Stmt re Public Exchange Offer

TOTAL FINA S.A
19 July 1999

TOTALFINA owns a 98.8% Interest in PetroFina at the end of the Public Exchange
offer.

TOTALFINA announced today that, following its Public Exchange Offer reopened
from June 11 through July 2, it has received 1 019 578 shares and 186 140
American Depositary shares (ADSs) representing a total of 1 038 192 PetroFina
shares and 289 100 Warrants.  TOTAL had launched the first period of the
exchange offer on May 6 to acquire the PetroFina shares, ADSs and warrants
it did not already own.

As a result, TOTALFINA now owns 23 168 488 PetroFina shares representing a 98.8%
interest in PetroFina, and 4 140 500 Warrants, representing 93.2% of the
existing warrants.

In exchange for the PetroFina shares, ADSs and PetroFina warrants tendered to
the offer, TOTALFINA is issuing 4 671 864 new TOTALFINA shares to be listed on
the Paris, London and Brussels stock exchanges and 234 171 TOTALFINA warrants.
The TOTALFINA ADSs and warrants exchanged for PetroFina ADSs and warrants
will be listed on the New York Stock Exchange.

TOTALFINA does not intend to make a squeeze-out for the remaining PetroFina
shares.

PetroFina shareholders will receive the shares due as a result of the reopened
Public Exchange Offer on July 15.  TOTALFINAs 1998 dividend will be paid on July
19.