AMENDMENT NO. 1 TO SCHEDULE 13G
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)1

Compagnie Générale de Géophysique

(Name of Issuer)

Shares, nominal value 2 euro

(Title of Class of Securities)

204386106

(CUSIP Number)

December 31, 2004

(Date of Event Which Requires Filing of this Statement)

Check the following box to designate the rule pursuant to which this Schedule is filed:

        o Rule 13d-1(b)

        o Rule 13d-1(c)

        þ Rule 13d-1(d)

1The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act, but shall be subject to all other provisions of the Act (however, see the Notes).

 

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13G
CUSIP No. 204386106 Page 2 of 5
  1. Name of Reporting Persons:
Total S.A.		 I.R.S. Identification No. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group*:
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
France
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
1
6. Shared Voting Power:
-0-
7. Sole Dispositive Power:
1
8.Shared Dispositive Power:
-0-
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
1
  10.Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*:
o
  11.Percent of Class Represented by Amount in Row (9):
0%; percent of voting rights, 0%
  12.Type of Reporting Person*:
HC

*SEE INSTRUCTIONS BEFORE FILLING OUT!

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SIGNATURE

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Item 1(a)
  Name of Issuer:
 
    
  Compagnie Générale de Géophysique
 
    
Item 1(b)
  Address of Issuer’s Principal Executive Offices:
 
    
  1, rue Léon Migaux
  91341 Massy Cedex
  France
 
    
Item 2(a), (b) and (c)
  Name of Person Filing; Address of Principal Business Office or, if None, Residence; and Citizenship:

     This statement is being filed by Total S.A., a company organized under the laws of France, whose principal business is oil, gas and chemicals. The address of Total S.A.’s principal business and office is 2, place de la Coupole, La Défense 6, 92078 Paris La Défense Cedex, France.

     
Item 2(d)
   Title of Class of Securities:
 
    
 
   Shares, nominal value 2 euro
 
    
Item 2(e)
   CUSIP Number:
 
    
 
   204386106
 
    
Item 3.
   If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
         
(a)   o  
Broker or Dealer registered under Section 15 of the Exchange Act.
(b)   o  
Bank as defined in Section 3(a)(6) of the Exchange Act.
(c)   o  
Insurance company as defined in Section 3(a)(19) of the Exchange Act.
(d)   o  
Investment company registered under Section 8 of the Investment Company Act.
(e)   o  
An investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E).
(f)   o  
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
(g)   o  
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
(h)   o  
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
(i)   o  
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
(j)   o  
Group, in accordance with Rule 13d-1(b)(l)(ii)(J).
     
Item 4.
  Ownership

     Total S.A. beneficially owns 1 share directly.

     
Amount beneficially owned:
   1
Percent of class:
   0 %; percent of voting rights, 0%
Number of shares as to which such person has:
    
 
    
Sole power to vote:
   1
Shared power to vote:
   -0-
Sole power to dispose of:
   1
Shared power to dispose of:
   -0-

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Item 5.
  Ownership of Five Percent or Less of a Class.

     If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following þ

     
Item 6.
  Ownership of More than Five Percent on Behalf of Another Person.
 
    
  Not Applicable.
 
    
Item 7.
  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
 
    
  Not Applicable.
 
    
Item 8.
  Identification and Classification of Members of the Group.
 
    
  Not Applicable.
 
    
Item 9.
  Notice of Dissolution of the Group.
 
    
  Not Applicable.
 
    
Item 10.
  Certifications.
 
    
  Not Applicable.

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SIGNATURE

     After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

         
  TOTAL S.A.
 		  
  By:   /s/ Charles Paris de Bollardière    
    Name:   Charles Paris de Bollardière   
    Title:   Treasurer   
 

Date: February 14, 2005

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