		(4,585	)		92,494			2,915			95,409
Net income 2016		—			—			6,196			—			—			—			6,196			10			6,206
Other comprehensive Income		—			—			(108	)		(1,752	)		—			—			(1,860	)		1			(1,859	)
Comprehensive Income		—			—			6,088			(1,752	)		—			—			4,336			11			4,347
Dividend		—			—			(6,512	)		—			—			—			(6,512	)		(93	)		(6,605	)
Issuance of common shares		90,639,247			251			3,553			—			—			—			3,804			—			3,804
Purchase of treasury shares		—			—			—			—			—			—			—			—			—
Sale of treasury shares (1)		—			—			(163	)		—			3,048,668			163			—			—			—
Share-based payments		—			—			112			—			—			—			112			—			112
Share cancellation		(100,331,268	)		(317	)		(3,505	)		—			100,331,268			3,822			—			—			—
Issuance of perpetual subordinated notes		—			—			4,711			—			—			—			4,711			—			4,711
Payments on perpetual subordinated notes		—			—			(203	)		—			—			—			(203	)		—			(203	)
Other operations with non-controlling interests		—			—			(98	)		—			—			—			(98	)		(43	)		(141	)
Other items		—			—			36			—			—			—			36			104			140
As of December 31, 2016		2,430,365,862			7,604			105,547			(13,871	)		(10,587,822	)		(600	)		98,680			2,894			101,574

⁽¹⁾  Treasury shares related to the restricted stock grants.

21

BUSINESS SEGMENT INFORMATION

TOTAL

(unaudited)

4th quarter 2016 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		4,475			19,077			18,719			4			—			42,275
Intersegment sales		4,948			6,707			260			82			(11,997	)		—
Excise taxes		—			(784	)		(4,624	)		—			—			(5,408	)
Revenues from sales		9,423			25,000			14,355			86			(11,997	)		36,867
Operating expenses		(5,730	)		(23,149	)		(13,841	)		(295	)		11,997			(31,018	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(4,331	)		(252	)		(346	)		(10	)		—			(4,939	)
Operating income		(638	)		1,599			168			(219	)		—			910
Equity in net income (loss) of affiliates and other items		37			169			(21	)		130			—			315
Tax on net operating income		(90	)		(394	)		(98	)		77			—			(505	)
Net operating income		(691	)		1,374			49			(12	)		—			720
Net cost of net debt																	(233	)
Non-controlling interests																	61
Net income																	548
4th quarter 2016 (adjustments) (a) (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		17			—			—			—			—			17
Intersegment sales		—			—			—			—			—			—
Excise taxes		—			—			—			—			—			—
Revenues from sales		17			—			—			—			—			17
Operating expenses		—			379			(180	)		—			—			199
Depreciation, depletion and impairment of tangible assets and mineral interests		(1,889	)		—			(140	)		—			—			(2,029	)
Operating income (b)		(1,872	)		379			(320	)		—			—			(1,813	)
Equity in net income (loss) of affiliates and other items		(405	)		(28	)		(84	)		(4	)		—			(521	)
Tax on net operating income		455			(115	)		42			1			—			383
Net operating income (b)		(1,822	)		236			(362	)		(3	)		—			(1,951	)
Net cost of net debt																	(6	)
Non-controlling interests																	98
Net income																	(1,859	)
(a)  Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b) Of which inventory valuation effect
On operating income		—			380			(33	)		—
On net operating income		—			281			(14	)		—
4th quarter 2016 (adjusted) (M$) (a)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		4,458			19,077			18,719			4			—			42,258
Intersegment sales		4,948			6,707			260			82			(11,997	)		—
Excise taxes		—			(784	)		(4,624	)		—			—			(5,408	)
Revenues from sales		9,406			25,000			14,355			86			(11,997	)		36,850
Operating expenses		(5,730	)		(23,528	)		(13,661	)		(295	)		11,997			(31,217	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(2,442	)		(252	)		(206	)		(10	)		—			(2,910	)
Adjusted operating income		1,234			1,220			488			(219	)		—			2,723
Equity in net income (loss) of affiliates and other items		442			197			63			134			—			836
Tax on net operating income		(545	)		(279	)		(140	)		76			—			(888	)
Adjusted net operating income		1,131			1,138			411			(9	)		—			2,671
Net cost of net debt																	(227	)
Non-controlling interests																	(37	)
Adjusted net income																	2,407
Adjusted fully-diluted earnings per share ($)																	0.96
(a)  Except for earnings per share.
4th quarter 2016 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Total expenditures		4,611			560			602			82			—			5,855
Total divestments		839			13			73			2			—			927
Cash flow from operating activities		4,199			1,750			903			166			—			7,018

22

BUSINESS SEGMENT INFORMATION

TOTAL

(unaudited)

3rd quarter 2016 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		3,398			16,050			17,964			—			—			37,412
Intersegment sales		4,701			5,072			147			74			(9,994	)		—
Excise taxes		—			(875	)		(4,712	)		—			—			(5,587	)
Revenues from sales		8,099			20,247			13,399			74			(9,994	)		31,825
Operating expenses		(4,954	)		(19,101	)		(12,708	)		(197	)		9,994			(26,966	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(2,480	)		(251	)		(194	)		(11	)		—			(2,936	)
Operating income		665			895			497			(134	)		—			1,923
Equity in net income (loss) of affiliates and other items		213			227			57			84			—			581
Tax on net operating income		(40	)		(196	)		(138	)		58			—			(316	)
Net operating income		838			926			416			8			—			2,188
Net cost of net debt																	(208	)
Non-controlling interests																	(26	)
Net income																	1,954
3rd quarter 2016 (adjustments) (a) (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		(116	)		—			—			—			—			(116	)
Intersegment sales		—			—			—			—			—			—
Excise taxes		—			—			—			—			—			—
Revenues from sales		(116	)		—			—			—			—			(116	)
Operating expenses		—			4			(68	)		—			—			(64	)
Depreciation, depletion and impairment of tangible assets and mineral interests		—			—			—			—			—			—
Operating income (b)		(116	)		4			(68	)		—			—			(180	)
Equity in net income (loss) of affiliates and other items		(123	)		16			(67	)		—			—			(174	)
Tax on net operating income		200			(11	)		6			—			—			195
Net operating income (b)		(39	)		9			(129	)		—			—			(159	)
Net cost of net debt																	(6	)
Non-controlling interests																	49
Net income																	(116	)
(a)  Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b)  Of which inventory valuation effect
On operating income		—			4			(51	)		—
On net operating income		—			21			(33	)		—
3rd quarter 2016 (adjusted) (M$) (a)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		3,514			16,050			17,964			—			—			37,528
Intersegment sales		4,701			5,072			147			74			(9,994	)		—
Excise taxes		—			(875	)		(4,712	)		—			—			(5,587	)
Revenues from sales		8,215			20,247			13,399			74			(9,994	)		31,941
Operating expenses		(4,954	)		(19,105	)		(12,640	)		(197	)		9,994			(26,902	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(2,480	)		(251	)		(194	)		(11	)		—			(2,936	)
Adjusted operating income		781			891			565			(134	)		—			2,103
Equity in net income (loss) of affiliates and other items		336			211			124			84			—			755
Tax on net operating income		(240	)		(185	)		(144	)		58			—			(511	)
Adjusted net operating income		877			917			545			8			—			2,347
Net cost of net debt																	(202	)
Non-controlling interests																	(75	)
Adjusted net income																	2,070
Adjusted fully-diluted earnings per share ($)																	0.84
(a) Except for earnings per share.
3rd quarter 2016 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Total expenditures		3,648			550			1,175			(172	)		—			5,201
Total divestments		129			21			40			2			—			192
Cash flow from operating activities		2,380			1,698			495			167			—			4,740

23

BUSINESS SEGMENT INFORMATION

TOTAL

(unaudited)

4th quarter 2015 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		3,457			15,969			18,326			(3	)		—			37,749
Intersegment sales		4,342			5,532			215			59			(10,148	)		—
Excise taxes		—			(1,073	)		(4,384	)		—			—			(5,457	)
Revenues from sales		7,799			20,428			14,157			56			(10,148	)		32,292
Operating expenses		(5,716	)		(19,606	)		(13,445	)		(230	)		10,148			(28,849	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(7,189	)		(293	)		(183	)		(7	)		—			(7,672	)
Operating income		(5,106	)		529			529			(181	)		—			(4,229	)
Equity in net income (loss) of affiliates and other items		571			759			(97	)		31			—			1,264
Tax on net operating income		1,328			(74	)		(135	)		218			—			1,337
Net operating income		(3,207	)		1,214			297			68			—			(1,628	)
Net cost of net debt																	(172	)
Non-controlling interests																	174
Net income																	(1,626	)
4th quarter 2015 (adjustments) (a) (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		(205	)		—			—			—			—			(205	)
Intersegment sales		—			—			—			—			—			—
Excise taxes		—			—			—			—			—			—
Revenues from sales		(205	)		—			—			—			—			(205	)
Operating expenses		(413	)		(429	)		(161	)		—			—			(1,003	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(4,893	)		(39	)		(1	)		—			—			(4,933	)
Operating income (b)		(5,511	)		(468	)		(162	)		—			—			(6,141	)
Equity in net income (loss) of affiliates and other items		(58	)		596			(116	)		(19	)		—			403
Tax on net operating income		1,614			79			45			7			—			1,745
Net operating income (b)		(3,955	)		207			(233	)		(12	)		—			(3,993	)
Net cost of net debt																	(11	)
Non-controlling interests																	303
Net income																	(3,701	)
(a)  Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b) Of which inventory valuation effect
On operating income		—			(359	)		(105	)		—
On net operating income		—			(247	)		(68	)		—
4th quarter 2015 (adjusted) (M$) (a)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		3,662			15,969			18,326			(3	)		—			37,954
Intersegment sales		4,342			5,532			215			59			(10,148	)		—
Excise taxes		—			(1,073	)		(4,384	)		—			—			(5,457	)
Revenues from sales		8,004			20,428			14,157			56			(10,148	)		32,497
Operating expenses		(5,303	)		(19,177	)		(13,284	)		(230	)		10,148			(27,846	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(2,296	)		(254	)		(182	)		(7	)		—			(2,739	)
Adjusted operating income		405			997			691			(181	)		—			1,912
Equity in net income (loss) of affiliates and other items		629			163			19			50			—			861
Tax on net operating income		(286	)		(153	)		(180	)		211			—			(408	)
Adjusted net operating income		748			1,007			530			80			—			2,365
Net cost of net debt																	(161	)
Non-controlling interests																	(129	)
Adjusted net income																	2,075
Adjusted fully-diluted earnings per share ($)																	0.88
(a) Except for earnings per share.
4th quarter 2015 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Total expenditures		5,293			586			689			26			—			6,594
Total divestments		1,402			836			56			3			—			2,297
Cash flow from operating activities		2,624			2,127			289			(202	)		—			4,838

24

BUSINESS SEGMENT INFORMATION

TOTAL

(unaudited)

Year 2016 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		14,683			65,632			69,421			7			—			149,743
Intersegment sales		17,070			21,467			747			307			(39,591	)		—
Excise taxes		—			(3,544	)		(18,274	)		—			—			(21,818	)
Revenues from sales		31,753			83,555			51,894			314			(39,591	)		127,925
Operating expenses		(20,438	)		(77,553	)		(49,538	)		(1,005	)		39,591			(108,943	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(11,589	)		(1,002	)		(895	)		(37	)		—			(13,523	)
Operating income		(274	)		5,000			1,461			(728	)		—			5,459
Equity in net income (loss) of affiliates and other items		1,489			833			84			415			—			2,821
Tax on net operating income		363			(1,245	)		(506	)		164			—			(1,224	)
Net operating income		1,578			4,588			1,039			(149	)		—			7,056
Net cost of net debt																	(850	)
Non-controlling interests																	(10	)
Net income																	6,196
Year 2016 (adjustments) (a) (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		(231	)		—			—			—			—			(231	)
Intersegment sales		—			—			—			—			—			—
Excise taxes		—			—			—			—			—			—
Revenues from sales		(231	)		—			—			—			—			(231	)
Operating expenses		(691	)		627			(217	)		—			—			(281	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(2,089	)		—			(140	)		—			—			(2,229	)
Operating income (b)		(3,011	)		627			(357	)		—			—			(2,741	)
Equity in net income (loss) of affiliates and other items		(199	)		(39	)		(230	)		(4	)		—			(472	)
Tax on net operating income		1,155			(201	)		40			1			—			995
Net operating income (b)		(2,055	)		387			(547	)		(3	)		—			(2,218	)
Net cost of net debt																	(23	)
Non-controlling interests																	150
Net income																	(2,091	)
(a)  Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b) Of which inventory valuation effect
On operating income		—			695			(43	)		—
On net operating income		—			500			(13	)		—
Year 2016 (adjusted) (M$) (a)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		14,914			65,632			69,421			7			—			149,974
Intersegment sales		17,070			21,467			747			307			(39,591	)		—
Excise taxes		—			(3,544	)		(18,274	)		—			—			(21,818	)
Revenues from sales		31,984			83,555			51,894			314			(39,591	)		128,156
Operating expenses		(19,747	)		(78,180	)		(49,321	)		(1,005	)		39,591			(108,662	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(9,500	)		(1,002	)		(755	)		(37	)		—			(11,294	)
Adjusted operating income		2,737			4,373			1,818			(728	)		—			8,200
Equity in net income (loss) of affiliates and other items		1,688			872			314			419			—			3,293
Tax on net operating income		(792	)		(1,044	)		(546	)		163			—			(2,219	)
Adjusted net operating income		3,633			4,201			1,586			(146	)		—			9,274
Net cost of net debt																	(827	)
Non-controlling interests																	(160	)
Adjusted net income																	8,287
Adjusted fully-diluted earnings per share ($)																	3.38
(a) Except for earnings per share.
Year 2016 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Total expenditures		16,035			1,849			2,506			140			—			20,530
Total divestments		2,331			86			446			14			—			2,877
Cash flow from operating activities		9,675			4,587			1,623			636			—			16,521

25

BUSINESS SEGMENT INFORMATION

TOTAL

(unaudited)

Year 2015 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		16,840			70,623			77,887			7			—			165,357
Intersegment sales		17,927			26,794			911			218			(45,850	)		—
Excise taxes		—			(4,107	)		(17,829	)		—			—			(21,936	)
Revenues from sales		34,767			93,310			60,969			225			(45,850	)		143,421
Operating expenses		(21,851	)		(87,674	)		(58,467	)		(865	)		45,850			(123,007	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(15,857	)		(1,092	)		(744	)		(27	)		—			(17,720	)
Operating income		(2,941	)		4,544			1,758			(667	)		—			2,694
Equity in net income (loss) of affiliates and other items		2,019			1,780			297			522			—			4,618
Tax on net operating income		(294	)		(1,105	)		(585	)		171			—			(1,813	)
Net operating income		(1,216	)		5,219			1,470			26			—			5,499
Net cost of net debt																	(713	)
Non-controlling interests																	301
Net income																	5,087
Year 2015 (adjustments) (a) (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		(519	)		—			—			—			—			(519	)
Intersegment sales		—			—			—			—			—			—
Excise taxes		—			—			—			—			—			—
Revenues from sales		(519	)		—			—			—			—			(519	)
Operating expenses		(564	)		(1,035	)		(316	)		—			—			(1,915	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(6,783	)		(70	)		(24	)		—			—			(6,877	)
Operating income (b)		(7,866	)		(1,105	)		(340	)		—			—			(9,311	)
Equity in net income (loss) of affiliates and other items		(264	)		1,172			24			(19	)		—			913
Tax on net operating income		2,140			263			87			7			—			2,497
Net operating income (b)		(5,990	)		330			(229	)		(12	)		—			(5,901	)
Net cost of net debt																	(11	)
Non-controlling interests																	481
Net income																	(5,431	)
(a)  Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b) Of which inventory valuation effect
On operating income		—			(859	)		(254	)		—
On net operating income		—			(590	)		(169	)		—
Year 2015 (adjusted) (M$) (a)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Non-Group sales		17,359			70,623			77,887			7			—			165,876
Intersegment sales		17,927			26,794			911			218			(45,850	)		—
Excise taxes		—			(4,107	)		(17,829	)		—			—			(21,936	)
Revenues from sales		35,286			93,310			60,969			225			(45,850	)		143,940
Operating expenses		(21,287	)		(86,639	)		(58,151	)		(865	)		45,850			(121,092	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(9,074	)		(1,022	)		(720	)		(27	)		—			(10,843	)
Adjusted operating income		4,925			5,649			2,098			(667	)		—			12,005
Equity in net income (loss) of affiliates and other items		2,283			608			273			541			—			3,705
Tax on net operating income		(2,434	)		(1,368	)		(672	)		164			—			(4,310	)
Adjusted net operating income		4,774			4,889			1,699			38			—			11,400
Net cost of net debt																	(702	)
Non-controlling interests																	(180	)
Adjusted net income																	10,518
Adjusted fully-diluted earnings per share ($)																	4.51
(a) Except for earnings per share.
Year 2015 (M$)	Upstream			Refining & Chemicals			Marketing & Services			Corporate			Intercompany			Total
Total expenditures		24,270			1,843			1,841			79			—			28,033
Total divestments		3,215			3,488			856			25			—			7,584
Cash flow from operating activities		11,182			6,432			2,323			9			—			19,946

26

Reconciliation of the information by business segment with consolidated financial statements

TOTAL

(unaudited)

4th quarter 2016 (M$)	Adjusted			Adjustments (a)			Consolidated statement of income
Sales		42,258			17			42,275
Excise taxes		(5,408	)		—			(5,408	)
Revenues from sales		36,850			17			36,867
Purchases, net of inventory variation		(24,253	)		286			(23,967	)
Other operating expenses		(6,704	)		(87	)		(6,791	)
Exploration costs		(260	)		—			(260	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(2,910	)		(2,029	)		(4,939	)
Other income		337			—			337
Other expense		(263	)		(210	)		(473	)
Financial interest on debt		(293	)		(6	)		(299	)
Financial income and expense from cash & cash equivalents		(2	)		—			(2	)
Cost of net debt		(295	)		(6	)		(301	)
Other financial income		203			—			203
Other financial expense		(161	)		—			(161	)
Equity in net income (loss) of affiliates		720			(311	)		409
Income taxes		(820	)		383			(437	)
Consolidated net income		2,444			(1,957	)		487
Group share		2,407			(1,859	)		548
Non-controlling interests		37			(98	)		(61	)

^(a)  Adjustments include special items, inventory valuation effect and the effect of changes in fair value.

4th quarter 2015 (M$)	Adjusted			Adjustments (a)			Consolidated statement of income
Sales		37,954			(205	)		37,749
Excise taxes		(5,457	)		—			(5,457	)
Revenues from sales		32,497			(205	)		32,292
Purchases, net of inventory variation		(21,410	)		(464	)		(21,874	)
Other operating expenses		(6,063	)		(185	)		(6,248	)
Exploration costs		(373	)		(354	)		(727	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(2,739	)		(4,933	)		(7,672	)
Other income		169			664			833
Other expense		(47	)		(251	)		(298	)
Financial interest on debt		(230	)		(11	)		(241	)
Financial income and expense from cash & cash equivalents		25			—			25
Cost of net debt		(205	)		(11	)		(216	)
Other financial income		300			—			300
Other financial expense		(171	)		—			(171	)
Equity in net income (loss) of affiliates		610			(10	)		600
Income taxes		(364	)		1,745			1,381
Consolidated net income		2,204			(4,004	)		(1,800	)
Group share		2,075			(3,701	)		(1,626	)
Non-controlling interests		129			(303	)		(174	)

^(a)  Adjustments include special items, inventory valuation effect and the effect of changes in fair value.

27

Reconciliation of the information by business segment with consolidated financial statements

TOTAL

(unaudited)

Year 2016 (M$)	Adjusted			Adjustments (a)			Consolidated statement of income
Sales		149,974			(231	)		149,743
Excise taxes		(21,818	)		—			(21,818	)
Revenues from sales		128,156			(231	)		127,925
Purchases, net of inventory variation		(83,916	)		539			(83,377	)
Other operating expenses		(23,832	)		(470	)		(24,302	)
Exploration costs		(914	)		(350	)		(1,264	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(11,294	)		(2,229	)		(13,523	)
Other income		964			335			1,299
Other expense		(537	)		(490	)		(1,027	)
Financial interest on debt		(1,085	)		(23	)		(1,108	)
Financial income and expense from cash & cash equivalents		4			—			4
Cost of net debt		(1,081	)		(23	)		(1,104	)
Other financial income		971			—			971
Other financial expense		(636	)		—			(636	)
Equity in net income (loss) of affiliates		2,531			(317	)		2,214
Income taxes		(1,965	)		995			(970	)
Consolidated net income		8,447			(2,241	)		6,206
Group share		8,287			(2,091	)		6,196
Non-controlling interests		160			(150	)		10

^(a)   Adjustments include special items, inventory valuation effect and the effect of changes in fair value.

Year 2015 (M$)	Adjusted			Adjustments (a)			Consolidated statement of income
Sales		165,876			(519	)		165,357
Excise taxes		(21,936	)		—			(21,936	)
Revenues from sales		143,940			(519	)		143,421
Purchases, net of inventory variation		(95,558	)		(1,113	)		(96,671	)
Other operating expenses		(23,984	)		(361	)		(24,345	)
Exploration costs		(1,550	)		(441	)		(1,991	)
Depreciation, depletion and impairment of tangible assets and mineral interests		(10,843	)		(6,877	)		(17,720	)
Other income		1,468			2,138			3,606
Other expense		(405	)		(1,172	)		(1,577	)
Financial interest on debt		(956	)		(11	)		(967	)
Financial income and expense from cash & cash equivalents		94			—			94
Cost of net debt		(862	)		(11	)		(873	)
Other financial income		882			—			882
Other financial expense		(654	)		—			(654	)
Equity in net income (loss) of affiliates		2,414			(53	)		2,361
Income taxes		(4,150	)		2,497			(1,653	)
Consolidated net income		10,698			(5,912	)		4,786
Group share		10,518			(5,431	)		5,087
Non-controlling interests		180			(481	)		(301	)

^(a)   Adjustments include special items, inventory valuation effect and the effect of changes in fair value.

28

EX-99.2

Exhibit 99.2

RECENT DEVELOPMENTS

TOTAL proposes an increased fourth quarter 2016 dividend of €0.62/share and a 2016 annual dividend of €2.45/share

The Board of Directors of TOTAL met on February 8, 2017 and decided to propose to the Combined Shareholders’ Meeting, which will be held on May 26, 2017, an annual dividend of €2.45/share for 2016, an increase compared to 2015. Given the three previous 2016 interim quarterly dividends of €0.61/share, a fourth quarter 2016 dividend of €0.62/share is therefore proposed, representing an increase of 1.6% compared to the previous three interim dividends.

The Board of Directors also decided to propose to the Combined Shareholders’ Meeting the alternative for shareholders to receive the fourth quarter 2016 dividend in cash or in new shares of the company with a discount that will be set between 0% and 10%.

Subject to approval at the Combined Shareholders’ Meeting:

• the ex-dividend date for the fourth quarter dividend will be June 5, 2017; and

• the payment of the dividend in cash or the delivery of shares issued in lieu of the cash dividend is set for June 22, 2017.

American Depositary Receipts (“ADRs”) will receive the final quarterly installment of the 2016 dividend in dollars based on the then-prevailing exchange rate according to the following timetable:

• ADR ex-dividend date on May 31, 2017;

• ADR record date on June 2, 2017; and

• ADR distribution date for cash or shares issued in lieu of the cash dividend on June 29, 2017

Registered ADR holders may also contact JP Morgan Chase Bank for additional information. Non-registered ADR holders should contact their broker, financial intermediary, bank or financial institution for additional information.

TOTAL and CMA CGM prepare for new environmental regulations in the shipping industry

On February 1, 2017, TOTAL, the world’s fourth-ranked international oil and gas company, and CMA CGM, a leading worldwide shipping group, have signed a three-year memorandum of understanding.

The two partners will be combining their expertise to prepare for stricter fuel regulations in the shipping industry and further reduce the sector’s footprint by developing solutions that make container ships ever more environmentally-friendly.

TOTAL will support CMA CGM by becoming its multifuel supplier, providing a comprehensive range of solutions:

• Fuel oil with a sulfur content of 0.5%.

• Fuel oil with a sulfur content of 3.5% for ships equipped with exhaust gas cleaning systems, or scrubbers, which reduce the polluting emissions before they are released into the atmosphere.

• LNG, which offers numerous advantages from an environmental standpoint, including the reduction of CO2 emissions, the elimination of sulfur oxide (SOx) emissions, drastic decrease of nitrogen oxides (NOx) and particulate matters.

Accordingly, the Group’s specialized affiliate Total Marine Fuels will be renamed Total Marine Fuels Global Solutions on February 1, 2017. The new organization intends in particular to become a leading player in the LNG bunker market. TOTAL is also very active in marine lubricants, which it markets under the Lubmarine brand.

1

Results of the option to receive the second quarter 2016 interim dividend in shares

The Board of Directors of TOTAL met on December 15, 2016, and declared a second quarter 2016 interim dividend of €0.61 per share and offered, under the conditions set by the fourth resolution at the Combined Shareholders’ Meeting of May 24, 2016, the option for shareholders to receive the second quarter 2016 interim dividend in cash or in new shares of the Company.

The period for exercising the option ran from December 21, 2016 to January 4, 2017. At the end of the option period, 66% of rights were exercised in favor of receiving the payment for the second quarter 2016 interim dividend in shares.

23,206,171 new shares will be issued, representing 0.95% of the Company’s share capital on the basis of the share capital as of December 31, 2016. The share price for the new shares to be issued as payment of the second quarter 2016 interim dividend was set at €41.87 on December 15, 2016. The price is equal to the average opening price on the Euronext Paris for the twenty trading days preceding December 15, 2016, reduced by the amount of the interim dividend, with a 5% discount.

The settlement and delivery of the new shares as well as their admission to trading on Euronext Paris will occur on January 12, 2017. The shares will carry immediate dividend rights and will be fully assimilated with existing shares already listed.

The total remaining cash dividend to be paid to shareholders who did not elect to receive the second quarter 2016 interim dividend in shares amounts to €498 million and the date for the payment in cash is set for January 12, 2017.

TOTAL to acquire an additional 21.57% interest from Tullow in the Uganda Lake Albert Project

On January 9, 2017, TOTAL announced that it had entered into a package agreement with Tullow under which TOTAL will acquire an additional 21.57% interest from Tullow in the Uganda Lake Albert oil project.

Following this transaction, TOTAL will hold a 54.9% interest, strengthening its position in this competitive project and paving the way for a project sanction in the near future.

The overall consideration paid by TOTAL to Tullow will be $900 million, representing a reimbursement of a portion of past costs, payable in installments along the development of the project, with an initial payment of $100 million at closing.

Under the terms of the deal, TOTAL will acquire 21.57% out of Tullow’s existing 33.33% stake in all of the Lake Albert project licenses EA1, EA1A, EA2 and EA3A. TOTAL, which is already operator of licenses EA1 and EA1A, will in addition take over operatorship from Tullow of license EA2, enabling significant efficiency gains and synergies.

Closing of the transaction is subject to customary regulatory and government approvals and to partner pre-emption rights.

TOTAL and Petrobras implement their strategic alliance through an assets package agreement

On December 21, 2016, TOTAL announced having signed with Petrobras an assets package agreement in the framework of their strategic alliance announced in October 2016. This agreement reinforces the joint partnership and cooperation between the two companies, in the upstream and downstream sectors, covering operations, research and technology.

In the upstream, the technical cooperation will be strongly reinforced between the two companies including joint assessment of the exploration potential in key prospective areas in Brazil and the development of new technologies.

TOTAL will also become partner to Petrobras in two high-quality pre-salt licenses of the prolific Santos basin: the BMS-11 with the “Iara” fields currently under development where TOTAL will acquire a 22.5% interest from Petrobras, and in the BMS-9 with the Lapa field, which just entered into production and where TOTAL will become the operator of the license with the acquisition of a 35% interest from Petrobras. The two companies will combine their internationally recognized expertise in deep-water to jointly develop solutions for long subsea tie-backs, reservoirs with high CO₂ content and digital geosciences data management. TOTAL will also offer to Petrobras the option of taking a 20% stake in the Perdido Belt deepwater exploration Block 2 recently awarded in Mexico.

In the downstream, TOTAL will bring to Petrobras its worldwide experience by entering the integrated gas and power market in Brazil. TOTAL will acquire from Petrobras some regasification capacity in the Bahia LNG terminal and a 50% interest in two co-generation plants located in the Bahia area as well as pipeline transport capacity, enabling TOTAL to supply gas to the two co-generation plants.

2

Under the terms of this assets package deal, the acquisition of the upstream and downstream interests in Brazil from Petrobras will represent a global value of around $2.2 billion, made of cash, carry and contingent payments. It is subject to the final execution of the sale and purchase agreements, to the relevant regulatory approvals and to partners’ preemption rights only on the Iara transaction.

TOTAL makes $207 million investment in Tellurian to develop integrated gas project

On December 20, 2016, TOTAL and Tellurian Investments Inc. (“Tellurian”) announced that TOTAL is acquiring approximately 23% of Tellurian at $5.85 per share for an amount of $207 million to develop an integrated gas project, from the acquisition of competitive gas production in the US to the delivery of LNG to international markets from the Driftwood LNG terminal. This transaction closed on January 3, 2017.

Driftwood LNG is in the engineering design and pre-filing phase of the project. The Federal Energy Regulatory Commission (FERC) approved Driftwood LNG’s pre-filing request on June 6, 2016. Tellurian expects to commence construction of Driftwood LNG in 2018 and produce LNG in 2022.

Treasury shares cancellation

The Board of Directors of TOTAL S.A. met on December 15, 2016 and decided to proceed, under the conditions set forth at the Combined Shareholders’ Meeting of May 11, 2012, with the cancellation of 100,331,268 treasury shares. These shares were previously repurchased off-market by TOTAL S.A. from four of its 100% indirectly owned affiliates.

The repurchase followed by the immediate cancellation of the shares means that affiliates of TOTAL S.A. no longer hold treasury shares as part of a simplification of the Group structures.

This transaction has no impact on the consolidated financial statements of TOTAL S.A., or on the number of fully-diluted weighted-average shares or on earnings per share.

Following the cancellation of the shares, the number of shares of TOTAL S.A. is 2,429,723,768. The number of voting rights which can actually be exercised at the Shareholders’ Meeting is 2,574,026,593. The total number of ‘theoretical voting rights’ attached to the 2,429,723,768 shares is 2,584,615,655. The theoretical voting rights figure includes 10,589,062 treasury shares held by TOTAL S.A. for employee performance share plans, and which do not have actual voting rights attached.

TOTAL awarded exploration blocks in offshore Mexico

On December 6, 2016, TOTAL announced that it had been awarded exploration licenses on 3 Blocks in offshore Mexico, following the country’s first competitive deep water bid round.

TOTAL will be operator of Block 2 in the Perdido basin with a 50% interest, while ExxonMobil has the remaining 50%. The block covers a surface area of 2,977 square kilometers at water depths ranging from 2,300 to 3,600 meters.

In the Salina basin, TOTAL has won a participating interest of 33.3%, alongside Statoil (33.4%) and BP (33.3%), in Blocks 1 (2,381 km²) and 3 (3,287 km²).

Suez and TOTAL partner to recycle cooking oil into biofuel

On December 6, 2016, SUEZ and TOTAL announced that they were joining forces to collect and recycle used cooking oil in France. As part of their 10-year partnership, SUEZ will supply 20,000 metric tons of used cooking oil a year to TOTAL. Collected throughout France, the oil will be processed into biofuel at TOTAL’s La Mède biorefinery.

In response to growing demand for biofuel, TOTAL is transforming its La Mède site into France’s first biorefinery, one of the largest in Europe. The facility will produce biodiesel by refining used cooking oil, residual oil and vegetable oil. The high-quality biodiesel (HVO) will be easily blended into regular diesel in any proportion, with no adverse impact on fuel quality or engines.

At present, 45,000 metric tons a year of used cooking oil are collected in France, out of an estimated total of more than 100,000 metric tons. The partnership between SUEZ and TOTAL will increase amount of used oil collected by more than 20% and improve its conversion through a short energy production loop beneficial for the environment.

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SUEZ will deploy a France-wide oil collection and recycling system suitable for all types of producers, from consumers to the leading agrifood businesses. The oil will be transported to La Mède for preliminary treatment in a filtration unit built by SUEZ. The new unit will create around 50 local jobs.

Ivory Coast: TOTAL becomes the operator of the LNG terminal project

On November 25, 2016, TOTAL announced that the CI-GNL (Ivory Coast LNG) consortium led by TOTAL had been awarded the rights to build and operate a liquefied natural gas (LNG) re-gasification terminal in Ivory Coast with a capacity of 3 million tons per year.

The decision announced by the Government of the Ivory Coast on October 4th was followed by the signature of the shareholders’ agreement in Abidjan between TOTAL, which will operate the project with a 34% interest, national companies PetroCI (11%) and CI Energies (5%) as well as SOCAR (26%), Shell (13%), Golar (6%) and Endeavor Energy (5%).

TOTAL will use the terminal to supply LNG volumes from its global portfolio in proportion to its participating interest in the project. The re-gasification terminal project is expected to become operational by mid 2018.

The project involves the construction of a terminal with a floating storage and re-gasification unit (FSRU) in Vridi, Abidjan area, and a pipeline connecting the FSRU to existing and planned power plants in Abidjan, as well as to regional markets connected to the Ivorian network. This will enable Ivory Coast to become the first regional LNG import Hub in West Africa, and to meet both regional and domestic demand.

Azerbaijan: TOTAL and SOCAR sign agreement to develop Absheron discovery

On November 21, 2016, TOTAL announced that it had signed an agreement with SOCAR, the national oil company of Azerbaijan, establishing the contractual and commercial terms for a first phase of production of the Absheron gas and condensate field, located in the Caspian Sea and discovered by TOTAL in 2011.

The development involves the drilling of one well at a water depth of 450 meters. Production from this high pressure field will be around 35 thousand barrels of oil equivalent per day, including a significant portion of condensate. The produced gas will supply Azerbaijan’s domestic market.

This first phase of production will also enable a dynamic appraisal of the field for future phases.

TOTAL is the operator of Absheron with a 40% interest alongside SOCAR (40%) and ENGIE (20%).

TOTAL and Corbion form a joint venture in bioplastics

On November 16, 2016, TOTAL announced joining forces with Corbion to develop bioplastics by creating a 50/50 joint venture to produce and market polylactic (PLA) polymers. The two partners plan to build a world-class PLA polymerization plant with a capacity of 75,000 tons per year at Corbion’s site in Thailand that already has a lactide (PLA monomer) production unit that will become part of the joint venture. Corbion will supply the lactic acid necessary for the production of the PLA and the lactide.

The new company will be based in the Netherlands and will launch operations in the 1^st quarter of 2017, subject to regulatory approvals.

PLA is a biobased, biodegradable polymer obtained by fermenting renewable resources (sugar or starch) to produce lactic acid. PLA is mainly used for food packaging, disposable tableware and textiles, as well as in numerous other industries such as oil and gas, electronics, automotive and 3D printing.

TOTAL launches vast program to install solar power in 5,000 service stations worldwide

On November 15, 2016, TOTAL announced that it was launching a program to equip 5,000 of its service stations worldwide with solar panels within five years, including 800 in France. The total solar capacity to be installed is about 200 MW, equivalent to the amount of electricity used to power a city of 200,000 people. The project represents an investment of around $300 million.

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An affiliate of TOTAL, SunPower is a global leader in photovoltaic solar energy. Based in San Jose, California, SunPower develops, manufactures and operates the world’s highest performing solar systems for homeowners and businesses.

Iran: TOTAL signs heads of agreement to develop phase 11 of the giant South Pars gas field

On November 8, 2016, TOTAL announced the signature of a heads of agreement (“HoA”) with the National Iranian Oil Company (“NIOC”) for the development of phase 11 of South Pars, the world’s largest gas field. The South Pars 11 project (“SP11”) is expected to have a production capacity of 1.8 billion cubic feet per day, or 370 000 barrels of oil equivalent per day. The produced gas will be fed into Iran’s gas network.

TOTAL is expected to operate the SP11 project with a 50.1% interest alongside Petropars (19.9%), a 100% subsidiary of NIOC, and the Chinese state-owned oil and gas company CNPC (30%).

Under the terms of the HoA, NIOC and the project partners will conduct exclusive negotiations to finalize a 20-year contract in accordance with the technical and economic terms established in the HoA, within the framework of Iranian Petroleum Contract (IPC) recently approved by the Iranian Parliament.

In parallel, TOTAL will launch engineering studies and a call for tender process so that construction contracts can be awarded immediately upon signature of the final agreement.

The SP11 project is expected to be developed in two phases. The first phase, with an estimated total cost of around $2 billion equivalent, will consist of 30 wells and 2 well head platforms connected to existing onshore treatment facilities by 2 subsea pipelines. At a later stage, a second investment phase, involving the construction of offshore compression facilities, is expected to be launched once required by the reservoir conditions.

Additional highlights since the beginning of the fourth quarter of 2016:

• successful North Platte appraisal in the Gulf of Mexico ; and

• sale of 29% interest in French pipeline company Société du Pipeline Méditerranée Rhône (SPMR).

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EX-99.3

Exhibit 99.3

RATIO OF EARNINGS TO FIXED CHARGES

(unaudited)

The following table shows the ratios of earnings to fixed charges for TOTAL S.A. and its subsidiaries and affiliates (collectively, “TOTAL” or the “Group”), computed based on information used in the preparation of our consolidated financial statements in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board and as adopted by the European Union, for the fiscal years ended December 31, 2016, 2015, 2014, 2013 and 2012.

	Years Ended December 31,
	2016		2015		2014		2013(a)		2012(b)
For the Group (IFRS)		4.53		4.76		10.91		19.57		24.35

^(a) Figures for 2013 have been restated pursuant to the retrospective application of the accounting interpretation IFRIC 21 from January 1, 2014.

^(b)  Figures for 2012 have been restated pursuant to the retrospective application of the revised accounting standard IAS 19 from January 1, 2013.

Earnings for the computations above under IFRS were calculated by adding pre-tax income from continuing operations before adjustment for minority interests in consolidated subsidiaries or income or loss from equity investees, fixed charges and distributed income of equity investees. Fixed charges for the computations above consist of interest (including capitalized interest) on all indebtedness, amortization of debt discount and expense and that portion of rental expense representative of the interest factor.

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CAPITALIZATION AND INDEBTEDNESS OF TOTAL

(unaudited)

The following table sets out the unaudited consolidated capitalization and long-term indebtedness, as well as short-term indebtedness, of the Group as of December 31, 2016, prepared on the basis of IFRS. Currency amounts are expressed in U.S. dollars (“dollars” or “$”) or in euros (“euros” or “€”).

	At December 31, 2016
	(in millions of dollars)
Current financial debt, including current portion of non-current financial debt
Current portion of non-current financial debt		4,451
Current financial debt		9,469
Current portion of financial instruments for interest rate swaps liabilities		212
Other current financial instruments — liabilities		115
Financial liabilities directly associated with assets held for sale		21
Total current financial debt		14,268
Non-current financial debt		43,067
Non-controlling interests		2,894
Shareholders’ equity
Common shares		7,604
Paid-in surplus and retained earnings		105,547
Currency translation adjustment		(13,871	)
Treasury shares		(600	)
Total shareholders’ equity — Group share		98,680
Total capitalization and non-current indebtedness		144,641

As of December 31, 2016, TOTAL S.A. had an authorized share capital of 3,449,682,749 ordinary shares with a par value of €2.50 per share, and an issued share capital of 2,430,365,862 ordinary shares (including 10,587,822 treasury shares from shareholders’ equity).

As of December 31, 2016, approximately $572 million of the Group’s non-current financial debt was secured and approximately $42,495 million was unsecured, and all of the Group’s current financial debt of $9,469 million was unsecured. As of December 31, 2016, the Group had no outstanding guarantees from third parties relating to its consolidated indebtedness. For more information about the Group’s commitments and contingencies, see Note 23 of the Notes to TOTAL’s audited consolidated financial statements in its Annual Report on Form 20-F for the year ended December 31, 2015, filed with the Securities and Exchange Commission on March 16, 2016.

On February 8, 2017, the Board of Directors of TOTAL S.A. decided to propose at the May 26, 2017 Annual Shareholders’ Meeting an interim dividend of €0.62 per share for the fourth quarter of 2016, representing approximately €1.5 billion (approximately $1.7 billion using the €/$ exchange rate on February 3, 2017 of €1 = $1.0792 as released by the Board of Governors of the Federal Reserve System on February 6, 2017), to be paid on June 22, 2017.⁽¹⁾

Except as disclosed herein, there have been no material changes in the consolidated capitalization, indebtedness and contingent liabilities of the Group since December 31, 2016.

⁽¹⁾  The ex-dividend date for the remainder of the 2016 dividend would be June 5, 2017; for the ADR (NYSE: TOT), the ex-dividend date would be May 31, 2017.

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EX-99.4

Exhibit 99.4

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

(unaudited)

	Years Ended December 31,
(Amounts in millions of dollars)	2016			2015			2014		2013			2012
Net income(a)		6,196			5,087			4,244		11,228			13,648
Income tax expenses(a)		970			1,653			8,614		14,767			16,747
Non-controlling interests		10			(301	)		6		293			188
Equity in income of affiliates (in excess of)/ less than dividends received		(643	)		(311	)		29		(775	)		272
Interest expensed		734			742			536		656			649
Estimate of the interest within rental expense		543			477			406		357			334
Amortization of capitalized interest		161			174			160		135			205
Total(a)		7,971			7,521			13,995		26,661			32,043
Interest expensed		734			742			536		656			649
Capitalized interest		481			362			341		349			333
Estimate of the interest within rental expense		543			477			406		357			334
Preference security dividend requirements of consolidated subsidiaries		—			—			—		—			—
Fixed charges		1,758			1,581			1,283		1,362			1,316
Ratio of earnings to fixed charges(a)		4.53			4.76			10.91		19.57			24.35

^(a)  Figures for 2013 have been restated pursuant to the retrospective application of the accounting interpretation IFRIC 21 from January 1, 2014, and figures for 2012 have been restated pursuant to the retrospective application of the revised accounting standard IAS 19 from January 1, 2013.