Registration document 2007 - Total.com

TOTAL share purchase options plans
Appendix 3 - TOTAL S.A.
Parent company’s statutory financial statements
1998 Plan (a) 1999 Plan (b) 2000 Plan (c) 2001 Plan (d) 2002 Plan (e) Total
Exercise price until May 23, 2006 (in euros) (f) 23.44 28.25 40.68 42.05 39.58
Exercise price since May 24, 2006 (in euros) (f) - 27.86 40.11 41.47 39.03
Expiration date 03/17/2006 06/15/2007 07/11/2008 07/10/2009 07/09/2010
Options (g)
Outstanding as of January 1, 2003 3,603,520 5,823,868 9,658,580 10,749,100 11,479,400 41,314,468
Granted - - - - - -
Cancelled - (20,400) (22,400) (14,600) (26,600) (84,000)
Exercised (713,368) (177,000) - - - (890,368)
Outstanding as of January 1, 2004 2,890,152 5,626,468 9,636,180 10,734,500 11,452,800 40,340,100
Granted - - - - - -
Cancelled - - (5,200) (10,800) (3,200) (19,200)
Exercised (1,334,104) (1,520,352) (5,200) - (3,088) (2,862,744)
Outstanding as of January 1, 2005 1,566,048 4,106,116 9,625,780 10,723,700 11,446,512 37,458,156
Granted - - - - - -
Cancelled (400) (1,200) (7,000) (4,000) (9,800) (22,400)
Exercised (965,996) (2,052,484) (3,108,836) (1,983,800) (153,232) (8,264,348)
Outstanding as of January 1, 2006 589,652 2,052,432 6,509,944 8,735,900 11,283,480 29,171,408
Granted - - - - - -
Cancelled (72,692) - (7,272) (i) (15,971) (26,694) (122,629)
Arkema spin-off adjustments (h) - 25,772 84,308 113,704 165,672 389,456
Exercised (516,960) (707,780) (1,658,475) (1,972,348) (2,141,742) (6,997,305)
Outstanding as of December 31, 2006 - 1,370,424 4,928,505 6,861,285 9,280,716 22,440,930
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(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 are exercisable only
after a 5-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. This plan fell due on March 17, 2006.
(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
after a 5-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date.
(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 4-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. For beneficiaries holding contracts with French
companies or working in France, the shares arising from the exercise of options may not be sold for 5 years from the date of grant.
(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 after
a 3.5-year period from the date the option is granted to the individual employee and must be exercised within 8 years from the date of grant. Underlying shares may not be sold for 4
years from the date of grant.
(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
2-year period from the date the option is granted to the individual employee and must be exercised within 8 years from this date. Underlying shares may not be sold for 4 years from the
date of grant.
(f) Following the four-for-one stock split, the exercise prices of TOTAL share purchase options were multiplied by 0.25. Moreover, following the spin-off of Arkema, the exercise prices of
TOTAL shares purchase options were multiplied by an adjustment factor equal to 0.986147 effective as of May 24, 2006.
(g) Pursuant to the four-for-one stock split on May 18, 2006, the number of options has been adjusted accordingly.
(h) Adjustments decided by the Board of Directors on March 14, 2006 following Articles 174-9, 174-12 and 174-13 of Decree n° 67-236 of March 23, 1967 in force at the date of the
Shareholders’ Meeting of TOTAL S.A. held on May 12, 2006, within the framework of the Arkema spin-off. These adjustments were made on May 22, 2006 and effective as of May 24, 2006.
(i) Taking into account the confirmation in 2006 of the award of 500 stock options (for underlying shares, par value 10 euros per share) that has been canceled erroneously in 2001.
TOTAL - Registration Document 2006 267