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Public Disclosure Document, May 2007 The TOTAL Contents

1 About TOTAL 2 The TOTAL Upgrader 3 Project Description 4 Upgrading 5 Process Overview 6 Storage, Transportation and Markets 7 Project Timeline 8 Economic and Social Considerations 9 Corporate Social Responsibility 10 Environmental Impact Assessment 11 Community Engagement 12 Climate Change 13 Contact Information

This booklet was printed in by McAra Printing, a Forest Stewardship Council Certifi ed Printer. (Certifi cation # SW-COC-1858) Public Disclosure | 1

About TOTAL

Based in Paris, Total SA is one of the world’s largest publicly traded integrated oil and gas companies. Total’s operations in more than 130 countries span the entire oil and gas spectrum, from exploration, development and production to gas, refi ning and marketing, and crude oil and product trading and shipping.

Total SA is also a world-class chemicals producer, and has interests in coal mines, cogeneration and power generation. In addition, Total is committed to developing renewable energy sources, such as wind, solar and photovoltaic power.

In Canada, Total SA, through its wholly owned subsidiary Total E&P Canada Ltd. (Total), has signifi cant interests in the Athabasca region that provide both mining and in-situ production opportunities.

Total E&P Canada is a wholly owned subsidiary of Total SA, a global company with operations in more than 130 countries

TOTAL SA at a glance: on fi ve continents. • One of the world's major oil and gas groups • 95,000 employees worldwide • Operations in more than 130 countries • Producer in 29 countries

For more information on TOTAL SA visit: www.total.com 2 | TOTAL E&P Canada Ltd.

The TOTAL Upgrader

Alberta’s vast oil sands resources are recognized as a signifi cant future source of the world’s energy supply. While abundant, the bitumen in the oil sands requires processing before it can be transformed into traditional petroleum products such as transportation and heating fuels.

To help unlock the value trapped in ’s oil sands resources, Total proposes to develop an upgrader, to be located in Strathcona County, northeast of Fort in Alberta's world-class Industrial Heartland.

By constructing the upgrading facilities in the Alberta Industrial Heartland region, the project will represent major benefi ts and sustained value for Albertans and Canadians through employment, contracting and supply opportunities, and government income through taxes.

This Public Disclosure Document describes, in general terms, current plans for developing the Total Upgrader.

Total E&P Canada supports a diverse workforce that is refl ective of the communities in which it operates.

Total E&P Canada is the operator of the Joslyn project located 65 km north of Fort McMurray. In November 2006, commercial production began at Joslyn. Using Steam Assisted Gravity Drainage Technology, production will plateau at 10,000 barrels per day or more in 2008. Total is also a partner in the Surmont Project located 60 km southeast of Fort McMurray. Commercial production at Surmont will begin in 2007 with a target production of 27,000 barrels per day. Public Disclosure | 3

Project Description

Using bitumen feedstock from Total’s upstream oil sands assets, including the Joslyn lease (84% interest) and the Surmont Project (50% interest), the Total Upgrader will produce light sweet oil.

The proposed facilities will be developed on land owned by Total in Strathcona County, located northeast of in Alberta's Industrial Heartland.

Total’s land holdings encompass 364 hectares (900 acres) located on the following parcels:

• NW ¼, SE ¼ and portions of NE ¼ and SW ¼ of Section 19, Township 56 Range 21, W4M • NW ¼, Section 20, Township 56 Range 21, W4M • SW ¼, Section 20, Township 56 Range 21, W4M

HWY 38 Alberta's Industrial Heartland is the nation's largest processing centre for the petroleum, petrochemical and chemical industries. Locating the proposed upgrader in this business friendly North

HWY 643 HWY Saskatchewan

environment offers a number of benefi ts, including: River

0 83 • Close proximity to major crude oil feedstock pipelines and export lines. Y • Proximity to a sizeable workforce. HW • Potential synergies with other related industrial operations.

15 The Total Upgrader will be constructed HWY TOTAL in two phases. Phase one is planned to Land produce 130,000 barrels per day and could commission as early as 2013/2014. HWY 15 Phase two will increase bitumen 830 processing capacity to over 200,000 HWY barrels per day and will be dependant on various project and market factors. Fort Saskatchewan This phased in approach will allow Total to better match upgrading capacity with upstream bitumen production. It will also provide the opportunity to refi ne and optimize the upgrader's process confi guration to maximize the quality of synthetic crude oil produced. 4 | TOTAL E&P Canada Ltd.

Upgrading

Most operating refi neries are confi gured to process light and medium grades of low-sulphur crude oil and not the bitumen that is produced from oil sands. Intermediate processing in the form of “upgrading” transforms the bitumen into suitable refi nery feedstock.

Upgrading combines the use of temperature, pressure and chemical catalysts to break up the large carbon chains found in heavy crude oils and bitumen and reorganizes them into more readily processed molecules.

Current upgrading technology can be grouped into two categories: carbon rejection and hydrogen addition. Total plans to use a carbon rejection based technology known as delayed coking. Delayed coking was selected as the processing technology after an extensive engineering screening process.

Advantages of delayed coking technology include the following:

• Well-proven, widely used and reliable. • Produces less carbon dioxide per barrel of production. • Assessed to be the most economic.

Copyright Roussel Marc

Total will adopt the best available technologies that are economically achievable to minimize its environmental footprint. Copyright Roussel Marc

The Sincor project in produces 200,000 barrels of heavy oil per day using delayed coking technology. Through its participation in this project, Total has gained valuable experience applicable to the design of the Total Upgrader. Public Disclosure | 5

Process Overview

Raw bitumen is too viscous (thick) to be transported by pipeline and must be blended with light hydrocarbons to create a diluted bitumen that can be transported. Total will work with

When the diluted bitumen arrives at the production site, it enters into a distillation unit which other operators in the boils off the light hydrocarbons prior to upgrading. The lighter streams (mainly naphtha and gas oils) produced from the initial distillation units, will be fed directly into the hydrotreaters Industrial Heartland to and desulphurization units. The heavier residue will form the feed for the cokers. These identify opportunities coking vessels are specifi cally designed to convert the heavier hydrocarbon molecules into lighter hydrocarbon fractions. to minimize water use.

The lighter naphtha and gas oils from the coker units, along with the light streams from the distillation units, will be sent to the hydrotreaters and desulphurization units to remove sulphur. The hydrogen required for hydrotreatment will be produced onsite using conventional technology and natural gas as feedstock.

The resulting hydrotreated gas oil and naphtha streams will then be mixed together in specifi c ratios to produce the required blend of synthetic crude oil.

The hydrocarbons remaining in the coker will be in the form of solid carbon, known as petroleum coke. Coke and sulphur, byproducts of the proposed upgrading process, will The upgrading process. be stored temporarily on project lands and then transported to customers in domestic A simplifi ed block fl ow diagram. and offshore markets. Total is currently evaluating a number of options for byproduct management. NATURAL GAS HYDROGEN HYDROGEN PLANT

DILUENT

LIGHT ENDS HYDROTREATMENT DILUTED SYNTHETIC DISTILLATION UNITS & DESULFURIZATION BITUMEN GAS OIL CRUDE OIL UNITS

SULFUR

COKING UNITS RESIDUE

COKE 6 | TOTAL E&P Canada Ltd.

Storage, Transportation and Markets

The upgrader facilities will also include storage tanks for feedstock, intermediary products and produced synthetic crude. Numerous pipelines cross the Industrial Heartland, carrying bitumen blend feedstock and synthetic crude to end use markets. During project development, commercial arrangements will be made with regional pipeline carriers to transport synthetic crude to markets.

The Total Upgrader will have close proximity to major crude oil feedstock pipelines and export lines in the Industrial Heartland. Public Disclosure | 7

Project Timeline

Over the last few years, Total has been acquiring the proposed project lands for the upgrader. Discussions with local stakeholders have already begun and the company is undertaking preliminary engineering and environmental studies. In addition to fi ling this Public Disclosure Document, Total intends to fi le full regulatory documentation by the end of 2007.

Detailed engineering is expected to start in 2008, with construction beginning once all regulatory approvals are in place. Phase one could commission as early as 2013/2014.

Total E&P Canada will continue to engage the community during the regulatory process, project execution, commissioning and throughout the operation of the upgrader.

PHASE 2006 2007 2008 2009 2010 2011 2012 2013 2014 Discussions with Project Development local stakeholders Regulatory Process have already Project Execution begun and Total

Community Engagement is undertaking preliminary engineering and environmental studies. 8 | TOTAL E&P Canada Ltd.

Economic and Social Considerations

The Total Upgrader will create direct and indirect social and economic benefi ts for the greater region, Alberta and Canada.

Benefi ts include: • Engineering, fabrication and construction services related to the initial development of the plant. It is expected that up to 4,000 workers will be required to construct the upgrader. • Employment and business opportunities during upgrader operations. Operations of this type and size normally require 300 to 400 employees. • Government income through taxes.

Predicted project benefi ts and proposed management of some of the costs will be assessed and documented in a Socio-economic Assessment.

Total E&P Canada will structure a team that draws on local knowledge and also utilizes Total's international experience. The company will hire more than 1,000 Total understands that its proposed project is one of many industrial developments permanent employees contemplated for the Heartland Industrial region. As such, Total plans to work with community and industrial stakeholder groups to maximize social and economic benefi ts, over the next ten and to contribute to effective management of cumulative impacts on the area from years for its industrial growth. Canadian operations. Public Disclosure | 9

Corporate Social Responsibility

Total E&P Canada Ltd. understands its activities have an impact on the communities and the environment in which it operates. Total works to balance economic, environmental and social objectives to support sustainable development for the company, local communities and the environment.

Total’s corporate social responsibility is built on transparency, accountability, dependability, stakeholder dialogue and integrity. Total E&P Canada's corporate social responsibility policy can be found at: www.total-ep-canada.com.

Health, Safety and Environmental Commitment Total conducts all corporate activities taking into account the safety of people and property, preservation of natural resources and protection of the environment. Total’s objective is an accident free workplace.

Total will use all reasonable means to minimize potential environmental impacts on the Total believes in land, air and water and is committed to developing solutions to these issues through active transparency, participation in regional stakeholder organizations. For example, Total will work with the Northeast Capital Industrial Association to reduce potential environmental impacts through accountability and collaborative efforts with the community and all levels of government. respect and conducts The company’s activities involve industrial risks associated with fi eld development and its business with these hydrocarbon production. Total will identify risks associated with its activities and develop plans to mitigate those risks to acceptable levels. Total believes that all injuries are values in mind. preventable and that operations can be effectively managed to minimize negative impacts on the surrounding environment. Total is dedicated to continually improving the company’s management systems and practices. Total’s employees and management team share a common stewardship commitment to world-class HSE performance. 10 | TOTAL E&P Canada Ltd.

Environmental Impact Assessment

With input from stakeholders, Total will submit an Environmental Impact Assessment (EIA) to regulators that will: • Predict potential effects of the proposed upgrader on aspects of land, air, water and people. • Identify proposed measures to manage potential effects. • Predict cumulative effects from residual environmental effects from the proposed upgrader, combined with current land use effects, and publicly disclosed planned projects in the region. • Propose measures for cumulative effects management.

Total E&P Canada believes in the principles of sustainable development through balancing economic objectives with environmental stewardship and social responsibility. Public Disclosure | 11

Community Engagement

Total promotes the socio-economic and long-term development of communities and considers active community and stakeholder engagement as a critical factor for success. The Total Upgrader will be developed in a manner consistent with that view.

Total is committed to working in an open and transparent and responsible manner, with all community and stakeholder groups, to better understand local issues and determine the most appropriate ways of addressing them.

Total will create forums for direct and continual engagement with the local community through regular one-on-one meetings, stakeholder group meetings, and open houses. In the meantime, for information about the proposed Total Upgrader project, interested stakeholders can direct inquiries to the project team members listed under Contact Information on the last page of this publication.

Total is committed to being a good neighbour and will partner on projects that are important to the community. 12 | TOTAL E&P Canada Ltd.

Climate Change

Total is committed to implementing the best available technologies that are economically

achievable in order to reduce CO2 emissions and intensity. A greenhouse gas management

plan will be developed using research and development efforts such as the ongoing CO2 capture program in southwestern . Access to this type of research will assist in fi nding new technology that will improve energy effi ciency in Total’s Canadian operations. The management plan will also incorporate a monitoring and measuring program to keep track of and control emissions from the Upgrader.

Total’s greenhouse gas management plan will invest in research and development programs that seek out new technology to reduce carbon dioxide emissions and improve energy effi ciency. Public Disclosure | 13

Contacts

For further information about the Total Upgrader call 1-888-264-3777 or email us at: [email protected]

Media Regulatory Christianne Wile Geoff Chow Public Affairs Advisor Manager – Regulatory Affairs

Environment Project Development Hugh Campbell Christophe Vuillez Manager – Health, Safety and Environment Manager - Upgrading

Total E&P Canada’s website is located at: www.total-ep-canada.com TOTAL E&P Canada Ltd. Dome Tower 1900, 333 – 7th Avenue SW Calgary, AB T2P 2Z1 1-888-264-3777 www.total-ep-canada.com