FORM 6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 of

The Securities Exchange Act of 1934
For April 2011

Commission File Number: 1-32575

Royal Dutch Shell plc

(Exact name of registrant as specified in its charter)

England and Wales

(Jurisdiction of incorporation or organization)

30, Carel van Bylandtlaan, 2596 HR The Hague

The Netherlands
Tel No: (011 31 70) 377 9111
(Address of principal executive officers)

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 þ     Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):           

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):           

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 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o     No þ

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):82-           

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 1

 

 

Royal Dutch Shell plc (the “Registrant”) is filing the following exhibits on this Report on Form 6-K, each of which is hereby incorporated by reference:

Exhibit
No.		Description
99.1		Regulatory release.
99.2		Royal Dutch Shell plc — Three month period ended March 31, 2011 Unaudited Condensed Interim Financial Report.

This Unaudited Condensed Interim Financial Report contains the Unaudited Condensed Consolidated Interim Financial Statements of the Registrant and its consolidated subsidiaries for the three month period ended March 31, 2011 and Business Review in respect of such period. This Report on Form 6-K contains the Unaudited Condensed Interim Financial Report with additional information required to keep current our registration statement on Form F-3.

This Report on Form 6-K is incorporated by reference into:

	a)		the Registration Statement on Form F-3 of Royal Dutch Shell plc and Shell International Finance B.V. (Registration Numbers 333-155201 and 333-155201-01); and
	b)		the Registration Statements on Forms S-8 of Royal Dutch Shell plc (Registration Numbers 333-126715, 333-141397 and 333-171206).

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Financial Report 2

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, thereunto duly authorized.

Royal Dutch Shell plc
(Registrant)

Date: April 28, 2011

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 3

Exhibit 99.1
Regulatory release

Three month period ended March 31, 2011
Unaudited Condensed Interim Financial Report

On April 28, 2011, Royal Dutch Shell plc released the Unaudited Condensed Interim Financial Report for the three month period ended March 31, 2011 of Royal Dutch Shell plc and its consolidated subsidiaries (collectively “Shell”).

Contact — Investor Relations
Europe:		Tjerk Huysinga		+31 70 377 4540
USA:		Ken Lawrence		+1 713 241 1042
Contact — Media
Europe:		Shell Media Contact		+31 70 377 3600

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 4

Exhibit 99.2

Royal Dutch Shell plc

Three month period ended March 31, 2011
Unaudited Condensed Interim Financial Report

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 5

1^ST QUARTER 2011 UNAUDITED RESULTS

•		Royal Dutch Shell’s first quarter 2011 earnings, on a current cost of supplies (CCS) basis (see Note 1), were $6.9 billion compared with $4.9 billion a year ago. Basic CCS earnings per share increased by 40% versus the same quarter a year ago.
•		First quarter 2011 CCS earnings, excluding identified items (see page 10), were $6.3 billion compared with $4.8 billion in the first quarter 2010, an increase of 30%. Basic CCS earnings per share, excluding identified items, increased by 29% versus the same quarter a year ago.
•		Cash flow from operating activities for the first quarter 2011 was $8.6 billion. Excluding net working capital movements, cash flow from operating activities in the first quarter 2011 was $13.1 billion, compared with $10.4 billion in the same quarter last year.
•		Net capital investment (see Note 1) for the quarter was $1.7 billion. Total cash dividends paid to shareholders during the first quarter 2011 were $1.6 billion. Some 31.1 million Class A shares, equivalent to $1.1 billion, were issued under the Scrip Dividend Programme for the fourth quarter 2010.
•		Gearing at the end of the first quarter 2011 was 14.0%.
•		A first quarter 2011 dividend has been announced of $0.42 per ordinary share, unchanged from the US dollar dividend per share for the same period in 2010.

SUMMARY OF UNAUDITED RESULTS

$ million		Quarters
		Q1 2011				Q4 2010				Q1 2010				%1
Income attributable to shareholders			8,780				6,790				5,481				+60
Current cost of supplies (CCS) adjustment for Downstream			(1,855	)			(1,094	)			(584	)
CCS earnings			6,925				5,696				4,897				+41
Less: Identified items2			637				1,586				75
CCS earnings excluding identified items			6,288				4,110				4,822				+30
Of which:
Upstream			4,638				3,440				4,305
Downstream			1,653				482				778
Corporate and Non-controlling interest			(3	)			188				(261	)
Basic CCS earnings per share ($)			1.12				0.93				0.80				+40
Basic CCS earnings per share excluding identified items ($)			1.02				0.67				0.79				+29
Dividend per share ($)			0.42				0.42				0.42				-
Cash flow from operating activities			8,621				5,456				4,782				+80

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Financial Report 6

Royal Dutch Shell Chief Executive Officer Peter Voser commented:

“Our first quarter 2011 earnings have risen from year-ago levels, driven by higher industry margins and our own operating performance.

We continue to make good progress in implementing our strategy; improving near-term performance, delivering a new wave of production growth, and maturing the next generation of growth options for shareholders.

We have announced new asset sales and cost savings programmes, as part of Shell’s focus on continuous improvement, to enhance our profitability and performance. Shell sold $3.2 billion of non-core positions, including tight gas assets in South Texas, in the quarter. Exits from non-core positions continue, with the announcements of further disposals, with proceeds mainly expected during 2011-2012. These additional disposals include refining capacity in the United Kingdom, and marketing positions in Chile and several African countries. This will enhance our competitive performance, and improve our customer and partner focus.

Shell started commercial production at two new projects during the quarter; the 20 thousand boe/d Schoonebeek Enhanced Oil Recovery project in the Netherlands, and Qatargas 4 LNG, with a capacity of 7.8 million tonnes per year. Together, in an industry that needs sustained investment in diverse energy sources to meet customer demand, these projects are expected to add 90 thousand boe/d of peak production for Shell. These projects are part of a sequence of over 20 new Upstream start-ups planned for 2011-14, as we deliver on our plans for sustainable growth. The first gas flowed from Qatar’s North Field into the new Pearl Gas-to-Liquids project during the quarter, where Shell’s value-added technology is underpinning the development of the world’s largest GTL facility.

We continue to crystallise new investment options for medium-term growth, including the confirmation of the Geronggong discovery in deep water Brunei, and new LNG potential in the Wheatstone development in Australia, where our gas discoveries have been included in a new partner-operated LNG project, which is under study.”

Voser concluded: “We are making good progress against our targets, to deliver a more competitive performance.”

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Unaudited Condensed Interim
Financial Report 7

FIRST QUARTER 2011 PORTFOLIO DEVELOPMENTS

Upstream

In Qatar, Shell and Qatargas announced delivery of the first cargo of LNG from the Qatargas 4 project (Shell share 30%). Production is expected to ramp up to 1.4 billion standard cubic feet of gas per day (scf/d), delivering 7.8 million tonnes per annum (mtpa) of LNG and 70 thousand barrels per day (b/d) of condensate and liquefied petroleum gas.

In the Netherlands, Shell produced its first oil from the Schoonebeek Enhanced Oil Recovery (EOR) project (Shell share 30%). The field is expected to ramp up to produce some 20 thousand barrels of oil equivalent per day (boe/d).

Shell sold non-core Upstream assets, with proceeds totalling $2.4 billion in the quarter. As previously announced, Shell completed the sale of a group of predominately mature tight gas fields in South Texas in the USA, producing some 200 million scf/d (Shell share), for some $1.8 billion. In addition, Shell sold various other non-core assets in Canada, Pakistan, the United Kingdom and the USA (combined Shell share of production of some 25 thousand boe/d) as well as exploration acreage in Colombia.

During the first quarter 2011, Shell confirmed a significant oil and gas discovery, Geronggong, drilled in 2010 in deep water Brunei.

Downstream

Shell sold non-core Downstream assets, mainly in the USA, with proceeds totalling $0.8 billion in the quarter.

In addition, Shell agreed to divest the majority of its shareholding in most of its downstream businesses in Africa for a total consideration of some $1 billion (including estimated working capital of $0.4 billion). The agreements are subject to regulatory approvals.

Also, in the United Kingdom, Shell agreed the sale of its 272 thousand b/d Stanlow refinery and associated local marketing businesses for a total consideration of some $1.3 billion (including estimated working capital of $0.9 billion).

On April 1, 2011, Shell agreed to sell most of its downstream business in Chile for a total consideration of some $0.6 billion (including estimated working capital of $0.1 billion).

In addition, on April 12, 2011, Shell announced a proposal to convert its 79 thousand b/d Clyde refinery and Gore Bay terminal in Australia into a fuel import terminal.

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Unaudited Condensed Interim
Financial Report 8

KEY FEATURES OF THE FIRST QUARTER 2011

•		First quarter 2011 CCS earnings (see Note 1) were $6,925 million, 41% higher than in the same quarter a year ago.
•		First quarter 2011 CCS earnings excluding identified items (see page 10), were $6,288 million compared with $4,822 million in the first quarter 2010.
•		Basic CCS earnings per share increased by 40% versus the same quarter a year ago.
•		Basic CCS earnings per share excluding identified items increased by 29% versus the same quarter a year ago.
•		Cash flow from operating activities for the first quarter 2011 was $8.6 billion, compared with $4.8 billion in the same quarter last year. Excluding net working capital movements, cash flow from operating activities in the first quarter 2011 was $13.1 billion, compared with $10.4 billion in the same quarter last year.
•		Total cash dividends paid to shareholders during the first quarter 2011 were $1.6 billion. During the first quarter 2011, some 31.1 million Class A shares, equivalent to $1.1 billion, were issued under the Scrip Dividend Programme for the fourth quarter 2010.
•		Net capital investment (see Note 1) for the first quarter 2011 was $1.7 billion. Capital investment for the first quarter 2011 was $4.9 billion.
•		Return on average capital employed (ROACE) at the end of the first quarter 2011, on a reported income basis, was 12.9%.
•		Gearing was 14.0% at the end of the first quarter 2011 versus 17.1% at the end of the first quarter 2010.

Upstream

•		Oil and gas production for the first quarter 2011 was 3,504 thousand boe/d, 3% lower than in the first quarter 2010. Production for the first quarter 2011 excluding the impact of divestments was in line with the same period last year.
		Production in the first quarter 2011 increased by some 230 thousand boe/d from new field start-ups and the continuing ramp-up of fields, which more than offset the impact of field declines.
•		LNG sales volumes of 4.42 million tonnes in the first quarter 2011 were 4% higher than in the same quarter a year ago.

Downstream

•		Oil products sales volumes were in line with the first quarter 2010. Chemical product sales volumes in the first quarter 2011 increased by 5% compared with the first quarter 2010.
•		Oil Products refinery availability was 92% compared with 89% in the first quarter 2010. Chemicals manufacturing plant availability was 92%, compared with 88% in the same period last year.
•		Supplementary financial and operational disclosure for the first quarter 2011 is available at www.shell.com/investor.

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Unaudited Condensed Interim
Financial Report 9

SUMMARY OF IDENTIFIED ITEMS

Earnings in the first quarter 2011 reflected the following items, which in aggregate amounted to a net gain of $637 million (compared with a net gain of $75 million in the first quarter 2010), as summarised in the table below:

•		Upstream earnings included a net gain of $1,120 million, reflecting mainly gains related to divestments. These were partly offset by charges related to a tax provision, the mark-to-market valuation of certain gas contracts, the estimated fair value accounting of commodity derivatives (see Note 5), an asset impairment and cost impacts related to ongoing effects from the US offshore drilling moratorium. Earnings for the first quarter 2010 included a net gain of $110 million.
•		Downstream earnings included a net charge of $483 million, reflecting charges related to asset impairments and the estimated fair value accounting of commodity derivatives (see Note 5). Earnings for the first quarter 2010 included a net charge of $35 million.

SUMMARY OF IDENTIFIED ITEMS

$ million		Quarters
		Q1 2011				Q4 2010				Q1 2010
Segment earnings impact of identified items:
Upstream			1,120				1,657				110
Downstream			(483	)			(71	)			(35	)
Corporate and Non-controlling interest			-				-				-
Earnings impact			637				1,586				75

These identified items generally relate to events with an impact of more than $50 million on Royal Dutch Shell’s earnings and are shown to provide additional insight into its segment earnings, earnings (CCS basis, see Note 1) and income attributable to shareholders. Further additional comments on the business segments are provided in the section ‘Earnings by Business Segment’ on page 11 and onwards.

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 10

EARNINGS BY BUSINESS SEGMENT

UPSTREAM

$ million		Quarters
		Q1 2011				Q4 2010				Q1 2010				%1
Upstream earnings excluding identified items			4,638				3,440				4,305				+8
Upstream earnings			5,758				5,097				4,415				+30
Upstream cash flow from operating activities			6,672				5,596				7,726				-14
Upstream net capital investment			1,727				522				5,482				-68
Crude oil production (thousand b/d)			1,678				1,741				1,733				-3
Natural gas production available for sale (million scf/d)			10,593				10,184				10,795				-2
Barrels of oil equivalent (thousand boe/d)			3,504				3,496				3,594				-3
LNG sales volumes (million tonnes)			4.42				4.39				4.23				+4

First quarter Upstream earnings excluding identified items were $4,638 million compared with $4,305 million a year ago. Identified items were a net gain of $1,120 million, compared with a net gain of $110 million in the first quarter 2010 (see page 10).

Upstream earnings excluding identified items, compared with the first quarter 2010 reflected the effect of higher crude oil and natural gas realisations on revenues, higher dividends from an LNG venture and increased realised LNG prices. These items were partly offset by lower crude oil and natural gas production volumes, higher production taxes, lower trading contributions, and higher operating expenses, mainly related to the start-up of new projects.

Global liquids realisations were 32% higher than in the first quarter 2010. Global natural gas realisations were 11% higher than in the same quarter a year ago. Natural gas realisations in the Americas decreased by 25%, whereas natural gas realisations outside the Americas increased by 20%.

First quarter 2011 production was 3,504 thousand boe/d compared with 3,594 thousand boe/d a year ago. Crude oil production was down 3% and natural gas production decreased by 2% compared with the first quarter 2010. Excluding the impact of divestments, the first quarter 2011 production was in line with the same period last year.

New field start-ups and the continuing ramp-up of fields contributed to the production in the first quarter 2011 by some 230 thousand boe/d, in particular from the ramp-up of Gbaran Ubie in Nigeria, the start-up of the Qatargas 4 project in Qatar, and the ramp-up of the Jackpine Mine at the Athabasca Oil Sands Project in Canada, which more than offset the impact of field declines.

LNG sales volumes of 4.42 million tonnes were 4% higher than in the same quarter a year ago, reflecting higher volumes from Nigeria LNG and the Sakhalin II project as well as the successful start-up of the Qatargas 4 project.

Royal Dutch Shell plc
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Financial Report 11

DOWNSTREAM

$ million		Quarters
		Q1 2011				Q4 2010				Q1 2010				%1
Downstream CCS earnings excluding identified items			1,653				482				778				+112
Downstream CCS earnings			1,170				411				743				+57
Downstream cash flow from operating activities			451				(348	)			(2,841	)			-
Downstream net capital investment			(118	)			991				687				-
Refinery processing intake (thousand b/d)			3,030				3,201				2,998				+1
Oil products sales volumes (thousand b/d)			6,167				6,670				6,163				-
Chemicals sales volumes (thousand tonnes)			5,010				5,297				4,769				+5

First quarter Downstream earnings excluding identified items were $1,653 million compared with $778 million in the first quarter 2010. Identified items were a net charge of $483 million, compared with a net charge of $35 million in the first quarter 2010 (see page 10).

Downstream earnings excluding identified items compared with the first quarter 2010 reflected higher Oil Products marketing and refining earnings as well as higher Chemicals earnings.

Oil Products marketing earnings increased compared with the first quarter 2010, mainly reflecting higher contributions from trading and lubricants, which were partly offset by lower retail earnings, as a result of lower margins.

Oil products sales volumes were in line with the same period a year ago.

Refining earnings improved significantly compared with the first quarter 2010. Earnings reflected higher realised refining margins and higher refinery intake volumes, due to lower planned and unplanned maintenance activities.

Refinery intake volumes increased by 1% compared with the first quarter of 2010. Excluding portfolio impacts, refinery intake volumes increased by 11%. Refinery availability increased to 92% compared to 89% in the first quarter 2010.

Chemicals earnings excluding identified items increased to $489 million compared with $313 million in the first quarter 2010, reflecting higher realised chemicals margins and higher income from equity-accounted investments as well as increased sales volumes.

Chemicals sales volumes increased by 5% compared with the same quarter last year. Chemicals manufacturing plant availability was 92% compared with 88% in the first quarter 2010.

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Financial Report 12

CORPORATE AND NON-CONTROLLING INTEREST

$ million		Quarters
		Q1 2011				Q4 2010				Q1 2010
Corporate and Non-controlling interest excluding identified items			(3	)			188				(261	)
Corporate and Non-controlling interest			(3	)			188				(261	)
Of which:
Corporate			99				231				(176	)
Non-controlling interest			(102	)			(43	)			(85	)

Corporate results and Non-controlling interest excluding identified items were a loss of $3 million in the first quarter 2011, compared with a loss of $261 million in the same period last year.

Corporate earnings excluding identified items compared with the first quarter 2010 mainly reflected currency exchange gains, which were partly offset by increased net interest expense.

FORTHCOMING EVENTS

Second quarter 2011 results and second quarter 2011 dividend are scheduled to be announced on July 28, 2011. Third quarter 2011 results and third quarter 2011 dividend are scheduled to be announced on October 27, 2011. The 2011 Annual General Meeting will be held on May 17, 2011.

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Financial Report 13

LIQUIDITY AND CAPITAL RESOURCES

Net cash from operating activities in the first quarter 2011 was $8.6 billion compared with $4.8 billion for the same period last year.

Total current and non-current debt increased to $42.6 billion at March 31, 2011 from $37.3 billion at March 31, 2010 while cash and cash equivalents increased to $16.6 billion at March 31, 2011 from $8.4 billion at March 31, 2010. During the first three months of 2011 no new debt was issued under the US shelf registration programme.

Net capital investment in the first quarter 2011 was $1.7 billion of which $1.7 billion was invested in Upstream and $0.1 billion in Corporate whereas $0.1 billion was divested from Downstream. Net capital investment in the same period of 2010 was $6.2 billion of which $5.5 billion was invested in Upstream and $0.7 billion in Downstream.

Dividends of $0.42 per share are declared on April 28, 2011 in respect of the first quarter. These dividends are payable on June 27, 2011. In the case of the Class B shares, the dividends will be payable through the dividend access mechanism and are expected to be treated as UK-source rather than Dutch-source. See the Annual Report and Form 20-F for the year ended December 31, 2010 for additional information on the dividend access mechanism.

Shell provides shareholders with a choice to receive dividends in cash or in shares via a Scrip Dividend Programme. Under the Scrip Dividend Programme shareholders can increase their shareholding in Shell by choosing to receive new shares instead of cash dividends. Only new Class A shares will be issued under the Programme, including to shareholders who currently hold Class B shares.

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Financial Report 14

UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF INCOME

$ million		Quarters
		Q1 2011				Q4 2010				Q1 2010				%1
Revenue			109,923				100,714				86,062
Share of profit of equity-accounted investments			2,337				1,979				1,646
Interest and other income			2,582				2,832				317
Total revenue and other income			114,842				105,525				88,025
Purchases			84,810				78,138				65,001
Production and manufacturing expenses			5,913				7,294				5,187
Selling, distribution and administrative expenses			3,364				4,301				4,093
Research and development			219				422				214
Exploration			401				646				377
Depreciation, depletion and amortisation			3,317				3,236				2,926
Interest expense			395				227				261
Income before taxation			16,423				11,261				9,966				+65
Taxation			7,498				4,405				4,400
Income for the period			8,925				6,856				5,566				+60
Income attributable to non-controlling interest			145				66				85
Income attributable to Royal Dutch Shell plc shareholders			8,780				6,790				5,481				+60

BASIC EARNINGS PER SHARE

Quarters

Q1 2011

Q4 2010

Q1 2010

Earnings per share ($)

1.42

1.11

0.89

DILUTED EARNINGS PER SHARE

Quarters

Q1 2011

Q4 2010

Q1 2010

Earnings per share ($)

1.42

1.10

0.89

SHARES²

		Millions
		Q1 2011				Q4 2010				Q1 2010
Weighted average number of shares as the basis for:
Basic earnings per share			6,163.3				6,137.3				6,126.5
Diluted earnings per share			6,174.0				6,147.4				6,132.8
Shares outstanding at the end of the period			6,207.4				6,154.2				6,126.9

The Notes on pages 19 to 21 are an integral part of these Condensed Consolidated
Interim Financial Statements.

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Unaudited Condensed Interim
Financial Report 15

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

$ million		Quarters
		Q1 2011				Q4 2010				Q1 2010
Income for the period			8,925				6,856				5,566
Other comprehensive income, net of tax:
Currency translation differences			2,134				(25	)			(1,567	)
Unrealised gains/(losses) on securities			(19	)			(182	)			(44	)
Cash flow hedging gains/(losses)			22				(16	)			(2	)
Share of other comprehensive income/(loss) of equity-accounted investments			99				483				(11	)
Other comprehensive income/(loss) for the period			2,236				260				(1,624	)
Comprehensive income for the period			11,161				7,116				3,942
Comprehensive income/(loss) attributable to non-controlling interest			173				51				80
Comprehensive income attributable to Royal Dutch Shell plc shareholders			10,988				7,065				3,862

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

		Ordinary				Shares																Non-
		share				held in				Other				Retained								controlling				Total
$ million		capital				trust				reserves				earnings				Total				interest				equity
At January 1, 2011			529				(2,789	)			10,094				140,179				148,013				1,767				149,780
Comprehensive income for the period			-				-				2,208				8,780				10,988				173				11,161
Capital contributions from and other changes in non-controlling interest			-				-				-				-				-				9				9
Dividends paid			-				-				-				(2,626	)			(2,626	)			(71	)			(2,697	)
Scrip dividends1			3				-				(3	)			1,068				1,068				-				1,068
Shares held in trust: net sales/ (purchases) and dividends received			-				603				-				42				645				-				645
Share-based compensation			-				-				(307	)			24				(283	)			-				(283	)
At March 31, 2011			532				(2,186	)			11,992				147,467				157,805				1,878				159,683

		Ordinary				Shares																Non-
		share				held in				Other				Retained								controlling				Total
$ million		capital				trust				reserves				earnings				Total				interest				equity
At January 1, 2010			527				(1,711	)			9,982				127,633				136,431				1,704				138,135
Comprehensive income for the period			-				-				(1,619	)			5,481				3,862				80				3,942
Capital contributions from and other changes in non-controlling interest			-				-				-				-				-				(18	)			(18	)
Dividends paid			-				-				-				(2,555	)			(2,555	)			(39	)			(2,594	)
Shares held in trust: net sales/ (purchases) and dividends received			-				295				-				-				295				-				295
Share-based compensation			-				-				(145	)			122				(23	)			-				(23	)
At March 31, 2010			527				(1,416	)			8,218				130,681				138,010				1,727				139,737

The Notes on pages 19 to 21 are an integral part of these Condensed Consolidated
Interim Financial Statements.

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Financial Report 16

CONDENSED CONSOLIDATED BALANCE SHEET

		$ million
		March 31, 2011				Dec 31, 2010				March 31, 2010
Assets
Non-current assets:
Intangible assets			4,725				5,039				5,296
Property, plant and equipment			144,835				142,705				133,669
Equity-accounted investments			35,558				33,414				31,751
Investments in securities			3,971				3,809				3,832
Deferred tax			5,661				5,361				4,563
Prepaid pension costs			10,874				10,368				9,705
Trade and other receivables			9,360				8,970				8,350
			214,984				209,666				197,166
Current assets:
Inventories			33,632				29,348				28,714
Trade and other receivables			78,103				70,102				62,874
Cash and cash equivalents			16,608				13,444				8,448
			128,343				112,894				100,036
Total assets			343,327				322,560				297,202
Liabilities
Non-current liabilities:
Debt			31,788				34,381				34,889
Deferred tax			15,573				13,388				14,184
Retirement benefit obligations			6,105				5,924				5,925
Decommissioning and other provisions			14,321				14,285				13,535
Trade and other payables			4,417				4,250				4,579
			72,204				72,228				73,112
Current liabilities:
Debt			10,839				9,951				2,422
Trade and other payables			82,270				76,550				65,603
Taxes payable			14,794				10,306				12,504
Retirement benefit obligations			393				377				405
Decommissioning and other provisions			3,144				3,368				3,419
			111,440				100,552				84,353
Total liabilities			183,644				172,780				157,465
Equity attributable to Royal Dutch Shell plc shareholders			157,805				148,013				138,010
Non-controlling interest			1,878				1,767				1,727
Total equity			159,683				149,780				139,737
Total liabilities and equity			343,327				322,560				297,202

The Notes on pages 19 to 21 are an integral part of these Condensed Consolidated
Interim Financial Statements.

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 17

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

$ million		Quarters
		Q1 2011				Q4 2010				Q1 2010
Cash flow from operating activities
Income for the period			8,925				6,856				5,566
Adjustment for:
- Current taxation			5,901				4,515				4,114
- Interest expense (net)			356				186				231
- Depreciation, depletion and amortisation			3,316				3,236				2,926
- Net (gains)/losses on sale of assets			(2,192	)			(2,344	)			(223	)
- Decrease/(increase) in net working capital			(4,511	)			(754	)			(5,630	)
- Share of profit of equity-accounted investments			(2,337	)			(1,979	)			(1,646	)
- Dividends received from equity-accounted investments			1,523				2,064				1,544
- Deferred taxation and other provisions			1,578				(468	)			293
- Other			213				(696	)			347
Net cash from operating activities (pre-tax)			12,772				10,616				7,522
Taxation paid			(4,151	)			(5,160	)			(2,740	)
Net cash from operating activities			8,621				5,456				4,782
Cash flow from investing activities
Capital expenditure			(4,146	)			(5,571	)			(5,247	)
Investments in equity-accounted investments			(703	)			(110	)			(625	)
Proceeds from sale of assets			3,111				1,286				366
Proceeds from sale of equity-accounted investments			53				3,380				31
(Additions to)/proceeds from sale of securities			1				(16	)			(7	)
Interest received			37				34				38
Net cash used in investing activities			(1,647	)			(997	)			(5,444	)
Cash flow from financing activities
Net (decrease)/increase in debt with maturity period within three months			(2,637	)			248				150
Other debt: New borrowings			481				120				4,207
Repayments			(236	)			(388	)			(1,947	)
Interest paid			(500	)			(108	)			(518	)
Change in non-controlling interest			9				66				(12	)
Dividends paid to:
- Royal Dutch Shell plc shareholders			(1,558	)			(1,998	)			(2,555	)
- Non-controlling interest			(71	)			(38	)			(39	)
Shares held in trust: net sales/(purchases) and dividends received			144				17				118
Net cash used in financing activities			(4,368	)			(2,081	)			(596	)
Currency translation differences relating to cash and cash equivalents			558				(216	)			(13	)
Increase/(decrease) in cash and cash equivalents			3,164				2,162				(1,271	)
Cash and cash equivalents at beginning of period			13,444				11,282				9,719
Cash and cash equivalents at end of period			16,608				13,444				8,448

The Notes on pages 19 to 21 are an integral part of these Condensed Consolidated
Interim Financial Statements.

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 18

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

1. Basis of preparation

These Condensed Consolidated Interim Financial Statements (“Interim Statements”) of Royal Dutch Shell plc and its subsidiaries (collectively, “Shell”) are prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union and on the same accounting principles as, and should be read in conjunction with, the Annual Report on Form 20-F for the year ended December 31, 2010 (pages 102 to 107) as filed with the Securities and Exchange Commission.

The financial information presented in the Interim Statements does not comprise statutory accounts as defined in sections 435(1) and (2) of the Companies Act 2006. Statutory accounts for the year ended December 31, 2010 were published in Shell’s Annual Report and Form 20-F, copies of which were delivered to the Registrar of Companies and filed with the United States Securities and Exchange Commission. The report of the auditors on those accounts was unqualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report, and did not contain any statement under sections 498(2) or (3) of the Companies Act 2006.

The Interim Statements are unaudited; however, in the opinion of Shell, the interim data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results for the interim period.

Segment Information

Downstream segment earnings are presented on a current cost of supplies basis (CCS earnings). On this basis, the purchase price of volumes sold during the period is based on the estimated current cost of supplies during the same period after making allowance for the estimated tax effect. CCS earnings thus exclude the effect of changes in the oil price on inventory carrying amounts. Net capital investment information is presented as measured based on capital expenditure as reported in the Consolidated Statement of Cash Flows, adjusted for: proceeds from disposals; exploration expenses excluding exploration wells written off; investments in equity-accounted investments; and leases and other items.

CCS earnings and net capital investment information have become the dominant measures used by the Chief Executive Officer for the purposes of making decisions about allocating resources and assessing performance; the disclosure of CCS earnings information is also more closely aligned with industry practice.

2. Other reserves

																		Accumulated
						Share				Capital				Share				other
		Merger				premium				redemption				plan				comprehensive
$ million		reserve1				reserve1				reserve2				reserve				income				Total
At January 1, 2011			3,442				154				57				1,483				4,958				10,094
Other comprehensive income/(loss) attributable to Royal Dutch Shell plc shareholders			-				-				-				-				2,208				2,208
Scrip dividends			(3	)			-				-				-				-				(3	)
Share-based compensation			-				-				-				(307	)			-				(307	)
At March 31, 2011			3,439				154				57				1,176				7,166				11,992
At January 1, 2010			3,444				154				57				1,373				4,954				9,982
Other comprehensive income/(loss) attributable to Royal Dutch Shell plc shareholders			-				-				-				-				(1,619	)			(1,619	)
Share-based compensation			-				-				-				(145	)			-				(145	)
At March 31, 2010			3,444				154				57				1,228				3,335				8,218

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 19

3. Information by business segment

$ million		Upstream				Downstream				Corporate				Total
Three months ended March 31, 2011:
Revenue
Third party			9,652				100,259				12				109,923
Inter-segment			11,998				180				-
Segment earnings			5,758				1,170				99				7,027
Current cost of supplies adjustment
Purchases															2,223
Taxation															(633	)
Share of profit of equity-accounted investments															308
Income for the period															8,925

$ million		Upstream				Downstream				Corporate				Total
Three months ended March 31, 2010:
Revenue
Third party			9,448				76,603				11				86,062
Inter-segment			8,314				84				-
Segment earnings			4,415				743				(176	)			4,982
Current cost of supplies adjustment
Purchases															729
Taxation															(209	)
Share of profit of equity-accounted investments															64
Income for the period															5,566

4. Ordinary share capital

Issued and fully paid

		shares of €0.07 each								shares of £1 each
Number of shares		Class A				Class B				Sterling deferred
At January 1, 2011			3,563,952,539				2,695,808,103				50,000
Scrip dividends			31,143,934				-				-
At March 31, 2011			3,595,096,473				2,695,808,103				50,000

Nominal value

$ million		Class A				Class B				Total
At January 1, 2011			302				227				529
Scrip dividends			3				-				3
At March 31, 2011			305				227				532

At its Annual General Meeting on May 18, 2010, Royal Dutch Shell plc’s shareholders approved an amendment to the Articles of Association, pursuant to the Companies Act 2006, removing the requirement to limit authorised share capital. At the same meeting, the Board was authorised to allot the shares or grant rights to subscribe for or convert any securities into ordinary shares of Royal Dutch Shell plc up to an aggregate amount equal to €145 million (representing 2,080 million ordinary shares of €0.07 each). This authority expires at the earlier of August 18, 2011, and the conclusion of the Annual General Meeting held in 2011.

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 20

5. Impacts of accounting for derivatives

In the ordinary course of business Shell enters into contracts to supply or purchase oil and gas products, and also enters into derivative contracts to mitigate resulting economic exposures (generally price exposure). Derivative contracts are carried at period-end market price (fair value), with movements in fair value recognised in income for the period. Supply and purchase contracts entered into for operational purposes are, by contrast, recognised when the transaction occurs (see also below); furthermore, inventory is carried at historical cost or net realisable value, whichever is lower.

As a consequence, accounting mismatches occur because: (a) the supply or purchase transaction is recognised in a different period; or (b) the inventory is measured on a different basis.

In addition, certain UK gas contracts held by Upstream are, due to pricing or delivery conditions, deemed to contain embedded derivatives or written options and are also required to be carried at fair value even though they are entered into for operational purposes.

The accounting impacts of the aforementioned are reported as identified items in the quarterly results.

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 21

GLOSSARY

1. CCS earnings excluding identified items

CCS earnings excluding identified earnings is presented as measured based on CCS earnings adjusted for identified items (see page 10), which generally relate to events with an impact of more than $50 million on Royal Dutch Shell’s earnings and are shown to provide additional insight into its segment earnings, earnings (CCS basis, see Note 1) and income attributable to shareholders.

2. Return on average capital employed (ROACE)

Return on average capital employed measures the efficiency of Shell’s utilisation of the capital that it employs. In this calculation, ROACE is defined as the sum of income for the current and previous three quarters adjusted for after-tax interest expense as a percentage of the average capital employed for the same period. Capital employed consists of total equity, current debt and non-current debt. The tax rate is derived from calculations at the published segment level.

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 22

CAUTIONARY STATEMENT

All amounts shown throughout this Report are unaudited.

The companies in which Royal Dutch Shell plc directly and indirectly owns investments are separate entities. In this document “Shell” and “Royal Dutch Shell” are sometimes used for convenience where references are made to Royal Dutch Shell plc and its subsidiaries in general. Likewise, the words “we”, “us” and “our” are also used to refer to subsidiaries in general or to those who work for them. These expressions are also used where no useful purpose is served by identifying the particular company or companies. ''Subsidiaries’’, “Shell subsidiaries” and “Shell companies” as used in this document refer to companies in which Royal Dutch Shell either directly or indirectly has control, by having either a majority of the voting rights or the right to exercise a controlling influence or to obtain the majority of the benefits and be exposed to the majority of the risks. The companies in which Shell has significant influence but not control are referred to as “associated companies” or “associates” and companies in which Shell has joint control are referred to as “jointly controlled entities”. In this document, associates and jointly controlled entities are also referred to as “equity-accounted investments”.

The term “Shell interest” is used for convenience to indicate the direct and/or indirect ownership interest held by Shell in a venture, partnership or company, after exclusion of all third-party interests. (For example, Shell interest in Woodside Petroleum Ltd is 24%.)

This document contains forward-looking statements concerning the financial condition, results of operations and businesses of Royal Dutch Shell. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management’s current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements include, among other things, statements concerning the potential exposure of Royal Dutch Shell to market risks and statements expressing management’s expectations, beliefs, estimates, forecasts, projections and assumptions. These forward-looking statements are identified by their use of terms and phrases such as ''anticipate’’, ''believe’’, ''could’’, ''estimate’’, ''expect’’, ''goals’’, ''intend’’, ''may’’, ''objectives’’, ''outlook’’, ''plan’’, ''probably’’, ''project’’, ''risks’’, “scheduled”, ''seek’’, ''should’’, ''target’’, ''will’’, and similar terms and phrases. There are a number of factors that could affect the future operations of Royal Dutch Shell and could cause those results to differ materially from those expressed in the forward-looking statements included in this document, including (without limitation): (a) price fluctuations in crude oil and natural gas; (b) changes in demand for Shell’s products; (c) currency fluctuations; (d) drilling and production results; (e) reserves estimates; (f) loss of market share and industry competition; (g) environmental and physical risks; (h) risks associated with the identification of suitable potential acquisition properties and targets, and successful negotiation and completion of such transactions; (i) the risk of doing business in developing countries and countries subject to international sanctions; (j) legislative, fiscal and regulatory developments including regulatory measures as a result of climate changes; (k) economic and financial market conditions in various countries and regions; (l) political risks, including the risks of expropriation and renegotiation of the terms of contracts with governmental entities, delays or advancements in the approval of projects and delays in the reimbursement for shared costs; and (m) changes in trading conditions. All forward-looking statements contained in this document are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Readers should not place undue reliance on forward-looking statements. Additional factors that may affect future results are contained in Royal Dutch Shell’s Annual Report and Form 20-F for the year ended December 31, 2010 (available at www.shell.com/investor and www.sec.gov). These factors also should be considered by the reader. Each forward-looking statement speaks only as of the date of this document, April 28, 2011. Neither Royal Dutch Shell nor any of its subsidiaries undertake any obligation to publicly update or revise any forward-looking statement as a result of new information, future events or other information. In light of these risks, results could differ materially from those stated, implied or inferred from the forward-looking statements contained in this document.

April 28, 2011

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 23

Appendix

Reconciliation of CCS earnings

For the purposes of the Business Review, CCS Earnings refers to CCS Earnings excluding non-controlling interest. The reconciliation to CCS earnings on an Income for the period basis is provided below.

		Three months ended March 31, 2011
		Upstream				Downstream				Corporate				Non-controlling				Total
														interest
CCS earnings excluding non-controlling interest and identified items			4,638				1,653				99				(102	)			6,288
Identified items			1,120				(483	)			-				-				637
CCS earnings excluding non-controlling interest			5,758				1,170				99				(102	)			6,925
Non-controlling interest (CCS basis)																			102
CCS earnings																			7,027
Current cost of supplies (CCS) adjustment																			1,898
Income for the period																			8,925

		Three months ended March 31, 2010
		Upstream				Downstream				Corporate				Non-controlling				Total
														interest
CCS earnings excluding non-controlling interest and identified items			4,305				778				(176	)			(85	)			4,822
Identified items			110				(35	)			-				-				75
CCS earnings excluding non-controlling interest			4,415				743				(176	)			(85	)			4,897
Non-controlling interest (CCS basis)																			85
CCS earnings																			4,982
Current cost of supplies (CCS) adjustment																			584
Income for the period																			5,566

Return on average capital employed (ROACE)

Return on average capital employed measures the efficiency of Shell’s utilisation of the capital that it employs. In this calculation, ROACE is defined as the sum of income for the current and previous three quarters adjusted for after-tax interest expense as a percentage of the average capital employed for the same period. Capital employed consists of total equity, current debt and non-current debt. The tax rate is derived from calculations at the published segment level.

CALCULATION OF RETURN ON AVERAGE CAPITAL EMPLOYED (ROACE)						$ MILLION
		March 31, 2011				March 31, 2010
Income for current and previous three quarters			23,834				14,768
Interest expense after tax			644				362
ROACE numerator			24,478				15,130
Capital employed — opening			177,048				152,975
Capital employed — closing			202,310				177,048
Capital employed — average			189,679				165,012
ROACE			12.9	%			9.2	%

Share-based compensation

There are a number of share-based compensation plans for Shell employees.

Shell’s share option plans offered options to eligible employees, at a price no less than the fair market value of the shares at the date the options were granted. Since 2005, no further grants have been made under the share option plans. The following table presents the number of shares under option as at March 31, 2011 and the range of expiration dates.

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 24

Royal Dutch Shell plc

Royal Dutch Shell plc

Royal Dutch Shell plc Class A

Share option plans

Class A shares

Class B shares

ADSs

Under option at March 31, 2011 (thousands)

40,649

11,804

8,018

Range of expiration dates

Apr 2011 – Sep 2016

Apr 2011 – Nov 2014

Apr 2011 – May 2014

Shell operates a performance share plan (PSP) replacing the previous share option plans. For the details of this plan reference is made to the Annual Report on Form 20-F for the year ended December 31, 2010. The following table presents the number of shares conditionally awarded under the PSP outstanding as at March 31, 2011. The measurement period for the shares granted is three years.

Royal Dutch Shell plc

Royal Dutch Shell plc

Royal Dutch Shell plc Class A

PSPs

Class A shares

Class B shares

ADSs

Outstanding at March 31, 2011 (thousands)

26,027

10,392

8,301

Ratio of earnings to fixed charges

The following table sets out for the years ended December 31, 2006, 2007, 2008, 2009 and 2010 and the three months ended March 31, 2011, the consolidated unaudited ratio of earnings to fixed charges of Shell. With effect from this period, accretion expense is excluded from interest expensed and fixed charges. The comparative annual information is consistently presented.

		Three months				$ million
		ended
		March 31,				Years ending December 31,
		2011				2010				2009				2008				2007				2006
Pre-tax income from continuing operations before income from equity investees			14,086				29,391				16,044				43,374				42,342				37,957
Total fixed charges1			536				1,684				1,669				2,009				1,840				1,841
Distributed income from equity investees			1,523				6,519				4,903				9,325				6,955				5,488
Less: interest capitalised			235				969				1,088				870				667				564
Total earnings			15,910				36,625				21,528				53,838				50,470				44,722
Interest expensed and capitalised1			436				1,218				902				1,371				1,235				1,296
Interest within rental expense			100				466				767				638				605				545
Total fixed charges			536				1,684				1,669				2,009				1,840				1,841
Ratio earnings/fixed charges			29.68				21.75				12.90				26.80				27.43				24.29

For the purposes of the table above, “earnings” consists of pre-tax income from continuing operations before adjustment for non-controlling interest plus fixed charges (excluding capitalised interest) less undistributed earnings of equity-accounted investments. Fixed charges consist of expensed and capitalised interest (excluding accretion expense) plus interest within rental expenses (for operating leases).

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 25

Capitalisation and indebtedness

The following table sets out the unaudited consolidated combined capitalisation and indebtedness of Shell as of March 31, 2011. This information is derived from the Condensed Consolidated Interim Financial Statements.

		$ million
		March 31, 2011
Equity attributable to Royal Dutch Shell plc shareholders			157,805
Current debt[A]			10,713
Non-current debt[A]			29,547
Total debt[B] [C]			40,260
Total capitalisation			198,065

Royal Dutch Shell plc
Unaudited Condensed Interim
Financial Report 26