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Registration document 2007 - Total.com

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Four-for-one stock split<br />

The General Meeting of Shareholders of May 12, 2006 decided to split the TOTAL share par value by four, effective as of May 18, 2006.<br />

Consequently, on May 18, 2006, each shareholder received four new TOTAL shares, par value 2.50 euros per share, for each old share,<br />

par value 10 euros per share.<br />

In addition, after approval of this four-for-one stock split, the Company changed the ratio between its ADRs (American Depositary<br />

Receipts) and the TOTAL shares: since May 23, 2006 one ADR corresponds to one share (<strong>com</strong>pared to two ADRs per share previously).<br />

Share performance<br />

TOTAL share price (in euros) in Paris (2002-2006) (a)<br />

TOTAL<br />

CAC 40 (indexed on TOTAL share price)<br />

Euro Stoxx 50<br />

(indexed on TOTAL share price)<br />

2002 2003 2004 2005 2006<br />

Source Datastream - Price as at December 29, 2006: 54.65 euros<br />

(a) In order to take into account Arkema’s spin-off and the four-for-one stock split, Euronext<br />

Paris defined an adjustment of TOTAL’s historical stock price. Therefore, TOTAL’s stock<br />

price before May 18, 2006 was multiplied by a 0.9871 adjustment coefficient (based on<br />

TOTAL’s 210 euros closing price on May 17, 2006 as well as Arkema’s reference stock<br />

price (before quotation) of 27 euros)) and by 0.25. These adjustments, defined by<br />

Euronext Paris are taken into account in the stock price evolution shown on this chart.<br />

Arkema spin-off<br />

Within the framework of the spin-off of Arkema’s chemical<br />

activities from the Group’s other chemical activities, the General<br />

Meeting of Shareholders of May 12, 2006 approved<br />

TOTAL S.A.’s contribution to Arkema, under the regulation<br />

governing spin-offs, of all its interests in the businesses included<br />

under Arkema’s perimeter, as well as to allocate one Arkema<br />

share allotment right for each TOTAL share, with ten allotment<br />

rights entitling the holder to one Arkema share. Fractional rights<br />

were traded on the Eurolist by Euronext market until June 26,<br />

2006, and under Delisted Shares from June 27 to December 29,<br />

2006 inclusive.<br />

Pursuant to the Article L 228-6 of the French Commercial Code<br />

and the Articles 205-1 and 205-2 of the decree N° 67-236 of<br />

March 23, 1967, the holders of allotment rights for fractional<br />

Arkema shares were informed by a notice prior to the sale of<br />

such fractional shares (Avis préalable à la mise en vente de titres<br />

non réclamés) published on August 3, 2006 in the French<br />

newspaper Les Echos, that:<br />

• as of the delisting of the allotment rights from the <strong>com</strong>partment<br />

of delisted shares section of the regulated markets<br />

(<strong>com</strong>partiment des valeurs radiées des marchés réglementés)<br />

of Euronext Paris dated December 29, 2006 after-hours<br />

TOTAL and its shareholders<br />

Listing details<br />

6<br />

TOTAL ADR price (in dollars) in New York (2002 – 2006) (a)<br />

TOTAL<br />

Dow Jones (indexed to the TOTAL ADR price)<br />

2002 2003 2004 2005 2006<br />

Source Datastream - Price as at December 29, 2006: 71.92 $<br />

(a) In order to take into account Arkema’s spin-off and ADR’s split by two, the New York<br />

Stock Exchange (NYSE) defined an adjustment on TOTAL ADR’s historical stock price.<br />

Therefore, TOTAL’s ADR price before May 23, 2006 was multiplied by an 0.9838<br />

adjustment coefficient (based on TOTAL ADR’s $130.40 closing price on May 22, 2006<br />

as well as Arkema’s OTC closing price on May 18, 2006 of $42.15) and by 0.5.<br />

These adjustments, defined by the NYSE are taken into account in the stock price<br />

evolution calculation shown on this chart.<br />

trading, the allotment rights can still be negotiated over the<br />

counter until the sale date mentioned above in the notice;<br />

• Arkema’s shares corresponding to allotment rights for fractional<br />

shares will be sold on the Eurolist by Euronext two years after<br />

the publishing of the notice mentioned above, if they did not<br />

use their rights before the expiration date.<br />

As of this sale, the former allotment rights for fractional Arkema<br />

shares will be, as necessary, cancelled and their holders will only<br />

be able to lay claim to the cash distribution of the net proceeds<br />

from unclaimed Arkema’s shares sale. TOTAL S.A. will make the<br />

net proceeds of this sale available to their holders’ in a secured<br />

financial intermediary account for ten years.<br />

When this time limit expires, the unclaimed amounts will be<br />

handed over to the French Caisse des dépôts et consignations<br />

where the holders will still be able to claim them for a period of<br />

twenty years. After this time limit, the amounts will permanently<br />

be<strong>com</strong>e property of the French State.<br />

Moreover, since May 18, 2006, Arkema’s shares have been freely<br />

traded on the Eurolist by Euronext.<br />

TOTAL – <strong>Registration</strong> Document 2006 127

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