Total Fina Elf S.A. Business Information, Profile, and History

2, Place de la Coupole
La Défense 6
92078 Paris La Défense Cedex
France

Company Perspectives:

As a global energy group of European origin, our ambition is to meet society's energy needs by offering an ever broader range of products and services. We carry out that mission with commitment, professionalism, service and loyalty--all values to which we are deeply attached. Finding, manufacturing and distributing reliable quality products is the goal we seek to achieve, drawing on innovation and state-of-the-art technologies to do so. We conduct our oil and gas and chemicals activities in an ongoing spirit of transparency, outreach, partnership and solidarity, in order to meet society's expectations and rise to the crucial challenges of ensuring the safety of people and property, preserving natural resources and protecting the environment.

History of Total Fina Elf S.A.

Total Fina Elf S.A. is one of the four largest oil, natural gas, and specialty chemicals companies in the world, along with BP Amoco PLC, Exxon-Mobil Corporation, Royal Dutch/Shell Group PLC, and Chevron Texaco Corporation. Its activities are organized into three main areas: upstream, downstream, and chemicals. The company's upstream sector consists of the exploration for and production of crude oil and natural gas, along with development activities in gas and electricity and operations in coal mining. Its downstream unit focuses on refining, marketing, and trading of petroleum products; while the chemicals sector includes rubber products made by its Hutchinson subsidiary (the bulk of which are products for the automotive industry), resins, paints, inks, and adhesives. The French state held a more than one-third stake in Total for much of the company's history, but by 1996 France owned less than 1 percent.

The expanded Total Fina Elf has a refining capacity of 2.4 million barrels per day equivalent (boe/d), and has more than 22,000 service stations and 29 refineries in 100 countries. The company's activities in the energy business run from oil and gas exploration and production to refining and marketing of refined products, as well as international trading in both crude and refined products. Total Fina Elf has also been heavily involved in the chemical market through its branch Atofina. By 2002, the company focused on heating fuels, liquefied petroleum gas, solvents, waxes, bitumens, lubricants, and aviations fuel. The company is also reaching out to potential high-growth areas, such as Southeast Asia, Africa, and the Mediterranean Basin.

Roots in World War I French Oil Crisis

The foundation of Total Fina Elf's initial company, Compagnie Française des Pétroles, France's oldest and, for most of its life, largest oil company, in 1924 came on the heels of France's realization that it needed secure energy supplies. In late 1917, France had come within three months of running out of fuel and seeing its World War I effort grind to a halt.

At the turn of the century the United States and the Russians, with their huge domestic resources, had supplied 90 percent of the world's oil needs. Since then, the British had developed a powerful presence through the activities of the Anglo-Persian Oil Company--today's British Petroleum--and Royal Dutch Shell. The French found that the key to acquiring oil was the 25 percent stake in the fledgling Turkish Petroleum Company (TPC) held by Germany's Deutsche Bank.

The TPC had been founded in 1911 to exploit the oil fields of Mesopotamia on either side of the German-built railway to Baghdad. The British-owned National Bank of Turkey had originally been TPC's major shareholder with 50 percent, but in 1914 the British government persuaded the bank to sell out to Anglo-Persian. An additional 25 percent was held by Royal Dutch Shell. In 1915, the 25 percent stake in TPC still held by Deutsche Bank was sequestered by the British.

CFP Founded in 1924

Four years later, a new French government concluded that it was unacceptable that a foreign company should control the exploitation of France's oil rights in Mesopotamia, and the Compagnie Française des Pétroles (CFP) was established.

CFP's function was not limited to Mesopotamia. In the interests of developing an oil producing capacity "under French control," Chairman Ernest Mercier was charged with acquiring stakes in "any enterprise active in whatsoever oil producing region" of the world. CFP was to co-operate, with the support of the government, in "exploiting such oil wealth as may be discovered in France, her colonies, and her protectorates." The Compagnie Française des Pétroles was set up as a private, not a state-owned, firm.

On October 15, 1927, the Turkish Petroleum Company struck oil--a large find--at Baba Gurghur in Iraq. The discovery ended a debate among the TPC shareholders, some of whom wanted to receive dividends on their investments, others of whom wanted to be remunerated in crude oil. The French had favored crude, having no oil fields of their own; after Baba Gurghur they received it.

The TCP was restructured in 1928, with Anglo-Persian ceding half its stake to a consortium of five U.S. oil companies. The shareholders in the TPC signed a non-aggression pact known as the Red Line Agreement in circling a large area of the map of the Near and Middle East with red crayon. The area within the red line corresponded to the old Ottoman Empire at the end of World War I, encompassing Turkey, Syria, Saudi Arabia, Lebanon, Iraq, and Palestine. Within that region, the TPC shareholders, now including the U.S. giants Standard Oil of New York and Standard Oil of New Jersey, undertook not to compete with one another.

Entered Refining in 1929

Mercier came up against opposition from some of the company's shareholders to his cherished plans to delve into refining, but some of the oil distributors who backed CFP objected, not wanting to disrupt close ties with foreign refiners. A plan was developed for the French state to acquire a 25 percent stake in CFP and a 10 percent stake in a new refining subsidiary to be created by CFP, the Compagnie Française de Raffinage.

The Compagnie Française de Raffinage (CFR) was founded in April 1929; its first refinery was opened at Normandy in 1933. The first shipment of CFP's own oil came from Iraq the following year when the pipeline from the wells to the Lebanese port of Tripoli went into operation. In the years up to World War II, CFR's refining capacity grew steadily, outstripping CFP's ability to supply it with crude. Further crude shipments came from Venezuela and the United States.

By 1929, all the Turkish Petroleum Company's oil came from Iraq under a concession awarded by the Iraqi monarch, King Feisal, installed by the British in 1921. TPC changed its name to the Iraq Petroleum Company in June 1929. By 1936, CFR was supplying nearly 20 percent of French demand for refined oil from two plants located at either end of the country, one in Normandy and the other in Provence.

Elf Aquitaine's Beginnings

Elf Aquitaine, which became the substantial Elf portion of the Total Fina Elf name decades later, got its start before World War II as three small companies: RAP, SNPA, and BRP. The group was founded by the French government in 1939 as Régie Autonome des Pétroles (RAP) to exploit modest gas reserves discovered at Saint-Marcet in southwest France. But, the group's origins could be said to go back much further than that--to 1498 when Jacob Wimpfeling, a theologian from Alsace, was surprised to note mineral oil welling out of the ground at a place called Pechelbronn (fountain of pitch).

Almost 500 years later, in 1970, the Antar group, which then owned Pechelbronn, was taken over by Elf. A close historical connection might be perceived between the history of Elf and the history of France's energy policy as practiced by successive governments since World War II.

The discovery of gas at Saint-Marcet in the summer of 1939 was made by a small exploration syndicate set up with public funding earlier in the decade to prospect for oil and gas in the region. The Compagnie Française des Pétroles, Royal Dutch Shell, and Standard Oil of New Jersey could not be expected to plow much money into looking for oil or gas in France. The oil giants were wrong, but it was not until after the war that they were to discover it. The find at Saint-Marcet was modest, although it continued to produce gas until 1988. The Régie Autonome des Pétroles (RAP) was immediately formed to exploit the new resource by extracting the gas and building a plant for its treatment near Boussens.

In 1941, CFP set up a new company, the second of Elf's forerunners, Société Nationale des Pétroles d'Aquitaine (SNPA), to look for oil and gas in the Aquitaine region, with the state owning 24 percent. CFP wound up owning 14 percent, along with the National Nitrogen Board (ONLA), Saint Gobain, Pechiney, and Rhône-Poulenc. It was obvious that this project would include petrochemicals. Through the efforts of SNPA, Aquitaine was to become the oil and gas province of France. During the German occupation, the management of SNPA slacked off in its efforts to find oil. SNPA's reluctance to help in the German war effort resulted in the deportation of the company's first chairman, Pierre Angot.

At the end of the war, President Charles de Gaulle was eager for the government to play an active role in restoring the country's control over its energy supplies. In 1945, he created the third of Elf's forerunners, the Bureau de Recherches de Pétrole (BRP), to help the process along. The role of this publicly funded venture was--according to its founding charter--to encourage oil and gas exploration in France, its colonies, and protectorates "in the exclusive interest of the nation." BRP was to identify and invest in exploration projects. It owned both the RAP and the government's share of SNPA.

African Exploration Begins After World War II

De Gaulle chose Pierre Guillaumat as the first chairman of BRP. Then 36 years old, Guillaumat was to prove the single most influential figure in the history of Elf Aquitaine, later retiring as chairman of Elf in 1977.

In the first years of its life, the most important investments made by BRP were in the French colony of Algeria and in equatorial Africa. Exploration operations in the Congo and Gabon were largely carried out through Société des Pétroles d'Afrique Equatoriale (SPAFE), a joint venture with various French banks. Consortia were formed between SPAFE, Mobil, and Shell. In Algeria, the beneficiary of BRP's funding was SN Repal, a joint venture with colonial government and the Compagnie Française des Pétroles. Also established was Compagnie de Recherché et d'Exploitation du Pétrole du Sahara (CREPS), a further oil exploration joint venture in Algeria--this time between RAP with 65 percent and Royal Dutch/Shell with 35 percent.

BRP's failure to discover oil in the 1940s appeared to confirm the skepticism of those who doubted that oil would ever be discovered in the Algerian Sahara. Paradoxically, it was precisely this skepticism that had encouraged the French government to set up BRP in the first place--the privately owned oil companies, with shareholders' dividends to pay out, were not about to see large investments swallowed up by the sands of north Africa. In 1950, Guillaumat left BRP to become head of France's new Atomic Energy Commission.

Total Vertically Integrated Oil Company by World War II

Following Ernest Mercier's resignation in 1940, the new chairman Jules Mény entrusted the French interests in IPC to Harold Sheets, the chairman of Standard Oil of New York. The rapid succession of chairmen at CFP during the war reflected the instability of those times. Mercier departed peacefully, but Jules Mény was taken hostage by the Nazis in 1943 and deported to Dachau. Mény's successor, Marcel Champin, died in 1945, leaving the task of determining CFP's postwar strategy to his deputy, Victor de Metz, who was to serve as chairman for 25 years.

Rapid Postwar Expansion at Home and Abroad

The nationalization drive that affected so many French companies after the war did not engulf CFP; its private shareholders were powerful and not worth alienating. More threatening for CFP in the long run was President Charles de Gaulle's creation in 1945 of the Bureau de Recherches de Pétrole (BRP), which was much later to form one of the constituent parts of Elf Aquitaine. At its creation, however, BRP was charged exclusively with searching for oil in France, its colonies, and protectorates.

In the late 1940s and early 1950s, CFP expanded rapidly both at home and abroad. The company's annual supply of oil from the Middle East increased from 806,000 tons in 1945, to 1.61 million tons in 1950, to 8.824 million tons in 1953. The security of these supplies depended on the continuing stability of the region and its rulers' continuing respect for the oil companies' prewar concessions. Victor de Metz recognized that CFP needed to diversify its sources of supply.

After a fruitless venture in Venezuela from 1948 to 1951, CFP began exploration in Canada, then in French Equatorial Africa and Algeria. CFP's venture to develop the oil wealth of Algeria fared well. In 1946, the state-owned Bureau de Recherches des Pétroles had established, jointly with the French colonial government in Algeria, an oil exploration company, the Société Nationale de Recherché de Pétrole en Algérie (SN Repal). In 1947, CNP sent a geologist to Algeria to evaluate the region's prospects, teaming up in the 1950s with CFP to explore a huge promising region.

In 1956, a huge oil field was discovered and an equally impressive gas field. CFP and Repal were able to organize a vast industrial complex that provided French engineers with the opportunity to gain priceless technological knowledge in all aspects of oil and gas exploration, production, transport, gas treatment, and maritime shipping.

Major Discoveries in the 1950s

The Lacq gas field, discovered by SNPA in southwest France in December 1951, was huge by French standards and impressive enough by any standards with reserves estimated at 250 billion cubic meters. Extracting the gas was to prove technically awkward on account of its highly toxic and corrosive impurities, notably hydrogen sulfate. However, in the longer term, SNPA was to turn these initial difficulties to its advantage. France became a net exporter of sulfates, and the expertise SNPA acquired in treating highly sulfurous natural gas also proved eminently exportable.

The other forerunners of Elf Aquitaine, RAP and SNPA, also struck oil in the Algerian desert at about the same time. In 1956, CREPS, the RAP and Shell joint venture, brought the Sahara's first marketable oil to the surface at Edjeleh. The following year, SNPA discovered oil at El Gassi. In 1956 and 1957, there were the first discoveries of oil in equatorial Africa, in Gabon, and in the Congo, and in the early 1960s, a very big discovery was made in the Gulf of Guinea.

However, the Compagnie Française des Pétroles was far from being a household name in France. CFP petrol stations did not cover the land, even though a large proportion of the fuel that the independent distributors sold had been refined at the plants of a CFP subsidiary. Distribution was not a particularly profitable activity, but a major oil producer without distribution facilities of its own risked being held for ransom by its distributors with the threat of losing their business. From 1946, Victor de Metz worked to remove this risk by creating the Compagnie Française de Distribution en Afrique to sell CFP's refined oil products in francophone Africa.

Total Brand Debuted in 1954

CFP pursued the professionalization of petroleum marketing operations and the concentration of retail networks. The unveiling of the Total brand name in 1954. The distributors of oil refined by CFR were now entitled to deck out their service stations in the Total colors and logo, giving them a stronger market identity. First tested in Africa and then brought to France in 1957, the plan was a success. In 1961, refineries belonging to CFP or working on its behalf treated 12 million tons of oil, seven million tons of which went on to be distributed under the Total brand name.

However, France's independent fuel distributors still were experiencing hard times, losing ground when competing with the big foreign oil companies. One by one they sold out--usually to CFP, as CFP expanded its market to Europe and Africa where it had begun marketing in 1968.

Because French authorities had urged CFP to gain a stake in the Sahara oil fields in the 1950s, and CFP refused, the French government withheld its approval when CFP considered taking over its partner's retail network. Instead, the government consolidated the foundations for the future Elf Group by establishing the Union Générale des Pétroles (UGP), that united RAP, Repal, SPAEF, and SNPA, all groups of which BRP was a driving force.

UGP thus gained the SNPA network in southwestern France, including French downstream assets owned by Caltex. These assets encompassed a refinery near Bordeaux, four oil tankers, and 1,400 service stations. In taking this step, the French government had set up a significant French company with assets in upstream, transport, downstream, and gas. The stage was set for vertical integration of the company.

While CFP was making strides in refining and selling its oil, the process of extracting it was becoming increasingly difficult. The model for a new relationship with the Middle Eastern governments was the 50-50 profit-sharing agreement signed by the Saudi government and the U.S. oil producers' consortium Aramco in 1950. In the same year, IPC struck a similar profit-sharing deal with the Iraqi government. The risks posed by nascent nationalism in the Middle East were made clear in 1951, when Muhammad Mussadegh came to power in Iran. He nationalized the assets of the Anglo-Iranian Oil Company--formerly the Anglo-Persian Oil Company and forerunner of British Petroleum--and an international embargo of Iranian crude failed to change his attitude.

More effective than either of these actions was a revolt linked to the British and U.S. intelligence services, which led to the restoration of the shah and Mussadegh's imprisonment in 1953. A year later, the oil companies and the Iranian government created an international consortium of oil companies led by Anglo-Iranian with a 40 percent share. CFP took a modest 6 percent stake in the venture.

Increased Reliance on Algerian Oil in the 1960s

Upheavals such as the one in Iran spurred the French effort to develop oil production in its Algerian colony. However, both CFP and BRP knew that that any oil or gas discovered in Algeria would lie within the franc zone. The IPC installations in Iraq did not fall into this category and CFP had to fund its share of investment in the Iraq Petroleum Company in pounds sterling. In the late 1940s and early 1950s, when the franc was fast losing its purchasing power, this arrangement was not very satisfactory.

By 1962, the future Total and Elf groups realized that they needed to find resources other than those in Algeria, and to examine the political risks associated with their reserves. The French government revised its oil policy, making it vital that French oil companies be able to explore for oil beyond the borders of France and its former colonies.

Consolidation and Formation of Elf in the Late 1960s

Large-scale nationalization took place in 1966, presided over by Pierre Guillaumat. BRP and RAP were transformed into ERAP. The majority stake in Société Nationale des Pétroles d'Aquitaine (SNPA) held by BRP thus passed to ERAP. Guillaumat became chairman both of the ERAP holding company and of its most dynamic subsidiary SNPA. The group was still receiving funds from the sales tax on petroleum products; these funds, known as support grants, increased as the government encouraged the group to diversify its oil supplies.

Government involvement in the oil industry was hardly unique in Continental Europe at the time. The Italians had created Ente Nazionale Idrocarburi (ENI) in 1953, and in 1965, the Spanish had restructured their oil industry, leading to the creation of Hispanoil.

Guillaumat and ERAP were more original in the deals they struck with oil-producing nations. ERAP's pioneering contrats d'entreprise were signed first with Iran in 1966 and two years later with Iraq. These were service contracts under which ERAP agreed to provide exploration and production skills in return for long-term crude supplies at preferential rates. The success of this arrangement in Iraq provided a framework for the amicable resolution of Franco-Iraqi differences when the Iraqi government nationalized the assets of the Compagnie Française des Pétroles, among others, in 1972. ERAP was also able to set up new operations in Nigeria (1962), Indonesia (1963), and Canada (1964), later launching a venture in Mexico.

ERAP and SNPA still lacked a recognizable brand name in France. This was remedied in 1967, when the Elf name and logo were unveiled at thousands of service stations around the country. The name "Elf" was chosen--by a computer, according to corporate folklore--for its attractive connotations of nimbleness and sprightliness, and was not an acronym. Also significant was the partnership of BRP and RAP before the merger in an effort to expand oil and gas exploration and production in the British, Norwegian, and Dutch offshore zones in the North Sea.

Despite the Iraqi nationalization of the assets of the Iraq Petroleum Company in 1971, CFP announced in its annual report that it would be maintained as before. On de Metz's retirement in 1971, the Compagnie Française des Pétroles was one of the largest oil companies in the world; the company's oil production had risen at a rate 30 percent faster than global oil production in the 1960s.

Elf's Diversification in the Difficult 1970s

The oil and gas reserves of the future Total Group increased by 3.5 times between 1960 and 1971, to a total of 68 million metric tons. At the same time, those of the future Elf Group tripled to nearly 33 million metric tons. Both groups began searching for sites for new refineries. Total ultimately built at Dunkirk in Northern France and at Vlissingen in the Netherlands. Elf took over the Antar Group, doubling its downstream sector, and inherited a stake in refineries in Alsace-Lorraine. During this time, SNPA kept its close ties with the major French chemical firms. However, none of the Elf component companies could envision the fast growing demand for chemicals in France and Europe, not even CFP, which had diversified into chemicals in the late 1950s.

To make a greater commitment to chemicals, Total brought together as Total Chimie all the chemicals businesses run by CFP and CFR in 1968, also diversifying into polyethylene in partnership with German firms. The Group joined SNPA in founding the Compagnie de Pétrochimie the following year. In 1971, the future Elf and Total formed Ato Chimie, which grouped all their chemical activities under one roof.

Following the oil crisis in 1973, Elf and Total cooperated in chemicals and upstream operations in the North Sea. Both companies had to learn to better handle risk, as oil prices were very unstable. The challenge for Elf at this time was to increase the proportion of oil in its resources and to expand its production base, which was primarily in the North Sea and West Africa. CFP, however, had a wide spread of production, with operations in Algeria, the Middle East, Indonesia, and the North Sea, as well as new operations in Yemen. It had also begun to explore in Argentina and Columbia.

The year 1975 found joint operations with ATO Chimie becoming increasingly difficult. Even so, the government encouraged the formation of Chloé Chimie in 1979, a second joint venture specializing in chlorochemicals, with the assets coming from Rhône-Poulenc, with Elf and Total holding 80.5 percent of the newly established company's equity.

Because Total had been absorbed in consolidating its refining and marketing operations, its profitability in chemicals plunged. Total sold its stakes in Ato Chimie and Chloé Chimie in 1983, eliminating its chemical assets by 1985. Elf was in better shape financially and wanted to build up a refining and marketing operation as well in the 1970s, and expanded its chemical operations, building a vast chemicals complex of base chemicals, specialty chemicals, and a hygiene-pharmaceuticals division.

In 1977, the year after the final merger between ERAP and SNPA to form the new Société Nationale Elf Aquitaine, Pierre Guillaumat retired. Albin Chalandon, who became chairman, raised Elf Aquitaine's profile in the United States through the acquisition in 1981 of Texas Gulf. The combination of Texas Gulf's strength as a producer of mined sulfur and Elf's existing production at Lacq made the group the world's largest producer of sulfur. Texas Gulf also had huge phosphate reserves and was one of the largest U.S. potassium-based fertilizer producers. The purchase tripled Elf's overall U.S. business at a stroke, and included interests in mining and oil exploration.

Elf and Total in the 1980s

The oil crisis that extended into the 1980s forced both Total and Elf to reduce their refining capacities, sell off most of their tankers, and boost the productivity of their retail networks. The number of service stations owned by both was halved as supermarkets were gaining a foothold in the motor fuel market. Both groups began trading in both crude and refined products, launching aggressive market expansion programs aimed at Latin America, Southeast Asia, and Central Europe.

In 1985, the name by which CFP had come to be known universally was incorporated in its official title: CFP became Total CFP. At the same time the Compagnie Française de Raffinage and its distribution subsidiary, Total CFD, merged to become CRD Total France. By the end of the 1980s, CFP had an output of 520,000 barrels of oil equivalent per day (boe/d) over five zones. Now that it was known as Total, the company had also diversified into coal, nuclear power, and renewable energy sources. Total enlarged its portfolio rapidly in the early 1980s, doubling its overall chemicals turnover during the decade, even before gaining Petrofina assets.

In the meantime, the Elf Group carved out a position for itself in the U.S. market, taking over a division of American Can, Metal, and Thurmit Chemicals. In 1989, Atochem expanded into performance chemicals. In 1990, Elf swapped with Total, taking over the base chemicals division of Orkem in exchange for the paints company La Seigneurie. By this time, chemicals had become a major component of the Elf Group, as the company had the strongest commitment to chemicals of all the major oil companies.

Elf gained a vital foothold in Spain and eastern Germany, and was engaged in a modernization program while trying to reduce production costs, strengthening its brand image. By the end of the 1980s, Elf had made several major deep offshore discoveries in Africa and the Gulf of Mexico, and moved back into Iran where Total was already well established. The Elf Group had major assets and had gained considerable knowledge in medium and deep offshore operations.

Total had reduced excess refining capacity but continued to enter into new markets, divesting assets in the United States to make investments in China. The company also made its refining operations more efficient and tightened environmental standards. Total beefed up its presence in Africa and around the Mediterranean Basin, while planning growth in Southeast Asia. Total's merger with Petrofina strengthened the company's position as it added competitive refining operations and boosted market share in some European markets where Total lacked the critical mass for long-term profit.

In 1994, the French government sold all but 13 percent of its controlling interest in Elf, generating nearly $6 billion in the process. Ironically, the company suffered its first-ever net loss--a $1 billion shortfall--that same year.

Serge Tchuruk an Aggressive Leader for Total in the Early 1990s

Serge Tchuruk, Total's CEO, moved quickly to transform Total--which had, by the early 1990s, ceded its position as France's largest oil company to Elf Aquitaine--from a bureaucratic, complex, sleepy firm into a sleeker, more modern, and more aggressive company. Two hundred subsidiaries were abolished and were replaced by a mere six profit centers; one-seventh of Total's service stations network was closed in 1991; and about 6,500 jobs were eliminated. The company's marketing operations reached into new potentially more lucrative markets, as Total purchased interests in service station chains in Spain, Portugal, Czechoslovakia, Hungary, and Turkey.

On the production side, Tchuruk aimed to increase oil and gas production outside the Middle East by 50 percent by 1995. In 1991, a joint venture--40 percent owned by Total--with British Petroleum and Triton Energy discovered an oil field at Cusiana in Colombia, while Total on its own discovered a significant gas field in Indonesia. In 1993, production began at a gas field in Thailand. By 1995, Tchuruk's emphasis on beefing up the company's gas business had made Total the world's third largest gas producer, trailing only Royal Dutch/Shell (Royal Dutch Petroleum Company) and Mobil Corporation.

In June 1991, the company changed its name to Total SA, and soon began trading on the New York Stock Exchange for the first time. The French government reduced its direct share holding in the company to 5.4 percent, increasing Total's independence and ability to act quickly and aggressively.

Thierry Desmarest Comes to Total in the Late 1990s

In 1995, Tchuruk was replaced by 15-year company veteran Thierry Desmarest, who almost immediately closed a $610 million deal to develop two offshore oil fields in Iran. Total thus became the first foreign oil company allowed back in Iran since the overthrow of the shah in 1979.

Because of Total's willingness to operate in controversial countries, it had fewer competitors for its projects and was able to make better deals, leading to exploration and development costs among the lowest in the industry. These lower costs contributed to steadily increasing profits, with net income rising from FFr2.85 billion (US$600 million) in 1992 to FFr7.61 billion (US$1.26 billion) in 1997.

In 1997, the company announced that it would invest US$2 billion to develop an Iranian gas field. Prior to signing the deal, however, Desmarest got advance backing from the French government and the European Union (EU), lessening the possibility that U. S.-sponsored sanctions would threaten it. Total had just days before signing this Iranian deal to complete its sale of Total Petroleum (North America) Ltd.--its North American refining and marketing arm--to Ultramar Diamond Shamrock Corporation for an approximate eight percent stake in Ultramar, and Ultramar assumed about $435 million in Total Petroleum debt.

Despite quite a large exposure to the Asian financial crisis that arose in 1997, Total's results for that year were extremely healthy: a 7.9 percent increase in sales to FFr191.09 billion (US$31.75 billion) and a 35 percent increase in profits to FFr7.61 billion (US$1.26 billion). Total's aggressive approach in the 1990s had turned the company into one of the most profitable in the industry as well as one of the most fearless in terms of controversial deal making.

Total Fina Becomes Third Largest Oil Company in Europe

Total S.A. moved from being the second largest oil company in France to the third largest in Europe through its acquisition of Petrofina S. A., the Belgian oil and petrochemicals company. In a FFr74 billion (US$13 billion) deal, essentially a share swap, Total agreed with a group of shareholders to acquire a 41 percent stake in the company, beating out rivals Elf Aquitaine and ENI. Fina also had 2,500 service stations in the United States, most of which were in Texas, Arizona, and New Mexico.

A Brief Overview of Petrofina

Petrofina was a Belgium-based integrated oil company that had interests in oil and gas production, refining and marketing, and chemicals, principally in the United States and Europe. When it was established in 1920 as Compagnie Financiére Belge des Pétroles (Belgian Petroleum Finance Company) by a group of Belgian financiers in Antwerp, the company's main strengths were refining and marketing, but chemicals became an important part of the company's business through production of polypropylene, polyethylene, and polystyrene. The company's upstream assets were in the United States, the United Kingdom, and Norway, and its refining assets were in the United States, Belgium, Italy, the Untied Kingdom, and Angola.

Starting out to extract and refine petroleum products, Petrofina had found oil in Romania through the Concordia Company. In the 1920s, with Pure Oil of Delaware, Petrofina founded Purfina, a distribution company in Belgium and Holland that became a wholly own subsidiary of Petrofina in 1923. Purfina paraffin was produced at a warehouse in Antwerp and sold in bottles in grocery stores. The later purchase of the factory and a small refinery opened the way for car lubricants, medicinal oils, and products used in the preparation of foods. The Société Industrielle Belge des Pétroses SIBP (Belgian Industrial Petroleum Company) was founded in Antwerp in 1949, beginning production in 1951. By the 1950s, the Congo, Angola, French Equatorial Africa, and Tunisia formed the African core of the group, with exploration, production, and distribution being developed in these areas. Major discoveries in Mexico, Canada, Angola, and Egypt followed.

Petrofina expanded throughout Europe, North America, and Africa, preparing for a boom in the car market. The company delved into chemistry in 1954, the beginning of the plastics age. At this time, Laurent Wolters of Petrofina achieved his vision of "going to America" through the acquisition of Cosden Chemicals, marking Petrofina's entry into petrochemicals in America. The company also had crude oil and finished products cross the world in ships, and entered into the aircraft fuels market in 1960, establishing Belgo Chim at Geluy, Belgium's center region. Petrofina began a large-scale exploration of the North Sea, finding gas in 1966 in the British Sector.

In 1972, Petrofina diversified into paints. The group expanded under the leadership of Adolphe Demeure de Lespaul, with the profitable sale of the Canadian Petrofina, which helped Petrofina strengthen its assets in the United States in the midst of the 1970s oil crisis. Petrofina later bought back its shares in Société Industrielle Belge de Pétroses to focus on refining activities. In 1988, Fina Italia successfully launched exploration and production in Italy, and Fina Europe built a new high tech factory for lubricants in 1991 at Ertvelde. In 1995, the refinery at Antwerp was equipped for deep conversion, which meant it could stay ahead of market developments and accomplish high levels of efficiency.

Wood Mackenzie Consultants Ltd. of Edinburgh stated in the Oil and Gas Journal that the merged Total Fina would have an estimated overall product market share of about 8 percent, which placed it fourth behind Shell (12.5 percent), BP-Mobil (11 percent), and Exxon (10 percent). The new company's market share of 25 percent in France and Belgium made it a market leader and put it ahead of rival Elf. The combined workforce of the two companies was about 69,100. The two companies combined then had a processing capacity that exceeded crude production by more than 500,000 barrels per day (boe/d).

Total Fina's upstream division was based in Paris, with its refining, marketing, and petrochemicals division in Brussels. Total Chairman Thierry Desmarest was made Chairman of Total Fina, while Petrofina CEO Francois Cornelis became vice-chairman of Total Fina's executive committee, over which Desmarest presided.

In February 1999, Elf Aquitaine and Eni of Italy signed a 10-year, US$998 million contract to redevelop an Iranian oil field. The two European oil companies and Tehran were to refurbish the Doroud offshore field near Kharg Island in the Gulf. This kind of foreign investment in Iran had been in opposition to U.S. policy to restrict far-reaching investment in Iran's strategic oil industry, although Clinton had waived these sanctions when Total also defied policy and with a $2 billion gas exploration contract in Iran in 1997. The United States had threatened sanctions against any country that invested more than $20 million in Iran or Libya. Clinton waived these potential sanctions if the European Union (EU) would press Iran to stop encouraging international terrorism and developing nuclear weapons.

Another Stunning Acquisition

In July 1999, the newly named Total Fina launched a hostile bid for oil group Elf Aquitaine for US$44 billion. Elf Aquitaine fought back, offering its own US$53 billion cash and stock counterbid to acquire Total Fina. Ultimately, Total Fina acquired Elf Aquitaine for US$54 billion, making the new Total Fina Elf the fourth largest oil company in the world. Thierry Desmarest was to continue as chairman, while Elf chairman Philippe Jaffre, who instigated the counteroffer in July resigned.

Elf Aquitaine S. A., known simply as Elf, was one of France's largest oil companies and one of the world's top ten petrochemical companies when it was acquired by Total Fina. Its more than 800 subsidiaries included hydrocarbon, chemical, and health care interests. At its core, Elf was a fully integrated oil and gas company, combining upstream production capacity from fields in more than a dozen countries worldwide with downstream operations encompassing five refineries and over 6,500 gas stations throughout Europe and West Africa, and churned out the equivalent of over one million barrels of oil a day (75 percent oil and 25 percent natural gas). Through its Elf Atochem subsidiary, the conglomerate also ranked among the world's top chemical companies, manufacturing both basic and specialty chemicals.

Total Fina and Elf have complementary strategies and would be able to strengthen their geographic presence in Africa and the Middle East. Total Fina had operations east of the Suez Canal Southeast Asia, and Latin America, while Elf was a major presence in West Africa and the North Sea. This configuration apparently worked well, as Total Fina Elf's net income was up by 24 percent at the end of the first quarter of 2000.

What Lies Ahead

Demarest stated that Total Fina Elf's plans were to expand its exposure in the Gulf of Mexico, and that lack of involvement in the United States was based on the lack of attractiveness of projects, not an aversion to the United States because of George Bush's "axis of evil" speech about Iran and Iraq where Total had extensive operations. Total's upstream strategy focuses on four major projects, each of which provided more than 200,000 barrels of oil per day equivalent. The first was the US$2.5 billion Elgin-Franklin development in the U.K. North Sea; the second was the $4.3 billion Sincor heavy oil project in Venezuela; the third was the US$2.6 billion Girassol field in Angola; and the last was the $2 billion South Pars gas development in Iran.

Since Total's merger with its rival Elf Aquitaine in 2000 and the purchase of Belgium's PetroFina in 1999, Desmarest has met the goals he set at the start of the merger, and continued to expand to new goals. In May 2002, Total bought into the Russian Vankorskoye project in East Siberia through an agreement with the U. K.-registered Anglo Siberian Oil Company, making Total the operator and 52 percent owner of the 900 million bbl/d field through the deal with Anglo Siberian, which held a 59 percent interest. The company has continued its strategic successes, with a deepwater oil find in the waters of the Campos Basin off the shore of Brazil in June 2002. Brazilian state oil company Petrobras held a 35 percent interest in the well with Royal Dutch/Shell and Enterprise Oil each owning 15 percent. Also in June 2002, Atofina, the chemicals branch of Total Fina Elf, launched two major projects: the installation of an ethane cracker in Ras Laffan and a polyethylene (LLDPE) plant in Mesaieed, both in Qatar.

However, Total's profits fell 36 percent in the first quarter of 2002 because of lower commodity prices and a plunge in European refining margins. Fortunately, this decline was less severe than that of its rivals. The top six U. S.-based oil companies had first quarter earning of about 65 percent less than 2001. Rivals in Europe--BP, Royal Dutch/Shell, and Eni--had first quarter losses of 57 percent, 48 percent, and 27 percent respectively.

Principal Subsidiaries:Chemicals: Atofina Chemicals, Inc.; Atofina Petrochemicals, Inc.; Atofina UK Ltd; Australia Atofina Pty Ltd; Belgium Atofina Bruxelles; Brazil Atofina Do Brasil; Canada Atofina Canada Inc.; China Atofina Investment Co., Ltd; Colombia Atofina Colombia S.A.; Egypt Atofina Middle East-Branch Office; France Atofina; Germany Atofina Deutschland BmgH; Great Britain Atofina UK Ltd; Italy Atofina Italia S.r.l.; Japan Atofina Japan K.K.; Korea Atofina Korea Ltd; Portugal Atofina Portugal Produtos Quimicos e Industriais, Lda; Spain Atofina Espana; The Netherlands Atofina Nederland BV; The Netherlands Atofina Rotterdam B.V.; The Netherlands Atofina Vlissingen B.V.; United States Atofina Chemicals Inc.; United States Atofina Chemicals Inc. Atoglas Division; United States Atofina Petrochemicals Inc.; Vietnam Atofina Vietnam Ltd; Australia Atotech Australia Pty Ltd; Belgium Bostik Findley Belux SA-NV; China Atotech Asia Pacific Ltd; France Alphacan; France Altumax Europe; France Atoglas Europe; France Atotech France; France Bostik Findley S.A.; France Ceca; France Cerexagri; France Cray Valley; France Dorlyl; France Eco-Per; France Gaxaro; France Grande Paroisse; France Hutchinson; France MLPC International; France Naphtachimie; France Oxochimie; France Oxysynthése; France Résinoplast; France Société Béarnaise du Synthéses; Germany Atotech Deutschland GmbH; Great Britain Altumaz UK Ltd; Great Britain Atotech UK Ltd; India Max Atotech Ltd; Ireland Evode Industries Ltd; Israel Safepack Products Ltd; Italy Atotech Italia S.r.l.; Italy Cerexagro S.r.l.; Italy Mydrin Findley S.r.l.; Korea Cray Vally Kirea; Korea Sigma Coating Korea Ltd; Spain Alphacan España SA; Spain Cerexagri Iberica; Spain Dequisa; Spain Plasgom S.A.; The Netherlands Atotech Nederland B.V.; The Netherlands Bostik Findley Nederland B.V.; The Netherlands Cerexagri B.V.; The Netherlands Signakalon Group B.V.; United States Atotech USA Inc.; United States Bostik Findley Inc.; United States Bostik Inc.; United States Cerexagri Inc.; Venezuela Produven C.A.

Principal Subsidiaries:UPSTREAM--Exploration and Production: Africa: Algeria; Angola; Cameroon; Congo; Equatorial Guinea; Gabon; Libya; Nigeria. Australia, Asia, Russia, and Southeast Asia: Indonesia; Kazakhstan; Myanmar (Burma); Russia; Thailand. Europe: France; Italy; Norway; the United Kingdom. North, Central and South America: Argentina; Bolivia; Brazil; Honduras; Mexico; Salvador; Venezuela; the United States. DOWNSTREAM--Refineries and Marketing: Africa: Algeria; Angola; Benin; Botswana; Burindi; Cameroon; Central Africa; Congo; Equitorial Guinea; Eritrea; Ethiopia; Gabon; Ghana; Guinea; Guinea-Bissau; Ivory Coast; Kenya; Liberia; Madagascar; Mali; Mauritania; Morocco; Mozambia; Namibia: Niger; Nigeria; Rwanda; Senegal; Sierra Leone; Somalia; South Africa; Sudan; Tanzania; Togo; Uganda; Zaire; Zimbabwe. Australia, Asia, Russia, and Southeast Asia: Australia; Bangladesh; Belarus; Cambodia; China; French Polynesia; Hong Kong; India; Indonesia; Japan; Kazakhstan; Malaysia; Myanmar (Burma); Nepal; New Caledonia; North Korea; Pakistan; Philippines; Russia; South Korea; Turkmenistan; Ukraine; Viet Nam. Europe: Austria; Bulgaria; Croatia; Czech Republic; Estonia; Finland: Germany; Greece; Hungary; Iceland; Ireland; Latvia; Lithuania; Macedonia; Norway: Poland; Portugal; Romania; Slovak Republic; Slovenia; Spain; Sweden; Switzerland; the United Kingdom. North, Central and South America: Argentina; Bolivia, Brazil; Canada; Chile; Colombia; Costa Rica; Cuba; Dominican Republic; Equador; French Guyana; Guadeloup; Guatemala; Haiti; Lesser Antilles; Mexico; Panama; Paraguay; Peru; the United States; Uruguay; Venezuela.

Principal Competitors:BP Amoco PLC; Exxon-Mobil Corporation; Royal Dutch/Shell Group PLC; Chevron Texaco Corporation.

Chronology

• Key Dates:
• 1920: Petrofina (Compagnie Financiére Belge des Pétroles) is founded by investors from Antwerp.
• 1924: Total is founded as Compagnie Française des Pétroles (CFP).
• 1929: New refining subsidiary, Française de Raffinage, is established jointly with French state.
• 1939: Gas field discovery in France leads to founding of Régie Autonome de Pétroles (RAP).
• 1941: Société Nationale des Pétroles d'Aquitaine (SNPA) is established.
• 1945: Bureau de Recherches de Pétrole (BRP) is established.
• 1954/55:Trademark "Total" is created and registered.
• 1965: TOGB, with Petrofina, constructs and operates a new refinery near Killingholme.
• 1967: Elf logo and name chosen as the brand name for ERAP and Société Nationale des Pétroles d'Aquitaine (SNPA).
• 1980: Acquires Vickers Petroleum.
• 1985: CFP becomes Total-Compagnie Française des Pétroles (Total-CFP).
• 1991: Company's name becomes Total.
• 1995: Thierry Desmarest is made CEO of Total. Total is the first foreign oil company to produce in Iran since 1979.
• 1999: Total acquires Belgium's Petrofina for $12 billion and becomes Total Fina.
• 2000: Total Fina merges with Elf Aquitaine and becomes Total Fina Elf.
• 2001: Total Fina Elf merges with Spain's Cepsa to expand Spanish market. The company partners with Kazakhstan's state Kazakoil for exploration in the Caspian Sea.
• 2002: Total Fina Elf invests in Russina Vankorskoye project in East Siberia with Anglo Siberian Oil Company. Deepwater oil find in the Campos Basin off the shore of Brazil.