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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of July 2009

Eni S.p.A.
(Exact name of Registrant as specified in its charter)

Piazzale Enrico Mattei 1 - 00144 Rome, Italy
(Address of principal executive offices)

     (Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F x                    Form 40-F o

     (Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2b under the Securities Exchange Act of 1934.)

Yes o                    No x

     (If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):               )

 

 

 

TABLE OF CONTENTS

 

 

 

 

Press Release dated July 24, 2009

Press Release dated July 31, 2009

Interim Consolidate Report as of June 30, 2009

 

 

Table of Contents

 

 

SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorised.

         
  Eni S.p.A.
 		  
         
    Name: Antonio Cristodoro   
    Title:   Deputy Corporate Secretary   
 

Date: July 31, 2009

 

 

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Eni convenes Board of Directors

 

Rome, July 24, 2009 - Eni's Board of Directors will convene on July 30, 2009 in San Donato Milanese to examine the Report for the first half of 2009. The Board will also review the proposal for the 2009 interim dividend, which will be examined by the Board for approval at a subsequent meeting scheduled for September 10, 2009.

The related press release will be issued on July 31, 2009 during non trading hours and the conference call for the presentation of the results to the financial community will be held at 12.30 a.m. of the same day.

 

Company contacts:

Press Office: +39 02.52031875 - 06.5982398
Free number for shareholders (inside Italy): 800940924
Switchboard: +39-0659821

ufficio.stampa@eni.it
segreteriasocietaria.azionisti@eni.it
investor.relations@eni.it 

Website: www.eni.it

 

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ENI ANNOUNCES RESULTS FOR THE SECOND QUARTER
AND THE FIRST HALF OF 2009

 

San Donato Milanese, July 31, 2009 - Eni, the international oil and gas company, today announces its group results for the second quarter of 2009 (unaudited).

Financial Highlights

•   Adjusted net profit: down 60% to euro 0.90 billion for the second quarter and down 49.8% to euro 2.66 billion for the first half of 2009
•   Net profit: down 75.8% to euro 0.83 billion for the second quarter and down 59.5% to euro 2.74 billion for the first half of 2009
•   Cash flow: euro 2.18 billion for the second quarter (euro 7.62 billion for the first half of 2009)
•   Interim dividend proposal of euro 0.50 per share or $1.42 per ADR1


Operational Highlights

•   Oil and natural gas production for the second quarter: down 2.2% to 1.733 million barrels per day (down by 1.6% for the first half of 2009)
•   Natural gas sales for the second quarter: down 7.7% to 20.46 billion cubic meters (down by 0.5% for the first half of 2009)
•   Further development of our E&P portfolio especially in Africa and North America
•   Consolidated relationship with Gazprom with progress on three major strategic partnerships
•   Concluded purchase of Distrigas, cementing Eni’s position as a leader in European gas
•   Launched divestment of marginal upstream assets in line with stated strategy

 

Paolo Scaroni, Chief Executive Officer, commented:
"In the first six months of this year we have strengthened our position in our core areas and achieved sound financial results in the context of sharply lower commodity prices and demand. Eni’s business portfolio proved to be resilient thanks in particular to the steady performance of the Gas & Power division. We are taking a prudent approach to the outlook for 2009 and beyond which is reflected in our proposed interim dividend of euro 0.50 per share, which we believe to be appropriate in the current environment."

The Board has also approved the interim report as of June 30, 2009, which has been released to the public together with this press release. The Company’s independent auditor is in the process of reviewing the consolidated interim accounts. The independent auditors’ report is expected to be released to the public early in August 2009 upon completion of relevant audits.

____________

(1)   As converted at the Noon Buying Rate of 1 EUR = 1.4213 USD taken from the US Federal Reserve Statistical Release on July 24, 2009.

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Financial highlights

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

  

  

  

  

  

  

  

      SUMMARY GROUP RESULTS (euro million)  

  

  

  

  

  

   

5,793

  

3,967

  

2,405

  

(58.5

 )   Operating profit  

11,970

  

6,372

  

(46.8

 )

5,575

  

3,754

  

2,549

  

(54.3

 )   Adjusted operating profit (a)  

11,471

  

6,303

  

(45.1

 )

3,437

  

1,904

  

832

  

(75.8

 )   Net profit (b)  

6,758

  

2,736

  

(59.5

 )

0.94

  

0.53

  

0.23

  

(75.5

 )   - per ordinary share (euro) (c)  

1.85

  

0.76

  

(58.9

 )

2.94

  

1.38

  

0.63

  

(78.6

 )   - per ADR ($) (c) (d)  

5.66

  

2.02

  

(64.3

 )

2,255

  

1,759

  

902

  

(60.0

 )   Adjusted net profit (a) (b)  

5,296

  

2,661

  

(49.8

 )

0.62

  

0.49

  

0.25

  

(59.7

 )   - per ordinary share (euro) (c)  

1.45

  

0.73

  

(49.7

 )

1.94

  

1.28

  

0.68

  

(64.9

 )   - per ADR ($) (c) (d)  

4.44

  

1.94

  

(56.3

 )
 
 
 
   
 
 
     
(a)    For a detailed explanation of adjusted operating profit and net profit see page 25.
(b)    Profit attributable to Eni shareholders.
(c)    Fully diluted. Dollar amounts are converted on the basis of the average EUR/USD exchange rate quoted by the ECB for the periods presented.
(d)    One ADR (American Depositary Receipt) is equal to two Eni ordinary shares.

Adjusted Operating Profit
Adjusted operating profit for the quarter was euro 2.55 billion, down 54.3% from the second quarter of 2008. For the first half, adjusted operating profit was euro 6.30 billion, down 45.1% from a year ago. These results were principally due to the weaker operating result reported by the Exploration & Production division which was impacted by sharply lower oil and gas prices. Also the downstream oil business posted significantly lower operating results due to unprofitable refining margins. On the plus side, the Gas & Power division reported improved results in the quarter and the Engineering & Construction business reported improved results in both periods.

Adjusted Net Profit
Adjusted net profit for the quarter was euro 0.90 billion, down 60% and for the first half was euro 2.66 billion, down 49.8%. These results were mainly the result of a weaker operating environment and lower results reported by equity-accounted entities, partly offset by a lower adjusted tax rate (down 1.1 percentage point in the quarter; down 0.4 percentage point in the first half).

Capital Expenditure
Capital expenditure was euro 3,697 million for the quarter and euro 6,844 million for the first half mainly related to continuing development of oil and gas reserves, the construction of rigs and offshore vessels in the Engineering & Construction division and the upgrading of gas transportation infrastructure.

Cash
The main sources of cash for the quarter were: (i) net cash generated by operating activities amounting to euro 2,178 million; (ii) the divestment of a 20% interest in Gazprom Neft based on the call option agreement with Gazprom which yielded cash consideration of euro 3,070 million; and (iii) a share capital increase (euro 1,542 million) that was subscribed to by Snam Rete Gas minorities as part of the reorganization process of Eni’s regulated gas businesses in Italy. These inflows were used to fund the financing requirements associated with capital expenditure (euro 3,697 million), the payment of the balance dividend for the fiscal year 2008 (euro 2,355 million) to Eni shareholders and the completion of the Distrigas acquisition by means of a mandatory cash tender offer on its minorities amounting to euro 2,045 million, increasing net borrowings2 as of June 30, 2009 by euro 1,827 million from March 31, 2009.

For the half year, net cash generated by operating activities amounted to euro 7,621 million. This, combined with proceeds from disposals (euro 3,275 million) and a share capital increase (euro 1,542 million) subscribed to by the Snam Rete Gas minorities, was used to fund the financing requirements associated with capital expenditure (euro 6,844 million), the payment of the remaining dividend for the fiscal year 2008 (euro 2,355 million) and the completion of the Distrigas acquisition (euro 2,045 million). At June 30, 2009 net borrowings amounted to euro 18,355 million almost unchanged (euro 18,376 million at December 31, 2008).

_______________

(2)   Information on net borrowings composition is furnished on page 35.

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Financial Ratios
Return on Average Capital Employed (ROACE)3 calculated on an adjusted basis for the twelve-month period to June 30, 2009 was 13% (19.7% at June 30, 2008).
The ratio of net borrowings to shareholders’ equity including minority interest – leverage3 – decreased to 0.37 at June 30, 2009 from 0.38 as of December 31, 2008.

Interim Dividend 2009
In light of the financial results achieved for the first half of 2009 and the projected full-year results, the interim dividend proposal to the Board of Directors on September 10, 2009 will amount to euro 0.50 per share (euro 0.65 per share in 2008). The interim dividend is payable on September 24, 2009 to shareholders on the register on September 21, 2009.

Operational highlights and trading environment

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 
                KEY STATISTICS                  

1,772

  

1,779

  

1,733

  

(2.2

 ) Production of hydrocarbons  

(kboe/d)

  

1,784

  

1,756

  

(1.6

 )

998

  

1,013

  

986

  

(1.2

 ) - Liquids  

(kbbl/d)

  

1,005

  

1,000

  

(0.5

 )

4,442

  

4,398

  

4,290

  

(4.0

 ) - Natural gas  

(mmcf/d)

  

4,472

  

4,344

  

(3.1

 )

22.16

  

32.35

  

20.46

  

(7.7

 ) Worldwide gas sales  

(bcm)

  

53.07

  

52.81

  

(0.5

 )

1.48

  

1.49

  

1.46

  

(1.4

 ) - of which: E&P sales      

3.32

  

2.95

  

(11.1

 )

7.21

  

7.78

  

7.57

  

5.0

   Electricity sold  

(TWh)

  

15.37

  

15.35

  

(0.1

 )

3.00

  

2.79

  

3.07

  

2.3

   Retail sales of refined products in Europe  

(mmtonnes)

  

5.85

  

5.86

  

0.2

  
 
 
 
   
 
 

Exploration & Production
Oil and natural gas production for the second quarter 2009 amounted to 1,733 kboe/d, representing a decrease of 2.2% from the second quarter of 2008. For the half, oil and natural gas production amounted to 1,756 kboe/d, representing a decrease of 1.6% from the first half of 2008. These declines were mainly due to OPEC production cuts (down approximately 30 kboe/d), continuing security issues in West Africa, lower production uplifts associated with weak European gas demand and mature field declines. Those negatives were partially offset by continuing production ramp-up in Angola, Congo, USA, Kazakhstan and Venezuela, and the positive price impacts reported in the Company’s PSAs (up approximately 60 kboe/d).

Gas & Power
Eni’s worldwide natural gas sales were 20.46 bcm in the quarter, down 7.7% from a year ago, and were 52.81 bcm for the half, down 0.5%. This reflected weaker European gas demand as a result of the economic downturn. Italian gas consumption recorded a steep decline (down 3.71 bcm for the quarter) as the major gas-consuming sectors of thermoelectric utilities and industrial businesses used 45% and 20% less gas respectively in the quarter (45% and 21% in the first half) as compared to the same quarter in the previous year. The negative impact of the economic downturn was partly offset by the contribution of Distrigas (up 2.67 bcm in the quarter and up 8.53 bcm in the half).

Realized Oil and Gas Prices
Oil realizations declined by 48.2% in the quarter and by 49.5% in the half driven by falling Brent prices.
Recorded natural gas realizations were down by 35.4% in the quarter and by 16.9% in the half as the pace of decline reflected the time lag between movements in oil prices and their effect on gas prices provided in pricing formulae.

_______________

(3)   Non-GAAP financial measures disclosed throughout this press release are accompanied by explanatory notes and tables to help investors to gain a full understanding of said measures in line with guidance provided for by CESR Recommendation No. 2005-178b. See pages 35 and 37 for leverage and ROACE, respectively.

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Refining & Marketing
Eni’s realized refining margins in dollar terms were sharply lower in both the quarter and the half due to a number of negative market trends. First of all, significantly compressed light-heavy crude differentials due to a reduction in heavy crude supplies from OPEC negatively affected the profitability of Eni’s complex refineries. Secondly, the Company’s refining operations have experienced rapid increases in feedstock costs in recent months which have not been fully recovered in the final prices of refined products due to weak industry fundamentals; prices of middle distillates were particularly impacted. Eni’s margin performance was in line with the industry benchmark margin calculated on the Brent crude (down 55.1% in the second quarter and down 24.6% in the first half) due to the compressed light-heavy crude differentials on the negative side, and the appreciation of Eni’s yields due to the relatively higher weight of the fuel oil on the plus side.

Currency
Results of operations for both periods were helped by the depreciation of the euro vs. the US dollar, down by 12.8% from the second quarter 2008 and 12.9% over the first half of the year.

Strategic developments
The half year has seen significant progress on a number of fronts, in particular in delivering progress on our stated strategy in Exploration & Production and Gas & Power. Of particular note and developments in Russia, Africa, and in our European Gas business.

Russia

-   Eni and Gazprom have agreed upon a new scope of work in the development project of the South Stream pipeline, aimed at increasing its transport capacity from an original amount of 31 billion cubic meters per year to 63 billion cubic meters, as part of a framework agreement signed between Italy and Russia on May 15, 2009. Eni and Gazprom confirmed their full commitment to developing the project which conditioned to the positive outcome of the feasibility study will build a new route to supply Russian gas to Europe, increasing both security and diversification of gas sources to Europe.
-   On May 15, 2009, Eni and its Italian partner Enel in the 60-40% owned joint-venture OOO SeverEnergia signed a preliminary agreement with Gazprom regarding a call option arrangement on a 51% interest in the venture. OOO SeverEnergia is the parent company of three Russian upstream companies which are presently engaging in exploration and development activities of gas reserves in the Yamal Nenets region, in Siberia. On June 5, 2009, the parties signed the relevant binding agreement. Total cash consideration from this transaction is anticipated to amount to $1.5 billion (Eni’s share being $900 million) and will be paid by Gazprom in two tranches: (i) the first one is due on the transfer of the shares and is expected to occur in the third quarter of 2009 with the transaction effective from the same date; (ii) the second tranche is due by end of the first quarter of 2010. As a result of the transaction, Eni’s interest in OOO SeverEnergia will be equal to 29.4%. Eni’s proved reserves of hydrocarbon at 2009 year-end will be determined based on this interest. The parties also agreed to move forward with the development plan of the Samburskoye field, targeting to achieve first gas by June 2011 and to ramp production up to a plateau of 150,000 boe/d within two years. In the next 90 days, the parties will define a plan to obtain all the authorizations, including the extensions of the mineral licenses by the Russian authority regulating the exploitation of the country’s mineral resources. A number of amendments granting license extension have been already obtained.
-   On April 7, 2009 Gazprom exercised its call option to purchase a 20% interest in OAO Gazprom Neft held by Eni based on the existing agreements between the two partners. Total cash consideration amounting to euro 3,070 million (US$ 4.06 billion, increasing to approximately euro 3.16 billion or US$ 4.2 billion when including the 2008 dividend) was paid by Gazprom on April 24, 2009. The 20% interest in Gazprom Neft was acquired by Eni on April 4, 2007 as part of a bid procedure for the assets of bankrupt Russian company Yukos.
    The exercise price of the call option is equal to the bid price (US$ 3.7 billion) as adjusted by subtracting dividends distributed and adding the contractual yearly remuneration of 9.4% on the capital employed and financing collateral expenses. At the same time, Eni and Gazprom signed new cooperation agreements targeting certain development projects to be conducted jointly in Russia and other countries of interest.

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Africa

-   On May 12, 2009 Eni and Egypt’s Ministry of Petroleum signed a cooperation agreement to develop new hydrocarbon plays. Eni intends to adopt its comprehensive cooperation model in pursuing new ventures whereby the traditional oil business is integrated by activities aimed at satisfying the energy needs of host countries and supporting them in reaching high standards of social and economic development.
-   On February 9, 2009 Eni signed three agreements as part of the Memorandum of Understanding signed in August 2008 with Angola’s state oil company Sonangol. These agreements provide for: (i) a feasibility study to assess the economics of the utilization of associated gas in feeding a grass-root onshore power plant; (ii) a joint study to evaluate and collect data on certain Angolan onshore basins in view of identifying possible upstream opportunities; (iii) the design of a number of educational and training projects targeting Angolan professionals in the field of the development of energy resources.

European Gas

-   On March 19, 2009, the mandatory tender offer on the minorities of Distrigas was finalized. Shareholders representing 41.617% of the share capital of Distrigas, including the second larger shareholder Publigaz SCRL with a 31.25% interest, tendered their shares. The squeeze-out of the residual 1.14% of the share capital was finalized on May 4, 2009. Finally, Distrigas shares have been delisted from Euronext Brussels. The total cash consideration amounting to euro 2,045 million was determined based on the same price paid to Distrigas main shareholder, Suez, on October 2008 to acquire the controlling stake of 57.243%. As of June 30, 2009, Eni owns the entire share capital of Distrigas, except for one share with special powers owned by the Belgian State.

Other developments: gas developments in USA, marginal oil & gas assets divestment, Pakistan, exploration success and award of new exploratory acreage

-   On May 18, 2009 Eni signed a strategic alliance with Quicksilver Resources Inc, an independent US natural producer of gas from shale accumulations. Based on the terms of the agreement, Eni will acquire a 27.5% interest in the Alliance area, in Northern Texas, covering approximately 53 square kilometers, with gas shale reserves at an average depth of 2,300 meters. Quicksilver will retain the 72.5% of the interests and operatorship of the alliance properties.
This transaction, effective April 1, 2009, was finalized on June 19, 2009, for cash consideration amounting to $280 million. The expected production from the acquired assets will amount to 4,000 boe/d net to Eni for the full year 2009, ramping up to approximately 10,000 boe/d by 2011.
-   Eni launched a plan to divest certain marginal upstream assets, expected to be finalized by end of the year.
-   On March 18, 2009 Eni signed a Protocol for Cooperation with the government of Pakistan to develop a number of important upstream, midstream and downstream projects in the country. Eni will provide its expertise as well as new technologies developed in the field of exploring for and developing hydrocarbon fields.
-   Eni continued to achieve exploration success in the Gulf of Mexico, North Sea and offshore Indonesia.
-   Eni was awarded operatorship and 40% participating interests in new exploration licenses (PL 533 and PL 529) as well as the 30% interest in the PL 532 license (operated by StatoilHydro) in the Barents Sea.

 

Reorganization of the regulated business in the Italian gas sector

-   On June 30, 2009 the parent company Eni SpA concluded the sale of the entire share capital of its fully-owned subsidiaries Italgas SpA and Stoccaggi Gas Italia SpA to its subsidiary Snam Rete Gas. The transaction, which was approved by the Eni’s Board of Directors in February 2009, included cash consideration amounting to euro 4,509 million (euro 2,922 million and euro 1,587 million, respectively). Snam Rete Gas funded the transaction by means of: (i) a share capital increase amounting to euro 3.5 billion, which was entirely subscribed to by minorities and Eni for their respective shares; and (ii) arranging medium and long-term financing. The main impact expected on Eni’s consolidated financial statements are: (i) as of June 30, 2009 a decrease of euro 1.54 billion was reported in the Group consolidated net borrowings and a corresponding increase in total equity as a consequence of the pro-quota subscription of the Snam Rete Gas capital increase by minorities; (ii) a decrease in Eni’s net profit equal to 45% of the aggregate net profit of Italgas and Stogit is expected to be reported in the consolidated profit and loss for the third quarter of 2009, with a corresponding increase in net profit pertaining to minorities.

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Outlook
Taking into account the current economic downturn, Eni assumes Brent oil prices of $48 bbl for the full year 2009 and weaker European demand for natural gas and fuels. Key business trends for the year are expected to be the following:

-   Hydrocarbon production: the Company confirms that its oil and gas production will grow versus last year (1,797 kboe/d in 2008). As stated in April at the Q1, we continue to believe that our guidance of a 2% growth rate for 2009 when excluding the impact of OPEC cuts, is appropriate due to lower than anticipated gas demand, the impact of unplanned facility downtime, particularly in West Africa and rescheduling of certain projects in order to capture the expected downturn in costs. These declines will be offset by new field start-ups and continuing production ramp-up in the Company’s core regions, namely the US and Congo;
-   Worldwide natural gas sales: are forecasted to remain unchanged from 2008 levels (actual sales volumes in 2008 were 104.23 bcm) and the planned growth rate for the year has been revised down due to the continued impact of the economic downturn. Sales volumes will be underpinned by the contribution of the Distrigas acquisition and marketing activities designed to strengthen the market share and customers base in target European markets;
-   Refining throughputs on Eni’s account: are expected to increase slightly from 2008 (actual throughputs in 2008 were 35.84 mmtonnes) reflecting improved performance at certain plants;
-   Retail sales of refined products in Italy and the rest of Europe: are expected to decrease from 2008 (12.03 mmtonnes in 2008, excluding the impact of the divestment of marketing activities in the Iberian Peninsula that was executed late in 2008) due to weak demand for fuels forecast in the main European markets, whilst it is anticipated that continuing marketing efforts and pricing initiatives on the Italian market will yield positive results in terms of both share and marketed volumes.

In 2009, management expects a slight decrease in capital expenditure versus 2008 (euro 14.56 billion in 2008).
Capital expenditure will be directed mainly to the development of oil and natural gas reserves, the upgrading of construction vessels and rigs, and the upgrading of natural gas transport infrastructure.
Management has taken a number of measures designed to ensure the achievement of a ratio of net borrowings to total equity (leverage) adequate to support the Company’s current credit rating, although it may temporarily exceed the level recorded at the end of 2008 (0.38).

Other information
In the second half of the year, developments in certain pending legal proceedings may have a significant impact on the Company’s results. Currently, the Company believes that losses from those proceedings are either not probable or not reasonably quantifiable. The above referenced legal proceedings are discussed in Eni’s interim consolidated financial statements as of and for the six-month period ended June 30, 2009 under the heading "Guarantees, Commitments and Risks", which is published together with this press release.

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This press release has been prepared on a voluntary basis in accordance with the best practices on the marketplace. It provides data and information on the Company’s business and financial performance for the second quarter and the first half of 2009 (unaudited). Results of operations for the first half of 2009 and material business trends have been extracted from the interim report 2009 which has been prepared in compliance with Article 154-ter of the Italian code for securities and exchanges ("Testo Unico della Finanza" - TUF) and approved by the Company’s Board of Directors and released to the public together with this press release. The interim report was transmitted to the Company’s Board of statutory auditors as well as to the principal independent auditor as provided by applicable regulations. The Company’s independent auditor is in the process of reviewing the consolidated interim accounts. The independent auditors’ report is expected to be released to the public early in August 2009 upon completion of relevant audits. Quarterly and semi-annual accounts set forth herein have been prepared in accordance with the evaluation and recognition criteria set by the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) and adopted by the European Commission according to the procedure set forth in Article 6 of the European Regulation (CE) No. 1606/2002 of the European Parliament and European Council of July 19, 2002.
The evaluation and recognition criteria applied during the preparation of the report for the second quarter and the first half of 2009 are unchanged from those adopted for the preparation of the 2008 Annual Report on Form 20-F. From year 2009, the Company accounts gains and losses on non-hedging commodity derivatives instruments, including both fair value re-measurement and settled transactions, as items of operating profit. Prior period results have been restated accordingly.
Results are presented for the second quarter and the first half of 2009 and for the second quarter and the first half of 2008. Information on liquidity and capital resources relates to end of the period as of June 30, 2009, March 31, 2009 and December 31, 2008. Tables contained in this press release are comparable with those presented in the management’s disclosure section of the Company’s annual report and interim report.
Non-GAAP financial measures and other performance indicators disclosed throughout this press release are accompanied by explanatory notes and tables to help investors to gain a full understanding of said measures in line with guidance provided by recommendation CESR/05-178b.
Eni’s Chief Financial Officer, Alessandro Bernini, in his position as manager responsible for the preparation of the Company’s financial reports, certifies pursuant to rule 154-bis paragraph 2 of Legislative Decree No. 58/1998, that data and information disclosed in this press release correspond to the Company’s evidence and accounting books and entries.

Cautionary statement
This press release, in particular the statements under the section "Outlook", contains certain forward-looking statements particularly those regarding capital expenditures, development and management of oil and gas resources, dividends, share repurchases, allocation of future cash flow from operations, future operating performance, gearing, targets of production and sales growth, new markets, and the progress and timing of projects. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that will or may occur in the future. Actual results may differ from those expressed in such statements, depending on a variety of factors, including the timing of bringing new fields on stream; management’s ability in carrying out industrial plans and in succeeding in commercial transactions; future levels of industry product supply; demand and pricing; operational problems; general economic conditions; political stability and economic growth in relevant areas of the world; changes in laws and governmental regulations; development and use of new technology; changes in public expectations and other changes in business conditions; the actions of competitors and other factors discussed elsewhere in this document.
Due to the seasonality in demand for natural gas and certain refined products and the changes in a number of external factors affecting Eni’s operations, such as prices and margins of hydrocarbons and refined products, Eni’s results from operations and changes in net borrowings for the first quarter of the year cannot be extrapolated on an annual basis.

* * *

Contacts

E-mail: segreteriasocietaria.azionisti@eni.it

Investor Relations
E-mail: investor.relations@eni.it
Tel.: +39 0252051651 - Fax: +39 0252031929

Eni Press Office
E-mail: ufficiostampa@eni.it
Tel.: +39 0252031287 - +39 0659822040

* * *

Eni
Società per Azioni, Rome, Piazzale Enrico Mattei, 1
Capital Stock: euro 4,005,358,876 fully paid
Tax identification number 00484960588
Tel.: +39 0659821 - Fax: +39 0659822141

* * *

This press release for the Second Quarter and the First Half of 2009 (unaudited) is also available on the Eni web site: www.eni.it

About Eni
Eni is one of the leading integrated energy companies in the world operating in the oil and gas, power generation, petrochemicals, engineering and construction industries. Eni is present in 70 countries and is Italy’s largest company by market capitalization.

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Summary results for the second quarter and the first half of 2009

(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

27,096

    

23,741

    

18,267

    

(32.6

 )   Net sales from operations  

55,388

    

42,008

    

(24.2

 )

5,793

    

3,967

    

2,405

    

(58.5

 )   Operating profit (a)  

11,970

    

6,372

    

(46.8

 )

(756

 )  

125

    

(190

 )         Exclusion of inventory holding (gains) losses  

(1,078

 )  

(65

 )      

538

    

(338

 )  

334

           Exclusion of special items  

579

    

(4

 )      
 
 
 
     
 
 

5,575

    

3,754

    

2,549

    

(54.3

 )   Adjusted operating profit (a)  

11,471

    

6,303

    

(45.1

 )
 
 
 
     
 
 

3,437

    

1,904

    

832

    

(75.8

 )   Net profit pertaining to Eni  

6,758

    

2,736

    

(59.5

 )

(542

 )  

91

    

(143

 )         Exclusion of inventory holding (gains) losses  

(783

 )  

(52

 )      

(640

 )  

(236

 )  

213

           Exclusion of special items  

(679

 )  

(23

 )      
 
 
 
     
 
 

2,255

    

1,759

    

902

    

(60.0

 )   Adjusted net profit pertaining to Eni  

5,296

    

2,661

    

(49.8

 )

195

    

206

    

208

    

6.7

     Adjusted net profit of minorities  

367

    

414

    

12.8

  

2,450

    

1,965

    

1,110

    

(54.7

 )   Adjusted net profit  

5,663

    

3,075

    

(45.7

 )
                        Breakdown by division (b):                  

2,035

    

908

    

1,008

    

(50.5

 )        Exploration & Production  

4,073

    

1,916

    

(53.0

 )

399

    

988

    

497

    

24.6

          Gas & Power  

1,659

    

1,485

    

(10.5

 )

71

    

68

    

(99

 )  

..

          Refining & Marketing  

124

    

(31

 )  

..

  

(97

 )  

(95

 )  

(114

 )  

(17.5

 )        Petrochemicals  

(162

 )  

(209

 )  

(29.0

 )

203

    

223

    

226

    

11.3

          Engineering & Construction  

368

    

449

    

22.0

  

(68

 )  

(25

 )  

(75

 )  

(10.3

 )        Other activities  

(114

 )  

(100

 )  

12.3

  

(17

 )  

(174

 )  

(292

 )  

..

          Corporate and financial companies  

(139

 )  

(466

 )  

..

  

(76

 )  

72

    

(41

 )              Impact of unrealized profit in inventory (c)  

(146

 )  

31

        
 
 
 
     
 
 
                        Net profit                  

0.94

    

0.53

    

0.23

    

(75.5

 )   per ordinary share (euro)  

1.85

    

0.76

    

(58.9

 )

2.94

    

1.38

    

0.63

    

(78.6

 )   per ADR ($)  

5.66

    

2.02

    

(64.3

 )
                        Adjusted net profit                  

0.62

    

0.49

    

0.25

    

(59.7

 )   per ordinary share (euro)  

1.45

    

0.73

    

(49.7

 )

1.94

    

1.28

    

0.68

    

(64.9

     per ADR ($)  

4.44

    

1.94

    

(56.3

 )

3,645.1

    

3,622.4

    

3,622.4

    

(0.6

 )   Weighted average number of outstanding shares (d)  

3,649.1

    

3,622.4

    

(0.7

 )

5,191

    

5,443

    

2,178

    

(58.0

 )   Net cash provided by operating activities  

9,950

    

7,621

    

(23.4

 )

3,641

    

3,147

    

3,697

    

1.5

     Capital expenditures  

6,759

    

6,844

    

1.3

  
 
 
 
     
 
 
                 
(a)   From year 2009, the Company accounts gain and losses on non-hedging commodity derivatives instruments, including both fair value re-measurement and settled transactions, as items of operating profit. Adjusted operating profit and net profit only include gains and losses associated with settled transaction, gross and net of the associated tax impact respectively. Prior period results have been restated accordingly.
(b)     For a detailed explanation of adjusted net profit by division see page 25.
(c)     Unrealized profit in inventory concerned intragroup sales of goods and services recorded at period end in the equity of the purchasing business segment.
(d)     Fully diluted.

Trading environment indicators

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

121.38

  

44.40

  

58.79

  

(51.6

 )   Average price of Brent dated crude oil (a)  

109.14

  

51.60

  

(52.7

 )

1.562

  

1.302

  

1.362

  

(12.8

 )   Average EUR/USD exchange rate (b)  

1.530

  

1.332

  

(12.9

 )

77.71

  

34.10

  

43.16

  

(44.5

 )   Average price in euro of Brent dated crude oil  

71.33

  

38.74

  

(45.7

 )

8.04

  

5.34

  

3.61

  

(55.1

 )   Average European refining margin (c)  

5.93

  

4.47

  

(24.6

 )

11.25

  

6.28

  

3.90

  

(65.3

 )   Average European refining margin Brent/Ural (c)  

8.64

  

5.09

  

(41.1

 )

5.15

  

4.10

  

2.65

  

(48.5

 )   Average European refining margin in euro  

3.88

  

3.36

  

(13.4

 )

4.9

  

2.0

  

1.3

  

(73.5

 )   Euribor - three month rate (%)  

4.7

  

1.7

  

(63.8

 )

2.8

  

1.2

  

0.9

  

(67.9

 )   Libor - three month dollar rate (%)  

3.0

  

1.0

  

(66.7

 )
 
 
 
   
 
 
        
(a)    In USD dollars per barrel. Source: Platt’s Oilgram.
(b)    Source: ECB.
(c)    In USD per barrel FOB Mediterranean Brent dated crude oil. Source: Eni calculations based on Platt’s Oilgram data.

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Table of Contents

Group results

Net Profit
Net profit for the second quarter of 2009 was euro 832 million, a decrease of euro 2,605 million from the second quarter of 2008, down 75.8%. For the first half net profit was euro 2,736 million, a decrease of euro 4,022 million from the first half of 2008, or 59.5%. The reduction reflected a decreased operating performance (down euro 3,388 million or 58.5% in the quarter, euro 5,598 million or 46.8% in the first half) recorded mainly in the Exploration & Production division driven by lower oil and gas prices. In addition, the Group results were affected by lower profits reported by equity-accounted entities, a higher consolidated tax rate up from 40.5% to 57.2% in the second quarter (43.1% to 51.6% in the first half) mainly due to recently enacted tax regulations that provided a one-percentage point increase in the tax-rate applicable to Italian companies engaged in the energy sector and enactment of a supplemental tax rate to be added to the Italian statutory tax-rate resulting in higher taxes currently payable amounting to euro 71 million in the quarter (euro 142 million in the first half), as well as the circumstance that tax gains related to an adjustment to deferred taxation amounting to euro 1 billion were recorded in 2008.

Adjusted Net Profit
Adjusted net profit amounted to euro 902 million, representing a reduction of euro 1,353 million from the second quarter of 2008, down 60%. For the first half, adjusted net profit amounted to euro 2,661 million, a reduction of euro 2,635 million from the first half of 2008 (down 49.8%). Second quarter adjusted net profit is calculated by excluding an inventory holding profit of euro 143 million and special charges of euro 213 million net, resulting in an overall adjustment equal to an increase of euro 70 million. For the first half, adjusted net profit excludes an inventory holding profit of euro 52 million and special gains of euro 23 million net, resulting in an overall adjustment equal to a decrease of euro 75 million. Special charges related mainly to the impairment of oil & gas properties in the Exploration & Production division, a number of petrochemicals plants and the goodwill recognized on marketing assets in the Refining & Marketing division as well as environmental and other risk provisions.
Special gains related to re-measurement gains recorded on fair value evaluation of certain non-hedging commodity derivatives and, in the first half, gains on the divestment of certain oil & gas properties to the partner Suez.

Results by division
The decline in the Group adjusted net profit reflected lower results mainly reported by the Exploration & Production and the Refining & Marketing divisions.

Exploration & Production
The Exploration & Production division net results (down euro 1,027 million or 50.5% in the second quarter; down euro 2,157 million or 53% in the first half) were affected by a lower operating performance (down euro 2,898 million or 58.4% in the second quarter; down euro 5,015 million or 54.2% in the first half) driven by lower oil and gas realizations in dollar terms (down 48.2% and 35.4%, respectively in the second quarter; down 49.5% and 16.9%, respectively in the first half) and lower sales volumes (down 2.7 million boe or 1.7% in the second quarter; down 5.5 million boe, or 1.8% in the first half). These declines were partially offset by the positive impact of the depreciation of the euro against the dollar (down 12.8% in the second quarter and down 12.9% in the first half).

Refining & Marketing
The Refining & Marketing division reported an adjusted operating loss in the second quarter of euro 106 million (down euro 203 million), reversing a prior year profit of euro 97 million. In the first half, it reported an adjusted operating loss of euro 51 million, down euro 160 million from the first half of 2008. These declines were driven by sharply lower refining margins as a result of an unfavorable trading environment. This negative trend was partly offset by an improved operating performance delivered by marketing activities in Italy. Net results were down by euro 170 million and euro 155 million respectively in the second quarter and first half of 2009.

Gas & Power
In the second quarter the Gas & Power division achieved an increased adjusted net profit (up euro 98 million, or 24.6%) driven by better operating performance (up euro 61 million, or 9.7%). The main positive trends behind this were the favorable trading environment as a result of the euro/dollar exchange rate trend and movements in energy parameters, as well as the circumstance that certain operating expenses were incurred in the second

- 9 -

Table of Contents

quarter of 2008 and mainly related to a claim filed by the Authority for Electricity and Gas which reverted application of a favorable tariff regime on electricity productions. On the negative side, marketed volumes were lower from a year ago mainly on the Italian market. Regulated businesses in Italy reported higher results due to the positive performance of the Distribution activity while the results of International transport and of equity-accounted entities were negatively affected by lower gas demand.
In the first half, the division result (down euro 174 million, or 10.5%) was affected by a weaker operating performance (down euro 242 million or 10.5%) as marketing and power generation volumes decreased due to lower demand that was affected by the economic slowdown, particularly in Italy. This reduction also reflected a negative impact associated with the settlement of certain non-hedging commodity derivatives resulting in a deeper loss of euro 117 million relating to amounts of gas and electricity that the Gas & Power division expects to supply at fixed prices in future periods. Under applicable accounting principles, the Company is not allowed to bring forward this derivative impact to the future reporting periods where the associated revenues are expected to be recognized. In order to assist investors in assessing this business trend, the Company discloses as an alternative measure of performance, the Gas & Power EBITDA pro-forma adjusted that is used internally to evaluate underlying performance of the Marketing business (see page 20 below). When measured against this performance indicator, the Gas & Power division reported steady results compared to the first half of 2008. The negative trends in the marketing activities were partly offset by a favorable trading environment. Also the results of the Regulated businesses in Italy, International transport and of equity-accounted entities were negatively affected by lower gas demand.

Engineering & Construction
The Engineering & Construction division reporting improved net profit (up euro 23 million or 11.3% in the second quarter; up euro 81 million or 22% in the first half) driven by better operating performance (up euro 44 million in the second quarter up euro 102 million in the first half) driven by the large number of ongoing oil & gas projects that were started during the upward phase of the oil cycle.

Petrochemicals
In the second quarter the Petrochemicals division reported a net loss of euro 114 million down euro 17 million. In the first half the net loss amounted to euro 209 million, down euro 47 million. These losses were due to a deteriorating operating performance (unchanged in the second quarter; down euro 41 million in the first half), reflecting lower demand in its end-markets, which negatively affected both volumes and margins.

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Table of Contents

Liquidity and capital resources
Summarized Group Balance Sheet

(euro million)  

December 31, 2008

  

March 31, 2009

  

June 30, 2009

  

Change vs
Dec. 31, 2008

  

Change vs
Mar. 31, 2009
   
 
 
 
 
Fixed assets  

74,461

    

78,179

    

77,871

    

3,410

    

(308

 )
Net working capital  

(9,437

 )  

(11,797

 )  

(8,409

 )  

1,028

    

3,388

  
Equity instruments  

2,741

    

3,034

          

(2,741

 )  

(3,034

 )
Provisions for employee benefits  

(947

 )  

(950

 )  

(966

 )  

(19

 )  

(16

 )
Non-current assets held for sale including related net borrowings  

68

    

68

    

68

              
   
 
 
 
 
Capital employed, net  

66,886

    

68,534

    

68,564

    

1,678

    

30

  
   
 
 
 
 
Shareholders’ equity including minority interest  

48,510

    

52,006

    

50,209

    

1,699

    

(1,797

 )
Net borrowings  

18,376

    

16,528

    

18,355

    

(21

 )  

1,827

  
   
 
 
 
 
Total liabilities and shareholders’ equity  

66,886

    

68,534

    

68,564

    

1,678

    

30

  
   
 
 
 
 

Fixed assets amounted to euro 77,871 million, representing an increase of euro 3,410 million from December 31, 2008. This increase reflected capital expenditures incurred in the period (euro 6,844 million) and recognition of the share of goodwill associated with the buyout of the Distrigas minorities (euro 903 million), partly offset by depreciation, depletion, amortization and impairment charges (euro 4,588 million).

Net working capital was in negative territory at euro 8,409 million, increasing by euro 1,028 million from December 31, 2008, resulting from the elimination of the put option provided to Publigaz and accounted in the 2008 balance sheet among current liabilities (up euro 1,495 million) as it tendered its Distrigas shares in the course of the mandatory offer on the Distrigas minorities and a decrease in tax payables due to tax payments made in June by Italian subsidiaries offset by income taxes accrued for the half. On the opposite side, inventories of hydrocarbons and trade working capital registered a decrease.

The line item equity instruments decreased by an amount corresponding to the book value of a 20% interest in Gazprom Neft (euro 2,741 million at the 2008 balance sheet date) as the Russian company Gazprom exercised its call option on the whole interest based on the arrangements in place with Eni.

The Group’s equity including minorities increased by euro 1,699 million to euro 50,209 million, reflecting: (i) net profit for the period (euro 3,150 million); (ii) closing of the mandatory public takeover bid on the minorities of Distrigas which determined an increase in shareholders’ equity due to the cancellation of the put option awarded to Publigaz SCRL in 2008 (euro 1,495 million); (iii) the Snam Rete Gas’ share capital increase subscribed by minorities for euro 1,542 million. These increases were offset by the payment of the balance dividend for fiscal year 2008 to Eni shareholders (euro 2,355 million) as well as dividend payment from certain consolidated subsidiaries to minorities (euro 258 million mainly relating to Saipem and Snam Rete Gas), the elimination of the book value, including their respective share of profit for the period, of the Distrigas minorities who tendered their shares to the public offer (euro 1,146 million) and other negative changes (approximately euro 700 million net of the related tax effect) associated with currency translation differences and losses on fair value evaluation of certain cash flow hedges taken to reserve.

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Table of Contents

Summarized Group Cash Flow Statement
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

5,191

    

5,443

    

2,178

     Net cash provided by operating activities  

9,950

    

7,621

  

(3,641

 )  

(3,147

 )  

(3,697

 )   Capital expenditure  

(6,759

 )  

(6,844

 )

(165

 )  

(2,039

 )  

(175

 )   Investments and acquisitions of consolidated subsidiaries and business  

(1,949

 )  

(2,214

 )

145

    

182

    

3,093

     Disposals  

473

    

3,275

  

257

    

1,745

    

(2,258

 )   Other cash flow related to capital expenditures, investments and disposals  

581

    

(513

 )

1,787

    

2,184

    

(859

 )   Free cash flow  

2,296

    

1,325

  

(2,739

 )        

(2,355

 )   Dividends to Eni shareholders and shares repurchased  

(2,930

 )  

(2,355

 )

(220

 )  

(2

 )  

1,286

     Dividends to minorities, shares repurchased and other changes in shareholders’ equity  

(228

 )  

1,284

  

198

    

(334

 )  

101

     Exchange differences and other changes  

624

    

(233

 )

(974

 )  

1,848

    

(1,827

 )   CHANGE IN NET BORROWINGS  

(238

 )  

21

  
 
 
   
 

Main cash inflows for the first half of 2009 were: (i) net cash provided by operating activities (euro 7,621 million); (ii) cash proceeds of euro 3,070 million associated with the divestment of a 20% interest in Gazprom Neft following exercise of a call option agreement by Gazprom, plus the collection of the dividend for fiscal year 2008 by same Gazprom Neft for euro 91 million; (iii) the subscription by Snam Rete Gas minorities of a share capital increase amounting to euro 1,542 million; (iv) cash proceeds of euro 205 million mainly associated with the divestment of certain non strategic assets in the Exploration & Production division, following agreements signed with Suez. These funds were used to meet cash requirements associated with: (i) capital expenditure of euro 6,844 million; (ii) execution of a mandatory takeover bid on the Distrigas minorities, including the squeeze-out procedure for a total cash consideration of euro 2,045 million, (iii) payment of the balance dividend for the fiscal year 2008 to Eni shareholders (euro 2,355 million) as well as dividend payment to minorities (euro 258 million, mainly relating to Snam Rete Gas and Saipem). Net borrowings decreased by euro 21 million to euro 18,355 million from December 31, 2008.

 

Other information
Continuing listing standards provided by article No. 36 of Italian exchanges regulation about issuers that control subsidiaries incorporated or regulated in accordance with laws of extra-EU countries.
Certain provisions have been recently enacted regulating continuing Italian listing standards of issuers controlling subsidiaries that are incorporated or regulated in accordance with laws of extra-EU countries, also having a material impact on the consolidated financial statements of the parent company.
Regarding the aforementioned provisions, as of June 30, 2009 eight of Eni’s subsidiaries – Burren Energy (Bermuda) Ltd, Burren Energy (Congo) Ltd, Eni Congo SA, Eni Norge AS, Eni Petroleum Co Inc, NAOC - Nigerian Agip Oil Co Ltd, Nigerian Agip Exploration Ltd and Trans Tunisian Pipeline Co Ltd – fall within the scope of the new continuing listing standard. Eni has already adopted adequate procedures to ensure full compliance with the new regulation.

Financial and operating information by division for the second quarter and the first half of 2009 is provided in the following pages.

- 12 -

Table of Contents

Exploration & Production

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 
                        RESULTS (a)   (euro million)                  

9,035

    

6,145

    

5,683

    

(37.1

 )   Net sales from operations      

17,721

    

11,828

    

(33.3

 )

4,774

    

2,374

    

1,778

    

(62.8

 )   Operating profit      

9,043

    

4,152

    

(54.1

 )

188

    

(201

 )  

286

           Exclusion of special items:      

209

    

85

        

274

          

220

           - asset impairments      

310

    

220

        
     

(163

 )  

(4

)

         - gains on disposal of assets            

(167

 )      

1

    

2

    

3

           - provision for redundancy incentives      

2

    

5

        

(86

 )  

(40

 )  

67

           - re-measurement gains/losses on commodity derivatives      

(102

 )  

27

        

(1

 )                     - other      

(1

 )            

4,962

    

2,173

    

2,064

    

(58.4

 )   Adjusted operating profit      

9,252

    

4,237

    

(54.2

 )

13

    

33

    

50

           Net financial income (expense) (b)      

32

    

83

        

151

    

(12

 )  

125

           Net income from investments (b)      

263

    

113

        

(3,091

 )  

(1,286

 )  

(1,231

)

         Income taxes (b)      

(5,474

 )  

(2,517

 )      

60.3

    

58.6

    

55.0

           Tax rate (%)      

57.3

    

56.8

        

2,035

    

908

    

1,008

    

(50.5

 )   Adjusted net profit      

4,073

    

1,916

    

(53.0

 )
 
 
 
         
 
 
                        Results also include:                      

1,708

    

1,686

    

1,785

    

4.5

     - amortizations and depreciations      

3,233

    

3,471

    

7.4

  
                        of which:                      

492

    

478

    

442

    

(10.2

 )   exploration expenditures      

1,056

    

920

    

(12.9

 )

371

    

376

    

394

    

6.2

     - amortization of exploratory drilling expenditures and other      

806

    

770

    

(4.5

 )

121

    

102

    

48

    

(60.3

 )   - amortization of geological and geophysical exploration expenses      

250

    

150

    

(40.0

 )

2,281

    

2,148

    

2,759

    

21.0

     Capital expenditures      

4,364

    

4,907

    

12.4

  
                        of which:                      

453

    

380

    

352

    

(22.3

 )   - exploratory expenditures (c)      

981

    

732

    

(25.4

 )
 
 
 
         
 
 
                        Production (d) (e)                      

998

    

1,013

    

986

    

(1.2

 )   Liquids (f)  

(kbbl/d)

  

1,005

    

1,000

    

(0.5

 )

4,442

    

4,398

    

4,290

    

(4.0

 )   Natural gas  

(mmcf/d)

  

4,472

    

4,344

    

(3.1

 )

1,772

    

1,779

    

1,733

    

(2.2

 )   Total hydrocarbons  

(kboe/d)

  

1,784

    

1,756

    

(1.6

 )
 
 
 
         
 
 
                        Average realizations                      

105.02

    

42.09

    

54.43

    

(48.2

 )   Liquids (f)  

($/bbl)

  

95.71

    

48.30

    

(49.5

 )

7.78

    

7.06

    

5.03

    

(35.4

 )   Natural gas  

($/mmcf)

  

7.29

    

6.05

    

(16.9

 )

80.32

    

41.46

    

44.20

    

(45.0

 )   Total hydrocarbons  

($/boe)

  

73.11

    

42.83

    

(41.4

 )
 
 
 
         
 
 
                        Average oil market prices                      

121.38

    

44.40

    

58.79

    

(51.6

 )   Brent dated  

($/bbl)

  

109.14

    

51.60

    

(52.7

 )

77.71

    

34.10

    

43.16

    

(44.5

 )   Brent dated  

(euro/bbl)

  

71.33

    

38.74

    

(45.7

 )

123.98

    

42.97

    

59.54

    

(52.0

 )   West Texas Intermediate  

($/bbl)

  

110.96

    

51.26

    

(53.8

 )

401.88

    

161.39

    

131.02

    

(67.4

 )   Gas Henry Hub  

($/kcm)

  

353.50

    

146.20

    

(58.6

 )
 
 
 
         
 
 
        
(a)    From January 1, 2009, results of the gas storage business are reported within the Gas & Power segment reporting unit following restructuring of Eni’s regulated gas businesses in Italy. Prior period results have been restated accordingly.
(b)    Excluding special items.
(c)    Includes exploration bonuses.
(d)    Supplementary operating data is provided on page 41.
(e)    Includes Eni’s share of production of equity-accounted entities.
(f)    Includes condensates.

Results
The Exploration & Production division reported adjusted operating profit amounting to euro 2,064 million for the second quarter of 2009, representing a decrease of euro 2,898 million from the second quarter 2008, down 58.4%, mainly driven by lower oil and gas realizations in dollars (down 48.2% and 35.4%, respectively). In addition, the business reported lower production sales volumes (down 2.7 million boe or 1.7%). These negatives were partly offset by a positive impact associated with the depreciation of the euro over the dollar (up approximately euro 300 million).

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Table of Contents

Special charges excluded from the adjusted operating profit amounted to euro 286 million and mainly regarded impairments of oil & gas properties in the Gulf of Mexico, Nigeria and Egypt triggered by a revision of the commodity price scenario, as well as the re-measurement gains recorded on fair value evaluation of the ineffective portion of certain cash flow hedges.

Adjusted net profit decreased by euro 1,027 million to euro 1,008 million from the second quarter of 2008 due to a weaker operating performance and lower results from equity-accounted entities. The negatives were partly offset by a lower tax rate from 60.3% to 55%.

Adjusted operating profit for the first half of 2009 was euro 4,237 million, a decrease of euro 5,015 million from the first half of 2008, down 54.2%, mainly driven by lower oil and gas realizations in dollars (down 49.5% and 16.9% respectively). Results for the period were also affected by lower production sales volumes (down 5.5 mmboe) and higher amortization charges in connection with development activities. These negatives were partly offset by the depreciation of the euro over the dollar (approximately euro 600 million).

Adjusted net profit amounted to euro 1,916 million for the first half of 2009, with a reduction of euro 2,157 million (down 53%) due to a weaker operating performance and lower results from equity-accounted entities.

Special charges excluded by the adjusted operating profit of the first half of 2009 (euro 85 million) mainly regarded impairments of oil & gas properties in the Gulf of Mexico, Nigeria and Egypt, gains on the divestment of certain exploration and production assets as part of the agreements signed with Suez as well as the re-measurement gains recorded on fair value evaluation of the ineffective portion of certain cash flow hedges.

 

Operating review
Hydrocarbon production for the second quarter of 2009 (1,733 kboe/d) decreased by 39 kboe/d from the second quarter 2008 (down 2.2%) mainly due to OPEC production cuts (down approximately 30 kboe/d), continuing security issues in West Africa, lower production uplifts associated with weak European gas demand and mature field declines. Those negatives were partially offset by continuing production ramp-up in Angola, Congo and Venezuela, a better performance in Kazakhstan and the positive price impact reported in the Company’s PSAs (up approximately 60 kboe/d). The share of oil and natural gas produced outside Italy was 90% (88% in the second quarter of 2008).

Liquids production was 986 kbbl/d, a decrease of 12 kbbl/d from the second quarter of 2008, or 1.2%.
Mature fields decline, mainly in Italy and in the North Sea, were partly offset by production increases achieved in Angola, benefiting from production ramp-up at the Saxi-Batuque fields (20%), in Congo, due to the development of the Ikalou (100%) and Awa Paloukou (90%) projects, in Venezuela due to the Corocoro production start-up (26%). Also Kazakhstan operations delivered better field performance and higher entitlements were reported in the Company PSAs as a result of lower oil prices.

Natural gas production (4,290 mmcf/d) decreased by 152 mmcf/d, or 4%. Main reductions were recorded in Libya, Italy and Nigeria. Increases were recorded in the Gulf of Mexico due to the lower facility downtime, in Kazakhstan and in Congo due to the start-up of the M’Boundi field gas project (83%).

Hydrocarbon production for the first half of 2009 (1,756 kboe/d) decreased by 28 kboe/d from the first half 2008 (down 1.6%) mainly due to OPEC production cuts (down approximately 30 kboe/d), continuing security issues in Nigeria, lower production uplifts associated with weak European gas demand and mature field declines. Those negatives were partially offset by continuing production ramp-up in Angola, Congo, the Gulf of Mexico, Egypt and Venezuela, and the positive price impact reported in the Company’s PSAs (up approximately 60 kboe/d). The share of oil and natural gas produced outside Italy was 90% (89% in the first half of 2008).

- 14 -

Table of Contents

Liquids production was 1,000 kbbl/d, a decrease of 5 kbbl/d from the first half of 2008, or 0.5%. Mature fields decline, mainly in Italy and in the North Sea, were partly offset by production increases achieved in Angola, Congo and Venezuela, as well as higher entitlements were reported in the Company PSAs as a result of lower oil prices.

Natural gas production (4,344 mmcf/d) decreased by 128 mmcf/d, or 3.1%, mainly in Italy, Nigeria and Libya. Increases were recorded in the Gulf of Mexico and in Congo, due to above mentioned causes.

Liquids and gas realizations for the quarter decreased on average by 45% in dollar terms (down 41.4% in the first half) driven by lower oil prices (Brent declined by 51.6% and 52.7% in the second quarter and first half, respectively). Eni’s average oil realizations were increased by 0.13 $/bbl (0.79 $/bbl in the first half) due to the settlement of certain commodity derivatives relating to the sale of 10.5 mmbbl in the second quarter (21 mmbbl in the first half). This was part of a derivative transaction the Company entered into to hedge exposure to variability in future cash flows expected from the sale of a portion of the Company’s proved reserves for an original amount of approximately 125.7 mmbbl in the 2008-2011 period, decreasing to 58.7 mmbbl by end of June 2009. These hedging transactions were undertaken in connection with the acquisition of oil and gas assets in Congo and in the Gulf of Mexico that were executed in 2007. Excluding this impact, liquid realizations would have been $54.30 per barrel ($47.51 per barrel in the first half).
Eni’s average gas realizations decreased by 35.4% in the quarter (down 16.9% in the first half) showing a slower pace of decline due to time lags between movements in oil prices and their effect on gas prices provided in pricing formulae.

Second Quarter

  

First Quarter

  

Second Quarter

      

First Half

2008

  

2009

  

2009

      

2008

  

2009
 
 
 
 
 

94.5

    

92.9

    

94.1

     Sales volumes  

(mmbbl)

  

182.6

    

187.0

  

11.5

    

10.5

    

10.5

     Sales volumes hedged by derivatives (cash flow hedge)      

23.0

    

21.0

  
 
 
 
 
 

112.03

    

40.63

    

54.30

     Average realized price per barrel, excluding derivatives  

($/bbl)

  

101.41

    

47.51

  

(7.01

 )  

1.46

    

0.13

     Realized gains (losses) on derivatives      

(5.70

 )  

0.79

  
 
 
 
 
 

105.02

    

42.09

    

54.43

     Average realized price per barrel      

95.71

    

48.30

  
 
 
 
 
 

- 15 -

Table of Contents

Gas & Power

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 
                        RESULTS (a)  

(euro million)

                  

7,021

    

11,849

    

5,619

    

(20.0

 )   Net sales from operations      

16,971

    

17,468

    

2.9

  

690

    

1,253

    

863

    

25.1

     Operating profit      

2,425

    

2,116

    

(12.7

 )

(61

 )  

276

    

18

           Exclusion of inventory holding (gains) losses      

(138

 )  

294

        
     

(166

 )  

(191

 )         Exclusion of special items:      

8

    

(357

 )      

14

    

2

    

15

           - environmental charges      

14

    

17

        
           

(5

 )         - gains on disposal of assets      

(5

 )            

4

    

3

    

5

           - provision for redundancy incentives      

7

    

8

        

(16

 )  

(171

 )  

(206

 )         - re-measurement gains/losses on commodity derivatives      

(11

 )  

(377

 )      

(2

 )                     - other      

(2

 )            

629

    

1,363

    

690

    

9.7

     Adjusted operating profit      

2,295

    

2,053

    

(10.5

 )

149

    

774

    

213

    

43.0

     Marketing      

1,106

    

987

    

(10.8

 )

349

    

469

    

390

    

11.7

     Regulated businesses in Italy (a)      

933

    

859

    

(7.9

 )

131

    

120

    

87

    

(33.6

 )   International transport      

256

    

207

    

(19.1

 )
                                               

(3

 )  

(6

 )  

(6

 )         Net finance income (expense) (b)      

(8

 )  

(12

 )      

98

    

100

    

62

           Net income from investments (b)      

233

    

162

        

(325

 )  

(469

 )  

(249

 )         Income taxes (b)      

(861

 )  

(718

 )      

44.9

    

32.2

    

33.4

           Tax rate (%)      

34.2

    

32.6

        

399

    

988

    

497

    

24.6

     Adjusted net profit      

1,659

    

1,485

    

(10.5

 )

519

    

390

    

361

    

(30.4

 )   Capital expenditures      

969

    

751

    

(22.5

 )
 
 
 
         
 
 
                        Natural gas sales  

(bcm)

                  

18.84

    

28.36

    

17.33

    

(8.0

 )   Sales of consolidated subsidiaries      

45.28

    

45.69

    

0.9

  

11.61

    

13.21

    

7.90

    

(32.0

 )   Italy (includes own consumption)      

28.57

    

21.11

    

(26.1

 )

6.96

    

15.03

    

9.17

    

31.8

     Rest of Europe      

16.32

    

24.20

    

48.3

  

0.27

    

0.12

    

0.26

    

(3.7

 )   Outside Europe      

0.39

    

0.38

    

(2.6

 )
                                               

1.84

    

2.50

    

1.67

    

(9.2

 )   Eni’s share of sales of natural gas of affiliates      

4.47

    

4.17

    

(6.7

 )

20.68

    

30.86

    

19.00

    

(8.1

 )   Total sales and own consumption (G&P)      

49.75

    

49.86

    

0.2

  

1.48

    

1.49

    

1.46

    

(1.4

 )   E&P in Europe and in the Gulf of Mexico      

3.32

    

2.95

    

(11.1

 )

22.16

    

32.35

    

20.46

    

(7.7

 )   Worldwide gas sales      

53.07

    

52.81

    

(0.5

 )
                                               

20.15

    

20.29

    

17.81

    

(11.6

 )   Gas volumes transported in Italy  

(bcm)

  

45.38

    

38.10

    

(16.0

 )

11.90

    

10.42

    

9.62

    

(19.2

 )   Eni      

27.23

    

20.04

    

(26.4

 )

8.25

    

9.87

    

8.19

    

(0.7

 )   On behalf of third parties      

18.15

    

18.06

    

(0.5

 )

7.21

    

7.78

    

7.57

    

5.0

     Electricity sold  

(TWh)

  

15.37

    

15.35

    

(0.1

 )
 
 
 
         
 
 
        
(a)    From January 1, 2009, results of the gas storage business are reported within the Gas & Power segment reporting unit, within the regulated businesses results, following restructuring of Eni regulated gas businesses in Italy. As of that date, the results of the regulated businesses in Italy therefore include results of the Transport, Distribution, Re-gasification and Storage activities in Italy. Prior period results have been restated accordingly.
(b)    Excluding special items.

Results
In the second quarter of 2009 the Gas & Power division reported adjusted operating profit of euro 690 million, an increase of euro 61 million or 9.7% from the second quarter of 2008, driven by a better performance achieved by the Marketing business. The Marketing performance also benefited from the impact of the settlement of certain non-hedging commodity derivatives resulting in a larger gain of euro 37 million relating to amounts of gas and electricity that the Gas & Power division expects to supply at fixed prices in future periods. Under applicable accounting principles, the Company is not allowed to bring forward this derivative impact to the future reporting periods where the associated revenues are expected to be recognized. In order to assist investors in assessing this business trend, the Company discloses as an alternative measure of performance, the Gas & Power EBITDA pro-forma adjusted that is used internally to evaluate underlying performance of the Marketing business (see page 20 below). When measured against this performance indicator, the Gas & Power division confirmed positive trends in the Marketing business for the second quarter of 2009.

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Table of Contents

Special items excluded from the adjusted operating profit amounted to euro 191 million, and mainly related to re-measurement gains recorded on fair value evaluation of certain non-hedging commodity derivatives (euro 206 million) in marketing activities.

Adjusted net profit for the second quarter of 2009 was euro 497 million, increasing by euro 98 million from the second quarter of 2008 (up 24.6%) due to the improvement achieved in the operating performance and to lower taxes currently payable. These positives were partly offset by lower earnings reported by equity-accounted entities.

In the first half of 2009 the Gas & Power division reported adjusted operating profit of euro 2,053 million, a decrease of euro 242 million or 10.5% from the first half of 2009, mainly due to lower results recorded by marketing activities due to a weaker gas and electricity demand, particularly in Italy. This reduction also reflected a negative impact associated with the settlement of certain non-hedging commodity derivatives resulting in a deeper loss of euro 117 million relating to amounts of gas and electricity that the Gas & Power division expects to supply at fixed prices in future periods. Under applicable accounting principles, the Company is not allowed to bring forward this derivative impact to the future reporting periods where the associated revenues are expected to be recognized. In order to assist investors in assessing this business trend, the Company discloses as an alternative measure of performance, the Gas & Power EBITDA pro-forma adjusted that is used internally to evaluate underlying performance of the Marketing business (see page 20 below). When measured against this performance indicator, the Gas & Power division reported steady results compared to the first half of 2008.
Regulated Businesses in Italy and International Transport results were lower.

Special items excluded from operating profit amounted to euro 357 million, and related mainly to re-measurement gains recorded on fair value evaluation of certain non-hedging commodity derivatives (euro 377 million) in marketing activities.

Adjusted net profit for the first half of 2009 was euro 1,485 million, declining by euro 174 million from the first half of 2008 (down 10.5%) due to a weaker operating performance, as well as lower earnings reported by equity-accounted entities, partly offset by lower taxes currently payable.

 

Operating review
Marketing
This business reported adjusted operating profit of euro 213 million for the second quarter of 2009, representing an increase of euro 64 million from the second quarter of 2008 mainly due to:

-   a favorable trading environment associated with trends in the euro/dollar exchange rate and movements in energy parameters;
-   the circumstance that certain operating expenses were incurred in the second quarter of 2008 and mainly related to a claim filed by the Authority for Electricity and Gas which reverted application of a favorable tariff regime on electricity productions.

These positives were partly offset by lower sales volumes of gas reported by consolidated subsidiaries (down 8%) driven by the economic downturn that particularly affected the Italian market (down 32%). In addition the settlement of certain non-hedging commodity derivatives resulted in a larger gain of euro 37 million charged to profit, which related to amounts of gas and electricity that the Gas & Power division expects to supply at fixed prices in future periods. Under applicable accounting principles, the Company is not allowed to bring forward this derivative impact to the future reporting periods where the associated revenues are expected to be recognized. In order to assist investors in assessing this business trend, the Company discloses as an alternative measure of performance, the Gas & Power EBITDA pro-forma adjusted that is used internally to evaluate underlying performance of the Marketing business (see page 20 below). When measured against this performance indicator, the Gas & Power division confirmed positive trends in the Marketing business for the second quarter of 2009.

- 17 -

Table of Contents

Marketing business reported adjusted operating profit of euro 987 million for the first half of 2009, a decrease of euro 119 million from first half of 2008 mainly due to lower sales volumes reported by consolidated subsidiaries as a result of the economic downturn that particularly hit the Italian market where volumes were down 26.1%.
This reduction also reflected a negative impact associated with the settlement of certain non-hedging commodity derivatives resulting in a deeper loss of euro 117 million relating to amounts of gas and electricity that the Gas & Power division expects to supply at fixed prices in future periods. Under applicable accounting principles, the Company is not allowed to bring forward this derivative impact to the future reporting periods where the associated revenues are expected to be recognized. In order to assist investors in assessing this business trend, the Company discloses as an alternative measure of performance, the Gas & Power EBITDA pro-forma adjusted that is used internally to evaluate underlying performance of the Marketing business (see page 20 below). When measured against this performance indicator, the Gas & Power division reported steady results compared to the first half of 2008.
These negatives were partly offset by the positive trend results associated with favorable movements in energy parameters and the circumstance that certain operating expenses were incurred a year ago.

NATURAL GAS SALES BY MARKET
(bcm)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

11.61

  

13.21

  

7.90

  

(32.0

 )   ITALY  

28.60

  

21.11

  

(26.2

 )

1.24

  

2.81

  

0.94

  

(24.2

 )   - Wholesalers  

4.45

  

3.75

  

(15.7

 )

1.02

  

0.41

  

0.24

  

(76.5

 )   - Gas release  

2.12

  

0.65

  

(69.3

 )

0.37

  

0.10

  

0.29

  

(21.6

 )   - Italian exchange for gas and spot markets  

0.52

  

0.39

  

(25.0

 )

2.56

  

2.60

  

2.09

  

(18.4

 )   - Industries  

5.80

  

4.69

  

(19.1

 )

2.46

  

2.12

  

1.97

  

(19.9

 )        Industries  

5.21

  

4.09

  

(21.5

 )

0.10

  

0.48

  

0.12

  

20.0

          Medium-sized enterprises and services  

0.59

  

0.60

  

1.7

  

4.27

  

2.65

  

2.35

  

(45.0

 )   - Power generation  

9.04

  

5.00

  

(44.7

 )

0.82

  

3.13

  

0.74

  

(9.8

 )   - Residential  

3.72

  

3.87

  

4.0

  

1.33

  

1.51

  

1.25

  

(6.0

 )   - Own consumption  

2.95

  

2.76

  

(6.4

 )

10.55

  

19.14

  

12.56

  

19.1

     INTERNATIONAL SALES  

24.47

  

31.70

  

29.5

  

8.45

  

17.18

  

10.65

  

26.0

     Rest of Europe  

20.01

  

27.83

  

39.1

  

3.04

  

3.41

  

2.36

  

(22.4

 )   - Importers in Italy  

6.84

  

5.77

  

(15.6

 )

5.41

  

13.77

  

8.29

  

53.2

     - European target markets  

13.17

  

22.06

  

67.5

  

1.71

  

1.55

  

1.70

  

(0.6

 )        Iberian Peninsula  

3.63

  

3.25

  

(10.5

 )

1.01

  

1.73

  

0.95

  

(5.9

 )        Germany-Austria  

2.65

  

2.68

  

1.1

  
   

5.10

  

2.16

  

..

          Belgium      

7.26

  

..

  

0.35

  

1.29

  

0.17

  

(51.4

 )        Hungary  

1.59

  

1.46

  

(8.2

 )

0.79

  

0.97

  

1.01

  

27.8

          North Europe  

1.47

  

1.98

  

34.7

  

1.05

  

1.30

  

1.02

  

(2.9

 )        Turkey  

2.64

  

2.32

  

(12.1

 )

0.45

  

1.34

  

1.02

  

..

          France  

1.03

  

2.36

  

..

  

0.05

  

0.49

  

0.26

  

..

          Other  

0.16

  

0.75

  

..

  

0.62

  

0.47

  

0.45

  

(27.4

 )   Extra European markets  

1.14

  

0.92

  

(19.3

 )

1.48

  

1.49

  

1.46

  

(1.4

 )   E&P in Europe and in the Gulf of Mexico  

3.32

  

2.95

  

(11.1

 )

22.16

  

32.35

  

20.46

  

(7.7

 )   WORLDWIDE GAS SALES  

53.07

  

52.81

  

(0.5

 )
 
 
 
   
 
 

In the second quarter of 2009 natural gas sales were 20.46 bcm, a decrease of 1.70 bcm from the second quarter of 2008, down 7.7%, driven by sharply lower gas demand in Europe, particularly in Italy, caused by the economic downturn. This negative was partly offset by the contribution of the Distrigas acquisition (up 2.67 bcm). Sales included own consumption, Eni’s share of sales made by equity-accounted entities and upstream sales in Europe and the Gulf of Mexico.

- 18 -

Table of Contents

Sales volumes on the Italian market declined by 3.71 bcm, or 32%, to 7.90 bcm driven by sharply lower supplies to the power generation business (down 1.92 bcm) and, to a lesser extent, to industrial customers (down 0.47 bcm) dragged down by a deep fall in industrial production, and wholesalers (down 0.30 bcm). Lower sales to power generation customers were also caused by greater use of water basins in the production of electricity thus replacing gas-fired production. Sales volumes to the residential sector registered a slight reduction (down 0.08 bcm).

International sales were up 2.01 bcm, or 19.1%, to 12.56 bcm, benefiting from the contribution of Distrigas (up 2.67 bcm).
Organic growth was achieved in a number of European markets, including the French market where ongoing marketing initiatives and a growing customer base helped boost sales (up 0.27 bcm) and in Northern Europe (up 0.22 bcm). Lower sales volumes were recorded in Hungary (down 0.18 bcm) and Germany-Austria markets (down 0.10 bcm). Sales to importers to Italy were also lower (down by 0.68 bcm) reflecting a difficult market situation.

In the first half of 2009 natural gas sales were 52.81 bcm, a decrease of 0.26 bcm from the first half of 2008, down 0.5%, due to sharply lower gas demand in Europe caused by the economic downturn. This negative was partly offset by the contribution of the Distrigas acquisition (up 8.53 bcm). Sales included own consumption, Eni’s share of sales made by equity-accounted entities and upstream sales in Europe and the Gulf of Mexico.

In Italy, sales volumes decreased by 7.49 bcm, or 26.2%, to 21.11 bcm reflecting sharply lower supplies to power generation (down 4.04 bcm) and industrial customers (down 1.12 bcm) due to a decline in industrial production and to a lesser extent, to wholesalers (down 0.70 bcm) also reflecting competitive pressure. Lower sales to power generation customers reflected also a wider use of water basins. These negatives were partly offset by increased volumes to the residential sector (up 0.15 bcm) mainly due to stronger weather-related sales.

International sales were up 7.23 bcm, or 29.5%, to 31.70 bcm, benefiting from the contribution of Distrigas. In addition to this positive, organic sales increases were achieved in a number of European markets, including France (up 0.62 bcm) and Northern Europe (up 0.51 bcm). Lower volumes were reported in supplies to importers to Italy (down 1.07 bcm) as a result of the weak demand outlook in that country, in the Exploration & Production segment sales in particular in Europe (down 0.37 bcm or 11.1%), and in certain European markets, mainly in the Iberian Peninsula (down 0.38 bcm) and Turkey (down 0.32 bcm).

In the second quarter of 2009, electricity sales increased to 7.57 TWh, up 5%, driven by higher volumes traded. A negative trend was recorded by lower availability of electricity production volumes. Increased volumes mainly related to higher sales on open markets and to the Italian Power Exchange.
In the first half of 2009 electricity sales of 15.35 TWh were in line with the same period of 2008.

Regulated businesses in Italy
These businesses reported adjusted operating profit of euro 390 million for the second quarter of 2009, up euro 41 million, or 11.7% from the same period of 2008 due to increased results reported by the Distribution business (up euro 57 million). This trend was mainly driven by a new tariff mechanism set by the Authority for electricity and gas effective from January 1, 2009 which provided for elimination of the commodity component of the tariff resulting in a revenue profile that is largely unaffected by seasonal swings in volumes of gas distributed.
This positive was partly offset by the decline in Transport activities which were negatively affected by lower volumes as a result of the weak gas demand in Italy (down euro 26 million). On the positive side, results benefited from tariff increases associated with new capital expenditures.
The Storage business reported adjusted operating profit of euro 42 million for the second quarter of 2009 (euro 32 million in the second quarter of 2008).

Regulated businesses in Italy reported adjusted operating profit of euro 859 million for the first half of 2009, down euro 74 million, or 7.9% from the same period of 2008 due to weaker results reported by Transport activities (down euro 58 million), caused by a decline in gas demand in Italy, and by Distribution business (down euro 25 million) which

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recorded a negative trend mainly driven by the impact of the above mentioned new tariff mechanism set by the Authority for electricity and gas.
The Storage business reported adjusted operating profit of euro 126 million, a slight increase from the first half of 2008 (euro 117 million).

Volumes of gas transported in Italy (17.81 bcm in the second quarter of 2009 and 38.10 bcm in the first half of 2009) decreased by 2.34 bcm, or 11.6%, from the second quarter of 2008 (down 7.28 bcm from the first half of 2008) due to lower gas deliveries to all market segments associated with the current economic downturn.

In the first half of 2009, 4.3 bcm were input to Company’s storage deposits (3.1 bcm on the second quarter of 2008), an increase of 1.2 bcm compared to the same period of 2008.

International Transport
This business reported adjusted operating profit of euro 87 million for the second quarter of 2009 (euro 207 million for the first half of 2009), representing a decrease of euro 44 million or 33.6% from the second quarter of 2008 mainly due to the recognition of the costs incurred to repair and restore to full capacity the underwater TMPC pipeline that was damaged in an accident occurred in December 2008.

Other performance indicators

(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

806

    

1,720

    

821

    

1.9

     Pro-forma adjusted EBITDA  

2,583

    

2,541

    

(1.6

 )

345

    

1,184

    

374

    

8.4

     Marketing  

1,534

    

1,558

    

1.6

  

1

    

175

    

(15

 )         of which: +/(-) adjustment on commodity derivatives  

(2

 )  

160

        

268

    

343

    

301

    

12.3

     Regulated businesses in Italy  

680

    

644

    

(5.3

 )

193

    

193

    

146

    

(24.4

 )   International transport  

369

    

339

    

(8.1

 )
 
 
 
   
 
 

EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization charges) on an adjusted basis is calculated by adding amortization and depreciation charges to adjusted operating profit which is also modified to take into account certain impacts associated with derivatives instruments as discussed below.
This performance indicator include adjusted EBITDA of Eni’s wholly owned subsidiaries and Eni’s share of adjusted EBITDA generated by certain affiliates which are accounted for under the equity method for IFRS purposes.
The EBITDA of Snam Rete Gas is includes according to Eni’s share of equity (55.58% as of June 30, 2009, which takes into account the amount of own shares held in treasury by the subsidiary itself) although being fully consolidated when preparing consolidated financial statements in accordance with IFRS, due to its status of listed company. Also results of Italgas SpA and Stoccaggi Gas SpA are included according to the same share of equity as Snam Rete Gas due to closing of the restructuring deal which involved Eni’s regulated business in the Italian gas sector whereby the parent company Eni SpA divested the entire share capital of the two subsidiaries to Snam Rete Gas.
In order to calculate the EBITDA proforma adjusted, the adjusted operating profit of the marketing business is modified to take into account the impact of the settlement of certain commodity and exchange rate derivatives that do not meet the formal criteria to be classified as hedges under the IFRS. Those are entered into by the Company in view of certain amounts of gas and electricity that the Company expects to supply at fixed prices in future periods. The impact of those derivatives is allocated to the EBITDA pro-forma adjusted relating to the reporting periods during which those supplies at fixed prices are recognized.
Management believes that the EBITDA pro-forma adjusted is an important alternative measure to assess the performance of Eni’s Gas & Power division taking account of evidence that this division is comparable to European utilities in the gas and power generation sector. This measure is provided with the intent to assist investors and financial analysts in assessing the Eni Gas & Power divisional performance as compared to its European peers, as EBITDA is widely used as the main performance indicator for utilities. The EBITDA pro-forma adjusted is a non-GAAP measure under IFRS.

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Refining & Marketing

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 
                        RESULTS  

(euro million)

                  

13,281

    

6,386

    

7,735

    

(41.8

 )   Net sales from operations (a)      

24,240

    

14,121

    

(41.7

 )

561

    

240

    

47

    

(91.6

 )   Operating profit      

776

    

287

    

(63.0

 )

(609

 )  

(209

 )  

(258

 )         Exclusion of inventory holding (gains) losses      

(816

 )  

(467

 )      

145

    

24

    

105

           Exclusion of special items:      

149

    

129

        
     

7

    

15

           - environmental charges      

6

    

22

        

149

    

6

    

46

           - asset impairments      

149

    

52

        
     

(1

 )  

2

           - gains on disposal of assets      

1

              
           

15

           - risk provisions            

15

        

4

    

5

    

3

           - provision for redundancy incentives      

6

    

8

        

1

    

7

    

24

           - re-measurement gains/losses on commodity derivatives            

31

        

(9

 )                     - other      

(12

 )            

97

    

55

    

(106

 )  

..

     Adjusted operating profit      

109

    

(51

 )  

..

  

2

    

35

    

4

           Net income from investments (b)      

64

    

39

        

(28

 )  

(22

 )  

3

           Income taxes (b)      

(49

 )  

(19

 )      

28.3

    

24.4

    

2.9

           Tax rate (%)      

28.3

    

..

        

71

    

68

    

(99

 )  

..

     Adjusted net profit      

124

    

(31

 )  

..

  

201

    

85

    

132

    

(34.3

 )   Capital expenditures      

350

    

217

    

(38.0

 )
 
 
 
         
 
 
                        Global indicator refining margin                      

8.04

    

5.34

    

3.61

    

(55.1

 )   Brent  

($/bbl)

  

5.93

    

4.47

    

(24.6

 )

5.15

    

4.10

    

2.65

    

(48.5

 )   Brent  

(euro/bbl)

  

3.88

    

3.36

    

(13.4

 )

11.25

    

6.28

    

3.90

    

(65.3

 )   Brent/Ural  

($/bbl)

  

8.64

    

5.09

    

(41.1

 )
 
 
 
         
 
 
                        Refining throughputs and sales  

(mmtonnes)

                  

6.34

    

5.72

    

5.91

    

(6.8

 )   Refining throughputs of wholly-owned refineries      

12.69

    

11.63

    

(8.4

 )

7.39

    

7.05

    

7.11

    

(3.8

 )   Refining throughputs on own account Italy      

14.91

    

14.16

    

(5.0

 )

1.31

    

1.28

    

1.21

    

(7.6

 )   Refining throughputs on own account Rest of Europe      

2.74

    

2.49

    

(9.1

 )

8.70

    

8.33

    

8.32

    

(4.4

 )   Refining throughputs on own account      

17.65

    

16.65

    

(5.7

 )
                                               

2.18

    

2.10

    

2.31

    

6.0

     Retail sales Italy      

4.24

    

4.41

    

4.0

  

0.82

    

0.69

    

0.76

    

(7.3

 )   Retail sales Rest of Europe      

1.61

    

1.45

    

(9.9

 )

3.00

    

2.79

    

3.07

    

2.3

     Total retail sales in Europe      

5.85

    

5.86

    

0.2

  

2.80

    

2.41

    

2.25

    

(19.6

 )   Wholesale Italy      

5.36

    

4.66

    

(13.1

 )

1.02

    

0.91

    

0.85

    

(16.7

 )   Wholesale Rest of Europe      

1.92

    

1.76

    

(8.3

 )

3.82

    

3.32

    

3.10

    

(18.8

 )   Total wholesale in Europe      

7.28

    

6.42

    

(11.8

 )

0.14

    

0.09

    

0.12

    

(14.3

 )   Wholesale Rest of World      

0.28

    

0.21

    

(25.0

 )

4.47

    

4.77

    

4.87

    

8.9

     Other sales      

9.11

    

9.64

    

5.8

  

11.43

    

10.97

    

11.16

    

(2.4

 )   Sub-total      

22.52

    

22.13

    

(1.7

 )

0.53

                

..

     Iberian Peninsula      

1.04

          

..

  

11.96

    

10.97

    

11.16

    

(6.7

 )   SALES      

23.56

    

22.13

    

(6.1

 )
 
 
 
         
 
 
                        Refined product sales by region                      

6.72

    

6.18

    

6.72

           Italy      

14.31

    

12.90

    

(9.9

 )

2.37

    

1.60

    

1.61

    

(32.1

 )   Rest of Europe      

4.57

    

3.21

    

(29.8

 )

2.87

    

3.19

    

2.83

    

(1.4

 )   Rest of World      

4.68

    

6.02

    

28.6

  
 
 
 
         
 
 
        
(a)    From January 1, 2009 Eni adopted IFRIC 13 "Customer Loyalty Programmes" providing that the award credits granted to clients within the related loyalty programs should be accounted as a separate component of the basic sale transaction, evaluated at their fair value and recognized as revenues when redeemed. Prior period results have been restated accordingly.
(b)    Excluding special items.

Results
The Refining & Marketing division reported adjusted operating loss amounting to euro 106 million for the second quarter of 2009, reversing a prior year profit of euro 97 million. The reduction was mainly driven by sharply lower refining margin as a result of an unfavorable trading environment. Marketing activities delivered an improved operating performance reflecting market share gains posted by the Italian retailing activities supported by effective marketing campaigns and pricing initiatives, partly offset by lower marketed volumes on both wholesale markets in Italy and retail European markets affected by a weak demand.

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Adjusted net loss for the quarter was euro 99 million mainly due to a lower operating performance partly offset by lower income taxes.

The Refining & Marketing division reported an adjusted operating loss of euro 51 million for the first half of 2009, a decrease of euro 160 million from the first half of 2008 mainly driven by sharply lower refining margin as a result of an unfavorable trading environment. Marketing activities delivered an improved operating performance.

Special charges excluded from adjusted operating profit amounted to euro 105 million for the quarter and euro 129 million for the first half of 2009 mainly related to impairment of goodwill recognized on marketing assets acquired in Central-Eastern Europe, capital expenditure for the period on asset impaired in previous reported years, as well as environmental and other risk provisions and re-measurement losses recorded on fair value evaluation of certain not hedging commodity derivatives.

Adjusted net loss for the first half of 2009 was euro 31 million mainly due to a lower operating performance (down euro 160 million) and decreased profits reported by equity-accounted entities. These negatives were partly offset by lower income taxes.

Operating review
Eni’s refining throughputs for the second quarter of 2009 were 8.32 mmtonnes, down 4.4% from the second quarter of 2008. Lower volumes were recorded in Italy (down 3.8%) as refinery operations were rescheduled at certain plants to take account of a weak demand environment and refinery downtime was prolonged.
Volumes processed outside Italy declined particularly at Eni’s plants in the Czech Republic due to lower capacity utilization in response to weak market demand for fuels.

Excluding the impact of the divestment of marketing activities in the Iberian Peninsula late in 2008 (down 0.53 mmtonnes), sales of refined products for the second quarter of 2009 decreased by approximately of 270 ktonnes, down 2.4%, to 11.16 mmtonnes compared to the second quarter of 2008. Retail sales in Italy followed a different trend and increased to 2.31 mmtonnes, up 6%, as the impact of declining demand was absorbed by increased volumes marketed under self-service promotional sales programs and other marketing campaigns mainly on ordinary service stations, while sales on highways outlets declined. The retail market share as of June 30, 2009 was 31.6%, up 1.8 percentage points from June 30, 2008.

Retail sales in Italy (2.31 mmtonnes) increased by approximately 130 ktonnes, up 6%, mainly due to higher gasoil sales.
Wholesale sales in Italy (2.25 mmtonnes) decreased by approximately 550 ktonnes, down 19.6%, mainly due to lower consumptions reflecting the economic downturn.

Retail sales in the rest of Europe (760 ktonnes) decreased by approximately 60 ktonnes, or 7.3%, mainly reflecting a decline in demand, in particular in Germany and Eastern Europe.
Wholesale sales in the rest of Europe (850 ktonnes) decreased by 170 ktonnes, or 16.7%, mainly in Czech Republic, Germany and Switzerland.

Eni’s refining throughputs for the first half of 2009 were 16.65 mmtonnes, down 5.7% from the first half of 2008. Lower volumes were recorded in Italy (down 5%) as refinery operations were rescheduled at certain plants to take account of the weak demand for products and refinery downtime was prolonged. Volumes processed outside Italy declined in particular in Czech Republic and in Germany due to lower utilization of plants capacity in response to weak market conditions and the restructuring of the Bayernoil-Ingolstadt facility.

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Retail sales in Italy (4.41 mmtonnes) increased by approximately 170 ktonnes, up 4%, mainly due to higher gasoil sales. The average market share as the first half of 2009 was 31.6%, up 1.8 percentage points from the first half of 2008 (29.8%).
Wholesale sales in Italy (4.66 mmtonnes) decreased by approximately 700 ktonnes, down 13.1%, mainly due to lower consumptions reflecting the economic downturn.

Retail sales in the rest of Europe (1.45 mmtonnes) decreased by approximately 160 ktonnes, or 9.9%, mainly reflecting a decline in demand, in particular in Germany and Eastern Europe.
Wholesale sales in the rest of Europe (1.76 mmtonnes) decreased by 160 ktonnes, mainly in Germany, Switzerland and Czech Republic.

 

 

 

 

 

 

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Profit and loss account

(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

27,096

    

23,741

    

18,267

    

(32.6

 )   Net sales from operations (a)  

55,388

    

42,008

    

(24.2

 )

237

    

360

    

141

    

(40.5

 )   Other income and revenues  

408

    

501

    

22.8

  

(19,167

 )  

(17,973

 )  

(13,624

 )  

28.9

     Operating expenses  

(39,506

 )  

(31,597

 )  

20.0

  

(2,443

 )  

(2,178

 )  

(2,410

 )  

1.4

     Depreciation, depletion, amortization and impairments  

(4,389

 )  

(4,588

 )  

(4.5

 )

70

    

17

    

31

    

(55.7

 )   Other operating income (expense) (b)  

69

    

48

    

(30.4

 )
 
 
 
     
 
 

5,793

    

3,967

    

2,405

    

(58.5

 )   Operating profit  

11,970

    

6,372

    

(46.8

 )

(31

 )  

(30

 )  

(189

 )  

..

     Finance income (expense)  

(130

 )  

(219

 )  

(68.5

 )

340

    

144

    

214

    

(37.1

 )   Net income from investments  

869

    

358

    

(58.8

 )
 
 
 
     
 
 

6,102

    

4,081

    

2,430

    

(60.2

 )   Profit before income taxes  

12,709

    

6,511

    

(48.8

 )

(2,470

 )  

(1,971

 )  

(1,390

 )  

43.7

     Income taxes  

(5,482

 )  

(3,361

 )  

38.7

  

40.5

    

48.3

    

57.2

           Tax rate (%)  

43.1

    

51.6

        

3,632

    

2,110

    

1,040

    

(71.4

 )   Net profit  

7,227

    

3,150

    

(56.4

 )
                        Attributable to:                  

3,437

    

1,904

    

832

    

(75.8

 )   - Eni  

6,758

    

2,736

    

(59.5

 )

195

    

206

    

208

    

6.7

     - minority interest  

469

    

414

    

(11.7

 )
 
 
 
     
 
 

3,437

    

1,904

    

832

    

(75.8

 )   Net profit attributable to Eni  

6,758

    

2,736

    

(59.5

 )

(542

 )  

91

    

(143

 )         Exclusion of inventory holding (gain) loss  

(783

 )  

(52

 )      

(640

 )  

(236

 )  

213

           Exclusion of special items  

(679

 )  

(23

 )      

2,255

    

1,759

    

902

    

(60.0

 )   Eni's adjusted net profit (c)  

5,296

    

2,661

    

(49.8

 )
 
 
 
     
 
 
        
(a)    From January 1, 2009 Eni adopted IFRIC 13 "Customer Loyalty Programmes" providing that the award credits granted to clients within the related loyalty programs should be accounted as a separate component of the basic sale transaction, evaluated at their fair value and recognized as revenues when redeemed. Prior period results have been restated accordingly.
(b)    From year 2009, the Company accounts gain and losses on commodity derivatives instruments, including both fair value re-measurement and settled transactions, as items of operating profit. Adjusted operating profit and net profit only include gains and losses associated with settled transaction, gross and net of the associated tax impact respectively. Prior period results have been restated accordingly.
(c)    For a detailed explanation of adjusted operating profit and adjusted net profit see page 25.

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NON-GAAP measure

Reconciliation of reported operating profit and reported net profit to results on an adjusted basis
Management evaluates Group and business performance on the basis of adjusted operating profit and adjusted net profit, which are arrived at by excluding inventory holding gains or losses and special items. Further, finance charges on finance debt, interest income, gains or losses deriving from evaluation of certain derivative financial instruments at fair value through profit or loss as they do not meet the formal criteria to be assessed as hedges under IFRS, excluding commodity derivatives, and exchange rate differences are excluded when determining adjusted net profit of each business segment. The taxation effect of the items excluded from adjusted operating or net profit is determined based on the specific rate of taxes applicable to each of them. The Italian statutory tax rate of 34% is applied to finance charges and income (33% in previous reporting periods).
Adjusted operating profit and adjusted net profit are non-GAAP financial measures under either IFRS, or U.S. GAAP. Management includes them in order to facilitate a comparison of base business performance across periods and allow financial analysts to evaluate Eni’s trading performance on the basis of their forecasting models. In addition, management uses segmental adjusted net profit when calculating return on average capital employed (ROACE) by each business segment.

The following is a description of items that are excluded from the calculation of adjusted results.

Inventory holding gain or loss is the difference between the cost of sales of the volumes sold in the period based on the cost of supplies of the same period and the cost of sales of the volumes sold calculated using the weighted average cost method of inventory accounting.

Special items include certain significant income or charges pertaining to either: (i) infrequent or unusual events and transactions, being identified as non-recurring items under such circumstances; or (ii) certain events or transactions which are not considered to be representative of the ordinary course of business, as in the case of environmental provisions, restructuring charges, asset impairments or write ups and gains or losses on divestments even though they occurred in past periods or are likely to occur in future ones. As provided for in Decision No. 15519 of July 27, 2006 of the Italian market regulator (CONSOB), non recurring material income or charges are to be clearly reported in the management’s discussion and financial tables. Also, special items include gains and losses on re-measurement at fair value of certain non-hedging commodity derivatives, including the ineffective portion of cash flow hedges.

Finance charges or income related to net borrowings excluded from the adjusted net profit of business segments are comprised of interest charges on finance debt and interest income earned on cash and cash equivalents not related to operations. In addition gains or losses on the fair value evaluation of abovementioned derivative financial instruments, excluding commodity derivatives, and exchange rate differences are excluded from the adjusted net profit of business segments. Therefore, the adjusted net profit of business segments includes finance charges or income deriving from certain segment-operated assets, i.e., interest income on certain receivable financing and securities related to operations and finance charge pertaining to the accretion of certain provisions recorded on a discounted basis (as in the case of the asset retirement obligations in the Exploration & Production division). Finance charges or interest income and related taxation effects excluded from the adjusted net profit of the business segments are allocated on the aggregate Corporate and financial companies.

For a reconciliation of adjusted operating profit and adjusted net profit to reported operating profit and reported net profit see tables below.

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(euro million)

First Half of 2009

  

E&P

  

G&P

  

R&M

  

Petrochemicals

  

Engineering & Construction

  

Other activities

  

Corporate and financial companies

  

Impact of unrealized profit in inventory

  

Group
Reported operating profit   4,152     2,116     287     (454 )   580     (177 )   (187 )   55     6,372  
Exclusion of inventory holding (gains) losses         294     (467 )   108                             (65 )
Exclusion of special items:                                                      
     environmental charges         17     22                 45                 84  
     asset impairments   220           52     89           4                 365  
     gains on disposal of assets   (167 )   (5 )   1           (1 )   (2 )               (174 )
     risk provisions               15                 (4 )               11  
     provision for redundancy incentives   5     8     8     3           2     12           38  
     re-measurement gains/losses
     on commodity derivatives		   27     (377 )   31     (3 )   (10 )                     (332 )
     other                                 4                 4  
Special items of operating profit   85     (357 )   129     89     (11 )   49     12           (4 )
Adjusted operating profit   4,237     2,053     (51 )   (257 )   569     (128 )   (175 )   55     6,303  
Net finance (expense) income (a)   83     (12 )                     28     (318 )         (219 )
Net income from investments (a)   113     162     39           19                       333  
Income taxes (a)   (2,517 )   (718 )   (19 )   48     (139 )         27     (24 )   (3,342 )
Tax rate (%)   56.8     32.6     ..           23.6                       52.1  
Adjusted net profit   1,916     1,485     (31 )   (209 )   449     (100 )   (466 )   31     3,075  
of which:                                                      
- adjusted net profit of Minority interest                                                   414  
- Eni’s adjusted net profit                                                   2,661  
                                                   
Eni reported net profit                                                   2,736  
                                                   
Exclusion of inventory holding (gains) losses                                                   (52 )
Exclusion of special items                                                   (23 )
                                                   
Eni’s adjusted net profit                                                   2,661  
(a)   Excluding special items.

- 26 -

Table of Contents

(euro million)

First Half of 2008

  

E&P

  

G&P

  

R&M

  

Petrochemicals

  

Engineering & Construction

  

Other activities

  

Corporate and financial companies

  

Impact of unrealized profit in inventory

  

Group
Reported operating profit   9,043     2,425     776     (263 )   467     (141 )   (107 )   (230 )   11,970  
Exclusion of inventory holding (gains) losses         (138 )   (816 )   (124 )                           (1,078 )
Exclusion of special items:                                                      
     environmental charges         14     6                 28                 48  
     asset impairments   310           149     172           2                 633  
     risk provisions                                 20                 20  
     provision for redundancy incentives   2     7     6                 1     11           27  
     re-measurement gains/losses
     on commodity derivatives		   (102 )   (11 )                           1           (112 )
     other   (1 )   (2 )   (12 )   (1 )         (12 )   (9 )         (37 )
Special items of operating profit   209     8     149     171           39     3           579  
Adjusted operating profit   9,252     2,295     109     (216 )   467     (102 )   (104 )   (230 )   11,471  
Net finance (expense) income (a)   32     (8 )                     (12 )   (142 )         (130 )
Net income from investments (a)   263     233     64     2     26                       588  
Income taxes (a)   (5,474 )   (861 )   (49 )   52     (125 )         107     84     (6,266 )
Tax rate (%)   57.3     34.2     28.3           25.4                       52.5  
Adjusted net profit   4,073     1,659     124     (162 )   368     (114 )   (139 )   (146 )   5,663  
of which:                                                      
- adjusted net profit of Minority interest                                                   367  
- Eni’s adjusted net profit                                                   5,296  
                                                   
Eni reported net profit                                                   6,758  
                                                   
Exclusion of inventory holding (gains) losses                                                   (783 )
Exclusion of special items                                                   (679 )
                                                   
Eni’s adjusted net profit                                                   5,296  
(a)   Excluding special items.

- 27 -

Table of Contents

(euro million)

Second Quarter of 2009

  

E&P

  

G&P

  

R&M

  

Petrochemicals

  

Engineering & Construction

  

Other activities

  

Corporate and financial companies

  

Impact of unrealized profit in inventory

  

Group
Reported operating profit   1,778     863     47     (287 )   310     (122 )   (124 )   (60 )   2,405  
Exclusion of inventory holding (gains) losses         18     (258 )   50                             (190 )
Exclusion of special items:                                                      
     environmental charges         15     15                 45                 75  
     asset impairments   220           46     89           3                 358  
     gains on disposal of assets   (4 )   (5 )   2           (1 )   (1 )               (9 )
     risk provisions               15                 (4 )               11  
     provision for redundancy incentives   3     5     3     2           2     7           22  
     re-measurement gains/losses
     on commodity derivatives		   67     (206 )   24           (12 )                     (127 )
     other                                 4                 4  
Special items of operating profit   286     (191 )   105     91     (13 )   49     7           334  
Adjusted operating profit   2,064     690     (106 )   (146 )   297     (73 )   (117 )   (60 )   2,549  
Net finance (expense) income (a)   50     (6 )                     (2 )   (231 )         (189 )
Net income from investments (a)   125     62     4           11                       202  
Income taxes (a)   (1,231 )   (249 )   3     32     (82 )         56     19     (1,452 )
Tax rate (%)   55.0     33.4     2.9           26.6                       56.7  
Adjusted net profit   1,008     497     (99 )   (114 )   226     (75 )   (292 )   (41 )   1,110  
of which:                                                      
- adjusted net profit of Minority interest                                                   208  
- Eni’s adjusted net profit                                                   902  
                                                   
Eni reported net profit                                                   832  
                                                   
Exclusion of inventory holding (gains) losses                                                   (143 )
Exclusion of special items                                                   213  
                                                   
Eni’s adjusted net profit                                                   902  
(a)   Excluding special items.

- 28 -

Table of Contents

(euro million)

Second Quarter of 2008

  

E&P

  

G&P

  

R&M

  

Petrochemicals

  

Engineering & Construction

  

Other activities

  

Corporate and financial companies

  

Impact of unrealized profit in inventory

  

Group
Reported operating profit   4,774     690     561     (231 )   253     (94 )   (32 )   (128     5,793  
Exclusion of inventory holding (gains) losses         (61 )   (609 )   (86 )                           (756 )
Exclusion of special items:                                                      
     environmental charges         14                       28                 42  
     asset impairments   274           149     170           1                 594  
     risk provisions                                 20                 20  
     provision for redundancy incentives   1     4     4                 1     6           16  
     re-measurement gains/losses
     on commodity derivatives		   (86 )   (16 )   1                       1           (100 )
     other   (1 )   (2 )   (9 )   (1 )         (12 )   (9 )         (34 )
Special items of operating profit   188           145     169           38     (2 )         538  
Adjusted operating profit   4,962     629     97     (148 )   253     (56 )   (34 )   (128 )   5,575  
Net finance (expense) income (a)   13     (3 )         (1 )         (12 )   (28 )         (31 )
Net income from investments (a)   151     98     2     2     11                       264  
Income taxes (a)   (3,091 )   (325 )   (28 )   50     (61 )         45     52     (3,358 )
Tax rate (%)   60.4     44.9     28.3           23.1                       57.8  
Adjusted net profit   2,035     399     71     (97 )   203     (68 )   (17 )   (76 )   2,450  
of which:                                                      
- adjusted net profit of Minority interest                                                   195  
- Eni’s adjusted net profit                                                   2,255  
                                                   
Eni reported net profit                                                   3,437  
                                                   
Exclusion of inventory holding (gains) losses                                                   (542 )
Exclusion of special items                                                   (640 )
                                                   
Eni’s adjusted net profit                                                   2,255  
(a)   Excluding special items.

- 29 -

Table of Contents

(euro million)

First Quarter of 2009

  

E&P

  

G&P

  

R&M

  

Petrochemicals

  

Engineering & Construction

  

Other activities

  

Corporate and financial companies

  

Impact of unrealized profit in inventory

  

Group
Reported operating profit   2,374     1,253     240     (167 )   270     (55 )   (63 )   115     3,967  
Exclusion of inventory holding (gains) losses         276     (209 )   58                             125  
Exclusion of special items:                                                      
     environmental charges         2     7                                   9  
     asset impairments               6                 1                 7  
     gains on disposal of assets   (163 )         (1 )               (1 )               (165 )
     provision for redundancy incentives   2     3     5     1                 5           16  
     re-measurement gains/losses
     on commodity derivatives		   (40 )   (171 )   7     (3 )   2                       (205 )
     other                                 4                 4  
Special items of operating profit   (201 )   (166 )   24     (2 )   2           5           (338 )
Adjusted operating profit   2,173     1,363     55     (111 )   272     (55 )   (58 )   115     3,754  
Net finance (expense) income (a)   33     (6 )                     30     (87 )         (30 )
Net income from investments (a)   (12 )   100     35           8                       131  
Income taxes (a)   (1,286 )   (469 )   (22 )   16     (57 )         (29 )   (43 )   (1,890 )
Tax rate (%)   58.6     32.2     24.4           20.4                       49.0  
Adjusted net profit   908     988     68     (95 )   223     (25 )   (174 )   72     1,965  
of which:                                                      
- adjusted net profit of Minority interest                                                   206  
- Eni’s adjusted net profit                                                   1,759  
                                                   
Eni reported net profit                                                   1,904  
                                                   
Exclusion of inventory holding (gains) losses                                                   91  
Exclusion of special items                                                   (236 )
                                                   
Eni’s adjusted net profit                                                   1,759  
(a)   Excluding special items.

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Table of Contents

Breakdown of special items
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 
                  Other special items:            

594

    

7

    

358

     asset impairments  

633

    

365

  

42

    

9

    

75

     environmental charges  

48

    

84

  
     

(165

 )  

(9

 )   gains on disposal of property, plant and equipment        

(174

 )

20

          

11

     risk provisions  

20

    

11

  

16

    

16

    

22

     provisions for redundancy incentives  

27

    

38

  

(100

 )  

(205

 )  

(127

 )   re-measurement gains/losses on commodity derivatives  

(112

 )  

(332

 )

(34

 )        

4

     other  

(37

 )  

4

  
 
 
     
 

538

    

(338

 )  

334

        

579

    

(4

 )
 
 
     
 
     

(10

 )  

2

     Net finance (expense) income  

(185

 )  

(8

 )
                  of which:            
                  - gain on the disposal of GTT (Gaztransport et Technigaz sas)  

(185

 )      

(1,178

 )  

112

    

(123

 )   Income taxes  

(1,175

 )  

(11

 )
                  of which:            

(537

 )        

(27

 )   tax impact pursuant to Law Decree No. 112 of June 25, 2008 for Italian subsidiaries  

(537

 )  

(27

 )

(443

 )               - on inventories  

(443

 )      

(94

 )        

(27

 )   - on deferred taxes  

(94

 )  

(27

 )

(290

 )               tax impact pursuant Budget Law 2008 for Italian subsidiaries  

(290

 )      

(173

 )               adjustment to deferred tax for Libyan assets  

(173

 )      

(40

 )               other tax items  

(40

 )      

(138

 )  

112

    

(96

 )   taxes on special items of operating profit  

(135

 )  

16

  
 
 
     
 

(640

 )  

(236

 )  

213

     Total special items of net profit  

(781

 )  

(23

 )
 
 
     
 
                  attributable to:            
                  - Minority interest  

(102

 )      

(640

 )  

(236

 )  

213

     - Eni  

(679

 )  

(23

 )
 
 
     
 

Breakdown of impairment
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

508

  

7

  

324

   Asset impairment  

511

  

331
       

23

   Goodwill impairment      

23

508

  

7

  

347

   Sub Total  

511

  

354

86

      

11

   Impairment losses of receivables equivalent to fixed assets  

122

  

11

594

  

7

  

358

   Impairment  

633

  

365
 
 
     
 

Adjusted operating profit
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

4,962

    

2,173

    

2,064

    

(58.4

 )   Exploration & Production  

9,252

    

4,237

    

(54.2

 )

629

    

1,363

    

690

    

9.7

     Gas & Power  

2,295

    

2,053

    

(10.5

 )

97

    

55

    

(106

 )  

..

     Refining & Marketing  

109

    

(51

 )  

..

  

(148

 )  

(111

 )  

(146

 )  

1.4

     Petrochemicals  

(216

 )  

(257

 )  

(19.0

 )

253

    

272

    

297

    

17.4

     Engineering & Construction  

467

    

569

    

21.8

  

(56

 )  

(55

 )  

(73

 )  

(30.4

 )   Other activities  

(102

 )  

(128

 )  

(25.5

 )

(34

 )  

(58

 )  

(117

 )  

..

     Corporate and financial companies  

(104

 )  

(175

 )  

(68.3

 )

(128

 )  

115

    

(60

 )         Impact of unrealized profit in inventory  

(230

 )  

55

        

5,575

    

3,754

    

2,549

    

(54.3

 )      

11,471

    

6,303

    

(45.1

 )
 
 
 
   
 
 

- 31 -

Table of Contents

Net sales from operations
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

9,035

    

6,145

    

5,683

    

(37.1

 )   Exploration & Production  

17,721

    

11,828

    

(33.3

 )

7,021

    

11,849

    

5,619

    

(20.0

 )   Gas & Power  

16,971

    

17,468

    

2.9

  

13,281

    

6,386

    

7,735

    

(41.8

 )   Refining & Marketing  

24,240

    

14,121

    

(41.7

 )

1,759

    

878

    

1,027

    

(41.6

 )   Petrochemicals  

3,519

    

1,905

    

(45.9

 )

2,160

    

2,415

    

2,466

    

14.2

     Engineering & Construction  

4,211

    

4,881

    

15.9

  

44

    

26

    

21

    

(52.3

 )   Other activities  

95

    

47

    

(50.5

 )

342

    

309

    

302

    

(11.7

 )   Corporate and financial companies  

643

    

611

    

(5.0

 )
     

(14

 )  

(5

 )         Impact of unrealized profit in inventory        

(19

 )      

(6,546

 )  

(4,253

 )  

(4,581

 )         Consolidation adjustment  

(12,012

 )  

(8,834

 )      

27,096

    

23,741

    

18,267

    

(32.6

 )      

55,388

    

42,008

    

(24.2

 )
 
 
 
   
 
 

Operating expenses
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

18,136

    

16,983

    

12,537

    

(30.9

 )   Purchases, services and other  

37,534

    

29,520

    

(21.4

 )

151

    

9

    

101

           of which: - other special items  

190

    

110

        

1,031

    

990

    

1,087

    

5.4

     Payroll and related costs  

1,972

    

2,077

    

5.3

  

16

    

16

    

22

           of which: - provision for redundancy incentives and other  

27

    

38

        

19,167

    

17,973

    

13,624

    

(28.9

 )      

39,506

    

31,597

    

(20.0

 )
 
 
 
   
 
 

Non-hedging commodity derivative instruments
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

86

    

44

    

(66

 )   Exploration & Production  

101

    

(22

 )
     

4

    

1

     - settled transactions  

(1

 )  

5

  

86

    

40

    

(67

 )   - re-measurement gains/losses  

102

    

(27

 )

27

    

(36

 )  

149

     Gas & Power  

25

    

113

  

11

    

(207

 )  

(57

 )   - settled transactions  

14

    

(264

 )

16

    

171

    

206

     - re-measurement gains/losses  

11

    

377

  

(54

 )  

3

    

(66

 )   Refining & Marketing  

(71

 )  

(63

 )

(53

 )  

10

    

(42

 )   - settled transactions  

(71

 )  

(32

 )

(1

 )  

(7

 )  

(24

 )   - re-measurement gains/losses        

(31

 )

9

    

9

    

1

     Petrochemicals  

9

    

10

  

9

    

6

    

1

     - settled transactions  

9

    

7

  
     

3

           - re-measurement gains/losses        

3

  
     

(3

 )  

16

     Engineering & Construction        

13

  
     

(1

 )  

4

     - settled transactions        

3

  
     

(2

 )  

12

     - re-measurement gains/losses        

10

  

2

          

(3

 )   Corporate and financial companies  

5

    

(3

 )

3

          

(3

 )   - settled transactions  

6

    

(3

 )

(1

 )               - re-measurement gains/losses  

(1

 )      

70

    

17

    

31

     Total  

69

    

48

  

(30

 )  

(188

 )  

(96

 )   - settled transactions  

(43

 )  

(284

 )

100

    

205

    

127

     - re-measurement gains/losses  

112

    

332

  
 
 
   
 

- 32 -

Table of Contents

Depreciation, depletion, amortization and impairments
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

  

% Ch.
2 Q. 09 vs
2 Q. 08

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
 
   
 
 

1,521

    

1,686

    

1,576

    

3.6

     Exploration & Production  

3,046

    

3,262

    

7.1

  

183

    

240

    

237

    

29.5

     Gas & Power  

366

    

477

    

30.3

  

106

    

99

    

98

    

(7.5

 )   Refining & Marketing  

218

    

197

    

(9.6

 )

32

    

24

    

24

    

(25.0

 )   Petrochemicals  

64

    

48

    

(25.0

 )

79

    

107

    

109

    

38.0

     Engineering & Construction  

154

    

216

    

40.3

  

(1

 )        

1

    

..

     Other activities  

1

    

1

    

..

  

18

    

19

    

21

    

16.7

     Corporate and financial companies  

35

    

40

    

14.3

  

(3

 )  

(4

 )  

(3

 )         Impact of unrealized profit in inventory  

(6

 )  

(7

 )      

1,935

    

2,171

    

2,063

    

6.6

     Total depreciation, depletion and amortization  

3,878

    

4,234

    

9.2

  
 
 
 
     
 
 

508

    

7

    

347

    

(31.7

 )   Impairments  

511

    

354

    

(30.7

 )
 
 
 
     
 
 

2,443

    

2,178

    

2,410

    

(1.4

 )      

4,389

    

4,588

    

4.5

  
 
 
 
     
 
 

Net income from investments

(euro million)

First Half of 2009		  

Exploration
& Production

  

Gas
& Power

  

Refining
& Marketing

  

Engineering
& Construction

  

Group
   
 
 
 
 
Share of gains (losses) from equity-accounted investments  

(5

 )  

154

  

39

  

17

  

205
Dividends  

110

    

8

  

16

  

2

  

136
Net gains on disposal                

10

  

10
Other income (expense), net  

7

                

7
   
 
 
 
 
   

112

    

162

  

55

  

29

  

358
   
 
 
 
 

Income taxes
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009

  

% Ch.
 
 
   
 
 
                  Profit before income taxes                  

1,102

    

1,595

    

467

     Italy  

3,133

    

2,062

    

(1,071

 )

5,000

    

2,486

    

1,963

     Outside Italy  

9,576

    

4,449

    

(5,127

 )

6,102

    

4,081

    

2,430

        

12,709

    

6,511

    

(6,198

 )
                  Income taxes                  

(236

 )  

666

    

341

     Italy  

406

    

1,007

    

601

  

2,706

    

1,305

    

1,049

     Outside Italy  

5,076

    

2,354

    

(2,722

 )

2,470

    

1,971

    

1,390

        

5,482

    

3,361

    

(2,121

 )
                  Tax rate (%)                  

(21.4

 )  

41.8

    

73.0

     Italy  

13.0

    

48.8

    

35.8

  

54.1

    

52.5

    

53.4

     Outside Italy  

53.0

    

52.9

    

(0.1

 )

40.5

    

48.3

    

57.2

        

43.1

    

51.6

        
 
 
   
 
 

- 33 -

Table of Contents

Summarized Group balance sheet

The summarized group balance sheet aggregates the amount of assets and liabilities derived from the statutory balance sheet in accordance with functional criteria which consider the enterprise conventionally divided into the three fundamental areas focusing on resource investments, operations and financing. Management believes that this summarized group balance sheet is useful information in assisting investors to assess Eni’s capital structure and to analyze its sources of funds and investments in fixed assets and working capital. Management uses the summarized group balance sheet to calculate key ratios such as return on capital employed (ROACE) and the proportion of net borrowings to shareholders’ equity (leverage) intended to evaluate whether Eni’s financing structure is sound and well-balanced.

SUMMARIZED GROUP BALANCE SHEET
(euro million)

   

Dec. 31, 2008

  

Mar. 31, 2009

  

June 30, 2009

  

Change vs
Dec. 31, 2008

  

Change vs
Mar. 31, 2009
   
 
 
 
 
Fixed assets                              
Property, plant and equipment  

59,255

    

61,588

    

61,199

    

1,944

    

(389

 )
Other assets                              
Inventory - Compulsory stock  

1,196

    

1,444

    

1,607

    

411

    

163

  
Intangible assets  

7,697

    

8,487

    

8,365

    

668

    

(122

 )
Equity-accounted investments and other investments  

5,881

    

6,015

    

6,044

    

163

    

29

  
Receivables and securities for financing operating activities  

1,219

    

1,275

    

1,204

    

(15

 )  

(71

 )
Net payables related to capital expenditures  

(787

 )  

(630

 )  

(548

 )  

239

    

82

  
   
 
 
 
 
   

74,461

    

78,179

    

77,871

    

3,410

    

(308

 )
Net working capital                              
Inventories  

6,082

    

4,533

    

5,477

    

(605

 )  

944

  
Trade receivables  

16,444

    

16,723

    

13,139

    

(3,305

 )  

(3,584

 )
Trade payables  

(12,590

 )  

(11,563

 )  

(10,634

 )  

1,956

    

929

  
Tax payables and provisions for net deferred tax liabilities  

(5,323

 )  

(6,933

 )  

(4,345

 )  

978

    

2,588

  
Provisions for contingencies  

(9,506

 )  

(9,516

 )  

(9,225

 )  

281

    

291

  
Other current assets and liabilities:                              
Equity instruments  

2,741

    

3,034

          

(2,741

 )  

(3,034

 )
Other (a)  

(4,544

 )  

(5,041

 )  

(2,821

 )  

1,723

    

2,220

  
   
 
 
 
 
   

(6,696

 )  

(8,763

 )  

(8,409

 )  

(1,713

 )  

354

  
Provisions for employee benefits  

(947

 )  

(950

 )  

(966

 )  

(19

 )  

(16

 )
Net assets held for sale including related net borrowings  

68

    

68

    

68

              
   
 
 
 
 
Capital employed, net  

66,886

    

68,534

    

68,564

    

1,678

    

30

  
   
 
 
 
 
Shareholders’ equity                              
attributable to:                              
- Eni  

44,436

    

48,919

    

46,684

    

2,248

    

(2,235

 )
- Minority  

4,074

    

3,087

    

3,525

    

(549

 )  

438

  
   

48,510

    

52,006

    

50,209

    

1,699

    

(1,797

 )
Net borrowings  

18,376

    

16,528

    

18,355

    

(21

 )  

1,827

  
   
 
 
 
 
Total liabilities and shareholders’ equity  

66,886

    

68,534

    

68,564

    

1,678

    

30

  
   
 
 
 
 
        
(a)    Include receivables and securities for financing operating activities for euro 582 million at June 30, 2009 (euro 404 million at March 31, 2009; euro 410 million at December 31, 2008) and securities covering technical reserves of Eni’s insurance activities for euro 269 million at June 30, 2009 (euro 381 million at March 31, 2009; euro 302 million at December 31, 2008).

- 34 -

Table of Contents

Leverage and net borrowings
Leverage is a measure of a company’s level of indebtedness, calculated as the ratio between net borrowings which is calculated by excluding cash and cash equivalents and certain very liquid assets from financial debt and shareholders’ equity, including minority interests. Management makes use of leverage in order to assess the soundness and efficiency of the Group balance sheet in terms of optimal mix between net borrowings and net equity, and to carry out benchmark analysis with industry standards.

(euro million)

   

Dec. 31, 2008

  

Mar. 31, 2009

  

June 30, 2009

  

Change vs
Dec. 31, 2008

  

Change vs
Mar. 31, 2009
   
 
 
 
 
Total debt  

20,837

    

18,800

    

19,873

    

(964

 )  

1,073

  
Short-term debt  

6,908

    

5,536

    

5,682

    

(1,226

 )  

146

  
Long-term debt  

13,929

    

13,264

    

14,191

    

262

    

927

  
Cash and cash equivalent  

(1,939

 )  

(1,845

 )  

(1,340

 )  

599

    

505

  
Securities not related to operations  

(185

 )  

(116

 )  

(107

 )  

78

    

9

  
Non-operating financing receivables  

(337

 )  

(311

 )  

(71

 )  

266

    

240

  
   
 
 
 
 
Net borrowings  

18,376

    

16,528

    

18,355

    

(21

 )  

1,827

  
   
 
 
 
 
Shareholders’ equity including minority interest  

48,510

    

52,006

    

50,209

    

1,699

    

(1,797

 )
Leverage  

0.38

    

0.32

    

0.37

    

(0.01

 )  

0.05

  
   
 
 
 
 

Bonds maturing in the 18-months period starting on June 30, 2009
(euro million)

Issuing entity

Amounts at June 30, 2009 (a)
Eni SpA

501
Eni Coordination Center SA

373
 

874
     
(a)   Amounts in euro at June 30, 2009 include interest accrued and discount on issue.

Bonds issued in the first half of 2009 (granted by Eni SpA)

Issuing entity   Nominal amount
(million)		   Currency   Amounts at June 30, 2009 (a)
(euro million)		   Maturity   Rate   %
   
 
 
 
 
 
Eni SpA   1,500   euro   1,519   2016   fixed   5.00
Eni SpA   1,500   euro   985   2015   variable    
Eni SpA   1,500   euro   984   2015   fixed   4.00
            3,488            
   
 
 
 
 
 
     
(a)   Amounts in euro at June 30, 2009 include interest accrued and discount on issue.

- 35 -

Table of Contents

Comprehensive income
(euro million)

 

First Half 2008

  

First Half 2009
 
 
Net profit (loss)  

7,227

    

3,150

  
Other items of net comprehensive income (loss):            
- foreign currency translation differences  

(1,312

 )  

(443

 )
- change in the fair value of available-for-sale securities  

2

        
- change in the fair value of cash flow hedge derivatives  

(2,890

 )  

(465

 )
- minority interest        

2

  
- taxation effect of other items of the net profit (loss)  

1,139

    

191

  
Other comprehensive income  

(3,061

 )  

(715

 )
   
 
Total comprehensive income  

4,166

    

2,435

  
   
 
of which:            
   
 
- Eni  

3,713

    

2,035

  
   
 
- minority interest  

453

    

400

  
   
 

Changes in shareholders' equity
(euro million)

Shareholders’ equity at December 31, 2008      

48,510
Total comprehensive income

2,435

      
Dividends paid to Eni shareholders

(2,355

 )    
Dividends paid by consolidated subsidiaries to minorities

(258

 )    
Acquisition of Distrigas minorities

(1,146

 )    
Cancellation of Distrigas put option

1,495

      
Share capital increase subscribed by Snam Rete Gas minorities

1,542

      
Other changes

(14

 )    
       
Total changes      

1,699
       
Shareholders’ equity at June 30, 2009      

50,209
       
Attributable to:        
- Eni      

46,684
- Minority interest      

3,525

- 36 -

Table of Contents

Return on Average Capital Employed (ROACE)

Return on Average Capital Employed for the Group, on an adjusted basis is the return on the Group average capital invested, calculated as ratio between net adjusted profit before minority interest, plus net finance charges on net borrowings net of the related tax effect, and net average capital employed. The tax rate applied on finance charges is the Italian statutory tax rate of 34% effective from January 1, 2009 (33% in previous reporting periods). The capital invested as of period-end used for the calculation of net average capital invested is obtained by deducting inventory gains or losses as of in the period, net of the related tax effect. ROACE by division is determined as the ratio between adjusted net profit and net average capital invested pertaining to each division and rectifying the net capital invested as of period-end, from net inventory gains or losses (after applying the division specific tax rate).

(euro million)

Calculated on a twelve-month period ending on
June 30, 2009		  

Exploration
& Production

  

Gas & Power

  

Refining
& Marketing

  

Group
   
 
 
 
Adjusted net profit  

5,743

  

2,481

  

366

  

8,207
Exclusion of after-tax finance expenses/interest income  

-

  

-

  

-

  

243
   
 
 
 
Adjusted net profit unlevered  

5,743

  

2,481

  

366

  

8,450
Adjusted capital employed, net:                
- at the beginning of period  

22,763

  

21,017

  

9,466

  

60,454
- at the end of period  

30,489

  

23,614

  

8,539

  

70,018
   
 
 
 
Adjusted average capital employed, net  

26,626

  

22,316

  

9,003

  

65,236
   
 
 
 
ROACE adjusted (%)  

21.6

  

11.1

  

4.1

  

13.0
 
 
 
 

(euro million)

Calculated on a twelve-month period ending on
June 30, 2008		  

Exploration
& Production

  

Gas & Power

  

Refining
& Marketing

  

Group
   
 
 
 
Adjusted net profit  

7,468

  

3,085

  

183

  

10,605
Exclusion of after-tax finance expenses/interest income  

-

  

-

  

-

  

325
   
 
 
 
Adjusted net profit unlevered  

7,468

  

3,085

  

183

  

10,930
Adjusted capital employed, net:                
- at the beginning of period  

20,872

  

19,257

  

5,775

  

51,418
- at the end of period  

22,763

  

20,892

  

8,490

  

59,282
   
 
 
 
Adjusted average capital employed, net  

21,818

  

20,075

  

7,133

  

55,350
   
 
 
 
ROACE adjusted (%)  

34.2

  

15.4

  

2.6

  

19.7
 
 
 
 

(euro million)

Calculated on a twelve-month period ending on
December 31, 2008		  

Exploration
& Production

  

Gas & Power

  

Refining
& Marketing

  

Group
   
 
 
 
Adjusted net profit  

7,900

  

2,655

  

521

  

10,795
Exclusion of after-tax finance expenses/interest income  

-

  

-

  

-

  

335
   
 
 
 
Adjusted net profit unlevered  

7,900

  

2,655

  

521

  

11,130
Adjusted capital employed, net:                
- at the beginning of period  

23,826

  

21,333

  

7,675

  

59,194
- at the end of period  

30,362

  

22,273

  

8,260

  

67,609
   
 
 
 
Adjusted average capital employed, net  

27,094

  

21,803

  

7,968

  

63,402
   
 
 
 
ROACE adjusted (%)  

29.2

  

12.2

  

6.5

  

17.6
 
 
 
 

- 37 -

Table of Contents

Summarized Group Cash Flow Statement and change in net borrowings

Eni’s summarized group cash flow statement derives from the statutory statement of cash flows.
It enables investors to understand the link existing between changes in cash and cash equivalents (deriving from the statutory cash flows statement) and in net borrowings (deriving from the summarized cash flow statement) that occurred from the beginning of period to the end of period. The measure enabling such a link is represented by the free cash flow which is the cash in excess of capital expenditure needs. Starting from free cash flow it is possible to determine either: (i) changes in cash and cash equivalents for the period by adding/deducting cash flows relating to financing debts/receivables (issuance/repayment of debt and receivables related to financing activities), shareholders’ equity (dividends paid, net repurchase of own shares, capital issuance) and the effect of changes in consolidation and of exchange rate differences; (ii) changes in net borrowings for the period by adding/deducting cash flows relating to shareholders’ equity and the effect of changes in consolidation and of exchange rate differences. The free cash flow is a non-GAAP measure of financial performance.

SUMMARIZED GROUP CASH FLOW STATEMENT
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

3,632

    

2,110

    

1,040

     Net profit  

7,227

    

3,150

  
                  Adjustments to reconcile to cash generated from operating profit before changes in working capital:            

2,130

    

2,078

    

1,878

     - amortization and depreciation and other non monetary items  

3,874

    

3,956

  

(12

 )  

(157

 )  

(8

 )   - net gains on disposal of assets  

(207

 )  

(165

 )

2,296

    

1,886

    

1,311

     - dividends, interest, taxes and other changes  

5,262

    

3,197

  
 
 
     
 

8,046

    

5,917

    

4,221

     Net cash generated from operating profit before changes in working capital  

16,156

    

10,138

  

103

    

1,167

    

871

     Changes in working capital related to operations  

(1,150

 )  

2,038

  

(2,958

 )  

(1,641

 )  

(2,914

 )   Dividends received, taxes paid, interest (paid) received during the period  

(5,056

 )  

(4,555

 )
 
 
     
 

5,191

    

5,443

    

2,178

     Net cash provided by operating activities  

9,950

    

7,621

  

(3,641

 )  

(3,147

 )  

(3,697

 )   Capital expenditures  

(6,759

 )  

(6,844

 )

(165

 )  

(2,039

 )  

(175

 )   Investments and purchase of consolidated subsidiaries and businesses  

(1,949

 )  

(2,214

 )

145

    

182

    

3,093

     Disposals  

473

    

3,275

  

257

    

1,745

    

(2,258

 )   Other cash flow related to capital expenditures, investments and disposals  

581

    

(513

 )
 
 
     
 

1,787

    

2,184

    

(859

 )   Free cash flow  

2,296

    

1,325

  

(1,200

 )  

102

    

368

     Borrowings (repayment) of debt related to financing activities  

(1,829

 )  

470

  

1,423

    

(2,380

 )  

1,057

     Changes in short and long-term financial debt  

2,110

    

(1,323

 )

(2,959

 )  

(2

 )  

(1,069

 )   Dividends paid and changes in minority interests and reserves  

(3,158

 )  

(1,071

 )

126

    

2

    

(2

 )   Effect of changes in consolidation and exchange differences  

(15

 )      
 
 
     
 

(823

 )  

(94

 )  

(505

 )   NET CASH FLOW FOR THE PERIOD  

(596

 )  

(599

 )
 
 
     
 

CHANGE IN NET BORROWINGS
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

1,787

    

2,184

    

(859

 )   Free cash flow  

2,296

    

1,325

  
                  Net borrowings of acquired companies            
                  Net borrowings of divested companies            

198

    

(334

 )  

101

     Exchange differences on net borrowings and other changes  

624

    

(233

 )

(2,959

 )  

(2

 )  

(1,069

 )   Dividends paid and changes in minority interests and reserves  

(3,158

 )  

(1,071

 )

(974

 )  

1,848

    

(1,827

 )   CHANGE IN NET BORROWINGS  

(238

 )  

21

  
 
 
     
 

- 38 -

Table of Contents

CAPITAL EXPENDITURE
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

2,281

    

2,148

    

2,759

     Exploration & Production  

4,364

    

4,907

  

519

    

390

    

361

     Gas & Power  

969

    

751

  

201

    

85

    

132

     Refining & Marketing  

350

    

217

  

48

    

9

    

36

     Petrochemicals  

68

    

45

  

556

    

495

    

393

     Engineering & Construction  

977

    

888

  

11

    

6

    

8

     Other activities  

14

    

14

  

26

    

10

    

12

     Corporate and financial companies  

36

    

22

  

(1

 )  

4

    

(4

 )   Impact of unrealized profit in inventory  

(19

 )      

3,641

    

3,147

    

3,697

     Capital expenditure  

6,759

    

6,844

  
 
 
     
 

In the first half of 2009 capital expenditure amounting to euro 6,844 million (euro 6,759 million in the first half 2008) related mainly to:

-   Development activities (euro 3,651 million) deployed mainly in Egypt, Kazakhstan, the United States, Italy, Nigeria and Angola and exploratory projects (euro 732 million) of which 96% was spent outside Italy, primarily in Libya, the United States, Egypt, and Indonesia;
-   Development and upgrading of Eni’s natural gas transport network in Italy (euro 400 million) and distribution network (euro 144 million), as well as development and increase of storage capacity (euro 132 million);
-   Projects aimed at improving the conversion capacity and flexibility of refineries (euro 135 million), as well as building and upgrading service stations in Italy and outside Italy (euro 65 million);
-   Upgrading of the fleet used in the Engineering & Construction division (euro 888 million).

 

- 39 -

Table of Contents

Capital expenditure by division
EXPLORATION & PRODUCTION
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

297

  

9

  

468

   Acquisitions of proved and unproved property  

621

  

477

277

  

6

  

219

   North Africa  

601

  

225

13

      

73

   West Africa  

13

  

73

7

  

3

  

176

   Rest of world  

7

  

179

453

  

380

  

352

   Exploration  

981

  

732

49

  

21

  

5

   Italy  

71

  

26

90

  

113

  

121

   North Africa  

213

  

234

46

  

74

  

43

   West Africa  

139

  

117

64

  

24

  

33

   North Sea  

148

  

57

3

  

8

  

7

   Caspian Area  

7

  

15

201

  

140

  

143

   Rest of world  

403

  

283

1,510

  

1,744

  

1,907

   Development  

2,729

  

3,651

141

  

174

  

185

   Italy  

259

  

359

270

  

378

  

296

   North Africa  

542

  

674

474

  

387

  

544

   West Africa  

780

  

931

123

  

122

  

143

   North Sea  

212

  

265

224

  

243

  

286

   Caspian Area  

435

  

529

278

  

440

  

453

   Rest of world  

501

  

893

21

  

15

  

32

   Other  

33

  

47

2,281

  

2,148

  

2,759

      

4,364

  

4,907
 
 
     
 

GAS & POWER
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

352

  

371

  

339

   Italy  

766

  

710

167

  

19

  

22

   Outside Italy  

203

  

41

519

  

390

  

361

      

969

  

751

50

  

24

  

31

   Marketing and Power generation  

82

  

55

32

  

10

  

16

   - Marketing  

41

  

26

12

      

5

   Italy  

13

  

5

20

  

10

  

11

   Outside Italy  

28

  

21

18

  

14

  

15

   - Power generation  

41

  

29

322

  

357

  

319

   Regulated businesses in Italy  

712

  

676

210

  

237

  

163

   - Transport  

529

  

400

53

  

65

  

79

   - Distribution  

85

  

144

59

  

55

  

77

   - Storage  

98

  

132

147

  

9

  

11

   International transport  

175

  

20

519

  

390

  

361

      

969

  

751
 
 
     
 

REFINING & MARKETING
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

178

  

77

  

117

   Italy  

318

  

194

23

  

8

  

15

   Outside Italy  

32

  

23

201

  

85

  

132

      

350

  

217

138

  

48

  

87

   Refining, Supply and Logistic  

251

  

135

138

  

48

  

87

   Italy  

251

  

135

53

  

26

  

39

   Marketing  

81

  

65

30

  

18

  

24

   Italy  

49

  

42

23

  

8

  

15

   Outside Italy  

32

  

23

10

  

11

  

6

   Other activities  

18

  

17

201

  

85

  

132

      

350

  

217
 
 
     
 

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Table of Contents

Exploration & Production

PRODUCTION OF OIL AND NATURAL GAS BY REGION

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

1,772

  

1,779

  

1,733

   Production of oil and natural gas (a) (b)  

(kboe/d)

  

1,784

  

1,756

204

  

174

  

169

   Italy      

205

  

171

652

  

595

  

567

   North Africa      

639

  

581

305

  

330

  

343

   West Africa      

315

  

337

249

  

242

  

232

   North Sea      

243

  

237

124

  

132

  

133

   Caspian Area      

131

  

133

238

  

306

  

289

   Rest of world      

251

  

297

156.9

  

154.2

  

154.2

   Oil and natural gas sold (a)  

(mmboe)

  

313.9

  

308.4
 
 
         
 

PRODUCTION OF LIQUIDS BY REGION

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

998

  

1,013

  

986

   Production of liquids (a)  

(kbbl/d)

  

1,005

  

1,000

70

  

55

  

56

   Italy      

71

  

55

346

  

304

  

289

   North Africa      

340

  

297

259

  

294

  

304

   West Africa      

269

  

299

145

  

139

  

130

   North Sea      

143

  

134

82

  

84

  

87

   Caspian Area      

86

  

86

96

  

137

  

120

   Rest of world      

96

  

129
 
 
         
 

PRODUCTION OF NATURAL GAS BY REGION

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 

4,442

  

4,398

  

4,290

   Production of natural gas (a) (b)  

(mmcf/d)

  

4,472

  

4,344

771

  

685

  

648

   Italy      

770

  

666

1,755

  

1,671

  

1,593

   North Africa      

1,718

  

1,632

263

  

210

  

230

   West Africa      

261

  

220

598

  

591

  

584

   North Sea      

574

  

588

239

  

276

  

263

   Caspian Area      

261

  

269

816

  

965

  

972

   Rest of world      

888

  

969
 
 
         
 
        
(a)    Includes Eni’s share of production of equity-accounted entities.
(b)    Includes volumes of gas consumed in operations (295 and 285 mmcf/d in the second quarter 2009 and 2008, respectively, 299 and 284 mmcf/d in the first half of 2009 and 2008 respectively and 289 mmcf/d in the first quarter of 2009).

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Table of Contents

Petrochemicals
(ktonnes)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 
            Sales of petrochemical products        

678

  

474

  

570

   Basic petrochemicals  

1,437

  

1,044

257

  

199

  

233

   Styrene and elastomers (a)  

519

  

432

368

  

329

  

313

   Polyethylene  

721

  

642
 
 
     
 

1,303

  

1,002

  

1,116

      

2,677

  

2,118
 
 
     
 

1,979

  

1,540

  

1,714

   Production  

4,136

  

3,254
 
 
     
 
     
(a)   From January 2009, results of the styrene business are reported within the Basic petrochemicals.

Engineering & Construction
(euro million)

Second Quarter 2008

  

First Quarter 2009

  

Second Quarter 2009

    

First Half 2008

  

First Half 2009
 
 
   
 
            Orders acquired        

1,838

  

561

  

1.303

   Offshore construction  

3,419

  

1,864

591

  

1,621

  

719

   Onshore construction  

1,055

  

2,340

82

  

316

  

15

   Offshore drilling  

213

  

331

705

  

20

  

513

   Onshore drilling  

784

  

533
 
 
     
 

3,216

  

2,518

  

2,550

      

5,471

  

5,068
 
 
     
 

 

(euro million)   Dec. 31, 2008   June 30, 2009
   
 
Order backlog   19,105   19,015
   
 

 

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Table of Contents
Contents

Table of Contents
Contents

Table of Contents

Interim Consolidated Report
as of June 30, 2009

Contents

 

Operating and financial review

  

2

   Highlights
   

5

   Statistic recap
        Operating Review
   

7

   Exploration & Production
   

15

   Gas & Power
   

24

   Refining & Marketing
   

29

   Petrochemicals
   

32

   Engineering & Construction
   

34

   Financial review and trend information
    34        Profit and loss account
    54        Summarized Group balance sheet and cash flow statements
    66        Risk factors and uncertainties
   

75

        Outlook
   

76

   Subsequent events
   

77

   Transactions with related parties
   

78

   Other information
   

79

   Glossary
         

Condensed Consolidated Interim Financial Statements

  

84

   Financial Statements
   

91

   Basis of presentation and Use of accounting estimates
   

93

   Notes to the condensed consolidated interim financial statements
         

Management’s certification

  

128

    

Report of Independent Auditors

  

129

    

 

"Eni" means the parent company Eni SpA and its consolidated subsidiaries

Contents

ENI OPERATING AND FINANCIAL REVIEW / HIGHLIGHTS

Highlights

Financial Highlights
› In the first half of 2009 Eni reported net profit of euro 2.74 billion, down 59.5% from a year earlier. On an adjusted basis, net profit amounted to euro 2.66 billion, down 49.8%, driven by a weaker operating performance which was dragged down by the economic downturn.

› Cash flow amounting to euro 7.62 billion was used to fund the financing requirements associated with capital expenditure (euro 6.84 billion), the completion of the Distrigas acquisition (euro 2.05 billion) so as to support continued growth in the business and the payment of the remaining dividend for the fiscal year 2008 (euro 2.36 billion). The capital structure is sound as expressed by a level of net borrowings to total equity of 0.37.

› Based on the first half of 2009 results and taking into account the projected full-year results and outlook, the interim dividend proposal to Eni Board of Directors will amount to euro 0.50 per share (euro 0.65 in 2008). The interim dividend is payable from September 24, 2009 being the ex-dividend date September 21, 2009.

Operational Highlights
› Oil and natural gas production for the first half of 2009 amounted to 1,756 kboe/d, representing a decrease of 1.6% from the first half of 2008 mainly due to OPEC production cuts (down approximately 30 kboe/d), continuing security issues in West Africa and mature field declines. These negatives were partly offset by organic growth in Angola, Congo, the Gulf of Mexico, Egypt and Venezuela as well as the positive price impact reported in the Company’s PSAs.

› Eni’s worldwide natural gas sales were 52.81 bcm, down 0.26 bcm or 0.5% from a year earlier, reflecting weaker European gas demand, mainly in Italy, caused by the economic downturn. The negative impact of the economic downturn was partly offset by the contribution of Distrigas (up 8.53 bcm).

Strategic developments
The half year has seen significant progress on a number of fronts, in particular in delivering progress on our stated strategy in E&P and G&P. Of particular note and developments in Russia, Africa, and in our European Gas business.

Russia
Eni and Gazprom have agreed upon a new scope of work in the development project of the South Stream pipeline, aimed at increasing its transport capacity from an original amount of 31 billion cubic meters per year to 63 billion cubic meters, as part of a framework agreement signed between Italy and Russia on May 15, 2009. Eni and Gazprom confirmed their full commitment to developing the project which will build a new route to supply Russian gas to Europe, increasing both security and diversification of gas sources to Europe.

On May 15, 2009 Eni and its Italian partner Enel in the 60-40% owned joint-venture OOO SeverEnergia signed a preliminary agreement with Gazprom regarding a call option arrangement on a 51% interest in the venture. OOO SeverEnergia is the parent company of three Russian upstream companies which are presently engaging in exploration and development activities of gas reserves in the Yamal Nenets region, in Siberia. On June 5, 2009, the parties signed the relevant binding agreement. Total cash consideration from this transaction is anticipated to amount to $1.5 billion (Eni’s share being $900 million) and will be paid by Gazprom in two tranches: (i) the first one is due on the transfer of the shares and is expected to occur in the third quarter of 2009 with the transaction effective from the same date; (ii) the second tranche is due by end of the first quarter of 2010. As a result of the transaction, Eni’s interest in OOO SeverEnergia will be equal to 29.4%. The parties also agreed to move forward with the development plan of the Samburskoye field, targeting to achieve first gas by June 2011 and to ramp production up to a plateau of 150,000 boe/d within two years. In the next 90 days, the parties will define a plan to obtain all the authorizations, including the

- 2 -

Contents

ENI OPERATING AND FINANCIAL REVIEW / HIGHLIGHTS

extensions of the mineral licenses by the Russian authority regulating the exploitation of the country's mineral resources. A number of amendments granting license extension have been already obtained.

On April 7, 2009 Gazprom exercised its call option to purchase a 20% interest in OAO Gazprom Neft held by Eni based on the existing agreements between the two partners. Total cash consideration amounting to euro 3,070 million ($4,062 million, increasing to approximately euro 3.16 billion or $4.2 billion when including the 2008 dividend) was paid by Gazprom on April 24, 2009. The 20% interest in Gazprom Neft was acquired by Eni on April 4, 2007 as part of a bid procedure for the assets of bankrupt Russian company Yukos. The exercise price of the call option is equal to the bid price ($3.7 billion) as adjusted by subtracting dividends distributed and adding the contractual yearly remuneration of 9.4% on the capital employed and financing collateral expenses. At the same time, Eni and Gazprom signed new cooperation agreements targeting certain development projects to be conducted jointly in Russia and other countries of interest.

Africa
On May 12, 2009 Eni and Egypt’s Ministry of Petroleum signed a cooperation agreement to develop new hydrocarbon plays. Eni intends to adopt its comprehensive cooperation model in pursuing new ventures whereby the traditional oil business is integrated by activities aimed at satisfying the energy needs of host countries and supporting them in reaching high standards of social and economic development.

On February 9, 2009 Eni signed three agreements as part of the Memorandum of Understanding signed in August 2008 with Angola’s state oil company Sonangol. These agreements provide for: (i) a feasibility study to assess the economics of the utilization of associated gas in feeding a grass-root onshore power plant; (ii) a joint study to evaluate and collect data on certain Angolan onshore basins in view of identifying possible upstream opportunities; (iii) the design of a number of educational and training projects targeting Angolan professionals in the field of development of energy resources.

European Gas
On March 19, 2009 the mandatory tender offer on the minorities of Distrigas was finalized. Shareholders representing 41.61% of the share capital of Distrigas, including the second largest shareholder Publigaz SCRL with a 31.25% interest, tendered their shares. The squeeze-out of the residual 1.14% of the share capital was finalized on May 4, 2009. Finally, Distrigas shares have been delisted from Euronext Brussels. The total cash consideration amounting to euro 2,045 million was determined based on the same price paid to Distrigas main shareholder, Suez, on October 2008 to acquire the controlling stake of 57.243%. As of June 30, 2009, Eni owns the entire share capital of Distrigas, except for one share with special powers owned by the Belgian State.

Other developments: gas developments in USA, Italian oil & gas properties divestment, Pakistan, exploration success and award of new exploratory acreage
On May 18, 2009 Eni signed a strategic alliance with Quicksilver Resources Inc, an independent US natural gas producer. Based on the terms of the agreement, Eni will acquire a 27.5% interest in the Alliance area, in Northern Texas, covering approximately 53 square kilometers, with gas shale reserves at an average depth of 2,300 meters. Quicksilver will retain the 72.5% of the interests and operatorship of the alliance properties. This transaction, effective April 1, 2009, was finalized on June 19, 2009, for cash consideration amounting to $280 million. Expected production from the acquired assets will amount to 4,000 boe/d net to Eni for the full year 2009, ramping up to approximately 10,000 boe/d by 2011.

Eni launched the divestment of marginal upstream assets, expected to be finalized by end of the year.

On March 18, 2009 Eni signed a Protocol for Cooperation with the government of Pakistan to develop a number of important upstream, midstream and downstream projects in the country. Eni will provide its expertise as well as new technologies developed in the field of exploring for and developing hydrocarbon fields.

Eni continued to achieve exploration success in the Gulf of Mexico, North Sea and offshore Indonesia.

Eni was awarded operatorship and 40% participating interests in new exploration licenses (PL 533 and PL 529) as well as the 30% interest in the PL 532 license (operated by StatoilHydro) in the Barents Sea.

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Contents

ENI OPERATING AND FINANCIAL REVIEWN / HIGHLIGHTS

Reorganization of the regulated business in the Italian gas sector
On June 30, 2009 the parent company Eni SpA concluded the sale of the entire share capital of its fully-owned subsidiaries Italgas SpA and Stoccaggi Gas Italia SpA to its subsidiary Snam Rete Gas. The transaction, which was approved by the Eni’s Board of Directors in February 2009, included cash consideration amounting to euro 4,509 million (euro 2,922 million and euro 1,587 million, respectively). Snam Rete Gas funded the transaction by means of: (i) a share capital increase amounting to euro 3.5 billion, which was entirely subscribed to by minorities and Eni for their respective shares; and (ii) arranging medium and long-term financing. The main impact expected on Eni's consolidated financial statements are: (i) as of June 30, 2009 a decrease of euro 1.54 billion was reported in the Group consolidated net borrowings and a corresponding increase in total equity as a consequence of the pro-quota subscription of the Snam Rete Gas capital increase by minorities; (ii) a decrease in Eni’s net profit equal to 45% of the aggregate net profit of Italgas and Stogit is expected to be reported in the consolidated profit and loss for the third quarter of 2009, with a corresponding increase in net profit pertaining to minorities.

 

 

Disclaimer

This report contains certain forward-looking statements in particular under the section "Outlook" regarding capital expenditures, development and management of oil and gas resources, dividends, share repurchases, allocation of future cash flow from operations, future operating performance, gearing, targets of production and sale growth, new markets, and the progress and timing of projects. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that will or may occur in the future.
Actual results may differ from those expressed in such statements, depending on a variety of factors, including the timing of bringing new fields on stream; management’s ability in carrying out industrial plans and in succeeding in commercial transactions; future levels of industry product supply; demand and pricing; operational problems; general economic conditions; political stability and economic growth in relevant areas of the world; changes in laws and governmental regulations; development and use of new technology; changes in public expectations and other changes in business conditions; the actions of competitors and other factors discussed elsewhere in this document.

Due to the seasonality in demand for natural gas and certain refined products and the changes in a number of external factors affecting Eni’s operations, such as prices and margins of hydrocarbons and refined products, Eni’s results of operations and changes in net borrowings for the first half of the year cannot be extrapolated for the full year.

- 4 -

Contents

ENI INTERIM CONSOLIDATED REPORT / STATISTIC RECAP

  Financial highlights    
 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

108,082

     Net sales from operations  

55,388

    

42,008

    

(13,380

 )  

(24.2

 )

18,517

     Operating profit  

11,970

    

6,372

    

(5,598

 )  

(46.8

 )

21,608

     Adjusted operating profit (a)  

11,471

    

6,303

    

(5,168

 )  

(45.1

 )

8,825

     Net profit (b)  

6,758

    

2,736

    

(4,022

 )  

(59.5

 )

10,164

     Adjusted net profit (a) (b)  

5,296

    

2,661

    

(2,635

 )  

(49.8

 )

21,801

     Net cash provided by operating activities  

9,950

    

7,621

    

(2,329

 )  

(23.4

 )

14,562

     Capital expenditures  

6,759

    

6,844

    

85

    

1.3

  

4,305

     Acquisition of investments and businesses (c)  

1,949

    

2,214

    

265

    

13.6

  

217

     R&D expenditures  

126

    

117

    

(9

 )  

(7.1

 )

116,673

     Total assets at period end  

109,044

    

112,171

    

3,127

    

2.9

  

20,837

     Debts and bonds at period end  

21,323

    

19,873

    

(1,450

 )  

(6.8

 )

48,510

     Shareholders' equity including minority interests at period end  

43,889

    

50,209

    

6,320

    

14.4

  

18,376

     Net borrowings at period end  

16,565

    

18,355

    

1,790

    

10.8

  

66,886

     Net capital employed at period end  

60,454

    

68,564

    

8,110

    

13.4

  
     
 
 
 
        
(a)    For a detailed explanation of adjusted profits (net and operating), that do not include inventory gain/loss and special items, see paragraph "Reconciliation of reported operating profit and reported net profit to results on an adjusted basis".
(b)    Profit attributable to Eni shareholders.
(c)    Net of acquired cash.

 

  Summary financial data    
   

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
      Net profit                            

2.43

     - per ordinary share (a)  

(EUR)

  

1.85

    

0.76

    

(1.09

 )  

(58.9

 )

7.15

     - per ADR (a) (b)  

(USD)

  

5.66

    

2.02

    

(3.64

 )  

(64.3

 )
      Adjusted net profit                            

2.79

     - per ordinary share (a)  

(EUR)

  

1.45

    

0.73

    

(0.72

 )  

(49.7

 )

8.21

     - per ADR (a) (b)  

(USD)

  

4.44

    

1.94

    

(2.50

 )  

(56.3

 )
      Return On Average Capital Employed (ROACE) (c)                            

15.7

     - reported  

(%)

  

23.8

    

8.9

    

(14.9

 )      

17.6

     - adjusted  

(%)

  

19.7

    

13.0

    

(6.7

 )      

0.38

     Leverage      

0.38

    

0.37

    

(0.01

 )      
         
 
 
 
        
(a)    Fully diluted. Ratio of net profit and average number of shares outstanding in the period. Dollar amounts are converted on the basis of the average EUR/USD exchange rate quoted by ECB for the period presented.
(b)    One American Depositary Receipt (ADR) is equal to two Eni ordinary shares.
(c)    Calculated on a 12-month period ending on June 30, 2009, on June 30, 2008 and on December 31, 2008.

 

  Key market indicators    
   

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

96.99

     Average price of Brent dated crude oil (a)      

109.14

    

51.60

    

(57.54

 )  

(52.7

 )

1.471

     Average EUR/USD exchange rate (b)      

1.530

    

1.332

    

(0.198

 )  

(12.9

 )

65.93

     Average price in euro of Brent dated crude oil      

71.33

    

38.74

    

(32.59

 )  

(45.7

 )

6.49

     Average European refining margin (c)      

5.93

    

4.47

    

(1.46

 )  

(24.6

 )

8.85

     Average European refining margin Brent/Ural (c)      

8.64

    

5.09

    

(3.55

 )  

(41.1

 )

4.4

     Average European refining margin in euro      

3.9

    

3.4

    

(0.5

 )  

(13.4

 )

4.6

     Euribor-three-month euro rate  

(%)

  

4.7

    

1.7

    

(3.0

 )  

(63.8

 )

2.9

     Libor-three-month dollar rate  

(%)

  

3.0

    

1.0

    

(2.0

 )  

(66.7

 )
         
 
 
 
        
(a)    In USD per barrel. Source: Platt’s Oilgram.
(b)    Source: ECB.
(c)    In USD per barrel FOB Mediterranean Brent dated crude oil. Source: Eni calculations based on Platt’s Oilgram data.

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Contents

ENI INTERIM CONSOLIDATED REPORT / STATISTIC RECAP

  Summary operating data    
 

  

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
    Exploration & Production                        

1,797

     Production of hydrocarbons  

(kboe/d)

  

1,784

    

1,756

    

(28

 )  

(1.6

 )

1,026

     - Liquids  

(kbbl/d)

  

1,005

    

1,000

    

(5

 )  

(0.5

 )

4,424

     - Natural gas  

(mmcf/d)

  

4,472

    

4,344

    

(128

 )  

(3.1

 )
      Gas & Power                            

104.23

     Worldwide gas sales  

(bcm)

  

53.07

    

52.81

    

(0.26

 )  

(0.5

 )

6.00

     - of which E&P sales (a)  

(bcm)

  

3.32

    

2.95

    

(0.37

 )  

(11.1

 )

85.64

     Gas volumes transported in Italy  

(bcm)

  

45.38

    

38.10

    

(7.28

 )  

(16.0

 )

29.93

     Electricity sold  

(TWh)

  

15.37

    

15.35

    

(0.02

 )  

(0.1

 )
      Refining & Marketing                            

35.84

     Refining throughputs on own account  

(mmtonnes)

  

17.65

    

16.65

    

(1.00

 )  

(5.7

 )

58

     Conversion index  

(%)

  

56

    

59

    

3

    

5.4

  

12.67

     Retail sales of petroleum products in Europe  

(mmtonnes)

  

6.27

    

5.86

    

(0.41

 )  

(6.5

 )

5,956

     Service stations in Europe at period end  

(units)

  

6,373

    

6,018

    

(355

 )  

(5.6

 )

2,502

     Average throughput of service stations in Europe  

(kliters)

  

1,210

    

1,206

    

(4

 )  

(0.3

 )
      Petrochemicals                            

7,372

     Production  

(ktonnes)

  

4,136

    

3,254

    

(882

 )  

(21.3

 )

4,684

     Sales of petrochemical products  

(ktonnes)

  

2,677

    

2,118

    

(559

 )  

(20.9

 )

69

     Average plant utilization rate  

(%)

  

77

    

66

    

(11

 )  

(14.6

 )
      Engineering & Construction                            

13,860

     Orders acquired  

(euro million)

  

5,471

    

5,068

    

(403

 )  

(7.4

 )

19,105

     Order backlog at period end  

(euro million)

  

16,191

    

19,015

    

2,824

    

17.4

  

78,880

     Employees at period end  

(units)

  

76,360

    

78,268

    

1,908

    

2.5

  
         
 
 
 
        
(a)    E&P sales include volumes marketed by the Exploration & Production division in Europe (1.83, 1.32 and 3.36 bcm for the first half of 2008, 2009 and the full year 2008, respectively) and in the Gulf of Mexico (1.49, 1.63 e 2.64 bcm for the first half of 2008, 2009 and the full year 2008, respectively).

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Contents

ENI INTERIM CONSOLIDATED REPORT / OPERATING REVIEW

Exploration & Production

 

 

Key performance indicators  
 

First Half

2008

(euro million)

  

2008

  

2009
   
 

33,042

   Net sales from operations (a)      

17,721

  

11,828

16,239

   Operating profit      

9,043

  

4,152

17,222

   Adjusted operating profit (b)      

9,252

  

4,237

7,900

   Adjusted net profit      

4,073

  

1,916
    Results also include:            

7,488

   - amortization and depreciation      

3,233

  

3,471
    - of which:            

2,057

        exploration expenditures      

1,056

  

920

1,577

        amortization of exploratory drilling expenditures and other      

806

  

770

480

        amortization of geological and geophysical exploration expenses      

150

    

9,281

   Capital expenditures      

4,364

  

4,907

1,918

   - of which: exploration expenditures (c)      

981

  

732

30,362

   Adjusted capital employed, net      

22,763

  

30,489

29.2

   Adjusted ROACE  

(%)

  

34.2

  

21.6
    Production (d)            

1,026

   Liquids (e)  

(kbbl/d)

  

1,005

  

1,000

4,424

   Natural gas  

(mmcf/d)

  

4,472

  

4,344

1,797

   Total hydrocarbons  

(kboe/d)

  

1,784

  

1,756
    Average realizations            

84.05

   Liquids (e)  

($/bbl)

  

95.71

  

48.30

8.01

   Natural gas  

($/mmcf)

  

7.29

  

6.05

68.13

   Total hydrocarbons  

($/boe)

  

73.11

  

42.83

10,891

   Employees at period end  

(units)

  

10,429

  

11,055
   
 
        
(a)    Before elimination of intragroup sales.
(b)    From January 1, 2009, results of the gas storage business are reported within the Gas & Power segment reporting unit following restructuring of Eni’s regulated gas businesses in Italy. Prior period results have been restated accordingly.
(c)    Includes exploration bonuses.
(d)    Includes Eni’s share of equity-accounted entities.
(e)    Includes condensates.

Mineral right portfolio and exploration activities

As of June 30, 2009, Eni’s mineral right portfolio consisted of 1,243 exclusive or shared rights for exploration and development in 39 countries on five continents for a total net acreage of 439,605 square kilometers (415,494 at December 31, 2008). Of these 42,367 square kilometers concerned production and development (39,244 at December 31, 2008). Outside Italy net acreage (416,950 square kilometers) increased by 21,865 square kilometers mainly due to the acquisition of new exploration leases in Algeria, Yemen and the North Sea. In Italy net acreage (22,655 square kilometers) increased by 2,246 square kilometers mainly due to the new leases acquired.
In the first half of 2009, a total of 37 new exploratory wells were drilled (22 of which represented Eni’s share), as compared to 64 exploratory wells completed in the first half of 2008 (31 of which represented Eni’s share). Overall commercial success rate was 37% (36.4% net to Eni), as compared to 38.2% (46% net to Eni) in the first half of 2008.

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ENI INTERIM CONSOLIDATED REPORT / OPERATING REVIEW

Oil and natural gas interests

  December 31, 2008   June 30, 2009
 
 
 

Gross exploration and development acreage (a)

  

Gross exploration and development acreage (a)

  

Net exploration and development acreage (a)

  

Net development acreage (a)

  

Number of interests
 
 
 
 
 
Italy  

25,522

  

28,241

  

22,655

  

12,445

  

169
Outside Italy  

732,976

  

753,734

  

416,950

  

29,922

  

1,074
                     
North Africa                    
Algeria  

2,921

  

19,593

  

17,272

  

1,229

  

37
Egypt  

26,335

  

24,256

  

8,918

  

2,549

  

59
Libya  

36,375

  

36,375

  

18,164

  

994

  

13
Mali  

193,200

  

193,200

  

128,801

      

5
Tunisia  

6,464

  

6,464

  

2,274

  

1,558

  

11
   

265,295

  

279,888

  

175,429

  

6,330

  

125
                     
West Africa                    
Angola  

20,492

  

20,492

  

3,323

  

1,397

  

55
Congo  

15,655

  

15,589

  

8,189

  

1,013

  

25
Gabon  

7,615

  

7,615

  

7,615

      

6
Nigeria  

44,049

  

44,049

  

8,574

  

6,533

  

50
   

87,811

  

87,745

  

27,701

  

8,943

  

136
                     
North Sea                    
Norway  

11,771

  

11,186

  

3,507

  

123

  

51
United Kingdom  

5,207

  

5,472

  

1,557

  

929

  

90
   

16,978

  

16,658

  

5,064

  

1,052

  

141
                     
Caspian Area                    
Kazakhstan  

4,933

  

4,933

  

880

  

453

  

6
Turkmenistan  

200

  

200

  

200

  

200

  

1
   

5,133

  

5,133

  

1,080

  

653

  

7
                     
Rest of the world                    
Australia  

60,486

  

49,482

  

20,694

  

891

  

16
Brazil  

1,389

  

1,389

  

1,067

      

2
China  

899

  

899

  

192

  

103

  

3
Croatia  

1,975

  

1,975

  

988

  

988

  

2
East Timor  

12,224

  

12,224

  

9,779

      

5
Ecuador  

2,000

  

2,000

  

2,000

  

2,000

  

1
India  

24,425

  

25,749

  

9,630

  

416

  

10
Indonesia  

28,605

  

25,929

  

15,858

  

1,064

  

11
Iran  

1,456

  

1,456

  

820

  

820

  

4
Pakistan  

35,938

  

35,819

  

18,788

  

615

  

21
Russia  

6,636

  

6,504

  

3,812

  

3,812

  

5
Saudi Arabia  

51,687

  

51,687

  

25,844

      

1
Trinidad & Tobago  

382

  

382

  

66

  

66

  

1
United States  

11,478

  

11,251

  

6,526

  

907

  

556
Venezuela  

1,556

  

1,556

  

614

  

145

  

3
Yemen  

3,911

  

23,296

  

20,560

      

2
   

245,047

  

251,598

  

137,238

  

11,827

  

643
Other countries  

6,311

  

6,311

  

1,363

  

1,117

  

9
Other countries with only exploration activity  

106,401

  

106,401

  

69,075

      

13
Total  

758,498

  

781,975

  

439,605

  

42,367

  

1,243
 
 
 
 
 
        
(a)    Square kilometers.

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ENI INTERIM CONSOLIDATED REPORT / OPERATING REVIEW

Production

   

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

1,797

     Production of oil and natural gas (a) (b)
(kboe/d)		  

1,784

    

1,756

    

(28

 )  

(1.6

 )

199

     Italy  

205

    

171

    

(34

 )  

(16.6

 )

645

     North Africa  

639

    

581

    

(58

 )  

(9.1

 )

335

     West Africa  

315

    

337

    

22

    

7.0

  

237

     North Sea  

243

    

237

    

(6

 )  

(2.5

 )

123

     Caspian Area  

131

    

133

    

2

    

1.5

  

258

     Rest of the world  

251

    

297

    

46

    

18.3

  

632.0

     Oil an natural gas sold (a)  

313.9

    

308.4

    

(5.5

 )  

(1.8

 )
     
 
 
 
   

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

1,026

     Production of liquids (b)
(kbbl/d)		  

1,005

    

1,000

    

(5

 )  

(0.5

 )

68

     Italy  

71

    

55

    

(16

 )  

(22.5

 )

338

     North Africa  

340

    

297

    

(43

 )  

(12.6

 )

289

     West Africa  

269

    

299

    

30

    

11.2

  

140

     North Sea  

143

    

134

    

(9

 )  

(6.3

 )

81

     Caspian Area  

86

    

86

              

110

     Rest of the world  

96

    

129

    

33

    

34.4

  
     
 
 
 
   

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

4,424

     Production of natural gas (a) (b)
(mmcf/d)		  

4,472

    

4,344

    

(128

 )  

(3.1

 )

750

     Italy  

770

    

666

    

(104

 )  

(13.6

 )

1,762

     North Africa  

1,718

    

1,632

    

(86

 )  

(6.1

 )

261

     West Africa  

261

    

220

    

(41

 )  

(25.0

 )

558

     North Sea  

574

    

588

    

14

    

6.3

  

245

     Caspian Area  

261

    

269

    

8

    

14.3

  

849

     Rest of the world  

888

    

969

    

81

    

8.0

  
     
 
 
 
        
(a)    Includes Eni’s share of production of equity-accounted entities.
(b)    Includes production volumes of natural gas consumed in operations (299 and 284 mmcf/d in the first half of 2009 and 2008, respectively, and 281 mmcf/d in 2008).

Oil and natural gas production for the first half of 2009 (1,756 kboe/d) decreased by 28 kboe/d from the first half of 2008 (down 1.6%) mainly due to OPEC production cuts (down approximately 30 kboe/d), continuing security issues in Nigeria, lower production uplifts associated with weak European gas demand and mature field declines. Those negatives were partially offset by continuing production ramp-up in Angola, Congo, the Gulf of Mexico, Egypt and Venezuela, and the positive price impact reported in the Company’s PSAs (up approximately 60 kboe/d). The share of oil and natural gas produced outside Italy was 90% (89% in the first half of 2008).
Liquids production was 1,000 kbbl/d, a decrease of 5 kbbl/d from the first half of 2008, or 0.5%. Mature fields declines, mainly in Italy and in the North Sea, were partly offset by production increases achieved in Angola, benefiting from production ramp-up at the Saxi-Batuque fields (Eni’s interest 20%), Congo, due to the development of the Ikalou-Ikalou Sud (Eni’s interest 100%) and Awa Paloukou fields (Eni’s interest 90%), and Venezuela, due to the Corocoro (Eni’s interest 26%) production start-up, as well as higher entitlements reported in the Company PSAs as a result of lower oil prices.
Natural gas production (4,344 mmcf/d) decreased by 128 mmcf/d, or 3.1%, mainly in Italy, Nigeria and Libya. Increases were recorded in the Gulf of Mexico, due to lower facility downtime, and in Congo, due to the start-up of the M’Boundi field gas project (Eni operator with a 83% interest).
Oil and gas production sold amounted to 308.4 mmboe. The difference over production (317.8 mmboe) reflected volumes of natural gas consumed in operations (9.4 mmboe).

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ENI INTERIM CONSOLIDATED REPORT / OPERATING REVIEW

Main exploration and development projects

NORTH AFRICA
Algeria In 2009, relevant authorities confirmed the acquisition of the operatorship of the Kerzaz exploration area (Blocks 319a, 321a and 316b) covering a gross acreage of 16,000 square kilometers. Activity start-up is expected in 2009.
Main projects underway are the following: (a) the MLE and CAFC integrated project for the development of Block 405b (Eni’s interest 75%) purchased in 2008 from Canadian company First Calgary. The project provides for the construction of a treatment plant with a capacity of 350 mmcf/d of NGL and 35 kbbl/d of oil. Production start-up is expected in 2011 with a production plateau of approximately 30 kboe/d net to Eni by 2012; (b) the Rom Integrated project, designed to develop the reserves of the ROM Main, ZEA and ROM Nord fields. The project provides for the construction of a new oil treatment plant with start-up in 2012. Current production of 14 kboe/d is expected to reach 32 kboe/d by 2012; (c) the El Merk Synergy project (Eni’s interest 12.25), with the construction of a new treatment plant with a capacity of 600 mmcf/d of NGL and 65 kbbl/d of oil on two trains and production plateau of about 11 kbbl/d net to Eni. In the first half of 2009 nearly all EPC contracts of the project have been awarded. Start-up is expected in 2012.
The Algerian hydrocarbon Law No. 05 of 2007 introduced a higher tax burden for the national oil company Sonatrach that requested to renegotiate the economic terms of certain PSAs in order to restore the initial economic equilibrium. Eni signed an agreement for Block 403 while negotiations are ongoing for Block 401a/402a (Eni’s interest 55%) and Block 208 (Eni’s interest 12.25%). At present, management is not able to foresee the final outcome of such renegotiations.

Egypt In May 2009, Eni and Egypt’s Ministry of Petroleum signed a cooperation agreement to increase and widen cooperation in development activities and start joint activities in training and knowledge management. The agreement has extended the terms of the Belayim field (Eni’s interest 100%) in the Gulf of Suez till 2030. The two partners have also agreed to jointly evaluate a number of industrial initiatives to monetize the natural gas reserves at high depths.
In 2009, in the offshore area of the Nile Delta the Thekah gas field was started up by linking it to existing production facilities. Production is expected to peak at 81 mmcf/d in 2009.
Main projects underway are the following: (i) the second phase at the Denise field through the drilling of additional wells to be linked to the dedicated Denise B platform; (ii) the finalization of the basic engineering for the upgrading of facilities at the Belayim field to recover residual reserves.
Upgrading of the el Gamil compression plant progressed by adding new capacity.
Eni and the partners of the Damietta LNG plant have planned to double the capacity of this facility through the construction of a second train with a treatment capacity of 265 bcf/y of gas. Eni will provide 88 bcf/y to the second train for a period of twenty years. The project is awaiting to be sanctioned by the Egyptian authorities. The reserves have been already identified which are destined to feed the second train, including any additional amounts that must be developed to meet the country’s domestic requirements under existing laws.

Libya The plans for the monetization of gas reserves ratified in the strategic agreements between Eni and NOC are underway: (i) upgrading of plants and facilities of the Western Libyan Gas project (Eni’s interest 50%) in order to increase gas production by 35 bcf/y. Additional 71 bcf/y will be on-stream by 2014 through the installation of a new platform on structure A and an upgrading of the Mellitah plant; (ii) maintaining production profiles at the Wafa and Bahr Essalam fields through increasing compression capacity and drilling additional wells.
Other ongoing development activities concern the A-NC118 field (Eni’s interest 50%) linking it via pipelines to the Wafa/Mellitah plant and with the valorization of associated gas of the Bouri field (Eni’s interest 50%). Purified gas will be shipped by sealine to the nearby Sabratha platform, from here to the Mellitah plant and exported through the GreenStream pipeline.

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ENI INTERIM CONSOLIDATED REPORT / OPERATING REVIEW

Tunisia Development activities progressed at the production platform of the Maamoura (Eni’s interest 49%) and Baraka (Eni’s interest 49%) fields. Start-up is expected in 2009.
The ongoing development projects mainly regarded the optimization of production at the Adam (Eni’s interest 25%), Djebel Grouz (Eni’s interest 50%) and Oued Zar (Eni’s interest 50%) fields, located in the Southern desert area.

WEST AFRICA
Angola In February 2009, Eni signed three agreements as part of the Memorandum of Understanding signed in August 2008 with Angola’s state oil company Sonangol. These agreements provide for: (i) a feasibility study to assess the economics of the utilization of associated gas in feeding a grass-root onshore power plant; (ii) a joint study to evaluate and collect data on certain Angolan onshore basins in view of identifying possible upstream opportunities; (iii) the design of a number of educational and training projects targeting Angolan professionals in the field of development of energy resources.
In May 2009 the Mafumeira field located in Block 0 in Cabinda-Area A (Eni’s interest 9.8%) was started up with peak production at 33 kbbl/d expected in 2012.
Within the activities for reducing gas flaring, projects progressed at the Takula and Nemba fields in Block 0. Flaring-down on Takula is expected in to be completed in 2009. Gas currently flared will be re-injected in the field; condensates will be shipped via a new pipeline to the Malongo treatment plant to be converted into LPG. Development activities at the Nemba field are planned including the drilling of gas injection wells and the installation of a new production platform. Start-up is expected in 2011.
Development at the Landana and Tombua oil fields in offshore Block 14 (Eni’s interest 20%) progressed. Early production is ongoing in the north area of Landana that was linked to the Benguela/Belize-Lobito/Tomboco facilities. Production is expected to peak at 135 kbbl/d (24 net to Eni) in 2011 at the end of drilling program.

Congo In June 2009, Eni acquired a 2.9% stake in the M’Boundi operated field (Eni’s interest 83%) from Courrat. Activities on this field moved forward with the revision of the production schemes and layout to plan application of advanced recovery techniques and a design to monetize associated gas. In the first half of 2009, Eni signed a long term agreement to supply associated gas from M’Boundi to fire the Koilou potassium plant owned by Canadian company MagIndustries and doubled the existing Djeno power plant (Eni’s interest 50%). In addition a new 450 MW power station (Eni’s interest 20%) will be fired with the associated natural gas from M’Boundi as foreseen in the cooperation agreement signed by Eni and the Republic of Congo in 2008.

Nigeria In Blocks OML 60, 61, 62 and 63 (Eni operator with a 20% interest) within the activities aimed at guaranteeing production to feed the Bonny liquefaction plant (Eni’s interest 10.4%), the development of gas reserves continued for increasing capacity at the Obiafu/Obrikom plant as well as the installation of a new treatment plant and transport facilities for carrying 155 mmcm/d net to Eni of feed gas for 20 years. To the same end the development plan of the Tuomo gas field has been progressing along with its linkage to the Ogbainbiri treatment plant.
In Blocks OML 120/121 (Eni operator with a 40% interest), the Oyo oil discovery is under development. The project provides for the installation of an FPSO unit with treatment capacity of 40 kbbl/d and storage capacity of 1 mmbbl. Production start-up is expected in 2009.
Development of the Forcados/Yokri oil and gas field progressed as part of the integrated associated gas gathering project aimed at supplying gas to the Bonny liquefaction plant. Completion is expected in 2009.

NORTH SEA
Norway Exploration activities yielded positive results in Prospecting License 128 (Eni’s interest 11.5%) with the Dompap gas discovery at a depth of approximately 2,750 meters. Appraisal activities are underway.

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ENI INTERIM CONSOLIDATED REPORT / OPERATING REVIEW

In May 2009 following an international bid procedure Eni was awarded in the Barents Sea the operatorship of exploration licenses PL 533 (Eni’s interest 40%) and PL 529 (Eni’s interest 40%) in addition to a 30% stake in PL 532.
In January 2009, production of the Yttergyta field (Eni’s interest 9.8%) started-up at 81 mmcf/d with the completion of development activities.
In July 2009, the Tyrihans field (Eni’s interest 6.23%) was started-up in coincidence with the production decline of Kristin (Eni’s interest 8.25%) which makes spare capacity available to process production from Tyrihans.
In Prospecting License 229 (Eni operator with a 65% interest) appraisal activities of the Goliath oil discovery are underway. The project is progressing according to schedule. Start-up is expected in 2013 with production plateau at 100 kbbl/d. The final investment decision is expected in the second half of 2009.

United Kingdom Exploration activities yielded positive results in Block 22/25a (Eni’s interest 16.95%) with the gas and condensate Culzean discovery near the Elgin/Franklin producing field (Eni’s interest 21.87%). Study of development activities is underway.
Development activities concerned: (i) infilling actions at the Elgin/Franklin, Mac Culloch (Eni’s interest 40%), Jade (Eni’s interest 7%) and Magnus (Eni’s interest 5%) fields targeted to maintain production levels; (ii) progressing activities at the Burgley discovery (Eni’s interest 21.92%) with start-up expected in 2010.
Pre-development activities are underway at the following discoveries: (i) the Jasmine gas field in the J-Block (Eni’s interest 33%) with expected start-up in 2012; (ii) the Laggan-Tormore gas field (Eni’s interest 20%) located in the Shetland Islands with expected start-up in 2013; (iii) the Kinnoul oil and gas field in Block 16/23 (Eni’s interest 16.67%) to be developed in synergy with the production facilities of the Andrew field (Eni’s interest 16.21%) with expected start-up in 2011.

CASPIAN AREA
Kazakhstan - Karachaganak Ongoing development activities concerned: (i) the completion of the fourth treatment unit which will enable to increase export of oil volumes to European markets. Currently non-stabilized oil production is delivered to the Orenburg terminal; (ii) the construction of the Uralsk Gas Pipeline. This new infrastructure, with a length of 150 kilometers, will link the Karachaganak field to the Kazakhstan gas network. Start-up is expected in 2009.
In 2008, the Kazakh authorities approved a tax decree enacting a new duty tax on crude oil exports. In January 2009 the rate applied for the determination of that charge was cleared. In the same month the authorities enacted a new tax code that does not affect the profitability of this project taking into account that certain clauses in the PSA regulating the activities at the field provide the stability of the tax burden for the ventures.

REST OF WORLD
Australia Development activities are underway at the Blacktip gas field (Eni operator with a 100% interest). The development strategy envisages installation of a platform that will be linked to an onshore treatment plant. Start-up is expected in the second half of 2009, peaking at 26 bcf/y in 2010. Natural gas production is destined to supply a power station.

Indonesia Exploration activity yielded positive results with the Jangkrik discovery located in the Muara Bukay Block (Eni’s interest 55%) in the offshore of Borneo.
Eni is also involved in the ongoing joint development of the five discoveries in the Kutei Deep Water Basin area (Eni’s interest 20%). Gas production will be treated at the Bontang LNG plant.

Pakistan In March 2009, Eni signed a Protocol for Cooperation with the government of Pakistan to develop a number of important upstream, midstream and downstream projects in the country. The deal is part of Eni’s growth strategy by identifying new resources. Eni will provide its expertise as well as new technologies developed in the field of exploring for and developing hydrocarbon fields.

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Russia On April 7, 2009 Gazprom exercised its call option to purchase a 20% interest in OAO Gazprom Neft held by Eni based on the existing agreements between the two partners. Total cash consideration amounting to euro 3,070 million (US $4,062 million at the exchange rate of that date) (for further details on this deal, see the discussion on the balance sheet section of the financial review).
On May 15, 2009, Eni and its Italian partner Enel in the 60-40% owned joint-venture OOO SeverEnergia signed a preliminary agreement with Gazprom regarding a call option arrangement on a 51% interest in the venture. OOO SeverEnergia is the parent company of three Russian upstream companies which are presently engaging in exploration and development activities of gas reserves in the Yamal Nenets region, in Siberia. On June 5, 2009, the parties signed the relevant binding agreement. Total cash consideration from this transaction is anticipated to amount to $1.5 billion (Eni’s share being $900 million) and will be paid by Gazprom in two tranches (for further details on this deal, see the discussion on the balance sheet section of the financial review).
The parties also agreed to move forward with the development plan of the Samburskoye field, targeting to achieve first gas by June 2011 and to ramp production up to a plateau of 150 kboe/d within two years. In the next 90 days, the parties will define a plan to obtain all the authorizations, including the extensions of the mineral licenses, from the Russian authority regulating the exploitation of the country's mineral resources. The amendments for some licenses have been issued.
Eni and Gazprom signed new cooperation agreements targeting certain development projects to be conducted jointly in Russia and other countries of interest.

United States - Gulf of Mexico Offshore exploration activities yielded positive results in the following blocks: (i) Block Green Canyon 859 (Eni’s interest 12.5%) with the oil and gas Heidelberg - 1 discovery at a depth of 9,163 meters; (ii) near to the Longhorn field (Eni’s interest 75%) with the Leo appraisal well that will be linked to the existing production facilities.
In May 2009, Eni signed a strategic alliance with Quicksilver Resources Inc, an independent US natural gas producer, to acquire a 27.5% interest in the Alliance area, in the Fort Worth basin, in Texas. The acquisition for cash consideration amounting to $280 million includes gas shale1 production assets with 40 mmbbl of resources base. Production plateau at 10 kboe/d net to Eni is expected in 2011.
The development plan of the Appaloosa discovery (Eni’s interest 100%) was sanctioned. Start-up is expected in 2010 with peak production at 7 kboe/d.
In July 2009, production started-up at the Thunderhawk field, in block Mississippi Canyon 734 (Eni’s interest 25%), through the drilling of underwater wells and linkage to a semi submersible production unit with a treatment capacity of 45 kbbl/d of oil and about 71 mmcf/d of natural gas.
Development activities are nearing completion at the Longhorn field (Eni’s interest 75%) with the installation of a fixed platform linked to 3 underwater wells. Start-up is expected in 2009 with peak production at 29 kboe/d (about 20 net to Eni).

United States - Alaska Ongoing activities concerned the phased development plan of the Nikaitchuq field (Eni’s interest 100%). The project provides for the drilling of onshore and offshore wells and linkage to a treatment plant to be built at Olitok point. First oil is expected in 2010 with production plateau at 26 kboe/d.

Italy Development activities concerned in particular: (i) optimization of producing fields by means of sidetrack and work over activities (Cervia, Giovanna, Antares, Luna and Barbara); (ii) continuation of drilling in the Val d’Agri concession.
Other development activities were: (i) linkage to the Val d’Agri oil treatment plant of the first 3 wells in the Cerro Falcone area. Start-up is expected in October 2009 at approximately 6 kboe/d; (ii) the development of the Annamaria B and Tresauro fields. Start-up is expected in 2009 with peak production of 4 kboe/d at

_______________

(1)   Shale gas is a continuous natural gas reservoir contained within fine grained rocks, dominated by shale.

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Annamaria B. Start-up is expected in the second half of 2009 at Tresauro; (iii) the development of the Guendalina field with start-up in 2010 and peaking production of 3 kboe/d.

Capital expenditures

Capital expenditures of the Exploration & Production division (euro 4,907 million) concerned development of oil and gas reserves (euro 3,651 million) directed mainly outside Italy, in particular Kazakhstan, Egypt, Congo, the United States and Angola. Development expenditures in Italy concerned well drilling program and facilities upgrading in Val d’Agri as well as sidetrack and infilling activities in mature fields. About 96% of exploration expenditures that amounted to euro 732 million were directed outside Italy in particular Libya, the United States, Egypt and Indonesia. In Italy, exploration activities were conducted mainly in the offshore of Sicily.
Acquisition of proved and unproved property concerned mainly the acquisition of a 27.5% stake in the Quicksilver Resources assets and the extension of Eni’s mineral rights in Egypt, following the agreement signed in May 2009 with Egypt’s Ministry of Petroleum.
As compared to the first half of 2008, capital expenditures increased by euro 543 million, up 12.4%, due to higher development expenditures mainly in the United States, Australia, Congo, Italy and Kazakhstan.

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

836

     Acquisition of proved and unproved property  

621

    

477

    

(144

 )  

(23.2

 )

626

     North Africa  

601

    

225

              

210

     West Africa  

13

    

73

              
      Rest of world  

7

    

179

              

1,918

     Exploration  

981

    

732

    

(249

 )  

(25.4

 )

135

     Italy  

71

    

26

    

(45

 )  

(63.4

 )

398

     North Africa  

213

    

234

    

21

    

9.9

  

460

     West Africa  

139

    

117

    

(22

 )  

(15.8

 )

214

     North Sea  

148

    

57

    

(91

 )  

(61.5

 )

28

     Caspian Area  

7

    

15

    

8

    

..

  

683

     Rest of world  

403

    

283

    

(120

 )  

(29.8

 )

6,429

     Development  

2,729

    

3,651

    

922

    

33.8

  

570

     Italy  

259

    

359

    

100

    

38.6

  

1,246

     North Africa  

542

    

674

    

132

    

24.4

  

1,717

     West Africa  

780

    

931

    

151

    

19.4

  

505

     North Sea  

212

    

265

    

53

    

25.0

  

997

     Caspian Area  

435

    

529

    

94

    

21.6

  

1,394

     Rest of world  

501

    

893

    

392

    

78.2

  

98

     Other expenditures  

33

    

47

    

14

    

42.4

  

9,281

        

4,364

    

4,907

    

543

    

12.4

  
     
 
 
 

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Gas & Power

 

 

Key performance indicators  
 

First Half

2008

(euro million)

  

2008

  

2009
   
 

37,062

   Net sales from operations (a)      

16,971

  

17,468

4,030

   Operating profit      

2,425

  

2,116

3,564

   Adjusted operating profit (b)      

2,295

  

2,053

1,309

        Marketing      

1,106

  

987

1,732

        Regulated businesses in Italy      

933

  

859

523

        International transport      

256

  

207

2,655

   Adjusted net profit      

1,659

  

1,485

4,310

   Adjusted pro-forma EBITDA (b)      

2,583

  

2,541

2,271

        Marketing      

1,534

  

1,558

1,284

        Regulated businesses in Italy      

680

  

644

755

        International transport      

369

  

339

2,058

   Capital expenditures      

969

  

751

22,273

   Adjusted capital employed, net      

20,892

  

23,614

12.2

   Adjusted ROACE  

(%)

  

15.4

  

11.1

104.23

   Worldwide gas sales  

(bcm)

  

53.07

  

52.81

6.00

   of which: E&P sales (c)      

3.32

  

2.95

85.64

   Gas volumes transported in Italy  

(bcm)

  

45.38

  

38.10

29.93

   Electricity sold  

(TWh)

  

15.37

  

15.35

11,692

   Employees at period end  

(units)

  

11,685

  

11,623
   
 
        
(a)    Before elimination of intragroup sales.
(b)    From January 1, 2009, results of the gas storage business are reported within the Gas & Power segment reporting unit, within the regulated businesses results, following restructuring of Eni regulated gas businesses in Italy. As of that date, the results of the regulated businesses in Italy therefore include results of the Transport, Distribution, Regasification and Storage activities in Italy. Prior period results have been restated accordingly.
(c)    Exploration & Production sales in Europe and in the Gulf of Mexico.

NATURAL GAS
Supply of natural gas

In the first half of 2009 Eni’s consolidated subsidiaries, including Distrigas’ share amounting to 8.22 bcm, supplied 44.07 bcm of natural gas with a 1 bcm decrease from the first half of 2008, down 2.2%. Excluding the contribution of Distrigas, lower gas sales in particular in Italy related to the economic downturn determined a decline in gas volumes supplied outside Italy of 8.66 bcm mainly (i) from Russia (down 2.74 bcm); (ii) from Algeria (down 2.63 bcm); (iii) supplies destined to the Hungarian market (down 1.33 bcm); (iv) from the Netherlands (down 1.09 bcm). Supplies in Italy (3.48 bcm) declined by 0.56 bcm from the first half of 2008, or 13.9%, due to lower domestic production.

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Supply of natural gas  
 

(bcm)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

8.00

     Italy  

4.04

    

3.48

    

(0.56

 )  

(13.9

 )

22.91

     Russia  

12.65

    

9.91

    

(2.74

 )  

(21.7

 )

19.22

     Algeria (including LNG)  

10.65

    

8.02

    

(2.63

 )  

(24.7

 )

9.87

     Libya  

5.02

    

4.83

    

(0.19

 )  

(3.8

 )

9.83

     Netherlands  

4.25

    

5.39

    

1.14

    

26.8

  

6.97

     Norway  

2.98

    

6.10

    

3.12

    

..

  

3.12

     United Kingdom  

1.47

    

1.50

    

0.03

    

2.0

  

2.84

     Hungary  

1.67

    

0.34

    

(1.33

 )  

(79.6

 )

0.71

     Qatar (LNG)        

1.50

    

1.50

    

..

  

4.07

     Other supplies of natural gas  

1.39

    

2.35

    

0.96

    

69.1

  

2.11

     Other supplies of LNG  

0.95

    

0.65

    

(0.30

 )  

(31.6

 )

81.65

     Outside Italy  

41.03

    

40.59

    

(0.44

 )  

(1.1

 )

89.65

     Total supplies of Eni's consolidated subsidiaries  

45.07

    

44.07

    

(1.00

 )  

(2.2

 )

(0.08

 )   Offtake from (input to) storage  

0.33

    

1.75

    

1.42

    

..

  

(0.25

 )   Network losses and measurement difference  

(0.12

 )  

(0.13

 )  

(0.01

 )  

8.3

  

89.32

     Available for sale by Eni's consolidated subsidiaries  

45.28

    

45.69

    

0.41

    

0.9

  

8.91

     Available for sale by Eni's affiliates  

4.47

    

4.17

    

(0.30

 )  

(6.7

 )

6.00

     E&P volumes  

3.32

    

2.95

    

(0.37

 )  

(11.1

 )

104.23

     Total available for sale  

53.07

    

52.81

    

(0.26

 )  

(0.5

 )
     
 
 
 

TAKE-OR-PAY
In order to meet the medium and long-term demand for natural gas, in particular in the Italian market, Eni entered into long-term purchase contracts with producing countries. The residual average life of the Company’s supply portfolio currently amounts to approximately 20.5 years. Such contracts, which generally contain take-or-pay clauses, will ensure a total of approximately 62.4 bcm/y of natural gas by 2010.
Despite the fact that an increasing portion of natural gas volumes is planned to be sold outside Italy, management believes that in the long-term unfavorable trends in Italian natural gas demand and supply, also due to the increase in import capacity (pipeline upgrading and new LNG plants) that took place in 2008 and the closing of projects in progress or publicly announced by Eni and third parties, as well as the evolution of Italian regulations in the natural gas sector, represent risk factors to the fulfillment of Eni’s obligations in connection with its take-or-pay supply contracts (see "Risk factors and uncertainties" below).
The purchase of Belgian company Distrigas (for details on this deal see "Main development projects for the first half of 2009" below) has entailed a significant expansion of Eni’s supply portfolio with an addition of long-term supplies of approximately 14.7 bcm (Norway, the Netherlands and Qatar) having a residual life of a maximum of 19 years.

Sales of natural gas

In the first half of 2009 natural gas sales were 52.81 bcm, a decrease of 0.26 bcm from the first half of 2008, down 0.5%, driven by lower gas demand in Europe, particularly in Italy, caused by the economic downturn. This negative was partly offset by the contribution of the Distrigas acquisition (up 8.53 bcm). Sales included own consumption, Eni’s share of sales made by equity-accounted entities and upstream sales in Europe and the Gulf of Mexico.
Sales volumes on the Italian market declined by 7.49 bcm, or 26.2%, to 21.11 bcm driven by significantly lower supplies to the power generation business (down 4.04 bcm) and, to a lesser extent, to industrial customers (down 1.12 bcm) dragged down by a deep fall in industrial production, and to wholesalers (down 0.70 bcm) due also to competitive pressure. Lower sales to power generation customers were also caused by greater use of water basins in the production of electricity thus replacing gas-fired production. Sales volumes to the residential sector registered a slight increase (up 0.15 bcm).
International sales were up 7.23 bcm, or 29.5%, to 31.70 bcm, mainly benefiting from the contribution of Distrigas (up 8.53 bcm). Organic growth was achieved in the French market (up 0.62 bcm) where ongoing

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marketing initiatives and a growing customer base helped boost sales and in Northern Europe (up 0.51 bcm). Lower sales volumes resulted from lower sales to importers in Italy (down 1.07 bcm) reflecting the economic downturn in the domestic market and lower consumption in Europe, in particular in the Iberian Peninsula (down 0.38 bcm), Turkey (down 0.32 bcm) and Hungary (down 0.13 bcm).
Sales to markets outside Europe (0.92 bcm) declined by 0.22 bcm from the first half of 2008.
E&P sales in Europe and in the United States (2.95 bcm) decreased by 0.37 bcm, down 11.1%, in particular in Europe.

Gas sales by market  
 

(bcm)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
52.87     ITALY   28.60     21.11     (7.49 )   (26.2 )
7.52     Wholesalers   4.45     3.75     (0.70 )   (15.7 )
3.28     Gas release   2.12     0.65     (1.47 )   (69.3 )
1.89     Italian gas exchange and spot markets   0.52     0.39     (0.13 )   (25.0 )
10.64     Industries   5.80     4.69     (1.11 )   (19.1 )
9.59          Industries   5.21     4.09     (1.12 )   (21.5 )
1.05          Medium-sized enterprises and services   0.59     0.60     0.01     1.7  
17.69     Power generation   9.04     5.00     (4.04 )   (44.7 )
6.22     Residential   3.72     3.87     0.15     4.0  
5.63     Own consumption   2.95     2.76     (0.19 )   (6.4 )
51.36     INTERNATIONAL SALES   24.47     31.70     7.23     29.5  
43.03     Rest of Europe   20.01     27.83     7.82     39.1  
11.25     Importers in Italy   6.84     5.77     (1.07 )   (15.6 )
31.78     European markets   13.17     22.06     8.89     67.5  
7.44          Iberian Peninsula   3.63     3.25     (0.38 )   (10.5 )
5.29          Germany-Austria   2.65     2.68     0.03     1.1  
4.57          Belgium         7.26     7.26     ..  
2.82          Hungary   1.59     1.46     (0.13 )   (8.2 )
3.21          Northern Europe   1.47     1.98     0.51     34.7  
4.93          Turkey   2.64     2.32     (0.32 )   (12.1 )
2.66          France   1.03     2.36     1.33     ..  
0.86          Other   0.16     0.75     0.59     ..  
2.33     Extra European markets   1.14     0.92     (0.22 )   (19.3 )
6.00     E&P in Europe and in the Gulf of Mexico   3.32     2.95     (0.37 )   (11.1 )
104.23     WORLDWIDE GAS SALES   53.07     52.81     (0.26 )   (0.5 )
     
 
 
 

 

Gas sales by entity  
 

(bcm)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
89.32     Sales of consolidated companies   45.28     45.69     0.41     0.9  
52.82     Italy (including own consumption)   28.57     21.11     (7.46 )   (26.1 )
35.61     Rest of Europe   16.32     24.20     7.88     48.3  
0.89     Outside Europe   0.39     0.38     (0.01 )   (2.6 )
8.91     Sales of Eni's affiliates (net to Eni)   4.47     4.17     (0.30 )   (6.7 )
0.05     Italy   0.03           (0.03 )   ..  
7.42     Rest of Europe   3.69     3.63     (0.06 )   (1.6 )
1.44     Outside Europe   0.75     0.54     (0.21 )   (28.0 )
6.00     E&P in Europe and in the Gulf of Mexico   3.32     2.95     (0.37 )   (11.1 )
104.23     WORLDWIDE GAS SALES   53.07     52.81     (0.26 )   (0.5 )
     
 
 
 

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Power

Power Generation
Eni’s electricity generation sites are located in Ferrera Erbognone, Ravenna, Livorno, Taranto, Mantova, Brindisi and Ferrara.
In the first half of 2009, electricity production was 11.22 TWh, down 1.06 TWh or 8.6% from the first half of 2008, due mainly to lower production at the Ferrera Erbognone, Ravenna, Brindisi and Livorno plants, affected by lower demand on the domestic market (down 8%) related to the economic downturn. These declines were offset in part by increased production at the Ferrara plant (Eni’s interest 51%), in connection with the coming on line of two new 390 megawatt combined cycle units, and at the Mantova plant.
Power available in the first half of 2009 was substantially in line with the same period of 2008 due to the effect of the growth in electricity sales (up 1 TWh from the first half of 2008 or 33.7%) as a consequence of lower purchase prices.
At June 30, 2009, installed capacity was 5.3 GW.

Electricity sales
In the first half of 2009, sales of electricity (15.35 TWh) were substantially in line with the first half of 2008 (down 0.02 TWh or 0.1%) and were directed to the free market (81%), the Italian electricity exchange (10%) and industrial sites (9%). Increased marketing activities, contrasting declines in production, supported increased sales on the free market that concerned in particular sales to wholesalers and, to a lower extent, to retail customers. These increases were offset by a decline in sales to large customers due to the economic downturn.

Purchases and availability of electricity  
   

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

4,530

     Purchases of natural gas  

(mmcm)

  

2,350

    

2,202

    

(148

 )  

(6.3

 )

560

     Purchases of other fuels  

(ktoe)

  

302

    

251

    

(51

 )  

(16.9

 )

23.33

     Electricity production  

(TWh)

  

12.28

    

11.22

    

(1.06

 )  

(8.6

 )

10,584

     Steam  

(ktonnes)

  

5,410

    

5,067

    

(343

 )  

(6.3

 )
     
 
 
 

 

Electricity sales  
 

(TWh)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

23.33

     Electricity production  

12.28

    

11.22

    

(1.06

 )  

(8.6

 )

6.60

     Trading of electricity  

3.09

    

4.13

    

1.04

    

33.7

  

29.93

        

15.37

    

15.35

    

(0.02

 )  

(0.1

 )

22.89

     Free market  

11.76

    

12.44

    

0.68

    

5.8

  

3.82

     Italian Exchange for electricity  

1.80

    

1.48

    

(0.32

 )  

(17.8

 )

2.71

     Industrial plants  

1.39

    

1.43

    

0.04

    

2.9

  

0.51

     Other  

0.42

          

(0.42

 )  

..

  

29.93

     Electricity sales  

15.37

    

15.35

    

(0.02

 )  

(0.1

 )
     
 
 
 

Transport and regasification of natural gas

Volumes of gas transported in Italy (38.10 bcm) decreased by 7.28 bcm, or 16.0%, from the first half of 2008 due to lower demand for gas, whose effects were offset in part by higher amounts input in the domestic network destined to domestic storage.
Natural gas volumes transported on behalf of third parties (18.06 bcm) declined slightly (down 0.09 bcm) from the first half of 2008 or 0.5%.

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In the first half of 2009, the LNG terminal in Panigaglia (La Spezia) regasified 0.64 bcm of natural gas (0.91 bcm in the first half of 2008).

Gas volumes transported in Italy  
 

(bcm)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

51.80

     Eni  

27.23

    

20.04

    

(7.19

 )  

(26.4

 )

33.84

     On behalf of third parties  

18.15

    

18.06

    

(0.09

 )  

(0.5

 )

85.64

        

45.38

    

38.10

    

(7.28

 )  

(16.0

 )
     
 
 
 

Storage

In the first half of 2009, the share of modulation capacity used by third parties was 64%. A total of 4.3 bcm were input into Company’s storage deposits (up 0.9 bcm from the first half of 2008), while 6.1 bcm were withdrawn (up 2.4 bcm from the first half of 2008).

Main development projects for the first half of 2009

Marketing
Natural gas
Finalization of the acquisition of Distrigas
On March 19, 2009, the mandatory tender offer on the minorities of Distrigas was finalized. Shareholders representing 41.617% of the share capital of Distrigas, including the second larger shareholder Publigaz SCRL with a 31.25% interest, tendered their shares. The squeeze-out of the residual 1.14% of the share capital was finalized on May 4, 2009. Finally, Distrigas shares have been delisted from Euronext Brussels. The total cash consideration amounting to euro 2,045 million was determined based on the same price paid to Distrigas main shareholder, Suez, on October 2008 to acquire the controlling stake of 57.243%.
As of June 30, 2009, Eni owns the entire share capital of Distrigas, except for one share with special powers owned by the Belgian State.

Projects in the Hewett area
Following the recent acquisition of an interest in Hewett Unit, pre-development activities continued for the offshore storage of gas in the Hewett area (Eni’s interest 89%) located in the Southern Gas Basin in the North Sea, near the Bacton terminal. Maximum working gas reachable is estimated at 5.6 bcm with a production of approximately 60 mmcm/d. Between the end of 2009 and the beginning of 2010 an appraisal well will be drilled whose outcome will provide data to confirm those estimates. The project sanction is expected in the first half of 2010 with start up in 2015.

LNG
USA
Cameron. Eni acquired from US company Sempra a share of the regasification capacity of the Cameron plant located on the banks of the Calcasieu River, approximately 15 miles south of Lake Charles in Louisiana. The capacity entitlement amounts to 6.5 bcm/y, equal to a 40% share of the total plant capacity for a duration of 20 years. Production start up is expected in the third quarter of 2009. This transaction will allow Eni to market the natural gas reserves that it is developing in North Africa and Nigeria on the North American market.

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Pascagoula. Within the upstream project related to the construction of an LNG plant in Angola designed to produce 5.2 mmtonnes of LNG (approximately 7.3 bcm/y) for the North American market, Eni signed a 20-year contract to buy 5.8 bcm/y on the regasification capacity of the plant under construction near Pascagoula in Mississippi, with start up expected within 2011.
At the same time Eni Usa Gas Marketing Llc entered a 20-year contract for the purchase of approximately 0.9 bcm/y of regasified gas downstream the terminal owned by Angola Supply Services, a company whose partners also own Angola LNG.

Regulated businesses in Italy

Sale of Stogit and Italgas to Snam Rete Gas
On June 30, 2009 the parent company Eni SpA concluded the sale of the entire share capital of its fully-owned subsidiaries Italgas SpA and Stoccaggi Gas Italia SpA to its subsidiary Snam Rete Gas. The transaction, which was approved by Eni’s Board of Directors in February 2009, included cash consideration amounting to euro 4,509 million (euro 2,922 million and euro 1,587 million, respectively). Snam Rete Gas funded the transaction by means of: (i) a share capital increase amounting to euro 3.5 billion, which was entirely subscribed to by minorities and Eni for their respective shares; and (ii) arranging medium and long-term financing. The main impact expected on Eni's consolidated financial statements are: (i) as of June 30, 2009 a decrease of euro 1.54 billion was reported in the Group consolidated net borrowings and a corresponding increase in total equity as a consequence of the pro-quota subscription of the Snam Rete Gas capital increase by minorities; (ii) a decrease in Eni’s net profit equal to 45% of the aggregate net profit of Italgas and Stogit is expected to be reported in the consolidated profit and loss for the third quarter of 2009, with a corresponding increase in net profit pertaining to minorities.

Gas distribution activity in the Rome area
Following the sale by the French company Suez SA (now GdF-Suez SA after their merger) of its Belgium subsidiary Distrigas, Eni agreed to sell Suez, on the basis of preliminary negotiations with Italgas, the latter’s distribution activities in the Rome urban area together with other gas and electricity business assets. On May 29, 2008, the related preliminary agreements were signed, including the sales terms for the gas distribution activities. The final agreement for such gas distribution activities was entered into by Italgas and GdF-Suez on October 30, 2008.
The transaction relates to the business unit which distributes gas in the municipalities of Rome, Fiumicino, Ciampino, Marino, Grottaferrata, Rocca di Papa and Frascati (the concession for Rome expires on December 31, 2009), including the distribution networks (spanning roughly 5,300 km) and the related systems, approximately 1.3 million delivery points (equal to approximately 28% of the users served), together with roughly 800 employees.
The set price, based on December 31, 2008, is euro 1,018 million.
The contract provides that execution of the transaction shall take place with the transfer by Italgas of the business unit to Rete Gas Roma Srl (a newco set up on November 26, 2008 wholly owned by Italgas) and is subject to attainment of approval by the Rome municipality authorities of transfer of the concession before June 30, 2009, which date the buyer may extend to August 31, 2009.
The Rome municipal authorities agreed to the transfer of the concession contract to Rete Gas Roma with its communication No. 1231 of June 25, 2009, acknowledging Italgas’ intention to transfer its entire investment in this company to GdF-Suez. The concession covers the distribution of gas in Rome.
On July 6, 2009, the Rome mayor subsequently specified that this communication is the sole document necessary to legitimately and effectively express the municipal authority’s consent to the transaction and that the town council would be informed thereof.
However, on July 13, 2009, GdF-Suez informed Italgas that it did not believe that the conditions for transfer of the Rome urban area gas distribution activities had been met in the established timeframe. Therefore, it decided not to continue with finalization of the acquisition as set out in the contract agreed by the parties on October 30, 2008.
Snam Rete Gas is evaluating the contract’s content to assess what actions could be taken to best protect its interests.

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International Transport

TAG - Russia
The TAG gasline is undergoing an upgrade designed to increase its transport capacity by 6.5 bcm/y from the current 37.4 bcm/y. A first 3.2 bcm/y portion of the upgrade started-up in October 2008 and was assigned to third parties. The second portion of 3.3 bcm/y is expected to start operating in the fourth quarter of 2009. The allocation of additional capacity for 6.5 bcm has been finalized.

Agreement with Gazprom: the South Stream project
On May 15, 2009, based on agreements between Italy and Russia, the original scope of work of the project to build the South Stream pipeline has been enlarged. If the ongoing feasibility study provides a positive outcome the pipeline will import gas from Russia to Europe through the Black Sea. The new agreement between Eni and Gazprom provides for an increase in transport capacity from 31 to 63 bcm/y.
The South Stream pipeline is expected to be composed by two sections: (i) an offshore section crossing the Black Sea from the Russian coast at Beregovaya (the same starting point of the Blue Stream pipeline) to the Bulgarian coast at Varna; (ii) an onshore section crossing Bulgaria for which two options are currently being evaluated: one pointing North West and another one pointing South West. The second option envisages crossing Greece and the Adriatic Sea before linking to the Italian network.

Accident at the TMPC pipeline
Work is ongoing to restore full operations at one of the TMPC five lines damaged by an oil tanker anchor crossing the Sicily channel on December 19, 2008. Transport continued on the remaining lines. Settlements and repayment of damage under current insurance are being defined.

 

 

 

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Regulatory framework

Resolution ARG/gas 159/2008: Tariffs criteria for the 2009-2012 regulated period for the service of gas distribution and measurement and transitional rules for 2009
With resolution ARG 159/2008, the Authority for Electricity and Gas approved a new methodology for determining revenues to natural gas distributing companies that operate through local low pressure networks and serve final customers in the residential and tertiary sector. Starting from January 1, 2009 and for the duration of the three-year regulated period, i.e. until 2012, the resolution provides for the recognition of total revenues for each regulated year amounting to a value that the Authority will set at the time of approving the operators’ requests for distribution tariffs and defined as total revenue cap, representing the maximum remuneration recognized by the Authority to each operator for covering costs borne.
In previous years, revenues were determined by applying tariffs set by the Authority to volumes actually distributed to selling companies in the relevant year.
The resolution also provides for any positive or negative difference between the total revenue cap and revenues resulting from invoices for actually distributed volumes to be regulated through an equalization device making use of credit/debit cards lodged with the Electricity Equalization Exchange.
As a result of the new mechanism, revenues are no longer related to the seasonality of volumes distributed but are constantly apportioned during the year.
The introduction of this new mechanism does not cause a decline in total revenues on a yearly basis.

Legislative Decree No. 78/2009 "Anti-crisis"
Within the framework of measures approved to counter the economic downturn, on June 26, 2009, the Italian Council of Ministers approved the so called "Anti-crisis Decree" whose article 3 concerns measures for reducing the cost of energy for companies and households and introduces the obligation for Eni to make new sales at the virtual exchange point for a total of 5 billion cubic meters of gas (so called gas release).
In particular the decree provides for these sales to be made under non discriminatory competitive procedures (bids) at the terms and conditions decided with proposal of the Authority for Electricity and Gas. The price paid to Eni will be determined with a decree of the Ministry for Economic Development, as suggested by the Authority, taking into account the average prices on the most relevant European markets and the structure of supply costs borne by Eni. Any positive difference between the sale price determined by the procedure of volume allotment and that determined by the Ministry and the Authority will be destined to industrial final customers that showed a high use rate of gas withdrawals in the past three years according to criteria determined by the Ministry.
The decree provides also that the Authority within 90 days from the entry into force of the same decree: (i) introduces degressive elements in transport tariffs for the next regulated period; (ii) reforms the balancing methods by adopting flexibility mechanisms providing advantages to all final customers, including industrial customers; (iii) promotes the supply of peak services and storage for industrial and power generation customers.

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Capital expenditures

In the first half of 2009, capital expenditures in the Gas & Power segment totaled euro 751 million and mainly related to: (i) developing and upgrading Eni’s transport network in Italy (euro 400 million); (ii) developing and upgrading Eni’s distribution network in Italy (euro 144 million); (iii) developing and upgrading Eni’s storage capacity in Italy (euro 132 million); (iv) completion of construction of combined cycle power plants (euro 29 million), in particular at the Ferrara site; (v) the upgrading plan of international pipelines (euro 20 million).

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

1,750

     Italy  

766

    

710

    

(56

 )  

(7.3

 )

308

     Outside Italy  

203

    

41

    

(162

 )  

(79.8

 )

2,058

        

969

    

751

    

(218

 )  

(22.5

 )

198

     Marketing  

82

    

55

    

(27

 )  

(32.9

 )

91

     Marketing  

41

    

26

    

(15

 )  

(36.6

 )

16

          Italy  

13

    

5

    

(8

 )  

(61.5

 )

75

          Outside Italy  

28

    

21

    

(7

 )  

(25.0

 )

107

     Power generation  

41

    

29

    

(12

 )  

(29.3

 )

1,627

     Regulated businesses in Italy  

712

    

676

    

(36

 )  

(5.1

 )

1,130

     Transport  

529

    

400

    

(129

 )  

(24.4

 )

233

     Distribution  

85

    

144

    

59

    

69.4

  

264

     Storage  

98

    

132

    

34

    

34.7

  

233

     International transport  

175

    

20

    

(155

 )  

(88.6

 )

2,058

        

969

    

751

    

(218

 )  

(22.5

 )
     
 
 
 

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Refining & Marketing

 

 

 

Key performance indicators  
 

First Half

2008

(euro million)

  

2008

  

2009
   
 

45,017

     Net sales from operations (a) (b)      

24,240

    

14,121

  

(988

 )   Operating profit      

776

    

287

  

580

     Adjusted operating profit      

109

    

(51

 )

521

     Adjusted net profit      

124

    

(31

 )

965

     Capital expenditures      

350

    

217

  

8,260

     Adjusted capital employed, net      

8,490

    

8,539

  

6.5

     Adjusted ROACE  

(%)

  

2.6

    

4.1

  

35.84

     Refinery throughputs on own account  

(mmtonnes)

  

17.65

    

16.65

  

58

     Conversion index  

(%)

  

56

    

59

  

737

     Balanced capacity of refineries  

(kbbl/d)

  

747

    

757

  

12.67

     Retail sales of petroleum products in Europe  

(mmtonnes)

  

6.27

    

5.86

  

5,956

     Service stations in Europe at period end  

(units)

  

6,373

    

6,018

  

2,502

     Average throughput per service station in Europe  

(kliters)

  

1,210

    

1,206

  

8,327

     Employees at year end  

(units)

  

9,468

    

8,371

  
   
 
        
(a)    From January 1, 2009 Eni adopted IFRIC 13 "Customer Loyalty Programmes" that requires that the award points granted to clients within the related loyalty programmes be accounted as a separate component of the basic transaction, evaluated at their fair value and recognized as revenues when effectively used. Prior period results have been restated accordingly.
(b)    Before elimination of intragroup sales.
(c)    Includes downstream activities in the Iberian Peninsula divested to Galp in October 2008.

Supply and trading

In the first half of 2009, a total of 32.72 mmtonnes of crude were purchased by the Refining & Marketing division (28.77 mmtonnes in the first half of 2008), of which 17.07 mmtonnes from Eni’s Exploration & Production division. Volumes amounting to 9.28 mmtonnes were purchased under long-term supply contracts with producing countries, while 6.37 mmtonnes were purchased on the spot market. Approximately 27% of crude purchased in the first half of 2009 came from West Africa, 20% from European and Asian Russia, 15% from the Middle East, 13% from North Africa, 11% from the North Sea, 5% from Italy, and 9% from other areas.
Approximately 17.22 mmtonnes of crude purchased in the first half of 2009 were resold, up 32.2% from the same period of 2008. In addition, 1.54 mmtonnes of intermediate products were purchased (1.51 mmtonnes in the first half of 2008) to be used as feedstock in conversion plants and 6.97 mmtonnes of refined products (7.42 mmtonnes in the first half of 2008) were purchased to be sold on markets outside Italy (5.67 mmtonnes) and on the domestic market (1.29 mmtonnes) as a complement to available production.

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Purchases

(mmtonnes)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
      Equity crude oil                        
26.14     Eni's production outside Italy   12.23     15.62     3.39     27.7  
3.57     Eni's production in Italy   1.79     1.45     (0.34 )   (19.0 )
29.71         14.02     17.07     3.05     21.8  
      Other crude oil                        
12.09     Purchases on spot markets   8.67     6.37     (2.30 )   (26.5 )
16.11     Purchases under long-term contracts   6.08     9.28     3.20     52.6  
28.20         14.75     15.65     0.90     6.1  
57.91     Total crude oil purchases   28.77     32.72     3.95     13.7  
3.39     Purchases of intermediate products   1.51     1.54     0.03     2.0  
17.42     Purchases of products   7.42     6.97     (0.45 )   (6.1 )
78.72     TOTAL PURCHASES   37.70     41.23     3.53     9.4  
(1.00 )   Consumption for power generation   (0.54 )   (0.46 )   0.08     (14.8 )
(1.04 )   Other changes (a   (0.57 )   (1.42 )   (0.85 )   ..  
76.68         36.59     39.35     2.76     7.5  
     
 
 
 
     
(a)   Includes change in inventories, decrease in transportation, consumption and losses.

Refining

Availability of refined products

(mmtonnes)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
      Italy                        
25.59     At wholly-owned refineries   12.69     11.62     (1.07 )   (8.4 )
(1.37 )   Less input on account of third parties   (0.74 )   (0.25 )   0.49     (66.2 )
6.17     At affiliated refineries   2.96     2.79     (0.17 )   (5.7 )
30.39     Refinery throughputs on own account   14.91     14.16     (0.75 )   (5.0 )
(1.61 )   Consumption and losses   (0.79 )   (0.80 )   (0.01 )   1.3  
28.78     Products available for sale   14.12     13.36     (0.76 )   (5.4 )
2.56     Purchases of refined products and change in inventories   1.59     1.17     (0.42 )   (26.4 )
(1.42 )   Products transferred to operations outside Italy   (0.86 )   (1.17 )   (0.31 )   36.0  
(1.00 )   Consumption for power generation   (0.54 )   (0.46 )   0.08     (14.8 )
28.92     Sales of products   14.31     12.90     (1.41 )   (9.9 )
      Outside Italy                        
5.45     Refinery throughputs on own account   2.74     2.49     (0.25 )   (9.1 )
(0.25 )   Consumption and losses   (0.13 )   (0.13 )   0.00     0.0  
5.20     Products available for sale   2.61     2.36     (0.25 )   (9.6 )
15.14     Purchases of refined products and change in inventories   5.78     5.70     (0.08 )   (1.4 )
1.42     Products transferred from Italian operations   0.86     1.17     0.31     36.0  
21.76     Sales of products   9.25     9.23     (0.02 )   (0.2 )
35.84     Refinery throughputs on own account   17.65     16.65     (1.00 )   (5.7 )
6.98     of which: refinery throughputs of equity crude on own account   3.85     2.67     (1.18 )   (30.6 )
50.68     Total sales of refined products   23.56     22.13     (1.43 )   (6.1 )
26.00     Crude oil sales   13.03     17.22     4.19     32.2  
76.68     TOTAL SALES   36.59     39.35     2.76     7.5  
     
 
 
 

In the first half of 2009, refining throughputs on own account in Italy and outside Italy were 16.65 mmtonnes, down 1 mmtonnes from the first half of 2008, or 5.7%. Volumes processed in Italy decreased by 0.75 mmtonnes, or 5%, mainly at the Gela plant due to the extension of planned refinery downtime, and at the Livorno plant as refinery operations were rescheduled to take account of the weak demand for products. Volumes processed outside Italy declined by 250 ktonnes in particular in the Czech Republic and in Germany due to lower utilization of plant capacity in response to weak market conditions and the

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restructuring of the Ingolstadt facility. Total throughputs in wholly-owned refineries (11.62 mmtonnes) decreased 1.07 mmtonnes, down 8.4%, from the first half of 2008. Approximately 17.9% of volumes of processed crude was supplied by Eni’s Exploration & Production segment (21.8% in the first half of 2008) representing a 3.9 percentage points decrease from 2008, equivalent to a lower volume of 0.85 mmtonnes.

Marketing

In the first half of 2009, sales volumes of refined products (22.13 mmtonnes) were down 1.43 mmtonnes from the first half of 2008, or 6.1%, mainly due to the impact of the divestment to Galp of marketing activities in the Iberian Peninsula late in 2008 (down 1.04 mmtonnes). Excluding this effect, sales volumes of refined products were down approximately 390 ktonnes, or 1.7%, due to lower wholesale sales on the domestic market.

Products sales in Italy and outside Italy by market

(mmtonnes)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
8.81     Retail   4.24     4.41     0.17     4.0  
11.15     Wholesale   5.36     4.66     (0.70 )   (13.1 )
1.70     Petrochemicals   0.95     0.63     (0.32 )   (33.7 )
7.26     Other sales   3.76     3.20     (0.56 )   (14.9 )
28.92     Sales in Italy   14.31     12.90     (1.41 )   (9.9 )
3.22     Retail rest of Europe   1.61     1.45     (0.16 )   (9.9 )
3.94     Wholesale rest of Europe   1.92     1.76     (0.16 )   (8.3 )
0.56     Wholesale outside Italy   0.28     0.21     (0.07 )   (25.0 )
12.52     Other sales   4.40     5.81     1.41     32.0  
20.24     Sales outside Italy   8.21     9.23     1.02     12.4  
49.16     TOTAL SALES   22.52     22.13     (0.39 )   (1.7 )
1.52     Iberian Peninsula   1.04           (1.04 )   ..  
0.64     of which: Retail   0.42           (0.42 )   ..  
0.88     of which: Wholesale   0.62           (0.62 )   ..  
50.68     TOTAL   23.56     22.13     (1.43 )   (6.1 )
     
 
 
 

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Retail and wholesale sales of refined products

(mmtonnes)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
19.96     Italy   9.60     9.07     (0.53 )   (5.5 )
8.81     Retail sales   4.24     4.41     0.17     4.0  
3.11     Gasoline   1.50     1.50              
5.50     Gasoil   2.65     2.80     0.15     5.7  
0.19     LPG   0.09     0.10     0.01     11.1  
0.01     Lubricants         0.01     0.01     ..  
11.15     Wholesale sales   5.36     4.66     (0.70 )   (13.1 )
4.52     Gasoil   2.12     2.04     (0.08 )   (3.8 )
0.85     Fuel Oil   0.42     0.39     (0.03 )   (7.1 )
0.38     LPG   0.18     0.19     0.01     5.6  
0.15     Gasoline   0.06     0.06              
0.12     Lubricants   0.06     0.04     (0.02 )   (33.3 )
1.70     Bunker   0.81     0.67     (0.14 )   (17.3 )
3.43     Other   1.71     1.27     (0.44 )   (25.7 )
7.72     Outside Italy (retail+wholesale)   3.81     3.42     (0.39 )   (10.2 )
2.12     Gasoline   1.05     0.89     (0.16 )   (15.2 )
3.80     Gasoil   1.87     1.75     (0.12 )   (6.4 )
0.47     Jet fuel   0.02     0.17     0.15     ..  
0.23     Fuel Oil   0.11     0.17     0.06     54.5  
0.11     Lubricants   0.06     0.05     (0.01 )   (16.7 )
0.52     LPG   0.26     0.24     (0.02 )   (7.7 )
0.47     Other   0.44     0.15     (0.29 )   (65.9 )
27.68     TOTAL SALES   13.41     12.49     (0.92 )   (6.9 )
1.52     Iberian Peninsula   1.04           (1.04 )   ..  
29.20     TOTAL   14.45     12.49     (1.96 )   (13.6 )
     
 
 
 

Retail sales in Italy
Despite a decrease recorded in domestic consumption, in the first half of 2009, retail sales on the Italian network (4.41 mmtonnes) were up approximately 170 ktonnes from the first half of 2008, or 4%, mainly due to marketing activities ("Iperself" sales and fidelity programs) that sustained a 1.8 percentage point growth in market share from 29.8% to 31.6%. Higher sales mainly regarded gasoil sales, while gasoline sales were substantially in line with the previous period. At June 30, 2009, Eni’s retail network in Italy consisted of 4,461 service stations, 52 more than at 31 December 31, 2008 (4,409 service stations), resulting from the positive balance of acquisitions/releases of lease concessions (67 units), the opening of new service stations (5 units), partly offset by the closing of service stations with low throughput (12 units) and the release of 8 service stations under highway concession.
Average throughput related to gasoline and gasoil (1,216 kliters) registered an increase of 33 kliters from the first half of 2008.
In the first half of 2009, fuel sales of the Blu line – high performance and low environmental impact fuel – declined due to the sensitivity of demand to prices of these products in an environment of economic downturn and high fuel prices on average. Sales of BluDiesel and its reformulated version BluDieselTech amounted to 290 ktonnes (344 mmliters), and represented 10.2% of gasoil sales on Eni’s retail network. At June 30, 2009, service stations marketing BluDiesel totaled 4,105 units (4,095 at 2008 year end) covering approximately 92% of Eni’s network. Retail sales of BluSuper amounted to 40 ktonnes (53 mmliters), were in line with the first half of 2008 and covered 2.6% of gasoline sales on Eni’s retail network. At June 30, 2009, service stations marketing BluSuper totaled 2,674 units (2,631 at December 31, 2008), covering approximately 60% of Eni’s network.
Under the "You&Agip" promotional campaign, launched in March 2007 and lasting 3 years, at December 31, 2008, the number of customers that actively used the card in the period amounted to over 4.5 million. The average number of cards active each month was over 3.1 million. Volumes of fuel marketed under this initiative represented over 47% of total volumes marketed on Eni’s service stations joining the program, and 46% of overall volumes marketed on Eni’s network.

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Retail sales in the Rest of Europe
Excluding the impact of the divestment to Galp of marketing activities in the Iberian Peninsula (down 0.42 mmtonnes), in the first half of 2009 retail sales of refined products marketed in the rest of Europe (1.45 mmtonnes) were down 160 ktonnes from the first half of 2008, or 9.9%, mainly in Germany and Eastern Europe due to a decrease in fuel demand.
At June 30, 2009, Eni’s retail network in the rest of Europe consisted of 1,557 units, an increase of 10 units from December 31, 2008 (1,547 service stations). The network evolution was as follows: (i) a positive balance of acquisitions/releases of leased service station was recorded (up 3 units), with positive changes in Hungary; (ii) 5 service stations were purchased; (iii) 5 new outlets were opened (iv) 3 low throughput service stations were closed. Average throughput (1,177 kliters) decreased by 92 kliters from the first half of 2008.

Wholesale and other sales
In the first half of 2009, sales volumes on wholesale markets in Italy (4.66 mmtonnes) were down 700 ktonnes from the first half of 2008, or 13.1%, reflecting mainly a decrease in jet fuel consumption and in the bunkering market and gasoil sales due to lower industrial consumption reflecting the economic downturn. Sales on wholesale markets in the rest of Europe (1.76 mmtonnes) decreased by 160 ktonnes, or 8.3% (excluding the impact of asset divestments in the Iberian Peninsula), mainly in Germany, Switzerland and in the Czech Republic.
Supplies of feedstock to the petrochemical industry (0.63 mmtonnes) declined by 320 ktonnes due to declining demand.
Other sales (9.01 mmtonnes) increased by 850 ktonnes, or 10.4%, mainly due to higher cargo market activity.

Capital expenditures

In the first half of 2009, capital expenditures in the Refining & Marketing segment amounted to euro 217 million and regarded mainly: (i) refining, supply and logistics (euro 135 million) in Italy, with projects designed to improve the conversion rate and flexibility of refineries, in particular at the Sannazzaro and Taranto refineries, and expenditures on health, safety and environmental upgrades; (ii) upgrade and restructuring of the retail network in Italy (euro 42 million); (iii) upgrade of the retail network and purchase of service stations in the rest of Europe (euro 23 million).
Expenditures on health, safety and the environment amounted to euro 34.4 million.

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

850

     Italy  

318

    

194

    

(124

 )  

(39.0

 )

115

     Outside Italy  

32

    

23

    

(9

 )  

(28.1

 )

965

        

350

    

217

    

(133

 )  

(38.0

 )

630

     Refinery, supply and logistic  

251

    

135

    

(116

 )  

(46.2

 )

630

     Italy  

251

    

135

    

(116

 )  

(46.2

 )

298

     Marketing  

81

    

65

    

(16

 )  

(19.8

 )

183

     Italy  

49

    

42

    

(7

 )  

(14.3

 )

115

     Outside Italy  

32

    

23

    

(9

 )  

(28.1

 )

37

     Other  

18

    

17

    

(1

 )  

(5.6

 )

965

        

350

    

217

    

(133

 )  

(38.0

 )
     
 
 
 

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ENI INTERIM CONSOLIDATED REPORT / OPERATING REVIEW

Petrochemicals

 

 

 

Key performance indicators  
 

First Half

2008

(euro million)

  

2008

  

2009
   
 

6,303

     Net sales from operations (a)      

3,519

    

1,905

  

(845

 )   Operating profit      

(263

 )  

(454

 )

(398

 )   Adjusted operating profit      

(216

 )  

(257

 )

(323

 )   Adjusted net profit      

(162

 )  

(209

 )

212

     Capital expenditures      

68

    

45

  

7,372

     Production  

(ktonnes)

  

4,136

    

3,254

  

4,684

     Sales of petrochemical products      

2,677

    

2,118

  

68.6

     Average plant utilization rate  

(%)

  

77.3

    

66.0

  

6,274

     Employees at period end  

(units)

  

6,485

    

6,158

  
   
 
        
(a)    Before elimination of intragroup sales.

Sales-production-prices

In the first half of 2009, sales of petrochemical products (2,118 ktonnes) decreased by 559 ktonnes from the first half of 2008 (down 20.9%) in all business areas as a result of lower demand for petrochemical products due to a negative market scenario
Petrochemical production (3,254 ktonnes) decreased by 882 ktonnes from the first half of 2008, or 21.3%. In a context of economic downturn, the steep decline in unit margins and sales determined unexpected outages of some plants, in particular in the phenol/cumene plant at Porto Torres.
Nominal production capacity decreased by approximately 4 percentage points from the first half of 2008, due to the shutdown of the Gela and Porto Torres crackers. The average plant utilization rate calculated on nominal capacity decreased by 11 percentage points from 77% to 66%, due to the sharp reductions in production in all main plants. Approximately 41% of total production was directed to Eni’s own production cycle (48% in the first half of 2008). Oil-based feedstock supplied by Eni’s Refining & Marketing Division covered 21% of requirements (23% in the first half of 2008).
Prices of Eni’s main petrochemical products decreased on average by 33%, driven by lower oil prices scenario (Brent down 52.7% from the first half of 2008). Decreases were registered in all business: (i) basic petrochemicals, in particular olefins (down 44 %) aromatics (down 36%) and intermediates (down 35%); (ii) polyethylene (down 34%) and styrene (down 32%) with decreases in all products; (iii) elastomers (down 14%), in particular polybutadienic (down 23%) and SBR-HS rubbers (down 19%).

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Product availability

(ktonnes)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
5,110     Basic petrochemicals   2,914     2,175     (739 )   (25.4 )
965     Styrene and elastomers (a)   509     445     (64 )   (12.6 )
1,297     Polyethylene   713     634     (79 )   (11.1 )
7,372     Production   4,136     3,254     (882 )   (21.3 )
(3,652 )   Consumption of monomers   (1,973 )   (1,350 )   623     (31.6 )
964     Purchases and change in inventories   514     214     (300 )   (58.4 )
4,684         2,677     2,118     (559 )   (20.9 )
     
 
 
 
     
Sales

(ktonnes)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
2,457     Basic petrochemicals   1,437     1,044     (393 )   (27.3 )
938     Styrene and elastomers (a)   519     432     (87 )   (16.8 )
1,289     Polyethylene   721     642     (79 )   (11.0 )
4,684         2,677     2,118     (559 )   (20.9 )
     
 
 
 
     
(a)   From January 2009, results of the styrene business are reported within Basic petrochemicals.

Business Areas

Basic petrochemicals
Basic petrochemicals sales (1,044 ktonnes) decreased by 393 ktonnes from the first half of 2008 (down 27.3%), penalized by a poorer market scenario that negatively affected product demand and lower product availability due to the shutdown of the Porto Torres plant. Main reductions were registered in sales of butadiene (down 71%), phenol (down 70%) and acetone (down 54%).
Production (2,175 ktonnes) declined by 739 ktonnes from the first half of 2008, or 25.4%, due to the shutdown of the phenol/cumene plant at Porto Torres.

Styrene and elastomers
Styrene sales (245 ktonnes) declined by 32 ktonnes from the first half of 2008, (down 11.5%). Sales reductions affected essentially expandable polystyrene (down 20%) and ABS/SAN (down 40%) due to lower demand.
Elastomers sales (187 ktonnes) decreased by 55 ktonnes, down 23%, due to a steep decline in demand, mainly in the automotive sector. Sales decreases were registered mainly in nytrilic (down 55%), EPR (down 39%) and SBR rubbers (down 25%).
Styrene production (246 ktonnes) decreased by 27 ktonnes, or 10%.
Elastomer production (199 ktonnes) decreased by 37 ktonnes (down 15.6%) due to unexpected outages of plants related to a negative market scenario.

Polyethylene
Polyethylene sales (642 ktonnes) decreased by 79 ktonnes, or 11%, from the first half of 2008, reflecting mainly a decline in demand for all products.
Polyethylene production (634 ktonnes) decreased by 79 ktonnes, or 11.1%, concerned mainly HDPE (down 10.5%) due mainly to the shutdown of Porto Torres, EVA (down 20.3%) due to declining demand, as well as LLDPE (down 15.4%).

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Capital expenditures

In the first half of 2009, capital expenditures in the Petrochemicals segment amounted to euro 45 million (euro 68 million in the first half of 2008) and regarded mainly plant upgrades (euro 12 million), environmental protection, safety and environmental regulation compliance (euro 12 million), upkeeping and rationalization (euro 6 million) and extraordinary maintenance (euro 4 million).

 

 

 

 

 

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ENI INTERIM CONSOLIDATED REPORT / OPERATING REVIEW

Engineering & Construction

 

 

Key performance indicators  
 

First Half

2008

(euro million)

  

2008

  

2009
   
 

9,176

   Net sales from operations (a)      

4,211

  

4,881

1,045

   Operating profit      

467

  

580

1,041

   Adjusted operating profit      

467

  

569

784

   Adjusted net profit      

368

  

449

2,027

   Capital expenditures      

977

  

888

16.8

   Adjusted ROACE  

(%)

  

17.1

  

16.1

13,860

   Orders acquired      

5,471

  

5,068

19,105

   Order backlog      

16,191

  

19,015

35,629

   Employees at period end  

(units)

  

32,184

  

35,119
        
(a)    Before elimination of intragroup sales.

Activity for the year
Among the main orders acquired in the first half of 2009 were:

-   an EPC contract on behalf of the joint venture between Eni and Sonatrach for the construction of facilities for the treatment of natural gas extracted from the Menzel Ledjmet East field and from the future developments of the CAFC (Central Area Field Complex) in Algeria;
-   an EPC contract on behalf of Agip KCO as part of the development program of the Kashgagan field related to the hook-up and commissioning of offshore facilities, as well as activities to be executed in the Kuryk construction yard in Kazakhstan;
-   an EPC contract on behalf of Sonatrach for the construction of the GK3 - lot 3 gas pipeline that will connect various cities situated in the north-eastern region of Algeria for a total length of approximately 350 kilometers;
-   an EPIC contract on behalf of Premier Oil Natuna Sea BV for the construction of two platforms and related infrastructures in the Gajah Baru offshore field in Indonesia;
-   an EPC contract on behalf of Sonatrach for the construction of a marine export terminal for the future urea/ammonia plant to be built near Arzew, in Algeria.

Orders acquired in the first half of 2009 amounted to euro 5,068 million, of these projects to be carried out outside Italy represented 93%, while orders from Eni companies amounted to 29% of the total. Order backlog was euro 19,015 million at June 30, 2009 (euro 19,105 million at December 31, 2008). Projects to be carried out outside Italy represented 98% of the total order backlog, while orders from Eni companies amounted to 18% of the total.

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First Half

(euro million)

  

2008

  

2009

  

Change

  

% Ch.
   
 
 
 
Orders acquired   5,471     5,068     (403 )   (7.4 )
Offshore construction   3,419     1,864     (1,555 )   (45.5 )
Onshore construction   1,055     2,340     1,285     ..  
Offshore drilling   213     331     118     55.4  
Onshore drilling   784     533     (251 )   (32.0 )
of which:                        
- Eni   62     1,478     1,416     ..  
- Third parties   5,409     3,590     (1,819 )   (33.6 )
of which:                        
- Italy   455     369     (86 )   (18.9 )
- Outside Italy   5,016     4,699     (317 )   (6.3 )
   
 
 
 
                 

(euro million)

  

Dec. 31, 2008

  

June 30, 2009

  

Change

  

% Ch.
   
 
 
 
Order backlog   19,105     19,015     (90 )   (0.5 )
Offshore construction   4,682     4,349     (333 )   (7.1 )
Onshore construction   9,201     9,135     (66 )   (0.7 )
Offshore drilling   3,759     3,804     45     1.2  
Onshore drilling   1,463     1,727     264     18.0  
of which:                        
- Eni   2,547     3,391     844     33.1  
- Third parties   16,558     15,624     (934 )   (5.6 )
of which:                        
- Italy   435     294     (141 )   (32.4 )
- Outside Italy   18,670     18,721     51     0.3  
   
 
 
 

Capital expenditures

In the first half of 2009 capital expenditures in the Engineering & Construction segment (euro 888 million) mainly regarded:

(i)   Offshore: purchase of the lay barge Piper, the construction of a new pipelayer and the ultra-deep water Field Development Ship FDS2 as well as the development of a new fabrication yard in Indonesia;
(ii)   Offshore drilling: construction of the two semi submersible rigs Scarabeo 8 and 9, the new ultra deep water drillship Saipem 12000 and the jack up Perro Negro 6;
(iii)   Onshore drilling: construction/development of operating structures;
(iv)   Onshore: the maintenance and upgrading of the existing asset base.

 

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

741

     Offshore construction  

385

    

370

    

(15

 )  

(3.9

 )

48

     Onshore construction  

31

    

13

    

(18

 )  

(58.1

 )

785

     Offshore drilling  

449

    

408

    

(41

 )  

(9.1

 )

424

     Onshore drilling  

112

    

97

    

(15

 )  

(13.4

 )

29

     Other expenditures                    

..

  

2,027

     Capital expenditures  

977

    

888

    

(89

 )  

(9.1

 )
     
 
 
 

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Financial Review

 

 

 

 

Profit and loss account

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

108,082

     Net sales from operations (a)  

55,388

    

42,008

    

(13,380

)

  

(24.2

)

728

  

    Other income and revenues  

408

  

  

501

  

   

93

  

  

22.8

  

(80,354

)

    Operating expenses   

(39,506

)

   

(31,597

)

   

7,909

  

   

20.0

   

21

       of which non recurring items                        

  

         

(9,815

)

   Depreciation, depletion, amortization and impairments  

(4,389

)

  

(4,588

)

  

(199

)

  

(4.5

)

(124

)

    Operating income (expense) (b)   

69

      

48

      

(21

)

   

30.4

  

18,517

     Operating profit  

11,970

    

6,372

    

(5,598

)

  

(46.8

)

(640

)

   Finance (expense) income  

(130

)

  

(219

)

  

(89

)

  

(68.5

)

1,373

     Net income from investments  

869

    

358

    

(511

)

  

(58.8

)

19,250

     Profit before income taxes  

12,709

    

6,511

    

(6,198

)

  

(48.8

)

(9,692

)

   Income taxes  

(5,482

)

  

(3,361

)

  

2,121

    

38.7

  

50.3

     Tax rate (%)  

43.1

    

51.6

    

8.5

        

9,558

     Net profit  

7,227

    

3,150

    

(4,077

)

  

(56.4

)
      Attributable to:                        

8,825

     - Eni  

6,758

    

2,736

    

(4,022

)

  

(59.5

)

733

     - minority interest  

469

    

414

    

(55

)

  

(11.7

)
     
 
 
 
     
(a)   From January 1, 2009 Eni adopted IFRIC 13 "Customer Loyalty Programmes" that requires that the award points granted to clients within the related loyalty programmes be accounted as a separate component of the basic transaction, evaluated at their fair value and recognized as revenues when effectively used. Prior period results have been restated accordingly.
(b)   From year 2009, the Company accounts gains and losses on non-hedging commodity derivative instruments, including both fair value re-measurement and settled transactions, as items of operating profit. Adjusted operating profit and net profit only include gains and losses associated with settled transaction, gross and net of the associated tax impact respectively. Prior period results have been restated accordingly.

Net profit
Eni’s net profit for the first half of 2009 was euro 2,736 million, a decrease of euro 4,022 million from the first half of 2008, or 59.5%, mainly due to a decline of euro 5,598 million in operating performance (down 46.8%) against the backdrop of a severe economic downturn mainly affecting the Exploration & Production division results. In addition, the Group results were affected by lower profit reported by equity-accounted entities and a higher consolidated tax rate up from 43.1% to 51.6% mainly due to recently enacted tax regulations that introduced a one-percentage point increase in the tax-rate applicable to Italian companies engaged in the energy sector and enactment of a supplemental tax rate to be added to the Italian statutory tax-rate resulting in higher taxes currently payable amounting to euro 142 million, as well as the circumstance that tax gains related to an adjustment to deferred tax applicable to Italian companies and certain foreign companies, amounting to euro 1 billion were recorded in the first half 2008.

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Adjusted net profit

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
8,825     Net profit attributable to Eni   6,758     2,736     (4,022 )   (59.5 )
723     Exclusion of inventory holding (gain) loss   (783 )   (52 )   731        
616     Exclusion of special items:   (679 )   (23 )   656        
      of which:                        
(21 )   - non recurring items                        
637     - other special items   (679 )   (23 )   656        
10,164     Eni's adjusted net profit (a)   5,296     2,661     (2,635 )   (49.8 )
     
 
 
 
        
(a)    For a detailed explanation of adjusted operating profit and net profit see paragraph "Reconciliation of reported operating profit and reported net profit to results on an adjusted basis".

Eni’s adjusted net profit amounted to euro 2,661 million, a reduction of euro 2,635 million from the first half of 2008 (down 49.8%). Adjusted net profit is calculated by excluding an inventory holding profit of euro 52 million and special gains of euro 23 million net, resulting in an overall adjustment equal to a decrease of euro 75 million.

Special items mainly related to re-measurement gains recorded on fair value evaluation of certain non-hedging commodity derivatives and gains recorded on the divestment of certain oil & gas assets in the Exploration & Production division. These gains were partly offset by impairment charges associated with certain oil & gas properties, petrochemicals plants and the goodwill recognized on marketing assets in the Refining & Marketing division as well as environmental and other risk provisions.

The breakdown of adjusted net profit by division is shown in the table below:

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
7,900     Exploration & Production   4,073     1,916     (2,157 )   (53.0 )
2,655     Gas & Power   1,659     1,485     (174 )   (10.5 )
521     Refining & Marketing   124     (31 )   (155 )   ..  
(323 )   Petrochemicals   (162 )   (209 )   (47 )   (29.0 )
784     Engineering & Construction   368     449     81     22.0  
(279 )   Other activities   (114 )   (100 )   14     12.3  
(539 )   Corporate and financial companies   (139 )   (466 )   (327 )   ..  
76     Impact of unrealized intragroup profit elimination (a   (146 )   31     177     ..  
10,795         5,663     3,075     (2,588 )   (45.7 )
      of which attributable to:                        
631     - Minority interest   367     414     47     12.8  
10,164     - Eni   5,296     2,661     (2,635 )   (49.8 )
     
 
 
 
        
(a)    This item concerned mainly intragroup sales of products, services and capital goods recorded among assets of the purchasing business segment as of period-end.

The decline in the Group adjusted net profit mainly reflected lower results reported by:

-   the Exploration & Production division (down euro 2,157 million, or 53%) reflecting a lower operating performance (down euro 5,015 million, or 54.2%) mainly driven by lower oil and gas realizations in dollar terms (down 49.5% and 16.9%, respectively) and lower sales volumes (down 5.5 million boe, or 1.8%). These negatives were partially offset by the positive impact of the depreciation of the euro against the dollar (down 12.9%).
-   The Gas & Power division (down euro 174 million, or 10.5%) was affected by a weaker operating performance (down euro 242 million, or 10.5%) as marketing and power generation volumes decreased due to lower demand that was affected by the economic slowdown, particularly in Italy. This reduction also reflected a negative impact associated with the settlement of certain non-hedging commodity derivatives resulting in a deeper loss of euro 117 million relating to amounts of gas and electricity that the Gas & Power division expects to supply at fixed prices in future periods. Under applicable accounting principles, the Company is not allowed to bring forward this derivative impact to the future reporting periods where the associated revenues are expected to be recognized. In order to assist investors in assessing this business trend, the

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    Company discloses as an alternative measure of performance, the Gas & Power EBITDA pro-forma adjusted that is used internally to evaluate underlying performance of the Marketing business (see page 45 below). When measured against this performance indicator, the Gas & Power division reported steady results compared to the first half of 2008. Negative trends in marketing activities were partly offset by favorable movements in energy parameters. Results of Regulated businesses in Italy, International transport and equity-accounted entities were negatively affected by lower gas demand.
-   The Refining & Marketing division (down euro 155 million) reported an adjusted operating loss of euro 51 million, down euro 160 million from the first half of 2008, driven by sharply lower refining margin as a result of an unfavorable trading environment. This negative was partially offset by improved results reported by marketing activities in Italy.
-   The Petrochemical division reported a bigger net loss, down euro 47 million (from euro 162 million to euro 209 million) due to a deteriorating operating performance (down euro 41 million), reflecting lower demand on end-markets negatively affecting both volumes and margins.
-   The Engineering & Construction division showed an opposite trend (up euro 81 million, or 22%) reporting a better operating performance (up euro 102 million) driven by the large number of ongoing oil & gas projects that were started during the upward phase of the oil cycle.

Return On Average Capital Employed (ROACE) calculated for the 12-month period ending on June 30, 2009 was 13% which compares to 19.7% for the 12-month period ending on June 30, 2008.

Eni’s results for the first half were driven by lower oil and gas realizations (down 41.4% on average) as Brent price was down 52.7% from the first half of 2008. Eni’s realized refining margins in dollar terms were sharply lower due to a number of negative market trends. First of all, significantly compressed light-heavy crude differentials due to a reduction in heavy crude supplies from OPEC negatively affected the profitability of Eni’s complex refineries. Secondly, the Company’s refining operations have experienced in recent months rapid increases in feedstock costs that have not been recovered in full in the final prices of refined products due to weak industry fundamentals. Eni’s results were supported by the depreciation of the euro against dollar (down 12.9%).

Analysis of Profit and Loss Account Items

Net sales from operations

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
33,042     Exploration & Production   17,721     11,828     (5,893 )   (33.3 )
37,062     Gas & Power   16,971     17,468     497     2.9  
45,017     Refining & Marketing   24,240     14,121     (10,119 )   (41.7 )
6,303     Petrochemicals   3,519     1,905     (1,614 )   (45.9 )
9,176     Engineering & Construction   4,211     4,881     670     15.9  
185     Other activities   95     47     (48 )   (50.5 )
1,331     Corporate and financial companies   643     611     (32 )   (5.0 )
75     Impact of unrealized profit in inventory         (19 )   (19 )   ..  
(24,109 )   Consolidation adjustment   (12,012 )   (8,834 )   3,178        
108,082         55,388     42,008     (13,380 )   (24.2 )
     
 
 
 

Eni’s net sales from operations for the first half of 2009 (euro 42,008 million) decreased by euro 13,380 million from the first half of 2008 (down 24.2%) driven by lower commodity prices in dollar terms, partly offset by the deprecation of the euro against the dollar (down 12.9%).

Revenues generated by the Exploration & Production division (euro 11,828 million) decreased by euro 5,893 million (down 33.3%) due to lower realizations in dollar terms (down 49.5% for oil and down 16.9% for gas). Eni’s oil realization (48.30 $/barrel) were supported for 0.79 $/barrel by the impact of certain commodity derivatives relating to the sale of 21 mmbbl in the first half of 2009 (for more details, see the comment on the Exploration

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ENI INTERIM CONSOLIDATED REPORT / FINANCIAL REVIEW AND TREND INFORMATION

& Production adjusted net profit). Net sales reduction reflected also lower production sold (down 5.5 million of boe, or 1.8%). These negatives were partly offset by the depreciation of the euro against the dollar.

Revenues generated by the Gas & Power division (euro 17,468 million) increased by euro 497 million or 2.9% mainly due to higher average natural gas prices related to time-lags linked to movements in energy parameters as provided in pricing contractual formulae. The increase in gas sales reflecting the contribution of the acquisition of Distrigas (up 8.53 bcm) was more than offset by lower volumes associated with the economic downturn particularly in the Italian market.

Revenues generated by the Refining & Marketing division decreased by euro 10,119 million (down 41.7%) to euro 14,121 million. The reduction was mainly driven by lower commodity prices and lower volumes sold (down 6.1%), partially offset by the depreciation of the euro against the dollar.

Revenues generated by the Petrochemical division (euro 1,905 million) decreased by euro 1,614 million (down 45.9%) from the first half 2008 due to lower sale prices (down 33% on average) and lower volumes sold (down 20.9%) associated with negative demand conditions.

Revenues generated by the Engineering & Construction division (euro 4,881 million) increased by euro 670 million (up 15.9%) from the first half 2008 due to the large number of ongoing oil & gas projects that were started during the upward phase of the oil cycle.

Operating expenses

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
76,350     Purchases, services and other   37,534     29,520     (8,014 )   (21.4 )
      of which:                        
(21 )   - non-recurring items                        
761     - other special items   190     110     (80 )      
4,004     Payroll and related costs   1,972     2,077     105     5.3  
      of which:                        
91     - provision for redundancy incentives   27     38     11        
80,354         39,506     31,597     (7,909 )   (20.0 )
     
 
 
 

Operating expenses reported in the first half of 2009 decreased by euro 7,909 million to euro 31,597 million from the first half of 2008 (down 20%).

Purchases, services and other (euro 29,520 million) decreased by euro 8,014 million (down 21.4%) due to lower supply costs of oil and petrochemical feedstocks, partially offset by the depreciation of the euro against the dollar.

Purchases, services and other include euro 110 million of special items, relating mainly to receivables losses, and environmental and other risk provisions. In the first half of 2008, special items amounting to euro 190 million regarded environmental and risk provisions and receivables losses.

Payroll and related costs (euro 2,077 million) increased by euro 105 million (up 5.3%) due to higher unit labor cost in Italy and outside Italy, an increase in the average number of employees outside Italy, following the consolidation of Distrigas in the Gas & Power division, as well as increased personnel in the Engineering & Construction and Exploration & Production businesses due to higher activity levels.

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Depreciation, depletion, amortization and impairments

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
6,678     Exploration & Production   3,046     3,262     216     7.1  
797     Gas & Power   366     477     111     30.3  
430     Refining & Marketing   218     197     (21 )   (9.6 )
117     Petrochemicals   64     48     (16 )   (25.0 )
335     Engineering & Construction   154     216     62     40.3  
3     Other activities   1     1              
76     Corporate and financial companies   35     40     5     14.3  
(14 )   Impact of unrealized intragroup profit elimination   (6 )   (7 )   (1 )   (16.7 )
8,422     Total depreciation, depletion and amortization   3,878     4,234     356     9.2  
1,393     Impairments   511     354     (157 )   30.7  
9,815         4,389     4,588     199     4.5  
     
 
 
 

Depreciation, depletion and amortization charges (euro 4,234 million) increased by euro 356 million, up 9.2%, mainly in the Exploration & Production division (up euro 216 million), in connection with rising development amortization charges reflecting the consolidation of assets acquired in 2008, and increased expenditures to develop new complex fields. These negatives were partly offset by the depreciation of the euro against the dollar.

Impairment charges of euro 354 million mainly regarded oil & gas properties in the Exploration & Production division due to a changed pricing environment, impairment of goodwill recognized on marketing assets in the Refining & Marketing division, as well as a number of plants in the Petrochemical division due to a worsening pricing/margin environment as a result of lower petrochemical demand and higher competitive pressure.

The breakdown of impairment charges by division is shown in the table below:

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
810     Exploration & Production   187     209     22     11.8  
1     Gas & Power                     ..  
299     Refining & Marketing   149     52     (97 )   (65.1 )
279     Petrochemicals   172     89     (83 )   (48.3 )
      Engineering & Construction   3                    
4     Other activities         4     4     ..  
1,393         511     354     (157 )   (30.7 )
     
 
 
 

Operating profit
The breakdown of reported operating profit by division is provided below:

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
16,239     Exploration & Production   9,043     4,152     (4,891 )   (54.1 )
4,030     Gas & Power   2,425     2,116     (309 )   (12.7 )
(988 )   Refining & Marketing   776     287     (489 )   (63.0 )
(845 )   Petrochemicals   (263 )   (454 )   (191 )   (72.6 )
1,045     Engineering & Construction   467     580     113     24.2  
(346 )   Other activities   (141 )   (177 )   (36 )   (25.5 )
(743 )   Corporate and financial companies   (107 )   (187 )   (80 )   (74.8 )
125     Impact of unrealized intragroup profit elimination   (230 )   55     285        
18,517     Operating profit   11,970     6,372     (5,598 )   (46.8 )
     
 
 
 

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Adjusted operating profit
The breakdown of adjusted operating profit by division is provided below:

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
18,517     Operating profit   11,970     6,372     (5,598 )   (46.8 )
936     Exclusion of inventory holding (gains) losses   (1,078 )   (65 )   1,013        
2,155     Exclusion of special items:   579     (4 )   (583 )      
      of which:                        
(21 )   - non-recurring items                        
2,176     - other special items   579     (4 )   (583 )      
21,608     Adjusted operating profit   11,471     6,303     (5,168 )   (45.1 )
      Breakdown by division:                        
17,222     Exploration & Production   9,252     4,237     (5,015 )   (54.2 )
3,564     Gas & Power   2,295     2,053     (242 )   (10.5 )
580     Refining & Marketing   109     (51 )   (160 )   ..  
(398 )   Petrochemicals   (216 )   (257 )   (41 )   19.0  
1,041     Engineering & Construction   467     569     102     21.8  
(244 )   Other activities   (102 )   (128 )   (26 )   (25.5 )
(282 )   Corporate and financial companies   (104 )   (175 )   (71 )   (68.3 )
125     Impact of unrealized intragroup profit elimination   (230 )   55     285     ..  
21,608         11,471     6,303     (5,168 )   (45.1 )
     
 
 
 

Eni’s adjusted net profit amounted to euro 6,303 million, a reduction of euro 5,168 million from the first half of 2008 (down 45.1%). Adjusted net profit is calculated by excluding an inventory holding profit of euro 65 million and special gains of euro 4 million net, resulting in an overall adjustment equal to a decrease of euro 69 million. This reduction is mainly due to the weaker performance recorded by the following divisions:

-   Exploration & Production (down euro 5,015 million, or 54.2%) mainly driven by lower oil and gas realizations in dollars (down 49.5% and 16.9% respectively). Results for the period were also affected by lower production sales volumes (down 5.5 mmboe). These negatives were partly offset by the depreciation of the euro over the dollar (approximately euro 600 million).
-   Gas & Power (down euro 242 million, or 10.5%) mainly due to lower results recorded by marketing activities due to a weaker gas and electricity demand, particularly in Italy. This reduction also reflected a negative impact associated with the settlement of certain non-hedging commodity derivatives resulting in a deeper loss of euro 117 million relating to amounts of gas and electricity that the Gas & Power division expects to supply at fixed prices in future periods. Under applicable accounting principles, the Company is not allowed to bring forward this derivative impact to the future reporting periods where the associated revenues are expected to be recognized. In order to assist investors in assessing this business trend, the Company discloses as an alternative measure of performance, the Gas & Power EBITDA pro-forma adjusted that is used internally to evaluate underlying performance of the Marketing business (see page 45 below). When measured against this performance indicator, the Gas & Power division reported steady results compared to the first half of 2008. Negative trends in marketing activities were partly offset by favorable movements in energy parameters. Regulated Businesses in Italy and International Transport results were lower.
-   Refining & Marketing (down euro 160 million) reported an adjusted operating loss mainly driven by sharply lower refining margins as a result of an unfavorable trading environment. Marketing activities delivered an improved operating performance.
-   Petrochemicals (down euro 41 million) due to a deteriorating operating performance (down euro 257 million) reflecting lower demand on end-markets, negatively affecting both volumes and margins.

These negatives were partly offset by the better operating performance recorded by the Engineering & Construction division (up euro 102 million, or 21.8%) driven by stable returns and order backlog.

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Finance income (expense)

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change
     
 
 
(824 )   Finance income (expense) related to net borrowings   (401 )   (335 )   66  
(993 )   Finance expense on short and long-term debt   (464 )   (389 )   75  
87     Net interest due to banks   36     17     (19 )
82     Net income from receivables and securities for non-financing operating activities   27     37     10  
(427 )   Income (expense) on derivatives   84     48     (36 )
206     Exchange differences, net   (10 )   (201 )   (191 )
169     Other finance income and expense   96     147     51  
241     Income from equity instruments   118     172     54  
99     Net income from receivables and securities for financing operating activities and interest on tax credits   54     19     (35 )
(249 )   Finance expense due to the passage of time (accretion discount)   (115 )   (82 )   33  
78     Other   39     38     (1 )
(876 )       (231 )   (341 )   (110 )
236     Finance expense capitalized   101     122     21  
(640 )       (130 )   (219 )   (89 )
     
 
 

In the first half of 2009, net finance expenses were recorded amounting to euro 219 million down by euro 89 million from the first half of 2008. This decrease was mainly due to deeper exchange rate losses and lower gains recognized in connection with fair value evaluation through profit and loss of certain derivative instruments on exchange rates (from euro 84 million recorded in the first half of 2008 to euro 48 million in the first half of 2009). These negatives were partly offset by lower finance charges on finance debt due to lower interest rates on both euro-denominated (down 3 percentage points) and dollar loans (down 2 percentage points).
The main financial gain related to the contractual remuneration of 9.4% on the 20% interest in OAO Gazprom Neft, calculated until April 24, 2009, when Gazprom paid for the call option exercised on April 7, 2009. The gain also included the recover of certain financing collateral expenses and other charges for a total amount of euro 172 million ($229 million).

Net income from investments
The table below sets forth the breakdown of net income from investments by division for the first half of 2009:

First Half of 2009 (euro million)  

Exploration & Production

  

Gas & Power

  

Refining & Marketing

  

Engineering & Construction

  

Group
     
 
 
 
 
Share of profit (loss) from equity-accounted entities  

(5

 )  

154

    

39

    

17

    

205
Dividends  

110

    

8

    

16

    

2

    

136
Gains on disposal                    

10

    

10
Other income (expense)  

7

                      

7
   

112

    

162

    

55

    

29

    

358

Net income from investments amounted to euro 358 million and related to: (i) Eni’s share of profit of entities accounted for with the equity method (euro 205 million), mainly in the Gas & Power and Refining & Marketing divisions; (ii) dividends received by entities accounted for at cost (euro 136 million), mainly related to Nigeria LNG Ltd.
The decrease of euro 511 million from the first half of 2008 related to lower profit and dividends from equity or cost-accounted entities in the Gas & Power and Exploration & Production segments driven by unfavorable market and price trends, as well as the circumstance that in 2008 a net gain of euro 187 million on the divestment of interests was recorded in the Engineering & Construction segment.

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The table below sets forth a breakdown of net income/loss from investments for the periods presented:

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change
     
 
 
640     Share of profit (loss) from equity-accounted entities   411     205     (206 )
510     Dividends   270     136     (134 )
217     Gains on disposal   187     10     (177 )
6     Other net income   1     7     6  
1,373         869     358     (511 )
     
 
 

Income taxes

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change
     
 
 
      Profit before income taxes                  
1,894     Italy   3,133     2,062     (1,071 )
17,356     Outside Italy   9,576     4,449     (5,127 )
19,250         12,709     6,511     (6,198 )
      Income taxes                  
313     Italy   406     1,007     601  
9,379     Outside Italy   5,076     2,354     (2,722 )
9,692         5,482     3,361     (2,121 )
      Tax rate (%)                  
16.5     Italy   13.0     48.8     35.8  
54.0     Outside Italy   53.0     52.9     (0.1 )
50.3         43.1     51.6     8.5  
     
 
 

Income taxes were euro 3,361 million, down euro 2,121 million, or 38.7%, mainly reflecting lower income taxes currently payable by subsidiaries in the Exploration & Production division operating outside Italy due to lower taxable profit. This impact was partly offset by increased taxes currently payable by Italian subsidiaries. This increase related to:

-   a supplemental tax rate introduced by an Italian law that enacted the treaty of friendship between the Italian Republic and Libya. This supplemental tax rate is applicable to taxable income of such individual companies that engage in the exploration and production of hydrocarbons, where fixed assets, including both tangible and intangible assets and investments dedicated to oil and gas operations exceed 33% of their respective items in the balance sheet, also having a market capitalization in excess of euro 20 billion. In the first half of 2009, this supplemental tax rate resulted in an increased income taxes currently payable amounting to euro 142 million;
-   a one-percentage point increase in the tax-rate applicable to Italian companies engaged in the energy sector, pursuant to Law Decree No. 112 of June 25, 2008.

Furthermore, the comparison between the firth half 2009 and 2008 is influenced by the circumstance that in 2008 a number of tax gains were recorded for a total amount of euro 1 billion, due to adjustment to deferred taxation relating to certain changes in the tax rules: (i) a gain amounting to euro 537 million was recorded following enactment of Law Decree No. 112 of June 25, 2008 (converted into Law No. 133/2008) requesting energy companies in Italy to state inventories of hydrocarbons at the weighted-average cost for tax purposes and to recognize a one-off tax calculated by applying a special rate of 16% on the difference between the amount of year end inventories of oil, gas and refined products stated at the weighted-average cost with respect to the previous tax base of inventories based on the last-in-first-out method of inventory accounting; (ii) application of the Italian Budget Law for 2008 that provided an increase in limits whereby carrying amounts of assets and liabilities of consolidated subsidiaries can be recognized for tax purposes by paying a one-off tax calculated by applying a special rate of 6% rate resulting in a net positive impact on profit and loss of euro 290 million in the profit and loss 2008; (iii) finally a gain amounting to euro 173 million was recorded in 2008 related to a renewed tax framework in Libya regarding oil companies whereby the tax base of the Company’s Libyan oil properties has been reassessed resulting in the partial utilization of previously accrued deferred tax liabilities.

Adjusted tax rate, calculated as ratio of income taxes to net profit before taxes on an adjusted basis, was 52.1% (52.5% in the first half of 2008).

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Minority interest
Minority interest’s share of profit was euro 414 million and related mainly to Snam Rete Gas SpA (euro 118 million) and Saipem SpA (euro 300 million).

Divisional performance1

Exploration & Production

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
16,239     Operating profit   9,043     4,152     (4,891 )   (54.1 )
983     Exclusion of special items   209     85              
989     - asset impairments   310     220              
4     - gains on disposals of assets         (167 )            
8     - provision for redundancy incentives   2     5              
(18 )   - re-measurement gains/losses on commodity derivatives   (102 )   27              
      - other   (1 )                  
17,222     Adjusted operating profit   9,252     4,237     (5,015 )   (54.2 )
70     Net finance income (expense) (a)   32     83     51        
609     Net income (expense) from investments (a)   263     113     (150 )      
(10,001 )   Income taxes (a)   (5,474 )   (2,517 )   2,957        
55.9     Tax rate (%)   57.3     56.8     (0.5 )      
7,900     Adjusted net profit   4,073     1,916     (2,157 )   (53.0 )
      Results also include:                        
7,488     amortizations and depreciations   3,233     3,471     238     7.4  
      of which:                        
2,057     exploration expenditures   1,056     920     (136 )   (12.9 )
1,577     - amortizations of exploratory drilling expenditure and other   806     770     (36 )   (4.5 )
480     - amortizations of geological and geophysical exploration expenses   250     150     (100 )   (40.0 )
     
 
 
 
        
(a)    From January 1, 2009, results of the gas storage business are reported within the Gas & Power segment reporting unit following restructuring of Eni’s regulated gas businesses in Italy that was approved by the Company’s Board of Directors and is expected to close by mid-year. Prior period results have been restated accordingly.
(b)    Excluding special items.

In the first half of 2009, the Exploration & Production division reported an adjusted operating profit of euro 4,237 million, a decrease of euro 5,015 million from the first half of 2008, down 54.2%, mainly driven by lower oil and gas realizations in dollars (down 49.5% and 16.9% respectively). Results for the period were also affected by lower production sales volumes (down 5.5 mmboe) and higher amortization charges taken in connection with development activities. These negatives were partly offset by the depreciation of the euro over the dollar (approximately euro 600 million).

Special charges excluded by the adjusted operating profit amounted to euro 85 million and comprised impairments of oil & gas properties mainly due to a revision of the commodity price scenario, gains on the divestment of certain exploration and production assets as part of the agreements signed with Suez as well as the re-measurement gains recorded on fair value evaluation of the ineffective portion of certain cash flow hedges.

Liquids and gas realizations decreased on average by 41.4% in dollar terms in the first half of 2009, driven by lower oil prices (Brent declined by 52.7% in the first half of 2009). Eni’s average oil realizations were increased by 0.79 $/bbl in the first half, due to the settlement of certain commodity derivatives relating to the sale of 21 mmbbl. This was part of a derivative transaction the Company entered into to hedge exposure to variability in future cash flows expected from the sale of a portion of the Company’s proved reserves for an original amount of approximately 125.7 mmbbl in the 2008-2011 period, decreasing to 58.7 mmbbl by end of June 2009. These hedging transactions were undertaken in connection with the acquisition of oil and gas assets in Congo and in the Gulf of Mexico that were executed in 2007. Excluding this impact, liquid realizations would have been $47.51 per barrel in the first half of 2009.

_______________

(1)   For a detailed explanation of adjusted operating profit and net profit see the paragraph "Reconciliation of reported operating profit and reported net profit to results on an adjusted basis".

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Eni’s average gas realizations decreased by 16.9% in the first half of 2009, showing a slower pace of decline due to time lags between movements in oil prices and their effect on gas prices (up 3.8% in the first quarter; down 35.4% in the second quarter) as provided by pricing formulae.
Liquid realizations and the impact of commodity derivatives were as follows:

  

First Half
    

2008

  

2009
   
 
Sales volumes  

(mmbbl)

  

182.6

    

187.0
Sales volumes hedged by derivatives (cash flow hedge)      

23.0

    

21.0
Total price per barrel, excluding derivatives  

($/bbl)

  

101.41

    

47.51
Realized gains (losses) on derivatives      

(5.70

 )  

0.79
Total average price per barrel      

95.71

    

48.30
   
 

Gas & Power

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
                               
                               
4,030     Operating profit   2,425     2,116     (309 )   (12.7 )
(429 )   Exclusion of inventory holding (gains) losses   (138 )   294              
(37 )   Exclusion of special items:   8     (357 )            
12     - environmental provisions   14     17              
1     - assets impairments                        
7     - gains on disposals of assets         (5 )            
20     - provisions for redundancy incentives   7     8              
(74 )   - re-measurement gains/losses on commodity derivatives   (11 )   (377 )            
(3 )   - other   (2 )                  
3,564     Adjusted operating profit (a)   2,295     2,053     (242     (10.5 )
1,309     Marketing   1,106     987     (119 )   (10.8 )
1,732     Regulated business in Italy   933     859     (74 )   (7.9 )
523     International transport   256     207     (49 )   (19.1 )
(3 )   Net finance income (expense) (b)   (8 )   (12 )   (4 )      
420     Net income (expense) from investments (b)   233     162     (71 )      
(1,326 )   Income taxes (b)   (861 )   (718 )   143        
33.3     Tax rate (%)   34.2     32.6     (1.6 )      
2,655     Adjusted net profit   1,659     1,485     (174 )   (10.5 )
     
 
 
 
        
(a)    From January 1, 2009, results of the gas storage business are reported within the Gas & Power segment reporting unit, within the regulated businesses results, following restructuring of Eni regulated gas businesses in Italy. As of that date, the results of the regulated businesses in Italy therefore include results of the Transport, Distribution, Re-gasification and Storage activities in Italy. Prior period results have been restated accordingly.
(b)    Excluding special items.

In the first half of 2009 the Gas & Power division reported adjusted operating profit of euro 2,053 million, a decrease of euro 242 million or 10.5% from the first half of 2009, mainly due to lower results recorded by marketing activities (down euro 119 million or 10.8%) due to a weaker gas and electricity demand, particularly in Italy. This reduction also reflected a negative impact associated with the settlement of certain non-hedging commodity derivatives resulting in a deeper loss of euro 117 million relating to amounts of gas and electricity that the Gas & Power division expects to supply at fixed prices in future periods. Under applicable accounting principles, the Company is not allowed to bring forward this derivative impact to the future reporting periods where the associated revenues are expected to be recognized. In order to assist investors in assessing this business trend, the Company discloses as an alternative measure of performance, the Gas & Power EBITDA pro-forma adjusted that is used internally to evaluate underlying performance of the Marketing business (see page 45 below). When measured against this performance indicator, the Gas & Power division reported steady results compared to the first half of 2008.

Regulated Businesses in Italy and International Transport results were lower.

Special items excluded from the adjusted operating profit amounted to euro 357 million (euro 368 million reported by the marketing business and euro 11 million reported by the regulated businesses in Italy) and mainly regarded the re-measurement gains recorded on fair value evaluation of certain non-hedging commodity derivatives (euro 377 million) in marketing activities, environmental provisions and redundancy incentives.

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Adjusted net profit for the first half of 2009 was euro 1,485 million, declining by euro 174 million from the first half of 2008 (down 10.5%) due to a weaker operating performance, as well as lower earnings reported by equity-accounted entities, partly offset by lower taxes currently payable.

Marketing
The marketing business reported adjusted operating profit of euro 987 million for the first half of 2009, a decrease of euro 119 million, or 10.8%, from the first half of 2008 driven by lower sales volumes reported by consolidated subsidiaries as a result of the economic downturn that particularly hit the Italian market where volumes were down 26.1%. The reduction also reflected a negative impact associated with the settlement of certain non-hedging commodity derivatives resulting in a deeper loss of euro 117 million relating to amounts of gas and electricity that the Gas & Power division expects to supply at fixed prices in future periods. Under applicable accounting principles, the Company is not allowed to bring forward this derivative impact to the future reporting periods where the associated revenues are expected to be recognized. In order to assist investors in assessing this business trend, the Company discloses as an alternative measure of performance, the Gas & Power EBITDA pro-forma adjusted that is used internally to evaluate underlying performance of the Marketing business (see page 45 below). When measured against this performance indicator, the Gas & Power division reported steady results compared to the first half of 2008.

These negatives were partly offset by the positive trend results recorded in the second quarter associated with favorable movements in energy parameters and currencies, as well as the circumstance that certain operating expenses were incurred a year ago particularly related to a claim filed by the Authority for Electricity and Gas which reverted application of a favorable tariff regime on electricity productions.

Regulated businesses in Italy
Regulated businesses in Italy reported adjusted operating profit of euro 859 million for the first half of 2009, down euro 74 million, or 7.9% from the same period of 2008 due to weaker results reported by Transport activities (down euro 58 million), caused by a decline in gas demand in Italy, and by the Distribution business (down euro 25 million) which recorded a negative trend mainly driven by the impact of the above mentioned new tariff mechanism set by the Authority for electricity and gas.

The Storage business reported adjusted operating profit of euro 126 million, a slight increase from the first half of 2008 (euro 117 million).

International Transport
This business reported adjusted operating profit of euro 207 million for the first half of 2009, represented a decrease of euro 49 million from the first half of 2008 mainly due to the recognition of the costs incurred to repair and restore to full capacity the underwater TMPC pipeline that was damaged in an accident occurred in December 2008.

 

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ENI INTERIM CONSOLIDATED REPORT / FINANCIAL REVIEW AND TREND INFORMATION

Other performance indicators
Follows a breakdown of the pro-forma adjusted EBITDA by business:

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

4,310

     EBITDA pro-forma adjusted  

2,583

    

2,541

    

42

    

(1.6

 )

2,271

     Marketing  

1,534

    

1,558

    

(24

 )  

1.6

  

119

     of which: +/(-) adjustment on commodity derivatives  

(2

 )  

160

              

1,284

     Regulated businesses in Italy  

680

    

644

    

36

    

(5.3

 )

755

     International transport  

369

    

339

    

30

    

(8.1

 )
     
 
 
 

EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization charges) on an adjusted basis is calculated by adding amortization and depreciation charges to adjusted operating profit which is also modified to take into account certain impacts associated with derivative instruments as discussed below. This performance indicator include adjusted EBITDA of Eni’s wholly owned subsidiaries and Eni’s share of adjusted EBITDA generated by certain affiliates which are accounted for under the equity method for IFRS purposes.
The EBITDA of Snam Rete Gas is calculated according to Eni’s share of equity (55.58% as of June 30, 2009, which takes into account the amount of own shares held in treasury by the subsidiary itself) although being fully consolidated when preparing consolidated financial statements in accordance with IFRS, due to its status of listed company. Also results of Italgas SpA and Stoccaggi Gas SpA are included according to the same share of equity as Snam Rete Gas due to the closing of the restructuring deal which involved Eni’s regulated business in the Italian gas sector whereby the parent company Eni SpA divested the entire share capital of the two subsidiaries to Snam Rete Gas.
In order to calculate the EBITDA pro-forma adjusted, the adjusted operating profit of the marketing business has been modified to take into account the impact of the settlement of certain commodity and exchange rate derivatives that do not meet the formal criteria to be classified as hedges under the IFRS. Those are entered into by the Company in view of certain amounts of gas and electricity that the Company expects to supply at fixed prices in future periods. The impact of those derivatives is allocated to the EBITDA pro-forma adjusted relating to the reporting periods during which those supplies at fixed prices are recognized.
Management believes that the EBITDA pro-forma adjusted is an important alternative measure to assess the performance of Eni’s Gas & Power division taking account of evidence that this division is comparable to European utilities in the gas and power generation sector. This measure is provided with the intent to assist investors and financial analysts in assessing the Eni Gas & Power divisional performance as compared to its European peers, as EBITDA is widely used as the main performance indicator for utilities. The EBITDA pro-forma adjusted is a non-GAAP measure under IFRS.

 

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ENI INTERIM CONSOLIDATED REPORT / FINANCIAL REVIEW AND TREND INFORMATION

Refining & Marketing

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
(988 )   Operating profit   776     287     (489 )   (63.0 )
1,199     Exclusion of inventory holding (gains) losses   (816 )   (467 )            
369     Exclusion of special items:   149     129              
      of which:                        
(21 )   Non-recurring items                        
390     Other special items:   149     129              
76     - environmental provisions   6     22              
299     - asset impairments   149     52              
13     - gains on disposals of assets         1              
      - risk provisions         15              
23     - provisions for redundancy incentives   6     8              
(21 )   - re-measurement gains/losses on commodity derivatives         31              
      - other   (12 )                  
580     Adjusted operating profit   109     (51 )   (160 )   ..  
1     Net finance income (expense)                        
174     Net income (expenses) from investments (a)   64     39     (25 )      
(234 )   Income taxes (a)   (49 )   (19 )   30        
31.0     Tax rate (%)   28.3           (28.3 )      
521     Adjusted net profit   124     (31 )   (155 )   ..  
     
 
 
 
        
(a)    Excluding special items.

The Refining & Marketing division reported adjusted operating loss amounting to euro 51 million for the first half of 2009, a decrease of euro 160 million from the first half of 2008. The reduction was mainly driven by sharply lower refining margin as a result of an unfavorable trading environment. Marketing activities delivered an improved operating performance reflecting market share gains posted by the Italian retailing activities supported by effective marketing campaigns and pricing initiatives, partly offset by lower marketed volumes on both wholesale markets in Italy and retail European markets affected by a weak demand.

Special charges excluded from adjusted operating profit amounted to euro 129 million for the first half of 2009 and mainly related to impairment of goodwill recognized on marketing assets acquired in Central-Eastern Europe, capital expenditure for the period on assets impaired in previous reported years, as well as environmental and risk provisions and re-measurement losses recorded on fair value evaluation of certain not hedging commodity derivatives.

Adjusted net loss for the first half of 2009 was euro 31 million mainly due to a lower operating performance (down euro 160 million) and decreased profits reported by equity-accounted entities. These negatives were partly offset by lower income taxes.

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ENI INTERIM CONSOLIDATED REPORT / FINANCIAL REVIEW AND TREND INFORMATION

Petrochemicals

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
(845 )   Operating profit   (263 )   (454 )   (191 )   (72.6 )
166     Exclusion of inventory holding (gains) losses   (124 )   108              
281     Exclusion of special items:   171     89              
278     - asset impairments   172     89              
(5 )   - gains on disposals of assets                        
      - risk provisions                        
8     - provisions for redundancy incentives         3              
      - re-measurement gains/losses on commodity derivatives         (3 )            
      - other   (1 )                  
(398 )   Adjusted operating profit   (216 )   (257 )   (41 )   (19.0 )
1     Net finance income (expense) (a)                        
(9 )   Net income (expenses) from investments (a)   2           (2 )      
83     Income taxes (a)   52     48     (4 )      
(323 )   Adjusted net profit   (162 )   (209 )   (47 )   (29.0 )
     
 
 
 
        
(a)    Excluding special items.

The Petrochemical division reported an adjusted operating loss of euro 257 million for the first half of 2009, a decrease of euro 41 million from the first half of 2008 reflecting lower demand on end-markets, negatively affecting both volumes and margins.

Special charges excluded from adjusted operating loss of euro 89 million related mainly to impairment of assets, in particular the Sicily and Porto Marghera plants for the production of olefins, aromatics and polyethylene, due to an expected unfavorable trading environment in terms of margins/volumes, affected by lower petrochemical products demand and higher competitive pressures, in connection with new available capacity in the Middle-East.

Engineering & Construction

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
1,045     Operating profit   467     580     113     24.2  
(4 )   Exclusion of special items:         (11 )            
(4 )   - gains on disposals of assets         (1 )            
      - re-measurement gains/losses on commodity derivatives         (10 )            
1,041     Adjusted operating profit   467     569     102     21.8  
1     Net finance income (expense) (a)                        
49     Net income (expenses) from investments (a)   26     19     (7 )      
(307 )   Income taxes (a)   (125 )   (139 )   (14 )      
28.1     Tax rate (%)   25.4     23.6     (2 )      
784     Adjusted net profit   368     449     81     22.0  
     
 
 
 
        
(a)    Excluding special items.

In the first quarter of 2009, the Engineering & Construction division reported an adjusted operating profit increasing by euro 102 million or 21.8%, to euro 569 million, reflecting a better performance recorded in particular in: (i) the offshore construction due to better contractual conditions; (ii) offshore drilling due to higher activity levels of the Scarabeo 3 as well as of the Perro Negro 3 and 7 jack ups and a Tender Assisted Drilling Barge; (iii) onshore construction due to a better operating performance.

Adjusted net profit was euro 449 million, up euro 81 million from the first half of 2008 due to a better operating performance, partly offset by higher income taxes.

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Other activities

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
(346 )   Operating profit   (141 )   (177 )   (36 )   (25.5 )
102     Exclusion of special items:   39     49              
101     - environmental provisions   28     45              
5     - asset impairments   2     4              
(14 )   - gains on disposals of assets         (2 )            
4     - risk provision   20     (4 )            
4     - provisions for redundancy incentives   1     2              
2     - other   (12 )   4              
(244 )   Adjusted operating profit   (102 )   (128 )   (26 )   (25.5 )
(39 )   Net financial income (expense) (a)   (12 )   28     40        
4     Net income (expense) from investments (a)                        
(279 )   Adjusted net profit   (114 )   (100 )   14     12.3  
     
 
 
 
        
(a)    Excluding special items.

Corporate and financial companies

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 
(743 )   Operating profit   (107 )   (187 )   (80 )   (74.8 )
461     Exclusion of special items:   3     12     9        
120     - environmental provisions                        
(9 )   - gains on disposals of assets                        
28     - provisions for redundancy incentives   11     12              
52     - re-measurement gains/losses on commodity derivatives   1                    
270     - other   (9 )                  
(282 )   Adjusted operating profit   (104 )   (175 )   (71 )   (68.3 )
(671 )   Net financial incomes (expenses) (a)   (142 )   (318 )   (176 )      
5     Net income (expenses) from investments (a)                        
409     Income taxes (a)   107     27     (80 )      
(539 )   Adjusted net profit   (139 )   (466 )   (327 )   ..  
     
 
 
 
        
(a)    Excluding special items.

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ENI INTERIM CONSOLIDATED REPORT / FINANCIAL REVIEW AND TREND INFORMATION

NON-GAAP Measures
Reconciliation of reported operating profit and reported net profit to results on an adjusted basis

 

Management evaluates Group and business performance on the basis of adjusted operating profit and adjusted net profit, which are arrived at by excluding inventory holding gains or losses and special items. Further, finance charges on finance debt, interest income, gains or losses deriving from evaluation of certain derivative financial instruments at fair value through profit or loss as they do not meet the formal criteria to be assessed as hedges under IFRS, excluding commodity derivatives, and exchange rate differences are excluded when determining adjusted net profit of each business segment. The taxation effect of the items excluded from adjusted operating or net profit is determined based on the specific rate of taxes applicable to each of them. The Italian statutory tax rate of 34% is applied to finance charges and income (33% in previous reporting periods).
Adjusted operating profit and adjusted net profit are non-GAAP financial measures under either IFRS, or U.S. GAAP. Management includes them in order to facilitate a comparison of base business performance across periods and allow financial analysts to evaluate Eni’s trading performance on the basis of their forecasting models. In addition, management uses segmental adjusted net profit when calculating return on average capital employed (ROACE) by each business segment.

The following is a description of items that are excluded from the calculation of adjusted results.

Inventory holding gain or loss is the difference between the cost of sales of the volumes sold in the period based on the cost of supplies of the same period and the cost of sales of the volumes sold calculated using the weighted average cost method of inventory accounting.

Special items include certain significant income or charges pertaining to either: (i) infrequent or unusual events and transactions, being identified as non-recurring items under such circumstances; or (ii) certain events or transactions which are not considered to be representative of the ordinary course of business, as in the case of environmental provisions, restructuring charges, asset impairments or write ups and gains or losses on divestments even though they occurred in past periods or are likely to occur in future ones. As provided for in Decision No. 15519 of July 27, 2006 of the Italian market regulator (CONSOB), non recurring material income or charges are to be clearly reported in the management’s discussion and financial tables. Also, special items include gains and losses on re-measurement at fair value of certain non-hedging commodity derivatives, including the ineffective portion of cash flow hedges.

Finance charges or income related to net borrowings excluded from the adjusted net profit of business segments are comprised of interest charges on finance debt and interest income earned on cash and cash equivalents not related to operations. In addition gains or losses on the fair value evaluation of abovementioned derivative financial instruments, excluding commodity derivatives, and exchange rate differences are excluded from the adjusted net profit of business segments. Therefore, the adjusted net profit of business segments includes finance charges or income deriving from certain segment-operated assets, i.e., interest income on certain receivable financing and securities related to operations and finance charge pertaining to the accretion of certain provisions recorded on a discounted basis (as in the case of the asset retirement obligations in the Exploration & Production division). Finance charges or interest income and related taxation effects excluded from the adjusted net profit of the business segments are allocated on the aggregate Corporate and financial companies.

For a reconciliation of adjusted operating profit and adjusted net profit to reported operating profit and reported net profit see tables below.

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(euro million)

First Half of 2009   E&P   G&P   R&M   Petrochemicals   Engineering & Construction   Other activities   Corporate and financial companies   Impact of unrealized intragroup profit elimination   Group
   
 
 
 
 
 
 
 
 
Reported operating profit   4,152     2,116     287     (454 )   580     (177 )   (187 )   55     6,372  
Exclusion of inventory holding (gains) losses         294     (467 )   108                             (65 )
Exclusion of special items:                                                      
- environmental charges         17     22                 45                 84  
- asset impairments   220           52     89           4                 365  
- gains on disposal of assets   (167 )   (5 )   1           (1 )   (2 )               (174 )
- risk provisions               15                 (4 )               11  
- provision for redundancy incentives   5     8     8     3           2     12           38  
- re-measurement gains/losses on commodity derivatives   27     (377 )   31     (3 )   (10 )                     (332 )
- other                                 4                 4  
Special items of operating profit   85     (357 )   129     89     (11 )   49     12           (4 )
Adjusted operating profit   4,237     2,053     (51 )   (257 )   569     (128 )   (175 )   55     6,303  
Net finance (expense) income (a)   83     (12 )                     28     (318 )         (219 )
Net income from investments (a)   113     162     39           19                       333  
Income taxes (a)   (2,517 )   (718 )   (19 )   48     (139 )         27     (24 )   (3,342 )
Tax rate (%)   56.8     32.6     ..           23.6                       52.1  
Adjusted net profit   1,916     1,485     (31 )   (209 )   449     (100 )   (466 )   31     3,075  
of which:                                                      
- adjusted net profit of minority interest                                                   414  
- Eni’s adjusted net profit                                                   2,661  
                                                   
Eni reported net profit                                                   2,736  
Exclusion of inventory holding (gains) losses                                                   (52 )
Exclusion of special items                                                   (23 )
Eni’s adjusted net profit                                                   2,661  
        
(a)    Excluding special items.

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(euro million)

First Half of 2008   E&P   G&P   R&M   Petrochemicals   Engineering & Construction   Other activities   Corporate and financial companies   Impact of unrealized intragroup profit elimination   Group
   
 
 
 
 
 
 
 
 
Reported operating profit   9,043     2,425     776     (263 )   467     (141 )   (107 )   (230 )   11,970  
Exclusion of inventory holding (gains) losses         (138 )   (816 )   (124 )                           (1,078 )
Exclusion of special items:                                                      
- environmental charges         14     6                 28                 48  
- asset impairments   310           149     172           2                 633  
- risk provisions                                 20                 20  
- provision for redundancy incentives   2     7     6                 1     11           27  
- re-measurement gains/losses on commodity derivatives   (102 )   (11 )                           1           (112 )
- other   (1 )   (2 )   (12 )   (1 )         (12 )   (9 )         (37 )
Special items of operating profit   209     8     149     171           39     3           579  
Adjusted operating profit   9,252     2,295     109     (216 )   467     (102 )   (104 )   (230 )   11,471  
Net finance (expense) income (a)   32     (8 )                     (12 )   (142 )         (130 )
Net income from investments (a)   263     233     64     2     26                       588  
Income taxes (a)   (5,474 )   (861 )   (49 )   52     (125 )         107     84     (6,266 )
Tax rate (%)   57.3     34.2     28.3           25.4                       52.5  
Adjusted net profit   4,073     1,659     124     (162 )   368     (114 )   (139 )   (146 )   5,663  
of which:                                                      
- adjusted net profit of minority interest                                                   367  
- Eni’s adjusted net profit                                                   5,296  
                                                   
Eni reported net profit                                                   6,758  
Exclusion of inventory holding (gains) losses                                                   (783 )
Exclusion of special items                                                   (679 )
Eni’s adjusted net profit                                                   5,296  
        
(a)    Excluding special items.

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(euro million)

2008   E&P   G&P   R&M   Petrochemicals   Engineering & Construction   Other activities   Corporate and financial companies   Impact of unrealized intragroup profit elimination   Group
   
 
 
 
 
 
 
 
 
Reported operating profit   16,239     4,030     (988 )   (845 )   1,045     (346 )   (743 )   125     18,517  
Exclusion of inventory holding (gains) losses         (429 )   1,199     166                             936  
Exclusion of special items                                                      
of which:                                                      
Non-recurring (income) charges               (21 )                                 (21 )
Other special (income) charges:   983     (37 )   390     281     (4 )   102     461           2,176  
- environmental charges         12     76                 101     120           309  
- asset impairments   989     1     299     278           5                 1,572  
- gains on disposals of assets   4     7     13     (5 )   (4 )   (14 )   (9 )         (8 )
- risk provisions                                 4                 4  
- provision for redundancy incentives   8     20     23     8           4     28           91  
- re-measurement gains/losses on commodity derivatives   (18 )   (74 )   (21 )                     52           (61 )
- other         (3 )                     2     270           269  
Special items of operating profit   983     (37 )   369     281     (4 )   102     461           2,155  
Adjusted operating profit   17,222     3,564     580     (398 )   1,041     (244 )   (282 )   125     21,608  
Net finance (expense) income (a)   70     (3 )   1     1     1     (39 )   (671 )         (640 )
Net income from investments (a)   609     420     174     (9 )   49     4     5           1,252  
Income taxes (a)   (10,001 )   (1,326 )   (234 )   83     (307 )         409     (49 )   (11,425 )
Tax rate (%)   55.9     33.3     31.0           28.1                       51.4  
Adjusted net profit   7,900     2,655     521     (323 )   784     (279 )   (539 )   76     10,795  
of which:                                                      
- adjusted net profit of minority interest                                                   631  
- Eni's adjusted net profit                                                   10,164  
                                                   
Eni's reported net profit                                                   8,825  
Exclusion of inventory holding (gains) losses                                                   723  
Exclusion of special items:                                                   616  
- non-recurring (income) charges                                                   (21 )
- other special (income) charges                                                   637  
Eni's adjusted net profit                                                   10,164  
        
(a)    Excluding special items.

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Breakdown of special items

 

First Half

2008

(euro million)

  

2008

  

2009
   
 

(21

 )   Non-recurring charges (income)            
      of which:            

(21

 )   - provisions and utilizations against on antitrust proceedings and regulations            

2,176

     Other special charges (income):  

579

    

(4

 )

309

          environmental charges  

48

    

84

  

1,572

          asset impairments  

633

    

365

  

(8

 )        gains on disposal of property, plant and equipment        

(174

 )

4

          risk provisions  

20

    

11

  

91

          provision for redundancy incentives  

27

    

38

  

(61

 )        re-measurement gains/losses on commodity derivatives  

(112

 )  

(332

 )

269

          other  

(37

 )  

4

  

2,155

     Special items of operating profit  

579

    

(4

 )

(239

 )   Net income from investments  

(185

 )  

(8

 )
      of which, gain on divestment of:            

(185

 )   - GTT (Gaztransport et Technigaz sas)  

(185

 )      

(1,402

 )   Income taxes  

(1,175

 )  

(11

 )
      of which:            

(270

 )   tax impact pursuant to Law Decree No. 112 of June 25, 2008 for Italian subsidiaries  

(537

 )  

(27

 )

(176

 )   - on inventories  

(443

 )      

(94

 )   - on deferred taxes  

(94

 )  

(27

 )

(290

 )   tax impact pursuant Budget Law 2008 for Italian subsidiaries  

(290

 )      
      adjustment to deferred tax for Italian subsidiaries            

(173

 )   adjustment to deferred tax for Libyan assets  

(173

 )      

(46

 )   other tax items  

(40

 )      

(623

 )   taxes on special items of operating profit  

(135

 )  

16

  

514

     Total special items of net profit  

(781

 )  

(23

 )
      attributable to:            

(102

 )   - Minority interest  

(102

 )      

616

     - Eni  

(679

 )  

(23

 )
   
 

Breakdown of impairment

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change
     
 
 

1,349

     Asset impairment  

511

    

331

    

(180

 )

44

     Goodwill impairment        

23

    

23

  

1,393

     Sub total  

511

    

354

    

(157

 )

179

     Impairment losses on receivables related to non recurring activities  

122

    

11

    

(111

 )

1,572

     Impairment  

633

    

365

    

(268

 )
     
 
 

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Summarized Group balance sheet

The summarized group balance sheet aggregates the amount of assets and liabilities derived from the statutory balance sheet in accordance with functional criteria which consider the enterprise conventionally divided into the three fundamental areas focusing on resource investments, operations and financing. Management believes that this summarized group balance sheet is useful information in assisting investors to assess Eni’s capital structure and to analyze its sources of funds and investments in fixed assets and working capital. Management uses the summarized group balance sheet to calculate key ratios such as return on capital employed (ROACE) and the proportion of net borrowings to shareholders’ equity (leverage) intended to evaluate whether Eni’s financing structure is sound and well-balanced.

Summarized Group balance sheet (a)

 

(euro million)

     
       

Dec. 31, 2008

  

June 30, 2009

  

Change
       
 
 
Fixed assets                  
Property, plant and equipment  

59,255

    

61,199

    

1,944

  
Other assets                  
Inventories - compulsory stock  

1,196

    

1,607

    

411

  
Intangible assets  

7,697

    

8,365

    

668

  
Equity-accounted investments and other investments  

5,881

    

6,044

    

163

  
Receivables and securities held for operating purposes  

1,219

    

1,204

    

(15

 )
Net payables related to capital expenditures  

(787

 )  

(548

 )  

239

  
   

74,461

    

77,871

    

3,410

  
Net working capital                  
Inventories  

6,082

    

5,477

    

(605

 )
Trade receivables  

16,444

    

13,139

    

(3,305

 )
Trade payables  

(12,590

 )  

(10,634

 )  

1,956

  
Tax payables and provision for net deferred tax liabilities  

(5,323

 )  

(4,345

 )  

978

  
Provisions  

(9,506

 )  

(9,225

 )  

281

  
Other current assets and liabilities:                  
Equity instruments  

2,741

          

(2,741

 )
Other (b)  

(4,544

 )  

(2,821

 )  

1,723

  
   

(6,696

 )  

(8,409

 )  

(1,713

 )
Provisions for employee post-retirement benefits  

(947

 )  

(966

 )  

(19

 )
Net assets held for sale including related net borrowings  

68

    

68

        
CAPITAL EMPLOYED, NET  

66,886

    

68,564

    

1,678

  
Shareholders' equity:                  
- Eni shareholder's equity  

44,436

    

46,684

    

2,248

  
- Minority interest  

4,074

    

3,525

    

(549

 )
   

48,510

    

50,209

    

1,699

  
Net borrowings  

18,376

    

18,355

    

(21

 )
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY  

66,886

    

68,564

    

1,678

  
       
 
 
        
(a)    For a reconciliation to the statutory balance sheet see the paragraph "Reconciliation of summarized group balance sheet and summarized group cash flow statement to statutory schemes".
(b)    Include receivables and securities for financing operating activities for euro 582 million at June 30, 2009 (euro 410 million at December 31, 2008) and securities covering technical reserves of Eni's insurance activities for euro 269 million at June 30, 2009 (euro 302 million at December 31, 2008).

At June 30, 2009, net capital employed totaled euro 68,564 million, representing an increase of euro 1,678 million from December 31, 2008.

Fixed assets
Fixed assets amounted to euro 77,871 million, representing an increase of euro 3,410 million from December 31, 2008, reflecting capital expenditures incurred in the period (euro 6,844 million) and recognition of the share of

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goodwill associated with the buyout of the Distrigas minorities (euro 903 million), partly offset by depreciation, depletion, amortization and impairment charges (euro 4,588 million).

The item Intangible assets included among fixed assets, increased by euro 668 million mainly due to the completion of the Distrigas acquisition whereby goodwill increased by Distrigas minorities’ share of goodwill (euro 903 million) following the buyout, thus increasing the total amount of goodwill recognized on the acquisition to euro 2,148 million. In order to test the recoverability of its carrying amount, the Distrigas goodwill has been allocated to the group of cash generating unit forming the European gas market cash generating unit that is expected to benefit from synergies of the acquisition.

The item Investments comprises a 60% interest in Artic Russia (the former Eni Russia BV) amounting to euro 895 million. As of the balance sheet date Artic Russia held 100% interest in three Russian companies acquired on April 4, 2007 in partnership with Enel (Eni 60%, Enel 40%), following award of a bid for Lot 2 in the Yukos liquidation procedure. The three companies – OAO Arctic Gas, OAO Urengoil and OAO Neftegaztechnologiya – engage in exploration and development of gas reserves. Eni and Enel granted to Gazprom a call option to acquire a 51% interest in the three companies to be exercisable by Gazprom within 24 months from the acquisition date. On May 15, 2009 the two partners signed a preliminary agreement with Gazprom regarding the call option arrangement. On June 5, 2009 the parties signed the relevant binding agreement. Total cash consideration from this transaction is anticipated to amount to $1.5 billion (Eni’s share being $900 million) and will be paid by Gazprom in two tranches: (i) the first one is due on the transfer of the shares and is expected to occur in the third quarter of 2009 with the transaction effective from the same date; (ii) the second tranche is due by end of the first quarter of 2010. As a result of the transaction, Eni’s interest in OOO SeverEnergia will be equal to 29.4%.

Net working capital
At June 30, 2009, net working capital amounted to a negative euro 8,409 million, representing a decrease of euro 1,713 million from December 31, 2008, mainly due to the divestment of a 20% interest in OAO Gazprom Neft with a carrying amount of euro 2,741 million following exercise of a call option by Gazprom on April 7, 2009. The 20% interest in Gazprom Neft was acquired by Eni on April 4, 2007 as part of a bid procedure for the assets of bankrupt Russian company Yukos. The exercise price of the call option is equal to the bid price ($3.7 billion) as adjusted by subtracting dividends distributed and adding the contractual yearly remuneration of 9.4% on the capital employed and financing collateral expenses. Total cash consideration amounting to euro 3,070 million ($4.06 billion, increasing to approximately euro 3.16 billion or $4.2 billion when including the 2008 dividend) was paid by Gazprom on April 24, 2009.

The reduction reflected also: (i) a decrease reported in oil and petroleum products inventories due to the impact of sharply lower oil and product prices on the evaluation of inventories on the basis of the weighted-average cost method. As of June 30, 2009 also underlying gas inventories decreased; however management expects to re-build up gas volumes in inventory by end of the year; (ii) a reduction of euro 1,349 million in the balance between trade receivables and payables, reflecting lower sales driven by lower commodity prices.

These changes have been partly offset by the following increases:

-   a reduction was reported in the item Other liabilities (down euro 1,723 million) associated with the cancellation of the put option awarded to Publigaz SCRL in 2008 as accounted in Eni 2008 financial statements (euro 1,495 million) following Publigaz tendering its 31.25% share in Distrigas to Eni as part of Eni’s mandatory buy-out of Distrigas minorities. This put option was carried at the same price provided in the public tender offer.
This impact has been partially compensated by:
   

(i)

   a negative change amounting to euro 274 million (from a negative euro 28 million as of December 31, 2008, to a negative euro 465 million as of June 30, 2009; or from euro 28 million to euro 302 million, net of taxes) in fair

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        value of certain derivative instruments Eni entered into to hedge exposure to variability in future cash flows deriving from the sale in the 2008/2011 period of approximately 2% of Eni’s proved reserves as of December 31, 2006 corresponding to 125.7 mmbbl, decreasing to 58.7 mmboe as of end of June 2009 due to transactions settled in the first half. These hedging transactions were undertaken in connection with acquisitions of oil and gas assets in the Gulf of Mexico and Congo in 2007. The effective portion of changes in fair value of these hedges is recognized directly in equity, whilst the ineffective portion is recognized in profit and loss;
    (ii)   a reduction was finally recorded in tax payables and provision for net deferred tax liabilities (down euro 978 million) due to the payment of the balance of income taxes by Italian subsidiaries occurred in June, partly offset by income taxes accrued for the first half.

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Return On Average Capital Employed (ROACE)

Return on Average Capital Employed for the Group, on an adjusted basis is the return on the Group average capital invested, calculated as ratio between net adjusted profit before minority interest, plus net finance charges on net borrowings net of the related tax effect, and net average capital employed. The tax rate applied on finance charges is the Italian statutory tax rate of 34% effective from January 1, 2009 (33% in previous reporting periods). The capital invested as of period-end used for the calculation of net average capital invested is obtained by deducting inventory gains or losses as of in the period, net of the related tax effect. ROACE by division is determined as the ratio between adjusted net profit and net average capital invested pertaining to each division and rectifying the net capital invested as of period-end, from net inventory gains or losses (after applying the division specific tax rate).

Calculated on a 12-month period ending on
June 30, 2009

  

(euro million)

  

Exploration
& Production

  

Gas
& Power

  

Refining
& Marketing

  

Group
       
 
 
 
Adjusted net profit   5,743   2,481   366   8,207
Exclusion of after-tax finance expenses/interest income   -   -   -   243
Adjusted net profit unlevered   5,743   2,481   366   8,450
Adjusted capital employed, net:                
- at the beginning of period   22,763   21,017   9,466   60,454
- at the end of period   30,489   23,614   8,539   70,018
Adjusted average capital employed, net   26,626   22,316   9,003   65,236
ROACE adjusted (%)   21.6   11.1   4.1   13.0
       
 
 
 

 

Calculated on a 12-month period ending on
June 30, 2008

  

(euro million)

  

Exploration
& Production

  

Gas
& Power

  

Refining
& Marketing

  

Group
       
 
 
 
Adjusted net profit   7,468   3,085   183   10,605
Exclusion of after-tax finance expenses/interest income   -   -   -   325
Adjusted net profit unlevered   7,468   3,085   183   10,930
Adjusted capital employed, net:                
- at the beginning of period   20,872   19,257   5,775   51,418
- at the end of period   22,763   20,892   8,490   59,282
Adjusted average capital employed, net   21,818   20,075   7,133   55,350
ROACE adjusted (%)   34.2   15.4   2.6   19.7
       
 
 
 

 

Calculated on a 12-month period ending on
December 31, 2008

  

(euro million)

  

Exploration
& Production

  

Gas
& Power

  

Refining
& Marketing

  

Group
       
 
 
 
Adjusted net profit   7,900   2,655   521   10,795
Exclusion of after-tax finance expenses/interest income   -   -   -   335
Adjusted net profit unlevered   7,900   2,655   521   11,130
Adjusted capital employed, net:                
- at the beginning of period   23,826   21,333   7,675   59,194
- at the end of period   30,362   22,273   8,260   67,609
Adjusted average capital employed, net   27,094   21,803   7,968   63,402
ROACE adjusted (%)   29.2   12.2   6.5   17.6
       
 
 
 

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Leverage and net borrowings
Leverage is a measure of a company’s level of indebtedness, calculated as the ratio between net borrowings which is calculated by excluding cash and cash equivalents and certain very liquid assets from financial debt and shareholders’ equity, including minority interests. Management makes use of leverage in order to assess the soundness and efficiency of the Group balance sheet in terms of optimal mix between net borrowings and net equity, and to carry out benchmark analysis with industry standards.

 

(euro million)

      

Dec. 31, 2008

  

June 30, 2009

  

Change
       
 
 
Total debt  

20,837

    

19,873

    

(964

 )
- Short-term debt  

6,908

    

5,682

    

(1,226

 )
- Long-term debt  

13,929

    

14,191

    

262

  
Cash and cash equivalents  

(1,939

 )  

(1,340

 )  

599

  
Securities held for non-operating purposes  

(185

 )  

(107

 )  

78

  
Financing receivables for non-operating purposes  

(337

 )  

(71

 )  

266

  
Net borrowings  

18,376

    

18,355

    

(21

 )
Shareholders' equity including minority interest  

48,510

    

50,209

    

1,699

  
Leverage  

0.38

    

0.37

    

(0.01

 )
       
 
 

Net borrowings at June 30, 2009 amounted to euro 18,355 million, a decrease of euro 21 million from December 31, 2008.

Total debt amounted to euro 19,873 million, of which euro 5,682 million were short/term (including the portion of long/term debt due within 12 months for euro 1,208 million) and euro 14,191 million were long/term.
Ratio of net borrowings to shareholders equity including minority interest – leverage – decreased to 0.37 at June 30, 2009 from 0.38 as of December 31, 2008.

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Comprehensive income

(euro million)

  

First Half
   

2008

  

2009
   
 
Net profit (loss)  

7,227

    

3,150

  
Other items of the net profit (loss):            
Foreign currency translation differences  

(1,312

 )  

(443

 )
Change in the fair value of available-for-sale securities  

2

        
Change in the fair value of cash flow hedge derivatives  

(2,890

 )  

(465

 )
Minority interest        

2

  
Taxation effect of other items of the net profit (loss)  

1,139

    

191

  
Other comprehensive income  

(3,061

 )  

(715

 )
             
Total comprehensive income  

4,166

    

2,435

  
of which:            
- Eni  

3,713

    

2,035

  
- minority interest  

453

    

400

  
   
 

Changes in shareholders’ equity

(euro million)

Shareholders' equity at December 31, 2008        

48,510

Total comprehensive income  

2,435

      
Dividends paid to Eni shareholders  

(2,355

 )    
Dividends paid by consolidated subsidiaries to minorities  

(258

 )    
Acquisition of Distrigas minorities  

(1,146

 )    
Cancellation of Distrigas put option  

1,495

      
Share capital increase subscribed by Snam Rete Gas minorities  

1,542

      
Other changes  

(14

 )    
Total changes        

1,699

Shareholders' equity at June 30, 2009        

50,209

Attributable to:          
- Eni        

46,684

- Minority Interest        

3,525

The Group’s equity including minorities increased by euro 1,699 million to euro 50,209 million, reflecting: (i) comprehensive income for the period (euro 2,435 million); (ii) closing of the mandatory public takeover bid on the minorities of Distrigas which determined an increase in shareholders’ equity due to the cancellation of the put option awarded to Publigaz SCRL in 2008 (euro 1,495 million); (iii) the Snam Rete Gas’ share capital increase subscribed by minorities for euro 1,542 million. These increases were offset by the payment of the balance dividend for fiscal year 2008 to Eni shareholders (euro 2,355 million) as well as dividend payment from certain consolidated subsidiaries to minorities (euro 258 million mainly relating to Saipem and Snam Rete Gas), the elimination of the book value, including their respective share of profit for the period, of the Distrigas minorities who tendered their shares to the public offer (euro 1,146 million) and other negative changes (approximately euro 700 million net of the associated tax effects) associated with currency translation differences and losses on fair value evaluation of certain cash flow hedges taken to reserve.

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Summarized Group cash flow statement and change in net borrowings

Eni’s summarized group cash flow statement derives from the statutory statement of cash flows. It enables investors to understand the link existing between changes in cash and cash equivalents (deriving from the statutory cash flows statement) and in net borrowings (deriving from the summarized cash flow statement) that occurred from the beginning of period to the end of period. The measure enabling such a link is represented by the free cash flow which is the cash in excess of capital expenditure needs. Starting from free cash flow it is possible to determine either: (i) changes in cash and cash equivalents for the period by adding/deducting cash flows relating to financing debts/receivables (issuance/repayment of debt and receivables related to financing activities), shareholders’ equity (dividends paid, net repurchase of own shares, capital issuance) and the effect of changes in consolidation and of exchange rate differences; (ii) changes in net borrowings for the period by adding/deducting cash flows relating to shareholders’ equity and the effect of changes in consolidation and of exchange rate differences. The free cash flow is a non-GAAP measure of financial performance.

Summarized Group cash flow statement (a)

 

(euro million)

First Half
       

2008

  

2009

  

Change
       
 
 
Net profit   7,227     3,150     (4,077 )
Adjustments to reconcile to cash generated from operating profit before changes in working capital:                  
- amortization and depreciation and other non monetary items   3,874     3,956     82  
- net gains on disposal of assets   (207 )   (165 )   42  
- dividends, interest, taxes and other changes   5,262     3,197     (2,065 )
Net cash generated from operating profit before changes in working capital   16,156     10,138     (6,018 )
Changes in working capital related to operations   (1,150 )   2,038     3,188  
Dividends received, taxes paid, interest (paid) received during the period   (5,056 )   (4,555 )   501  
Net cash provided by operating activities   9,950     7,621     (2,329 )
Capital expenditures   (6,759 )   (6,844 )   (85 )
Investments and purchase of consolidated subsidiaries and businesses   (1,949 )   (2,214 )   (265 )
Disposals   473     3,275     2,802  
Other cash flow related to capital expenditures, investments and disposals   581     (513 )   (1,094 )
Free cash flow   2,296     1,325     (971 )
Borrowings (repayment) of debt related to financing activities   (1,829 )   470     2,299  
Changes in short and long-term financial debt   2,110     (1,323 )   (3,433 )
Dividends paid and changes in minority interests and reserves   (3,158 )   (1,071 )   2,087  
Effect of changes in consolidation and exchange differences   (15 )         15  
NET CASH FLOW FOR THE PERIOD   (596 )   (599 )   (3 )
       
 
 

Change in net borrowings

 

(euro million)

First Half
       

2008

  

2009

  

Change
       
 
 
Free cash flow   2,296     1,325     (971 )
Net borrowings of acquired companies                  
Net borrowings of divested companies                  
Exchange differences on net borrowings and other changes   624     (233 )   (857 )
Dividends paid and changes in minority interests and reserves   (3,158 )   (1,071 )   2,087  
CHANGE IN NET BORROWINGS   (238 )   21     259  
       
 
 
        
(a)    For a reconciliation to the statutory statement of cash flow see the paragraph "Reconciliation of summarized Group balance sheet and statement of cash flows statement to statutory schemes".

Main cash inflows for the first half of 2009 were: (i) net cash provided by operating activities (euro 7,621 million); (ii) cash proceeds of euro 3,070 million associated with the divestment of a 20% interest in Gazprom Neft following exercise of a call option agreement by Gazprom, plus the collection of the dividend for fiscal year 2008 by same Gazprom Neft for euro 91 million; (iii) the subscription by Snam Rete Gas minorities of a share capital increase amounting to euro 1,542 million; (iv) cash proceeds of euro 205 million associated with the divestment of certain non strategic assets mainly in the Exploration & Production division, following

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agreements signed with Suez. These funds were used to meet cash requirements associated with: (i) capital expenditures of euro 6,844 million; (ii) execution of a mandatory takeover bid on the Distrigas minorities, including the squeeze-out procedure for a total cash consideration of euro 2,045 million; (iii) payment of the balance dividend for the fiscal year 2008 to Eni shareholders (euro 2,355 million) as well as dividend payment to minorities (euro 258 million, mainly relating to Snam Rete Gas and Saipem). Net borrowings decreased by euro 21 million to euro 18,355 million from December 31, 2008.

Disposals related mainly to the divestment of certain exploration and production assets as part of the agreements signed with Suez in 2008.

Capital expenditures

 

(euro million)

First Half

2008

      

2008

  

2009

  

Change

  

% Ch.
     
 
 
 

9,281

     Exploration & Production  

4,364

    

4,907

    

543

    

12.4

 

2,058

     Gas & Power  

969

    

751

    

(218

 )  

(22.5

 )

965

     Refining & Marketing  

350

    

217

    

(133

 )  

(38.0

 )

212

     Petrochemicals  

68

    

45

    

(23

 )  

(33.8

 )

2,027

     Engineering & Construction  

977

    

888

    

(89

 )  

(9.1

 )

52

     Other activities  

14

    

14

              

95

     Corporate and financial companies  

36

    

22

    

(14

 )  

(38.9

 )

(128

 )   Impact of unrealized profit in inventory  

(19

 )        

19

        

14,562

        

6,759

    

6,844

    

85

    

1.3

 
     
 
 
 

In the first half of 2009 capital expenditures amounted to euro 6,844 million (euro 6,759 million in the first half 2008), of which 86% related to Exploration & Production, Gas & Power e Refining & Marketing divisions and concerned mainly:

-   Development activities (euro 3,651 million) deployed mainly in Egypt, Kazakhstan, the United States, Italy, Nigeria and Angola;
-   Exploratory projects (euro 732 million) of which 96% was spent outside Italy, primarily in Libya, the United States, Egypt, and Indonesia;
-   The purchase of proved and unproved properties for euro 477 million related mainly to gas assets purchased from Quicksilver Resources Inc and to the extension of mineral rights in Egypt following the agreement signed in May 2009;
-   Development and upgrading of Eni’s natural gas transport network in Italy (euro 400 million) and distribution network (euro 144 million), as well as development and increase of storage capacity (euro 132 million);
-   Projects aimed at improving the conversion capacity and flexibility of refineries (euro 135 million), as well as building and upgrading service stations in Italy and outside Italy (euro 65 million);
-   Upgrading of the fleet used in the Engineering & Construction division (euro 888 million).

Investments and purchase of consolidated subsidiaries and businesses (euro 2,214 million) mainly related to the completion of the Distrigas acquisition.

Disposals (euro 3,275 million) mainly related to the divestment of a 20% interest in Gazprom Neft following exercise of the call option by Gazprom. The exercise price of the call option is equal to the bid price (US $3.7 billion) as adjusted by subtracting dividends distributed and adding the contractual yearly remuneration of 9.4% on the capital employed and financing collateral expenses. Other disposals related to non strategic oil & gas properties following agreements signed with Suez for a cash consideration of euro 160 million.

Dividends paid and changes in minority interests and reserves amounting to euro 1,071 million mainly related to the payment of the balance dividend for the fiscal year 2008 to Eni shareholders (euro 2,355 million) as well as dividend payment to minorities (euro 258 million, mainly relating to Snam Rete Gas and Saipem), partly offset by the subscription by Snam Rete Gas minorities of a share capital increase amounting to euro 1,542 million.

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Reconciliation of summarized Group balance sheet and statement of cash flows to statutory schemes

Summarized Group balance sheet

(euro million)   Dec. 31, 2008   June 30, 2009
   
 
Items of summarized Group balance sheet
(where not expressly indicated, the item derives directly from the statutory scheme)		   Notes to the condensed consolidated interim financial statements   Partial amounts from statutory scheme   Amounts of the summarized Group scheme   Partial amounts from statutory scheme   Amounts of the summarized Group scheme
   
 
 
 
 
Fixed assets                            
Property, plant and equipment            

59,255

          

61,199

  
Other assets                            
Inventories - compulsory stock            

1,196

          

1,607

  
Intangible assets            

7,697

          

8,365

  
Equity-accounted investments and other investments            

5,881

          

6,044

  
Receivables and securities held for operating activities  

(see note 2 and note 8)

        

1,219

          

1,204

  
Net payables related to capital expenditures, made up of:            

(787

 )        

(548

 )
     Receivables related to capital expenditures/disposals  

(see note 2)

  

149

          

96

        
     Receivables related to capital expenditures/disposals  

(see note 10)

  

780

          

783

        
     Payables related to capital expenditures  

(see note 12)

  

(1,716

 )        

(1,427

 )      
     Payables related to capital expenditures  

(see note 14)

                        
Total fixed assets            

74,461

          

77,871

  
Net working capital                            
Inventories            

6,082

          

5,477

  
Trade receivables  

(see note 2)

        

16,444

          

13,139

  
Trade payables  

(see note 12)

        

(12,590

 )        

(10,634

 )
Tax payables and provisions for net deferred tax liabilities, made up of:            

(5,323

 )        

(4,345

 )
     Income tax payables      

(1,949

 )        

(1,121

 )      
     Other tax payables      

(1,660

 )        

(2,165

 )      
     Deferred tax liabilities      

(5,784

 )        

(5,303

 )      
     Other tax liabilities  

(see note 13)

  

(254

 )        

(76

 )      
     Current tax assets      

170

          

321

        
     Other current tax assets      

1,130

          

939

        
     Deferred tax assets      

2,912

          

2,948

        
     Other tax assets  

(see note 10)

  

112

          

112

        
Provisions            

(9,506

 )        

(9,225

 )
Other current assets and liabilities:                            
Equity instruments            

2,741

              
Other, made up of:            

(4,544

 )        

(2,821

 )
     Securities held for operating purposes  

(see note 1)

  

310

          

282

        
     Receivables for operating purposes  

(see note 2)

  

402

          

569

        
     Other receivables  

(see note 2)

  

4,805

          

4,764

        
     Other (current) assets      

1,870

          

1,898

        
     Other receivables and other assets  

(see note 10)

  

989

          

837

        
     Advances, other payables  

(see note 12)

  

(6,209

 )        

(6,256

 )      
     Other (current) liabilities      

(3,863

 )        

(2,234

 )      
     Other payables and other liabilities  

(see note 14)

  

(2,848

 )        

(2,681

 )      
Total net working capital            

(6,696

 )        

(8,409

 )
Provisions for employee post-retirement benefits            

(947

 )        

(966

 )
Net assets held for sale including related net borrowings, made up of:            

68

          

68

  
     Assets held for sale      

68

          

68

        
     Liabilities directly associated to assets held for sale                            
CAPITAL EMPLOYED, NET            

66,886

          

68,564

  
   
 
 
 
 

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continued
Summarized Group balance sheet

(euro million)   Dec. 31, 2008   June 30, 2009
   
 
Items of summarized Group balance sheet
(where not expressly indicated, the item derives directly from the statutory scheme)		   Notes to the condensed consolidated interim financial statements   Partial amounts from statutory scheme   Amounts of the summarized Group scheme   Partial amounts from statutory scheme   Amounts of the summarized Group scheme
   
 
 
 
 
CAPITAL EMPLOYED, NET            

66,886

          

68,564

  
Shareholders' equity including minority interest            

48,510

          

50,209

  
Net borrowings                            
Total debt, made up of:            

20,837

          

19,873

  
     Long-term debt      

13,929

          

14,191

        
     Current portion of long-term debt      

549

          

1,208

        
     Short-term financial liabilities      

6,359

          

4,474

        
less:                            
Cash and cash equivalents            

(1,939

 )        

(1,340

 )
Securities held for non-operating purposes  

(see note 1)

        

(185

 )        

(107

 )
Financing receivables for non-operating purposes, made up of:            

(337

 )        

(71

 )
     Trade receivables held for non-operating purposes  

(see note 2)

  

(337

 )        

(71

 )      
Total net borrowings (a)            

18,376

          

18,355

  
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY            

66,886

          

68,564

  
   
 
 
 
 
     
(a)   For details on net borrowings see also Note No. 15 to the condensed consolidated interim financial statements.

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Summarized Group cash flow statement
(euro million)

    First Half 2008   First Half 2009
   
 
Items of summarized cash flow statement
and confluence/reclassification of items
in the statutory scheme		        Partial amounts from statutory scheme   Amounts of the summarized Group scheme   Partial amounts from statutory scheme   Amounts of the summarized Group scheme
       
 
 
 
Net profit        

7,227

          

3,150

  
Adjustments to reconcile to cash generated from operating profit before changes in working capital:                        
Depreciation, depletion and amortization and other non monetary items        

3,874

          

3,956

  
- depreciation, depletion and amortization  

3,878

          

4,234

        
- net impairments (write-ups)  

(95

 )        

(376

 )      
- net changes in provisions  

103

          

83

        
- net changes in the provisions for employee benefits  

(12

 )        

15

        
Net gains on disposal of assets        

(207

 )        

(165

 )
Dividends, interest, income taxes and other changes        

5,262

          

3,197

  
- dividend income  

(270

 )        

(136

 )      
- interest income  

(293

 )        

(268

 )      
- interest expense  

377

          

296

        
- exchange differences  

(34

 )        

(56

 )      
- income taxes  

5,482

          

3,361

        
Cash generated from operating profit before changes in working capital        

16,156

          

10,138

  
Changes in working capital related to operations        

(1,150

 )        

2,038

  
- inventory  

(1,222

 )        

197

        
- trade and other receivables  

154

          

3,533

        
- other assets  

(3

 )        

(98

 )      
- trade and other payables  

(102

 )        

(1,551

 )      
- other liabilities  

23

          

(43

 )      
Dividends received, taxes paid, interest (paid) received during the period        

(5,056

 )        

(4,555

 )
- dividend received  

409

          

336

        
- interest received  

166

          

259

        
- interest paid  

(308

 )        

(245

 )      
- income taxes paid  

(5,323

 )        

(4,905

 )      
Net cash provided by operating activities        

9,950

          

7,621

  
Capital expenditures        

(6,759

 )        

(6,844

 )
- tangible assets  

(5,584

 )        

(6,059

 )      
- intangible assets  

(1,175

 )        

(785

 )      
Acquisition of investments and businesses        

(1,949

 )        

(2,214

 )
- investments  

(232

 )        

(140

 )      
- consolidated subsidiaries and businesses  

(1,717

 )        

(29

 )      
- acquisition of additional interests in subsidiaries              

(2,045

 )      
Disposals        

473

          

3,275

  
- tangible assets  

41

          

50

        
- intangible assets              

146

        
- consolidated subsidiaries and businesses                        
- investments  

432

          

3,079

        
- sales of interest in consolidated subsidiaries                        
Other cash flow related to capital expenditures, investments and disposals        

581

          

(513

 )
- securities  

(164

 )        

(7

 )      
- financing receivables  

(2,393

 )        

(771

 )      
- change in payables and receivables relating to investments and capitalized depreciation  

845

          

(251

 )      
reclassification: purchase of securities and financing receivables for non-operating purposes  

1,992

          

13

        
- disposal of securities  

106

          

128

        
- disposal of financing receivables  

332

          

819

        
- change in payables and receivables  

26

          

39

        
reclassification: disposal of securities and financing receivables held for non-operating purposes  

(163

 )        

(483

 )      
Free cash flow        

2,296

          

1,325

  
       
 
 
 

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continued
Summarized Group cash flow statement

(euro million)   First Half 2008   First Half 2009
   
 
Items of summarized cash flow statement
and confluence/reclassification of items
in the statutory scheme		        Partial amounts from statutory scheme   Amounts of the summarized Group scheme   Partial amounts from statutory scheme   Amounts of the summarized Group scheme
       
 
 
 
Free cash flow        

2,296

          

1,325

  
Borrowings (repayment) of debt related to financing activities        

(1,829

 )        

470

  
reclassification: purchase of securities and financing receivables held for non-operating purposes  

(1,992

 )        

(13

 )      
reclassification: sale of securities and financing receivables held for non-operating purposes  

163

          

483

        
Changes in short and long-term finance debt        

2,110

          

(1,323

 )
- proceeds from long-term finance debt  

2,636

          

3,232

        
- payments of long-term finance debt  

(3,332

 )        

(2,487

 )      
- increase (decreases) in short-term finance debt  

2,806

          

(2,068

 )      
Dividends paid and changes in minority interests and reserves        

(3,158

 )        

(1,071

 )
- net capital contributions/payments by/to minority shareholders  

10

          

1,542

        
- dividends paid by Eni to shareholders  

(2,551

 )        

(2,355

 )      
- dividends paid to minority interest  

(224

 )        

(258

 )      
- net repurchase of treasury shares  

(379

 )                  
- treasury shares repurchased by consolidated subsidiaries  

(14

 )                  
Effect of changes in consolidation area and exchange differences        

(15

 )            
- effect of change in consolidation area                        
- effect of exchange differences  

(15

 )                  
CHANGE IN CASH AND CASH EQUIVALENTS        

(596

 )        

(599

 )
       
 
 
 

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Risk factors and uncertainties

 

 

Foreword
The main risks that the Company is facing and actively monitoring and managing are the following: (i) the market risk deriving from exposure to fluctuations in interest rates, foreign currency exchange rates and commodity prices; (ii) the credit risk deriving from the possible default of a counterparty; (iii) the liquidity risk deriving from the risk that suitable sources of funding for the Group’s operations may not be available; (iv) the country risk in the upstream business; (v) the operational risk; (vi) the possible evolution of the Italian gas market; (vii) the specific risks deriving from exploration and production activities.
Financial risks are managed in respect of guidelines defined by the parent company, targeting to align and coordinate Group companies policies on financial risks.

Market risk
Market risk is the possibility that changes in currency exchange rates, interest rates or commodity prices will adversely affect the value of the Group’s financial assets, liabilities or expected future cash flows. The Company actively manages market risk in accordance with a set of policies and guidelines that provide a centralized model of conducting finance, treasury and risk management operations based on separate entities: the parent company’s (Eni SpA) finance department, Eni Coordination Center and Banque Eni which is subject to certain bank regulatory restrictions preventing the Group’s exposure to concentrations of credit risk and Eni Trading & Shipping that has the mandate to manage and monitor solely commodity derivative contracts. In particular Eni SpA and Eni Coordination Center manage subsidiaries’ financing requirements in and outside of Italy, respectively, covering funding requirements and using available surpluses. All transactions concerning currencies and derivative financial contracts are managed by the parent company as well as the activity of trading certificates according to the European Union Emission Trading Scheme. The commodity risk is managed by each business unit with Eni Trading & Shipping ensuring the negotiation of hedging derivatives. Eni uses derivative financial instruments (derivatives) in order to minimize exposure to market risks related to changes in exchange rates and interest rates and to manage exposure to commodity prices fluctuations. Eni does not enter into derivative transactions on a speculative basis. The framework defined by Eni’s policies and guidelines prescribes that measurement and control of market risk be performed on the basis of maximum tolerable levels of risk exposure defined in accordance with value-at-risk techniques. These techniques make a statistical assessment of the market risk on the Group’s activity, i.e., potential gain or loss in fair values, due to changes in market conditions taking account of the correlation existing among changes in fair value of existing instruments. Eni’s finance departments define maximum tolerable levels of risk exposure to changes in interest rates and foreign currency exchange rates, pooling Group companies risk positions. Eni’s calculation and measurement techniques for interest rate and foreign currency exchange rate risks are in accordance with established banking standards, as established by the Basel Committee for bank activities surveillance. Tolerable levels of risk are based on a conservative approach, considering the industrial nature of the company. Eni’s guidelines prescribe that Eni’s Group companies minimize such kinds of market risks. With regard to the commodity risk, Eni’s policies and guidelines define rules to manage this risk aiming at the optimization of core activities and the pursuing of preset targets of industrial margins. The maximum tolerable level of risk exposure is pre-defined in terms of value at risk in connection with trading and commercial activities, while the strategic risk exposure to commodity prices fluctuations – i.e. the impact on the Group’s business results deriving from changes in commodity prices – is monitored in terms of value-at risk, albeit not hedged in a systematic way. Accordingly, Eni evaluates the opportunity to mitigate its commodity risk exposure by entering into hedging transactions in

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view of certain acquisition deals of oil and gas reserves as part of the Group’s strategy to achieve its growth targets or ordinary asset portfolio management. The Group controls commodity risk with a maximum value-at-risk limit awarded to each business unit. Hedging needs from business units are pooled by Eni Trading & Shipping which also manages its own risk exposure. The three different market risks, whose management and control have been summarized above, are described below.

Exchange rate risk
Exchange rate risk derives from the fact that Eni’s operations are conducted in currencies other than the euro (mainly in the U.S. dollar). Revenues and expenses denominated in foreign currencies may be significantly affected by exchange rates fluctuations due to conversion differences on single transaction arising from the time lag existing between execution and definition of relevant contractual terms (economic risk) and conversion of foreign currency-denominated trade and financing payables and receivables (transactional risk). Exchange rate fluctuations affect Group’s reported results and net equity as financial statements of subsidiaries denominated in currencies other than the euro are translated from their functional currency into euro (translation risk). Generally, an appreciation of the U.S. dollar versus the euro has a positive impact on Eni’s results of operations, and viceversa. Eni’s foreign exchange risk management policy is to minimize economic and transactional exposures arising from foreign currency movements. Eni does not undertake any hedging activity for risks deriving from translation of foreign currency denominated profits or assets and liabilities of subsidiaries which prepare financial statements in a currency other than the euro, except for single transactions to be evaluated on a case-by-case basis. Effective management of exchange rate risk is performed within Eni’s central finance departments which match opposite positions within Group companies, hedging the Group net exposure through the use of certain derivatives, such as currency swaps, forwards and options. Such derivatives are evaluated at fair value on the basis of market prices provided by specialized sources. Changes in fair value of those derivatives are normally recognized through the profit and loss account as they do not meet the formal criteria to be recognized as hedges in accordance with IAS 39. The VAR techniques are based on variance/covariance simulation models and are used to monitor the risk exposure arising from possible future changes in market values over a 24-hour period within a 99% confidence level and a 20-day holding period.

Interest rate risk
Changes in interest rates affect the market value of financial assets and liabilities of the company and the level of finance charges. Eni’s interest rate risk management policy is to minimize risk with the aim to achieve financial structure objectives defined and approved in the management’s finance plans. Borrowing requirements of the Group’s companies are pooled by the Group’s central finance department in order to manage net positions and the funding of portfolio developments consistently with management’s plans while maintaining a level of risk exposure within prescribed limits. Eni enters into interest rate derivative transactions, in particular interest rate swaps, to effectively manage the balance between fixed and floating rate debt. Such derivatives are evaluated at fair value on the basis of market prices provided from specialized sources. Changes in fair value of those derivatives are normally recognized through the profit and loss account as they do not meet the formal criteria to be accounted for under the hedge accounting method in accordance with IAS 39. Value at risk deriving from interest rate exposure is measured daily on the basis of a variance/covariance model, with a 99% confidence level and a 20-day holding period.

Commodity risk
Eni’s results of operations are affected by changes in the prices of commodities. A decrease in oil and gas prices generally has a negative impact on Eni’s results of operations and vice-versa. Eni manages exposure to commodity price risk arising in normal trading and commercial activities in view of achieving stable margins. In order to accomplish this, Eni uses derivatives traded on the organized markets of ICE and NYMEX (futures) and derivatives traded over the counter (swaps, forward, contracts for differences and options) with the underlying commodities being crude oil, refined products or electricity. Such derivatives are evaluated at fair value on the basis of market prices provided from specialized sources or, absent market prices, on the basis of estimates provided by brokers or suitable evaluation techniques. Changes in fair value of those derivatives are normally recognized through the profit and loss account as they do not meet the formal criteria to be recognized as hedges in accordance with IAS 39. Value at risk deriving from commodity exposure is measured daily on the basis of a historical simulation technique, with a 95% confidence level

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and a one-day holding period. The following table shows amounts in terms of value at risk, recorded in the first half of 2009 (compared with full year 2008) relating to interest rate and exchange rate risks in the first section, and commodity risk in the second section. Var values are stated in U.S. dollars, the currency used in oil products markets.

(Exchange and value at risk - parametric method variance/covariance; holding period: 20 days; confidence level: 99%)

 

2008

  

First Half 2009
 
 
(euro million)  

High

  

Low

  

Avg.

  

At period end

  

High

  

Low

  

Avg.

  

At period end
   
 
 
 
 
 
 
 
Interest rate   12.31   0.73   4.17   6.54   6.85   2.96   4.32   2.99
Exchange rate   1.48   0.09   0.48   0.47   0.87   0.07   0.43   0.43

(Value at risk - historic simulation method; holding period: 1 day; confidence level: 95%)

 

2008

  

First Half 2009
 
 
($ million)  

High

  

Low

  

Avg.

  

At period end

  

High

  

Low

  

Avg.

  

At period end
   
 
 
 
 
 
 
 
Area oil, products   46.48   3.44   19.88   5.43   24.83   4.74   13.64   8.84
Area Gas & Power (*)   67.04   24.38   43.53   32.07   47.14   28.01   37.87   44.57
        
(*)    Amounts relating to the Gas & Power business also include Distrigas' contribution, following acquisition.

Credit risk
Credit risk is the potential exposure of the Group to losses in case counterparties fail to perform or pay amounts due. The Group manages differently credit risk depending on whether credit risk arises from exposure to financial counterparties or to customers relating to outstanding receivables. Individual business units are responsible for managing credit risk arising in the normal course of the business. The Group has established formal credit systems and processes to ensure that before trading with a new counterpart can start, its creditworthiness is assessed. Also credit litigation and receivable collection activities are assessed. The monitoring activity of credit risk exposure is performed at the Group level according to set guidelines and measurement techniques that establish counterparty limits and systems to monitor exposure against limits and report regularly on those exposures. Specifically, credit risk exposure to multi-business clients and exposures higher than the limit set at euro 4 million are closely monitored. Monitoring activities do not include retail clients and public administrations. The assessment methodology assigns a score to individual clients based on publicly available financial data and capital, profitability and liquidity ratios. Based on those scores, an internal credit rating is assigned to each counterparty who is accordingly allocated to its proper risk category. The Group risk categories are comparable to those prepared by the main rating agencies on the marketplace. The Group’s internal ratings are also benchmarked against ratings prepared by a specialized external source.

With regard to risk arising from financial counterparties, Eni has established guidelines prior to entering into cash management and derivative contracts to assess the counterparty’s financial soundness and rating in view of optimizing the risk profile of financial activities while pursuing operational targets. Maximum limits of risk exposure are set in terms of maximum amounts of credit exposures for categories of counterparties as defined by the Company’s Board of Directors taking into accounts the credit ratings provided by the primary credit rating agencies on the marketplace. Credit risk arising from financial counterparties is managed by the Group central finance departments, including Eni’s subsidiary Eni Trading & Shipping which specifically engages in commodity derivatives transactions. Those are the sole Group entities entitled to be party to a financial transactions due to the Group centralized finance model. Eligible financial counterparties are closely monitored to check exposures against limits assigned to each counterparty on a daily basis. Exceptional market conditions have forced the Group to adopt contingency plans and under certain circumstances to suspend eligibility to be a Group financial counterparty. Actions implemented also have been intended to limit concentrations of credit risk by maximizing counterparty diversification and turnover. Counterparties have been also selected on a more stringent criteria particularly in transactions on derivatives instruments and with maturity longer than a three-month period. Eni has not experienced material non-performance by any counterparty. As of December 31, 2008 and June 30, 2009, Eni had no significant concentrations of credit risk.

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Liquidity risk
Liquidity risk is the risk that suitable sources of funding for the Group may not be available, or the Group is unable to sell its assets on the market place as to be unable to meet short-term finance requirements and to settle obligations. Such a situation would negatively impact the Group results as it would result in the Company incurring higher borrowing expenses to meet its obligations or under the worst of conditions the inability of the Company to continue as a going concern. As part of its financial planning process, Eni manages the liquidity risk by targeting such a capital structure as to allow the Company to maintain a level of liquidity adequate to the Group’s needs optimizing the opportunity cost of maintaining liquidity reserves also achieving an efficient balance in terms of maturity and composition of finance debt. The Group capital structure is set according to the Company’s industrial targets and within the limits established by the Company’s Board of Directors who are responsible for prescribing the maximum ratio of debt to total equity and minimum ratio of medium and long term debt to total debt as well as fixed rate medium and long term debt to total medium and long term debt. In spite of ongoing tough credit market conditions resulting in higher spreads to borrowers, the Company has succeeded in maintaining access to a wide range of funding at competitive rates through the capital markets and banks. The actions implemented as part of Eni’s financial planning have enabled the Group to maintain access to the credit market particularly via the issue of commercial paper also targeting to increase the flexibility of funding facilities. In particular in the first half of 2009, Eni issued bonds addressed to institutional investor and to the retail market for euro 1.5 billion and euro 2 billion respectively. The above mentioned actions aimed at ensuring availability of suitable sources of funding to fulfill short term commitments and due obligations also preserving the necessary financial flexibility to support the Group’s development plans. In doing so, the Group has pursued an efficient balance of finance debt in terms of maturity and composition leveraging on the structure of its lines of credit particularly the committed ones. At present, the Group believes it has access to sufficient funding and has also both committed and uncommitted borrowing facilities to meet currently foreseeable borrowing requirements.
As of June 30, 2009, Eni maintained short term committed and uncommitted unused borrowing facilities of euro 11,703 million, of which euro 2,378 million were committed, and long term committed unused borrowing facilities of euro 3,950 million. These facilities were under interest rates that reflected market conditions. Fees charged for unused facilities were not significant.
Eni has in place a program for the issuance of Euro Medium Term Notes up to euro 10 billion, of which euro 7,738 million were drawn as of June 30, 2009.
The Group has debt ratings of AA- and A-1+ respectively for the long (outlook stable) and short-term debt assigned by Standard & Poor’s and Aa2 and P-1 (outlook negative) assigned by Moody’s.

The tables below summarize the Group main contractual obligations for finance debt repayments, including expected payments for interest charges, and trade and other payables maturities.

Current and non-current finance debt

(euro million)  

2010

  

2011

  

2012

  

2013

  

2014

  

2015 and thereafter

  

Total
   
 
 
 
 
 
 
Non current debt  

1,208

  

2,197

  

790

  

2,605

  

1,691

  

6,908

  

15,399
Current financial liabilities  

4,474

  

-

  

-

  

-

  

-

  

-

  

4,474
   

5,682

  

2,197

  

790

  

2,605

  

1,691

  

6,908

  

19,873
Interest on finance debt  

573

  

520

  

495

  

458

  

372

  

845

  

3,263
   
 
 
 
 
 
 

Trade and other payables

    Maturity year
   
(euro million)   2010   2011 and thereafter   Total
   
 
 
Trade payables  

10,634

  

-

  

10,634
Advances, other payables  

7,683

  

54

  

7,737
   

18,317

  

54

  

18,371
   
 
 

In addition to finance debt and trade payables presented in the financial statements, the Group has in place a number of contractual obligations arising in the normal course of the business. To meet these

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commitments, the Group will have to make payments to third parties. The Company’s main obligations are certain arrangements to purchase goods or services that are enforceable and legally binding and that specify all significant terms. Such arrangements include non-cancelable, long-term contractual obligations to secure access to supply and transport of natural gas, which include take-or-pay clauses whereby the Company obligations consist of off-taking minimum quantities of product or service or paying the corresponding cash amount that entitles the Company to off-take the product in future years. Future obligations in connection with these contracts were calculated by applying the forecasted prices of energy or services included in the four-year business plan approved by the Company’s Board of Directors and on the basis of the long-term market scenarios used by Eni for planning purposes to minimum take and minimum ship quantities.

The table below summarizes the Group principal contractual obligations as of the balance sheet date, shown on an undiscounted basis.

Expected payments by period under contractual obligations and commercial commitments

    Maturity year
   
(euro million)   2010   2011   2012   2013   2014   2015 and thereafter   Total
   
 
 
 
 
 
 
Operating lease obligations (1)  

945

  

1,330

  

1,135

  

710

  

588

  

1,152

  

5,860
Decommissioning liabilities (2)  

213

  

149

  

100

  

268

  

137

  

9,271

  

10,138
Environmental liabilities  

341

  

458

  

300

  

240

  

182

  

249

  

1,770
Purchase obligations (3)  

19,383

  

12,694

  

12,845

  

12,326

  

12,336

  

138,494

  

208,078
Gas                            
     Natural gas to be purchased in connection with take-or-pay contracts  

17,292

  

11,904

  

12,027

  

11,559

  

11,578

  

132,916

  

197,276
     Natural gas to be transported in connection with ship-or-pay contracts  

800

  

536

  

540

  

520

  

519

  

2,586

  

5,501
Other take-or-pay and ship-or-pay obligations  

146

  

136

  

120

  

114

  

106

  

800

  

1,422
Other purchase obligations (4)  

1,145

  

118

  

158

  

133

  

133

  

2,192

  

3,879
Other obligations  

6

  

3

  

3

  

2

  

2

  

138

  

154
of which:                            
- Memorandum of intent relating Val d’Agri  

6

  

3

  

3

  

2

  

2

  

138

  

154
   

20,888

  

14,634

  

14,383

  

13,546

  

13,245

  

149,304

  

226,000
   
 
 
 
 
 
 
     
(1)   Operating leases primarily regarded assets for drilling activities, time charter and long term rentals of vessels, lands, service stations and office buildings. Such leases did not include renewal options. There are no significant restrictions provided by these operating leases which limit the ability of the Company to pay dividend, use assets or to take on new borrowings.
(2)   Represents the estimated future costs for the decommissioning of oil and natural gas production facilities at the end of the producing lives of fields, well-plugging, abandonment and site restoration.
(3)   Represents any agreement to purchase goods or services that is enforceable and legally binding and that specifies all significant terms.
(4)   Mainly refers to arrangements to purchase capacity entitlements at certain re-gasification facilities in the U.S.

The table below summarizes Eni’s capital expenditure commitments for property, plant and equipment and capital projects at December 31, 2008. Capital expenditures are considered to be committed when the project has received the appropriate level of internal management approval. Such costs are included in the amounts shown.

Capital expenditure commitments

    Maturity year
   
(euro million)   2009   2010   2011   2012   2013 and subsequent years   Total
   
 
 
 
 
 
Committed on major projects  

4,938

  

3,831

  

2,697

  

1,837

  

9,856

  

23,159
Other committed projects  

5,147

  

4,342

  

3,186

  

2,389

  

9,846

  

24,910

   

10,085

  

8,173

  

5,883

  

4,226

  

19,702

  

48,069

Country risk
Substantial portions of Eni’s hydrocarbons reserves are located in countries outside the EU and North America, certain of which may be politically or economically less stable than EU or North American. At December 31, 2008, approximately 80% of Eni’s proved hydrocarbons reserves were located in such countries. Similarly, a substantial portion of Eni’s natural gas supplies comes from countries outside the EU and North America. In 2008, approximately 70% of Eni’s domestic supply of natural gas came from such countries. Developments in the political framework, economic crisis, social unrest can compromise temporarily or permanently Eni’s ability to operate or to economically operate in such countries, and to have access to oil and gas reserves. Further risks related to the activity undertaken in these countries, are represented by: (i) lack of well established and reliable legal systems and uncertainties surrounding enforcement of contractual rights; (ii) unfavorable developments in laws and regulations leading to expropriation of Eni’s titles and mineral assets, changes in unilateral contractual clauses reducing value of

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Eni’s assets; (iii) restrictions on exploration, production, imports and exports; (iv) tax or royalty increases; (v) civil and social unrest leading to sabotages, acts of violence and incidents. While the occurrence of these events is unpredictable, it is possible that they can have a material adverse impact on Eni’s financial condition and results of operations. Eni periodically monitors political, social and economic risks of approximately 60 countries where it has invested, or, with regard to upstream projects evaluation, where Eni is planning to invest in order to assess returns of single projects based also on the evaluation of each country’s risk profile. Country risk is mitigated in accordance with guidelines on risk management defined in the procedure "Project risk assessment and management". In the most recent years, unfavorable developments in the regulatory framework, mainly regarding tax issues, have been implemented or announced also in EU countries and in North America.

Operational risk
Eni’s business activities conducted in and outside of Italy are subject to a broad range of laws and regulations, including specific rules concerning oil and gas activities currently in force in countries in which it operates. In particular, those laws and regulations require the acquisition of a license before exploratory drilling may commence and compliance with health, safety and environment standards. Environmental laws impose restrictions on the types, quantities and concentration of various substances that can be released into the environment and on discharges to surface and subsurface water. In particular Eni is required to follow strict operating practices and standards to protect biodiversity when exploring for, drilling and producing oil and gas in certain ecologically sensitive locations (protected areas). Breach of environmental, health and safety laws exposes employees to criminal and civil liability and in the case of violation of certain rules regarding safety on the workplace also companies can be liable as provided for by a general EU rule on businesses liability due to negligent or willful conduct on part of their employees as adopted in Italy with Law Decree No. 231/2001.
Environmental, health and safety laws and regulations have a substantial impact on Eni’s operations and expenses and liabilities that Eni may incur in relation to compliance with environmental, health and safety laws and regulations are expected to remain material to the group’s results of operations or financial position in future years. Recently enacted regulation of safety and health of the workplace in Italy will impose a new array of obligations to the Company operations, particularly regarding contractors. New regulation prescribe that a company adopts certified operational and organizational systems whereby the Company can discharge possible liabilities due to a violation of health and security standards on condition that adopted operational systems and processes worked properly and were effective.
Eni has adopted guidelines for assessing and managing health, safety and environmental (HSE) risks, with the objective of protecting Eni’s employees, the populations involved in its activity, contractors and clients, and the environment and being in compliance with local and international rules and regulations. Eni’s guidelines prescribe the adoption of international best practices in setting internal principles, standards and solutions. The ongoing process for identifying, evaluating and managing HSE operations in each phase of the business activity and is performed through the adoption of procedures and effective pollution management systems tailored on the peculiarities of each business and industrial site and on steady enhancement of plants and process. Additionally, coding activities and procedures on operating phases allow reduce the human component in the plant risk management. Operating emergencies that may have an adverse impact on the assets, people and the environment are managed by the business units for each site. These units manage the HSE risk through a systematic way that involves having emergency response plans in place with a number of corrective actions to be taken that minimize damage in the event of an incident. In the case of major crisis, Divisions/Entities are assisted by the Eni Unit of Crises to deal with the emergency through a team which has the necessary training and skills to coordinate in a timely and efficient manner resources and facilities. The integrated management system on health, safety and environmental matters is supported by the adoption of a Eni’s Model of HSE operations in all the Division and companies of Eni Group. This is a procedure based on an annual cycle of planning, implementation, control, review of results and definition of new objectives. The model is directed towards the prevention of risks, the systematic monitoring and control of HSE performance, in a continuous improvement cycle, also subject to audits by internal and independent experts. Major refining and petrochemical facilities of Eni are certified to international environmental standards, such as ISO 14001, OHSAS 18001 and EMAS. Eni provides a program of specific training and development for HSE staff in order to:
(i) Promote the execution of behaviors consistent with guidelines.

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ENI INTERIM CONSOLIDATED REPORT / RISK FACTORS AND UNCERTAINTIES

(ii) Drive people’s learning growth process by developing professionalism, management and corporate culture.
(iii) Support management knowledge and control of HSE risks.


Possible evolution of the Italian gas market
Legislative Decree No. 164/2000 opened the Italian natural gas market to competition, impacting on Eni’s activities, as the company is engaged in all the phases of the natural gas chain. The opening to competition was achieved through the enactment of certain antitrust thresholds on volumes input into the national transport network and on volumes sold to final customers. These enabled new competitors to enter the Italian gas market, resulting in declining selling margins on gas. Other material aspects regarding the Italian gas sector regulation are the regulated access to natural gas infrastructure (transport backbones, storage fields, distribution networks and LNG terminals), the Code adopted by the Authority for Electricity and Gas on the issue of unbundling which forbids a controlling entity from interfering in the decision-making process of its subsidiaries running gas transport and distribution infrastructures and the circumstance that the Authority for Electricity and Gas is entrusted with certain powers in the matters of natural gas pricing and in establishing tariffs for the use of natural gas infrastructures. Particularly, the Authority for Electricity and Gas holds a general surveillance power on pricing in the natural gas market in Italy and the power to establish selling tariffs for supply of natural gas to residential and commercial users consuming less than 200,000 cm per year (qualified as non eligible customers at December 31, 2002 as defined by Legislative Decree No. 164/2000) taking into account the public goal of containing the inflationary pressure due to rising energy costs. Accordingly, decisions of the Authority on these matters may limit the ability of Eni to pass an increase in the cost of fuels onto final consumers of natural gas. As a matter of fact, following a complex and lengthy administrative procedure started in 2004 and finalized in March 2007 with Resolution No. 79/2007, the Authority finally established a new indexation mechanism for updating the raw material cost component in supplies to residential and commercial users consuming less than 200,000 cubic meters per year, establishing, among other things: (i) that an increase in the international price of Brent crude oil is only partially transferred to residential and commercial users of natural gas in case international prices of Brent crude oil exceed the 35 dollars per barrel threshold; and (ii) that Italian natural gas importers – including Eni – must renegotiate wholesale supply contracts in order to take account of this new indexation mechanism.
Also certain provisions of law may limit the Company ability to set commercial margins. Specifically, Law Decree No. 112 enacted in June 2008 forbids energy companies like Eni to pass to prices to final customers higher income taxes incurred in connection with a supplemental tax rate of 5.5 percentage points introduced by the same decree on energy companies with a yearly turnover in excess of euro 25 million. The Authority for Electricity and Gas is in charge of monitoring compliance with the rule. The Authority has subsequently established with a set of deliberation that energy companies have to adopt effective operational and monitoring systems certified by the Company CEO in order to prevent unlawful increases of final prices of gas.
In order to meet the medium and long-term demand for natural gas, in particular in the Italian market, Eni entered into long-term purchase contracts with producing countries. These contracts which contain take-or-pay clauses will ensure total supply volumes of approximately 62.4 bcm/y of natural gas to Eni by 2010 (excluding take-or-pay volumes coming from Distrigaz acquisition which will destined to supply the Belgian market). Despite the fact that an increasing portion of natural gas volumes purchased under said contracts is planned to be marketed outside Italy, management believes that in the long-term unfavorable trends in the Italian demand and supply for natural gas, also taking into account the start-up of new import capacity to the Italian market by Eni and third parties as well as implementation of all publicly announced plans for the construction of new import infrastructures (backbone upgrading and new LNG terminals), and developments within the Italian regulatory framework, represent risk factors for the ability of the Company to meet its contractual obligations in connection with its take-or-pay supply contracts. Particularly, should natural gas demand in Italy grow at a lower pace than management expectations, also in view of the expected build-up of natural gas supplies to the Italian market, the Company could face a further increase in competitive pressure on the Italian gas market resulting in a negative impact on its selling margins, taking account of Eni’s gas availability under take-or-pay supply contracts and risks in executing its expansion plans to grow sales volumes in European markets.

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ENI INTERIM CONSOLIDATED REPORT / RISK FACTORS AND UNCERTAINTIES

Specific risks associated with the exploration and production of oil and natural gas
The exploration and production of oil and natural gas requires high levels of capital expenditure and entails particular economic risks. It is subject to natural hazards and other uncertainties including those relating to the physical characteristics of oil or natural gas fields. Exploratory activity involves numerous risks including the risk of dry holes or failure to find commercial quantities of hydrocarbons. Developing and marketing hydrocarbons reserves typically requires several years after a discovery is made. This is because a development project involves an array of complex and lengthy activities, including appraising a discovery in order to evaluate its commerciality, sanctioning a development project and building and commissioning relating facilities. As a consequence, rates of return of such long lead- time projects are exposed to the volatility of oil and gas prices and the risk of an increase in developing and lifting costs, resulting in lower rates of return. This set of circumstances is particularly important to those projects intended to develop reserves located in deep water and harsh environments, where the majority of Eni’s planned and ongoing projects is located.

Main trends and uncertainties affecting the second half of the year
The current economic downturn and the associated reduction in industrial output have triggered a steep decline in global demand for oil, gas, and refinery and petrochemicals products leading to significantly lower international prices. In recent months, oil prices have recovered part of the losses accumulated so far; however it is still uncertain whether this recovery marks the beginning of a more stable trend due to the persistence of weak fundamentals.
Accordingly, under the present circumstances it is difficult to forecast the timing of a recovery in energy demand and international commodity prices. As long as demand and commodity prices remain at current levels, Eni’s results of operations and liquidity in all of its business segments will continue being negatively affected. The Engineering and Construction segment is the sole showing resilience in terms of profitability and order backlog in the current business climate.
In addition to global uncertainties, operating results in the Exploration & Production business segment will be affected by future decisions on part of OPEC to maintain current production quotas and the possible evolution of the security issue in West Africa.
The Gas & Power business segment has been particularly hit by the gas demand slowdown that has affected the key consumption sectors of industrial customers and power generation (down 21% and 45% respectively). Demand for power has also been impacted by the downturn (down 8% from the first half 2008). The persistence of weak fundamentals on the demand side, coupled with a projected increase in supplies to the domestic market associated with ongoing plans for capacity upgrading and certain governmental measures intended to release amounts of gas at discounted prices, are expected to negatively affect gas selling margins. Also in this weak environment, there is a risk that the Company might be unable to fulfill its minimum take contractual obligations with respect to its gas supply contracts and be forced to pay in advance its suppliers. The Company would then uplift the pre-paid gas in later years along with a recovery in gas demand. The Company intends to implement a number of actions to preserve the profitability of the gas marketing business. The main initiatives are designed to focus on the most profitable customer segments, offer innovative pricing formulas, improve the quality standards of services to clients and reduce selling costs, service costs and costs of other business support activities.
Falling demand for refined and petrochemical products has negatively affected the performance of the Company’s Refining & Marketing and Petrochemicals business segments which both reported operating losses on an adjusted basis in the first half of 2009. Should the business environment fail to improve in the second part of the year, the profitability in these segments would continue on a negative trend. Particularly, Eni’s refining margins have been affected in the first half of the year by the following negative trends: (i) declining market prices for refined products due to weak demand; (ii) the rapid increases in feedstock costs that the Company has been unable to pass on to final prices, absent a recovery in industry fundamentals as occurred in recent months; (iii) narrowing market price differentials between heavy and light crudes due to a reduction in heavy crude supplies on the back of OPEC cuts which has negatively affected the profitability of Eni’s complex refineries. Under the current circumstances, the company does not expect a reversal in these unfavorable business trends at least in the short-term.

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Eni’s petrochemicals operations are materially exposed to the cyclicality in demand for petrochemicals products reflecting the highly commoditized feature of the bulk of Eni’s products. Management has been pursuing a number of initiatives designed to reduce fixed operating expenses and to realign the industrial set-up of Eni’s petrochemicals operations with a view at enhancing areas of competitive advantage. In spite of all this, the achievement of the operating break-even in this segment depends on a global recovery in the economy that is uncertain at least in the short term.
In the second half of the year, developments in certain pending legal proceedings may have a significant impact on the Company’s results. Currently, the Company believes that losses from those proceedings are either not probable or not reasonably quantifiable. The above referenced legal proceedings are discussed in Eni’s interim consolidated financial statements as of and for six-month period ended June 30, 2009 under the heading "Guarantees, commitments and risks", on the paragraph (i) and (ii) of the section "Civil and administrative proceedings";(ii) of the section "Antitrust" and (i) of the section "Court Inquiries".

 

 

 

 

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ENI INTERIM CONSOLIDATED REPORT / OUTLOOK

Outlook

Taking into account the current economic downturn, Eni assumes Brent oil prices of $48 bbl for the full year 2009 and weaker European demand for natural gas and fuels. Key business trends for the year are expected to be the following:

-   Hydrocarbon production: the Company confirms that its oil and gas production will grow versus last year (1,797 kboe/d in 2008). As stated in April at the Q1, we continue to believe that our guidance of a 2% growth rate for 2009 when excluding the impact of OPEC cuts, is appropriate due to lower than anticipated gas demand, rescheduling of certain projects in order to capture the expected downturn in costs and the impact of unplanned facility downtime, particularly in West Africa. These declines will be offset by new field start-ups and continuing production ramp-up in the Company’s core regions, namely the US and Congo;
-   Worldwide natural gas sales: are forecasted to remain unchanged from 2008 levels (actual sales volumes in 2008 were 104.23 bcm) and the planned growth rate for the year has been revised down due to the continued impact of the economic downturn. Sales volumes will be underpinned by the contribution of the Distrigas acquisition and marketing activities designed to strengthen the market share and customers base in target European markets;
-   Refining throughputs on Eni’s account: are expected to increase slightly from 2008 (actual throughputs in 2008 were 35.84 mmtonnes) reflecting improved performance at certain plants;
-   Retail sales of refined products in Italy and the rest of Europe: are expected to decrease from 2008 (12.03 mmtonnes in 2008, excluding the impact of the divestment of marketing activities in the Iberian Peninsula that was executed late in 2008) due to weak demand for fuels forecast in the main European markets, whilst it is anticipated that continuing marketing efforts and pricing initiatives on the Italian market will yield positive results in terms of both share and marketed volumes.

In 2009, management expects a slight decrease in capital expenditure versus 2008 (euro 14.56 billion in 2008).
Capital expenditure will be directed mainly to the development of oil and natural gas reserves, the upgrading of construction vessels and rigs, and the upgrading of natural gas transport infrastructure.
Management has taken a number of measures designed to ensure the achievement of a ratio of net borrowings to total equity (leverage) adequate to support the Company’s current credit rating, although it may temporarily exceed the level recorded at the end of 2008 (0.38).

 

 

 

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ENI INTERIM CONSOLIDATED REPORT / SUBSEQUENT EVENTS

Subsequent events

 

 

Subsequent business developments are described in the operating review of Eni’s business segment.

 

 

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ENI INTERIM CONSOLIDATED REPORT / TRANSACTIONS WITH RELATED PARTIES

Transactions with related parties

 

 

 

Among the principal transactions made by Eni in the first half of 2009 has to be highlighted the sale of the entire share capital of its fully-owned subsidiaries Italgas SpA and Stoccaggi Gas Italia SpA to its subsidiary Snam Rete Gas for a cash consideration amounting to euro 4,509 million. Eni subscribed a share capital increase amounting to euro 3.5 billion for its shares by means of Snam Rete Gas for the funding of the transaction. The main impact expected on Eni's consolidated financial statements are: (i) as of June 30, 2009 a decrease of euro 1.54 billion was reported in the Group consolidated net borrowings and a corresponding increase in total equity as a consequence of the pro-quota subscription of the Snam Rete Gas capital increase by minorities; (ii) a decrease in Eni’s net profit equal to 45% of the aggregate net profit of Italgas and Stogit is expected to be reported in the consolidated profit and loss for the third quarter of 2009, with a corresponding increase in net profit pertaining to minorities. The transaction was based on transparency and market criteria, under conditions that would be applied between two independent parties. For further information see paragraph "Operating review - Gas & Power".

The other transactions entered into by Eni and identified by IAS 24, concern mainly the exchange of goods, provision of services and financing with non consolidated subsidiaries and affiliates as well as other companies owned or controlled by the Italian Government. All such transactions are conducted on an arm’s length basis and in the interest of Eni companies.
Twice a year Directors, General Managers and managers with strategic responsibilities declare any transaction they enter with Eni SpA or its subsidiaries, even through other persons or persons related to them as per IAS 24.
Amounts and types of trade and financial transactions with related parties are described in the Notes to the Financial Statements (Note No. 30).

 

 

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ENI INTERIM CONSOLIDATED REPORT / OTHER INFORMATION

Other information

 

 

 

 

 

Continuing listing standards provided by Article No. 36 of Italian exchange regulation about issuers that control subsidiaries incorporated or regulated in accordance with laws of extra-EU countries.

 

Certain provisions have been enacted regulating continuing Italian listing standards of issuers controlling subsidiaries that are incorporated or regulated in accordance with laws of extra-EU countries, also having a material impact on the consolidated financial statements of the parent company.

Regarding the aforementioned provisions, the Company discloses that:

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ENI INTERIM CONSOLIDATED REPORT / GLOSSARY

Glossary

 

The glossary of oil and gas terms is available on Eni’s web page at the address www.eni.it. Below is a selection of the most frequently used terms.

 

FINANCIAL TERMS

Dividend Yield Measures The return on a share based on dividends for the year. Calculated as the ratio of dividends per share of the year and the average reference price of shares in the last month of the year.

Leverage Is a measure of a company’s debt, calculated as the ratio between net financial debt and shareholders’ equity, including minority interests.

ROACE Return On Average Capital Employed is the return on average capital invested, calculated as the ratio between net income before minority interests, plus net financial charges on net financial debt, less the related tax effect and net average capital employed.

TSR (Total Shareholder Return) Measures the total return of a share calculated on a yearly basis, keeping account of changes in prices (beginning and end of year) and dividends distributed and reinvested at the ex-dividend date.

 

OIL AND NATURAL GAS ACTIVITIES

Average reserve life index Ratio between the amount of reserves at the end of the year and total production for the year.

Barrel Volume unit corresponding to 159 liters. A barrel of oil corresponds to about 0.137 metric tons.

Boe (Barrel of Oil Equivalent) Is used as a standard unit measure for oil and natural gas. The latter is converted from standard cubic meters into barrels of oil equivalent using a coefficient equal to 0.00615.

Concession contracts Contracts currently applied mainly in Western countries regulating relationships between States and oil companies with regards to hydrocarbon exploration and production. The company holding the mining concession has an exclusive on mining activities and for this reason it acquires a right on hydrocarbons extracted, against the payment of royalties to the State on production and taxes on oil revenues.

Condensates These are light hydrocarbons produced along with gas, that condense to a liquid state at normal temperature and pressure for surface production facilities.

Deep waters Waters deeper than 200 meters.

Development Drilling and other post-exploration activities aimed at the production of oil and gas.

Elastomers (or Rubber) Polymers, either natural or synthetic, which, unlike plastic, when stress is applied, return to their original shape, to a certain degree, once the stress ceases to be applied. The main synthetic elastomers are polybutadiene (BR), styrene-butadiene rubbers (SBR), ethylene-propylene rubbers (EPR), thermoplastic rubbers (TPR) and nitrylic rubbers (NBR).

Enhanced recovery Techniques used to increase or stretch over time the production of wells.

EPC (Engineering, Procurement, Construction) A contract typical of onshore construction of large plants in which the contractor supplies engineering, procurement and construction of the plant. The contract is defined "turnkey" when the plant is supplied for start-up.

EPIC (Engineering, Procurement, Installation, Commissioning) A contract typical of offshore construction of complex projects (such as the installation of production platforms or FPSO systems) in which the global or

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ENI INTERIM CONSOLIDATED REPORT / GLOSSARY

main contractor, usually a company or a consortium of companies, supplies engineering, procurement, construction of plant and infrastructure, transport to the site and all preparatory activities for the start-up of plants.

Exploration Oil and natural gas exploration that includes land surveys, geological and geophysical studies, seismic data gathering and analysis, and well drilling.

FPSO vessel Floating, Production, Storage and Offloading system made up of a large capacity oil tanker including a large hydrocarbon treatment plant. This system, moored at the bow in order to maintain a geostationary position, is in fact a temporary fixed platform linking by means of risers from the seabed the underwater wellheads to the treatment, storage and offloading systems onboard.

Gas shale Continuous natural gas reservoir contained within fine grained rocks, dominated by shale.

Infilling wells Infilling wells are wells drilled in a producing area in order to improve the recovery of hydrocarbons from the field and to maintain and/or increase production levels.

LNG Liquefied Natural Gas obtained through the cooling of natural gas to minus 160 °C at normal pressure. The gas is liquefied to allow transportation from the place of extraction to the sites at which it is transformed and consumed. One ton of LNG corresponds to 1,400 cubic meters of gas.

LPG Liquefied Petroleum Gas, a mix of light petroleum fractions, gaseous at normal pressure and easily liquefied at room temperature through limited compression.

Mineral Potential ("Potentially recoverable hydrocarbon volumes") Estimated recoverable volumes which cannot be defined as reserves due to a number of reasons, such as the temporary lack of viable markets, a possible commercial recovery dependent on the development of new technologies, or for their location in accumulations yet to be developed or where evaluation of known accumulations is still at an early stage.

Mineral Storage Volumes of natural gas required for allowing optimal operation of natural gas fields in Italy for technical and economic reasons.

Modulation Storage Volumes of natural gas required for meeting hourly, daily and seasonal swings of demand.

Natural gas liquids Liquid or liquefied hydrocarbons recovered from natural gas through separation equipment or natural gas treatment plants. Propane, normal-butane and isobutane, isopentane and pentane plus, that used to be defined natural gasoline, are natural gas liquids.

Network Code A code containing norms and regulations for access to, management and operation of natural gas pipelines.

Offshore/Onshore The term offshore indicates a portion of open sea and, by induction, the activities carried out in such area, while onshore refers to land operations.

Olefins (or Alkenes) Hydrocarbons that are particularly active chemically, used for this reason as raw materials in the synthesis of intermediate products and of polymers.

Over/Underlifting Agreements stipulated between partners regulate the right of each to its share in the production of a set period of time. Amounts different from the agreed ones determine temporary Over/Underlifting situations.

Possible reserves Amounts of hydrocarbons that have a lower degree of certainty than probable reserves and are estimated with lower certainty, for which it is not possible to foresee production.

Probable reserves Amounts of hydrocarbons that are probably, but not certainly, expected to be extracted. They are estimated based on known geological conditions, similar characteristics of rock deposits and the interpretation of geophysical data. Further uncertainty elements may concern: (i) the extension or other features of the field; (ii) economic viability of extraction based on the terms of the development project; (iii) existence and adequacy of transmission infrastructure and/or markets; (iv) the regulatory framework.

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Production Sharing Agreement Contract in use in non OECD area countries, regulating relationships between States and oil companies with regard to the exploration and production of hydrocarbons. The mining concession is assigned to the national oil company jointly with the foreign oil company who has exclusive right to perform exploration, development and production activities and can enter agreements with other local or international entities. In this type of contract the national oil company assigns to the international contractor the task of performing exploration and production with the contractor’s equipment and financial resources. Exploration risks are borne by the contractor and production is divided into two portions: "cost oil" is used to recover costs borne by the contractor, "profit oil" is divided between contractor and national company according to variable schemes and represents the profit deriving from exploration and production. Further terms and conditions may vary from one country to the other.

Proved reserves Proved reserves are estimated volumes of crude oil, natural gas and gas condensates, liquids and associated substances which are expected to be retrieved from deposits and used commercially, at the economic and technical conditions applicable at the time of the estimate and according to current legislation. Proved reserves include: (i) proved developed reserves: amounts of hydrocarbons that are expected to be retrieved through existing wells, facilities and operating methods; (ii) non developed proved reserves: amounts of hydrocarbons that are expected to be retrieved following new drilling, facilities and operating methods. On these amounts the company has already defined a clear development expenditure program which is expression of the company’s determination.

Recoverable reserves Amounts of hydrocarbons included in different categories of reserves (proved, probable and possible), without considering their different degree of uncertainty.

Reserve replacement ratio Measure of the reserves produced replaced by proved reserves. Indicates the company’s ability to add new reserves through exploration and purchase of property. A rate higher than 100% indicates that more reserves were added than produced in the period. The ratio should be averaged on a three-year period in order to reduce the distortion deriving from the purchase of proved property, the revision of previous estimates, enhanced recovery, improvement in recovery rates and changes in the value of reserves – in PSAs – due to changes in international oil prices. Management also calculates this ratio by excluding the effect of the purchase of proved property in order to better assess the underlying performance of the Company’ s operations.

Ship or pay Clause included in natural gas transportation contracts according to which the customer for which the transportation is carried out is bound to pay for the transportation of the gas also in case the gas is not transported.

Strategic Storage Volumes of natural gas required for covering lack or reduction of supplies from extra-European sources or crises in the natural gas system.

Swap In the gas sector, the swap term is referred to a buy/sell contract between some counterparties and is generally aimed to the optimization of transport costs and respective commitments in purchasing and supplying.

Take or pay Clause included in natural gas transportation contracts according to which the purchaser is bound to pay the contractual price or a fraction of such price for a minimum quantity of the gas set in the contract also in case it is not collected by the customer. The customer has the option of collecting the gas paid and not delivered at a price equal to the residual fraction of the price set in the contract in subsequent contract years.

Upstream/Downstream The term upstream refers to all hydrocarbon exploration and production activities. The term downstream includes all activities inherent to the oil sector that are downstream of exploration and production activities.

Wholesale sales Domestic sales of refined products to wholesalers/distributors (mainly gasoil), public administrations and end consumers, such as industrial plants, power stations (fuel oil), airlines (jet fuel), transport companies, big buildings and households. They do not include distribution through the service station network, marine bunkering, sales to oil and petrochemical companies, importers and international organizations.

Workover Intervention on a well for performing significant maintenance and substitution of basic equipment for the collection and transport to the surface of liquids contained in a field.

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ENI INTERIM CONSOLIDATED REPORT / GLOSSARY

ABBREVIATIONS

mmcf = million cubic feet
bcf = billion cubic feet
mmcm = million cubic meters
bcm = billion cubic meters
boe = barrel of oil equivalent
kboe = thousand barrel of oil equivalent
mmboe = million barrel of oil equivalent
bboe = billion barrel of oil equivalent
bbl = barrels
kbbl = thousand barrels
mmbbl = million barrels
bbbl = billion barrels
mmtonnes = million tonnes
ktonnes = thousand tonnes
/d = per day
/y = per year

 

 

 

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Condensed Consolidated Interim Financial Statements

 

 

 

 

 

Contents

ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Balance Sheet

   

Dec. 31, 2008

  

June 30, 2009
   
 
(euro million)  

Note

  

Total amount

  

of which with related parties

  

Total amount

  

of which with related parties
   
 
 
 
 
ASSETS                        
Current assets                        
Cash and cash equivalents       1,939         1,340      
Other financial assets held for trading or available for sale:   (1)                    
- equity instruments       2,741                
- other securities       495         389      
        3,236         389      
Trade and other receivables   (2)   22,222     1,539   18,724     1,410
Inventories   (3)   6,082         5,477      
Current tax assets       170         321      
Other current tax assets       1,130         939      
Other current assets   (4)   1,870     59   1,898     58
Total current assets       36,649         29,088      
Non-current assets                        
Property, plant and equipment   (5)   59,255         61,199      
Inventory - compulsory stock       1,196         1,607      
Intangible assets   (6)   7,697         8,365      
Equity-accounted investments   (7)   5,471         5,641      
Other investments   (7)   410         403      
Other financial assets   (8)   1,134     356   1,120     174
Deferred tax assets   (9)   2,912         2,948      
Other non-current assets   (10)   1,881     21   1,732     12
Total non-current assets       79,956         83,015      
Assets classified as held for sale   (19)   68         68      
TOTAL ASSETS       116,673         112,171      
LIABILITIES AND SHAREHOLDERS' EQUITY                        
Current liabilities                        
Short-term debt   (11)   6,359     153   4,474     164
Current portion of long-term debt   (15)   549         1,208      
Trade and other payables   (12)   20,515     1,253   18,317     1,354
Income taxes payable   (13)   1,949         1,121      
Other taxes payable       1,660         2,165      
Other current liabilities   (14)   3,863     4   2,234     17
Total current liabilities       34,895         29,519      
Non-current liabilities                        
Long-term debt   (15)   13,929     9   14,191      
Provisions for contingencies   (16)   9,506         9,225      
Provisions for employee benefits       947         966      
Deferred tax liabilities   (17)   5,784         5,303      
Other non-current liabilities   (18)   3,102     53   2,758     51
Total non-current liabilities       33,268         32,443      
Liabilities directly associated with the assets classified as held for sale   (19)                    
TOTAL LIABILITIES       68,163         61,962      
SHAREHOLDERS' EQUITY   (20)                    
Minority interest       4,074         3,525      
Eni shareholders' equity                        
Share capital       4,005         4,005      
Reserves       40,722         46,700      
Treasury shares       (6,757 )       (6,757 )    
Interim dividend       (2,359 )              
Net profit       8,825         2,736      
Total Eni shareholders' equity       44,436         46,684      
TOTAL SHAREHOLDERS' EQUITY       48,510         50,209      
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY       116,673         112,171      
   
 
 
 
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Profit and loss account

    First Half 2008   First Half 2009
   
 
(euro million)  

Note

  

Total amount

  

of which with related parties

  

Total amount

  

of which with related parties
   
 
 
 
 
REVENUES                            
Net sales from operations  

(23)

  

55,388

    

2,145

    

42,008

    

1,744

 
Other income and revenues      

408

          

501

    

29

 
Total revenues      

55,796

          

42,509

        
OPERATING EXPENSES  

(24)

                        
Purchases, services and other      

37,534

    

1,619

    

29,520

    

2,305

 
- of which non-recurring charge                            
Payroll and related costs      

1,972

          

2,077

        
- of which non-recurring income                            
Other operating income (loss)  

(25)

  

69

          

48

    

36

 
Depreciation, depletion, amortization and impairments  

(26)

  

4,389

          

4,588

        
OPERATING PROFIT      

11,970

          

6,372

        
FINANCE INCOME (EXPENSE)  

(27)

                        
Finance income      

2,539

    

31

    

3,695

    

16

 
Finance expense      

(2,753

)

  

(6

)

  

(3,962

)

  

(4

)
Derivative financial instruments      

84

          

48

        
       

(130

)

        

(219

)

      
INCOME FROM INVESTMENTS  

(28)

                        
Share of profit (loss) of equity-accounted investments      

411

          

205

        
Other gain (loss) from investments      

458

          

153

        
       

869

          

358

        
PROFIT BEFORE INCOME TAXES      

12,709

          

6,511

        
Income taxes  

(29)

  

(5,482

)

        

(3,361

)

      
Net profit      

7,227

          

3,150

        
                             
Attributable to:                            
- Eni      

6,758

          

2,736

        
- Minority interest      

469

          

414

        
       

7,227

          

3,150

        
Earnings per share attributable to Eni (euro per share)  

(30)

                        
Basic      

1.85

          

0.76

        
Diluted      

1.85

          

0.76

        
   
 
 
 
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Statement of comprehensive income

(euro million)   Note       First Half 2008   First Half 2009
   
 
 
Net profit       7,227     3,150  
Other comprehensive income                
Currency translation differences       (1,312 )   (443 )
Change in the fair value of available-for-sale financial instruments   (20)   2        
Change in the fair value of cash flow hedging derivatives   (20)   (2,890 )   (465 )
Share of "Other comprehensive income" related to investments accounted for using the equity method             2  
Tax effect related to other comprehensive income   (20)   1,139     191  
Total other comprehensive income       (3,061 )   (715 )
Total comprehensive income       4,166     2,435  
                 
Attributable to:                
- Eni       3,713     2,035  
- Minority interest       453     400  
        4,166     2,435  
   
 
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Statements of changes in shareholders’ equity

 

Eni shareholders’ equity

  
 
 
(euro million)  

Share capital

  

Legal reserve of Eni SpA

  

Reserve for treasury shares

  

Reserve related to the fair value of cash flow derivatives net of the tax effect

  

Reserve related to the fair value of available -for-sale financial instruments net of the tax effect

  

Other reserves

  

Cumulative currency translation differences

  

Treasury shares

  

Retained earnings

  

Interim dividend

  

Net profit for the period

  

Total

  

Minority interest

  

Total shareholders’ equity
   
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2007   4,005     959     7,207     (1,344 )   2     428     (2,233 )   (5,999 )   29,591     (2,199 )   10,011     40,428     2,439     42,867  
Net profit for the first half of 2008                                                               6,758     6,758     469     7,227  
Other comprehensive income                                                                                    
Change in the fair value of available-for-sale securities net of the tax effect                           2                                         2           2  
Change in the fair value of cash flow hedge derivatives net of the tax effect                     (1,751 )                                             (1,751 )         (1,751 )
Foreign currency translation differences                     39                 (1,220 )         (115 )               (1,296 )   (16 )   (1,312 )
                      (1,712 )   2           (1,220 )         (115 )               (3,045 )   (16 )   (3,061 )
Total income and (expense) of the period                     (1,712 )   2           (1,220 )         (115 )         6,758     3,713     453     4,166  
Transactions with shareholders                                                                                    
Dividend distribution of Eni SpA (euro 0.70 per share in settlement of 2007 interim dividend of euro 0.60 per share)                                                         2,199     (4,750 )   (2,551 )         (2,551 )
Dividend distribution of other companies                                                                           (224 )   (224 )
Payments by minority shareholders                                                                           10     10  
Allocation of 2007 residual net profit                                                   5,261           (5,261 )                  
Shares repurchased                                             (388 )                     (388 )         (388 )
Treasury shares sold under incentive plans for Eni managers               (9 )               5           9     1                 6           6  
Difference between the carrying amount and strike price of stock options exercised by Eni managers                                                   2                 2           2  
Net effect related to the purchase of treasury shares by Saipem SpA                                                                           (9 )   (9 )
                (9 )               5           (379 )   5,264     2,199     (10,011 )   (2,931 )   (223 )   (3,154 )
Other changes in shareholders' equity                                                                                    
Cost related to stock options                                                   9                 9           9  
Other changes                                                   (12 )               (12 )   13     1  
                                                    (3 )               (3 )   13     10  
Balance at June 30, 2008   4,005     959     7,198     (3,056 )   4     433     (3,453 )   (6,378 )   34,737           6,758     41,207     2,682     43,889  
Net profit for the second half of 2008                                                               2,067     2,067     264     2,331  
Other comprehensive income                                                                                    
Change in the fair value of cash flow hedge derivatives net of the tax effect                     3,006                                               3,006     (52 )   2,954  
Foreign currency translation differences                     (14 )               2,484           (108 )               2,362     27     2,389  
                      2,992                 2,484           (108 )               5,368     (25 )   5,343  
Total recognized income and (expense) for the period                     2,992                 2,484           (108 )         2,067     7,435     239     7,674  
Transactions with shareholders                                                                                    
Interim dividend distribution (euro 0.65 per share)                                                         (2,359 )         (2,359 )         (2,359 )
Dividend distribution of other companies                                                                           (73 )   (73 )
Payments by minority shareholders                                                                           10     10  
Shares repurchased                                             (390 )                     (390 )         (390 )
Treasury shares sold under incentive plans for Eni managers               (11 )               8           11     (2 )               6           6  
Net effect related to the purchase of treasury shares by Saipem SpA                                                                           (22 )   (22 )
Put option granted to Publigaz (the Distrigas minority shareholder)                                 (1,495 )                                 (1,495 )         (1,495 )
Minority interest recognized following the acquisition of Distrigas NV and Hindustan Oil Exploration Co Ltd                                                                           1,261     1,261  
                (11 )               (1,487 )         (379 )   (2 )   (2,359 )         (4,238 )   1,176     (3,062 )
Other changes in shareholders' equity                                                                                    
Cost related to stock options                                                   9                 9           9  
Other changes                     (26 )                           49                 23     (23 )      
                      (26 )                           58                 32     (23 )   9  
Balance at December 31, 2008 (Note 20)   4,005     959     7,187     (90 )   4     (1,054 )   (969 )   (6,757 )   34,685     (2,359 )   8,825     44,436     4,074     48,510  
   
 
 
 
 
 
 
 
 
 
 
 
 
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Statements of changes in shareholders’ equity continued

 

Eni shareholders’ equity

  
 
 
(euro million)  

Share capital

  

Legal reserve of Eni SpA

  

Reserve for treasury shares

  

Reserve related to the fair value of cash flow derivatives net of the tax effect

  

Reserve related to the fair value of available -for-sale financial instruments net of the tax effect

  

Other reserves

  

Cumulative currency translation differences

  

Treasury shares

  

Retained earnings

  

Interim dividend

  

Net profit for the period

  

Total

  

Minority interest

  

Total shareholders’ equity
   
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2008 (Note 20)   4,005     959     7,187     (90 )   4     (1,054 )   (969 )   (6,757 )   34,685     (2,359 )   8,825     44,436     4,074     48,510  
Net profit for the first half of 2009                                                               2,736     2,736     414     3,150  
Gains (losses) recognized directly in equity                                                                                    
Change in the fair value of cash flow hedge derivatives net of the tax effect (Note 20)                     (274 )                                             (274 )         (274 )
Share of "Other comprehensive income" related to investments accounted for using the equity method                                                   1                 1     1     2  
Foreign currency translation differences                     (2 )               (191 )         (235 )               (428 )   (15 )   (443 )
                      (276 )               (191 )         (234 )               (701 )   (14 )   (715 )
Total income and (expense) of the period                     (276 )               (191 )         (234 )         2,736     2,035     400     2,435  
Transactions with shareholders                                                                                    
Dividend distribution of Eni SpA (euro 0.65 per share in settlement of 2008 interim dividend of euro 0.65 per share                                                         2,359     (4,714 )   (2,355 )         (2,355 )
Dividend distribution of other companies                                                                           (258 )   (258 )
Payments by minority shareholders                                                                           1,542     1,542  
Allocation of 2008 residual net profit                                                   4,111           (4,111 )                  
Exercise of the put option granted to the minority shareholder of Distrigas NV                                 1,495                                   1,495           1,495  
Effect related to the purchase of Italgas SpA and Stoccaggi Gas SpA by Snam Rete Gas SpA                                 1,086                                   1,086     (1,086 )      
Minority interest acquired following the mandatory tender offer and the squeeze-out on the shares of Distrigas NV                                                                           (1,146 )   (1,146 )
                                  2,581                 4,111     2,359     (8,825 )   226     (948 )   (722 )
Other changes in shareholders' equity                                                                                    
Cost related to stock options                                                   7                 7           7  
Stock option expired                                                   (7 )               (7 )         (7 )
Other changes                     (71 )                           58                 (13 )   (1 )   (14 )
                      (71 )                           58                 (13 )   (1 )   (14 )
Balance at June 30, 2009 (Note 20)   4,005     959     7,187     (437 )   4     1,527     (1,160 )   (6,757 )   38,620           2,736     46,684     3,525     50,209  
   
 
 
 
 
 
 
 
 
 
 
 
 
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Statement of cash flows

(euro million)   Note       First Half 2008   First Half 2009
   
 
 
Net profit of the year       7,227     3,150  
Depreciation, depletion and amortization   (26)   3,878     4,234  
Revaluations, net       (95 )   (376 )
Net change in provisions for contingencies       103     83  
Net change in the provisions for employee benefits       (12 )   15  
Gain on disposal of assets, net       (207 )   (165 )
Dividend income   (28)   (270 )   (136 )
Interest income       (293 )   (268 )
Interest expense       377     296  
Exchange differences       (34 )   (56 )
Income taxes   (29)   5,482     3,361  
Cash generated from operating profit before changes in working capital       16,156     10,138  
(Increase) decrease:                
- inventories       (1,222 )   197  
- trade and other receivables       154     3,533  
- other assets       (3 )   (98 )
- trade and other payables       (102 )   (1,551 )
- other liabilities       23     (43 )
Cash from operations       15,006     12,176  
Dividends received       409     336  
Interest received       166     259  
Interest paid       (308 )   (245 )
Income taxes paid       (5,323 )   (4,905 )
Net cash provided from operating activities       9,950     7,621  
- of which with related parties   (32)   1,106     (116 )
Investing activities:                
- tangible assets   (5)   (5,584 )   (6,059 )
- intangible assets   (6)   (1,175 )   (785 )
- consolidated subsidiaries and businesses       (1,717 )   (29 )
- investments   (7)   (232 )   (140 )
- securities       (164 )   (7 )
- financing receivables       (2,393 )   (771 )
- change in payables and receivables in relation to investments and capitalized depreciation       845     (251 )
Cash flow from investments       (10,420 )   (8,042 )
Disposals:                
- tangible assets       41     50  
- intangible assets             146  
- consolidated subsidiaries and businesses                
- investments       432     3,079  
- securities       106     128  
- financing receivables       332     819  
- change in payables and receivables in relation to disposals       26     39  
Cash flow from disposals       937     4,261  
Net cash used in investing activities (*)       (9,483 )   (3,781 )
- of which with related parties   (32)   826     (274 )
   
 
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Statement of cash flows continued

(euro million)   Note       First Half 2008   First Half 2009
   
 
 
Proceeds from long-term debt       2,636     3,232  
Repayments of long-term debt       (3,332 )   (2,487 )
Increase (decrease) in short-term debt       2,806     (2,068 )
        2,110     (1,323 )
Net capital contributions by minority shareholders       10     1,542  
Net acquisition of treasury shares different from Eni SpA       (14 )      
Acquisition of additional interests in consolidated subsidiaries             (2,045 )
Dividends paid to Eni's shareholders       (2,551 )   (2,355 )
Dividends paid to minority interest       (224 )   (258 )
Net purchase of treasury shares       (379 )      
Net cash used in financing activities       (1,048 )   (4,439 )
- of which with related parties   (32)   125     2  
Effect of exchange rate changes on cash and cash equivalents       (15 )      
Net cash flow for the period       (596 )   (599 )
Cash and cash equivalents - beginning of the period       2,114     1,939  
Cash and cash equivalents - end of the period       1,518     1,340  
   
 
 
     
(*)   Net cash used in investing activities included investments in certain financial assets to absorb temporary surpluses of cash or as part of our ordinary management of financing activities. Due to their nature and the circumstance that they are very liquid, these financial assets are netted against finance debt in determining net borrowings. For the definition of net borrowings, see "Financial Review".
Cash flows of such investments were as follows:
    (euro million)   First Half 2008   First Half 2009
        
 
    Financing investments:            
    - securities   (3 )   (2 )
    - financing receivables   (1,989 )   (11 )
        (1,992 )   (13 )
    Disposal of financing investments:            
    - securities   95     81  
    - financing receivables   68     402  
        163     483  
    Net cash flows from financing activities   (1,829 )   470  
        
 

  

SUPPLEMENTAL CASH FLOW INFORMATION

  

(euro million)          First Half 2008   First Half 2009
       
 
Effect of investment of companies included in consolidation and businesses            
Current assets   106     3  
Non-current assets   3,121     20  
Net borrowings   102     8  
Current and non-current liabilities   (909 )   (1 )
Net effect of investments   2,420     30  
Fair value of investments held before the acquisition of control   (601 )      
Purchase price   1,819     30  
less:            
Cash and cash equivalents   (102 )   (1 )
Cash flow on investments   1,717     29  
       
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Basis of presentation

The Condensed Consolidated Interim Financial Statements of Eni Group have been prepared in accordance with IAS 34 "Interim Financial Reporting". This report includes a complete set of financial statements. The financial statements are the same reported in the Annual Report 2008 with the exception of: (i) the statement of comprehensive income that begins with the amount of net profit for the year adjusted with all items of income and expenses directly recognized in equity, but excluded from net income, in accordance with IFRS; (ii) the recognition of the non-hedging derivatives1 in the "current" and "non-current" section of the balance sheet as required by the changes to IAS 1 "Presentation of Financial Statements" in the "Improvements to IFRSs"; (iii) the recognition of the changes in the fair value of the non-hedging derivatives on commodities, also including the effects of the settlement, in the new profit and loss account item "Other operating income (expense)".

After completing the allocation of the cost of the last-year business combination concerning Distrigas NV, Eni Hewett Ltd, First Calgary Petroleums Ltd and Hindustan Oil Co Ltd, the carrying amount of some assets and liabilities as at December 31, 2008 have been restated with effects starting on the acquisition date. A description of such effects on the assets and liabilities is indicated in Note 21 – Other information.

The Condensed Consolidated Interim Financial Statements have been prepared in accordance with the same principles of consolidation and evaluation criteria described in the Annual Report 2008 with the exception of the recognition and evaluation of customer loyalty programs used by entities to provide customers with incentives to buy their goods or services. In particular, after the effectiveness of IFRIC 13 "Customer Loyalty Programmes" companies are required to allocate some of the consideration received from the sales transaction to the award credits on the basis of their fair value. Consideration allocated to award credits is recognized as revenue when award credits are redeemed. The application of IFRIC 13 determined the following adjustments in the 2008-first-half income statement and in the balance sheet at December 31, 2008: (i) a decrease of euro 34 million in the "Net sales from operations"; (ii) an increase of euro 2 million in the "Other income and revenues"; (iii) a decrease of euro 32 million in the "Purchases, services and other"; (iv) the reclassification of euro 66 million from "Provisions for contingencies" to "Other current liabilities". Moreover, starting from 2009, the provisions of the revised IAS 23 "Borrowing Costs" are applied. The main change from the previous version is the removal of the option of immediately recognizing as an expense borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset that take a substantial period of time to get ready for use or sale. The company is required to capitalize such borrowing costs as part of the cost of the asset. The change does not affect Eni’s financial statements as it already capitalizes such costs.

The report includes selected explanatory notes. Segment reporting is prepared according to the provisions of IFRS 8 "Operating Segments", effective starting on January 1, 2009. The new standard requires the segment reporting to be prepared according the requirements used for the preparation of internal reports for the entity’s chief operating decision maker. Therefore the identification of operating segments and the related reporting is prepared on the basis of internal reports that are regularly reviewed by the entity’s chief operating decision maker in order to allocate resources to the segment and assess its performance. The application of the provisions of IFRS 8 "Operating segments" has not modified the reporting segment.

Income taxes were calculated based on the estimated taxable profit. Tax payables and receivables were measured at the amount expected to be paid to/recovered from tax authorities, applying tax laws that have been enacted or substantively enacted at the end of the period and using tax rates estimated on an annual basis.

The Condensed Consolidated Interim Financial Statements at June 30, 2009, have been approved by Eni’s Board of Directors on July 30, 2009 and a limited review has been carried out by the independent auditor PricewaterhouseCoopers SpA (PwC). A limited review is substantially less in scope than an audit performed in accordance with generally accepted auditing standards.

_______________

(1)   The adjustments reported in notes (i) and (ii) result from the application, starting from 2009, of the revised IAS 1 "Presentation of Financial Statements" as integrated by the provisions of "Improvements to International Financial Reporting Standards" on May 2008.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Use of accounting estimates

For a description of the accounting estimates used see the Annual Report 2008.

 

Recent accounting principles

As regards the recent accounting principles, in comparison with those indicated in the Annual Report 20082, in the first half of 2009 the principal pronouncement issued by IASB was the "Amendment to IFRS 7 Improving Disclosures about Financial Instruments" that concerns the integration of the disclosure on financial instruments and the definition of a fair value "hierarchy" articulated on three levels according to the different quality of input used in the measurement.

Eni is currently reviewing these new IFRS and interpretations to determine the likely impact on the Group’s results.

 

 

 

_______________

(2)   In comparison with the accounting principles reported in the Annual Report 2008, during the first half of 2009 the European Commission has endorsed the revised IFRS 3 "Business Combinations" and IAS 27 "Consolidated and Separate Financial Statements", the IFRIC 12 "Service Concession Arrangements" and IFRIC 16 "Hedges of a Net Investment in a Foreign Operation".

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Notes to the condensed consolidated interim financial statements

Current assets

1 Other financial assets held for trading or available for sale
At December 31, 2008 and June 30, 2009, Eni did not own financial assets held for trading. Other financial assets available for sale are set out below:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Equity instruments  

2,741

    
Securities:        
- held for operating purposes  

310

  

282
- held for non-operating purposes  

185

  

107
   

495

  

389
   

3,236

  

389
   
 

Equity instruments decreased of the carrying amount of the 20% interest in OAO Gazprom Neft (euro 2,741 million), purchased by Gazprom following the exercising of a call option on April 7, 2009 on the basis of the existing agreements with Eni. On April 24, 2009, Eni received a payment of euro 3,070 million (US $4,062 million at the exchange rate of the date of the transaction). Eni acquired the investment in Gazprom Neft on April 4, 2007 through a bid on the liquidation of the second lot of ex-Yukos assets. The strike price of the call option was equal to the bid price (US $3.7 billion) decreased by the dividends distributed and increased of a contractual remuneration of 9.4% on the capital employed and financing collateral expenses.

Available-for-sale securities were euro 389 million (euro 495 million at December 31, 2008).

Securities held for operating purposes of euro 282 million (euro 310 million at December 31, 2008) included securities designated to provide coverage of technical reserves of the Group’s insurance company, Eni Insurance Ltd, for euro 269 million (euro 302 million at December 31, 2008).



2 Trade and other receivables
Trade and other receivables were as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Trade receivables  

16,444

  

13,139

Financing receivables:        
- for operating purposes - short-term  

402

  

569

- for operating purposes - current portion of long-term receivables  

85

  

84

- for non-operating purposes  

337

  

71

   

824

  

724

Other receivables:        
- from disposals  

149

  

96

- other  

4,805

  

4,765

   

4,954

  

4,861

   

22,222

  

18,724

   
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Receivables were stated net of the allowance for impairment losses of euro 1,466 million (euro 1,251 million at December 31, 2008):

(euro million)  

Value at Dec. 31, 2008

  

Additions

  

Deductions

  

Other changes

  

Value at June 30, 2009
   
 
 
 
 
Trade receivables  

747

    

123

    

(12

)

  

(13

)

  

845

 
Financing receivables  

19

                      

19

 
Other receivables  

485

    

84

    

(20

)

  

53

    

602

 
   

1,251

    

207

    

(32

)

  

40

    

1,466

 
   
 
 
 
 

Trade receivables included receivables with a maturity date beyond 12 months for euro 71 million.

The decrease in trade receivables of euro 3,305 million was primarily related to the Gas & Power segment (euro 2,950 million). Allowances for impairment losses of trade receivables for euro 123 million primarily related to the Gas & Power segment (euro 92 million).

Receivables for financing operating activities of euro 653 million (euro 487 million at December 31, 2008) included euro 460 million due from unconsolidated entities controlled by Eni, joint ventures and affiliates (euro 399 million at December 31, 2008), a euro 168 million cash deposit to provide coverage of Eni Insurance Ltd technical reserves (euro 47 million at December 31, 2008) and the current portion of receivables for financial leasing (euro 15 million).

Receivables for financing non-operating activities amounted to euro 71 million (euro 337 million at December 31, 2008) principally referred to a cash deposit made by the Engineering & Construction segment (euro 68 million). The decrease of euro 266 million primarily related to the release of a deposit held by Eni Lasmo Plc as a guarantee of a debenture (euro 173 million).

Allowances for impairment losses of other receivables of euro 84 million essentially referred to the Exploration & Production segment (euro 83 million) due primarily to impairment of certain receivables associated with cost recovery with respect to local state-owned co-venturers based on underlying petroleum agreements and modifications of the Company’s interest in certain joint ventures.

Receivables with related parties are described in Note 32 "Transactions with related parties".


3 Inventories
Inventories were as follows:

   

Dec. 31, 2008

  

June 30, 2009
   
 

(euro million)

  

Crude oil, natural gas and petroleum products

  

Chemical products

  

Work in progress

  

Other

  

Total

  

Crude oil, natural gas and petroleum products

  

Chemical products

  

Work in progress

  

Other

  

Total
   
 
 
 
 
 
 
 
 
 
Raw and auxiliary materials and consumables  

466

  

263

      

1,155

  

1,884

  

361

  

122

      

1,274

  

1,757
Products being processed and semi finished products  

48

  

17

      

3

  

68

  

61

  

16

      

12

  

89
Work in progress          

953

      

953

          

1,013

      

1,013
Finished products and goods  

2,528

  

557

      

92

  

3,177

  

1,998

  

498

      

122

  

2,618
   

3,042

  

837

  

953

  

1,250

  

6,082

  

2,420

  

636

  

1,013

  

1,408

  

5,477
   
 
 
 
 
 
 
 
 
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Inventories were stated net of the valuation allowance of euro 124 million (euro 697 million at December 31, 2008):

(euro million)  

Value at Dec. 31, 2008

  

Additions

  

Deductions

  

Value at June 30, 2009
   
 
 
 
   

697

  

7

  

(580)

  

124
   
 
 
 

 

4 Other current assets
Other assets were as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Fair value of non-hedging derivatives  

1,128

  

1,243
Fair value of cash flow hedge derivatives  

474

  

336
Other assets  

268

  

319
   

1,870

  

1,898
   
 

Fair value of the derivative contracts is determined using market quotations provided by primary info-provider or, if absent, appropriate valuation techniques used on the marketplace.

Fair values of non-hedging derivatives of euro 1,243 million (euro 1,128 million at December 31, 2008) consisted of derivative contracts that do not meet the formal criteria to be designated as hedges under IFRS because they were entered into in order to manage the net business exposures in foreign currency exchange rates, interest rates and commodity prices. Therefore, such derivatives were not related to specific trade or financing transactions.

Fair value of cash flow hedges of euro 336 million (euro 474 million at December 31, 2008) referred to Distrigas NV for euro 299 million (euro 293 million at December 31, 2008) and to the Exploration & Production segment for euro 37 million (euro 181 million at December 31, 2008). The Distrigas NV derivatives were designated to hedge surpluses or deficits of gas to achieve a proper balance in gas portfolio and sales/purchases of amounts of gas and oil products at fixed price. Fair value related to the Exploration & Production segment referred to the fair value of the future sale agreements of the proved oil reserves with deadline by June 2010. Those derivatives were entered into to hedge exposure to variability in future cash flows deriving from the sale in the 2008-2011 period of approximately 2% of Eni’s proved reserves as of December 31, 2006 corresponding to 125.7 mmbbl, decreasing to 58.7 mmboe as of June 2009 due to transactions settled in the past year and in the first half of 2009. These hedging transactions were undertaken in connection with acquisitions of oil and gas assets in the Gulf of Mexico and Congo that were executed in 2007. Fair value of contracts expiring by June 2010 is given in Note 14 – Other current liabilities; fair value of contracts expiring beyond June 30, 2010 is given in Note 10 – Other non-current receivables and in Note 18 – Other non-current liabilities. The effects of the evaluation at fair value of cash flow hedge derivatives are given in the Note 20 – Shareholders’ equity and in the Note 25 – Finance income (expense).

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Non-current assets

5 Property, plant and equipment
Analysis of tangible assets is set out below:

(euro million)   Carrying amount
at Dec. 31, 2008		   Accumulated amortization and impairment
at Dec. 31, 2008		   Net carrying amount
at Dec. 31, 2008		   Additions   Amortizations   Impairments   Currency translation differences   Other changes   Net carrying amount
at June 30, 2009		   Carrying amount
at June 30, 2009		   Accumulated amortization and impairment
at June 30, 2009
   
 
 
 
 
 
 
 
 
 
 
Property, plant and equipment  

118,127

    

58,872

    

59,255

    

6,059

    

(3,119

)

  

(330

)

  

(135

)

  

(531

)

  

61,199

    

123,502

    

62,303

  
   
 
 
 
 
 
 
 
 
 
 

Additions of euro 6,059 million were primarily related to the Exploration & Production (euro 4,168 million), the Engineering & Construction (euro 882 million), the Gas & Power (euro 722 million) and the Refining & Marketing (euro 214 million) segments.

The break-down by segment of impairments amounting to euro 330 million (euro 503 million in the first half of 2008) and the associated tax effect is provided below:

(euro million)

First Half 2008

  

First Half 2009
 
 
Impairment:        
- Exploration & Production  

181

  

209
- Refining & Marketing  

148

  

27
- Petrochemicals  

172

  

89
- Other segments  

2

  

5
   

503

  

330
Fiscal effect:        
- Exploration & Production  

51

  

60
- Refining & Marketing  

55

  

9
- Petrochemicals  

55

  

24
- Other segments  

1

  

1
   

162

  

94
Impairment net of the relevant fiscal effect:        
- Exploration & Production  

130

  

149
- Refining & Marketing  

93

  

18
- Petrochemicals  

117

  

65
- Other segments  

1

  

4
   

341

  

236
 
 

The recoverable amounts used for determining the impairment losses were calculated by using post-tax cash flows. Such amounts were discounted at a rate which corresponds for the Exploration & Production, Refining & Marketing and Petrochemicals segments to the Company’s weighted average cost of capital, adjusted to consider the risks specific to each country of activity. The post-tax WACC used for impairment purposes has ranged from 8.5% to 12.5%. These rates were the same as those used for the impairment test of the 2008 financial statements, as a decrease in the cost of third parties borrowings was offset by an increased market risk. Post-tax cash flows and discount rates have been adopted as they result in an assessment that is substantially equal to a pre-tax assessment.

In the Exploration & Production segment the main impairments charges were associated to oil & gas properties in Gulf of Mexico, Nigeria and Egypt as a result of changes in the pricing environment for commodities. In the Refining & Marketing segment certain capital expenditures made in the period were written-off as they related to assets impaired in the last financial year. In the Petrochemicals segment, the main impairment charges regarded olefin-aromatic-polyethylene plants of the Sicilian pole and of the Porto Marghera site driven by worsening margin/volume expectations associated with falling demand for products and the prospects of rising competitive pressure due to the coming on line of new production capacity in the Middle East.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Other changes of euro 531 million included the initial recognition and changes in the estimated decommissioning and restoration costs of euro 389 million, of which euro 377 million related to the Exploration & Production segment and the disposal of tangible assets for euro 24 million.

6 Intangible assets
Intangible assets were as follows:

(euro million)   Carrying amount
at Dec. 31, 2008		   Accumulated amortization and impairment
at Dec. 31, 2008		   Net carrying amount
at Dec. 31, 2008		   Acquisitions   Amortizations   Other changes   Net carrying amount
at June 30, 2009		   Carrying amount
at June 30, 2009		   Accumulated amortization and impairment
at June 30, 2009
   
 
 
 
 
 
 
 
 
Intangible assets with finite useful lives  

8,558

  

4,392

  

4,166

  

785

  

(1,117

)

  

105

  

3,939

  

8,843

  

4,904
Intangible assets with indefinite useful lives                                      
- Goodwill          

3,531

            

895

  

4,426

        
   

8,558

  

4,392

  

7,697

  

785

  

(1,117

)

  

1,000

  

8,365

  

8,843

  

4,904
   
 
 
 
 
 
 
 
 

Acquisitions of euro 785 million included exploration expenditures of euro 732 million which were fully amortized as incurred.
Other changes in intangible assets with finite useful lives of euro 105 million were primarily related currency translation differences arose from the translation of financial statements denominated in currencies other than euro (euro 23 million).
The carrying amount of goodwill at the end of the period was euro 4,426 million (euro 3,531 million at December 31, 2008). The break-down by operating segment is as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
- Exploration & Production  

241

  

256
- Gas & Power  

2,402

  

3,306
- Refining & Marketing  

142

  

115
- Engineering & Construction  

746

  

749
   

3,531

  

4,426
   
 

Goodwill acquired through business combinations has been allocated to the cash generating units ("CGUs") that are expected to benefit from the synergies of the acquisition. The recoverable amount of the CGUs is the higher of: (i) fair value less costs to sell if there is an active market or recent transactions for similar assets within the same industry between knowledgeable and willing parties; (ii) value-in-use determined by discounting the estimated future cash flows determined on the basis of the best pieces of information available at the moment of the assessment deriving from: (a) the Company’s four-year plan approved by the top management which provides information on expected oil and gas production, sales volumes, capital expenditures, operating costs and margins and industrial and marketing set-up, as well as trends on the main monetary variables, including inflation, nominal interest rates and exchange rates. Certain variables have been updated to take into account the current economic downturn whereby management has revised down its assumptions on commercial margins and growth rates for energy demand in comparison with the original assumptions of the internally sanctioned plan. For the years subsequent to the fourth one, a real growth rate ranging from 0% to 2% has been used; (b) the commodity prices have been assessed based on the forward prices prevailing on the market place as of the balance sheet date for the first four years of the cash flow projections and the long-term price assumptions adopted by the Company’s top management for strategic planning purposes for the following years, that are reviewed on annual basis.

Value-in-use is determined by discounting post-tax cash flows at a rate which corresponds (i) for the Exploration & Production, Refining & Marketing and Petrochemicals segments at the Company’s weighted average cost of capital (post-tax WACC), adjusted to consider risks specific to each country of activity. WACC used for the impairment purposes has ranged from 8.5% to 12.5%; (ii) for the Gas & Power and Engineering & Construction segments at sector-specific WACC. For the Gas & Power segment it has been estimated on the basis of a sample of companies operating in the same segment, for the Engineering & Construction segment on the basis of market data. WACC used for impairments in the Gas & Power segment has been adjusted to take into account risks specific to each country of activity, while WACC used for impairments in the Engineering & Construction segment has not been adjusted as most of the company assets are not permanently located in a specific country.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

WACC used for the impairment has ranged from 7.5% to 9% for the Gas & Power segment and it was 8% for the Engineering & Construction segment; (iii) for the regulated activities in the Italian natural gas sector, the discount rates have been assumed equal to the rates of return defined by the Italian Authority for Electricity and Gas. These rates were the same as those used for the impairment test of the 2008 financial statements as a decrease in the cost of third parties borrowings was offset by an increased market risk. Post-tax cash flows and discount rates have been adopted as they result in an assessment that is substantially equal to a pre-tax assessment.

Goodwill has been allocated to the following CGUs:

Gas & Power

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Domestic gas market  

743

  

743
Foreign gas market  

1,344

  

2,248
- of which European market  

1,248

  

2,148
Domestic natural gas transportation network  

305

  

305
Other  

10

  

10
   

2,402

  

3,306

   
 

Goodwill allocated to the CGU domestic gas market of euro 743 million primarily regarded the retail market (euro 716 million) and was recognized following the buy-out of minorities in Italgas SpA in 2003 through a public offering (euro 706 million). Key assumptions adopted for assessing the recoverable amount of the domestic gas market CGU which exceeds its carrying amount referred to commercial margins, forecast volumes, the discount rate and the growth rates adopted to determine the terminal value. The determination of the value-in-use is based on the four-year plan sanctioned by the Company’s top management that was used in the assessments made in the 2008 financial statements and updated to take into account the changed macroeconomic conditions that resulted in a downward revision of gas demand growth prospects. The terminal value has been estimated through the perpetuity method of the last-year-plan considering a nominal growth rate equal to zero for the long-term. The excess of the recoverable amount of the domestic gas market CGU over its carrying amount including the allocated portion of goodwill (headroom) would be reduced to zero under each of the following hypothesis: (i) an average decrease of 6.6% in the projected commercial margins; (ii) an average decrease of 6.6% in planned volumes; (iii) an increase of 0.7 percentage points in the discount rate; (iv) a negative real growth rate of 0.8%. The recoverable amount of the CGU domestic gas market and the relevant sensitivity analysis were calculated by using retail margins and excluding wholesale margins.

Goodwill allocated to the foreign gas market regarded the acquisition of the Belgian company, Distrigas NV, that was acquired in two different steps: (i) a controlling interest of 57.24% was acquired in October 2008; (ii) a mandatory tender offer was finalized on the minorities of Distrigas on April 11, 2009 and the subsequent squeeze-out at the same price of the acquisition of the controlling interest. Such goodwill has been allocated to group of CGUs that are expected to benefit from the synergies of the acquisition corresponding to the European market. Such second-level CGU includes the activities of Distrigas and other European marketing activities conducted by the Gas & Power Division of Eni SpA. Key assumptions adopted for assessing the recoverable amount of the European market CGU which exceeds its carrying amount regarded commercial margins, forecast volumes, the discount rate and the growth rates adopted to determine the terminal value. The determination of the value-in-use is based on both the plan of acquisition for the Distrigas business and the internally sanctioned four-year plan for the other European marketing activities as updated to take into account the revised prospects for gas demand growth in Europe and lower marketing margins. The terminal value has been estimated based on the perpetuity method of the last-year-plan. The excess of the recoverable amount of the European market CGU over its carrying amount including the allocated portion of goodwill (headroom) would be reduced to zero under each of the following hypothesis: (i) an average decrease of 35.8% in the projected marketing margins; (ii) an average decrease of 35.8% in planned volumes; (iii) an increase of 3.55 percentage points in the discount rate; (iv) a negative real growth rate of 4.75%.

Goodwill allocated to the domestic natural gas transportation network CGU referred to the purchase of own shares by Snam Rete Gas SpA and it is equal to the difference between the purchase cost over the carrying amount of the corresponding share of equity. The recoverable amount of the CGU is assessed based on its Regulatory Asset Base (RAB) as recognized by the Italian Authority for Electricity and Gas and it is higher than its carrying amount, including the allocated goodwill. Management believes that no reasonably possible changes in the assumptions adopted would cause the headroom of the CGU to be reduced to zero.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Engineering & Construction

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Offshore construction  

416

  

416
Onshore construction  

314

  

315
Other  

16

  

18
   

746

  

749
   
 

The segment goodwill of euro 749 million was mainly recognized following the acquisition of Bouygues Offshore SA, now Saipem SA (euro 710 million). The key assumptions adopted for assessing the recoverable amount of the CGUs which exceeds the carrying amount referred to operating results, the discount rate and the growth rates adopted to determine the terminal value. As the relevant assumptions included in the four-year plan approved by the Company’s top management did not incur any significant changes in the period from the 2008 assessment, an update of the estimated recoverable amounts of the Offshore and Onshore CGUs will be carried out in the Annual Report 2009 on the basis of a new four-year plan.

The Exploration & Production and the Refining & Marketing segments tested their goodwill, yielding the following results: (i) in the Exploration & Production segment (euro 256 million of carrying amount), the management believes that there are no reasonably possible changes in the pricing environment and production/cost profiles that would cause the headroom of the relevant CGUs to be reduced to zero. The change in goodwill recorded by the segment in the period derived from the completion of the purchase price allocation of First Calgary that in the Annual Report 2008 was allocated on a preliminary basis (see Note 21 – Other information); (ii) in the Refining & Marketing segment (euro 115 million), an impairment charge of euro 23 million was recorded. The impairment was related to goodwill allocated to the fuel retail business assets and aviation fuel supply business recently acquired in Central-Eastern Europe driven by lower expectations for margins/volumes due to decreased fuel demand caused by the economic downturn and loss of market share.

Other changes in intangible assets with a indefinite useful lives of euro 895 million included the accounting of goodwill related to the acquisition of the 42.757% of Distrigas NV, following the finalization of the mandatory tender offer on the minorities with a 41.617% adhesion of the share capital, including the 31.25% interest of Publigaz SCRL, the other major stakeholder of Distrigas, and the 1.14% interest through the squeeze-out procedure (euro 903 million).

7 Investments
Analysis of investments is set out below:

(euro million)   Value at Dec. 31, 2008   Acquisitions and subscriptions   Share of profit (loss) of equity-accounted investments   Deduction for dividends   Other changes   Value at June 30, 2009
   
 
 
 
 
 
Equity accounted investments  

5,471

    

136

    

214

    

(261

)

  

81

    

5,641
Other investments  

410

    

4

                

(11

)

  

403
   

5,881

    

140

    

214

    

(261

)

  

70

    

6,044
   
 
 
 
 
 

Acquisitions and subscriptions for euro 136 million were primarily related to the subscription of other investments for increase in share capital of Angola LNG Ltd (euro 96 million).
Share of profit of equity-accounted investments of euro 214 million primarily related to Unión Fenosa Gas SA (euro 62 million), Galp Energia SGPS SA (euro 40 million) and Trans Austria Gasleitung GmbH (euro 36 million).
Deduction following the distribution of dividends of euro 261 million primarily related to Unión Fenosa Gas SA (euro 74 million), Galp Energia SGPS SA (euro 47 million), Trans Austria Gasleitung GmbH (euro 23 million) and Azienda Energia e Servizi Torino SpA (euro 19 million).

Other changes of euro 70 million included the reclassification from receivables made for financing operating activities related to the definition of the conferring in PetroSucre SA of the Venezuelan activities of Corocoro (euro 160 million) and, as decrease, negative currency translation differences arose from the translation of financial statements denominated in currencies other than euro (euro 82 million).

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

8 Other financial assets
Other financing receivables were as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Receivables for financing operating activities  

1,084

  

1,084
Securities held for operating purposes  

50

  

36
   

1,134

  

1,120
   
 

Financing receivables were net of the allowance for impairment losses of euro 25 million (euro 26 million at December 31, 2008).
Receivables for financing operating activities of euro 1,084 million (the same amount as of December 31, 2008) consisted of loans made by the Exploration & Production (euro 765 million), Refining & Marketing (euro 113 million), Gas & Power (euro 65 million) segments and receivables for financial leasing (euro 127 million).
Securities for euro 36 million (euro 50 million at December 31, 2008) were designated as held-to-maturity.
Receivables with related parties are described in Note 32 – Transactions with related parties.


9 Deferred tax assets
Deferred tax assets were as follows:

(euro million)  

Value at December 31, 2008

  

Net increases

  

Currency translation differences

  

Other changes

  

Value at June 30, 2009
   
 
 
 
 
 

2,912

  

38

  

15

  

(17

)

  

2,948
   
 
 
 
 

Deferred tax assets of euro 2,948 million (euro 2,912 million at December 31, 2008) were recognized net of offsettable deferred tax liabilities of euro 3,500 million (euro 3,468 million at December 31, 2008). Other changes of euro 17 million included an increased offset of tax liabilities for euro 114 million and, as increase, the recognition as a contra to the reserve within net equity of the tax effect deriving from fair value valuation of cash flow hedging derivatives (euro 76 million). Further information on cash flow hedging derivatives is provided in Note 4 – Other current assets.

10 Other non-current assets
Other non-current assets were as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Current tax assets  

112

  

112
Receivables related to disposal  

780

  

783
Other receivables  

268

  

237
Fair value of non-hedging derivatives  

480

  

326
Fair value of cash flow hedge derivatives  

197

  

152
Other asset  

44

  

122
   

1,881

  

1,732
   
 

Receivables related to disposals of euro 783 million (euro 780 million as of December 31, 2008) referred to: (i) a receivable of euro 501 million (the same amount as of December 31, 2008) recognized after the agreement settled with the Republic of Venezuela according to which Eni will receive cash compensation for the expropriated Dación assets, in part already collected, to be paid in seven annual installments which yields interest income from the date of the settlement. Following the default of payment of the first installment for euro 71 million (US $104 million) within the deadline of April 30, 2009, negotiations are currently ongoing in order to collect a portion of the compensation through an equivalent assignment of hydrocarbons (compensation in-kind); (ii) a receivable of euro 278 million (euro 275 million at December 31, 2008) related to the disposal of the interest of 1.71% in the Kashagan project to the local partner KazMunaiGas on the basis of the agreements defined with the international partners of the North Caspian Sea PSA and the Kazakh government, which are effective starting from January 1, 2008.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Fair value of the derivative contracts is determined using market quotations provided by primary info-provider or, if absent, appropriate valuation techniques used on the marketplace.

Fair values of non-hedging derivatives of euro 326 million (euro 480 million at December 31, 2008) consisted of derivative contracts that do not meet the formal criteria to be designated as hedges under IFRS because they were entered into in order to manage the net business exposures in foreign currency exchange rates, interest rates and commodity prices. Therefore, such derivatives were not related to specific trade or financing transactions.

Fair value of cash flow hedges of euro 152 million (euro 197 million at December 31, 2008) referred to Distrigas NV for euro 120 million (euro 105 million at December 31, 2008) and to the Exploration & Production segment for euro 32 million (euro 92 million at December 31, 2008). More information about cash flow hedging derivatives is provided in Note 4 – Other current assets. Fair value of contracts expiring by June 2010 is given in Note 4 – Other current assets and Note 14 – Other current liabilities; fair value of contracts expiring beyond June 30, 2010 is given in Note 18 – Other non-current liabilities. The effects of the evaluation at fair value of cash flow hedge derivatives are given in the Note 20 – Shareholders’ equity and in the Note 25 – Finance income (expense).

Current liabilities

11 Short-term debt
Short-term debt was as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Banks  

2,411

  

2,908
Ordinary bonds  

3,663

  

1,408
Other financial institutions  

285

  

158
   

6,359

  

4,474
   
 

Short-term debt decreased by euro 1,885 million primarily due to the balance of repayments and new proceeds (euro 1,975 million) partially offset by negative currency translation differences arose from the translation of financial statements denominated in currencies other than euro (euro 76 million). Ordinary bonds consisted of commercial paper of euro 1,408 million issued by the finance company Eni Coordination Center SA.
At June 30, 2009 within Eni financial framework, no unfulfilment of terms and conditions or violation of agreements occurred.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

12 Trade and other payables
Trade and other payables were as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Trade payables  

12,590

  

10,634
Advances  

2,916

  

2,746
Other payables:        
- in relation to investments  

1,716

  

1,427
- others  

3,293

  

3,510
   

5,009

  

4,937
   

20,515

  

18,317
   
 

The decrease of trade receivables for euro 1,956 million primarily referred to the Gas & Power segment (euro 2,091 million).
Payables with related parties are described in Note 32 – Transactions with related parties.

13 Income tax payables
Income tax payables were as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Italian subsidiaries  

808

  

300
Foreign subsidiaries  

1,141

  

821
   

1,949

  

1,121
   
 

Income taxes of Italian subsidiaries were net of tax benefit effect deriving from fair value valuation of cash flow hedging derivatives (euro 103 million) recognized with a corresponding entry in the relevant reserve within equity. Further information on cash flow hedging derivatives is provided in Note 4 – Other current assets.

14 Other current liabilities
Other current liabilities were as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Fair value of non-hedging derivatives  

1,418

  

1,005
Fair value of cash flow hedge derivatives  

452

  

726
Other liabilities  

1,993

  

503
   

3,863

  

2,234
   
 

Fair value of the derivative contracts is determined using market quotations provided by primary info-provider or, if absent, appropriate valuation techniques used on the marketplace.

Fair values of non-hedging derivatives of euro 1,005 million (euro 1,418 million at December 31, 2008) consisted of derivative contracts that do not meet the formal criteria to be designated as hedges under IFRS because they were entered into in order to manage the net business exposures in foreign currency exchange rates, interest rates and commodity prices. Therefore, such derivatives were not related to specific trade or financing transactions.

Fair value of cash flow hedges of euro 726 million (euro 452 million at December 31, 2008) referred to Distrigas NV for euro 434 million (euro 415 million at December 31, 2008) and to the Exploration & Production segment for euro 292 million (euro 37 million at December 31, 2008). More information about cash flow hedging derivatives is provided in Note 4 – Other current assets. Fair value of contracts expiring by June 2010 is given in Note 4 – Other current assets; fair value of contracts expiring beyond June 30, 2010 is given in Note 10 – Other non-current assets and in Note 18 – Other non-current liabilities. The effects of the evaluation at fair value of cash flow hedge derivatives are given in the Note 20 – Shareholders’ equity and in the Note 25 – Finance income (expense).

The decrease of other liabilities of euro 1,490 million referred for euro 1,495 million to the exercise of the put option granted to Publigaz (the Distrigas minority shareholder) to divest its 31.25% stake in Distrigas NV to Eni on the same per-share price of the ongoing mandatory tender offer to minorities as part of the Distrigas acquisition. The relevant liability was recognized with a corresponding entry in a reserve within equity. Publigaz exercised the put option on April 11, 2009.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Non-current liabilities

15 Long-term debt and current maturities of long-term debt
Long-term debt including the current portion were as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
   

Long-term portion

  

Short-term portion

  

Total

  

Long-term portion

  

Short-term portion

  

Total
   
 
 
 
 
 
Ordinary bonds  

6,483

  

360

  

6,843

  

9,336

  

750

  

10,086
Banks  

6,856

  

147

  

7,003

  

4,396

  

418

  

4,814
Other financial institutions  

590

  

42

  

632

  

459

  

40

  

499
   

13,929

  

549

  

14,478

  

14,191

  

1,208

  

15,399
   
 
 
 
 
 

Long-term debt, including the current portion of long-term debt, increased by euro 921 million to euro 15,399 million (euro 14,478 million at December 31, 2008). Such increase was due to the balance of repayments and new proceeds for euro 753 million as well as the negative impact of foreign currency translation differences and translation differences arising on debt taken on by euro-reporting subsidiaries denominated in foreign currency which are translated into euro at year-end exchange rates (euro 168 million).

Eni entered into long-term borrowing facilities with the European Investment Bank which were subordinated to the maintenance of certain performance indicators based on Eni’s consolidated financial statements or a rating not inferior to A- (S&P) and A3 (Moody’s). At December 31, 2008 and June 30, 2009, the amount of short and long-term debt subject to restrictive covenants was euro 1,323 million and euro 1,270 million, respectively. In addition, Saipem SpA entered into certain borrowing facilities for euro 75 million (the same amount as of December 31, 2008) with a number of financial institutions subordinated to the maintenance of certain performance indicators based on the consolidated financial statements of Saipem. Eni and Saipem are in compliance with the covenants contained in their respective financing arrangements.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

   

Amount

  

Discount on bond issue and accrued expense

  

Total

  

Currency

  

Maturity

  

Rate %
                   
 
(euro million)                  

from

  

to

  

from

  

to
   
 
 
 
 
 
 
 
Issuing entity                                  
Euro Medium Term Notes                                  
Eni SpA  

1,500

  

19

    

1,519

  

EUR

      

2016

      

5.000
Eni SpA  

1,500

  

9

    

1,509

  

EUR

      

2013

      

4.625
Eni SpA  

1,250

  

29

    

1,279

  

EUR

      

2014

      

5.875
Eni SpA  

1,250

  

25

    

1,275

  

EUR

      

2017

      

4.750
Eni Coordination Center SA  

761

  

10

    

771

  

GBP

  

2010

  

2019

  

4.875

  

6.125
Eni SpA  

500

  

1

    

501

  

EUR

      

2010

      

6.125
Eni Coordination Center SA  

350

  

4

    

354

  

EUR

  

2010

  

2028

  

2.876

  

5.600
Eni Coordination Center SA  

340

  

1

    

341

  

YEN

  

2012

  

2037

  

1.150

  

2.810
Eni Coordination Center SA  

180

  

2

    

182

  

USD

  

2013

  

2015

  

4.450

  

4.800
Eni Coordination Center SA  

42

  

(2

)

  

40

  

EUR

  

2011

  

2015

      

variable
Eni Coordination Center SA  

33

        

33

  

CHF

      

2010

      

2.043
Eni Coordination Center SA  

32

  

(1

)

  

31

  

USD

      

2013

      

variable
   

7,738

  

97

    

7,835

                    
Other bonds                                  
Eni SpA  

1,000

  

(15

)

  

985

  

EUR

      

2015

      

variable
Eni SpA  

1,000

  

(16

)

  

984

  

EUR

      

2015

      

4.000
Eni USA Inc  

283

  

(4

)

  

279

  

USD

      

2027

      

7.300
Eni UK Holding Plc  

3

        

3

  

GBP

      

2013

      

variable
   

2,286

  

(35

)

  

2,251

                    
   

10,024

  

62

    

10,086

                    
   
 
 
 
 
 
 
 

Bonds maturing within 18 months (euro 874 million) were issued by Eni SpA for euro 501 million and by Eni Coordination Center SA for euro 373 million. During the first half of 2009, Eni SpA issued new bonds for euro 3,488 million.

Net borrowings as indicated in the Financial Review section of this Interim Consolidated Report as of June 30, 2009, were analyzed as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
   

Current

  

Non-current

  

Total

  

Current

  

Non-current

  

Total
   
 
 
 
 
 
A. Cash and cash equivalents  

1,939

      

1,939

  

1,340

      

1,340
B. Available-for-sale securities  

185

      

185

  

107

      

107
C. Liquidity (A+B)  

2,124

      

2,124

  

1,447

      

1,447
D. Financing receivables  

337

      

337

  

71

      

71
E. Short-term debt towards banks  

2,411

      

2,411

  

2,908

      

2,908
F. Long-term debt towards banks  

147

  

6,856

  

7,003

  

418

  

4,396

  

4,814
G. Bonds  

360

  

6,483

  

6,843

  

750

  

9,336

  

10,086
H. Short-term debt towards related parties  

153

      

153

  

164

      

164
I. Long-term debt towards related parties      

9

  

9

            
L. Other short-term debt  

3,795

      

3,795

  

1,402

      

1,402
M. Other long-term debt  

42

  

581

  

623

  

40

  

459

  

499
N. Total borrowings (E+F+G+H+I+L+M)  

6,908

  

13,929

  

20,837

  

5,682

  

14,191

  

19,873
O. Net borrowings (N-C-D)  

4,447

  

13,929

  

18,376

  

4,164

  

14,191

  

18,355
   
 
 
 
 
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

16 Provisions
Provisions were as follows:

(euro million)   Value at Dec. 31, 2008   Additions   Changes of estimated expenditures   Accretion discount   Reversal of utilized provisions   Reversal of unutilized provisions   Other changes   Value at June 30, 2009
   
 
 
 
 
 
 
 
Provision for site restoration and abandonment  

4,574

          

(414

)

  

103

    

(55

)

  

(2

)

  

83

    

4,289

 
Provision for environmental risks  

1,980

    

90

          

(24

)

  

(109

)

  

(15

)

  

(21

)

  

1,901

 
Provision for legal and other proceedings  

812

    

74

          

(2

)

  

(11

)

  

(29

)

  

8

    

852

 
Loss adjustments and actuarial provisions for Eni's insurance companies  

404

    

24

                

(1

)

        

16

    

443

 
Provisions for the supply of goods  

308

    

44

          

3

                      

355

 
Provision for taxes  

260

    

9

                

(27

)

  

(1

)

  

(18

)

  

223

 
Provision for losses on investments  

163

    

10

                      

(7

)

  

(10

)

  

156

 
Provision for OIL insurance  

72

                                        

72

 
Other (*)  

933

    

173

    

21

    

2

    

(180

)

  

(15

)

        

934

 
   

9,506

    

424

    

(393

)

  

82

    

(383

)

  

(69

)

  

58

    

9,225

 
   
 
 
 
 
 
 
 
     
(*)   Each individual amount included herein does not exceed euro 50 million.

Other changes of euro 58 million included positive exchange differences arose from the translation of financial statements denominated in currencies other than euro for euro 86 million.

17 Deferred tax liabilities
Deferred tax liabilities were recognized net of offsettable deferred tax assets amounting to euro 3,500 million (euro 3,468 million at December 31, 2008).

(euro million)  

Value at Dec. 31, 2008

  

Deductions

  

Currency translation differences

  

Other changes

  

Value at June 30, 2009
   
 
 
 
 
   

5,784

  

(427)

  

49

  

(103)

  

5,303
   
 
 
 
 

Other changes of euro 103 million referred to an increased offset of tax assets for euro 114 million.

18 Other non-current liabilities
Other non-current liabilities were as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Fair value of non-hedging derivatives  

564

  

402
Fair value of cash flow hedge derivatives  

499

  

543
Current income tax liabilities  

254

  

76
Other payables  

55

  

54
Other liabilities  

1,730

  

1,683
   

3,102

  

2,758

Fair value of the derivative contracts is determined using market quotations provided by primary info-provider or, if absent, appropriate valuation techniques used on the marketplace.

Fair values of non-hedging derivatives of euro 402 million (euro 564 million at December 31, 2008) consisted of derivative contracts that do not meet the formal criteria to be designated as hedges under IFRS because they were entered into in order to manage the net business exposures in foreign currency exchange rates, interest rates and commodity prices. Therefore, such derivatives were not related to specific trade or financing transactions.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Fair value of cash flow hedges of euro 543 million (euro 499 million at December 31, 2008) referred to the Exploration & Production segment for euro 289 million (euro 264 million at December 31, 2008) and to Distrigas NV for euro 254 million (euro 235 million at December 31, 2008). More information about cash flow hedging derivatives is provided in Note 4 – Other current assets. Fair value of contracts expiring by June 2010 is given in Note 4 – Other current assets and Note 14 – Other current liabilities; fair value of contracts expiring beyond June 30, 2010 is given in Note 10 – Other non-current assets. The effects of the evaluation at fair value of cash flow hedge derivatives are given in the Note 20 – Shareholders’ equity and in the Note 25 – Finance income (expense).

19 Assets held for sale
Assets held for sale of euro 68 million related to the disposal of Fertilizantes Nitrogenados de Oriente, a company specialized in the production of fertilizers.

20 Shareholders’ equity

Minority interest
Profit attributable to minority interest and the minority interest in certain consolidated subsidiaries related to:

(euro million)  

Net profit of the first half of

  

Shareholders' equity
   
 
   

2008

  

2009

  

Dec. 31, 2008

  

June 30, 2009
   
 
 
 
Saipem SpA  

302

  

300

  

1,560

  

1,730
Snam Rete Gas SpA  

155

  

118

  

948

  

1,409
Distrigas NV      

9

  

1,162

    
Other  

12

  

(13)

  

404

  

386
   

469

  

414

  

4,074

  

3,525
   
 
 
 

The increase in Snam Rete Gas SpA equity is due to the increase in the share capital for the minority shareholders’ contribution (euro 1,542 million) partially offset by the effect of acquisition from Eni of Italgas SpA and Stoccaggi Gas SpA (euro 1,086 million). The zero setting of the minority interests in Distrigas NV is due to acquisition of the entire share capital of the company through finalization of the mandatory tender offer on the minorities of Distrigas. Shareholders, including Publigaz with its entire interest (31.25%), tendered shares representing 41.617% of the share capital of Distrigas. The residual 1.14% of the share capital has been acquired by Eni through a squeeze-out procedure.

Eni’s net equity
Eni’s net equity was as follows:

(euro million)  

Dec. 31, 2008

  

June 30, 2009
   
 
Share capital  

4,005

    

4,005

  
Legal reserve  

959

    

959

  
Reserve for treasury shares  

7,187

    

7,187

  
Reserve related to the fair value of cash flow derivatives  

(90

)

  

(437

)
Reserve related to the fair value of available-for-sale financial instruments  

4

    

4

  
Other reserves  

(1,054

)

  

1,527

  
Cumulative foreign currency translation differences  

(969

)

  

(1,160

)
Treasury shares  

(6,757

)

  

(6,757

)
Retained earnings  

34,685

    

38,620

  
Interim dividend  

(2,359

)

      
Net profit for the period  

8,825

    

2,736

  
   

44,436

    

46,684

  
   
 

Share capital
At June 30, 2009 the parent company’s issued share capital consisted of 4,005,358,876 fully paid-up shares, nominal value euro 1 each, (same amount at December 31, 2008). On April 30, 2009 Eni’s Shareholders’

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Meeting announced a dividend distribution of euro 0.65 per share, with the exclusion of treasury shares held at the ex-dividend date, in settlement of the 2008 interim dividend of euro 0.65 per share. The balance was payable on May 21, 2009 to shareholders on the register on May 18, 2009.

Reserve referring to the valuation at fair value of cash flow hedging derivatives and available-for-sale securities, net of the related tax
The valuation at fair value of cash flow hedging derivatives and available-for-sale securities, net of the related tax, consisted of the following:

   

Cash flow hedge derivatives

  

Available-for-sale securities

  

Total
   
 
 
(euro million)  

Gross reserve

  

Deferred tax liabilities

  

Net reserve

   Gross reserve   Deferred tax liabilities  

Net reserve

  

Gross reserve

  

Deferred tax liabilities

  

Net reserve
   
 
 
 
 
 
 
 
 
Reserve as of December 31, 2008  

(236

)

  

75

    

(161

)

  

5

    

(1

)

  

4

    

(231

)

  

74

    

(157

)
of which: Eni Group  

(128

)

  

38

    

(90

)

  

5

    

(1

)

  

4

    

(123

)

  

37

    

(86

)
Changes of the period  

(458

)

  

179

    

(279

)

                    

(458

)

  

179

    

(279

)
Currency translation differences  

(2

)

        

(2

)

                    

(2

)

        

(2

)
Amount recognized in the profit and loss account  

(7

)

  

12

    

5

                      

(7

)

  

12

    

5

 
Reserve as of June 30, 2009  

(703

)

  

266

    

(437

)

  

5

    

(1

)

  

4

    

(698

)

  

265

    

(433

)
   
 
 
 
 
 
 
 
 

Other reserves
Other reserves of euro 1,527 million (negative amount of euro 1,054 million at December 31, 2008) were as follows:

-   a reserve of euro 1,086 million referred to the increase of Eni’s shareholders’ equity as a control to minority interest following the sale by Eni SpA of Italgas SpA and Stoccaggi Gas Italia SpA to Snam Rete Gas SpA;
-   a reserve of euro 247 million referred to the increase of Eni’s shareholders’ equity as a control to minority interest following the sale by Eni SpA of Snamprogetti SpA to Saipem Projects SpA (same amount at December 31, 2008);
-   a reserve of euro 194 million deriving from Eni SpA’s equity (same amount at December 31, 2008);
-   a reserve of negative amount of euro 1,495 million at December 31, 2008 related to the put option granted to Publigaz (the Distrigas minority shareholder) to divest its 31.25% stake in Distrigas NV valued at the same per-share price of the mandatory tender offer to minorities. Publigaz has exercised the put option on April 11, 2009.


21 Other information

Acquisitions

Distrigas NV
On October 30, 2008, following the acquisition of a 57.243% majority stake from the French company Suez-Tractebel, Eni acquired control over the Belgian company Distrigas NV. On March 19, 2009, Eni finalized the mandatory tender offer on the minorities of Distrigas. Shareholders, including Publigaz with its entire interest (31.25%), tendered shares representing 41.617% of the share capital of Distrigas. On May 4, 2009, the residual 1.14% of the share capital has been acquired by Eni through a squeeze-out procedure. At June 30, 2009, Eni owns 100% of share capital of Distrigas NV with the exception of a share with special rights owned by the Belgian State.

Consideration for the acquisition of control of euro 2,751 million includes euro 12 million related to additional costs directly attributable to the acquisition. The allocation of the cost, not including the minority interest, to assets and liabilities has been made on a preliminary basis at December 31, 2008, and on a definitive basis at June 30, 2009.

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Eni Hewett Ltd
On November 28, 2008, following the finalization of an agreement with the British company Tullow Oil Ltd Eni acquired a 52% stake and the operatorship of fields in the Hewett Unit and relevant facilities in the North Sea, with the aim to upgrade certain depleted fields in the area so as to achieve a gas storage facility. Total consideration for this transaction of euro 224 million, allocated to assets and liabilities on a preliminary basis at December 31, 2008, has been allocated on a definitive basis at June 30, 2009.

First Calgary Petroleums Ltd
On November 21, 2008, following the acquisition of all of the common shares Eni gained control of First Calgary Petroleums Ltd, a Canadian oil and gas company with exploration and development activities in Algeria. Total consideration for this transaction of euro 605 million, of which euro 5 million related to additional costs directly attributable to the acquisition, allocated to assets and liabilities on a preliminary basis at December 31, 2008, has been allocated on a definitive basis at June 30, 2009.

Hindustan Oil Exploration Co Ltd (HOEC)
On August 5, 2008, following the execution of a mandatory tender offer on a 20% stake of the HOEC share capital, Eni acquired control over the Indian company Hindustan Oil Exploration Co Ltd (HOEC). The mandatory tender offer was associated with Eni’s acquisition of a 27.18% of HOEC as part of the Burren deal. Total consideration for this transaction of euro 107 million, not including the minority interest, has been allocated to assets and liabilities on a preliminary basis at December 31, 2008, and on a definitive basis at June 30, 2009.

The definitive allocation of the costs of the business combinations made during the 2008 year consisted of the following:

(euro million)  

Distrigas NV (a)

  

Eni Hewett Ltd

  

First Calgary Petroleums Ltd

  

Hindustan Oil Exploration Co Ltd
   
 
 
 
   

Preliminary allocation at December 31, 2008

  

Definitive allocation at June 30, 2009

  

Preliminary allocation at December 31, 2008

  

Definitive allocation at June 30, 2009

  

Preliminary allocation at December 31, 2008

  

Definitive allocation at June 30, 2009

  

Preliminary allocation at December 31, 2008

  

Definitive allocation at June 30, 2009
   
 
 
 
 
 
 
 
Current assets  

3,375

  

3,375

  

19

  

20

  

148

  

148

  

115

  

115

Property, plant and equipment  

30

  

30

  

118

  

118

  

757

  

855

  

199

  

201

Intangible assets  

1,395

  

1,390

  

208

  

217

                
Goodwill  

1,245

  

1,248

  

39

  

37

  

88

  

65

        
Investments  

112

  

112

                  

1

  

1

Other non-current assets  

203

  

203

                        
Assets acquired  

6,360

  

6,358

  

384

  

392

  

993

  

1,068

  

315

  

317

Current liabilities  

1,796

  

1,796

  

17

  

22

  

45

  

82

  

37

  

37

Deferred tax liabilities  

504

  

502

  

91

  

94

  

108

  

147

  

31

  

33

Provisions for contingencies  

80

  

80

  

52

  

52

  

6

  

5

  

3

  

3

Other non-current liabilities  

88

  

88

          

229

  

229

  

17

  

17

Liabilities acquired  

2,468

  

2,466

  

160

  

168

  

388

  

463

  

88

  

90

Minority interest  

1,141

  

1,141

                  

120

  

120

Eni's shareholders equity  

2,751

  

2,751

  

224

  

224

  

605

  

605

  

107

  

107

   
 
 
 
 
 
 
 
     
(a)   It does not include the share of goodwill attributable to minorities whose equity interest has been acquired in the first half of 2009.

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22 Guarantees, commitments and risks

Managing company’s risks
The main risks that the Company is facing and actively monitoring and managing are described in the "Risk factors and uncertainties" section of this Interim Consolidated Report as of June 30, 2009.

Legal proceedings
Eni is a party to a number of civil actions and administrative, arbitral and other judicial proceedings arising in the ordinary course of the business. The following is a description of the most significant proceedings currently pending for which significant developments occurred in the first half of 2009 with respect to situation reported in the 2008 Eni’s Consolidated Financial Statements, including new proceedings and settled proceedings. Unless otherwise indicated below, no provisions have been made for these legal proceedings as Eni believes that negative outcomes are not probable or because the amount of the provision cannot be estimated reliably.

1. Environment

1.1 Criminal proceedings
ENI SPA
(i) Alleged damage - Prosecuting body: Public Prosecutor of Gela. In 2002, the public prosecutor of Gela commenced a criminal investigation to ascertain alleged damage caused by emissions of the Gela plant, owned by Polimeri Europa SpA, Syndial SpA (formerly EniChem SpA) and Raffineria di Gela SpA. The judge for the preliminary hearing dismissed the accusation of adulteration of food products, while the proceeding for the other allegations regarding pollution and environmental damage remains underway. The trial ended in acquittal with regard to the general manager and officer pro tempore of the refinery. The sentence of the Gela Tribunal stated that the charges were lacking factual basis.

(ii) Groundwater at the Priolo site - Prosecuting body: Public Prosecutor of Siracusa. The Public Prosecutor of Siracusa (Sicily) has started an investigation in order to ascertain the level of contamination of the groundwater at the Priolo site. The Company has been notified that a number of its executive officers are being investigated who were in charge at the time of the events subject to probe, including chief executive officers and plant general managers of the Company’s subsidiaries AgipPetroli SpA (now merged into the parent company), Syndial and Polimeri Europa. Probes on technical issues are ongoing as required by the Prosecutor.

ENIPOWER SPA
(i) Alleged unauthorized waste management activities - Prosecuting body: Public Prosecutor of Rovigo. In 2004, the public prosecutor of Rovigo commenced an investigation for alleged crimes related to unauthorized waste management activities in Loreo relating to the samples of soil used during the construction of the new EniPower power station in Mantova. The prosecutor requested the CEO of EniPower and the managing director of the Mantova plant at the time of the alleged crime to stand trial. In the hearing of April 6, 2009, the judge stated the impossibility to proceed as a result of the statute of limitations.

SYNDIAL SPA
(i) Porto Torres - Prosecuting body: Public Prosecutor of Sassari. In March 2009, the Public Prosecutor of Sassari (Sardinia) resolved to commence a criminal trial against a number of executive officers and managing directors of companies engaging in petrochemicals operations at the site of Porto Torres, including the manager responsible for plant operations of the Company’s fully-owned subsidiary Syndial. The charge involves environmental damage and poisoning of water and stuff destined to feeding. In the

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preliminary hearing of July 17, 2009, the Province of Sassari, the Association Anpana (animal preservation) and the company Fratelli Polese snc situated in the industrial site have been acting as plaintiffs. None of these parties claimed the identification of the civil responsible and the damage quantification that will be asked in a second step. The legal defense of Syndial requested further time for the recognition of the proceeding plaintiffs and the verification of their right to institute proceedings. The judge postponed the hearing of September 18, 2009 for the admissions as plaintiffs and for preliminary aspects.

1.2 Civil and administrative proceedings
SYNDIAL SPA (FORMER ENICHEM SPA)
(i) Claim of environmental damages, allegedly caused by industrial activities in the area of Crotone - Prosecuting Bodies: the Council of Ministers, the Delegated Commissioner for Environmental Emergency in the Calabria Region and the Calabria Region. The council of Ministers, the Ministry for the Environment, the Delegated Commissioner for Environmental Emergency in the Calabria Region and the Calabria Region requested Syndial to appear before the Court of Milan in order Syndial is condemned to compensate for the environmental damage caused by the operations of Pertusola Sud SpA (merged in EniChem, now Syndial) in the Crotone site. This first degree proceeding was generated in January 2008 by the unification of two different actions, the first brought by Calabria Region in October 2004, the second one by the council of Ministers, the Ministry for the Environment and the Delegated Commissioner for Environmental Emergency in the Calabria Region commenced in February 2006. The Calabria Region is claiming compensation amounting to euro 129 million for the site environmental remediation and clean-up on the basis of the cost estimation provided in the remediation plan submitted by the Delegated Commissioner, plus additional compensation amounting to a preliminary estimate of euro 800 million relating to environmental damage, estimated increases in the regional health expenditures and damage to the public image to be fairly determined during the civil proceeding. The council of Ministers, the Ministry for the Environment and the Delegated Commissioner is claiming compensation amounting to euro 129 million for the site environmental remediation and clean-up (this request is analogous to that of the Calabria Region) and eventual compensation for other environmental damage to be fairly determined during the civil proceeding. In February 2007 the Ministry for the Environment filed with the Court an independent appraiser's report that estimated a refundable environmental damage amounting to euro 1,920 million, including the remediation and clean-up expenditures, increased by euro 1,620 million from the original amount of euro 129 million, and an estimation of environmental damage and other damage items amounting approximately to euro 300 million. The amounts estimated by the independent appraiser, added to the claim of the Calabria Region, generate a total of euro 2,720 million of potential compensation. In May and September 2007 Syndial presented own technical advice that, based on what the Company believes to be well-founded circumstances, vigorously object the independent appraiser's findings filed by the Ministry for the Environment on site contamination, the responsibility of Syndial in the contamination of the site, the criteria of estimate remediation costs, which according to the Company are erroneous, arbitrary and technically inadequate. The Court has ordered an independent appraiser to make a thorough review of the environmental status of the site. The independent appraiser report is expected to be filed with the Court by end of September 2009, while the hearing to review the independent report is scheduled on January 13, 2010. On the base of the substantial difference between the amount claimed in the first phase of the proceeding (euro 129 million) and the estimation of the Ministry appraiser (euro 1,620 million) regarding the remediation and clean-up expenditures, the Company believes that a thorough assessment of the claim grounding and consistency of the plaintiff requests –related to the remediation and the clean-up expenses and to the environmental damage- may be made only after the Company understands the independent report findings. As of January 31, 2007 the environmental provision made by Syndial in its financial statements amounts to euro 104 million based on the cost estimation of the original clean-up project, as the Eni’s subsidiary believes to have no responsibility for the environmental damage considering the limited period during which it conducted industrial activities in the site and the Delegated Commissioner responsibility for not having properly managed the site cleanup activities. In 2007 Eni’s subsidiary Syndial took charge of the management of the clean-up activities and on December 5, 2008 presented a new clean-up project, providing a remediation expenditure amounting approximately to euro 300 million, in order to close a transaction

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on the environmental damage. The eventual approval of the clean-up project would certainly lead up to a reduction of the compensation claims, which are significantly constituted by estimates of remediation and clean-up expenses. The clean-up project received partial approval by the relevant local administrations. In the 2008 financial statements, Eni increased the environmental provision by euro 150 million bringing the total amount of the environmental provision related to the clean-up project amounted to euro 254 million. The provision doesn’t cover the entire amount of clean-up project expenses (euro 300 million) considering the circumstance that it has been only partially approved. It must be noted that in 2003 the Delegated Commissioner for Environmental Emergency, Calabria Region and Province of Crotone presented a first claim for the payment of damages. With a decision in May 2007, the Court of Milan declared the invalidity of the power of proxy conferred to the Delegated Commissioner to act on behalf of the Calabria Region with the notice served to Syndial SpA and decided the liquidation of expenses born by the defendant. The appeal against that decision is pending. The claims made in this first instance are substantially absorbed in the two subsequent proceedings.

(ii) Summon for alleged environmental damage caused by DDT pollution in the Lake Maggiore - Prosecuting body: Ministry of the Environment. With a temporarily executive decision dated July 3, 2008 the District Court of Turin sentenced the subsidiary Syndial SpA (former EniChem) to compensate for environmental damages that were allegedly caused when EniChem managed an industrial plant at Pieve Vergonte during the 1990-1996 period. Specifically, the Court sentenced Syndial to pay the Italian Ministry of the Environment compensation amounting to euro 1,833.5 million, plus legal interests that accrue from the filing of the decision. Syndial and Eni technical-legal consultants have considered the decision and the amount of the compensation to be without factual and legal basis and have concluded that a negative outcome of this proceeding is unlikely. Particularly, Eni and its subsidiary deem the amount of the environmental damage to be absolutely ill-founded as the sentence has been considered to lack sufficient elements to support such a material amount of the liability charged to Eni and its subsidiary with respect to the volume of pollutants ascertained by the Italian Environmental Minister. On occasion of the 2008 consolidated financial statements, management confirmed its stance of making no loss provision for this proceeding on the basis of the abovementioned technical-legal advice, in concert with external consultants on accounting principles. In July 2009, Eni’s subsidiary Syndial filed an appeal against the abovementioned sentence, also requesting suspension of the sentence effectiveness. On July 6, 2009 the Board of State lawyers ordered Syndial to pay to Italian Environmental Ministry the compensation set by the sentence within a 60-day term. The decision of the District Court of Turin on the request of suspension of the sentence effectiveness is expected to be issued in the next few months, at the latest by end of the year. Management believes that recent developments in this proceeding do not warrant a change in the Company’s stance in assessing the risk profile associated with this matter in view of preparing the 2009 interim consolidated financial statements. This stance has been backed by the Company’s legal consultants who believe that no material changes have been occurred so as to modify their previous advice. Another administrative proceeding is ongoing regarding a ministerial decree enacted by the Italian Ministry for the Environment. The decree provides that Syndial executes the following tasks: (i) the upgrading of a hydraulic barrier to protect the site; and (ii) the design of a project for the environmental remediation of Lake Maggiore. The Administrative Court of Piemonte rejected Syndial’s opposition against the outlined environmental measures requested by the Ministry of the Environment However, the Court judged the prescriptions of the Ministry regarding the remediation of the site to be plain findings of an environmental enquiry to ascertain the state of the lake. Syndial has filed an appeal against the decision of the Court before an upper degree body, also requesting suspension of the effectiveness of the decision The appeal has been put on hold considering that a plan to ascertain the environmental status of the site is going to be approved by all interested parties, including the Ministry and local municipalities. Syndial presented a clean-up project for the groundwater and the soil, that hasn’t been approved, as the abovementioned prescriptions that have been prescribed are the object of the Company opposition in the abovementioned proceeding. In case Syndial should be found guilty, it would incur remediation and clean-up expenses, actually not quantifiable, that would be offset against any compensation for the environmental damage that Eni’s subsidiary is condemned to pay with regard to civil proceeding pending before the second instance court of Turin.

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ENI SPA
(i) Reorganization procedure of the airlines companies Volare Group, Volare Airlines and Air Europe - Prosecuting body: Delegated Commissioner. On March 2009 Eni was notified of a bankruptcy claw-back as part of a reorganization procedure filed by the airlines companies Volare Group, Volare Airlines and Air Europe which commenced under the provisions of Ministry of Production Activities, on November 30, 2004. The request regarded the override of all the payments made by those entities to Eni and its subsidiary Sofid in the year previous to the insolvency declaration from November 30, 2003 to November 29, 2004, for a total estimated amount of euro 46 million. Eni accrued a risk provision with respect to this proceeding.

2. Other judicial or arbitration proceedings

SNAMPROGETTI SPA
(i) CEPAV Uno and CEPAV Due - Prosecuting body: Board of Arbitrators. Eni holds interests in the CEPAV Uno (50.36%) and CEPAV Due (52%) consortia that in 1991 signed two contracts with TAV SpA for the construction of two railway tracks for high speed/high capacity trains from Milan to Bologna (under construction) and from Milan to Verona (in the design phase). With regard to the project for the construction of the line from Milan to Bologna, an Addendum to the contract between CEPAV Uno and TAV was signed on June 27, 2003, redefining certain terms and conditions of the contract. Subsequently, the CEPAV Uno consortium requested a time extension for the completion of works and a claim amounting to euro 800 million then increased to euro 1,770 million. CEPAV Uno and TAV failed to solve this dispute amicably. CEPAV Uno opened an arbitration procedure as provided for under terms of the contract on April 27, 2006. With regard to the project for the construction of a high-speed railway from Milan to Verona, in December 2004, CEPAV Due presented the final project, prepared in accordance with Law No. 443/2001 on the basis of the preliminary project approved by an Italian governmental authority (CIPE). As concerns the arbitration procedure requested by CEPAV Due against TAV for the recognition of costs incurred by the Consortium in the 1991-2000 ten-year period plus suffered damage, in January 2007, the arbitration committee determined the Consortium’s right to recover the costs incurred in connection with the design activities performed. A technical independent survey is underway to assess the amount of compensation to be awarded to the Consortium as requested by the arbitration committee. TAV appealed the arbitration committee’s determination. In April 2007, the Consortium filed with the second instance court of Rome an appeal against Law Decree No. 7 of December 31, 2007, that revoked the concessions awarded to TAV resulting in the annulment of arrangements signed between TAV and the Consortium to build the highspeed railway section from Milan to Verona. The European Court of Justice was requested to judge on this matter. In the meantime, TAV decided to not request the reimbursement of advances paid to the Consortium. Subsequently, Law 133/2008 re-established the concessions awarded to TAV resulting in the continuation of the arrangements between the consortium CEPAV Due and a new entity in charge of managing the Italian railway system. In the arbitration proceeding, which continued in order to determinate the damages suffered by the Consortium, the Board of Arbitrators scheduled an hearing for September 22, 2009 referred to the conclusion of the independent appraiser report. The plaintiffs have accepted to set the date of December 31, 2010 as deadline for the resolution of the proceeding.

3. Antitrust, EU Proceedings, Actions of the Authority for Electricity and Gas and of Other Regulatory Authorities

3.1 Antitrust
ENI SPA
(i) Formal assessment commenced by the Commission of the European Communities for the evaluation of alleged participation to activities limiting competition in the field of paraffin. On April 28, 2005, the Commission of the European Communities commenced a formal assessment to evaluate the alleged participation of Eni and its subsidiaries in activities limiting competition in the field of paraffin. The alleged violation of competition is for: (i) the determination of and increase in prices; (ii) the subdivision of customers; and (iii) exchange of trade secrets, such as production capacity and sales volumes. After, the

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Commission requested information on Eni’s activities in the field of paraffin and certain documentation acquired by the Commission during an inspection. Eni filed the requested information. On October 2008, the Commission of the European Communities issued the final decision on the matter condemning Eni to the payment of a sanction amounting to euro 29,120,000. Eni payed the sanction that was fully covered by the accrued risk provision filing, however, recourse against this decision

(ii) European Commission’s investigations on players active in the natural gas sector. In the context of its initiatives aimed at verifying the level of competition in the natural gas sector within the European Union, the Commission adopted a decision – notified to Eni on May 16, 2005 – whereby it ordered Eni and all companies solely or jointly controlled by the latter to submit to inspections pursuant to Article 20, paragraph 4 of the Council Regulation No. 1/2003. The inspections were intended to verify the possible existence of behaviors or commercial practices violating EC competition rules and aimed at limiting access to the Italian wholesale natural gas market or at sharing the market with other companies active in the sale or transport of natural gas. The Commission undertook similar initiatives with respect to the other largest European players in the natural gas sector in Germany, France, Austria and Belgium. In April 2007, the Commission adopted a decision whereby it formally opened proceedings against Eni with a view to adopting a decision pursuant to Council Regulation No. 1/2003, since the information collected indicated that Eni might have engaged in "capacity hoarding and strategic underinvestment in the transmission system leading to the foreclosure of competitors and harm for competition and customers in one or more supply markets in Italy". On March 9, 2009, Eni received a statement of objections relating to a proceeding under Article 82 EC and Article 54 of the EEA Agreement and concerning an alleged unjustified refusal to grant access to the TAG, TENP and Transitgas pipelines, connected with the Italian gas transport system. In particular, according to the Statement of Objections, the alleged refusal to grant access would have been carried out through "capacity hoarding, capacity degradation and strategic underinvestment" and would have had the effect of "hindering the development of effective competition in the downstream market and [...] harming consumers". In the Statement of Objections, the Commission envisages the possible imposition upon Eni of structural remedies and a fine, which, if imposed, could be significant. Eni is currently completing the complex assessment of the allegations set forth by the Commission in Statement of Objections with respect to both the existence of the alleged behaviors and whether they can be properly qualified as infringements of EC competition rules. Unless further extensions are granted, Eni will submit its written reply to the Statement of Objections by August 5, 2009, i.e., the current deadline to respond resulting from a number of extensions which Eni has been granted. Subsequently, the Company will consider whether to offer commitments with a view to closing the proceeding pursuant to Article 9 of Council Regulation No. 1/2003. It will only be possible to meaningfully assess the likelihood that the Commission might adopt a final decision imposing a fine, after the oral hearing before the Commission, which will take place following Eni’s submission of its written reply to the Statement of Objections. It is currently impossible to estimate the amount of the possible fine since such amount depends on numerous factors, including the fact that, should the Commission accept the commitments that Eni might decide to offer pursuant to Article 9 of Council Regulation No. 1/2003, then, no fine could be imposed upon Eni. Should Eni decide not to offer any commitments or should the Commission reject Eni’s commitments, and in case the Commission is not convinced by Eni’s defenses, it cannot be excluded that the Commission might adopt a final decision – whereby it would ascertain Eni’s infringement of Article 82 EC and impose a fine and, possibly, structural remedies – by the end of this year. Eni would in any event be entitled to file an appeal for the annulment of such a decision before the EC Courts.

(iii) Italian Antitrust Authority’s inquiry in the distribution and selling of gas in the retail sector. On May 7, 2009, the Italian Antitrust Authority, based on complaints sent by the company Sorgenia, started a preliminary investigation against various operators engaging in the gas retail market in Italy by means of integrated operations in both gas distribution via local low-pressure network and gas marketing to retail customers in urban areas, among them the Company and its fully-owned subsidiary Italgas. The investigation targets an alleged abuse of dominant position in the gas retail market in Italy associated with commercial practices intended to make it difficult for retail customers consuming less than 200,000 cubic meters per year to change the supplier. According the Authority, these commercial practices would enable selling companies part of integrated group companies to preserve their market shares in the areas operated by group’s distributors.

(iv) Preliminary investigation of the Authority for Electricity and Gas about application of "K" conversion factors for volumes adjustments. In May 2009 the Authority for Electricity and Gas, based on evidence collected during certain inspections and subsequent requests of information, communicated to the Company the results of an inquiry that stated that the company improperly applied the conversion factor "k"

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for natural gas volumes accounting at a number of Eni’s delivery points. The company filed its conclusions in a defensive memorandum, objecting to the Authority’s findings. On the basis of a comparative evaluation of the sanctions imposed at the end of analogous inquiries commenced against other gas companies, Eni accrued a risk provision with respect to this proceeding.

POLIMERI EUROPA SPA AND SYNDIAL SPA
(i) Inquiries in relation to alleged anti-competitive agreements in the area of elastomers - Prosecuting Body: European Commission. In December 2002, inquiries were commenced concerning alleged anti-competitive agreements in the field of elastomers. These inquiries were commenced concurrently by European and U.S. authorities. At present, a proceeding is still pending before the European Commission regarding the NBR product. .. In December 2007, the European Commission dismissed Syndial’s position on CR and imposed on Eni and Polimeri a fine amounting to euro 132.16 million. The two companies have filed an appeal with the EU Court of First Instance against this decision and, at the same time, paid the fine in March 2008. Investigations relating to other elastomers products (BR and SBR) resulted in the ascertainment of Eni having infringed European competition laws. On November 29, 2006, the Commission fined Eni and its subsidiary Polimeri Europa for an amount of euro 272.25 million. Eni and its subsidiary filed claims against this decision before the European Court of First Instance in February 2007. The hearings have been scheduled in Autumn 2009. . Pending the outcome, Polimeri Europa presented a bank guarantee for euro 200 million and paid the residual amount of the fine. In August 2007, with respect to the above mentioned decision of the European Commission, Eni submitted a request for a negative ascertainment with the Court of Milan aimed at proving the non-existence of alleged damages suffered by tire BR/SBR manufacturers. In May 8, 2009, the Court of Milan declared the appeal inadmissible. With regard to the inquiry that is underway in the U.S., on the federal level class actions have also been commenced and then abandoned by the plaintiffs and the repayment actions that, with only one exception, have been abandoned or agreed with a settlement. Eni accrued a risk provision with respect to this proceeding

5. Court Inquiries

(i) TSKJ Consortium Investigations by U.S., Italian, and Other Authorities. Snamprogetti Netherlands BV has a 25% participation in the TSKJ Consortium companies. The remaining participations are held in equal shares of 25% by Halliburton/KBR, Technip, and JGC. Beginning in 1994 the TSKJ Consortium has been involved in the construction of natural gas liquefaction facilities at Bonny Island in Nigeria. Snamprogetti SpA, the holding company of Snamprogetti Netherlands BV, was a wholly owned subsidiary of Eni until February 2006, when an agreement was entered into for the sale of Snamprogetti to Saipem SpA and Snamprogetti was merged into Saipem as of October 1, 2008. Eni holds a 43% participation in Saipem. In connection with the sale of Snamprogetti to Saipem, Eni agreed to indemnify Saipem for a variety of matters, including potential losses resulting from the investigations into the TSKJ matter referred to below. The U.S. Securities and Exchange Commission (SEC), the U.S. Department of Justice (DoJ), and other authorities, including the Public Prosecutor’s office of Milan, are investigating alleged improper payments made by the TSKJ Consortium to certain Nigerian public officials. The proceedings in the U.S.: beginning in June 2004, Eni and Saipem/Snamprogetti have been voluntarily providing information in response to requests by the SEC and the DoJ in connection with the investigations. In February 2009, KBR and its former parent company, Halliburton, announced that they had reached a settlement with the SEC and the DoJ with respect to the TSKJ matter as well as other unspecified matters. KBR/Halliburton pleaded guilty to Foreign Corrupt Practices Act (FCPA) charges, for the conduct stemming from their participation in TSKJ, and they have agreed to pay a criminal fine of $402 million to the DoJ and a civil penalty of $177 million to the SEC. In view of the agreements entered into by KBR/Halliburton with the DoJ and SEC, the TSKJ matter could result in legal liability on the part of individuals as well as the other members of the TSKJ Consortium Entities found in violation of the FCPA, and those entities could be subject to substantial fines and the imposition of ongoing measures by the U.S. government to prevent future violations, including potentially a monitor of internal controls, and debarment from government contracts. The proceedings in Italy: beginning in 2004, the TSKJ matter has prompted investigations by the Public Prosecutor’s office of Milan against unknown persons. Since March 10, 2009, the company received requests of exhibition of documents by the Public Prosecutor’s office of Milan. On July 17, 2009, the date on which a search and

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attachment warrant was served on Saipem/Snamprogetti, the Public Prosecutor’s office of Milan indicated to the company that it is investigating one or more people, including at least one former manager of Snamprogetti; previously, as far as the company knew, nobody was under formal investigation. The events under investigation cover the period since 1994 and also concern the period of time subsequent to the June 8, 2001 enactment of the Italian Legislative Decree No. 231 concerning the liability of legal entities. A violation of Legislative Decree June 8, 2001, No. 231 can result in the confiscation of criminal profits in addition to administrative penalties. During the preliminary investigations, the preventive attachment of such profits and other precautionary measures are possible. An adverse conclusion of the investigations cannot be excluded. Under present conditions, due to the complexity of the legal and factual analyses – including questions concerning jurisdiction and the application of statutes of limitations – it is not possible at this time to reasonably quantify the potential losses that may arise from these proceedings, although they may be significant.

6. Settled proceedings

ENIPOWER SPA
(i) Air emissions. The public prosecutor of Mantova commenced an investigation against two managers of the Mantova plant in connection with air emissions by the new power plant. Based on a request of the Public Prosecutor, the judge for the preliminary hearing disposed the dismissal of the action, concluding the criminal proceeding.

ENIPOWER SPA
(i) Fintermica. Fintermica presented a claim against Eni concerning the management of the Jacorossi joint venture with reference to an alleged abuse of key roles played by Eni SpA in the joint venture, thus damaging the other partner’s interest and the alleged dilatory behavior of Syndial in selling its interest in the joint venture to Fintermica. The parties decided to commence arbitration on the matter. The examining phase is ongoing and an independent assessment of this matter is being executed. The Board of Arbitrators issued a decision on November 26, 2008 condemning Eni and Syndial to compensate Fintermica for the damages suffered amounting to euro 5 million including monetary revaluation and accrued interest as of April 3, 2001. The company evaluated as not convenient to appeal the sentence. The Company paid the sanction fully covered by the accrued risk provision.

 

 

 

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23 Revenues
The following is a summary of the main components of "Revenues". For more information about changes in revenues and the seasonality of sales, see the "Financial Review" section of this Interim Consolidated Report as of June 30, 2009. Net sales from operations were as follows:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Net sales from operations  

54,934

  

41,931
Change in contract work in progress  

454

  

77
   

55,388

  

42,008
   
 

Net sales from operations were net of the following items:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Excise taxes  

6,531

  

5,885
Exchanges of oil sales (excluding excise taxes)  

1,407

  

704
Services billed to joint venture partners  

939

  

1,236
Sales to service station managers for sales billed to holders of credit card  

874

  

689
Exchanges of other products  

44

  

24
   

9,795

  

8,538
   
 

Net sales from operations by business segment are presented in Note 31 "Information by business segment".

24 Operating expenses
The following is a summary of the main components of "Operating expenses". For more information about changes in operating expenses, see the "Financial Review" section of this Interim Consolidated Report as of June 30, 2009.

Purchases, services and other
Purchases, services and other miscellaneous operating expenses included the following:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Production costs - raw, ancillary and consumable materials and goods  

29,440

    

20,307

  
Production costs - services  

6,589

    

7,332

  
Operating leases and other  

1,080

    

1,170

  
Net provisions for contingencies  

341

    

317

  
Other expenses  

566

    

720

  
   

38,016

    

29,846

  
less:            
- capitalized direct costs associated with self-constructed assets  

(482

)

  

(326

)
   

37,534

    

29,520

  
   
 

Production costs for services included brokerage fees for euro 62 million (euro 19 million in the first half of 2008).
Increases in provisions, net of reversals of unused provisions, of euro 317 million were primarily made with respect to environmental liability risks for euro 75 million (euro 67 million in the first half of 2008) and contract penalties and litigations for euro 45 million (euro 7 million in the first half of 2008). More information is provided in Note 16 "Provisions".

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Payroll and related costs
Payroll and related costs were as follows:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Payroll  

2,101

    

2,226

  
less:            
- capitalized direct costs associated with self-constructed assets  

(129

)

  

(149

)
   

1,972

    

2,077

  
   
 

Stock-based compensation
Stock-based compensation plans are designed to motivate and retain Eni’s managers. No significant changes were made to these plans as they were described in the Annual Report 2008. At June 30, 2009 Eni SpA did not approve new stock-based compensation plans for Eni managers.

Average number of employees
The average number and break-down of employees by category of Eni’s subsidiaries were as follows:

(number)  

First Half 2008

  

First Half 2009
   
 
Senior managers  

1,597

  

1,642

Junior managers  

12,334

  

13,192

Employees  

36,472

  

37,358

Workers  

25,708

  

26,382

   

76,111

  

78,574

   
 

The average number of employees was calculated as the median between the number of employees at the beginning and end of the period. The average number of senior managers included managers employed and operating in foreign countries, whose position is comparable to a senior manager status.

25 Other operating income (loss)
Other operating income (loss) related to the recognition to the income statement of the effects related to the valuation at fair value of those derivatives on commodities which cannot be recognized according to the hedge accounting under IFRS. Net gain on commodity derivatives of euro 48 million (euro 69 million in the first half of 2008) included euro 32 million related to the ineffective portion of the negative change in the fair value of cash flow hedging derivatives (time value component) entered into by the Exploration & Production segment (a gain of euro 132 million in the first half of 2008).

26 Depreciation, depletion, amortization and impairment
Depreciation, depletion, amortization and impairment are detailed below:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Depreciation, depletion and amortization  

3,880

    

4,236

 
Impairments  

511

    

354

 
less:            
- capitalized direct costs associated with self-constructed assets  

(2

)

  

(2

)
   

4,389

    

4,588

 
   
 

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27 Finance income (expense)
Finance income (expense) consisted of the following:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Finance income (expense)            
Finance income  

2,539

    

3,695

  
Finance expense  

(2,753

)

  

(3,962

)
   

(214

)

  

(267

)

Gain (loss) on derivative financial instruments

  

84

    

48

  
   

(130

)

  

(219

)
   
 

Analysis of net finance income (expense) was as follows:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Finance income (expense) related to net borrowings            
Interest due to banks and other financial institutions  

(331

 )  

(205

 )
Interest and other finance expense on ordinary bonds  

(133

 )  

(184

 )
Interest from banks  

36

    

17

  
Interest and other income on financing receivables and securities held for non-operating purposes  

27

    

37

  
   

(401

 )  

(335

 )
Exchange differences            
Positive exchange differences  

2,235

    

3,404

  
Negative exchange differences  

(2,245

 )  

(3,605

 )
   

(10

 )  

(201

 )
Other finance income (expense)            
Income from equity instruments  

118

    

172

  
Capitalized finance expense  

101

    

122

  
Interest and other income on financing receivables and securities held for operating purposes  

36

    

19

  
Interest on tax credits  

18

    

1

  
Finance expense due to passage of time (accretion discount) (a)  

(115

 )  

(82

 )
Other finance income  

39

    

37

  
   

197

    

269

  
   

(214

 )  

(267

 )
   
 
     
(a)   The item related to the increase in provisions for contingencies that are shown at present value in non-current liabilities.

Income from equity instruments of euro 172 million (euro 118 million in the first half of 2008) related to the contractual remuneration of 9.4% on the 20% interest in Gazprom Neft according to the contractual arrangements between Eni and Gazprom. Income have been recognized up to the date of the payment from Gazprom of the strike price of the call option, including the recovery of any additional costs, on April 24, 2009 (more information is included in Note 1 – Other financial assets held for trading or available for sale).

Derivative financial instruments consisted of the following:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Derivatives on interest rate  

78

    

(24

)
Derivatives on exchange rate  

8

    

69

  
Options on securities  

(2

)

  

3

  
   

84

    

48

  
   
 

Net gain from derivatives of euro 48 million (euro 84 million in the first half of 2008) was primarily due to the recognition in the profit and loss account of the change in the fair value of those derivatives which cannot be recognized according to the hedge accounting under IFRS as they were entered into for amounts equal to the net exposure to exchange rate risk and interest rate risk, and as such, they cannot be referred to specific trade or financing transactions. The lack of these formal requirements to qualify these derivatives as hedging instruments under IFRS also entailed the recognition in profit or loss of negative currency translation differences on assets and liabilities denominated in currencies other than functional currency, as this effect cannot be offset by changes in the fair value of the related instruments.

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28 Income from investments

Share of profit (loss) of equity-accounted investments
Share of profit (loss) of equity-accounted investments consisted of the following:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Share of profit of equity-accounted investments  

510

    

292

  
Share of loss of equity-accounted investments  

(99

 )  

(78

 )
Decreases (increases) in the provision for losses on investments        

(9

 )
   

411

    

205

  
   
 

More information is provided in Note 7 “Equity-accounted investments”.

Other gain (loss) from investments
Other gain (loss) from investments consisted of the following:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Dividends  

270

  

136

Gains on disposals  

187

  

10

Other income (expense), net  

1

  

7

   

458

  

153

   
 

Dividends of euro 136 million were mainly related to Nigeria LNG Ltd (euro 105 million).

29 Income taxes
Income tax expense consisted of the following:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Current taxes:            
- Italian subsidiaries  

1,588

    

957

  
- foreign subsidiaries  

5,454

    

2,869

  
   

7,042

    

3,826

  
Net deferred taxes:            
- Italian subsidiaries  

(1,182

 )  

50

  
- foreign subsidiaries  

(378

 )  

(515

 )
   

(1,560

 )  

(465

 )
   

5,482

    

3,361

  
   
 

The effective tax rate was 51.6% (43.1% in the first half of 2008) compared with a statutory tax rate of 39.6% (37.3% in the first half of 2008). This was calculated by applying a 34%3 tax rate (IRES) to profit before income taxes and a 3.9% tax rate (IRAP) to the net value of production as imposed by Italian legislation.

_______________

(3)   Includes a 6.5% supplemental tax rate on taxable profit of energy companies in Italy (whose primary activity is the production and marketing of hydrocarbons and electricity and with annual revenues in excess of euro 25 million) effective January 1, 2008 and pursuant to the Law Decree No. 112/2008.

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The difference between the statutory and effective tax rate is due to the following factors:

(%)  

First Half 2008

  

First Half 2009
   
 
Statutory tax rate  

37.3

    

39.6

  
Items increasing (decreasing) statutory tax rate:            
- higher foreign subsidiaries tax rate  

13.5

    

9.1

  
- impact pursuant to Law Decree No. 112 of June 25, 2008, the Budget Law 2008 and enactment of a renewed tax framework in Libya  

(7.9

 )      
- supplemental IRES relating to the Treaty on Friendship between Italy and Libya        

2.2

  
- adjustment of deferred taxes following the increase of 1% in the supplemental IRES        

0.4

  
- other adjustments  

0.2

    

0.3

  
   

5.8

    

12.0

  
   

43.1

    

51.6

  
   
 

The supplemental IRES, relating to Treaty on Friendship between Italy and Libya, entailed higher current income taxes for euro 142 million without any effect on deferred taxes.

Adjustment of deferred taxes for the increase of 1% in supplemental IRES referred to the increase of 1% of the supplemental IRES introduced by Law Decree No. 112 of June 2008 for energy companies.

The tax impact of a 7.9% rate in the first half of 2008 pursuant to the application of the provisions of the Law Decree No. 112/2008, of the Budget Law 2008 and the enactment of a renewed tax framework in Libya referred to the effects on the Italian and Libyan taxation of the provisions of the Law Decree No. 112/2008, the Budget Law 2008 and the enactment of a renewed tax framework in Libya regarding oil companies operating in accordance with production sharing schemes. In particular the effects consist of the following: (i) utilization of deferred tax liabilities recognized on higher carrying amounts of inventories of oil, gas and refined products stated at the weighted-average cost with respect to their tax base according to the last-in-first-out method (LIFO), net of a special tax with a 16% rate on the difference between the two amounts at June 30, 2008; (ii) the elimination of limits whereby carrying amounts of assets and liabilities of consolidated subsidiaries can be recognized for tax purposes by paying a one-off tax calculated by applying a special rate of 6%, according to the provisions of the Budget Law 2008; (iii) the reassessment of the tax base for the Company’s Libyan oil properties, resulting in the partial utilization of previously accrued tax liabilities.

30 Earnings per share
Basic earnings per ordinary share are calculated by dividing net profit for the year attributable to Eni’s shareholders by the weighted average of ordinary shares issued and outstanding during the year, excluding treasury shares.
The average number of ordinary shares used for the calculation of the basic earnings per share outstanding for the first half of 2008 and 2009, was 3,648,738,573 and 3,622,405,056, respectively.
Diluted earnings per share are calculated by dividing net profit for the period attributable to Eni’s shareholders by the weighted average of shares fully-diluted including shares issued and outstanding during the period, with the exception of treasury shares and including the number of shares that could potentially be issued in connection with stock-based compensation plans.

At June 30, 2008 and 2009 shares that potentially could be issued referred to shares granted following stock grant and stock option plans.

The average number of fully-diluted shares used in the calculation of diluted earnings for the first half of 2008 and 2009 was 3,649,110,251 and 3,622,427,879 respectively.
Reconciliation of the average number of shares used for the calculation for both basic and diluted earning per share was as follows:

       

First Half 2008

  

First Half 2009
   
 
Average number of shares used for the calculation of the basic earnings per share      

3,648,738,573

  

3,622,405,056
Number of potential shares following stock grant plans      

123,578

    
Number of potential shares following stock options plans      

248,100

  

22,823
Average number of shares used for the calculation of the diluted earnings per share      

3,649,110,251

  

3,622,427,879
Eni’s net profit  

(euro million)

  

6,758

  

2,736
Basic earning per share  

(euro per share)

  

1.85

  

0.76
Diluted earning per share  

(euro per share)

  

1.85

  

0.76
   
 

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31 Information by industry segment
Following the acquisition by Snam Rete Gas SpA of the 100% stake in Stoccaggi Gas Italia SpA, information by industry segment related to Stoccaggi Gas Italia SpA has been reclassified from Exploration & Production segment to Gas & Power segment.

(euro million)

  

Exploration & Production

  

Gas & Power

  

Refining & Marketing

  

Petrochemicals

  

Engineering & Construction

  

Other activities

  

Corporate and financial companies

  

Elimination

  

Total
   
 
 
 
 
 
 
 
 
First Half 2008                                                      
Net sales from operations (a)  

17,721

    

16,971

    

24,240

    

3,519

    

4,211

    

95

    

643

              
Less: intersegment sales  

(9,526

 )  

(423

 )  

(727

 )  

(215

 )  

(547

 )  

(14

 )  

(560

 )            
Net sales to customers  

8,195

    

16,548

    

23,513

    

3,304

    

3,664

    

81

    

83

          

55,388

  
Operating profit  

9,043

    

2,425

    

776

    

(263

 )  

467

    

(141

 )  

(107

 )  

(230

 )  

11,970

  
Provisions for contingencies  

130

    

129

    

31

          

1

    

48

    

2

          

341

  
Depreciation, amortization and writedowns  

3,233

    

366

    

367

    

236

    

154

    

4

    

35

    

(6

 )  

4,389

  
Share of profit (loss) of equity-accounted investments  

27

    

232

    

130

    

2

    

20

                      

411

  
Identifiable assets (b)  

36,763

    

24,190

    

14,158

    

3,134

    

9,540

    

388

    

1,576

    

(922

 )  

88,827

  
Unallocated assets                                                  

20,217

  
Equity-accounted investments  

1,459

    

2,227

    

1,358

    

29

    

158

    

50

    

7

          

5,288

  
Identifiable liabilities (c)  

14,252

    

5,415

    

6,372

    

790

    

4,826

    

1,674

    

2,076

          

35,405

  
Unallocated liabilities                                                  

29,750

  
Capital expenditures  

4,364

    

969

    

350

    

68

    

977

    

14

    

36

    

(19

 )  

6,759

  
First Half 2009                                                      
Net sales from operations (a)  

11,828

    

17,468

    

14,121

    

1,905

    

4,881

    

47

    

611

    

(19

 )      
Less: intersegment sales  

(6,762

 )  

(320

 )  

(433

 )  

(129

 )  

(619

 )  

(14

 )  

(557

 )            
Net sales to customers  

5,066

    

17,148

    

13,688

    

1,776

    

4,262

    

33

    

54

    

(19

 )  

42,008

  
Operating profit  

4,152

    

2,116

    

287

    

(454

 )  

580

    

(177

 )  

(187

 )  

55

    

6,372

  
Provisions for contingencies  

16

    

136

    

98

          

6

    

37

    

24

          

317

  
Depreciation, amortization and writedowns  

3,471

    

477

    

249

    

137

    

216

    

5

    

40

    

(7

 )  

4,588

  
Share of profit (loss) of equity-accounted investments  

(5

 )  

154

    

39

          

17

                      

205

  
Identifiable assets (b)  

40,857

    

30,346

    

11,822

    

2,431

    

11,494

    

364

    

796

    

(567

 )  

97,543

  
Unallocated assets                                                  

14,628

  
Equity-accounted investments  

1,966

    

2,260

    

1,199

    

28

    

134

    

54

                

5,641

  
Identifiable liabilities (c)  

10,257

    

8,418

    

5,130

    

613

    

6,103

    

1,583

    

1,760

    

(56

 )  

33,808

  
Unallocated liabilities                                                  

28,154

  
Capital expenditures  

4,907

    

751

    

217

    

45

    

888

    

14

    

22

          

6,844

  
   
 
 
 
 
 
 
 
 
        
(a)    Before elimination of intersegment sales.
(b)    Includes assets directly related to the generation of operating profit.
(c)    Includes liabilities directly related to the generation of operating profit.

Intersegment sales are conducted on an arm’s length basis.

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32 Transactions with related parties
In the ordinary course of its business Eni enters into transactions regarding:

(a)   the exchange of goods, provision of services and financing with joint ventures, associates and non-consolidated subsidiaries;
(b)   the exchange of goods and provision of services with entities owned or controlled by the Government;
(c)   transactions with the Cosmi Holding Group related to Eni SpA through a member of the Board of Directors related to certain acquisition of engineering, construction and maintenance services. Relevant transactions which were executed on an arm’s length basis amounted to approximately euro 4 million and euro 9 million in terms of costs in the first half of 2008 and 2009, respectively. At June 30, 2009 were outstanding receivables for euro 4 million and payables for euro 7 million;
(d)   contributions to entities, controlled by Eni with the aim to develop solidarity, culture and research initiatives. In particular these related to: (a) Eni Foundation established by Eni as a non-profit entity with the aim of pursuing exclusively solidarity initiatives in the fields of social assistance, health, education, culture and environment as well as research and development. Transactions with Eni Foundation related to contribution of the year 2008 of euro 200 million to the solidarity fund pursuant to Italian Law Decree No. 112/2008 and the payable of euro 100 million related to the part of the contribution that had not already been paid at June 30, 2009. Transactions in the past periods were not material; (b) Enrico Mattei Foundation established by Eni with the aim of enhancing, through studies, research and training initiatives, knowledge in the fields of economics, energy and environment, both at the national and international level. Transactions with Enrico Mattei Foundation were not material.

Transactions with related parties were conducted in the interest of Eni companies and, with exception of those with entities with the aim to develop solidarity, culture and research initiatives, on an arm’s length basis.

Trade and other transactions with joint ventures, associates and non-consolidated subsidiaries as well as with entities directly and indirectly owned or controlled by the Government in the first half of 2008 and 2009, respectively, are analyzed in the following paragraphs.

 

 

 

 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Trade and other transactions
Trade and other transactions in the first half of 2008 and 2009 consisted of the following:

(euro million)  

June 30, 2008

  

First Half 2008
   
 
 

Costs

  

Revenues
 
 
Name  

Receivables and other assets

  

Payables and other liabilities

  

Guarantees

  

Goods

  

Services

  

Goods

  

Services
 
 
 
 
 
 
 
Joint ventures and affiliates                            
Artic Russia BV   73                        
ASG Scarl   4   39   121       37        
Bernhard Rosa Inh. Ingeborg Plöchinger GmbH   13                   78    
Blue Stream Pipeline Co BV   38   15           83        
Bronberger & Kessler und Gilg & Schweiger GmbH   24                   135    
CEPAV (Consorzio Eni per l’Alta Velocità) Uno   70   53   5,945               147
CEPAV (Consorzio Eni per l’Alta Velocità) Due   38       64                
Fox Energy SpA   57           1       172   1
Gasversorgung Süddeutschland GmbH   27                   155   6
Gruppo Distribuzione Petroli Srl   21                   59    
Karachaganak Petroleum Operating BV   50   129           93       8
Mellitah Oil & Gas BV   5   115           39   1    
Raffineria di Milazzo ScpA   10   7           138   67   1
Supermetanol CA       5       51            
Super Octanos CA   2   2       134            
Trans Austria Gasleitung GmbH       64       31   77       29
Unión Fenosa Gas SA   36       61           147    
Other (*)   155   132   51   18   340   44   52
    623   561   6,242   235   807   858   244
Unconsolidated entities controlled by Eni                            
Agip Kazakhstan North Caspian Operating Co NV   32   128           18       23
Eni BTC Ltd           154                
Other (*)   24   13   5   4   7   2   5
    56   141   159   4   25   2   28
    679   702   6,401   239   832   860   272
Entities owned or controlled by the Government                            
Gruppo Alitalia   24                   221   1
Gruppo Enel   111   3       11   187   324   166
GSE - Gestore Servizi Elettrici   33   66       139   37   208   6
Terna SpA   19   78       13   89   1   26
Other (*)   71   82       25   43   56   4
    258   229       188   356   810   203
    937   931   6,401   427   1,188   1,670   475
        
(*)    Each individual amount included herein does not exceed euro 50 million.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(euro million)  

June 30, 2009

  

First Half 2009
   
 
 

Costs

  

Revenues

    
 
 
   
Name  

Receivables and other assets

  

Payables and other liabilities

  

Guarantees

  

Goods

  

Services

  

Other

  

Goods

  

Services

  

Other

  

Other operating income (loss)
 
 
 
 
 
 
 
 
 
 
Joint ventures and affiliates                                        
Altergaz SA  

15

                      

61

            
ASG Scarl  

1

  

37

  

54

      

29

                    
Blue Stream Pipeline Co BV  

21

  

12

          

86

                    
Bronberger & Kessler und Gilg & Schweiger GmbH  

15

                      

48

            
CEPAV (Consorzio Eni per l'Alta Velocità) Uno  

79

  

28

  

6,001

      

2

  

7

      

104

        
CEPAV (Consorzio Eni per l'Alta Velocità) Due  

4

      

64

                            
Fox Energy SpA  

43

                      

109

            
Gasversorgung Sùddeutschland GmbH  

19

                      

205

  

3

        
Gruppo Distribuzione Petroli Srl  

11

                      

36

            
Karachaganak Petroleum Operating BV  

57

  

219

      

278

  

151

  

10

      

4

  

4

    
Mellitah Oil & Gas BV  

23

  

178

          

138

      

1

  

18

        
Petrobel Belayim Petroleum Co      

112

          

50

                    
Raffineria di Milazzo ScpA  

12

  

4

          

110

  

1

  

44

  

1

        
Saipon Snc  

14

  

4

  

66

                  

23

        
Super Octanos CA      

30

      

72

                        
Trans Austria Gasleitung GmbH      

70

      

17

  

78

          

17

        
Unión Fenosa Gas SA  

4

  

1

  

62

  

10

          

35

      

1

    
Other (*)  

179

  

146

  

55

  

35

  

244

  

55

  

73

  

88

  

4

    
   

497

  

841

  

6,302

  

412

  

888

  

73

  

612

  

258

  

9

    
Unconsolidated entities controlled by Eni                                        
Agip Kazakhstan North Caspian Operating Co NV  

188

  

254

      

1

  

426

  

3

      

188

  

15

    
Eni BTC Ltd          

67

                            
Other (*)  

25

  

12

  

4

      

9

  

2

  

2

  

2

  

2

    
   

213

  

266

  

71

  

1

  

435

  

5

  

2

  

190

  

17

    
   

710

  

1,107

  

6,373

  

413

  

1,323

  

78

  

614

  

448

  

26

    
Entities owned or controlled by the Government                                        
Gruppo Alitalia  

20

                      

4

            
Gruppo Enel  

55

  

8

      

5

  

146

  

39

  

195

  

220

        
GSE- Gestore Servizi Elettrici  

115

  

99

      

165

      

42

  

153

  

3

      

20
Terna SpA  

13

  

9

          

28

  

10

      

55

  

3

  

15
Other (*)  

57

  

92

      

4

  

42

  

2

  

47

  

5

        
   

260

  

208

      

174

  

216

  

93

  

399

  

283

  

3

  

35
   

970

  

1,315

  

6,373

  

587

  

1,539

  

171

  

1,013

  

731

  

29

  

35
 
 
 
 
 
 
 
 
 
 
        
(*)    Each individual amount included herein does not exceed euro 50 million.

The most significant transactions consisted of:

-   provision of specialized services in upstream activities and payables for investment activities from Agip Kazakhstan North Caspian Operating Co NV, Karachaganak Petroleum Operating BV, Mellitah Oil & Gas BV, Petrobel Belayim Petroleum Co and, only for Karachaganak Petroleum Operating BV, supply of oil products; services are invoiced on the basis of incurred costs;
-   sale of natural gas to Altergaz SA and Gasversorgung Süddeutschland GmbH;
-   transactions related to the planning and the construction of the tracks for high speed/high capacity trains from Milan to Bologna with ASG Scarl, CEPAV (Consorzio Eni per l’Alta Velocità) Uno, and related guarantees;
-   acquisition of natural gas transport services outside Italy from Blue Stream Pipeline Co BV and Trans Austria Gasleitung GmbH;
-   supply of oil products to Bronberger & Kessler und Gilg & Schweiger GmbH, Fox Energy SpA, Gruppo Distribuzione Petroli Srl and Raffineria di Milazzo ScpA on the basis of prices referred to the quotations on international markets of the main oil products, as they would be conducted on an arm’s length basis;
-   guarantee issued on behalf of CEPAV (Consorzio Eni per l’Alta Velocità) Due and Saipon Snc in relation to contractual commitments related to the execution of project planning and realization;
-   acquisition of refining services from Raffineria di Milazzo ScpA in relation to incurred costs;
-   acquisition of petrochemical products from Super Octanos CA on the basis of prices referred to the quotations on international markets of the main products;

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

-   guarantee of performance issued on behalf of Unión Fenosa Gas SA in relation to contractual commitments related to the results of operations;
-   guarantee issued on behalf of Eni BTC Ltd in relation to the construction of an oil pipeline.

Most significant transactions with entities owned or controlled by the Government concerned:

-   trade receivables for the sale of oil products with Alitalia, mainly during 2008;
-   sale and transportation of natural gas, the sale of fuel oil and the sale and purchase of electricity and the acquisition of electricity transmission service with Enel;
-   sale and purchase of electricity with GSE - Gestore Servizi Elettrici;
-   sale and purchase of electricity and the acquisition of domestic electricity transmission service jointly with Terna SpA.

Financing transactions with joint ventures, associates and non-consolidated subsidiaries as well as with entities directly and indirectly owned or controlled by the Government in the first half of 2008 and 2009, respectively, consisted of the following:

Financing transactions
Financing transactions in the first half of 2008 and 2009 were as follows:

(euro million)  

June 30, 2008

  

First Half 2008
   
 
Name  

Receivables

  

Payables

  

Guarantees

  

Charges

  

Gains
 
 
 
 
 
Joint ventures and affiliates                    
Artic Russia BV   32   126            
Bayernoil Raffineriegesellschaft mbH   105                
Blue Stream Pipeline Co BV       5   664       8
PetroSucre SA   160                
Raffineria di Milazzo ScpA           60        
Trans Austria Gasleitung GmbH   134               3
Transmediterranean Pipeline Co Ltd   102               3
Other (*)   92   108   43   2   3
    625   239   767   2   17
Unconsolidated entities controlled by Eni                    
Other (*)   92   28   2   1   3
    92   28   2   1   3
Entities owned or controlled by the Government                    
Other (*)               3   11
                3   11
    717   267   769   6   31
        
(*)    Each individual amount included herein does not exceed euro 50 million.

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(euro million)  

June 30, 2009

  

First Half 2009
   
 
Name  

Receivables

  

Payables

  

Guarantees

  

Charges

  

Gains
 
 
 
 
 
Joint ventures and affiliates                    
Artic Russia BV  

75

  

1

            
Bayernoil Raffineriegesellschaft mbH  

135

                
Blue Stream Pipeline Co BV      

12

  

740

      

8
Raffineria di Milazzo ScpA          

70

        
Trans Austria Gasleitung GmbH  

193

              

2
Transmediterranean Pipeline Co Ltd  

92

              

2
Other (*)  

105

  

119

  

27

  

2

  

3
   

600

  

132

  

837

  

2

  

15
Unconsolidated entities controlled by Eni                    
Other (*)  

80

  

32

  

1

  

2

  

1
   

80

  

32

  

1

  

2

  

1
   

680

  

164

  

838

  

4

  

16
 
 
 
 
 
        
(*)    Each individual amount included herein does not exceed euro 50 million.

The most significant transactions included:

-   cash deposits at Group finance companies and financing loans to Artic Russia BV;
-   financing loan to Bayernoil Raffineriegesellschaft mbH;
-   bank debt guarantees issued on behalf of Blue Stream Pipeline Co BV and cash deposits at Group finance companies;
-   bank debt guarantees issued on behalf of Raffineria di Milazzo ScpA;
-   financing loans to Trans Austria Gasleitung GmbH and Transmediterranean Pipeline Co Ltd for the realization of the Austrian gas pipeline section from the Russian Federation to Italy and the construction of natural gas transmission facilities, respectively.

Impact of transactions and positions with related parties on the balance sheet, net profit and cash flows
The impact of transactions and positions with related parties on the balance sheet, was as follows:

(euro million)  

June 30, 2008

  

June 30, 2009
   
 
   

Total

  

Related parties

  

Impact %

  

Total

  

Related parties

  

Impact %
   
 
 
 
 
 
Trade and other receivables  

23,064

  

1,332

  

5.78

  

18,724

  

1,410

  

7.53
Other current assets  

1,532

  

13

  

0.85

  

1,898

  

58

  

3.06
Other non-current financial assets  

987

  

308

  

31.21

  

1,120

  

174

  

15.54
Other non-current assets  

1,596

  

1

  

0.06

  

1,732

  

12

  

0.69
Current financial liabilities  

10,099

  

252

  

2.50

  

4,474

  

164

  

3.67
Trade and other payables  

18,354

  

872

  

4.75

  

18,317

  

1,354

  

7.39
Other liabilities  

3,275

  

4

  

0.12

  

2,234

  

17

  

0.76
Long-term debt and current portion of long-term debt  

11,224

  

15

  

0.13

  

15,399

  

..

  

..
Other non-current liabilities  

3,512

  

55

  

1.57

  

2,758

  

51

  

1.85
   
 
 
 
 
 

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ENI CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

The impact of transactions with related parties on the profit and loss accounts consisted of the following:

(euro million)  

First Half 2008

  

First Half 2009
   
 
   

Total

  

Related parties

  

Impact %

  

Total

  

Related parties

  

Impact %
   
 
 
 
 
 
Net sales from operations  

55,388

  

2,145

  

3.87

  

42,008

  

1,744

  

4.15
Other income and revenues  

408

  

..

  

..

  

501

  

29

  

5.79
Purchases, services and other  

37,534

  

1,619

  

4.31

  

29,520

  

2,306

  

7.81
Other operating income (loss)  

69

  

..

  

..

  

48

  

35

  

72.92
Financial income  

2,539

  

31

  

1.22

  

3,695

  

16

  

0.43
Financial expense  

2,753

  

6

  

0.22

  

3,962

  

4

  

0.10
   
 
 
 
 
 

Transactions with related parties regarded the ordinary course of Eni’s business and were primarily conducted on an arm’s length basis.
The main cash flows with related parties were as follows:

(euro million)  

First Half 2008

  

First Half 2009
   
 
Revenues and other income  

2,145

    

1,808

  
Costs and other expenses  

(1,619

 )  

(2,306

 )
Net change in trade and other receivables and liabilities  

273

    

109

  
Dividends and net interests  

307

    

273

  
Net cash provided from operating activities  

1,106

    

(116

 )
Capital expenditures in tangible and intangible assets  

(495

 )  

(612

 )
Change in accounts payable in relation to investments  

41

    

213

  
Change in financial receivables  

(372

 )  

125

  
Net cash used in investing activities  

(826

 )  

(274

 )
Change in financial liabilities  

125

    

2

  
Net cash used in financing activities  

125

    

2

  
Total financial flows to related parties  

405

    

(388

 )
   
 

The impact of cash flows with related parties consisted of the following:

(euro million)  

First Half 2008

  

First Half 2009
   
 
   

Total

  

Related parties

  

Impact %

  

Total

  

Related parties

  

Impact %
   
 
 
 
 
 
Cash provided from operating activities  

9,950

    

1,110

    

11.16

    

7,621

    

(116

 )  

..

  
Cash used in investing activities  

(9,483

 )  

(826

 )  

8.71

    

(3,781

 )  

(274

 )  

7.25

  
Cash used in financing activities  

(1,048

 )  

125

    

..

    

(4,439

 )  

2

    

..

  
   
 
 
 
 
 

 

33 Significant non-recurring events and operations
In the first half of 2008 and 2009, no significant non-recurring events and/or operations had taken place.

34 Positions or transactions deriving from atypical and/or unusual operations
In the first half of 2008 and 2009, no significant atypical and/or unusual operations had been performed.

35 Significant post-closing events
Information on significant post-closing events is provided in the "Subsequent events" section of this Interim Consolidated Report as of June 30, 2009.

 

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Certification pursuant to rule 154-bis paragraph 5 of the Legislative Decree No. 58/1998 (Testo Unico della Finanza)

1. The undersigned Paolo Scaroni and Alessandro Bernini, in their quality as Chief Executive Officer and manager responsible for the preparation of financial reports of Eni, respectively, also pursuant to rule 154-bis, paragraphs 3 and 4 of Legislative Decree No. 58/1998, certify that internal controls over financial reporting in place for the preparation of the condensed consolidated interim financial statements as of June 30, 2009 and during the period covered by the report, were:

2. Internal controls over financial reporting in place for the preparation of the 2009 condensed consolidated interim financial statements have been defined and the evaluation of their effectiveness has been assessed based on principles and methodologies adopted by Eni in accordance with the Internal Control-Integrated Framework Model issued by the Committee of Sponsoring Organizations of the Treadway Commission, which represents an internationally-accepted framework for the internal control system.

3. The undersigned officers also certify that:

3.1 The 2009 condensed consolidated interim financial statements:

a) were prepared in accordance with the evaluation and measurement criteria issued by the International Accounting Standards Board (IASB) and adopted by the European Commission according to the procedure set forth in Article 6 of the European Regulation (CE) No. 1606/2002 of the European Parliament and European Council of July 19, 2002;

b) correspond to the company’s evidence and accounting books and entries;

c) fairly represent the financial condition, results of operations and cash flows of the parent company and the Group consolidated companies as of, and for, the periods presented in this report.

3.2 The interim operating and financial review provides information regarding material events occurred during the first half of 2009 and their impact on condensed statements, as well as a description of the main risk and uncertainties for the second half of the year and related-party transactions.

 

July 30, 2009




/s/ Paolo Scaroni
––––––––––––––––––––––––
Paolo Scaroni
Chief Executive Officer		   /s/ Alessandro Bernini
––––––––––––––––––––––––
Alessandro Bernini
Chief Financial Officer



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Report of Independent Auditors

 

 

 

 

 

 

 

 

 

 

 

 

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