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Registration document 2007 - Total.com

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9<br />

B) TOTAL share purchase options plan<br />

1998 Plan (a) 1999 Plan (b) 2000 Plan (c) 2001 Plan (d) 2002 Plan (e) <strong>Total</strong><br />

Exercise price until May 23, 2006 included (in euros) (f) 23.44 28.25 40.68 42.05 39.58<br />

Exercise price since May 24, 2006 (in euros) (f) - 27.86 40.11 41.47 39.03<br />

Expiration date 03/17/2006 06/15/<strong>2007</strong> 07/11/2008 07/10/2009 07/09/2010<br />

Number of options (g)<br />

Existing options as of January 1, 2004 2,890,152 5,626,468 9,636,180 10,734,500 11,452,800 40,340,100<br />

Granted - - - - - -<br />

Cancelled - - (5,200) (10,800) (3,200) (19,200)<br />

Exercised (1,334,104) (1,520,352) (5,200) - (3,088) (2,862,744)<br />

Existing options as of January 1, 2005 1,556,048 4,106,116 9,625,780 10,723,700 11,446,512 37,458,156<br />

Granted - - - - - -<br />

Cancelled (400) (1,200) (7,000) (4,000) (9,800) (22,400)<br />

Exercised (965,996) (2,052,484) (3,108,836) (1,983,800) (153,232) (8,264,348)<br />

Existing options as of January 1, 2006 589,652 2,052,432 6,509,944 8,735,900 11,283,480 29,171,408<br />

Granted - - - - - -<br />

Cancelled (72,692) - (7,272) (i) (15,971) (26,694) (122,629)<br />

Adjustment following the spin-off of Arkema (h) - 25,772 84,308 113,704 165,672 389,456<br />

Exercised (516,960) (707,780) (1,658,475) (1,972,348) (2,141,742) (6,997,305)<br />

Existing options as of December 31, 2006 - 1,370,424 4,928,505 6,861,285 9,280,716 22,440,930<br />

(a) Grants decided by the Board of Directors on March 17, 1998 pursuant to the authorization given by the Shareholders’ Meeting held on May 21, 1997. The options were exercisable only<br />

after a five-year period from the date the option was granted to the individual employee and had to be exercised within eight years from this date. This plan expired on March 17, 2006.<br />

(b) Grants decided by the Board of Directors on June 15, 1999 pursuant to the authorization given by the Shareholders’ Meeting held on May 21, 1997. The options are exercisable only<br />

after a five-year period from the date the option is granted to the individual employee and must be exercised within eight years from this date.<br />

(c) Grants decided by the Board of Directors on July 11, 2000 pursuant to the authorization given by the Shareholders’ Meeting held on May 21, 1997. The options are exercisable only after a<br />

four-year period from the date the option is granted to the individual employee and must be exercised within eight years from this date. For beneficiaries holding contracts with French<br />

<strong>com</strong>panies or working in France, the shares arising from the exercise of options may not be sold for five years from the date of grant.<br />

(d) Grants decided by the Board of Directors on July 10, 2001 pursuant to the authorization given by the Shareholders’ Meeting held on May 17, 2001. The options are exercisable only<br />

after January 1, 2005 and must be exercised within eight years from the date of grant. For beneficiaries holding contracts with French <strong>com</strong>panies or working in France, the shares arising<br />

from the exercise of options may not be sold for four years from the date of grant.<br />

(e) Grants decided by the Board of Directors on July 9, 2002 pursuant to the authorization given by the Shareholders’ Meeting held on May 17, 2001. The options are exercisable only after a<br />

two-year period from the date the option is granted to the individual employee and must be exercised within eight years from this date. Underlying shares may not be sold for four years<br />

from the date of grant.<br />

(f) To reflect the four-for-one stock split, the exercise prices of TOTAL shares purchase options were multiplied by 0.25. Moreover, following the spin-off of Arkema, the exercise prices of<br />

TOTAL shares purchase options were multiplied by an adjustment factor equal to 0.986147 with effect on May 24, 2006.<br />

(g) The number of options was multiplied by four to reflect the four-for-one stock split on May 18, 2006.<br />

(h) Adjustments decided by the Board of Directors on March 14, 2006 in application of Articles 174-9, 174-12 and 174-13 of the Decree n°67-236 of March 23, 1967 in force during this<br />

Board of Directors and during TOTAL S.A. Shareholders’ Meeting of May 12, 2006, as part of the spin-off of Arkema. These adjustments have been made on May 22, 2006 with effect as<br />

of May 24, 2006.<br />

(i) Including the confirmation in 2006 of the award of 500 stock options (for underlying shares, par value 10 euros per share) that has been cancelled erroneously in 2001.<br />

218<br />

Appendix 1 – Consolidated financial statements<br />

Notes to the consolidated financial statement<br />

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

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