Securities Law & Instruments


Issuerdeemed to have ceased to be reporting issuer under Section 83of the Securities Act - Issuer has one beneficial security holder.

ApplicableOntario Statutory Provisions

SecuritiesAct, R.S.O. 1990, c.S.5, as am., ss. 1(1), 6(3) and 83.










WHEREASthe Ontario Securities Commission (the "Commission")has received an application from Hornet Energy Ltd. ("Hornet")for an order under section 83 of the Act that Hornet be deemedto have ceased to be a reporting issuer under the Act;

ANDWHEREAS it is being represented to the Commission that:

1.Hornet was incorporated under the Canada Business CorporationsAct (the "CBCA") on April 25, 1989, as 167814Canada Inc. On July 7, 1999 Hornet filed a Certificate of Amendmentto change its name to Hornet Energy Ltd.

2.The head office of the Corporation is located in Calgary, Alberta.

3.Hornet has been deemed to have ceased to be a reporting issuerin the provinces of British Columbia pursuant to BC Instrument11-502 on October 11, 2001, and in Alberta and Quebec pursuantto an MRRS Decision Document dated October 18, 2001.

4.Hornet is a reporting issuer in the province of Ontario and isnot in default of any requirements of the Act, other than itsfailure to file interim financial statements for the financialperiods ended June 30, 2001 and September 30, 2001. Common sharesin the capital of Hornet (the "Hornet Shares")were listed for trading on The Toronto Stock Exchange, and subsequentlywere delisted on August 3, 2001. There are currently no securitiesof Hornet listed on any stock exchange or traded over the counterin Canada or elsewhere.

5.The authorized capital of Hornet consists of an unlimited numberof Hornet Shares, of which 14,549,685 Hornet Shares were issuedand outstanding as of August 30, 2001.

6.Pursuant to an offer to purchase and take-over bid circular datedJune 6, 2001 (the "Offer"), Compton PetroleumAcquisition Corporation, ("Compton"), a whollyowned subsidiary of Compton Petroleum Corporation, offered topurchase all of the issued and outstanding Hornet Shares. Uponthe expiry of the Offer, holders of approximately 91% of the HornetShares had accepted the Offer and on July 16, 2001, Compton tookup and paid for all such Hornet Shares as were deposited underthe Offer.

7.By a notice dated July 26, 2001, Compton acquired all of the remainingHornet Shares pursuant to the compulsory acquisition provisionsof the CBCA.

8.As a result of the Offer and the completion of the compulsoryacquisition, Compton is the sole beneficial security holder ofHornet.

9.Other than the Hornet Shares, Hornet has no other securities,including debt securities, outstanding.

10.It is not the present intention of Hornet to seek public financingby way of an offering of securities.

ANDWHEREAS the Commission being satisfied that to do sowould not be prejudicial to the public interest;

ITIS ORDERED, pursuant to section 83 of the Act, that Hornetis deemed to have ceased to be a reporting issuer under the Act.

April1, 2002.