##### 



Unless permitted under securities legislation, the holder of this security must not trade the
security before , 2007
  Without prior written approval of the TSX Venture Exchange and compliance with all applicable
securities legislation, the securities represented by this certificate and the common shares for
which this security is exercisable may not be sold, transferred, hypothecated or otherwise traded
on or through the facilities of the TSX Venture Exchange or otherwise in Canada or to or for the
benefit of a Canadian resident until , 2007
  The common shares for which this security is exercisable have not been and will not be registered
under the United States Securities Act of 1933, as amended (the 1933 Act) or any applicable state
securities laws. This security may not be exercised within the United States or on behalf of any
U.S. Person (as defined in regulation s under the 1933 Act) unless registered under the 1933 Act
and any such applicable state securities laws or unless an exemption from such registration is
available.
 THE WARRANTS REPRESENTED BY THIS CERTIFICATE WILL BE VOID AND OF
NO VALUE IF NOT EXERCISED PRIOR TO 4:00 P.M. (CALGARY TIME) ON , 2009.
 WARRANT CERTIFICATE
 AUSAM ENERGY CORPORATION
 WARRANT
CERTIFICATE NO. ___
    
    
    
    
    
    ___WARRANTSentitling the holder
to acquire, subject to adjustment,
one (1) Common Share for each whole
Warrant represented hereby.
  [NAME AND ADDRESS OF HOLDER]
 Warrantholder Common Share Corporation
 The Warrants represented by this certificate may only be exercised at the principal office of the
Corporation 1430, 1122  4th Street S.W. Calgary, Alberta T2R 1M1 upon surrender of this
certificate with the Subscription Form on the reverse side hereof duly completed and executed, and
cash or a certified cheque or bank draft payable to or to the order of the Corporation, at par in
Calgary, Alberta in immediately available funds, for the full purchase price of the Common Shares
so subscribed for.
 The Warrants represented by this certificate are subject to the Terms and Conditions of Warrants
of Ausam Energy Corporation appended as a Schedule hereto.
   AUSAM ENERGY CORPORATIONPer:Mark AveryPresident and CEO IMPORTANT: SEE TERMS AND CONDITIONS OF WARRANTS OF
AUSAM ENERGY CORPORATION ATTACHED AS A SCHEDULE HERETO




---



##### 



-2- (reverse side of Warrant Certificate)
  SUBSCRIPTION FORM
  
  Name:Address in full:Social Insurance Number:
 Note: If further nominees are intended, please attach (and initial) a schedule providing these particulars.
 
 Signature Guaranteed
    
    
    
    Signature of Warrantholder (to be the same as the name
that appears on the face of this Warrant Certificate)Name of Warrantholder (please print)Address of Warrantholder (please print)
  TRANSFER FORM
 (print
name and address of assignee)
 
 Signature Guaranteed
    
    
    
    Signature of Warrantholder (to be the same as the name
that appears on the face of this Warrant Certificate)Name of Warrantholder (please print)Address of Warrantholder (please print)
 Instructions
 1.
    
    If the Subscription Form indicates that Common Shares are to be issued to a person or persons
other than the registered holder of the Warrant Certificate, the signature of such
Warrantholder on the Subscription Form must be guaranteed by an authorized officer of
a chartered bank, trust company or an investment dealer who is a member of a recognized stock
exchange, and the Warrantholder must pay any applicable transfer taxes or fees.2.
    
    If the Subscription Form or Transfer Form is signed by a trustee, exercise, administrator,
curator, guardian, attorney, officer of a corporation or any person acting in a fiduciary or
representative capacity, the Warrant Certificate must be accompanied by evidence of authority
to sign satisfactory to the Corporation.3.
    
    Warrants shall only be transferable in accordance with applicable securities laws and the
policies of the TSX Venture Exchange.




---



##### 



S-1 
 SCHEDULE TO WARRANT CERTIFICATE
 TERMS AND CONDITIONS OF WARRANTS
OF AUSAM ENERGY CORPORATION
  ARTICLE 1
INTERPRETATION
 1.1 Definitions
  (a)
    
    Board of Directors means the board of directors of the Corporation;(b)
    
    Business Day means a day other than a Saturday, Sunday or a statutory holiday
in the Province of Alberta;(c)
    
    Common Shares means the common shares in the capital of the Corporation;(d)
    
    Corporation means Ausam Energy Corporation and its successors and assigns;(e)
    
    Exercise Price means the price of $0.65 per Common Share, expressed in lawful
money of Canada, or such lesser price as may be determined in accordance with Section
5.2, subject to adjustment in accordance with Article 4 hereof;(f)
    
    Expiry Time means 4:00 p.m. (Calgary time)
on  , 2009, or such other
time as may be determined in accordance with Section 5.2, subject to adjustment in
accordance with Article 4 hereof;(g)
    
    herein, hereby and similar expressions refer to these Terms and Conditions,
as the same may be amended or modified from time to time; and the expression Article,
Section and subsection followed by a number refer to the specified Article, Section
or subsection of these Terms and Conditions;(h)
    
    person includes an individual, corporation, partnership, trustee or any
unincorporated organization and words importing persons include individuals,
corporations, partnerships, trustees and unincorporated organizations;(i)
    
    Purchase Priceshall mean, for any exercise of Warrants, the aggregate
consideration payable to the Corporation by the Warrantholder pursuant to Section 2.2
hereof, in an amount equal to the product of the Exercise Price applicable as at the
date of exercise multiplied by the number of Warrants so exercised at such time;(j)
    
    Warrantholdermeans the registered holder of the Warrants;(k)
    
    Warrants means the warrants to acquire Common Shares evidenced by the Warrant
Certificate;(l)
    
    Warrant Certificate means the certificate to which these Terms and Conditions
are attached; and
 vice versa




---



##### 



S-2 1.2 Interpretation Not Affected by Headings
  1.3 Applicable Law
  ARTICLE 2
VESTING AND EXERCISE OF WARRANTS
 2.1 Vesting and Expiry
  2.2 Method of Exercise
  2.3 Effect of Exercise
  2.4 Partial Exercise
 provided, however, that
 2.5 Expiration
  2.6 Fractional Interests




---



##### 



S-3  2.7 Successors
  ARTICLE 3
GENERAL
 3.1 Reservation of Sufficient Common Shares
  3.2 Covenants and Representations of the Corporation
    3.3 Additional Securities
  3.4 Lost, Stolen, Destroyed or Mutilated Warrant Certificates
  3.5 Warrantholder Not a Shareholder




---



##### 



S-4 3.6 Notice to Regulatory Authorities
  3.7 Legends
  3.8 Transfer Taxes
 provided, however, that
 ARTICLE 4
ADJUSTMENTS
 4.1 Adjustment of Subscription Rights
  4.2 Share Dividends, Subdivisions or Consolidations
  (a)
    
    subdivide the outstanding Common Shares into a larger number of Common Shares;(b)
    
    combine or consolidate the outstanding Common Shares into a smaller number of Common Shares;
or(c)
    
    make any distribution payable in Common Shares or other securities to the holders of all or
substantially all of the outstanding Common Shares including by way of stock dividend,
 Adjustment Event Pre-Adjustment Shares
 4.3 Minimum Adjustment




---



##### 



S-5 provided, however,
 4.4 Reorganization
  (a)
    
    reclassify, change or reorganize the Common Shares then outstanding into other shares or
securities of the Corporation or any affiliate or associate of the Corporation; or(b)
    
    merge, amalgamate or consolidate into another person (including by way of plan of
arrangement);
 Reorganization Pre-Reorganization Shares
  4.5 Other Actions Affecting Common Shares
  4.6 Exception
 mutatis mutandis




---



##### 



S-6  4.7 Abandonment after Record Date
  4.8 No Adjustments for Other Transactions or Events
  (a)
    
    the granting by the Corporation of options or other rights under any stock option plan, stock
purchase plan, phantom stock plan, stock appreciation rights plan, or other deferred, share or
incentive compensation plan to officers, directors, employees or consultants of the
Corporation or its affiliates;(b)
    
    the issue by the Corporation of any Common Shares or other securities of the Corporation for
valuable consideration to any persons other than as specifically provided for in this Article
4 (including without limitation the issue of Common Shares upon the exercise or conversion of
any securities of the Corporation outstanding as at the date hereof that are exercisable or
convertible into Common Shares); or(c)
    
    the declaration or payment of any dividends on the Common Shares other than as specifically
provided for in this Article 4.
 4.9 Proceedings Prior to any Action Requiring Adjustment
  4.10 Notice of Adjustment
 (a)
    
    At least fifteen (15) days prior to the effective date or record date, as the case may be, of
any event that requires or might require an adjustment pursuant to this Article 4, the
Corporation shall give written notice to the Warrantholder of the particulars of such event
and, if determinable, the required adjustment.(b)
    
    In the event that any adjustment for which the notice of adjustment referred to in paragraph
(a) above has been given is not then determinable, the Corporation will give written notice to
the Warrantholder of the required adjustment promptly after such adjustment is determinable.(c)
    
    Unless otherwise provided herein, any notice to the Warrantholders under the provisions of
the Warrants shall be valid and effective if delivered or if sent by facsimile or letter or
circular through the ordinary post addressed to such holders at their addresses appearing on
their respective subscriptions for the Warrants and shall be deemed to have been effectively
given on the date of delivery or, if mailed, five Business Days following actual posting of
the notice, or if telecopied, the next Business Day after transmission provided that
transmission has been completely and accurately transmitted.(d)
    
    If, by reason of a strike, lockout or other work stoppage, actual or threatened, involving
postal employees, any notice to be given to the Warrantholders hereunder could reasonably be
considered unlikely to reach its destination, such notice shall be valid and effective only if
it is delivered or sent by facsimile at the appropriate address or number referred to in
subsection 4.10(c).




---



##### 



S-7 
 4.11 Resolution of Disputes
  4.12 Exchange Approval
  ARTICLE 5
AMENDMENTS
 5.1 Amendments Generally
  5.2 Reduction in Exercise Price; Extension of Expiry Time