Further re Offer

TOTALFINA S.A.
19 July 1999

TOTALFINA has been informed that it is the target of a public exchange offer
with a cash portion by Elf Aquitaine.

TOTALFINA notes that Elf Aquitaine's Chairman now recognizes the advantages of
a merger between the two French oil companies, after having rejected first its
principle and then the project itself.

TOTALFINA is convinced of the exceptional quality of its industrial project,
which has been very enthusiastically received by the business, industrial and
financial communities.  It is actively pursuing its implementation and has
already received the necessary administrative authorizations (French
government's 'golden share', as well as mining, oil and banking authorizations).
TOTALFINA's public exchange offer for Elf Aquitaine will begin once approval has
been obtained from the Commission des Operations de Bourse (COB).

The Management of TOTALFINA will carry out its industrial project by combining
the companies' management teams.  It is highly confident of its ability to
implement the project, while respecting the interests of shareholders, employees
and customers of both companies.

TOTALFINA Board of Directors will meet within the next few days.