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Canadian 88 Completes Restructuring, Adds Production and Reserves.


Business Editors

CALGARY Calgary (kăl`gərē), city (1991 pop. 710,677), S Alta., Canada, at the confluence of the Bow and Elbow rivers. The largest city in Alberta and the fastest-growing major city in Canada, Calgary is a corporate, transportation, and financial , Alberta--(BUSINESS WIRE)--Nov. 27, 2001

Canadian Canadian (kənā`dēən), river, 906 mi (1,458 km) long, rising in NE New Mexico. and flowing E across N Texas and central Oklahoma into the Arkansas River in E Oklahoma.  88 Energy Corp. (AMEX AMEX

See: American Stock Exchange
:EEE EEE eastern equine encephalomyelitis.

EEE

eastern equine encephalomyelitis.
)(TSE See Tokyo Stock Exchange.

TSE

1. See Tokyo Stock Exchange (TSE).

2. See Toronto Stock Exchange (TSE).
:EEE.)

Cash Flow Increases 391 Percent


                            Three Months ended    Nine Months ended
                               September 30,        September 30,
                               2001     2000        2001     2000
-------------------------------------------------------------------
 FINANCIAL ($mm)
  Oil and gas revenue       $  22.5  $  21.8     $ 129.6  $  74.6
  Cash flow from operations     7.5      2.3        63.5     12.9
  Earnings (loss) for
   the period                (174.1)    (5.2)     (154.8)   (12.0)
 PER SHARE ($)
  Cash flow from
   operations                  0.06     0.02        0.47     0.10
  Earnings (loss) for
   the period                 (1.30)   (0.04)      (1.16)   (0.10)
  Average number of shares
   outstanding (millions)                          133.7    125.0
 PRODUCTION
  Natural gas (mmcf/d)         58.7     72.4        63.6     83.6
  Crude oil and
   liquids (mb/d)               2.0      2.0         2.0      2.3
  Oil equivalent
   @ 6:1 (mboe/d)              11.8     14.1(a)     12.6(a)  16.2(a)
-------------------------------------------------------------------
-------------------------------------------------------------------

(a) Includes production from Waterton assets divested effective April
    27, 2001


During a quarter of weak natural gas prices, Canadian 88 tripled its cash flow over the year ago period while continuing on track to achieve a year over year increase in production and reserves. Cash flow for the nine months increased 391 percent over the same period in 2000.

The Company achieved third quarter production of 58.7 mmcf/d of sales gas and 2,048 b/d b/d
abbr.
barrels per day
 of crude oil and natural gas liquids or 11,830 boe/d (natural gas converted at 6:1) compared to second quarter production of 11,300 boe/d net of volumes associated with the Waterton Waterton may refer to:
  • Waterton Lake, Waterton Lakes National Park or Waterton Village in Alberta, Canada
  • Waterton-Glacier International Peace Park in Canada and the United States
  • Charles Waterton, an English naturalist
  • Waterton, Aberdeenshire in the UK
 and Caroline Car·o·line  
adj.
Relating to the life and times of Charles I or Charles II of England.



[Medieval Latin Carol
 sales transaction.

"We expect to exit 2001 producing approximately 13,100 boe/d," says Joe Pritchett Pritch·ett   , Sir V(ictor) S(awdon) 1900-1997.

British writer of novels, literary criticism, and most notably, short stories.
, President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. . "We are adding production from Olds, Lone Pine Creek Pine Creek may refer to:
  • In Colorado, USA
  • Pine Creek High School
  • Pine Creek Golf Course (Colorado Springs)
  • In Illinois, USA
 and High River/Medallion. Several wells, including the recently announced Blackstone Blackstone, river, c.50 mi (80 km) long, rising near Worcester, Mass., and flowing SE to Narragansett Bay at Providence, R.I. The river's clean water was a major factor in the early development of the area's textile industry.  well, will be put on production in 2002."

In addition to steadily increasing production, the Company announced that Gilbert Laustsen Jung Jung , Carl Gustav 1875-1961.

Swiss psychiatrist who founded analytical psychology and came up with the concepts of extraversion and introversion and the notion of the collective unconscious.
 Associates Ltd., a highly respected Canadian engineering evaluation firm, has completed a preliminary independent reserve evaluation. The evaluation includes performance data to November November: see month.  8 but excludes all wells drilled in the fourth quarter. The evaluation indicates total proved reserves proved reserves

The quantity of minerals expected to be recoverable under current economic and operating conditions. The amount of proved reserves is important in valuing the stock of a company with significant holdings in natural resources.
 of 41.4 million barrels of oil equivalent (mmboe, using a six to one gas to oil conversion ratio) as of September September: see month.  30, 2001. During the first nine months of 2001, the Company added 7.1 mmboe of proved reserves which more than offset the production of 2.9 mmboe resulting in a production replacement ratio of 245 percent during the period.

In accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[]

As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh.
 with Canadian GAAP GAAP

See: Generally Accepted Accounting Principles


GAAP

See generally accepted accounting principles (GAAP).
, the Company performed a ceiling test on its oil and gas assets at September 30, 2001. Based on the September 30 natural gas price of $1.95 per mcf, the Company elected to take a $245 million pre-tax pre-tax adjanterior al impuesto

pre-tax adjavant impôt(s)

pre-tax adjal lordo d'imposta 
 ($170.8 million after tax) write down of its carrying value Carrying Value

Also know as "book value," it is a company's total assets minus intangible assets and liabilities, such as debt.

Notes:
This is different than market value, as it can be higher or lower depending on the circumstances.
 of those assets. The write down is a non-cash accounting charge which impacts current earnings but has no affect on cash flow or the value of the Company's assets. The balance sheet remains strong and future earnings will improve significantly as a result of this one-time one-time
adj.
1. or one·time
a. Occurring or undertaken only once: a one-time winner in 1995.

b.
 charge. Due principally to this write down, the Company reported a third quarter loss of $174.1 million, for a nine-month loss of $154.8 million.

"Natural gas price levels at the end of the third quarter enabled the Company to make a reasonable and timely adjustment to the book value of its asset base. We believe this decision reflects our commitment to conservative reporting and should position us for sustainable profitability in the future," says Don Gardner Don Gardner is an American rhythm and blues drummer and vocalist.

Born in Philadelphia, Gardner had formed his own group, the Sonotones, in 1953, but teamed up with Dee Dee Ford in the early 1960s to have his biggest successes.
, CFO See Chief Financial Officer. .

On August 24, 2001 Canadian 88, Canadian Superior Energy Inc. and Greg GREG Great Egg Harbor National Scenic and Recreational River (US National Park Service)  Noval announced that all issues and litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute.

When a person begins a civil lawsuit, the person enters into a process called litigation.
 between them had been fully settled. This resolution completes the full separation of Canadian 88 and Canadian Superior which began in January January: see month.  2000 and allows Canadian 88 to focus entirely on developing its substantial inventory of natural gas prospects.

OPERATIONS REVIEW

In the first nine months of 2001 Canadian 88 drilled 69 gross (46.1 net) wells in the Olds, Lone Pine Creek, Ricinus Ricinus /Ric·i·nus/ (ris´i-nus) a genus of plants, including R. commu´nis, or castor oil plant, the seeds of which afford castor oil. See also ricin. , High River/Medallion, Three Hills, Twinning and Blackstone areas with an overall 85 percent success rate. The Company drilled 51 exploitation wells (98% success) and 18 exploration wells (50% success). The Company operated 50 of these wells and participated in 19 joint venture wells.

The exploration team continues to develop an inventory of drilling opportunities within established areas, including Strachan Strachan is a surname, and may refer to:
  • Andy Strachan drummer
  • Douglas Strachan Scottish designer of stained glass windows
  • Gavin Strachan footballer
  • Gordon Strachan Scottish footballer and manager
  • Gordon C.
 and Olds. Outside these areas, the team plans a deep Swan swan, common name for a large aquatic bird of both hemispheres, related to ducks and geese. It has a long, gracefully curved neck and an extremely long, convoluted trachea which makes possible its far-carrying calls.  Hills test in the Ram area in 2002. Canadian 88 has initiated a program to pool its lands at Raven raven, common name for the largest member of the family Corvidae (crow family), ranging throughout the arctic and temperate regions of the Northern Hemisphere. The raven, Corvus corax, is a glossy black scavenging bird about 26 in. , another deep Swan Hills prospect, with a competitor's acreage and drill a joint well in 2002. The Company expects to drill two Leduc Leduc (lədk`), town (1991 pop. 13,970), central Alta., Canada, S of Edmonton. It is the center of the Leduc oil field (discovered 1947), which is now mostly depleted.  wells at Willisden Green as soon as surface land issues are addressed. As well, initiatives are underway to expand existing core areas at Blackstone, and High River/ Medallion and to establish new core areas at Edson, Little Horse and Pangman.

Blackstone

In September, the Company announced that the step-out development well in the Blackstone Devonian Swan Hills gas pool had reached TD of 4,788 meters (15,709 feet), and had logged 30 meters of highly porous porous /por·ous/ (por´us) penetrated by pores and open spaces.

po·rous
adj.
1. Full of or having pores.

2. Admitting the passage of gas or liquid through pores.
 dolomite dolomite (dō`ləmīt', dŏl`ə–).

1 Mineral, calcium magnesium carbonate, CaMg (CO3)2.
 gas pay. The well, located 3 kilometers (1.9 miles) from other wells in the pool, encountered the top of the gas zone 75 meters (246 feet) higher than any previous well. On November 6, Canadian 88 announced the successful completion and production testing of the well. Test flow rates, while restricted by the terms of the flaring flare  
v. flared, flar·ing, flares

v.intr.
1. To flame up with a bright, wavering light.

2. To burst into intense, sudden flame.

3.
a.
 permit, averaged 9.8 mmcf/d on a 5/8 inch choke (jargon) choke - To fail to process input or, more generally, to fail at any endeavor.

E.g. "NULs make System V's "lpr(1)" choke." See barf, gag.
. Subsequent build-up build·up also build-up  
n.
1. The act or process of amassing or increasing: a military buildup; a buildup of tension during the strike.

2.
 tests indicated an estimated production rate of 45 mmcf/d at pipeline pressure. This well is clearly one of the most prolific wells drilled in Alberta this year. The Company holds adjacent acreage (75% W.I.) and plans to drill a second well in 2002.

Olds/Lone Pine Area

Canadian 88 participated in 8 gross (4 net) wells in the third quarter, with all 8 wells cased and in the process of being completed and tied in. Third quarter production from this area averaged 34.6 mmcf/d natural gas and 988 bbl/d NGL NGL - A dialect of IGL. .

The Company drilled two Wabamun wells (100% W.I.) during the quarter. One is completed and expected to be on production in the fourth quarter and the second will be completed and evaluated by year end. Six shallow Viking, Pekisko and Belly belly /bel·ly/ (bel´e)
1. abdomen.

2. venter (1).


bel·ly
n.
1. See abdomen.

2. The stomach.

3. The womb; the uterus.
 River sweet gas wells were drilled and cased and are being evaluated.

High River Medallion Area

Canadian 88 drilled 11 gross (9 net) wells in the area during the quarter with an 81 percent success rate. Third quarter production averaged 1.2 mmcf/d from the area. Current production is 2.5 mmcf/d (sales). The Company estimates that it currently has approximately 4 mmcf/d of production capability behind pipe.

An asset swap Asset Swap

Similar in structure to a plain vanilla swap, the key difference is the underlying of the swap contract. Rather than regular fixed and floating loan interest rates being swapped, fixed and floating investments are being exchanged.
 with a major industry partner in the Medallion/High River area has enabled the Company to extend its shallow Belly River gas trend while leveraging the Company's exposure to the deeper more expensive Basal basal /ba·sal/ (ba´s'l) pertaining to or situated near a base; in physiology, pertaining to the lowest possible level.

ba·sal
adj.
1.
 Quartz quartz, one of the commonest of all rock-forming minerals and one of the most important constituents of the earth's crust. Chemically, it is silicon dioxide, SiO2.  gas play. Through this transaction, Canadian 88 gained access to significant undeveloped land and established a sound working relationship with a major industry partner. Currently the Company has over 30 Belly River locations as well as 10 Basal Quartz locations in its inventory of opportunity.

East Coast Offshore

Canadian 88 and its partner, Kerr-McGee Corporation, are interpreting extensive 3D and 2D seismic over the leases to enable drill site selection and evaluation of drilling options. Kerr-McGee, as operator, has opened a Halifax office and is well advanced in its permitting schedule towards the current objective of drilling a well in the second half of 2002. However, as rig availability and opportunities to share mobilization mobilization

Organization of a nation's armed forces for active military service in time of war or other national emergency. It includes recruiting and training, building military bases and training camps, and procuring and distributing weapons, ammunition, uniforms,
 and other costs - key factors in timing and economics - are expected to be more favourable in 2003, the decision may be taken to defer de·fer 1  
v. de·ferred, de·fer·ring, de·fers

v.tr.
1. To put off; postpone.

2. To postpone the induction of (one eligible for the military draft).

v.intr.
 drilling until then. Industry interest in the area remains high, with strong bids in a recent offshore land sale and several wells proposed for 2002-3. These factors reflect favourably on Canadian 88's 50 percent working interests in four exploration licenses totaling 1.5 million acres along the Scotian Slope.

MANAGEMENT'S DISCUSSION AND ANALYSIS Management's discussion and analysis (MD&A)

A report from management to shareholders that accompanies the firm's financial statements in the annual report. It explains the period's financial results and enables management to discuss topics that may not be apparent in the financial


The Company reported cash flow of $63.5 million for the nine months ended September 30, 2001, up 391 percent from the $12.9 million reported a year earlier. Third quarter cash flow totaled $7.5 million, more than three times the $2.3 million reported in third quarter 2000. A loss of $174.1 million and $154.8 million for the three and nine month periods reflect the impact of the $245 million capital asset write down taken during the third quarter.

Oil and gas revenues of $22.5 million for the quarter and $129.6 million for the first nine months were up from $21.8 million and $74.6 million respectively in 2000. The year-to-date Year-to-date (YTD)

The period beginning at the start of the calendar year up to the current date.
 gas price of $6.34 per mcf is up 186 percent from the same period in 2000, reflecting the absence of the gas hedge in Verb 1. hedge in - enclose or bound in with or as it with a hedge or hedges; "hedge the property"
hedge

inclose, shut in, close in, enclose - surround completely; "Darkness enclosed him"; "They closed in the porch with a fence"
 place last year. Even with lower commodity prices, the third quarter gas price achieved of $3.22 per mcf was up 48 percent from the same period in 2000.

Natural gas production of 58.7 mmcf/d and 63.6 mmcf/d for the three and nine month periods ending September 30, 2001 are down 19 percent and 24 percent respectively from the same periods in 2000, because of the sale of non-core assets and Waterton. Production, revenues, royalties, operating costs operating costs nplgastos mpl operacionales  and depletion depletion n. when a natural resource (particularly oil) is being used up. The annual amount of depletion may, ironically, provide a tax deduction for the company exploiting the resource because if the resource they are exploiting runs out, they will no longer be able  associated with the Waterton property have been included in the Company's reported results until the actual closing date of April 27, 2001. During the first four months of 2001, production from Waterton averaged 15.2 mmcf/d of natural gas and 46 b/d of NGLs. Waterton contributed $10.7 million of operating cash flow Operating cash flow

Earnings before depreciation minus taxes. Measures the cash generated from operations, not counting capital spending or working capital requirements.
 before G&A, interest and taxes to the results for the nine months ended September 30, 2001. The Company's natural gas production, excluding Waterton, was 55.9 mmcf/d and 56.1 mmcf/d for the three and six month periods ending June 30, 2001, respectively. The Company's NGL revenues remained stable in 2001 compared to a year earlier as prices slightly offset product ion declines.

Royalty expense was $31.1 million for the first nine months of 2001, compared to $18.5 million during the same period in 2000, reflecting higher average provincial reference prices upon which natural gas royalties are based. Operating costs of $19.5 million are down slightly from $21.1 million in 2000, reflecting the sale of Waterton properties earlier in the year. Depletion and amortization expenses totalled $38.2 million in the first nine months, up $10 million from 2000, due to the downward revision of reserve estimates at January 1, 2001. As a result of the $245 million asset write down the Company anticipates a go-forward depletion rate of approximately $6/boe (6:1) down from the third quarter rate of $11.65/boe.

G&A expenses of $4.3 million for the first nine months of 2001 are unchanged from the same period in 2000 as are third quarter 2001 G&A expenses of $1.2 million. The Company also incurred a one time $1.8 million expense incurred during the third quarter in responding to a merger proposal and the requisition A written demand; a formal request or requirement. The formal demand by one government upon another, or by the governor of one state upon the governor of another state, of the surrender of a fugitive from justice. The taking or seizure of property by government.  of a special shareholders meeting - both of which were subsequently withdrawn - and the settlement of all related issues and litigation.

Third quarter interest costs were $2.1 million, down from the $5.2 million reported for the third quarter of 2000, reflecting the significant reduction of Canadian 88's long-term debt Long-Term Debt

Loans and financial obligations lasting over one year.

Notes:
For example debts obligations such as bonds and notes which have maturities greater than one year would be considered long-term debt.
 following the closing of the Waterton and Caroline sales in April, 2001.

The Company has negotiated a new $85 million senior credit facility with a Canadian bank which closed on November 16, 2001. Funds were drawn to repay the outstanding balance of the senior subordinated notes which will immediately reduce interest expense by approximately $240,000 per month.

OUTLOOK

The uncertainty that has gripped the world since the events of September 11, 2001 makes it difficult to gauge supply and demand for oil and gas. Nonetheless, Canadian 88 has put its house in order, both operationally and financially, and positioned itself for growth - regardless of short-term Short-term

Any investments with a maturity of one year or less.


short-term

1. Of or relating to a gain or loss on the value of an asset that has been held less than a specified period of time.
 uncertainties.

Canadian 88 expects capital expenditures to total approximately $111 million in 2001. In addition to our aggressive exploitation and exploration programs, we remain diligent dil·i·gent  
adj.
Marked by persevering, painstaking effort. See Synonyms at busy.



[Middle English, from Old French, from Latin d
 in the pursuit of meaningful acquisitions to complement our existing core areas, should the opportunity arise. The Board of Directors expects to announce the 2002 capital program by mid-December. The Board and Management are taking a conservative view of price forecasts and plan to live within cash flow in 2002, with the exception of potential acquisitions, which will be funded separately.

As well, we remain optimistic op·ti·mist  
n.
1. One who usually expects a favorable outcome.

2. A believer in philosophical optimism.



op
 that we can exit the year at or near our production target of approximately 13,100 boe/d, up from 11,400 boe/d at the beginning of the third quarter.

Headquartered in Calgary, Alberta, Canada, Canadian 88 Energy Corp. (EEE) is an independent public oil and gas Company with shares listed on the Toronto and American Stock Exchanges This is a list of American stock exchanges. Stock exchanges in Latin America (where Spanish and Portuguese prevail) use the term Bolsa de Valores, meaning 'bag' or 'purse' of 'values'. . The information contained herein has neither been approved nor disapproved by the respective exchanges.

Forward-Looking Information

This release contains statements that constitute forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 within the meaning of Section 27A of the Securities Act of 1993 and Section 21 of the Securities Exchange Act of 1934 and are subject to the safe harbour provisions of those sections and the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties including those described in our filings with Canadian and U.S. securities commissions, and that the actual results or developments may differ materially from those in the forward-looking statements as a result of various factors. We have based these forward-looking statements on information currently available and disclaim dis·claim  
v. dis·claimed, dis·claim·ing, dis·claims

v.tr.
1. To deny or renounce any claim to or connection with; disown.

2. To deny the validity of; repudiate.

3.
 any intention or obligation to update or revise any forward-looking statement.


Consolidated Balance Sheets

                                       September 30    December 31
(In thousands of dollars)                      2001           2000
------------------------------------------------------------------
ASSETS (unaudited)
Current assets
 Accounts receivable                   $     10,616   $     23,845
 Prepaid expenses and deposits                5,290          8,690
 Assets held for resale (note 2)                  -        170,175
------------------------------------------------------------------
                                             15,906        202,710
Other assets                                  6,751          6,871
Oil and gas assets (notes 2 and 3)          220,016        404,583
------------------------------------------------------------------
                                       $    242,673   $    614,164
                                       ---------------------------
                                       ---------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
 Accounts payable and
  accrued liabilities                  $     22,849   $     34,547
 Current portion of long-term debt                -        170,155
------------------------------------------------------------------
                                             22,849        204,702
Long-term debt (note 4)                      61,893         29,000
Future income taxes                               -         68,080
Provision for future site restoration         2,966          2,588
------------------------------------------------------------------
                                             87,708        304,370
------------------------------------------------------------------
SHAREHOLDERS' EQUITY
Share capital (note 5)                      307,887        307,951
Retained earnings (deficit)                (152,922)         1,843
------------------------------------------------------------------
                                            154,965        309,794
------------------------------------------------------------------
                                       $    242,673   $    614,164
                                       ---------------------------
                                       ---------------------------
Weighted average shares outstanding     133,694,159    127,118,130
------------------------------------------------------------------
See accompanying notes to consolidated financial statements.



Consolidated Statements of Earnings (Loss) and
 Retained Earnings (Deficit)

Unaudited                    Three months ended   Nine months ended
(In thousands of dollars,        September 30        September 30
 except per share amounts)      2001      2000      2001      2000
------------------------------------------------------------------
Revenue
 Oil and gas               $  22,546 $  21,765 $ 129,641 $  74,615
 Royalties, net of Alberta
  Royalty Tax Credit          (4,412)   (5,189)  (31,097)  (18,464)
------------------------------------------------------------------
                              18,134    16,576    98,544    56,151
------------------------------------------------------------------
Expenses
 Operating                     6,049     7,740    19,457    21,086
 Interest on long-term debt    2,090     5,244    11,846    14,874
 General and administrative    1,190     1,029     4,318     4,363
 Depletion, depreciation
  and amortization            12,672     8,431    38,191    28,182
 Write down of oil and
  gas assets (note 3)        245,000         -   245,000         -
 Restructuring
  costs (note 6)               1,762         -     2,119     4,104
------------------------------------------------------------------
                             268,763    22,444   320,931    72,609
------------------------------------------------------------------
Operating earnings (loss)
 before income taxes        (250,629)   (5,868) (222,387)  (16,458)
Income taxes
 Current                        (137)      285       451     1,093
 Future (reduction)          (76,373)     (930)  (68,073)   (5,590)
------------------------------------------------------------------
                             (76,510)     (645)  (67,622)   (4,497)
------------------------------------------------------------------
Net earnings (loss)         (174,119)   (5,223) (154,765)  (11,961)
Retained earnings,
 beginning of period          21,197     8,785     1,843    19,323
Change in accounting policy        -         -         -    (3,800)
------------------------------------------------------------------
Retained earnings
 (deficit), end of period  $(152,922)$   3,562 $(152,922)$   3,562
                           ---------------------------------------
                           ---------------------------------------
Earnings (loss) per share  $   (1.30)$   (0.04)$   (1.16)$   (0.10)
                           ---------------------------------------
                           ---------------------------------------
Diluted earnings (loss)
 per share                 $   (1.30)$   (0.04)$   (1.16)$   (0.10)
                           ---------------------------------------
                           ---------------------------------------
See accompanying notes to consolidated financial statements.



Consolidated Statements of Cash Flows

Unaudited                    Three months ended   Nine months ended
(In thousands of dollars,        September 30        September 30
 except per share amounts)      2001      2000      2001      2000
------------------------------------------------------------------
Cash provided by (used in)
OPERATIONS
 Net earnings (loss)       $(174,119)$  (5,223)$(154,765)$ (11,961)
 Actual site restoration
  costs incurred                (297)        -      (297)     (185)
 Items not involving cash
  Depletion, depreciation
   and amortization           12,672     8,431    38,191    28,182
  Future income taxes
   (reduction)               (76,373)     (930)  (68,073)   (5,590)
  Restructuring
   costs (note 6)                  -         -         -     2,473
  Write down of oil and
   gas assets                245,000         -   245,000         -
  Amortization of loan
   placement fees                664         -     3,417         -
------------------------------------------------------------------
 Funds from operations         7,547     2,278    63,473    12,919
 Changes in non-cash
  working capital              5,037      (644)    2,559    (6,977)
------------------------------------------------------------------
                              12,584     1,634    66,032     5,942
------------------------------------------------------------------
FINANCING
 Issue of common shares            -       642     1,189    51,127
 Repurchase of
  common shares               (1,260)        -    (1,260)        -
 Increase (decrease) in
  long-term debt              25,746   (16,100) (137,262)  (60,100)
------------------------------------------------------------------
                              24,486   (15,458) (137,333)   (8,973)
------------------------------------------------------------------
INVESTMENTS
 Exploration and
  development expenditures   (34,614)  (24,877)  (95,656)  (45,099)
 Sale of oil and
  gas assets (note 2)              -    20,473   167,882    42,264
 Reduction (increase)
  in other assets                (48)        -       120       343
------------------------------------------------------------------
                             (34,662)   (4,404)   72,346    (2,492)
Changes in non-cash
 working capital              (2,408)   11,436    (1,045)   10,938
------------------------------------------------------------------
                             (37,070)    7,032    71,301     8,446
------------------------------------------------------------------
Change in cash and
 short-term deposits               -    (6,792)        -     5,415
Cash and short-term
 deposits, beginning
 of period                         -    12,207         -         -
------------------------------------------------------------------
Cash and short-term
 deposits, end of period   $       - $   5,415 $       - $   5,415
                           ---------------------------------------
                           ---------------------------------------
Funds from operations
 per share                 $    0.06 $    0.02 $    0.47 $    0.10
                           ---------------------------------------
                           ---------------------------------------
Diluted funds from
 operations per share      $    0.06 $    0.02 $    0.47 $    0.10
                           ---------------------------------------
                           ---------------------------------------
See accompanying notes to consolidated financial statements.



Highlights

                                  Three months ended September 30
                                 2001          2000       % Change
                           ---------------------------------------

FINANCIAL (000's except
 per share data)
Production revenues        $   22,546    $   21,765              4
Cash flow from operations  $    7,547    $    2,278            231
Net earnings (loss)        $ (174,119)   $   (5,223)        -3,233
PER SHARE
Cash flow from operations  $     0.06    $     0.02            200
Net earnings (loss)        $    (1.30)   $    (0.04)        -3,150
Average common
 shares (000's)
                           ---------------------------------------

OPERATIONAL

PRODUCTION VOLUMES
Crude oil (bbls/d)                491           519             -5
Natural gas
 liquids (bbls/d)               1,557         1,473              6
Oil & NGLs (bbls/d)             2,048         1,992             -3
Natural gas (mmcf/d)             58.7          72.4            -19

SALES PRICES
Crude oil ($/bbl)          $    28.65    $    37.45            -23
Natural gas
 liquids ($/bbl)           $    32.50    $    39.97            -19
Oil & NGLs ($/bbl)         $    31.58    $    39.31            -20
Natural gas ($/mcf)        $     3.22    $     2.17             48

CAPITAL EXPENDITURES (000's)
Exploration and
 development               $   24,294    $   15,279             59
Plants, facilities
 and pipelines             $    4,324    $    5,636            -23
Land and lease             $    5,996    $    3,962             51
                           ---------------------------------------
                           $   34,614    $   24,877             39
                           ---------------------------------------
                           ---------------------------------------



                                  Nine months ended September 30
                                 2001          2000       % Change
                           ---------------------------------------

FINANCIAL (000's except
 per share data)
Production revenues        $  129,641    $   74,615             74
Cash flow from operations  $   63,473    $   12,919            391
Net earnings (loss)        $ (154,765)   $  (11,961)        -1,194
PER SHARE
Cash flow from operations  $     0.47    $     0.10            370
Net earnings (loss)        $    (1.16)   $    (0.10)        -1,060
Average common
 shares (000's)               133,694       125,006              7
                           ---------------------------------------

OPERATIONAL

PRODUCTION VOLUMES
Crude oil (bbls/d)                381           503            -24
Natural gas
 liquids (bbls/d)               1,659         1,772             -6
Oil & NGLs (bbls/d)             2,040         2,275            -10
Natural gas (mmcf/d)             63.6          83.6            -24

SALES PRICES
Crude oil ($/bbl)          $    26.22    $    35.46            -26
Natural gas
 liquids ($/bbl)           $    39.31    $    36.70              7
Oil & NGLs ($/bbl)         $    36.86    $    36.41              1
Natural gas ($/mcf)        $     6.34    $     2.22            186

CAPITAL EXPENDITURES (000's)
Exploration and
 development               $   71,557    $   27,513            160
Plants, facilities
 and pipelines             $   13,754    $   11,068             24
Land and lease             $   10,345    $    6,518             59
                           ---------------------------------------
                           $   95,656    $   45,099            112
                           ---------------------------------------
                           ---------------------------------------
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