Result of Meeting

TOTAL FINA S.A.
10 August 1999

                      Board of Directors, August 9, 1999

The Board of Directors of TOTALFINA, under the chairmanship of CEO Thierry
DESMAREST, met on Monday, August 9, 1999.

The Board reviewed the public offer made by ELF AQUITAINE for the shares of
TOTALFINA.

The Board made the following observations:

1.   As an industrial project, the ELF plan is not substantially different from
     the one proposed by TOTALFINA except for the spin-off of the Chemicals.

2.   The Chemicals spin-off poses several problems:

        loss of synergies between refining and petrochemicals;
        substantially lower market valuation for the chemicals as an
        independent company;
        a potential maximum 3.5 billion euros tax liability
        associated with the chemicals spin-off, as estimated by ELF's
        management.

3.   Financially, the 13.4 billion euros cash component of the ELF offer creates
     two handicaps:

     a)   it creates serious doubts about the ability to bring about the rapid
          growth in oil and gas production. With substantial hydrocarbon
          reserve potential, that is even higher for TOTALFINA than for ELF, the
          new Group is in a position to more rapidly grow its production from
          high profitability fields;

     b)   it precludes the use of 'pooling of interest' accounting, which is
          generally used in large oil mergers.

4.   In terms of shareholder value, the offer made to the TOTALFINA shareholders
     is not attractive:

     -  it gives TOTALFINA shareholders only a 46% stake in the equity capital
        of the new Group, although, in terms of hydrocarbon reserves and
        industrial size, TOTALFINA is clearly larger than ELF;

     -  the offer premium is actually negative based on the respective share
        prices of both companies for the following reference periods preceding
        the offer: share price on July 2, 1999, average prices for one month,
        two months and three months;

     -  the French and U.S. shareholders cannot benefit from the deferred tax on
        capital gains.

Under these conditions, considering that this offer is not in the interests of
TOTALFINA, its shareholders or its employees, the Board of Directors of
TOTALFINA, with the exception of the State representative who did not vote,
unanimously rejected ELF's offer.  The Board reiterates its confidence in the
ability and determination of TOTALFINA to succeed with its exchange offer, which
is in the best interests of the two Groups, their shareholders and their
employees, to build a united company and to create value.

The TOTALFINA Board of Directors, therefore, recommends to the shareholders of
TOTALFINA that they reject the ELF AQUITAINE offer and that they do not tender
their shares.  The members of the Board of Directors have indicated their
intention to not tender their shares to this offer.

In addition, the Board of Directors has reviewed the estimated first half 1999
results for TOTALFINA.

The 1999 first half environment was difficult, marked by low Brent crude prices
($13.4/b, slighly less than the $13.6/b in the 1998 first half) and very weak
European refining margins ($9.4/t versus $17.1/t in the 1998 first half).  The
dollar exchange rate was stable against the French Franc (FRF).

In this context, the 1999 first half segment operating results for TOTALFINA are
estimated at approximately 8 billion FRF (1.22 billion euros), a decrease of 18%
as compared to the first half 1998 pro forma operating results excluding
non-recurring items.

In Exploration-Production, production growth in Southeast Asia, Middle East,
North Africa and Latin America more than offset the negative impact of
OPEC-related reductions, and divestments.  Estimated 1999 first half operating
results for the Upstream segment are 4.2 billion FRF (640 million euros), a
decrease limited to 6% versus the pro forma 1998 first half, despite a 15%
decrease in natural gas prices due to the lag effect.

In Downstream, the operating result is estimated at 1.8 billion FRF (275 million
euros), a 30% decline versus the pro forma 1998 first half.  Refining margins in
Europe and the US have been severely affected on the one hand by the heavy
refined product inventory build at year end, which was driven by low crude
prices, and on the other hand by the delayed impact linked to the sharp rise in
oil prices during the 1999 second quarter.

In  Chemicals, the operating result is estimated at 2.0 billion FRF (305 million
euros), a  25% decrease as compared to the pro forma 1998 first  half,  due  to
lower  petrochemical  margins  primarily  linked  to  progressive  recovery   in
feedstock prices for this activity. The specialty chemicals continued to improve
their performance.

For  the  1999  first half, TOTALFINA continued to resist well the deteriorating
environment,  as  was also the case in 1998 as compared to 1997.  For  the  1999
second half, TOTALFINA estimates that, thanks to its production  growth, it
should fully benefit from the strong  recovery  in  crude prices begun over the
past months.


Isabelle GAILDRAUD
Eve GAUTIER
Jean-Mary CASTILLON
Hans DAEMS

TOTAL FINA S.A.
Societe Anonyme au
Capital 3 443 739 700 euros
542 051 180 RCS Nanterre