The Board of Directors of Elf Aquitaine met today under the chairmanship of Philippe Jaffré and took note of the results of the public exchange offer made by TotalFina. Elf Aquitaine shareholders overwhelmingly approved the friendly merger agreement concluded between the two groups on September 13, 1999.

In implementing this agreement, Philippe Jaffré resigned as Chairman and member of the Board of Directors.

Under his impetus, and in full agreement with the Board of Directors and its continuous support, Elf Aquitaine experienced a rapid, profound and very positive transformation:

• The human and ethical values of the company were reestablished and adapted to the demands of our time,
• The industrial and commercial competitiveness was restored and continually improved,
• Growth was reconstructed on sound and durable bases in all the industrial businesses of the group – exploration-production, refining-marketing, chemicals and pharmaceuticals.

This in-depth action resulted in a continuous and rapid improvement of Elf Aquitaine’s performance.

Financial results were multiplied by six.

The group’s value tripled from FF107 billion at the time of privatization on February 14, 1994, to FF338 billion on September 13, 1999, the date of the merger agreement with TotalFina. This performance, much superior to all the companies listed on the French stock index CAC 40 (which doubled over the same period) is also the best among the major international oil and gas companies, just after BP-Amoco.

During these past three months, Mr. Jaffré's personal action, in close association with the Board of Directors, allowed for bringing the necessary conditions together for a balanced rapprochement with TotalFina, to provide all Elf Aquitaine personnel with a role and to significantly improve the tender offer made to the shareholders. Thus, this permitted the Board of Directors to recommend the offer.

Philippe Jaffré stressed that these results are the rewards of a collective work carried out by the senior management teams, the executives and personnel of Elf Aquitaine and that nothing could have been realized without their support and help.

Following Mr. Jaffré’s resignation, under the chairmanship of the senior board member, Mr. Jacques Friedmann, the Board elected Mr. Pierre Vaillaud to the position vacated by Mr. Jaffré and then as Chairman of the Board of Elf Aquitaine.

Pierre Vaillaud, an engineer in the Corps des Mines, was Chairman and President of Technip from 1992 to 1999. Previously, he was a director at Atochem, the joint chemicals subsidiary of Elf Aquitaine and Total. He then held several positions at Total, where he was head of gas, of development, the director of subsidiaries, Chairman and President of Total Exploration-Production, President of Total and Chairman and President of Total-Chimie.