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Half-yearly Report

30th Jul 2009 13:21

Royal Dutch Shell plc

Half-yearly financial report 2009

Period January 1, 2009 - June 30, 2009 (unaudited)

All amounts shown throughout this report are unaudited.

The companies in which Royal Dutch Shell plc directly and indirectly ownsinvestments are separate entities. In this document "Shell", "Shell group" and"Royal Dutch Shell" are sometimes used for convenience where references aremade to Royal Dutch Shell plc and its subsidiaries in general. Likewise, thewords "we", "us" and "our" are also used to refer to subsidiaries in generalor to those who work for them. These expressions are also used where no usefulpurpose is served by identifying the particular company or companies.``Subsidiaries'', "Shell subsidiaries" and "Shell companies" as used in thisdocument refer to companies in which Royal Dutch Shell either directly orindirectly has control, by having either a majority of the voting rights orthe right to exercise a controlling influence. The companies in which Shellhas significant influence but not control are referred to as "associatedcompanies" or "associates" and companies in which Shell has joint control arereferred to as "jointly controlled entities". In this document, associates andjointly controlled entities are also referred to as "equity-accountedinvestments". The term "Shell interest" is used for convenience to indicatethe direct and/or indirect (for example, through our 34% shareholding inWoodside Petroleum Ltd.) ownership interest held by Shell in a venture,partnership or company, after exclusion of all third-party interest.This document contains forward-looking statements concerning the financialcondition, results of operations and businesses of Royal Dutch Shell. Allstatements other than statements of historical fact are, or may be deemed tobe, forward-looking statements. Forward-looking statements are statements offuture expectations that are based on management's current expectations andassumptions and involve known and unknown risks and uncertainties that couldcause actual results, performance or events to differ materially from thoseexpressed or implied in these statements. Forward-looking statements include,among other things, statements concerning the potential exposure of RoyalDutch Shell to market risks and statements expressing management'sexpectations, beliefs, estimates, forecasts, projections and assumptions.These forward-looking statements are identified by their use of terms andphrases such as ``anticipate'', ``believe'', ``could'', ``estimate'',``expect'', ``intend'', ``may'', ``plan'', ``objectives'', ``outlook'',``probably'', ``project'', ``will'', ``seek'', ``target'', ``risks'',``goals'', ``should'' and similar terms and phrases. There are a number offactors that could affect the future operations of Royal Dutch Shell and couldcause those results to differ materially from those expressed in theforward-looking statements included in this document, including (withoutlimitation): (a) price fluctuations in crude oil and natural gas; (b) changesin demand for the Group's products; (c) currency fluctuations; (d) drillingand production results; (e) reserve estimates; (f) loss of market share andindustry competition; (g) environmental and physical risks; (h) risksassociated with the identification of suitable potential acquisitionproperties and targets, and successful negotiation and completion of suchtransactions; (i) the risk of doing business in developing countries andcountries subject to international sanctions; (j) legislative, fiscal andregulatory developments including potential litigation and regulatory effectsarising from recategorisation of reserves; (k) economic and financial marketconditions in various countries and regions; (l) political risks, includingthe risks of expropriation and renegotiation of the terms of contracts withgovernmental entities, delays or advancements in the approval of projects anddelays in the reimbursement for shared costs; and (m) changes in tradingconditions. All forward-looking statements contained in this document areexpressly qualified in their entirety by the cautionary statements containedor referred to in this section. Readers should not place undue reliance onforward-looking statements. Additional factors that may affect future resultsare contained in Royal Dutch Shell's Annual Report and Form 20-F for the yearended December 31, 2008 (available at www.shell.com/investor and www.sec.gov).These factors also should be considered by the reader. Each forward-lookingstatement speaks only as of the date of this document, July 30, 2009. NeitherRoyal Dutch Shell nor any of its subsidiaries undertake any obligation topublicly update or revise any forward-looking statement as a result of newinformation, future events or other information. In light of these risks,results could differ materially from those stated, implied or inferred fromthe forward-looking statements contained in this document.The United States Securities and Exchange Commission (SEC) permits oil and gascompanies, in their filings with the SEC, to disclose only proved reservesthat a company has demonstrated by actual production or conclusive formationtests to be economically and legally producible under existing economic andoperating conditions. We use certain terms in this document that SEC'sguidelines strictly prohibit us from including in filings with the SEC. U.S.Investors are urged to consider closely the disclosure in our Form 20-F, FileNo 1-32575, available on the SEC website www.sec.gov. You can also obtainthese forms from the SEC by calling 1-800-SEC-0330.

Contacts

- Investor Relations: Europe: +31 70 377 4540; USA: +1 212 218 3113 (USA investors)

- Media: Europe: +31 70 377 3600

Half-yearly financial report 2009

Business Review for the six month period ended June 30, 2009

Presented under IFRS (unaudited)

$ million Six months ended June 30, 2009 2008Income for the period 7,419 20,955

Attributable to minority interest 109 316 Income attributable to Royal Dutch Shell plc shareholders 7,310 20,639

Earnings for the first six months of 2009 were $7,310 million compared to$20,639 million for the same period last year. Lower earnings mainly reflectthe macro environment impacts on the Exploration & Production and Oil Productsbusiness segments.Exploration & ProductionSegment earnings for the first six months of 2009 were $3,031 million comparedto $11,024 million for the same period last year. Earnings in the first sixmonths of 2009 included a net gain of $236 million reflecting gains from taxcredits of $235 million, a gain related to a lease litigation settlement of$229 million and gains from divestments of $135 million, partly offset by acharge of $293 million related to the mark-to-market valuation of certain UKgas contracts, a charge of $51 million related to pension adjustment forinflation in USA and a charge of $19 million related to a retirementhealthcare plan modification in the USA. Earnings for the same period lastyear included a net gain of $32 million mainly from gains from divestments of$571 million, partly offset by a charge of $462 million related to themark-to-market valuation of certain UK gas contracts and net tax charges of$77 million.Earnings for the first six months of 2009 mainly reflected lower oil and gasprices on revenues, lower oil and gas production volumes and higherexploration expenses and non-cash pension charges, which were partly offset bylower royalty and tax expenses.

Global liquid realisations were 53% lower than a year ago, compared to a decrease in Brent of 53% and WTI of 54%. Outside the USA, gas realisations decreased by 21% whereas in the USA, gas realisations decreased by 60% compared to a decrease in Henry Hub of 58%.

Oil and gas production (excluding oil sands bitumen production) was 3,100 thousand barrels of oil equivalent per day (boe/d), a decrease of 4% compared to 3,246 thousand boe/d for the same period last year.

Production in the first six months of 2009 compared to the same period last year was mainly impacted by field decline, OPEC restrictions, lower natural gas demand, Nigeria security issues and divestments, partly offset by production sharing contracts pricing effects, new fields start-ups and continued ramp-up of fields started up over the last 12 months.

In Nigeria, the security situation remains a significant challenge. As aconsequence, the Shell Petroleum Development Company of Nigeria Ltd's onshoreand shallow water oil and gas production declined from some 220 thousand boe/d(Shell share) in the first half of 2008 to approximately 130 thousand boe/d(Shell share) in the first six months of 2009.

Gas & Power

Segment earnings for the first six months of 2009 were $1,219 million tocompared to $1,573 million for the same period last year. Earnings includedcharges of $21 million related to a pension adjustment for inflation in theUSA of $14 million, a charge of $6 million related to a retirement healthcareplan modification in the USA and a charge of $1 million related to themark-to-market valuation of certain gas contracts. In the first six months of2008 earnings included a charge of $311 million reflecting charges related tothe estimated fair value accounting of commodity derivatives relating tooperational activities of $300 million and a charge of $11 million related tothe mark-to-market valuation of certain gas contracts.

Excluding these items earnings compared to the same period last year reflecting lower oil prices on revenues, lower LNG sales volumes and reduced dividends received from an LNG joint venture.

In the first six months of 2009, LNG sales volumes of 5.95 million tonnes were 10% lower compared to the same period last year, mainly as a consequence of lower contributions from Nigeria LNG due to continued natural gas supply disruptions, which were partly offset by the ramp-up in sales volumes from Train 5, at the North West Shelf project, and the Sakhalin II LNG project.

Oil Sands

Segment earnings for the first six months of 2009 were $8 million compared to$600 million for the same period last year. Compared to the first six monthsof 2008, earnings mainly reflected the impact of significantly lower oilprices on revenues and higher operating costs.

Bitumen production was 76 thousand barrels per day (b/d) compared to 78 thousand b/d in the same period last year. Upgrader availability was 92% compared to 94% for the same period last year.

Oil Products

Segment earnings for the first six months of 2009 were $2,559 million comparedto $6,906 million for the same period last year. In the first six months of2009 earnings benefited from the impact of increasing crude prices oninventory by $1,722 million compared to a benefit of $4,637 million in thesame period last year. Earnings included charges of $797 million, reflectingnon-cash charges related to the estimated fair value accounting of commodityderivatives relating to operational activities of $500 million, a pensionadjustment for inflation in the USA of $80 million, tax charges of $56million, an asset impairment of $120 million and a charge of $41 millionrelated to a retirement healthcare plan modification in the USA. In the firstsix months of 2008 earnings included a net charge of $269 million, reflectingnon-cash charges related to fair value accounting of commodity derivatives of$450 million, a divestment gain of $167 million and a tax credit of $14million.

After taking into account the impact of rising crude prices on our inventory, earnings reflected significantly lower refining earnings, which were partly offset by higher marketing contributions.

Industry refining margins declined worldwide compared to the same period a year ago. Refinery availability increased to 93% compared to 92% in the same period last year, mainly due to lower planned and unplanned maintenance activities.

Significantly lower refining earnings mainly reflected lower worldwide realised refining margins and reduced demand for refined products.

Marketing earnings increased from a year ago, reflecting higher retail, B2B and lubricant earnings and improved trading contributions.

Oil Products (marketing and trading) sales volumes declined by 9% compared tothe same period last year. Marketing sales volumes were 5% lower than in thesame period last year and, excluding the impact of divestments, 3% lower,mainly because of lower commercial fuels sales.

Chemicals

Segment results for the first six months of 2009 were a loss of $79 millioncompared to earnings of $505 million for the same period last year. Results inthe first six months of 2009 included charges of $86 million reflecting animpairment charge of $57 million, a $19 million pension adjustment forinflation in the USA and a $10 million retirement healthcare plan modificationin the USA. In the first six months of 2008 earnings included a net charge of$206 million, reflecting impairment of assets and provisions of $265 million,which was partly offset by a divestment gain of $59 million.

In the first six months of 2009 earnings benefited from the effect of increasing feedstock prices on inventory by $13 million in 2009 compared to $446 million for the same period last year. After taking into account the impact of change in feedstock prices, the loss was $92 million compared to earnings of $59 million last year, reflecting lower sales volumes, lower realised margins and non-cash pension charges, which were partly offset by higher income from equity-accounted investments and lower operating costs.

Sales volumes decreased by 19% compared to the first six months of 2008, mainly as a result of reduced global demand.

Chemicals manufacturing plant availability was 90%, 5% points lower than inthe first six months of 2008. The reduced global demand for chemical productshas significantly impacted the chemicals manufacturing plant utilisation rate,which dropped to 66% from 85% in the first six months of 2008.

Corporate

Segment earnings for the first six months of 2009 were $681 million comparedto $347 million for the same period last year. Earnings in the first sixmonths of 2009 included a net gain of $145 million, reflecting tax credits of$162 million and a charge of $17 million related to a retirement healthcareplan modification in the USA.

Compared to the first six months of 2008, earnings mainly reflected higher currency exchange gains combined with lower net interest income and increased tax credits.

PORTFOLIO DEVELOPMENTSExploration & Production

In Russia, the Sakhalin II project (Shell share 27.5%) delivered first gas production from the Lunskoye A platform and also commenced LNG exports. The Sakhalin II project is expected to deliver 395 thousand boe/d of peak production (100% basis) after full ramp-up.

In the USA, the final investment decision (FID) was taken on the Caesar Tonga project (Shell share 22.4%), with estimated peak production of 40 thousand boe/d (100% basis).

Also in the USA, Shell was the apparent highest bidder on 39 of 54 blocks in Lease Sale 208 in the Gulf of Mexico.

In Guyana, Shell acquired a 25% interest in the Stabroek exploration license covering an area of some 47 thousand km2.

In Abu Dhabi, Shell signed an agreement with Abu Dhabi National Oil Company(ADNOC) to extend the GASCO Joint Venture for a further twenty years. GASCO'soperations are mainly focused on gas processing and natural gas liquid (NGL)extraction.During the first half of 2009, Shell made 6 notable discoveries in the US Gulfof Mexico, Australia, Malaysia and Norway. Shell also increased its overallacreage position through acquisitions of new exploration licences in Guyana,Italy, Brazil, USA, Norway, Egypt and Jordan.

In Brazil, on July 13, 2009, production started from the multi-field Parque das Conchas (BC-10) project (Shell share 50%). Production wells, which are some 2 kilometres deep, are linked to a Floating Production, Storage and Offloading (FPSO) vessel with a capacity to process 100 thousand barrels of oil and 50 million cubic feet of natural gas a day (100% basis).

Gas & Power

In Russia, following the start-up of LNG production, the first LNG cargo was lifted from the Sakhalin II project (Shell share 27.5%), which will have an LNG capacity of 9.6 million tonnes per annum (100% basis) after full ramp-up.

LIQUIDITY AND CAPITAL RESOURCES

Net cash from operating activities in the first six month of 2009 was $8.5billion compared to $21.0 billion for the same period last year. In the firstsix months of 2009 the net cash from operating activities was impacted by cashcontributions to pension funds of over $3.6 billion. Cash and cash equivalentsamounted to $10.6 billion at June 30, 2009 (June 30, 2008: $9.0 billion).

Total short and long-term debt increased to $30.1 billion at June 30, 2009 from $16.4 billion at June 30, 2008. During the first six months of 2009, Shell issued $13.1 billion of new debt with maturity periods ranging from 2012 through 2018. All debt was issued by Shell International Finance B.V. and guaranteed by Royal Dutch Shell plc.

Capital investment in the first six month 2009 was $15.1 billion of which $8.0billion was invested in the Exploration & Production, $2.7 billion in OilProducts and $1.9 billion in Gas & Power. This included new loans toequity-accounted investments of $1.4 billion mainly in the Oil Productssegment. Capital investment in the same period of 2008 was $16.1 billion ofwhich $10.1 billion was invested in the Exploration & Production, $1.5 billionin Oil Products and $2.1 billion in Gas & Power.

Gross proceeds from divestments in the first six months of 2009 were $0.5 billion compared to $2.7 billion for the same period last year. Dividends of $0.42 per share were declared on April 29, 2009 and July 30, 2009 totaling $0.84 per share in respect of the first and second quarters of 2009.

PRINCIPAL RISK AND UNCERTAINTIES

The principal risks and uncertainties affecting Shell are described in theRisk Factors section of the Annual Report and Form 20-F for the year endedDecember 31, 2008 (pages 14 to 16) and are summarised below. There are nomaterial changes in those Risk Factors with the exception that the Nigeriangovernment is contemplating new legislation to govern the petroleum industrywhich, if passed into law, would likely have an impact on Shell's existing andfuture activities in that country.

A summary of the Risk Factors described in the Annual Report and Form 20-F for the year ended December 31, 2008 is set out below:

- Shell 's operating results and financial condition are exposed to fluctuating prices for oil, natural gas, oil products and chemicals.

- Shell's future hydrocarbon production depends on the delivery of capital projects, some of them large and complex, as well as the ability to replace oil and gas and oil sands reserves.

- Shell's ability to achieve its strategic objectives depends on our reaction to competitive forces.

- An erosion of Shell's business reputation would adversely impact our licenceto operate, our brand, our ability to secure new resources and our financialperformance.

- Rising climate change concerns could lead to additional regulatory measures that may result in project delays and higher cost.

- The nature of Shell's operations exposes us to a wide range of significant health, safety, security and environment (HSSE) risks.

- Shell operates in more than 100 countries, with differing degrees of political stability. This exposes us to a wide range of political developments and resulting changes to laws and regulations.

- Our investment in joint ventures and associated companies may reduce our degree of control as well as our ability to identify and manage risks.

- Reliable information technology (IT) systems are a critical enabler of our operations.

- Shell's future performance depends on successful development and deployment of new technologies.

- Skilled employees are essential to the successful delivery of Shell's strategy.

- Shell is subject to many legal regimes, with different fiscal and regulatory systems, as well as to changes in legislation.

- Economic and financial market conditions affect our profitability.

- The estimation of reserves is not an exact calculation and involves subjective judgements based on available information.

- Shell's Articles of Association determine the jurisdiction for shareholder disputes. This might limit shareholder remedies.

- Violations of antitrust and competition law pose a financial risk for Shell and expose Shell or our employees to criminal sanctions.

- An erosion of the business and operating environment in Nigeria could adversely impact our earnings and financial position.

- Shell has investments in Iran and Syria, countries against which the US government imposed sanctions. We could be subject to sanctions or other penalties in connection with these activities.

- Shell faces property and liability risks and does not insure against all potential losses.

- Shell's business model involves trading, treasury and foreign exchange risks.

- Shell has substantial pension commitments, whose funding is subject to capital market risks.

- Shell companies face the risk of litigation and disputes worldwide.

- Shell is currently under investigation by the United States Securities andExchange Commission and the United States Department of Justice for violationsof the US Foreign Corrupt Practices Act.

Unaudited Condensed Consolidated Interim Financial Statements

Condensed Consolidated Statement of Income

$ million Six months ended June 30, 2009 2008Revenue[A] 122,104 245,721Cost of sales 104,660 206,041Gross profit 17,444 39,680Selling, distribution andadministrative expenses 7,646 8,413Exploration 1,102 733Share of profit of equity-accounted investments 2,463 5,096Net finance costs andother (income)/expense (418) (193)Income before taxation 11,577 35,823Taxation 4,158 14,868Income for the period 7,419 20,955

Income attributable to minority interest 109 316 Income attributable to Royal Dutch Shell plc shareholders 7,310 20,639

$ Six months ended June 30, 2009 2008

Basic earnings per share (see Note 3) 1.19 3.34 Diluted earnings per share (see Note 3) 1.19 3.33

[A] Revenue is stated after deducting sales taxes, excise duties and similar levies of $36,806 million in 2009 and $48,382 million in 2008.

Condensed Consolidated Statement of Comprehensive Income

$ million Six months ended June 30, 2009 2008Income for the period 7,419 20,955Other comprehensive income, net of tax:Currency translation differences 3,583 1,963Unrealised gains/(losses) on securities 105 (249)

Unrealised gains/(losses) on cash flow hedges 140 21 Share of other comprehensive income of equity-accounted investments

57 8Other comprehensive income 3,885 1,743Comprehensive income 11,304 22,698Comprehensive incomeattributable to minority interest (112) (206) Comprehensive income attributableto Royal Dutch Shell plc shareholders 11,192 22,492

The Notes on pages 10 to 11 are an integral part of these Condensed Consolidated Interim Financial Statements.

Condensed Consolidated Balance Sheet

$ million June 30, 2009 Dec 31, 2008ASSETSNon-current assetsIntangible assets 5,197 5,021Property, plant and equipment 121,708 112,038

Investments:

equity-accounted investments 29,986 28,327financial assets 4,130 4,065Deferred tax 4,144 3,418Pre-paid pension costs 9,640 6,198Other 8,886 6,764 183,691 165,831Current assetsInventories 24,921 19,342Accounts receivable 72,529 82,040Cash and cash equivalents 10,596 15,188 108,046 116,570Total assets 291,737 282,401 LIABILITIESNon-current liabilitiesDebt 25,469 13,772Deferred tax 13,726 12,518Retirement benefit obligations 5,787 5,469Other provisions 13,259 12,570Other 4,619 3,677 62,860 48,006Current liabilitiesDebt 4,621 9,497

Accounts payable and accrued liabilities 76,298 85,091 Taxes payable

10,205 8,107Retirement benefit obligations 410 383Other provisions 2,221 2,451 93,755 105,529Total liabilities 156,615 153,535 EQUITYEquity attributable to 133,509 127,285Royal Dutch Shell plc shareholdersMinority interest 1,613 1,581Total equity 135,122 128,866Total liabilities and equity 291,737 282,401

The Notes on pages 10 to 11 are an integral part of these Condensed Consolidated Interim Financial Statements.

Condensed Consolidated Statement of Changes in Equity

$ million Equity attributable to Royal Dutch Shell plc shareholders Ordinary share Treasury Other Retained Minority Total capital shares reserves[A] earnings Total interest equityAt January 1, 2009 527 (1,867) 3,178 125,447 127,285 1,581 128,866 Comprehensive income - - 3,882 7,310 11,192 112 11,304

Capital contributions from - - - 3 3 19 22minority shareholders andother changes in minority interestDividends paid - - - (5,257) (5,257) (99) (5,356)Treasury shares: net - 234 - - 234 - 234sales/(purchases) anddividends receivedRepurchases of shares - - - - - - -Share-based compensation - - (175) 227 52 - 52At June 30, 2009 527 (1,633) 6,885 127,730 133,509 1,613 135,122 At January 1, 2008 536 (2,392) 14,148 111,668 123,960 2,008 125,968 Comprehensive income - - 1,853 20,639 22,492 206 22,698Capital contributions from - - - 59 59 52 111minority shareholders andother changes in minority interestDividends paid - - - (4,818) (4,818) (166) (4,984)Treasury shares: net - 442 - - 442 - 442sales/(purchases) anddividends receivedRepurchases of shares (5) - 5 (2,237) (2,237) - (2,237)Share-based compensation - - (107) 18 (89) - (89)At June 30, 2008 531 (1,950) 15,899 125,329 139,809 2,100 141,909[A] See Note 2.

The Notes on pages 10 to 11 are an integral part of these Condensed Consolidated Interim Financial Statements.

Condensed Consolidated Statement of Cash Flows

$ million Six months ended June 30, 2009 2008Cash flow from operating activities:Income for the period 7,419 20,955Adjustment for:Current taxation 4,211 15,106Interest (income)/expense 700 447Depreciation, depletion and amortisation 6,369 6,585(Gains)/losses on sale of assets (285) (1,038)Decrease/(increase) in net working capital (3,200) (8,967)

Share of profit of equity-accounted investments (2,463) (5,096) Dividends received from equity-accounted investments

2,219 4,199Deferred taxation and other provisions (586) 170Other (1,790) 104Net cash from operating activities (pre-tax) 12,594 32,465Taxation paid (4,116) (11,435)Net cash from operating activities 8,478 21,030Cash flow from investing activities:Capital expenditure (12,791) (14,781)Investments in equity-accounted investments (1,854) (1,137)Proceeds from sale of assets 478 2,471

Proceeds from sale of equity-accounted investments 220 333 Proceeds from sale of/(additions to) financial assets (52) 285 Interest received

170 554Net cash used in investing activities (13,829) (12,275)Cash flow from financing activities:Net Increase/(decrease) in debt withmaturity period within three months (5,634) (24)Other debt:New borrowings 13,928 316Repayments (1,816) (2,143)Interest paid (524) (667)Change in minority interest 19 27Dividends paid to:Royal Dutch Shell plc shareholders (5,257) (4,818)Minority interest (99) (166)Repurchases of shares - (2,423)Treasury shares: net sales/(purchases)and dividends received 87 442Net cash from/(used in) financing activities 704 (9,456)Currency translation differencesrelating to cash and cash equivalents 55 35Increase/(decrease) in cashand cash equivalents (4,592) (666)Cash and cash equivalents at January 1 15,188 9,656Cash and cash equivalents at June 30 10,596 8,990

The Notes on pages 10 to 11 are an integral part of these Condensed Consolidated Interim Financial Statements.

Notes to the Condensed Consolidated Interim Financial Statements

1. Basis of preparation

These Condensed Consolidated Interim Financial Statements of Royal Dutch Shellplc and its subsidiaries (collectively known as "Shell" or the "Shell group")are prepared on the same accounting principles as, and should be read inconjunction with, the Annual Report on Form 20-F for the year ended December31, 2008 (pages 118 to 122), except for the adoption of revised IAS 1"Presentation of Financial Statements" with effect from January 1, 2009.Revised IAS 1 requires the presentation of a statement of comprehensive incomeand minor changes to the statement of changes in equity; there is no impact onShell's reported income or equity.

The six-month period ended June 30, 2009 Condensed Consolidated Interim Financial Statements of Royal Dutch Shell plc and its subsidiaries have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting".

In accordance with DTR 4.2.9(2) of the UK Disclosure and Transparency Rules (DTRs), it is confirmed that this publication has not been audited or reviewed by auditors pursuant to the Auditing Practices Board guidance on Review of Interim Financial Information.

The Condensed Consolidated Interim Financial Statements do not comprisestatutory accounts. Statutory accounts for the year ended December 31, 2008were approved by the Board of Directors on March 11, 2009 and delivered to theRegistrar of Companies. The report of the auditors on those accounts wasunqualified, did not include a reference to any matters to which the auditorsdrew attention by way of emphasis without qualifying the report, and did notcontain any statement under sections 237(2) or (3) of the Companies Act 1985.2. Other reserves $ million Accumulated Capital Share Share other Merger redemption premium plan comprehensive reserve[A] reserve reserve reserve income TotalAt January 1, 2009 3,444 57 154 1,192 (1,669) 3,178

Other comprehensive income attributable - - -

- 3,882 3,882to Royal Dutch Shell plc shareholdersRepurchases of shares - - - - - -Share-based compensation - - - (175) - (175)At June 30, 2009 3,444 57 154 1,017 2,213 6,885 At January 1, 2008 3,444 48 154 1,122 9,380 14,148

Other comprehensive income attributable - - -

- 1,853 1,853to Royal Dutch Shell plc shareholdersRepurchases of shares - 5 - - - 5Share-based compensation - - - (107) - (107)At June 30, 2008 3,444 53 154 1,015 11,233 15,899

[A] The merger reserve was established in 2005, when Royal Dutch Shell plc("Royal Dutch Shell") became the single parent company of Royal DutchPetroleum Company ("Royal Dutch") and of The Shell Transport and TradingCompany Limited (previously known as The "Shell" Transport and TradingCompany, p.l.c.) ("Shell Transport") the two former public parent companies ofthe Group. It relates primarily to the difference between the nominal value ofRoyal Dutch Shell shares issued and the nominal value of Royal Dutch and ShellTransport shares received. 3. Earnings per share Six months ended June 30, 2009 2008Income attributable to Royal 7,310 20,639Dutch Shell plcshareholders ($ million)Basic weighted averagenumber of ordinary shares 6,124,153,494 6,182,927,817Diluted weighted averagenumber of ordinary shares 6,126,901,303 6,199,685,973

4. Information by business segment

Six months ended June 30, 2009

$ million Exploration & Gas & Oil Production Power Oil Sands Products Chemicals Corporate TotalRevenueThird party 4,892 9,163 7 98,059 9,944 39 122,104Inter-segment 12,661 292 870 806 1,339 - Segment earnings 3,031 1,219 8 2,559 (79) 681 7,419

Six months ended June 30, 2008

$ million Exploration & Gas & Oil Production Power Oil Sands Products Chemicals

Corporate TotalRevenueThird party 10,654 11,979 614 197,442 25,013 19 245,721Inter-segment 25,184 726 1,621 2,255 3,236 - Segment earnings 11,024 1,573 600 6,906 505 347 20,9555. Ordinary share capital $ million June 30, 2009 June 30, 2008Allotted, called up and fully paidClass A ordinary shares 300 300Class B ordinary shares 227 231Sterling deferred [A] [A] 527 531[A] Less than $1 million.Responsibility statement

It is confirmed that to the best of our knowledge: (a) the condensed set offinancial statements has been prepared in accordance with IAS 34 `InterimFinancial Reporting'; (b) the interim management report includes a fair reviewof the information required by DTR 4.2.7R (indication of important eventsduring the first six months of the financial year and description of principalrisks and uncertainties for the remaining six months of the financial year);and (c) the interim management report includes a fair review of theinformation required by DTR 4.2.8R (disclosure of related parties transactionsand changes thereto).

The Directors of Royal Dutch Shell plc are as listed in the Annual Report and Form 20-F for the year ended December 31, 2008 except that:

- Maarten van den Bergh retired as a Director on May 19, 2009;

- Linda Cook resigned as a Director on June 1, 2009; and

- Simon Henry was appointed as a Director with effect from May 20, 2009.

Peter Voser Simon HenryChief Executive Officer Chief Financial OfficerJuly 30, 2009 July 30, 2009

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