Re Agreement

Total S.A.
02 August 2006


        Total and Santander Sign Agreement To Implement Arbitration Award
                       Provisions Concerning Cepsa

Paris, August 2, 2006 - Total and Banco Santander Central Hispano (Santander)
have signed an agreement to implement the provisions of the partial award made
on March 24, 2006 by the Nether1ands Arbitration Institute, which adjudicated
their dispute concerning Cepsa.

Under the agreement, the  shares held by investment vehicle Somaen Dos which are
due to Total are returned effective today. Total now directly owns 44.5% of
Cepsa's share capital. Total and Santander have terminated their shareholder
agreements concerning Cepsa.

In addition, subject to the approval of the European Commission, Santander will
transfer to Total 4.35% of Cepsa's share capital at a price of €4.54 per share.
Once this transaction has been completed, the parties will instruct the
arbitrators to terminate the arbitration proceedings.

Both transactions have been approved by Spanish market regulator Comision
Nacional del Mercado de Valores (CNMV), which has confirmed that Total is not
required to make a takeover bid for Cepsa.

Total is very satisfied with this agreement, which consolidates its position as
the core shareholder in Cepsa, whose growth it will continue to support.

Total is one of the world's major oil and gas groups, with activities in more
than 130 countries. Its 95,000 employees put their expertise to work in every
part of the industry - exploration and production of oil and natural gas,
refining and marketing, gas trading and electricity. Total is working to keep
the world supplied with energy, both today and tomorrow. The Group is also a
first rank player in chemicals. www.total.com




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