The Board of Directors of PetroFina, meeting on 8 December 1998, analysed the proposed merger between the company and TOTAL which was announced on 1 December. Having considered the strategic and operational elements of the transaction, the Board unanimously approved it in principle. Pursuant to the law, the Board will issue a formal statement on the Share Exchange Offer, when it will have received the proposed prospectus following the General Meeting of TOTAL, and when the pre-conditions in respect of competition policy will have been met.

The Board of PetroFina has appointed JP Morgan and Paribas as financial advisers to assist it in delivering a fairness opinion on the proposed offer.

The Board has called an Extraordinary General Meeting for 4 January 1999 to consider as the only point on the agenda a Board proposal to distribute a gross dividend of BEF 460 per share, payable as from January 13, 1999.