Securities Law & Instruments

Headnote

MutualReliance Review System for Exemptive Relief Applications - grantedexemptive relief from the requirement to concurrently send itsAnnual Financial Statements to its security holders at the timeof filing the Annual Financial Statements.

ApplicableOntario Statutes

SecuritiesAct, R.S.O. 1990, c.S.5, as amended, ss. 6(3), s.77(1), 79, 80(b)(iii).

INTHE MATTER OF

THESECURITIES LEGISLATION

OFALBERTA, ONTARIO, BRITISH COLUMBIA,

MANITOBA,NOVA SCOTIA,

SASKATCHEWANAND NEWFOUNDLAND

AND

INTHE MATTER OF

THEMUTUAL RELIANCE REVIEW SYSTEM

FOREXEMPTIVE RELIEF APPLICATIONS

AND

INTHE MATTER OF

TALISMANENERGY INC.

MRRSDECISION DOCUMENT

WHEREASthe local securities regulatory authority or regulator (the"Decision Maker") in each of Alberta, Ontario, British Columbia,Manitoba, Nova Scotia, Saskatchewan and Newfoundland has receivedan application from Talisman Energy Inc. ("Talisman") for adecision under the securities legislation of the Jurisdictions(the "Legislation") that the requirement contained in the Legislationfor Talisman to send to its shareholders its comparative annualaudited financial statements and the auditors' report thereonrelating to its financial year ended December 31, 2001 (the"2001 Financial Statements") concurrently with the filing ofthe 2001 Financial Statements as required by the Legislationshall not apply to Talisman on the basis below;

ANDWHEREAS under the Mutual Reliance Review System forExemptive Relief Applications (the "System"), the Alberta SecuritiesCommission is the principal regulator for this application;

ANDWHEREAS Talisman has represented to the Decision Makersthat:

1.Talisman is a company incorporated under the Canada BusinessCorporations Act with a head office located in Calgary,Alberta.

2.Talisman is an international upstream oil and gas company withinterests in Canada, the North Sea, Indonesia, Malaysia/Vietnam,Sudan and certain other countries.

3.The authorized share capital of Talisman consists of an unlimitednumber of common shares without nominal or par value and firstand second preferred shares.

4.The Common Shares of Talisman are listed and posted for tradingon the Toronto Stock Exchange and the New York Stock Exchange.

5. Talismanis a reporting issuer in each of the following provinces and territorieswhich incorporates such a concept in its legislation: Alberta,Ontario, British Columbia, Manitoba, Nova Scotia, Saskatchewan,Newfoundland, Quebec, New Brunswick, Prince Edward Island, NorthwestTerritories, Nunavut, and the Yukon.

6. To its knowledge,Talisman is not in default of any requirements of the applicablesecurities legislation in any of the provinces or territoriesin which it is a reporting issuer.

7. Talisman is preparingits 2001 Financial Statements.

8. Talisman will issue,substantially concurrently with the filing of the 2001 FinancialStatements with the Decision Makers, a press release that willbe posted on Talisman's web site and will include disclosure relatingto the 2001 Financial Statements. The press release will specificallyinclude: (i) the approximate date on which the 2001 FinancialStatements will be mailed to Talisman's shareholders; and (ii)a statement that any Talisman shareholder entitled to receivethe 2001 Financial Statements may obtain a copy of the 2001 FinancialStatements in advance upon request to Talisman.

9. The 2001 FinancialStatements will be available for dissemination to shareholdersprior to the time that Talisman's Notice of Meeting and ManagementProxy Circular in respect of its 2002 Annual Meeting of Shareholderswill be sent to shareholders in accordance with the applicableprovisions of the Canada Business Corporations Act andNational Policy Statement No. 41.

10. Talisman proposesto deliver the 2001 Financial Statements to the shareholders ofTalisman entitled to receive them concurrently with the Noticeof Meeting and Management Proxy Circular for the 2002 Annual Meetingof Shareholders and, in any event, not later than the last dateupon which they could have been filed with the Decision Makersin compliance with the Legislation.

AND WHEREASunder the System, this MRRS Decision Document evidences the decisionof each Decision Maker (collectively, the "Decision");

AND WHEREASeach of the Decision Makers is satisfied that the test containedin the Legislation that provides the Decision Maker with the jurisdictionto make the Decision has been met;

The Decision of theDecision Makers under the Legislation is that the requirementcontained in the Legislation requiring Talisman to concurrentlysend to its shareholders the 2001 Financial Statements filed withthe Decision Makers pursuant to the Legislation shall not applyto Talisman provided that:

1. Talisman issues,substantially concurrently with the filing of the 2001 FinancialStatements with the Decision Makers, a press release that willbe posted on Talisman's web site, disseminated via a Canadiannewswire service and filed on SEDAR and will include:

(i) the approximatedate on which the 2001 Financial Statements will be mailed toTalisman's shareholders; and

(ii) a statement thatany Talisman shareholder entitled to receive the 2001 FinancialStatements may obtain a copy of the 2001 Financial Statementsin advance upon request to Talisman or; alternatively, securityholderswill be able to access the 2001 Financial Statements on the websitemaintained by the Canadian securities regulators (www.sedar.com);and

2. Talisman sendsthe 2001 Financial Statements to the shareholders of Talismanentitled to receive them in accordance with the procedures outlinedin National Policy Statement No. 41 and, in any event, not laterthan the last date upon which they could have been filed withthe Principal Regulator and the Non-Principal Regulators incompliance with the Legislation.

March6, 2002.

"AgnesLau"