FORM 6-K

UNITED STATES

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 of

Commission File Number: 1-32575

Royal Dutch Shell plc

England and Wales

30, Carel van Bylandtlaan, 2596 HR The Hague

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-                    

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Royal Dutch Shell plc

Exhibit		Description
No.
99.1		Regulatory release.
99.2		Royal Dutch Shell plc three and six month periods ended June 30, 2005 Unaudited Condensed Interim Financial Report.
99.3		Amended Articles of Association.

The Unaudited Condensed Interim Financial Report contains the Unaudited Condensed Consolidated Interim Financial Statements of the Registrant and its consolidated subsidiaries for the three and six month periods ended June 30, 2005 and the Operational and Financial Review and Results of Operations in respect of such periods. The Unaudited Condensed Consolidated Interim Financial Statements, including condensed notes, are presented on the same basis that such information was announced by press release on July 28, 2005, that was furnished to the Commission by the Registrant on Form 6-K (furnished to the Commission on July 28, 2005). This Report on Form 6-K contains the Unaudited Condensed Interim Financial Report contains additional information required by Form F-3, including a condensed reconciliation to U.S. GAAP, not included in the press release.

In addition to the Unaudited Condensed Interim Financial Report, the Registrant is furnishing its amended Articles of Association on this Report on Form 6-K. On July 18, 2005, by a written resolution of the holders of ordinary shares and sterling deferred shares, Article 7(b) of the Articles of Association of the Registrant was amended to provide that the Registrant shall not pay dividends on its euro deferred shares unless it has first declared and paid dividends on its ordinary shares in excess of €7 billion in the relevant financial year. The amendment was effective from July 27, 2005.

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 333-126726 and 333-126726-01); and
b)	the Registration Statement on Form S-8 of Royal Dutch Shell plc (Registration Number 333-126715).

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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 authorised.

ROYAL DUTCH SHELL PLC

By:	/S/ MICHIEL BRANDJES

Date: 26 August 2005

 

Exhibit 99.1

Regulatory release

Three and six month periods ended June 30, 2005

Today, Royal Dutch Shell plc (“Royal Dutch Shell”) released the Unaudited Condensed Interim Financial Report for the three and six month periods ended June 30, 2005 of Royal Dutch Shell and its consolidated subsidiaries (collectively, the “Shell Group”). This report includes the unaudited condensed Consolidated Interim Financial Statements, including condensed notes, for the Shell Group on the same basis that such information was announced by press release on 28 July 2005.

Contact — Investor Relations
UK:		Gerard Paulides		+44 20 7934 6287
Europe:		Bart van der Steenstraten		+31 70 377 3996
USA:		Harold Hatchett		+1 212 218 3112
Contact — Media
UK, International:		Shell Media Contact		+44 20 7934 3505
The Netherlands:		Shell Media Contact		+31 70 377 8750

Table of Contents

Exhibit 99.2

Royal Dutch Shell plc

Three and six month periods ended June 30, 2005

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Contents

		Page
UNAUDITED CONDENSED INTERIM FINANCIAL REPORT		1
OPERATIONAL AND FINANCIAL REVIEW FOR THE THREE AND SIX MONTH PERIODS ENDED JUNE 30, 2005		2
STATEMENT OF INCOME		9
BALANCE SHEET		10
STATEMENT OF CHANGES IN EQUITY		11
STATEMENT OF CASH FLOWS		12
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS		13

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Unaudited Condensed Interim Financial Report

This report contains:

(1)	An Operational and Financial Review and Results of Operations with respect to Royal Dutch Shell plc, a publicly-listed company incorporated in England and Wales and headquartered and tax resident in The Netherlands (“Royal Dutch Shell”) and its consolidated subsidiaries (collectively, with Royal Dutch Shell, the “Shell Group”) for the three and six month periods ended June 30, 2005; and
(2)	Unaudited Condensed Consolidated Interim Financial Statements for the three and six month periods ended June 30, 2005.

This report contains forward-looking statements that are subject to risk factors associated with the oil, gas, power, chemicals and renewables business. It is believed that the expectations reflected in these statements are reasonable, but they may be affected by a variety of variables which could cause actual results, trends or reserves replacement to differ materially, including, but not limited to the risk that the unification of Royal Dutch Petroleum Company (N.V. Koninklijke Nederlandsche Petroleum Maatschappij) (“Royal Dutch”) and The “Shell” Transport and Trading Company, p.l.c. (“Shell Transport”) under Royal Dutch Shell, described below and reflected in the Unaudited Condensed Consolidated Interim Financial Statements attached hereto does not achieve the expected benefits, and factors affecting the Shell Group’s businesses generally, including, but not limited to, price fluctuations in crude oil and natural gas, changes in demand for the Shell Group’s products, currency fluctuations, drilling and production results, reserve estimates, loss of market, industry competition, environmental risks, physical risks, risks associated with the identification of suitable potential acquisition properties and targets and successful negotiation and consummation of such transactions, the risk of doing business in developing countries and countries subject to international sanctions, legislative, fiscal and regulatory developments including potential litigation and regulatory effects arising from recategorisation of reserves, economic and financial market conditions in various countries and regions, political risks, project delay or advancement, approvals and cost estimates. Each forward-looking statement speaks only as of the date of the particular statement. Please refer to the Annual Report on Form 20-F/ A of Royal Dutch and Shell Transport for the year ending December 31, 2004 for a description of certain important factors, risks and uncertainties that may affect the businesses of the Shell Group.

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Operational and Financial Review for the three and six month periods ended June 30, 2005

Unification of Royal Dutch and Shell Transport

Pursuant to the terms of the Exchange Offer and the Scheme, holders of ordinary shares of Royal Dutch (“Royal Dutch Ordinary Shares”), holders of Shell Transport ordinary shares (the “Shell Transport Ordinary Shares”), holders of Shell Transport bearer warrants and holders of American depositary receipts representing Shell Transport Ordinary Shares (the “Shell Transport ADRs”) received, respectively:

•   for each Royal Dutch Ordinary Share held in New York registry form tendered:		1 Royal Dutch Shell Class A American depositary receipt (representing 2 Royal Dutch Shell Class A ordinary shares)
•   for each Royal Dutch Ordinary Share held in bearer or Hague registry form tendered:		2 Royal Dutch Shell Class A ordinary shares
•   for each Shell Transport Ordinary Share (including Shell Transport Ordinary Shares to which holders of Shell Transport bearer warrants are entitled):		0.287333066 Royal Dutch Shell Class B ordinary shares
•   for each Shell Transport ADR:		0.861999198 Royal Dutch Shell Class B American depositary receipts (representing 2 Royal Dutch Shell Class B ordinary shares)

Royal Dutch Shell Class A ordinary shares and Royal Dutch Shell Class B ordinary shares are identical, except for the dividend access mechanism applicable to the Royal Dutch Shell Class B ordinary shares. The dividend access mechanism is described more fully in Royal Dutch Shell’s Report on Form 6-K furnished to the U.S. Securities and Exchange Commission on July 20, 2005 (containing the description of the Royal Dutch Shell capital stock).

The Unification Transaction did not result in the formation of a new reporting entity. Immediately after the Unification Transaction each former Royal Dutch and Shell Transport shareholder who participated in the Unification Transaction held the same economic interest in Royal Dutch Shell as the shareholder held in the Shell Group immediately prior to implementation of the Unification Transaction. Accordingly, the Unification Transaction has been accounted for using a carry-over basis of the historical costs of the assets and liabilities of Royal Dutch, Shell Transport and the other companies comprising the Shell Group. This Financial Report reflects the financial position and results of the Shell Group on a 100% basis without giving effect to any minority interest in Royal Dutch resulting from the Unification Transaction. The Consolidated Financial Statements covering periods ending on or after the date of consummation of the Unification Transaction will give effect to any minority interest in Royal Dutch outstanding on the date thereof.

Royal Dutch and Shell Transport entered into a scheme of amalgamation dated September 12, 1906 and agreements from 1907 by which the scheme of amalgamation was implemented and pursuant to which they “amalgamated” their interests in the oil industry in a transaction that would have been accounted for as a business combination under current accounting standards. Since that time, Royal Dutch has owned 60% of the other companies comprising the Shell Group and Shell Transport has owned 40% of the other companies comprising the Shell Group. All operating activities have been conducted through the subsidiaries of Royal Dutch and Shell Transport which have operated as a single economic enterprise. Prior to the consummation of the Unification Transaction, economic interests of the Royal Dutch and Shell Transport shareholders in the other companies comprising the Shell Group reflected the 60:40 economic interests of Royal Dutch and Shell Transport in these companies. The Unification Transaction had little impact on the economic rights and

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Presented under IFRS (unaudited)										$ million
		Three months ended								Six months ended
		June 30,								June 30,
		2005				2004				2005				2004
Income from continuing operations			5,461				4,028				12,481				8,854
Income/(loss) from discontinued operations			–				22				(214	)			42
Income for the period			5,461				4,050				12,267				8,896
Attributable to minority interest			225				153				356				298
Income attributable to Shareholders of Royal Dutch Shell			5,236				3,897				11,911				8,598

Three months ended June 30, 2005

The Shell Group’s income for the three months ended June 30, 2005 was $5,461 million, an increase of 35% from the comparative period in 2004, reflecting higher earnings in Exploration & Production and Oil Products, and improved asset utilisation.

Exploration & Production

Liquids realisations were 42% higher than a year ago, compared to an increase in Brent of 46% and WTI of around 39%. Outside the USA, gas realisations increased by 36%. In the USA, gas realisations increased by 20% compared to an increase in Henry Hub of 14%.

Hydrocarbon production was 3,526 thousand boe per day. Excluding the impact of divestments of 21 thousand boe per day and the end of a Production Sharing Contract (PSC) in the Middle East of 116 thousand boe per day, total production was 2% higher.

Gas & Power

Oil Products

Industry refining margins increased in the USA, Europe and Asia Pacific. Refining margins benefited from middle distillate strength in Europe and increases in light/heavy crude differentials. Refinery intake volumes increased by 1% after adjusting for divestments over the past year. Overall global refining utilisation for the quarter reflected continued strong asset performance.

In Marketing, including Lubricants and B2B (business to business), earnings declined in the second quarter of 2005 compared to the same period a year ago. In the USA, retail margins, while up significantly from the first quarter of 2005, were lower than the second quarter of 2004. Retail margins in Asia Pacific and Europe improved versus the second quarter of 2004. LPG, Commercial Fuels, Lubricants and Aviation earnings were lower in the second quarter of 2005 compared to the same quarter last year due to lower margins and higher operating costs. Marketing sales volumes declined 4% mainly as a result of divestments in 2004 and the first quarter of 2005.

Chemicals

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Corporate and Other

Six months ended June 30, 2005

The Shell Group’s income for the first half of 2005 was $12,267 million, an increase of 38% from the comparative period in 2004 reflecting higher earnings in Exploration & Production and Oil Products.

Exploration & Production

Higher depreciation impacted earnings by some $450 million versus last year mainly as a result of production mix including new fields, higher asset retirement costs and reserves revisions.

Liquids realisations were 43% higher than a year ago, compared to an increase in Brent of 48% and WTI of around 40%. Outside the USA, gas realisations increased by 31%. In the USA, gas realisations increased by 19% compared to an increase in Henry Hub of 14%. Hydrocarbon production was 3,684 thousand boe per day 4% lower than a year ago (3,821 thousand boe per day). Excluding the impact of divestments of 19 thousand boe per day and the end of a PSC in the Middle East of 108 thousand boe per day, total production was flat versus last year.

Gas & Power

Higher earnings from higher LNG prices and volumes were more than offset by loss of earnings as a result of divestment of midstream assets and other items such as lower trading and LNG shipping results. LNG sales volumes were up 8% as a result of the LNG expansion in the North West Shelf project which came on stream late 2004, offset partially by planned major LNG plant shut downs elsewhere.

Oil Products

In Manufacturing, Supply and Distribution, industry refining margins increased in the USA and Asia Pacific leading to higher earnings in the first half of 2005 compared to the same period last year. Refining margins benefited from wide light heavy crude differentials, and in Europe from middle distillates strength. Refinery intake declined overall but increased comparatively after adjusting for divestments over the past year. Overall global refinery utilisation was up from the first half of 2004 as a result of lower planned and unplanned downtime.

In Marketing, including Lubricants and B2B (business-to-business), earnings declined in the first half of 2005 compared to the same period last year. In the first quarter, retail marketing margins in the USA came under pressure due to the impact of rising product cost that could not be fully recovered in the marketplace. Margins in the commercial fuels business also declined due to rising product cost. Lubricants earnings declined compared to the first half of 2004. Marketing sales volumes declined mainly as a result of divestments in 2004 and the first quarter of 2005.

Chemicals

Higher earnings reflected higher margins especially in the first quarter of 2005, and improved operating rates compared to a year ago when earnings were impacted during the first quarter by planned and unplanned cracker downtime and start up cost of the expanded ethylene cracker at Deer Park in the USA. With effect from the first quarter 2005, earnings from the polyolefins joint venture Basell which was held for sale were no longer included in earnings.

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Corporate & other

Portfolio developments for the six months ended June 30, 2005

Exploration & Production

In Kazakhstan, the Shell Group increased its equity interest in the North Caspian Sea Production Sharing Agreement (NCPSA), which includes the Kashagan Project, by 1.85% to 18.52% following the sale by BG Group.

In Australia, the Shell Group’s divestment of the mature Laminaria (22% share interest) and Corallina (25% share interest) oil fields, was completed in the second quarter of 2005.

The Shell Group signed a Memorandum of Understanding with Gazprom under which Gazprom would acquire up to 25% plus one share in the Sakhalin II venture and the Shell Group would acquire a 50% interest in the Western Siberia Zapolyarnoye Necomian field in addition to other assets and cash, subject to valuation.

Sakhalin Energy Investment Company (SEIC), in which Shell Group currently holds a 55% share, provisionally anticipates that Phase 2 project investment costs could be of the order of $20 billion, covering all planned development activity including drilling activity through to 2014, with LNG deliveries starting in the summer of 2008. The estimates remain subject to SEIC shareholders review and confirmation. SEIC has over 75% of its LNG capacity sold under long-term contracts.

The Shell Group signed an integrated gas deal with the Libyan National Oil Corporation for the redevelopment and possible expansion of an LNG facility and exploration rights in five blocks in the Sirte Basin.

Together with PetroChina, the Shell Group will proceed to develop the Changbei gas field. The field will be operated by the Shell Group under a production sharing contract and is expected to deliver 1.5 billion cubic metres per annum (0.14 billion cubic feet (bcf) per day) of natural gas starting in 2007 rising to 3 billion cubic metres per annum (0.29 bcf per day) by 2008 (Shell Group share 50%).

The Shell Group, with Chevron, was awarded rights to four deepwater exploration blocks in the Carnarvon Basin offshore Western Australia. In Alaska, Shell was awarded 84 blocks in Lease Sale 195 for the Beaufort Sea. In the Gulf of Mexico, Shell was awarded nine blocks in Lease Sale 194. In Canada, Shell Canada acquired a 20% interest in eight existing exploration licences in the Orphan Basin under a farm-in agreement. In Algeria, an exploration contract was awarded to Shell in the Reggane and Timimoun basins covering some 30,000 square kilometres (sq km). In Egypt, Shell acquired 30% of four Western Desert concessions covering some 60,000 sq km of exploration acreage. Overall, this year the Shell Group has accessed acreage in eleven countries, including seven new basin entries.

To date successful exploration and exploratory appraisal wells were drilled in Nigeria, Norway, USA, Malaysia, the Netherlands, the UK, Oman, Egypt and Australia.

Year to date, Shell has had good success in five “big cat” prospects from eight drilled. These discoveries are in Norway, Nigeria and Australia. Further appraisal is required to determine their full resource potential.

Gas & Power

The Sakhalin II LNG joint venture (Shell Group share 55%) and Malaysia Tiga LNG (Shell Group share 15%) concluded 20-years sales commitments with Kogas, the Korean gas company to supply 1.5 to 2.0 mtpa each beginning in 2008.

The Shell Group and its partners in the Australian Gorgon LNG and domestic gas project have integrated their interests in the Greater Gorgon area. The Shell Group now holds a 25% interest in the joint venture. The Gorgon Joint Venture Partners agreed to commence the Front End Engineering and Design phase of the greenfield integrated LNG project. The initial development is expected to have a total capacity of 10 mtpa with LNG sales volumes expected in Asia Pacific and also in North America through the Shell Group’s secured capacity in the Energia Costa Azul LNG terminal in Baja California, Mexico.

The North West Shelf LNG Venture (Shell Group share 22%) took the final investment decision to expand its LNG facilities in Western Australia with a fifth LNG train increasing capacity (100%) by 4.2 million tonnes per annum (mtpa) to 15.9 mtpa.

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The Shell Group received approval from the US Maritime Administration for a 7.7 mtpa (initial capacity) offshore LNG import terminal (Gulf Landing) in the Gulf of Mexico. In Europe, the Shell Group announced plans for the development of a 5.8 mtpa LNG import terminal in Sicily, Italy (Shell Group share 50%).

In April 2005, the Shell Group signed a Memorandum of Understanding with the Nigerian National Petroleum Corporation (NNPC) and partners for the joint development of a greenfield LNG project (Olokola LNG) in Nigeria. The project is expected to include a joint venture infrastructure and operating company, and initially up to four 5 mtpa LNG trains. Two of the four trains will be owned by NNPC and the Shell Group. The intended markets are North America and Europe.

Construction of the new LNG train in Nigeria and Oman continues to progress well. Nigeria LNG trains 4 and 5 (Shell Group share 25.6%) are expected to be in operation around the end of the year. Qalhat LNG in Oman (Shell Group 11.0%) is on target to deliver its first cargo in the first quarter of 2006.

In April 2005, the Shell Group and Bechtel Enterprises Energy B.V. signed an agreement to sell InterGen N.V. (Shell Group share 68%) including 10 of its power plants for $1.75 billion. Excluded from the sale are InterGen’s assets in the United States, Colombia and Turkey pending further review. The transaction is expected to close in the second half of 2005 and is subject to certain conditions and regulatory approvals. Progress has also been made towards the divestment of the remainder of InterGen’s power generation assets.

The sale of the Shell Group’s interest in Gasunie’s gas transportation assets in the Netherlands was completed in July 2005 with net proceeds and earnings of some $1.7 billion and these will be reflected in the third quarter 2005 Exploration & Production earnings.

Oil Products

In China, the joint venture (Shell Group share 40%) with Sinopec started operating its first retail stations. At the end of the quarter over 200 retail stations were in operation. The joint venture is expected to build and operate 500 retail outlets in the Jiangsu Province.

The Shell Group completed a sale of shares representing 5% ownership in the Oil Products refining and marketing company Showa Shell Sekiyu KK in Japan to Saudi Aramco following the earlier sale representing 10% in 2004. As a result, Saudi Aramco now holds 15% of Showa Shell shares, while the Shell Group continues to hold some 35%.

The Shell Group announced the intention to sell its Retail and Commercial businesses both in the Republic of Ireland and Northern Ireland. A sale and purchase agreement was signed in July 2005 for completion later in the year. The Shell Group announced its intention to consider a sale of its Oil Products marketing and refining assets in French Antilles and French Guyana.

Chemicals

In August, BASF and the Shell Group completed the sale of their 50-50 joint venture Basell, one of the world’s leading manufacturers of polyolefins, to Nell Acquisition S.a.r.l., an affiliate of New York-based Access Industries. The sale price totals €4.4 billion, including debt. The relevant merger control approvals had already been granted. For Royal Dutch Shell, the proceeds will be reported as part of the Royal Dutch Shell third quarter results.

Liquidity and capital resources

Three months ended June 30, 2005

Capital investment for the three month ended June 30, 2005 was $4.1 billion (including the minority share of Sakhalin) of which $3.2 billion was invested in the Exploration & Production and Gas & Power segments.

Gross proceeds from divestments in the three month period to June 30, 2005 were $0.7 billion.

Six months ended June 30, 2005

	Royal Dutch Shell plc
	Unaudited Condensed Interim Financial Report

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Capital investment for the six month period to June 30, 2005 was $7.4 billion (including the minority share of Sakhalin) of which $5.1 billion was invested in Exploration & Production.

Gross proceeds from divestments for the six month period to June 30, 2005 were $1.8 billion.

Recent Developments

Litigation Update

Outlook

The production outlook for 2005 and 2006 is unchanged at 3.5 to 3.8 million boe per day.

Building on the successful exploration programme for the first half 2005, Royal Dutch Shell will increase the exploration expenditure for the years 2005 and 2006 to $1.8 billion annually.

Royal Dutch Shell’s overall capital investment programme will reflect its recently announced new project opportunities such as LNG projects in Qatar, Nigeria and Libya, as well as market inflation specific to large construction projects and foreign exchange rate movements. The overall investment programme for 2006 and beyond, including these projects and Sakhalin II, will be subject to review, consideration and approval later in 2005. The latest estimate for 2005 total capital investment, across all business activities, remains some $15 billion (excluding the investment by the 45% minority partners of Sakhalin II).

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Royal Dutch Shell plc

Three and six month periods ended June 30, 2005

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Statement of Income										$ million
		Three months ended June 30,								Six months ended June 30,
		2005				2004				2005				2004
Sales proceeds			101,383				79,880				191,451				154,628
Less: Sales taxes, excise duties and similar levies			18,739				17,748				36,651				35,228
Revenuea			82,644				62,132				154,800				119,400
Cost of salesb			69,464				51,860				128,029				99,297
Gross profit			13,180				10,272				26,771				20,103
Selling and distribution expenses			3,148				3,023				6,312				5,936
Administrative expenses			769				645				1,144				1,113
Exploration			248				889				509				1,000
Share of profit of equity accounted investments			1,080				1,111				2,653				2,242
Net finance costs and other income			39				135				109				(43	)
Income before taxation			10,056				6,691				21,350				14,339
Taxation			4,595				2,663				8,869				5,485
Income from continuing operations			5,461				4,028				12,481				8,854
Income/(loss) from discontinued operations (see Note 7)			–				22				(214	)			42
Income for the period			5,461				4,050				12,267				8,896
Attributable to minority interest			225				153				356				298
Income attributable to Shareholders of Royal Dutch Shell			5,236				3,897				11,911				8,598
Earnings per share (see Note 5)			0.78				0.57				1.77				1.27
Diluted earnings per share (see Note 5)			0.78				0.57				1.77				1.26
a Includes net proceeds related to buy/sell contracts			8,565				6,042				15,720				11,668
b Includes costs related to buy/sell contracts			8,635				6,160				15,749				11,779

The Notes on pages 13 to 34 are an integral part of these Condensed Consolidated Financial Statements.

Royal Dutch Shell plc

Unaudited Condensed Interim Financial Report	9

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Balance Sheet				$ million
				June 30,				Dec 31,
				2005				2004
ASSETS
Non-current assets
	Property, plant and equipment				84,816				87,918
	Intangible assets				4,403				4,528
	Investments:
		equity accounted investments			18,679				20,493
		financial assets			3,401				2,700
	Deferred tax				2,961				2,789
	Employee benefit assets				2,320				2,479
	Other				4,411				4,490
					120,991				125,397
Current assets
	Inventories				18,566				15,375
	Accounts receivable				51,420				37,473
	Cash and cash equivalents				11,520				9,201
					81,506				62,049
Total assets					202,497				187,446
LIABILITIES
Non-current liabilities
	Debt				7,905				8,858
	Deferred tax				12,807				12,930
	Employee benefit obligations				6,239				6,795
	Other provisions				6,781				6,828
	Other				4,020				5,800
					37,752				41,211
Current liabilities
	Debt				5,479				5,734
	Accounts payable and accrued liabilities				52,678				37,909
	Taxes payable				10,789				9,058
	Employee benefit obligations				300				339
	Other provisions				1,430				1,812
					70,676				54,852
Total liabilities					108,428				96,063
EQUITY
Equity share capital (see Note 9)					583				584
Non-equity share capital (see Note 9)					–				20
Additional paid-in capital					5,638				5,546
Treasury shares					(3,941	)			(4,187	)
Other reserves					142				3,319
Retained earnings					85,407				80,788
Equity attributable to Shareholders of Royal Dutch Shell					87,829				86,070
Minority interest					6,240				5,313
Total equity					94,069				91,383
Total liabilities and equity					202,497				187,446

The Notes on pages 13 to 34 are an integral part of these Condensed Consolidated Financial Statements.

	Royal Dutch Shell plc
	Unaudited Condensed Interim Financial Report

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Statement of Changes in Equity																																		$ million
		Equity attributable to shareholders of Royal Dutch Shell
						Non-equity				Additional
		Equity share				share				paid in				Treasury				Other				Retained								Minority				Total
		capital1				capital1				capital				shares				reserves2				earnings				Total				interests				equity
At January 1, 2005			584				20				5,546				(4,187	)			3,319				80,788				86,070				5,313				91,383
IAS 32/39 transition			–				(20	)			–				–				823				(7	)			796				–				796
Income for the period			–				–				–				–				–				11,911				11,911				356				12,267
Income/(expense) recognised directly in equity			–				–				92				–				(4,000	)			–				(3,908	)			38				(3,870	)
Change in minority interests			–				–				–				–				–				–				–				638				638
Dividends			–				–				–				–				–				(6,785	)			(6,785	)			(105	)			(6,890	)
(Purchase)/release of treasury shares, net of dividends			–				–				–				246				–				–				246				–				246
Shares repurchased for cancellation			(1	)			–				–				–				–				(500	)			(501	)			–				(501	)
At June 30, 2005			583				–				5,638				(3,941	)			142				85,407				87,829				6,240				94,069
At January 1, 2004			587				20				5,432				(3,428	)			512				70,412				73,535				3,408				76,943
Income for the period			–				–				–				–				–				8,598				8,598				298				8,896
Income/(expense) recognised directly in equity			–				–				55				–				(1,553	)			–				(1,498	)			(42	)			(1,540	)
Change in minority interests			–				–				–				–				–				–				–				602				602
Dividends			–				–				–				–				–				(4,352	)			(4,352	)			(118	)			(4,470	)
(Purchase)/release of treasury shares, net of dividends			–				–				–				(425	)			–				–				(425	)			–				(425	)
Shares repurchased for cancellation			(1	)			–				(2	)			–				–				(167	)			(170	)			–				(170	)
At June 30, 2004			586				20				5,485				(3,853	)			(1,041	)			74,491				75,688				4,148				79,836

1	See Note 9.
2	See Note 4.

The Notes on pages 13 to 34 are an integral part of these Condensed Consolidated Financial Statements.

Royal Dutch Shell plc

Unaudited Condensed Interim Financial Report	11

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Statement of Cash Flows			$ million
			Six months ended June 30
			2005				2004
Cash flow from operating activities:
Income for the period				12,267				8,896
Adjustment for:
	Taxation accrued			9,397				6,087
	Interest accrued			364				534
	Depreciation, depletion and amortisation			6,291				5,947
	(Profit)/loss on sale of assets			(751	)			(675	)
	Decrease/(increase) in net working capital			(3,469	)			(2,003	)
	Share of profit of equity accounted investments			(2,439	)			(2,284	)
	Dividends received from equity accounted investments			2,507				1,872
	Deferred taxation and other provisions			(534	)			(290	)
	Other			57				(222	)
Cash flow from operating activities (pre-tax)				23,690				17,862
Taxation paid				(8,688	)			(4,552	)
Cash flow from operating activities				15,002				13,310
Cash flow from investing activities:
Capital expenditure				(6,670	)			(5,719	)
Proceeds from sale of assets				1,498				853
Proceeds from sales and (additions):
	equity accounted investments			(199	)			(496	)
	investments: financial assets			250				948
Interest received				367				185
Cash flow from investing activities				(4,754	)			(4,229	)
Cash flow from financing activities:
Net increase/(decrease) in debt				(699	)			(3,107	)
Interest paid				(529	)			(426	)
Change in minority interest				803				588
Dividends paid to:
	Shareholders of Royal Dutch Shell			(7,410	)			(4,414	)
	Minority interest			(105	)			(118	)
Treasury shares: net sales/(purchases) and dividends received				274				(424	)
Cash flow from financing activities				(7,666	)			(7,901	)
Currency translation differences relating to cash and cash equivalents				(263	)			(43	)
Increase/(decrease) in cash and cash equivalents				2,319				1,137
Cash and cash equivalents at beginning of period				9,201				2,107
Cash and cash equivalents at end of period				11,520				3,244

The Notes on pages 13 to 34 are an integral part of these Condensed Consolidated Financial Statements.

	Royal Dutch Shell plc
	Unaudited Condensed Interim Financial Report

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Notes to the Condensed Consolidated Interim Financial Statements

1. Unification of Royal Dutch and Shell Transport

Pursuant to the terms of the Exchange Offer and the Scheme, holders of ordinary shares of Royal Dutch (“Royal Dutch Ordinary Shares”), holders of Shell Transport Ordinary shares (the “Shell Transport Ordinary Shares”), holders of Shell Transport bearer warrants and holders of American depositary receipts representing Shell Transport Ordinary Shares (the “Shell Transport ADRs”) received, respectively:

•   for each Royal Dutch Ordinary Share held in New York registry form tendered:		1 Royal Dutch Shell Class A American depositary receipt (representing 2 Royal Dutch Shell Class A ordinary shares)
•   for each Royal Dutch Ordinary Share held in bearer or Hague registry form tendered:		2 Royal Dutch Shell Class A ordinary shares
•   for each Shell Transport Ordinary Share (including Shell Transport Ordinary Shares to which holders of Shell Transport bearer warrants are entitled):		0.287333066 Royal Dutch Shell Class B ordinary shares
•   for each Shell Transport ADR:		0.861999198 Royal Dutch Shell Class B American depositary receipts (representing 2 Royal Dutch Shell Class B ordinary shares)

These Condensed Consolidated Interim Financial Statements are considered historical and give retroactive effect for all periods presented to the Unification Transaction, which has been accounted for using a carry-over basis of the historical costs of the assets and liabilities of Royal Dutch, Shell Transport and other companies comprising the Shell Group. These Condensed Consolidated Interim Financial Statements reflect the financial position and results of the Shell Group on a 100% basis without giving effect to any minority interest in Royal Dutch resulting from the Unification Transaction. The Consolidated Financial Statements covering periods ending on or after the date of consummation of the Unification Transaction will give effect to any minority interest in Royal Dutch outstanding on the date thereof.

Royal Dutch and Shell Transport entered into a scheme of amalgamation dated September 12, 1906 and agreements from 1907 by which the scheme of amalgamation was implemented and pursuant to which they “amalgamated” their interests in the oil industry in a transaction that would have been accounted for as a business combination under current accounting standards. Since that time, Royal Dutch owned 60% of the other companies comprising the Shell Group and Shell Transport owned 40% of the other companies comprising the Shell Group. All operating activities have been conducted through the subsidiaries of Royal Dutch and Shell Transport which have operated as a single economic enterprise. Prior to the consummation of the Unification Transaction, economic interests of the Royal Dutch and Shell Transport shareholders in the other companies comprising the Shell Group reflected the 60:40 economic interests of Royal Dutch and Shell Transport in these companies. The Unification Transaction had little impact on the economic rights and exposures of shareholders of Royal Dutch and Shell Transport, as the separate assets and liabilities of Royal Dutch and Shell Transport are not material in relation to their interests in the rest of the Shell Group, and the Unification Transaction did not result in the acquisition of any new businesses or operating assets and liabilities. In addition, the Unification Transaction did not affect the proved oil and gas reserve information reported by Royal Dutch, Shell Transport or the other companies comprising the Shell Group.

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2. Basis of preparation

The Company will adopt IFRS for the first time in its Financial Statements for the year ending December 31, 2005, which will include comparative Financial Statements for the year ended December 31, 2004. IFRS 1 First-time Adoption of International Financial Reporting Standards requires that an entity develop accounting policies based on the standards and related interpretations effective at the reporting date of its first annual IFRS Financial Statements (e.g., December 31, 2005). IFRS 1 also requires that those policies be applied as of the date of transition to IFRS (e.g., January 1, 2004) and throughout all periods presented in the first IFRS Financial Statements. The accompanying interim financial information as of and for the six month periods ended June 30, 2005 and 2004, has been prepared in accordance with those IASB standards and IFRIC interpretations issued and effective, or issued and early-adopted, as at the date of this report. The IASB standards and IFRIC interpretations that will be applicable at December 31, 2005, including those that will be applicable on an optional basis, are not known with certainty at the time of preparing this interim financial information. As a result, the accounting policies used to prepare these Financial Statements are subject to change up to the reporting date of the Company’s first IFRS Financial Statements.

This represents the Shell Group’s first application of IFRS and the accounting policies are set out in Note 3 below. Royal Dutch Shell’s Consolidated Financial Statements for 2004 had been prepared in accordance with US Generally Accepted Accounting Principles (US GAAP); accounting policies were set out in Note 3 in those Financial Statements. US GAAP differs in certain respects from IFRS and comparative figures for 2004 have been restated as necessary in accordance with IFRS. Reconciliations and descriptions of the effect of the transition from US GAAP to IFRS on equity and income are given below in Note 12, including a description of the nature of the changes in accounting policies. As part of the Shell Group’s adoption of IFRS, the following elections were made under IFRS 1 First-time Adoption of International Financial Reporting Standards as at January 1, 2004:

•	cumulative currency translation differences were eliminated by transfer to retained earnings.
•	cumulative previously unrecognised actuarial gains and losses on post-employment benefits were recognised.
•	prior business combinations have not been restated.

IFRS 2 Share-based Payment has only been applied to options issued after November 7, 2002 and not vested by January 1, 2005.

The policies have been consistently applied to all periods presented except for those relating to the classification and measurement of financial instruments to the extent that IFRS differs from US GAAP. The Shell Group has taken the exemption available under IFRS 1 to apply IAS 32 and IAS 39 from January 1, 2005 and the impact on transition is described in Notes 4 and 8.

The Condensed Consolidated Interim Financial Statements have been prepared under the historical cost convention as modified by the revaluation of certain financial assets and liabilities.

The preparation of interim financial information in conformity with IFRS requires the use of certain accounting estimates. It also requires management to exercise its judgment in the process of applying the Shell Group’s accounting policies. Actual results could differ from those estimates.

The Condensed Consolidated Interim Financial Statements should be read in conjunction with the 2004 Royal Dutch Shell Consolidated Financial Statements set out in Royal Dutch Shell’s report on Form 6-K dated July 20, 2005.

3. Accounting policies

Revenue recognition

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operations are shown net in the Statement of Income. Sales between Shell Group companies, as disclosed in the segment information, are based on prices generally equivalent to commercially available prices.

In Exploration & Production and Gas & Power title typically passes (and revenues are recognised) when product is physically transferred into a vessel, pipe or other delivery mechanism. For sales by refining companies, title typically passes (and revenues are recognised) either when product is placed onboard a vessel or offloaded from the vessel, depending on the contractually agreed terms. Revenues on wholesale sales of oil products and chemicals are recognised when transfer of ownership occurs and title is passed, either at the point of delivery or the point of receipt, depending on contractual conditions.

Property, plant and equipment and intangible assets

Property, plant and equipment and intangible assets are subsequently recognised at cost less accumulated depreciation and impairment.

(b) Depreciation, depletion and amortisation

Goodwill is not amortised but instead tested for impairment annually. Other intangible assets are amortised on a straight-line basis over their estimated useful lives (with a maximum of forty years).

(c) Impairment of assets

Estimates of future cash flows used in the evaluation for impairment of assets related to hydrocarbon production are made using risk assessments on field and reservoir performance and include outlooks on proved reserves and unproved volumes, which are then discounted or risk-weighted utilising the results from projections of geological, production, recovery and economic factors.

Impairments, except those related to goodwill, are reversed as applicable to the extent that the events or circumstances that triggered the original impairment have changed.

Exploration costs

Associated companies and joint ventures

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Interests in jointly controlled assets are recognised by including the Shell Group share of assets, liabilities, income and expenses on a line-by-line basis.

Inventories

Deferred taxation

Deferred tax assets are recognised where future recovery is probable. Deferred tax assets and liabilities are presented separately in the Balance Sheet except where there is a right of set-off within fiscal jurisdictions.

Deferred tax is not provided for taxes on possible future distributions of retained earnings of Shell Group companies and equity accounted investments where the timing of the distribution can be controlled and it is probable that the retained earnings will be substantially reinvested by the companies concerned.

Employee benefits

For plans which define the amount of pension benefit to be provided, pension cost primarily represents the increase in actuarial present value of the obligation for pension benefits based on employee service during the year and the interest on this obligation in respect of employee service in previous years, net of the expected return on plan assets.

Unrecognised gains and losses at the date of transition to IFRS have been recognised in the 2004 opening balance sheet. The Shell Group recognises actuarial gains and losses that arise subsequent to January 1, 2004 using the corridor method. Under this method, to the extent that any cumulative unrecognised actuarial gain or loss exceeds 10% of the greater of the present value of the defined benefit obligation and the fair value of plan assets, that portion is recognised in income over the expected average remaining working lives of the employees participating in the plan. Otherwise, the actuarial gain or loss is not recognised.

For plans where benefits depend solely on the amount contributed to the employee’s account and the returns earned on investments of these contributions, pension cost is the amount contributed by Shell Group companies for the period.

(b) Postretirement benefits other than pensions

The expected costs of postretirement benefits other than pensions are accrued over the periods employees render service to the Shell Group. Unrecognised gains and losses at the date of transition to IFRS have been recognised in the 2004 opening balance sheet.

(c) Share-based compensation plans

Leases

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Financial instruments and other derivative contracts

(a) Financial assets

Securities of a trading nature

Securities held to maturity

Available for sale securities

Fair value is based on market prices where available, otherwise it is calculated as the net present value of expected future cash flows.

From January 1, 2005 this has resulted in certain unquoted equity securities being recognised at fair value compared with recognition at cost under US GAAP and the impact on transition is disclosed in Note 8. This change in accounting has no impact on the timing of recognition of income arising from these investments.

Securities forming part of a portfolio which is required to be held long-term are classified under investments.

Interest on debt securities is accounted for in income by applying the effective interest method. Dividends on equity securities are accounted for in income when receivable.

Receivables are recognised initially at fair value based on amounts exchanged and subsequently at amortised cost less any impairment.

Cash and cash equivalents include cash in hand, short-term deposits and other investments which have a maturity from acquisition of three months or less and are readily convertible into known amounts of cash.

(b) Financial liabilities

Interest expense, other than interest capitalised, is accounted for in income using the effective interest method.

(c) Derivative contracts

Those derivatives qualifying and designated as hedges are either: (1) a “fair value” hedge of the change in fair value of a recognised asset or liability or an unrecognised firm commitment, or (2) a “cash flow” hedge of the change in cash flows to be received or paid relating to a recognised asset or liability or a highly probable forecasted transaction.

A change in the fair value of a hedging instrument designated as a fair value hedge is taken to income, together with the consequential adjustment to the carrying amount of the hedged item. The effective portion of a change in fair value of a derivative designated as a cash flow hedge is recognised directly in equity, until income reflects the variability of underlying cash flows; any ineffective portion is taken to income.

Shell Group companies formally document all relationships between hedging instruments and hedged items, as well as risk management objectives and strategies for undertaking hedge transactions. The effectiveness of a hedge is also continually assessed and when it ceases, hedge accounting is discontinued.

Certain contracts to purchase and sell commodities are required to be recognised at fair value, generally based on market prices, (with gains and losses taken to income). These are contracts which can be net settled or sales contracts containing volume optionality.

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Certain embedded derivatives within contracts are required to be separated from their host contract and recognised at fair value, generally based on market prices, (with gains and losses taken to income) if the economic characteristics and risks of the embedded derivative are not closely related to that of the host contract.

These policies are very similar to those applied until the end of 2004 under US GAAP and the impact of the application on January 1, 2005 is shown in Note 8.

Provisions

Estimated decommissioning and restoration costs are based on current requirements, technology and price levels and are stated at fair value, and the associated asset retirement costs are capitalised as part of the carrying amount of the related property, plant and equipment. The liability, once an obligation, whether legal or constructive, crystallises, is recognised with a corresponding amount of property, plant and equipment in the period when a reasonable estimate of the fair value can be made. The fair value is calculated using amounts discounted over the useful economic life of the assets. The effects of changes resulting from revisions to the timing or the amount of the original estimate of the provision are incorporated on a prospective basis.

Provisions for environmental remediation resulting from ongoing or past operations or events are recognised in the period in which an obligation, legal or constructive, to a third party arises and the amount can be reasonably estimated. Measurement of liabilities is based on current legal requirements and existing technology. Recognition of any joint and several liability is based upon Shell Group companies’ best estimate of their final pro rata share of the liability. Liabilities are determined independently of expected insurance recoveries. Recoveries are recognised and reported as separate events and brought into account when reasonably certain of realisation. The carrying amount of provisions is regularly reviewed and adjusted for new facts or changes in law or technology.

Treasury shares

Administrative expenses

Research and development

Discontinued operations

Business combinations

Currency translation

The US dollar equivalents of exchange gains and losses arising as a result of foreign currency transactions (including those in respect of inter-company balances unless related to transactions of a long-term investment nature) are included in income.

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New accounting standards and interpretations

4. Other reserves

														$ million
														Income/(expense)
										At January 1,
										2005
		At December 31,								after IAS 32/39								At June 30,
		2004				IAS 32/39				transition				Movement				2005
Cumulative currency translation differences			3,126				–				3,126				(3,950	)			(824	)
Unrealised gains/(losses) on securities			350				–				350				(55	)			295
Unrealised gains/(losses) on cash flow hedges			(157	)			823				666				5				671
Total			3,319				823				4,142				(4,000	)			142

						$ million
						Income/(expense)
		At January 1,								At June 30,
		2004				Movement				2004
Cumulative currency translation differences			–				(1,167	)			(1,167	)
Unrealised gains/(losses) on securities			700				(443	)			257
Unrealised gains/(losses) on cash flow hedges			(188	)			57				(131	)
Total			512				(1,553	)			(1,041	)

5. Earnings per share

										$
		Three months ended June 30,								Six months ended June 30,
		2005				2004				2005				2004
Earnings per share			0.78				0.57				1.77				1.27
— Continuing operations			0.78				0.57				1.80				1.26
— Discontinued operations			–				–				(0.03	)			0.01
Diluted earnings per share			0.78				0.57				1.77				1.26
— Continuing operations			0.78				0.57				1.80				1.26
— Discontinued operations			–				–				(0.03	)			0.00

The basic earnings per share amounts shown relates to income attributable to Royal Dutch Shell shareholders. The three months ended June 30, 2005 calculation uses a weighted-average number of shares of 6,724,546,338 (2004: 6,788,344,846). For the purpose of the calculation, shares repurchased under the buy-back programme are deemed to have been cancelled on purchase date. The diluted earnings per share is based on the same profit figures. For this calculation, the following weighted-average number of shares are used: 6,744,102,164 (2004: 6,793,649,975). The difference between the basic and diluted number of shares relates to share option schemes.

The six months ended June 30, 2005 calculation uses a weighted-average number of shares of 6,729,238,223 (2004: 6,795,041,047). For the diluted earnings per share calculation, the following weighted-average number of shares are 6,747,711,694 (2004: 6,798,797,961).

6. Information by business segment

																		$ million
		Exploration &																Corporate and				Total
		Production				Gas & Power				Oil Products				Chemicals				Other				Shell Group
Total Assets at June 30, 2005			65,085				33,204				74,122				15,732				14,354				202,497
Total Assets at December 31, 2004			65,736				23,076				69,278				16,878				12,478				187,446

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Segment information — Three months ended June 30, 2005																							$ million
			Exploration &																Corporate and								Total
			Production				Gas & Power				Oil Products				Chemicals				Other				Eliminations				Shell Group
																							2005
Revenue
	Third party			6,073				2,858				65,927				7,604				182				–				82,644
	Inter-segment			8,247				356				1,521				969				–				(11,093	)			–
Total				14,320				3,214				67,448				8,573				182				(11,093	)			82,644
Segment result				6,022				(127	)			3,110				237				(227	)			–				9,015
Share of profit of equity accounted investments				458				1				488				133				–				–				1,080
Net finance costs																												260
Other income																												(221	)
Taxation																												4,595
Income from continuing operations																												5,461
Income from discontinued operations																												–
Income for the period																												5,461

Segment information — Three months ended June 30, 2004																							$ million
			Exploration &																Corporate and								Total
			Production				Gas & Power				Oil Products				Chemicals				Other				Eliminations				Shell Group
																							2004
Revenue
	Third party			2,935				2,151				50,286				6,557				203				–				62,132
	Inter-segment			6,057				306				1,248				795				1				(8,407	)			–
Total				8,992				2,457				51,534				7,352				204				(8,407	)			62,132
Segment result				3,323				(4	)			2,321				363				(288	)			–				5,715
Share of profit of equity accounted investments				534				233				257				89				(2	)			–				1,111
Net finance costs																												300
Other income																												(165	)
Taxation																												2,663
Income from continuing operations																												4,028
Income from discontinued operations				–				–				–				22				–				–				22
Income for the period																												4,050

Segment information — Six months ended June 30, 2005																							$ million
			Exploration &																Corporate and								Total
			Production				Gas & Power				Oil Products				Chemicals				Other				Eliminations				Shell Group
																							2005
Revenue
	Third party			10,639				6,135				121,922				15,630				474				–				154,800
	Inter-segment			15,522				726				3,056				1,717				–				(21,021	)			–
Total				26,161				6,861				124,978				17,347				474				(21,021	)			154,800
Segment result				11,550				70				6,587				1,042				(443	)			–				18,806
Share of profit of equity accounted investments				1,172				258				1,005				218				–				–				2,653
Net finance costs																												549
Other income																												(440	)
Taxation																												8,869
Income from continuing operations																												12,481
Income/(loss) from discontinued operations				–				–				–				(214	)			–				–				(214	)
Income for the period																												12,267

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Segment information — Six months ended June 30, 2004																							$ million
			Exploration &																Corporate and								Total
			Production				Gas & Power				Oil Products				Chemicals				Other				Eliminations				Shell Group
																							2004
Revenue
	Third party			6,710				4,312				95,681				12,138				559				–				119,400
	Inter-segment			11,742				637				2,370				1,494				4				(16,247	)			–
Total				18,452				4,949				98,051				13,632				563				(16,247	)			119,400
Segment result				7,663				103				4,154				528				(394	)			–				12,054
Share of profit of equity accounted investments				1,144				462				487				152				(3	)			–				2,242
Net finance costs																												692
Other income																												(735	)
Taxation																												5,485
Income from continuing operations																												8,854
Income from discontinued operations				–				–				–				42				–				–				42
Income for the period																												8,896

The information above is provided in accordance with IAS 14 Segment Reporting. Operating segment results are appraised by management on the basis of income including equity accounted investments and certain net finance costs and other (income)/expense and after tax, and this forms the basis of the discussion of segment results in the Operational and Financial Review (OFR). The table below reconciles the foregoing segment information to the information used for management reporting and is consistent with how the information will be presented in the Shell Group’s annual Financial Statements to comply with SFAS 131.

Income for the period by segment — Three months ended June 30, 2005

$ million
		Exploration &																Corporate				Total
		Production				Gas & Power				Oil Products				Chemicals				and Other				Shell Group
Segment result — IAS 14			6,022				(127	)			3,110				237				(227	)			9,015
Share of profit of equity accounted investments			458				1				488				133				–				1,080
Net finance costs and other (income)/expense			131				(46	)			41				5				(92	)			39
Taxation			3,604				(91	)			893				106				83				4,595
Discontinued operations			–				–				–				–				–				–
Segment result — OFR			2,745				11				2,664				259				(218	)			5,461

Income for the period by segment — Three months ended June 30, 2004

$ million
		Exploration &																Corporate				Total
		Production				Gas & Power				Oil Products				Chemicals				and Other				Shell Group
Segment result — IAS 14			3,323				(4	)			2,321				363				(288	)			5,715
Share of profit of equity accounted investments			534				233				257				89				(2	)			1,111
Net finance costs and other (income)/expense			174				(97	)			80				(2	)			(20	)			135
Taxation			1,828				(8	)			703				101				39				2,663
Discontinued operations			–				–				–				22				–				22
Segment result — OFR			1,855				334				1,795				375				(309	)			4,050

Income for the period by segment — Six months ended June 30, 2005

$ million
		Exploration &																Corporate				Total
		Production				Gas & Power				Oil Products				Chemicals				and Other				Shell Group
Segment result — IAS 14			11,550				70				6,587				1,042				(443	)			18,806
Share of profit of equity accounted investments			1,172				258				1,005				218				–				2,653
Net finance costs and other (income)/expense			245				(82	)			84				5				(143	)			109
Taxation			6,777				(77	)			1,793				333				43				8,869
Discontinued operations			–				–				–				(214	)			–				(214	)
Segment result — OFR			5,700				487				5,715				708				(343	)			12,267

Income for the period by segment — Six months ended June 30, 2004

$ million
		Exploration &																Corporate				Total
		Production				Gas & Power				Oil Products				Chemicals				and Other				Shell Group
Segment result — IAS 14			7,663				103				4,154				528				(394	)			12,054
Share of profit of equity accounted investments			1,144				462				487				152				(3	)			2,242
Net finance costs and other (income)/expense			238				(298	)			41				7				(31	)			(43	)
Taxation			4,007				7				1,232				119				120				5,485
Discontinued operations			–				–				–				42				–				42
Segment result — OFR			4,562				856				3,368				596				(486	)			8,896

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7. Discontinued operations

8. Implementation of IAS 32 and IAS 39 Financial Instruments

		$ million
Investments: financial assets			1,018
Non-current assets: deferred tax			5
Current assets			42
Non-current liabilities: deferred tax			(195	)
Non-current liabilities debt			(20	)
Current liabilities			(54	)
			796

Preference share capital of $20 million was recategorised as debt on January 1, 2005 on the adoption of IAS 32 and 39.

9. Share capital

Equity share capital

$ million
		June 30				Dec. 31
		2005				2004
Allotted, called up and fully paid
Royal Dutch ordinary shares			350				350
Shell Transport Ordinary shares			233				234
			583				584

The number of shares outstanding at June 30, 2005 and December 31, 2004, were as follows:

										Combined Royal
		Royal Dutch				Shell Transport				Dutch Shell
Shares outstanding at June 30, 2005			2,069,520,000				9,603,350,000				6,898,399,999
Shares outstanding at December 31, 2004			2,074,400,000				9,624,900,000				6,914,352,027

Under the terms of the Unification Transaction, Royal Dutch and Shell Transport ordinary shares were exchanged at the agreed ratios set forth in Note 1.

Non-equity share capital

number of shares

$ million

June 30

Dec. 31

June 30

Dec. 31

2005

2004

2005

2004

Allotted, called up and fully paid

€448 Royal Dutch priority shares

–

1,500

–

1

£1 Shell Transport and Trading Company plc First Preference Shares

–

2,000,000

–

3

£1 Shell Transport and Trading Company plc Second Preference Shares

–

10,000,000

–

16

–

20

The preference share capital was recategorised as debt on January 1, 2005 on the adoption of IAS 32 and 39.

10. Contingencies and litigation

Shell Oil Company (including subsidiaries and affiliates, referred to collectively as SOC), along with numerous other defendants, has been sued by public and quasi-public water purveyors, as well as governmental entities, alleging responsibility for groundwater contamination caused by releases of gasoline containing oxygenate additives. Most of these suits assert various theories of liability, including product liability, and seek to recover actual damages, including clean-up costs. Some assert claims for punitive damages. As of August 25, 2005, there were approximately 64 pending suits by such plaintiffs that asserted claims against SOC and many other defendants (including major energy and refining companies). Although a majority of these cases do not specify the amount of monetary damages sought, some include specific damage claims collectively against all defendants. While the aggregate amounts claimed against all defendants for actual and punitive damages in such suits could be material to the Consolidated Financial Statements if they were ultimately recovered against SOC alone rather than apportioned among the defendants, management of the Shell Group considers the amounts claimed in these

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pleadings to be highly speculative and not an appropriate basis on which to determine a reasonable estimate of the amount of the loss that may be ultimately incurred, for the reasons described below.

The reasons for this determination can be summarised as follows:

•	While the majority of the cases have been consolidated for pre-trial proceedings in the United States District Court for the Southern District of New York, there are many cases pending in other jurisdictions throughout the U.S. Most of the cases are at a preliminary stage. In many matters, little discovery has been taken and many critical substantial legal issues remain unresolved. Consequently, management of the Shell Group does not have sufficient information to assess the facts underlying the plaintiffs’ claims; the nature and extent of damages claimed, if any; the reasonableness of any specific claim for money damages; the allocation of potential responsibility among defendants; or the law that may be applicable. Additionally, given the pendency of cases in varying jurisdictions, there may be inconsistencies in the determinations made in these matters.
•	There are significant unresolved legal questions relating to claims asserted in this litigation. For example, it has not been established whether the use of oxygenates mandated by the 1990 amendments to the Clean Air Act can give rise to a products liability based claim. While some trial courts have held that it cannot, other courts have left the question open or declined to dismiss claims brought on a products liability theory. Other examples of unresolved legal questions relate to the applicability of federal preemption, whether a plaintiff may recover damages for alleged levels of contamination significantly below state environmental standards, and whether a plaintiff may recover for an alleged threat to groundwater before detection of contamination.
•	There are also significant unresolved legal questions relating to whether punitive damages are available for products liability claims or, if available, the manner in which they might be determined. For example, some courts have held that for certain types of product liability claims, punitive damages are not available. It is not known whether that rule of law would be applied in some or all of the pending oxygenate additive cases. Where specific claims for damages have been made, punitive damages represent in most cases a majority of the total amounts claimed.
•	There are significant issues relating to the allocation of any liability among the defendants. Virtually all of the oxygenate additives cases involve multiple defendants including most of the major participants in the retail gasoline marketing business in the regions involved in the pending cases. The basis on which any potential liability may be apportioned among the defendants in any particular pending case cannot yet be determined.

For these reasons, management of the Shell Group is not currently able to estimate a range of reasonably possible losses or minimum loss for this litigation; however, management of the Shell Group does not currently believe that the outcome of the oxygenate-related litigation pending as of August 25, 2005 will have a material impact on the Shell Group’s financial condition, although such resolutions could have a significant effect on periodic results for the period in which they are recognised.

A $490 million judgment in favour of 466 plaintiffs in a consolidated matter that had once been nine individual cases was rendered in 2002 by a Nicaraguan court jointly against SOC and three other named defendants (not affiliated with SOC), based upon Nicaraguan Special Law 364 for claimed personal injuries resulting from alleged exposure to dibromochloropropane (DBCP) — a pesticide manufactured by SOC prior to 1978. This special law imposes strict liability (in a predetermined amount) on international manufacturers of DBCP. The statute also provides that unless a deposit (calculated as described below) of an amount denominated in Nicaraguan cordobas is made into the Nicaraguan courts, the claims would be submitted to the US courts. In SOC’s case the deposit would have been between $19 million and $20 million (based on an exchange rate between 15 and 16 cordobas per US dollar). SOC chose not to make this deposit. The Nicaraguan courts did not, however, give effect to the provision of Special Law 364 that requires submission of the matter to the U.S. courts. Instead, the Nicaraguan court entered judgment against SOC and the other defendants. Further, SOC was not afforded the opportunity to present any defences in the Nicaraguan court, including that it was not subject to Nicaraguan jurisdiction because it had neither shipped nor sold DBCP to parties in Nicaragua. At this time, SOC has not completed the steps necessary to perfect an appeal in Nicaragua and, as described below, the Nicaraguan claimants have sought to enforce the Nicaraguan judgment against SOC in the U.S. and in Venezuela. SOC does not have any assets in Nicaragua. In 2003, an attempt by the plaintiffs to enforce the Nicaraguan judgment described above in the United States against Shell Chemical Company and purported affiliates of the other named defendants was rejected by the United States District Court for the Central District of California because of improper service and attempted enforcement against non-existent entities or entities that were not named in the Nicaraguan judgment. The plaintiffs initially appealed this decision but have subsequently withdrawn their appeal. SOC filed a declaratory judgment action seeking ultimate adjudication of the non-enforceability of this Nicaraguan judgment in the United States District Court for the Central District of California. This district court denied motions filed by the Nicaraguan claimants to dismiss SOC claims that Nicaragua does not have impartial tribunals, the proceedings violated due process, the relationship between SOC and Nicaragua made the exercise of personal jurisdiction unreasonable, and Special Law 364 is repugnant to U.S. public policy because it violates due process. A finding in favour of SOC on any of these grounds will result in a refusal to recognize and enforce the judgment in the United States. Several requests for Exequatur were filed in 2004 with the Tribunal Suprema de Justicia (the Venezuelan Supreme Court) to enforce Nicaraguan judgments. The petitions imply that judgments can be satisfied with assets of Shell Venezuela, S.A., which was neither a party to the Nicaraguan judgment nor a subsidiary of SOC, against whom the Exequatur was filed. The petitions are pending before the Tribunal Suprema de

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Justicia. As of August 25, 2005, eight additional Nicaraguan judgments had been entered in the collective amount of approximately $398.2 million in favor of 489 plaintiffs jointly against Shell Chemical Company and three other named defendants (not affiliated with Shell Chemical Company) under facts and circumstances almost identical to those relating to the judgment described above. Additional judgments are anticipated (including a suit seeking more than $3 billion). It is the opinion of management of the Shell Group that the above judgments are unenforceable in a U.S. court, as a matter of law, for the reasons set out in SOC’s declaratory judgment action described above. No financial provisions have been established for these judgments or related claims.

Since 1984, SOC has been named with others as a defendant in numerous product liability cases, including class actions, involving the failure of residential plumbing systems and municipal water distribution systems constructed with polybutylene plastic pipe. SOC fabricated the resin for this pipe while the co-defendants fabricated the raw materials for the pipe fittings. As a result of two class action settlements in 1995, SOC and the co-defendants agreed on a mechanism to fund until 2009 the settlement of most of the residential plumbing claims in the United States. Financial provisions have been taken by SOC for its settlement funding needs anticipated at this time. Additionally, claims that are not part of these class action settlements or that challenge these settlements continue to be filed primarily involving alleged problems with polybutylene pipe used in municipal water distribution systems. It is the opinion of management of the Shell Group that exposure from this other polybutylene litigation pending as of August 25, 2005, is not material. Management of the Shell Group cannot currently predict when or how all polybutylene matters will be finally resolved.

In connection with the recategorisation of certain hydrocarbon reserves that occurred in 2004, a number of putative shareholder class actions were filed against Royal Dutch, Shell Transport, Managing Directors of Royal Dutch during the class period, Managing Directors of Shell Transport during the class period and the external auditors for Royal Dutch, Shell Transport and the Royal Dutch/ Shell Group. These actions were consolidated in the United States District Court in New Jersey and a consolidated complaint was filed in September 2004. On August 9, 2005, the court ruled on motions to dismiss filed by Shell and other defendants. These motions generally addressed whether plaintiffs’ complaint sufficiently alleges claims and should be allowed to proceed. First, the court dismissed with prejudice the private plaintiffs’ attempts to challenge Shell’s shareholder notifications under section 14(a) of the Securities Exchange Act of 1934. The court ruled that, as a non-U.S. private issuer of securities, Shell is exempt from the provisions of section 14(a). Plaintiffs may not attempt to replead these claims. Second, the court dismissed all claims against seven of Shell’s current and former managing and supervisory directors: non-executive Chairman Aad Jacobs, Executive Committee member Malcolm Brinded, Maarten van den Bergh, Mark Moody-Stuart, Steven Miller, Paul Skinner and Harry Roels. The plaintiffs have been given 30 days to try to file an adequate complaint against these individuals. Third, the court declined to dismiss plaintiffs’ remaining claims against Shell, as well as the claims against one of its current executive directors, Jeroen van der Veer, and three of its former executive directors, Sir Philip Watts, Walter van de Vijver and Judith Boynton. Fourth, the Court decided to permit the class action plaintiffs to proceed with claims on behalf of non-US purchasers of Shell securities who bought their shares on markets outside the United States. Shell had argued that, in this case, the jurisdiction of U.S. courts was limited to those who purchased Shell’s shares on U.S. securities exchanges or who are U.S. citizens. Finally, the court decided to dismiss claims brought by shareholders who purchased Shell shares after the January 9, 2004 announcement of the reserves recategorization and by shareholders who purchased shares during the class period and still hold those shares. The court ruled that the former group may attempt to replead their claims, but the latter group will not. Plaintiffs have notified the court of their intention to file a motion to reconsider the court’s dismissal of the latter group’s claims.

Shell has filed a motion for reconsideration on the issue of jurisdiction over non-U.S. purchasers who bought their securities on non-U.S. markets and, alternatively, a motion to certify this issue for appeal to the United States Court of Appeals for the Third Circuit. Because of uncertainties relating to further legal action with respect to the court’s decision and the very early stage of the proceedings, the company is currently unable to assess the impact of the ruling on the litigation. Further, the case is at an early stage and subject to substantial uncertainties concerning the outcome of material factual and legal issues relating to the litigation. In addition, potential damages, if any, in a fully litigated securities class action would depend on the losses caused by the alleged wrongful conduct that would be demonstrated by individual class members in their purchases and sales of Royal Dutch and Shell Transport shares during the relevant class period. Accordingly, based on the current status of the litigation, management of the Shell Group is unable to estimate a range of possible losses or any minimum loss. Management of the Shell Group will review this determination as the litigation progresses.

Also in connection with the hydrocarbon reserves recategorisation, a number of putative class actions were filed on behalf of participants in certain employee benefit plans sponsored by Shell Oil Company or one of its United States-based affiliates alleging that Royal Dutch, Shell Transport and various current and former officers and directors breached various fiduciary duties to employee participants imposed by the Employee Retirement Income Security Act of 1974 (ERISA). These suits were consolidated in the United States District Court in New Jersey and a consolidated class action complaint was filed in July 2004. A settlement agreement has been reached and, on August 22, 2005, the court orally approved the settlement agreement and certified the settlement class. Thirty days after entry of the court’s order and judgment approving the settlement, that order and judgment, unless appealed, will be final and the consolidated complaint will be dismissed with prejudice. The settlement agreement requires defendants to pay $90 million to resolve the claims that have been made or that could have been made in this class action lawsuit. In addition to the settlement amount, defendants will also pay up to $1,000,000 to the court-appointed class counsel for their out-of-pocket expenses and will pay the costs incurred in providing

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notice of the settlement to class members. The corporate defendants will also require Shell Oil Company to adopt specific procedures regarding the monitoring and training of individuals appointed to be ERISA fiduciaries.

The reserves recategorisation also led to the filing of shareholder derivative actions in 2004. The four suits pending in New York state court, New York federal court and New Jersey federal court demand Shell Group management and structural changes and seek unspecified damages from certain current and former members of the Boards of Directors of Royal Dutch and Shell Transport. The suits are in preliminary stages and no responses are yet due from defendants. A settlement has been reached with counsel for plaintiffs and the court has entered an order preliminarily approving the settlement and requiring notice of the settlement to shareholders. The settlement remains subject to confirmatory discovery and final court approval. Terms of the settlement include payment by the Shell Group of $9.2 million in attorneys’ fees and expenses to counsel for the derivative plaintiffs and the adoption and implementation by Royal Dutch Shell plc of certain corporate governance principles.

The United States Securities and Exchange Commission (SEC) and UK Financial Services Authority (FSA) issued formal orders of private investigation in relation to the reserves recategorisation which Royal Dutch and Shell Transport resolved by reaching agreements with the SEC and the FSA as announced on August 24, 2004. In connection with the agreement with the SEC, Royal Dutch and Shell Transport consented, without admitting or denying the SEC’s findings or conclusions, to an administrative order finding that Royal Dutch and Shell Transport violated, and requiring Royal Dutch and Shell Transport to cease and desist from future violations of, the antifraud, reporting, recordkeeping and internal control provisions of the US Federal securities laws and related SEC rules, agreed to pay a $120 million civil penalty and undertook to spend an additional $5 million developing a comprehensive internal compliance program. In connection with the agreement with the FSA, Royal Dutch and Shell Transport agreed, without admitting or denying the FSA’s findings or conclusions, to the entry of a Final Notice by the FSA finding that Royal Dutch and Shell Transport breached market abuse provisions of the UK’s Financial Services and Markets Act 2000 and the Listing Rules made under it and agreed to pay a penalty of £17 million. The penalties from the SEC and FSA and the additional amount to develop a comprehensive internal compliance program have been paid by Shell Group companies and fully included in the Income Statement of the Shell Group for the year 2004. The United States Department of Justice commenced a criminal investigation but announced on June 29, 2005 that it had made a determination not to prosecute. Euronext Amsterdam, the Dutch Authority for the Financial Markets (AFM) and the California Department of Corporations are investigating the issues related to the reserves recategorisation. The AFM have announced that their findings do not give rise to any further action from their side at this time. Management of the Shell Group cannot currently predict the manner and timing of the resolution of these pending matters and is currently unable to estimate the range of reasonably possible losses from such matters.

Shell Group companies are subject to a number of other loss contingencies arising out of litigation and claims brought by governmental and private parties, which are handled in the ordinary course of business.

The operations and earnings of Shell Group companies continue, from time to time, to be affected to varying degrees by political, legislative, fiscal and regulatory developments, including those relating to the protection of the environment and indigenous people, in the countries in which they operate. The industries in which Shell Group companies are engaged are also subject to physical risks of various types. The nature and frequency of these developments and events, not all of which are covered by insurance, as well as their effect on future operations and earnings, are unpredictable.

11. Reconciliation from IFRS to US GAAP in 2005

The Group adopted IFRS in 2005, which varies from US GAAP in certain respects, with a date of transition of January 1, 2004 (see Note 13). The differences between IFRS and US GAAP are described below.

Cumulative currency translation differences (CCTD)

Joint ventures

Major Inspection cost

Royal Dutch Shell plc

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The cumulative effect of the change of policy ($554 million) has been included in US GAAP net income for the quarter ended March 31, 2005. Consequently, the related reconciling items between IFRS and US GAAP that existed at December 31, 2004 do not exist any more. The impact on income going forward is reflected in lower operating costs and higher depreciation.

Financial instruments and other derivatives contracts

From the same date, certain commodity contracts and embedded derivatives that are not recognised under US GAAP are recognised at fair value under IFRS.

Employee benefits

Under IFRS, the use of the fair value of pension plan assets (rather than market-related value under US GAAP) to calculate annual expected investment returns and the changed approach to amortisation of investment gains/ losses can be expected to increase volatility in income going forward as compared to past IFRS and US GAAP results. Under US GAAP, the pension charge for the six month period ended 30 June 2005 is $105 million lower (2004: $68 million lower) and for the three month period ended June 30, 2005 of $58 million lower (2004: $44 million lower).

(b) Share-based compensation

Impairments

Reversal of impairments

Other adjustments

Recent US GAAP accounting pronouncements

	Royal Dutch Shell plc
	Unaudited Condensed Interim Financial Report

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Reconciliation of statement of income from IFRS to US GAAP for Three months ended June 30, 2005
$ million
														Employee benefits
						Discontinued																				Reversals of
		IFRS				operations1				Reclassifications2				(a)				(b)				Impairments				Impairments				Other				US GAAP
Sales proceeds			101,383				(1,141	)			–				–				–				–				–				45				100,287
less: Sales taxes, excise duties and similar levies			18,739				(681	)			–				–				–				–				–				–				18,058
Revenue			82,644				(460	)			–				–				–				–				–				45				82,229
Cost of sales			69,464				(426	)			(46	)			40				11				10				(46	)			39				69,046
Gross profit			13,180				(34	)			46				(40	)			(11	)			(10	)			46				6				13,183
Selling and distribution expenses			3,148				(35	)			–				31				–				–				–				42				3,186
Administrative expenses			769				–				–				5				1				–				–				–				775
Exploration			248				–				–				–				–				–				–				–				248
Research and development			–				–				139				–				–				–				–				–				139
Share of profit of equity accounted investments			1,080				–				–				(2	)			–				–				109				(31	)			1,156
Net finance costs and other income			39				–				(93	)			–				–				–				–				18				(36	)
Income before taxation			10,056				1				–				(78	)			(12	)			(10	)			155				(85	)			10,027
Taxation			4,595				1				–				(20	)			(1	)			(3	)			–				(8	)			4,564
Income from continuing operations			5,461				–				–				(58	)			(11	)			(7	)			155				(77	)			5,463
Income from discontinued operations			–				–				–				–				–				–				–				–				–
Cumulative effect of change in accounting policy			–				–				–				–				–				–				–				–				–
Income for the period			5,461				–				–				(58	)			(11	)			(7	)			155				(77	)			5,463
Attributable to minority interest			225				–				–				–				–				–				–				–				225
Income attributable to shareholders of Royal Dutch Shell			5,236				–				–				(58	)			(11	)			(7	)			155				(77	)			5,238

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Reconciliation of statement of income from IFRS to US GAAP for Six months ended June 30, 2005
$ million
														Employee benefits
						Discontinued																				Reversals of				Major
		IFRS				operations1				Reclassifications2				(a)				(b)				Impairments				Impairments				inspection costs				Other				US GAAP
Sales proceeds			191,451				(1,374	)			–				–				–				–				–				–				(13	)			190,064
less: Sales taxes, excise duties and similar levies			36,651				(726	)			–				–				–				–				–				–				–				35,925
Revenue			154,800				(648	)			–				–				–				–				–				–				(13	)			154,139
Cost of sales			128,029				(170	)			(62	)			103				14				20				(53	)			–				(70	)			127,811
Gross profit			26,771				(478	)			62				(103	)			(14	)			(20	)			53				–				57				26,328
Selling and distribution expenses			6,312				(64	)			–				52				–				–				–				–				(27	)			6,273
Administrative expenses			1,144				–				–				5				1				–				–				–				(25	)			1,125
Exploration			509				–				–				–				–				–				–				–				–				509
Research and development			–				–				232				–				–				–				–				–				–				232
Share of profit of equity accounted investments			2,653				(214	)			–				(1	)			–				–				120				–				(14	)			2,544
Net finance costs and other income			109				(1	)			(170	)			–				–				–				–				–				1				(61	)
Income before taxation			21,350				(627	)			–				(161	)			(15	)			(20	)			173				–				94				20,794
Taxation			8,869				(35	)			–				(56	)			3				(61	)			–				–				(3	)			8,717
Income from continuing operations			12,481				(592	)			–				(105	)			(18	)			41				173				–				97				12,077
Income from discontinued operations			(214	)			592				–				–				–				–				–				–				–				378
Cumulative effect of change in accounting policy			–				–				–				–				–				–				–				(554	)			–				(554	)
Income for the period			12,267				–				–				(105	)			(18	)			41				173				554				97				13,009
Attributable to minority interest			356				–				–				–				–				60				–				–				–				416
Income attributable to shareholders of Royal Dutch Shell			11,911				–				–				(105	)			(18	)			(19	)			173				554				97				12,593

1	The definition of activities classified as discontinued operations differs from that under US GAAP. Under IFRS equity accounted or other investments are not excluded from this classification, but the activity must be a separate major line of business or geographical area of operations. As a result, all of the items presented as discontinued operations in 2004 under US GAAP are included within continuing operations under IFRS.
2	Reclassifications are differences in line item allocation under IFRS but do not affect income compared with that shown under US GAAP. They mainly comprise impacts from reporting 1) all jointly controlled entities using the equity method, 2) the results of equity accounted investments on a single line (therefore after net finance costs and tax), 3) accretion expense arising on asset retirement obligations as net finance costs rather than as cost of sales, and 4) research and development within cost of sales.

Earnings per share under US GAAP

														$
		Three months ended								Six months ended
		June 30,								June 30,
		2005				2004				2005				2004
Earnings per share			0.78				0.58				1.87				1.26
— Continuing operations			0.78				0.57				1.73				1.21
— Discontinuing operations			–				0.01				0.06				0.05
— Cumulative effect of change in accounting policy			–				–				0.08				–
Diluted earnings per share			0.78				0.58				1.87				1.26
— Continuing operations			0.78				0.57				1.73				1.21
— Discontinuing operations			–				0.01				0.06				0.05
— Cumulative effect of change in accounting policy			–				–				0.08				–

Details of the number of shares used in these calculations are contained in Note 5. Income from continuing operations is adjusted for income attributable to minority interest.

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Reconciliation of balance sheet from IFRS to US GAAP as at June 30, 2005

																								$ million
								Employee								Reversals of
				IFRS				benefits				Impairments				Impairments				Other				US GAAP
ASSETS
Non-current assets
	Property, plant and equipment				84,816				–				686				(159	)			(128	)			85,215
	Intangible assets				4,403				349				(5	)			–				(15	)			4,732
	Investments:
		equity accounted investments			18,679				124				(212	)			(266	)			73				18,398
		financial assets			3,401				–				–				–				(385	)			3,016
	Deferred tax				2,961				(992	)			(3	)			–				101				2,067
	Other long term assets				6,731				5,548				–				–				(56	)			12,223
					120,991				5,029				466				(425	)			(410	)			125,651
Current assets
	Inventories				18,566				–				–				–				–				18,566
	Accounts receivable				51,420				–				–				–				(41	)			51,379
	Cash and cash equivalents				11,520				–				–				–				–				11,520
					81,506				–				–				–				(41	)			81,465
Total assets					202,497				5,029				466				(425	)			(451	)			207,116
LIABILITIES
Non-current liabilities
	Debt				7,905				–				–				–				(348	)			7,557
	Deferred tax				12,807				1,463				240				(128	)			57				14,439
	Provisions				13,020				(1,274	)			–				–				(1,319	)			10,427
	Other				4,020				–				–				–				1,362				5,382
					37,752				189				240				(128	)			(248	)			37,805
Current liabilities
	Debt				5,479				–				–				–				5				5,484
	Accounts payable and accrued liabilities				54,408				(18	)			–				–				105				54,495
	Taxes payable				10,789				–				–				–				9				10,798
					70,676				(18	)			–				–				119				70,777
Total liabilities					108,428				171				240				(128	)			(129	)			108,582
Minority interest																					6,242				6,242
Equity attributable to shareholders of Royal Dutch Shell					87,829				4,838				226				(297	)			(304	)			92,292
Minority interest					6,240				20				–				–				(6,260	)			–
Total equity					94,069				4,858				226				(297	)			(6,564	)			92,292
Total liabilities and equity					202,497				5,029				466				(425	)			(451	)			207,116

Accumulated Other Comprehensive Income under US GAAP comprises the following amounts:

$ million
		At June 30, 2005
Currency translation differences			169
Unrealised gains on securities			291
Unrealised gains on cash flow hedges			244
Minimum pension liability			(1,638	)
			(934	)

An amount of $3.8 billion has been reclassified from accumulated other comprehensive income to retained earnings compared to the Form 6-K filed on July 20, 2005.

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12. Reconciliations from IFRS to US GAAP in 2004

Reconciliation of statement of income from IFRS to US GAAP for Three months ended June 30, 2004																																										$ million
																						Cumulative
														Employee benefits3								currency												Major
						Discontinued																translation								Reversals of				inspection
		IFRS				operations1				Reclassifications2				(a)				(b)				differences3				Impairments3				impairments3				costs3				Other				US GAAP
Sales proceeds			79,880				(1,373	)			535				–				–				–				–				–				–				3				79,045
Less: Sales taxes, excise duties and similar levies			17,748				(446	)			121				–				–				–				–				–				–				–				17,423
Revenue			62,132				(927	)			414				–				–				–				–				–				–				3				61,622
Cost of sales			51,860				(735	)			30				(79	)			(35	)			(4	)			–				–				37				20				51,094
Gross profit			10,272				(192	)			384				79				35				4				–				–				(37	)			(17	)			10,528
Selling and distribution expenses			3,023				(90	)			–				1				(3	)			–				–				–				–				(2	)			2,929
Administrative expenses			645				(9	)			1				5				(1	)			–				–				–				–				(1	)			640
Exploration			889				(2	)			(9	)			–				–				–				–				–				–				–				878
Research and development			–				–				159				–				–				–				–				–				–				–				159
Share of profit of equity accounted investments			1,111				17				461				(5	)			–				–				(4	)			–				(5	)			(11	)			1,564
Net finance costs and other income			135				(18	)			17				–				–				–				–				–				–				(15	)			119
Income before taxation			6,691				(56	)			677				68				39				4				(4	)			–				(42	)			(10	)			7,367
Taxation			2,663				(19	)			677				25				5				–				–				–				(18	)			(2	)			3,331
Income from continuing operations			4,028				(37	)			–				43				34				4				(4	)			–				(24	)			(8	)			4,036
Income from discontinued operations			22				27				–				–				–				–				–				–				–				–				49
Income for the period			4,050				(10	)			–				43				34				4				(4	)			–				(24	)			(8	)			4,085
Attributable to minority interest			153				(10	)			–				(1	)			1				–				–				–				(5	)			–				138
Income attributable to shareholders of Royal Dutch Shell			3,897				–				–				44				33				4				(4	)			–				(19	)			(8	)			3,947

1	The definition of activities classified as discontinued operations differs from that under US GAAP. Under IFRS equity accounted or other investments are not excluded from this classification, but the activity must be a separate major line of business or geographical area of operations. As a result, all of the items presented as discontinued operations in 2004 under US GAAP are included within continuing operations under IFRS.
2	Reclassifications are differences in line item allocation under IFRS but do not affect income compared with that shown under US GAAP. They mainly comprise impacts from reporting 1) all jointly controlled entities using the equity method, 2) the results of equity accounted investments on a single line (therefore after net finance costs and tax), 3) accretion expense arising on asset retirement obligations as net finance costs rather than as cost of sales, and 4) research and development within cost of sales.
3	See Note 11.

Reconciliation of statement of income from IFRS to US GAAP for Six months ended June 30, 2004																																										$ million
																						Cumulative
														Employee benefits3								currency												Major
						Discontinued																translation								Reversals of				inspection
		IFRS				operations1				Reclassifications2				(a)				(b)				differences3				Impairments3				impairments3				costs3				Other				US GAAP
Sales proceeds			154,628				(2,674	)			1,996				–				–				–				–				–				–				3				153,953
Less: Sales taxes, excise duties and similar levies			35,228				(883	)			772				–				–				–				–				–				–				–				35,117
Revenue			119,400				(1,791	)			1,224				–				–				–				–				–				–				3				118,836
Cost of sales			99,297				(1,153	)			181				(134	)			(56	)			12				–				–				175				33				98,355
Gross profit			20,103				(638	)			1,043				134				56				(12	)			–				–				(175	)			(30	)			20,481
Selling and distribution expenses			5,936				(172	)			–				7				(5	)			–				–				–				–				(2	)			5,764
Administrative expenses			1,113				(16	)			1				17				(1	)			–				–				–				–				2				1,116
Exploration			1,000				(3	)			5				–				–				–				–				–				–				–				1,002
Research and development			–				–				295				–				–				–				–				–				–				–				295
Share of profit of equity accounted investments			2,242				32				623				(6	)			–				–				(4	)			–				(22	)			(11	)			2,854
Net finance costs and other income			(43	)			(30	)			(63	)			–				–				(2	)			–				–				–				(31	)			(169	)
Income before taxation			14,339				(385	)			1,428				104				62				(10	)			(4	)			–				(197	)			(10	)			15,327
Taxation			5,485				(89	)			1,428				37				3				–				–				–				(65	)			22				6,821
Income from continuing operations			8,854				(296	)			–				67				59				(10	)			(4	)			–				(132	)			(32	)			8,506
Income from discontinued operations			42				269				–				–				–				–				–				–				–				–				311
Income for the period			8,896				(27	)			–				67				59				(10	)			(4	)			–				(132	)			(32	)			8,817
Attributable to minority interest			298				(27	)			–				(1	)			1				–				–				–				(5	)			(3	)			263
Income attributable to shareholders of Royal Dutch Shell			8,598				–				–				68				58				(10	)			(4	)			–				(127	)			(29	)			8,554

	Royal Dutch Shell plc
	Unaudited Condensed Interim Financial Report

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Table of Contents

Reconciliation of statement of income from IFRS to US GAAP for Twelve months ended December 31, 2004																																										$ million
																						Cumulative
														Employee benefits3								currency												Major
						Discontinued																translation								Reversals of				inspection
		IFRS				operations1				Reclassifications2				(a)				(b)				differences3				Impairments3				impairments3				costs3				Other				US GAAP
Sales proceeds			338,756				(5,044	)			3,803				–				–				–				–				–				–				7				337,522
Less: Sales taxes, excise duties and similar levies			72,370				(1,537	)			1,499				–				–				–				–				–				–				–				72,332
Revenue			266,386				(3,507	)			2,304				–				–				–				–				–				–				7				265,190
Cost of sales			223,259				(1,141	)			134				(306	)			(128	)			102				(730	)			211				223				54				221,678
Gross profit			43,127				(2,366	)			2,170				306				128				(102	)			730				(211	)			(223	)			(47	)			43,512
Selling and distribution expenses			12,550				(341	)			–				25				(9	)			28				–				–				–				87				12,340
Administrative expenses			2,548				(28	)			3				25				(5	)			–				–				–				–				(1	)			2,542
Exploration			1,809				(5	)			19				–				–				–				–				–				–				–				1,823
Research and development			–				–				553				–				–				–				–				–				–				–				553
Share of profit of equity accounted investments			5,015				(252	)			1,420				(6	)			–				–				(212	)			(258	)			(50	)			(4	)			5,653
Net finance costs and other income			(424	)			(30	)			121				–				–				–				–				–				–				(145	)			(478	)
Income before taxation			31,659				(2,214	)			2,894				250				142				(130	)			518				(469	)			(273	)			8				32,385
Taxation			12,168				(332	)			2,894				77				27				–				258				–				(75	)			120				15,137
Income from continuing operations			19,491				(1,882	)			–				173				115				(130	)			260				469				(198	)			(112	)			17,248
Income from discontinued operations			(234	)			1,794				–				–				–				–				–				–				–				–				1,560
Income for the period			19,257				(88	)			–				173				115				(130	)			260				(469	)			(198	)			(112	)			18,808
Attributable to minority interest			717				(88	)			–				(3	)			–				–				–				–				(2	)			2				626
Income attributable to shareholders of Royal Dutch Shell			18,540				–				–				176				115				(130	)			260				469				(196	)			(114	)			18,182

1	The definition of activities classified as discontinued operations differs from that under US GAAP. Under IFRS equity accounted or other investments are not excluded from this classification, but the activity must be a separate major line of business or geographical area of operations. As a result, all of the items presented as discontinued operations in 2004 under US GAAP are included within continuing operations under IFRS.
2	Reclassifications are differences in line item allocation under IFRS but do not affect income compared with that shown under US GAAP. They mainly comprise impacts from reporting 1) all jointly controlled entities using the equity method, 2) the results of equity accounted investments on a single line (therefore after net finance costs and tax), 3) accretion expense arising on asset retirement obligations as net finance costs rather than as cost of sales, and 4) research and development within cost of sales.
3	See Note 11.

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Table of Contents

Reconciliation of balance sheet from IFRS to US GAAP as at June 30, 2004																								$ million
																Major
												Employee				inspection
				IFRS				Reclassifications1				benefits (a)2				costs2				Other3				US GAAP
ASSETS
Non-current assets
	Property, plant and equipment				84,440				1,218				–				(615	)			(58	)			84,985
	Intangible assets				4,380				12				326				–				(8	)			4,710
	Investments:
		equity accounted investments			20,076				62				100				(144	)			64				20,158
		financial assets			2,455				–				–				–				51				2,506
	Deferred tax2				3,038				–				(526	)			25				(445	)			2,092
	Employee benefit assets				1,810				–				5,231				–				(13	)			7,028
	Other				3,422				9				(106	)			–				(31	)			3,294
					119,621				1,301				5,025				(734	)			(440	)			124,773
Current assets
	Inventories				14,545				13				–				–				–				14,558
	Accounts receivable				32,505				60				–				–				7				32,572
	Cash and cash equivalents				3,244				–				–				–				–				3,244
					50,294				73				–				–				7				50,374
Total assets					169,915				1,374				5,025				(734	)			(433	)			175,147
LIABILITIES
Non-current liabilities
	Debt				9,673				19				–				–				(189	)			9,503
	Deferred tax2				13,225				237				2,030				(218	)			(662	)			14,612
	Employee benefit obligations				6,939				19				(1,919	)			–				31				5,070
	Other provisions				5,374				(989	)			–				–				101				4,486
	Other				4,648				1,724				–				–				179				6,551
					39,859				1,010				111				(218	)			(540	)			40,222
Current liabilities
	Debt				6,867				–				–				–				(5	)			6,862
	Accounts payable and accrued liabilities				33,040				940				–				–				28				34,008
	Taxes payable				8,835				835				–				–				–				9,670
	Employee benefit obligations				312				(256	)			(57	)			–				1				–
	Other provisions				1,166				(1,155	)			–				–				(11	)			–
					50,220				364				(57	)			–				13				50,540
Total liabilities					90,079				1,374				54				(218	)			(527	)			90,762
Minority interest					–				–				–				–				4,148				4,148
EQUITY
Equity attributable to shareholders of Royal Dutch Shell					75,688				–				4,952				(493	)			90				80,237
Minority interest					4,148				–				20				(15	)			(4,153	)			–
Total equity					79,836				–				4,972				(508	)			(4,063	)			80,237
Total liabilities and equity					169,915				1,374				5,026				(726	)			(442	)			175,147
1 Reclassifications are differences in line item allocation under IFRS which do not affect equity compared with that shown under US GAAP. They mainly comprise impacts from reporting all jointly controlled entities using the equity method and separate reporting of all provisions.
2 See Note 11.
3 Includes the impact of the effect of transition to IFRS on cumulative currency translation differences.

	Royal Dutch Shell plc
	Unaudited Condensed Interim Financial Report

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Table of Contents

Reconciliation of balance sheet from IFRS to US GAAP as at December 31, 2004																																$ million
																								Major
												Employee								Reversals of				inspection
				IFRS				Reclassifications1				benefits (a)2				Impairments2				impairments2				costs2				Other3				US GAAP
ASSETS
Non-current assets
	Property, plant and equipment				87,918				1,309				–				730				(211	)			(660	)			(146	)			88,940
	Intangible assets				4,528				19				349				–				–				–				(6	)			4,890
	Investments:
		equity accounted investments			20,493				(222	)			99				(212	)			(397	)			(170	)			152				19,743
		financial assets			2,700				–				–				–				–				–				48				2,748
	Deferred tax				2,789				(6	)			(980	)			(12	)			–				31				173				1,995
	Employee benefit assets				2,479				–				5,377				–				–				–				422				8,278
	Other				4,490				8				(98	)			–				–				–				(31	)			4,369
					125,397				1,108				4,747				506				(608	)			(799	)			612				130,963
Current assets
	Inventories				15,375				16				–				–				–				–				–				15,391
	Accounts receivable				37,473				575				–				–				–				–				15				38,063
	Cash and cash equivalents				9,201				6				–				–				–				–				1				9,208
					62,049				597				–				–				–				–				16				62,662
Total assets					187,446				1,705				4,747				506				(608	)			(799	)			628				193,625
LIABILITIES
Non-current liabilities
	Debt				8,858				(26	)			–				–				–				–				(232	)			8,600
	Deferred tax				12,930				206				1,541				246				(139	)			(220	)			280				14,844
	Employee benefit obligations				6,795				21				(1,711	)			–				–				–				(61	)			5,044
	Other provisions				6,828				(1,227	)			–				–				–				–				108				5,709
	Other				5,800				2,014				–				–				–				–				251				8,065
					41,211				988				(170	)			246				(139	)			(220	)			346				42,262
Current liabilities
	Debt				5,734				–				–				–				–				–				28				5,762
	Accounts payable and accrued liabilities				37,909				1,868				–				–				–				–				85				39,862
	Taxes payable				9,058				829				–				–				–				–				(2	)			9,885
	Employee benefit obligations				339				(282	)			(57	)			–				–				–				–				–
	Other provisions				1,812				(1,698	)			–				–				–				–				(114	)			–
					54,852				717				(57	)			–				–				–				(3	)			55,509
Total liabilities					96,063				1,705				(227	)			246				(139	)			(220	)			343				97,771
Minority interest					–				–				–				–				–				–				5,309				5,309
EQUITY
Equity attributable to Shareholders of Royal Dutch Shell					86,070				–				4,954				260				(469	)			(564	)			294				90,545
Minority interest					5,313				–				20				–				–				(15	)			(5,318	)			–
Total equity					91,383				–				4,974				260				(469	)			(579	)			(5,024	)			90,545
Total liabilities and equity					187,446				1,705				4,747				506				(608	)			(799	)			628				193,625
1 Reclassifications are differences in line item allocation under IFRS which do not affect equity compared with that shown under US GAAP. They mainly comprise impacts from reporting all jointly controlled entities using the equity method and separate reporting of all provisions. The impact of the reclassification to report all jointly controlled entities using the equity method will also be reflected in the Supplementary information — Oil and Gas (unaudited) in the Shell Group’s 2005 Annual Report.
2 See Note 11.
3 Includes the impact of the effect of transition to IFRS on cumulative currency translation differences.

Royal Dutch Shell plc

Unaudited Condensed Interim Financial Report	33

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Table of Contents

13. Transition to IFRS on January 1, 2004

$ million
																Major
												Employee				inspection
				US GAAP				Reclassifications1				benefits (a)2				costs2				Other				IFRS
ASSETS
Non-current assets
	Property, plant and equipment				87,088				(1,350	)			–				440				103				86,281
	Intangible assets				4,735				(16	)			(326	)			–				–				4,393
	Investments:
		equity accounted investments			19,371				(118	)			(109	)			113				(78	)			19,179
		financial assets			3,403				–				–				–				(54	)			3,349
	Deferred tax				2,092				–				935				(17	)			53				3,063
	Employee benefit assets				6,516				–				(5,055	)			–				–				1,461
	Other				2,741				(14	)			119				–				33				2,879
					125,946				(1,498	)			(4,436	)			536				57				120,605
Current assets
	Inventories				12,690				(13	)			–				–				–				12,677
	Accounts receivable				29,013				(328	)			–				–				2				28,687
	Cash and cash equivalents				2,117				(10	)			–				–				–				2,107
					43,820				(351	)			–				–				2				43,471
Total assets					169,766				(1,849	)			(4,436	)			536				59				164,076
LIABILITIES
Non-current liabilities
	Debt				9,100				–				–				–				174				9,274
	Deferred tax				15,185				(257	)			(1,596	)			153				316				13,801
	Employee benefit obligations				4,927				(20	)			2,038				–				–				6,945
	Other provisions				3,955				1,072				–				–				(86	)			4,941
	Other				6,054				(1,838	)			–				–				(194	)			4,022
					39,221				(1,043	)			442				153				210				38,983
Current liabilities
	Debt				10,569				–				–				–				6				10,575
	Accounts payable and accrued liabilities				32,383				(1,553	)			–				–				(15	)			30,815
	Taxes payable				5,927				(561	)			–				–				–				5,366
	Employee benefit obligations				–				259				60				–				–				319
	Other provisions				–				1,049				–				–				26				1,075
					48,879				(806	)			60				–				17				48,150
Total liabilities					88,100				(1,849	)			502				153				227				87,133
Minority interest					–				–				–				–				3,408				3,408
EQUITY
Equity attributable to Shareholders of Royal Dutch Shell					78,251				–				(4,918	)			368				(166	)			73,535
Minority interest					3,415				–				(20	)			15				3,406				-
Total equity					81,666				–				(4,938	)			383				(168	)			76,943
Total liabilities and equity					169,766				(1,849	)			(4,436	)			536				59				164,076

1 Reclassifications are differences in line item allocation under IFRS which do not affect equity compared with that shown under US GAAP. They mainly comprise impacts from reporting all jointly controlled entities using the equity method and separate reporting of all provisions. The impact of the reclassification to report all jointly controlled entities using the equity method will also be reflected in the Supplementary information — Oil and Gas (unaudited) in the Shell Group’s 2005 Annual Report.

2 See Note 11.

	Royal Dutch Shell plc
	Unaudited Condensed Interim Financial Report

 

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