EXHIBIT 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTSthat each person whose signature appears below constitutes and appoints Christophe de Margerie, Robert Castaigne and Charles Paris de Bollardière, acting jointly or any of them acting individually, his or her true and lawful attorney-in-fact and agent, each with full power of substitution and resubstitution, to act, without any other, for him or her and in his or her name, place, and stead, in any and all capacities, to sign a Registration Statement on Form S-8 (including under any other appropriate Form) of TOTAL S.A., a Frenchsociété anonyme, and any or all amendments (including post-effective amendments) thereto, relating to the registration under the U.S. Securities Act of 1933, as amended, of common shares, nominal value 2.50 euros each, of TOTAL S.A. that may be issued pursuant to the TOTAL Holdings USA, Inc. 2008 Employee Shareholder Plan, and to file the same, with all exhibits thereto and other documents in connection therewith, with the U.S. Securities and Exchange Commission, or any state regulatory authority, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite or necessary to be done in connection with the foregoing, as fully as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof. This power of attorney may be executed in counterparts.
IN WITNESS WHEREOF, the undersigned have hereunto set their hands as of the 10th day of January, 2008.
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/s/ Thierry Desmarest | | /s/ Christophe de Margerie |
| Thierry Desmarest | | Christophe de Margerie |
| Chairman of the Board | | Chief Executive Officer Director |
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| | |
| Daniel Boeuf | | Daniel Bouton |
| Director | | Director |
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/s/ Bertrand Collomb | | /s/ Paul Desmarais Jr. |
| Bertrand Collomb | | Paul Desmarais Jr. |
| Director | | Director |
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/s/ Bertrand Jacquillat | | |
| Professor Bertrand Jacquillat | | Antoine Jeancourt-Galignani |
| Director | | Director |
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/s/ Anne Lauvergeon | | /s/ Peter Levene |
| Anne Lauvergeon | | Lord Peter Levene of Portsoken |
| Director | | Director |
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/s/ Michel Pébereau | | /s/ Thierry de Rudder |
| Michel Pébereau | | Thierry de Rudder |
| Director | | Director |
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| | /s/ Pierre Vaillaud |
| Serge Tchuruk | | Pierre Vaillaud |
| Director | | Director |
| | |
| |
/s/ Robert Castaigne | | /s/ Dominique Bonsergent |
| Robert Castaigne | | Dominique Bonsergent |
| Executive Vice President and Chief Financial Officer | | Chief Accounting Officer |
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/s/ Bob Kilpatrick | | |
Bob Kilpatrick General Counsel, Total Holdings USA, Inc. | | |
| Authorized Representative in the United States | | |
