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Table of Contents

|Introduction                                                                                       |                                                   | 01
|-------------------------------------------------------------------------------------------------- | ------------------------------------------------- | --
|Corporate Structure                                                                                |                                                   | 01
|General Development of the Business                                                                |                                                   | 02
|                                                                                                   | Strategy                                          |   
|                                                                                                   | Activities and Events                             |   
|Description of the Business                                                                        |                                                   | 06
|                                                                                                   | General                                           |   
|                                                                                                   | North America                                     |   
|                                                                                                   | UK                                                |   
|                                                                                                   | Scandinavia                                       |   
|                                                                                                   | Southeast Asia                                    |   
|                                                                                                   | Other                                             |   
|                                                                                                   | Exploration                                       |   
|Reserves and Other Oil and Gas Information                                                         |                                                   | 18
|                                                                                                   | Internal Evaluation                               |   
|                                                                                                   | Reserves Estimates                                |   
|                                                                                                   | Reserves Reconciliations                          |   
|                                                                                                   | Discounted Future Net Cash Flows                  |   
|                                                                                                   | Productive Wells                                  |   
|                                                                                                   | Acreage                                           |   
|                                                                                                   | Production                                        |   
|                                                                                                   | Drilling Activity                                 |   
|                                                                                                   | Other Oil and Gas Information                     |   
|Competitive Conditions                                                                             |                                                   | 45
|Corporate Responsibility and Environmental Protection                                              |                                                   | 45
|                                                                                                   | Corporate Policies                                |   
|                                                                                                   | Health, Safety and Environmental Protection       |   
|Employees                                                                                          |                                                   | 47
|Description of Capital Structure                                                                   |                                                   | 47
|                                                                                                   | Share Capital                                     |   
|                                                                                                   | Ratings                                           |   
|Market for the Securities of the Company                                                           |                                                   | 49
|                                                                                                   | Trading Price and Volume                          |   
|                                                                                                   | Prior Sales                                       |   
|                                                                                                   | Dividends                                         |   
|Directors and Officers                                                                             |                                                   | 51
|                                                                                                   | Directors                                         |   
|                                                                                                   | Officers                                          |   
|                                                                                                   | Shareholdings of Directors and Executive Officers |   
|                                                                                                   | Conflicts of Interest                             |   
|Audit Committee Information                                                                        |                                                   | 56
|Legal Proceedings                                                                                  |                                                   | 56
|Risk Factors                                                                                       |                                                   | 56
|Transfer Agents and Registrars                                                                     |                                                   | 62
|Interests of Experts                                                                               |                                                   | 62
|Forward-Looking Information                                                                        |                                                   | 63
|Note Regarding Reserves Data and Other Oil and Gas Information                                     |                                                   | 65
|Exchange Rate Information                                                                          |                                                   | 65
|Abbreviations                                                                                      |                                                   | 66
|Additional Information                                                                             |                                                   | 67
|Schedule A  Reserves Data and Other Oil & Gas Information Under Canadian Disclosure Requirements  |                                                   | 68
|Schedule B  Report on NI 51-101 Reserves Data by Talisman's Internal Qualified Reserves Evaluator |                                                   | 86
|Schedule C  Report of Management and Directors on NI 51-101 Reserves Data and Other Information   |                                                   | 87
|Schedule D  Audit Committee Information                                                           |                                                   | 89

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Introduction

This document is the Annual Information Form of Talisman Energy Inc. for the year ended December 31, 2010. Talisman is a global, diversified,
upstream oil and gas company headquartered in Canada whose main business activities include exploration, development, production, transportation and marketing of crude oil, natural gas and natural gas
liquids. Talisman's three main operating areas are North America, the North Sea and Southeast Asia. Talisman also has a portfolio of international exploration opportunities. Talisman is listed on both
the Toronto and New York stock exchanges under the symbol "TLM".

Unless
the context indicates otherwise, references in this Annual Information Form to "Talisman" or the "Company" include, for reporting purposes only, the direct or indirect subsidiaries of Talisman
Energy Inc. and partnership interests held by Talisman Energy Inc. and its subsidiaries. Such use of "Talisman" or the "Company" to refer to these other legal entities and partnership
interests does not constitute a waiver by Talisman Energy Inc. or such entities or partnerships of their separate legal status, for any purpose.

All
dollar amounts in this Annual Information Form are presented in Canadian dollars, except where otherwise indicated.

Information
related to the presentation of reserves data and other oil and gas information, as well as applicable exchange rates and abbreviations, is located near the end of this Annual Information
Form. Please refer to the table of contents.

Readers are directed to the "Forward-Looking Information" section contained in this Annual Information Form.

Corporate Structure

Talisman Energy Inc. is incorporated under theCanada Business Corporations Act. The Company's registered
and head office is located at Suite 2000, 888-3rd Street SW, Calgary, Alberta, T2P 5C5.

The
following table lists the material operating subsidiaries owned directly or indirectly by Talisman, their jurisdictions of incorporation and the percentage of voting securities beneficially owned,
controlled or directed by Talisman as at December 31, 2010.

|Name of Subsidiary                 |  | Jurisdiction of
Incorporation/Formation |  | Percentage of Voting
Securities Owned1 | 
|---------------------------------- |  | --------------------------------------- |  | -------------------------------------- | 
|                                  
|Talisman Energy Canada2            |  | Alberta                                 |  | 100%                                   | 
|                                   |  |                                        
|Talisman Energy USA Inc.           |  | Delaware                                |  | 100%                                   | 
|                                   |  |                                        
|Talisman Energy Norge AS           |  | Norway                                  |  | 100%                                   | 
|                                   |  |                                        
|Talisman Energy (UK) Limited       |  | England and Wales                       |  | 100%                                   | 
|                                   |  |                                        
|Talisman North Sea Limited         |  | England and Wales                       |  | 100%                                   | 
|                                   |  |                                        
|Talisman (Corridor) Ltd.           |  | Barbados                                |  | 100%                                   | 
|                                   |  |                                        
|Transworld Petroleum (UK) Limited  |  | England and Wales                       |  | 100%                                   | 
|                                   |  |                                        
|Talisman Malaysia Limited          |  | Barbados                                |  | 100%                                   | 
|                                   |  |                                        
|Talisman Wiriagar Overseas Limited |  | British Virgin Islands                  |  | 100%                                   | 
|                                   |  |                                        
|Talisman Energy Alpha Limited      |  | England and Wales                       |  | 100%                                   | 
|                                  

The above table does not include all of the subsidiaries of Talisman. The assets, sales and operating revenues of unnamed operating subsidiaries individually
did not exceed 10% and, in the aggregate, did not exceed 20% of the total consolidated assets or total consolidated sales and operating revenues, respectively, of Talisman, as at and for the year
ended December 31, 2010.

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General Development of the Business

Strategy

Talisman's business strategy is focused on:

In
2010, Talisman repositioned its portfolio and achieved its operating targets. The Company completed the disposition of approximately $2 billion in non-core assets, largely
comprised of North America natural gas and the acquisition of liquids rich assets in the Eagle Ford shale play in Texas, and entered into a large acquisition transaction involving producing assets in
Colombia. Talisman also established a $1 billion strategic business relationship relating to the development of the Farrell Creek assets in the Montney shale play in British Columbia.

Operationally,
the Company achieved an exit rate of 315 mmcf/d of natural gas in the Marcellus shale play, up from 65 mmcf/d at the end of 2009, as well as increased production volumes
by 10% in Southeast Asia and new projects in the North Sea. Talisman replaced 164% of proved reserves in 2010 through additions and non-price revisions. Production averaged 417,000 boe/d.

Talisman
views safe operations as its top priority and has set the objective of being a top quartile performer in this area. For additional information on Talisman's commitment to safety, communities
and the environment, please see the Company's Corporate Responsibility Report available on the Company's corporate website at www.talisman-energy.com.

Activities and Events

During the past three years, Talisman has developed its business through a combination of exploration, development, and acquisitions and dispositions as described below.

North America

In March 2008, Talisman acquired RSX Energy Inc., a publicly traded company whose principal natural gas assets were located in the
Outer Foothills and Peace River Arch areas of northern Alberta.

In
June 2008, Talisman sold 100% of its non-strategic operations in the Lac La Biche area of Alberta. The assets related to these operations were producing approximately
29 mmcfe/d (5 mboe/d) and had proved reserves of 67 bcfe (11 mmboe) attributable to them as at December 31, 2007.

Talisman
sold its interest in Lease 10 of the Athabasca oil sands in July 2008. These lands did not have any associated production or reserves.

Throughout
2008, Talisman acquired approximately 320,000 net acres of land prospective for shale through a combination of Crown purchases and acquisitions from other companies. The land
acquired includes acreage in the Montney play in northeast British Columbia and the Marcellus play in New York and Pennsylvania.

In
June 2009, Talisman sold its Cutbank Complex midstream assets in west central Alberta.

Also
in June 2009, Talisman sold non-core Saskatchewan assets, which were producing approximately 8.5 mboe/d of net production and to which Talisman attributed proved
reserves of 22 mmboe as at December 31, 2008.

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In
November 2009, Talisman sold non-core oil and gas producing assets in the Southern Alberta Foothills, which were producing approximately 5 mboe/d of net production and to
which Talisman attributed proved reserves of 30 mmboe as at December 31, 2008.

In
November 2009, Talisman announced that it added 170,000 net acres of Tier 1 shale acreage in the Pennsylvania Marcellus and the Montney shale plays. The Company defines
"Tier 1" acreage as top quality acreage with an expected breakeven of approximately $4/mcf. The Company also announced it was moving the Pennsylvania Marcellus shale play and parts of the
Montney shale play into commercial development.

Also
in November 2009, Talisman announced its decision to reorganize its North America business into two main businesses: Shale and Conventional. As a result of this decision, certain lands
prospective for shale in British Columbia, Alberta and Quebec were transferred from Talisman Energy Canada to Talisman Energy Inc.

In
May 2010, Talisman acquired 37,000 net acres and a significant operator position in the liquids rich area of the Eagle Ford shale play in south Texas.

In
December 2010, Talisman entered into a 50/50 joint venture with a subsidiary of Statoil ASA ("Statoil") and completed the acquisition of an additional 97,000 net acres of Eagle
Ford shale properties in Texas. The net cost to Talisman of this new acreage was US$482 million, after taking into account Statoil's purchase of 50% of Talisman's then-existing
interest in 37,000 net acres in the Eagle Ford shale play. Talisman now holds approximately 78,000 net acres in the Eagle Ford shale play, predominantly in the liquids rich area of
the play.

Also
in December 2010, Talisman reached an agreement to sell 50% of its working interest in its Farrell Creek assets in the Montney shale play in British Columbia to a subsidiary of Sasol
Limited ("Sasol"). Talisman and Sasol further agreed to establish a partnership to develop the Farrell Creek assets, with Talisman acting as managing partner and operator. Pursuant to the agreement,
Sasol has agreed to pay Talisman $262.5 million at closing with the remaining $787.5 million as a funding commitment for Talisman's share of future capital spending in the Farrell Creek
area for a total consideration of $1.05 billion. In addition, Talisman and Sasol have agreed to conduct a feasibility study around the economic viability of a facility in Western Canada to
convert natural gas to liquid fuels using Sasol's commercial gas to liquids technology. Talisman and Sasol have also agreed to collaborate on certain other western Canadian natural gas opportunities.
Subject to finalization of definitive agreements and receipt of regulatory approvals, closing is expected to occur in the first quarter of 2011.

During
2010, Talisman sold non-core assets in Canada for aggregate proceeds of approximately $2 billion. These transactions included approximately 1.8 million net acres of
land in the
greater Peace River Arch area in Alberta and British Columbia, the Alberta Foothills and Hinton areas in Alberta, as well as Shaunavon non-unit acreage in Saskatchewan and Talisman's
interests in various Ontario properties. The assets collectively produced approximately 45,000 boe/d (approximately 90% natural gas) at the end of 2009.

UK

In November 2008, Talisman sold the Beatrice oilfield licence interest and leased the Beatrice oilfield infrastructure and Nigg oil terminal.
Talisman's production from Beatrice in 2008 averaged approximately 1 mboe/d. Proved reserves attributed to these assets as at December 31, 2007 were 18 mmboe.

In
January 2009, Talisman disposed of its entire non-operated interests in the Dutch sector of the North Sea. Talisman's production from the fields in 2008 averaged approximately
3 mboe/d and proved reserves attributed to these assets as at December 31, 2008 were approximately 11 mmboe.

In
October 2010, Talisman achieved first production from the Burghley development in the UK, which it operates with a 37% working interest. In November 2010, Talisman achieved first
production from the Auk North development, which it operates with a 100% working interest.

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Scandinavia

In June 2008, Talisman completed the sale of a subsidiary which held an interest in the Siri field in the Danish sector of the North Sea.
Talisman's production from the Siri field in 2007 averaged 2.6 mboe/d. Talisman attributed 2 mmboe of proved reserves to this field as at December 31, 2007.

In
January 2009, Talisman achieved first production from the Rev field in the Norway sector of the North Sea, which it operates with a 70% interest.

In
December 2009, Talisman completed the sale of a 10% interest in the Yme field.

Southeast Asia

In July 2008, Talisman achieved first gas from the Northern Fields in Block PM-3 CAA in Malaysia/Vietnam. First oil
from the Northern Fields commenced in March 2009.

In
November 2009, Talisman acquired an additional interest in the offshore North West Java PSC block in Indonesia, thereby increasing its working interest to 5%.

Talisman
and its working interest partners approved the sanctioning of the Kitan development in December 2009.

In
August 2010, two gas to oil agreements with PT Caltex Pacific Indonesia ("Caltex") were converted to agreements whereby the gas is sold for cash consideration in Indonesia, adding
approximately 500 bcf.

In
October 2010, the Corridor Technical Assistance Contract expired and was returned to Pertamina.

Other

In May 2009, Talisman disposed of its interests in Trinidad and Tobago.

In
March 2010, Talisman disposed of its interests in Tunisia.

Exploration

North Sea

Scandinavia

In November 2010, Talisman completed an acquisition of interests in PL 375, 378 and 551 in the North Sea from Spring Energy and Noreco (Norwegian Energy
Company ASA). Talisman now has a 35% working interest in Block 378 and a 20% working interest in Blocks 375 and 551, respectively.

Southeast Asia

Vietnam

In September 2008, Talisman acquired a 38% working interest in Blocks 133 and 134 offshore Vietnam. In March 2009, Talisman entered into an
agreement to acquire an additional 32% working interest and in March 2010, Talisman divested a 21% interest to the national oil company of Vietnam, with Talisman retaining a 49% working
interest in these blocks.

In
January 2010, Talisman was awarded a 40% operated interest in Block 05-2/10. The PSC was signed in January 2011.

Indonesia

In July 2008, Talisman was awarded 100% and 60% working interests in two Joint Study Agreements in the Makassar Strait in Indonesia.

In
November 2009, Talisman signed a PSC for a 100% interest in the Andaman III exploration block in the North Sumatra Basin of Indonesia. Talisman is currently awaiting the necessary government
approvals with respect to the Andaman III PSC block in order to commence work on the block. Accordingly, in 2010, the upstream regulatory body granted the Company a one-year deferral of
its work obligations.

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In
November 2009, Talisman was awarded a 100% working interest in a new Joint Study Agreement in the West Papua region of eastern Indonesia.

In
May 2010, Talisman was awarded PSCs in three new offshore blocks in the South Makassar basin, all of which were previously the subject of Joint Study Agreements. Talisman now holds an
operated 70% interest in the South Sageri PSC, an operated 60% interest in the Sadang PSC and a non-operated 33% interest in the South Mandar PSC.

In
July 2010, Talisman was awarded a 100% working interest in a Joint Study Agreement in the Masalima area in South Makassar.

In
September 2010, Talisman was awarded a 100% working interest in a Joint Study Agreement in the West Berau area in West Papua.

Malaysia

In October 2009, Talisman was awarded a 70% working interest in two offshore Sabah blocks (SB 309 and SB 310) in Malaysia.

Papua
New Guinea

In August 2009, as part of its gas aggregation strategy in Papua New Guinea, Talisman purchased Rift Oil plc to acquire a 100% working interest in two
exploration licences. In September 2009, Talisman entered into farm-in agreements for two exploration licences held by New Guinea Energy Limited and sale agreements for a 50%
working interest in a petroleum retention licence and a 10% working interest in a second petroleum retention licence from Horizon Oil Limited. In December 2009, Talisman acquired Papua
Petroleum Limited, giving the Company a 49% working interest in four exploration licences.

In
June 2010, Talisman acquired a 39% working interest in PRL 8. In October 2010, Talisman entered into a farm-in agreement to acquire a 50% working interest in two sub
blocks within PPL 259. In November 2010, Talisman completed a swap with Oil Search Limited, acquiring its 60% interest in PPL 239 in exchange for Talisman's 35% interest in
PPL 244. Subject to regulatory approval, Talisman will have interests in 12 licences in Papua New Guinea, covering in excess of 9 million net acres.

Latin America

Colombia

In September 2008, Talisman was awarded a 50% non-operated interest in Block CPE-6 and a 50% operated interest in
Block CPE-8 in the Eastern Heavy Oil Bid Round in Colombia. Talisman was awarded a 30% working interest in exploration Block CPO-12 in December 2008 and a
100% working interest in Block CPO-9 in January 2009. In May 2010, as a result of a farm-out, Talisman's working interest in Block CPO-9
was reduced to 45%.

In
November 2010, Talisman was awarded three blocks in the Putumayo Basin.

In
January 2011, Talisman, along with Ecopetrol S.A., completed the acquisition of BP Exploration Company (Colombia) Limited ("BPXC"), an indirect wholly owned subsidiary of
BP plc. Under the terms of the transaction, Talisman acquired a 49% interest in BPXC for US$858 million (excluding its share of working capital), while Ecopetrol acquired the remaining
51% interest. The transaction builds on Talisman's large acreage position in Colombia, in close proximity to its Niscota Block, where it has announced a significant discovery with the Huron well. The
acquisition added an additional 330,000 net acres in Colombia, along with 12,000 boe/d of production (net to Talisman). BPXC has been renamed Equión
Energía Limited and is one of the largest oil and natural gas producers in Colombia.

Peru

In April 2009, Talisman was awarded a 55% working interest in Block 158 in Peru.

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In
2010, Talisman entered into a farm-out of a portion of its interest in Block 101 and farm-ins on Blocks 123 and 129, all of which are subject to government
approval.

Future Options

Kurdistan
Region of Northern Iraq

In June 2008, Talisman entered into agreements with the Kurdistan Regional Government in Iraq for interests in Blocks K44 and K39. Talisman has a 40%
non-operated interest in Block K44. It acquired a two-year seismic option agreement on Block K39. In 2010, following completion of the seismic program on
Block K39, Talisman elected to enter into a PSC as operator of the block with a 60% working interest.

In
2009, Talisman entered into a PSC in respect of Block K9. Talisman's interest in the PSC was initially a 55% operated interest, which was increased to 60% following a further acquisition of
a 5% interest. A 2D seismic program was conducted on Block K9 in 2010.

Poland

In February 2010, Talisman entered into a farm-in agreement to acquire a 60% interest in two Baltic shale gas licences in Poland. In March 2010,
Talisman was awarded an interest in a third licence.

Description of the Business

General

Talisman is one of the largest Canadian-based independent oil and gas producers. Talisman's main business activities include exploration, development, production,
transportation and marketing of crude oil, natural gas and natural gas liquids.

Talisman
has a diversified, global portfolio of oil and gas assets. The Company believes this portfolio will provide growth from shale development in North America and project developments in
Southeast Asia, and result in sustainable free cash flow from the North Sea. Talisman is also focused on building its international exploration portfolio. Talisman investigates strategic acquisitions,
dispositions and other business opportunities on an ongoing basis, some of which may be material. In connection with any such transaction, the Company may incur debt or issue equity securities.

In
2010, the Company's activities were conducted in North America, UK, Scandinavia and Southeast Asia. The North America segment includes operations in Canada and the United States. The
Southeast Asia segment includes exploration and operations in Indonesia, Malaysia, Vietnam and Australia and exploration activities in Papua New Guinea. The Company also conducted operations in
Algeria and Colombia and exploration activities in Peru, Colombia and the Kurdistan region of northern Iraq. For ease of reference, the activities in Algeria, Colombia, Peru and the Kurdistan region
of northern Iraq are referred to collectively as the "Other" geographic segment.

Talisman's
aggregate production for the year ended December 31, 2010 was 417,000 boe/d (including discontinued operations), comprised of 153,000 boe/d from North America,
77,000 boe/d from the UK, 54,000 boe/d from Scandinavia, 119,000 boe/d from Southeast Asia and 14,000 boe/d from other areas. Approximately half of the Company's production
is liquids and half is natural gas.

In
2011, Talisman plans to spend approximately US$4 billion on exploration and development activities, excluding non-cash capital items of US$370 million. The Company has the
flexibility to adjust its capital spending to pursue opportunities and respond to a changing economic outlook.

All
information in this Annual Information Form relating to assets owned or held by Talisman is as of December 31, 2010, unless otherwise indicated. All production numbers for 2010 include
production from assets which were sold in the year, until the date of completion of the sale.

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North America

Talisman's objective in North America is to become a leading, returns-focused shale producer. Talisman uses the term "shale" to refer to projects, plays or activities to
extract natural gas and natural gas liquids from shale formations, which generally require stimulation techniques which are different than those associated with historically typical, or
"conventional", oil and gas activities. The geographic areas in which Talisman's shale plays are located may also contain geological formations that are consistent with more conventional oil and gas
extraction techniques or activities. Consistent with the strategic objectives noted in"General Development of the
Business  Strategy", management believes that these shale plays provide new and longer term growth opportunities for Talisman due to
their material size and relatively low risk investment.

In
2010, the Company's North America operations concentrated on developing and piloting projects for its shale plays. In addition, Talisman continued to build its position in shale plays through land
acquisitions and strategic partnerships. These partnerships include a joint venture with Statoil in the Eagle Ford shale play in Texas and a joint venture with Sasol Limited to develop the Farrell
Creek assets in the Montney shale play in British Columbia.

Talisman
intends to focus its spending in North America primarily on shale plays where Talisman has built significant landholdings. As part of its business strategy, Talisman will utilize its capital
flexibility within its shale portfolio and maximize liquids investments, as well as develop promising liquids plays already in the existing conventional portfolio. Overall in North America, Talisman
plans to spend approximately US$1.7 billion in 2011, with emphasis shifting to liquids rich opportunities, primarily in the Eagle Ford shale play, conventional oil properties and the Farrell
Creek shale play. Talisman continues to review options for both strategic divestitures and acquisitions that would increase its focus on building significant liquids and shale projects. Talisman's
North America operations are organized into two distinct businesses: Shale and Conventional.

Shale

The Company spent approximately $1.6 billion on shale activities in 2010. The current focus is on piloting and developing

|LOGO |  | Talisman's holdings in the Pennsylvania Marcellus, Eagle Ford, Montney, and Lorraine/Utica shale plays. Annualized sales production from these shale properties totaled 218 mmcfe/d (36 mboe/d) in 2010.
As at December 31, 2010, Talisman held interests in approximately 1.9 million net acres of land which it considers to be prospective for shale. Highlights of the continued shale strategy in 2010 included drilling 181 net pilot and
development wells and the acquisition of significant amounts of additional shale acreage. The Company plans to spend more than US$1.2 billion on shale programs in 2011, including ongoing development in the Pennsylvania Marcellus shale play and
Montney shale play and initiating joint development programs in the Eagle Ford and Montney shale plays. Over 170 net development and pilot wells are planned in 2011.
|---- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Marcellus
Shale

Talisman's Marcellus shale play, located in New York and Pennsylvania, remains a major area of investment in 2011. Talisman's main area of focus is in Pennsylvania. The
Company now holds 223,000 Tier 1 net acres in Pennsylvania with approximately 2,000 net drilling locations.

The
Company plans to drill approximately 100 net wells in the Pennsylvania Marcellus in 2011. The Company exited 2010 with production of 315 mmcf/d, up from 65 mmcf/d at the end
of 2009. The majority of Talisman's Marcellus wells for 2011 have been permitted, and the Company has secured sufficient egress capacity, water access and disposal for its 2011 plans.

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In
New York, the state continues to review its environmental assessment procedures and regulations for operations. This is effectively preventing all horizontal drilling activities in
New York at this time.

Montney
Shale

Talisman's Montney shale play in British Columbia provides Talisman with many opportunities at different stages of maturity. Talisman holds 194,000 Tier 1 net
acres with approximately 5,400 net drilling locations.

Talisman
drilled approximately 30 net wells in the Montney shale play in 2010. Talisman will continue with the ongoing development of the Farrell Creek and Greater Cypress areas in 2011. The
Company plans to drill approximately 35 net wells as part of the development program.

In
December 2010, Talisman reached an agreement to sell 50% of its working interest in its Farrell Creek assets in the Montney shale play to a subsidiary of Sasol Limited. Talisman and Sasol
further agreed to establish a partnership to develop the Farrell Creek assets with Talisman acting as managing partner and operator. Pursuant to the agreement, Sasol has agreed to pay Talisman
$262.5 million at closing with the remaining $787.5 million as a funding commitment for Talisman's share of future capital spending in the Farrell Creek area for a total consideration of
$1.05 billion. In addition, Talisman and Sasol have agreed to conduct a feasibility study around the economic viability of a facility in Western Canada to convert natural gas to liquid fuels
using Sasol's commercial gas to liquids technology. Talisman and Sasol have also agreed to collaborate on certain other western Canadian natural gas opportunities. Subject to finalization of
definitive agreements and receipt of regulatory approvals, closing is expected to occur in the first quarter of 2011.

Eagle
Ford Shale

In December 2010, Talisman entered into a 50/50 joint venture with a subsidiary of Statoil and completed the acquisition of an additional 97,000 net acres
of Eagle Ford shale properties in Texas. The net cost to Talisman of this new acreage was US$482 million, after taking into account Statoil's purchase of 50% of Talisman's
then-existing interest in 37,000 net acres in the Eagle Ford shale play. Talisman now holds approximately 78,000 net acres in the Eagle Ford shale play, predominantly in the
liquids rich area of the play.

Talisman
estimates there are over 1,400 net drilling locations in the Eagle Ford shale play. At the end of 2010, there were four rigs operating in the area. Production for December 2010
was 14 mmcfe/d. Talisman expects to drill approximately 35 net wells in 2011. Approximately half of Talisman's 2011 production in the Eagle Ford shale play is expected to
be liquids.

Lorraine/Utica

Talisman's Lorraine/Utica lands are located in the Quebec lowlands along the St. Lawrence River, where the Company now holds a total of 756,000 net acres. In
2010, Talisman drilled four horizontal wells and completed three wells. Talisman plans to complete two horizontal wells during 2011. In 2010, Talisman led the Quebec Oil and Gas Association's
participation in public hearings requested by the Quebec government and conducted by Quebec's Bureau D'Audiences Publiques sur L'Environment ("BAPE"). The mandate of the BAPE is to make
recommendations for a legislative framework that would allow for sustainable shale gas development in Quebec. The BAPE report is expected to be released in the first quarter of 2011.

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Conventional

Talisman's conventional assets in North America are primarily located in the following areas: tight gas in the Outer Foothills; tight oil and gas in
the Greater Edson area; deep gas in the foothills of Monkman, British Columbia and Alberta Foothills; and oil operations in Alberta/Saskatchewan in the Chauvin and Shaunavon fields. Talisman continued
to develop its conventional assets throughout 2010 with exploration and development spending of over $240 million, resulting in net sales production of 700 mmcfe/d (117 mboe/d).
In total, 83 net wells were drilled in 2010.

LOGO

During
2010, Talisman sold non-core assets in Canada for aggregate proceeds of approximately $2 billion. These transactions included approximately 1.8 million net acres of
land in the greater Peace River Arch area in Alberta and British Columbia, the Alberta Foothills and Hinton areas in Alberta, as well as Shaunavon non-unit acreage in Saskatchewan and
Talisman's interests in various Ontario properties. The assets collectively produced approximately 45,000 boe/d (approximately 90% natural gas) at the end of 2009.

In
the conventional portfolio, the focus for 2011 will also be on liquids opportunities. Talisman expects that 2011 conventional exploration and development spending of approximately
US$380 million will focus on expanded oil development programs in the Chauvin and Shaunavon properties, as well as continuation of the pilot programs in the Cardium oil and wet
gas windows.

Infrastructure and Midstream

Talisman's midstream operations include approximately 1,014 km of gathering systems in Western Canada, including Erith, Lynx, Palliser, Pinto,
Columbia, Minehead, Sundance, Wild River, Muskeg, Ansell, Medlodge, Jupiter, Chauvin, and two operated gas plants (Edson and Jupiter). The Company's midstream assets support many areas within the
Company's Conventional division, including the Alberta Foothills, greater Edson, and Chauvin oil. Total 2010 throughput (adjusted for sale) averaged 270 mmcf/d for gas and 33.9 mboe/d
for oil, while generating revenues of $50.5 million in custom processing.

In
2010, Talisman sold its interests in the Boundary Lake midstream asset and connected gas gathering systems in northwest Alberta.

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UK

Talisman's plan for the North Sea is to maintain the region as a stable, cash generating business through at least the medium term. Talisman is the leading independent operator
in the UK. Talisman's objective in the UK is to hold production at between 80,000-90,000 boe/d through the end of the decade.

|GRAPHIC |  | Talisman has two core operating areas in the UK: the Northern Business Area ("NBA") and the Central Business Area ("CBA"). In 2010, production in the UK averaged 77,000 boe/d. UK production accounted for 18% of the Company's production worldwide
in 2010. The primary focus in the UK is oil, with oil and liquids contributing to 97% of Talisman's UK production. As at year-end 2010, Talisman operated approximately 92% of its UK production.
In 2011, Talisman's capital program in the UK is comprised of US$70 million of exploration spending and US$700 million of development spending. Talisman's 2011 UK drilling program includes participation in one exploration well, which was
drilling over year-end 2010, and eight development wells.
|------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Northern Business Area (NBA)

Talisman's principal operating areas in the NBA include Claymore, Piper (including Tweedsmuir), Tartan, Ross/Blake, Buchan/Hannay, Enoch/Blane and
Quad 16. These seven principal operating areas encompass a total of 29 fields. Talisman currently holds interests ranging from 5% to 100% in the NBA fields, as well as in a number of production
facilities and pipelines, including an 80% interest in the Flotta Terminal. Of the 29 fields, 20 are operated (with interests ranging from 25% to 100%) and nine are
non-operated (with interests ranging from 5% to 25%). The Burghley field came onstream in October 2010.

In
2010, production from the NBA averaged 61,000 boe/d, which accounted for approximately 79% of Talisman's total UK production. During 2010, Talisman participated in drilling two unsuccessful
development wells in the NBA. An upgrade project to the Claymore compressors started during the year and will continue into 2011. Talisman plans to participate in drilling six development wells in the
NBA in 2011 and also expects to restart development drilling at Claymore.

Central Business Area (CBA)

Talisman's principal operating areas in the CBA include Montrose/Arbroath, Fulmar, Auk and Clyde. These principal operating areas encompass a total
of 13 fields. Talisman currently holds interests ranging from 33% to 100% in the CBA fields, as well as in a number of production facilities and pipelines. Of the 13 fields,
12 are operated (with interests ranging from 59% to 100%) and one is non-operated (33% interest).

In
2010, Talisman completed the Auk North development. A third well at Auk North was completed during the year and the field was brought onstream in November 2010. A fourth development well on
Auk North is planned to be drilled in 2011. The Auk South redevelopment is progressing with first production expected in 2012.

In
2010, production from the CBA averaged 16,000 boe/d, which accounted for 21% of Talisman's total UK production. Talisman participated in one development well and two exploration wells in
2010. Talisman plans to drill two development wells in 2011.

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Scandinavia

Talisman's principal operating areas in Scandinavia are the Southern North Sea Area and the Mid North Sea Area, which are comprised of a total of 10 fields.

|GRAPHIC |  | In 2010, Talisman completed the acquisition of a 35% interest in PL 378, including the Grosbeak discovery, a 20% interest in PL 375, which includes the Beta discovery, and interests in additional exploration acreage.
In 2010, production in Scandinavia averaged 54,000 boe/d, accounting for approximately 13% of the Company's production worldwide. The primary focus in Scandinavia is oil, with oil and liquids contributing to 73% of Talisman's Scandinavia
production. As at year-end 2010, Talisman operated approximately 77% of its Scandinavia production.
Talisman expects production in Scandinavia will increase when the Yme project comes onstream, expected in mid-2011. Longer term, Talisman aims to sustain Scandinavia production at around 30,000-50,000 boe/d through exploitation opportunities
within existing producing fields, the possible development of the Grevling, Grosbeak and Beta discoveries and exploration.
|------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

In 2011, Talisman expects cash capital spending to be US$80 million for exploration and US$300 million for development. Talisman's plan also includes
non-cash capital (capitalized lease) of approximately US$370 million. Talisman's 2011 drilling program includes participation in up to two exploration and one appraisal wells and an
eight-well development program in the Varg, Gyda, Veslefrikk and Brage fields.

Southern North Sea Area

In the Southern North Sea Area, Talisman holds interests in the Blane, Gyda and Yme operated fields of 18%, 61% and 60%, respectively, as well as a
10% interest in the non-operated Tambar East field.

The
Yme development continued during the year, with the completion of the topsides facility and development drilling. The topsides were transported to Norway and are currently waiting for a weather
window sufficient for installation. First oil from Yme is expected in the second half of 2011.

In
2010, production from the Southern North Sea Area averaged 5,300 boe/d, which accounted for 10% of total Scandinavian production. Talisman participated in four successful development wells,
one unsuccessful development well and one unsuccessful exploration well in 2010. Talisman plans to drill two development wells and participate in one exploration well in 2011.

Mid North Sea Area

In the Mid North Sea Area, Talisman holds interests in the operated Varg and Rev fields of 65% and 70%, respectively, and interests in four
non-operated fields (with interests ranging between 1% and 35%), as well as a number of production facilities and pipelines in other areas of the Norwegian Continental Shelf.

In
2010, production from the area averaged 48,500 boe/d, which accounted for 90% of Talisman's total Scandinavian production. Also in 2010, Talisman participated in six development wells. One
successful and two unsuccessful exploration wells were also drilled in the area in 2010. In 2011, Talisman plans to participate in drilling one exploration well, one appraisal well and six development
wells, two of which were drilling at the start of the year.

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Southeast Asia

Southeast Asia is expected to continue as a self-funding growth area over the medium term with significant long-term exploration upside.

Talisman
has interests in Indonesia, Malaysia, Vietnam, Australia and Papua New Guinea. In 2010, Southeast Asia production averaged 119,000 boe/d which accounted for 29% of the Company's
production worldwide. As at year-end 2010, Talisman operated approximately 36% of its Southeast Asia production.

In
2011, Talisman plans to spend approximately US$750 million in Southeast Asia, with exploration spending accounting for one-third of the total.

Indonesia

Talisman's Indonesian assets include onshore interests at Corridor PSC, Ogan Komering and Jambi Merang as well as offshore interests in Southeast
Sumatra, Offshore Northwest Java, Tangguh and extensive exploration acreage at Pasangkayu, Sageri, South Sageri, Sadang, South Mandar and Andaman III. Talisman also has an indirect 6% interest in the
Grissik to Duri pipeline and the Grissik to Singapore pipeline.

|GRAPHIC |  | Talisman has a 36% non-operated interest in the Corridor PSC and field production facilities. There are three major buyers of Corridor gas. Gas production from Corridor began in 1998 pursuant to a gas to oil exchange agreement with Caltex at the Duri
oilfield. These volumes were increased pursuant to another gas to oil exchange agreement signed with Caltex in 2000. Gas sales commenced in September 2003 to Gas Supply Pte. Ltd., located in Singapore, under the terms of a 20-year gas sales
agreement. The sale of gas to PT Perusahaan Gas Negara
|------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(Persero), Tbk., made pursuant to a 17-year gas sales agreement, began at 50 mmcf/d gross sales gas from Corridor in 2007 and averaged 297 mmcf/d
gross sales gas in 2010. In August 2010, the two gas to oil exchange agreements with Caltex were converted to agreements whereby the gas is now sold for cash consideration, with approximately
an additional 500 bcf added to the 2000 agreement.

In
2010, production from the Corridor PSC was 61,300 boe/d, the highest level since this asset has been in operation. Corridor production accounted for approximately 51% of Talisman's Southeast
Asia production. As a result of testing conducted by the operator in the Suban field, the processing capacity of these facilities increased from 700 mmcf/d to 735 mmcf/d sales gas. To
maintain the ability to supply existing Corridor customers, the Company approved projects to install gas compression in the Dayung field and increase the high CO2 processing capacity of the
Grissik Central Gas Plant.

In
the Ogan Komering JOB Block, Talisman commenced a 37-well infill program, which will be completed over the next three years. Drilling results from the nine wells drilled in 2010 are
meeting expectations.

Talisman's
share of production from the Tangguh LNG project contributed 23 mmcf/d in 2010. At year-end 2010, Tangguh was operating at 85% nameplate capacity. After planned LNG train
maintenance during the first half of 2011, the effective capacity is expected to reach 95% of nameplate capacity.

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The
Jambi Merang project is on schedule for mid-2011 startup. Four wells have been drilled and completed, with results exceeding pre-drill expectations. Three new gas sales
agreements were signed in November 2010.

In
Indonesia, Talisman participated in two unsuccessful exploration wells in 2010; 28 development wells were also drilled and completed in 2010.

The
Company's 2011 activities in Indonesia will focus primarily on the Corridor PSC. Talisman plans to participate in drilling four development wells in Corridor in 2011. The process to sanction Suban
Phase 3 was initiated in 2008 and will continue in 2011. Talisman plans to participate in one exploration well in Sageri and 44 development gas and oil wells in 2011. Exploration
activities in Pasangkayu, Sageri, South Sageri, Sadang, South Mandar and Andaman III are described in the "Exploration" section.

Malaysia

Talisman holds a 41% operated interest in Block PM-3 CAA between Malaysia and Vietnam and associated production facilities.
In addition, Talisman holds a 33% interest in Block 46-Cai Nuoc adjacent to PM-3 CAA and a 60% interest in each of Block PM-305 and
Block PM-314. In Block PM-3 CAA, Talisman is progressing developments referred to as the "Southern Fields" and the "Northern Fields". Talisman also holds a
70% working interest in two offshore Sabah blocks which were awarded in 2009.

|GRAPHIC |  | In 2010, production in Malaysia averaged 37,300 boe/d, which accounted for 31% of Talisman's total Southeast Asia production. One exploration and one appraisal well and ten oil and gas development wells were drilled and completed in Malaysia
in 2010.
The Southern Fields Incremental Oil Recovery ("IOR") Phase 1 drilling program was completed, resulting in four oil development and two water injection wells in 2010. Phase 1 of the IOR scheme has met expectations, adding gross volumes of
6,300 boe/d (2,600 boe/d net to Talisman) for the year.
|------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Northern Fields oil and gas production averaged 49,500 bbls/d (20,500 bbls/d net to Talisman). Six development wells were drilled and completed in 2010. In an
effort to meet high gas demand, a parallel export compressor was installed in August 2010, resulting in a production gain of 40 mmcf/d sales gas at minimal cost.

In
2009, some deeper zones in Northern Fields were plugged to alleviate the problem of higher mercury levels in gas and condensate, pending the fabrication and installation of a mercury removal
facility. A Mercury Removal Unit was sanctioned as a mitigation measure in mid-2009 with commissioning in early 2011.

In
2011, Talisman plans to drill five development wells and one injector well in 2011, of which four wells will be drilled in the Northern Fields and the other two in Southern Fields.

Vietnam

Talisman holds a 30% interest in Block 46/02 and in the Truong Son Joint Operating Company which operates the block. Block 46/02 lies
adjacent to PM-3 CAA/46-Cai Nuoc. Talisman also holds a 60% interest in Block 15-2/01 and in the Thang Long Joint Operating Company which operates the
block.
Block 15-2/01 lies in the Cuu Long Basin, the predominant oil producing basin in Vietnam. The Company also holds a 49% operated interest in offshore Blocks 133 and
134 in the Nam Con Son Basin.

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In
2010, Vietnam production averaged 2,200 bbls/d from Block 46/02, which accounted for approximately 2% of Southeast Asia production.

In
2008, the Government of Vietnam approved reserves assessments for the Hai Su Trang ("HST") and Hai Su Den ("HSD") fields within Block 15-2/01. A declaration of commerciality
occurred in early 2009. The Thang Long Joint Operating Company continues to progress development options for the HST and HSD discoveries and has entered into a heads of agreement with Hoang Long Joint
Operating Company ("Hoang Long") for an unprocessed oil tieback to the Hoang Long's facilities to the south of Block 15-2/01.

Drilling
of a four infill well program in Song Doc began in the third quarter of 2010 and was completed in January 2011.

In
2011, Talisman plans to progress the sanction of HST/HSD development within Block 15-2/01.

Australia

Talisman holds non-operated interests in the Laminaria and Corallina fields offshore Australia, and in the Joint Petroleum Development
Area ("JPDA") 06-105 PSC between Australia and Timor Leste. Production in Australia averaged 3,500 bbls/d in 2010, accounting for 3% of Talisman's total Southeast Asia
production.

In
the second quarter of 2010, the Kitan development project in JPDA 06-105 was approved by the joint Timor Leste/Australia Authority. The Kitan project is on schedule for first
production around the end of 2011. Three development wells were drilled in 2010, and an additional development well was drilled in the first quarter of 2011.

In
2011, Talisman plans to progress the Kitan development project in JPDA 06-105 towards first production.

Papua New Guinea

In Papua New Guinea, the Company sees the opportunity to aggregate significant discovered and prospective gas resources.

|GRAPHIC |  | In 2011, Talisman plans to drill one development well and conduct studies to develop monetization options in relation to the Company's gas aggregation strategy in Papua New Guinea. In addition, the Company plans to participate in up to five
exploration and appraisal wells in the onshore blocks, in addition to the two wells which were drilling over year-end 2010.
|------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Other

Talisman's other producing interests during 2010 included operations in Algeria and Tunisia. Talisman disposed of its interests in Tunisia in May 2010. Talisman's
properties in Algeria and Tunisia (until sold) averaged 14,000 boe/d, accounting for 3% of the Company's production worldwide during 2010.

Algeria

Talisman holds a 35% non-operated interest in Block 405a under a PSC with Algeria's national oil company. Through its
participation in Block 405a, Talisman currently holds a 35% interest in the Greater Menzel Lejmat North fields and the Menzel Lejmat Southeast field, a
2% interest in the unitized Ourhoud field, and a 9% interest in the unitized EMK field. Talisman has signed a Framework Agreement for the joint construction and operation of shared process facilities
for the EMK field plus four other fields located in Block 208 and Block 212 (collectively, the "El Merk Project").

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|GRAPHIC |  | In 2010, Talisman participated in 15 development wells, with two further wells drilling over year-end 2010. In 2011, Talisman's capital program in Algeria is expected to be approximately US$75 million and includes plans to participate in up
to 19 development wells, including ten injectors. The El Merk Project was sanctioned in February 2009. The EMK field will be jointly developed with fields located in neighbouring Block 208. First oil is planned in the first quarter
of 2012.
|------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Exploration

Talisman has developed an international exploration strategy which it believes will contribute to the renewal of the Company through the discovery of significant new prospects
and plays. The Company defines significant as having the potential to produce 30,000-50,000 boe/d or more. In addition, the exploration program supports existing core areas. The
goal of Talisman's international exploration program is to add 600-700 mmboe of prospective resource additions over a five-year period at a finding cost of less
than $5/boe. In 2011, Talisman's capital program for exploration activities is expected to be approximately US$700 million.

GRAPHIC

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North Sea

UK

The role of exploration in the UK is to support sustainable production in the North Sea.

Talisman
drilled two unsuccessful (one appraisal and one exploration) wells in 2010 and a third exploration well near the Fulmar area was drilling over year-end 2010.

Scandinavia

In 2010, Talisman drilled two operated exploration wells, which were unsuccessful, and one successful appraisal well on the 2009 Grevling discovery. Talisman also participated
in two non-operated wells, one exploration well which was unsuccessful, and one appraisal well which was successful. Talisman is continuing to replenish its portfolio for exploration
opportunities with the purchase of interests in PL 375 and 378. In 2011, Talisman plans to drill one appraisal and two exploration wells in Norway.

Southeast Asia

Talisman expects to participate in drilling 11 exploration and appraisal wells in Southeast Asia in 2011, two of which were drilling over
year-end 2010.

Vietnam

The Company drilled one successful appraisal well in 2010.

In
2010, Talisman acquired seismic in Blocks 133 and 134 in the Nam Con Son basin. In 2011, Talisman plans to acquire 3D seismic data in these blocks.

In
January 2010, Talisman was awarded a 40% operated interest in Block 05-2/10. The PSC was signed in January 2011.

Indonesia

In 2010, the Company participated in drilling one unsuccessful exploration well in the Pasangkayu block in the Makassar Strait. A second well did not reach the target depth and
is being re-drilled in 2011. Talisman also drilled one unsuccessful exploration well in the Ogan Komering Block. Talisman began to acquire 3D seismic over its South Makassar acreage in
late 2010 and into early 2011, and plans to drill one exploration well in the Sageri Block in 2011.

Malaysia

In 2010, one exploration and one appraisal well were drilled in Block PM-3 CAA, both of which were successful. The Company expects to acquire seismic
data over the Sabah blocks in 2011.

Australia
and Papua New Guinea

In 2010, Talisman drilled two unsuccessful exploration wells in the JPDA between Timor Leste and Australia in order to evaluate exploration opportunities in proximity to
the Kitan discovery. Spending in the region includes potential exploration spending in the JPDA of approximately $30 million.

In
Papua New Guinea, Talisman swapped its interest in offshore PRL 244 in exchange for an interest in onshore PPL 239. The Company also acquired an interest in PRL 8 which
contains the Kimu discovery and was successful in farming into the Ubuntu prospect in PPL 259. Talisman is currently participating in two wells  an
exploration well on the Ubuntu prospect in PPL 259 and an appraisal well on the
Stanley discovery in PRL 4. In 2011, Talisman plans to drill up to five exploration and appraisal wells in the onshore blocks, in addition to the two which were drilling over year-end
2010, as well as continuing seismic acquisitions across various blocks with a view to identifying suitable drilling candidates for subsequent years.

In
November 2010, the PRL 5 licence in which Talisman has a 10% equity interest was not renewed by the Papua New Guinea Minister of Petroleum and Energy. In December 2010,
Horizon Oil Limited successfully obtained an injunction which prevents the Minister from granting any party a licence over the PRL 5 acreage. In parallel with these proceedings, Talisman has
applied for a replacement licence over the PRL 5 acreage. Negotiations are on-going.

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Latin America

Colombia

In Colombia, Talisman continues with an active exploration program in the Llanos region, a proven hydrocarbon basin. In 2010, Talisman drilled a successful exploration well on
the El Eden Block and is currently completing its six-well stratigraphic program in Block 6 which is adjacent to the producing Rubiales field. Block 6 will be
appraised in 2011. In 2010, Talisman also participated in the Block 9 Akacias discovery.

Talisman
is continuing with seismic acquisition in the heavy oil trend in 2011 and has plans to drill two stratigraphic wells on Block 8 and one appraisal well on the 2009 Huron discovery in
the Niscota Block. In 2010, interests were acquired in three blocks in the Putumayo Basin; these working interest assignments will be finalized in 2011. Work continues in Block 12 where
exploratory wells will be drilled in 2011.

In
January 2011, Talisman, along with Ecopetrol S.A., completed the acquisition of BPXC, an indirect wholly owned subsidiary of BP plc. Under the terms of the transaction,
Talisman acquired a 49% interest in BPXC for US$858 million (excluding its share of working capital), while Ecopetrol acquired the remaining 51% interest. The transaction builds on Talisman's
large acreage position in Colombia, in close proximity to its Niscota Block, where it has announced a significant discovery with the Huron well. The acquisition adds an additional 330,000 net
acres in Colombia, along with 12,000 boe/d of production (net to Talisman). BPXC has been renamed Equión Energía Limited and is one of the largest oil and
natural gas producers in Colombia.

Peru

Talisman has an interest in 4.3 million net acres of exploration acreage in the Marañon Basin. The Company's exploration program in 2010 focused on
drilling an exploration well in Block 101 and acquisition of seismic programs in Blocks 64, 134 and 158. In 2010, Talisman entered into a farm-out of a portion of its
interest in Block 101 and farm-ins on Blocks 123 and 129, all of which are subject to government approval.

In
Block 64, the Company progressed the Situche discovery and will continue to progress the project in 2011. The Company also plans to drill an exploration well in Block 64 (Situche
Norte) and will continue to acquire seismic data in 2011.

Future Options

Kurdistan
Region of Northern Iraq

In 2010, the Kurdamir-1 exploration well in Block K44 was suspended after finding significant gas resources and encouraging indications of liquids. A
seismic acquisition program was conducted on Block K9. The conversion of Block K39 into a PSC was underway at year-end 2010. In 2011, the Company expects to drill its first
well in Block K39 followed by a re-drill of the Kurdamir well to test deeper horizons.

Poland

In February 2010, Talisman entered into a farm-in arrangement with San Leon Energy PLC and its subsidiary ("San Leon") for a 60% interest in
San Leon's three Baltic shale gas concessions in Poland. This agreement allows Talisman to leverage its North American shale gas expertise in a prospective area which is proximate to European gas
markets. In 2010, a seismic acquisition program was commenced. Talisman plans to drill the first two exploration wells in 2011 with a third exploration well expected to spud late in 2011 and drill
into 2012.

Alaska

Talisman holds over 500,000 net acres with interests ranging from 50% to 100% in land across the National Petroleum
Reserve  Alaska and Alaska Foothills. It is expected that the lease acreage will expire or be relinquished without renewal.

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Reserves and Other Oil and Gas Information

As a Canadian public company, Talisman is subject to the disclosure requirements of National Instrument NI 51-101
("NI 51-101") of the Canadian Securities Administrators, which applies to the disclosure of reserves and other oil and gas information. In prior years, Talisman has relied upon a
discretionary exemption from certain of the requirements of NI 51-101 granted by the Canadian securities regulatory authorities to provide disclosure in accordance with the
US disclosure requirements, in order to provide disclosure comparable to that provided by US and other international issuers. As a result of the expiry of that exemption, Talisman is providing in this
Annual Information Form disclosure which complies with the annual disclosure requirements of NI 51-101. In addition, for continuity from Talisman's previous disclosure and greater
comparability to the disclosure of companies with which Talisman is most often compared by investors and analysts, Talisman is continuing to provide certain information in accordance with the US
disclosure requirements. The US style disclosure is set forth in this section. The NI 51-101 mandated disclosure is set forth under Schedule A.

The
primary differences between the NI 51-101 requirements and the US requirements are set out under the heading "Note Regarding Reserves Data and Other Oil and Gas
Information" in this Annual Information Form.

Internal Evaluation

Talisman's oil and gas reserves are evaluated internally. Talisman has obtained an exemption from NI 51-101 that exempts Talisman from the requirement
under NI 51-101 to have its reserves evaluated or audited by independent reserves evaluators. The following discussion is provided pursuant to the requirements of
the exemption.

Talisman
understands that the purpose of the requirement under NI 51-101 for the involvement of independent qualified evaluators or auditors is to ensure that disclosure of
reserves information reflects the conclusions of qualified professionals applying consistent standards and that such conclusions are not affected by adverse influences. Talisman believes that using
independent evaluators or auditors would not materially enhance the reliability of its reserves estimates in light of the expertise of its internal reserves evaluation personnel and the controls
applied during its reserves evaluation process. Talisman believes that its internal resources are at least as extensive as, if not greater than, those which would be assigned by any independent
evaluators or auditors engaged by the Company, and that its internal staff's knowledge of and experience with the Company's reserves enable the Company to prepare an evaluation at least equivalent to
that of any independent evaluator or auditor.

As
at December 2010, the Company's internal reserves evaluation staff included approximately 120 persons with full-time or part-time responsibility for reserves
evaluation, with an average of approximately 18 full-time or part-time years of relevant experience in evaluating reserves, of whom 26 were "qualified reserves
evaluators" for purposes of NI 51-101. The Company's internal reserves evaluation management personnel included approximately 40 persons with full-time or
part-time responsibility for reserves evaluation management, with an average of approximately 21 full-time or part-time years of relevant experience in
evaluating and managing the evaluation of reserves, 15 of whom were qualified reserves evaluators for purposes of NI 51-101. The Company has appointed an Internal Qualified Reserves
Evaluator ("IQRE") who reports directly to the Chief Executive Officer and is responsible for the preparation and validation of the Company's reserves evaluations and the submission to the Company's
Board of Directors of reports thereon. The Company's IQRE is Michael Adams, a graduate of Imperial College, London University with a B.Sc. in Physical Chemistry and a M.Sc. in Petroleum Engineering.
Mr. Adams has more than 35 years of petroleum engineering experience internationally and in North America. He is a professional engineer registered in Alberta and a chartered engineer
registered in the UK.

Talisman
has adopted a corporate policy that prescribes procedures and standards to be followed in preparing its reserves data. The following summarizes Talisman's current process for preparing and
approving its publicly disclosed reserves data.

All
of Talisman's proved reserves are evaluated annually. Talisman employs qualified, competent, experienced engineers to ensure consistently high levels of professionalism in the estimation of its
reserves data. Technical, cost and economic assumptions underpinning reserves estimates are documented to provide a clear audit trail.

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Talisman
conducts formal reviews during the proved reserves estimation process to ensure the reasonableness, completeness and accuracy of input data; the appropriateness of the technical subsurface
methodology; the full understanding of reserves movements; and the correct use of reserves classifications. All reserves estimates are reviewed and approved by the Executive
Vice-Presidents of the operating areas and then submitted to the Company's executive operating committee, comprised of the President and Chief Executive Officer and the Executive
Vice-Presidents of the Company, for review and approval. In addition, the IQRE conducts a separate review to ensure the effectiveness of the disclosure controls and that the reserves
estimates are free from material misstatement. The reserves data and the reports of the IQRE thereon are then reviewed by the Reserves Committee of the Board of Directors. The Reserves Committee and
the IQRE have independent access to each other. Once approved by the Reserves Committee, the reserves data is submitted to the Board of Directors for final approval.

Notwithstanding
that Talisman is exempt from the independent evaluator requirements of NI 51-101, Talisman obtains annual independent audits of its reserves estimates for some of
its properties on a rotating basis. Over the past four years, these rotational independent audits have covered, in aggregate, properties which now represent more than 82% of the Company's proved
reserves (on a boe basis) as at December 31, 2010. At the time of the audits, these audits have not revealed any material discrepancies in the reserves reported at such time using the
standards in effect at the time of the audit. Talisman's IQRE oversees the preparation of the independent audits. Talisman maintains a Reserves Data Policy and Procedures Manual, which it updates as
appropriate and on a periodic basis. Talisman also conducts periodic internal audits of the procedures, records and controls relating to the preparation of reserves data. Accordingly, Talisman
considers the reliability of its internally generated reserves data to be not materially less than would be afforded by the independent evaluator requirements of NI 51-101.

Reserves Estimates

Summary of Oil and Gas Reserves as of Fiscal Year-End Based on Average Fiscal
Year Prices

The following table sets forth Talisman's estimates of its proved developed, proved undeveloped, total proved, probable developed, probable
undeveloped and total probable reserves as at December 31, 2010. The reserves estimates included in this table were prepared using the standards of the US Securities and Exchange Commission
("SEC"), which requires that proved reserves be estimated using existing economic conditions. The price used for calculating reserves is an unweighted arithmetic
average of the first-day-of-the-month price for each month within the period unless the prices are defined by contractual obligations (excluding
escalations based on future conditions).

|                        |                | Proved
Developed1,2 |  | Proved
Undeveloped1,3 |  | Total
Proved1 |  | Probable
Developed4,5 |  | Probable
Undeveloped4,6 |  | Total
Probable4 | 
|----------------------- | -------------- | ------------------- |  | --------------------- |  | ------------- |  | --------------------- |  | ----------------------- |  | --------------- | 
|                        |                | Gross7              |  | Net8                  |  | Gross7        |  | Net8                  |  | Gross7                  |  | Net8            | 
|                       
|Oil and Liquids(mmbbls) |                |                     |  |                       |  |               |  |                       |  |                         |  |                 | 
|                        |                |                    
|                        | North America  |                     |  |                       |  |               |  |                       |  |                         |  |                 | 
|                        |                |                    
|                        |                | Canada              |  | 74.6                  |  | 65.6          |  | 4.7                   |  | 4.4                     |  | 79.3            | 
|                        |                |                    
|                        |                | United States       |  | 0.9                   |  | 0.7           |  | 3.4                   |  | 2.5                     |  | 4.3             | 
|                       
|                        | UK             |                     |  |                       |  |               |  |                       |  |                         |  |                 | 
|                        |                |                    
|                        |                | United Kingdom      |  | 211.9                 |  | 210.6         |  | 53.4                  |  | 53.3                    |  | 265.3           | 
|                       
|                        | Scandinavia    |                     |  |                       |  |               |  |                       |  |                         |  |                 | 
|                        |                |                    
|                        |                | Norway              |  | 21.6                  |  | 21.6          |  | 31.6                  |  | 31.6                    |  | 53.2            | 
|                       
|                        | Southeast Asia |                     |  |                       |  |               |  |                       |  |                         |  |                 | 
|                        |                |                    
|                        |                | Indonesia9          |  | 21.4                  |  | 8.6           |  | 10.7                  |  | 4.2                     |  | 32.1            | 
|                        |                |                    
|                        |                | Malaysia            |  | 25.1                  |  | 13.2          |  | 3.4                   |  | 1.6                     |  | 28.5            | 
|                        |                |                    
|                        |                | Australia           |  | 4.5                   |  | 4.4           |  | 5.5                   |  | 5.2                     |  | 10.0            | 
|                        |                |                    
|                        |                | Vietnam             |  | 1.2                   |  | 1.0           |  | 0.2                   |  | 0.2                     |  | 1.4             | 
|                       
|                        | Other          |                     |  |                       |  |               |  |                       |  |                         |  |                 | 
|                        |                |                    
|                        |                | Algeria             |  | 19.6                  |  | 9.8           |  | 16.0                  |  | 9.1                     |  | 35.6            | 
|                        |                |                    
|                        |                | Peru                |  |                      |  |              |  |                      |  |                        |  |                | 
|                       
|Total                   |                | 380.8               |  | 335.5                 |  | 128.9         |  | 112.1                 |  | 509.7                   |  | 447.6           | 
|                       

TALISMAN ENERGYANNUAL INFORMATION
FORM19

---



|Natural Gas(bcf) |                |                |  |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|---------------- | -------------- | -------------- |  | ------- |  | ------- |  | ------- |  | ------- |  | ------- |  | ------- |  | ----- |  | ------- |  | ------- |  | ------- |  | ------- | 
|                 |                |               
|                 | North America  |                |  |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |                |               
|                 |                | Canada         |  | 1,134.7 |  | 1,011.4 |  | 362.5   |  | 343.1   |  | 1,497.2 |  | 1,354.5 |  | 349.4 |  | 310.8   |  | 201.0   |  | 187.2   |  | 550.4   | 
|                 |                |               
|                 |                | United States  |  | 687.5   |  | 584.9   |  | 785.6   |  | 673.0   |  | 1,473.1 |  | 1,257.9 |  | 154.5 |  | 131.6   |  | 751.8   |  | 645.8   |  | 906.3   | 
|                
|                 | UK             |                |  |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |                |               
|                 |                | United Kingdom |  | 22.0    |  | 22.0    |  | 1.8     |  | 1.8     |  | 23.8    |  | 23.8    |  | 6.8   |  | 6.8     |  | 167.3   |  | 167.3   |  | 174.1   | 
|                
|                 | Scandinavia    |                |  |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |                |               
|                 |                | Norway         |  | 73.3    |  | 73.3    |  | 6.3     |  | 6.3     |  | 79.6    |  | 79.6    |  | 28.1  |  | 28.1    |  | 45.8    |  | 45.8    |  | 73.9    | 
|                
|                 | Southeast Asia |                |  |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |                |               
|                 |                | Indonesia      |  | 1,083.1 |  | 763.7   |  | 732.1   |  | 505.5   |  | 1,815.2 |  | 1,269.2 |  | 5.3   |  | 3.4     |  | 626.6   |  | 422.8   |  | 631.9   | 
|                 |                |               
|                 |                | Malaysia       |  | 281.3   |  | 187.2   |  | 66.7    |  | 38.6    |  | 348.0   |  | 225.8   |  | 104.8 |  | 68.5    |  | 171.7   |  | 97.0    |  | 276.5   | 
|                 |                |               
|                 |                | Australia      |  |        |  |        |  |        |  |        |  |        |  |        |  |      |  |        |  |        |  |        |  |        | 
|                 |                |               
|                 |                | Vietnam        |  |        |  |        |  |        |  |        |  |        |  |        |  |      |  |        |  | 12.0    |  | 12.0    |  | 12.0    | 
|                
|                 | Other          |                |  |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |                |               
|                 |                | Algeria        |  |        |  |        |  |        |  |        |  |        |  |        |  |      |  |        |  |        |  |        |  |        | 
|                 |                |               
|                 |                | Peru           |  |        |  |        |  |        |  |        |  |        |  |        |  |      |  |        |  |        |  |        |  |        | 
|                
|Total            |                | 3,281.9        |  | 2,642.5 |  | 1,955.0 |  | 1,568.3 |  | 5,236.9 |  | 4,210.8 |  | 648.9   |  | 549.2 |  | 1,976.2 |  | 1,577.9 |  | 2,625.1 |  | 2,127.1 | 
|                

Talisman does not file estimates of its total oil and gas reserves with any US agency or federal authority other than the SEC.

In
2010, Talisman added 271 mmboe of proved reserves compared to production of 152 mmboe, for a replacement of 178% of 2010 production. The new reserves were a combination of new
discoveries, additions, revisions and revisions due to price. North America accounts for the largest increase in reserves as a result of the successful drilling programs in both the Marcellus and
Montney shale plays. The UK's significant reserves revision is the result of price revisions.

Talisman
added 61 mmbbls of gross proved oil and liquids reserves through drilling and revisions. The UK (52%) and North America (16%) account for the majority of Talisman's oil and liquids
reserves as at December 31, 2010. International reserves additions are dependent on the timing of project approvals and drilling results. Talisman added 1.26 tcf of gross proved natural
gas reserves through drilling and revisions. In North America, gross total proved natural gas reserves were 3.0 tcf at

20TALISMAN ENERGYANNUAL INFORMATION
FORM

---



December 31,
2010, up 2.4% from the previous year. Talisman's total gross proved natural gas reserves were 5.2 tcf at December 31, 2010, down 0.1% from the previous year. North
America comprised 57% of the Company's gross total proved natural gas reserves as at December 31, 2010.

Talisman's
proved undeveloped reserves were 455 mmboe as at December 31, 2010. In 2010, Talisman converted 67 mmboe (17% of the Company's 2009 proved undeveloped reserves) into
proved developed reserves. Talisman spent approximately $750 million in 2010 in order to develop its proved undeveloped reserves. As at December 31, 2010, the only material proved
undeveloped reserves that were five years or older are in Indonesia (30 mmboe) and Malaysia (9 mmboe). These are gas reserves that will be drilled as needed in the next five years to
meet gas deliverability requirements for existing gas contracts.

Talisman
booked certain of its proved undeveloped reserves in North America, where there exists reliable technology that established reasonable certainty of economic producibility at distances greater
than the
directly offsetting development spacing areas. Talisman utilized a combination of 3D seismic, core analyses, borehole logs, well tests, production history and numerical simulation in order to attain
the reasonable certainty required to book proved undeveloped reserves. In 2010, Talisman added 75 mmboe of proved undeveloped reserves as a result of additions, revisions and price revisions in
North America.

Reserves Reconciliations

The following tables reflect activities from assets that are classified as both continuing operations and, until disposed of, discontinued operations for financial reporting
purposes.

Continuity of Net Proved Reserves1

|                                      |  | Canada |   | US   |   | UK     |   | Scandinavia |   | Indonesia |   | Other
Southeast
Asia |   | Other |   | Total  |   | 
|------------------------------------- |  | ------ | - | ---- | - | ------ | - | ----------- | - | --------- | - | -------------------- | - | ----- | - | ------ | - | 
|                                     
|Oil and Liquids(mmbbls)               |  |        |   |      |   |        |   |             |   |           |   |                      |   |       |   |        |   | 
|                                      |  |       
|Total Proved                          |  |        |   |      |   |        |   |             |   |           |   |                      |   |       |   |        |   | 
|                                      |  |       
|Proved reserves at December 31, 2007  |  | 123.9  |   |     |   | 385.3  |   | 67.2        |   | 13.6      |   | 30.1                 |   | 27.6  |   | 647.7  |   | 
|                                      |  |       
|Discoveries, additions and extensions |  | 12.1   |   |     |   | 15.0   |   | 8.3         |   |          |   | (0.3                 | ) | (0.3  | ) | 34.8   |   | 
|                                      |  |       
|Purchase of reserves                  |  | 0.3    |   |     |   |       |   |            |   |          |   |                     |   |      |   | 0.3    |   | 
|                                      |  |       
|Sale of reserves                      |  | (0.3   | ) |     |   | (17.5  | ) | (1.6        | ) |          |   |                     |   |      |   | (19.4  | ) | 
|                                      |  |       
|Net revisions and transfers           |  | 7.4    |   |     |   | (133.2 | ) | (5.3        | ) | 4.2       |   | 2.0                  |   | 3.1   |   | (121.8 | ) | 
|                                      |  |       
|2008 Production                       |  | (11.9  | ) |     |   | (34.2  | ) | (12.0       | ) | (1.7      | ) | (4.7                 | ) | (4.1  | ) | (68.6  | ) | 
|                                     
|Proved reserves at December 31, 2008  |  | 131.5  |   |     |   | 215.4  |   | 56.6        |   | 16.1      |   | 27.1                 |   | 26.3  |   | 473.0  |   | 
|                                      |  |       
|Discoveries, additions and extensions |  | 4.0    |   |     |   | 5.2    |   | 1.1         |   | (0.5      | ) | 5.3                  |   | 6.5   |   | 21.6   |   | 
|                                      |  |       
|Purchase of reserves                  |  | 0.1    |   |     |   |       |   |            |   | 0.7       |   |                     |   |      |   | 0.8    |   | 
|                                      |  |       
|Sale of reserves                      |  | (39.0  | ) |     |   | (0.2   | ) | (4.0        | ) |          |   |                     |   | (3.7  | ) | (46.9  | ) | 
|                                      |  |       
|Net revisions and transfers           |  | 2.7    |   |     |   | 76.8   |   | 14.5        |   | (1.8      | ) | 3.8                  |   | (4.7  | ) | 91.3   |   | 
|                                      |  |       
|2009 Production                       |  | (9.9   | ) |     |   | (31.1  | ) | (12.3       | ) | (1.8      | ) | (7.6                 | ) | (3.4  | ) | (66.1  | ) | 
|                                     
|Proved reserves at December 31, 2009  |  | 89.4   |   |     |   | 266.1  |   | 55.9        |   | 12.7      |   | 28.6                 |   | 21.0  |   | 473.7  |   | 
|                                      |  |       
|Discoveries, additions and extensions |  | 4.7    |   | 2.5  |   | 6.8    |   | 9.7         |   | 1.4       |   | 2.5                  |   | 1.0   |   | 28.6   |   | 
|                                      |  |       
|Purchase of reserves                  |  |       |   | 0.9  |   |       |   |            |   | 1.5       |   |                     |   |      |   | 2.4    |   | 
|                                      |  |       
|Sale of reserves                      |  | (15.1  | ) | (0.2 | ) |       |   |            |   |          |   |                     |   | (0.5  | ) | (15.8  | ) | 
|                                      |  |       
|Net revisions and transfers           |  | (2.4   | ) | 0.1  |   | 18.0   |   | 1.8         |   | (0.8      | ) | 0.6                  |   | (0.2  | ) | 17.1   |   | 
|                                      |  |       
|2010 Production                       |  | (6.6   | ) | (0.1 | ) | (27.0  | ) | (14.2       | ) | (2.0      | ) | (6.1                 | ) | (2.4  | ) | (58.4  | ) | 
|                                     
|Proved reserves at December 31, 2010  |  | 70.0   |   | 3.2  |   | 263.9  |   | 53.2        |   | 12.8      |   | 25.6                 |   | 18.9  |   | 447.6  |   | 
|                                     
|Proved developed                      |  |        |   |      |   |        |   |             |   |           |   |                      |   |       |   |        |   | 
|                                      |  |       
|December 31, 2007                     |  | 118.9  |   |     |   | 342.6  |   | 25.6        |   | 10.7      |   | 18.9                 |   | 25.4  |   | 542.1  |   | 
|                                      |  |       
|December 31, 2008                     |  | 122.0  |   |     |   | 172.0  |   | 24.8        |   | 13.5      |   | 17.7                 |   | 20.2  |   | 370.2  |   | 
|                                      |  |       
|December 31, 2009                     |  | 82.1   |   |     |   | 196.0  |   | 26.1        |   | 11.0      |   | 21.2                 |   | 13.0  |   | 349.4  |   | 
|                                      |  |       
|December 31, 2010                     |  | 65.6   |   | 0.7  |   | 210.6  |   | 21.6        |   | 8.6       |   | 18.6                 |   | 9.8   |   | 335.5  |   | 
|                                     

TALISMAN ENERGYANNUAL INFORMATION
FORM21

---



|                                      |  | Canada  |   | US      |   | UK    |   | Scandinavia |   | Indonesia |   | Other
Southeast
Asia |   | Other  |   | Total   |   | 
|------------------------------------- |  | ------- | - | ------- | - | ----- | - | ----------- | - | --------- | - | -------------------- | - | ------ | - | ------- | - | 
|                                     
|Natural Gas(bcf)                      |  |         |   |         |   |       |   |             |   |           |   |                      |   |        |   |         |   | 
|                                      |  |        
|Total Proved                          |  |         |   |         |   |       |   |             |   |           |   |                      |   |        |   |         |   | 
|                                      |  |        
|Proved reserves at December 31, 2007  |  | 2,087.1 |   | 109.0   |   | 100.2 |   | 78.9        |   | 1,359.0   |   | 245.5                |   | 223.3  |   | 4,203.0 |   | 
|                                      |  |        
|Discoveries, additions and extensions |  | 249.7   |   | 29.4    |   | 12.4  |   | 12.1        |   | (30.3     | ) | 20.2                 |   | 0.4    |   | 293.9   |   | 
|                                      |  |        
|Purchase of reserves                  |  | 11.9    |   | 2.4     |   |      |   |            |   |          |   |                     |   |       |   | 14.3    |   | 
|                                      |  |        
|Sale of reserves                      |  | (55.2   | ) |        |   |      |   |            |   |          |   |                     |   |       |   | (55.2   | ) | 
|                                      |  |        
|Net revisions and transfers           |  | 113.3   |   | 1.3     |   | (3.2  | ) | 17.8        |   | 143.0     |   | 42.8                 |   | (0.7   | ) | 314.3   |   | 
|                                      |  |        
|2008 Production                       |  | (237.6  | ) | (22.9   | ) | (13.8 | ) | (6.9        | ) | (64.0     | ) | (18.8                | ) | (0.2   | ) | (364.2  | ) | 
|                                     
|Proved reserves at December 31, 2008  |  | 2,169.2 |   | 119.2   |   | 95.6  |   | 101.9       |   | 1,407.7   |   | 289.7                |   | 222.8  |   | 4,406.1 |   | 
|                                      |  |        
|Discoveries, additions and extensions |  | 185.6   |   | 474.6   |   |      |   | (0.5        | ) | 62.8      |   | 25.3                 |   |       |   | 747.8   |   | 
|                                      |  |        
|Purchase of reserves                  |  | 14.2    |   |        |   |      |   |            |   | 7.5       |   |                     |   |       |   | 21.7    |   | 
|                                      |  |        
|Sale of reserves                      |  | (115.8  | ) | (1.4    | ) | (67.0 | ) |            |   |          |   |                     |   | (220.0 | ) | (404.2  | ) | 
|                                      |  |        
|Net revisions and transfers           |  | 28.2    |   |        |   | 2.9   |   | 12.7        |   | (19.5     | ) | (33.3                | ) | (1.0   | ) | (10.0   | ) | 
|                                      |  |        
|2009 Production                       |  | (238.4  | ) | (26.2   | ) | (7.0  | ) | (21.1       | ) | (84.4     | ) | (20.3                | ) | (0.1   | ) | (397.5  | ) | 
|                                     
|Proved reserves at December 31, 2009  |  | 2,043.0 |   | 566.2   |   | 24.5  |   | 93.0        |   | 1,374.1   |   | 261.4                |   | 1.7    |   | 4,363.9 |   | 
|                                      |  |        
|Discoveries, additions and extensions |  | 263.7   |   | 738.6   |   | 0.1   |   | 6.7         |   | 8.1       |   | (22.6                | ) |       |   | 994.6   |   | 
|                                      |  |        
|Purchase of reserves                  |  |        |   | 17.5    |   |      |   |            |   | 42.4      |   |                     |   |       |   | 59.9    |   | 
|                                      |  |        
|Sale of reserves                      |  | (772.5  | ) | (5.8    | ) |      |   |            |   |          |   |                     |   | (1.6   | ) | (779.9  | ) | 
|                                      |  |        
|Net revisions and transfers           |  | 11.2    |   | 10.3    |   | 4.9   |   | 12.1        |   | (57.2     | ) | 14.3                 |   | (0.1   | ) | (4.5    | ) | 
|                                      |  |        
|2010 Production                       |  | (190.9  | ) | (68.9   | ) | (5.7  | ) | (32.2       | ) | (98.2     | ) | (27.3                | ) |       |   | (423.2  | ) | 
|                                     
|Proved reserves at December 31, 2010  |  | 1,354.5 |   | 1,257.9 |   | 23.8  |   | 79.6        |   | 1,269.2   |   | 225.8                |   |       |   | 4,210.8 |   | 
|                                     
|Proved developed                      |  |         |   |         |   |       |   |             |   |           |   |                      |   |        |   |         |   | 
|                                      |  |        
|December 31, 2007                     |  | 1,725.0 |   | 95.7    |   | 86.7  |   | 7.0         |   | 811.1     |   | 44.4                 |   | 1.0    |   | 2,770.9 |   | 
|                                      |  |        
|December 31, 2008                     |  | 1,785.8 |   | 101.8   |   | 65.5  |   | 99.0        |   | 1,022.2   |   | 149.0                |   | 1.2    |   | 3,224.5 |   | 
|                                      |  |        
|December 31, 2009                     |  | 1,663.5 |   | 171.1   |   | 22.4  |   | 91.2        |   | 915.2     |   | 225.5                |   | 0.8    |   | 3,089.7 |   | 
|                                      |  |        
|December 31, 2010                     |  | 1,011.4 |   | 584.9   |   | 22.0  |   | 73.3        |   | 763.7     |   | 187.2                |   |       |   | 2,642.5 |   | 
|                                     

22TALISMAN ENERGYANNUAL INFORMATION
FORM

---



Continuity of Gross Proved Reserves1

|                                      |  | Canada |   | US   |   | UK     |   | Scandinavia |   | Indonesia |   | Other
Southeast
Asia |   | Other |   | Total  |   | 
|------------------------------------- |  | ------ | - | ---- | - | ------ | - | ----------- | - | --------- | - | -------------------- | - | ----- | - | ------ | - | 
|                                     
|Oil and Liquids(mmbbls)               |  |        |   |      |   |        |   |             |   |           |   |                      |   |       |   |        |   | 
|                                      |  |       
|Total Proved                          |  |        |   |      |   |        |   |             |   |           |   |                      |   |       |   |        |   | 
|                                      |  |       
|Proved reserves at December 31, 2007  |  | 152.8  |   |     |   | 387.2  |   | 67.3        |   | 35.7      |   | 53.5                 |   | 52.8  |   | 749.3  |   | 
|                                      |  |       
|Discoveries, additions and extensions |  | 13.7   |   |     |   | 15.0   |   | 8.3         |   | 0.4       |   | 0.2                  |   | (0.7  | ) | 36.9   |   | 
|                                      |  |       
|Purchase of reserves                  |  | 0.3    |   |     |   |       |   |            |   |          |   |                     |   |      |   | 0.3    |   | 
|                                      |  |       
|Sale of reserves                      |  | (0.3   | ) |     |   | (17.5  | ) | (1.7        | ) |          |   |                     |   |      |   | (19.5  | ) | 
|                                      |  |       
|Net revisions and transfers           |  | 2.6    |   |     |   | (133.7 | ) | (5.3        | ) | 0.6       |   | (5.6                 | ) | 0.6   |   | (140.8 | ) | 
|                                      |  |       
|2008 Production                       |  | (14.8  | ) |     |   | (34.3  | ) | (12.0       | ) | (4.3      | ) | (8.7                 | ) | (7.6  | ) | (81.7  | ) | 
|                                     
|Proved reserves at December 31, 2008  |  | 154.3  |   |     |   | 216.7  |   | 56.6        |   | 32.4      |   | 39.4                 |   | 45.1  |   | 544.5  |   | 
|                                      |  |       
|Discoveries, additions and extensions |  | 4.8    |   |     |   | 5.2    |   | 1.1         |   | (1.7      | ) | 7.4                  |   | 12.2  |   | 29.0   |   | 
|                                      |  |       
|Purchase of reserves                  |  | 0.2    |   |     |   |       |   |            |   | 1.0       |   |                     |   |      |   | 1.2    |   | 
|                                      |  |       
|Sale of reserves                      |  | (45.7  | ) |     |   | (0.2   | ) | (4.0        | ) |          |   |                     |   | (3.8  | ) | (53.7  | ) | 
|                                      |  |       
|Net revisions and transfers           |  |       |   |     |   | 77.0   |   | 14.5        |   | 1.1       |   | 3.8                  |   | (8.6  | ) | 87.8   |   | 
|                                      |  |       
|2009 Production                       |  | (12.6  | ) |     |   | (31.2  | ) | (12.3       | ) | (4.2      | ) | (10.7                | ) | (5.9  | ) | (76.9  | ) | 
|                                     
|Proved reserves at December 31, 2009  |  | 101.0  |   |     |   | 267.5  |   | 55.9        |   | 28.6      |   | 39.9                 |   | 39.0  |   | 531.9  |   | 
|                                      |  |       
|Discoveries, additions and extensions |  | 5.0    |   | 3.4  |   | 6.8    |   | 9.7         |   | 3.4       |   | 3.0                  |   | 2.2   |   | 33.5   |   | 
|                                      |  |       
|Purchase of reserves                  |  |       |   | 1.2  |   |       |   |            |   | 3.5       |   |                     |   |      |   | 4.7    |   | 
|                                      |  |       
|Sale of reserves                      |  | (18.5  | ) | (0.2 | ) |       |   |            |   |          |   |                     |   | (0.7  | ) | (19.4  | ) | 
|                                      |  |       
|Net revisions and transfers           |  | 0.2    |   |     |   | 18.0   |   | 1.8         |   | 0.9       |   | 6.7                  |   | 0.2   |   | 27.8   |   | 
|                                      |  |       
|2010 Production                       |  | (8.4   | ) | (0.1 | ) | (27.0  | ) | (14.2       | ) | (4.3      | ) | (9.7                 | ) | (5.1  | ) | (68.8  | ) | 
|                                     
|Proved reserves at December 31, 2010  |  | 79.3   |   | 4.3  |   | 265.3  |   | 53.2        |   | 32.1      |   | 39.9                 |   | 35.6  |   | 509.7  |   | 
|                                     
|Proved developed                      |  |        |   |      |   |        |   |             |   |           |   |                      |   |       |   |        |   | 
|                                      |  |       
|December 31, 2007                     |  | 146.2  |   |     |   | 344.5  |   | 25.6        |   | 28.2      |   | 31.3                 |   | 48.2  |   | 624.0  |   | 
|                                      |  |       
|December 31, 2008                     |  | 143.4  |   |     |   | 173.3  |   | 24.8        |   | 26.0      |   | 24.9                 |   | 35.2  |   | 427.6  |   | 
|                                      |  |       
|December 31, 2009                     |  | 92.6   |   |     |   | 197.1  |   | 26.1        |   | 23.2      |   | 31.2                 |   | 23.7  |   | 393.9  |   | 
|                                      |  |       
|December 31, 2010                     |  | 74.6   |   | 0.9  |   | 211.9  |   | 21.6        |   | 21.4      |   | 30.8                 |   | 19.6  |   | 380.8  |   | 
|                                     

TALISMAN ENERGYANNUAL INFORMATION
FORM23

---



|                                      |  | Canada  |   | US      |   | UK    |   | Scandinavia |   | Indonesia |   | Other
Southeast
Asia |   | Other  |   | Total   |   | 
|------------------------------------- |  | ------- | - | ------- | - | ----- | - | ----------- | - | --------- | - | -------------------- | - | ------ | - | ------- | - | 
|                                     
|Natural Gas(bcf)                      |  |         |   |         |   |       |   |             |   |           |   |                      |   |        |   |         |   | 
|                                      |  |        
|Total Proved                          |  |         |   |         |   |       |   |             |   |           |   |                      |   |        |   |         |   | 
|                                      |  |        
|Proved reserves at December 31, 2007  |  | 2,565.7 |   | 126.5   |   | 100.2 |   | 78.9        |   | 1,981.9   |   | 387.0                |   | 224.0  |   | 5,464.2 |   | 
|                                      |  |        
|Discoveries, additions and extensions |  | 308.2   |   | 33.9    |   | 12.4  |   | 12.1        |   | 1.3       |   | 27.0                 |   | 0.4    |   | 395.3   |   | 
|                                      |  |        
|Purchase of reserves                  |  | 15.3    |   | 2.8     |   |      |   |            |   |          |   |                     |   |       |   | 18.1    |   | 
|                                      |  |        
|Sale of reserves                      |  | (65.3   | ) |        |   |      |   |            |   |          |   |                     |   |       |   | (65.3   | ) | 
|                                      |  |        
|Net revisions and transfers           |  | (30.3   | ) | 1.4     |   | (3.2  | ) | 17.8        |   |          |   | (2.5                 | ) | (0.8   | ) | (17.6   | ) | 
|                                      |  |        
|2008 Production                       |  | (286.6  | ) | (26.7   | ) | (13.8 | ) | (6.9        | ) | (97.2     | ) | (24.9                | ) | (0.2   | ) | (456.3  | ) | 
|                                     
|Proved reserves at December 31, 2008  |  | 2,507.0 |   | 137.9   |   | 95.6  |   | 101.9       |   | 1,886.0   |   | 386.6                |   | 223.4  |   | 5,338.4 |   | 
|                                      |  |        
|Discoveries, additions and extensions |  | 201.2   |   | 544.5   |   |      |   | (0.5        | ) | 88.6      |   | 27.9                 |   |       |   | 861.7   |   | 
|                                      |  |        
|Purchase of reserves                  |  | 15.9    |   |        |   |      |   |            |   | 8.7       |   |                     |   |       |   | 24.6    |   | 
|                                      |  |        
|Sale of reserves                      |  | (137.6  | ) | (1.5    | ) | (67.0 | ) |            |   |          |   |                     |   | (220.5 | ) | (426.6  | ) | 
|                                      |  |        
|Net revisions and transfers           |  | (75.3   | ) | 0.1     |   | 2.9   |   | 12.7        |   | 14.8      |   | (11.1                | ) | (1.0   | ) | (56.9   | ) | 
|                                      |  |        
|2009 Production                       |  | (262.7  | ) | (30.3   | ) | (7.0  | ) | (21.1       | ) | (120.6    | ) | (26.7                | ) | (0.1   | ) | (468.5  | ) | 
|                                     
|Proved reserves at December 31, 2009  |  | 2,248.5 |   | 650.7   |   | 24.5  |   | 93.0        |   | 1,877.5   |   | 376.7                |   | 1.8    |   | 5,272.7 |   | 
|                                      |  |        
|Discoveries, additions and extensions |  | 286.4   |   | 874.7   |   | 0.1   |   | 6.7         |   | 21.2      |   | (37.4                | ) |       |   | 1,151.7 |   | 
|                                      |  |        
|Purchase of reserves                  |  |        |   | 23.0    |   |      |   |            |   | 60.7      |   |                     |   |       |   | 83.7    |   | 
|                                      |  |        
|Sale of reserves                      |  | (867.3  | ) | (7.3    | ) |      |   |            |   |          |   |                     |   | (1.8   | ) | (876.4  | ) | 
|                                      |  |        
|Net revisions and transfers           |  | 33.2    |   | 12.5    |   | 4.9   |   | 12.1        |   | (3.0      | ) | 44.6                 |   |       |   | 104.3   |   | 
|                                      |  |        
|2010 Production                       |  | (203.6  | ) | (80.5   | ) | (5.7  | ) | (32.2       | ) | (141.2    | ) | (35.9                | ) |       |   | (499.1  | ) | 
|                                     
|Proved reserves at December 31, 2010  |  | 1,497.2 |   | 1,473.1 |   | 23.8  |   | 79.6        |   | 1,815.2   |   | 348.0                |   |       |   | 5,236.9 |   | 
|                                     
|Proved developed                      |  |         |   |         |   |       |   |             |   |           |   |                      |   |        |   |         |   | 
|                                      |  |        
|December 31, 2007                     |  | 2,125.6 |   | 111.4   |   | 86.7  |   | 7.0         |   | 1,197.6   |   | 58.2                 |   | 1.1    |   | 3,587.6 |   | 
|                                      |  |        
|December 31, 2008                     |  | 2,066.8 |   | 117.9   |   | 65.5  |   | 99.0        |   | 1,348.9   |   | 199.0                |   | 1.2    |   | 3,898.3 |   | 
|                                      |  |        
|December 31, 2009                     |  | 1,840.9 |   | 197.9   |   | 22.4  |   | 91.2        |   | 1,231.6   |   | 320.8                |   | 0.8    |   | 3,705.6 |   | 
|                                      |  |        
|December 31, 2010                     |  | 1,134.7 |   | 687.5   |   | 22.0  |   | 73.3        |   | 1,083.1   |   | 281.3                |   |       |   | 3,281.9 |   | 
|                                     

24TALISMAN ENERGYANNUAL INFORMATION
FORM

---





Discounted Future Net Cash Flows

Standardized Measure of Discounted Future Net Cash Flows from Proved
Reserves

Future net cash flows were calculated by applying the prescribed average annual prices to the Company's estimated future production of proved
reserves and deducting estimates of future development, asset retirement, production and transportation costs, and income taxes. Future costs have been estimated based on existing economic and
operating conditions. Future income taxes have been estimated based on statutory tax rates enacted at year-end. The present values of the estimated future cash flows were determined by
applying a 10% discount rate prescribed by the Financial Accounting Standards Board.

In
order to increase the comparability between companies, the standardized measure of discounted future net cash flows necessarily employs uniform assumptions that do not necessarily reflect
management's best estimate of future events and anticipated outcomes. There are numerous uncertainties inherent in estimating quantities of proved reserves and projecting future rates of production
and timing of development expenditures. Accordingly, the Company does not believe that the standardized measure of discounted future net cash flows will be representative of actual future net cash
flows and should not be considered to represent the fair market value of the oil and gas properties. Actual future net cash flows will differ significantly from estimates due to, but not limited to,
the following:

TALISMAN ENERGYANNUAL INFORMATION
FORM25

---



The
standardized measure of discounted future net cash flows was prepared using the following prices:

|                        |  | 2010  |  | 2009  |  | 2008  | 
|----------------------- |  | ----- |  | ----- |  | ----- | 
|                       
|Oil and Liquids($/bbl)  |  |       |  |       |  |       | 
|                        |  |      
|Canada (North America)1 |  | 64.49 |  | 55.74 |  | 37.11 | 
|                        |  |      
|US                      |  | 59.74 |  |      |  |      | 
|                        |  |      
|UK                      |  | 81.82 |  | 69.28 |  | 45.74 | 
|                        |  |      
|Scandinavia             |  | 81.03 |  | 68.62 |  | 44.64 | 
|                        |  |      
|Indonesia2              |  | 81.55 |  | 70.32 |  |      | 
|                        |  |      
|Southeast Asia          |  | 78.57 |  | 68.55 |  | 38.98 | 
|                        |  |      
|Other                   |  | 80.92 |  | 68.26 |  | 46.06 | 
|                       
|Total                   |  | 78.52 |  | 66.56 |  | 42.31 | 
|                       
|Natural Gas($/mcf)      |  |       |  |       |  |       | 
|                        |  |      
|Canada (North America)2 |  | 4.20  |  | 4.06  |  | 6.94  | 
|                        |  |      
|US                      |  | 4.79  |  | 4.54  |  |      | 
|                        |  |      
|UK                      |  | 4.74  |  | 4.23  |  | 10.36 | 
|                        |  |      
|Scandinavia             |  | 5.13  |  | 5.97  |  | 9.69  | 
|                        |  |      
|Indonesia2              |  | 6.85  |  | 5.50  |  |      | 
|                        |  |      
|Southeast Asia          |  | 5.85  |  | 5.11  |  | 3.47  | 
|                        |  |      
|Other                   |  |      |  | 7.30  |  | 1.72  | 
|                       
|Total                   |  | 5.41  |  | 4.74  |  | 5.36  | 
|                       

In order to derive the prices in the cash flow, the following benchmark prices and exchange rates were used:

|                      |  | 2010   |  | 2009   |  | 2008   | 
|--------------------- |  | ------ |  | ------ |  | ------ | 
|                     
|WTI (US$/bbl)         |  | 79.42  |  | 61.18  |  | 44.60  | 
|                      |  |       
|Dated Brent (US$/bbl) |  | 79.02  |  | 59.91  |  | 36.55  | 
|                      |  |       
|HH gas (US$/mmbtu)    |  | 4.37   |  | 3.82   |  | 5.71   | 
|                      |  |       
|AECO-C (C$/GJ)        |  | 3.82   |  | 3.58   |  | 6.02   | 
|                      |  |       
|US$/C$                |  | 0.9652 |  | 0.8687 |  | 0.8166 | 
|                      |  |       
|C$/UK£                |  | 1.6048 |  | 1.7907 |  | 1.7896 | 
|                     

26TALISMAN ENERGYANNUAL INFORMATION
FORM

---



Discounted Future Net Cash Flows from Proved Reserves

|                                                            |                                  | North America |        |        |        |         |         | Southeast Asia |        |           |        |            |        |      
|----------------------------------------------------------- | -------------------------------- | ------------- | ------ | ------ | ------ | ------- | ------- | -------------- | ------ | --------- | ------ | ---------- | ------ | -----
|Years ended December 31 (millions of C$)                    |                                  | Canada        |        | US     |        | UK      |         | Scandinavia    |        | Indonesia |        | Other SEA2 |        | Other
|                                                           
|2010                                                        |                                  |               |        |        |        |         |         |                |        |           |        |            |        |      
|                                                            |                                  |              
|Future cash inflows1                                        |                                  | 10,388        |        | 6,246  |        | 21,708  |         | 4,715          |        | 9,958     |        | 3,279      |        | 1,532
|                                                            |                                  |              
|Future costs                                                |                                  |               |        |        |        |         |         |                |        |           |        |            |        |      
|                                                            |                                  |              
|                                                            | Transportation                   |               | (395   | )      | (195   | )       | (412    | )              | (172   | )         | (823   | )          |       |      
|                                                            |                                  |              
|                                                            | Production                       |               | (3,938 | )      | (1,050 | )       | (11,434 | )              | (2,199 | )         | (1,143 | )          | (1,184 | )    
|                                                            |                                  |              
|                                                            | Development and site restoration |               | (1,759 | )      | (1,335 | )       | (5,150  | )              | (883   | )         | (860   | )          | (491   | )    
|                                                           
|Future costs                                                |                                  | (6,092        | )      | (2,580 | )      | (16,996 | )       | (3,254         | )      | (2,826    | )      | (1,675     | )      | (454 
|                                                           
|Future inflows before income taxes                          |                                  | 4,296         |        | 3,666  |        | 4,712   |         | 1,461          |        | 7,132     |        | 1,604      |        | 1,078
|                                                            |                                  |              
|Future income & production revenue taxes                    |                                  | (1,039        | )      | (452   | )      | (2,888  | )       | (47            | )      | (2,947    | )      | (341       | )      | (359 
|                                                           
|Net cash flows                                              |                                  | 3,257         |        | 3,214  |        | 1,824   |         | 1,414          |        | 4,185     |        | 1,263      |        | 719  
|                                                           
|Less 10% annual discount for estimated timing of cash flows |                                  | (1,302        | )      | (1,647 | )      | (19     | )       | (210           | )      | (1,770    | )      | (230       | )      | (226 
|                                                           
|Discounted cash flows3                                      |                                  | 1,955         |        | 1,567  |        | 1,805   |         | 1,204          |        | 2,415     |        | 1,033      |        | 493  
|                                                           
|2009                                                        |                                  |               |        |        |        |         |         |                |        |           |        |            |        |      
|                                                            |                                  |              
|Future cash inflows1                                        |                                  | 13,357        |        | 2,581  |        | 18,534  |         | 4,390          |        | 8,322     |        | 3,231      |        | 1,456
|                                                            |                                  |              
|Future costs                                                |                                  |               |        |        |        |         |         |                |        |           |        |            |        |      
|                                                            |                                  |              
|                                                            | Transportation                   |               | (473   | )      | (9     | )       | (370    | )              | (100   | )         | (837   | )          |       |      
|                                                            |                                  |              
|                                                            | Production                       |               | (5,102 | )      | (563   | )       | (11,547 | )              | (2,138 | )         | (1,230 | )          | (1,211 | )    
|                                                            |                                  |              
|                                                            | Development and site restoration |               | (2,340 | )      | (725   | )       | (5,487  | )              | (1,090 | )         | (658   | )          | (767   | )    
|                                                           
|Future costs                                                |                                  | (7,915        | )      | (1,297 | )      | (17,404 | )       | (3,328         | )      | (2,725    | )      | (1,978     | )      | (644 
|                                                           
|Future inflows before income taxes                          |                                  | 5,442         |        | 1,284  |        | 1,130   |         | 1,062          |        | 5,597     |        | 1,253      |        | 812  
|                                                            |                                  |              
|Future income & production revenue taxes                    |                                  | (1,005        | )      |       |        | (511    | )       | 315            |        | (2,314    | )      | (153       | )      | (276 
|                                                           
|Net cash flows                                              |                                  | 4,437         |        | 1,284  |        | 619     |         | 1,377          |        | 3,283     |        | 1,100      |        | 536  
|                                                           
|Less 10% annual discount for estimated timing of cash flows |                                  | (1,923        | )      | (840   | )      | 434     |         | (254           | )      | (1,439    | )      | (225       | )      | (199 
|                                                           
|Discounted cash flows3                                      |                                  | 2,514         |        | 444    |        | 1,053   |         | 1,123          |        | 1,844     |        | 875        |        | 337  
|                                                           

|
|

|                                                            |                                  | North America2 |        | UK      |        | Scandinavia |        | Southeast Asia2 |        | Other |      | Total   |         |  
|----------------------------------------------------------- | -------------------------------- | -------------- | ------ | ------- | ------ | ----------- | ------ | --------------- | ------ | ----- | ---- | ------- | ------- | -
|                                                           
|2008                                                        |                                  |                |        |         |        |             |        |                 |        |       |      |         |         |  
|                                                            |                                  |               
|Future cash inflows1                                        |                                  | 20,889         |        | 10,840  |        | 3,513       |        | 7,635           |        | 1,600 |      | 44,477  |         |  
|                                                            |                                  |               
|Future costs                                                |                                  |                |        |         |        |             |        |                 |        |       |      |         |         |  
|                                                            |                                  |               
|                                                            | Transportation                   |                | (598   | )       | (686   | )           | (185   | )               | (686   | )     | (59  | )       | (2,214  | )
|                                                            |                                  |               
|                                                            | Production                       |                | (7,846 | )       | (5,897 | )           | (1,675 | )               | (2,431 | )     | (473 | )       | (18,322 | )
|                                                            |                                  |               
|                                                            | Development and site restoration |                | (3,255 | )       | (4,493 | )           | (1,170 | )               | (1,025 | )     | (274 | )       | (10,217 | )
|                                                           
|Future costs                                                |                                  | (11,699        | )      | (11,076 | )      | (3,030      | )      | (4,142          | )      | (806  | )    | (30,753 | )       |  
|                                                           
|Future inflows before income taxes                          |                                  | 9,190          |        | (236    | )      | 483         |        | 3,493           |        | 794   |      | 13,724  |         |  
|                                                            |                                  |               
|Future income & production revenue taxes                    |                                  | (1,765         | )      | 508     |        | 630         |        | (1,458          | )      | (374  | )    | (2,459  | )       |  
|                                                           
|Net cash flows                                              |                                  | 7,425          |        | 272     |        | 1,113       |        | 2,035           |        | 420   |      | 11,265  |         |  
|                                                           
|Less 10% annual discount for estimated timing of cash flows |                                  | (3,097         | )      | 212     |        | (250        | )      | (878            | )      | (135  | )    | (4,148  | )       |  
|                                                           
|Discounted cash flows3                                      |                                  | 4,328          |        | 484     |        | 863         |        | 1,157           |        | 285   |      | 7,117   |         |  
|                                                           

TALISMAN ENERGYANNUAL INFORMATION
FORM27

---



Principal Sources of Changes in Discounted Cash Flows

|Years ended December 31 (millions of C$)                     |  | 2010   |   | 2009   |   | 2008    |   | 
|------------------------------------------------------------ |  | ------ | - | ------ | - | ------- | - | 
|                                                            
|Sales of oil and gas produced net of production costs        |  | (4,834 | ) | (4,280 | ) | (7,562  | ) | 
|                                                             |  |       
|Net change in prices                                         |  | 4,635  |   | 4,901  |   | (15,881 | ) | 
|                                                             |  |       
|Net change in transportation costs                           |  | (203   | ) | 223    |   | (73     | ) | 
|                                                             |  |       
|Net changes in production costs                              |  | 402    |   | (706   | ) | (1,049  | ) | 
|                                                             |  |       
|Net changes in future development and site restoration costs |  | (28    | ) | (710   | ) | (842    | ) | 
|                                                             |  |       
|Development costs incurred during year                       |  | 1,651  |   | 1,677  |   | 2,066   |   | 
|                                                             |  |       
|Extensions, discoveries and improved recovery                |  | 2,049  |   | 1,062  |   | 708     |   | 
|                                                             |  |       
|Revisions of previous reserves estimates                     |  | 700    |   | 406    |   | (141    | ) | 
|                                                             |  |       
|Net purchases                                                |  | 194    |   | 17     |   | 33      |   | 
|                                                             |  |       
|Net sales of reserves in place                               |  | (919   | ) | (807   | ) | (371    | ) | 
|                                                             |  |       
|Accretion of discount                                        |  | 1,132  |   | 832    |   | 2,839   |   | 
|                                                             |  |       
|Net change in taxes                                          |  | (2,526 | ) | (1,460 | ) | 9,930   |   | 
|                                                             |  |       
|Other                                                        |  | 29     |   | (82    | ) | 682     |   | 
|                                                            
|Net change                                                   |  | 2,282  |   | 1,073  |   | (9,661  | ) | 
|                                                            

28TALISMAN ENERGYANNUAL INFORMATION
FORM

---



Productive Wells

|Year ended December 31, 2010 |                        | Productive Wells1,2
Oil Wells |       | Productive Wells1,2
Gas Wells |         | Productive Wells1,2
Total Wells
|---------------------------- | ---------------------- | ----------------------------- | ----- | ----------------------------- | ------- | -------------------------------
|Property                     |                        | Gross                         |       | Net                           |         | Gross                          
|                            
|North America                |                        |                               |       |                               |         |                                
|                             |                        |                              
|                             | Conventional           |                               | 1,468 |                               | 1,258.2 |                                
|                             |                        |                              
|                             | Shale                  |                               |      |                               |        |                                
|                            
|Total North America          |                        | 1,468                         |       | 1,258.2                       |         | 2,305                          
|                            
|UK                           |                        |                               |       |                               |         |                                
|                             |                        |                              
|                             | Northern Business Area |                               | 129   |                               | 96.0    |                                
|                             |                        |                              
|                             | Central Business Area  |                               | 218   |                               | 93.3    |                                
|                            
|Total UK                     |                        | 347                           |       | 189.3                         |         | 2                              
|                            
|Scandinavia                  |                        |                               |       |                               |         |                                
|                             |                        |                              
|                             | Norway                 |                               |       |                               |         |                                
|                             |                        |                              
|                             |                        | Southern North Sea            |       | 24                            |         | 14.1                           
|                             |                        |                              
|                             |                        | Mid North Sea                 |       | 67                            |         | 24.7                           
|                            
|Total Scandinavia            |                        | 91                            |       | 38.8                          |         | 11                             
|                            
|Southeast Asia               |                        |                               |       |                               |         |                                
|                             |                        |                              
|                             | Indonesia              |                               |       |                               |         |                                
|                             |                        |                              
|                             |                        | Corridor PSC                  |       | 86                            |         | 31.0                           
|                             |                        |                              
|                             |                        | Other Indonesia3              |       | 1,432                         |         | 132.0                          
|                             |                        |                              
|                             | Malaysia               |                               | 75    |                               | 32.0    |                                
|                             |                        |                              
|                             | Vietnam                |                               | 9     |                               | 2.7     |                                
|                             |                        |                              
|                             | Australia              |                               | 11    |                               | 3.9     |                                
|                             |                        |                              
|                             | Papua New Guinea       |                               |      |                               |        |                                
|                            
|Total Southeast Asia         |                        | 1,613                         |       | 201.6                         |         | 260                            
|                            
|Latin America                |                        |                               |       |                               |         |                                
|                             |                        |                              
|                             | Colombia               |                               |      |                               |        |                                
|                             |                        |                              
|                             | Peru                   |                               |      |                               |        |                                
|                            
|Total Latin America          |                        |                              |       |                              |         |                               
|                            
|Other                        |                        |                               |       |                               |         |                                
|                             |                        |                              
|                             | Algeria                |                               | 113   |                               | 11.5    |                                
|                             |                        |                              
|                             | Tunisia                |                               |      |                               |        |                                
|                             |                        |                              
|                             | Rest of World4         |                               |      |                               |        |                                
|                            
|Total Other                  |                        | 113                           |       | 11.5                          |         | 4                              
|                            
|Total Worldwide              |                        | 3,632                         |       | 1,699.4                       |         | 2,582                          
|                            

TALISMAN ENERGYANNUAL INFORMATION
FORM29

---



Acreage

|Year ended December 31, 2010
(thousand acres) |                        | Developed |       | Undeveloped |       | Total   
|--------------------------------------------- | ---------------------- | --------- | ----- | ----------- | ----- | --------
|Property                                      |                        | Gross     |       | Net         |       | Gross   
|                                             
|North America1                                |                        |           |       |             |       |         
|                                              |                        |          
|                                              | Shale                  |           | 27.8  |             | 21.8  |         
|                                              |                        |          
|                                              | Conventional2          |           | 827.6 |             | 554.4 |         
|                                              |                        |          
|                                              | Frontier3              |           | 2.7   |             |      |         
|                                             
|Total North America                           |                        | 858.1     |       | 576.2       |       | 10,903.6
|                                             
|UK                                            |                        |           |       |             |       |         
|                                              |                        |          
|                                              | Northern Business Area |           | 166.1 |             | 108.0 |         
|                                              |                        |          
|                                              | Central Business Area  |           | 117.7 |             | 90.9  |         
|                                              |                        |          
|                                              | Other UK               |           |      |             |      |         
|                                             
|Total UK                                      |                        | 283.8     |       | 198.9       |       | 693.0   
|                                             
|Scandinavia                                   |                        |           |       |             |       |         
|                                              |                        |          
|                                              | Southern North Sea     |           | 66.1  |             | 44.5  |         
|                                              |                        |          
|                                              | Mid North Sea          |           | 74.9  |             | 26.6  |         
|                                              |                        |          
|                                              | Other Scandinavia4     |           |      |             |      |         
|                                             
|Total Scandinavia                             |                        | 141.0     |       | 71.1        |       | 1,561.5 
|                                             
|Southeast Asia                                |                        |           |       |             |       |         
|                                              |                        |          
|                                              | Indonesia5             |           | 460.0 |             | 75.9  |         
|                                              |                        |          
|                                              | Malaysia               |           | 115.3 |             | 57.4  |         
|                                              |                        |          
|                                              | Vietnam                |           | 8.3   |             | 2.7   |         
|                                              |                        |          
|                                              | Australia              |           | 9.2   |             | 3.6   |         
|                                              |                        |          
|                                              | Papua New Guinea       |           |      |             |      |         
|                                             
|Total Southeast Asia                          |                        | 592.8     |       | 139.6       |       | 37,020.1
|                                             
|Latin America                                 |                        |           |       |             |       |         
|                                              |                        |          
|                                              | Colombia6              |           |      |             |      |         
|                                              |                        |          
|                                              | Peru                   |           |      |             |      |         
|                                             
|Total Latin America                           |                        |          |       |            |       | 19,125.8
|                                             
|Other                                         |                        |           |       |             |       |         
|                                              |                        |          
|                                              | Algeria                |           | 196.0 |             | 34.4  |         
|                                              |                        |          
|                                              | Tunisia                |           |      |             |      |         
|                                              |                        |          
|                                              | Rest of World7         |           |      |             |      |         
|                                             
|Total Other                                   |                        | 196.0     |       | 34.4        |       | 846.1   
|                                             
|Total Worldwide8                              |                        | 2,071.7   |       | 1,020.2     |       | 70,150.1
|                                             

30TALISMAN ENERGYANNUAL INFORMATION
FORM

---





Production

The following tables set forth production for each of the last three fiscal years. North American production data for the year ended December 31, 2008 does not delineate
between Conventional and Shale for Canada and United States because the Company's North America operations were not organized along those lines at that time. All production figures include
production from assets which were sold in the year, until the date of completion of the sale.

|Year ended December 31, 2010 |               | Oil & Liquids Production
(mbbls/d) |    | Natural Gas Production
(mmcf/d) |    | Total Production
(mboe/d)
|---------------------------- | ------------- | ---------------------------------- | -- | ------------------------------- | -- | -------------------------
|Property                     |               | Gross                              |    | Net                             |    | Gross                    
|                            
|North America                |               |                                    |    |                                 |    |                          
|                             |               |                                   
|                             | Canada1,2     |                                    |    |                                 |    |                          
|                             |               |                                   
|                             |               | Conventional                       |    | 23                              |    | 18                       
|                             |               |                                   
|                             |               | Shale                              |    |                                |    |                         
|                             |               |                                   
|                             | United States |                                    |    |                                 |    |                          
|                             |               |                                   
|                             |               | Conventional                       |    |                                |    |                         
|                             |               |                                   
|                             |               | Shale                              |    |                                |    |                         
|                            
|Total North America          |               | 23                                 |    | 18                              |    | 779                      
|                            
|UK                           |               |                                    |    |                                 |    |                          
|                             |               |                                   
|                             |               | Northern Business Area             |    | 58                              |    | 58                       
|                             |               |                                   
|                             |               | Central Business Area              |    | 16                              |    | 16                       
|                            
|Total UK                     |               | 74                                 |    | 74                              |    | 16                       
|                            
|Scandinavia                  |               |                                    |    |                                 |    |                          
|                             |               |                                   
|                             | Norway        |                                    |    |                                 |    |                          
|                             |               |                                   
|                             |               | Southern North Sea                 |    | 4                               |    | 4                        
|                             |               |                                   
|                             |               | Mid North Sea                      |    | 35                              |    | 35                       
|                            
|Total Scandinavia            |               | 39                                 |    | 39                              |    | 88                       
|                            
|Southeast Asia               |               |                                    |    |                                 |    |                          
|                             |               |                                   
|                             | Indonesia     |                                    |    |                                 |    |                          
|                             |               |                                   
|                             |               | Corridor PSC                       |    | 4                               |    | 1                        
|                             |               |                                   
|                             |               | Other Indonesia4                   |    | 8                               |    | 4                        
|                             |               |                                   
|                             | Malaysia      |                                    | 21 |                                 | 12 | 3                        
|                             |               |                                   
|                             | Vietnam       |                                    | 2  |                                 | 2  | 3                        
|                             |               |                                   
|                             | Australia     |                                    | 4  |                                 | 3  | 3                        
|                            
|Total Southeast Asia         |               | 39                                 |    | 22                              |    | 485                      
|                            
|Other                        |               |                                    |    |                                 |    |                          
|                             |               |                                   
|                             | Algeria5      |                                    | 14 |                                 | 7  |                          
|                             |               |                                   
|                             | Tunisia5      |                                    |   |                                 |   |                          
|                            
|Total Other                  |               | 14                                 |    | 7                               |    |                         
|                            
|Total Worldwide              |               | 189                                |    | 160                             |    | 1,368                    
|                            

See footnotes on page 33.

TALISMAN ENERGYANNUAL INFORMATION
FORM31

---



|Year ended December 31, 2009 |                      | Oil & Liquids Production
(mbbls/d) |    | Natural Gas Production
(mmcf/d) |    | Total Production
(mboe/d)
|---------------------------- | -------------------- | ---------------------------------- | -- | ------------------------------- | -- | -------------------------
|Property                     |                      | Gross                              |    | Net                             |    | Gross                    
|                            
|North America                |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | Canada1,2            |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             |                      | Conventional                       |    | 34                              |    | 27                       
|                             |                      |                                   
|                             |                      | Shale                              |    |                                |    |                         
|                             |                      |                                   
|                             | United States        |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             |                      | Conventional                       |    |                                |    |                         
|                             |                      |                                   
|                             |                      | Shale                              |    |                                |    |                         
|                            
|Total North America          |                      | 34                                 |    | 27                              |    | 803                      
|                            
|UK                           |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | United Kingdom       |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             |                      | Northern Business Area             |    | 48                              |    | 48                       
|                             |                      |                                   
|                             |                      | Central Business Area              |    | 38                              |    | 38                       
|                             |                      |                                   
|                             | Netherlands          |                                    |   |                                 |   |                          
|                            
|Total UK                     |                      | 86                                 |    | 86                              |    | 19                       
|                            
|Scandinavia                  |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | Norway               |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             |                      | Southern North Sea                 |    | 7                               |    | 7                        
|                             |                      |                                   
|                             |                      | Mid North Sea                      |    | 27                              |    | 27                       
|                            
|Total Scandinavia            |                      | 34                                 |    | 34                              |    | 58                       
|                            
|Southeast Asia               |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | Indonesia            |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             |                      | Corridor PSC                       |    | 4                               |    | 2                        
|                             |                      |                                   
|                             |                      | Other Indonesia4                   |    | 7                               |    | 3                        
|                             |                      |                                   
|                             | Malaysia             |                                    | 20 |                                 | 12 | 3                        
|                             |                      |                                   
|                             | Vietnam              |                                    | 5  |                                 | 4  | 3                        
|                             |                      |                                   
|                             | Australia            |                                    | 5  |                                 | 5  | 3                        
|                            
|Total Southeast Asia         |                      | 41                                 |    | 26                              |    | 403                      
|                            
|Other                        |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | Algeria5             |                                    | 14 |                                 | 7  | 5                        
|                             |                      |                                   
|                             | Tunisia5             |                                    | 1  |                                 | 1  | 5                        
|                             |                      |                                   
|                             | Trinidad and Tobago5 |                                    | 1  |                                 | 1  | 5                        
|                            
|Total Other                  |                      | 16                                 |    | 9                               |    |                         
|                            
|Total Worldwide              |                      | 211                                |    | 182                             |    | 1,283                    
|                            

See footnotes on page 33.

32TALISMAN ENERGYANNUAL INFORMATION
FORM

---



|Year ended December 31, 2008 |                      | Oil & Liquids Production
(mbbls/d) |    | Natural Gas Production
(mmcf/d) |    | Total Production
(mboe/d)
|---------------------------- | -------------------- | ---------------------------------- | -- | ------------------------------- | -- | -------------------------
|Property                     |                      | Gross                              |    | Net                             |    | Gross                    
|                            
|North America                |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | Canada1,2            |                                    | 40 |                                 | 32 |                          
|                             |                      |                                   
|                             | United States        |                                    |   |                                 |   |                          
|                            
|Total North America          |                      | 40                                 |    | 32                              |    | 856                      
|                            
|UK                           |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | United Kingdom       |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             |                      | Northern Business Area             |    | 53                              |    | 53                       
|                             |                      |                                   
|                             |                      | Central Business Area              |    | 41                              |    | 41                       
|                             |                      |                                   
|                             | Netherlands          |                                    |   |                                 |   |                          
|                            
|Total UK                     |                      | 94                                 |    | 94                              |    | 38                       
|                            
|Scandinavia                  |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | Norway               |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             |                      | Southern North Sea                 |    | 10                              |    | 10                       
|                             |                      |                                   
|                             |                      | Mid North Sea                      |    | 22                              |    | 22                       
|                             |                      |                                   
|                             | Denmark              |                                    | 1  |                                 | 1  |                          
|                            
|Total Scandinavia            |                      | 33                                 |    | 33                              |    | 19                       
|                            
|Southeast Asia               |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | Indonesia            |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             |                      | Corridor PSC                       |    | 4                               |    | 2                        
|                             |                      |                                   
|                             |                      | Other Indonesia4                   |    | 8                               |    | 2                        
|                             |                      |                                   
|                             | Malaysia             |                                    | 20 |                                 | 9  | 3                        
|                             |                      |                                   
|                             | Vietnam              |                                    | 1  |                                 | 1  | 3                        
|                             |                      |                                   
|                             | Australia            |                                    | 3  |                                 | 3  | 3                        
|                            
|Total Southeast Asia         |                      | 36                                 |    | 17                              |    | 334                      
|                            
|Other                        |                      |                                    |    |                                 |    |                          
|                             |                      |                                   
|                             | Algeria5             |                                    | 15 |                                 | 6  | 5                        
|                             |                      |                                   
|                             | Tunisia5             |                                    | 1  |                                 | 1  | 5                        
|                             |                      |                                   
|                             | Trinidad and Tobago5 |                                    | 5  |                                 | 4  | 5                        
|                            
|Total Other                  |                      | 21                                 |    | 11                              |    |                         
|                            
|Total Worldwide              |                      | 224                                |    | 187                             |    | 1,247                    
|                            

TALISMAN ENERGYANNUAL INFORMATION
FORM33

---





Drilling Activity

The following tables set forth the number of wells1 Talisman has drilled and tested or participated in drilling and testing, and the net2 interest
of Talisman in such wells for each of the last three fiscal years. The number of wells drilled refers to the number of wells completed at any time during the fiscal years, regardless of when drilling
was initiated. North America drilling data for the year ended December 31, 2008 does not delineate between Conventional and Shale for Canada and the United States because the Company's
North America operations were not organized along those lines at that time.

|                             |                  |       | Exploration7 |   | Development |    | Total
|---------------------------- | ---------------- | ----- | ------------ | - | ----------- | -- | -----
|Year ended December 31, 2010 |                  |       | Oil3         |   | Gas3        |    | Dry4 
|                            
|North America                |                  |       |              |   |             |    |      
|                             |                 
|                             | Conventional     | Gross |              | 7 |             | 2  |      
|                             |                 
|                             | Net              |       | 7.0          |   | 1.4         |    |     
|                            
|                             | Shale            | Gross |              |  |             | 42 |      
|                             |                 
|                             | Net              |       |             |   | 37.3        |    |     
|                            
|UK                           |                  |       |              |   |             |    |      
|                             |                 
|                             | United Kingdom   | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    | 1.5  
|                            
|Scandinavia                  |                  |       |              |   |             |    |      
|                             |                 
|                             | Norway           | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    | 0.2  
|                            
|Southeast Asia               |                  |       |              |   |             |    |      
|                             |                 
|                             | Indonesia        | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    | 0.8  
|                            
|                             | Malaysia         | Gross |              |  |             | 1  |      
|                             |                 
|                             | Net              |       |             |   | 0.4         |    |     
|                            
|                             | Vietnam          | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    |     
|                            
|                             | Australia        | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    | 0.5  
|                            
|                             | Papua New Guinea | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    |     
|                            
|Latin America                |                  |       |              |   |             |    |      
|                             |                 
|                             | Colombia         | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    |     
|                            
|                             | Peru             | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    | 0.7  
|                            
|Other                        |                  |       |              |   |             |    |      
|                             |                 
|                             | North Africa5    | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    |     
|                            
|                             | Rest of World    | Gross |              |  |             |   |      
|                             |                 
|                             | Net              |       |             |   |            |    |     
|                            
|Total                        | Gross            |       | 7            |   | 45          |    | 9    
|                             |                 
|                             | Net              |       | 7.0          |   | 39.1        |    | 3.7  
|                            

See footnotes on page 36.

34TALISMAN ENERGYANNUAL INFORMATION
FORM

---



|                             |                |       |       | Exploration7 |   | Development |    | Total
|---------------------------- | -------------- | ----- | ----- | ------------ | - | ----------- | -- | -----
|Year ended December 31, 2009 |                |       |       | Oil3         |   | Gas3        |    | Dry4 
|                            
|North America                |                |       |       |              |   |             |    |      
|                             |                |      
|                             | Conventional   |       | Gross |              | 1 |             | 17 |      
|                             |                |      
|                             |                | Net   |       | 1.0          |   | 12.9        |    | 0.5  
|                            
|                             | Shale          |       | Gross |              |  |             | 33 |      
|                             |                |      
|                             |                | Net   |       |             |   | 30.8        |    |     
|                            
|UK                           |                |       |       |              |   |             |    |      
|                             |                |      
|                             | United Kingdom |       | Gross |              | 2 |             |   |      
|                             |                |      
|                             |                | Net   |       | 1.2          |   |            |    | 1.0  
|                            
|                             | Netherlands    |       | Gross |              |  |             |   |      
|                             |                |      
|                             |                | Net   |       |             |   |            |    |     
|                            
|Scandinavia                  |                |       |       |              |   |             |    |      
|                             |                |      
|                             | Norway         |       | Gross |              | 2 |             | 1  |      
|                             |                |      
|                             |                | Net   |       | 0.4          |   | 0.3         |    | 1.2  
|                            
|Southeast Asia               |                |       |       |              |   |             |    |      
|                             |                |      
|                             | Indonesia      |       | Gross |              | 1 |             |   |      
|                             |                |      
|                             |                | Net   |       | 0.1          |   |            |    | 0.2  
|                            
|                             | Malaysia       |       | Gross |              |  |             |   |      
|                             |                |      
|                             |                | Net   |       |             |   |            |    | 0.6  
|                            
|                             | Vietnam        |       | Gross |              | 1 |             |   |      
|                             |                |      
|                             |                | Net   |       | 0.6          |   |            |    | 1.2  
|                            
|                             | Australia      |       | Gross |              |  |             |   |      
|                             |                |      
|                             |                | Net   |       |             |   |            |    |     
|                            
|Other                        |                |       |       |              |   |             |    |      
|                             |                |      
|                             | North Africa5  |       | Gross |              |  |             |   |      
|                             |                |      
|                             |                | Net   |       |             |   |            |    | 0.9  
|                            
|                             | Rest of World6 |       | Gross |              |  |             | 1  |      
|                             |                |      
|                             |                | Net   |       |             |   | 0.3         |    |     
|                            
|Total                        |                | Gross |       | 7            |   | 52          |    | 12   
|                             |                |      
|                             |                | Net   |       | 3.3          |   | 44.3        |    | 5.6  
|                            

See footnotes on page 36.

TALISMAN ENERGYANNUAL INFORMATION
FORM35

---



|                             |                |       |       | Exploration7 |    | Development |    | Total
|---------------------------- | -------------- | ----- | ----- | ------------ | -- | ----------- | -- | -----
|Year ended December 31, 2008 |                |       |       | Oil3         |    | Gas3        |    | Dry4 
|                            
|North America                |                |       |       |              |    |             |    |      
|                             |                |      
|                             | Canada         |       | Gross |              | 22 |             | 72 |      
|                             |                |      
|                             |                | Net   |       | 19.6         |    | 52.5        |    | 0.6  
|                            
|                             | United States  |       | Gross |              |   |             | 46 |      
|                             |                |      
|                             |                | Net   |       |             |    | 20.0        |    | 1.9  
|                            
|UK                           |                |       |       |              |    |             |    |      
|                             |                |      
|                             | United Kingdom |       | Gross |              | 2  |             | 1  |      
|                             |                |      
|                             |                | Net   |       | 1.1          |    | 0.6         |    | 0.9  
|                            
|                             | Netherlands    |       | Gross |              |   |             |   |      
|                             |                |      
|                             |                | Net   |       |             |    |            |    |     
|                            
|Scandinavia                  |                |       |       |              |    |             |    |      
|                             |                |      
|                             | Norway         |       | Gross |              |   |             |   |      
|                             |                |      
|                             |                | Net   |       |             |    |            |    | 1.4  
|                            
|                             | Denmark        |       | Gross |              |   |             |   |      
|                             |                |      
|                             |                | Net   |       |             |    |            |    |     
|                            
|Southeast Asia               |                |       |       |              |    |             |    |      
|                             |                |      
|                             | Indonesia      |       | Gross |              |   |             | 1  |      
|                             |                |      
|                             |                | Net   |       |             |    | 0.1         |    | 0.6  
|                            
|                             | Malaysia       |       | Gross |              |   |             |   |      
|                             |                |      
|                             |                | Net   |       |             |    |            |    | 0.8  
|                            
|                             | Vietnam        |       | Gross |              | 1  |             | 1  |      
|                             |                |      
|                             |                | Net   |       | 1.0          |    | 1.0         |    | 1.0  
|                            
|                             | Australia      |       | Gross |              | 2  |             |   |      
|                             |                |      
|                             |                | Net   |       | 0.5          |    |            |    |     
|                            
|Other                        |                |       |       |              |    |             |    |      
|                             |                |      
|                             | North Africa5  |       | Gross |              | 3  |             |   |      
|                             |                |      
|                             |                | Net   |       | 0.3          |    |            |    |     
|                            
|                             | Rest of World6 |       | Gross |              |   |             |   |      
|                             |                |      
|                             |                | Net   |       |             |    |            |    | 1.0  
|                            
|Total                        |                | Gross |       | 30           |    | 121         |    | 14   
|                             |                |      
|                             |                | Net   |       | 22.5         |    | 74.2        |    | 8.2  
|                            

36TALISMAN ENERGYANNUAL INFORMATION
FORM

---



The following table shows the number of wells in the process of drilling, temporarily suspended or in active completion stages as of December 31, 2010.
Gross wells means the total number of wells in which Talisman owns a working interest. Net wells means Talisman's working interest owned in gross wells expressed as whole numbers and fractions
thereof.

|               |  |       |  | Wells in the process of drilling,
suspended or active completion1
|-------------- |  | ----- |  | -----------------------------------------------------------------
|               |  |       |  | Exploration                                                      
|              
|North America  |  |       |  |                                                                  
|               |  |      
|               |  | Gross |  |                                                                 
|               |  |      
|               |  | Net   |  |                                                                 
|              
|UK             |  |       |  |                                                                  
|               |  |      
|               |  | Gross |  | 1                                                                
|               |  |      
|               |  | Net   |  | 0.8                                                              
|              
|Scandinavia    |  |       |  |                                                                  
|               |  |      
|               |  | Gross |  | 4                                                                
|               |  |      
|               |  | Net   |  | 1.0                                                              
|              
|Southeast Asia |  |       |  |                                                                  
|               |  |      
|               |  | Gross |  | 12                                                               
|               |  |      
|               |  | Net   |  | 6.7                                                              
|              
|Latin America  |  |       |  |                                                                  
|               |  |      
|               |  | Gross |  | 8                                                                
|               |  |      
|               |  | Net   |  | 4.0                                                              
|              
|Other2         |  |       |  |                                                                  
|               |  |      
|               |  | Gross |  | 1                                                                
|               |  |      
|               |  | Net   |  | 0.4                                                              
|              
|Total          |  |       |  |                                                                  
|               |  |      
|               |  | Gross |  | 26                                                               
|               |  |      
|               |  | Net   |  | 12.9                                                             
|              

TALISMAN ENERGYANNUAL INFORMATION
FORM37

---





Other Oil and Gas Information

Results of Operations from Oil and Gas Producing Activities

|Years ended December 31                               |  | North America2                           |   |                |   |       |   | Southeast Asia5 |  |                 |  |           |  
|----------------------------------------------------- |  | ---------------------------------------- | - | -------------- | - | ----- | - | --------------- |  | --------------- |  | --------- | -
|(millions of C$)                                      |  | Canada                                   |   | US             |   | UK3   |   | Scandinavia4    |  | Indonesia       |  | Other SEA |  
|                                                     
|2010                                                  |  |                                          |   |                |   |       |   |                 |  |                 |  |           |  
|                                                      |  |                                          |   |               
|Net oil and gas revenue derived from proved reserves1 |  | 1,409                                    |   | 313            |   | 2,232 |   | 1,393           |  | 878             |  | 643       |  
|                                                      |  |                                          |   |               
|Less:                                                 |  | Production costs                         |   | 433            |   | 61    |   | 817             |  | 304             |  | 130       |  
|                                                      |  |                                          |   |               
|                                                      |  | Transportation                           |   | 50             |   | 11    |   | 34              |  | 64              |  | 61        |  
|                                                      |  |                                          |   |               
|                                                      |  | Exploration and dry hole expense         |   | 34             |   | 2     |   | 78              |  | 43              |  | 57        |  
|                                                      |  |                                          |   |               
|                                                      |  | Depreciation, depletion and amortization |   | 615            |   | 223   |   | 581             |  | 537             |  | 59        |  
|                                                      |  |                                          |   |               
|                                                      |  | Tax expense                              |   | 71             |   | 6     |   | 406             |  | 347             |  | 271       |  
|                                                     
|Results of operations                                 |  | 206                                      |   | 10             |   | 316   |   | 98              |  | 300             |  | 35        |  
|                                                     
|2009                                                  |  |                                          |   |                |   |       |   |                 |  |                 |  |           |  
|                                                      |  |                                          |   |               
|Net oil and gas revenue derived from proved reserves1 |  | 1,667                                    |   | 126            |   | 2,183 |   | 986             |  | 700             |  | 620       |  
|                                                      |  |                                          |   |               
|Less:                                                 |  | Production costs                         |   | 555            |   | 30    |   | 872             |  | 285             |  | 104       |  
|                                                      |  |                                          |   |               
|                                                      |  | Transportation                           |   | 55             |   | 4     |   | 46              |  | 54              |  | 55        |  
|                                                      |  |                                          |   |               
|                                                      |  | Exploration and dry hole expense         |   | 222            |   | 53    |   | 48              |  | 92              |  | 26        |  
|                                                      |  |                                          |   |               
|                                                      |  | Depreciation, depletion and amortization |   | 894            |   | 151   |   | 837             |  | 411             |  | 51        |  
|                                                      |  |                                          |   |               
|                                                      |  | Tax expense (recovery)                   |   | (15            | ) | (43   | ) | 255             |  | 112             |  | 219       |  
|                                                     
|Results of operations                                 |  | (44                                      | ) | (69            | ) | 125   |   | 32              |  | 245             |  | (164      | )
|                                                     
|                                                      |  |                                          |   | North America2 |   | UK3   |   | Scandinavia4    |  | Southeast Asia5 |  | Other6    |  
|                                                     
|2008                                                  |  |                                          |   |                |   |       |   |                 |  |                 |  |           |  
|                                                      |  |                                          |   |               
|Net oil and gas revenue derived from proved reserves1 |  |                                          |   | 3,272          |   | 3,548 |   | 1,235           |  |                 |  | 1,413     |  
|                                                      |  |                                          |   |               
|Less:                                                 |  | Production costs                         |   |                |   | 594   |   | 1,009           |  | 280             |  |           |  
|                                                      |  |                                          |   |               
|                                                      |  | Transportation                           |   |                |   | 68    |   | 52              |  | 35              |  |           |  
|                                                      |  |                                          |   |               
|                                                      |  | Exploration and dry hole expense         |   |                |   | 444   |   | 148             |  | 141             |  |           |  
|                                                      |  |                                          |   |               
|                                                      |  | Depreciation, depletion and amortization |   |                |   | 1,079 |   | 1,150           |  | 477             |  |           |  
|                                                      |  |                                          |   |               
|                                                      |  | Tax expense                              |   |                |   | 270   |   | 658             |  | 224             |  |           |  
|                                                     
|Results of operations                                 |  |                                          |   | 817            |   | 531   |   | 78              |  |                 |  | 440       |  
|                                                     

38TALISMAN ENERGYANNUAL INFORMATION
FORM

---



Capitalized Costs Relating to Oil and Gas Activities

|Years ended December 31         |  | North America1                                       |  |                |  |        |  | Southeast Asia4 |  |                 |  |           | 
|------------------------------- |  | ---------------------------------------------------- |  | -------------- |  | ------ |  | --------------- |  | --------------- |  | --------- | 
|(millions of C$)                |  | Canada                                               |  | US             |  | UK2    |  | Scandinavia3    |  | Indonesia       |  | Other SEA | 
|                               
|2010                            |  |                                                      |  |                |  |        |  |                 |  |                 |  |           | 
|                                |  |                                                      |  |               
|Proved properties               |  | 6,072                                                |  | 2,262          |  | 8,586  |  | 3,640           |  | 1,328           |  | 2,776     | 
|                                |  |                                                      |  |               
|Unproved properties             |  | 727                                                  |  | 1,210          |  | 352    |  | 868             |  | 189             |  | 610       | 
|                                |  |                                                      |  |               
|Incomplete wells and facilities |  | 23                                                   |  | 9              |  | 28     |  | 16              |  | 44              |  |          | 
|                               
|                                |  |                                                      |  | 6,822          |  | 3,481  |  | 8,966           |  | 4,524           |  | 1,561     | 
|                                |  |                                                      |  |               
|Less:                           |  | Accumulated depreciation, depletion and amortization |  | 2,391          |  | 761    |  | 4,615           |  | 1,852           |  | 523       | 
|                               
|Net capitalized costs           |  | 4,431                                                |  | 2,720          |  | 4,351  |  | 2,672           |  | 1,038           |  | 2,034     | 
|                               
|2009                            |  |                                                      |  |                |  |        |  |                 |  |                 |  |           | 
|                                |  |                                                      |  |               
|Proved properties               |  | 10,933                                               |  | 1,351          |  | 8,603  |  | 3,313           |  | 1,275           |  | 2,635     | 
|                                |  |                                                      |  |               
|Unproved properties             |  | 856                                                  |  | 410            |  | 435    |  | 136             |  | 70              |  | 490       | 
|                                |  |                                                      |  |               
|Incomplete wells and facilities |  | 30                                                   |  | 10             |  | 9      |  | 7               |  | 2               |  | 56        | 
|                               
|                                |  |                                                      |  | 11,819         |  | 1,771  |  | 9,047           |  | 3,456           |  | 1,347     | 
|                                |  |                                                      |  |               
|Less:                           |  | Accumulated depreciation, depletion and amortization |  | 4,891          |  | 608    |  | 4,498           |  | 1,414           |  | 488       | 
|                               
|Net capitalized costs           |  | 6,928                                                |  | 1,163          |  | 4,549  |  | 2,042           |  | 859             |  | 2,005     | 
|                               
|                                |  |                                                      |  | North America1 |  | UK2    |  | Scandinavia3    |  | Southeast Asia4 |  | Other5    | 
|                               
|2008                            |  |                                                      |  |                |  |        |  |                 |  |                 |  |           | 
|                                |  |                                                      |  |               
|Proved properties               |  |                                                      |  | 13,390         |  | 8,559  |  | 2,638           |  |                 |  | 3,934     | 
|                                |  |                                                      |  |               
|Unproved properties             |  |                                                      |  | 774            |  | 569    |  | 227             |  |                 |  | 522       | 
|                                |  |                                                      |  |               
|Incomplete wells and facilities |  |                                                      |  | 218            |  | 23     |  | 8               |  |                 |  | 71        | 
|                               
|                                |  |                                                      |  |                |  | 14,382 |  | 9,151           |  | 2,873           |  |           | 
|                                |  |                                                      |  |               
|Less:                           |  | Accumulated depreciation, depletion and amortization |  |                |  | 5,947  |  | 4,329           |  | 1,064           |  |           | 
|                               
|Net capitalized costs           |  |                                                      |  | 8,435          |  | 4,822  |  | 1,809           |  |                 |  | 2,979     | 
|                               

TALISMAN ENERGYANNUAL INFORMATION
FORM39

---



Costs Incurred in Oil and Gas Activities

|Years ended December 31    |  | North America1 |   |                |   |       |  | Southeast Asia4 |   |                 |  |           | 
|-------------------------- |  | -------------- | - | -------------- | - | ----- |  | --------------- | - | --------------- |  | --------- | 
|(millions of C$)           |  | Canada         |   | US             |   | UK2   |  | Scandinavia3    |   | Indonesia       |  | Other SEA | 
|                          
|2010                       |  |                |   |                |   |       |  |                 |   |                 |  |           | 
|                           |  |                |   |               
|Property acquisition costs |  |                |   |                |   |       |  |                 |   |                 |  |           | 
|                           |  |                |   |               
|                           |  | Proved         |   | 5              |   | 127   |  |                |   |                |  | 122       | 
|                           |  |                |   |               
|                           |  | Unproved       |   | 3              |   | 1,061 |  |                |   | 762             |  | 55        | 
|                           |  |                |   |               
|Exploration costs          |  | 186            |   | 19             |   | 96    |  | 89              |   | 73              |  | 167       | 
|                           |  |                |   |               
|Development costs          |  | 617            |   | 935            |   | 511   |  | 502             |   | 89              |  | 242       | 
|                           |  |                |   |               
|Asset retirement costs     |  | 54             |   | (8             | ) | 151   |  | (31             | ) | 6               |  | 10        | 
|                          
|Total costs incurred       |  | 865            |   | 2,134          |   | 758   |  | 1,322           |   | 345             |  | 468       | 
|                          
|2009                       |  |                |   |                |   |       |  |                 |   |                 |  |           | 
|                           |  |                |   |               
|Property acquisition costs |  |                |   |                |   |       |  |                 |   |                 |  |           | 
|                           |  |                |   |               
|                           |  | Proved         |   | 147            |   | 1     |  |                |   |                |  | 2         | 
|                           |  |                |   |               
|                           |  | Unproved       |   | 394            |   | 392   |  |                |   |                |  | 8         | 
|                           |  |                |   |               
|Exploration costs          |  | 339            |   | 188            |   | 149   |  | 157             |   | 28              |  | 195       | 
|                           |  |                |   |               
|Development costs          |  | 436            |   | 120            |   | 523   |  | 578             |   | 43              |  | 385       | 
|                           |  |                |   |               
|Asset retirement costs     |  | (17            | ) | 4              |   | 208   |  | 41              |   | 10              |  | 5         | 
|                          
|Total costs incurred       |  | 1,299          |   | 705            |   | 880   |  | 776             |   | 91              |  | 928       | 
|                          
|                           |  |                |   | North America1 |   | UK2   |  | Scandinavia3    |   | Southeast Asia4 |  | Other5    | 
|                          
|2008                       |  |                |   |                |   |       |  |                 |   |                 |  |           | 
|                           |  |                |   |               
|Property acquisition costs |  |                |   |                |   |       |  |                 |   |                 |  |           | 
|                           |  |                |   |               
|                           |  | Proved         |   |                |   | 71    |  |                |   |                |  |           | 
|                           |  |                |   |               
|                           |  | Unproved       |   |                |   | 833   |  |                |   |                |  |           | 
|                           |  |                |   |               
|Exploration costs          |  |                |   | 770            |   | 188   |  | 165             |   |                 |  | 303       | 
|                           |  |                |   |               
|Development costs          |  |                |   | 965            |   | 576   |  | 720             |   |                 |  | 452       | 
|                           |  |                |   |               
|Asset retirement costs     |  |                |   | 45             |   | 48    |  | 3               |   |                 |  | 9         | 
|                          
|Total costs incurred       |  |                |   | 2,684          |   | 812   |  | 888             |   |                 |  | 770       | 
|                          

40TALISMAN ENERGYANNUAL INFORMATION
FORM

---



Product Netbacks After Royalties1

|Net of Royalties  US$ |                           | 2010            |  | 2009  |  | 2008  |  |      
|---------------------- | ------------------------- | --------------- |  | ----- |  | ----- |  | -----
|                      
|North America          |                           |                 |  |       |  |       |  |      
|                       |                           |                
|                       | Oil and liquids (US$/bbl) |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 62.59 |  | 48.13 |  | 81.96
|                       |                           |                
|                       |                           | Hedging gain    |  |      |  |      |  | 0.01 
|                       |                           |                
|                       |                           | Transportation  |  | 0.90  |  | 0.65  |  | 0.49 
|                       |                           |                
|                       |                           | Operating costs |  | 14.25 |  | 12.71 |  | 13.10
|                      
|                       |                           | 47.44           |  | 34.77 |  | 68.38 |  |      
|                      
|                       | Natural gas (US$/mcf)     |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 4.79  |  | 4.12  |  | 8.23 
|                       |                           |                
|                       |                           | Transportation  |  | 0.20  |  | 0.17  |  | 0.22 
|                       |                           |                
|                       |                           | Operating costs |  | 1.48  |  | 1.43  |  | 1.55 
|                      
|                       |                           | 3.11            |  | 2.52  |  | 6.46  |  |      
|                      
|UK                     |                           |                 |  |       |  |       |  |      
|                       |                           |                
|                       | Oil and liquids (US$/bbl) |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 79.34 |  | 59.86 |  | 94.17
|                       |                           |                
|                       |                           | Hedging loss    |  |      |  |      |  | (0.82
|                       |                           |                
|                       |                           | Transportation  |  | 1.01  |  | 1.07  |  | 1.11 
|                       |                           |                
|                       |                           | Operating costs |  | 29.34 |  | 24.08 |  | 27.81
|                      
|                       |                           | 48.99           |  | 34.71 |  | 64.43 |  |      
|                      
|                       | Natural gas (US$/mcf)     |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 4.58  |  | 4.14  |  | 9.14 
|                       |                           |                
|                       |                           | Transportation  |  | 1.05  |  | 0.96  |  | 0.77 
|                       |                           |                
|                       |                           | Operating costs |  | 0.23  |  | 0.13  |  | 0.46 
|                      
|                       |                           | 3.30            |  | 3.05  |  | 7.91  |  |      
|                      
|Scandinavia            |                           |                 |  |       |  |       |  |      
|                       |                           |                
|                       | Oil and liquids (US$/bbl) |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 81.32 |  | 61.06 |  | 95.13
|                       |                           |                
|                       |                           | Transportation  |  | 2.24  |  | 2.06  |  | 2.29 
|                       |                           |                
|                       |                           | Operating costs |  | 18.94 |  | 18.69 |  | 22.13
|                      
|                       |                           | 60.14           |  | 40.31 |  | 70.71 |  |      
|                      
|                       | Natural gas (US$/mcf)     |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 6.66  |  | 5.13  |  | 6.70 
|                       |                           |                
|                       |                           | Transportation  |  | 0.94  |  | 1.02  |  | 0.90 
|                       |                           |                
|                       |                           | Operating costs |  | 0.89  |  | 0.81  |  |     
|                      
|                       |                           | 4.83            |  | 3.30  |  | 5.80  |  |      
|                      

TALISMAN ENERGYANNUAL INFORMATION
FORM41

---



Product Netbacks After Royalties1 (continued)

|Net of Royalties  US$ |                           | 2010            |  | 2009  |  | 2008  |  |      
|---------------------- | ------------------------- | --------------- |  | ----- |  | ----- |  | -----
|                      
|Southeast Asia         |                           |                 |  |       |  |       |  |      
|                       |                           |                
|                       | Oil and liquids (US$/bbl) |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 80.54 |  | 62.32 |  | 94.64
|                       |                           |                
|                       |                           | Transportation  |  | 0.88  |  | 0.53  |  | 0.73 
|                       |                           |                
|                       |                           | Operating costs |  | 25.07 |  | 16.54 |  | 23.40
|                      
|                       |                           | 54.59           |  | 45.25 |  | 70.51 |  |      
|                      
|                       | Natural gas (US$/mcf)     |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 6.72  |  | 5.60  |  | 9.49 
|                       |                           |                
|                       |                           | Transportation  |  | 0.43  |  | 0.42  |  | 0.52 
|                       |                           |                
|                       |                           | Operating costs |  | 0.72  |  | 0.58  |  | 0.61 
|                      
|                       |                           | 5.57            |  | 4.60  |  | 8.36  |  |      
|                      
|Other                  |                           |                 |  |       |  |       |  |      
|                       |                           |                
|                       | Oil (US$/bbl)             |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 82.69 |  | 64.83 |  | 98.73
|                       |                           |                
|                       |                           | Transportation  |  | 2.87  |  | 2.19  |  | 1.92 
|                       |                           |                
|                       |                           | Operating costs |  | 11.41 |  | 10.02 |  | 10.11
|                      
|                       |                           | 68.41           |  | 52.62 |  | 86.70 |  |      
|                      
|Total Company          |                           |                 |  |       |  |       |  |      
|                       |                           |                
|                       | Oil and liquids (US$/bbl) |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 78.19 |  | 58.99 |  | 92.61
|                       |                           |                
|                       |                           | Hedging loss    |  |      |  |      |  | (0.41
|                       |                           |                
|                       |                           | Transportation  |  | 1.35  |  | 1.17  |  | 1.22 
|                       |                           |                
|                       |                           | Operating costs |  | 23.74 |  | 19.61 |  | 22.78
|                      
|                       |                           | 53.10           |  | 38.21 |  | 68.20 |  |      
|                      
|                       | Natural gas (US$/mcf)     |                 |  |       |  |       |  |      
|                       |                           |                
|                       |                           | Sales price     |  | 5.59  |  | 4.63  |  | 8.57 
|                       |                           |                
|                       |                           | Transportation  |  | 0.34  |  | 0.30  |  | 0.32 
|                       |                           |                
|                       |                           | Operating costs |  | 1.22  |  | 1.17  |  | 1.27 
|                      
|                       |                           | 4.03            |  | 3.16  |  | 6.98  |  |      
|                      

42TALISMAN ENERGYANNUAL INFORMATION
FORM

---



Product Netbacks (Gross)

|              |                         | 2010            |  | 2009               |  | 2008  
|------------- | ----------------------- | --------------- |  | ------------------ |  | ------
|              |                         | Total           |  | Three months ended |  | Total 
|C$ Gross      |                         | Year            |  | Dec 31             |  | Sep 30
|             
|North America |                         |                 |  |                    |  |       
|              |                         |                
|              | Oil and liquids ($/bbl) |                 |  |                    |  |       
|              |                         |                
|              |                         | Sales price     |  | 64.47              |  | 63.73 
|              |                         |                
|              |                         | Hedging gain    |  |                   |  |      
|              |                         |                
|              |                         | Royalties       |  | 13.58              |  | 12.03 
|              |                         |                
|              |                         | Transportation  |  | 0.73               |  | 0.54  
|              |                         |                
|              |                         | Operating costs |  | 11.58              |  | 10.28 
|             
|              |                         | 38.58           |  | 40.88              |  | 33.75 
|             
|              | Natural gas ($/mcf)     |                 |  |                    |  |       
|              |                         |                
|              |                         | Sales price     |  | 4.93               |  | 4.42  
|              |                         |                
|              |                         | Royalties       |  | 0.38               |  | 0.40  
|              |                         |                
|              |                         | Transportation  |  | 0.19               |  | 0.17  
|              |                         |                
|              |                         | Operating costs |  | 1.40               |  | 1.39  
|             
|              |                         | 2.96            |  | 2.46               |  | 2.84  
|             
|UK            |                         |                 |  |                    |  |       
|              |                         |                
|              | Oil and liquids ($/bbl) |                 |  |                    |  |       
|              |                         |                
|              |                         | Sales price     |  | 81.71              |  | 86.75 
|              |                         |                
|              |                         | Hedging loss    |  |                   |  |      
|              |                         |                
|              |                         | Royalties       |  | 0.25               |  | 0.25  
|              |                         |                
|              |                         | Transportation  |  | 1.04               |  | 1.07  
|              |                         |                
|              |                         | Operating costs |  | 30.13              |  | 24.95 
|             
|              |                         | 50.29           |  | 60.48              |  | 47.70 
|             
|              | Natural gas ($/mcf)     |                 |  |                    |  |       
|              |                         |                
|              |                         | Sales price     |  | 4.72               |  | 5.42  
|              |                         |                
|              |                         | Royalties       |  |                   |  |      
|              |                         |                
|              |                         | Transportation  |  | 1.08               |  | 1.49  
|              |                         |                
|              |                         | Operating costs |  | 0.23               |  | 0.13  
|             
|              |                         | 3.41            |  | 3.80               |  | 3.76  
|             
|Scandinavia   |                         |                 |  |                    |  |       
|              |                         |                
|              | Oil and liquids ($/bbl) |                 |  |                    |  |       
|              |                         |                
|              |                         | Sales price     |  | 83.75              |  | 91.25 
|              |                         |                
|              |                         | Royalties       |  |                   |  |      
|              |                         |                
|              |                         | Transportation  |  | 2.30               |  | 2.45  
|              |                         |                
|              |                         | Operating costs |  | 19.51              |  | 19.75 
|             
|              |                         | 61.94           |  | 69.05              |  | 59.30 
|             
|              | Natural gas ($/mcf)     |                 |  |                    |  |       
|              |                         |                
|              |                         | Sales price     |  | 6.86               |  | 7.93  
|              |                         |                
|              |                         | Transportation  |  | 0.97               |  | 0.73  
|              |                         |                
|              |                         | Operating costs |  | 0.92               |  | 0.94  
|             
|              |                         | 4.97            |  | 6.26               |  | 5.50  
|             

TALISMAN ENERGYANNUAL INFORMATION
FORM43

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Product Netbacks (Gross) (continued)

|               |                         | 2010            |  | 2009               |  | 2008  
|-------------- | ----------------------- | --------------- |  | ------------------ |  | ------
|               |                         | Total           |  | Three months ended |  | Total 
|C$ Gross       |                         | Year            |  | Dec 31             |  | Sep 30
|              
|Southeast Asia |                         |                 |  |                    |  |       
|               |                         |                
|               | Oil and liquids ($/bbl) |                 |  |                    |  |       
|               |                         |                
|               |                         | Sales price     |  | 82.95              |  | 94.09 
|               |                         |                
|               |                         | Royalties       |  | 35.49              |  | 42.62 
|               |                         |                
|               |                         | Transportation  |  | 0.52               |  | 0.80  
|               |                         |                
|               |                         | Operating costs |  | 14.77              |  | 19.06 
|              
|               |                         | 32.17           |  | 31.61              |  | 31.16 
|              
|               | Natural gas ($/mcf)     |                 |  |                    |  |       
|               |                         |                
|               |                         | Sales price     |  | 6.92               |  | 7.22  
|               |                         |                
|               |                         | Royalties       |  | 2.09               |  | 2.32  
|               |                         |                
|               |                         | Transportation  |  | 0.31               |  | 0.30  
|               |                         |                
|               |                         | Operating costs |  | 0.52               |  | 0.84  
|              
|               |                         | 4.00            |  | 3.76               |  | 4.13  
|              
|Other          |                         |                 |  |                    |  |       
|               |                         |                
|               | Oil ($/bbl)             |                 |  |                    |  |       
|               |                         |                
|               |                         | Sales price     |  | 85.17              |  | 98.67 
|               |                         |                
|               |                         | Royalties       |  | 45.13              |  | 53.39 
|               |                         |                
|               |                         | Transportation  |  | 1.39               |  | 1.37  
|               |                         |                
|               |                         | Operating costs |  | 5.52               |  | 5.29  
|              
|               |                         | 33.13           |  | 38.62              |  | 35.22 
|              
|Total Company  |                         |                 |  |                    |  |       
|               |                         |                
|               | Oil and liquids ($/bbl) |                 |  |                    |  |       
|               |                         |                
|               |                         | Sales price     |  | 80.52              |  | 87.38 
|               |                         |                
|               |                         | Hedging loss    |  |                   |  |      
|               |                         |                
|               |                         | Royalties       |  | 12.35              |  | 13.16 
|               |                         |                
|               |                         | Transportation  |  | 1.18               |  | 1.26  
|               |                         |                
|               |                         | Operating costs |  | 20.70              |  | 19.72 
|              
|               |                         | 46.29           |  | 53.24              |  | 43.88 
|              
|               | Natural gas ($/mcf)     |                 |  |                    |  |       
|               |                         |                
|               |                         | Sales price     |  | 5.76               |  | 5.65  
|               |                         |                
|               |                         | Royalties       |  | 0.96               |  | 1.03  
|               |                         |                
|               |                         | Transportation  |  | 0.29               |  | 0.27  
|               |                         |                
|               |                         | Operating costs |  | 1.04               |  | 1.16  
|              
|               |                         | 3.47            |  | 3.19               |  | 3.50  
|              

Delivery Commitments

Future commitments to buy, sell, exchange, process and transport oil or gas of the Company are described under note 16 entitled "Contingencies and Commitments" in the
audited Consolidated Financial Statements of the Company for the year ended December 31, 2010.

44TALISMAN ENERGYANNUAL INFORMATION
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Competitive Conditions

The oil and gas industry, both within North America and internationally, is highly competitive in all aspects of the business. The Company actively competes for
the acquisition of properties, the exploration for and development of new sources of supply, the contractual services for oil and gas drilling and production equipment and services, the transportation
and marketing of current production, and industry personnel. With respect to the exploration, development and marketing of oil and natural gas, the Company's competitors include major integrated oil
and gas companies, numerous other independent oil and gas companies, individual producers and operators, and national oil companies. A number of the Company's competitors have financial and other
resources substantially in excess of those available to the Company. In addition, oil and gas producers in general compete indirectly against others engaged in supplying alternative forms of energy,
fuel and related products to consumers.

Corporate Responsibility and Environmental Protection

Corporate Policies

Talisman has formal policies and procedures that support the Company's commitment to corporate responsibility. Talisman's Policy on Business Conduct and Ethics ("PBCE"), a
statement of the Company's ethical principles, is the foundation of the Company's corporate responsibility framework. As a condition of employment, all employees of Talisman are required to read the
PBCE and understand how it relates to his or her business dealings.

In
2010, the Company reviewed and revised the PBCE to reflect changes to anti-bribery regulations in the UK that have implications for Talisman's international operations. These policy
revisions reflect a stronger company stance on corruption with the prohibition of facilitation payments made to government officials for the conduct of routine tasks and a statement articulating the
Company's zero tolerance approach to corruption.

The
Company reviewed and revised its Online Ethics Awareness Training, which all employees are obliged to complete annually. The purpose of the training is to provide employees and contractors the
opportunity to review the Company's expectations for their ethical behaviour and apply ethical decision-making skills to their activities as they relate to Talisman's operations. All employees and
directors are also required to complete a declaration annually, which confirms their compliance with the PBCE or, alternatively, to disclose any exceptions. When exceptions are reported, they are
reviewed individually by the Chief Executive Officer and reported to the Board of Directors.

Talisman
also has a security policy (the "Security Policy"). Both the PBCE and the Security Policy incorporate reference to the Voluntary Principles on Security and Human Rights
(the "VPs"). Having become the first Canadian company to join the VPs in 2008, Talisman continues to work on implementing the VPs. Talisman reported to the VP's Plenary Session on performance
in 2010.

The
Company also introduced a new Global Community Relations Policy, which is designed to clarify the Company's commitment to fair and transparent engagement with community stakeholders based on
systems and processes that are replicable across the Company's operations. The next three years will involve the introduction of the standards, systems, tools and training that are required to meet
the commitments made in the policy. The policy is an evolution in the Company's approach to community engagement and builds upon a suite of community relations practices already employed at Talisman's
operations.

In
2010, Talisman was invited to join the United Nations Global Compact's LEAD initiative. Participation in the initiative is by invitation to the top tier of companies in the Global Compact. The
objective of Global Compact LEAD is to promote higher levels of corporate sustainability performance. The initiative also provides recognition to companies that achieve the standards of LEAD
membership.

TALISMAN ENERGYANNUAL INFORMATION
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Health, Safety and Environmental Protection

The Board of Directors and all executive officers are responsible for Talisman's health, safety, security, environment and operational performance. Talisman's Health, Safety,
Environment and Corporate Responsibility ("HSECR") Committee of the Board of Directors and the Company's executive officers regularly review the performance of the Talisman Operations Management
System including internal controls, performance reports, significant issues, exposures and strategic initiatives. To ensure the implementation of Talisman's Health, Safety and Environment Policy
("HSE Policy"), Talisman maintains the integrated Talisman Operations Management System with supporting standards, processes and procedures to achieve its HSE objectives.

Talisman
has a Senior Vice-President of Health Safety, Security and Operational Assurance (HSSE and Operational Assurance) supported by a Global HSSE and Operational Assurance leadership
team with representation from each of Talisman's regional HSSE and Operational Assurance organizations. The Global HSSE and Operational Assurance function's key roles are to:

In
addition, Global HSSE and Operational Assurance teams, established regionally and within each country where Talisman operates, perform the following functions:

The
goal of Talisman's HSE Policy is to "create a working environment such that we cause no harm to people, and where we minimize our impact on the environment." To achieve this, the HSE Policy states
that Talisman will:

Talisman
has created a five-year plan to develop and implement global HSSE and Operational Assurance standards based on the tenants of the HSE Policy. To date, the following standards have
been introduced: Global Key Performance Indicator Periodic Reporting, Incident Reporting, Investigation and Analysis, Contractor HSE Management, Equipment Integrity, Integrated Emergency Response and
Crisis Management, Leadership and Commitment, Management of Change, Risk Management and Safety Culture.

Safe
operations in all Talisman activities are a core value; if operational results and safety ever come into conflict, Talisman employees and contractors are empowered to choose safety over
operational results. Talisman will support that choice. Talisman's safety culture is driven by strong commitment from senior management and safety accountability at all levels of the

46TALISMAN ENERGYANNUAL INFORMATION
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organization.
To support and endorse Talisman's safety culture, company leaders established 10 Golden Rules for safe operations, which were rolled out across the Company in 2010. The Golden
Rules were established to help prevent the most common incidents in the industry.

The
Talisman Operations Management System includes mechanisms to minimize environmental impacts; ensure compliance with legislation, permits, and licences; and the appropriate assessment of risks.
Talisman regularly reports to and consults with government agencies in its operating regions and submits to routine regulatory inspections. Internal and third party audits are conducted regularly to
ensure that operations comply with legislation, facility permits and licences, and internal standards. The Company also conducts environmental due diligence on applicable asset and corporate
acquisitions to identify and properly account for pre-existing environmental liabilities.

More
information about Talisman's corporate responsibility and environmental policies and performance is available on the Company's corporate website at www.talisman-energy.com. The information
available on the website includes Talisman's annual Corporate Responsibility Report, the PBCE, the Security Policy, and the HSE Policy.

Employees

At December 31, 2010, Talisman's permanent staff complement was 3,078, as set forth in the table below.

|               |  | Permanent Staff complement1
as at December 31, 2010 | 
|-------------- |  | --------------------------------------------------- | 
|              
|North America  |  | 1,784                                               | 
|               |  |                                                    
|UK             |  | 380                                                 | 
|               |  |                                                    
|Scandinavia    |  | 249                                                 | 
|               |  |                                                    
|Southeast Asia |  | 528                                                 | 
|               |  |                                                    
|Rest of World2 |  | 137                                                 | 
|              
|Total          |  | 3,078                                               | 
|              

Description of Capital Structure

Share Capital

The Company's authorized share capital consists of an unlimited number of Common Shares without nominal or par value and an unlimited number of first and second preferred
shares. All of the Common Shares are fully paid and non-assessable. As at the date of this Annual Information Form, no preferred shares are outstanding.

Holders
of Common Shares are entitled to receive notice of and to attend all annual and special meetings of shareholders. Each Common Share carries with it the right to one vote. Subject to the rights
of holders of other classes of shares of the Company who are entitled to receive dividends in priority to or rateable with the Common Shares, the Board of Directors may, in its sole discretion,
declare dividends on the Common Shares to the exclusion of any other class of shares of the Company. In the event of liquidation, dissolution or winding up of the Company or any other distribution of
assets of the Company among its shareholders for the purpose of winding up its affairs, and subject to the rights of other classes of shares on a priority basis, the holders of Common Shares are
entitled to participate rateably in any distribution of any assets of the Company.

The
first preferred shares are issuable in one or more series, each series consisting of the number of shares and having the designation, rights, privileges, restrictions and conditions as are
determined before issue by the Board of Directors of the Company. Each series of first preferred shares would rank on a parity with the first preferred shares of every other series with

TALISMAN ENERGYANNUAL INFORMATION
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respect
to declared or accumulated dividends and return of capital. In addition, the first preferred shares are entitled to a preference over the second preferred shares and the Common Shares with
respect to the payment of dividends and the distribution of assets of the Company in the event of liquidation, dissolution or winding up of the Company. Except as required by law, the first preferred
shares are not entitled to receive notice of meetings of shareholders. The first preferred shares are only entitled to voting rights if determined by the Board of Directors prior to the issuance of
any series and if the Company fails to pay dividends on that series for a period in excess of twelve months.

The
second preferred shares are issuable in one or more series, each series consisting of the number of shares and having the designation, rights, privileges, restrictions and conditions as are
determined before issue by the Board of Directors of the Company. Each series of second preferred shares would rank on a parity with the second preferred shares of every other series with respect to
declared or accumulated dividends and return of capital. In addition, the second preferred shares are entitled to a preference over the Common Shares with respect to the payment of dividends and the
distribution of assets of the Company in the event of liquidation, dissolution or winding up of the Company. Except as required by law, the second preferred shares are not entitled to receive notice
of meetings of shareholders. The second preferred shares are only entitled to voting rights if determined by the Board of Directors prior to the issuance of any series and if the Company fails to pay
dividends on that series for a period in excess of twelve months.

Ratings

The following information relating to the Company's credit ratings is provided as it relates to the Company's financing costs, liquidity and cost of operations. Specifically,
credit ratings impact the Company's ability to obtain short-term and long-term financing and the cost of such financings. A negative change in our ratings outlook or any
downgrade in the Company's current investment-grade credit ratings by its rating agencies, particularly below investment grade, could adversely affect its cost of borrowing and/or access to sources of
liquidity and capital. In addition, changes in credit ratings may affect the Company's ability to enter into, or the associated costs of entering into, hedging transactions or other ordinary course
contracts on acceptable terms, and a decline in the credit ratings or outlook may require
the Company to post collateral or post additional collateral under certain of its contracts. The Company believes its credit ratings will allow it to continue to have access to the capital markets, as
and when needed, at a reasonable cost of funds.

The
following table outlines the ratings assigned to the Company by credit rating agencies as of December 31, 2010.

|                                  |  | Standard & Poor's
Rating Services
("S&P") |  | Moody's Investors
Services
("Moody's") |  | DBRS Limited
("DBRS") | 
|--------------------------------- |  | ----------------------------------------- |  | -------------------------------------- |  | --------------------- | 
|                                 
|Senior Unsecured/Long-Term Rating |  | BBB                                       |  | Baa2                                   |  | BBB (high)            | 
|                                  |  |                                          
|Outlook/Trend                     |  | Stable                                    |  | Stable                                 |  | Stable                | 
|                                 

Credit ratings are intended to provide investors with an independent measure of the credit quality of an issue of securities and are indicators of the
likelihood of payment and of the capacity of a company to meet its financial commitment on the rated obligation in accordance with the terms of the rated obligation. The ratings agencies regularly
evaluate the Company, and their ratings of the Company's debt securities are based on a number of factors not entirely within the Company's control, including conditions affecting the oil and gas
industry generally, and the wider state of the economy. The credit ratings assigned to the Company's senior unsecured long-term debt securities are not recommendations to purchase,
hold or sell the debt securities and may be revised or withdrawn entirely at any time by a rating agency. Credit ratings may not reflect the potential impact of all risks or the value of the debt
securities. In addition, real or anticipated changes in the rating assigned to the debt securities will generally affect the market value of the debt securities. There can be no assurance that any
rating will remain in effect for any given period of time or that any rating will not be revised or withdrawn entirely by a rating agency in the future if, in its judgment, circumstances
so warrant.

48TALISMAN ENERGYANNUAL INFORMATION
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S&P's
credit ratings are on a long-term debt rating scale that ranges from AAA to D, representing the range from highest to lowest quality of such securities rated. The ratings from AA to
CCC may be modified by the addition of a plus (+) or minus (-) sign to show relative standing within the major rating categories. According to S&P's rating system, debt securities rated BBB exhibit
adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitments on the
obligations.

Moody's
credit ratings are on a long-term debt rating scale that ranges from Aaa to C, representing the range from least credit risk to greatest credit risk of such securities rated.
Moody's applies numerical modifiers 1, 2 and 3 in each generic rating classification from Aa through Caa in its long-term debt rating system. The modifier 1 indicates that
the issue ranks in the higher end of its generic rating category, the modifier 2 indicates a mid-range ranking and the modifier 3 indicates that the issue ranks in the lower
end of that generic rating category. According to the Moody's rating system, debt securities rated within the Baa category are subject to moderate credit risk. They are considered medium grade and as
such, may possess certain speculative characteristics.

DBRS'
credit ratings are on a long-term debt rating scale that ranges from AAA to D, representing the range from highest to lowest quality of such securities rated. Each rating category
between AA and B is denoted by subcategories "high" and "low" to indicate the relative standing of a credit within a particular rating category. The absence of either a "high" or "low" designation
indicates that the rating is in the "middle" of the category. According to DBRS' rating system, long-term debt securities rated BBB are of adequate credit quality. Protection of interest
and principal is considered acceptable, but entities so rated are fairly susceptible to adverse changes in financial and economic conditions, or there may be other adverse conditions present which
reduce the strength of the entity and its rated securities.

Market for the Securities of the Company

The Common Shares of the Company are listed on the Toronto Stock Exchange ("TSX") and New York Stock Exchange under the trading symbol TLM. The Company's
UK£250 million 6.625% Notes are listed on the London Stock Exchange.

Trading Price and Volume

The following sets out the high and low prices and the volume of trading for the Company's Common Shares (as traded on the TSX) for the periods indicated.

|Year |  | Month     |  | High ($) |  | Low ($) |  | Volume     | 
|---- |  | --------- |  | -------- |  | ------- |  | ---------- | 
|    
|2010 |  | January   |  | 20.86    |  | 17.58   |  | 61,223,492 | 
|     |  |          
|     |  | February  |  | 19.36    |  | 17.27   |  | 60,983,027 | 
|     |  |          
|     |  | March     |  | 19.46    |  | 16.79   |  | 70,250,418 | 
|     |  |          
|     |  | April     |  | 18.23    |  | 16.41   |  | 73,418,786 | 
|     |  |          
|     |  | May       |  | 18.50    |  | 16.25   |  | 83,139,614 | 
|     |  |          
|     |  | June      |  | 18.45    |  | 16.10   |  | 83,915,194 | 
|     |  |          
|     |  | July      |  | 18.05    |  | 15.71   |  | 49,914,349 | 
|     |  |          
|     |  | August    |  | 18.25    |  | 16.47   |  | 51,881,557 | 
|     |  |          
|     |  | September |  | 18.08    |  | 16.49   |  | 62,791,515 | 
|     |  |          
|     |  | October   |  | 18.75    |  | 17.58   |  | 43,509,769 | 
|     |  |          
|     |  | November  |  | 20.54    |  | 18.40   |  | 51,994,054 | 
|     |  |          
|     |  | December  |  | 22.31    |  | 19.76   |  | 43,615,890 | 
|    

TALISMAN ENERGYANNUAL INFORMATION
FORM49

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Prior Sales

In 2010, Talisman granted 7,743,117 options under its Employee Stock Option Plan.

Dividends

In 2010, the Company paid semi-annual dividends on Talisman's Common Shares totaling $0.25 per share, representing a 11.1% increase from the semi-annual
dividends paid by the Company in 2009. The dividends were paid on June 30 and December 31, 2010. Talisman's dividend policy is subject to review semi-annually by the Board
of Directors.

Talisman
confirms that all dividends paid to shareholders in 2010 are "eligible dividends" pursuant to provisions of theIncome Tax Act(Canada).
Furthermore, all dividends to be paid in 2011 and subsequent years will be eligible dividends for such purposes.

Talisman
paid the following semi-annual dividends on its Common Shares over the last three years:

|Date              |  | Rate Per Common Share | 
|----------------- |  | --------------------- | 
|                 
|June 30, 2008     |  | $0.10                 | 
|                  |  |                      
|December 31, 2008 |  | $0.10                 | 
|                  |  |                      
|June 30, 2009     |  | $0.1125               | 
|                  |  |                      
|December 31, 2009 |  | $0.1125               | 
|                  |  |                      
|June 30, 2010     |  | $0.125                | 
|                  |  |                      
|December 31, 2010 |  | $0.125                | 
|                 

50TALISMAN ENERGYANNUAL INFORMATION
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Directors and Officers

Information is given below with respect to each of the current directors and officers of the Company. The term of office of each director expires at the end of
the next annual meeting of shareholders.

Directors

The directors of the Company are elected annually. The following table sets out the name, city, province or state and country of residence, year first elected or appointed to
the Board of Directors, principal occupation within the past five years or more, educational qualifications and other current directorships of each of the directors of the Company as at
February 24, 2011.

|Name, City, Province or
State and Country of Residence        |  | Year First
Became Director
of the Company |  | Present Principal Occupation or Employment (including all officer positions currently held with the Company), Principal Occupation or Employment for the Past Five Years or More, Educational
Qualifications, Other Current Public Company Directorships or Directorships in Non-Public Companies, Organizations or other Entities that Require a Significant Time Commitment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|------------------------------------------------------------- |  | ----------------------------------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                             
|Christiane Bergevin3,5
Montreal, Québec
Canada
Age: 489       |  | 2009                                      |  | Christiane Bergevin was appointed Executive Vice-President, Strategic Partnerships, Office of the President, of Desjardins Group (financial cooperative group) in August 2009. Prior to that, she was Senior
Vice-President and General Manager, Corporate Projects, with the SNC-Lavalin Group Inc. (engineering and construction group). For the 18 years prior to that, Ms. Bergevin held several executive and international finance positions with
various SNC-Lavalin subsidiaries, including as President of SNC-Lavalin Capital Inc., its finance advisory arm, between 2001 and 2008. Ms. Bergevin holds a Bachelor of Commerce degree (Honours) from McGill University and graduated from the
Wharton School of Business Advanced Management Program.
Current public company directorships7: Fiera Sceptre Inc.
Other current directorships8: Chambre de Commerce du Montréal Métropolitain and the Canadian Chamber of Commerce.                                                                                                                                
|                                                             
|Donald J. Carty, O.C.1,4
Dallas, Texas
United States
Age: 649 |  | 2009                                      |  | Donald Carty served as Vice Chairman and Chief Financial Officer of Dell Inc. (global computer systems and services company) from 2007 until mid-2008. From 1998 to 2003, he was the Chairman and Chief Executive
Officer of AMR Corp. and American Airlines (airline transportation company). Prior to that, Mr. Carty served as President of AMR Airline Group and American Airlines. Mr. Carty was the President and Chief Executive Officer of Canadian
Pacific Airlines (airline transportation company) from March 1985 to March 1987. Mr. Carty holds an undergraduate degree and an Honorary Doctor of Laws from Queen's University and a Master's degree in Business Administration from
Harvard University. Mr. Carty is an Officer of the Order of Canada.
Current public company directorships7: Dell Inc., Barrick Gold Corp., Canadian National Railway Co., Hawaiian Holdings Inc. and Gluskin Sheff & Associates, Inc.
Other current directorships8: Porter Airlines Inc. (Chairman), Virgin America Airlines (Chairman) and Southern Methodist University.
|                                                             

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|William R.P. Dalton1,2,3
Scottsdale, Arizona
United States
Age: 679 |  | 2005 |  | William Dalton was Chief Executive of HSBC Bank plc (a British Clearing Bank) from 1998 to 2004, Executive Director of HSBC Holdings plc from 1998 to 2004, Global Head of Personal Financial Services for
HSBC Group from 2002 to 2004 and held various positions in the Canadian operations of HSBC prior to 1998. Mr. Dalton holds a Bachelor of Commerce degree (Honours) and was awarded an Honorary Doctorate (Honorary Doctor of the University) by the
University of Central England in Birmingham in 2001. Mr. Dalton is a Fellow of the Chartered Institute of Bankers of the UK and the Institute of Canadian Bankers.
Current public company directorships7: TUI Travel plc., HSBC USA Inc. and HSBC Bank USA, National Association.
Other current directorships8: Associated Electric and Gas Insurance Services (AEGIS), AEGIS Managing Agency for Lloyds of London Syndicate 1225, United States Cold Storage Inc., HSBC North America Holdings Inc. and HSBC
National Bank USA.
|------------------------------------------------------------------- |  | ---- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                   
|Kevin S. Dunne5,6
Tortola, British Virgin Islands
Age: 629          |  | 2003 |  | Kevin Dunne has held various international senior and executive management positions with BP plc (international integrated oil and gas company), including General Manager of Abu Dhabi Company for Onshore Oil
Operations (ADCO), a BP joint venture, from 1994 to 2001, Corporate Associate President of BP Indonesia from 1991 to 1994 and Corporate Head of Strategy for the BP Group based in London from 1990 to 1991. Mr. Dunne holds a Bachelor's degree in
Chemical Engineering and a Master of Science in Management degree. Mr. Dunne is a Fellow of the Institution of Chemical Engineers and a Chartered Engineer.
Current public company directorships7: None.
Other current directorships8: None.                                                                                                                                                                                                                                                                               
|                                                                   
|Harold N. Kvisle4,6
Calgary, Alberta
Canada
Age: 589                |  | 2010 |  | Harold Kvisle was the President and Chief Executive Officer of TransCanada Corporation (pipeline and power company), since May 2003, and of TransCanada PipeLines Limited ("TCPL") (pipeline company), since
May 2001, until his retirement in June 2010. Prior to his employment with TCPL, Mr. Kvisle was the President of Fletcher Challenge Energy Canada Inc. (oil and gas company) from 1990 to 1999. Mr. Kvisle has worked in the
oil and gas industry since 1975 and in the utilities and power industries since 1999. Mr. Kvisle holds a Bachelor of Science with Distinction in Engineering from the University of Alberta and a Master of Business Administration from the
University of Calgary.
Current public company directorships7: Bank of Montreal and ARC Resources Ltd.
Other current directorships8: Nature Conservancy of Canada.                                                                                                                                        
|                                                                   
|John A. Manzoni2,5
Calgary, Alberta
Canada
Age: 519                 |  | 2007 |  | John Manzoni was appointed President and Chief Executive Officer of Talisman Energy Inc. on September 1, 2007. During the 24 years prior to that, Mr. Manzoni held several senior strategic and
operational leadership positions with BP plc (international integrated oil and gas company) and its global group of companies. From 2002 to 2007, he served as Chief Executive, Refining and Marketing (BP Group) and was on the board of
directors of BP plc. Mr. Manzoni holds a Master of Science in Management degree from Stanford University and Master of Science (Petroleum Engineering) and Master of Science (Civil Engineering) degrees.
Current public company directorships7: SAB Miller.
Other current directorships8: None.                                                                                                                                                                                                                                                     
|                                                                   

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|Lisa A. Stewart4,6
Houston, Texas
United States
Age: 539             |  | 2009 |  | Lisa Stewart became the Chief Executive Officer of Sheridan Production Partners (oil and gas production company) in September 2006. Prior to that, Ms. Stewart was President of El Paso Exploration &
Production (natural gas producer) from February 2004 to August 2006. Prior to her time at El Paso, Ms. Stewart worked for Apache Corporation for 20 years beginning in 1984 in a number of capacities. Her last position with Apache
was Executive Vice-President of Business Development and E&P Services. Ms. Stewart holds a Bachelor of Science in Petroleum Engineering from the University of Tulsa, where she is a member of the College of Engineering and Natural Sciences
Hall of Fame. She is also a member of the Society of Petroleum Engineers and IPAA and is a registered professional engineer in Texas and Oklahoma.
Current public company directorships7: None.
Other current directorships8: None.
|-------------------------------------------------------------------- |  | ---- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                    
|Peter W. Tomsett4,5
West Vancouver, British Columbia
Canada
Age: 539 |  | 2009 |  | Peter Tomsett was the President and Chief Executive Officer of Placer Dome Inc. (mining company) from September 2004 to January 2006. Mr. Tomsett was with Placer Dome for 20 years in a number of
capacities. Prior to becoming President and Chief Executive Officer, he was Executive Vice-President of Placer Dome Asia Pacific and Africa. Mr. Tomsett graduated with a Bachelor of Engineering in Mining Engineering from the University of
New South Wales and a Master of Science in Mineral Production Management from Imperial College in London.
Current public company directorships7: Equinox Minerals Ltd. (Chairman), Silver Standard Resources Inc. (Chairman) and North American Energy Partners Inc.
Other current directorships8: None.                                                                                                                                                                   
|                                                                    
|John D. Watson1,6
Calgary, Alberta
Canada
Age: 659                   |  | 2007 |  | John Watson was the Executive Vice-President and Chief Financial Officer of Encana Corporation (oil and gas exploration and production company) from April 2002 until his retirement in February 2006. He was
the Chief Financial Officer of Alberta Energy Company Ltd. (oil and gas exploration and production company and predecessor to Encana Corporation) from June 1987 to March 2002. Mr. Watson holds a Bachelor of Arts degree and a
Master's of Business Administration degree. Mr. Watson is also a Fellow of the Alberta Institute of Chartered Accountants.
Current public company directorships7: None.
Other current directorships8: None.                                                                                                                                                                                                                                                                   
|                                                                    
|Charles R. Williamson2
Sonoma, California
United States
Age: 629     |  | 2006 |  | Charles Williamson was the Executive Vice-President of Chevron Corporation (integrated oil and gas company) from August 2005 until his retirement in December 2005. From 2001 to 2005, he was Chairman and Chief
Executive Officer of Unocal Corporation ("Unocal") (oil and gas exploration and development company) and held various executive positions within Unocal, including Executive Vice President, International Energy Operations and Group Vice President,
 Asia Operations prior to 2001. Dr. Williamson holds a Bachelor of Arts degree in Geology, a Master of Science degree in Geology and a Doctorate in Geology.
Current public company directorships7: Weyerhaeuser Company (Chairman) and PACCAR Inc.
Other current directorships8: None.                                                                                                                                                              
|                                                                    

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|Charles M. Winograd1,3
Toronto, Ontario
Canada
Age: 639 |  | 2009 |  | Charles Winograd is currently the President of Winograd Capital Inc. (external consulting services and private investments company). From 2001 to 2008, Mr. Winograd was Chief Executive Officer of RBC Capital
Markets (investment bank). When RBC Dominion Securities (investment bank) acquired Richardson Greenshields in 1996, Mr. Winograd became Deputy Chairman and a director. He was appointed to the position of President and Chief Operating
Officer of RBC Dominion Securities in 1998. Mr. Winograd held several executive postings in Richardson Greenshields (privately owned investment dealer) until becoming President and Chief Executive Officer in 1987 and Chairman and Chief
Executive Officer in 1991. Mr. Winograd holds a Master of Business Administration degree from the University of Western Ontario and is a Chartered Financial Analyst (CFA).
Current public company directorships7: RioCan Real Estate Investment Trust.
Other current directorships8: RBC Dexia, Tamir Fishman (Israel) (Chairman), Mount Sinai Hospital and James Richardson & Sons, Limited.
|------------------------------------------------------- |  | ---- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                       

In October 2008, John Watson resigned from his role as a director of Nortel Networks Corporation and Nortel Networks Limited. In January 2009,
Nortel Networks Corporation and Nortel Networks Limited obtained an order from the Ontario Superior Court of Justice for creditor protection pursuant to the provisions of the Companies' Creditors Arrangement
Act(Canada).

Officers

The following table sets out the name, city, province and country of residence and office held for each of the executive officers, the corporate secretary and assistant
corporate secretaries of the Company as at February 24, 2011.

|Name and Province or
State and Country of Residence |  | Office                                                       
|--------------------------------------------------- |  | -------------------------------------------------------------
|                                                   
|John A. Manzoni1
Calgary, Alberta, Canada           |  | President and Chief Executive Officer                        
|                                                   
|L. Scott Thomson2
Calgary, Alberta, Canada          |  | Executive Vice-President, Finance and Chief Financial Officer
|                                                   
|A. Paul Blakeley3
Calgary, Alberta, Canada          |  | Executive Vice-President, International Operations (East)    
|                                                   
|Richard Herbert4
Calgary, Alberta, Canada           |  | Executive Vice-President, Exploration                        
|                                                   
|Robert R. Rooney5
Calgary, Alberta, Canada          |  | Executive Vice-President, Legal and General Counsel          
|                                                   

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|Paul R. Smith6
Calgary, Alberta, Canada        |  | Executive Vice-President, North American Operations      
|---------------------------------------------- |  | ---------------------------------------------------------
|                                              
|Nicholas J.R. Walker7
Calgary, Alberta, Canada |  | Executive Vice-President, International Operations (West)
|                                              
|Helen J. Wesley8
Calgary, Alberta, Canada      |  | Executive Vice-President, Corporate Services             
|                                              
|C. Tamiko Ohta
Calgary, Alberta, Canada        |  | Corporate Secretary                                      
|                                              
|Leslie A. Lawson
Calgary, Alberta, Canada      |  | Assistant Corporate Secretary                            
|                                              
|Daryn V. MacEachern
Calgary, Alberta, Canada   |  | Assistant Corporate Secretary                            
|                                              

Shareholdings of Directors and Executive Officers

As of February 24, 2011, the aforementioned directors and executive officers of the Company, as a group, beneficially owned, directly or indirectly, or exercised control
or direction over 304,232 Common Shares of the Company, representing .03% of the issued and outstanding Common Shares of the Company.

Conflicts of Interest

Certain directors of the Company and its subsidiaries are associated with other reporting issuers or other corporations, which may give rise to conflicts of interest. In
accordance with theCanada Business Corporations Act, directors and officers of the Company are required to disclose to the Company the nature and
extent of any interest that they have in a material contract or material transaction, whether made or proposed, with the Company, if the director or officer is: (a) a party to the contract or
transaction; (b) is a director or an officer, or an individual acting in a similar capacity, of a party to the contract or transaction; or (c) has a material interest in a party to the
contract or transaction.

As
described in "Corporate Responsibility and Environmental Protection", Talisman has adopted the PBCE, which applies to all directors, officers and employees of Talisman and its subsidiaries. As
required by the PBCE, individuals representing Talisman must not enter into outside activities, including business interests or other employment, that might interfere with or be perceived to interfere
with their performance at Talisman. In addition, Talisman officers and employees are required to abide by an internal Conflict of Interest in Employment Policy.

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Audit Committee Information

Information concerning the Audit Committee of the Company, as required by National Instrument 52-110, is provided in Schedule D
to this Annual Information Form.

Legal Proceedings

From time to time, Talisman is the subject of litigation arising out of the Company's operations. Damages claimed under such litigation, including the
litigation discussed below, may be material or may be indeterminate and the outcome of such litigation may materially impact the Company's financial condition or results of operations. While Talisman
assesses the merits of each lawsuit and defends itself accordingly, the Company may be required to incur significant expenses or devote significant resources to defend itself against such litigation.
These claims are not currently expected to have a material impact on the Company's financial position.

In
September 2006, the United States District Court for the Southern District of New York (the "Court") granted Talisman's Motion for Summary Judgment, dismissing the
lawsuit brought against Talisman by the Presbyterian Church of Sudan and others under the Alien Tort Claims Act. The lawsuit alleged that the Company conspired with, or aided and abetted, the
Government of Sudan to commit violations of international law in connection with the Company's now disposed of interest in oil operations in Sudan. The plaintiffs have twice attempted to certify the
lawsuit as a class action. In March 2005 and in September 2005, the Court rejected the plaintiffs' effort to certify two different classes (or groups) of plaintiffs. In
October 2009, the Second Circuit Court of Appeals dismissed the plaintiffs' appeal of the Court's decision granting Talisman's Motion for Summary Judgment, denying class certification and
refusing to consider the plaintiffs' proposed third amended complaint. On April 15, 2010, the plaintiffs requested the United States Supreme Court to permit an appeal by the plaintiffs
of the Second Circuit Court of Appeals decision that dismissed their appeal. On October 4, 2010, the United States Supreme Court refused to grant the plaintiffs' appeal request.
Accordingly, the action has now been resolved in the Company's favour.

Risk Factors

Talisman is exposed to a number of risks inherent in exploring for, developing and producing crude oil and natural gas. This section describes the risks and
other matters that would be most likely to influence an investor's decision to purchase securities of Talisman.

Volatility of Oil and Natural Gas Prices

Talisman's financial performance is highly sensitive to prevailing prices of crude oil and natural gas. Fluctuations in crude oil or natural gas prices could have a material
adverse effect on the Company's operations and financial condition, the value of its oil and natural gas reserves and its level of spending for oil and gas exploration and development. Prices for
crude oil and natural gas fluctuate in response to changes in the supply of and demand for crude oil and natural gas, market uncertainty and a variety of additional factors that are largely beyond the
Company's control. Oil prices are determined by international supply and demand. Factors which affect crude oil prices include the actions of the Organization of Petroleum Exporting Countries
("OPEC"), world economic conditions, government regulation, political stability throughout the world, the availability of alternative fuel sources and weather conditions. Most natural gas prices
realized by Talisman are affected primarily by North American supply and demand, weather conditions and by prices of alternative sources of energy. The development of oil and natural gas discoveries
in offshore areas and the development of shale gas plays are particularly dependent on the outlook for oil and natural gas prices because of the large amount of capital expenditure required for
development prior to commencing production.

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A
substantial and extended decline in the prices of crude oil or natural gas could result in delay or cancellation of drilling, development or construction programs, or curtailment in production or
result in unutilized long-term transportation commitments, all of which could have a material adverse impact on the Company. The amount of cost oil required to recover Talisman's
investment and costs in various PSCs is dependent on commodity prices, with higher commodity prices resulting in a lower amount of net after royalty oil and gas reserves booked by the Company.

Exchange Rate Fluctuations

Talisman's Consolidated Financial Statements are presented in C$. Results of operations are affected primarily by the exchange rates between the C$, the US$, UK£
and NOK. These exchange rates may vary substantially. Most of the Company's revenue is received in or is referenced to US$ denominated prices, while the majority of Talisman's expenditures are
denominated in C$, US$, UK£ and NOK. A change in the relative value of the C$ against the US$ or the UK£ would also result in an increase or decrease in Talisman's US$ or
UK£ denominated debt, as expressed in C$ and the related interest expense. Talisman is also exposed to fluctuations in other foreign currencies.

Reputational Impact of an Environmental, Safety or Security Incident

Oil and gas drilling and producing operations are subject to many risks, including incidents which could result in environmental damage, regulatory investigations, penalties
and liabilities to third parties, personal injury, loss of life and damage or destruction of properties. An environmental, safety or security incident could impact Talisman's reputation in such a way
that it could have a material adverse effect on the Company's business.

The
Company's operations may be adversely affected by security incidents which are not within the control of Talisman, including, among other things, killings, kidnappings, extortion, lawlessness,
gang or criminal activity, landmines, unexploded ordnance and conflict zones.

Egress and Gas Buyers

As rapidly increasing volumes of natural gas are brought onstream by Talisman and others, transportation infrastructure capacity may at times be exceeded before capacity
additions become available. In such event, there is a risk that some production may be affected waiting on pipeline connection or infrastructure additions. A result could be reduced production and/or
materially lower prices on some portion of production, which in turn could adversely affect the Company's operating results.

Regulatory Delays, Including Delays in Shale Drilling

Talisman's operations are governed by many levels of government, including municipal, state, provincial and federal governments, in numerous countries. The Company is subject
to laws and regulations regarding health and safety, environmental matters, lease interests, taxes and royalties, among others. Failure to comply with the applicable laws can result in significant
increases in costs, penalties and even losses of operating licences. If regulatory approvals or permits are delayed or not obtained, there can also be delays or abandonment of projects, decreases in
production and increases in costs, and the Company may not be able to fully execute its strategy which may adversely impact its financial condition.

In
addition, the Company may be subject to revisions of laws and regulations applicable to its operations. For example, in New York, continued delays are forecast to be caused by the
New York state's updating of its Generic Environmental Impact Statement on the Oil, Gas and Solution Mining Regulatory Program. In Pennsylvania, delays could also be experienced as Pennsylvania
continues to update the Pennsylvania Oil & Gas Act and other state laws. Federal or provincial legislation regarding shale development is also being considered, which could impact the
development schedule or costs of development.

Access to Credit and Letters of Credit

The Company relies on access to letters of credit in the normal course of business in order to support some of its operations. There can be no assurance that the Company will
be able to obtain the necessary letters of credit. While the Company may

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have
access to various financing options, including draws on existing facilities and the issuance of debt or equity, the terms of such financing options may not be acceptable to the Company.

Uncertainty of Reserves Estimates

The process of estimating oil and gas reserves is complex and involves a significant number of assumptions in evaluating available geological, geophysical, engineering and
economic data; therefore, reserves estimates are inherently uncertain. Talisman prepares all of its reserves information internally. The Company may adjust estimates of proved reserves based on
production history, results of exploration and development drilling, prevailing oil and gas prices and other factors, many of which are beyond the Company's control. In addition, there are numerous
uncertainties in forecasting the amounts and timing of future production, costs, expenses and the results of exploration and development projects. All estimates are, to some degree, uncertain and
classifications of reserves are only attempts to define the degree of uncertainty involved. For
these reasons, estimates of the economically recoverable oil and natural gas reserves attributable to any particular group of properties, the classification of such reserves based on risk of recovery
and the standardized measure of discounted future net cash flows prepared by different engineers or by the same engineers at different times, may vary substantially. Talisman's actual production,
taxes and development and operating expenditures with respect to its reserves will likely vary from such estimates and such variances could be material.

Estimates
with respect to reserves that may be developed and produced in the future are often based upon volumetric calculations and upon analogy to similar types of reservoirs, rather than upon
actual production history. Estimates based on these methods generally are less reliable than those based on actual production history. Subsequent evaluation of the same reserves based upon production
history will result in variations, which may be material, in the estimated reserves.

Litigation

From time to time, Talisman is the subject of litigation arising out of the Company's operations. Specific disclosure of current legal proceedings, and the risks associated
with current proceedings and litigation generally, are disclosed under the heading "Legal Proceedings" in this Annual Information Form.

Major Accident

Oil and gas drilling and producing operations are subject to many risks, including the possibility of fire, explosions, mechanical failure, pipe or cement failure, casing
collapse, pressure or irregularities in formations, chemical spills, accidental flows of oil, natural gas or well fluids, sour gas releases, contamination of oil and gas, storms or other adverse
weather conditions and other occurrences or incidents, which could result in personal injury, human health risks and loss of life, damage or destruction of properties, environmental damage, cost of
remedying such conditions or incidents, regulatory investigations and penalties and liability to third parties.

The
Company's insurance program, which may not provide coverage in all circumstances, contemplates both first and third party exposures for all of the Company's on and offshore operations globally.
Coverage is intended to respond to sudden and accidental pollution arising from the risks identified above. Coverage amounts can be as high as US$1 billion for losses arising from third parties
and significantly higher for the Company's own assets and business losses. The Company annually benchmarks its coverage against its peers independently and with the assistance of third party firms.

Fiscal Stability

Governments may amend or create new legislation, which could result in increased capital, operating and compliance costs. For example, the Alberta government's new royalty
framework became effective in January 2009. Under current commodity prices, the impact on royalty burdens is limited to the loss of some royalty holidays that were not fully exhausted under the
previous regime. If commodity prices increase, the royalty rates will increase significantly.

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Socio-Political Risks

The Company's operations may be adversely affected by political or economic developments or social instability, which are not within the control of Talisman, including, among
other things, a change in crude oil or natural gas pricing policy, the risks of war, terrorism, abduction, expropriation, nationalization, renegotiation or nullification of existing concessions and
contracts, taxation policies, economic sanctions, the imposition of specific drilling obligations, the development and abandonment of fields, fluctuating exchange rates and currency controls. As a
result of activities in these areas and a continuing evolution of an international framework for corporate responsibility and accountability for international crimes, the Company could also be exposed
to potential claims for alleged breaches of international law. Various countries in which the Company is active, including the Kurdistan region of northern Iraq, Indonesia, Algeria, Colombia, Papua
New Guinea and Peru, have been subject to recent economic or political instability and social unrest, military or rebel hostilities.

Stakeholder Opposition

Talisman's planned activities may be adversely affected if there is strong community opposition with respect to its operations; in some circumstances, this risk may be
increased in areas occupied by indigenous communities that are not accustomed to developments of this nature. In addition, Talisman regularly evaluates opportunities worldwide, and may in the future
engage in projects or acquire properties in other nations that are experiencing economic or political instability and social unrest or military hostilities or are subject to United Nations or US
sanctions. Some of the foregoing government actions may lead to political or reputational pressures on the Company from non-governmental organizations, home governments
and investors.

Ability to Find, Develop or Acquire Additional Reserves

The Company's future success depends largely on its ability to find, develop or acquire additional oil and gas reserves that are economically recoverable. Hydrocarbons are a
limited resource which is subject to increasing competition from other companies, including national oil companies. Exploration and development drilling may not result in commercially productive
reserves. Once production begins, reservoir performance may be less than projected. Successful acquisitions require an assessment of a number of factors, many of which are uncertain. These factors
include recoverable reserves, exploration potential, future oil and gas prices, operating costs and potential environmental and other liabilities. Such assessments are inexact and their accuracy is
inherently uncertain. If a high impact prospect identified by the Company fails to materialize in a given year, the Company's multi-year international exploration portfolio may
be compromised.

Industry Cost Inflation

The industry costs to find and develop reserves have generally risen over time. An upward swing in industry activity could increase key input demand and prices, at least in the
short run, and possibly delay sourcing of key labour, materials or facilities construction. Rising industry costs broadly correspond with higher oil and gas prices, but in a competitive market among
competing fuels, it is possible that not all costs may be recovered through higher prices. Although the Company strives for continuous improvement in its planning and procurement, material or
unexpected changes can affect the Company's financial performance.

Bribery

Talisman's operations are governed by many levels of government, including municipal, state, provincial and federal governments, in numerous countries and the possibility
exists that Talisman could be subject to bribery allegations. Talisman requires all employees to participate in ethics awareness training, which includes Talisman's policies against giving or
accepting money or gifts in certain circumstances. However, if Talisman is found not to have taken effective steps to address allegations or findings of bribery or corruption in its business, this may
impair Talisman's ability to participate in business with governments or non-governmental organizations. This may result in formal exclusions from such business, which may have a material
adverse effect on the Company's business.

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Shale Transition

The Company's strategy includes continuing its portfolio transition from conventional to shale with the development of its North America shale business. The portfolio
transition could result in heightened safety risks to personnel; loss of workforce productivity; loss of knowledge transfer from departing employees; and insufficient staffing levels to meet business
requirements.

The
success of Talisman's portfolio transition is dependent upon its management and the quality of its personnel. Failure to retain current employees or to attract and retain new employees with the
necessary skills could have a materially adverse effect on Talisman's growth and profitability.

Counterparty Credit Risk

In the normal course of business, Talisman enters into contractual relationships with counterparties in the energy industry and other industries, including counterparties to
interest rate hedging, foreign exchange hedging and commodity derivative arrangements. If such counterparties do not fulfil their contractual obligations to the Company, it may suffer losses, may have
to proceed on a sole risk basis, may have to forgo opportunities or may have to relinquish leases or blocks. While the Company maintains a risk management system that limits exposures to any one
counterparty to what management deems to be reasonable, losses due to counterparties failing to fulfil their contractual obligations may impact Talisman's financial condition.

Project Timing and Budget

Talisman manages a variety of projects, including exploration and development projects and the construction or expansion of facilities and pipelines. Project delays may impact
expected revenues and project cost overruns could make projects uneconomic. Talisman's ability to complete projects depends upon numerous factors beyond the Company's control. These factors include
the availability of processing capacity, the availability and proximity of pipeline capacity, the availability of drilling and other equipment, the ability to access lands, weather, unexpected cost
increases, accidents, the availability of skilled labour, including engineering and project planning personnel, the need for government approvals and permits, and regulatory matters. Talisman utilizes
materials and services which are subject to general industry-wide conditions. Cost escalation for materials and services may be unrelated to commodity prices changes and may continue to
have a significant impact on project planning and economics.

Information System Risk

Talisman depends on a variety of information systems to operate effectively. A failure of any one of the information systems or a failure among the systems could result in
operational difficulties, damage or loss of data, productivity losses or result in unauthorized knowledge and use of information.

Environmental Risks

Environmental risks could include regulatory and reputational matters. All phases of the oil and natural gas business are subject to environmental regulation pursuant to a
variety of laws and regulations in the countries in which Talisman does business. These regulatory regimes are laws of general application that apply to the Company's business in the same manner as
they apply to other companies or enterprises in the energy industry. Compliance with environmental legislation can require significant expenditures and failure to comply with environmental legislation
may result in the imposition of fines and penalties and liability for cleanup costs and damages. Regulatory delays, legal proceedings and reputational impacts from an environmental incident could
result in a material adverse effect on the Company's business.

Environmental Trends and Uncertainties

Talisman's business is subject to the trend toward increased rigor of regulatory compliance and civil liability for environmental matters in certain regions
(e.g. Quebec, US, EU). Although Talisman currently believes that the costs of complying with

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environmental
legislation and dealing with environmental civil liabilities will not have a material adverse effect on the Company's financial condition or results of operations, there can be no
assurance that such costs in the future will not have such an effect. See also"Risk Factors  Greenhouse Gas Emissions" and "Risk
Factors  Hydraulic Fracturing".

Hydraulic Fracturing

Hydraulic fracturing involves the injection of water, sand and small amounts of additives under pressure into rock formations to stimulate hydrocarbon (natural gas and oil)
production. The use of hydraulic fracturing is
necessary to produce commercial quantities of natural gas and oil from many reservoirs. The US Environmental Protection Agency has commenced a study of the potential environmental impacts of hydraulic
fracturing, including the impacts on drinking water sources and public health. In addition, some states have and others are considering adopting regulations that could restrict hydraulic fracturing in
certain circumstances. Any new laws, regulation or permitting requirements regarding hydraulic fracturing could lead to operational delay or increased operating costs or third party or governmental
claims, and could increase the Company's costs of compliance and doing business as well as delay the development of shale gas resources from shale formations which are not commercial without the use
of hydraulic fracturing. Restrictions on hydraulic fracturing could also reduce the amount of oil and natural gas that the Company is ultimately able to produce from its reserves.

Greenhouse Gas Emissions

Talisman is subject to various greenhouse gas ("GHG") emissions related legislation. Current GHG emissions legislation does not result in material compliance costs but
compliance costs may increase in the future and may impact the Company's operations and financial results. Talisman operates in jurisdictions with existing GHG legislation (e.g. UK, Norway,
Alberta and BC) as well as in the regions which currently do not have GHG emissions legislation and jurisdictions where GHG emissions legislation is emerging or is subject to change
(e.g. United States). Talisman monitors GHG legislative developments in all areas that the Company operates. If the Company becomes subject to additional GHG legislation, there can be no
assurances that the compliance costs will be immaterial.

In
the UK, Phase II of the European Union Emissions Trading Scheme ("EU ETS") began in 2008 and will run until the end of 2012. The EU ETS requires that member states set emissions
limits for installations in their country covered by the scheme and assigns such installations an emissions cap. Installations may meet their cap by reducing emissions or by buying allowances from
other participants. Phase II impacts to the Company are minimal. Phase III of the EU ETS will potentially have a material impact on Talisman's business in the UK. The proposed
Phase III legislation, which is to begin in 2013 and run until 2020, will significantly reduce emission caps. In addition, free allowances for electrical power generation will no longer be
issued. Approximately 50% of total Talisman UK emissions are associated with electrical power generation. Compliance costs associated with Phase III of the EU ETS may have a material impact on
Talisman's business in the UK.

The
Norwegian national GHG emissions trading system is linked to the EU ETS. Talisman is required to purchase emissions credits corresponding to its total annual CO2 emissions, and to pay the
CO2 emissions tax. Starting January 2011, the Company will also be required to purchase emissions credits for mobile rigs in addition to payment for the mobile rig CO2 emissions
tax that began in 2010. Phase II ends in 2012 and compliance costs are not expected to be material to Talisman because the Norwegian government will adjust the CO2 emissions tax so that
total costs of the CO2 emissions tax and emissions credit purchases are similar to the pre-2008, costs that were not material to Talisman. The proposed Phase III legislation,
which is to begin in 2013 and run until 2020, will further reduce emissions caps for our Norwegian operation, but the Company does not anticipate that the costs of compliance will be material
considering its current compliance requirements.

Environmental Liabilities and Asset Retirement Obligations

Talisman expects to incur site restoration costs over a prolonged period as existing fields are depleted. The Company provides for asset retirement obligations in its annual
Consolidated Financial Statements in accordance with Canadian Generally Accepted Accounting Principles. Additional information regarding asset retirement obligations is set forth in the notes to the

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annual
Consolidated Financial Statements. There can be no assurances that the cost estimates and asset retirement obligations are materially correct and that the liabilities will occur
when predicted.

Transfer Agents and Registrars

Computershare Investor Services Inc., at 600, 530 - 8th Avenue SW, Calgary, Alberta, T2P 3S8, along with its US
co-transfer agent, Computershare Trust Company N.A., is the transfer agent and registrar for the Common Shares of the Company. Computershare Trust Company of Canada also acts as trustee
for various public debt securities. JPMorgan Chase Bank N.A., London Branch (now The Bank of New York Mellon, pursuant to bulk novation orders granted on April 3, 2007 and
July 1, 2008), One Canada Square, London, E14 5AL, UK, acts as trustee for the 6.625% unsecured notes listed on the London Stock Exchange. Bank of Nova Scotia Trust Company of
New York of One Liberty Plaza, New York, New York, 10006 acts as trustee for various public debt securities. The Company has not retained transfer agents for any other
outstanding securities.

Interests of Experts

Talisman's auditors are Ernst & Young LLP, Chartered Accountants, Ernst & Young Tower, 1000,
440 - 2nd Avenue SW, Calgary, Alberta, T2P 5E9. Ernst & Young LLP is independent in accordance with the Rules of Professional Conduct as outlined
by the Institute of Chartered Accountants of Alberta.

Mr. Michael
Adams, an employee of Talisman, has provided the report on reserves data, attached as Schedule B to this Annual Information Form, in his capacity as Talisman's
Internal Qualified Reserves Evaluator. Mr. Adams owns less than 1% of the outstanding Common Shares.

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Forward-Looking Information

This Annual Information Form contains or incorporates by reference information that constitutes "forward-looking information" or "forward-looking statements"
(collectively "forward-looking information") within the meaning of applicable securities legislation. Forward-looking information is included throughout this Annual Information Form, including among
other places, under the headings "General Development of the Business", "Description of the Business", "Corporate Responsibility and Environmental Protection", "Market for the Securities of the
Company", "Legal Proceedings" and "Risk Factors". This forward-looking information includes, but is not limited to, statements regarding:

Statements
concerning oil and gas reserves contained in this Annual Information Form under the headings "Description of the Business  Reserves Information",
"Other Oil and Gas Information" and elsewhere may be deemed to be forward-looking information as they involve the implied assessment that the resources described can be profitably produced in
the future.

The
forward-looking information listed above is based on Talisman's 2011 capital program as announced on January 11, 2011. Talisman set its 2011 capital expenditure plans assuming:
(1) Talisman's production in 2011 will be approximately 5-10% greater than 2010, excluding the BP Colombia acquisition; (2) a WTI oil price of approximately US$75/bbl; and
(3) a NYMEX

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natural gas
price of approximately US$4/mmbtu. Information regarding business plans generally assumes that the extraction of crude oil, natural gas and natural gas liquids remains economic.
Closing of any transactions will be subject to receipt of all necessary regulatory approvals and completion of definitive agreements.

Undue
reliance should not be placed on forward-looking information. Forward- looking information is based on current expectations, estimates and projections that involve a number of risks which could
cause actual
results to vary and in some instances to differ materially from those anticipated by Talisman and described in the forward-looking information contained in this Annual Information Form. The material
risk factors include, but are not limited to:

The
foregoing list of risk factors is not exhaustive. Additional information on these and other factors which could affect the Company's operations or financial results or strategy are included under
the heading "Risk Factors" and elsewhere in this Annual Information Form. In addition, information is available in the Company's other reports on file with Canadian securities regulatory authorities
and the SEC.

Forward-looking
information is based on the estimates and opinions of the Company's management at the time the information is presented. The Company assumes no obligation to update forward-looking
information should circumstances or management's estimates or opinions change, except as required by law.

The
disposition metrics disclosed assume closing of all dispositions announced. The completion of any contemplated disposition is contingent on various factors including favourable market conditions,
the ability of the Company to negotiate acceptable terms of sale and receipt of any required approval for such disposition.

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Note Regarding Reserves Data and Other Oil and
Gas Information

As noted under "Reserves and Other Oil and Gas Information", Talisman is providing in this Annual Information Form disclosure relating to reserves and other oil
and gas information prepared in accordance with both US and Canadian disclosure requirements. The US style disclosure is set forth under "Reserves and Other Oil and Gas Information" and the Canadian
style disclosure, mandated under NI 51-101, is set forth in Schedule A. Talisman has obtained an exemption from the Canadian securities regulatory authorities to permit it to
provide the US style disclosure in addition to the disclosure mandated by NI 51-101.

The
primary differences between the Canadian requirements and the US standards are that:

All
references to reserves volumes in this Annual Information Form, other than in Schedules A and B, are to reserves volumes estimated in accordance with US disclosure standards.

Talisman
makes reference to production volumes throughout this Annual Information Form. Where not otherwise indicated, such production volumes are stated on a gross basis, which means they are stated
prior to the deduction of royalties and similar payments. In the US, net production volumes are reported after the deduction of these amounts.

Natural
gas is converted to a barrel of oil equivalent (boe) at the ratio of six thousand cubic feet (mcf) to one barrel (bbl) of oil. Oil is converted to natural gas equivalent (mcfe) at the
ratio of one bbl to six mcf of natural gas. The boe and mcfe measures may be misleading, particularly if used in isolation. A boe conversion ratio of six mcf to one bbl and an mcfe conversion ratio of
one bbl to six mcfe are based on an energy equivalence conversion method primarily applicable at the burner tip and do not represent a value equivalence at the wellhead.

Exchange Rate Information

Except where otherwise indicated, all dollar amounts in this Annual Information Form are stated in Canadian
dollars("C$"). The following table sets forth the US/Canada exchange rates on the last trading day of the years indicated as well as the high, low and average rates for such
years. The high, low and average exchange rates for each year were identified or calculated from spot rates in effect on each trading day during the relevant year. The exchange rates shown are
expressed as the number of

TALISMAN ENERGYANNUAL INFORMATION
FORM65

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US
dollars ("US$") required to purchase one C$. These exchange rates are based on those published on the Bank of Canada's website as being in effect at approximately noon on each trading day
(the "Bank of Canada noon rate").

|         |  | Year ended December 31
|-------- |  | ----------------------
|         |  | 2010                  
|        
|Year-end |  | 1.0054                
|         |  |                       
|High     |  | 1.0054                
|         |  |                       
|Low      |  | 0.9278                
|         |  |                       
|Average  |  | 0.9709                
|        

Abbreviations

The abbreviations used in this Annual Information Form have the following meanings:

|bbl       |  | barrel                                        
|--------- |  | ----------------------------------------------
|bbls/d    |  | barrels per day                               
|bcf       |  | billion cubic feet                            
|bcfe      |  | billion cubic feet equivalent                 
|boe       |  | barrels of oil equivalent                     
|boe/d     |  | barrels of oil equivalent per day             
|C$        |  | Canadian dollar                               
|HH        |  | Henry Hub                                     
|GJ        |  | gigajoule                                     
|LNG       |  | liquefied natural gas                         
|mcf       |  | thousand cubic feet                           
|mcfe      |  | thousand cubic feet equivalent                
|mboe/d    |  | thousand barrels oil equivalent per day       
|mmbbls    |  | million barrels                               
|mmboe     |  | million barrels of oil equivalent             
|mmbtu     |  | million British thermal units                 
|mmcf/d    |  | million cubic feet per day                    
|mmcfe/d   |  | millions of cubic feet equivalent per day     
|NI 51-101 |  | National Instrument 51-101                    
|NOK       |  | Norwegian kroner                              
|PSC       |  | production sharing contract                   
|SEC       |  | United States Securities & Exchange Commission
|tcf       |  | trillion cubic feet                           
|UK        |  | United Kingdom                                
|UK£       |  | Pound sterling                                
|US        |  | United States of America                      
|US$       |  | United States dollar                          
|WTI       |  | West Texas Intermediate                       

References to Talisman's "portfolio" in this Annual Information Form are intended to describe Talisman's global assets and interests.

66TALISMAN ENERGYANNUAL INFORMATION
FORM

---



Additional Information

Additional information related to the Company, including the information incorporated by reference herein, may be found on SEDAR at www.sedar.com.

Additional
information, including directors' and officers' remuneration and indebtedness, principal holders of the Company's securities and securities authorized for issuance under equity compensation
plans, is contained in the Company's Management Proxy Circular for its most recent annual meeting of security holders that involved the election of directors. Additional financial information is
provided in the Company's audited Consolidated Financial Statements for the year ended December 31, 2010 and related annual Management's Discussion and Analysis.

Copies
of the Company's Annual Report may be obtained from Talisman's website at www.talisman-energy.com or upon request from: Corporate and Investor Communications Department, Talisman
Energy Inc., 2000, 888-3rd Street SW, Calgary, Alberta, T2P 5C5, email: tlm@talisman-energy.com.

TALISMAN ENERGYANNUAL INFORMATION
FORM67

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Schedule A  Reserves Data and Other
Oil & Gas Information Under Canadian Disclosure Requirements

As a Canadian public company, Talisman is subject to the disclosure requirements of NI 51-101 of the Canadian Securities Administrators. In
prior years, Talisman has relied upon a discretionary exemption from certain of the requirements of NI 51-101 granted by the Canadian securities regulatory authorities to provide
disclosure relating to reserves and other oil and gas information in accordance with the US disclosure requirements, in order to provide disclosure comparable to that provided by US and other
international issuers. As a result of the expiry of that exemption, Talisman is providing disclosure which complies with the annual disclosure requirements of NI 51-101 in this
Schedule A.

The
primary differences between the NI 51-101 requirements and the US requirements are set out under the heading "Note Regarding Reserves Data and Other Oil and Gas Information" in
this Annual Information Form.

The
effective date of the reserves data and other oil and gas information in this Schedule is December 31, 2010 and the preparation date is February 24, 2011.

It should not be assumed that the estimates of future net revenues presented in the tables below represent the fair market value of the reserves. There is no assurance that the
forecast prices and costs assumptions will
be attained and variances could be material. The recovery and reserves estimates on the Company's properties provided herein are estimates only and there is no guarantee that the estimated reserves
will be recovered. Actual reserves may be greater than or less than the estimates provided herein.

Definitions
of the various terms used in the following tables are set forth under "Definitions" below. In certain of the tables set forth below, the columns may not add due to rounding.

Reserves Estimates (Forecast Prices and Costs)

Oil And Gas Reserves  Forecast Prices And Costs

|              |                                | Light Oil
(mmbbls) |      | Heavy Oil
(mmbbls) |      | Shale Gas
(bcf) |      | Non-Shale
Natural Gas
(bcf) |      | Natural Gas
Liquids (mmbbls)
|------------- | ------------------------------ | ------------------ | ---- | ------------------ | ---- | --------------- | ---- | --------------------------- | ---- | ----------------------------
|              |                                | Gross              |      | Net                |      | Gross           |      | Net                         |      | Gross                       
|             
|Canada        |                                |                    |      |                    |      |                 |      |                             |      |                             
|              |                                |                   
|              | Proved Developed Producing     |                    | 7.4  |                    | 6.5  |                 | 49.3 |                             | 43.5 |                             
|              |                                |                   
|              | Proved Developed Non-Producing |                    | 0.4  |                    | 0.3  |                 | 1.5  |                             | 1.4  |                             
|              |                                |                   
|              | Proved Undeveloped             |                    | 1.7  |                    | 1.5  |                 | 1.8  |                             | 1.7  |                             
|              |                                |                   
|              | Total Proved                   |                    | 9.5  |                    | 8.3  |                 | 52.6 |                             | 46.6 |                             
|              |                                |                   
|              | Total Probable                 |                    | 3.0  |                    | 2.5  |                 | 9.3  |                             | 7.8  |                             
|              |                                |                   
|              | Total Proved Plus Probable     |                    | 12.5 |                    | 10.8 |                 | 61.9 |                             | 54.4 |                             
|             
|United States |                                |                    |      |                    |      |                 |      |                             |      |                             
|              |                                |                   
|              | Proved Developed Producing     |                    |     |                    |     |                 |     |                             |     |                             
|              |                                |                   
|              | Proved Developed Non-Producing |                    |     |                    |     |                 |     |                             |     |                             
|              |                                |                   
|              | Proved Undeveloped             |                    |     |                    |     |                 |     |                             |     |                             
|              |                                |                   
|              | Total Proved                   |                    |     |                    |     |                 |     |                             |     |                             
|              |                                |                   
|              | Total Probable                 |                    |     |                    |     |                 |     |                             |     |                             
|              |                                |                   
|              | Total Proved Plus Probable     |                    |     |                    |     |                 |     |                             |     |                             
|             

68TALISMAN ENERGYANNUAL INFORMATION
FORM

---



|UK             |                                |  |       |  |       |  |      |  |      |  |         |  |         |  |         |  |         |  |      |  |     
|-------------- | ------------------------------ |  | ----- |  | ----- |  | ---- |  | ---- |  | ------- |  | ------- |  | ------- |  | ------- |  | ---- |  | ----
|               |                                | 
|               | Proved Developed Producing     |  | 206.0 |  | 204.7 |  |     |  |     |  |        |  |        |  | 22.0    |  | 22.0    |  | 1.9  |  | 1.9 
|               |                                | 
|               | Proved Developed Non-Producing |  | 4.1   |  | 4.1   |  |     |  |     |  |        |  |        |  |        |  |        |  |     |  |    
|               |                                | 
|               | Proved Undeveloped             |  | 53.4  |  | 53.3  |  |     |  |     |  |        |  |        |  | 1.8     |  | 1.8     |  | 0.7  |  | 0.7 
|               |                                | 
|               | Total Proved                   |  | 263.5 |  | 262.1 |  |     |  |     |  |        |  |        |  | 23.8    |  | 23.8    |  | 2.6  |  | 2.6 
|               |                                | 
|               | Total Probable                 |  | 149.3 |  | 148.5 |  |     |  |     |  |        |  |        |  | 174.1   |  | 174.1   |  | 1.2  |  | 1.2 
|               |                                | 
|               | Total Proved Plus Probable     |  | 412.8 |  | 410.6 |  |     |  |     |  |        |  |        |  | 197.9   |  | 197.9   |  | 3.8  |  | 3.8 
|              
|Scandinavia    |                                |  |       |  |       |  |      |  |      |  |         |  |         |  |         |  |         |  |      |  |     
|               |                                | 
|               | Proved Developed Producing     |  | 18.1  |  | 18.1  |  |     |  |     |  |        |  |        |  | 73.3    |  | 73.3    |  | 3.5  |  | 3.5 
|               |                                | 
|               | Proved Developed Non-Producing |  |      |  |      |  |     |  |     |  |        |  |        |  |        |  |        |  |     |  |    
|               |                                | 
|               | Proved Undeveloped             |  | 30.9  |  | 30.9  |  |     |  |     |  |        |  |        |  | 6.3     |  | 6.3     |  | 0.7  |  | 0.7 
|               |                                | 
|               | Total Proved                   |  | 49.0  |  | 49.0  |  |     |  |     |  |        |  |        |  | 79.6    |  | 79.6    |  | 4.2  |  | 4.2 
|               |                                | 
|               | Total Probable                 |  | 44.3  |  | 44.3  |  |     |  |     |  |        |  |        |  | 73.9    |  | 73.9    |  | 3.5  |  | 3.5 
|               |                                | 
|               | Total Proved Plus Probable     |  | 93.3  |  | 93.3  |  |     |  |     |  |        |  |        |  | 153.5   |  | 153.5   |  | 7.7  |  | 7.7 
|              
|Southeast Asia |                                |  |       |  |       |  |      |  |      |  |         |  |         |  |         |  |         |  |      |  |     
|               |                                | 
|               | Proved Developed Producing     |  | 35.8  |  | 20.2  |  |     |  |     |  |        |  |        |  | 1,189.1 |  | 844.8   |  | 12.8 |  | 5.0 
|               |                                | 
|               | Proved Developed Non-Producing |  | 0.6   |  | 0.6   |  |     |  |     |  |        |  |        |  | 175.3   |  | 110.8   |  | 3.1  |  | 1.3 
|               |                                | 
|               | Proved Undeveloped             |  | 7.2   |  | 6.3   |  |     |  |     |  |        |  |        |  | 878.9   |  | 602.1   |  | 13.7 |  | 5.3 
|               |                                | 
|               | Total Proved                   |  | 43.6  |  | 27.1  |  |     |  |     |  |        |  |        |  | 2,243.3 |  | 1,557.7 |  | 29.6 |  | 11.6
|               |                                | 
|               | Total Probable                 |  | 60.5  |  | 39.5  |  |     |  |     |  |        |  |        |  | 840.6   |  | 552.2   |  | 11.1 |  | 5.0 
|               |                                | 
|               | Total Proved Plus Probable     |  | 104.1 |  | 66.6  |  |     |  |     |  |        |  |        |  | 3,083.9 |  | 2,109.9 |  | 40.7 |  | 16.6
|              
|Other          |                                |  |       |  |       |  |      |  |      |  |         |  |         |  |         |  |         |  |      |  |     
|               |                                | 
|               | Proved Developed Producing     |  | 19.6  |  | 9.8   |  |     |  |     |  |        |  |        |  |        |  |        |  |     |  |    
|               |                                | 
|               | Proved Developed Non-Producing |  |      |  |      |  |     |  |     |  |        |  |        |  |        |  |        |  |     |  |    
|               |                                | 
|               | Proved Undeveloped             |  | 13.4  |  | 6.4   |  |     |  |     |  |        |  |        |  |        |  |        |  | 2.6  |  | 2.6 
|               |                                | 
|               | Total Proved                   |  | 33.0  |  | 16.2  |  |     |  |     |  |        |  |        |  |        |  |        |  | 2.6  |  | 2.6 
|               |                                | 
|               | Total Probable                 |  | 29.9  |  | 21.5  |  |     |  |     |  |        |  |        |  |        |  |        |  |     |  |    
|               |                                | 
|               | Total Proved Plus Probable     |  | 62.9  |  | 37.7  |  |     |  |     |  |        |  |        |  |        |  |        |  | 2.6  |  | 2.6 
|              
|Total          |                                |  |       |  |       |  |      |  |      |  |         |  |         |  |         |  |         |  |      |  |     
|               |                                | 
|               | Proved Developed Producing     |  | 286.9 |  | 259.3 |  | 49.3 |  | 43.5 |  | 610.9   |  | 523.6   |  | 2,288.0 |  | 1,818.5 |  | 34.8 |  | 23.8
|               |                                | 
|               | Proved Developed Non-Producing |  | 5.1   |  | 5.0   |  | 1.5  |  | 1.4  |  | 141.2   |  | 120.8   |  | 245.9   |  | 170.2   |  | 3.3  |  | 1.4 
|               |                                | 
|               | Proved Undeveloped             |  | 106.6 |  | 98.4  |  | 1.8  |  | 1.7  |  | 1,072.1 |  | 932.4   |  | 963.1   |  | 680.4   |  | 22.3 |  | 12.8
|               |                                | 
|               | Total Proved                   |  | 398.6 |  | 362.7 |  | 52.6 |  | 46.6 |  | 1,824.2 |  | 1,576.8 |  | 3,497.0 |  | 2,669.1 |  | 60.4 |  | 38.0
|               |                                | 
|               | Total Probable                 |  | 287.0 |  | 256.3 |  | 9.3  |  | 7.8  |  | 1,014.8 |  | 871.5   |  | 1,532.2 |  | 1,193.7 |  | 23.4 |  | 15.6
|               |                                | 
|               | Total Proved Plus Probable     |  | 685.6 |  | 619.0 |  | 61.9 |  | 54.4 |  | 2,839.0 |  | 2,448.3 |  | 5,029.2 |  | 3,862.8 |  | 83.8 |  | 53.6
|              

TALISMAN ENERGYANNUAL INFORMATION
FORM69

---



Future Net Revenue (Forecast Prices and Costs)

Net Present Values of Future Net Revenue  Forecast Prices and Costs1  ($ Millions)

|                |                                | Before Deducting Income Taxes |          | After Deducting Income Taxes
|--------------- | ------------------------------ | ----------------------------- | -------- | ----------------------------
|                |                                | 0%                            |          | 5%                          
|               
|Canada          |                                |                               |          |                             
|                |                                |                              
|                | Proved Developed Producing     |                               | 4,704.4  |                             
|                |                                |                              
|                | Proved Developed Non-Producing |                               | 298.3    |                             
|                |                                |                              
|                | Proved Undeveloped             |                               | 1,000.7  |                             
|                |                                |                              
|                | Total Proved                   |                               | 6,003.4  |                             
|                |                                |                              
|                | Total Probable                 |                               | 3,393.7  |                             
|                |                                |                              
|                | Total Proved Plus Probable     |                               | 9,397.1  |                             
|               
|United States   |                                |                               |          |                             
|                |                                |                              
|                | Proved Developed Producing     |                               | 2,365.0  |                             
|                |                                |                              
|                | Proved Developed Non-Producing |                               | 584.2    |                             
|                |                                |                              
|                | Proved Undeveloped             |                               | 2,998.0  |                             
|                |                                |                              
|                | Total Proved                   |                               | 5,947.2  |                             
|                |                                |                              
|                | Total Probable                 |                               | 5,352.6  |                             
|                |                                |                              
|                | Total Proved Plus Probable     |                               | 11,299.8 |                             
|               
|UK              |                                |                               |          |                             
|                |                                |                              
|                | Proved Developed Producing     |                               | 1,296.2  |                             
|                |                                |                              
|                | Proved Developed Non-Producing |                               | 348.8    |                             
|                |                                |                              
|                | Proved Undeveloped             |                               | 1,998.6  |                             
|                |                                |                              
|                | Total Proved                   |                               | 3,643.6  |                             
|                |                                |                              
|                | Total Probable                 |                               | 9,693.4  |                             
|                |                                |                              
|                | Total Proved Plus Probable     |                               | 13,337.0 |                             
|               
|Scandinavia     |                                |                               |          |                             
|                |                                |                              
|                | Proved Developed Producing     |                               | 529.1    |                             
|                |                                |                              
|                | Proved Developed Non-Producing |                               |         |                             
|                |                                |                              
|                | Proved Undeveloped             |                               | 971.5    |                             
|                |                                |                              
|                | Total Proved                   |                               | 1,500.6  |                             
|                |                                |                              
|                | Total Probable                 |                               | 2,328.5  |                             
|                |                                |                              
|                | Total Proved Plus Probable     |                               | 3,829.1  |                             
|               
|Southeast Asia2 |                                |                               |          |                             
|                |                                |                              
|                | Proved Developed Producing     |                               | 4,911.5  |                             
|                |                                |                              
|                | Proved Developed Non-Producing |                               | 555.8    |                             
|                |                                |                              
|                | Proved Undeveloped             |                               | 3,684.0  |                             
|                |                                |                              
|                | Total Proved                   |                               | 9,151.3  |                             
|                |                                |                              
|                | Total Probable                 |                               | 6,559.9  |                             
|                |                                |                              
|                | Total Proved Plus Probable     |                               | 15,711.2 |                             
|               

70TALISMAN ENERGYANNUAL INFORMATION
FORM

---



|Other3 |                                |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |         
|------ | ------------------------------ |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | --------
|       |                                | 
|       | Proved Developed Producing     |  | 586.4    |  | 516.7    |  | 462.3    |  | 418.8    |  | 383.4    |  | 367.6    |  | 325.9    |  | 293.1    |  | 266.8    |  | 245.2   
|       |                                | 
|       | Proved Developed Non-Producing |  |         |  |         |  |         |  |         |  |         |  |         |  |         |  |         |  |         |  |        
|       |                                | 
|       | Proved Undeveloped             |  | 576.0    |  | 424.2    |  | 320.4    |  | 246.8    |  | 193.1    |  | 402.8    |  | 299.9    |  | 228.3    |  | 176.8    |  | 138.5   
|       |                                | 
|       | Total Proved                   |  | 1,162.4  |  | 941.0    |  | 782.7    |  | 665.7    |  | 576.5    |  | 770.4    |  | 625.8    |  | 521.5    |  | 443.5    |  | 383.7   
|       |                                | 
|       | Total Probable                 |  | 1,214.2  |  | 826.4    |  | 575.3    |  | 407.7    |  | 292.7    |  | 806.1    |  | 539.5    |  | 363.6    |  | 245.4    |  | 164.3   
|       |                                | 
|       | Total Proved Plus Probable     |  | 2,376.6  |  | 1,767.3  |  | 1,358.0  |  | 1,073.4  |  | 869.2    |  | 1,576.5  |  | 1,165.3  |  | 885.0    |  | 688.9    |  | 548.0   
|      
|Total  |                                |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |         
|       |                                | 
|       | Proved Developed Producing     |  | 14,392.6 |  | 13,367.5 |  | 11,850.7 |  | 10,598.7 |  | 9,595.2  |  | 11,289.0 |  | 10,001.7 |  | 8,698.2  |  | 7,710.4  |  | 6,951.6 
|       |                                | 
|       | Proved Developed Non-Producing |  | 1,787.1  |  | 1,311.7  |  | 1,031.6  |  | 846.6    |  | 715.0    |  | 1,166.1  |  | 905.3    |  | 742.5    |  | 628.3    |  | 542.6   
|       |                                | 
|       | Proved Undeveloped             |  | 11,228.8 |  | 7,395.0  |  | 5,229.4  |  | 3,861.3  |  | 2,935.1  |  | 5,978.2  |  | 3,737.8  |  | 2,508.9  |  | 1,750.2  |  | 1,245.7 
|       |                                | 
|       | Total Proved                   |  | 27,408.5 |  | 22,074.3 |  | 18,111.6 |  | 15,306.7 |  | 13,245.3 |  | 18,433.3 |  | 14,644.9 |  | 11,949.6 |  | 10,088.9 |  | 8,739.9 
|       |                                | 
|       | Total Probable                 |  | 28,542.3 |  | 16,337.5 |  | 10,967.6 |  | 7,940.6  |  | 6,027.0  |  | 14,985.4 |  | 8,061.5  |  | 5,166.5  |  | 3,581.9  |  | 2,599.3 
|       |                                | 
|       | Total Proved Plus Probable     |  | 55,950.8 |  | 38,411.7 |  | 29,079.3 |  | 23,247.2 |  | 19,272.3 |  | 33,418.7 |  | 22,706.4 |  | 17,116.1 |  | 13,670.8 |  | 11,339.2
|      

TALISMAN ENERGYANNUAL INFORMATION
FORM71

---



Elements of Future Net Revenue

Future Net Revenue  (Undiscounted)  Forecast Prices and Costs  ($ Millions)

|                |                      | Revenue |           | Royalties |          | Operating
Costs |          | Development
Costs |          | Abandonment
and Reclamation
Costs |         | Future Net
Revenue Before
Income Taxes |          | Income
Taxes1 |          | Future Net
Revenue After
Income Taxes |         
|--------------- | -------------------- | ------- | --------- | --------- | -------- | --------------- | -------- | ----------------- | -------- | --------------------------------- | ------- | -------------------------------------- | -------- | ------------- | -------- | ------------------------------------- | --------
|               
|Canada          |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                |                      |        
|                | Proved               |         | 15,863.1  |           | 1,656.3  |                 | 5,491.1  |                   | 1,170.1  |                                   | 1,542.2 |                                        | 6,003.4  |               | 1,472.3  |                                       | 4,531.1 
|                |                      |        
|                | Proved Plus Probable |         | 22,277.4  |           | 2,293.0  |                 | 7,548.5  |                   | 1,471.9  |                                   | 1,566.9 |                                        | 9,397.1  |               | 2,344.0  |                                       | 7,053.1 
|               
|United States   |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                |                      |        
|                | Proved               |         | 10,621.7  |           | 1,538.0  |                 | 1,549.4  |                   | 1,263.6  |                                   | 323.5   |                                        | 5,947.2  |               | 1,297.0  |                                       | 4,650.2 
|                |                      |        
|                | Proved Plus Probable |         | 19,242.9  |           | 2,748.0  |                 | 2,760.9  |                   | 2,004.0  |                                   | 430.2   |                                        | 11,299.8 |               | 3,411.6  |                                       | 7,888.2 
|               
|UK              |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                |                      |        
|                | Proved               |         | 25,067.7  |           | 137.1    |                 | 14,652.0 |                   | 3,085.0  |                                   | 3,550.0 |                                        | 3,643.6  |               | 2,324.9  |                                       | 1,318.7 
|                |                      |        
|                | Proved Plus Probable |         | 41,355.8  |           | 215.1    |                 | 18,703.9 |                   | 5,103.8  |                                   | 3,996.0 |                                        | 13,337.0 |               | 7,965.4  |                                       | 5,371.6 
|               
|Scandinavia     |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                |                      |        
|                | Proved               |         | 5,000.4   |           |         |                 | 2,513.4  |                   | 250.1    |                                   | 736.3   |                                        | 1,500.6  |               | 46.0     |                                       | 1,454.6 
|                |                      |        
|                | Proved Plus Probable |         | 9,799.0   |           |         |                 | 4,581.5  |                   | 582.3    |                                   | 806.1   |                                        | 3,829.1  |               | 1,813.7  |                                       | 2,015.4 
|               
|Southeast Asia2 |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                |                      |        
|                | Proved               |         | 21,451.4  |           | 7,561.0  |                 | 3,299.9  |                   | 1,132.8  |                                   | 306.4   |                                        | 9,151.3  |               | 3,443.0  |                                       | 5,708.3 
|                |                      |        
|                | Proved Plus Probable |         | 36,368.6  |           | 12,863.4 |                 | 5,312.9  |                   | 2,118.6  |                                   | 362.5   |                                        | 15,711.2 |               | 6,197.3  |                                       | 9,513.9 
|               
|Other3          |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                |                      |        
|                | Proved               |         | 3,163.3   |           | 1,493.3  |                 | 371.8    |                   | 123.2    |                                   | 12.6    |                                        | 1,162.4  |               | 392.0    |                                       | 770.4   
|                |                      |        
|                | Proved Plus Probable |         | 5,911.8   |           | 2,228.9  |                 | 733.3    |                   | 516.3    |                                   | 56.7    |                                        | 2,376.6  |               | 800.1    |                                       | 1,576.5 
|               
|Total           |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                |                      |        
|                | Proved               |         | 81,167.6  |           | 12,385.7 |                 | 27,877.6 |                   | 7,024.8  |                                   | 6,471.0 |                                        | 27,408.5 |               | 8,975.2  |                                       | 18,433.3
|                |                      |        
|                | Proved Plus Probable |         | 134,955.5 |           | 20,348.4 |                 | 39,641.0 |                   | 11,796.9 |                                   | 7,218.4 |                                        | 55,950.8 |               | 22,532.1 |                                       | 33,418.7
|               

72TALISMAN ENERGYANNUAL INFORMATION
FORM

---







Future Net Revenue by Production Group

Future Net Revenue by Production Group  Forecast Prices and Costs

|Reserves Category    |  | Production Group      |  | Future Net Revenue
Before Income Taxes
(Discounted at 10%/year)
($ Millions) |  | Per Unit | 
|-------------------- |  | --------------------- |  | ---------------------------------------------------------------------------- |  | -------- | 
|                    
|Proved               |  |                       |  |                                                                              |  |          | 
|                     |  |                      
|                     |  | Light Oil             |  | 7,854.6                                                                      |  | $        | 
|                     |  |                      
|                     |  | Non-Shale Natural Gas |  | 5,749.2                                                                      |  | $        | 
|                     |  |                      
|                     |  | Natural Gas Liquids   |  | 926.9                                                                        |  | $        | 
|                     |  |                      
|                     |  | Shale Gas             |  | 2,687.4                                                                      |  | $        | 
|                     |  |                      
|                     |  | Heavy Oil             |  | 893.6                                                                        |  | $        | 
|                     |  |                      
|                     |  | Total                 |  | 18,111.6                                                                     |  | $        | 
|                    
|Proved Plus Probable |  |                       |  |                                                                              |  |          | 
|                     |  |                      
|                     |  | Light Oil             |  | 16,428.6                                                                     |  | $        | 
|                     |  |                      
|                     |  | Non-Shale Natural Gas |  | 7,008.6                                                                      |  | $        | 
|                     |  |                      
|                     |  | Natural Gas Liquids   |  | 1,260.7                                                                      |  | $        | 
|                     |  |                      
|                     |  | Shale Gas             |  | 3,386.6                                                                      |  | $        | 
|                     |  |                      
|                     |  | Heavy Oil             |  | 994.7                                                                        |  | $        | 
|                     |  |                      
|                     |  | Total                 |  | 29,079.3                                                                     |  | $        | 
|                    

Reconciliation of Changes in Reserves

Talisman is not providing the reserves reconciliation information contemplated by NI 51-101 because, this being the first year of preparing reserves
estimates in accordance with NI 51-101, the estimates as of the prior year end which are required for such reconciliation are not available.

Undeveloped Reserves

The following tables set forth, by product type, the volumes of gross proved undeveloped reserves and gross probable undeveloped reserves that were first attributed as reserves
in 2010. The tables do not include volumes of proved undeveloped and probable undeveloped reserves first attributed in prior years because such information is not available to the Company.

Proved Undeveloped Reserves

|      |  | Light Oil
(mmbbls) |  | Heavy Oil
(mmbbls) |  | Shale Gas
(bcf) |  | Non-Shale
Natural Gas
(bcf) |  | Natural Gas
Liquids
(mmbbls) | 
|----- |  | ------------------ |  | ------------------ |  | --------------- |  | --------------------------- |  | ---------------------------- | 
|     
|20101 |  | 15.5               |  | 1.2                |  | 733.3           |  | 188.7                       |  | 10.1                         | 
|     

Proved undeveloped reserves are those reserves that can be estimated with a high degree of certainty to be recoverable and are expected to be recovered from
known accumulations where a significant expenditure (for example, when compared to the cost of drilling a well) is required to render them capable of production. Talisman's proved undeveloped
reserves were 470 mmboe as at December 31, 2010 which is 34% of Talisman's proved reserves. Talisman plans to develop these reserves over the next five years.

TALISMAN ENERGYANNUAL INFORMATION
FORM73

---



Probable Undeveloped Reserves

|      |  | Light Oil
(mmbbls) |  | Heavy Oil
(mmbbls) |  | Shale Gas
(bcf) |  | Non-Shale
Natural Gas
(bcf) |  | Natural Gas
Liquids
(mmbbls) | 
|----- |  | ------------------ |  | ------------------ |  | --------------- |  | --------------------------- |  | ---------------------------- | 
|     
|20101 |  | 22.6               |  | 0.5                |  | 513.1           |  | 155.4                       |  | 6.9                          | 
|     

Probable undeveloped reserves are those additional reserves that are less certain to be recovered than proved reserves and are expected to be recovered from
known accumulations where a significant expenditure is required to render them capable of production. Talisman's probable undeveloped reserves are 516 mmboe as at December 31, 2010.
Talisman plans to develop over 80% of the probable undeveloped reserves in 5 years.

Future Development Costs

The following tables set forth the development costs ($ millions) deducted in the estimation of future net revenue.

|                    |  | Canada  |  | United States        |  | UK     
|------------------- |  | ------- |  | -------------------- |  | -------
|Year                |  | Proved  |  | Proved Plus
Probable |  | Proved 
|                   
|2011                |  | 209.9   |  | 239.2                |  | 217.0  
|                    |  |        
|2012                |  | 152.9   |  | 206.5                |  | 240.4  
|                    |  |        
|2013                |  | 153.9   |  | 276.0                |  | 160.8  
|                    |  |        
|2014                |  | 151.6   |  | 199.6                |  | 201.3  
|                    |  |        
|2015                |  | 193.4   |  | 236.5                |  | 323.1  
|                    |  |        
|Remainder           |  | 308.4   |  | 314.1                |  | 121.0  
|                   
|Total: Undiscounted |  | 1,170.1 |  | 1,471.9              |  | 1,263.6
|                   

|
|

|                    |  | Scandinavia |  | Southeast Asia1      |  | Other2 
|------------------- |  | ----------- |  | -------------------- |  | -------
|Year                |  | Proved      |  | Proved Plus
Probable |  | Proved 
|                   
|2011                |  | 220.1       |  | 321.2                |  | 253.8  
|                    |  |            
|2012                |  | 15.6        |  | 104.7                |  | 208.6  
|                    |  |            
|2013                |  | 10.6        |  | 145.9                |  | 135.3  
|                    |  |            
|2014                |  | 1.9         |  | 10.5                 |  | 156.4  
|                    |  |            
|2015                |  | 1.9         |  |                     |  | 129.0  
|                    |  |            
|Remainder           |  |            |  |                     |  | 249.7  
|                   
|Total: Undiscounted |  | 250.1       |  | 582.3                |  | 1,132.8
|                   

Talisman expects to fund future development from internally generated cash flow, existing cash balances, from debt financing and the proceeds of
farm-out arrangements. The only costs of funding future development is the interest associated with debt financing. The interest associated with debt financing is not included in the
reserves and future revenue estimates and would reduce reserves and future net revenue to some degree depending on the funding source utilized. Talisman does not expect interest or other funding costs
would make development of any property uneconomic.

74TALISMAN ENERGYANNUAL INFORMATION
FORM

---



Pricing Assumptions

The pricing assumptions used in the preparation of the estimates of reserves and related future net revenue based on forecast prices and costs are set forth below.

|           |  | Oil1                               |  | Natural Gas                                            |  | Natural
Gas
Liquids       |  |                               |  |                           |  |                        | 
|---------- |  | ---------------------------------- |  | ------------------------------------------------------ |  | ------------------------- |  | ----------------------------- |  | ------------------------- |  | ---------------------- | 
|Year       |  | USA
WTI
Cushing
Oklahoma
($US/bbl) |  | Canada
Western
Canada
Select
Hardisty
Heavy
($Cdn/bbl) |  | UK
Dated
Brent4
($US/bbl) |  | Indonesia
Minas
ICP
($US/bbl) |  | US2
Henry
Hub
(US$/mmbtu) |  | Canada3
AECO-C
($C/gj) | 
|          
|2011       |  | 80.00                              |  | 67.37                                                  |  | 78.60                     |  | 79.80                         |  | 5.00                      |  | 4.47                   | 
|           |  |                                   
|2012       |  | 81.60                              |  | 68.72                                                  |  | 80.10                     |  | 81.40                         |  | 5.61                      |  | 5.02                   | 
|           |  |                                   
|2013       |  | 83.23                              |  | 70.09                                                  |  | 81.73                     |  | 83.13                         |  | 5.72                      |  | 5.12                   | 
|           |  |                                   
|2014       |  | 84.90                              |  | 71.49                                                  |  | 83.40                     |  | 84.80                         |  | 5.84                      |  | 5.22                   | 
|           |  |                                   
|2015       |  | 86.59                              |  | 72.92                                                  |  | 84.99                     |  | 86.49                         |  | 5.95                      |  | 5.32                   | 
|           |  |                                   
|Thereafter |  | +2%/yr                             |  | +2%/yr                                                 |  | +2%/yr                    |  | +2%/yr                        |  | +2%/yr                    |  | +2%/yr                 | 
|          

Weighted average historical prices for the year ended December 31, 2010 were $83.25/bbl for light oil, $65.15/bbl for heavy oil, $4.39/mcf for shale gas,
$6.02/mcf for non-shale natural gas and $64.88/bbl for natural gas liquids.

TALISMAN ENERGYANNUAL INFORMATION
FORM75

---



Definitions

Developed Reservesare those reserves that are expected to be recovered from existing wells and installed facilities or, if
facilities have not been installed, that would involve a low expenditure (for example, when compared to the cost of drilling a well) to put the reserves on production.

Developed Non-Producing Reservesare those reserves that either have not been on production, or have previously been on production, but are
shut-in, and the date of resumption of production is unknown.

Developed Producing Reservesare those reserves that are expected to be recovered from completion intervals open at the time of the estimate. These
reserves may be currently producing or, if shut-in, they must have previously been on production, and the date of resumption of production must be known with reasonable certainty.

Gross Reservesare Talisman's working interest (operating or non-operating) share before deduction of royalties and without including any
royalty interests of Talisman.

Heavy Oilis oil that qualifies for royalties specific to heavy oil, in a jurisdiction that has a royalty regime specific to heavy oil; or is oil with a
density between 10 to 22.3 degrees API (as that term is defined by the American Petroleum Institute), in a jurisdiction that has no royalty regime specific to heavy oil.

Light Oilis a mixture consisting mainly of pentanes and heavier hydrocarbons that exist in the liquid phase in reservoirs and remains liquid at
atmospheric pressure and temperature. Light Oil may contain small amounts of sulphur and other non-hydrocarbons but does not include liquids obtained from the processing of
natural gas.

Natural Gas Liquidsare those hydrocarbon components that can be recovered from natural gas as liquids including, but not limited to, ethane, propane,
butanes, pentanes plus, condensate and small quantities of non-hydrocarbons.

Net Reservesare Talisman's working interest (operating or non-operating) share after deduction of royalty obligations, plus Talisman's
royalty interests in reserves.

Non-Shale Natural Gasis a mixture of lighter hydrocarbons that exist either in the gaseous phase or in solution in light oil in reservoirs
but are gaseous at atmospheric conditions, but which excludes Shale (see definition below). Natural gas may contain sulphur or other non-hydrocarbon compounds.

Probable Reservesare those additional reserves that are less certain to be recovered than proved reserves. It is equally likely that the actual
remaining quantities recovered will be greater or less than the sum of the estimated proved plus probable reserves.

Proved Reservesare those reserves that can be estimated with a high degree of certainty to be recoverable. It is likely that the actual remaining
quantities recovered will exceed the estimated proved reserves.

Shaleis a fine grained sedimentary rock with sufficient organic content from which hydrocarbons have been generated. The very impermeable nature of the
rock requires stimulation techniques which are typically different than those associated with historic "conventional" oil and gas activities.

Undeveloped Reservesare those reserves expected to be recovered from known accumulations where a significant expenditure (for example, when
compared to the cost of drilling a well) is required to render them capable of production. They must fully meet the requirements of the reserves classification (proved, probable, possible) to which
they are assigned.

76TALISMAN ENERGYANNUAL INFORMATION
FORM

---



Wells

The following table sets forth the number of Talisman's producing and non-producing wells as at December 31, 2010.

|                    |  | Oil Wells |  | Natural Gas Wells
|------------------- |  | --------- |  | -----------------
|                    |  | Producing |  | Non-Producing1   
|                    |  | Gross2    |  | Net              
|                   
|Alberta             |  | 985       |  | 884.6            
|                    |  |          
|British Columbia    |  |          |  |                 
|                    |  |          
|Saskatchewan        |  | 197       |  | 136.3            
|                   
|Total Canada        |  | 1,182     |  | 1,020.9          
|                   
|Texas               |  |          |  |                 
|                    |  |          
|New York            |  |          |  |                 
|                    |  |          
|Pennsylvania        |  |          |  |                 
|                   
|Total United States |  |          |  |                 
|                   
|United Kingdom      |  | 148       |  | 103.9            
|                    |  |          
|Norway              |  | 43        |  | 16.6             
|                    |  |          
|Indonesia           |  | 602       |  | 70.0             
|                    |  |          
|Malaysia            |  | 64        |  | 27.5             
|                    |  |          
|Australia           |  | 4         |  | 1.5              
|                    |  |          
|Vietnam             |  | 8         |  | 2.4              
|                    |  |          
|Papua New Guinea    |  |          |  |                 
|                    |  |          
|Algeria             |  | 56        |  | 6.7              
|                   
|Total               |  | 2,107     |  | 1,249.5          
|                   

For further information, please refer to the"Description of the Business"section of this Annual
Information Form.

Properties with No Attributed Reserves

The following table sets out Talisman's holdings of lands with no attributed reserves at December 31, 2010:

|                |  | Properties with no Attributed Reserves
(thousand acres)
|--------------- |  | -------------------------------------------------------
|                |  | Gross                                                  
|               
|Canada1         |  | 8,075.0                                                
|                |  |                                                        
|United States1  |  | 1,946.6                                                
|                |  |                                                        
|UK              |  | 652.9                                                  
|                |  |                                                        
|Scandinavia     |  | 1,561.5                                                
|                |  |                                                        
|Southeast Asia2 |  | 36,906.1                                               
|                |  |                                                        
|Latin America3  |  | 19,120.6                                               
|                |  |                                                        
|Other4          |  | 846.1                                                  
|               
|Total           |  | 69,108.8                                               
|               

TALISMAN ENERGYANNUAL INFORMATION
FORM77

---



Work commitments, categorized as seismic acquisition, geophysical studies or well commitments (land and/or licence commitments), exist in all of Talisman's
geographic areas except for Canada and the United States. The result of not fulfilling a land or a licence commitment could result in the loss of a title document or imposition of a serious
penalty. During 2011-2015, Talisman's total work commitments are estimated to be US$1 billion.

The
estimated net acres of unproved properties that have an expiry date within one year are as follows: Canada  508,000;
United States  72,000; UK  800; and Latin America  163,000.

Forward Contracts

Future commitments to buy, sell, exchange, process and transport oil or gas of the Company are described under note 16 entitled "Contingencies and Commitments" in the
audited Consolidated Financial Statements of the Company for the year ended December 31, 2010, which is incorporated herein by reference.

Abandonment and Reclamation Costs

In estimating abandonment and reclamation costs, management develops a number of possible abandonment scenarios to which probabilities are assigned based on management's
reasonable judgment. Estimates of abandonment costs are subject to uncertainty associated with the method, timing and extent of future retirement activities. As at December 31, 2010, Talisman's
estimated total future abandonment and reclamation costs, net of estimated salvage value, was $1.4 billion discounted at 10% ($4.5 billion undiscounted). Of this amount, the abandonment
and reclamation costs expected to be incurred which are not deducted in estimating the total proved plus probable future net revenue at forecast prices and costs amounted to $167 million
discounted at 10% ($429 million undiscounted). Talisman expects to incur abandonment and reclamation costs in respect of 4,624.8 net wells. Talisman expects to pay approximately
$71 million of total abandonment and reclamation costs in the next three financial years, in total.

Costs Incurred

The following table summarizes the capital expenditures made by Talisman on oil and natural gas properties for the year ended December 31, 2010.

|($ millions)   |  | Property Acquisition Costs |  | Exploration Costs   |  | Development Costs
|-------------- |  | -------------------------- |  | ------------------- |  | -----------------
|              
|               |  | Proved Properties          |  | Unproved Properties |  |                  
|               |  |                            |  |                     |  |                  
|Canada         |  | 5                          |  | 3                   |  | 186              
|               |  |                           
|United States  |  | 127                        |  | 1,061               |  | 19               
|               |  |                           
|UK             |  |                           |  |                    |  | 96               
|               |  |                           
|Scandinavia    |  |                           |  | 762                 |  | 89               
|               |  |                           
|Southeast Asia |  | 122                        |  | 104                 |  | 240              
|               |  |                           
|Other1         |  |                           |  | 84                  |  | 260              
|              
|Total          |  | 254                        |  | 2,014               |  | 890              
|              

78TALISMAN ENERGYANNUAL INFORMATION
FORM

---





Exploration and Development Activities

For a description of Talisman's most important current and likely exploration and development activities, please refer to the"Description of the
Business"section of this Annual Information Form. The following tables set forth the number of wells completed in the year ended December 31, 2010:

|                |                    | Exploratory Wells1 |    | Development Wells |      | Total
|--------------- | ------------------ | ------------------ | -- | ----------------- | ---- | -----
|                |                    | Gross              |    | Net               |      | Gross
|               
|Canada          |                    |                    |    |                   |      |      
|                |                    |                   
|                | Oil                |                    | 7  |                   | 7.0  |      
|                |                    |                   
|                | Gas                |                    | 17 |                   | 12.3 |      
|                |                    |                   
|                | Service            |                    |   |                   |     |      
|                |                    |                   
|                | Stratigraphic Test |                    |   |                   |     |      
|                |                    |                   
|                | Dry                |                    |   |                   |     |      
|               
|                | Total              |                    | 24 |                   | 19.3 |      
|               
|United States   |                    |                    |    |                   |      |      
|                |                    |                   
|                | Oil                |                    |   |                   |     |      
|                |                    |                   
|                | Gas                |                    | 27 |                   | 26.4 |      
|                |                    |                   
|                | Service            |                    |   |                   |     |      
|                |                    |                   
|                | Stratigraphic Test |                    |   |                   |     |      
|                |                    |                   
|                | Dry                |                    |   |                   |     |      
|               
|                | Total              |                    | 27 |                   | 26.4 |      
|               
|UK              |                    |                    |    |                   |      |      
|                |                    |                   
|                | Oil                |                    |   |                   |     |      
|                |                    |                   
|                | Gas                |                    |   |                   |     |      
|                |                    |                   
|                | Service            |                    |   |                   |     |      
|                |                    |                   
|                | Stratigraphic Test |                    |   |                   |     |      
|                |                    |                   
|                | Dry                |                    | 2  |                   | 1.5  |      
|               
|                | Total              |                    | 2  |                   | 1.5  |      
|               
|Scandinavia     |                    |                    |    |                   |      |      
|                |                    |                   
|                | Oil                |                    |   |                   |     |      
|                |                    |                   
|                | Gas                |                    |   |                   |     |      
|                |                    |                   
|                | Service            |                    |   |                   |     |      
|                |                    |                   
|                | Stratigraphic Test |                    |   |                   |     |      
|                |                    |                   
|                | Dry                |                    | 2  |                   | 0.2  |      
|               
|                | Total              |                    | 2  |                   | 0.2  |      
|               
|Southeast Asia2 |                    |                    |    |                   |      |      
|                |                    |                   
|                | Oil                |                    |   |                   |     |      
|                |                    |                   
|                | Gas                |                    | 1  |                   | 0.4  |      
|                |                    |                   
|                | Service            |                    |   |                   |     |      
|                |                    |                   
|                | Stratigraphic Test |                    |   |                   |     |      
|                |                    |                   
|                | Dry                |                    | 4  |                   | 1.3  |      
|               
|                | Total              |                    | 5  |                   | 1.7  |      
|               
|Latin America   |                    |                    |    |                   |      |      
|                |                    |                   
|                | Oil                |                    |   |                   |     |      
|                |                    |                   
|                | Gas                |                    |   |                   |     |      
|                |                    |                   
|                | Service            |                    |   |                   |     |      
|                |                    |                   
|                | Stratigraphic Test |                    |   |                   |     |      
|                |                    |                   
|                | Dry                |                    | 1  |                   | 0.7  |      
|               
|                | Total              |                    | 1  |                   | 0.7  |      
|               
|Other3          |                    |                    |    |                   |      |      
|                |                    |                   
|                | Oil                |                    |   |                   |     |      
|                |                    |                   
|                | Gas                |                    |   |                   |     |      
|                |                    |                   
|                | Service            |                    |   |                   |     |      
|                |                    |                   
|                | Stratigraphic Test |                    |   |                   |     |      
|                |                    |                   
|                | Dry                |                    |   |                   |     |      
|               
|                | Total              |                    |   |                   |     |      
|               

TALISMAN ENERGYANNUAL INFORMATION
FORM79

---



Production Estimates

The following table sets forth the volume of working interest production, before royalties, estimated for 2011, which is reflected in the estimate of future net revenue
disclosed in the tables of reserve information in respect of gross proved and probable reserves:

|                           |  | Light Oil(mmbbls) |  | Heavy Oil(mmbbls) |  | Shale Gas(bcf) |  | Non-Shale
Natural Gas(bcf) |  | Natural Gas
Liquids(mmbbls) | 
|-------------------------- |  | ----------------- |  | ----------------- |  | -------------- |  | -------------------------- |  | --------------------------- | 
|                          
|Canada                     |  |                   |  |                   |  |                |  |                            |  |                             | 
|                           |  |                  
|Total Proved               |  | 1,027.8           |  | 5,395.4           |  | 30,916.3       |  | 136,169.1                  |  | 1,546.4                     | 
|                           |  |                  
|Total Probable             |  | 165.5             |  | 104.2             |  | 88.5           |  | 4,242.7                    |  | 69.2                        | 
|                          
|Total Proved Plus Probable |  | 1,193.3           |  | 5,499.7           |  | 31,004.7       |  | 140,411.8                  |  | 1,615.6                     | 
|                          
|United States              |  |                   |  |                   |  |                |  |                            |  |                             | 
|                           |  |                  
|Total Proved               |  |                  |  |                  |  | 127,271.9      |  | 11,458.4                   |  | 750.2                       | 
|                           |  |                  
|Total Probable             |  |                  |  |                  |  | 111.6          |  | 116.8                      |  | 1.8                         | 
|                          
|Total Proved Plus Probable |  |                  |  |                  |  | 127,383.5      |  | 11,575.2                   |  | 752.0                       | 
|                          
|UK                         |  |                   |  |                   |  |                |  |                            |  |                             | 
|                           |  |                  
|Total Proved               |  | 27,604.9          |  |                  |  |               |  | 3,067.7                    |  | 312.3                       | 
|                           |  |                  
|Total Probable             |  | 5,033.5           |  |                  |  |               |  | 1,059.5                    |  | 68.6                        | 
|                          
|Total Proved Plus Probable |  | 32,638.5          |  |                  |  |               |  | 4,127.2                    |  | 380.9                       | 
|                          
|Scandinavia                |  |                   |  |                   |  |                |  |                            |  |                             | 
|                           |  |                  
|Total Proved               |  | 12,694.5          |  |                  |  |               |  | 24,364.6                   |  | 698.6                       | 
|                           |  |                  
|Total Probable             |  | 3,630.1           |  |                  |  |               |  | 855.7                      |  | 77.3                        | 
|                          
|Total Proved Plus Probable |  | 16,324.6          |  |                  |  |               |  | 25,220.3                   |  | 775.9                       | 
|                          
|Southeast Asia1            |  |                   |  |                   |  |                |  |                            |  |                             | 
|                           |  |                  
|Total Proved               |  | 10,801.1          |  |                  |  |               |  | 184,315.5                  |  | 2,411.6                     | 
|                           |  |                  
|Total Probable             |  | 1,335.7           |  |                  |  |               |  | 889.3                      |  | 43.6                        | 
|                          
|Total Proved Plus Probable |  | 12,136.7          |  |                  |  |               |  | 185,204.8                  |  | 2,455.2                     | 
|                          
|Other2                     |  |                   |  |                   |  |                |  |                            |  |                             | 
|                           |  |                  
|Total Proved               |  | 4,582.9           |  |                  |  |               |  |                           |  |                            | 
|                           |  |                  
|Total Probable             |  | 630.0             |  |                  |  |               |  |                           |  |                            | 
|                          
|Total Proved Plus Probable |  | 5,212.8           |  |                  |  |               |  |                           |  |                            | 
|                          
|Total                      |  |                   |  |                   |  |                |  |                            |  |                             | 
|                           |  |                  
|Total Proved               |  | 56,711.2          |  | 5,395.4           |  | 158,188.2      |  | 359,375.2                  |  | 5,719.0                     | 
|                           |  |                  
|Total Probable             |  | 10,794.8          |  | 104.2             |  | 200.0          |  | 7,164.1                    |  | 260.5                       | 
|                          
|Total Proved Plus Probable |  | 67,505.9          |  | 5,499.7           |  | 158,388.3      |  | 366,539.3                  |  | 5,979.5                     | 
|                          

80TALISMAN ENERGYANNUAL INFORMATION
FORM

---





Production History

Average Daily Production and Netback Information

The following table sets forth certain information in respect of production, product prices received, royalties, production costs and netbacks
received by Talisman for each quarter of 2010 and the total for 2010:

|              |                                | Quarter Ended                  |  |         |   |             
|------------- | ------------------------------ | ------------------------------ |  | ------- | - | ------------
|
|              |                                | March 31                       |  | June 30 |   | September 30
|             
|Canada        |                                |                                |  |         |   |             
|              |                                |                               
|              | Average Gross Daily Production |                                |  |         |   |             
|              |                                |                               
|              |                                | Light Oil (bbl/d)              |  | 4,151   |   | 3,321       
|              |                                |                               
|              |                                | Shale Gas (mmcf/d)             |  | 24      |   | 23          
|              |                                |                               
|              |                                | Non-Shale Natural Gas (mmcf/d) |  | 637     |   | 590         
|              |                                |                               
|              |                                | Natural Gas Liquids (bbl/d)    |  | 7,676   |   | 7,576       
|              |                                |                               
|              |                                | Heavy Oil (bbl/d)              |  | 13,986  |   | 14,154      
|              |                                |                               
|              | Average Prices Received        |                                |  |         |   |             
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 82.17   |   | 79.15       
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  | 5.44    |   | 3.16        
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 5.86    |   | 4.87        
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 61.85   |   | 54.62       
|              |                                |                               
|              |                                | Heavy Oil ($/bbl)              |  | 70.27   |   | 62.59       
|              |                                |                               
|              | Royalties                      |                                |  |         |   |             
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 14.46   |   | 11.30       
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  | (0.01   | ) | (0.43       
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 0.55    |   | 0.02        
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 21.35   |   | 10.08       
|              |                                |                               
|              |                                | Heavy Oil ($/bbl)              |  | 14.14   |   | 11.98       
|              |                                |                               
|              | Production Costs               |                                |  |         |   |             
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 19.40   |   | 25.10       
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  | 1.05    |   | 1.07        
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.67    |   | 1.50        
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 10.02   |   | 9.00        
|              |                                |                               
|              |                                | Heavy Oil ($/bbl)              |  | 12.48   |   | 13.33       
|              |                                |                               
|              | Netback Received               |                                |  |         |   |             
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 48.31   |   | 42.75       
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  | 4.40    |   | 2.52        
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 3.64    |   | 3.35        
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 30.48   |   | 35.54       
|              |                                |                               
|              |                                | Heavy Oil ($/bbl)              |  | 43.65   |   | 37.28       
|             
|United States |                                |                                |  |         |   |             
|              |                                |                               
|              | Average Gross Daily Production |                                |  |         |   |             
|              |                                |                               
|              |                                | Light Oil (bbl/d)              |  | -       |   | -           
|              |                                |                               
|              |                                | Shale Gas (mmcf/d)             |  | 86      |   | 145         
|              |                                |                               
|              |                                | Non-Shale Natural Gas (mmcf/d) |  | 40      |   | 39          
|              |                                |                               
|              |                                | Natural Gas Liquids (bbl/d)    |  | -       |   | 114         
|              |                                |                               

TALISMAN ENERGYANNUAL INFORMATION
FORM81

---



|   | Average Prices Received        |                                |  |        |  |        |  |        |  |        |  |        | 
|-- | ------------------------------ | ------------------------------ |  | ------ |  | ------ |  | ------ |  | ------ |  | ------ | 
|   |                                |                               
|   |                                | Light Oil ($/bbl)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   |                                | Shale Gas ($/mcf)              |  | 5.72   |  | 4.57   |  | 4.66   |  | 4.03   |  | 4.53   | 
|   |                                |                               
|   |                                | Non-Shale Natural Gas ($/mcf)  |  | 5.74   |  | 4.52   |  | 4.73   |  | 3.92   |  | 4.84   | 
|   |                                |                               
|   |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | 59.32  |  | 44.37  |  | 56.48  |  | 51.79  | 
|   |                                |                               
|   | Royalties                      |                                |  |        |  |        |  |        |  |        |  |        | 
|   |                                |                               
|   |                                | Light Oil ($/bbl)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   |                                | Shale Gas ($/mcf)              |  | 0.79   |  | 0.63   |  | 0.70   |  | 0.61   |  | 0.66   | 
|   |                                |                               
|   |                                | Non-Shale Natural Gas ($/mcf)  |  | 0.81   |  | 0.64   |  | 0.66   |  | 0.58   |  | 0.69   | 
|   |                                |                               
|   |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | 9.76   |  | 12.98  |  | 8.78   |  | 10.67  | 
|   |                                |                               
|   | Production Costs               |                                |  |        |  |        |  |        |  |        |  |        | 
|   |                                |                               
|   |                                | Light Oil ($/bbl)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   |                                | Shale Gas ($/mcf)              |  | 0.57   |  | 0.45   |  | 0.46   |  | 0.50   |  | 0.49   | 
|   |                                |                               
|   |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.02   |  | 0.97   |  | 1.25   |  | 2.33   |  | 1.26   | 
|   |                                |                               
|   |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | 5.82   |  | 7.50   |  | 13.98  |  | 7.56   | 
|   |                                |                               
|   | Netback Received               |                                |  |        |  |        |  |        |  |        |  |        | 
|   |                                |                               
|   |                                | Light Oil ($/bbl)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   |                                | Shale Gas ($/mcf)              |  | 4.36   |  | 3.49   |  | 3.50   |  | 2.92   |  | 3.38   | 
|   |                                |                               
|   |                                | Non-Shale Natural Gas ($/mcf)  |  | 3.91   |  | 2.91   |  | 2.82   |  | 1.01   |  | 2.89   | 
|   |                                |                               
|   |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | 43.74  |  | 23.89  |  | 33.72  |  | 33.56  | 
|  
|UK |                                |                                |  |        |  |        |  |        |  |        |  |       
|   |                                |                               
|   | Average Gross Daily Production |                                |  |        |  |        |  |        |  |        |  |        | 
|   |                                |                               
|   |                                | Light Oil (bbl/d)              |  | 82,200 |  | 60,634 |  | 67,697 |  | 81,534 |  | 73,000 | 
|   |                                |                               
|   |                                | Shale Gas (mmcf/d)             |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   |                                | Non-Shale Natural Gas (mmcf/d) |  | 17     |  | 18     |  | 16     |  | 11     |  | 16     | 
|   |                                |                               
|   |                                | Natural Gas Liquids (bbl/d)    |  | 866    |  | 761    |  | 1,455  |  | 1,206  |  | 1,074  | 
|   |                                |                               
|   | Average Prices Received        |                                |  |        |  |        |  |        |  |        |  |        | 
|   |                                |                               
|   |                                | Light Oil ($/bbl)              |  | 79.76  |  | 80.46  |  | 80.64  |  | 87.16  |  | 82.19  | 
|   |                                |                               
|   |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   |                                | Non-Shale Natural Gas ($/mcf)  |  | 5.16   |  | 3.62   |  | 4.95   |  | 5.42   |  | 4.72   | 
|   |                                |                               
|   |                                | Natural Gas Liquids ($/bbl)    |  | 55.03  |  | 35.29  |  | 43.88  |  | 59.08  |  | 48.88  | 
|   |                                |                               
|   | Royalties                      |                                |  |        |  |        |  |        |  |        |  |        | 
|   |                                |                               
|   |                                | Light Oil ($/bbl)              |  | 0.25   |  | 0.37   |  | 0.17   |  | 0.25   |  | 0.25   | 
|   |                                |                               
|   |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   |                                | Non-Shale Natural Gas ($/mcf)  |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   | Production Costs               |                                |  |        |  |        |  |        |  |        |  |        | 
|   |                                |                               
|   |                                | Light Oil ($/bbl)              |  | 31.64  |  | 37.49  |  | 32.69  |  | 26.41  |  | 31.62  | 
|   |                                |                               
|   |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|   |                                |                               
|   |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.35   |  | 1.17   |  | 1.19   |  | 1.62   |  | 1.31   | 
|   |                                |                               
|   |                                | Natural Gas Liquids ($/bbl)    |  | 8.10   |  | 7.02   |  | 7.14   |  | 9.72   |  | 7.86   | 
|   |                                |                               

82TALISMAN ENERGYANNUAL INFORMATION
FORM

---



|               | Netback Received               |                                |  |        |  |        |  |        |  |        |  |        | 
|-------------- | ------------------------------ | ------------------------------ |  | ------ |  | ------ |  | ------ |  | ------ |  | ------ | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 47.87  |  | 42.60  |  | 47.78  |  | 60.50  |  | 50.32  | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 3.81   |  | 2.45   |  | 3.76   |  | 3.80   |  | 3.41   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 46.93  |  | 28.27  |  | 36.74  |  | 49.36  |  | 41.02  | 
|              
|Scandinavia    |                                |                                |  |        |  |        |  |        |  |        |  |       
|               |                                |                               
|               | Average Gross Daily Production |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil (bbl/d)              |  | 41,583 |  | 36,460 |  | 32,252 |  | 35,599 |  | 36,445 | 
|               |                                |                               
|               |                                | Shale Gas (mmcf/d)             |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas (mmcf/d) |  | 91     |  | 73     |  | 91     |  | 98     |  | 88     | 
|               |                                |                               
|               |                                | Natural Gas Liquids (bbl/d)    |  | 2,719  |  | 1,996  |  | 2,790  |  | 2,602  |  | 2,527  | 
|               |                                |                               
|               | Average Prices Received        |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 83.04  |  | 81.34  |  | 83.71  |  | 92.09  |  | 84.99  | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 5.94   |  | 5.85   |  | 7.40   |  | 7.93   |  | 6.86   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 66.81  |  | 57.36  |  | 57.65  |  | 79.80  |  | 65.77  | 
|               |                                |                               
|               | Royalties                      |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               | Production Costs               |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 22.79  |  | 22.59  |  | 22.26  |  | 23.82  |  | 23.32  | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 2.01   |  | 1.99   |  | 1.90   |  | 1.67   |  | 1.89   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 12.06  |  | 11.94  |  | 11.40  |  | 10.02  |  | 11.34  | 
|               |                                |                               
|               | Netback Received               |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 60.25  |  | 58.75  |  | 61.45  |  | 68.27  |  | 61.67  | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 3.93   |  | 3.86   |  | 5.50   |  | 6.26   |  | 4.97   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 54.75  |  | 45.42  |  | 46.25  |  | 69.78  |  | 54.43  | 
|              
|Southeast Asia |                                |                                |  |        |  |        |  |        |  |        |  |       
|               |                                |                               
|               | Average Gross Daily Production |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil (bbl/d)              |  | 35,848 |  | 39,774 |  | 33,741 |  | 30,117 |  | 34,851 | 
|               |                                |                               
|               |                                | Shale Gas (mmcf/d)             |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas (mmcf/d) |  | 473    |  | 488    |  | 512    |  | 469    |  | 485    | 
|               |                                |                               
|               |                                | Natural Gas Liquids (bbl/d)    |  | 3,712  |  | 3,647  |  | 3,599  |  | 3,564  |  | 3,630  | 
|               |                                |                               
|               | Average Prices Received        |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 78.92  |  | 81.03  |  | 78.27  |  | 95.12  |  | 82.89  | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 6.98   |  | 6.77   |  | 6.73   |  | 7.22   |  | 6.92   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 82.97  |  | 86.26  |  | 79.26  |  | 85.35  |  | 83.45  | 
|               |                                |                               

TALISMAN ENERGYANNUAL INFORMATION
FORM83

---



|      | Royalties                      |                                |  |        |  |        |  |        |  |        |  |        | 
|----- | ------------------------------ | ------------------------------ |  | ------ |  | ------ |  | ------ |  | ------ |  | ------ | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 28.67  |  | 35.27  |  | 29.88  |  | 41.10  |  | 33.55  | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | 2.00   |  | 2.09   |  | 1.94   |  | 2.32   |  | 2.09   | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | 55.84  |  | 55.44  |  | 49.80  |  | 55.44  |  | 54.13  | 
|      |                                |                               
|      | Production Costs               |                                |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 15.36  |  | 14.01  |  | 17.05  |  | 22.21  |  | 16.88  | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | 0.74   |  | 0.76   |  | 0.66   |  | 1.14   |  | 0.83   | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | 4.44   |  | 4.56   |  | 3.96   |  | 6.84   |  | 4.98   | 
|      |                                |                               
|      | Netback Received               |                                |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 34.89  |  | 31.75  |  | 31.34  |  | 31.81  |  | 32.46  | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | 4.24   |  | 3.92   |  | 4.13   |  | 3.76   |  | 4.00   | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | 22.69  |  | 26.26  |  | 25.50  |  | 23.07  |  | 24.34  | 
|     
|Other |                                |                                |  |        |  |        |  |        |  |        |  |       
|      |                                |                               
|      | Average Gross Daily Production |                                |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Light Oil (bbl/d)              |  | 14,176 |  | 13,470 |  | 13,312 |  | 14,972 |  | 13,983 | 
|      |                                |                               
|      |                                | Shale Gas (mmcf/d)             |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas (mmcf/d) |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Natural Gas Liquids (bbl/d)    |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      | Average Prices Received        |                                |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 78.31  |  | 77.31  |  | 85.00  |  | 98.67  |  | 85.17  | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      | Royalties                      |                                |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 43.33  |  | 40.26  |  | 42.57  |  | 53.39  |  | 45.13  | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      | Production Costs               |                                |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 7.37   |  | 6.42   |  | 7.21   |  | 6.66   |  | 6.91   | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      | Netback Received               |                                |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 27.61  |  | 30.63  |  | 35.22  |  | 38.62  |  | 33.13  | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | -      |  | -      |  | -      |  | -      |  | -      | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | -      |  | -      |  | -      |  | -      |  | -      | 
|     

84TALISMAN ENERGYANNUAL INFORMATION
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|Total |                                |                                |  |         |  |         |  |         |  |         |  |        
|----- | ------------------------------ | ------------------------------ |  | ------- |  | ------- |  | ------- |  | ------- |  | -------
|      |                                |                               
|      | Average Gross Daily Production |                                |  |         |  |         |  |         |  |         |  |        
|      |                                |                               
|      |                                | Light Oil (bbl/d)              |  | 177,958 |  | 153,659 |  | 147,739 |  | 162,784 |  | 160,458
|      |                                |                               
|      |                                | Shale Gas (mmcf/d)             |  | 110     |  | 168     |  | 241     |  | 340     |  | 216    
|      |                                |                               
|      |                                | Non-Shale Natural Gas (mmcf/d) |  | 1,258   |  | 1,208   |  | 1,127   |  | 1,018   |  | 1,152  
|      |                                |                               
|      |                                | Natural Gas Liquids (bbl/d)    |  | 14,973  |  | 14,094  |  | 13,693  |  | 12,484  |  | 13,805 
|      |                                |                               
|      |                                | Heavy Oil (bbl/d)              |  | 13,986  |  | 14,154  |  | 14,289  |  | 15,100  |  | 14,385 
|      |                                |                               
|      | Average Prices Received        |                                |  |         |  |         |  |         |  |         |  |        
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 80.30   |  | 80.51   |  | 81.21   |  | 90.80   |  | 83.25  
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | 5.66    |  | 4.38    |  | 4.52    |  | 3.91    |  | 4.39   
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | 6.27    |  | 5.66    |  | 5.90    |  | 6.23    |  | 6.02   
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | 67.59   |  | 62.19   |  | 60.92   |  | 69.07   |  | 64.88  
|      |                                |                               
|      |                                | Heavy Oil ($/bbl)              |  | 70.27   |  | 62.59   |  | 62.39   |  | 65.51   |  | 65.15  
|      |                                |                               
|      | Royalties                      |                                |  |         |  |         |  |         |  |         |  |        
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 9.68    |  | 13.05   |  | 10.81   |  | 12.71   |  | 11.52  
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | 0.61    |  | 0.48    |  | 0.63    |  | 0.52    |  | 0.55   
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.06    |  | 0.88    |  | 1.02    |  | 1.21    |  | 1.03   
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | 24.78   |  | 19.76   |  | 21.28   |  | 21.10   |  | 21.79  
|      |                                |                               
|      |                                | Heavy Oil ($/bbl)              |  | 14.14   |  | 11.98   |  | 12.66   |  | 11.53   |  | 12.55  
|      |                                |                               
|      | Production Costs               |                                |  |         |  |         |  |         |  |         |  |        
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 23.06   |  | 23.85   |  | 23.88   |  | 22.11   |  | 23.20  
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | 0.68    |  | 0.53    |  | 0.62    |  | 0.72    |  | 0.65   
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.47    |  | 1.43    |  | 1.33    |  | 1.66    |  | 1.47   
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | 8.82    |  | 8.58    |  | 7.98    |  | 9.96    |  | 8.82   
|      |                                |                               
|      |                                | Heavy Oil ($/bbl)              |  | 12.48   |  | 13.33   |  | 14.63   |  | 10.14   |  | 12.71  
|      |                                |                               
|      | Netback Received               |                                |  |         |  |         |  |         |  |         |  |        
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 47.56   |  | 43.61   |  | 46.52   |  | 55.98   |  | 48.53  
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  | 4.37    |  | 3.37    |  | 3.27    |  | 2.67    |  | 3.19   
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | 3.74    |  | 3.35    |  | 3.55    |  | 3.36    |  | 3.52   
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  | 33.99   |  | 33.85   |  | 31.66   |  | 38.01   |  | 34.27  
|      |                                |                               
|      |                                | Heavy Oil ($/bbl)              |  | 43.65   |  | 37.28   |  | 35.10   |  | 43.84   |  | 39.89  
|     

TALISMAN ENERGYANNUAL INFORMATION
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Schedule B  Report on
NI 51-101 Reserves Data by Talisman's Internal Qualified Reserves Evaluator

To the Board of Directors of Talisman Energy Inc. (the "Company"):



|Location of Reserves     |  | Net Present Value of Future Net Revenue (Before
Income Taxes, 10% Discount Rate) (C$ millions) | 
|------------------------ |  | ---------------------------------------------------------------------------------------------- | 
|                        
|Canada                   |  | 4,315.5                                                                                        | 
|                         |  |                                                                                               
|US                       |  | 3,197.6                                                                                        | 
|                         |  |                                                                                               
|UK                       |  | 8,803.5                                                                                        | 
|                         |  |                                                                                               
|Scandinavia              |  | 3,225.9                                                                                        | 
|                         |  |                                                                                               
|Southeast Asia/Australia |  | 8,178.7                                                                                        | 
|                         |  |                                                                                               
|Other                    |  | 1,358.1                                                                                        | 
|                        
|Total Company            |  | 29,079.3                                                                                       | 
|                        

(signed)
Michael Adams
Internal Qualified Reserves Evaluator
Talisman Energy Inc.
Calgary, Alberta

February 24,
2011

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Schedule C  Report of Management and Directors
on NI 51-101 Reserves Data and Other Information

Management of Talisman Energy Inc. (the "Company") is responsible for the preparation and disclosure of information with respect to the Company's
oil and gas activities in accordance with securities regulatory requirements. This information includes reserves data which are estimates of proved reserves and probable reserves and related future
net revenue as at December 31, 2010, estimated using forecast prices and costs, prepared in accordance with the requirements of National Instrument 51-101 Standards of Disclosure for Oil and Gas
Activities("NI 51-101") of the Canadian Securities Administrators.

The
Company's reserves evaluation staff, including its Internal Qualified Reserves Evaluator who is an employee of the Company, have evaluated the Company's reserves data. The report of the Internal
Qualified Reserves Evaluator will be filed with securities regulatory authorities concurrently with this report.

The
Reserves Committee of the board of directors of the Company has:

The
Reserves Committee of the board of directors of the Company has reviewed the Company's procedures for assembling and reporting other information associated with oil and gas activities and has
reviewed that information with management. The board of directors has, on the recommendation of the Reserves Committee, approved:

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Because
the reserves data are based on judgments regarding future events, actual results will vary and the variations may be material.

|(signed)
John A. Manzoni
President and Chief Executive Officer                          |  | (signed)
Harold N. Kvisle
Director     
|--------------------------------------------------------------------------------------- |  | ---------------------------------------
|(signed)
Paul Smith
Executive Vice-President,
North American Operations                 |  | (signed)
Charles R. Williamson
Director
|(signed)
Nicholas J.R. Walker
Executive Vice-President,
International Operations (West) |  |                                        
|(signed)
Paul Blakeley
Executive Vice-President,
International Operations (East)        |  |                                        

February 24, 2011

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Schedule D  Audit Committee
Information

Composition of Audit Committee

As at February 24, 2011, Talisman's Audit Committee consists of Donald J. Carty, William R.P. Dalton, John D. Watson (Chairman), and Charles M. Winograd. The Board of
Directors has determined that all members of the Audit Committee are "independent" and "financially literate" as defined in National Instrument 52-110
("NI 52-110") and "independent" within the meaning of sections 303A.02 and 303A.07 of the New York Stock Exchange ("NYSE") Listed Company Manual. In addition,
in accordance with NYSE corporate governance listing standards, the Board of Directors has determined that John D. Watson is an audit committee financial expert.

NI 52-110
states that a member of an audit committee is independent if the member has no direct or indirect material relationship with the issuer. A material relationship is a
relationship which could, in the view of the issuer's Board of Directors, reasonably interfere with the exercise of a member's independent judgment.

In
addition, an individual is considered financially literate if he or she has the ability to read and understand a set of financial statements that present a breadth and level of complexity of
accounting issues that are generally comparable to the breadth and complexity of the issues that can reasonably be expected to be raised by the issuer's financial statements.

Education and Experience

The members of Talisman's Audit Committee have education and experience relevant to the performance of their responsibilities as Audit Committee members, which includes
the following:

Donald
J. Carty served as Vice Chairman and Chief Financial Officer of Dell Inc. (global computer systems and services company) from 2007 until 2008. From 1998 to 2003, he was the Chairman and
Chief Executive Officer of AMR Corp. and American Airlines (airline transportation company). Prior to that, Mr. Carty served as President of AMR Airline Group and American Airlines.
Mr. Carty was the President and Chief Executive Officer of Canadian Pacific Airlines (airline transportation company) from March 1985 to March 1987. Mr. Carty holds an
undergraduate degree and an Honorary Doctor of Laws from Queen's University and a Master of Business Administration degree from Harvard University.

William
R.P. Dalton held various positions with the HSBC group of companies, including Chief Executive of HSBC Bank plc from 1998 to 2004, Executive Director of HSBC Holdings plc from
1998 to 2004, Global Head of Personal Financial Services for HSBC Group from 2002 to 2004 and various positions in the Canadian operations of HSBC prior to 1998. He currently serves on the board of
directors of TUI Travel plc., HSBC USA Inc., and HSBC Bank USA, National Association. Mr. Dalton holds a Bachelor of Commerce degree (Honors) and was awarded an Honorary Doctorate
(Honorary Doctor of the University) by the University of Central England in Birmingham in 2001.

John
D. Watson, Chairman of the Audit Committee, was the Executive Vice-President and Chief Financial Officer of Encana Corporation ("Encana") from April 2002 to
February 2006 and the Chief Financial Officer of Alberta Energy Company Ltd. (a predecessor to Encana) from June 1987 to March 2002. As Executive
Vice-President and Chief Financial Officer of Encana, Mr. Watson was a member of the senior management team and was directly responsible for Encana's capital markets, financial
reporting, financial compliance, financial risk management and internal audit, as well as the tax and treasury functions. Mr. Watson holds a Master of Business Administration degree and is a
Chartered Accountant.

Charles
M. Winograd is currently the President of Winograd Capital Inc. (external consulting services and private investments company). From 2001 to 2008, Mr. Winograd was Chief
Executive Officer of RBC Capital Markets (investment bank). When RBC Dominion Securities (investment bank) acquired Richardson Greenshields in 1996, Mr. Winograd became Deputy Chairman
and a director. He was appointed to the position of President and Chief Operating Officer of RBC Dominion Securities in 1998. Mr. Winograd held several executive postings in Richardson
Greenshields (privately owned investment dealer) until becoming President and Chief Executive Officer in 1987 and Chairman and Chief Executive Officer in 1991. Mr. Winograd holds a Master of
Business Administration degree from the University of Western Ontario and is a Chartered Financial Analyst (CFA).

TALISMAN ENERGYANNUAL INFORMATION
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Audit Fees and Pre-Approval of Audit Services

The following table presents fees for the audits of the Company's annual Consolidated Financial Statements for 2010 and 2009 and for other services provided by Ernst &
Young LLP:

|                                             |  |   | 2010      |  |   | 2009      | 
|-------------------------------------------- |  | - | --------- |  | - | --------- | 
|                                            
|Audit and Internal Controls Attestation Fees |  | $ | 4,603,460 |  | $ | 4,479,321 | 
|                                             |  |  
|Audit-Related Fees                           |  | $ | 1,558,047 |  | $ | 1,240,001 | 
|                                             |  |  
|Tax Fees                                     |  | $ | 368,263   |  | $ | 324,294   | 
|                                             |  |  
|All Other Fees                               |  | $ | 4,717     |  | $ | 6,586     | 
|                                            
|Total                                        |  | $ | 6,534,487 |  | $ | 6,050,202 | 
|                                            

The audit-related fees are primarily for assistance in connection with the Company's conversion to International Financial Reporting Standards, prospectus
filings, pension plan audits and attestation procedures related to cost certifications and government compliance. Tax fees are primarily for tax compliance and tax advisory services. The Audit
Committee has concluded that the provision of tax services is compatible with maintaining Ernst & Young's independence.

Under
the terms of reference of the Audit Committee, which follow, the Audit Committee is required to review and pre-approve the objectives and scope of the external audit work and
proposed fees. In addition, the Audit Committee is required to review and pre-approve all non-audit services, including tax services, the Company's external auditors are
to perform.

During
2003, the Audit Committee implemented specific procedures regarding the pre-approval of services to be provided by the Company's external auditors. These procedures specify certain
prohibited services that are not to be performed by the Company's external auditors. In addition, these procedures require that, at least annually, prior to the period in which the services are
proposed to be provided, the Company's management, in conjunction with the Company's external auditors, prepares and submits to the Audit Committee a complete list of all proposed services and related
fees to be provided to the Company by the Company's external auditors. Under the Audit Committee pre-approval procedures, for those non-audit services proposed to be provided
by the Company's external auditors that have not been previously approved by the Audit Committee, the Audit Committee has delegated to the Chairman of the Audit Committee the authority to grant
pre-approvals of such services. The decision to pre-approve a service covered under this procedure is presented to the full Audit Committee at the next scheduled meeting. At
each of the Audit Committee's regular meetings, the Audit Committee is provided an update as to the status of services previously approved.

Pursuant
to these procedures since their implementation in 2003, 100% of each of the services relating to fees reported as audit-related, tax and all other were pre-approved by the Audit
Committee or its delegate, the Chair of the Audit Committee.

The
full text of the terms of reference for Talisman's Audit Committee follows.

90TALISMAN ENERGYANNUAL INFORMATION
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Terms of Reference

Audit Committee

Mission Statement

The Audit Committee's mission is to assist the Board in fulfilling its obligations by overseeing and monitoring the Corporation's financial
accounting and reporting process and the integrity of the Corporation's financial statements and its internal control over financial reporting and the external financial audit process. To fulfill this
mission, the Audit Committee has received this mandate and has been delegated certain authorities that it may exercise on behalf of the Board.

Composition

At the first meeting of the Board of Directors of the Corporation after the election of Directors at the annual meeting of shareholders, the Board
shall appoint an Audit Committee comprised of not less than three and not more than six Directors of the Corporation. Each member of the Audit Committee shall be independent (as required by
applicable securities laws and stock exchange rules). At least one member of the Audit Committee shall be an audit committee financial expert and all members of the Audit Committee shall have an
appropriate level of financial literacy as required under applicable stock exchange rules and securities laws and determined by the Board from time to time. The Board may replace or remove from the
Audit Committee any member at any time.

The
Chair of the Audit Committee shall be appointed by the Board at the meeting of the Board referred to above. The Chair shall preside as chair at each Committee meeting, lead Committee discussion on
meeting agenda items and report to the Board, on behalf of the Committee, with respect to the proceedings of each Committee meeting. The Audit Committee shall designate a Secretary to the Audit
Committee who may be a
member of the Audit Committee or an officer or employee of the Corporation. The Secretary shall keep minutes and records of all meetings of the Audit Committee. In the event that either the Chair or
the Secretary is absent from any meeting, the members present shall designate any Director present to act as Chair and shall designate any Director, officer or employee of the Corporation to act
as Secretary.

Meetings

Meetings of the Audit Committee, including telephone conference meetings, shall be held at such time and place as the Chair of the Audit Committee
may determine. Notice of meetings shall be given to each member not less than 24 hours before the time of the meeting, provided that meetings of the Audit Committee may be held without formal
notice if all of the members are present and do not object to notice not having been given, or if those absent waive notice in any manner before or after the meeting.

Notice
of meeting may be given verbally or delivered personally, given by mail, facsimile or other electronic communication and need not be accompanied by an agenda or any other material. The notice
shall however specify the purpose or purposes for which the meeting is being held.

At
the request of the auditor of the Corporation (the "Auditor"), the Chief Executive Officer, the Chief Financial Officer or a member of the Audit Committee, the Chair shall call and convene a
meeting of the Audit Committee.

A
majority of the members of the Audit Committee present shall constitute a quorum. No business may be transacted by the Audit Committee except at a meeting of its members at which a quorum of the
Audit Committee is present.

The
Audit Committee shall meet at least quarterly.

Representatives
of the Auditor and management of the Corporation shall have access to the Audit Committee each in the absence of the other.

The
Auditor shall be notified of all meetings of the Audit Committee and, when appropriate, it may attend and be heard at any such meeting and shall attend if requested to do so by a member of the
Audit Committee.

Any
matter the Audit Committee does not unanimously approve will be referred to the Board for consideration.

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No
alteration to the roles and responsibilities of the Audit Committee shall be effective without the approval of the Board of Directors.

The
Audit Committee shall review the adequacy of these Terms of Reference on an annual basis and recommend any changes it considers appropriate to the Governance and Nominating Committee, which shall
in light of the Corporation's governance structure and framework recommend any changes it considers appropriate to the Board of Directors.

Role and Responsibilities

A.
Financial Statements and Other Financial Information

The Audit Committee shall:

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B.
External Audit

The Auditor shall be ultimately accountable to the shareholders of the Corporation, who shall be represented by the Board of Directors and the Audit Committee in their dealings
with the Auditor. The Audit Committee shall recommend to the Board the auditor that will be proposed at the annual shareholders' meeting for
appointment as the Auditor for the ensuing year. The Auditor shall report directly to the Audit Committee, which shall be responsible for compensation and retention of the Auditor and oversight of the
Auditor's work (including resolution of disagreements between management and the Auditor regarding financial reporting).

At
least annually, the Audit Committee shall require that the Auditor provide a formal written statement describing: (i) the firm's internal quality-control procedures; (ii) any material
issues raised by the most recent internal quality control review, or peer review, of the firm, or by any inquiry or investigation by governmental or professional authorities, within the preceding five
years, respecting one or more independent audits carried out by the firm, and any steps taken to deal with any such issues; and (iii) all relationships between the Auditor and the Corporation.

With
respect to (iii) above and for more clarity, annually the Audit Committee shall obtain a written letter from the Auditor pursuant to the Independence Standards Board standard
#1 disclosing all relationships between the Auditor and its related entities and the Corporation and its related entities, and confirming the Auditor's independence from the Corporation.

The
Audit Committee shall not recommend to the Board that an auditor be appointed as the Auditor if the Corporation's Chief Executive Officer, Chief Financial Officer or Controller was employed by the
auditor and participated in any capacity in the Corporation's audit during the one-year period preceding the date of the initiation of the Corporation's audit for which the Audit Committee
is recommending the appointment. The Audit Committee shall review management's policies for hiring partners, employees and former partners and employees of the Auditor and former external auditor of
the Corporation. The Audit Committee further shall ensure the independence of the Auditor by reviewing, and discussing with the Board if necessary, any relationships that may adversely affect the
independence of the Auditor.

The
Audit Committee shall review the planning and results of external audit activities and the ongoing relationship with the Auditor. In this regard the Audit Committee shall:

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C.
Internal Audit

The Audit Committee shall oversee the internal audit function of the Corporation and the relationship of the internal auditor with management. Periodically, the Audit Committee
shall meet separately with each of the internal auditor and management. To assist the Board in fulfilling its oversight and monitoring obligations in this area, the Audit Committee shall:

D.
Internal Financial Control and Information Systems

The Audit Committee will review and obtain reasonable assurance that the internal financial control and information systems are operating effectively to produce accurate,
appropriate and timely financial information. In this regard the Audit Committee will:

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E.
Insurance

The Audit Committee shall review insurance coverage of significant business risks and uncertainties.

F.
Subsidiaries

The Audit Committee shall receive a report on the Corporation's material Subsidiaries, as requested from time to time, concerning any material non-routine
structures e.g. special purpose entities, off balance sheet items or partnership arrangements.

G.
Tax

The Audit Committee shall receive periodic reports from management on the status of filings including, if applicable, major associated issues.

H.
Legal

The Audit Committee shall receive periodic reports from the General Counsel on legal matters affecting financial disclosure, including claims, potential claims and changes
to legislation.

I.
Investigations and Access to Management

The Audit Committee shall have the authority to direct and to supervise the investigation into any matter brought to its attention within the scope of its duties. It shall
establish procedures for the receipt, retention and treatment of (i) complaints the Corporation may receive regarding accounting, internal accounting controls, or auditing matters, and
(ii) confidential, anonymous submissions from Corporation employees expressing concern regarding questionable accounting or auditing matters.

The
Audit Committee has the authority to engage independent counsel and other advisers having special competencies, as it determines necessary to carry out its duties. The Audit Committee shall
determine the appropriate amount of funding the Corporation shall provide for compensation of any such advisors.

In
carrying out its responsibilities, the Audit Committee shall have access to such members of the Corporation's management as appropriate, including the persons having responsibility for:

The
Audit Committee shall receive from management copies of any report of a material nature from regulators or government bodies which is relevant to the responsibilities of the Audit Committee set
out in this mandate and of management's responses thereto.

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J.
General

The Audit Committee shall review corporate policies that are within the scope of the roles and responsibilities specified by these terms of reference prior to submission for
approval by the Board; monitor compliance on a regular basis; and ensure these policies are periodically reviewed and kept current.

The
Audit Committee shall perform such other duties as may be assigned to it by the Board from time to time or as may be required by applicable law and stock exchange requirements.

In
respect of matters within its purview under this mandate and delegation, the Audit Committee shall assist the Board in its oversight of the Corporation's compliance with legal and regulatory
requirements.

The
Audit Committee shall report to the Board at each regularly scheduled Board meeting next succeeding any Committee meeting.

The
Audit Committee shall evaluate its own performance annually.

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