The Alberta Gazette

Part I

Vol. 102 Edmonton, Saturday, December 30, 2006 No. 24

GOVERNMENT NOTICES

Education

Ministerial Order (#047/2006)

(School Act)

I, Gene Zwozdesky, Minister of Education, pursuant to Sections 219 and 220 of

the School Act, make the Order in the attached Appendix, being The Beaumont

Roman Catholic Separate School District No. 660 Establishment Order.

Dated at Edmonton, Alberta, December 5, 2006.

Gene Zwozdesky, Minister.

APPENDIX

The Beaumont Roman Catholic Separate School District No. 660

Establishment Order

1 Pursuant to Sections 219 and 220 of the School Act, The Beaumont Roman

Catholic Separate School District No. 660 is established.

2 The Beaumont Roman Catholic Separate School District No. 660 shall be

comprised of the following lands which are included in The Beaumont

School District No. 741 and which are properly assessable for separate

school purposes under the provisions of Sections 153 to 160 of the School

Act:

Township 50, Range 23, West of the 4th Meridian

Northwest quarter of

Section 30; West half of

Section 31.

Township 50, Range 24, West of the 4th Meridian

Sections 25 to 29 inclusive; Sections 32 to 36 inclusive; Northeast quarters

of Sections 20 and 30; North halves of Sections 21, 22, 23, and 24.

Township 51, Range 23, West of the 4th Meridian

Sections 5 to 8 inclusive.

Township 51, Range 24, West of the 4th Meridian

Sections 1 to 4 inclusive; Sections 9 to 12 inclusive.

______________

Ministerial Order (#048/2006)

(School Act)

I, Gene Zwozdesky, Minister of Education, pursuant to

Section 239 of the

School Act, make the Order in the attached Appendix, being The Leduc Roman

Catholic Separate School District No. 132 (The St. Thomas Aquinas Roman Catholic

Separate Regional Division No. 38 - Leduc Ward) Boundary Adjustment Order.

Dated at Edmonton, Alberta, December 5, 2006.

Gene Zwozdesky, Minister.

APPENDIX

The Leduc Roman Catholic Separate School District No. 132

(The St. Thomas Aquinas Roman Catholic Separate Regional Division

No. 38 - Leduc Ward)

Boundary Adjustment Order

1 Pursuant to

Section 239 of the School Act, all of the lands are taken from

the following school district and are added to The Leduc Roman Catholic

Separate School District No. 132:

The Beaumont Roman Catholic Separate School District No. 660

2 Pursuant to

Section 239 of the School Act, The Beaumont Roman Catholic

Separate School District No. 660 is dissolved.

3 The Leduc Roman Catholic Separate School District No. 132 (Leduc Ward)

shall be comprised of the following lands:

Township 49, Range 24, West of the 4th Meridian

Sections 30 and 31; West half of

Section 19 lying South of the South

boundary of Plan 904 N.Y.

Township 49, Range 25, West of the 4th Meridian

Sections 13 and 14; Sections 23 to 27 inclusive; Sections 34 to 36 inclusive;

East halves of Sections 15, 22, 28, and 33.

Township 50, Range 23, West of the 4th Meridian

Northwest quarter of

Section 30; West half of

Section 31.

Township 50, Range 24, West of the 4th Meridian

Sections 6 and 7; Sections 18 and 19; Sections 25 to 36 inclusive; North

halves of Sections 20, 21, 22, 23, and 24.

Township 50, Range 25, West of the 4th Meridian

Section 1 to 3 inclusive; Sections 9 to 17 inclusive; Sections 19 to 36

inclusive; North half and Southeast quarter of

Section 18.

Township 50, Range 26, West of the 4th Meridian

Sections 24 and 25;

Section 36; Northeast quarter of

Section 13.

Township 51, Range 23, West of the 4th Meridian

Sections 5 to 8 inclusive.

Township 51, Range 24, West of the 4th Meridian

Sections 1 to 12 inclusive.

Township 51, Range 25, West of the 4th Meridian

Sections 1 to 4 inclusive; Sections 9 to 12 inclusive; Those portions of

Sections 5, 6, 7, and 8 lying South and East of the North Saskatchewan

River.

Township 51, Range 26, West of the 4th Meridian

That portion of

Section 1 lying East of the North Saskatchewan River.

______________

Ministerial Order (#049/2006)

(School Act)

I, Gene Zwozdesky, Minister of Education, pursuant to

Section 239 of the

School Act, make the Order in the attached Appendix, being The Leduc School

District No. 297 (The Black Gold Regional Division No. 18) Boundary Adjustment

Order.

Dated at Edmonton, Alberta, December 5, 2006.

Gene Zwozdesky, Minister.

APPENDIX

The Leduc School District No. 297

(The Black Gold Regional Division No. 18)

Boundary Adjustment Order

1 Pursuant to

Section 239 of the School Act, all of the lands are taken from

the following school districts and are added to The Leduc School District

No. 297:

(

a) The Great West School District No. 486

(

b) The Beaumont School District No. 741

2 Pursuant to

Section 239 of the School Act, the following school districts are

dissolved:

(

a) The Great West School District No. 486

(

b) The Beaumont School District No. 741

3 The Leduc School District No. 297 shall be comprised of the following

lands:

Township 49, Range 24, West of the 4th Meridian

Sections 30 and 31; West half of

Section 19 lying South of the South

boundary of Plan 904 N.Y.

Township 49, Range 25, West of the 4th Meridian

Sections 13 and 14; Sections 23 to 27 inclusive; Sections 34 to 36 inclusive;

East halves of Sections 15, 22, 28, and 33.

Township 50, Range 23, West of the 4th Meridian

Northwest quarter of

Section 30; West half of

Section 31.

Township 50, Range 24, West of the 4th Meridian

Sections 6 and 7; Sections 18 and 19; Sections 25 to 36 inclusive; North

halves of Sections 20, 21, 22, 23, and 24.

Township 50, Range 25, West of the 4th Meridian

Sections 1 to 3 inclusive; Sections 9 to 17 inclusive; Sections 19 to 36

inclusive; North half and Southeast quarter of

Section 18.

Township 50, Range 26, West of the 4th Meridian

Sections 24 and 25;

Section 36; Northeast quarter of

Section 13.

Township 51, Range 23, West of the 4th Meridian

Sections 5 to 8 inclusive.

Township 51, Range 24, West of the 4th Meridian

Sections 1 to 12 inclusive.

Township 51, Range 25, West of the 4th Meridian

Sections 1 to 4 inclusive; Sections 9 to 12 inclusive; Those portions of

Sections 5, 6, 7, and 8 lying South and East of the North Saskatchewan

River.

Township 51, Range 26, West of the 4th Meridian

That portion of

Section 1 lying East of the North Saskatchewan River.

Energy

Production Allocation Unit Agreement

(Mines and Minerals Act)

Notice is hereby given, pursuant to

section 102 of the Mines and Minerals Act, that

the Minister of Energy on behalf of the Crown has executed counterparts of the

agreement entitled "Production Allocation Unit Agreement - Hussar Viking

Agreement" and that the Unit became effective on July 1, 2006.

Alberta Energy and Utilities Board

Union of Utilities

(Public Utilities Act)

Notice is hereby given pursuant to s.109 of the Public Utilities Act, R.S.A. 2000

c. P-45, that the Alberta Energy and Utilities Board has approved the union of the

public utilities, EPCOR Distribution Inc. and EPCOR Transmission Inc., effective

January 1, 2007. The merged entity will take the name EPCOR Distribution &

Transmission Inc.

Government Services

Vital Statistics

Notice of Change of Personal Name

(Change of Name Act)

All Notice of Change of Personal Names for 2006 can be viewed in print versions of the

Alberta Gazette or on QP Source Professional.

All Notice of Change of Personal Names for 2006 can be viewed in print versions of the

Alberta Gazette or on QP Source Professional.

All Notice of Change of Personal Names for 2006 can be viewed in print versions of the

Alberta Gazette or on QP Source Professional.

All Notice of Change of Personal Names for 2006 can be viewed in print versions of the

Alberta Gazette or on QP Source Professional.

All Notice of Change of Personal Names for 2006 can be viewed in print versions of the

Alberta Gazette or on QP Source Professional.

All Notice of Change of Personal Names for 2006 can be viewed in print versions of the

Alberta Gazette or on QP Source Professional.

All Notice of Change of Personal Names for 2006 can be viewed in print versions of the

Alberta Gazette or on QP Source Professional.

Infrastructure and Transportation

Sale or Disposition of Land

(Government Organization Act)

Name of Purchaser: Hillsrivercity Inc.

Consideration: $449,000

Land Description: Plan 9021500, Block 18, Lots 73-76, 78-81, 83-85. Excepting

thereout all mines and minerals. Located in the Town of Swan Hills.

Name of Purchaser: (S.P.A.N.) St. Paul Abilities Network (Society)

Consideration: $1

Land Description: Plan 8220575, Block 5, Lot C. Excepting thereout all mines and

minerals. Area: 2.2 Hectares (5.44 acres) more or less. Located in the town of St.

Paul.

Name of Purchaser: Alain Eugene Joly

Consideration: $3,500

Land Description: Plan 9822895, Lot 6. Excepting thereout all mines and minerals.

Located in the County of St. Paul No. 19.

Name of Purchaser: Wayne Robert Sinclair and Glenda Rose Sinclair

Consideration: $154,000

Land Description: Plan 8921525, Block 29, Lot 38. Excepting thereout all mines

and minerals. Located in the Town of Swan Hills.

Name of Purchaser: Grant Rezewski and Gisele Rezewski

Consideration: $92,000

Land Description: Plan 2955TR, Block 19, Lot 10. Excepting thereout all mines

and minerals. Located in the Town of Swan Hills.

Name of Purchaser: Irene Ness

Consideration: $7,500

Land Description: Plan 8620943, Block 2, Lot 18. Containing 1.39 hectares (3.42

acres) more or less. Excepting thereout all mines and minerals. Located in theCounty

of St. Paul No. 19.

Name of Purchaser: Yanal Abzakh and Suzan Kardan

Consideration: $7,000

Land Description: Plan 8620943, Block 2, Lot 19. Containing 1.34 hectares (3.3

acres) more or less. Excepting thereout Plan 9822145 Road, 0.828 hectares (2.05

acres more or less). Excepting thereout all mines and minerals. Located in theCounty

of St. Paul No. 19.

Alberta Securities Commission

AMENDMENTS TO NATIONAL INSTRUMENT 51-102

Continuous Disclosure Obligations

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 29,

2006 pursuant to sections 223 and 224 of the Securities Act.

1. National Instrument 51-102 Continuous Disclosure Obligations is amended

by this Instrument.

Section 1.1 is amended by,

a. renumbering

section 1.1 as subsection 1.1(1),

b. repealing the definition of "approved rating",

c. adding the following after the definition of "date of acquisition":

"electronic format" has the same meaning as in National

Instrument 13-101 System for Electronic Document Analysis and

Retrieval (SEDAR);

"equity investee" means a business that the issuer has invested in

and accounted for using the equity method;

d. repealing the definition of "executive officer" and substituting

the following:

"executive officer" means, for a reporting issuer, an individual

who is

(

a) a chair, vice-chair or president;

(

b) a vice-president in charge of a principal business unit, division

or function including sales, finance or production; or

(

c) performing a policy-making function in respect of the issuer;

e. in the definition of "interim period",

i. adding "a non-standard year or" after "in the case of a

year other than" in paragraph (a),

ii. striking out "or" at the end of paragraph (a), and

iii. adding the following after paragraph (a):

(a.1) in the case of a non-standard year, a period

commencing on the first day of the financial

year and ending within 22 days of the date that

is nine, six or three months before the end of the

financial year; or

f. adding the following after the definition of "investment fund":

"issuer's GAAP" has the same meaning as in National Instrument

52-107 Acceptable Accounting Principles, Auditing Standards and

Reporting Currency;

g. adding the following after the definition of "new financial year":

"NI 54-101" means National Instrument 54-101 Communication

with Beneficial Owners of Securities of a Reporting Issuer;

"non-standard year" means a financial year, other than a transition

year, that does not have 365 days, or 366 days if it includes

February 29;

h. repealing the definition of "published market",

i. in the definition of "recognized exchange",

i. striking out "and" at the end of paragraph (a), and

ii. adding the following after paragraph (a):

(a.1) in Qu‚bec, a person or company authorized by

the securities regulatory authority to carry on

business as an exchange; and

j. adding the following after the definition of "restricted voting

security":

"restructuring transaction" means

(

a) a reverse takeover;

(

b) an amalgamation, merger, arrangement or reorganization;

(

c) a transaction or series of transactions involving a

reporting issuer acquiring assets and issuing securities

that results in

(

i) new securityholders owning or controlling more

than 50% of the reporting issuer's outstanding

voting securities; and

(ii) a new person or company, a new combination

of persons or companies acting together, the

vendors of the assets, or new management

(

A) being able to materially affect the

control of the reporting issuer; or

(

B) holding more than 20% of the

outstanding voting securities of the

reporting issuer, unless there is

evidence showing that the holding of

those securities does not materially

affect the control of the reporting

issuer; and

(

d) any other transaction similar to the transactions listed in

paragraphs (

a) to (c),

but does not include a subdivision, consolidation, or other

transaction that does not alter a securityholder's proportionate

interest in the issuer and the issuer's proportionate interest in its

assets;

k. in the definition of "reverse takeover", striking out "by which an

enterprise obtains ownership of the securities of another enterprise

but, as part of the transaction, issues enough voting securities as

consideration that control of the combined enterprise passes to the

securityholders of the acquired enterprise" and substituting "that

the issuer is required under the issuer's GAAP to account for as a

reverse takeover",

l. in the definition of "reverse takeover acquiree", striking out ", as

that term is used in the Handbook,",

m. in the definition of "reverse takeover acquirer", striking out ", as

that term is used in the Handbook, whose securityholders control

the combined enterprise as a result of" and substituting "in",

n. in the definition of "SEC issuer", striking out "a reporting" and

substituting "an",

o. in the definition of "solicit",

i. at the end of paragraph (e), striking out "or", and

ii. adding the following after paragraph (f):

(

g) sending, by an intermediary as defined in NI

54-101, of the documents referred to in NI 54-

101;

(

h) soliciting by a person or company in respect of

securities of which the person or company is the

beneficial owner;

(

i) publicly announcing, by a securityholder, how

the securityholder intends to vote and the

reasons for that decision, if that public

announcement is made by

(

i) a speech in a public forum; or

(ii) a press release, an opinion, a statement

or an advertisement provided through

a broadcast medium or by a

telephonic, electronic or other

communication facility, or appearing

in a newspaper, a magazine or other

publication generally available to the

public;

(

j) communicating for the purposes of obtaining

the number of securities required for a

securityholder proposal under the laws under

which the reporting issuer is incorporated,

organized or continued or under the reporting

issuer's constating or establishing documents;

(

k) communicating, other than a solicitation by or

on behalf of the management of the reporting

issuer, to securityholders in the following

circumstances:

(

i) by one or more securityholders

concerning the business and affairs of

the reporting issuer, including its

management or proposals contained in

a management information circular,

and no form of proxy is sent to those

securityholders by the securityholder

or securityholders making the

communication or by a person or

company acting on their behalf, unless

the communication is made by

(

A) a securityholder who is an

officer or director of the

reporting issuer if the

communication is financed

directly or indirectly by the

reporting issuer;

(

B) a securityholder who is a

nominee or who proposes a

nominee for election as a

director, if the

communication relates to the

election of directors;

(

C) a securityholder whose

communication is in

opposition to an

amalgamation, arrangement,

consolidation or other

transaction recommended or

approved by the board of

directors of the reporting

issuer and who is proposing

or intends to propose an

alternative transaction to

which the securityholder or

an affiliate or associate of the

securityholder is a party;

(

D) a securityholder who,

because of a material interest

in the subject-matter to be

voted on at a

securityholder's meeting, is

likely to receive a benefit

from its approval or non-

approval, which benefit

would not be shared pro rata

by all other holders of the

same class of securities,

unless the benefit arises from

the securityholder's

employment with the

reporting issuer; or

(

E) any person or company

acting on behalf of a

securityholder described in

any of clauses (

A) to (D);

(ii) by one or more securityholders and

concerns the organization of a

dissident's proxy solicitation, and no

form of proxy is sent to those

securityholders by the securityholder

or securityholders making the

communication or by a person or

company acting on their behalf;

(iii) as clients, by a person or company

who gives financial, corporate

governance or proxy voting advice in

the ordinary course of business and

concerns proxy voting advice if

(

A) the person or company

discloses to the

securityholder any

significant relationship with

the reporting issuer and any

of its affiliates or with a

securityholder who has

submitted a matter to the

reporting issuer that the

securityholder intends to

raise at the meeting of

securityholders and any

material interests the person

or company has in relation to

a matter on which advice is

given;

(

B) the person or company

receives any special

commission or remuneration

for giving the proxy voting

advice only from the

securityholder or

securityholders receiving the

advice; and

(

C) the proxy voting advice is

not given on behalf of any

person or company soliciting

proxies or on behalf of a

nominee for election as a

director; or

(iv) by a person or company who does not

seek directly or indirectly the power to

act as a proxyholder for a

securityholder;

p. in the definition of "transition year", adding "or business" after

"issuer", wherever it appears,

q. in the definition of "venture issuer",

i. adding "," after "a U.S. marketplace", and

ii. adding "other than the Alternative Investment Market of

the London Stock Exchange or the market known as

OFEX" after "the United States of America", and

r. adding the following after subsection (1):

(2) Affiliate - In this Instrument, an issuer is an affiliate of another

issuer if

(

a) one of them is the subsidiary of the other, or

(

b) each of them is controlled by the same person.

(3) Control - For the purposes of subsection (2), a person (first

person) is considered to control another person (second person) if

(

a) the first person, directly or indirectly, beneficially owns

or exercises control or direction over securities of the

second person carrying votes which, if exercised, would

entitle the first person to elect a majority of the directors

of the second person, unless that first person holds the

voting securities only to secure an obligation,

(

b) the second person is a partnership, other than a limited

partnership, and the first person holds more than 50% of

the interests of the partnership, or

(

c) the second person is a limited partnership and the general

partner of the limited partnership is the first person.

Part 3 is amended by adding the following after

section 3.1:

If a person or company files a document under this Instrument that is a

translation of a document prepared in a language other than French or

(

a) attach a certificate as to the accuracy of the translation to

the filed document; and

(

b) make a copy of the document in the original language

available to a registered holder or beneficial owner of its

securities, on request.

Part 4 is amended by,

a. in the heading preceding

section 4.1, striking out "Auditor's

Report" and substituting "Audit",

b. in subsection 4.1(2), striking out "accompanied by an auditor's

report" and substituting "audited",

c. in the

preamble to

section 4.2,

i. adding "audited" before "annual financial statements",

and

ii. striking out "and auditor's report",

d. in

section 4.3,

i. repealing subsection 4.3(1) and substituting the

following:

(1) Subject to sections 4.7 and 4.10, a reporting issuer

must file interim financial statements for interim

periods ended after it became a reporting issuer.

ii. in subsection (2), striking out "and 4.8(8)" and

substituting ", 4.8(8) and 4.10(3)", and

iii. in subsection (4), adding "that is a reporting issuer"

after "If an SEC issuer",

e. in

section 4.6,

i. in subsection (2), striking out "National Instrument 54-

101 Communication with Beneficial Owners of Securities

of a Reporting Issuer" and substituting "NI 54-101",

ii. repealing subsection (3) and substituting the following:

(3) If a registered holder or beneficial owner of securities,

other than debt instruments, of a reporting issuer requests

the issuer's annual or interim financial statements, the

reporting issuer must send a copy of the requested

financial statements to the person or company that made

the request, without charge, by the later of,

(

a) in the case of a reporting issuer other than a

venture issuer, 10 calendar days after the filing

deadline in subparagraph 4.2(a)(

i) or 4.4(a)(i),

section 4.7, or subsection 4.10(2), as applicable,

for the financial statements requested;

(

b) in the case of a venture issuer, 10 calendar days

after the filing deadline in paragraph 4.2(b)(

i) or

4.4(b)(i),

section 4.7, or subsection 4.10(2), as

applicable, for the financial statements requested;

and

(c) 10 calendar days after the issuer receives the

request. , and

iii. in subsection (5), striking out "all" and adding ", within

140 days of the issuer's financial year-end and in

accordance with NI 54-101" after "debt instruments".

f. in subsection 4.7(1), adding "of the issuer" before "were included

in a document filed";

g. in

section 4.8,

i. in subsection (1), striking out "This

section does not

apply to an SEC issuer" and substituting "An SEC issuer

satisfies this section", and

ii. in subsection (5), striking out "paragraph 4.3(1)(b)" and

substituting "subsection 4.3(1)" and striking out

"within" and substituting "not more than",

h. repealing

section 4.9 and replacing it with the following:

4.9 Change in Corporate Structure

If an issuer is party to a transaction that resulted in,

(

a) the issuer becoming a reporting issuer other than by filing a

prospectus; or

(

b) if the issuer was already a reporting issuer, in

(

i) the issuer ceasing to be a reporting issuer,

(ii) a change in the reporting issuer's financial year end,

(iii) a change in the name of the reporting issuer;

the issuer must, as soon as practicable, and in any event not later

than the deadline for the first filing required under this Instrument

following the transaction, file a notice stating

(

c) the names of the parties to the transaction;

(

d) a description of the transaction;

(

e) the effective date of the transaction;

(

f) the name of each party, if any, that ceased to be a

reporting issuer after the transaction and of each

continuing entity;

(

g) the date of the reporting issuer's first financial year-end

after the transaction if paragraph (

a) or subparagraph

(b)(ii) applies;

(

h) the periods, including the comparative periods, if any, of

the interim and annual financial statements required to be

filed for the reporting issuer's first financial year after the

transaction, if paragraph (

a) or subparagraph (b)(ii)

applies; and

(

i) what documents were filed under this Instrument that

described the transaction and where those documents can

be found in electronic format, if paragraph (

a) or

subparagraph (b)(ii) applies.

i. in

section 4.10,

i. repealing paragraph (2)(

a) and substituting the

following:

(

a) file the following financial statements for the

reverse takeover acquirer, unless the financial

statements have already been filed:

(

i) financial statements for all annual and

interim periods ending before the date of

the reverse takeover and after the date of

the financial statements included in an

information circular or similar document,

or under Item 5.2 of the Form 51-102F3

Material Change Report, prepared in

connection with the transaction; or

(ii) if the reporting issuer did not file a

document referred to in subparagraph (i),

or the document does not include the

financial statements for the reverse

takeover acquirer that would be required to

be included in a prospectus, the financial

statements prescribed by the form of

prospectus, other than a short form

prospectus under National Instrument 44-

101 Short Form Prospectus Distributions,

that the reverse takeover acquirer would be

eligible to use for a distribution of

securities in the jurisdiction;

ii. in paragraph (2)(c),

1. striking out "and" at the end of subparagraph

(ii),

2. striking out "." and adding "; and" at the end

of subparagraph (iii), and

3. adding the following after subparagraph (iii):

(iv) the filing deadline in paragraph (b).

iii. adding the following after subsection (2):

(3) Comparative Financial Information in Interim

Financial Statements after a Reverse Takeover - A

reporting issuer is not required to provide comparative

interim financial information for the reverse takeover

acquirer for periods that ended before the date of a reverse

takeover if

(

a) to a reasonable person it is impracticable to

present prior-period information on a basis

consistent with subsection 4.3(2);

(

b) the prior-period information that is available is

presented; and

(

c) the notes to the interim financial statements

disclose the fact that the prior-period information

has not been prepared on a basis consistent with

the most recent interim financial information. ,

and

j. in

section 4.11,

i. in subsection (1), repealing the definition of "relevant

period" and substituting the following:

"relevant period" means the period

(

a) commencing at the beginning of the reporting

issuer's two most recently completed financial

years and ending on the date of termination or

resignation; or

(

b) during which the former auditor was the

reporting issuer's auditor, if the former auditor

was not the reporting issuer's auditor

throughout the period described in paragraph

(a);

ii. in subsection (3), adding "the following three conditions

are met:" before subparagraph (3)(a)(i),

iii. in subsection (4), striking out "This

section does not

apply to an SEC issuer" and substituting "An SEC issuer

satisfies this section",

iv. in clauses (5)(a)(ii)(

B) and (6)(a)(ii)(B), striking out

"applicable", and

v. in subsection (8), striking out "British Columbia," and

"applicable".

Part 5 is amended by,

a. in

section 5.1,

i. adding the following after subsection (1):

(1.1) Despite subsection (1), a reporting issuer does

not have to file MD&A relating to the annual

and interim financial statements required under

sections 4.7 and 4.10 for financial years and

interim periods that ended before the issuer

became a reporting issuer.

ii. in paragraph (2)(a), striking out ", 4.4 and 4.7" and

substituting "and 4.4", and

iii. in paragraph (2)(b), striking out ", 4.3(1) or 4.7(1)" and

substituting "or 4.3(1)",

b. in

section 5.2,

i. repealing subsection (1) and substituting the following:

(1) If an SEC issuer that is a reporting issuer is filing its annual

or interim MD&A prepared in accordance with Item 303 of

Regulation S-K or Item 303 of Regulation S-B under the

1934 Act, the SEC issuer must file that document on or

before the earlier of

(

a) the date the SEC issuer would be required to file

that document under

section 5.1; and

(

b) the date the SEC issuer files that document with

the SEC.

(1.1) An SEC issuer that is a reporting issuer must file a

supplement prepared in accordance with subsection (2) at

the same time it files its annual or interim MD&A, if the

SEC issuer

(

a) has based the discussion in the MD&A on

financial statements prepared in accordance with

U.S. GAAP; and

(

b) is required by subsection 4.1(1) of National

Instrument 52-107 Acceptable Accounting

Principles, Auditing Standards and Reporting

Currency to provide a reconciliation to Canadian

GAAP. , and

ii. in subsection (2), striking out "(1)" and substituting

"(1.1)",

c. in paragraph 5.3(2)(b), adding "year-to-date" after "and the

comparative",

d. in

section 5.6,

i. repealing subsection (1) and substituting the following:

(1) If a registered holder or beneficial owner of

securities, other than debt instruments, of a

reporting issuer requests the reporting issuer's

annual or interim MD&A, the reporting issuer

must send a copy of the requested MD&A and any

MD&A supplement required under

section 5.2 to

the person or company that made the request,

without charge, by the delivery deadline set out in

subsection 4.6(3) for the annual or interim

financial statements to which the MD&A relates.

, and

ii. in subsection (3),

1. striking out "all", and

2. adding ", within 140 days of the issuer's

financial year-end and in accordance with NI

54-101" after "holders of debt instruments",

and

e. adding the following after

section 5.6:

5.7 Additional Disclosure for Reporting Issuers with Significant

Equity Investees

(1) A reporting issuer that has a significant equity investee

must disclose in its MD&A, or in its MD&A supplement

if one is required under

section 5.2, for each period

referred to in subsection (2),

(

a) summarized information as to the assets,

liabilities and results of operations of the equity

investee; and

(

b) the reporting issuer's proportionate interest in

the equity investee and any contingent issuance

of securities by the equity investee that might

significantly affect the reporting issuer's share

of earnings.

(2) The disclosure in subsection (1) must be provided for the

following periods:

(

a) in the case of annual MD&A, for the two most

recently completed financial years; and

(

b) in the case of interim MD&A, for the most

recent year-to-date interim period and the

comparative year-to-date period presented in

the interim financial statements.

(3) Subsection (1) does not apply if

(

a) the information required under that subsection

has been disclosed in the financial statements to

which the MD&A or MD&A supplement

relates; or

(

b) the issuer files separate financial statements of

the equity investee for the periods referred to in

subsection (2).

Part 6 is amended by repealing

section 6.3.

Part 7 is amended by,

a. in subsection 7.1(1)(a), striking out "a senior" and substituting

"an executive", and

b. in subsection 7.1(7) striking out "paragraph 1(a)" and

substituting "subsection (1)".

Part 8 is amended by,

a. in subsection 8.1(1),

i. in the definition of "business", adding "to which

reserves, as defined in National Instrument 51-101

Standards of Disclosure for Oil and Gas Activities, have

been specifically attributed" after "oil and gas property",

and

ii. repealing subsection (2) and replacing it with the

following:

(2) This Part does not apply to a transaction that is a

reverse takeover.

b. in the heading preceding

section 8.2, adding "and Filing

Deadline" after "Business Acquisition Report",

c. renumbering

section 8.2 as subsection 8.2(1) and adding the

following after subsection (1):

(2) Despite subsection (1), if the most recently completed

financial year of the acquired business ended 45 days or

less before the date of acquisition, a reporting issuer must

file a business acquisition report

(

a) within 90 days after the date of acquisition, in

the case of an issuer other than a venture issuer,

(

b) within 120 days after the date of acquisition, in

the case of a venture issuer.

d. in

section 8.3,

i. in subsection (1), adding "and subsections 8.10(1) and

8.10(2)" after "subsection (3)",

ii. in subsection (3), adding "and subject to subsections

8.10(1) and 8.10(2)" after "Despite subsection (1)",

iii. in paragraph (4)(a),

1. striking out ", as at the last day of the reporting

issuer's most recently completed interim

period,",

2. striking out "as at the last day of the reporting

issuer's" and substituting "calculated using the

financial statements of each of the reporting

issuer and the business or the related businesses

for the", and

3. adding "or financial year of each" after

"completed interim period",

iv. in paragraph 4(b), adding "or financial year" after

"recently completed interim period" and striking out

"ended before the date of the acquisition",

v. in paragraph (4)(c),

1. renumbering item 1. and item 2. as

subparagraph (

i) and subparagraph (ii),

respectively,

2. striking out "item 1." and substituting

"subparagraph (i)",

3. striking out "item 2." and substituting

"subparagraph (ii)",

4. in subparagraph (

i) and (ii), striking out

"The", and substituting "the",

5. in clauses (i)(

A) and (ii)(A), striking out ", or"

and substituting "; or", and

6. in clause (i)(B), striking out "." and

substituting ";",

vi. repealing subsection (5) and substituting the following:

(5) If an acquisition does not meet any of the

significance tests under subsection (4), the

acquisition is not a significant acquisition.

vii. repealing subsections (8) and (9) and substituting the

following:

(8) Application of the Income Test if Lower

Than Average Income for the Most Recent

Year - For the purposes of paragraph (2)(

c) and

clause (4)(c)(ii)(A), if the reporting issuer's

consolidated income from continuing operations

for the most recently completed financial year

was lower by 20 percent or more than its

average consolidated income from continuing

operations for the three most recently completed

financial years, the issuer may, subject to

subsection (10), substitute the average

consolidated income from continuing operations

for the three most recently completed financial

years in determining whether the significance

test set out in paragraph (2)(

c) or (4)(

c) is

satisfied.

(9) Application of the Optional Income Test if

Lower Than Average Income for the Most

Recent Year - For the purpose of clause

(4)(c)(ii)(

B) if the reporting issuer's

consolidated income from continuing operations

for the most recently completed 12-month

period was lower by 20 percent or more than its

average consolidated income from continuing

operations for the three most recently completed

12-month periods, the issuer may, subject to

subsection (10), substitute the average

consolidated income for the three most recently

completed 12-month periods in determining

whether the significance test set out in

paragraph (4)(

c) is satisfied. ,

viii. in paragraph 11(c), adding "reporting" after "audited

annual financial statements of the",

ix. adding the following after subsection (11):

(11.1) Application of the Optional Income Test based on Pro

Forma Financial Information. For the purposes of

calculating the optional income test under clause

(4)(c)(ii)(A), a reporting issuer may use pro forma

consolidated income from continuing operations for its

most recently completed financial year that was included in

a previously filed document if

(

a) the reporting issuer has made a significant acquisition

of a business after its most recently completed

financial year; and

(

b) the previously filed document included

(

i) audited annual financial statements of that

acquired business for the periods required by

this Part; and

(ii) the pro forma financial information required by

subsection 8.4(5) or (6). , and

x. adding the following after subsection (14):

(15) Application of Significance Tests - Use of Previous

Audited Financial Statements - Despite subsections

(2) and (4), the significance of an acquisition of a business or

related businesses may be calculated using the audited

financial statements for the financial year immediately

preceding the reporting issuer's most recently completed

financial year if the reporting issuer has not been required

to file, and has not filed, audited financial statements for its

most recently completed financial year.

e. repealing

section 8.4 and substituting the following:

8.4 Financial Statement Disclosure for Significant Acquisitions

(1) Comparative Annual Financial Statements - If a reporting issuer

is required to file a business acquisition report under

section 8.2,

subject to sections 8.6 through 8.11, the business acquisition report

must include the following for each business or related businesses:

(

a) an income statement, a statement of retained earnings and a

cash flow statement for the following periods:

(

i) if the business has completed one financial year,

(

A) the most recently completed financial year

ended on or before the date of acquisition; and

(

B) the financial year immediately preceding the

most recently completed financial year, if any;

(ii) if the business has not completed one financial year, the

financial period commencing on the date of formation

and ending on a date not more than 45 days before the

date of acquisition;

(

b) a balance sheet as at the end of each of the periods specified in

paragraph (a); and

(

c) notes to the financial statements.

(2) Audit - The most recently completed financial period referred to

in subsection (1) must be audited.

(3) Interim Financial Statements - Subject to subsection (4) and

sections 8.6 through 8.11, if a reporting issuer is required to

include financial statements in a business acquisition report under

subsection (1), the business acquisition report must include

financial statements for

(

a) the most recently completed interim period or other

period that started the day after the date of the balance

sheet specified in paragraph (1)(

b) and ended,

(

i) in the case of an interim period, before the date

of acquisition; or

(ii) in the case of a period other than an interim

period, after the interim period referred to in

subparagraph (

i) and on or before the date of

acquisition; and

(

b) a comparable period in the preceding financial year of the

business.

(4) Earlier Interim Financial Statements Permitted - Despite

subsection (3), the business acquisition report may include

financial statements for a period ending not more than one interim

period before the period referred to in subparagraph (3)(a)(

i) if

(

a) the business does not, or related businesses do not,

constitute a material departure from the business or

operations of the reporting issuer immediately before the

acquisition;

(

b) the reporting issuer will not account for the acquisition as

a continuity of interests; and

(

c) either

(

i) the date of acquisition is, and the reporting

issuer files the business acquisition report,

within the following time after the business's or

related businesses' most recently completed

interim period:

(A) 45 days, if the reporting issuer is not a

venture issuer; or

(B) 60 days, if the reporting issuer is a

venture issuer; or

(ii) the reporting issuer filed a document before the

date of acquisition that included financial

statements for the business or related businesses

that would have been required if the document

were a prospectus, and those financial

statements are for a period ending not more than

one interim period before the interim period

referred to in subparagraph (3)(a)(i).

(5) Pro Forma Financial Statements Required in a Business

Acquisition Report - If a reporting issuer is required to include

financial statements in a business acquisition report under

subsection (1) or (3), the business acquisition report must include

(

a) a pro forma balance sheet of the reporting issuer,

(

i) as at the date of the reporting issuer's most

recent balance sheet filed, that gives effect, as if

they had taken place as at the date of the pro

forma balance sheet, to significant acquisitions

that have been completed, but are not reflected

in the reporting issuer's most recent balance

sheet for an annual or interim period; or

(ii) if the reporting issuer has not filed a balance

sheet for any annual or interim period, as at the

date of the acquired business's most recent

balance sheet, that gives effect, as if they had

taken place as at the date of the pro forma

balance sheet, to significant acquisitions that

have been completed;

(

b) a pro forma income statement of the reporting issuer that

gives effect to significant acquisitions completed after the

ending date of the financial year referred to in clause

(i)(

A) or (ii)(A), as applicable, as if they had taken place

at the beginning of that financial year, for each of the

following financial periods:

(

i) the reporting issuer's

(

A) most recently completed financial year

for which it has filed financial

statements; and

(

B) interim period for which it has filed

financial statements that started after

the period in clause (

A) and ended

immediately before the date of

acquisition or, in the reporting issuer's

discretion, after the date of

acquisition; or

(ii) if the reporting issuer has not filed an income

statement for any annual or interim period, for

the business's or related businesses'

(

A) most recently completed financial year

that ended before the date of

acquisition; and

(

B) period for which financial statements

are included in the business

acquisition report under paragraph

(3)(a); and

(

c) pro forma earnings per share based on the pro forma

financial statements referred to in paragraph (b).

(6) Pro Forma Financial Statements based on Earlier Interim

Financial Statements Permitted - Despite paragraph (5)(

a) and

clauses (5)(b)(i)(

B) and (5)(b)(ii)(B), if the reporting issuer relies

on subsection (4), the business acquisition report may include

(

a) a pro forma balance sheet as at the date of the balance

sheet filed immediately before the reporting issuer's most

recent balance sheet filed; and

(

b) a pro forma income statement for the period ending not

more than one interim period before the interim period

referred to in clause (5)(b)(i)(

B) or (5)(b)(ii)(B), as

applicable.

(7) Preparation of Pro Forma Financial Statements - If a reporting

issuer is required to include pro forma financial statements in a

business acquisition report under subsection (5),

(

a) the reporting issuer must identify in the pro forma

financial statements each significant acquisition, if the

pro forma financial statements give effect to more than

one significant acquisition;

(

b) the reporting issuer must include in the pro forma

financial statements a description of the underlying

assumptions on which the pro forma financial statements

are prepared, cross-referenced to each related pro forma

adjustment;

(

c) if the financial year-end of the business differs from the

reporting issuer's year-end by more than 93 days, for the

purpose of preparing the pro forma income statement for

the reporting issuer's most recently completed financial

year, the reporting issuer must construct an income

statement of the business for a period of 12 consecutive

months ending no more than 93 days before or after the

reporting issuer's year-end, by adding the results for a

subsequent interim period to a completed financial year

of the business and deducting the comparable interim

results for the immediately preceding year;

(

d) if a constructed income statement is required under

paragraph (c), the pro forma financial statements must

disclose the period covered by the constructed income

statement on the face of the pro forma financial

statements and must include a note stating that the

financial statements of the business used to prepare the

pro forma financial statements were prepared for the

purpose of the pro forma financial statements and do not

conform with the financial statements for the business

included elsewhere in the business acquisition report;

(

e) if a reporting issuer is required to prepare a pro forma

income statement for an interim period required by

paragraph (5)(b), and the pro forma income statement for

the most recently completed financial year includes

results of the business which are also included in the pro

forma income statement for the interim period, the

reporting issuer must disclose in a note to the pro forma

financial statements the revenue, expenses, gross profit

and income from continuing operations included in each

pro forma income statement for the overlapping period;

and

(

f) a constructed period referred to in paragraph (

c) does not

have to be audited.

(8) Financial Statements of Related Businesses - If a reporting

issuer is required under subsection (1) to include financial

statements for more than one business because the significant

acquisition involves an acquisition of related businesses, the

financial statements required under subsection (1) must be

presented separately for each business, except for the periods

during which the businesses have been under common control or

management, in which case the reporting issuer may present the

financial statements of the businesses on a combined basis.

f. repealing

section 8.5,

g. in

section 8.6,

i. in paragraph (a), striking out "an investment accounted

for using the equity method" and substituting "of an

equity investee",

ii. in subparagraphs (b)(i), (b)(ii) and (c)(i), striking out

"business" and substituting "equity investee" wherever

it appears, and

iii. in paragraph (c), striking out "any" and substituting

"the most recently",

h. repealing

section 8.7,

i. in

section 8.8,

i. striking out "8.5" and substituting "8.4", and

ii. striking out "for two completed financial years",

j. in

section 8.9, striking out "(2)" and substituting "(3)",

k. repealing

section 8.10 and substituting the following:

8.10 Acquisition of an Interest in an Oil and Gas Property

(1) Asset Test - Despite subsections 8.3(2) and 8.3(4), the asset tests

in paragraphs 8.3(2)(

a) and 8.3(4)(

a) do not apply to an acquisition

(

a) of a business that is an interest in an oil and gas property

or related businesses that are interests in oil and gas

properties; and

(

b) that is not of securities of another issuer.

(2) Income Test - Despite subsections 8.3(2), 8.3(4), 8.3(8), 8.3(9),

8.3(10) and 8.3(11.1), a reporting issuer must substitute "operating

income" for "consolidated income from continuing operations" for

the purposes of the income test in paragraphs 8.3(2)(

c) and

8.3(4)(

c) if the acquisition is one described in subsection (1).

(3) Exemption from Financial Statement Disclosure - A reporting

issuer is exempt from the requirements in

section 8.4 if

(

a) the significant acquisition is an acquisition described in

subsection (1);

(

b) the reporting issuer is unable to provide the financial

statements in respect of the significant acquisition

otherwise required under this Part because those financial

statements do not exist or because the reporting issuer

does not have access to those financial statements;

(

c) the acquisition does not constitute a reverse takeover;

(

d) the business or related businesses did not, immediately

before the time of completion of the acquisition,

constitute a "reportable segment" of the vendor, as

defined in the Handbook;

(

e) subject to subsection (4), in respect of the business or

related businesses, for each of the financial periods for

which financial statements would, but for this section, be

required under

section 8.4, the business acquisition report

includes

(

i) an operating statement presenting for the

business or related businesses at least the

following:

(

A) gross revenue;

(

B) royalty expenses;

(

C) production costs; and

(

D) operating income;

(ii) a pro forma operating statement of the reporting

issuer that gives effect to significant

acquisitions completed after the ending date of

the reporting issuer's most recently completed

financial year for which financial statements are

required to have been filed, as if they had taken

place at the beginning of that financial year, for

each of the financial periods referred to in

paragraph 8.4(5)(b);

(iii) a description of the property or properties and

the interest acquired by the reporting issuer; and

(iv) disclosure of the annual oil and gas production

volumes from the business or related

businesses;

(

f) the operating statement for the most recently completed

financial period referred to in subsection 8.4(1) is

audited; and

(

g) the business acquisition report discloses

(

i) the estimated reserves and related future net

revenue attributable to the business or related

businesses, the material assumptions used in

preparing the estimates and the identity and

relationship to the reporting issuer or to the

vendor of the person who prepared the

estimates; and

(ii) the estimated oil and gas production volumes

from the business or related businesses for the

first year reflected in the estimates disclosed

under subparagraph (i).

(4) Exemption from Alternative Disclosure - A reporting issuer is

exempt from the requirements of subparagraphs (3)(e)(i), (ii) and

(iv), if

(

a) production, gross revenue, royalty expenses, production

costs and operating income were nil for the business or

related businesses for each financial period; and

(

b) the business acquisition report discloses this fact. , and

l. in

section 8.11, striking out "(3)" and substituting "(5)".

Section 9.5 is amended by

a. striking out "from

Part 9" in the heading preceding

section 9.5,

b. striking out "This Part does" and substituting "Sections 9.1 to 9.4

do",

c. striking out "of the jurisdiction in" and substituting "under"

d. adding "(a)" after "organized or continued, if",

e. striking out "." and substituting "; and", and

f. adding the following after paragraph (a):

(

b) the person or company promptly files a copy of any

information circular and form of proxy, or other

documents that contain substantially similar information,

sent by the person or company in connection with the

meeting.;

Part 11 is amended by

a. in the heading preceding

section 11.1, striking out "Filing" and

substituting "Disclosure";

b. in subsection 11.1(1),

i. striking out "or" at the end of paragraph (1)(a),

ii. striking out "." and substituting "; or" at the end of

paragraph (1)(b),

iii. in paragraph (b), adding "under the 1934 Act" after

"furnishes to the SEC", and

iv. adding the following after paragraph (1)(b):

(

c) that it files with another provincial or territorial securities

regulatory authority or regulator other than in connection

with a distribution.

c. in subsection 11.1(2),

i. striking out "and" at the end of paragraph (a),

ii. striking out "." and substituting "; and" at the end of

paragraph (b), and

iii. adding the following after paragraph (b):

(

c) the date on which the reporting issuer files that material

with the other provincial or territorial securities

regulatory authority or regulator. , and

d. adding the following after

section 11.4:

11.5 Re-filing Documents

If a reporting issuer decides it will

(

a) re-file a document filed under this Instrument, or

(

b) re-state financial information for comparative periods in

financial statements for reasons other than retroactive

application of a change in an accounting standard or

policy or a new accounting standard,

and the information in the re-filed document, or re-stated financial

information, will differ materially from the information originally

filed, the issuer must immediately issue and file a news release

authorized by an executive officer disclosing the nature and

substance of the change or proposed changes.

Part 12 is amended by,

a. in subsection 12.1(1), adding "material" before "amendments to

the following documents", and

b. in paragraph 12.1(2)(b), striking out "under National Instrument

13-101 System for Electronic Data Analysis and Retrieval

(SEDAR)".

Part 13 is amended by,

a. adding the following after subsection 13.1(2):

(3) Except in Ontario, an exemption referred to in subsection

(1) is granted under the statute referred to in Appendix B

of National Instrument 14-101

Definitions opposite the

name of the local jurisdiction.

b. in subsection 13.3(1), adding the following before the definition

of "designated exchangeable security":

"designated Canadian jurisdiction" means Alberta, British

Columbia, Manitoba, New Brunswick, Nova Scotia, Ontario,

Qu‚bec, or Saskatchewan;

c. in subsection 13.3(2),

i. striking out "this Instrument does not apply to",

ii. adding "satisfies the requirements in this Instrument"

before "if",

iii. striking out "direct or indirect" in paragraph (a),

iv. repealing paragraphs (b), (c), (d), (

e) and (

f) and

substituting the following:

(

b) the parent issuer is either

(

i) an SEC issuer with a class of securities listed or

quoted on a U.S. marketplace that has filed all

documents it is required to file with the SEC; or

(ii) a reporting issuer in a designated Canadian

jurisdiction that has filed all documents it is

required to file under this Instrument;

(

c) the exchangeable security issuer does not issue any

securities, and does not have any securities outstanding,

other than

(

i) designated exchangeable securities;

(ii) securities issued to and held by the parent issuer

or an affiliate of the parent issuer;

(iii) debt securities issued to and held by banks, loan

corporations, loan and investment corporations,

savings companies, trust corporations, treasury

branches, savings or credit unions, financial

services cooperatives, insurance companies or

other financial institutions; or

(iv) securities issued under exemptions from the

registration requirement and prospectus

requirement in

section 2.35 of National

Instrument 45-106 Prospectus and Registration

Exemptions;

(

d) the exchangeable security issuer files in electronic

format,

(

i) if the parent issuer is not a reporting issuer in a

designated Canadian jurisdiction, copies of all

documents the parent issuer is required to file

with the SEC under the 1934 Act, at the same

time as, or as soon as practicable after, the filing

by the parent issuer of those documents with the

SEC; or

(ii) if the parent issuer is a reporting issuer in a

designated Canadian jurisdiction,

(

A) a notice indicating that the

exchangeable security issuer is relying

on the continuous disclosure

documents filed by its parent issuer

and setting out where those documents

can be found in electronic format, if

the parent issuer is a reporting issuer

in the local jurisdiction; or

(

B) copies of all documents the parent

issuer is required to file under

securities legislation, other than in

connection with a distribution, at the

same time as the filing by the parent

issuer of those documents with a

securities regulatory authority or

regulator;

(

e) the exchangeable security issuer concurrently sends to all

holders of designated exchangeable securities all

disclosure materials that are sent to holders of the

underlying securities in the manner and at the time

required by

(

i) U.S. laws and any U.S. marketplace on which

securities of the parent issuer are listed or

quoted, if the parent issuer is not a reporting

issuer in a designated Canadian jurisdiction; or

(ii) securities legislation, if the parent issuer is a

reporting issuer in a designated Canadian

jurisdiction;

(

f) the parent issuer

(

i) complies with U.S. laws and the requirements

of any U.S. marketplace on which the securities

of the parent issuer are listed or quoted if the

parent issuer is not a reporting issuer in a

designated Canadian jurisdiction, or securities

legislation if the parent issuer is a reporting

issuer in a designated Canadian jurisdiction, in

respect of making public disclosure of material

information on a timely basis; and

(ii) immediately issues in Canada and files any

news release that discloses a material change in

its affairs;

d. in subsection 13.3(3),

i. in the

preamble, adding "," after "so long as",

ii. by repealing paragraphs (a), (

b) and (

c) and

substituting the following:

(

a) if the insider is not the parent issuer,

(

i) the insider does not receive, in the

ordinary course, information as to

material facts or material changes

concerning the parent issuer before the

material facts or material changes are

generally disclosed, and

(ii) the insider is not an insider of the

parent issuer in any capacity other

than by virtue of being an insider of

the exchangeable security issuer;

(

b) the parent issuer is the beneficial owner of all of the

issued and outstanding voting securities of the

exchangeable security issuer;

(

c) if the insider is the parent issuer, the insider does not

beneficially own any designated exchangeable

securities other than securities acquired through the

exercise of the exchange right and not subsequently

traded by the insider;

iii. in paragraph (d), adding "or a reporting issuer in a

designated Canadian jurisdiction" after "SEC issuer",

iv. in paragraph (e),

1. adding "and does not have any securities

outstanding" after "has not issued any

securities",

2. in subparagraph (ii), adding "and held by the

parent issuer or an affiliate of" after "securities

issued to" and striking out "or" at the end of

the subparagraph,

3. in subparagraph (iii),

a. striking out "the parent issuer or to"

and substituting "and held by",

b. adding "loan and investment

corporations, savings companies, "

after "loan corporations, ",

c. adding "savings or" after "treasury

branches, ",

d. adding "financial services

cooperatives, " after "credit unions, ",

e. striking out "." and substituting ";

and", and

4. adding the following after subparagraph (iii):

(iv) securities issued under exemptions from the

registration requirement and prospectus

requirement in

section 2.35 of National

Instrument 45-106 Prospectus and Registration

Exemptions.

e. repealing subsections 13.4(1) and (2), and substituting the

following:,

(1) In this section:

"alternative credit support" means support, other than a guarantee,

for the payments to be made by the issuer, as stipulated in the

terms of the securities or in an agreement governing rights of, or

granting rights to, holders of the securities that

(

a) obliges the person or company providing the support to

provide the issuer with funds sufficient to enable the

issuer to make the stipulated payments, or

(

b) entitles the holder of the securities to receive, from the

person or company providing the support, payment if the

issuer fails to make a stipulated payment;

"credit support issuer" means an issuer of securities for which a

credit supporter has provided a guarantee or alternative credit

support;

"credit supporter" means a person or company that provides a

guarantee or alternative credit support for any of the payments to

be made by an issuer of securities as stipulated in the terms of the

securities or in an agreement governing rights of, or granting rights

to, holders of the securities;

"designated Canadian jurisdiction" means Alberta, British

Columbia, Manitoba, New Brunswick, Nova Scotia, Ontario,

Qu‚bec or Saskatchewan;

"designated credit support securities" means

(

a) non-convertible debt or convertible debt that is

convertible into securities of the credit supporter; or

(

b) non-convertible preferred shares or convertible preferred

shares that are convertible into securities of the credit

supporter,

in respect of which a credit supporter has provided

(

c) alternative credit support that

(

i) entitles the holder of the securities to receive

payment from the credit supporter, or enables

the holder to receive payment from the credit

support issuer, within 15 days of any failure by

the credit support issuer to make a payment; and

(ii) results in the securities receiving the same

credit rating as, or a higher credit rating than,

the credit rating they would have received if

payment had been fully and unconditionally

guaranteed by the credit supporter, or would

result in the securities receiving such a rating if

they were rated; or

(

d) a full and unconditional guarantee of the payments to be

made by the credit support issuer, as stipulated in the

terms of the securities or in an agreement governing the

rights of holders of the securities, that results in the

holder of such securities being entitled to receive

payment from the credit supporter within 15 days of any

failure by the credit support issuer to make a payment;

and

"summary financial information" includes the following line items:

(

a) sales or revenues;

(

b) income from continuing operations;

(

c) net earnings or loss; and

(

d) unless the accounting principles used to prepare the

financial statements of the person or company permits the

preparation of the person or company's balance sheet

without classifying assets and liabilities between current

and non-current and the person or company provides

alternative meaningful financial information which is

more appropriate to the industry,

(

i) current assets;

(ii) non-current assets;

(iii) current liabilities; and

(iv) non-current liabilities.

(1.1) For the purposes of subparagraph (2)(g)(ii), consolidating

summary financial information must be prepared on the following

basis:

(

a) an entity's annual or interim

summary financial

information must be derived from the entity's financial

information underlying the corresponding consolidated

financial statements of the credit supporter for the

corresponding period;

(

b) the credit supporter column of consolidating

summary

financial information must account for investments in all

subsidiaries under the equity method; and

(

c) the other subsidiaries of the credit supporter column must

account for these subsidiaries under the equity method.

(2) Except as provided in this subsection, a credit support issuer

satisfies the requirements in this Instrument if

(

a) the credit supporter is the beneficial owner of all the

outstanding voting securities of the credit support issuer;

(

b) the credit supporter is either

(

i) an SEC issuer that is incorporated or organized

under the laws of the United States of America

or any state or territory of the United States of

America or the District of Columbia and that

has filed all documents it is required to file with

the SEC; or

(ii) subject to subsection (4), a reporting issuer in a

designated Canadian jurisdiction that has filed

all documents it is required to file under this

Instrument;

(

c) the credit support issuer does not issue any securities, and

does not have any securities outstanding, other than

(

i) designated credit support securities;

(ii) securities issued to and held by the credit

supporter or an affiliate of the credit supporter;

(iii) debt securities issued to and held by banks, loan

corporations, loan and investment corporations,

savings companies, trust corporations, treasury

branches, savings or credit unions, financial

services cooperatives, insurance companies or

other financial institutions; or

(iv) securities issued under exemptions from the

registration requirement and prospectus

requirement in

section 2.35 of National

Instrument 45-106 Prospectus and Registration

Exemptions;

(

d) the credit support issuer files in electronic format,

(

i) if the credit supporter is not a reporting issuer in

a designated Canadian jurisdiction, copies of all

documents the credit supporter is required to

file with the SEC under the 1934 Act, at the

same time or as soon as practicable after the

filing by the credit supporter of those

documents with the SEC; or

(ii) if the credit supporter is a reporting issuer in a

designated Canadian jurisdiction,

(

A) a notice indicating that the credit

support issuer is relying on the

continuous disclosure documents filed

by the credit supporter and setting out

where those documents can be found

for viewing in electronic format, if the

credit support issuer is a reporting

issuer in the local jurisdiction; or

(

B) copies of all documents the credit

supporter is required to file under

securities legislation, other than in

connection with a distribution, at the

same time as the filing by the credit

supporter of those documents with a

securities regulatory authority or

regulator;

(

e) if the credit supporter is not a reporting issuer in a

designated Canadian jurisdiction, the credit supporter

(

i) complies with U.S. laws and the requirements

of any U.S. marketplace on which securities of

the credit supporter are listed or quoted in

respect of making public disclosure of material

information on a timely basis; and

(ii) immediately issues in Canada and files any

news release that discloses a material change in

its affairs;

(

f) the credit support issuer issues in Canada a news release

and files a material change report in accordance with

Part

7 for all material changes in respect of the affairs of the

credit support issuer that are not also material changes in

the affairs of the credit supporter;

(

g) the credit support issuer files, in electronic format, in the

notice referred to in clause (d)(ii)(

A) or in or with the

copy of the interim and annual consolidated financial

statements filed under subparagraph (d)(

i) or clause

(d)(ii)(B), either

(

i) a statement that the financial results of the

credit support issuer are included in the

consolidated financial results of the credit

supporter, if at that time,

(

A) the credit support issuer has minimal

assets, operations, revenues or cash

flows other than those related to the

issuance, administration and

repayment of the securities described

in paragraph (c), and

(

B) each item of the

summary financial

information of the subsidiaries of the

credit supporter on a combined basis,

other than the credit support issuer,

represents less than 3% of the

corresponding items on the

consolidated financial statements of

the credit supporter being filed or

referred to under paragraph (d), or

(ii) for the periods covered by the interim or annual

consolidated financial statements of the credit

supporter filed, consolidating

summary

financial information for the credit supporter

presented with a separate column for each of the

following:

(

A) the credit supporter;

(

B) the credit support issuer;

(

C) any other subsidiaries of the credit

supporter on a combined basis;

(

D) consolidating adjustments; and

(

E) the total consolidated amounts;

(

h) the credit support issuer files a corrected notice under

clause (d)(ii)(

A) if the credit support issuer filed the

notice with the statement contemplated in subparagraph

(g)(

i) and the credit support issuer can no longer rely on

subparagraph (g)(i);

(

i) in the case of designated credit support securities that

include debt, the credit support issuer concurrently sends

to all holders of such securities all disclosure materials

that are sent to holders of similar debt of the credit

supporter in the manner and at the time required by

(

i) U.S. laws and any U.S. marketplace on which

securities of the credit supporter are listed or

quoted, if the credit supporter is not a reporting

issuer in a designated Canadian jurisdiction; or

(ii) securities legislation, if the credit supporter is a

reporting issuer in a designated Canadian

jurisdiction; and

(

j) in the case of designated credit support securities that

include preferred shares, the credit support issuer

concurrently sends to all holders of such securities all

disclosure materials that are sent to holders of similar

preferred shares of the credit supporter in the manner and

at the time required by

(

i) U.S. laws and any U.S. marketplace on which

securities of the credit supporter are listed or

quoted, if the credit supporter is not a reporting

issuer in a designated Canadian jurisdiction; or

(ii) securities legislation, if the credit supporter is a

reporting issuer in a designated Canadian

jurisdiction.

f. in subsection 13.4(3),

i. in the

preamble, adding "," after "so long as",

ii. by repealing paragraphs (a), (b), (

c) and (

d) and

substituting the following:

(

a) if the insider is not the credit supporter,

(

i) the insider does not receive, in the ordinary

course, information as to material facts or

material changes concerning the credit

supporter before the material facts or material

changes are generally disclosed, and

(ii) the insider is not an insider of the credit

supporter in any capacity other than by virtue of

being an insider of the credit support issuer;

(

b) the credit supporter is the beneficial owner of all the

issued and outstanding voting securities of the credit

support issuer;

(

c) if the insider is the credit supporter, the insider does not

beneficially own any designated credit support securities;

(

d) the credit supporter is either

(

i) an SEC issuer that is incorporated or organized

under the laws of the United States of America

or any state or territory of the United States of

America or the District of Columbia and that

has filed all documents it is required to file with

the SEC; or

(ii) subject to subsection (4), a reporting issuer in a

designated Canadian jurisdiction that has filed

all documents it is required to file under this

Instrument; and

iii. in paragraph (e),

1. adding "and does not have any securities

outstanding" after "has not issued any

securities",

2. in subparagraph (ii), adding "and held by"

after "issued to" and striking out "or" at the

end of subparagraph (ii),

3. in subparagraph (iii),

a. adding "and held by" after "issued

to",

b. adding "loan and investment

corporations, savings companies, "

after "loan corporations, ",

c. adding "savings or" after "treasury

branches, ",

d. adding "financial services

cooperatives, " after "credit unions, ",

and

e. striking out "." and substituting ";

or", and

4. adding the following after subparagraph (iv):

(iv) securities issued under exemptions

from the registration requirement and

prospectus requirement in

section 2.35

of National Instrument 45-106

Prospectus and Registration

Exemptions.

g. adding the following after subsection 13.4(3):

(4) A credit supporter is not a reporting issuer in a designated

Canadian jurisdiction for the purposes of subparagraph

(2)(b)(ii) if the credit supporter complies with a

requirement of this Instrument by relying on a provision

of National Instrument 71-102 Continuous Disclosure

and Other Exemptions Relating to Foreign Issuers.

Part 14 is amended by adding the following as

section 14.2:

14.2 Transition

Despite

section 14.1,

section 5.7 applies for financial years of the reporting

issuer beginning on or after January 1, 2007.

14. This amendment comes into force December 29, 2006.

______________

AMENDMENTS TO

Form 51-102F1 Management's Discussion and Analysis,

Form 51-102F2 Annual Information Form,

Form 51-102F3 Material Change Report,

Form 51-102F4 Business Acquisition Report,

Form 51-102F5 Information Circular, and

Form 51-102F6 Statement of Executive Compensation

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 29,

2006 pursuant to sections 223 and 224 of the Securities Act.

1. Form 51-102F1 Management's Discussion and Analysis, Form 51-102F2

Annual Information Form, Form 51-102F3 Material Change Report,

Form 51-102F4 Business Acquisition Report, Form 51-102F5

Information Circular, and Form 51-102F6 Statement of Executive

Compensation are amended by this Instrument.

2. Form 51-102F1 Management's Discussion and Analysis is amended by,

a. repealing the heading "General Instructions and

Interpretation"

Part 1 and substituting "General Provisions",

b. after paragraph (

o) to

Part 1, adding the following:

(

p) Available Prior Period Information

If you have not presented comparative financial information in

your financial statements, in your MD&A you must provide prior

period information relating to results of operations that is

available.

c. in Instruction (ii) to

section 1.2,

i. adding "reflects the overall health of the company and"

after " includes your company's financial position", and

ii. striking out "and capital resources." and substituting ",

capital resources and solvency. A discussion of financial

condition should include important trends and risks that

have affected the financial statements, and trends and

risks that are reasonably likely to affect them in the

future.",

d. in

section 1.5,

i. at the end of instruction (iii)(I), striking out "and",

ii. at the end of instruction (iii)(J), striking out "." and

substituting "; and", and

iii. after instruction (iii)(J), adding the following:

(

K) if you have an equity investee that is significant to

your company, the nature of the investment and

significance to your company.

e. in paragraph 1.6(h),

i. striking out "anticipated" and substituting "significant

risk of",

ii. in subparagraph (ii), striking out "during the most

recently completed financial year", and

iii. adding "or address the risk" after "cure the default or

arrears",

f. in

section 1.10, adding "If your company has filed separate

MD&A for its fourth quarter, you may satisfy this requirement by

incorporating that MD&A by reference." after "business and

dispositions of business segments.",

g. repealing paragraph 1.12(c),

h. after

section 1.12,

i. striking out the heading "Instruction" and substituting

"Instructions",

ii. numbering the paragraph under the heading

"Instructions" as paragraph (i), and

iii. adding the following after paragraph (

i) under the

heading "Instructions":

(ii) As part of your description of each critical

accounting estimate, in addition to qualitative

disclosure, you should provide quantitative

disclosure when quantitative information is

reasonably available and would provide

material information for investors. Similarly, in

your discussion of assumptions underlying an

accounting estimate that relates to matters

highly uncertain at the time the estimate was

made, you should provide quantitative

disclosure when it is reasonably available and

it would provide material information for

investors. For example, quantitative

information may include a sensitivity analysis

or disclosure of the upper and lower ends of the

range of estimates from which the recorded

estimate was selected.

i. in paragraph 1.15(b),

i. adding ", if applicable" after "National Instrument 51-

102",

ii. at the end of subparagraph (b)(i), striking out "and",

iii. at the end of subparagraph (b)(ii), striking out "." and

substituting "; and", and

iv. adding the following after subparagraph (b)(ii):

(iii)

Section 5.7 - Additional Disclosure for

Reporting Issuers with Significant Equity

Investees. , and

j. in the instructions after

section 2.2,

i. in paragraph (i), striking out "not an annual" and

substituting "an interim",

ii. in paragraph (i), adding "Base the disclosure, except the

disclosure for

section 1.3, on your interim financial

statements. Since you do not have to update the

disclosure required in

section 1.3 in your interim MD&A,

your first MD&A will provide disclosure under

section

1.3 based on your annual financial statements." after "in

your first MD&A.", and

iii. adding the following after paragraph (v):

(vi) In your interim MD&A, update the

summary of

quarterly results in

section 1.5 by providing

summary information for the eight most recently

completed quarters.

(vii) Your annual MD&A may not include all the

information in Item 1 if you were a venture

issuer as at the end of your last financial year.

If you ceased to be a venture issuer during your

interim period, you do not have to restate the

MD&A you previously filed. Instead, provide

the disclosure for the additional sections in Item

1 that you were exempt from as a venture issuer

in the next interim MD&A you file. Base your

disclosure for those sections on your interim

financial statements.

3. Form 51-102F2 Annual Information Form is amended by,

a. repealing the heading "General Instructions and

Interpretation"

Part 1 and substituting "General Provisions",

b. in paragraph 1(d), adding "and

section 12.2" after "with Item

10";

c. in paragraph 1(f), adding ", including any documents

incorporated by reference into the document or excerpt," before

"under your SEDAR profile",

d. repealing

section 4.2 and substituting the following:

4.2 Significant Acquisitions

Disclose any significant acquisition completed by your company during

its most recently completed financial year for which disclosure is

required under

Part 8 of National Instrument 51-102, by providing a

brief

summary of the significant acquisition and stating whether your

company has filed a Form 51-102F4 in respect of the acquisition.

e. preceding subsection 5.1(2), striking out the heading

"Bankruptcy, etc" and substituting "Bankruptcy and Similar

Procedures",

f. in subsection 5.1(2), striking out "and up to the date of the AIF"

and substituting "or during or proposed for the current financial

year",

g. repealing paragraph 5.5(1)(c),

h. in subsection 5.5(2), striking out "paragraphs (1)(

a) and (1)(

b) above" and substituting "subsection (1)",

i. adding the following after subsection 5.5(3):

(4) Material Changes - To the extent not reflected in the information

disclosed in response to subsection (1), disclose the information

contemplated by

Part 6 of National Instrument 51-101 Standards of

Disclosure for Oil and Gas Activities in respect of material changes that

occurred after your company's most recently completed financial year-

end.

j. in

section 7.3,

i. striking out "one or more ratings, including provisional

ratings, has been received" and substituting "you have

asked for and received a stability rating, or if you receive

any other kind of rating, including a provisional rating,",

ii. adding "approved" after "has been received from one or

more",

iii. in paragraph (a), adding "or stability rating" after "a

provisional rating", and

iv. in paragraph (f), adding "or a stability rating" after "a

security rating",

k. after subsection 10.2(3),

i. striking out the heading "Instruction" and substituting

"Instructions",

ii. numbering the paragraph under the heading

"Instructions" as paragraph (i), and

iii. adding the following after paragraph (

i) under the

heading "Instructions":

(ii) A management cease trade order is "a cease trade or

similar order" for the purposes of subparagraph

10.2(1)(a)(

i) and so must be disclosed, whether or

not the director, executive officer or shareholder was

named in the order.

(iii) A late filing fee, such as a filing fee that applies to

the late filing of an insider report, is not a "penalty

or sanction" for the purposes of

section 10.2.

l. repealing the heading "Legal Proceedings" to Item 12 and

substituting "Legal Proceedings and Regulatory Actions",

m. adding the heading "Legal Proceedings" to

section 12.1,

n. in

section 12.1, striking out "Describe any legal proceedings to

which your company is a party or of which any of its property is

the subject and any such proceedings known to your company to

be contemplated, including" and substituting "Describe any legal

proceedings your company is or was a party to, or that any of its

property is or was the subject of, during your financial year.

Describe any such legal proceedings your company knows are

contemplated. Include", and

o. adding the following after the Instruction after

section 12.1:

12.2 Regulatory Actions

Describe any

(

a) penalties or sanctions imposed against your company by

a court relating to securities legislation or by a securities

regulatory authority during your financial year,

(

b) any other penalties or sanctions imposed by a court or

regulatory body against your company that would likely

be considered important to a reasonable investor in

making an investment decision, and

(

c) settlement agreements your company entered into with a

court relating to securities legislation or with a securities

regulatory authority during your financial year.

4. Form 51-102F3 Material Change Report is amended by

a. repealing the heading "General Instructions and

Interpretation"

Part 1 and substituting "General Provisions", and

b. in Item 5,

i. numbering the paragraph under the heading for Item 5

section 5.1,

ii. adding the heading "Full Description of Material

Change" to

section 5.1,

iii. adding the following after

section 5.1:

5.2 Disclosure for Restructuring Transactions

This item applies to a material change report filed in respect

of the closing of a restructuring transaction under which

securities are to be changed, exchanged, issued or

distributed. This item does not apply if, in respect of the

transaction, your company sent an information circular to

its securityholders or filed a prospectus or a securities

exchange takeover bid circular.

Include the disclosure for each entity that resulted from the

restructuring transaction, if your company has an interest in

that entity, required by

section 14.2 of Form 51-102F5. You

may satisfy the requirement to include this disclosure by

incorporating the information by reference to another

document.

iv. striking out the heading "Instruction" and substituting

"Instructions",

v. numbering the paragraph under the heading

"Instructions" as paragraph (i), and

vi. adding the following after paragraph (

i) under the

heading "Instructions":

(ii) If you incorporate information by reference to

another document, clearly identify the

referenced document or any excerpt from it.

Unless you have already filed the referenced

document or excerpt, you must file it with the

material change report. You must also disclose

that the document is on SEDAR at

www.sedar.com.

5. Form 51-102F4 Business Acquisition Report is amended by

a. repealing the heading "General Instructions and

Interpretation"

Part 1 and substituting "General Provisions", and

b. in paragraph 1(d),

i. striking out ", other than the financial statements or other

information required by Item 3,"

ii. adding "you have already filed" after "Unless",

iii. striking out "has already been filed" and substituting ",

including any documents incorporated by reference into

the document or excerpt", and

iv. adding "You must also disclose that the document is on

SEDAR at www.sedar.com." after "file it with this

Report.".

6. Form 51-102F5 Information Circular is amended by

a. repealing the heading "General Instructions and

Interpretation"

Part 1 and substituting "General Provisions",

b. in paragraph 1(c), adding "including any documents incorporated

by reference into the document or excerpt," after "document or

excerpt,",

c. in

section 7.1, adding "(a "proposed director")" after "nominated

for election as a director",

d. adding the following after

section 7.2:

7.2.1 Describe the penalties or sanctions imposed and the

grounds on which they were imposed, or the terms of the

settlement agreement and the circumstances that gave rise

to the settlement agreement, if a proposed director has

been subject to

(

a) any penalties or sanctions imposed by a court relating to

securities legislation or by a securities regulatory

authority or has entered into a settlement agreement with

a securities regulatory authority; or

(

b) any other penalties or sanctions imposed by a court or

regulatory body that would likely be considered

important to a reasonable securityholder in deciding

whether to vote for a proposed director.

7.2.2 Despite

section 7.2.1, no disclosure is required of a

settlement agreement entered into before December 31,

2000 unless the disclosure would likely be important to a

reasonable securityholder in deciding whether to vote for

a proposed director.

INSTRUCTIONS

(

i) The disclosure required by sections 7.2 and 7.2.1 also

applies to any personal holding companies of the

proposed director.

(ii) A management cease trade order is "a cease trade or

similar order" for the purposes of paragraph 7.2(a)(

i) and so must be disclosed, whether or not the proposed

director was named in the order.

(iii) A late filing fee, such as a filing fee that applies to the

late filing of an insider report, is not a "penalty or

sanction" for the purposes of

section 7.2.1.

e. repealing Item 8, and substituting the following:

Item 8 Executive Compensation

If you are sending this information circular in connection with a

meeting

(

a) that is an annual general meeting,

(

b) at which the company's directors are to be elected, or

(

c) at which the company's securityholders will be asked to

vote on a matter relating to executive compensation,

include a completed Form 51-102F6 Statement of Executive

Compensation.,

f. in

section 9.1,

i. adding the heading "Equity Compensation Plan

Information",

ii. renumbering

section 9.1 as subsection 9.1(2), and

iii. preceding subsection 9.1(2), adding the following:

(1) Provide the information in subsection (2) if you are sending

this information circular in connection with a meeting

(

a) that is an annual general meeting,

(

b) at which the company's directors are to be

elected, or

(

c) at which the company's securityholders will be

asked to vote on a matter relating to executive

compensation or a transaction that involves the

company issuing securities.

g. in

section 10.3, striking out "You do not need to disclose

information required by this Item for any indebtedness that has

been entirely repaid on or before the date of the information

circular or for routine indebtedness" and substituting the

following:

You do not need to disclose information required by this Item

(

a) if you are not sending this information circular in connection with

a meeting

(

i) that is an annual general meeting,

(ii) at which the company's directors are to be elected, or

(iii) at which the company's securityholders will be asked to

vote on a matter relating to executive compensation,

(

b) for any indebtedness that has been entirely repaid on or before the

date of the information circular, or

(

c) for routine indebtedness.

h. repealing

section 14.2 and substituting the following:

14.2 If the action to be taken is in respect of a significant acquisition as

determined under

Part 8 of National Instrument 51-102 under

which securities of the acquired business are being exchanged for

the company's securities, or in respect of a restructuring

transaction under which securities are to be changed, exchanged,

issued or distributed, include disclosure for

(

a) the company, if the company has not filed all documents

required under National Instrument 51-102,

(

b) the business being acquired, if the matter is a significant

acquisition,

(

c) each entity, other than the company, whose securities are

being changed, exchanged, issued or distributed, if

(

i) the matter is a restructuring transaction, and

(ii) the company's current securityholders will have

an interest in that entity after the restructuring

transaction is completed, and

(

d) each entity that would result from the significant

acquisition or restructuring transaction, if the company's

securityholders will have an interest in that entity after

the significant acquisition or restructuring transaction is

completed.

The disclosure must be the disclosure (including financial

statements) prescribed by the form of prospectus, other than a short

form prospectus under National Instrument 44-101 Short Form

Prospectus Distributions, that the entity would be eligible to use

for a distribution of securities in the jurisdiction.

i. in

section 14.5,

i. striking out "Section 14.2 does not apply to an

information circular that is prepared" and substituting

"A company satisfies

section 14.2 if it prepares an

information circular",

ii. adding "," after "connection with a Qualifying

Transaction",

iii. striking out "(as such terms" and substituting ", or in

connection with a Reverse Take-Over (as Qualifying

Transaction, CPC and Reverse Take-Over",

iv. striking out "policy on Capital Pool Companies" and

substituting "policies", and

v. adding "or Reverse Take-Over" after "in respect of that

Qualifying Transaction", and

j. adding the following after

section 14.5:

INSTRUCTION

For the purposes of

section 14.2, a securityholder will not be

considered to have an interest in an entity after an acquisition or

restructuring transaction is completed if the securityholder will only

hold a redeemable security that is immediately redeemed for cash.

7. Form 51-102F6 Statement of Executive Compensation is amended by

a. repealing the heading "General Instructions and

Interpretation"

to Item 1 and substituting "General Provisions",

b. in

section 1.1,

i. adding ", whatever the source," after "disclosure of all

compensation", and

ii. adding "The particular requirements in this Form should

be interpreted with regard to this purpose, the definition

of "executive officer" in the Instrument, and in a manner

that gives priority to substance over form." after

"unincorporated business entities.",

c. in paragraph 1.4(e), striking out the second sentence and

substituting the following:

Also, the company must include in the appropriate

compensation category any compensation paid under an

understanding, arrangement or agreement existing among

(

i) any of

(

A) the company,

(

B) its subsidiaries, or

(

C) an officer or director of the company

or its subsidiary, and

(ii) another entity,

for the purpose of the entity compensating the officer or

director for employment services or office.

If the company's executive management is employed or

retained by an external management company (including

a subsidiary, affiliate or associate) and the company has

entered into an understanding, arrangement or agreement

of any kind for the provision of executive management

services by the external management company to the

company directly or indirectly, the company must

disclose any compensation payable

(iii) directly by the company to any persons

employed or retained by the external

management company who are acting as

executive officers and directors of the company;

and

(iv) by the external management company to such

persons that is attributable to services rendered

to the company directly or indirectly.

d. in paragraph 1.4(f), striking out "primary", and

e. adding the following as paragraph (g):

(

g) Allocation of Compensation - If the company's executive

management is provided through an external management

company, and the external management company has other clients

in addition to the company, the company must disclose either,

(

i) the portion of the compensation paid to the officer or

director by the external management company that can be

attributed to services rendered to the company; or

(ii) the entire compensation paid by the external management

company to the officer or director.

If the company does allocate the compensation paid to the officer

or director, it should disclose the basis for the allocation. , and

f. in paragraph 2.1 1.(

a) relating to column (e), adding "or Qu‚bec

Pension Plan" after "CPP".

8. This amendment comes into force December 29, 2006.

______________

AMENDMENTS TO NATIONAL INSTRUMENT 52-107

Acceptable Accounting Principles, Auditing Standards and Reporting

Currency

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 29,

2006 pursuant to sections 223 and 224 of the Securities Act.

1. National Instrument 52-107 Acceptable Accounting Principles, Auditing

Standards and Reporting Currency is amended by this Instrument.

Section 1.1 is amended by,

a. in paragraph (

b) of the definition of "designated foreign issuer",

adding "in a designated foreign jurisdiction" after "foreign

disclosure requirements",

b. repealing the definition of "executive officer" and substituting

the following:

"executive officer" means, for an issuer, an individual who is

(

a) a chair, vice-chair or president;

(

b) a vice-president in charge of a principal business unit,

division or function including sales, finance or

production; or

(

c) performing a policy-making function in respect of the

issuer; , and

c. in the definition of "recognized exchange",

i. striking out "and" at the end of paragraph (a), and

ii. adding the following after paragraph (a):

(a.1) in Qu‚bec, a person or company authorized by

the securities regulatory authority to carry on

business as an exchange; and

3. Subsection 4.1(1) and

section 4.2 are amended by striking out "filed by an

SEC issuer" and substituting "of an SEC issuer that are filed with or

delivered to a securities regulatory authority or regulator" wherever it

appears.

4. Sections 5.1 and 5.2 are amended by striking out "filed by a foreign issuer"

and substituting "of a foreign issuer that are filed with or delivered to a

securities regulatory authority or regulator" wherever it appears.

5. Paragraph 5.2(

a) is repealed and substituted with the following:

(

a) U.S. GAAS, if the auditor's report

(

i) contains an unqualified opinion;

(ii) identifies all financial periods presented for which the

auditor has issued an auditor's report;

(iii) refers to the former auditor's reports on the comparative

periods, if the issuer has changed its auditor and one or

more of the comparative periods presented in the

financial statements were audited by a different auditor;

and

(iv) identifies the auditing standards used to conduct the audit

and the accounting principles used to prepare the

financial statements;

6. The following is added after subsection 9.1(2):

(3) Except in Ontario, an exemption referred to in subsection (1) is

granted under the statute referred to in Appendix B of National

Instrument 14-101

Definitions opposite the name of the local

jurisdiction.

7. This amendment comes into force December 29, 2006.

______________

AMENDMENTS TO NATIONAL INSTRUMENT 71-102

Continuous Disclosure and Other Exemptions Relating to Foreign Issuers

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 29,

2006 pursuant to sections 223 and 224 of the Securities Act.

1. National Instrument 71-102 Continuous Disclosure and Other

Exemptions Relating to Foreign Issuers is amended by this Instrument.

Section 1.1 is amended by,

a. repealing the

definitions of "board of directors" and "SEDI

issuer",

b. in paragraph (

b) of the definition of "designated foreign issuer",

adding "in a designated foreign jurisdiction" after "foreign

disclosure requirements",

c. repealing the definition of "executive officer" and substituting

the following:

"executive officer" means, for a reporting issuer, an individual who is

(

a) a chair, vice-chair or president;

(

b) a vice-president in charge of a principal business unit,

division or function including sales, finance or

production; or

(

c) performing a policy-making function in respect of the

issuer;

d. in the definition of "interim period",

i. in paragraph (a), adding "a non-standard year

or" after "in the case of a year other than",

ii. at the end of paragraph (a), striking out "or",

and

iii. adding the following after paragraph (a):

(a.1) in the case of a non-standard year, a

period commencing on the first day of

the financial year and ending within 22

days of the date that is nine, six or three

months before the end of the financial

year; or

e. adding the following after the definition of "NI 52-107":

"non-standard year" means a financial year, other than a transition

year, that does not have 365 days, or 366 days if it includes

February 29; , and

f. in the definition of "recognized exchange",

i. striking out "and" at the end of paragraph (a), and

ii. adding the following after paragraph (a):

(a.1) in Qu‚bec, a person or company authorized by

the securities regulatory authority to carry on

business as an exchange; and

3. Sections 4.2, 4.8, 4.9, 4.11, 5.3, 5.9, 5.10 and 5.12 are amended by striking

out "is exempt from" and substituting "satisfies" wherever it appears.

4. Subsections 4.7(2) and 5.8(2) are amended by striking out "the exemption

in", wherever it appears.

Section 4.10 is amended by

a. striking out "An SEC foreign issuer is exempt from securities"

and substituting "Securities", and

b. adding "do not apply to an SEC foreign issuer" after "material

contracts".

Section 4.12 is repealed and substituted with the following:

4.12 Insider Reporting

The insider reporting requirement does not apply to an insider of

an SEC foreign issuer that has a class of securities registered under

section 12 of the 1934 Act if the insider complies with the

requirements of U.S. federal securities law relating to insider

reporting.

Section 5.11 is amended by

a. striking out "A designated foreign issuer is exempt from

securities" and substituting "Securities", and

b. adding "do not apply to a designated foreign issuer" after

"material contracts".

Section 5.13 is repealed and substituted with the following:

5.13 Insider Reporting

The insider reporting requirement does not apply to an insider of a

designated foreign issuer if the insider complies with foreign

disclosure requirements relating to insider reporting.

9. This amendment comes into force December 29, 2006

______________

CONSEQUENTIAL AMENDMENTS TO NATIONAL INSTRUMENT 44-101

Short Form Prospectus Distributions

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 29,

2006 pursuant to sections 223 and 224 of the Securities Act.

1. National Instrument 44-101 Short Form Prospectus Distributions is

amended by this Instrument.

Section 1.1 is amended by,

a. repealing the definition of "approved rating" and substituting the

following:

"approved rating" means, for a security, a rating at or above one of the

following rating categories issued by an approved rating organization

for the security or a rating category that replaces a category listed

below:

Approved Rating

Organization

Long

Term

Debt

Short

Term Debt

Preferred

Shares

Dominion Bond

Rating Service

Limited

BBB

R-2

Pfd-3

Fitch Ratings Ltd.

BBB

BBB

Moody's Investors

Service

Baa

Prime-3

"baaa"

Standard & Poor's

BBB

A-3

P-3

b. repealing the definition of "approved rating organization" and

substituting the following:

"approved rating organization" means each of Dominion Bond Rating

Service Limited, Fitch Ratings Ltd., Moody's Investors Service,

Standard & Poor's and any of their successors;

3. This amendment comes into force December 29, 2006.

______________

AMENDMENTS TO FORM 44-101F1

Short Form Prospectus

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 29,

2006 pursuant to sections 223 and 224 of the Securities Act.

1. Form 44-101F1 Short Form Prospectus is amended by this Instrument.

Section 7.9 is amended by striking out "If one or more ratings, including

provisional ratings or stability ratings, have been received" and substituting

"If the issuer has asked for and received a stability rating, or if the issuer

receives any other kind of rating, including a provisional rating,"

3. Item 10 is amended by,

a. in paragraphs 10.1(1)(

b) and 10.1(2)(b), adding "or would be if it

were not a reverse takeover, as defined in NI 51-102," after "NI

51-102".

b. in Instruction (2) following

section 10.1, adding "for significant

acquisitions" after "NI 51-102".

4. Item 11 is amended by

a. repealing item 11.1(1) 6. and substituting the following:

6. Any business acquisition report filed by the issuer under

Part 8 of

NI 51-102 for acquisitions completed since the beginning of the

financial year in respect of which the issuer's current AIF is filed,

unless the issuer

(

a) incorporated the BAR by reference into its current AIF,

(

b) incorporated at least 9 months of the acquired business or

related businesses operations into the issuer's most recent

audited financial statements.

b. in item 11.1(1) 7., striking out "end" and substituting

"beginning".

5. This amendment comes into force December 29, 2006.

______________

AMENDMENTS TO NATIONAL INSTRUMENT 21-101

Marketplace Operation

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 13,

2006 pursuant to sections 223(j), 223(

w) and 224 of the Securities Act.

PART 1 AMENDMENTS

1.1 Amendments

(1) This Instrument amends National Instrument 21-101 Marketplace

Operation.

(2) Part 1 is amended by repealing the definition of "government debt

security" and substituting the following definition:

"government debt security" means

(

a) a debt security issued or guaranteed by the government of

Canada, or any province or territory of Canada,

(

b) a debt security issued or guaranteed by any municipal

corporation in Canada, or secured by or payable out of

rates or taxes levied under the law of a jurisdiction of

Canada on property in the jurisdiction and to be collected

by or through the municipality in which the property is

situated,

(

c) a debt security of a crown corporation,

(

d) in Ontario, a debt security of any school board in Ontario

or of a corporation established under

section 248(1) of

the Education Act (Ontario), or

(

e) in Qu‚bec, a debt security of the Comit‚ de gestion de la

taxe scolaire de l'Œle de Montr‚al

that is not listed on a recognized exchange or quoted on a

recognized quotation and trade reporting system or listed on an

exchange or quoted on a quotation and trade reporting system that

has been recognized for the purposes of this Instrument and NI 23-

(3) Section 6.2 is repealed and the following substituted:

"Except as provided in this Instrument, the registration exemptions

applicable to dealers under securities legislation are not available to an

ATS."

(4) Part 7 is amended by:

a. striking out the reference in

section 7.2 to "orders" and

substituting "trades";

b. striking out the reference in

section 7.4 to "orders" and

substituting "trades";

c. repealing

section 7.5; and

d. adding the following:

"7.5 Consolidated Feed - Exchange-Traded Securities - An

information processor shall produce an accurate and timely

consolidated feed showing the information provided to the

information processor under sections 7.1 and 7.2.

7.6 Compliance with Requirements of an Information

Processor - A marketplace shall comply with the reasonable

requirements of the information processor to which it is required to

provide information under this Part."

(5) Part 8 is amended by

a. repealing subsection 8.2(1) and substituting the

following:

A marketplace that displays orders of corporate debt

securities to a person or company shall provide accurate

and timely information regarding orders for designated

corporate debt securities displayed on the marketplace to

an information processor, as required by the information

processor, or if there is no information processor, to an

information vendor that meets the standards set by a

regulation services provider, as required by the regulation

services provider;

b. repealing subsection 8.2(3) and substituting the

following:

A marketplace shall provide accurate and timely

information regarding details of trades of designated

corporate debt securities executed on the marketplace to

an information processor, as required by the information

processor, or if there is no information processor, to an

information vendor that meets the standards set by a

regulation services provider, as required by the regulation

services provider;

c. repealing subsection 8.2(4) and substituting the

following:

An inter-dealer bond broker shall provide accurate and

timely information regarding details of trades of

designated corporate debt securities executed through the

inter-dealer bond broker to an information processor, as

required by the information processor, or if there is no

information processor, to an information vendor that

meets the standards set by a regulation services provider,

as required by the regulation services provider;

d. repealing subsection 8.2(5) and substituting the

following:

A dealer executing trades of corporate debt securities

outside of a marketplace shall provide accurate and

timely information regarding details of trades of

designated corporate debt securities traded by or through

the dealer to an information processor, as required by the

information processor, or if there is no information

processor, to an information vendor that meets the

standards set by a regulation services provider, as

required by the regulation services provider;

e. repealing

section 8.5 and substituting the following:

"8.5 Reporting Requirements for the Information

Processor -

(1) The information processor shall report,

within 30 days after the end of each calendar quarter, the

process and criteria for selection of government debt

securities, as applicable, and designated corporate debt

securities and the list of government debt securities, as

applicable, and designated corporate debt securities.

(2) The information processor shall report, within 30

days after the end of each calendar year, the process to

communicate the designated securities to the

marketplaces, inter-dealer bond brokers and dealers

providing the information as required by the Instrument,

including where the list of designated securities can be

found."; and

f. adding the following section:

"8.6 Exemption for Government Debt Securities -

Section 8.1 does not apply until January 1, 2012."

(6) Part 11 is amended by repealing

section 11.2(2) and substituting

the following:

"11.2(2) Transmittal of Order Information - A marketplace

shall transmit to a securities regulatory authority or a regulation

services provider, if it has entered into an agreement with a

regulation services provider in accordance with NI 23-101, the

information required by the securities regulatory authority or the

regulation services provider, within ten business days, in electronic

form as required by the securities regulatory authority or regulation

services provider.

11.2(3) Electronic Form - The record kept by a marketplace

under

section 11.1 and subsection 11.2(1) and the transmission of

information to a securities regulatory authority or a regulation

services provider under subsection 11.2(2) shall be in electronic

form as prescribed by a securities regulatory authority or a

regulation services provider."

(7) Part 12 is amended by adding the following

section 12.3:

"12.3 Availability of technology specifications and testing

facilities -

(1) For at least two months immediately prior to

operating, a marketplace shall make available to the public any

technology requirements regarding interfacing with or access to

the marketplace.

(2) After the technology requirements set out in subsection

(1) have been published, a marketplace shall make available to the

public, for at least one month, testing facilities for interfacing with

and access to the marketplace."

(8) Appendix A to National Instrument 21-101 Marketplace Operation

is repealed.

______________

AMENDMENTS TO FORM 21-101 F2

Initial Operation Report Alternative Trading System

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 13,

2006 pursuant to sections 223(j), 223(

w) and 224 of the Securities Act.

PART 1 AMENDMENTS

(1) This Instrument amends Form 21-101F2 Initial Operation Report

Alternative Trading System.

(2) Exhibit G is amended by adding the following at the end of item 5:

"Where applicable, the description should include, at a minimum: the

parties involved in settling the trades; the trades being settled; and the

procedures to manage counterparty and settlement risk."

______________

AMENDMENTS TO FORM 21-101 F5

Initial Operation Report For Information Processor

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 13,

2006 pursuant to sections 223(j), 223(

w) and 224 of the Securities Act.

PART 1 AMENDMENTS

(1) This Instrument amends Form 21-101F5 Initial Operation Report for

Information Processor.

(2) Part 1 Corporate Governance is amended by:

a. adding "identifying the processes and procedures which promote

independence from the marketplaces, inter-dealer bond brokers

and dealers that provide data." after "all subsequent amendments"

in the description of Exhibit A;

b. adding "identifying those individuals with overall responsibility

for the integrity and timeliness of data reported to and displayed by

the system (the "System") of the information processor," after "the

previous year" in the description of Exhibit C; and

c. adding "identifying the employees responsible for monitoring the

timeliness and integrity of data reported to and displayed by the

System." at the end of the first sentence of the description of

Exhibit E.

(3) Part 2 Systems and Operations is amended by:

a. replacing "the system (the "System") of the information processor"

with "the System" in the description of Exhibit G;

b. adding "including data validation processes" at the end of

subsection 2 of the description of Exhibit G;

c. repealing the current description of Exhibit H and replacing it

with:

"A description in narrative form of each service or function

performed by the information processor. Include a description of

all procedures utilized for the collection, processing, distribution,

validation and publication of information with respect to orders

and trades in securities."; and

d. removing the last sentence of the description of Exhibit J and

replacing it with:

"Describe any measures used to verify the timeliness and accuracy

of information received and disseminated by the System, including

the processes to resolve data integrity issues identified."

(4) Part 4 Fees is amended by:

a. adding "and Revenue Sharing" after "Fees" to the title; and

b. adding "Where arrangements to share revenue from the sale of

data disseminated by the information processor with marketplaces,

inter-dealer bond brokers and dealers that provide data to the

information processor in accordance with National Instrument 21-

101 are in place, a complete description of the arrangements and

the basis for these arrangements." at the end of the description of

Exhibit O.

(5) The following

section is added after

Part 5:

"6. - Selection of Securities Reported to the Information Processor

Exhibit T

Where the information processor is responsible for making a determination

of the data which must be reported, including the securities for which

information must be reported in accordance with National Instrument 21-

101, describe the manner of selection and communication of these securities.

This description should include the following:

1. The criteria used to determine which securities should be reported

to the information processor.

2. The process for selection of the securities, including a description

of the parties consulted in the process and the frequency of the

selection process.

3. The process to communicate the securities selected to the

marketplaces, inter-dealer bond brokers and dealers providing the

information as required by National Instrument 21-101. The

description should include where this information is located."

______________

AMENDMENTS TO NATIONAL INSTRUMENT 23-101

Trading Rules

(Securities Act)

Made as an amendment rule by the Alberta Securities Commission on December 13,

2006 pursuant to sections 223(j), 223(

w) and 224 of the Securities Act.

PART 1 AMENDMENTS

1.1 Amendments

(1) This Instrument amends National Instrument 23-101 Trading

Rules.

(2) Part 3 is amended by repealing subsection 3.1(2) and substituting

the following:

"In Alberta, British Columbia, Ontario, Qu‚bec and Saskatchewan,

instead of subsection (1), the provisions of the Securities Act

(Alberta), the Securities Act (British Columbia), the Securities Act

(Ontario), the Securities Act (Qu‚bec) and The Securities Act, 1988

(Saskatchewan), respectively, relating to manipulation and fraud

apply."

(3) Part 7 is amended by

a. striking out "recognized exchange and its members" and

substituting "members of a recognized exchange" in

subsection 7.2(a); and

b. striking out "recognized quotation and trade reporting

system and its users" and substituting "users of a

recognized quotation and trade reporting system" in

subsection 7.4(a).

(4) Part 11 is amended by

a. adding subsection 11.1(2):

A dealer or inter-dealer bond broker is exempt from this

Part if the

dealer or inter-dealer bond broker complies with similar

requirements, for any securities specified, established by a

regulation services provider and approved by the applicable

securities regulatory authority.

b. in subsection 11.2(1), by striking out "Immediately following the

receipt or origination of an order for securities" and substituting

"Immediately following the receipt or origination of an order for

equity, fixed income and other securities identified by a regulation

services provider";

c. in subsection 11.2(1)(q), striking out the word "and";

d. in subsection 11.2(1)(r), striking out "an insider marker" and

adding "an insider marker; and";

e. adding the following subsection 11.2(1)(s): "any other markers

required by a regulation services provider.";

f. deleting subsection 11.2(5) and substituting:

"Transmittal of Order Information - A dealer and inter-dealer

bond broker shall record and shall transmit within 10 business days

to a securities regulatory authority or a regulation services provider

the information required by the securities regulatory authority or

the regulation services provider, in electronic form, as required by

the securities regulatory authority or the regulation services

provider.";

g. deleting subsection 11.2(6) and substituting the following:

"Electronic Form - The record kept by the dealer and inter-dealer

bond broker under subsections (1) through (4) and the transmission

of information to a securities regulatory authority or a regulation

services provider under subsection (5) shall be in electronic form

by January 1, 2010."; and

h. adding subsection 11.2(7):

"Record preservation requirements - A dealer and an inter-dealer

bond broker shall keep all records for a period of not less than

seven years from the creation of the record referred to in this

section, and for the first two years in a readily accessible location."

Sustainable Resource Development

Alberta Fishery Regulations, 1998

Notice of Variation Order 33-2006

Commercial Fishing Seasons

The close times and quotas set out in

Schedule 8 to the Alberta Fishery Regulations in

respect of the waters listed in the

Schedule to this Notice have been varied by

Variation Order 33-2006 by the Director of Fisheries Management in accordance with

section 3 of the Alberta Fishery Regulations.

Where fishing with gill nets is permitted during an open season established by the

Order, the gill net mesh size has been specified in the Order.

SCHEDULE

PART 1

Item - 3

Column 1 Waters - In respect of:

(6) Moose Lake (61-7-W4)

Column 2 Gear - trap net

Column 3 Open Time - 08:00 hours October 31, 2006 to 16:00 hours November 15,

Column 4 Species and Quota - 1) Lake whitefish: 18,000 kg; 2) Walleye: 1 kg; 3)

Yellow perch: 1 kg; 4) Northern pike: 1 kg; 5) Tullibee: 9,050 kg; 6) Lake trout: 1 kg.

______________

Notice of Variation Order 36-2006

Commercial Fishing Seasons

The close times and quotas set out in

Schedule 8 to the Alberta Fishery Regulations in

respect of the waters listed in the

Schedule to this Notice have been varied by

Variation Order 36-2006 by the Director of Fisheries Management in accordance with

section 3 of the Alberta Fishery Regulations.

Where fishing with gill nets is permitted during an open season established by the

Order, the gill net mesh size has been specified in the Order.

Pursuant to Variation Order 36-2006 commercial fishing is permitted in accordance

with the following schedule..

SCHEDULE

PART 1

Item - 1

Column 1 Waters - In respect of:

(64) McGregor Lake (18-22-W4)

Column 2 Gear - Gill net not less than 140 mm mesh

Column 3 Open Time - A. In respect of McGregor Lake excluding the following

portions:

- that portion north of the southern boundaries of sections 25 and 26-18-22-W4 and

30-18-21-W4;

- that portion which is south of secondary road 531:

08:00 hours October 15, 2006 to 16:00 hours October 25, 2006;

08:00 hours December 11, 2006 to 16:00 hours December 12, 2006.

B. In respect of all other waters:

Closed.

Column 4 Species and Quota - 1) Lake whitefish: 40,825 kg; 2) Walleye: 227 kg; 3)

Yellow perch: 1 kg; 4) Northern pike: 681 kg; 5) Tullibee: 1 kg; 6) Lake trout: 1 kg.

______________

Notice of Variation Order 37-2006

Commercial Fishing Seasons

The close times and quotas set out in

Schedule 8 to the Alberta Fishery Regulations in

respect of the waters listed in the

Schedule to this Notice have been varied by

Variation Order 37-2006 by the Director of Fisheries Management in accordance with

section 3 of the Alberta Fishery Regulations.

Where fishing with gill nets is permitted during an open season established by the

Order, the gill net mesh size has been specified in the Order.

Pursuant to Variation Order 37-2006 commercial fishing is permitted in accordance

with the following schedule.

SCHEDULE

PART 1

Item - 1

Column 1 Waters -

(9.1) Buck Lake (46-5-W5)

- excluding the following portions:

- that portion south of a line drawn from the northernmost point of land in NW11-46-

6-W5 to the northernmost point of land in NW12-46-6-W5;

- that portion south of a line drawn from the northernmost point of land in NW12-46-

6-W5 to the nearest point of land in SE13-46-6-W5;

- that portion east of a line drawn from the westernmost point of land in SW25-46-6-

W5 to the point where the northern shoreline is intersected by the western boundary

of 36-46-6-W5

Column 2 Gear - Gill net not less than 152 mm mesh

Column 3 Open Time - 08:00 hours January 3, 2007 to 16:00 hours January 4, 2007

Column 4 Species and Quota - 1) Lake whitefish: 20,000 kg; 2) Walleye: 250 kg; 3)

Yellow perch: 250 kg; 4) Northern pike: 250 kg; 5) Tullibee: 1 kg; 6) Lake trout: 1

kg.

Column 1 Waters -

(54.1) Lac Ste. Anne (55-3-W5)

-excluding that portion southeast of a line drawn from the water tower in Gunn

Townsite to the point of land in 10-20-54-3-W5

Column 2 Gear - Gill net not less than 140 mm mesh

Column 3 Open Time - 08:00 hours March 12, 2007 to 16:00 hours March 16, 2007

Column 4 Species and Quota - 1) Lake whitefish: 45,000 kg; 2) Walleye: 4