U.S. Exchange Offer

Total Fina Elf.
28 July 2000

              TotalFinaElf Commences U.S. Exchange Offer
         for the remainder of Elf Aquitaine Shares in North America

Offers in France and in North America will expire September 1, 2000

Paris, July 28, 2000 - TotalFinaElf announced that its Exchange Offer for the
remainder of Elf Aquitaine shares and American depositary shares not held by the
Group commenced on July 27, 2000 in the United States and Canada.

This Exchange Offer is being made concurrently with the French Exchange Offer
which opened on June 15, 2000.

The proposed exchange parity of 4 TotalFinaElf shares for 3 Elf Aquitaine shares
and 4 American depositary shares of TotalFinaElf for 3 American depositary
shares of Elf Aquitaine, is the same as the parity proposed in the French Offer.
 The North American offer is being made to all holders of Elf Aquitaine American
depositary shares and US persons or Canadian residents holding Elf Aquitaine
shares.

The French Conseil des marches financiers announced that the Offer will expire
in France on September 1, 2000.  The exchange offer will expire on the same
date, September 1, 2000 in North America.

This is not an offer of securities for sale in the United States or Canada.

Media contacts:  Thomas Saunders:  33.1.47.44.42.30
                 Eve Gautier-Roux: 33.1.47.44.47.66
                 Fabien Ghez:  33.1.47.44.63.77

www.totalfinaelf.com