TOTAL : Third quarter and first nine months 2012

  TOTAL : Third quarter and first nine months 2012

Business Wire

PARIS -- October 31, 2012

Regulatory News :

TOTAL (Paris:FP) (LSE:TTA) (NYSE:TOT) :

                                               Change               Change
                                  3Q12                 9M12  
                                               vs 3Q11              vs 9M11
                                                                    
Adjusted net income^1
                                                                    
  *in billion euros (B€)           3.3        +20%        9.3      +7%
  *in billion dollars (B$)         4.2        +6%         11.9     -3%
                                                                    
  *in euros per share              1.48       +19%        4.10     +6%
  *in dollars per share            1.85       +5%         5.25     -3%
                                                                    
Net income^2 of 3.1 B€ in 3Q12 and 8.3 B€^3  in the first nine months of
2012

Gearing ratio of 20.8% at September 30, 2012

Hydrocarbon production of 2,272 kboe/d in 3Q12

Interim dividend for 3Q12 of 0.59 €/share payable in March 2013^4

Commenting on the results, Chairman and CEO Christophe de Margerie said:

«Total reported adjusted net income of 3.3 billion euros for the third quarter
2012, an increase of 20% compared to the third quarter 2011, reflecting good
performance across all segments.
In Upstream, the Group reaffirms its confidence in its outlook for profitable
growth thanks to the ramp-up of recent start-ups and the progress of major
projects in development. Notably, Total launched the development of the Tempa
Rossa field in Italy this quarter. In exploration, the Group is entering a
period rich with high-potential wells, notably in the Gulf of Mexico, Iraq,
Ivory Coast, Kenya and Gabon, and is increasing its acreage in promising
plays.
The quarter was also marked by a sharp increase in refining margins. The
results of Refining & Chemicals increased by 54%, despite a turnaround at the
Normandy refinery which is part of the modernization of one of the Group’s
major integrated platforms and key to its strategy for the segment.
In line with the announced asset sale program, Total continued to optimize its
portfolio during the quarter and, in particular, sold Upstream assets in the
UK and Nigeria. The total proceeds for asset sales since the beginning of the
year reached about 5 billion dollars, including the sale of the Group’s
remaining shares of Sanofi.
These good results and the Group’s discipline reinforced its strong financial
position this quarter. In a responsible and sustainable manner, Total is
improving its competitiveness across all operational segments and remains
focused on creating value through the Group’s new dynamic for growth.»

  *Key figures^5

                                   in millions of
                            3Q12   euros                                  9M12
3Q12    2Q12    3Q11     vs    except earnings   9M12     9M11     vs
                            3Q11   per share and                          9M11
                                   number of shares
49,890   49,135  46,163    +8%    Sales              150,193   137,201   +9%
                                   Adjusted
6,540    5,793   5,881     +11%   operating income   19,112    18,146    +5%
                                   from business
                                   segments
                                   Adjusted net
3,698    3,124   2,950     +25%   operating income   10,079    9,214     +9%
                                   from business
                                   segments
2,891    2,560   2,388     +21%   -- Upstream        8,507     7,750     +10%
564      383      367       +54%   -- Refining &      1,008     813       +24%
                                   Chemicals
243      181     195       +25%   -- Supply &        564       651       -13%
                                   Marketing
3,348    2,858   2,801     +20%   Adjusted net       9,280     8,699     +7%
                                   income
                                   Adjusted
1.48     1.26    1.24      +19%   fully-diluted      4.10      3.86      +6%
                                   earnings per
                                   share (euros)
                                   Fully-diluted
2,268    2,264   2,261     -      weighted-average   2,265     2,255     -
                                   shares
                                   (millions)
                                                                   
3,066    1,585   3,314     -7%    Net income         8,313     9,986     -17%
                                   (Group share)
                                                                   
5,416    4,964   3,921     +38%   Investments^6      16,320    17,174    -5%
1,635    980     5,082     -68%   Divestments        4,305     7,083     -39%
3,781    3,984   (1,161)   n/a    Net investments    12,015    10,091    +19%
5,163    6,167   5,964     -13%   Cash flow from     16,597    16,742    -1%
                                   operations
                                   Adjusted cash
6,058    4,768   4,575     +32%   flow from          15,921    14,195    +12%
                                   operations
                                                                   
                                   in millions of
                            3Q12   dollars^7                              9M12
3Q12     2Q12    3Q11      vs     except earnings    9M12      9M11      vs
                            3Q11   per share and                          9M11
                                   number of shares
62,375   62,962  65,214    -4%    Sales              192,370   192,973   -
                                   Adjusted
8,177    7,423   8,308     -2%    operating income   24,479    25,522    -4%
                                   from business
                                   segments
                                   Adjusted net
4,623    4,003   4,167     +11%   operating income   12,909    12,959    -
                                   from business
                                   segments
3,614    3,280    3,374     +7%    -- Upstream        10,896    10,900    -
705      491      518       +36%   -- Refining &      1,291     1,143     +13%
                                   Chemicals
304      232     275       +10%   -- Supply &        722       916       -21%
                                   Marketing
4,186    3,662   3,957     +6%    Adjusted net       11,886    12,235    -3%
                                   income
                                   Adjusted
1.85     1.62    1.75      +5%    fully-diluted      5.25      5.43      -3%
                                   earnings per
                                   share (dollars)
                                   Fully-diluted
2,268    2,264   2,261     -      weighted-average   2,265     2,255     -
                                   shares
                                   (millions)
                                                                   
3,833    2,031   4,682     -18%   Net income         10,647    14,045    -24%
                                   (Group share)
                                                                   
6,771    6,361    5,539     +22%   Investments^6      20,903    24,155    -13%
2,044    1,256    7,179     -72%   Divestments        5,514     9,962     -45%
4,727    5,105    (1,640)   n/a    Net investments    15,389    14,193    +8%
6,455    7,902    8,425     -23%   Cash flow from     21,257    23,548    -10%
                                   operations
                                   Adjusted cash
7,574    6,110    6,463     +17%   flow from          20,392    19,965    +2%
                                   operations

  *Highlights since the beginning of the third quarter 2012

       *Start-up of the Atla field in the Norwegian North Sea
       *Increased stake from 24% to 30% in the Ichthys LNG project in
         Australia
       *Exchange of assets in the Norwegian North Sea to increase Total’s
         interest in the Oseberg field and the Dagny field to 14.7% and
         39.54%, respectively
       *Sold an indirect interest of 9.99% in Block 14 in Angola
       *Sold the Group’s remaining shares of Sanofi (1.3%)
       *Continued the optimization of the Refining & Chemicals portfolio with
         sale of a 40% interest in Géostock
       *Launched new development phase of the Yucal Placer gas field in
         Venezuela and the development of Tempa Rossa in Italy
       *Issued notice of commerciality for the Absheron gas discovery in
         Azerbaijan
       *New gas and condensate discovery on the King Lear prospect in the
         Norwegian North Sea
       *Acquired exploration licenses in Iraq, Bulgaria, Mozambique, Papua
         New Guinea, Philippines, Myanmar and Indonesia
       *Total became operator of the Xerelete block in the prolific pre-salt
         area of Brazil
       *Signed an agreement with Kogas for the purchase of 0.7 million metric
         tons per year of LNG from the Sabine Pass terminal for a duration of
         20 years

  *Results for the third quarter 2012

> Operating income from business segments

In the third quarter 2012, the Brent price averaged 109.5 $/b, a decrease of
3% compared to the third quarter 2011 and an increase of 1% compared to the
second quarter 2012. The European refining margin indicator (ERMI) averaged 51
$/t for the third quarter 2012, compared to 13.4 $/t during the third quarter
2011. The favorable evolution of this indicator, having increased 34% compared
to the second quarter 2012, is mainly due to higher levels of maintenance in
European refineries and an increase in demand from the United States. In
contrast, the environment for petrochemicals deteriorated in Europe compared
to the second quarter 2012.

The euro-dollar exchange rate averaged 1.25 $/€ in the third quarter 2012,
1.41 $/€ in the third quarter 2011 and 1.28 $/€ in the second quarter 2012.
Expressed in euros, the Brent price averaged 87.6 €/b, an increase of 9%
compared to the third quarter 2011.

In this environment, the adjusted operating income^8 from business segments
was 6,540M€, an increase of 11% compared to the third quarter 2011. Expressed
in dollars, there was a decrease of 2%.

The effective tax rate^9 for the business segments was 53.6% in the third
quarter 2012 compared to 59.0% in the third quarter 2011, essentially due to a
decrease in the effective tax rate for the Upstream and the increased
contribution of downstream activities to the Group results.

Adjusted net operating income from the business segments was 3,698 M€ compared
to2,950M€ in the third quarter 2011, an increase of 25%.

Expressed in dollars, adjusted net operating income from the business segments
was4.6billion dollars (B$), an increase of 11% compared to the third quarter
2011. This increase essentially resulted from the good performance of Upstream
and a strong improvement in the Refining & Chemicals results, which were
supported by favorable margins.

> Net income (Group share)

Adjusted net income was 3,348 M€ in the third quarter 2012 compared to 2,801
M€ in the third quarter 2011, an increase of 20%. Expressed in dollars,
adjusted net income increased by 6%.

Adjusted net income excludes the after-tax inventory effect, the effect of
changes in fair value^10, and special items:

  *The after-tax inventory effect had a positive impact on net income of 524
    M€ in the third quarter 2012 and a negative impact of 87 M€ in the third
    quarter 2011.
  *Changes in fair value had a negative impact on net income of 6 M€ in the
    third quarter2012 compared with a negative impact of 10 M€ in the third
    quarter 2011.
  *Special items had a negative impact on net income of 800 M€ in the third
    quarter 2012, comprised essentially of an impairment to the value of
    assets in the Barnett in the US and a one-off tax of 4% on crude and
    refined product inventories, which were partially offset by gains on the
    sale of Sanofi shares. In the third quarter 2011, special items had a
    positive impact of 610 M€.

Net income (Group share) was 3,066 M€ compared to 3,314 M€ in the third
quarter 2011.

The effective tax rate for the Group was 55.3% in the third quarter 2012. The
company-paid 3% tax on dividends is accounted for starting in the third
quarter, resulting in an increased charge of 80 M€ relating to dividends
declared in the first and second quarters of 2012.

Adjusted fully-diluted earnings per share, based on 2,268 million
fully-diluted weighted-average shares, increased by 19% to €1.48 compared to
€1.24 in the third quarter 2011.

Expressed in dollars, adjusted fully-diluted earnings per share increased by
5% to $1.85.

> Investments – Divestments^11

Investments, excluding acquisitions and including changes in non-current
loans, were4.9B€ (6.1 B$) in the third quarter 2012 compared to 3.3 B€ (4.7
B$) in the third quarter 2011.

Acquisitions were 294 M€ in the third quarter 2012, comprised essentially of
the acquisition of exploration licenses in Iraq, specialty chemicals in
Brazil, and a carry agreement in the Utica shale gas and condensates project
in the US.

Asset sales in the third quarter 2012 were 1,416 M€, including mainly the sale
of Sanofi shares and Upstream assets in the UK and Nigeria.

Net investments^12 were 3.8 B€ (4.7 B$) in the third quarter 2012 compared
to-1.2 B€ (-1.6 B$) in the third quarter 2011.

> Cash flow

Cash flow from operations was 5,163 M€ in the third quarter 2012 compared to
5,964M€ in the third quarter 2011, essentially resulting from a change in
working capital requirements.

Adjusted cash flow from operations^13 was 6,058 M€, an increase of 32%
compared to the third quarter 2011. Expressed in dollars, adjusted cash flow
from operations was 7.6B$, an increase of 17%.

The Group’s net cash flow^14 was 1,382 M€ compared to 7,125 M€ in the third
quarter 2011. Expressed in dollars, the Group’s net cash flow was 1.7 B$ in
the third quarter 2012 compared to 10.1 B$ in the third quarter 2011. This
difference is mainly due to a very high level of divestments in third quarter
2011 and significant changes in working capital requirements.

  *Results for the first nine months 2012

> Operating income

Compared to the first nine months of 2011, the average Brent was stable at
112.2$/b. The European refining margin indicator (ERMI) averaged 36.7 $/t
compared to 18.1 $/t in the first nine months of 2011.

The euro-dollar exchange rate averaged 1.28 $/€ compared to 1.41 $/€ in the
first nine months of 2011. Expressed in euros, the Brent price averaged 87.6
€/b, an increase of10% compared to the first nine months of 2011.

In this environment, the adjusted operating income from the business segments
was19,112M€, an increase of 5% compared to the first nine months of 2011^15.

The effective tax rate for the business segments was 56.4% in the first nine
months of2012 compared to 57.5% in the first nine months of 2011.

Adjusted net operating income from the business segments was 10,079 M€
compared to9,214M€ in the first nine months of 2011, an increase of 9%.

Expressed in dollars, adjusted net operating income from the business segments
was stable. The improved results of Refining & Chemicals were offset by a
lower contribution from Supply & Marketing, which was impacted by the sale of
certain Marketing assets and the decreased results of New Energies.

> Net income (Group share)

Adjusted net income was 9,280 M€ in the first nine months of 2012, an increase
of 7% compared to 8,699 M€ in the first nine months of 2011. Expressed in
dollars, adjusted net income decreased by 3%.

Adjusted net income excludes the after-tax inventory effect, special items and
the effect of changes in fair value^16:

  *The after-tax inventory effect had a positive impact on net income of 155
    M€ in the first nine months of 2012 and a positive impact of 785M€ in the
    first nine months of 2011.
  *Changes in fair value had a negative impact on net income of 17 M€ in the
    first nine months 2012 and a positive impact of 12 M€ in the first nine
    months 2011.
  *Special items had a negative impact on net income of 1,105 M€ in the first
    nine months of 2012 and a positive impact on net income of 490 M€ in the
    first nine months of 2011.

Net income (Group share) was 8,313 M€ compared to 9,986 M€ in the first nine
months of2011.

On September 30, 2012, there were 2,270 million fully-diluted shares compared
to 2,263 million on September 30, 2011.

Adjusted fully-diluted earnings per share, based on 2,265 million
fully-diluted weighted-average shares, was €4.10, an increase of 6% compared
to the first nine months of 2011.

Expressed in dollars, adjusted fully-diluted earnings per share was $5.25
compared to$5.43 in the first nine months of 2011, a decrease of 3%.

> Investments – Divestments^17

Investments, excluding acquisitions and including changes in non-current
loans, were13.2B€ (16.9 B$) in the first nine months of 2012 compared to
9.6B€ (13.5 B$) in the first nine months of 2011.

Acquisitions were 2.6 B€ (3.3 B$) in the first nine months of 2012, comprised
essentially of the acquisition of interests in exploration and production
licenses in Uganda, an additional1.1% stake in Novatek, various exploration
licenses, the minority interest in Fina Antwerp Olefins and the carry
agreement in the Utica shale gas and condensates project in the US.

For the first nine months of 2012, asset sales were 3.7 B€ (4.7 B$), comprised
essentially of sales of the remainder of the Group’s shares of Sanofi, a stake
in the Gassled pipeline in Norway, Upstream assets in Nigeria, the UK and
France, and stakes in Composites One in the US and Pec-Rhin in France.

Net investments were 12 B€ (15.4 B$) in the first nine months of 2012,
compared to10.1 B€ (14.2B$) in the first nine months of 2011.

> Cash flow

Cash flow from operations was 16,597 M€ in the first nine months of 2012, a
decrease of1% compared to the first nine months of 2011.

Adjusted cash flow from operations^18 was 15,921 M€, an increase of 12%.
Expressed in dollars, adjusted cash flow from operations ^ was 20.4 B$, an
increase of 2%.

The Group’s net cash flow^19 was 4,582 M€ compared to a 6,651 M€ in the first
nine months of 2011. Expressed in dollars, the Group’s net cash flow ^ was 5.9
B$ in the first nine months of 2012.

The net-debt-to-equity ratio was 20.8% on September 30, 2012, compared to
15.2% on September 30, 2011^20, in line with the Group’s target range.

  *Analysis of business segment results

Upstream

> Environment – liquids and gas price realizations*

                        3Q12                                              9M12
3Q12   2Q12   3Q11   vs                             9M12   9M11   vs
                        3Q11                                              9M11
109.5   108.3   113.4   -3%    Brent ($/b)                112.2   111.9   -
107.6   101.6   106.8   +1%    Average liquids price      108.1   105.3   +3%
                               ($/b)
6.00    7.10    6.56    -9%    Average gas price          6.68    6.44    +4%
                               ($/Mbtu)
75.8    76.0    75.3    +1%    Average hydrocarbons       77.4    74.5    +4%
                               price ($/boe)

* consolidated subsidiaries, excluding fixed margins. Effective first quarter
2012, over/under-lifting valued at market prices.

> Production

                        3Q12                                              9M12
3Q12   2Q12   3Q11   vs    Hydrocarbon production    9M12   9M11   vs
                        3Q11                                              9M11
2,272   2,261   2,319   -2%    Combined production        2,302   2,333   -1%
                               (kboe/d)
1,225   1,218   1,176   +4%    -- Liquids (kb/d)          1,224   1,222   -
5,680   5,722   6,228   -9%    -- Gas (Mcf/d)             5,875   6,063   -3%

Hydrocarbon production was 2,272 thousand barrels of oil equivalent per day
(kboe/d) in the third quarter 2012, a decrease of 2% compared to the third
quarter 2011, essentially as a result of:

  *+5.5% for start-ups and growth from new projects,
  *-4.5% for normal decline and scheduled maintenance,
  *-3% for incidents in the UK North Sea and Nigeria, and
  *changes in the portfolio and price effect^21 had little impact on the
    quarter.

In the first nine months of 2012, hydrocarbon production was 2,302 kboe/d, a
decrease of 1.3% compared to the first nine months of 2011, essentially as a
result of:

  *+4.5% for start-ups and growth from new projects,
  *+2% for changes in the portfolio, comprised essentially of an increased
    share of Novatek production and the impact of the sale of CEPSA and assets
    in the UK,
  *-4% for normal decline and scheduled maintenance,
  *-2.5% for incidents in the UK North Sea and Nigeria,
  *-1.5% for disruptions related to security conditions in Yemen and the
    production shut-down in Syria, net of the positive effect of the return of
    production in Libya, and
  *price effect^21 had little impact.

> Results

Beginning on July 1, 2012, the Upstream segment no longer includes the
activities of New Energies, which are now reported with Supply & Marketing. As
a result, certain information has been restated according to the new
organization.

                        3Q12                                              9M12
3Q12   2Q12   3Q11   vs    in millions of euros    9M12    9M11    vs
                        3Q11                                              9M11
5,537   5,032   5,264   +5%    Adjusted operating       17,073   16,505   +3%
                               income*
2,891   2,560   2,388   +21%   Adjusted net operating   8,507    7,750    +10%
                               income*
                                 *includes income
578     433     443     +30%       from equity          1,506    1,216    +24%
                                   affiliates
                                                                   
4,567   4,227   3,426   +33%   Investments              14,100   14,528   -3%
401     234     936     -57%   Divestments              1,383    2,192    -37%
3,457   5,298   4,042   -14%   Cash flow from           14,521   13,497   +8%
                               operations
5,105   3,994   3,899   +31%   Adjusted cash flow       13,812   12,210   +13%
                               from operations

* detail of adjustment items shown in the business segment information annex
to financial statements.

Adjusted net operating income from the Upstream segment was 2,891 M€ in the
third quarter 2012 compared to 2,388 M€ in the third quarter 2011, an increase
of 21%. Expressed in dollars, the increase of 7% is explained principally by
an increased contribution from equity affiliates and a lower effective tax
rate.

The effective tax rate for the Upstream segment was 58.8% compared to 63.3% in
the third quarter 2011, essentially due to a portfolio mix effect, including a
more significant contribution from downstream gas activities, and the result
of exiting the bénéfice consolidé (worldwide tax) reporting regime in the
third quarter of 2011.

Adjusted net operating income from the Upstream segment in the first nine
months of2012 was 8,507 M€ compared to 7,750M€ in the first nine months of
2011, an increase of 10%. Expressed in dollars, adjusted net operating income
from the Upstream segment was 10,896 M$, stable compared to the first nine
months of 2011.

The return on average capital employed (ROACE^22) for the Upstream segment was
20% for the twelve months ended September 30, 2012, and was 21% for the twelve
months ended June 30, 2012 and for the full year 2011.

The annualized third quarter 2012 ROACE for the Upstream segment was 19%.

Refining & Chemicals

> Refinery throughput and utilization rates*

                        3Q12                                              9M12
3Q12   2Q12   3Q11   vs                             9M12   9M11   vs
                        3Q11                                              9M11
1,790   1,878   1,922   -7%    Total refinery             1,833   1,930   -5%
                               throughput (kb/d)
653     752     752     -13%   -- France                  699     731     -4%
864     876     904     -4%    -- Rest of Europe          873     941     -7%
273     250     266     +3%    -- Rest of world           261     258     +1%
                           Utilization rates**                      
82%     86%     77%            -- Based on crude only     83%     77%
86%     90%     81%           -- Based on crude and      88%     82%     
                               other feedstock

* includes share of CEPSA, through July 31, 2011, and of TotalErg. Results for
refineries in South Africa, French Antilles and Italy are reported in the
Supply & Marketing segment.
** based on distillation capacity at the beginning of the year

In the third quarter 2012, refinery throughput decreased by 7% compared to the
third quarter 2011 and by 5% compared to the second quarter 2012. In the third
quarter2012, throughput was impacted mainly by scheduled maintenance relating
to the modernization of the Normandy refinery and unscheduled maintenance,
notably at the Antwerp refinery.

The utilization rate based on crude and other feedstock was 86% in the third
quarter2012 compared to 90% in the second quarter 2012 and 81% in the third
quarter2011.

In the first nine months of 2012, refinery throughput decreased by 5% compared
to the first nine months of 2011, reflecting essentially scheduled maintenance
in the first nine months of 2012 and the portfolio effect relating to the sale
of the Group’s interest in CEPSA at the end of July 2011.

>Results

                       3Q12   in millions of euros                     9M12 vs
3Q12   2Q12  3Q11   vs    (except the ERMI)       9M12   9M11   9M11
                       3Q11
                              European refining
51.0    38.2   13.4    x3.8   margin                   36.7    18.1    +103%

                              indicator - ERMI ($/t)
                                                                
646     465    305     x2.1   Adjusted operating       1,064   739     +44%
                              income*
564     383    367     +54%   Adjusted net operating   1,008   813     +24%
                              income*
                                *contribution of
102     100    109     -6%        Specialty            290     348     -17%
                                  Chemicals**
                                                                
441     501    423     +4%    Investments              1,371   1,286   +7%
55      7      2,422   -98%   Divestments              203     2,451   -92%
1,036   625    1,557   -33%   Cash flow from           1,625   2,795   -42%
                              operations
771     599    425     +81%   Adjusted cash flow       1,498   1,204   +24%
                              from operations

* detail of adjustment items shown in the business segment information annex
to financial statements
** Hutchinson, Bostik, Atotech; including coatings and photocure resins until
they were sold in July 2011

The ERMI averaged 51 $/t in the third quarter 2012, nearly quadruple the
average of the third quarter 2011. In contrast, petrochemical margins further
deteriorated in the third quarter because of weak demand in Europe and a
slow-down in China.

Adjusted net operating income from the Refining & Chemicals segment was 564 M€
in the third quarter 2012, compared to 367 M€ in the third quarter 2011. This
increase of54% is explained essentially by a more favorable refining
environment.

Adjusted net operating income from the Refining & Chemicals segment in the
first nine months of 2012 was 1,008M€, an increase of 24% compared to the
first nine months of2011. Expressed in dollars, adjusted net operating income
was 1,291 M$, an increase of 13% compared to the first nine months of 2011.
Improved refining margins in Europe explain this evolution notwithstanding the
sale of the Group’s interest in CEPSA at the end of July 2011 and a weaker
environment for petrochemicals in Europe.

The ROACE for the Refining & Chemicals segment was 7% for the twelve months
ended September 30, 2012, compared to 5% for the twelve months ended June 30,
2012 and for the full year 2011.

The annualized third quarter 2012 ROACE for the Refining & Chemicals segment
was14%.

Supply & Marketing (including New Energies)

> Refined product sales

                        3Q12                                           9M12 vs
3Q12   2Q12   3Q11   vs    Sales in kb/d*         9M12   9M11   9M11
                        3Q11
1,143   1,166   1,477   -23%   Europe                  1,173   1,516   -23%
563     524     540     +4%    Rest of world           539     529     +2%
1,706   1,690   2,017   -15%   Total Supply &          1,712   2,045   -16%
                               Marketing sales

* excludes trading and bulk refining sales, includes share of CEPSA, through
July 31, 2011, and of TotalErg.

In the third quarter 2012, sales decreased by 15% compared to the third
quarter 2011. This decrease was due to the sale of marketing activities in the
UK, the sale of the Group’s interest in CEPSA in 2011, and weaker demand in
Europe.

> Results

Effective July 1, 2012, Supply & Marketing includes the activities of New
Energies. As a result, certain information has been restated according to the
new organization.

                           3Q12   in millions of                         9M12
3Q12    2Q12    3Q11    vs    euros               9M12    9M11    vs
                           3Q11                                          9M11
21,574   21,519   22,124   -2%    Sales                64,945   63,367   +2%
357      296      312      +14%   Adjusted operating   975      902      +8%
                                  income*
243      181      195      +25%   Adjusted net         564      651      -13%
                                  operating income*
                                    *contribution
(6)      (60)     (65)     n/a        of New           (183)    (121)    n/a
                                      Energies
                                                                  
383      212      48       x8     Investments          793      1 289    -38%
41       20       1,380    -97%   Divestments          106      1 428    -93%
692      (140)    516      +34%   Cash flow from       108      407      -73%
                                  operations
202      367      259      -22%   Adjusted cash flow   839      834      +1%
                                  from operations

* detail of adjustment items shown in the business segment information annex
to financial statements

Supply & Marketing sales were 21.6 B€, a decrease of 2% compared to the third
quarter2011.

Adjusted net operating income from the Supply & Marketing segment was 243 M€
in the third quarter 2012, an increase of 25% compared to the third quarter
2011, reflecting the improvement of the results of New Energies compared to
the third quarter 2011 and good performance from marketing despite a weaker
environment in Europe.

Adjusted net operating income from the Supply & Marketing segment was 564 M€
in the first nine months of 2012, a decrease of 13% compared to the first nine
months of 2011. This decrease is explained principally by the sale of the
Group’s interest in CEPSA at the end of July 2011, the sale of marketing
assets in the UK at the end of 2011, and the decreased results of New
Energies. Expressed in dollars, the adjusted net operating income was 722 M$,
a decrease of 21% compared to the first nine months of 2011.

The ROACE for the Supply & Marketing segment was 10% for the twelve months
ended September 30, 2012, compared to 9% for the twelve months ended June 30,
2012, and13% for the full-year 2011.

The annualized third quarter 2012 ROACE for the Supply & Marketing segment
was12%.

  *Summary and outlook

The ROACE for the Group for the twelve months ended September 30, 2012, was
16%, compared to 15% for the twelve months ended June 30, 2012, and 16% for
the full-year2011.

Return on equity for the twelve months ended September 30, 2012, was 17.7%.

In the Upstream segment, the anticipated start-ups of Angola LNG, Sulige in
China, and Kashagan in Kazakhstan will contribute to production growth.
Regarding Elgin, the Group has finished cementing the G4 well and is
cooperating with British authorities with the goal of safely restarting
production on Elgin-Franklin by year end. In Nigeria, the recent flooding has
affected our installations at OML58, and these facilities stopped production
on October 7. Total has established an assistance program to provide support
to the local Nigerian population.

In addition, the Group is appraising its recent discoveries, notably in
Azerbaijan and French Guiana, and the fourth quarter includes exploration
wells in several promising plays, notably in the Gulf of Mexico, Iraq, Ivory
Coast, Kenya and Gabon.

In Refining & Chemicals, throughput in the fourth quarter will be affected by
ongoing scheduled maintenance in Normandy and unscheduled maintenance in
Antwerp completed at the end of October.

Finally, the Group continues to actively manage its portfolio across all
segments as it executes its asset sale program of 15-20 B$ for 2012-14.

The Board of Directors approved on October 30, 2012, a third quarter interim
dividend of0.59 € per share, payable on March 21, 2013. This interim dividend
is unchanged versus the previous quarter and represents an increase of 3.5%
compared to the third quarter 2011.

                                    ■ ■ ■

To listen to CFO Patrick de la Chevardière’s conference call with financial
analysts today at 15:00 (Paris time) please log on to www.total.com  or call
+44(0)203 367 9455 in Europe or +1866907 5925 in the US (code: 419868).
For a replay, please consult the website or call +44(0)203367 9460 in Europe
or +1877642 3018 in the US (code: 278 506).

The September 30, 2012 notes to the consolidated financial statements are
available on the Total web site (www.total.com).This document may contain
forward-looking statements, including within the meaning of the Private
Securities Litigation Reform Act of 1995, notably with respect to the
financial condition, results of operations, business, strategy and plans of
TOTAL.

Such statements are based on a number of assumptions that could ultimately
prove inaccurate, and are subject to a number of risk factors, including
currency fluctuations, the price of petroleum products, the ability to realize
cost reductions and operating efficiencies without unduly disrupting business
operations, environmental regulatory considerations and general economic and
business conditions. Neither TOTAL nor any of its subsidiaries assumes any
obligation to update publicly any forward-looking statement, whether as a
result of new information, future events or otherwise. Further information on
factors which could affect the company’s financial results is provided in
documents filed by the Group with the French Autorité des Marchés Financiers
and the U.S. Securities and Exchange Commission (“SEC”).

Financial information by business segment is reported in accordance with the
internal reporting system and shows internal segment information that is used
to manage and measure the performance of TOTAL.

Performance indicators excluding the adjustment items, such as adjusted
operating income, adjusted net operating income, and adjusted net income are
meant to facilitate the analysis of the financial performance and the
comparison of income between periods.

Adjustment items include:
(i) Special items
Due to their unusual nature or particular significance, certain transactions
qualified as "special items" are excluded from the business segment figures.
In general, special items relate to transactions that are significant,
infrequent or unusual. However, in certain instances, transactions such as
restructuring costs or asset disposals, which are not considered to be
representative of the normal course of business, may be qualified as special
items although they may have occurred within prior years or are likely to
occur again within the coming years.
(ii) Inventory valuation effect
The adjusted results of the Downstream and Chemicals segments are presented
according to the replacement cost method. This method is used to assess the
segments’ performance and facilitate the comparability of the segments’
performance with those of its competitors.
In the replacement cost method, which approximates the LIFO (Last-In,
First-Out) method, the variation of inventory values in the statement of
income is, depending on the nature of the inventory, determined using either
the month-end prices differential between one period and another or the
average prices of the period rather than the historical value. The inventory
valuation effect is the difference between the results according to the FIFO
(First-In, First-Out) and the replacement cost.
(iii) Effect of changes in fair value
As from January 1, 2011, the effect of changes in fair value presented as an
adjustment item reflects for some transactions differences between internal
measures of performance used by TOTAL’s management and the accounting for
these transactions under IFRS.
IFRS requires that trading inventories be recorded at their fair value using
period-end spot prices. In order to best reflect the management of economic
exposure through derivative transactions, internal indicators used to measure
performance include valuations of trading inventories based on forward prices.
Furthermore, TOTAL, in its trading activities, enters into storage contracts,
which future effects are recorded at fair value in Group’s internal economic
performance. IFRS precludes recognition of this fair value effect.
The adjusted results (adjusted operating income, adjusted net operating
income, adjusted net income) are defined as replacement cost results, adjusted
for special items, excluding the effect of changes in fair value.

Dollar amounts presented herein represent euro amounts converted at the
average euro-dollar exchange rate for the applicable period and are not the
result of financial statements prepared in dollars.

Cautionary Note to U.S. Investors – The SEC permits oil and gas companies, in
their filings with the SEC, to separately disclose proved, probable and
possible reserves that a company has determined in accordance with SEC rules.
We may use certain terms in this presentation, such as resources, that the
SEC’s guidelines strictly prohibit us from including in filings with the SEC.
U.S. investors are urged to consider closely the disclosure in our Form20-F,
File N°1-10888, available from us at 2,place Jean Millier – La Défense6 –
92078 Paris – La Défense Cedex, France, or at our Website: www.total.com. You
can also obtain this form from the SEC by calling 1-800-SEC-0330 or on the
SEC’s Website: www.sec.gov.

                       Operating information by segment
           for the third quarter and the first nine months of 2012

  *Upstream

                          3Q12    Combined liquids                     9M12
3Q12   2Q12     3Q11   vs     and gas production  9M12   9M11   vs
                          3Q11    by region (kboe/d)                   9M11
361     429       474     -24%    Europe               430     510     -16%
737     706       623     +18%    Africa               717     647     +11%
501     477       581     -14%    Middle East          496     578     -14%
71      69        68      +4%     North America        69      67      +3%
182     187       194     -6%     South America        184     190     -3%
230     213       232     -1%     Asia-Pacific         219     238     -8%
190     180       147     +29%    CIS                  187     103     +82%
2,272   2,261     2,319   -2%     Total production     2,302   2,333   -1%
615     578       600     +3%     Includes equity      607     569     +7%
                                  affiliates
                                                                
                          3Q12    Liquids production                   9M12
3Q12    2Q12      3Q11    vs      by region (kb/d)     9M12    9M11    vs
                          3Q11                                         9M11
179     199       234     -24%    Europe               201     246     -18%
587     573       481     +22%    Africa               575     505     +14%
323     310       316     +2%     Middle East          311     321     -3%
25      25        28      -11%    North America        25      29      -14%
56      60        67      -16%    South America        60      74      -19%
28      25        26      +8%     Asia-Pacific         26      27      -4%
27      26        24      +13%    CIS                  26      20      +30%
1,225   1,218     1,176   +4%     Total production     1,224   1,222   -
316     311       312     +1%     Includes equity      309     323     -4%
                                  affiliates
                                                                
                          3Q12    Gas production by                    9M12
3Q12    2Q12      3Q11    vs      region (Mcf/d)       9M12    9M11    vs
                          3Q11                                         9M11
1,011   1,264     1,299   -22%    Europe               1,255   1,441   -13%
763     674       720     +6%     Africa               722     724     -
971     916       1,430   -32%    Middle East          1,010   1,392   -27%
260     253       228     +14%    North America        252     219     +15%
650     759       707     -8%     South America        691     643     +7%
1,135   1,019     1,173   -3%     Asia-Pacific         1,076   1,194   -10%
890     837       671     +33%    CIS                  869     450     +93%
5,680   5,722     6,228   -9%     Total production     5,875   6,063   -3%
1,618   1,445     1,560   +4%     Includes equity      1,612   1,331   +21%
                                  affiliates
                                                                             
                                                                
                          3Q12    Liquefied natural                    9M12
3Q12    2Q12      3Q11    vs      gas                  9M12    9M11    vs
                          3Q11                                         9M11
2.94    2.57 **   3.36    -13%    LNG sales* (Mt)      8.77    10.08   -13%

* sales, Group share, excluding trading; 2011 data restated to reflect volume
estimates for Bontang LNG in Indonesia based on the 2011 SEC coefficient
** restated number for 2Q12

  *Downstream (Refining & Chemicals and Supply & Marketing)

                        3Q12vs   Refined product                        9M12vs
3Q12   2Q12   3Q11   3Q11    sales by region       9M12   9M11   9M11
                                 (kb/d)*
1,979   2,060   2,358   -16%     Europe                 2,030   2,360   -14%
411     401     403     +2%      Africa                 401     390     +3%
535     509     474     +13%     Americas               495     505     -2%
399     508     505     -21%     Rest of world          497     490     +1%
3,324   3,478   3,740   -11%     Total consolidated     3,423   3,745   -9%
                                 sales
539     542     453     +19%     includes bulk sales    527     434     +21%
1,080   1,246   1,270   -15%     includes trading       1,184   1,266   -6%

* includes share of CEPSA, through July 31, 2011, and of TotalErg

                               Adjustment items

  *Adjustments to operating income

3Q12     2Q12     3Q11   in millions of euros              9M12     9M11
(1,362)   (89)      (326)   Special items affecting            (1,516)   (389)
                            operating income
(16)      (48)      -       -- Restructuring charges           (64)      -
(1,134)   -         (245)   -- Impairments                     (1,134)   (245)
(212)     (41)      (81)    -- Other                           (318)     (144)
766       (1,384)   (112)   Pre-tax inventory effect : FIFO    228       1,157
                            vs. replacement cost
(8)       11        (14)    Effect of changes in fair value    (22)      15
                                                                    
(604)     (1,462)   (452)   Total adjustments affecting        (1,310)   783
                            operating income

  *Adjustments to net income (Group share)

3Q12   2Q12     3Q11   in millions of euros                9M12     9M11
(800)   (323)     610     Special items affecting net          (1,105)   490
                          operating income (Group share)
202     73        1,054   -- Gain on asset sales               355       1,270
(33)    (40)      (56)    -- Restructuring charges             (73)      (56)
(737)   (18)      (251)   -- Impairments                       (775)     (298)
(232)   (338)     (137)   -- Other                             (612)     (426)
524     (959)     (87)    After-tax inventory effect : FIFO    155       785
                          vs. replacement cost
(6)     9         (10)    Effect of changes in fair value      (17)      12
                                                                    
(282)   (1 273)   513     Total adjustments affecting net      (967)     1,287
                          income

                             Effective tax rates

3Q12   2Q12   3Q11   Effective tax rate*  9M12   9M11
58.8%   58.0%   63.3%   Upstream              59.4%   60.7%
55.3%   56.1%   57.9%   Group                 57.5%   57.6%

* tax on adjusted net operating income / (adjusted net operating income -
income from equity affiliates, dividends received from investments, and
impairments of acquisition goodwill + tax on adjusted net operating income)

                          Investments - Divestments

                          3Q12    in millions of                         9M12
3Q12   2Q12   3Q11     vs     euros               9M12    9M11    vs
                          3Q11                                           9M11
                                  Investments
4,903   4,381   3,349     +46%    excluding            13,156   9,603    +36%
                                  acquisitions*
303     319     287       +6%       *Capitalized      972      746      +30%
                                      exploration
                                    *Change in
455     231     93        x5          non-recurrent    845      95       x9
                                      loans**
294     437     445       -34%    Acquisitions         2,564    6,982    -63%
                                  Investments
5,197   4,818   3,794     +37%    including            15,720   16,585   -5%
                                  acquisitions*
1,416   834     4,955     -71%    Asset sales          3,705    6,494    -43%
3,781   3,984   (1,161)   n/a     Net investments**    12,015   10,091   +19%
                                                                  
                          3Q12    in millions of                         9M12
3Q12    2Q12    3Q11      vs      dollars***           9M12     9M11     vs
                          3Q11                                           9M11
                                  Investments
6,130   5,614   4,731     +30%    excluding            16,850   13,507   +24%
                                  acquisitions*
379     409     405       -6%       *Capitalized      1,245    1,049    +19%
                                      exploration
                                    *Change in
569     296     131       x4          non-recurrent    1,082    134      x8
                                      loans**
368     560     629       -41%    Acquisitions         3,284    9,820    -67%
                                  Investments
6,498   6,174   5,360     +21%    including            20,134   23,327   -14%
                                  acquisitions*
1,770   1,069   7,000     -75%    Asset sales          4,745    9,134    -48%
4,727   5,105   (1,640)   n/a     Net investments**    15,389   14,193   +8%

* includes changes in non-current loans.
** includes net investments in equity affiliates and
non-consolidatedcompanies + net financing for employee-related stock purchase
plans.
*** dollar amounts represent euro amounts converted at the average €-$
exchange rate for the period.

                           Net-debt-to-equity ratio

in millions of euros                     09/30/2012  06/30/2012  09/30/2011
Current borrowings                        10,647       10,642       10,406
Net current financial assets              (1,493)      (1,552)      (923)
Non-current financial debt                24,606       23,260       22,415
Hedging instruments of non-current debt   (1,796)      (1,886)      (2,012)
Cash and cash equivalents                 (16,833)     (14,998)     (19,942)
Net debt                                  15,131       15,466       9,944
                                                                 
Shareholders’ equity                      72,789       72,103       65,290
Estimated dividend payable                (1,291)      (1,299)      (1,254)
Non-controlling interests                 1,275        1,256        1,467
Equity                                    72,773       72,060       65,503
                                                                 
Net-debt-to-equity ratio                  20.8%        21.5%        15.2%

                             2012 Sensitivities*

                                          Impact on         Impact on adjusted
                Scenario  Change      adjusted         net operating
                                          operating         income(e)
                                          income(e)
Dollar            1.40 $/€   +0.1 $ per   -1.8 B€           -0.95 B€
                             €
Brent             100 $/b    +1 $/b       +0.25 B€ / 0.35   +0.11 B€ / 0.15 B$
                                          B$
European                                  +0.06 B€ / 0.08
refining          25 $/t     +1 $/t       B$                +0.04 B€ / 0.05 B$
margins (ERMI)

* Sensitivities are revised once per year upon publication of the previous
year’s fourth quarter results. The impact of the €-$ sensitivity on adjusted
operating income and adjusted net operating income attributable to the
Upstream segment are approximately 80% and 75% respectively.

                      Return on average capital employed

  *Twelve months ended September 30, 2012

                                       Refining &           Supply &
in millions of euros       Upstream  Chemicals                      Group
                                                            Marketing
Adjusted net operating     11,359    1,043               726         12,621
income
Capital employed at         49,791     14,692               7,253       72,764
09/30/2011*
Capital employed at        63,293    16,413              7,800       85,003
09/30/2012*
ROACE                      20.1%     6.7%                9.6%        16.0%

  *Twelve months ended June 30, 2012

                                      Refining &           Supply &
in millions of euros      Upstream  Chemicals                      Group
                                                           Marketing
Adjusted net operating    10,856    846                 678         12,073
income
Capital employed at        45,456     16,672               7,402       72,843
06/30/2011*
Capital employed at       59,254    16,558              8,204       85,167
06/30/2012*
ROACE                     20.7%     5.1%                8.7%        15.3%

  *Full-year 2011

                                       Refining &           Supply &
in millions of euros       Upstream  Chemicals                      Group
                                                            Marketing
Adjusted net operating     10,602    848                 813         12,045
income
Capital employed at         43,671     17,265               5,909       70,866
12/31/2010*
Capital employed at        57,331    15,883              6,999       81,066
12/31/2011*
ROACE                      21.0%     5.1%                12.6%       15.9%

* at replacement cost (excluding after-tax inventory effect)

^1 Adjusted results defined on page 2 - dollar amounts represent euro amounts
converted at the average €-$ exchange rate for the period: 1.2502 $/€ for
3Q12, 1.4127 $/€ for 3Q11, 1.2814 $/€ for 2Q12, 1.2808 $/€ for the first nine
months of 2012, and 1.4065 $/€ for the first nine months of 2011.

^2 Net income, Group share.

^3 includes positive impact of after-tax inventory effect of 524 M€ in the
third quarter 2012. Details of adjustments on pages 4 and 17.

^4 The ex-dividend date for the interim dividend will be March 18, 2013 and
the payment date will be March 21, 2013.

^5 Adjusted results are defined as income using replacement cost, adjusted for
special items, excluding the impact of changes for fair value. Adjusted cash
flow from operations is defined as cash flow from operations before changes in
working capital at replacement cost; adjustment items are on page 17 and the
inventory valuation effect is explained on page 14.

^6 including acquisitions

^7 Dollar amounts represent euro amounts converted at the average €-$ exchange
rate for the period.

^8 Special items affecting operating income from the business segments had a
negative impact of 1,362 M€ in the third quarter 2012 and a negative impact of
326 M€ in the third quarter 2011.

^9 Defined as: (tax on adjusted net operating income) / (adjusted net
operating income – income from equity affiliates, dividends received from
investments and impairments of acquisition goodwill + tax on adjusted net
operating income).

^10 Adjustment items explained on page 14.

^11 Detail shown on page 18.

^12 Net investments = investments including acquisitions and changes in
non-current loans – asset sales.

^13 Cash flow from operations at replacement cost before changes in working
capital.

^14 Net cash flow = cash flow from operations - net investments.

^15 Special items affecting operating income from the business segments had a
negative impact of 1,428 M€ in the first nine months of 2012 and a negative
impact of 389 M€ in the first nine months of 2011.

^16 Adjustment items explained on page 14.

^17 Detail shown on page 18.

^18 Cash flow from operations at replacement cost before changes in working
capital.

^19 Net cash flow = cash flow from operations - net investments.

^20 Detail shown on page 19.

^21 impact of changing hydrocarbon prices on entitlement volumes

^22 Calculated based on adjusted net operating income and average capital
employed, using replacement cost, as shown on page 20.

                          Total financial statements
                               _______________

                Third quarter 2012 consolidated accounts, IFRS

CONSOLIDATED STATEMENT OF INCOME

TOTAL

(unaudited)

                                    3^rd quarter   2^nd quarter   3^rd quarter
(M€) ^(a)                                                     
                                    2012           2012           2011
Sales                               49,890         49,135         46,163
Excise taxes                        (4,411)        (4,559)        (4,638)
Revenues from sales                 45,479         44,576         41,525
                                                                  
Purchases, net of inventory         (30,609)       (32,294)       (29,018)
variation
Other operating expenses            (5,528)        (5,827)        (5,061)
Exploration costs                   (317)          (269)          (242)
Depreciation, depletion and
amortization of tangible assets     (3,246)        (2,028)        (1,873)
and mineral interests
Other income                        474            225            1,334
Other expense                       (129)          (451)          (212)
                                                                  
Financial interest on debt          (154)          (170)          (262)
Financial income from marketable    8              24             114
securities & cash equivalents
Cost of net debt                    (146)          (146)          (148)
                                                                  
Other financial income              141            209            108
Other financial expense             (135)          (118)          (115)
                                                                  
Equity in net income (loss) of      641            436            497
affiliates
                                                                  
Income taxes                        (3,488)        (2,701)        (3,448)
Consolidated net income             3,137          1,612          3,347
Group share                         3,066          1,585          3,314
Non-controlling interests           71             27             33
Earnings per share (€)              1.36           0.70           1.47
Fully-diluted earnings per share    1.35           0.70           1.47
(€)

^(a) Except for per share amounts.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

TOTAL
(unaudited)

                                    3^rd quarter   2^nd quarter   3^rd quarter
(M€)                                                          
                                    2012           2012           2011
Consolidated net income             3,137          1,612          3,347
Other comprehensive income
Currency translation adjustment     (1,007)        2,360          2,309
Available for sale financial        (183)          (93)           (389)
assets
Cash flow hedge                     33             (67)           (54)
Share of other comprehensive        86             (57)           (131)
income of associates, net amount
Other                               (2)            (7)            (2)
                                                                  
Tax effect                          37             46             82
Total other comprehensive income    (1,036)        2,182          1,815
(net amount)
                                                               
Comprehensive income                2,101          3,794          5,162
- Group share                       2,061          3,718          5,077
- Non-controlling interests         40             76             85

CONSOLIDATED STATEMENT OF INCOME

TOTAL

(unaudited)

                                                           9 months   9 months
(M€) ^(a)                                                          
                                                           2012       2011
Sales                                                      150,193    137,201
Excise taxes                                               (13,363)   (13,609)
Revenues from sales                                        136,830    123,592
                                                                      
Purchases, net of inventory variation                      (94,944)   (84,659)
Other operating expenses                                   (16,447)   (14,567)
Exploration costs                                          (942)      (680)
Depreciation, depletion and amortization of tangible       (7,112)    (5,090)
assets and mineral interests
Other income                                               988        1,665
Other expense                                              (676)      (409)
                                                                      
Financial interest on debt                                 (511)      (557)
Financial income from marketable securities & cash         67         216
equivalents
Cost of net debt                                           (444)      (341)
                                                                      
Other financial income                                     435        518
Other financial expense                                    (389)      (327)
                                                                      
Equity in net income (loss) of affiliates                  1,618      1,447
                                                                      
Income taxes                                               (10,494)   (10,952)
Consolidated net income                                    8,423      10,197
Group share                                                8,313      9,986
Non-controlling interests                                  110        211
Earnings per share (€)                                     3.69       4.45
Fully-diluted earnings per share (€)                       3.67       4.43

^(a) Except for per share amounts.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

TOTAL
(unaudited)

                                                           9 months   9 months
(M€)                                                               
                                                           2012       2011
Consolidated net income                                    8,423      10,197
Other comprehensive income
Currency translation adjustment                            299        (335)
Available for sale financial assets                        (342)      41
Cash flow hedge                                            36         (89)
Share of other comprehensive income of associates, net     191        (234)
amount
Other                                                      (15)       (4)
                                                                      
Tax effect                                                 72         53
Total other comprehensive income (net amount)              241        (568)
                                                                    
Comprehensive income                                       8,664      9,629
- Group share                                              8,562      9,433
- Non-controlling interests                                102        196

CONSOLIDATED BALANCE SHEET

TOTAL

                       September 30,   June 30, 2012               September
(M€)                  2012                          December   30, 2011
                                       (unaudited)     31, 2011
                       (unaudited)                                 (unaudited)
                                                                   
ASSETS
                                                                   
Non-current assets
Intangible assets,     12,964          13,847          12,413      10,280
net
Property, plant and    70,583          69,868          64,457      59,729
equipment, net
Equity affiliates :
investments and        14,413          13,911          12,995      11,455
loans
Other investments      1,181           2,222           3,674       3,767
Hedging instruments
of non-current         1,796           1,886           1,976       2,012
financial debt
Other non-current      5,215           4,850           4,871       4,248
assets
Total non-current      106,152         106,584         100,386     91,491
assets
Current assets
Inventories, net       17,266          17,111          18,122      16,024
Accounts receivable,   20,331          19,768          20,049      18,786
net
Other current assets   11,377          10,435          10,767      7,938
Current financial      1,726           1,723           700         1,172
assets
Cash and cash          16,833          14,998          14,025      19,942
equivalents
Total current assets   67,533          64,035          63,663      63,862
Assets classified as   -               -               -           1,630
held for sale
Total assets           173,685         170,619         164,049     156,983
                                                                   
LIABILITIES &
SHAREHOLDERS' EQUITY
                                                                   
Shareholders' equity
Common shares          5,915           5,911           5,909       5,909
Paid-in surplus and    70,703          69,181          66,506      65,862
retained earnings
Currency translation   (487)           401             (988)       (3,091)
adjustment
Treasury shares        (3,342)         (3,390)         (3,390)     (3,390)
Total shareholders'    72,789          72,103          68,037      65,290
equity - Group Share
Non-controlling        1,275           1,256           1,352       1,467
interests
Total shareholders'    74,064          73,359          69,389      66,757
equity
Non-current
liabilities
Deferred income        13,167          12,380          12,260      10,601
taxes
Employee benefits      1,987           2,005           2,232       2,180
Provisions and other
non-current            11,170          11,264          10,909      8,920
liabilities
Non-current            24,606          23,260          22,557      22,415
financial debt
Total non-current      50,930          48,909          47,958      44,116
liabilities
Current liabilities
Accounts payable       20,869          20,448          22,086      18,753
Other creditors and    16,942          17,090          14,774      16,361
accrued liabilities
Current borrowings     10,647          10,642          9,675       10,406
Other current
financial              233             171             167         249
liabilities
Total current          48,691          48,351          46,702      45,769
liabilities
Liabilities directly
associated with the    -               -               -           341
assets classified as
held for sale
Total liabilities
and shareholders'      173,685         170,619         164,049     156,983
equity

CONSOLIDATED STATEMENT OF CASH FLOW

TOTAL

(unaudited)

                                    3^rd quarter   2^nd quarter   3^rd quarter
(M€)                                                          
                                    2012           2012           2011
CASH FLOW FROM OPERATING
ACTIVITIES
                                                                  
Consolidated net income             3,137          1,612          3,347
Depreciation, depletion and         3,413          2,164          2,062
amortization
Non-current liabilities,
valuation allowances and deferred   803            (99)           312
taxes
Impact of coverage of pension       -              (362)          -
benefit plans
(Gains) losses on sales of assets   (419)          (165)          (1,282)
Undistributed affiliates' equity    (135)          193            (34)
earnings
(Increase) decrease in working      (1,661)        2,783          1,501
capital
Other changes, net                  25             41             58
Cash flow from operating            5,163          6,167          5,964
activities
                                                                  
CASH FLOW USED IN INVESTING
ACTIVITIES
                                                                  
Intangible assets and property,     (4,512)        (4,128)        (3,802)
plant and equipment additions
Acquisitions of subsidiaries, net   (74)           (4)            170
of cash acquired
Investments in equity affiliates    (156)          (455)          (69)
and other securities
Increase in non-current loans       (674)          (377)          (220)
Total expenditures                  (5,416)        (4,964)        (3,921)
Proceeds from disposal of
intangible assets and property,     274            95             213
plant and equipment
Proceeds from disposal of           1              -              399
subsidiaries, net of cash sold
Proceeds from disposal of           1,141          739            4,343
non-current investments
Repayment of non-current loans      219            146            127
Total divestments                   1,635          980            5,082
Cash flow used in investing         (3,781)        (3,984)        1,161
activities
                                                                  
CASH FLOW USED IN FINANCING
ACTIVITIES
                                                                  
Issuance (repayment) of shares:
- Parent company shareholders       1              -              77
- Treasury shares                   (68)           -              -
Dividends paid:
- Parent company shareholders       (1,282)        (1,284)        (1,283)
- Non-controlling interests         (2)            (96)           (35)
Other transactions with             -              1              -
non-controlling interests
Net issuance (repayment) of         2,062          1,409          1,034
non-current debt
Increase (decrease) in current      (98)           (693)          (2,541)
borrowings
Increase (decrease) in current      (31)           (10)           1,999
financial assets and liabilities
Cash flow used in financing         582            (673)          (749)
activities
Net increase (decrease) in cash     1,964          1,510          6,376
and cash equivalents
Effect of exchange rates            (129)          158            179
Cash and cash equivalents at the    14,998         13,330         13,387
beginning of the period
Cash and cash equivalents at the    16,833         14,998         19,942
end of the period

CONSOLIDATED STATEMENT OF CASH FLOW

TOTAL

(unaudited)

                                                           9 months   9 months
(M€)                                                               
                                                           2012       2011
CASH FLOW FROM OPERATING ACTIVITIES
                                                                      
Consolidated net income                                    8,423      10,197
Depreciation, depletion and amortization                   7,680      5,591
Non-current liabilities, valuation allowances and          1,068      1,160
deferred taxes
Impact of coverage of pension benefit plans                (362)      -
(Gains) losses on sales of assets                          (865)      (1,517)
Undistributed affiliates' equity earnings                  92         (157)
(Increase) decrease in working capital                     448        1,390
Other changes, net                                         113        78
Cash flow from operating activities                        16,597     16,742
                                                                      
CASH FLOW USED IN INVESTING ACTIVITIES
                                                                      
Intangible assets and property, plant and equipment        (13,867)   (12,391)
additions
Acquisitions of subsidiaries, net of cash acquired         (199)      (809)
Investments in equity affiliates and other securities      (809)      (3,290)
Increase in non-current loans                              (1,445)    (684)
Total expenditures                                         (16,320)   (17,174)
Proceeds from disposal of intangible assets and            936        839
property, plant and equipment
Proceeds from disposal of subsidiaries, net of cash sold   35         570
Proceeds from disposal of non-current investments          2,734      5,085
Repayment of non-current loans                             600        589
Total divestments                                          4,305      7,083
Cash flow used in investing activities                     (12,015)   (10,091)
                                                                      
CASH FLOW USED IN FINANCING ACTIVITIES
                                                                      
Issuance (repayment) of shares:
- Parent company shareholders                              32         481
- Treasury shares                                          (68)       -
Dividends paid:
- Parent company shareholders                              (3,852)    (3,855)
- Non controlling interests                                (100)      (97)
Other transactions with non-controlling interests          1          59
Net issuance (repayment) of non-current debt               5,135      3,940
Increase (decrease) in current borrowings                  (1,892)    (2,253)
Increase (decrease) in current financial assets and        (970)      365
liabilities
Cash flow used in financing activities                     (1,714)    (1,360)
Net increase (decrease) in cash and cash equivalents       2,868      5,291
Effect of exchange rates                                   (60)       162
Cash and cash equivalents at the beginning of the period   14,025     14,489
Cash and cash equivalents at the end of the period         16,833     19,942

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

TOTAL

(unaudited)

                                           Paid-in
                                           surplus    Currency                                Shareholders'   Non-controlling   Total
                 Common shares issued    and       translation  Treasury shares          equity Group   interests        shareholders'
                                           retained   adjustment                              Share                             equity
                                           earnings
(M€)              Number         Amount                          Number         Amount                                    
As of January     2,349,640,931   5,874    60,538     (2,495)       (112,487,679)   (3,503)   60,414          857               61,271
1, 2011
Net income of
the first nine    -               -        9,986      -             -               -         9,986           211               10,197
months
Other
comprehensive     -               -        45         (598)         -               -         (553)           (15)              (568)
Income
Comprehensive     -               -        10,031     (598)         -               -         9,433           196               9,629
Income
Dividend          -               -        (5,173)    -             -               -         (5,173)         (97)              (5,270)
Issuance of       14,112,010      35       446        -             -               -         481             -                 481
common shares
Purchase of       -               -        -          -             -               -         -               -                 -
treasury shares
Sale of
treasury shares   -               -        (113)      -             2,931,034       113       -               -                 -
^(1)
Share-based       -               -        124        -             -               -         124             -                 124
payments
Share             -               -        -          -             -               -         -               -                 -
cancellation
Other
operations with   -               -        -          2             -               -         2               57                59
non-controlling
interests
Other items       -               -        9          -             -               -         9               454               463
As of September   2,363,752,941   5,909    65,862     (3,091)       (109,556,645)   (3,390)   65,290          1,467             66,757
30, 2011
Net income of
the fourth        -               -        2,290      -             -               -         2,290           94                2,384
quarter
Other
comprehensive     -               -        186        2,002         -               -         2,188           59                2,247
Income
Comprehensive     -               -        2,476      2,002         -               -         4,478           153               4,631
Income
Dividend          -               -        (1,284)    -             -               -         (1,284)         (75)              (1,359)
Issuance of       14,372          -        -          -             -               -         -               -                 -
common shares
Purchase of       -               -        -          -             -               -         -               -                 -
treasury shares
Sale of
treasury shares   -               -        -          -             2,472           -         -               -                 -
^(1)
Share-based       -               -        37         -             -               -         37              -                 37
payments
Share             -               -        -          -             -               -         -               -                 -
cancellation
Other
operations with   -               -        (553)      101           -               -         (452)           (180)             (632)
non-controlling
interests
Other items       -               -        (32)       -             -               -         (32)            (13)              (45)
As of December    2,363,767,313   5,909    66,506     (988)         (109,554,173)   (3,390)   68,037          1,352             69,389
31, 2011
Net income of
the first nine    -               -        8,313      -             -               -         8,313           110               8,423
months
Other
comprehensive     -               -        (246)      495           -               -         249             (8)               241
Income
Comprehensive     -               -        8,067      495           -               -         8,562           102               8,664
Income
Dividend          -               -        (3,913)    -             -               -         (3,913)         (100)             (4,013)
Issuance of       2,151,933       6        26         -             -               -         32              -                 32
common shares
Purchase of       -               -        -          -             (1,800,000)     (68)      (68)            -                 (68)
treasury shares
Sale of
treasury shares   -               -        (116)      -             2,960,542       116       -               -                 -
^(1)
Share-based       -               -        114        -             -               -         114             -                 114
payments
Share             -               -        -          -             -               -         -               -                 -
cancellation
Other
operations with   -               -        13         6             -               -         19              (18)              1
non-controlling
interests
Other items       -               -        6          -             -               -         6               (61)              (55)
As of September   2,365,919,246   5,915    70,703     (487)         (108,393,631)   (3,342)   72,789          1,275             74,064
30, 2012

^(1) Treasury shares related to the restricted stock grants.

BUSINESSSEGMENTINFORMATION

TOTAL

(unaudited)

3^rd quarter
2012             Upstream  Refining   Supply     Corporate  Intercompany  Total
                             Chemicals   Marketing
(M€)
Non-Group sales   5,001      23,260      21,574      55          -              49,890
Intersegment      7,455      11,168      154         47          (18,824)       -
sales
Excise taxes      -          (956)       (3,455)     -           -              (4,411)
Revenues from     12,456     33,472      18,273      102         (18,824)       45,479
sales
Operating         (5,279)    (31,914)    (17,836)    (249)       18,824         (36,454)
expenses
Depreciation,
depletion and
amortization of   (2,779)    (321)       (136)       (10)        -              (3,246)
tangible assets
and mineral
interests
Operating         4,398      1,237       301         (157)       -              5,779
income
Equity in net
income (loss)     642        41          7           302         -              992
of affiliates
and other items
Tax on net
operating         (2,961)    (348)       (81)        (119)       -              (3,509)
income
Net operating     2,079      930         227         26          -              3,262
income
Net cost of net                                                                 (125)
debt
Non-controlling                                                            (71)
interests
Net income                                                                      3,066
                                                                          
3^rd quarter
2012
(adjustments)     Upstream   Refining    Supply      Corporate   Intercompany   Total
^(a)                         Chemicals   Marketing

(M€)
Non-Group sales   (8)        -           -           -           -              (8)
Intersegment      -          -           -           -           -
sales
Excise taxes      -          -           -           -           -              
Revenues from     (8)        -           -           -           -              (8)
sales
Operating         3          593         (42)        -           -              554
expenses
Depreciation,
depletion and
amortization of   (1,134)    (2)         (14)        -           -              (1,150)
tangible assets
and mineral
interests
Operating         (1,139)    591         (56)        -           -              (604)
income ^ (b)
Equity in net
income (loss)     -          5           33          293         -              331
of affiliates
and other items
Tax on net
operating         327        (230)       7           (90)        -              14
income
Net operating     (812)      366         (16)        203         -              (259)
income ^ (b)
Net cost of net                                                                 -
debt
Non-controlling                                                            (23)
interests
Net income                                                                      (282)
^(a)
Adjustments
include special
items,
inventory
valuation
effect and the
effect of
changes in fair                                                            
value.



^(b) Of which
inventory
valuation
effect
On operating      -          627         139         -
income
On net
operating         -          444         94          -
income
                                                                          
3^rd quarter
2012 (adjusted)   Upstream   Refining    Supply      Corporate   Intercompany   Total
                             Chemicals   Marketing
(M€) ^(a)
Non-Group sales   5,009      23,260      21,574      55          -              49,898
Intersegment      7,455      11,168      154         47          (18,824)       -
sales
Excise taxes      -          (956)       (3,455)     -           -              (4,411)
Revenues from     12,464     33,472      18,273      102         (18,824)       45,487
sales
Operating         (5,282)    (32,507)    (17,794)    (249)       18,824         (37,008)
expenses
Depreciation,
depletion and
amortization of   (1,645)    (319)       (122)       (10)        -              (2,096)
tangible assets
and mineral
interests
Adjusted
operating         5,537      646         357         (157)       -              6,383
income
Equity in net
income (loss)     642        36          (26)        9           -              661
of affiliates
and other items
Tax on net
operating         (3,288)    (118)       (88)        (29)        -              (3,523)
income
Adjusted net
operating         2,891      564         243         (177)       -              3,521
income
Net cost of net                                                                 (125)
debt
Non-controlling                                                            (48)
interests
Ajusted net                                                                3,348
income
Adjusted
fully-diluted                                                              1.48
earnings per
share (€)
^(a) Except for
per share
amounts.
                                                                          
3^rd quarter
2012              Upstream   Refining    Supply      Corporate   Intercompany   Total
                             Chemicals   Marketing
(M€)
Total             4,567      441         383         25          -              5,416
expenditures
Total             401        55          41          1,138       -              1,635
divestments
Cash flow from
operating         3,457      1,036       692         (22)        -              5,163
activities

BUSINESSSEGMENTINFORMATION

TOTAL

(unaudited)

2^nd quarter
2012             Upstream  Refining   Supply     Corporate  Intercompany  Total
                             Chemicals   Marketing
(M€)
Non-Group sales   4,977      22,592      21,519      47          -              49,135
Intersegment      7,751      10,474      222         48          (18,495)       -
sales
Excise taxes      -          (874)       (3,686)     1           -              (4,559)
Revenues from     12,728     32,192      18,055      96          (18,495)       44,576
sales
Operating         (6,190)    (32,646)    (17,764)    (285)       18,495         (38,390)
expenses
Depreciation,
depletion and
amortization of   (1,513)    (319)       (189)       (7)         -              (2,028)
tangible assets
and mineral
interests
Operating         5,025      (773)       102         (196)       -              4,158
income
Equity in net
income (loss)     448        23          (14)        (156)       -              301
of affiliates
and other items
Tax on net
operating         (2,911)    256         (62)        (14)        -              (2,731)
income
Net operating     2,562      (494)       26          (366)       -              1,728
income
Net cost of net                                                                 (116)
debt
Non-controlling                                                            (27)
interests
Net income                                                                      1,585
                                                                          
2^nd quarter
2012
(adjustments)     Upstream   Refining    Supply      Corporate   Intercompany   Total
^(a)                         Chemicals   Marketing

(M€)
Non-Group sales   11         -           -           -           -              11
Intersegment      -          -           -           -           -
sales
Excise taxes      -          -           -           -           -              
Revenues from     11         -           -           -           -              11
sales
Operating         (18)       (1,238)     (148)       (23)        -              (1,427)
expenses
Depreciation,
depletion and
amortization of   -          -           (46)        -           -              (46)
tangible assets
and mineral
interests
Operating         (7)        (1,238)     (194)       (23)        -              (1,462)
income ^ (b)
Equity in net
income (loss)     -          (40)        (8)         (244)       -              (292)
of affiliates
and other items
Tax on net
operating         9          401         47          (9)         -              448
income
Net operating     2          (877)       (155)       (276)       -              (1,306)
income ^ (b)
Net cost of net                                                                 -
debt
Non-controlling                                                            33
interests
Net income                                                                      (1,273)
^(a)
Adjustments
include special
items,
inventory
valuation
effect and the
effect of
changes in fair                                                            
value.



^(b) Of which
inventory
valuation
effect
On operating      -          (1,238)     (146)       -
income
On net
operating         -          (877)       (99)        -
income
                                                                          
2^nd quarter
2012 (adjusted)   Upstream   Refining    Supply      Corporate   Intercompany   Total
                             Chemicals   Marketing
(M€) ^(a)
Non-Group sales   4,966      22,592      21,519      47          -              49,124
Intersegment      7,751      10,474      222         48          (18,495)       -
sales
Excise taxes      -          (874)       (3,686)     1           -              (4,559)
Revenues from     12,717     32,192      18,055      96          (18,495)       44,565
sales
Operating         (6,172)    (31,408)    (17,616)    (262)       18,495         (36,963)
expenses
Depreciation,
depletion and
amortization of   (1,513)    (319)       (143)       (7)         -              (1,982)
tangible assets
and mineral
interests
Adjusted
operating         5,032      465         296         (173)       -              5,620
income
Equity in net
income (loss)     448        63          (6)         88          -              593
of affiliates
and other items
Tax on net
operating         (2,920)    (145)       (109)       (5)         -              (3,179)
income
Adjusted net
operating         2,560      383         181         (90)        -              3,034
income
Net cost of net                                                                 (116)
debt
Non-controlling                                                            (60)
interests
Ajusted net                                                                2,858
income
Adjusted
fully-diluted                                                              1.26
earnings per
share (€)
^(a) Except for
per share
amounts.
                                                                          
2^nd quarter
2012              Upstream   Refining    Supply      Corporate   Intercompany   Total
                             Chemicals   Marketing
(M€)
Total             4,227      501         212         24          -              4,964
expenditures
Total             234        7           20          719         -              980
divestments
Cash flow from
operating         5,298      625         (140)       384         -              6,167
activities

BUSINESSSEGMENTINFORMATION

TOTAL

(unaudited)

3^rd quarter
2011             Upstream  Refining   Supply     Corporate  Intercompany  Total
                             Chemicals   Marketing
(M€)
Non-Group sales   4,770      19,267      22,124      2           -              46,163
Intersegment      6,571      11,190      218         45          (18,024)       -
sales
Excise taxes      -          (502)       (4,136)     -           -              (4,638)
Revenues from     11,341     29,955      18,206      47          (18,024)       41,525
sales
Operating         (4,904)    (29,539)    (17,766)    (136)       18,024         (34,321)
expenses
Depreciation,
depletion and
amortization of   (1,262)    (473)       (129)       (9)         -              (1,873)
tangible assets
and mineral
interests
Operating         5,175      (57)        311         (98)        -              5,331
income
Equity in net
income (loss)     974        496         118         24          -              1,612
of affiliates
and other items
Tax on net
operating         (3,420)    9           (93)        41          -              (3,463)
income
Net operating     2,729      448         336         (33)        -              3,480
income
Net cost of net                                                                 (133)
debt
Non-controlling                                                            (33)
interests
Net income                                                                      3,314
                                                                          
3^rd quarter
2011
(adjustments)     Upstream   Refining    Supply      Corporate   Intercompany   Total
^(a)                         Chemicals   Marketing

(M€)
Non-Group sales   (14)       -           -           -           -              (14)
Intersegment      -          -           -           -           -              -
sales
Excise taxes      -          -           -           -           -              -
Revenues from     (14)       -           -           -           -              (14)
sales
Operating         -          (191)       (1)         -           -              (192)
expenses
Depreciation,
depletion and
amortization of   (75)       (171)       -           -           -              (246)
tangible assets
and mineral
interests
Operating         (89)       (362)       (1)         -           -              (452)
income ^ (b)
Equity in net
income (loss)     554        410         148         15          -              1,127
of affiliates
and other items
Tax on net
operating         (124)      33          (6)         (71)        -              (168)
income
Net operating     341        81          141         (56)        -              507
income ^ (b)
Net cost of net                                                                 -
debt
Non-controlling                                                            6
interests
Net income                                                                      513
^(a)
Adjustments
include special
items,
inventory
valuation
effect and the
effect of
changes in fair                                                            
value.



^(b) Of which
inventory
valuation
effect
On operating                                         *Story
income            -          (121)       9           too
                                                     large*

[TRUNCATED]