Re Agreement

Total Fina Elf.
13 June 2002



2, place de la Coupole 
La Defense 6
92 400 Courbevoie France 
Fax: [phone]

Catherine ENCK 
Tel. [phone]

Sophie LE CONG NEN-ALIOT 
Tel.: [phone]

Patricia MARIE 
Tel. [phone]


TOTAL FINA ELF S.A. 
Capital 7 087 201 730 euros 
542 051 180 R.C.S. Nanterre

www.totalfinaelf.com

ATOFINA
4/8, cours Michelet 
92800 - Puteaux - France

Gilles GALINIER 
Tel.: [phone]

Marie-Pierre GALHAUT 
Tel.: [phone]

www.atofina.com




                   Atofina enters into a new development phase 
                    in its petrochemicals operations in Qatar


Paris, June 13, 2002 - Atofina, the Chemicals branch of the TotalFinaElf Group, 
recently took a major step in the development of its petrochemicals activities 
in Qatar through two large-scale projects: the installation of an ethane cracker 
in Ras Laffan and of a polyethylene (LLDPE) plant in Mesaieed.

In order to carry through these projects, Atofina signed an agreement on 
Thursday 13th June with Qapco (Qatar Petrochemical Company) for the creation of 
Qatofin, a joint venture in which Atofina and Qapco will have a 36% and 63% 
share respectively, with the national Qatar company Qatar Petroleum (QP) owning 
the remaining 1%. Atofina already has a 10% interest in Qapco.

Meanwhile, Qatofin signed an agreement with Q-Chem 2, a joint venture between 
Qatar Petroleum and Chevron Phillips Chemical, for the installation of an ethane 
cracker in Ras Laffan, in the North-East of the country. This 1.3 million tpa 
cracker, in which Qatofin will have a 45.7% shareholding, is due to become 
operational in 2007.

Downstream, Qatofin is planning the construction of a new 450,000 tpa 
polyethylene (LLDPE) plant in Mesaieed, in the South-East of Qatar, which will 
operate the Univation gas phase process. Feedstock for the plant will be 
provided by ethylene from Qatofin's production quota from the Ras Laffan 
cracker.

'These projects illustrate Atofina's wish to be a world petrochemical player, 
gain access to competitive raw materials, and secure a favourable position in 
order to access the polyolefin markets of South-East Asia. They also consolidate 
the industrial synergies connecting the Upstream and Chemicals branches of the 
TotalFinaElf Group', declared Jean-Bernard Lartigue, Atofina Vice-President. The 
Ras Laffan ethane cracker will indeed work with the gas produced in Qatar by 
TotalFinaElf in the context of the Dolphin project.




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