Stmt re Public Exchange Offer

TOTAL FINA SA
23 September 1999





                 TOTALFINA Announces the Opening of its Improved

                  Public Exchange Offer for Elf Aquitaine Shares


On September 15, the Conseil des Marches Financiers (CMF) authorized TOTALFINA's
improved public exchange offer for Elf Aquitaine shares. In the new bid,
TOTALFINA proposes to acquire without any minimum shares condition all
outstanding Elf Aquitaine shares by offering 19 TOTALFINA shares effective
January 1, 1999 for 13 Elf Aquitaine shares effective January 1, 1999.

On September 22, the Commission des Operations de Bourse (COB) approved the
improved offer prospectus (no 99-1179) submitted jointly by TOTALFINA and Elf
Aquitaine. As a result, the public exchange offer will open today and close on
October 15.

Investors who buy Elf Aquitaine shares on the Monthly Settlement Market of the
Paris Bourse on or after September 24, which is the first day for the October
monthly settlement, will not be able to participate in the offer, since their
shares will be delivered after the closing date of the offer. Beginning
September 24, Elf Aquitaine shares will also be listed on the cash settlement
market and investors who purchase shares on this market will be able to
participate in the offer.

In the United States, the terms of the public exchange offer that opened on
August 2 have been modified to reflect the new terms in TOTALFINA's improved
offer. A separate prospectus will be distributed as soon as it is approved by
the Securities and Exchange Commission.

Both the French and American offers will close on October 15. The results will
be announced within nine trading days following the closing date.