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October 19, 2023

VIA EDGAR TRANSMISSION

Office of Energy & Transportation

Division of Corporation Finance

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

Attention: Jennifer O’Brien and Raj Rajan

Re: TotalEnergies SE

Form 20-F for Fiscal Year Ended December 31,
2022

Filed March 24, 2023

File No. 001-10888

Dear Ms. O’Brien and Mr. Rajan:

This letter is in response to the third letter
dated September 21, 2023, from the Staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities
and Exchange Commission (the “Commission”), relating to the above-referenced Annual Report on Form 20-F (the “Form 20-F”).
The Company has previously provided responses on July 13, 2023, and September 8, 2023, to the letters dated June 16, 2023
and August 11, 2023, respectively.

The Staff’s comments are set forth below
in bold, followed by the Company’s responses to the comments.

Please note that the “Company,” “TotalEnergies,”
 “we” or “our” refers to TotalEnergies SE, and unless the context otherwise requires, all references to page numbers
correspond to the pages in the Form 20-F. All terms used but not defined herein have the meanings assigned to such terms in
the Form 20-F.

Form 20-F for Fiscal Year Ended
December 31, 2022

Item 5. Operating and Financial Review and Prospects, page 2

1. We have considered your proposed reconciliation
of Adjusted net operating income in response to prior comment 1 and note that i) the reconciliation does not start with the most directly
comparable IFRS measure identified in your response letter dated July 13, 2023, as Net income, and ii) your proposed reconciliation
appears to result in the presentation of an income statement of non-GAAP measures. As such, it appears that further revision of this reconciliation
is necessary. Refer to Questions 102.10(a) through 102.10(c) of the Non-GAAP Financial Measures Compliance & Disclosure
Interpretations.

We acknowledge the Staff’s comment and we
have revised the reconciliation table to be compliant with the Non-GAAP Financial Measures Compliance & Disclosures Interpretations.

    1

The following reflects the proposed reconciliation
table we intend to add to future filing for Adjusted net operating income, for the year ended December 31, 2022 as an example:

Reconciliation of adjusted net operating
income

    (In millions of dollars)
    For the year ended

 December 31, 2022

    Consolidated net income (a)
      21,044

    Net cost of net debt (b)
      (1,278 )

    Special items affecting net operating income
      (17,559 )

    Gains (loss) on asset sales
      1,450

    Restructuring charges
      (55 )

    Asset impairment and provisions charges
      (15,759 )

    Other(1)
      (3,195 )

    After-tax inventory effect: FIFO vs replacement cost
      1,138

    Effect of changes in fair value
      531

    Total adjustments affecting net operating income (c)
      (15,890 )

    Adjusted Net operating income (a)-(b)-(c)
      38,212

(1) Other
represented -$3.2 billion in 2022, consisting of the following : -$1.7 billion related to windfall taxes levied by governments (European
Solidarity Contribution, French Electricity Generation Infra-Marginal Income Contribution, effect on deferred tax of Energy Profits Levy
in the United Kingdom), -$1 billion as a consequence of the conflict in Ukraine (grant of fuel discounts to French customers in the context
of price increase, foreign exchange losses due to volatility in Russian ruble-U.S. dollar and euro exchange rates), and -$0.5 billion
mainly related to provisions for onerous contracts.

2. We note your proposed reconciliation
of Adjusted net income (TotalEnergies share) provided in response to prior comment 1 includes an adjustment labeled Other. Please revise
to include disclosure that provides a clear description of the material components of this adjustment. Refer to Question 100.05 of the
Non-GAAP Financial Measures Compliance & Disclosure Interpretations.

We acknowledge the Staff’s comment and we
have set forth below a revised reconciliation table of Adjusted net income (TotalEnergies share).

Reconciliation of adjusted net income

    (In millions of dollars)
    2022

    Consolidated net income (TotalEnergies share)
      20,526

    Special items affecting net income (TotalEnergies share)
      (17,310 )

    Gain (loss) on asset sales
      1,391

    Restructuring charges
      (42 )

    Impairments
      (15,743 )

    Other(1)
      (2,916 )

    After-tax inventory effect: FIFO vs. replacement cost
      501

    Effect of changes in fair value
      1,138

    Total adjustments affecting net income
      (15,671 )

    Adjusted net income (TotalEnergies share)
      36,197

(1) Other
represented -$2.9 billion in 2022, consisting of the following : -$1.7 billion related to windfall taxes levied by governments (European
Solidarity Contribution, French Electricity Generation Infra-Marginal Income Contribution, effect on deferred tax of Energy Profits Levy
in the United Kingdom),  -$1 billion as a consequence of the conflict in Ukraine (grant of fuel discounts to French customers in
the context of price increase, foreign exchange losses due to volatility in Russian ruble-U.S. dollar and euro exchange rates), and -$0.2
billion mainly related to provisions for onerous contracts.

    2

3. We note your proposed reconciliation
of Capital Employed (Balance Sheet) provided in response to prior comment 1 includes an adjustment labeled Working capital. Please clarify
for us how this amount is calculated as it does not appear to be the result of current assets less current liabilities. If Working capital
presented here has been adjusted for replacement cost and any other adjustments, it appears that a revision to this presentation indicating
it is a non-GAAP amount along with appropriate disclosure is necessary.

Thank you for the comment. The Company would like
to clarify that the working capital is not adjusted for replacement cost, but rather represents the sum of the following elements: (i) inventories,
net, (ii) accounts receivable, net, (iii) other current assets, (iv) accounts payable and (v) other creditors and
accrued liabilities.

    (In millions of dollars)
    Consolidated
 balance sheet

    Balance sheet as of December 31, 2022

    Inventories, net

    22 936

    Accounts receivable, net

    24 378

    Other current assets

    36 070

    Accounts payable

    (41 346
    )

    Other creditors and accrued liabilities

    (52 275
    )

    Working capital

    (10 237
    )

    Balance sheet as of December 31, 2021

    Inventories, net

    19 952

    Accounts receivable, net

    21 983

    Other current assets

    35 144

    Accounts payable

    (36 837
    )

    Other creditors and accrued liabilities

    (42 800
    )

    Working capital

    (2 558
    )

Capital Employed used in the calculation of ROACE
is adjusted for replacement cost. In future filings, Capital Employed will be identified as a non-GAAP measure with the disclosure and
reconciliation required in accordance with Item 10(e) of Regulation S-K. Please see the Company’s response to the next question
for further information.

    3

Financial Statements

Notes to the Consolidated Financial
Statements

Note 3 Business segment information,
page F-23

4. We note from your response to prior comment
3 that your definition of Capital employed includes working capital at replacement cost and that you will include tabular disclosure of
Capital Employed (Balance sheet) and Capital Employed (Business segment information). Considering comment 3 above, your proposed disclosures
appear to be non-GAAP measures. However, Item 10(e)(1)(ii)(C) of Regulation S-K indicates that a registrant must not present
non-GAAP financial measures on the face of the registrant's financial statements prepared in accordance with GAAP or in the accompanying
notes. Therefore, please revise your segment disclosures as necessary or tell us why a revision is not necessary.

We acknowledge the Staff’s comment, and
we confirm that we will revise the presentation of note 3 to remove references to Capital Employed. In future filings, Capital Employed
will be presented outside of the financial statements and accompanying notes to the Company’s financial statements. To the extent
presented, Capital Employed will be presented in compliance with Item 10(e) of Regulation S-K. The following is the disclosure the
Company will include regarding Capital Employed, which is consistent with the definition of ROACE in its response letter dated July 12,
2023.

Capital
Employed is a non-GAAP financial measure. They are calculated at replacement cost and refer to capital employed (balance sheet)
less inventory valuations effect. Capital employed (balance sheet) refers to the sum of the following items: (i) Property, plant
and equipment, intangible assets, net, (ii) Investments & loans in equity affiliates, (iii) Other non-current assets,
(iv) Working capital which is the sum of: Inventories, net, Accounts receivable, net, other current assets, Accounts payable, Other
creditors and accrued liabilities(v) Provisions and other non-current liabilities and (vi) Assets and liabilities classified
as held for sale. Capital Employed can be a valuable tool for decision makers, analysts and shareholders alike to provide insight on the
amount of capital investment used by the Company or its business segments to operate. Capital Employed is used to calculate the Return
on Average Capital Employed (ROACE).

The
revised disclosure of reconciliation of Capital Employed at consolidated level and at business segment level that will be included in
Item 5. Operating and Financial Review and Prospects, is presented on the next page, setting forth the constituent elements of
working capital.

    4

    As of December 31,
    2022

    (In millions of dollars)
    Integrated

    Gas

    Renewables

     & Power
    Exploration

    &

    Production
    Refining

     &

    Chemicals
    Marketing

     &

    Services
    Corporate
    Inter

    company
    Total

    Balance sheet as of December 31, 2022

    Property plant and equipment intangible assets
    net
      30
                                            885
      87
                                            833
      11
                                            525
      8
                                            120
      669
      –
      139
                                            032

    Investments & loans in equity affiliates
      20
                                            869
      2
                                            138
      4
                                            431
      451
      –
      –
      27
                                            889

    Other non-current assets
      3
                                            669
      3
                                            069
      570
      1
                                            050
      130
      –
      8
                                            488

    Inventories, net
      4
                                            148
      1
                                            260
      12
                                            888
      4
                                            640
      -
      -
      22
                                            936

    Accounts receivable, net
      23
                                            625
      7
                                            312
      19
                                            297
      8
                                            482
      1
                                            407
      (35
                                            745 )
      24
                                            378

    Other current assets
      34
                                            257
      6
                                            347
      2
                                            410
      3
                                            787
      2
                                            455
      (13
                                            186 )
      36
                                            070

    Accounts payable
      (26
                                            727 )
      (6
                                            298 )
      (30
                                            673 )
      (12
                                            082 )
      (1
                                            313 )
      35
                                            747
      (41
                                            346 )

    Other creditors and accrued liabilities
      (35
                                            735 )
      (11
                                            452 )
      (7
                                            215 )
      (5
                                            115 )
      (5
                                            942 )
      13
                                            184
      (52
                                            275 )

    Working capital
      (432 )
      (2
                                            831 )
      (3
                                            293 )
      (288 )
      (3
                                            393 )
      –
      (10
                                            237 )

    Provisions and other non-current liabilities
      (5
                                            250)
      (24
                                            633 )
      (3
                                            760 )
      (1
                                            303)
      694
      –
      (34
                                            252 )

    Assets and liabilities classified as held for sale
      155
      208
      –
      –
      –
      –
      363

    Capital Employed (Balance sheet)
      49
                                            896
      65
                                            784
      9
                                            473
      8
                                            030
      (1
                                            900 )
      –
      131
                                            283

    Less inventory valuation effect
      –
      –
      (2
                                            035 )
      (437 )
      –
      –
      (2
                                            472 )

    Capital Employed
      49
                                            896
      65
                                            784
      7
                                            438
      7
                                            593
      (1
                                            900 )
      –
      128
                                            811

    Balance sheet as of December 31, 2021

    Property plant and equipment intangible assets net
      31
                                            525
      86
                                            418
      11
                                            884
      8
                                            578
      638
      -
      139
                                            043

    Investments & loans in equity affiliates
      20
                                            501
      6
                                            337
      3
                                            729
      486

      -
      31
                                            053

    Other non-current assets
      3
                                            359
      4
                                            441
      608
      1
                                            105
      308
      -
      9
                                            822

    Inventories, net
      3