EXHIBIT 99.5

FOR THE YEAR ENDED
DECEMBER 31, 2011
MARCH 5, 2012

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|ANNUAL INFORMATION FORM |  | GRAPHIC
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LOGO

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Table of Contents

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|Introduction                                                                                        |                                                   | 1   
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|Corporate Structure                                                                                 |                                                   | 1   
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|General Development of the Business                                                                 |                                                   | 2   
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|                                                                                                    | Segments and Operating Divisions                  |     
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|                                                                                                    | Strategy                                          |     
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|                                                                                                    | Activities and Events                             |     
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|Description of the Business                                                                         |                                                   | 7   
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|                                                                                                    | General                                           |     
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|                                                                                                    | North America                                     |     
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|                                                                                                    | North Sea                                         |     
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|                                                                                                    | Southeast Asia                                    |     
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|                                                                                                    | Other                                             |     
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|                                                                                                    | Exploration                                       |     
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|Reserves and Other Oil and Gas Information                                                          |                                                   | 21  
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|                                                                                                    | Internal Evaluation                               |     
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|                                                                                                    | Reserves Estimates                                |     
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|                                                                                                    | Reserves Reconciliations                          |     
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|                                                                                                    | Discounted Future Net Cash Flows                  |     
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|                                                                                                    | Productive Wells                                  |     
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|                                                                                                    | Acreage                                           |     
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|                                                                                                    | Production                                        |     
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|                                                                                                    | Drilling Activity                                 |     
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|                                                                                                    | Other Oil and Gas Information                     |     
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|Competitive Conditions                                                                              |                                                   | 44  
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|Corporate Responsibility and Environmental Protection                                               |                                                   | 45  
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|                                                                                                    | Corporate Policies                                |     
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|                                                                                                    | Health, Safety and Environmental Protection       |     
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|Employees                                                                                           |                                                   | 46  
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|Description of Capital Structure                                                                    |                                                   | 47  
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|                                                                                                    | Share Capital                                     |     
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|                                                                                                    | Ratings                                           |     
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|Market for the Securities of the Company                                                            |                                                   | 50  
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|                                                                                                    | Trading Price and Volume                          |     
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|                                                                                                    | Prior Sales                                       |     
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|                                                                                                    | Dividends                                         |     
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|Directors and Officers                                                                              |                                                   | 51  
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|                                                                                                    | Directors                                         |     
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|                                                                                                    | Officers                                          |     
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|                                                                                                    | Shareholdings of Directors and Executive Officers |     
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|                                                                                                    | Conflicts of Interest                             |     
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|Audit Committee Information                                                                         |                                                   | 55  
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|Legal Proceedings                                                                                   |                                                   | 55  
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|Risk Factors                                                                                        |                                                   | 56  
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|Transfer Agents and Registrars                                                                      |                                                   | 65  
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|Interests of Experts                                                                                |                                                   | 65  
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|Forward-Looking Information                                                                         |                                                   | 66  
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|Note Regarding Reserves Data and Other Oil and Gas Information                                      |                                                   | 68  
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|Exchange Rate Information                                                                           |                                                   | 68  
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|Abbreviations                                                                                       |                                                   | 69  
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|Additional Information                                                                              |                                                   | 70  
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|Schedule A  Reserves Data and Other Oil and Gas Information Under Canadian Disclosure Requirements |                                                   | 71  
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|Schedule B  Report on NI 51-101 Reserves Data by Talisman's Internal Qualified Reserves Evaluator  |                                                   | 98  
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|Schedule C  Report of Management and Directors on NI 51-101 Reserves Data and Other Information    |                                                   | 99  
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|Schedule D  Audit Committee Information                                                            |                                                   | 100 
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Introduction

This document is the Annual Information Form of Talisman Energy Inc. for the year ended December 31, 2011. Talisman is a global, diversified,
upstream oil and gas company, headquartered in Canada. Talisman's three main operating areas are North America, the North Sea and Southeast Asia. The Company also has a portfolio of international
exploration opportunities. Talisman's common shares are listed on 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 US 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.

In
2011, the Company's articles were amended to designate two series of First Preferred Shares of the Company, in connection with a public offering of Cumulative Redeemable Rate Reset First Preferred
Shares, Series 1 of the Company (the "Series 1 First Preferred Shares").

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, 2011.

|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 Energy Alpha Limited     |  | England and Wales                       |  | 100%                                   | 
|                                  |  |                                        
|Talisman Malaysia (PM3) Limited   |  | Barbados                                |  | 100%                                   | 
|                                  |  |                                        
|Talisman (Algeria) BV             |  | The Netherlands                         |  | 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, 2011.

1TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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General Development of the Business

SEGMENTS AND OPERATING DIVISIONS

In 2011, Talisman's activities were conducted in four geographic segments for the purposes of financial reporting: North America, the North Sea, Southeast Asia,
and Other. The North America segment includes operations in Canada and the US. The North Sea segment includes operations and exploration activities in the UK and Norway. The Southeast Asia segment
includes operations and exploration activities in Indonesia, Malaysia, Vietnam and Papua New Guinea and operations in Australia/Timor-Leste. The Company also conducts operations in Algeria,
operations and exploration activities in Colombia, and exploration activities in Peru, Poland, Sierra Leone and the Kurdistan Region of northern Iraq. For ease of reference, the activities in
Algeria, Colombia, Peru, Poland, Sierra Leone and the Kurdistan Region of northern Iraq are referred to collectively as the "Other" geographic segment, except where otherwise noted.

For
operational purposes, the Company divides itself into four divisions: North America, the North Sea, Southeast Asia and Exploration. North America, the North Sea and Southeast Asia include
development operations in the geographic areas described above. Activities within the Exploration division, which are focused on exploration but include some development and production activities from
prior exploration activities, are carried out in the North Sea, Southeast Asia, Colombia, Peru, Poland, Sierra Leone and the Kurdistan Region of northern Iraq as at December 31, 2011.

STRATEGY

Safe, profitable growth is at the heart of Talisman's business strategy, which is designed to deliver 5-10% production growth through the medium
term and to lead to the long-term renewal of the Company. Talisman's portfolio includes three categories of assets:

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 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 8,500 boe/d of net production and to which Talisman attributed proved
reserves of 22 mmboe as at December 31, 2008.

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 break-even 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.

2TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Also
in November 2009, Talisman announced its decision to reorganize its North America business into two main businesses: Shale and Conventional.

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 $488 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.

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 mboe/d (approximately 90% natural gas) at the end of 2009.

In
March 2011, Talisman sold a 50% working interest in the Farrell Creek assets in the Montney shale play in British Columbia to a subsidiary of Sasol Limited ("Sasol") for $238 million
at closing, and approximately $800 million of certain future development costs in the Farrell Creek area, for approximately $1.0 billion (the "Farrell Creek Transaction").
Talisman and Sasol further agreed to establish a partnership to develop the Farrell Creek assets, with Talisman acting as managing partner and operator. Talisman and Sasol also agreed to collaborate
on certain other western Canadian natural gas opportunities.

In
May 2011, Talisman acquired additional undeveloped land in the Eagle Ford shale play for a combined total of $145 million. Talisman now holds approximately 83,000 net acres in
the Eagle Ford shale play, predominantly in the liquids-rich area of the play.

In
June 2011, Talisman completed an additional transaction with Sasol to develop the Cypress A assets in Talisman's Montney shale play in British Columbia. Talisman sold a 50% working interest
in the Cypress A assets for approximately $1.1 billion, comprising $257 million in cash and approximately $800 million of certain future development costs (the "Cypress A
Transaction"). Talisman and Sasol do not expect to commence commercial development at Cypress A for several years.

Also
in 2011, Talisman acquired approximately 191,000 net acres of undeveloped land in the Alberta Duvernay shale play for total consideration of approximately $580 million, bringing its
land position to 357,000 net acres.

North Sea

UK

In January 2009, Talisman disposed of its entire non-operated interests in the Dutch sector of the North Sea.

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.

For
information on Talisman's exploration-related business development in the UK, see"General Development of the
Business  Exploration".

Norway

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.

For
information on Talisman's exploration-related business development in Norway, see"General Development of the
Business  Exploration".

Southeast Asia

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

3TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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In
December 2009, Talisman and its working interest partners approved the sanctioning of the development of the Kitan field in JPDA 06-105 in the Timor Sea Joint
Petroleum Development Area ("JPDA") which is jointly administered by the Australian and Timor-Leste governments.

In
January 2010, Talisman acquired a 25% interest in the onshore Jambi Merang PSC in Indonesia.

In
May 2010, two gas-to-oil agreements with PT Chevron Pacific Indonesia ("Chevron") were converted to agreements whereby the gas is sold for cash consideration in the Corridor PSC, in
Indonesia, adding approximately 500 bcf gross gas sales volumes, in aggregate to all parties, to the 2000 agreement.

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

In
April 2011, first gas from the Jambi Merang PSC in Indonesia commenced.

In
October 2011, first oil from the Kitan field in JPDA 06-105 commenced.

In
October 2011, Talisman and the other partners signed a swap agreement to enable gas from the Jambi Merang PSC to be sold under a gas sales agreement to PT PLN (Persero) ("PLN").

In
October 2011, Talisman and its partners signed an amendment to a gas sales agreement with PLN primarily to effect a price increase for gas produced under the Jambi Merang PSC from
$2.95/mmbtu to $5.40/mmbtu.

In
December 2011, Talisman approved the sanctioning of the development of the HST/HSD (Hai Su Trang and Hai Su Den) project in Block 15-2/01 in Vietnam.

Also,
in December 2011, Talisman and its partners in the Corridor PSC executed binding heads of agreement to unitize the Suban field with an adjacent PSC, which reduced Talisman's share of the
Suban field from 36% to 32.4%.

For
information on Talisman's exploration-related business development in Southeast Asia, see"General Development of the
Business  Exploration."

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

Norway

In November 2010, Talisman acquired a 35% working interest in Block 378 and a 20% working interest in Blocks 375 and 551.

In
February 2011, Talisman acquired interests of between 20% to 40% in four production licences.

UK

In 2011, Talisman was awarded four new licences in the 26th Licencing Round and participated in the farm-out of two licences.

Southeast Asia

Vietnam

Talisman increased its 38% interest in offshore Blocks 133 and 134 in March 2009 to a 70% working interest. In March 2010, Talisman
divested a 21% interest to the national oil company of Vietnam, 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. In April 2011, Talisman signed a PSC for a 40% interest
and operatorship of offshore Blocks 135 and 136.

4TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Indonesia

In November 2009, Talisman was awarded a PSC for a 100% interest in the Andaman III exploration block in the North Sumatra Basin.

In
May 2010, Talisman signed PSCs in three new offshore blocks in the South Makassar Basin, all of which were previously the subject of Joint Study Agreements. Talisman initially held 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 2011, Talisman
farmed-out a 50% interest in the Sageri PSC, a 35% interest in the South Sageri PSC and a 20% interest in the Sadang PSC to certain affiliates of Total S.A.

Malaysia

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

Australia/Timor-Leste

In December 2011, Talisman relinquished its interest in AC/P08.

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 Petroleum Prospecting Licences ("PPL") (PPLs 235 and 261). In September 2009, Talisman entered into farm-in agreements for two PPLs (PPLs 268 and 269)
held by New Guinea Energy Limited and purchase agreements for a 50% working interest in a Petroleum Retention Licence ("PRL") (PRL 4) and a 10% working interest in
a second PRL (PLR 5) from Horizon Oil Limited. In December 2009, Talisman acquired Papua Petroleum Limited, giving the Company a 49% working interest in four PPLs (PPLs 285, 286,
287 and 288).

In
June 2010, Talisman acquired a 39% working interest in PRL 8.

In
November 2010, Talisman completed a swap with Oil Search Limited, acquiring a 60% interest in PPL 239 in exchange for Talisman's 35% interest in PPL 244.

In
October 2010, Talisman entered into a farm-in agreement to acquire a 50% working interest in two sub blocks within PPL 259 over the Ubuntu prospect. In
November 2011, PRL 28 was issued respecting these sub blocks. Registration of a transfer and deed of assignment of Talisman's interest awaits ministerial approval.

In
November 2010, the PRL 5 licence in which Talisman had a 10% equity interest was not renewed by the Papua New Guinea Minister of Petroleum and Energy. Talisman acquired a 35%
interest in the replacement licence, PRL 21, in May 2011 from Horizon Oil. In December 2011, Talisman acquired a further 5% interest from Kina Oil, resulting in a 40% interest in
PRL 21.

In
2011, PPL 268 and PPL 269 were both extended for five years, with associated partial relinquishments.

In
May 2011, Mitsui & Co., Ltd. acquired a 10% equity interest from Talisman in PPL 285 by farm-in.

Talisman
currently has an interest in 14 licences in Papua New Guinea, covering in excess of 7.3 million net acres.

In
February 2012, Talisman farmed out a portion of its interest in nine licences to Mitsubishi Corporation ("Mitsubishi"). This farm-out agreement is subject to government and partners' approval. The
blocks affected by the farm-out are PRL 4, PRL 8, PRL 21, PRL 28, PPL 235, PPL 239, PPL 261, PPL 268 and PPL 269. Following
the farm-out, Talisman and Mitsubishi licensed equity positions will average 40% and 20%, respectively, in these licences.

Latin America

Colombia

Talisman was awarded 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 a 50% working interest in three blocks in the Putumayo Basin.

In
July 2011, Talisman relinquished its 51% interest in the Tangara Block in the Llanos Foothills area. In September 2011, a portion of the Technical Evaluation Agreement for
CPE-6 was converted into an Exploration and Production Contract.

5TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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In
late 2010, Talisman sold half of its 50% share in El Eden and El Portón and its entire interest in Los Ocarros and El Sancy to Petroamerica Oil Corp. In 2011, Talisman, on behalf of
Petroamerica, relinquished the El Sancy Block. In late 2011, Talisman received government approval for the sale of the remaining blocks.

Colombia  Equión

In January 2011, Talisman, along with Ecopetrol S.A. ("Ecopetrol"), 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 $785 million, 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. The acquisition added an additional 180,000 net acres
in Colombia (four development blocks and two exploration offshore blocks), along with 13,400 boe/d of 2011 production (pre-royalties net to Talisman). BPXC has been renamed
"Equión Energía Limited" and is one of the largest oil and natural gas producers in Colombia.

Throughout
this document, unless otherwise specified, all reserves, production, wells, acreage, drilling and costs information for Colombia includes Talisman's proportionate share (49%) of those items
for Equión, as well as such information for Talisman's other Colombia assets.

Peru

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

In
2010, Talisman entered into a farm-out of 30% of its interest in Block 101 and farm-ins for a 35% working interest in Blocks 123 and 129.

In
2011, Talisman relinquished the remainder of its working interest in Block 101 and, due to regulatory requirements, Talisman relinquished a portion of the area in Block 123.

In
2011, Talisman relinquished its working interest in Block 134 and its working interest in Block 158 in early 2012.

Future Options

Kurdistan Region of northern Iraq

In 2009, Talisman entered into a PSC in respect of the Baranan Block (K9). Talisman's interest in the PSC was initially a 55% operated interest, which
was increased to 60% following an acquisition of a 5% interest.

In
2010, following completion of the seismic program on the Topkhana Block (K39), Talisman elected to enter into a PSC as operator of the Block with a 60% working interest.

In
2011, Talisman relinquished a portion of the contract in the Kurdamir Block (K44).

Poland

In February 2010, Talisman entered into a farm-in arrangement with San Leon Energy PLC through its Polish subsidiary Oculis
Investments Sp. z.o.o. to earn a 60% interest in San Leon's three Baltic shale gas concessions.

Sierra Leone

In 2011, Talisman entered into a farm-in agreement to earn an 80% interest in Block SL-4B-10 in Sierra Leone.

6TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Description of the Business

GENERAL

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

Talisman's
aggregate production for the year ended December 31, 2011 was 426 mboe/d, comprised of 23 mbbls/d of oil and liquids and 899 mmcf/d of gas from North America;
98 mbbls/d of oil and liquids and 52 mmcf/d of gas from the North Sea; 34 mbbls/d of oil and liquids and 506 mmcf/d of gas from Southeast Asia; and 23 mbbls/d of oil
and liquids and 34 mmcf/d of gas from other areas. Approximately 42% of the Company's production is liquids and 58% is natural gas (on a 6 mcf:1 bbl equivalency basis).

In
2012, Talisman plans to spend approximately $4 billion on cash capital expenditures. The Company has the flexibility to adjust its capital spending to pursue opportunities and respond to a
changing economic outlook.

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.

All
information in this Annual Information Form relating to assets owned or held by Talisman is as of December 31, 2011, unless otherwise indicated.

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, natural gas liquids and oil 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
2011, the Company's North America operations continued to focus on developing and piloting projects for its shale plays. In addition, Talisman gained material positions in some of the top tier
shale plays in North America through land acquisitions and strategic partnerships. Talisman acquired additional undeveloped land in the Eagle Ford shale play and the Duvernay shale play. The Company
also completed an additional transaction with Sasol to develop the Cypress A assets in the Montney shale play in British Columbia.

Talisman
intends to focus its spending in North America primarily on liquids rich opportunities where Talisman has built significant landholdings in high-quality, lower-cost shale plays. As part of
its business strategy, Talisman will focus on a combination of unconventional and conventional assets within its portfolio by utilizing its capital flexibility within its shale portfolio and
maximizing liquids investments, as well as developing promising liquids plays already in the existing conventional portfolio. Overall in North America, Talisman plans to spend approximately
$1.8 billion in 2012, with a focus on liquids rich opportunities and low-cost shale plays primarily in the Eagle Ford, Marcellus and Montney areas. In addition, Talisman plans to develop and
pilot projects in the Duvernay shale play. Talisman continues to review options for strategic divestitures and acquisitions that would increase the Company's focus on building significant liquids and
shale projects. Talisman's North America operations are organized into two distinct businesses: Shale and Conventional.

7TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Shale

The Company spent approximately $1.8 billion on shale activities in 2011. The current focus is on piloting and developing
Talisman's holdings in the Pennsylvania Marcellus, Eagle Ford, Montney and Duvernay shale plays. Annualized production from these shale properties totaled approximately 500 mmcfe/d
(83 mboe/d) in 2011.

Talisman
is involved in several shale gas plays in North America. In order to extract gas from the shale, Talisman employs hydraulic fracturing, which involves the injection of fluids into the
hydrocarbon bearing formation at high pressures. Since March 2011, Talisman fully discloses all fluid contents from hydraulic fracturing both in the US and Canada on the FracFocus website, a
joint project of the Ground Water Protection Council and the Interstate Oil and Gas Compact Commission.

LOGO

Highlights
of the continued shale strategy in 2011 included drilling 199 net wells and the acquisition of significant amounts of additional shale acreage. The Company plans to spend more than
$1.5 billion on shale programs in 2012, including ongoing development in the Pennsylvania Marcellus and Montney shale plays and in the joint development programs in the Eagle Ford and Montney
shale plays.

Marcellus Shale

Talisman's Marcellus shale play is located in New York and Pennsylvania. Talisman's main area of focus is in Pennsylvania, which remains a major area of investment in
2012. The Company exited 2011 with fourth quarter production averaging 486 mmcf/d, up from 272 mmcf/d in the fourth quarter of 2010, with significant improvements along the way in the
cost per hydraulic fracturing stage. The Company now holds 217,000 Tier 1 net acres in Pennsylvania.

The
majority of Talisman's Marcellus wells for 2012 have been permitted, and the Company has secured sufficient egress capacity, water access and disposal for its 2012 plans.

In
New York, the state proposed new rules for drilling, which are expected to be finalized early 2012. The state has imposed an off-limits buffer around its waterways due to
environmental concerns. Talisman has no immediate plans to drill in New York and will continue to review its environmental assessment procedures and regulations for operations.

8TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Montney Shale

Talisman's Montney shale play in British Columbia provides Talisman with many opportunities at different stages of maturity. Talisman holds 144,000 Tier 1 net
acres. Talisman will continue with the ongoing appraisal and development of Farrell Creek and Greater Cypress.

In
March 2011, Talisman completed a transaction with Sasol to develop the Farrell Creek assets in Talisman's Montney shale play in British Columbia. Talisman sold a 50% working interest in the
Farrell Creek assets for approximately $1.0 billion, comprising $238 million in cash and approximately $800 million of certain future development costs.

In
June 2011, Talisman completed an additional transaction with Sasol to develop the Cypress A assets in Talisman's Montney shale play in British Columbia. Talisman sold a 50% working interest
in the Cypress A assets for approximately $1.1 billion, comprising $257 million in cash and approximately $800 million of certain future development costs. Talisman and Sasol do
not expect to commence commercial development at Cypress A for several years. A number of options for long-term egress from the area are being considered. In 2011, Talisman and Sasol
commenced a feasibility study to examine a world scale gas-to-liquids (GTL) facility in Western Canada; the study is anticipated to be completed by mid-2012.

Eagle Ford Shale

Talisman's Eagle Ford shale play is located in southeast Texas, where the Company now holds approximately 83,000 net acres. Talisman is the operator for a joint venture
with Statoil in which the companies will jointly develop the Eagle Ford shale play. Statoil has the ability to become the operator of 50% of the joint assets in December 2013. Talisman's
strategy in this play is focused on natural gas liquids production in order to benefit from the high price outlook for the liquids market. Production in 2011 was 31 mmcfe/d, up from
5 mmcfe/d in 2010. Talisman plans to ramp up the development of the liquids rich areas and expects to operate 10 to 14 rigs in 2012.

In
May 2011, Talisman acquired additional undeveloped land in the Eagle Ford shale play for an aggregate of $145 million.

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 753,000 net acres. The
report released by Quebec's Bureau D'Audiences Publiques sur L'Environment ("BAPE") in March 2011 announced that hydraulic fracturing will be permitted for exploration purposes
only and it recommended the government conduct a strategic environmental assessment on shale gas for a two-year period. The mandate of
the BAPE is to make recommendations for a legislative framework that would allow for sustainable shale gas development in Quebec. Talisman suspended operations in 2011 and will re-evaluate
the pace of future activity in Quebec once the legislative framework is in place.

Duvernay

Talisman's Duvernay shale play, located in Alberta, has been identified as a top tier shale play due to its liquids rich commercial characteristics. In 2011, the Company
acquired an additional 191,000 net acres of undeveloped land, bringing its land position to a total of 357,000 net acres. In 2011, Talisman completed drilling its first horizontal pilot
well, with completion activities in late 2011. A second well has been spud and is expected to be rig released in early 2012. The Company plans to drill an additional five wells in 2012.

9TALISMAN ENERGYANNUAL INFORMATION FORM 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 in
Alberta; tight oil and gas in the Greater Edson area of Alberta; 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 2011 with exploration and development spending of over $400 million, resulting in production of
538 mmcfe/d (90 mboe/d), of which 16 mboe/d was oil. In total, 124 net wells were drilled in 2011.

LOGO

In
the conventional portfolio, the focus for 2012 will be on liquids-rich opportunities and utilizing the application of unconventional technology to optimize value in both conventional oil and
liquids rich gas plays in Canada. Talisman expects that 2012 conventional exploration and development spending of approximately $330 million will focus on an expanded liquids-rich gas
development program in Wild River, as well as continuation of the pilot programs in the Cardium oil and wet gas windows with a view to moving the programs to development.

Talisman
intends to continue to review and high grade its conventional portfolio with increased focus on profitable liquids opportunities.

Infrastructure, Midstream and Other

Talisman's midstream operations include approximately 1,035 km of gathering systems in Western Canada, including in the Erith,
Lynx, Palliser, Pinto, Columbia, Minehead, Sundance, Wild River, Muskeg, Ansell, Medlodge, Berland West and Chauvin areas, and one operated gas plant (Berland West). The Company's midstream assets
support many areas within the Company's Conventional division, including the Alberta Foothills, greater Edson and Chauvin oil. Total 2011 throughput (adjusted for sale) averaged 242 mmcf/d for
gas and 24.1 mboe/d for oil, while generating revenues of $32.7 million in custom processing.

In
October 2011, Talisman entered into a seven-year agreement with Pembina Pipeline Corporation ("Pembina") for 150 mmcf/d of firm capacity at the Saturn plant at the Deep Cut facility,
an enhanced natural gas liquids extraction facility to be built and operated by Pembina in the Wild River area of Alberta. The Deep Cut facility would allow Talisman to increase the liquids recovery
from Wild River and Bigstone gas from 9 bbls/mmcf to 60-80 bbls/mmcf.

The
Company also owns certain properties in British Columbia, including several licenses relating to coal rights. These coal assets are not part of the Company's core competency, and Talisman has
initiated the process of divesting itself of these non-strategic assets.

10TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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NORTH SEA

Talisman's North Sea business operations contributed $600 million for reinvestment elsewhere in the business in 2011. The majority of the Company's
production in this area is associated with liquids. Talisman continues to invest in the North Sea to ensure the integrity of Talisman's installations and to secure the important cash flows
it generates.

For
information on Talisman's exploration activities in the North Sea, please refer to "Description of the
Business  Exploration  North Sea."

UK

Talisman has two core operating areas in the UK: the Northern Business Area ("NBA") and the Central Business Area ("CBA"). In 2011,
production in the UK averaged 71,500 boe/d. UK production accounted for 17% of the Company's production worldwide in 2011. The primary focus in the UK is oil, with oil and liquids contributing
to 98% of Talisman's UK production. As at year-end 2011, Talisman operated approximately 88% of its UK production.

|LOGO |  | In 2012, Talisman's capital program in the UK is expected to be approximately $800 million, with the major projects being the Monarb and Auk Area redevelopments. The Company will also continue upgrades at the Claymore platform to increase
operating efficiency and drill development wells at Tweedsmuir and Clyde. Talisman's 2012 UK drilling program includes participation in six development wells with one well being drilled over the 2012/2013 year-end. Northern Business AreaTalisman'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%).
|---- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

In 2011, the Claymore facilities were shut down from mid-August to mid-October 2011 to complete remediation work resulting from a prohibition notice
from the UK Health and Safety Executive ("UK HSE"). In October 2011, the Company decided to shut down production on the Tartan platform in order to carry out safety related upgrades; it
is expected to be back onstream in March 2012. This decision was made in consultation with the UK HSE.

In
2011, production from the NBA averaged 45,300 boe/d, which accounted for approximately 63% of Talisman's total UK production. During 2011, Talisman participated in drilling one production
well at Claymore which has since been temporarily suspended. An upgrade project to the Claymore compressors started in 2010 and will continue to be worked in 2012. Talisman plans to participate in
drilling two development wells in the NBA in 2012.

Central Business Area

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 fourth production well at Auk North was successfully drilled in 2011 and will be brought onstream during 2012. The Monarb and Auk Area
redevelopments are both progressing.

11TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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In
2011, production from the CBA averaged 26,200 boe/d, which accounted for 37% of Talisman's total UK production. Talisman participated in one development well in 2011. Talisman plans to
participate in drilling four development wells in the CBA in 2012, with one well being drilled over the 2012/2013 year-end.

Norway

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

|LOGO |  | In 2011, production in Norway averaged 34,600 boe/d, accounting for approximately 8% of the Company's production worldwide. The primary focus in Norway is oil, with oil and liquids contributing to 80% of Talisman's Norway production. As at
year-end 2011, Talisman operated approximately 68% of its Norway production.
Longer term, Talisman aims to sustain Norway production through exploitation opportunities within existing producing fields, the possible development of the Grevling, Grosbeak and Beta discoveries and exploration.
In 2012, Talisman's capital program in Norway is expected to be approximately $400 million. Talisman's 2012 drilling program includes participation in a five-well development program in the Gyda, Rev, Veslefrikk and Brage fields. Two of those
development wells will be drilled through the beginning of 2013.
|---- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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.

In
2011, production from the area averaged 5,200 boe/d, which accounted for 15% of Talisman's total Norwegian production. The Yme project took a step forward with offshore installation at the
end of the second quarter. Some required rework was completed onshore; however, there is still a significant amount of remaining work to commission the topsides and to correct quality issues. Talisman
continues to work with the contractor to fully understand the remaining scope of work to completion. Also in 2011, Talisman drilled one development well. In 2012, Talisman plans to drill one
development well.

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
2011, production from the area averaged 29,400 boe/d, which accounted for 85% of Talisman's total Norwegian production. Also in 2011, Talisman participated in four development wells. In
2012, Talisman plans to drill one development well and participate in drilling another three development wells.

SOUTHEAST ASIA

Southeast Asia is a self-funding growth area with significant long-term exploration upside.

Talisman
has interests in Indonesia, Malaysia, Vietnam, Australia/Timor-Leste and Papua New Guinea. In 2011, Southeast Asia production averaged 119,000 boe/d, which accounted for
approximately 28% of the Company's production worldwide. As at year-end 2011, Talisman operated approximately 37% of its Southeast Asia production.

12TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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In
2012, Talisman plans to spend approximately $600 to $700 million in Southeast Asia, with exploration spending accounting for one-third of the total.

For
information on Talisman's exploration activities in Southeast Asia, see"Description of the
Business  Exploration  Southeast Asia."

Indonesia

Talisman's Indonesian assets include onshore interests at Corridor, 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.

LOGO

Talisman
has a 36% non-operated interest in all but two of the fields in the Corridor PSC and field production facilities. In December 2011, Talisman and its partners in the
Corridor PSC executed binding heads of agreement to unitize the Suban field in the Corridor PSC with an adjacent PSC, reducing Talisman's share of the Suban field from 36% to 32.4%.

There
are three major buyers of Corridor gas. Gas production from Corridor began in 1998 pursuant to a gas-to-oil exchange agreement with Chevron at the Duri oilfield. These volumes were increased
pursuant to another gas-to-oil exchange agreement signed with Chevron 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 304 mmcf/d gross sales gas in 2011. In May 2010, the two gas-to-oil exchange agreements with Chevron were converted to agreements whereby the gas
is now sold for cash consideration, with approximately an additional 500 bcf gross of gas sales volumes, in aggregate to all partners, added to the 2000 gas sales agreement.

In
2011, production from the Corridor PSC was approximately 60,000 boe/d. Corridor production accounted for approximately 50% of Talisman's Southeast Asia production. The Company approved the
Letang Tengah Rawa Optimization project, which is anticipated to deliver 16 mmcf/d to the premium priced Chevron/Duri gas sales contract from the beginning of 2013, and the Sumpal expansion
project, which includes a well and doubling processing capacity at the Sumpal facility. An early compression project was commissioned at Dayung field, which increased sales gas production to
approximately 50 mmcf/d. One well was drilled and one well was re-activated in the Suban field during 2011.

13TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Talisman's
share of production from the Tangguh LNG project contributed 25 mmcf/d in 2011. At year-end 2011, Tangguh was operating at 98% nameplate capacity.

The
Jambi Merang project came onstream in April 2011, three months ahead of schedule, and produced 3,100 boe/d during the year. In October 2011, Talisman and its partners signed a
swap agreement to enable gas from the Jambi Merang PSC to be sold under a gas sales agreement to PLN. Also in October 2011, Talisman and its partners signed an amendment to a gas sales
agreement with PLN primarily to effect a price increase for gas produced under the Jambi Merang PSC from $2.95/mmbtu to $5.40/mmbtu.

Talisman
participated in 27 development gas and oil wells in 2011.

The
Company's 2012 activities in Indonesia will focus primarily on the Corridor PSC, where Talisman plans to participate in drilling one development well in Corridor in 2012 and maintain investment in
support of future expansion. A total of 44 development gas and oil wells are expected to be drilled in Indonesia in 2012.

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." The Kekwa sub-block in PM-3 CAA, which has an expiry date of July 2012, is currently in negotiation to extend its expiry date. Talisman also holds a 70% working
interest in exploration licences for SB-309 and SB-310, acreages offshore Sabah in East Malaysia.

|LOGO |  | In 2011, production in Malaysia averaged 35,700 boe/d, which accounted for approximately 30% of Talisman's total Southeast Asia production. Two gas development wells were drilled in Malaysia in 2011.
Optimization initiatives at PM-3 CAA to maximize gas production and meet strong regional demand have resulted in an increase of 15% in gas production over the previous year and the highest production levels since 2004.
|---- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Northern Fields oil and gas production averaged 22,400 boe/d. Two gas development wells were drilled in 2011.

A
Mercury Removal Unit (MRU) was commissioned in early 2011 in the Northern Fields and another was commissioned in the Southern Fields in September, which now allow deeper zones to be produced.

In
2012, Talisman plans to drill six development wells and one injection well, of which three wells will be drilled in the Northern Fields and the remainder in the Southern Fields.

14TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Vietnam

Talisman holds a 30% interest in Block 46/02 and in the Truong Son Joint Operating Company ("JOC") which operates the Block.
Block 46/02 lies in the Malay  Tho Chu Basin, adjacent to PM-3 CAA and Block 46-Cai Nuoc. Talisman also holds
a 60% interest in Block 15-2/01 and in the Thang Long JOC, which operates the Block. Block 15-2/01 lies in the Cuu Long Basin, the predominant oil producing basin
in Vietnam. The Company holds a 49% operated interest in Blocks 133 and 134, 40% in Blocks 135 and 136, and 40% in Block 05-2/10 in the Nam Con Son Basin.

|LOGO |  | In 2011, Vietnam production averaged 1,900 bbls/day from Block 46/02, which accounted for approximately 2% of Southeast Asia production. The Song Doc infill program was completed in early 2011.
In December 2011, Talisman sanctioned the Hai Su Trang ("HST") and Hai Su Den ("HSD") development project in Block 15-2/01. The development will be tied into the adjacent Block 16-1 facilities operated by Hoang Long JOC to the
south of Block 15-2/01. In 2012, Talisman plans to progress the HST/HSD project within Block 15-2/01 with first production anticipated in the second half of 2013.
|---- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Australia/Timor-Leste

Talisman holds non-operated interests in the Laminaria and Corallina fields offshore Australia, and in the Kitan field in
JPDA 06-105. Production in Australia averaged 4,600 bbls/d in 2011, accounting for approximately 4% of Talisman's total Southeast Asia production.

|LOGO |  | In October 2011, the offshore Kitan development project in JPDA 06-105 was commissioned and produced rates of up to 11,000 bbls/d.
In 2012, Talisman's focus will be working with the operators to optimize production and facility uptime and manage costs.
|---- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

15TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Papua New Guinea

In Papua New Guinea, Talisman continues to aggregate significant discovered and prospective gas resources.

In
2011, Talisman drilled one development gas well.

In
February 2012, Talisman farmed out a portion of its interest in nine licences to Mitsubishi. This farm-out agreement is subject to government and partners' approval. The blocks affected by the
farm-out are PRL 4, PRL 8, PRL 21, PRL 28, PPL 235, PPL 239, PPL 261, PPL 268 and PPL 269. Following the farm-out, Talisman
and Mitsubishi licensed equity positions will average 40% and 20%, respectively, in these licences.

In
2012, Talisman plans to drill one development well and progress the Stanley condensate production and gas re-injection project towards sanction.

|LOGO |  | 
|---- |  | 

OTHER

Talisman's other producing interests during 2011 included operations in Algeria and Colombia. Talisman's production in Algeria averaged 15,000 boe/d,
accounting for 4% of the Company's production worldwide during 2011. For a discussion of Talisman's production in Colombia, see "Description of the
Business  Exploration  Latin America."

Algeria

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

|LOGO |  | In 2011, Talisman participated in six development wells. In 2012, Talisman's capital program in Algeria is expected to be approximately $27 million and includes plans to participate in up to seven development wells, with one well being drilled
over the year-end. 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 scheduled for early 2013.
|---- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

16TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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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. In 2012, Talisman's capital program for exploration activities is expected to be approximately $600 million.

LOGO

North Sea

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

UK

In 2011, Talisman finished drilling an appraisal well which found potential commercial oil in a shallow objective and non-commercial oil in the deeper,
main objective.

In
2012, Talisman is planning to spud an exploration well and to participate in two appraisal wells.

Norway

Talisman participated in an unsuccessful exploration well which started drilling in 2010 and finished in 2011.

In
2011, Talisman also participated in three wells: a successful appraisal well, a sub-commercial exploration well, and a successful exploration well.

In
2012, the Company is expecting to participate in three exploration wells: Isbjorn on PL568, Frode on PL299 and Outsider on PL375.

Southeast Asia

Talisman expects to participate in drilling several exploration and appraisal wells in Southeast Asia in 2012, one of which was
drilling over year-end 2011.

17TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Vietnam

In 2011, Talisman acquired 3D seismic data in Blocks 135 and 136.

In
2012, Talisman plans to drill two exploration wells on Block 05-2/10 and acquire additional seismic on Blocks 135 and 136.

Indonesia

In 2011, Talisman participated in a second unsuccessful exploration well in the Pasangkayu Block in the Makassar Strait. Talisman completed a 3D seismic program over its
South Makassar acreage in 2011.

In
the Southeast Sumatra PSC, Talisman participated in four exploration wells, three of which were successful.

In
the Offshore Northwest Java PSC, Talisman participated in two exploration wells, both of which were successful.

In
late 2011, Talisman drilled its first deepwater exploration well (Lempuk) in the Sageri Block. The well has been plugged and abandoned with gas shows.

Malaysia

In 2011, Talisman drilled a successful exploration well on PM-3 CAA and acquired 3D seismic data over the SB309 and 310 Blocks offshore of Northwest Sabah. In
2012, Talisman is planning to drill two exploration wells in the Sabah area and acquiring further seismic data over these Sabah Blocks.

Papua New Guinea

In 2011, the drilling of an appraisal well (Stanley-2) and exploration well (Ubuntu-1), both of which were drilling over year-end 2010, were finished. Both were
deemed successful.

In
2011, Talisman also drilled two exploration wells, both of which were unsuccessful.

A
successful appraisal well (Elevala-2) was drilled over year-end 2011 on the Elevala discovery in PRL 21. In December 2011, an exploration well (Weimang-1)
was spudded in PPL 235 and is currently suspended.

In
February 2012, Talisman farmed out a portion of its interest in nine licences to Mitsubishi. This farm-out agreement is subject to government and partners' approval. The blocks affected by the
farm-out are PRL 4, PRL 8, PRL 21, PRL 28, PPL 235, PPL 239, PPL 261, PPL 268 and PPL 269. Following the farm-out, Talisman
and Mitsubishi licensed equity positions will average 40% and 20%, respectively, in these licences.

In
2012, an appraisal well is planned on the Ketu discovery on PRL 21. In 2012, Talisman anticipates completing the drilling of the Weimang-1 well and drilling an appraisal to the
Puk-Puk discovery in PPL 235.

In
addition to drilling activity, Talisman plans to continue seismic acquisition across various blocks with a view to identifying suitable drilling prospects for subsequent years.

Latin America

Colombia

Talisman currently holds an interest in 4.4 million net acres (excluding Equión) and continues to have an active exploration program in the Llanos region,
a proven hydrocarbon basin.

In
the heavy oil trend of the Llanos regions, Talisman completed its six-well stratigraphic program in Block 6, which is adjacent to the producing Rubiales field. Further appraisal
of the Block is being conducted with a multi-well stratigraphic appraisal well program which commenced late 2011 as well as the acquisition of 3D seismic data.

In
May 2011, the Akacias discovery on Block 9 was placed on long-term test and continues to produce approximately 1,500-1,600 boe/d (gross) with cumulative
production of 325,000 boe as at December 31, 2011. A multi-well appraisal well program commenced late 2011. In 2012, Talisman is planning to participate in the drilling of
one exploration well on Block 9 and acquire 3D seismic data over Akacias.

In
2011, Talisman participated in an unsuccessful exploration well on the El Porton Block.

In
2012, Talisman is planning to conduct a two-well stratigraphic program on Block 8 and to participate in a 3D seismic and a multi-well exploration well program on Block 12.

18TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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In
the Niscota Block, the Huron-2 appraisal well was spudded and continues to drill over year-end 2011. Additionally, another appraisal well (Huron-3) is planned
in 2012.

Colombia  Equión

|LOGO |  | Equión Energía Limited ("Equión") currently holds interests in 180,000 net acres and in three pipelines. Talisman considers the pipeline interests to be important due to current transportation capacity constraints
in Colombia.
Talisman's net share of Equión's 2011 production averaged 13,400 boe/d, 65% of which is liquids.
Two new wells in the Piedemonte development spudded in August/September 2011, which were drilling over year-end. Also in 2011, Front End Engineering and Design ("FEED") was initiated on the project to expand the Piedemonte facilities to accept
greater volumes, and the liquified petroleum gas project in Cusiana started operating. Drilling continues with two rigs in the field.
Also in 2012, Equión is expecting to spud its first exploration well on RC-5 in the Caribbean Sea.
|---- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|PeruTalisman currently has an interest in three million net acres of exploration acreage in the Marañon Basin.
In Block 64, the Company spudded the exploration well Situche Norte-4X, which was drilling over year-end 2011. Also in 2011, Talisman began a program to acquire 2D seismic data on Block 123, which will continue into 2012 and include
Block 129. |  | LOGO
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | ----

19TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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Future Options

The Kurdistan Region of northern Iraq

|LOGO |  | Talisman has an interest in three blocks in the Kurdistan Region of northern Iraq covering in excess of 226 thousand acres.
In 2011, the Company drilled a successful exploration well on the Topkhana Block.
In the fourth quarter of 2011, Talisman spudded the Kurdamir-2 exploration well on the Kurdamir Block.
Talisman is planning to spud an exploration well on Baranan Block in 2012.
|---- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Poland

|LOGO |  | Talisman entered into a farm-out agreement in order to earn an interest in 3 concessions comprising of 627,130 gross acres. As of February 2012, an earning well has been drilled on two of the three concessions.
Entry into Poland allows Talisman to leverage its North American shale gas expertise in a prospective area which is proximate to European gas markets. In 2011, a 2D seismic acquisition program was completed. In late 2011, Talisman drilled its first
shale exploration well, and its second well was drilled over year-end 2011, with a third well expected to spud in early 2012.
Talisman is expecting to drill further wells in 2012.
|---- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

20TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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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. Prior to 2011, Talisman relied upon a
discretionary exemption from certain of the requirements of NI 51-101 granted by the Canadian securities regulatory authorities to provide reserves and other oil and gas
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
reserves and other oil and gas 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 2011, the Company's internal reserves evaluation staff included approximately 118 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 20 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 23 full-time or part-time years of relevant experience in
evaluating and managing the evaluation of reserves, 12 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.

Talisman
conducts formal reviews during the 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 respective Executive
Vice-President of the operating area to which the reserves relate 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

21TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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, at December 31, 2011, represent approximately 78%
of the Company's proved reserves (on a boe basis) as at December 31, 2011. 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, 2011. The reserves estimates included in this table were prepared using the standards of the US Securities and Exchange
Commission ("SEC"), which requires that proved and probable reserves be estimated using existing economic conditions. The price used for calculating reserves is an unweighted arithmetic average of the
historic first-day-of-the-month price for each month within the completed 12-month 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 | 
|----------------------------------- | ------------------- | --------------------- | --------------------- |  | ------------- |  | --------------------- |  | ----------------------- |  | --------------- | 
|Year ended December 31, 2011        | Gross7              |                       | Net8,9                |  | Gross7        |  | Net8,9                |  | Gross7                  |  | Net8,9          | 
|                                   
|Oil and Natural Gas Liquids(mmbbls) |                     |                       |                       |  |               |  |                       |  |                         |  |                 | 
|                                    | North America       |                       |                       |  |               |  |                       |  |                         |  |                 | 
|                                    |                    
|                                    |                     | Canada                | 70.3                  |  | 59.9          |  | 2.4                   |  | 2.1                     |  | 72.7            | 
|                                    |                    
|                                    |                     | United States         | 9.7                   |  | 7.3           |  | 13.4                  |  | 10.0                    |  | 23.1            | 
|                                   
|                                    | North Sea           |                       |                       |  |               |  |                       |  |                         |  |                 | 
|                                    |                    
|                                    |                     | UK                    | 203.1                 |  | 201.9         |  | 43.2                  |  | 43.1                    |  | 246.3           | 
|                                    |                    
|                                    |                     | Norway                | 17.0                  |  | 17.0          |  | 35.7                  |  | 35.7                    |  | 52.7            | 
|                                   
|                                    | Southeast Asia      |                       |                       |  |               |  |                       |  |                         |  |                 | 
|                                    |                    
|                                    |                     | Indonesia             | 20.0                  |  | 9.9           |  | 8.9                   |  | 5.6                     |  | 28.9            | 
|                                    |                    
|                                    |                     | Malaysia              | 20.5                  |  | 9.8           |  | 3.3                   |  | 1.5                     |  | 23.8            | 
|                                    |                    
|                                    |                     | Australia/Timor-Leste | 9.9                   |  | 8.6           |  |                      |  |                        |  | 9.9             | 
|                                    |                    
|                                    |                     | Vietnam               | 0.7                   |  | 0.6           |  | 11.8                  |  | 9.8                     |  | 12.5            | 
|                                   
|                                    | Latin America       |                       |                       |  |               |  |                       |  |                         |  |                 | 
|                                    |                    
|                                    |                     | Colombia10            | 8.3                   |  | 6.7           |  | 7.6                   |  | 6.1                     |  | 15.9            | 
|                                    |                    
|                                    |                     | Peru                  |                      |  |              |  |                      |  |                        |  |                | 
|                                   
|                                    | Other               |                       |                       |  |               |  |                       |  |                         |  |                 | 
|                                    |                    
|                                    |                     | Algeria               | 19.8                  |  | 9.0           |  | 12.4                  |  | 6.5                     |  | 32.2            | 
|                                   
|Total                               | 379.3               |                       | 330.7                 |  | 138.7         |  | 120.4                 |  | 518.0                   |  | 451.1           | 
|                                   

22TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|Natural Gas(bcf) |                |                       |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|---------------- | -------------- | --------------------- | ------- |  | ------- |  | ------- |  | ------- |  | ------- |  | ------- |  | ----- |  | ------- |  | ------- |  | ------- |  | ------- | 
|                 |               
|                 | North America  |                       |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |               
|                 |                | Canada                | 1,016.8 |  | 936.5   |  | 374.4   |  | 356.2   |  | 1,391.2 |  | 1,292.7 |  | 327.8 |  | 295.1   |  | 194.4   |  | 182.8   |  | 522.2   | 
|                 |               
|                 |                | United States         | 965.0   |  | 814.7   |  | 1,386.4 |  | 1,171.1 |  | 2,351.4 |  | 1,985.8 |  | 166.4 |  | 140.0   |  | 610.9   |  | 518.2   |  | 777.3   | 
|                
|                 | North Sea      |                       |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |               
|                 |                | UK                    | 18.3    |  | 18.2    |  | 0.5     |  | 0.5     |  | 18.8    |  | 18.7    |  | 8.9   |  | 8.5     |  | 133.6   |  | 133.5   |  | 142.5   | 
|                 |               
|                 |                | Norway                | 63.1    |  | 63.1    |  | 4.5     |  | 4.5     |  | 67.6    |  | 67.6    |  | 19.4  |  | 19.4    |  | 45.6    |  | 45.6    |  | 65.0    | 
|                
|                 | Southeast Asia |                       |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |               
|                 |                | Indonesia             | 965.9   |  | 688.5   |  | 602.8   |  | 418.7   |  | 1,568.7 |  | 1,107.2 |  | 4.7   |  | 4.0     |  | 506.4   |  | 366.7   |  | 511.1   | 
|                 |               
|                 |                | Malaysia              | 250.2   |  | 149.5   |  | 56.8    |  | 31.5    |  | 307.0   |  | 181.0   |  | 125.2 |  | 68.3    |  | 168.7   |  | 99.5    |  | 293.9   | 
|                 |               
|                 |                | Australia/Timor-Leste |        |  |        |  |        |  |        |  |        |  |        |  |      |  |        |  |        |  |        |  |        | 
|                 |               
|                 |                | Vietnam               | 0.2     |  | 0.2     |  | 8.4     |  | 7.6     |  | 8.6     |  | 7.8     |  | 0.1   |  | 0.1     |  | 6.8     |  | 6.2     |  | 6.9     | 
|                
|                 | Latin America  |                       |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |               
|                 |                | Colombia10            | 77.9    |  | 62.3    |  | 26.5    |  | 21.2    |  | 104.4   |  | 83.5    |  |      |  |        |  |        |  |        |  |        | 
|                 |               
|                 |                | Peru                  |        |  |        |  |        |  |        |  |        |  |        |  |      |  |        |  |        |  |        |  |        | 
|                
|                 | Other          |                       |         |  |         |  |         |  |         |  |         |  |         |  |       |  |         |  |         |  |         |  |         | 
|                 |               
|                 |                | Algeria               |        |  |        |  |        |  |        |  |        |  |        |  |      |  |        |  |        |  |        |  |        | 
|                
|Total            | 3,357.4        |                       | 2,733.0 |  | 2,460.3 |  | 2,011.3 |  | 5,817.7 |  | 4,744.3 |  | 652.5   |  | 535.4 |  | 1,666.4 |  | 1,352.5 |  | 2,318.9 |  | 1,887.9 | 
|                

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

In
2011, Talisman added 251 mmboe of proved reserves compared to production of 155 mmboe, for a replacement of 162% of 2011 production. The new reserves were a combination of new
discoveries, additions, revisions and revisions due to price and excludes acquisitions and divestitures. North America accounts for the largest increase in reserves as a result of the successful
drilling programs in the Marcellus, Eagle Ford and Montney shale plays.

Talisman
added 54 mmbbls of gross proved oil and liquids reserves through drilling and revisions. The UK (48%) and North America (18%) account for the majority of Talisman's oil and liquids
reserves as at December 31, 2011. International reserves additions are dependent on the timing of project approvals and drilling results. Talisman added 1.2 tcf of gross proved natural
gas reserves through drilling and revisions. In North America, gross total proved natural gas reserves were 3.7 tcf at December 31, 2011, up 26% from the previous year. Talisman's total
gross proved natural gas reserves were 5.8 tcf at

23TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



December 31,
2011, up 11% from the previous year. North America comprised 64% of the Company's gross total proved natural gas reserves as at December 31, 2011.

Talisman's
proved undeveloped reserves were 549 mmboe as at December 31, 2011. In 2011, Talisman converted 70 mmboe (16% of the Company's 2010 proved undeveloped reserves) into
proved developed reserves. Talisman spent approximately $840 million in 2011 in order to develop its proved undeveloped reserves. As at December 31, 2011, the only material proved
undeveloped reserves that were five years or older are in Indonesia (42 mmboe), Malaysia (7 mmboe), Norway (30 mmboe) and UK (17 mmboe). The Southeast Asia undeveloped
reserves are gas reserves that will be drilled as needed in the next five years
to meet gas deliverability requirements for existing gas contracts. The Norway and UK undeveloped reserves are attributable to projects that are underway in those regions. For both the Norway and the
UK, a significant portion of each of the project's total capital has been spent to date.

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 2011, Talisman added 131 mmboe of proved undeveloped reserves as a result of additions, revisions and price
revisions in North America. Talisman also sold 21 mmboe of proved undeveloped reserves in North America in 2011.

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    |   | Norway |   | Indonesia |   | Other
Southeast
Asia |   | Latin
America |   | Other |   | Total |   | 
|                                     
|Oil and Liquids(mmbbls)               |  |        |   |      |   |       |   |        |   |           |   |                      |   |               |   |       |   |       |   | 
|Total Proved                          |  |        |   |      |   |       |   |        |   |           |   |                      |   |               |   |       |   |       |   | 
|                                      |  |       
|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 |   | 
|                                      |  |       
|Discoveries, additions and extensions |  | 2.1    |   | 13.7 |   | (4.1  | ) | 2.3    |   | 0.4       |   | 9.7                  |   |              |   | (0.9  | ) | 23.2  |   | 
|                                      |  |       
|Purchase of reserves                  |  |       |   | 0.6  |   |      |   |       |   |          |   |                     |   | 15.1          |   |      |   | 15.7  |   | 
|                                      |  |       
|Sale of reserves                      |  | (0.3   | ) |     |   |      |   |       |   |          |   |                     |   |              |   |      |   | (0.3  | ) | 
|                                      |  |       
|Net revisions and transfers           |  | (3.5   | ) | 0.3  |   | 10.4  |   | 7.2    |   | 4.1       |   | 0.5                  |   |              |   | (0.1  | ) | 18.9  |   | 
|                                      |  |       
|2011 Production                       |  | (6.3   | ) | (0.5 | ) | (25.2 | ) | (10.0  | ) | (1.8      | ) | (5.5                 | ) | (2.3          | ) | (2.4  | ) | (54.0 | ) | 
|                                     
|Proved reserves at December 31, 2011  |  | 62.0   |   | 17.3 |   | 245.0 |   | 52.7   |   | 15.5      |   | 30.3                 |   | 12.8          |   | 15.5  |   | 451.1 |   | 
|                                     

24TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|Proved developed                      |  |         |   |         |   |       |   |       |   |         |   |       |   |       |   |        |   |         |   | 
|------------------------------------- |  | ------- | - | ------- | - | ----- | - | ----- | - | ------- | - | ----- | - | ----- | - | ------ | - | ------- | - | 
|                                      |  |        
|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   |   | 
|                                      |  |        
|December 31, 2011                     |  | 59.9    |   | 7.3     |   | 201.9 |   | 17.0  |   | 9.9     |   | 19.0  |   | 6.7   |   | 9.0    |   | 330.7   |   | 
|                                     
|Natural Gas(bcf)                      |  |         |   |         |   |       |   |       |   |         |   |       |   |       |   |        |   |         |   | 
|                                      |  |        
|Total Proved                          |  |         |   |         |   |       |   |       |   |         |   |       |   |       |   |        |   |         |   | 
|                                      |  |        
|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 |   | 
|                                      |  |        
|Discoveries, additions and extensions |  | 251.1   |   | 799.4   |   | (0.2  | ) | 4.6   |   | 36.1    |   | 9.2   |   |      |   |       |   | 1,100.2 |   | 
|                                      |  |        
|Purchase of reserves                  |  |        |   | 3.6     |   |      |   |      |   |        |   |      |   | 93.5  |   |       |   | 97.1    |   | 
|                                      |  |        
|Sale of reserves                      |  | (165.5  | ) |        |   |      |   |      |   |        |   |      |   |      |   |       |   | (165.5  | ) | 
|                                      |  |        
|Net revisions and transfers           |  | 3.5     |   | 66.8    |   | (1.4  | ) | (1.3  | ) | (94.1   | ) | (13.0 | ) | 0.2   |   |       |   | (39.3   | ) | 
|                                      |  |        
|2011 Production                       |  | (150.9  | ) | (141.9  | ) | (3.5  | ) | (15.3 | ) | (104.0  | ) | (33.2 | ) | (10.2 | ) |       |   | (459.0  | ) | 
|                                     
|Proved reserves at December 31, 2011  |  | 1,292.7 |   | 1,985.8 |   | 18.7  |   | 67.6  |   | 1,107.2 |   | 188.8 |   | 83.5  |   |       |   | 4,744.3 |   | 
|                                     
|Proved developed                      |  |         |   |         |   |       |   |       |   |         |   |       |   |       |   |        |   |         |   | 
|                                      |  |        
|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 |   | 
|                                      |  |        
|December 31, 2011                     |  | 936.5   |   | 814.7   |   | 18.2  |   | 63.1  |   | 688.5   |   | 149.7 |   | 62.3  |   |       |   | 2,733.0 |   | 
|                                     

25TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



Continuity of Gross Proved Reserves1

|                                      |  | Canada |   | US   |   | UK    |   | Norway |   | Indonesia |   | Other
Southeast
Asia |   | Latin
America |   | Other |   | Total |   | 
|------------------------------------- |  | ------ | - | ---- | - | ----- | - | ------ | - | --------- | - | -------------------- | - | ------------- | - | ----- | - | ----- | - | 
|                                     
|Oil and Liquids(mmbbls)               |  |        |   |      |   |       |   |        |   |           |   |                      |   |               |   |       |   |       |   | 
|Total Proved                          |  |        |   |      |   |       |   |        |   |           |   |                      |   |               |   |       |   |       |   | 
|                                      |  |       
|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 |   | 
|                                      |  |       
|Discoveries, additions and extensions |  | 3.1    |   | 18.3 |   | (4.2  | ) | 2.3    |   | 1.0       |   | 13.7                 |   |              |   | 0.6   |   | 34.8  |   | 
|                                      |  |       
|Purchase of reserves                  |  |       |   | 0.7  |   |      |   |       |   |          |   |                     |   | 18.8          |   |      |   | 19.5  |   | 
|                                      |  |       
|Sale of reserves                      |  | (0.3   | ) |     |   |      |   |       |   |          |   |                     |   |              |   |      |   | (0.3  | ) | 
|                                      |  |       
|Net revisions and transfers           |  | (1.7   | ) | 0.6  |   | 10.7  |   | 7.2    |   | (0.2      | ) | 1.1                  |   | (0.1          | ) | 1.5   |   | 19.1  |   | 
|                                      |  |       
|2011 Production                       |  | (7.7   | ) | (0.8 | ) | (25.5 | ) | (10.0  | ) | (4.0      | ) | (8.5                 | ) | (2.8          | ) | (5.5  | ) | (64.8 | ) | 
|                                     
|Proved reserves at December 31, 2011  |  | 72.7   |   | 23.1 |   | 246.3 |   | 52.7   |   | 28.9      |   | 46.2                 |   | 15.9          |   | 32.2  |   | 518.0 |   | 
|                                     
|Proved developed                      |  |        |   |      |   |       |   |        |   |           |   |                      |   |               |   |       |   |       |   | 
|                                      |  |       
|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 |   | 
|                                      |  |       
|December 31, 2011                     |  | 70.3   |   | 9.7  |   | 203.1 |   | 17.0   |   | 20.0      |   | 31.1                 |   | 8.3           |   | 19.8  |   | 379.3 |   | 
|                                     

26TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---





|                                      |  |         |   |         |   |       |   |        |   |           |   |                      |   |               |   |        |   |         |   | 
|------------------------------------- |  | ------- | - | ------- | - | ----- | - | ------ | - | --------- | - | -------------------- | - | ------------- | - | ------ | - | ------- | - | 
|                                      |  | Canada  |   | US      |   | UK    |   | Norway |   | Indonesia |   | Other
Southeast
Asia |   | Latin
America |   | Other  |   | Total   |   | 
|                                     
|Natural Gas(bcf)                      |  |         |   |         |   |       |   |        |   |           |   |                      |   |               |   |        |   |         |   | 
|Total Proved                          |  |         |   |         |   |       |   |        |   |           |   |                      |   |               |   |        |   |         |   | 
|                                      |  |        
|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 |   | 
|                                      |  |        
|Discoveries, additions and extensions |  | 265.9   |   | 953.7   |   | (0.2  | ) | 4.6    |   | 4.2       |   | 7.3                  |   |              |   |       |   | 1,235.5 |   | 
|                                      |  |        
|Purchase of reserves                  |  |        |   | 4.8     |   |      |   |       |   |          |   |                     |   | 116.9         |   |       |   | 121.7   |   | 
|                                      |  |        
|Sale of reserves                      |  | (180.3  | ) |        |   |      |   |       |   |          |   |                     |   |              |   |       |   | (180.3  | ) | 
|                                      |  |        
|Net revisions and transfers           |  | (31.6   | ) | 87.3    |   | (1.2  | ) | (1.3   | ) | (107.3    | ) | 1.6                  |   |              |   |       |   | (52.5   | ) | 
|                                      |  |        
|2011 Production                       |  | (160.0  | ) | (167.5  | ) | (3.6  | ) | (15.3  | ) | (143.4    | ) | (41.3                | ) | (12.5         | ) |       |   | (543.6  | ) | 
|                                     
|Proved reserves at December 31, 2011  |  | 1,391.2 |   | 2,351.4 |   | 18.8  |   | 67.6   |   | 1,568.7   |   | 315.6                |   | 104.4         |   |       |   | 5,817.7 |   | 
|                                     
|Proved developed                      |  |         |   |         |   |       |   |        |   |           |   |                      |   |               |   |        |   |         |   | 
|                                      |  |        
|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 |   | 
|                                      |  |        
|December 31, 2011                     |  | 1,016.8 |   | 965.0   |   | 18.3  |   | 63.1   |   | 965.9     |   | 250.4                |   | 77.9          |   |       |   | 3,357.4 |   | 
|                                     

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 using existing tax and cost pools. The present values of the estimated
future cash flows were determined by applying a 10% discount rate prescribed by the US 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

27TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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:

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

|                       |  |        |  |       |  |       | 
|---------------------- |  | ------ |  | ----- |  | ----- | 
|                       |  | 2011   |  | 2010  |  | 2009  | 
|                      
|Oil and Liquids($/bbl) |  |        |  |       |  |       | 
|                       |  |       
|Canada1                |  | 76.79  |  | 62.25 |  | 48.43 | 
|                       |  |       
|US                     |  | 74.91  |  | 57.66 |  |      | 
|                       |  |       
|UK                     |  | 111.01 |  | 78.97 |  | 60.18 | 
|                       |  |       
|Norway                 |  | 108.34 |  | 78.21 |  | 59.61 | 
|                       |  |       
|Indonesia              |  | 111.89 |  | 78.71 |  | 61.09 | 
|                       |  |       
|Other Southeast Asia3  |  | 112.11 |  | 75.83 |  | 59.56 | 
|                       |  |       
|Other4                 |  | 108.69 |  | 78.10 |  | 59.30 | 
|                      
|Total                  |  | 104.26 |  | 75.79 |  | 57.82 | 
|                      
|Natural Gas($/mcf)     |  |        |  |       |  |       | 
|                       |  |       
|Canada                 |  | 3.92   |  | 4.05  |  | 3.53  | 
|                       |  |       
|US                     |  | 4.19   |  | 4.63  |  | 3.94  | 
|                       |  |       
|UK                     |  | 6.51   |  | 4.57  |  | 3.68  | 
|                       |  |       
|Norway                 |  | 7.25   |  | 4.95  |  | 5.18  | 
|                       |  |       
|Indonesia              |  | 7.64   |  | 6.61  |  | 4.78  | 
|                       |  |       
|Other Southeast Asia2  |  | 7.61   |  | 5.65  |  | 4.44  | 
|                       |  |       
|Other3                 |  | 3.65   |  |      |  | 6.34  | 
|                      
|Total                  |  | 5.27   |  | 5.22  |  | 4.12  | 
|                      

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

|                    |  |        |  |       |  |       | 
|------------------- |  | ------ |  | ----- |  | ----- | 
|                    |  | 2011   |  | 2010  |  | 2009  | 
|                   
|WTI ($/bbl)         |  | 96.19  |  | 79.42 |  | 61.18 | 
|                    |  |       
|Dated Brent ($/bbl) |  | 110.96 |  | 79.02 |  | 59.91 | 
|                    |  |       
|HH gas ($/mmbtu)    |  | 4.12   |  | 4.37  |  | 3.82  | 
|                    |  |       
|AECO-C (C$/gj)      |  | 3.57   |  | 3.82  |  | 3.58  | 
|                    |  |       
|US$/C$              |  | 1.01   |  | 0.97  |  | 0.87  | 
|                    |  |       
|US$/UK£             |  | 1.61   |  | 1.60  |  | 1.79  | 
|                   

28TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



Discounted Future Net Cash Flows from Proved Reserves

|                                                            |                                  |               |        |           |        |                |         |        |        |           |        |            |        |        |      |         |         |  
|----------------------------------------------------------- | -------------------------------- | ------------- | ------ | --------- | ------ | -------------- | ------- | ------ | ------ | --------- | ------ | ---------- | ------ | ------ | ---- | ------- | ------- | -
|                                                            |                                  | North America |        | North Sea |        | Southeast Asia |         |        |        |           |        |           
|Years ended December 31
(millions of $)                     |                                  | Canada        |        | US        |        | UK             |         | Norway |        | Indonesia |        | Other SEA2 |        | Other3 |      | Total   |         |  
|                                                           
|2011                                                        |                                  |               |        |           |        |                |         |        |        |           |        |            |        |        |      |         |         |  
|                                                            |                                  |              
|Future cash inflows1                                        |                                  | 9,951         |        | 9,775     |        | 27,326         |         | 6,195  |        | 9,864     |        | 4,711      |        | 3,320  |      | 71,142  |         |  
|                                                            |                                  |              
|Future costs                                                |                                  |               |        |           |        |                |         |        |        |           |        |            |        |        |      |         |         |  
|                                                            |                                  |              
|                                                            | Transportation                   |               | (315   | )         | (480   | )              | (414    | )      | (150   | )         | (540   | )          |       |        | (75  | )       | (1,974  | )
|                                                            |                                  |              
|                                                            | Production                       |               | (3,576 | )         | (1,984 | )              | (14,327 | )      | (2,811 | )         | (1,207 | )          | (1,526 | )      | (479 | )       | (25,910 | )
|                                                            |                                  |              
|                                                            | Development and site restoration |               | (1,490 | )         | (2,336 | )              | (6,491  | )      | (1,276 | )         | (805   | )          | (779   | )      | (364 | )       | (13,541 | )
|                                                           
|Future costs                                                |                                  | (5,381        | )      | (4,800    | )      | (21,232        | )       | (4,237 | )      | (2,552    | )      | (2,305     | )      | (918   | )    | (41,425 | )       |  
|                                                           
|Future inflows before income taxes                          |                                  | 4,570         |        | 4,975     |        | 6,094          |         | 1,958  |        | 7,312     |        | 2,406      |        | 2,402  |      | 29,717  |         |  
|                                                            |                                  |              
|Future income & production revenue taxes                    |                                  | (809          | )      | (358      | )      | (4,447         | )       | (342   | )      | (3,061    | )      | (784       | )      | (764   | )    | (10,565 | )       |  
|                                                           
|Net cash flows                                              |                                  | 3,761         |        | 4,617     |        | 1,647          |         | 1,616  |        | 4,251     |        | 1,622      |        | 1,638  |      | 19,152  |         |  
|                                                           
|Less 10% annual discount for estimated timing of cash flows |                                  | (1,516        | )      | (2,144    | )      | (236           | )       | (318   | )      | (1,551    | )      | (365       | )      | (448   | )    | (6,578  | )       |  
|                                                           
|Discounted cash flows                                       |                                  | 2,245         |        | 2,473     |        | 1,411          |         | 1,298  |        | 2,700     |        | 1,257      |        | 1,190  |      | 12,574  |         |  
|                                                           
|2010                                                        |                                  |               |        |           |        |                |         |        |        |           |        |            |        |        |      |         |         |  
|                                                            |                                  |              
|Future cash inflows1                                        |                                  | 10,027        |        | 6,029     |        | 20,952         |         | 4,551  |        | 9,612     |        | 3,165      |        | 1,479  |      | 55,815  |         |  
|                                                            |                                  |              
|Future costs                                                |                                  |               |        |           |        |                |         |        |        |           |        |            |        |        |      |         |         |  
|                                                            |                                  |              
|                                                            | Transportation                   |               | (381   | )         | (189   | )              | (398    | )      | (166   | )         | (794   | )          |       |        | (48  | )       | (1,976  | )
|                                                            |                                  |              
|                                                            | Production                       |               | (3,801 | )         | (1,014 | )              | (11,037 | )      | (2,123 | )         | (1,103 | )          | (1,143 | )      | (268 | )       | (20,489 | )
|                                                            |                                  |              
|                                                            | Development and site restoration |               | (1,697 | )         | (1,289 | )              | (4,970  | )      | (852   | )         | (830   | )          | (474   | )      | (121 | )       | (10,233 | )
|                                                           
|Future costs                                                |                                  | (5,879        | )      | (2,492    | )      | (16,405        | )       | (3,141 | )      | (2,727    | )      | (1,617     | )      | (437   | )    | (32,698 | )       |  
|                                                           
|Future inflows before income taxes                          |                                  | 4,148         |        | 3,537     |        | 4,547          |         | 1,410  |        | 6,885     |        | 1,548      |        | 1,042  |      | 23,117  |         |  
|                                                            |                                  |              
|Future income & production revenue taxes                    |                                  | (1,003        | )      | (437      | )      | (2,787         | )       | (45    | )      | (2,845    | )      | (329       | )      | (347   | )    | (7,793  | )       |  
|                                                           
|Net cash flows                                              |                                  | 3,145         |        | 3,100     |        | 1,760          |         | 1,365  |        | 4,040     |        | 1,219      |        | 695    |      | 15,324  |         |  
|                                                           
|Less 10% annual discount for estimated timing of cash flows |                                  | (1,258        | )      | (1,588    | )      | (18            | )       | (202   | )      | (1,709    | )      | (222       | )      | (219   | )    | (5,216  | )       |  
|                                                           
|Discounted cash flows                                       |                                  | 1,887         |        | 1,512     |        | 1,742          |         | 1,163  |        | 2,331     |        | 997        |        | 476    |      | 10,108  |         |  
|                                                           
|20094                                                       |                                  |               |        |           |        |                |         |        |        |           |        |            |        |        |      |         |         |  
|                                                            |                                  |              
|Future cash inflows1                                        |                                  | 11,604        |        | 2,242     |        | 16,101         |         | 3,814  |        | 7,230     |        | 2,807      |        | 1,265  |      | 45,063  |         |  
|                                                            |                                  |              
|Future costs                                                |                                  |               |        |           |        |                |         |        |        |           |        |            |        |        |      |         |         |  
|                                                            |                                  |              
|                                                            | Transportation                   |               | (410   | )         | (8     | )              | (322    | )      | (87    | )         | (727   | )          |       |        | (53  | )       | (1,607  | )
|                                                            |                                  |              
|                                                            | Production                       |               | (4,432 | )         | (489   | )              | (10,031 | )      | (1,858 | )         | (1,068 | )          | (1,052 | )      | (307 | )       | (19,237 | )
|                                                            |                                  |              
|                                                            | Development and site restoration |               | (2,033 | )         | (630   | )              | (4,767  | )      | (947   | )         | (572   | )          | (666   | )      | (199 | )       | (9,814  | )
|                                                           
|Future costs                                                |                                  | (6,875        | )      | (1,127    | )      | (15,120        | )       | (2,892 | )      | (2,367    | )      | (1,718     | )      | (559   | )    | (30,658 | )       |  
|                                                           
|Future inflows before income taxes                          |                                  | 4,729         |        | 1,115     |        | 981            |         | 922    |        | 4,863     |        | 1,089      |        | 706    |      | 14,405  |         |  
|                                                            |                                  |              
|Future income & production revenue taxes                    |                                  | (873          | )      |          |        | (444           | )       | 273    |        | (2,011    | )      | (133       | )      | (240   | )    | (3,428  | )       |  
|                                                           
|Net cash flows                                              |                                  | 3,856         |        | 1,115     |        | 537            |         | 1,195  |        | 2,852     |        | 956        |        | 466    |      | 10,977  |         |  
|                                                           
|Less 10% annual discount for estimated timing of cash flows |                                  | (1,671        | )      | (730      | )      | 377            |         | (221   | )      | (1,251    | )      | (195       | )      | (173   | )    | (3,864  | )       |  
|                                                           
|Discounted cash flows                                       |                                  | 2,185         |        | 385       |        | 914            |         | 974    |        | 1,601     |        | 761        |        | 293    |      | 7,113   |         |  
|                                                           

29TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



Principal Sources of Changes in Discounted Cash Flows

|                                                           |  |        |   |        |   |        |   | 
|---------------------------------------------------------- |  | ------ | - | ------ | - | ------ | - | 
|Years ended December 31 (millions of $)                    |  | 2011   |   | 2010   |   | 2009   |   | 
|                                                          
|Sales of oil & gas produced net of production costs        |  | (5,776 | ) | (4,768 | ) | (3,748 | ) | 
|                                                           |  |       
|Net change in prices                                       |  | 8,351  |   | 5,416  |   | 4,292  |   | 
|                                                           |  |       
|Net change in transportation costs                         |  | 62     |   | (197   | ) | 195    |   | 
|                                                           |  |       
|Net changes in production costs                            |  | (2,755 | ) | 391    |   | (619   | ) | 
|                                                           |  |       
|Net changes in future development & site restoration costs |  | (2,052 | ) | (27    | ) | (622   | ) | 
|                                                           |  |       
|Development costs incurred during year                     |  | 1,560  |   | 1,603  |   | 1,468  |   | 
|                                                           |  |       
|Extensions, discoveries and improved recovery              |  | 2,132  |   | 1,990  |   | 930    |   | 
|                                                           |  |       
|Revisions of previous reserve estimates                    |  | 513    |   | 679    |   | 356    |   | 
|                                                           |  |       
|Net purchases                                              |  | 1,039  |   | 189    |   | 15     |   | 
|                                                           |  |       
|Net sales of reserves in place                             |  | (75    | ) | (893   | ) | (707   | ) | 
|                                                           |  |       
|Accretion of discount                                      |  | 1,556  |   | 1,099  |   | 729    |   | 
|                                                           |  |       
|Net change in taxes                                        |  | (1,847 | ) | (2,453 | ) | (1,278 | ) | 
|                                                           |  |       
|Other                                                      |  | (242   | ) | (34    | ) | 292    |   | 
|                                                          
|Net change                                                 |  | 2,466  |   | 2,995  |   | 1,303  |   | 
|                                                          

30TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



PRODUCTIVE WELLS

|Year ended December 31, 2011 |                       | Productive Wells1,2
Oil Wells |       | Productive Wells1,2
Gas Wells |         | Productive Wells1,2
Total Wells
|---------------------------- | --------------------- | ----------------------------- | ----- | ----------------------------- | ------- | -------------------------------
|Property                     |                       | Gross                         |       | Net                           |         | Gross                          
|                            
|North America                |                       |                               |       |                               |         |                                
|                             |                       |                              
|                             | Conventional          |                               | 1,574 |                               | 1,344.1 |                                
|                             |                       |                              
|                             | Shale                 |                               | 8     |                               | 3.5     |                                
|                            
|Total North America          |                       | 1,582                         |       | 1,347.6                       |         | 2,821                          
|                            
|North Sea                    |                       |                               |       |                               |         |                                
|                             |                       |                              
|                             | UK                    |                               |       |                               |         |                                
|                             |                       |                              
|                             |                       | Northern Business Area        |       | 241                           |         | 106.1                          
|                             |                       |                              
|                             |                       | Central Business Area         |       | 102                           |         | 84.7                           
|                             |                       |                              
|                             | Norway                |                               |       |                               |         |                                
|                             |                       |                              
|                             |                       | Southern North Sea            |       | 26                            |         | 14.1                           
|                             |                       |                              
|                             |                       | Mid North Sea                 |       | 56                            |         | 19.1                           
|                            
|Total North Sea              |                       | 425                           |       | 224.0                         |         | 12                             
|                            
|Southeast Asia               |                       |                               |       |                               |         |                                
|                             |                       |                              
|                             | Indonesia             |                               |       |                               |         |                                
|                             |                       |                              
|                             |                       | Corridor PSC                  |       | 86                            |         | 30.9                           
|                             |                       |                              
|                             |                       | Other Indonesia3              |       | 1,489                         |         | 135.1                          
|                             |                       |                              
|                             | Malaysia              |                               | 73    |                               | 30.9    |                                
|                             |                       |                              
|                             | Vietnam               |                               | 11    |                               | 3.6     |                                
|                             |                       |                              
|                             | Australia/Timor-Leste |                               | 13    |                               | 4.4     |                                
|                             |                       |                              
|                             | Papua New Guinea      |                               |      |                               |        |                                
|                            
|Total Southeast Asia         |                       | 1,672                         |       | 204.9                         |         | 332                            
|                            
|Latin America                |                       |                               |       |                               |         |                                
|                             |                       |                              
|                             | Colombia              |                               |       |                               |         |                                
|                             |                       |                              
|                             |                       | Equíon                        |       | 58                            |         | 7.2                            
|                             |                       |                              
|                             |                       | Other Colombia                |       |                              |         |                               
|                             |                       |                              
|                             | Peru                  |                               |      |                               |        |                                
|                            
|Total Latin America          |                       | 58                            |       | 7.2                           |         | 3                              
|                            
|Other                        |                       |                               |       |                               |         |                                
|                             |                       |                              
|                             | Algeria               |                               | 119   |                               | 12.7    |                                
|                             |                       |                              
|                             | Rest of World4        |                               |      |                               |        |                                
|                            
|Total Other                  |                       | 119                           |       | 12.7                          |         | 4                              
|                            
|Total Worldwide              |                       | 3,856                         |       | 1,796.4                       |         | 3,172                          
|                            

31TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



ACREAGE

|Year ended December 31, 2011
(thousand acres) |                       | Developed              |         | Undeveloped |       | Total   
|--------------------------------------------- | --------------------- | ---------------------- | ------- | ----------- | ----- | --------
|Property                                      |                       | Gross                  |         | Net         |       | Gross   
|                                             
|North America1                                |                       |                        |         |             |       |         
|                                              |                       |                       
|                                              | Shale                 |                        | 43.9    |             | 33.6  |         
|                                              |                       |                       
|                                              | Conventional2         |                        | 1,019.8 |             | 645.3 |         
|                                              |                       |                       
|                                              | Frontier3             |                        | 3.2     |             | 0.4   |         
|                                             
|Total North America                           |                       | 1,066.9                |         | 679.3       |       | 8,954.3 
|                                             
|North Sea                                     |                       |                        |         |             |       |         
|                                              |                       |                       
|                                              | UK                    |                        |         |             |       |         
|                                              |                       |                       
|                                              |                       | Northern Business Area |         | 164.2       |       | 106.2   
|                                              |                       |                       
|                                              |                       | Central Business Area  |         | 104.5       |       | 82.5    
|                                              |                       |                       
|                                              |                       | Other UK               |         |            |       |        
|                                              |                       |                       
|                                              | Norway                |                        |         |             |       |         
|                                              |                       |                       
|                                              |                       | Southern North Sea     |         | 14.7        |       | 9.3     
|                                              |                       |                       
|                                              |                       | Mid North Sea          |         | 28.3        |       | 8.8     
|                                              |                       |                       
|                                              |                       | Other Norway4          |         |            |       |        
|                                             
|Total North Sea                               |                       | 311.7                  |         | 206.8       |       | 2,208.3 
|                                             
|Southeast Asia                                |                       |                        |         |             |       |         
|                                              |                       |                       
|                                              | Indonesia5            |                        | 460.9   |             | 75.7  |         
|                                              |                       |                       
|                                              | Malaysia              |                        | 98.6    |             | 37.6  |         
|                                              |                       |                       
|                                              | Vietnam               |                        | 12.8    |             | 2.2   |         
|                                              |                       |                       
|                                              | Australia/Timor-Leste |                        | 11.0    |             | 4.1   |         
|                                              |                       |                       
|                                              | Papua New Guinea      |                        |        |             |      |         
|                                             
|Total Southeast Asia                          |                       | 583.3                  |         | 119.6       |       | 41,342.3
|                                             
|Latin America                                 |                       |                        |         |             |       |         
|                                              |                       |                       
|                                              | Colombia              |                        |         |             |       |         
|                                              |                       |                       
|                                              |                       | Equíon                 |         | 17.9        |       | 3.3     
|                                              |                       |                       
|                                              |                       | Other Colombia         |         |            |       |        
|                                              |                       |                       
|                                              | Peru                  |                        |        |             |      |         
|                                             
|Total Latin America                           |                       | 17.9                   |         | 3.3         |       | 18,772.0
|                                             
|Other                                         |                       |                        |         |             |       |         
|                                              |                       |                       
|                                              | Algeria               |                        | 196.0   |             | 34.4  |         
|                                              |                       |                       
|                                              | Rest of World6        |                        |        |             |      |         
|                                             
|Total Other                                   |                       | 196.0                  |         | 34.4        |       | 1,166.9 
|                                             
|Total Worldwide                               |                       | 2,175.8                |         | 1,043.4     |       | 72,443.8
|                                             

32TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



PRODUCTION

The following tables set forth production for each of the last three fiscal years. 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, 2011 |                       | Oil & Liquids Production
(mbbls/d) |                | Natural Gas Production
(mmcf/d) |   | Total Production
(mboe/d)
|---------------------------- | --------------------- | ---------------------------------- | -------------- | ------------------------------- | - | -------------------------
|Property                     |                       | Gross                              |                | Net                             |   | Gross                    
|                            
|North America                |                       |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             | Canada1,2             |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             |                       | Conventional                       |                | 21                              |   | 17                       
|                             |                       |                                   
|                             |                       | Shale                              |                |                                |   |                         
|                             |                       |                                   
|                             | United States         |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             |                       | Conventional                       |                |                                |   |                         
|                             |                       |                                   
|                             |                       | Shale                              |                |                                 |   |                          
|                             |                       |                                   
|                             |                       |                                    | Marcellus      |                                 |  |                          
|                             |                       |                                   
|                             |                       |                                    | Other US Shale |                                 | 2 |                          
|                            
|Total North America          |                       | 23                                 |                | 19                              |   | 899                      
|                            
|North Sea                    |                       |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             | UK                    |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             |                       | Northern Business Area             |                | 44                              |   | 43                       
|                             |                       |                                   
|                             |                       | Central Business Area              |                | 25                              |   | 25                       
|                             |                       |                                   
|                             | Scandinavia           |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             |                       | Southern North Sea                 |                | 5                               |   | 5                        
|                             |                       |                                   
|                             |                       | Mid North Sea                      |                | 24                              |   | 24                       
|                            
|Total North Sea              |                       | 98                                 |                | 97                              |   | 52                       
|                            
|Southeast Asia3              |                       |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             | Indonesia             |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             |                       | Corridor PSC                       |                | 4                               |   | 1                        
|                             |                       |                                   
|                             |                       | Other Indonesia4                   |                | 6                               |   | 3                        
|                             |                       |                                   
|                             | Malaysia              |                                    | 17             |                                 | 7 |                          
|                             |                       |                                   
|                             | Vietnam               |                                    | 2              |                                 | 2 |                          
|                             |                       |                                   
|                             | Australia/Timor-Leste |                                    | 5              |                                 | 4 |                          
|                            
|Total Southeast Asia         |                       | 34                                 |                | 17                              |   | 506                      
|                            
|Latin America                |                       |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             | Colombia              |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             |                       | Equión                             |                | 8                               |   | 6                        
|                             |                       |                                   
|                             |                       | Other Colombia                     |                |                                |   |                         
|                             |                       |                                   
|                             | Peru                  |                                    |               |                                 |  |                          
|                            
|Total Latin America          |                       | 8                                  |                | 6                               |   | 34                       
|                            
|Other                        |                       |                                    |                |                                 |   |                          
|                             |                       |                                   
|                             | Algeria5              |                                    | 15             |                                 | 7 |                          
|                            
|Total Other                  |                       | 15                                 |                | 7                               |   |                         
|                            
|Total Worldwide              |                       | 178                                |                | 146                             |   | 1,491                    
|                            

See footnotes on page 35.

33TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|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                              |                |                                 |    |                          
|                             |                       |                                   
|                             |                       |                                    | Marcellus      |                                 |   |                          
|                             |                       |                                   
|                             |                       |                                    | Other US 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 Asia3              |                       |                                    |                |                                 |    |                          
|                             |                       |                                   
|                             | Indonesia             |                                    |                |                                 |    |                          
|                             |                       |                                   
|                             |                       | Corridor PSC                       |                | 4                               |    | 1                        
|                             |                       |                                   
|                             |                       | Other Indonesia4                   |                | 8                               |    | 4                        
|                             |                       |                                   
|                             | Malaysia              |                                    | 21             |                                 | 12 | 3                        
|                             |                       |                                   
|                             | Vietnam               |                                    | 2              |                                 | 2  | 3                        
|                             |                       |                                   
|                             | Australia/Timor-Leste |                                    | 4              |                                 | 3  | 3                        
|                            
|Total Southeast Asia         |                       | 39                                 |                | 22                              |    | 485                      
|                            
|Other                        |                       |                                    |                |                                 |    |                          
|                             |                       |                                   
|                             | Algeria5              |                                    | 14             |                                 | 7  |                          
|                             |                       |                                   
|                             | Tunisia5,6            |                                    |               |                                 |   |                          
|                            
|Total Other                  |                       | 14                                 |                | 7                               |    |                         
|                            
|Total Worldwide              |                       | 189                                |                | 160                             |    | 1,368                    
|                            

See footnotes on page 35.

34TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|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                              |                |                                 |    |                          
|                             |                        |                                   
|                             |                        |                                    | Marcellus      |                                 |   |                          
|                             |                        |                                   
|                             |                        |                                    | Other US Shale |                                 |   |                          
|                            
|Total North America          |                        | 34                                 |                | 27                              |    | 803                      
|                            
|UK                           |                        |                                    |                |                                 |    |                          
|                             |                        |                                   
|                             | UK                     |                                    |                |                                 |    |                          
|                             |                        |                                   
|                             |                        | 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 Asia3              |                        |                                    |                |                                 |    |                          
|                             |                        |                                   
|                             | Indonesia              |                                    |                |                                 |    |                          
|                             |                        |                                   
|                             |                        | Corridor PSC                       |                | 4                               |    | 2                        
|                             |                        |                                   
|                             |                        | Other Indonesia4                   |                | 7                               |    | 3                        
|                             |                        |                                   
|                             | Malaysia               |                                    | 20             |                                 | 12 | 3                        
|                             |                        |                                   
|                             | Vietnam                |                                    | 5              |                                 | 4  | 3                        
|                             |                        |                                   
|                             | Australia/Timor-Leste  |                                    | 5              |                                 | 5  | 3                        
|                            
|Total Southeast Asia         |                        | 41                                 |                | 26                              |    | 403                      
|                            
|Other                        |                        |                                    |                |                                 |    |                          
|                             |                        |                                   
|                             | Algeria5               |                                    | 14             |                                 | 7  | 5                        
|                             |                        |                                   
|                             | Tunisia5               |                                    | 1              |                                 | 1  | 5                        
|                             |                        |                                   
|                             | Trinidad and Tobago5,6 |                                    | 1              |                                 | 1  | 5                        
|                            
|Total Other                  |                        | 16                                 |                | 9                               |    |                         
|                            
|Total Worldwide              |                        | 211                                |                | 182                             |    | 1,283                    
|                            

35TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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.

|                             |                       |       | Exploration6 |    | Development |   | Total
|---------------------------- | --------------------- | ----- | ------------ | -- | ----------- | - | -----
|Year ended December 31, 2011 |                       |       | Oil3         |    | Gas3        |   | Dry3 
|                            
|North America                |                       |       |              |    |             |   |      
|                             |                      
|                             | Conventional          | Gross |              | 10 |             | 6 |      
|                             |                      
|                             | Net                   |       | 9.5          |    | 5.5         |   |     
|                            
|                             | Shale                 | Gross |              |   |             | 6 |      
|                             |                      
|                             | Net                   |       |             |    | 3.1         |   |     
|                            
|North Sea                    |                       |       |              |    |             |   |      
|                             |                      
|                             | UK                    | Gross |              |   |             |  |      
|                             |                      
|                             | Net                   |       |             |    |            |   |     
|                            
|                             | Norway                | Gross |              | 3  |             | 1 |      
|                             |                      
|                             | Net                   |       | 1.0          |    | 0.2         |   | 0.4  
|                            
|Southeast Asia               |                       |       |              |    |             |   |      
|                             |                      
|                             | Indonesia             | Gross |              | 3  |             | 1 |      
|                             |                      
|                             | Net                   |       | 0.2          |    | 0.1         |   | 0.9  
|                            
|                             | Malaysia              | Gross |              | 2  |             |  |      
|                             |                      
|                             | Net                   |       | 1.0          |    |            |   |     
|                            
|                             | Vietnam               | Gross |              |   |             |  |      
|                             |                      
|                             | Net                   |       |             |    |            |   |     
|                            
|                             | Australia/Timor-Leste | Gross |              |   |             |  |      
|                             |                      
|                             | Net                   |       |             |    |            |   |     
|                            
|                             | Papua New Guinea      | Gross |              |   |             | 1 |      
|                             |                      
|                             | Net                   |       |             |    | 0.5         |   | 0.5  
|                            
|Latin America                |                       |       |              |    |             |   |      
|                             |                      
|                             | Colombia              | Gross |              |   |             |  |      
|                             |                      
|                             | Net                   |       |             |    |            |   | 0.5  
|                            
|                             | Peru                  | Gross |              |   |             |  |      
|                             |                      
|                             | Net                   |       |             |    |            |   |     
|                            
|Other                        |                       |       |              |    |             |   |      
|                             |                      
|                             | North Africa4         | Gross |              |   |             |  |      
|                             |                      
|                             | Net                   |       |             |    |            |   |     
|                            
|                             | Rest of World         | Gross |              |   |             |  |      
|                             |                      
|                             | Net                   |       |             |    |            |   |     
|                            
|Total                        | Gross                 |       | 18           |    | 15          |   | 6    
|                             |                      
|                             | Net                   |       | 11.7         |    | 9.4         |   | 2.3  
|                            

See footnotes on page 38.

36TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|                             |                       |       | Exploration6 |   | Development |    | Total
|---------------------------- | --------------------- | ----- | ------------ | - | ----------- | -- | -----
|Year ended December 31, 2010 |                       |       | Oil3         |   | Gas3        |    | Dry3 
|                            
|North America                |                       |       |              |   |             |    |      
|                             |                      
|                             | Conventional          | Gross |              | 7 |             | 2  |      
|                             |                      
|                             | Net                   |       | 7.0          |   | 1.4         |    |     
|                            
|                             | Shale                 | Gross |              |  |             | 42 |      
|                             |                      
|                             | Net                   |       |             |   | 37.3        |    |     
|                            
|North Sea                    |                       |       |              |   |             |    |      
|                             |                      
|                             | UK                    | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    | 1.5  
|                            
|                             | Norway                | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    | 0.2  
|                            
|Southeast Asia               |                       |       |              |   |             |    |      
|                             |                      
|                             | Indonesia             | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    | 0.8  
|                            
|                             | Malaysia              | Gross |              |  |             | 1  |      
|                             |                      
|                             | Net                   |       |             |   | 0.4         |    |     
|                            
|                             | Vietnam               | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    |     
|                            
|                             | Australia/Timor-Leste | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    | 0.5  
|                            
|                             | Papua New Guinea      | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    |     
|                            
|Latin America                |                       |       |              |   |             |    |      
|                             |                      
|                             | Colombia              | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    |     
|                            
|                             | Peru                  | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    | 0.7  
|                            
|Other                        |                       |       |              |   |             |    |      
|                             |                      
|                             | North Africa4         | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    |     
|                            
|                             | Rest of World         | Gross |              |  |             |   |      
|                             |                      
|                             | Net                   |       |             |   |            |    |     
|                            
|Total                        | Gross                 |       | 7            |   | 45          |    | 9    
|                             |                      
|                             | Net                   |       | 7.0          |   | 39.1        |    | 3.7  
|                            

See footnotes on page 38.

37TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|                             |                       |                | Exploration6 |   | Development |    | Total
|---------------------------- | --------------------- | -------------- | ------------ | - | ----------- | -- | -----
|Year ended December 31, 2009 |                       |                | Oil3         |   | Gas3        |    | Dry3 
|                            
|North America                |                       |                |              |   |             |    |      
|                             |                      
|                             | Conventional          | Gross          |              | 1 |             | 17 |      
|                             |                      
|                             | Net                   |                | 1.0          |   | 12.9        |    | 0.5  
|                            
|                             | Shale                 | Gross          |              |  |             | 33 |      
|                             |                      
|                             | Net                   |                |             |   | 30.8        |    |     
|                            
|North Sea                    |                       |                |              |   |             |    |      
|                             |                      
|                             | UK                    |                |              |   |             |    |      
|                             |                      
|                             |                       | United Kingdom | Gross        |   | 2           |    |     
|                             |                      
|                             | Net                   |                | 1.2          |   |            |    | 1.0  
|                            
|                             |                       | Netherlands    | Gross        |   |            |    |     
|                             |                      
|                             | Net                   |                |             |   |            |    |     
|                            
|                             | Scandinavia           | 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/Timor-Leste | Gross          |              |  |             |   |      
|                             |                      
|                             | Net                   |                |             |   |            |    |     
|                            
|Other                        |                       |                |              |   |             |    |      
|                             |                      
|                             | North Africa4         | Gross          |              |  |             |   |      
|                             |                      
|                             | Net                   |                |             |   |            |    | 0.9  
|                            
|                             | Rest of World5        | Gross          |              |  |             | 1  |      
|                             |                      
|                             | Net                   |                |             |   | 0.3         |    |     
|                            
|Total                        | Gross                 |                | 7            |   | 52          |    | 12   
|                             |                      
|                             | Net                   |                | 3.3          |   | 44.3        |    | 5.6  
|                            

38TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



The following table shows the number of wells in the process of drilling, temporarily suspended or in active completion stages as of December 31, 2011.
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 |  | 3                                                                
|                |  |      
|                |  | Net   |  | 3.0                                                              
|               
|North Sea       |  |       |  |                                                                  
|                |  |      
|                |  | Gross |  | 6                                                                
|                |  |      
|                |  | Net   |  | 3.3                                                              
|               
|Southeast Asia2 |  |       |  |                                                                  
|                |  |      
|                |  | Gross |  | 19                                                               
|                |  |      
|                |  | Net   |  | 10.7                                                             
|               
|Latin America3  |  |       |  |                                                                  
|                |  |      
|                |  | Gross |  | 9                                                                
|                |  |      
|                |  | Net   |  | 4.2                                                              
|               
|Other4          |  |       |  |                                                                  
|                |  |      
|                |  | Gross |  | 5                                                                
|                |  |      
|                |  | Net   |  | 2.6                                                              
|               
|Total           |  |       |  |                                                                  
|                |  |      
|                |  | Gross |  | 42                                                               
|                |  |      
|                |  | Net   |  | 23.8                                                             
|               

39TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



OTHER OIL AND GAS INFORMATION

Results of Operations from Oil and Gas Producing Activities

|                                                      |  |                                          |   |           |   |                |   |        |  |           |  |            |   |        |   |       |  |       | 
|----------------------------------------------------- |  | ---------------------------------------- | - | --------- | - | -------------- | - | ------ |  | --------- |  | ---------- | - | ------ | - | ----- |  | ----- | 
|Years ended December 31                               |  | North America                            |   | North Sea |   | Southeast Asia |   |        |  |           | 
|(millions of $)                                       |  | Canada                                   |   | US        |   | UK             |   | Norway |  | Indonesia |  | Other SEA2 |   | Other3 |   | Total | 
|                                                     
|2011                                                  |  |                                          |   |           |   |                |   |        |  |           |  |            |   |        |   |       | 
|Net oil and gas revenue derived from proved reserves1 |  | 1,040                                    |   | 633       |   | 2,823          |   | 1,252  |  | 1,126     |  | 756        |   | 543    |   | 8,173 | 
|                                                      |  |                                          |   |          
|Less:                                                 |  | Production costs                         |   | 328       |   | 121            |   | 921    |  | 367       |  | 146        |   | 226    |   | 72    |  | 2,181 | 
|                                                      |  |                                          |   |          
|                                                      |  | Transportation                           |   | 35        |   | 33             |   | 37     |  | 47        |  | 55         |   |       |   | 9     |  | 216   | 
|                                                      |  |                                          |   |          
|                                                      |  | Exploration and dry hole expense         |   | 54        |   | 29             |   | 64     |  | 81        |  | 114        |   | 218    |   | 107   |  | 667   | 
|                                                      |  |                                          |   |          
|                                                      |  | Depreciation, depletion and amortization |   | 581       |   | 352            |   | 492    |  | 354       |  | 73         |   | 217    |   | 120   |  | 2,189 | 
|                                                      |  |                                          |   |          
|                                                      |  | Tax expense                              |   | 12        |   | 38             |   | 847    |  | 329       |  | 365        |   | 100    |   | 91    |  | 1,782 | 
|                                                     
|Results of operations                                 |  | 30                                       |   | 60        |   | 462            |   | 74     |  | 373       |  | (5         | ) | 144    |   | 1,138 | 
|                                                     
|2010                                                  |  |                                          |   |           |   |                |   |        |  |           |  |            |   |        |   |       | 
|Net oil and gas revenue derived from proved reserves1 |  | 1,365                                    |   | 304       |   | 2,172          |   | 1,354  |  | 852       |  | 624        |   | 194    |   | 6,865 | 
|                                                      |  |                                          |   |          
|Less:                                                 |  | Production costs                         |   | 421       |   | 59             |   | 793    |  | 296       |  | 127        |   | 153    |   | 27    |  | 1,876 | 
|                                                      |  |                                          |   |          
|                                                      |  | Transportation                           |   | 48        |   | 11             |   | 33     |  | 62        |  | 60         |   |       |   | 7     |  | 221   | 
|                                                      |  |                                          |   |          
|                                                      |  | Exploration and dry hole expense         |   | 43        |   | 2              |   | 76     |  | 41        |  | 55         |   | 90     |   | 179   |  | 486   | 
|                                                      |  |                                          |   |          
|                                                      |  | Depreciation, depletion and amortization |   | 562       |   | 221            |   | 553    |  | 440       |  | 50         |   | 247    |   | 29    |  | 2,102 | 
|                                                      |  |                                          |   |          
|                                                      |  | Tax expense                              |   | 75        |   | 4              |   | 396    |  | 401       |  | 269        |   | 80     |   | 15    |  | 1,240 | 
|                                                     
|Results of operations                                 |  | 216                                      |   | 7         |   | 321            |   | 114    |  | 291       |  | 54         |   | (63    | ) | 940   | 
|                                                     
|20094                                                 |  |                                          |   |           |   |                |   |        |  |           |  |            |   |        |   |       | 
|Net oil and gas revenue derived from proved reserves1 |  | 1,667                                    |   | 126       |   | 2,183          |   | 986    |  | 700       |  | 620        |   | 265    |   | 6,547 | 
|                                                      |  |                                          |   |          
|Less:                                                 |  | Production costs                         |   | 555       |   | 30             |   | 872    |  | 285       |  | 104        |   | 151    |   | 48    |  | 2,045 | 
|                                                      |  |                                          |   |          
|                                                      |  | Transportation                           |   | 55        |   | 4              |   | 46     |  | 54        |  | 55         |   |       |   | 8     |  | 222   | 
|                                                      |  |                                          |   |          
|                                                      |  | Exploration and dry hole expense         |   | 222       |   | 53             |   | 48     |  | 92        |  | 26         |   | 302    |   | 142   |  | 885   | 
|                                                      |  |                                          |   |          
|                                                      |  | Depreciation, depletion and amortization |   | 894       |   | 151            |   | 837    |  | 411       |  | 51         |   | 331    |   | 48    |  | 2,723 | 
|                                                      |  |                                          |   |          
|                                                      |  | Tax expense (recovery)                   |   | (15       | ) | (43            | ) | 255    |  | 112       |  | 219        |   |       |   | 33    |  | 561   | 
|                                                     
|Results of operations                                 |  | (44                                      | ) | (69       | ) | 125            |   | 32     |  | 245       |  | (164       | ) | (14    | ) | 111   | 
|                                                     

40TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



Capitalized Costs Relating to Oil and Gas Activities

|                                |  |                                                      |  |           |  |                |  |        |  |           |  |            |  |        |  |        |  |        | 
|------------------------------- |  | ---------------------------------------------------- |  | --------- |  | -------------- |  | ------ |  | --------- |  | ---------- |  | ------ |  | ------ |  | ------ | 
|Years ended December 31         |  | North America                                        |  | North Sea |  | Southeast Asia |  |        |  |           | 
|(millions of $)                 |  | Canada                                               |  | US        |  | UK             |  | Norway |  | Indonesia |  | Other SEA1 |  | Other2 |  | Total  | 
|                               
|2011                            |  |                                                      |  |           |  |                |  |        |  |           |  |            |  |        |  |        | 
|Proved properties               |  | 7,037                                                |  | 3,798     |  | 8,730          |  | 3,890  |  | 1,415     |  | 3,110      |  | 1,323  |  | 29,303 | 
|                                |  |                                                      |  |          
|Unproved properties             |  | 1,196                                                |  | 1,165     |  | 195            |  | 276    |  | 192       |  | 259        |  | 389    |  | 3,672  | 
|                                |  |                                                      |  |          
|Incomplete wells and facilities |  | 8                                                    |  |          |  | 15             |  | 52     |  | 1         |  | 45         |  | 161    |  | 282    | 
|                               
|                                |  |                                                      |  | 8,241     |  | 4,963          |  | 8,940  |  | 4,218     |  | 1,608      |  | 3,414  |  | 1,873  |  | 33,257 | 
|                                |  |                                                      |  |          
|Less:                           |  | Accumulated depreciation, depletion and amortization |  | 3,660     |  | 1,040          |  | 4,806  |  | 2,012     |  | 577        |  | 1,463  |  | 476    |  | 14,034 | 
|                               
|Net capitalized costs           |  | 4,581                                                |  | 3,923     |  | 4,134          |  | 2,206  |  | 1,031     |  | 1,951      |  | 1,397  |  | 19,223 | 
|                               
|2010                            |  |                                                      |  |           |  |                |  |        |  |           |  |            |  |        |  |        | 
|Proved properties               |  | 6,554                                                |  | 2,113     |  | 8,092          |  | 3,280  |  | 1,358     |  | 2,556      |  | 611    |  | 24,564 | 
|                                |  |                                                      |  |          
|Unproved properties             |  | 669                                                  |  | 1,202     |  | 253            |  | 258    |  | 137       |  | 574        |  | 346    |  | 3,439  | 
|                                |  |                                                      |  |          
|Incomplete wells and facilities |  | 15                                                   |  |          |  | 28             |  | 16     |  | 16        |  | 27         |  | 43     |  | 145    | 
|                               
|                                |  |                                                      |  | 7,238     |  | 3,315          |  | 8,373  |  | 3,554     |  | 1,511      |  | 3,157  |  | 1,000  |  | 28,148 | 
|                                |  |                                                      |  |          
|Less:                           |  | Accumulated depreciation, depletion and amortization |  | 3,152     |  | 693            |  | 4,347  |  | 1,669     |  | 499        |  | 1,251  |  | 364    |  | 11,975 | 
|                               
|Net capitalized costs           |  | 4,086                                                |  | 2,622     |  | 4,026          |  | 1,885  |  | 1,012     |  | 1,906      |  | 636    |  | 16,173 | 
|                               
|20093                           |  |                                                      |  |           |  |                |  |        |  |           |  |            |  |        |  |        | 
|Proved properties               |  | 10,933                                               |  | 1,351     |  | 8,603          |  | 3,313  |  | 1,275     |  | 2,635      |  | 410    |  | 28,520 | 
|                                |  |                                                      |  |          
|Unproved properties             |  | 856                                                  |  | 410       |  | 435            |  | 136    |  | 70        |  | 490        |  | 552    |  | 2,949  | 
|                                |  |                                                      |  |          
|Incomplete wells and facilities |  | 30                                                   |  | 10        |  | 9              |  | 7      |  | 2         |  | 56         |  | 78     |  | 192    | 
|                               
|                                |  |                                                      |  | 11,819    |  | 1,771          |  | 9,047  |  | 3,456     |  | 1,347      |  | 3,181  |  | 1,040  |  | 31,661 | 
|                                |  |                                                      |  |          
|Less:                           |  | Accumulated depreciation, depletion and amortization |  | 4,891     |  | 608            |  | 4,498  |  | 1,414     |  | 488        |  | 1,176  |  | 203    |  | 13,278 | 
|                               
|Net capitalized costs           |  | 6,928                                                |  | 1,163     |  | 4,549          |  | 2,042  |  | 859       |  | 2,005      |  | 837    |  | 18,383 | 
|                               

41TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



Costs Incurred in Oil and Gas Activities

|                           |  |                     |   |           |   |                |  |        |  |           |  |            |  |        |   |       |  |       | 
|-------------------------- |  | ------------------- | - | --------- | - | -------------- |  | ------ |  | --------- |  | ---------- |  | ------ | - | ----- |  | ----- | 
|Years ended December 31    |  | North America       |   | North Sea |   | Southeast Asia |  |        |  |           | 
|(millions of $)            |  | Canada              |   | US        |   | UK             |  | Norway |  | Indonesia |  | Other SEA1 |  | Other2 |   | Total | 
|                          
|2011                       |  |                     |   |           |   |                |  |        |  |           |  |            |  |        |   |       | 
|Property acquisition costs |  |                     |   |           |   |                |  |        |  |           |  |            |  |        |   |       | 
|                           |  | Proved properties   |   | 3         |   | 208            |  |       |  | 15        |  |           |  | 11     |   | 570   |  | 807   | 
|                           |  |                     |   |          
|                           |  | Unproved properties |   | 590       |   | 51             |  |       |  |          |  |           |  | 26     |   | 17    |  | 684   | 
|                           |  |                     |   |          
|Exploration costs          |  | 93                  |   | 14        |   | 52             |  | 116    |  | 105       |  | 349        |  | 248    |   | 977   | 
|                           |  |                     |   |          
|Development costs          |  | 528                 |   | 1,427     |   | 554            |  | 520    |  | 129       |  | 96         |  | 157    |   | 3,411 | 
|                           |  |                     |   |          
|Decommissioning costs      |  | 177                 |   | 35        |   | 34             |  | 95     |  | 13        |  | 3          |  | (2     | ) | 355   | 
|                          
|Total costs incurred       |  | 1,391               |   | 1,735     |   | 640            |  | 746    |  | 247       |  | 485        |  | 990    |   | 6,234 | 
|                          
|2010                       |  |                     |   |           |   |                |  |        |  |           |  |            |  |        |   |       | 
|Property acquisition costs |  |                     |   |           |   |                |  |        |  |           |  |            |  |        |   |       | 
|                           |  | Proved              |   | 5         |   | 133            |  |       |  |          |  | 117        |  |       |   |      |  | 255   | 
|                           |  |                     |   |          
|                           |  | Unproved            |   | 3         |   | 1,029          |  |       |  | 191       |  | 54         |  | 39     |   | 52    |  | 1,368 | 
|                           |  |                     |   |          
|Exploration costs          |  | 199                 |   | 19        |   | 93             |  | 87     |  | 72        |  | 163        |  | 234    |   | 867   | 
|                           |  |                     |   |          
|Development costs          |  | 581                 |   | 909       |   | 497            |  | 485    |  | 74        |  | 250        |  | 100    |   | 2,896 | 
|                           |  |                     |   |          
|Decommissioning costs      |  | 66                  |   | (11       | ) | 470            |  | 18     |  | 6         |  | 17         |  | 7      |   | 573   | 
|                          
|Total costs incurred       |  | 854                 |   | 2,079     |   | 1,060          |  | 781    |  | 323       |  | 469        |  | 393    |   | 5,959 | 
|                          
|20093                      |  |                     |   |           |   |                |  |        |  |           |  |            |  |        |   |       | 
|Property acquisition costs |  |                     |   |           |   |                |  |        |  |           |  |            |  |        |   |       | 
|                           |  | Proved              |   | 147       |   | 1              |  |       |  |          |  | 2          |  |       |   |      |  | 150   | 
|                           |  |                     |   |          
|                           |  | Unproved            |   | 394       |   | 392            |  |       |  |          |  | 8          |  | 343    |   | 47    |  | 1,184 | 
|                           |  |                     |   |          
|Exploration costs          |  | 339                 |   | 188       |   | 149            |  | 157    |  | 28        |  | 195        |  | 217    |   | 1,273 | 
|                           |  |                     |   |          
|Development costs          |  | 436                 |   | 120       |   | 523            |  | 578    |  | 43        |  | 385        |  | 59     |   | 2,144 | 
|                           |  |                     |   |          
|Decommissioning costs      |  | (17                 | ) | 4         |   | 208            |  | 41     |  | 10        |  | 5          |  | 4      |   | 255   | 
|                          
|Total costs incurred       |  | 1,299               |   | 705       |   | 880            |  | 776    |  | 91        |  | 928        |  | 327    |   | 5,006 | 
|                          

42TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



Product Netbacks After Royalties1

|                     |                           |                 |  |        |  |       | 
|-------------------- | ------------------------- | --------------- |  | ------ |  | ----- | 
|Net of Royalties ($) |                           | 2011            |  | 2010   |  | 20092 | 
|                    
|North America        |                           |                 |  |        |  |       | 
|                     |                           |                
|                     | Oil and liquids (US$/bbl) |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 75.19  |  | 62.59 | 
|                     |                           |                
|                     |                           | Transportation  |  | 1.08   |  | 0.90  | 
|                     |                           |                
|                     |                           | Operating costs |  | 13.40  |  | 14.25 | 
|                    
|                     |                           | 60.71           |  | 47.44  |  | 34.77 | 
|                    
|                     | Natural gas (US$/mcf)     |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 3.93   |  | 4.79  | 
|                     |                           |                
|                     |                           | Transportation  |  | 0.21   |  | 0.20  | 
|                     |                           |                
|                     |                           | Operating costs |  | 1.21   |  | 1.48  | 
|                    
|                     |                           | 2.51            |  | 3.11   |  | 2.52  | 
|                    
|North Sea            |                           |                 |  |        |  |       | 
|                     |                           |                
|                     | Oil and liquids (US$/bbl) |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 110.75 |  | 80.13 | 
|                     |                           |                
|                     |                           | Transportation  |  | 1.71   |  | 1.44  | 
|                     |                           |                
|                     |                           | Operating costs |  | 35.78  |  | 25.75 | 
|                    
|                     |                           | 73.26           |  | 52.94  |  | 36.59 | 
|                    
|                     | Natural gas (US$/mcf)     |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 8.62   |  | 6.35  | 
|                     |                           |                
|                     |                           | Transportation  |  | 1.24   |  | 0.95  | 
|                     |                           |                
|                     |                           | Operating costs |  | 1.90   |  | 0.79  | 
|                    
|                     |                           | 5.48            |  | 4.61   |  | 3.19  | 
|                    
|Southeast Asia2      |                           |                 |  |        |  |       | 
|                     |                           |                
|                     | Oil and liquids (US$/bbl) |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 115.82 |  | 80.54 | 
|                     |                           |                
|                     |                           | Transportation  |  | 1.20   |  | 0.88  | 
|                     |                           |                
|                     |                           | Operating costs |  | 40.99  |  | 25.07 | 
|                    
|                     |                           | 73.63           |  | 54.59  |  | 45.25 | 
|                    
|                     | Natural gas (US$/mcf)     |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 9.30   |  | 6.72  | 
|                     |                           |                
|                     |                           | Transportation  |  | 0.37   |  | 0.43  | 
|                     |                           |                
|                     |                           | Operating costs |  | 0.98   |  | 0.72  | 
|                    
|                     |                           | 7.95            |  | 5.57   |  | 4.60  | 
|                    
|Other3               |                           |                 |  |        |  |       | 
|                     |                           |                
|                     | Oil (US$/bbl)             |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 110.32 |  | 82.69 | 
|                     |                           |                
|                     |                           | Transportation  |  | 1.76   |  | 2.87  | 
|                     |                           |                
|                     |                           | Operating costs |  | 11.82  |  | 11.41 | 
|                    
|                     |                           | 96.74           |  | 68.41  |  | 52.62 | 
|                    

43TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



Product Netbacks After Royalties1 (continued)

|                     |                           |                 |  |        |  |       | 
|-------------------- | ------------------------- | --------------- |  | ------ |  | ----- | 
|Net of Royalties ($) |                           | 2011            |  | 2010   |  | 20092 | 
|                    
|                     | Natural Gas (US$/mcf)     |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 4.22   |  |      | 
|                     |                           |                
|                     |                           | Transportation  |  | 0.06   |  |      | 
|                     |                           |                
|                     |                           | Operating costs |  | 1.86   |  |      | 
|                    
|                     |                           | 2.30            |  |       |  |      | 
|                    
|Total Company        |                           |                 |  |        |  |       | 
|                     |                           |                
|                     | Oil and liquids (US$/bbl) |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 107.04 |  | 78.19 | 
|                     |                           |                
|                     |                           | Transportation  |  | 1.58   |  | 1.35  | 
|                     |                           |                
|                     |                           | Operating costs |  | 31.49  |  | 23.74 | 
|                    
|                     |                           | 73.97           |  | 53.10  |  | 38.21 | 
|                    
|                     | Natural gas (US$/mcf)     |                 |  |        |  |       | 
|                     |                           |                
|                     |                           | Sales price     |  | 5.92   |  | 5.59  | 
|                     |                           |                
|                     |                           | Transportation  |  | 0.31   |  | 0.34  | 
|                     |                           |                
|                     |                           | Operating costs |  | 1.24   |  | 1.22  | 
|                    
|                     |                           | 4.37            |  | 4.03   |  | 3.16  | 
|                    

DELIVERY COMMITMENTS

Future commitments to buy, sell, exchange, process and transport oil or gas of the Company are described under note 23 entitled
"Contingencies and Commitments" in the audited Consolidated Financial Statements of the Company for the year ended December 31, 2011.

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.

44TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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 their business dealings.

Each
year, all employees are required to complete Talisman's Online Ethics Awareness Training. The purpose of the training is to provide employees and contractors with 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. In 2011, the training was revised to include
instructive scenarios which better explain the implications of new rules regarding bribery and corruption, which were incorporated into the PBCE in 2010. These changes reflect a strong 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. All employees and directors are 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 "Voluntary Principles"). Having become the first Canadian company to
join the initiative in 2008, Talisman continues to work on implementing the Voluntary Principles. Talisman reported to the Voluntary Principles Plenary Session on performance in 2011 and sits on the
Steering Committee as a representative for the Corporate Pillar.

Talisman
launched its Global Community Relations Policy in early 2011. The Company is moving forward with implementation to support this 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 support to 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.

During
2011, Talisman was active in the United Nations Global Compact's ("UNGC") 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. During 2011, as a demonstration of commitment to the LEAD program, Talisman participated in an
initiative to test the Global Compact's guidance on conducting business responsibly in areas of conflict. This work will continue in 2012.

HEALTH, SAFETY AND ENVIRONMENTAL PROTECTION

The Board of Directors and all executive officers are accountable 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 Health, Safety, Security, Environment
and Operational Assurance ("HSSE and Operational Assurance") internal controls, performance reports, significant issues, exposures and strategic initiatives. To ensure the implementation of Talisman's
Global Health, Safety and Environment Policy ("HSE Policy"), Talisman utilizes the integrated Talisman Operations Management System with supporting HSSE and Operational Assurance global
standards, processes and procedures to achieve its HSE objectives.

Talisman
has a Senior Vice-President of HSSE and Operational Assurance, supported by regional HSSE leads and teams, in its global HSSE and Operational Assurance organization. The HSSE and
Operational Assurance organization's primary roles are to:

45TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---





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
requires that Talisman will:

Talisman
has created a five-year plan to develop and implement global HSSE and Operational Assurance standards based on the tenets of the HSE Policy. To date, the following standards have been
introduced and are being implemented: Global 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 is a core value of the Company; 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
organization.

The
HSE Policy and HSSE and Operational Assurance standards, processes and procedures within the Talisman's Operating Management System include mechanisms to minimize environmental impacts; ensure
compliance with legislation, permits, and licences; and appropriately assess 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 HSSE practices and performance is available on the Company's corporate website at www.talisman-energy.com.

Employees

At December 31, 2011, Talisman's permanent staff complement was 3,6951, as set forth in the table below.

|               |  | Permanent Staff complement2
as at December 31, 2011 | 
|-------------- |  | --------------------------------------------------- | 
|              
|North America  |  | 2,098                                               | 
|               |  |                                                    
|North Sea      |  | 821                                                 | 
|               |  |                                                    
|Southeast Asia |  | 540                                                 | 
|               |  |                                                    
|Latin America  |  | 143                                                 | 
|               |  |                                                    
|Rest of World3 |  | 93                                                  | 
|              
|Total          |  | 3,695                                               | 
|              

46TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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. The outstanding shares consist of Common Shares and Series 1 First Preferred Shares, all of which are fully paid and non-assessable.

Common Shares

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.

First and Second Preferred Shares

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 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 12 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 12 months.

Series 1 and Series 2 First Preferred Shares

The holders of the outstanding Series 1 First Preferred Shares are entitled to receive, as and when declared by the board of directors, fixed cumulative preferential
cash dividends for the initial period from the date of issue to December 31, 2016, at an annual rate of $1.05 per share, payable quarterly on the last day of March, June, September and December
in each year. For each five-year period after the initial period, the holders of Series 1 First Preferred Shares are entitled to receive fixed cumulative preferential cash
dividends, payable quarterly on the last day of March, June, September and December in each year, in the amount per share determined by multiplying $25.00 by one-quarter of the sum of the
yield on a five-year Government of Canada bond 30 days prior to the start of such period and 2.77%. The Series 1 First Preferred Shares are redeemable by the Company in whole
or in part on or after December 31, 2016 and on December 31 in every fifth year thereafter, by the payment of $25.00 per share plus all accrued and unpaid dividends. The holders of the
Series 1 First Preferred Shares are not entitled to any voting rights unless dividends on the Series 1 First Preferred Shares are in arrears to the extent of eight quarterly dividends.
Until all arrears of dividends have been paid, holders of Series 1 First Preferred Shares will be entitled to one vote in respect of each Series 1 First Preferred Share held with respect
to resolutions to elect directors. In the event of the liquidation, dissolution or winding-up of the Company, the holders of the Series 1 First Preferred Shares shall be entitled to
receive $25.00 per share plus all accrued and unpaid dividends thereon, in preference over the Common Shares or any shares ranking junior to the Series 1 First Preferred Shares. The holders of
the Series 1 First Preferred Shares

47TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



are
not entitled to any voting rights unless dividends on the Series 1 First Preferred Shares are in arrears to the extent of eight quarterly dividends. Until all arrears of dividends have been
paid, holders of Series 1 First Preferred Shares will be entitled to one vote in respect of each Series 1 First Preferred Share held with respect to resolutions to elect directors.

The
holders of the Series 1 First Preferred Shares have the right to convert all or any of the their shares into an equal number of Cumulative Redeemable Rate Reset First Preferred Shares,
Series 2 of the Company (the "Series 2 First Preferred Shares"), subject to certain conditions, on December 31, 2016 and on December 31 in every fifth year
thereafter. The holders of the Series 2 First Preferred Shares will be entitled to receive, as and when declared by the board of directors, quarterly floating rate cumulative preferential cash
dividends payable on the last day of March, June, September and December in each year in the amount per share determined by multiplying $25.00 by the sum of the average yield (expressed as an annual
rate) of the 90-day Government of Canada treasury bill rate, available 30 days before the start of the quarter, and 2.77% and further multiplying that product by a fraction, the
numerator of which is the actual number of days in the quarter and the denominator of which is the number of days in the applicable year. The holders of Series 2 First Preferred Shares will
have the right to convert all or any of their shares into an equal number of Series 1 First Preferred Shares, subject to certain conditions, on December 31, 2021 and on
December 31 in every fifth year thereafter. The Series 2 First Preferred Shares are also redeemable by the Company in whole or in part at different prices depending on the time of
redemption. Other than the different dividend rights, redemption rights and conversion rights attached thereto, the Series 1 First Preferred Shares and Series 2 First Preferred Shares
are identical in all material respects.

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 the Company's 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, 2011.

|                                      |  | Standard & Poor's
Rating Services
("S&P") |  | Moody's Investors
Services
("Moody's") |  | Fitch Rating
Services
("Fitch") |  | DBRS Limited
("DBRS") | 
|------------------------------------- |  | ----------------------------------------- |  | -------------------------------------- |  | ------------------------------- |  | --------------------- | 
|                                     
|Senior Unsecured/Long-Term Rating     |  | BBB                                       |  | Baa2                                   |  | BBB                             |  | BBB (high)            | 
|                                      |  |                                          
|US Commercial Paper/Short-Term Rating |  | A-2                                       |  | P-2                                    |  | F2                              |  |                      | 
|                                      |  |                                          
|Series 1 First Preferred Shares       |  | P-3                                       |  |                                       |  | BB+                             |  | Pfd-3                 | 
|                                      |  |                                          
|Outlook/Trend                         |  | Stable                                    |  | 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 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, the Company's US commercial paper
("US Commercial Paper") and Series 1 Preferred Shares are not recommendations to purchase, hold or sell the 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 these securities. In addition, real or anticipated changes in the rating assigned to the securities will
generally affect the market value of the 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.

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 (-)

48TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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.

S&P's
credit rating for short-term issues range from A-1 to D, representing the range from highest to lowest quality of such securities rated. According to the S&P a
short-term obligation rated A-2 is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher rating
categories. However, the obligor's capacity to meet its financial commitment on the obligation is satisfactory.

S&P's
preferred share scale ranges from P1 to C, representing the range from highest to lowest quality of such securities rated. The ratings can be modified by "high," "mid" or "low" grades which
indicate relative standing within the major rating categories. According to the S&P rating system, securities rated P-3 exhibit adequate protection parameters and are less
vulnerable to non-payment than other speculative issues.

Moody's
long-term debt credit ratings are on a 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.

Moody's
short-term debt ratings are on a scale of P-1 to NP, representing the range from least credit risk to greatest credit risk of such securities rated. Short-term ratings
are opinions of the ability of issuers to honour short-term financial obligations, typically with an original maturity not exceeding 13 months. According to Moody's rating system,
issuers rated P-2 have a strong ability to repay short-term debt obligations.

Fitch's
long-term debt credit ratings are on a scale that ranges from AAA to RD/D, representing the range from highest to lowest quality of such securities rated. According to Fitch's
rating scale, obligations rated BBB are of good credit quality, expectations of default risk are low and the capacity for payment of financial commitments is considered adequate but adverse business
or economic conditions are more likely to impair this capacity.

Fitch
does not have ratings categories specifically applicable to preferred shares; it rates the securities of an entity generally on a scale ranging from a high of AAA to a low of D. The
modifiers "+" or "-" may be appended to a rating to denote relative status within major rating categories. Securities rated BB indicate that business or financial flexibility exists which could
support the servicing of financial commitments in the event of adverse changes in business or economic conditions over time.

Fitch's
short-term credit ratings are on a scale that ranges from F1 to D, representing the range from highest to lowest quality of such securities rated. According to Fitch's rating
scale, obligations rated F2 are of good credit quality, and have good intrinsic capacity for timely payment of financial commitments.

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.

DBRS'
preferred share rating scale ranges from Pfd-1 to D, representing the range from highest to lowest quality of such securities rated. Each rating category is denoted by the
subcategories "high" and "low".

The
absence of either a "high" or a "low" designation indicates that the rating is in the "middle" of the category. According to DBRS, preferred shares with a Pfd-3 rating are of
adequate credit quality and correspond to companies whose long-term debt is rated in the higher end of the BBB category.

49TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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
Series 1 First Preferred Shares are listed on the TSX under the trading symbol TLM.PR.A. 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 and Series 1 First Preferred Shares
(as traded on the TSX) for the periods indicated.

Common Shares

|Year |  | Month     |  | High (C$) |  | Low (C$) |  | Volume      | 
|---- |  | --------- |  | --------- |  | -------- |  | ----------- | 
|    
|2011 |  | January   |  | 23.30     |  | 21.50    |  | 81,636,002  | 
|     |  |          
|     |  | February  |  | 24.82     |  | 22.26    |  | 78,096,851  | 
|     |  |          
|     |  | March     |  | 24.47     |  | 21.85    |  | 87,683,816  | 
|     |  |          
|     |  | April     |  | 24.30     |  | 21.74    |  | 74,459,694  | 
|     |  |          
|     |  | May       |  | 23.49     |  | 19.74    |  | 103,553,159 | 
|     |  |          
|     |  | June      |  | 20.49     |  | 18.21    |  | 113,136,076 | 
|     |  |          
|     |  | July      |  | 20.25     |  | 17.34    |  | 106,013,309 | 
|     |  |          
|     |  | August    |  | 17.59     |  | 14.98    |  | 138,643,247 | 
|     |  |          
|     |  | September |  | 16.55     |  | 12.45    |  | 135,531,542 | 
|     |  |          
|     |  | October   |  | 14.90     |  | 11.34    |  | 178,195,129 | 
|     |  |          
|     |  | November  |  | 14.86     |  | 12.50    |  | 108,859,519 | 
|     |  |          
|     |  | December  |  | 14.17     |  | 11.53    |  | 108,737,956 | 
|    

Series 1 Preferred Shares

|Year |  | Month     |  | High (C$) |  | Low (C$) |  | Volume  | 
|---- |  | --------- |  | --------- |  | -------- |  | ------- | 
|    
|2011 |  | December1 |  | 24.88     |  | 23.85    |  | 146,815 | 
|    

PRIOR SALES

In 2011, Talisman granted 6,686,170 options under its Employee Stock Option Plan.

DIVIDENDS

In 2011, the Company paid semi-annual dividends on Talisman's Common Shares totaling $0.27 per share, representing an 11% increase from the
semi-annual dividends paid by the Company in 2010. The dividends were paid on June 30 and December 31, 2011. Talisman has paid dividends on its Common Shares
semi-annually, on June 30 and December 31 in each year, for more than 10 years. While the Company's recent practice has been to pay dividends
semi-annually, Talisman does not have a specific dividend policy and the declaration of dividends is at the sole discretion of its Board of Directors.

Talisman
confirms that all dividends paid to shareholders in 2011 are "eligible dividends" pursuant to provisions of theIncome Tax Act(Canada).
Furthermore, all dividends to be paid in 2012 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, 2009     |  | C$0.1125              | 
|                  |  |                      
|December 31, 2009 |  | C$0.1125              | 
|                  |  |                      
|June 30, 2010     |  | C$0.125               | 
|                  |  |                      
|December 31, 2010 |  | C$0.125               | 
|                  |  |                      
|June 30, 2011     |  | US$0.135              | 
|                  |  |                      
|December 31, 2011 |  | US$0.135              | 
|                 

50TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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 March 1, 2012.

|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: 499             |  | 2009                                      |  | Christiane Bergevin has been the Executive Vice-President, Strategic Partnerships, Office of the President, of Desjardins Group (Canadian financial cooperative institution) since August 2009. Prior to that, she was
Senior Vice-President and General Manager, Corporate Projects, with SNC-Lavalin Group Inc. ("SNC-Lavalin") (engineering and construction firm). 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: Fiere Sceptre Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                    |  |                                           |  | Other current directorships are8: Chambre de commerce du Montreal metropolitain and The Canadian Chamber of Commerce                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|                                                                   
|Donald J. Carty, O.C.1,4
Dallas, Texas
United States
Age: 659       |  | 2009                                      |  | Donald Carty served as Vice Chairman and Chief Financial Officer of Dell Inc. (global computer systems and services company) from January 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 Honourary 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. and Canadian National Railway Co., and Gluskin Sheff & Associates.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|                                                                    |  |                                           |  | Other current directorships are8: Porter Airlines Inc, Virgin America Airlines and Southern Methodist University.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|                                                                   
|William R.P. Dalton1,3,6
Scottsdale, Arizona
United States
Age: 689 |  | 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 Honourary Doctorate (Honourary 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 United Kingdom and the Institute of Canadian Bankers.                                                                                                                                            
|                                                                    |  |                                           |  | Current public company directorships7: TUI Travel plc, HSBC USA Inc. and HSBC Bank USA, National Association                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|                                                                    |  |                                           |  | Other current directorships are8: 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                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|                                                                   

51TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|Kevin S. Dunne5,6
Tortola, British Virgin Islands
Age: 639 |  | 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 directorships are8: None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|                                                          
|Harold N. Kvisle2,4,6
Calgary, Alberta
Canada
Age: 599     |  | 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 directorships are8: Nature Conservancy of Canada and Northern Blizzard Resources Ltd.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|                                                          
|John A. Manzoni2,5
Calgary, Alberta
Canada
Age: 529        |  | 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 was named "International Business Leader of the Year" by the Canadian Chamber of Commerce in 2010 and he was awarded an honourary degree of Doctor of Science from Aberdeen University in 2011.
Mr. Manzoni holds a Master of Science in Management degree as a Sloan Fellow from Stanford University and a Master of Science degree in Petroleum Engineering and a Bachelor of Science degree (Honours) in Civil Engineering from Imperial College
in London, England.
|                                                           |  |      |  | Current public company directorships7: SAB Miller                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|                                                           |  |      |  | Other current directorships are8: None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|                                                          
|Lisa A. Stewart4,6
Houston, Texas
United States
Age: 549   |  | 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 Independent Petroleum Association of America ("IPAA").                                                                                                                     
|                                                           |  |      |  | Current public company directorships7: None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|                                                           |  |      |  | Other current directorships are8: Sheridan Production Partners                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|                                                          

52TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|Peter W. Tomsett4,5
West Vancouver, British Columbia
Canada
Age: 549 |  | 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: Silver Standard Resources Inc. and North American Energy Partners Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|                                                                     |  |      |  | Other current directorships are8: None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                    
|Michael T. Waites1,6
Vancouver, British Columbia
Canada
Age: 589     |  | 2011 |  | Michael Waites became the President and Chief Executive Officer of Finning International Inc. (heavy equipment dealer and service company) in May 2008. Prior to that, Mr. Waites was Executive Vice President
and Chief Financial Officer of Finning. He also served as a member of the board of directors of Finning for three years prior to his appointment as Executive Vice President and Chief Financial Officer. Prior to joining Finning in May 2006,
Mr. Waites was Executive Vice President and Chief Financial Officer at Canadian Pacific Railway (railway and logistics company) since July 2000, and was also Chief Executive Officer U.S. Network of Canadian Pacific Railway. Previously,
he was Vice President and Chief Financial Officer at Chevron Canada Resources (integrated oil and gas company). Mr. Waites holds a B.A. (Honours) in Economics from the University of Calgary, a Masters of Business Administration from Saint Mary's
College of California, and a Masters of Arts, Graduate Studies in Economics, from the University of Calgary. He has also completed the Executive Program at The University of Michigan Business School.
|                                                                     |  |      |  | Current public company directorships7: Finning International Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|                                                                     |  |      |  | Other current directorships are8: None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                    
|Charles R. Williamson2
Sonoma, California
United States
Age: 639     |  | 2006 |  | Charles Williamson was the Executive Vice-President of Chevron Corporation (integrated oil and gas company) from August 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 and PACCAR Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|                                                                     |  |      |  | Other current directorships are8: None                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                    

53TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|Charles M. Winograd1,3
Toronto, Ontario
Canada
Age: 649 |  | 2009 |  | Charles (Chuck) Winograd is Senior Managing Partner of Elm Park Credit Opportunities Fund (mid-market lending limited partnership). He is also President of Winograd Capital Inc. (external consulting and private
investments firm). 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 directorships are8: RBC Dexia, Tamir Fishman (Israel), Mount Sinai Hospital and James Richardson & Sons, Limited.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|                                                       

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 March 1, 2012.1

|Name and Province or
State and Country of Residence |  | Office                                                        
|--------------------------------------------------- |  | --------------------------------------------------------------
|                                                   
|John A. Manzoni2
Calgary, Alberta, Canada           |  | President and Chief Executive Officer                         
|                                                   
|L. Scott Thomson3
Calgary, Alberta, Canada          |  | Executive Vice-President, Finance, and Chief Financial Officer
|                                                   
|A. Paul Blakeley4
Singapore                         |  | Executive Vice-President, International Operations (East)     
|                                                   
|Richard Herbert5
Calgary, Alberta, Canada           |  | Executive Vice-President, Exploration                         
|                                                   
|Robert R. Rooney6
Calgary, Alberta, Canada          |  | Executive Vice-President, Legal and General Counsel           
|                                                   
|Paul R. Smith7
Calgary, Alberta, Canada             |  | Executive Vice-President, North American Operations           
|                                                   
|Helen J. Wesley8
Calgary, Alberta, Canada           |  | Executive Vice-President, Corporate Services                  
|                                                   
|C. Tamiko Ohta
Calgary, Alberta, Canada             |  | Corporate Secretary                                           
|                                                   

54TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|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 January 31, 2012, the aforementioned directors and executive officers of the Company, as a group, beneficially owned, directly or indirectly, or
exercised control or direction over 441,504 Common Shares of the Company, representing 0.04% of the issued and outstanding Common Shares on January 31, 2012 and 300 Series 1
Preferred Shares, representing less than 1% of the issued and outstanding Series 1 Preferred Shares.

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.

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.

55TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



The
New York Attorney General has commenced an investigation, pursuant to theMartin Act, into the disclosure practices of companies engaged in
hydraulic fracturing in the New York state area. TheMartin Actprovides broad authority to commence and conduct investigations, whether upon
receipt of a complaint, or on the Attorney General's own initiative. Subpoenas have been issued to a number of companies, including Talisman. The Company has been cooperating with the New York
Attorney General in the investigation. No enforcement action has been taken against Talisman, nor has the Company been advised that any enforcement action is imminent.

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 important
risks and other matters that could cause actual results of Talisman to differ materially from those presented and that could affect the trading price of the Company's outstanding securities. The risks
described below may not be the only risks Talisman faces, as Talisman's business and operations may also be subject to risks that Talisman does not yet know of, or that Talisman currently believes are
immaterial. If any of the events or circumstances described below actually occurs, Talisman's business, financial condition, results of operations or cash flow could be materially and adversely
affected and the trading price of Talisman's securities could decline. The following risk factors should be read in conjunction with the other information contained herein and in the consolidated
financial statements and the related notes.

VOLATILITY OF OIL AND NATURAL GAS PRICES

Talisman's financial performance is highly sensitive to the 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 expenditure 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, technological advances affecting
energy production and consumption and weather conditions. About 60% of the natural gas prices realized by Talisman are affected primarily by North American supply and demand, weather conditions and
prices of alternative sources of energy. The remaining 40% of natural gas prices realized by Talisman are from markets outside of North America, primarily in Southeast Asia. These other prices are
typically determined by long-term contracts that are linked to international oil and/or oil prevalent prices. 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.

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, curtailment in production or
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 the booking of lower oil and gas reserves net of royalties.

Moreover,
changes in commodity prices may result in the Company making downward adjustments to the Company's estimated reserves. If this occurs, or if the Company's estimates of production or economic
factors change, accounting rules may require the Company to impair, as a non-cash charge to earnings, the carrying value of the Company's oil and gas properties. The Company is required to perform
impairment tests on oil and gas properties whenever events or changes in circumstances indicate that the carrying value of properties may not be recoverable. To the extent such tests indicate a
reduction of the estimated useful life or estimated future cash flows of the Company's oil and gas properties, the carrying value may not be recoverable and therefore an impairment charge will be
required to reduce the carrying value of the properties to their estimated fair value. The Company may incur impairment charges in the future, which could materially affect the Company's results of
operations in the period incurred.

EXCHANGE RATE FLUCTUATIONS

Results of operations are affected primarily by the exchange rates between the US$, the C$, 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

56TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



(including
the Company's consolidated financial statements, which are presented in US$), while the majority of Talisman's expenditures are denominated in US$, C$, UK£ and NOK. A change in
the relative value of the US$ against the C$ or the UK£ would also result in an increase or decrease in Talisman's C$ or UK£ denominated debt, as expressed in US$, and the
related interest expense. Talisman is also exposed to fluctuations in other foreign currencies.

CAPITAL ALLOCATION AND PROJECT DECISIONS

Talisman's long-term financial performance is sensitive to the capital allocation decisions taken and the underlying performance of the projects
undertaken. In 2012, Talisman plans to spend approximately $4 billion in cash capital expenditures, the majority of which is to be allocated among Talisman's North America, Southeast Asia,
North Sea and exploration portfolios. Capital allocation and project decisions are undertaken after assessing reserve and production projections, capital and operating cost estimates and applicable
fiscal regimes that govern the respective government take from any project. All of these factors are evaluated against common commodity pricing assumptions and the relative risks of projects. These
factors are used to establish a relative ranking of projects and capital allocation, which is then calibrated to ensure the debt and liquidity of the Company is not compromised.

Material
changes to project outcomes, in any of production volumes and rates, realized commodity price, cost or tax and/or royalties, could have a material impact on the Company's cash flow and
financial performance.

The
Company cannot be certain that funding, if needed, will be available to the extent required or on acceptable terms. To the extent that asset sales are necessary to fund capital requirements,
Talisman's ability to sell assets is subject to market availability. If Talisman is unable to access funding when needed on acceptable terms, the Company may not be able to fully implement its
business plans, take advantage of business opportunities or respond to competitive pressures any of which could have a material adverse effect on Talisman's business, financial condition, cash flows,
and results of operations. See also "Risk Factors  Credit and Liquidity" and "Risk
Factors  Interest Rates".

OPERATIONAL RISKS

Major Incident, Major Spill / Loss of Well Control

Oil and gas drilling and producing operations are subject to many risks, including the risk of fire, explosions, mechanical failure,
pipe or well cement failure, well casing collapse, pressure or irregularities in formations, chemical and other spills, unauthorized access to hydrocarbons, accidental flows of oil, natural gas or
well fluids, sour gas releases, contamination of oil and gas, vessel collision, structural failure, loss of buoyancy, storms or other adverse weather conditions and other occurrences. If any of these
should occur, Talisman could incur legal defence costs and remedial costs and could suffer substantial losses due to injury or loss of life, human health risks, severe damage to or destruction of
property, natural resources and equipment, pollution or other environmental damage, unplanned production outage, cleanup responsibilities, regulatory investigation and penalties, increased public
interest in Talisman's operational performance and suspension of operations. The Company's horizontal and deep drilling activities involve greater risk of mechanical problems than vertical and shallow
drilling operations.

Talisman
maintains insurance that contemplates both first and third party exposures for Talisman's onshore and offshore operations globally. There is no assurance that this insurance will be adequate
to cover all losses or exposures to liability. The Company believes that its coverage is aligned with customary industry practices and in amounts and at costs that Talisman believes to be prudent and
commercially practicable. While Talisman believes these policies are customary in the industry, they do not provide complete coverage against all operating risks. In addition, the Company's insurance
does not cover penalties or fines that may be assessed by a governmental authority. A loss not fully covered by insurance could have a material adverse effect on the Company's financial position,
results of operations and cash flows. The insurance coverage that the Company maintains may not be sufficient to cover every claim made against Talisman in the future. In addition, a major incident
could impact Talisman's reputation in such a way that it could have a material adverse effect on the Company's business.

Talisman
operates and drills wells in both mature producing areas such as the UK, Norway and North America and in several remote areas in multiple countries. In 2011, Talisman initiated drilling
operations in the Kurdistan Region of northern Iraq, Papua New Guinea, Poland and offshore deepwater Indonesia. The Company plans to continue to seek new leases and drill in similar
environments.

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Health Hazards and Personal Safety Incidents

The employee and contractor personnel involved in activities and operations of the Company, including but not limited to, well
fracturing are subject to many health and safety risks and hazards, which could result in occupational illness or health issues, personal injury and loss of life, facility quarantine and/or facility
and personnel evacuation. In particular, employees working in well fracturing operations are subject to the possibility of loss of containment. This could lead to the release of high pressure
materials as well as collateral shrapnel from piping and vessels which could result in personal injury and loss of life.

Security Incident

Talisman's operations may be adversely affected by security-related incidents which are not within the control of the Company, such
as war (external and internal conflicts) and remnants of war, sectarian violence, civil unrest or criminal acts in locations where Talisman operates. In particular, the Company faces increased
security risks in the Kurdistan Region of northern Iraq and Colombia within Talisman's current portfolio. A significant security incident could result in the deferral of or termination of Company
activity within the impacted areas of operations, thus adversely impacting execution of the Company's business strategy (e.g., delaying exploration, causing a halt to production or forcing exit
strategy processes), which could adversely affect Talisman's financial position, results of operations and cash flows.

REGULATORY APPROVALS AND CHANGES TO LAWS AND REGULATIONS

Talisman's exploration and production operations are subject to extensive regulation at many levels of government, including municipal, state, provincial and
federal governments, in the countries where Talisman operates and are subject to interruption or termination by governmental and regulatory authorities based on environmental or other considerations.
Moreover, Talisman has incurred and will continue to incur costs in the Company's efforts to comply with the requirements of environmental, safety and other regulations. Further, the regulatory
environment in the oil and gas industry could change in ways that Talisman cannot predict and that might substantially increase the Company's costs of compliance and, in turn, materially and adversely
affect the Company's business, results of operations and financial condition.

Failure
to comply with the applicable laws or regulations may result in significant increases in costs, fines or penalties and even shutdowns or losses of operating licences or criminal sanctions. If
regulatory approvals or permits required for operations are delayed or not obtained, Talisman could experience delays or abandonment of projects, decreases in production and increases in costs. This
could result in an inability of the Company to fully execute its strategy and adverse impacts on its financial condition. See also "Risk
Factors  Fiscal Stability" and "Risk Factors  Socio-Political
Risks."

Changes
to existing laws and regulations or new laws and regulations such as those described below could, if adopted, have an adverse effect on Talisman's business by increasing costs, reducing
revenue and cash flow from natural gas and oil sales, reducing liquidity or otherwise altering the way Talisman conducts business. The Company cannot predict what additional laws or regulations
(or amendments to existing laws or regulations) may be proposed or when such proposals, if enacted, might become effective. For example, the state of New York updating of its Generic
Environmental Impact Statement on the Oil, Gas and Solution Mining Regulatory Program will likely cause delays in shale gas development in that state. In Pennsylvania, delays could also be experienced
as Pennsylvania continues to update the Pennsylvania Oil & Gas Act and other state laws. In Quebec, delays in shale gas development are expected to continue as the province implements the
various recommendations made by the BAPE, including the main recommendation that a strategic environmental assessment on shale gas development be performed. See also "Risk
Factors  Operational Risks  Hydraulic Fracturing" and "Corporate
Responsibility and Environmental Protection  Other Environmental Information Affecting the Company."

There
have also been various proposals to enact new, or amend existing, laws and regulations relating to greenhouse gas ("GHG") emissions, hydraulic fracturing (including associated additives, water
use and disposal) and shale gas development generally. Such additional laws or regulations could also impact the Company's development schedule or costs of development and significantly affect the
Company's operations and financial condition. See also "Risk Factors  Environmental Risks."

Talisman
may also face regulatory delays in other areas. In particular, in Colombia, the high level of oil and gas activity in the country has resulted in significant delays in the granting of the
required environmental permits to the oil and gas industry. While these delays are likely to be reduced as the respective governing bodies increase staff levels to match the increased demand, there is
a risk of delays beyond current plans. These delays may result in reduced near-term production.

Talisman
continues to monitor and assess any new policies, legislation, regulations and treaties in the areas where the Company operates to determine the impact on Talisman's operations. Governmental
organizations unilaterally control the timing,

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scope
and effect of any currently proposed or future laws, regulations or treaties and such enactments are subject to a myriad of factors, including political, monetary and social pressures. Talisman
acknowledges that the direct and indirect costs of such laws, regulations and treaties (if enacted) could materially and adversely affect the Company's business, results of operations and
financial condition.

ENVIRONMENTAL RISKS

General

All phases of Talisman's oil and natural gas business are subject to environmental regulation pursuant to a variety of laws and
regulations in the countries where Talisman does business. These laws and regulations may require the acquisition of a permit before drilling commences, restrict the types, quantities and
concentration of substances that can be released into the environment in connection with the Company's drilling and production activities, limit or prohibit drilling activities on certain lands lying
within wilderness, wetlands and other protected areas, and impose substantial liabilities for pollution that may result from the Company's operations. Talisman's business is subject to the trend
toward increased rigour in regulatory compliance and civil or criminal liability for environmental matters in certain regions (e.g., Canada, the United States and the European Union).
Compliance with environmental legislation can require significant expenditures, and failure to comply with environmental legislation may result in the assessment of administrative, civil and criminal
penalties, the cancellation or suspension of regulatory permits, the imposition of investigatory or remedial obligations or the issuance of injunctions restricting or prohibiting certain activities.
Under existing environmental laws and regulations, Talisman could be held strictly liable for the removal or remediation of previously released materials or property contamination resulting from its
operations, regardless of whether those operations were in compliance with all applicable laws at the time they were performed. Regulatory delays, legal proceedings and reputational impacts from an
environmental incident could result in a material adverse effect on the Company's business. Increased stakeholder concerns and regulatory actions regarding shale gas development could lead to
third-party or governmental claims, and could adversely affect the Company's business and financial condition. Although Talisman currently believes that the costs of complying with 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 will not have such an effect in the future.

Hydraulic Fracturing

Concern has been expressed over the potential environmental impact of hydraulic fracturing operations, including water aquifer
contamination and other qualitative and quantitative effects on water resources as large quantities of water are used and injected fluids either remain underground or flow back to the surface to be
collected, treated and disposed of. Regulatory authorities in certain jurisdictions have announced initiatives in response to such concerns. Federal, provincial, state, and local legislative and
regulatory initiatives relating to hydraulic fracturing, as well as governmental reviews of such activities could result in increased costs, additional operating restrictions or delays, and adversely
affect Talisman's production. Public perception of environmental risks associated with hydraulic fracturing can further increase pressure to adopt new laws, regulation or permitting requirements or
lead to regulatory delays, legal proceedings and/or reputational impacts. Any new laws, regulations or permitting requirements regarding hydraulic fracturing could lead to operational delay, increased
operating costs, and third-party or governmental claims. They could also increase the Company's costs of compliance and doing business as well as delay the development of hydrocarbon (natural gas and
oil) resources from shale formations, which may not be 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.

In
the event state, provincial, local, or municipal legal restrictions are adopted in areas where Talisman is currently conducting, or in the future plan to conduct operations, Talisman may incur
additional costs to comply with such requirements that may be significant in nature, experience delays or curtailment in the pursuit of exploration, development, or production activities, and perhaps
even be precluded from the drilling of wells. In addition, if hydraulic fracturing becomes more regulated, the Company's fracturing activities could become subject to additional permitting
requirements and result in permitting delays as
well as potential increases in costs. 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.

See
also "Corporate Responsibility and Environmental Protection  Other Environmental Information Affecting
the Company."

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Greenhouse Gas Emissions

Talisman is subject to various 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, United States and Canada, notably Alberta and British Columbia) as well as in regions which currently do not have GHG emissions legislation and jurisdictions where GHG
emissions legislation is emerging or is subject to change. 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 not have a material impact on the Company.

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 emissions 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 was 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 the Company's Norwegian operations, but the Company does not anticipate that the
costs of compliance will be material considering its current compliance requirements.

ENVIRONMENTAL AND DECOMMISSIONING LIABILITIES

Talisman is involved in the operation and maintenance of facilities and infrastructure in difficult and challenging areas, including offshore, deepwater, jungle
and desert environments. Despite Talisman's implementation of health, safety and environmental standards, there is a risk that accidents or regulatory misalignments can occur, the outcomes of which,
including remedial work or regulatory intervention, cannot be foreseen or planned for. Talisman expects to incur site restoration costs over a prolonged period as existing fields are depleted. The
Company provides for decommissioning liabilities in its annual consolidated financial statements in accordance with IFRS. Additional information regarding decommissioning liabilities is set forth in
the notes to the annual consolidated financial statements. The process of estimating decommissioning liabilities is complex and involves significant uncertainties concerning the timing of the
decommissioning activity; legislative changes; technological advancement; regulatory, environmental and political changes; and the appropriate discount rate used in estimating the liability. Any
change to these assumptions could result in a change to the decommissioning liabilities to which Talisman is subject. In Talisman's North Sea operations, changes in these assumptions would potentially
have a significant impact on the Company's decommissioning liabilities because of the size of these liabilities. There can be no assurances that the cost estimates and decommissioning liabilities are
materially correct and that the liabilities will occur when predicted. In addition, Talisman is often jointly and severally liable for the decommissioning costs associated with Talisman's various
operations, and could, therefore, be required to pay more than its net share.

FISCAL STABILITY

Governments may amend or create new legislation that could impact the Company's operations and that could result in increased capital, operating and compliance
costs. For example, the British Columbia government could revoke its royalty holiday due to increasing shale gas development. Further examples include the potential increase in ring fence taxes due to
the change in the supplementary charge in the UK as well as the potential for an aggregate change to environmental regulations in the United States.

Moreover,
Talisman's operations are subject to various levels of taxation in the countries where the Company operates. Income tax rates or incentive programs relating to the oil and gas industry, and,
in particular, the United Kingdom, the US and Canadian foreign affiliate rules, may in the future be changed or interpreted in a manner that could materially affect the

60TALISMAN ENERGYANNUAL INFORMATION FORM 2011

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economic
value of the respective assets, as was the case in 2011 when the UK unexpectedly significantly increased its supplementary charge on oil and gas production. Specifically, the US Congress has
been considering a revision of the immediate deduction currently available for drilling costs.

SOCIO-POLITICAL RISKS

The Company's operations may be adversely affected by political or economic developments or social instability in the jurisdictions in which it operates, which
are not within the control of Talisman, including, among other things, a change in crude oil or natural gas pricing policy and/or related regulatory delays, the risks of war, terrorism, abduction,
expropriation, nationalization, renegotiation or nullification of existing concessions and contracts, a change in taxation policies, economic sanctions, the imposition of specific drilling
obligations, the imposition of rules relating to development and abandonment of fields, and currency controls. As a result of 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 and other human rights-based litigation
risk. Various countries in which the Company is active, including, but not limited to, the Kurdistan Region of northern Iraq, Colombia, Vietnam, Papua New Guinea and Peru, have been subject to
recent economic or political instability, disputes and social unrest, and military or rebel hostilities. The potential deterioration of socio-political security situations (i.e. political
instability and/or disputes) poses increased risk, which may result in the cessation of operations as well as the delay in payment or exports; for example in the Kurdistan Region of northern Iraq
(with the negotiation of Iraq Federal Oil and Gas Law), Peru (where the new government could change economic/fiscal policy direction and contractual terms), Vietnam (with respect to the escalation of
China's claim over disputed waters in the South China Sea) as well as in Papua New Guinea (where national elections and the overall socio-political situation may cause slow or uncertain
government approval and extension process, or result in a failure to obtain a strategic partner or partner misalignment or cause lack of licence commitment flexibility in drilling programs).

STAKEHOLDER OPPOSITION

Talisman's planned activities may be adversely affected if there is strong community opposition to its operations. For example, there are concerns regarding gas
migration, impact on water resources, and general anti-hydraulic fracturing sentiments in North America and Europe. In some circumstances, this risk may be increased in areas occupied by
indigenous communities that are not accustomed to developments of this nature and have concerns regarding land access and/or damage and claim compensation. 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, social unrest, military hostilities or
United Nations, US or other international 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 and develop, or acquire, additional oil and gas reserves that are economically recoverable.
Hydrocarbons are a limited resource, and Talisman is subject to increasing competition from other companies, including national oil companies. Exploration and development drilling may not result in
commercially productive reserves and, if 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 exploration and/or development portfolio may be compromised. See also "Risk
Factors  Volatility of Oil and Natural Gas Prices".

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. In addition, the process requires future projections of reservoir performance and economic conditions; therefore, reserves estimates are inherently uncertain. Since all
reserves estimates are, to some degree, uncertain, reserves classification attempts to qualify the degree of uncertainty involved.

Since
the evaluation of reserves involves the evaluator's interpretation of available data and projections of price and other economic factors, estimates of the economically recoverable oil and
natural gas reserves attributable to any particular group of

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properties,
the classification of such reserves based on estimated uncertainty, and the estimates of future net revenue or future net cash flows prepared by different evaluators or by the same
evaluators at different times may vary substantially.

Each
year, Talisman prepares evaluations of all of its reserves internally. Initial estimates of reserves are often based upon volumetric calculations and analogy to similar types of reservoirs,
rather than actual well data and performance history. Estimates based on these methods generally are less certain than those based on actual performance. The Company may adjust its estimates and
classification of reserves and future net revenues or cash flows based on results of exploration and development drilling and testing, additional performance history, prevailing oil and gas prices,
and other factors, many of which are beyond the Company's control. As new information becomes available, subsequent evaluations of the same reserves may continue to have variations in the estimated
reserves, some of which may be material. In addition, 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.

PROJECT TIMING

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, many of which are beyond the
Company's control. These factors include the level of direct control by Talisman since many of the projects in which Talisman is involved are not operated by Talisman, and timing and project
management control are the responsibility of the operator. See also "Risk Factors-Non-Operatorship". In particular, the majority
of the Company's operations in Colombia are non-operated. Additionally, for Talisman operated projects, the global demand for project resources can impact the access to appropriately
competent contractors and construction yards as well as to raw products, such as steel. Typical execution risks 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. Subsurface challenges can also result in additional risk of cost and schedule overrun if conditions are not typical of
historical experiences, such as in up-scaling shale operations from pilot to full field developments. Talisman utilizes materials and services which are subject to general
industry-wide conditions. Cost escalation for materials and services may be unrelated to commodity price changes and may continue to have a significant impact on project planning and
economics. Talisman operates in challenging, environmentally hostile climates, such as Papua New Guinea, where logistical costs can be materially impacted by seasonal and occasionally
unanticipated weather patterns. Contracts where work has been placed under a lump sum arrangement, for example with the Company's Yme project, are subject to additional scheduling challenges as the
contractor is wholly responsible for delivery of the facility.

EGRESS AND GAS BUYERS

As rapidly increasing volumes of natural gas and liquids 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. In particular,
Colombia's oil export infrastructure is currently producing at or near capacity, pending capacity additions which are at various stages of approval and construction. While Equión has
access to the key Ocensa and Oleoducto de Colombia (ODC) pipelines, pipeline egress from the Llanos Basin to the main export terminal at Covenas presents a risk. Although additional pipeline projects
are underway and oil can be trucked to Covenas, capacity restrictions may result in a portion of Talisman's production being reduced or delayed as pipeline connection and infrastructure additions are
implemented and/or netbacks reduced on a portion of Talisman's production due to the materially higher costs of trucking. There are similar egress risks in the liquids-rich Eagle Ford play
in south Texas. Currently, there is limited existing transportation and associated midstream infrastructure. Talisman has and is in the process of obtaining access to infrastructure for both liquids
and gas within the Eagle Ford play. However, additional capacity and infrastructure will be required. As a result, there are multiple pipeline and processing projects underway aimed at meeting the
growing production needs in the area. Another associated risk will be the availability and diversity of buyers depending upon the pipeline and infrastructure project with which Talisman obtains
capacity. Should Talisman be unable to secure access to infrastructure and buyers, 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.

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NON-OPERATORSHIP

Some of Talisman's projects are conducted in joint venture environments where Talisman has a limited ability to influence or control operations or future
development, safety and environmental standards, and amount of capital expenditures. Companies which operate these properties may not necessarily share Talisman's health, safety and environmental
standards or strategic or operational goals, which may result in accidents, regulatory misalignments, project delays or unexpected future costs, all of which may affect the viability of these
projects.

Talisman
is also dependent on other working interest co-participants of these projects to fund their contractual share of the capital expenditures. If these co-participants are
unable to fund their contractual share of, or do not approve, the capital expenditures, the co-participants may seek to defer programs, resulting in strategic misalignments and a delay of
a portion of development of Talisman's programs, or the co-participants may default such that projects may be delayed and/or Talisman may be partially or totally liable for
their share.

INDUSTRY COST INFLATION

The industry costs to find and develop reserves have generally risen over time. An upward rise 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, operations
and procurement, material or unexpected changes can affect the Company's financial performance.

ATTRACTION, RETENTION, AND DEVELOPMENT OF PERSONNEL

Successful execution of the Company's plans is dependent on Talisman's ability to attract and retain talented personnel who have the skills necessary to deliver
on the Company's strategy and maintain safe operations. This includes not only key talent at a senior level, but also individuals with the professional and technical skill sets critical for Talisman's
business, particularly drilling and completions and geosciences. As labour demand remains high and a greater percentage of the population reaches retirement age, retention concerns are also
heightened. In particular, growth in Talisman's Eagle Ford shale business requires additional people resources to match the Company's desired activity level; if unmet, this could adversely impact
Talisman's ability to deliver. Additionally, in the North Sea, high project activity has compounded competition for labour, posing an increased retention risk. Various national regimes, partnerships
and joint venture activities may also impose requirements to develop their talent, increase secondee assignments, and employ local nationals.

COMPETITIVE RISK

The global oil and gas industry is highly competitive. Talisman faces significant competition and many of the Company's competitors have resources in excess of
Talisman's available resources. 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, including but not limited to, geologists, geophysicists, engineers and
other specialists that enable the business. Many of Talisman's competitors have the ability to pay more for seismic and lease rights in crude oil and natural gas properties and exploratory prospects.
They can define, evaluate, bid for and purchase a greater number of properties and prospects than Talisman's financial or human resources permit. If the Company is not successful in the competition
for oil and gas reserves or in the marketing of production, Talisman's financial condition and results of operations may be adversely affected. Many of the Company's competitors have resources
substantially greater than Talisman's and have established positions in countries in
which Talisman may seek new entry and, as a consequence, the Company may be at a competitive disadvantage. Typically during times of high commodity prices or increased industry activity, drilling and
operating costs will also increase. These competitive forces may also lead to an overall increase in costs, which could have a negative impact on the Company's financial results.

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."

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CREDIT AND LIQUIDITY

From time to time, the Company may finance capital expenditures in whole or in part with debt. While the Company may 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. A reduction in any of the Company's current
investment-grade credit ratings to below investment grade would likely adversely affect the cost of borrowing and/or access to sources of liquidity and capital, and reduce the financing options
available to the Company. Additionally, 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. See also "Risk Factors  Capital Allocation and Project
Decisions."

During
the last few years, concerns over inflation, energy costs, geopolitical issues, the availability and cost of credit, and the health of the United States and European economies have
contributed to increased economic uncertainty and diminished expectations for the global economy. If an economic recovery in the United States or European Union is slow or prolonged, demand for
petroleum products could diminish or stagnate, which could impact the price at which Talisman can sell oil, natural gas and natural gas liquids, affect the ability of vendors, suppliers and customers
to continue operations, and ultimately adversely impact the Company's results of operations, liquidity and financial condition. Additionally, a portion of the Company's long-term debt is
syndicated amongst European banks, and Talisman has exposure to these financial institutions via derivative transactions. In light of recent instability and weakness in the European markets, if any
lender under Talisman's credit facility is unable to fund its commitment, the Company's liquidity will be reduced by an amount up to the aggregate amount of such lender's commitment. See also
"Risk Factors  Counterparty Credit Risk."

INTEREST RATES

The Company is exposed to interest rate risk principally by virtue of its borrowings. Borrowing in floating rates exposes Talisman to short-term
movements in interest rates. Borrowing in fixed rates exposes Talisman to reset risk associated with debt maturity. Most of the Company's debt is issued at fixed interest rates; therefore, the
Company's main exposure to changes in interest rates would occur in respect of short-term investments or borrowings in the event that substantial cash balances are invested in or owed to
the Company.

HEDGING ACTIVITIES

Talisman uses derivative instruments (primarily financial collars and puts) to hedge a portion of the Company's expected production so as to manage the impact
of fluctuations in crude oil and natural gas prices on the Company's results of operations and cash flow. Fluctuations in crude oil and gas prices could have a material effect on the volatility of the
Company's earnings. To the extent that Talisman engages in hedging activities to protect itself against commodity price declines, Talisman may be prevented from fully realizing the benefits of
increases in crude oil and natural gas prices above the prices established by the Company's hedging contracts. The Company also uses currency swaps to manage fluctuations in exchange rates and
interest rate swaps to manage Talisman's exposure to interest rate changes through the Company's borrowings. See also "Risk
Factors  Exchange Rate Fluctuations" and "Risk Factors  Interest
Rates."

Additionally,
Talisman's hedging portfolio may expose it to financial losses in certain circumstances, such as the recognition of certain mark-to-market gains and losses on
derivative instruments. The fair value of the Company's natural gas and oil, exchange rate or interest rate derivative instruments can fluctuate significantly between periods.

COUNTERPARTY CREDIT RISK

In the normal course of business, Talisman enters into contractual relationships with counterparties in the energy industry and other industries, including
suppliers and co-venturers, counterparties to interest rate hedging, foreign exchange hedging and commodity derivative arrangements. If such counterparties do not fulfil their contractual
obligations or settle their liabilities to the Company, the Company 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. The Company also has credit risk arising from cash and cash equivalents held with banks and financial institutions. While the Company maintains a risk management system that limits exposures
to any one counterparty, losses due to the failure by counterparties to fulfil their contractual obligations may adversely affect Talisman's financial condition.

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CORRUPTION

Talisman's operations are governed by the laws of many jurisdictions, which generally prohibit bribery and other forms of corruption. It is possible that
Talisman, or some of its employees or contractors, could be charged with bribery or corruption. 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 guilty of such a violation, which could include a failure to take effective steps to prevent
or address corruption by its employees or contractors, Talisman could be subject to onerous penalties. A mere investigation itself could lead to significant corporate disruption, high legal costs and
forced settlements (such as the imposition of an internal monitor). In addition, bribery allegations or bribery or corruption convictions could impair Talisman's ability to work with governments or
non-governmental organizations. Such convictions or allegations could result in the formal exclusion of Talisman from a country or area, national or international lawsuits, government
sanctions or fines, project suspension or delays, reduced market capitalization and increased investor concern.

INFORMATION SYSTEMS

Many of Talisman's business processes depend on the availability, capacity, reliability and security of the Company's information technology infrastructure
("IT") and Talisman's ability to expand and continually update this infrastructure in response to the Company's changing needs. The Company's IT systems are increasingly concentrated in terms of
geography, number of systems, and key contractors supporting the delivery of IT systems. The performance of Talisman's key suppliers is critical to ensure appropriate delivery of key services. Any
failure to manage, expand and update the Company's information technology infrastructure, any failure in the extension or operation of this infrastructure, or any failure by the Company's key
contractors in the performance of their services could materially and adversely harm Talisman's business. Additionally, the increasing risk of information security breaches, including more
sophisticated attempts often referred to as advanced persistent threats, requires Talisman to increase its ability to detect and prevent such occurrences. Disruption of critical IT services, or
breaches of information security, could have a negative effect on Talisman's operational performance and earnings, as well as on the Company's reputation.

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 and the Series 1 First Preferred 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.

65TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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
factors or assumptions on which the forward-looking information is based include: assumptions inherent in current guidance; projected capital investment levels; the flexibility of capital spending
plans and the associated sources of funding; the successful and timely implementation of capital projects; the continuation of tax, royalty and regulatory regimes; ability to obtain regulatory and
partner approval; commodity price and cost assumptions; and other risks and uncertainties described in the filings made by the Company with securities regulatory authorities. The Company believes the
material factors, expectations and assumptions reflected in the forward-looking information are reasonable but no assurance can be given that these factors, expectations and assumptions will prove to
be correct. Forward-looking information for periods past 2012 assumes escalating

66TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



commodity
prices. 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.

67TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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 US dollars("US$"). The following table sets forth the Canada/US exchange rates on the last trading day of the years indicated as well as the high, low and average rates for such years. The high, low and average
exchange rates for each year were identified or calculated from spot rates in effect on each trading day during the relevant year. The exchange rates shown are expressed as the number of Canadian
dollars ("C$") required to purchase one US$. 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
|         |  | 2011                   |  | 2010   |  | 2009   | 
|        
|Year-end |  | 1.0170                 |  | 0.9946 |  | 1.0466 | 
|         |  |                       
|High     |  | 0.9449                 |  | 0.9946 |  | 1.0292 | 
|         |  |                       
|Low      |  | 1.0604                 |  | 1.0778 |  | 1.3000 | 
|         |  |                       
|Average  |  | 0.9891                 |  | 1.0299 |  | 1.1420 | 
|        

68TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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               
|CBA       |  | Central Business Area                           
|C$        |  | Canadian dollar                                 
|CO2       |  | carbon dioxide                                  
|EU        |  | European Union                                  
|gj        |  | gigajoule                                       
|GTL       |  | gas to liquids                                  
|HH        |  | Henry Hub                                       
|HSSE      |  | Health, Safety, Security and Environment        
|IFRS      |  | International Financial Reporting Standards     
|IQRE      |  | Internal Qualified Reserves Evaluator           
|JOC       |  | Joint Operating Company                         
|km        |  | kilometre                                       
|LNG       |  | liquefied natural gas                           
|mcf       |  | thousand cubic feet                             
|mcfe      |  | thousand cubic feet equivalent                  
|mboe/d    |  | thousand barrels oil equivalent per day         
|mmbbls    |  | million barrels                                 
|mmbbls/d  |  | million barrels per day                         
|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       
|NBA       |  | Northern Business Area                          
|NGL       |  | Natural Gas Liquids                             
|NI 51-101 |  | National Instrument 51-101                      
|NOK       |  | Norwegian kroner                                
|NYMEX     |  | New York Mercantile Exchange                    
|PNG       |  | Papua New Guinea                                
|PRT       |  | Petroleum Revenue Tax                           
|PSC       |  | production sharing contract                     
|SEC       |  | United States Securities and Exchange Commission
|tcf       |  | trillion cubic feet                             
|UK        |  | United Kingdom                                  
|UK£       |  | Pound sterling                                  
|US        |  | United States of America                        
|US$ or $  |  | 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.

69TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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, 2011 and related annual Management's Discussion and Analysis.

Since
January 1, 2011, the Company has filed the following material contracts on SEDAR: the Master Transaction Agreement relating to the Farrell Creek Transaction and the Master Transaction
Agreement relating to the Cypress A Transaction, both of which are described under "General Development of the Business  North
America".

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.

70TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---





Schedule A  Reserves Data and Other
Oil and 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.
Prior to 2011, Talisman 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, 2011 and the preparation date is March 1, 2012.

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 Costs1

|                             |                                |                    |      |                    |     |                    |      |                 |      |                             |     |                              |     |       |         |     |         |       |         |     |         |       |      |     |     
|---------------------------- | ------------------------------ | ------------------ | ---- | ------------------ | --- | ------------------ | ---- | --------------- | ---- | --------------------------- | --- | ---------------------------- | --- | ----- | ------- | --- | ------- | ----- | ------- | --- | ------- | ----- | ---- | --- | ----
|                             |                                | Light Oil
(mmbbls) |      | Heavy Oil
(mmbbls) |     | Shale Oil
(mmbbls) |      | Shale Gas
(bcf) |      | Non-Shale
Natural Gas
(bcf) |     | Natural Gas
Liquids
(mmbbls)
|Year ended December 31, 2011 |                                | Gross              |      | Net                |     | Gross              |      | Net             |      | Gross                       |     | Net                          |     | Gross |         | Net |         | Gross |         | Net |         | Gross |      | Net |     
|                            
|Canada                       |                                |                    |      |                    |     |                    |      |                 |      |                             |     |                              |     |       |         |     |         |       |         |     |         |       |      |     |     
|                             |                                |                   
|                             | Proved Developed Producing     |                    | 8.7  |                    | 7.1 |                    | 45.5 |                 | 39.5 |                             |    |                              |    |       | 106.0   |     | 96.0    |       | 869.5   |     | 779.1   |       | 14.9 |     | 11.6
|                             |                                |                   
|                             | Proved Developed Non-Producing |                    | 0.3  |                    | 0.2 |                    | 0.1  |                 | 0.1  |                             |    |                              |    |       | 4.9     |     | 4.8     |       | 54.7    |     | 48.6    |       | 0.5  |     | 0.3 
|                             |                                |                   
|                             | Proved Undeveloped             |                    | 0.4  |                    | 0.4 |                    | 0.1  |                 | 0.1  |                             |    |                              |    |       | 243.4   |     | 216.3   |       | 131.3   |     | 121.6   |       | 2.0  |     | 1.4 
|                             |                                |                   
|                             | Total Proved                   |                    | 9.4  |                    | 7.7 |                    | 45.7 |                 | 39.7 |                             |    |                              |    |       | 354.3   |     | 317.1   |       | 1,055.5 |     | 949.3   |       | 17.4 |     | 13.3
|                             |                                |                   
|                             | Total Probable                 |                    | 2.6  |                    | 1.8 |                    | 7.4  |                 | 6.0  |                             |    |                              |    |       | 106.8   |     | 91.7    |       | 422.4   |     | 376.9   |       | 6.1  |     | 4.7 
|                             |                                |                   
|                             | Total Proved Plus Probable     |                    | 12.0 |                    | 9.5 |                    | 53.1 |                 | 45.7 |                             |    |                              |    |       | 461.1   |     | 408.8   |       | 1,477.9 |     | 1,326.2 |       | 23.5 |     | 18.0
|                            
|United States                |                                |                    |      |                    |     |                    |      |                 |      |                             |     |                              |     |       |         |     |         |       |         |     |         |       |      |     |     
|                             |                                |                   
|                             | Proved Developed Producing     |                    |     |                    |    |                    |     |                 |     |                             | 0.9 |                              | 0.7 |       | 840.3   |     | 709.8   |       | 51.0    |     | 43.1    |       | 7.6  |     | 5.7 
|                             |                                |                   
|                             | Proved Developed Non-Producing |                    |     |                    |    |                    |     |                 |     |                             |    |                              |    |       | 85.9    |     | 72.4    |       | 0.2     |     | 0.2     |       | 1.2  |     | 0.9 
|                             |                                |                   
|                             | Proved Undeveloped             |                    |     |                    |    |                    |     |                 |     |                             | 5.5 |                              | 4.1 |       | 1,396.4 |     | 1,179.6 |       |        |     |        |       | 7.9  |     | 5.9 
|                             |                                |                   
|                             | Total Proved                   |                    |     |                    |    |                    |     |                 |     |                             | 6.4 |                              | 4.8 |       | 2,322.6 |     | 1,961.8 |       | 51.2    |     | 43.3    |       | 16.7 |     | 12.5
|                             |                                |                   
|                             | Total Probable                 |                    |     |                    |    |                    |     |                 |     |                             | 1.0 |                              | 0.8 |       | 768.0   |     | 650.4   |       | 15.8    |     | 13.5    |       | 3.4  |     | 2.7 
|                             |                                |                   
|                             | Total Proved Plus Probable     |                    |     |                    |    |                    |     |                 |     |                             | 7.4 |                              | 5.6 |       | 3,090.6 |     | 2,612.2 |       | 67.0    |     | 56.8    |       | 20.1 |     | 15.2
|                            

71TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|North Sea       |                                |  |       |  |       |  |      |  |      |  |     |  |     |  |         |  |         |  |         |  |         |  |      |  |     
|--------------- | ------------------------------ |  | ----- |  | ----- |  | ---- |  | ---- |  | --- |  | --- |  | ------- |  | ------- |  | ------- |  | ------- |  | ---- |  | ----
|                |                                | 
|                | Proved Developed Producing     |  | 190.2 |  | 189.2 |  |     |  |     |  |    |  |    |  |        |  |        |  | 72.9    |  | 72.8    |  | 5.0  |  | 5.0 
|                |                                | 
|                | Proved Developed Non-Producing |  | 9.5   |  | 9.4   |  |     |  |     |  |    |  |    |  |        |  |        |  | 7.4     |  | 7.4     |  | 0.2  |  | 0.2 
|                |                                | 
|                | Proved Undeveloped             |  | 74.7  |  | 74.6  |  |     |  |     |  |    |  |    |  |        |  |        |  | 3.6     |  | 3.6     |  | 0.5  |  | 0.5 
|                |                                | 
|                | Total Proved                   |  | 274.4 |  | 273.2 |  |     |  |     |  |    |  |    |  |        |  |        |  | 83.9    |  | 83.8    |  | 5.7  |  | 5.7 
|                |                                | 
|                | Total Probable                 |  | 228.2 |  | 227.6 |  |     |  |     |  |    |  |    |  |        |  |        |  | 209.4   |  | 208.8   |  | 5.2  |  | 5.2 
|                |                                | 
|                | Total Proved Plus Probable     |  | 502.6 |  | 500.8 |  |     |  |     |  |    |  |    |  |        |  |        |  | 293.3   |  | 292.6   |  | 10.9 |  | 10.9
|               
|Southeast Asia2 |                                |  |       |  |       |  |      |  |      |  |     |  |     |  |         |  |         |  |         |  |         |  |      |  |     
|                |                                | 
|                | Proved Developed Producing     |  | 34.4  |  | 19.1  |  |     |  |     |  |    |  |    |  |        |  |        |  | 1,083.5 |  | 776.7   |  | 14.2 |  | 9.0 
|                |                                | 
|                | Proved Developed Non-Producing |  | 0.2   |  | 0.2   |  |     |  |     |  |    |  |    |  |        |  |        |  | 132.8   |  | 77.2    |  | 1.5  |  | 1.5 
|                |                                | 
|                | Proved Undeveloped             |  | 14.1  |  | 10.2  |  |     |  |     |  |    |  |    |  |        |  |        |  | 739.9   |  | 520.3   |  | 11.0 |  | 7.1 
|                |                                | 
|                | Total Proved                   |  | 48.7  |  | 29.5  |  |     |  |     |  |    |  |    |  |        |  |        |  | 1,956.2 |  | 1,374.2 |  | 26.7 |  | 17.6
|                |                                | 
|                | Total Probable                 |  | 50.0  |  | 23.3  |  |     |  |     |  |    |  |    |  |        |  |        |  | 737.8   |  | 499.9   |  | 11.4 |  | 10.1
|                |                                | 
|                | Total Proved Plus Probable     |  | 98.7  |  | 52.8  |  |     |  |     |  |    |  |    |  |        |  |        |  | 2,694.0 |  | 1,874.1 |  | 38.1 |  | 27.7
|               
|Latin America3  |                                |  |       |  |       |  |      |  |      |  |     |  |     |  |         |  |         |  |         |  |         |  |      |  |     
|                |                                | 
|                | Proved Developed Producing     |  | 7.5   |  | 5.9   |  |     |  |     |  |    |  |    |  |        |  |        |  | 77.9    |  | 62.3    |  | 0.8  |  | 0.8 
|                |                                | 
|                | Proved Developed Non-Producing |  |      |  |      |  |     |  |     |  |    |  |    |  |        |  |        |  |        |  |        |  |     |  |    
|                |                                | 
|                | Proved Undeveloped             |  | 7.6   |  | 6.1   |  |     |  |     |  |    |  |    |  |        |  |        |  | 26.5    |  | 21.2    |  |     |  |    
|                |                                | 
|                | Total Proved                   |  | 15.1  |  | 12.0  |  |     |  |     |  |    |  |    |  |        |  |        |  | 104.4   |  | 83.5    |  | 0.8  |  | 0.8 
|                |                                | 
|                | Total Probable                 |  | 31.3  |  | 28.1  |  |     |  |     |  |    |  |    |  |        |  |        |  |        |  |        |  |     |  |    
|                |                                | 
|                | Total Proved Plus Probable     |  | 46.4  |  | 40.1  |  |     |  |     |  |    |  |    |  |        |  |        |  | 104.4   |  | 83.5    |  | 0.8  |  | 0.8 
|               
|Other4          |                                |  |       |  |       |  |      |  |      |  |     |  |     |  |         |  |         |  |         |  |         |  |      |  |     
|                |                                | 
|                | Proved Developed Producing     |  | 19.8  |  | 9.7   |  |     |  |     |  |    |  |    |  |        |  |        |  |        |  |        |  |     |  |    
|                |                                | 
|                | Proved Developed Non-Producing |  |      |  |      |  |     |  |     |  |    |  |    |  |        |  |        |  |        |  |        |  |     |  |    
|                |                                | 
|                | Proved Undeveloped             |  | 10.1  |  | 4.6   |  |     |  |     |  |    |  |    |  |        |  |        |  |        |  |        |  | 2.3  |  | 2.3 
|                |                                | 
|                | Total Proved                   |  | 29.9  |  | 14.3  |  |     |  |     |  |    |  |    |  |        |  |        |  |        |  |        |  | 2.3  |  | 2.3 
|                |                                | 
|                | Total Probable                 |  | 11.5  |  | 4.6   |  |     |  |     |  |    |  |    |  |        |  |        |  |        |  |        |  | 0.2  |  | 0.2 
|                |                                | 
|                | Total Proved Plus Probable     |  | 41.4  |  | 18.9  |  |     |  |     |  |    |  |    |  |        |  |        |  |        |  |        |  | 2.5  |  | 2.5 
|               
|Total           |                                |  |       |  |       |  |      |  |      |  |     |  |     |  |         |  |         |  |         |  |         |  |      |  |     
|                |                                | 
|                | Proved Developed Producing     |  | 260.6 |  | 231.0 |  | 45.5 |  | 39.5 |  | 0.9 |  | 0.7 |  | 946.3   |  | 805.8   |  | 2,154.8 |  | 1,734.0 |  | 42.5 |  | 32.1
|                |                                | 
|                | Proved Developed Non-Producing |  | 10.0  |  | 9.8   |  | 0.1  |  | 0.1  |  |    |  |    |  | 90.8    |  | 77.2    |  | 195.1   |  | 133.4   |  | 3.4  |  | 2.9 
|                |                                | 
|                | Proved Undeveloped             |  | 106.9 |  | 95.9  |  | 0.1  |  | 0.1  |  | 5.5 |  | 4.1 |  | 1,639.8 |  | 1,395.9 |  | 901.3   |  | 666.7   |  | 23.7 |  | 17.2
|                |                                | 
|                | Total Proved                   |  | 377.5 |  | 336.7 |  | 45.7 |  | 39.7 |  | 6.4 |  | 4.8 |  | 2,676.9 |  | 2,278.9 |  | 3,251.2 |  | 2,534.1 |  | 69.6 |  | 52.2
|                |                                | 
|                | Total Probable                 |  | 323.6 |  | 285.4 |  | 7.4  |  | 6.0  |  | 1.0 |  | 0.8 |  | 874.8   |  | 742.1   |  | 1,385.4 |  | 1,099.1 |  | 26.3 |  | 22.9
|                |                                | 
|                | Total Proved Plus Probable     |  | 701.1 |  | 622.1 |  | 53.1 |  | 45.7 |  | 7.4 |  | 5.6 |  | 3,551.7 |  | 3,021.0 |  | 4,636.6 |  | 3,633.2 |  | 95.9 |  | 75.1
|               

72TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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 Taxes2
|---------------------------- | ------------------------------ | ----------------------------- | -------- | -----------------------------
|Year ended December 31, 2011 |                                | 0%                            |          | 5%                           
|                            
|Canada                       |                                |                               |          |                              
|                             |                                |                              
|                             | Proved Developed Producing     |                               | 4,370.1  |                              
|                             |                                |                              
|                             | Proved Developed Non-Producing |                               | 254.8    |                              
|                             |                                |                              
|                             | Proved Undeveloped             |                               | 1,331.0  |                              
|                             |                                |                              
|                             | Total Proved                   |                               | 5,955.9  |                              
|                             |                                |                              
|                             | Total Probable                 |                               | 3,288.0  |                              
|                             |                                |                              
|                             | Total Proved Plus Probable     |                               | 9,243.9  |                              
|                            
|United States                |                                |                               |          |                              
|                             |                                |                              
|                             | Proved Developed Producing     |                               | 3,860.3  |                              
|                             |                                |                              
|                             | Proved Developed Non-Producing |                               | 437.3    |                              
|                             |                                |                              
|                             | Proved Undeveloped             |                               | 4,904.5  |                              
|                             |                                |                              
|                             | Total Proved                   |                               | 9,202.1  |                              
|                             |                                |                              
|                             | Total Probable                 |                               | 3,827.4  |                              
|                             |                                |                              
|                             | Total Proved Plus Probable     |                               | 13,029.5 |                              
|                            
|North Sea                    |                                |                               |          |                              
|                             |                                |                              
|                             | Proved Developed Producing     |                               | (1,290.4 | )                            
|                             |                                |                              
|                             | Proved Developed Non-Producing |                               | 951.7    |                              
|                             |                                |                              
|                             | Proved Undeveloped             |                               | 1,867.4  |                              
|                             |                                |                              
|                             | Total Proved                   |                               | 1,528.7  |                              
|                             |                                |                              
|                             | Total Probable                 |                               | 14,707.6 |                              
|                             |                                |                              
|                             | Total Proved Plus Probable     |                               | 16,236.3 |                              
|                            
|Southeast Asia3              |                                |                               |          |                              
|                             |                                |                              
|                             | Proved Developed Producing     |                               | 4,617.4  |                              
|                             |                                |                              
|                             | Proved Developed Non-Producing |                               | 404.1    |                              
|                             |                                |                              
|                             | Proved Undeveloped             |                               | 3,271.5  |                              
|                             |                                |                              
|                             | Total Proved                   |                               | 8,293.0  |                              
|                             |                                |                              
|                             | Total Probable                 |                               | 4,673.2  |                              
|                             |                                |                              
|                             | Total Proved Plus Probable     |                               | 12,966.2 |                              
|                            
|Latin America4               |                                |                               |          |                              
|                             |                                |                              
|                             | Proved Developed Producing     |                               | 578.5    |                              
|                             |                                |                              
|                             | Proved Developed Non-Producing |                               |         |                              
|                             |                                |                              
|                             | Proved Undeveloped             |                               | 298.7    |                              
|                             |                                |                              
|                             | Total Proved                   |                               | 877.2    |                              
|                             |                                |                              
|                             | Total Probable                 |                               | 1,429.4  |                              
|                             |                                |                              
|                             | Total Proved Plus Probable     |                               | 2,306.6  |                              
|                            

73TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|Other5 |                                |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |         
|------ | ------------------------------ |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | -------- |  | --------
|       |                                | 
|       | Proved Developed Producing     |  | 690.9    |  | 595.3    |  | 523.5    |  | 468.0    |  | 424.0    |  | 425.8    |  | 367.9    |  | 324.3    |  | 290.5    |  | 263.7   
|       |                                | 
|       | Proved Developed Non-Producing |  |         |  |         |  |         |  |         |  |         |  |         |  |         |  |         |  |         |  |        
|       |                                | 
|       | Proved Undeveloped             |  | 511.5    |  | 415.1    |  | 345.5    |  | 293.2    |  | 253.0    |  | 373.8    |  | 308.7    |  | 260.8    |  | 224.4    |  | 195.8   
|       |                                | 
|       | Total Proved                   |  | 1,202.4  |  | 1,010.4  |  | 868.9    |  | 761.2    |  | 677.0    |  | 799.6    |  | 676.6    |  | 585.1    |  | 514.9    |  | 459.5   
|       |                                | 
|       | Total Probable                 |  | 452.2    |  | 334.7    |  | 255.5    |  | 200.4    |  | 161.0    |  | 268.5    |  | 198.7    |  | 151.7    |  | 118.9    |  | 95.5    
|       |                                | 
|       | Total Proved Plus Probable     |  | 1,654.6  |  | 1,345.1  |  | 1,124.4  |  | 961.6    |  | 837.9    |  | 1,068.1  |  | 875.3    |  | 736.8    |  | 633.8    |  | 555.0   
|      
|Total  |                                |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |          |  |         
|       |                                | 
|       | Proved Developed Producing     |  | 12,826.8 |  | 12,338.7 |  | 11,060.7 |  | 9,953.1  |  | 9,051.0  |  | 11,838.8 |  | 10,329.7 |  | 8,886.8  |  | 7,836.1  |  | 7,051.9 
|       |                                | 
|       | Proved Developed Non-Producing |  | 2,047.9  |  | 1,530.6  |  | 1,221.4  |  | 1,017.1  |  | 873.0    |  | 1,089.3  |  | 878.9    |  | 731.6    |  | 624.2    |  | 543.4   
|       |                                | 
|       | Proved Undeveloped             |  | 12,184.6 |  | 7,915.9  |  | 5,478.2  |  | 3,945.6  |  | 2,913.3  |  | 6,950.9  |  | 4,555.7  |  | 3,154.1  |  | 2,253.7  |  | 1,634.8 
|       |                                | 
|       | Total Proved                   |  | 27,059.3 |  | 21,785.1 |  | 17,760.3 |  | 14,915.8 |  | 12,837.3 |  | 19,879.0 |  | 15,764.3 |  | 12,772.4 |  | 10,714.0 |  | 9,230.1 
|       |                                | 
|       | Total Probable                 |  | 28,377.8 |  | 16,850.4 |  | 11,288.9 |  | 8,072.0  |  | 6,027.1  |  | 13,165.7 |  | 7,281.6  |  | 4,643.6  |  | 3,169.7  |  | 2,248.2 
|       |                                | 
|       | Total Proved Plus Probable     |  | 55,437.1 |  | 38,635.6 |  | 29,049.2 |  | 22,987.8 |  | 18,864.4 |  | 33,044.7 |  | 23,045.9 |  | 17,416.0 |  | 13,883.7 |  | 11,478.3
|      

74TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



ELEMENTS OF FUTURE NET REVENUE

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

|                             |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|---------------------------- | -------------------- | ------- | --------- | --------- | -------- | --------------- | -------- | ----------------- | -------- | --------------------------------- | ------- | -------------------------------------- | -------- | ------------- | -------- | ------------------------------------- | --------
|Year ended
December 31, 2011 |                      | 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               |         | 15,581.5  |           | 1,788.8  |                 | 5,264.6  |                   | 915.9    |                                   | 1,656.3 |                                        | 5,955.9  |               | 1,154.0  |                                       | 4,801.9 
|                             |                      |        
|                             | Proved Plus Probable |         | 21,791.0  |           | 2,624.6  |                 | 7,044.1  |                   | 1,199.2  |                                   | 1,679.2 |                                        | 9,243.9  |               | 1,975.4  |                                       | 7,268.5 
|                            
|United States                |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                             |                      |        
|                             | Proved               |         | 18,360.7  |           | 2,937.5  |                 | 3,492.5  |                   | 2,280.6  |                                   | 448.0   |                                        | 9,202.1  |               | 2,094.7  |                                       | 7,107.4 
|                             |                      |        
|                             | Proved Plus Probable |         | 26,902.7  |           | 4,270.8  |                 | 6,166.8  |                   | 2,860.7  |                                   | 574.9   |                                        | 13,029.5 |               | 3,577.4  |                                       | 9,452.1 
|                            
|North Sea                    |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                             |                      |        
|                             | Proved               |         | 29,245.6  |           | 130.9    |                 | 18,057.5 |                   | 4,676.6  |                                   | 4,851.9 |                                        | 1,528.7  |               | 55.4     |                                       | 1,473.3 
|                             |                      |        
|                             | Proved Plus Probable |         | 56,512.4  |           | 210.8    |                 | 26,588.5 |                   | 8,145.8  |                                   | 5,331.0 |                                        | 16,236.3 |               | 10,373.7 |                                       | 5,862.6 
|                            
|Southeast Asia2              |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                             |                      |        
|                             | Proved               |         | 20,408.5  |           | 7,054.9  |                 | 3,334.2  |                   | 1,402.4  |                                   | 324.0   |                                        | 8,293.0  |               | 3,242.2  |                                       | 5,050.8 
|                             |                      |        
|                             | Proved Plus Probable |         | 32,959.6  |           | 11,908.3 |                 | 5,442.2  |                   | 2,294.5  |                                   | 348.4   |                                        | 12,966.2 |               | 5,227.3  |                                       | 7,738.9 
|                            
|Latin America3               |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                             |                      |        
|                             | Proved               |         | 1,852.3   |           | 372.0    |                 | 286.4    |                   | 282.9    |                                   | 33.8    |                                        | 877.2    |               | 231.2    |                                       | 646.0   
|                             |                      |        
|                             | Proved Plus Probable |         | 5,068.9   |           | 682.3    |                 | 956.9    |                   | 950.1    |                                   | 173.0   |                                        | 2,306.6  |               | 652.1    |                                       | 1,654.5 
|                            
|Other4                       |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                             |                      |        
|                             | Proved               |         | 3,144.3   |           | 1,548.3  |                 | 331.3    |                   | 50.4     |                                   | 11.9    |                                        | 1,202.4  |               | 402.8    |                                       | 799.6   
|                             |                      |        
|                             | Proved Plus Probable |         | 4,333.8   |           | 2,250.5  |                 | 367.3    |                   | 55.7     |                                   | 5.7     |                                        | 1,654.6  |               | 586.5    |                                       | 1,068.1 
|                            
|Total                        |                      |         |           |           |          |                 |          |                   |          |                                   |         |                                        |          |               |          |                                       |         
|                             |                      |        
|                             | Proved               |         | 88,592.9  |           | 13,832.4 |                 | 30,766.5 |                   | 9,608.8  |                                   | 7,325.9 |                                        | 27,059.3 |               | 7,180.3  |                                       | 19,879.0
|                             |                      |        
|                             | Proved Plus Probable |         | 147,568.4 |           | 21,947.3 |                 | 46,565.8 |                   | 15,506.0 |                                   | 8,112.2 |                                        | 55,437.1 |               | 22,392.4 |                                       | 33,044.7
|                            

75TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---





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 Reserves      |  |                       |  |                                                                              |  |          | 
|                     |  |                      
|                     |  | Light Oil             |  | 5,650.8                                                                      |  | $        | 
|                     |  |                      
|                     |  | Non-Shale Natural Gas |  | 5,020.8                                                                      |  | $        | 
|                     |  |                      
|                     |  | Natural Gas Liquids   |  | 1,807.2                                                                      |  | $        | 
|                     |  |                      
|                     |  | Shale Gas             |  | 4,179.0                                                                      |  | $        | 
|                     |  |                      
|                     |  | Shale Oil             |  | 277.1                                                                        |  | $        | 
|                     |  |                      
|                     |  | Heavy Oil             |  | 825.5                                                                        |  | $        | 
|                     |  |                      
|                     |  | Total                 |  | 17,760.4                                                                     |  | $        | 
|                    
|Proved Plus Probable |  |                       |  |                                                                              |  |          | 
|                     |  |                      
|                     |  | Light Oil             |  | 14,760.6                                                                     |  | $        | 
|                     |  |                      
|                     |  | Non-Shale Natural Gas |  | 5,943.9                                                                      |  | $        | 
|                     |  |                      
|                     |  | Natural Gas Liquids   |  | 2,378.1                                                                      |  | $        | 
|                     |  |                      
|                     |  | Shale Gas             |  | 4,748.1                                                                      |  | $        | 
|                     |  |                      
|                     |  | Shale Oil             |  | 299.1                                                                        |  | $        | 
|                     |  |                      
|                     |  | Heavy Oil             |  | 919.5                                                                        |  | $        | 
|                     |  |                      
|                     |  | Total                 |  | 29,049.3                                                                     |  | $        | 
|                    

76TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



RECONCILIATION OF CHANGES IN RESERVES

CONTINUITY OF GROSS PROVED RESERVES

|                             |                        |                    |       |                    |      |                    |      |                 |         |                             |         |                              |      |  
|---------------------------- | ---------------------- | ------------------ | ----- | ------------------ | ---- | ------------------ | ---- | --------------- | ------- | --------------------------- | ------- | ---------------------------- | ---- | -
|Year ended December 31, 2011 |                        | Light Oil
(mmbbls) |       | Heavy Oil
(mmbbls) |      | Shale Oil
(mmbbls) |      | Shale Gas
(bcf) |         | Non-Shale
Natural Gas
(bcf) |         | Natural Gas
Liquids
(mmbbls) |      |  
|                            
|Canada                       |                        |                    |       |                    |      |                    |      |                 |         |                             |         |                              |      |  
|                             |                        |                   
|                             | At December 31, 2010   |                    | 9.4   |                    | 52.6 |                    |     |                 | 413.3   |                             | 1,087.3 |                              | 17.1 |  
|                             |                        |                   
|                             | Discoveries            |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Additions & Extensions |                    | 1.0   |                    |     |                    |     |                 | 129.1   |                             | 137.5   |                              | 2.1  |  
|                             |                        |                   
|                             | Acquisitions           |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Divestment             |                    |      |                    |     |                    |     |                 | (180.3  | )                           |        |                              | (0.3 | )
|                             |                        |                   
|                             | Technical Revisions    |                    | (0.2  | )                  | (1.5 | )                  |     |                 | 5.7     |                             | (18.8   | )                            | 0.2  |  
|                             |                        |                   
|                             | Economic Revisions     |                    |      |                    | (0.3 | )                  |     |                 | 6.6     |                             | (11.1   | )                            |     |  
|                             |                        |                   
|                             | Production             |                    | (0.8  | )                  | (5.1 | )                  |     |                 | (20.1   | )                           | (139.4  | )                            | (1.7 | )
|                             |                        |                   
|                             | At December 31, 2011   |                    | 9.4   |                    | 45.7 |                    |     |                 | 354.3   |                             | 1,055.5 |                              | 17.4 |  
|                             |                        |                   
|United States                |                        |                    |       |                    |      |                    |      |                 |         |                             |         |                              |      |  
|                             |                        |                   
|                             | At December 31, 2010   |                    |      |                    |     |                    |     |                 | 1,411.2 |                             | 62.7    |                              | 4.2  |  
|                             |                        |                   
|                             | Discoveries            |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Additions & Extensions |                    |      |                    |     |                    | 6.7  |                 | 960.6   |                             |        |                              | 11.6 |  
|                             |                        |                   
|                             | Acquisitions           |                    |      |                    |     |                    | 0.1  |                 | 2.7     |                             | 2.1     |                              | 0.6  |  
|                             |                        |                   
|                             | Divestment             |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Technical Revisions    |                    |      |                    |     |                    |     |                 | 103.7   |                             | (0.5    | )                            | 0.7  |  
|                             |                        |                   
|                             | Economic Revisions     |                    |      |                    |     |                    |     |                 | 0.3     |                             | (1.6    | )                            |     |  
|                             |                        |                   
|                             | Production             |                    |      |                    |     |                    | (0.4 | )               | (155.9  | )                           | (11.5   | )                            | (0.4 | )
|                             |                        |                   
|                             | At December 31, 2011   |                    |      |                    |     |                    | 6.4  |                 | 2,322.6 |                             | 51.2    |                              | 16.7 |  
|                             |                        |                   
|North Sea                    |                        |                    |       |                    |      |                    |      |                 |         |                             |         |                              |      |  
|                             |                        |                   
|                             | At December 31, 2010   |                    | 312.5 |                    |     |                    |     |                 |        |                             | 103.4   |                              | 6.8  |  
|                             |                        |                   
|                             | Discoveries            |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Additions & Extensions |                    | (2.2  | )                  |     |                    |     |                 |        |                             | 4.4     |                              | 0.3  |  
|                             |                        |                   
|                             | Acquisitions           |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Divestment             |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Technical Revisions    |                    | 4.5   |                    |     |                    |     |                 |        |                             | (4.3    | )                            | (0.4 | )
|                             |                        |                   
|                             | Economic Revisions     |                    | (5.6  | )                  |     |                    |     |                 |        |                             | (0.7    | )                            | (0.3 | )
|                             |                        |                   
|                             | Production             |                    | (34.8 | )                  |     |                    |     |                 |        |                             | (18.9   | )                            | (0.7 | )
|                             |                        |                   
|                             | At December 31, 2011   |                    | 274.4 |                    |     |                    |     |                 |        |                             | 83.9    |                              | 5.7  |  
|                             |                        |                   

77TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|Southeast Asia |                        |  |       |   |      |   |      |   |         |   |         |   |      |  
|-------------- | ---------------------- |  | ----- | - | ---- | - | ---- | - | ------- | - | ------- | - | ---- | -
|               |                        | 
|               | At December 31, 2010   |  | 43.6  |   |     |   |     |   |        |   | 2,243.3 |   | 29.6 |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  | 14.7  |   |     |   |     |   |        |   | 11.5    |   |     |  
|               |                        | 
|               | Acquisitions           |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Technical Revisions    |  | 0.6   |   |     |   |     |   |        |   | (113.9  | ) | (1.4 | )
|               |                        | 
|               | Economic Revisions     |  | 0.8   |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Production             |  | (11.0 | ) |     |   |     |   |        |   | (184.7  | ) | (1.5 | )
|               |                        | 
|               | At December 31, 2011   |  | 48.7  |   |     |   |     |   |        |   | 1,956.2 |   | 26.7 |  
|               |                        | 
|Latin America  |                        |  |       |   |      |   |      |   |         |   |         |   |      |  
|               |                        | 
|               | At December 31, 2010   |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Acquisitions           |  | 18.0  |   |     |   |     |   |        |   | 116.9   |   | 0.8  |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Technical Revisions    |  | (0.1  | ) |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Economic Revisions     |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Production             |  | (2.8  | ) |     |   |     |   |        |   | (12.5   | ) |     |  
|               |                        | 
|               | At December 31, 2011   |  | 15.1  |   |     |   |     |   |        |   | 104.4   |   | 0.8  |  
|               |                        | 
|Other          |                        |  |       |   |      |   |      |   |         |   |         |   |      |  
|               |                        | 
|               | At December 31, 2010   |  | 33.0  |   |     |   |     |   |        |   |        |   | 2.6  |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  | 0.9   |   |     |   |     |   |        |   |        |   | (0.3 | )
|               |                        | 
|               | Acquisitions           |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Technical Revisions    |  | 1.5   |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Economic Revisions     |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Production             |  | (5.5  | ) |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | At December 31, 2011   |  | 29.9  |   |     |   |     |   |        |   |        |   | 2.3  |  
|               |                        | 
|Total          |                        |  |       |   |      |   |      |   |         |   |         |   |      |  
|               |                        | 
|               | At December 31, 2010   |  | 398.5 |   | 52.6 |   |     |   | 1,824.5 |   | 3,496.7 |   | 60.3 |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  | 14.4  |   |     |   | 6.7  |   | 1,089.7 |   | 153.4   |   | 13.7 |  
|               |                        | 
|               | Acquisitions           |  | 18.0  |   |     |   | 0.1  |   | 2.7     |   | 119.0   |   | 1.4  |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |     |   | (180.3  | ) |        |   | (0.3 | )
|               |                        | 
|               | Technical Revisions    |  | 6.3   |   | (1.5 | ) | 0.0  |   | 109.4   |   | (137.5  | ) | (0.9 | )
|               |                        | 
|               | Economic Revisions     |  | (4.8  | ) | (0.3 | ) |     |   | 6.9     |   | (13.4   | ) | (0.3 | )
|               |                        | 
|               | Production             |  | (54.9 | ) | (5.1 | ) | (0.4 | ) | (176.0  | ) | (367.0  | ) | (4.3 | )
|               |                        | 
|               | At December 31, 2011   |  | 377.5 |   | 45.7 |   | 6.4  |   | 2,676.9 |   | 3,251.2 |   | 69.6 |  
|              

78TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



CONTINUITY OF GROSS PROBABLE RESERVES

|                             |                        |                    |       |                    |      |                    |     |                 |       |                             |       |                              |      |  
|---------------------------- | ---------------------- | ------------------ | ----- | ------------------ | ---- | ------------------ | --- | --------------- | ----- | --------------------------- | ----- | ---------------------------- | ---- | -
|Year ended December 31, 2011 |                        | Light Oil
(mmbbls) |       | Heavy Oil
(mmbbls) |      | Shale Oil
(mmbbls) |     | Shale Gas
(bcf) |       | Non-Shale
Natural Gas
(bcf) |       | Natural Gas
Liquids
(mmbbls) |      |  
|                            
|Canada                       |                        |                    |       |                    |      |                    |     |                 |       |                             |       |                              |      |  
|                             |                        |                   
|                             | At December 31, 2010   |                    | 3.0   |                    | 9.3  |                    |    |                 | 117.2 |                             | 434.3 |                              | 6.8  |  
|                             |                        |                   
|                             | Discoveries            |                    |      |                    |     |                    |    |                 |      |                             |      |                              |     |  
|                             |                        |                   
|                             | Additions & Extensions |                    | (0.1  | )                  | 0.1  |                    |    |                 | 37.3  |                             | 16.9  |                              | 0.3  |  
|                             |                        |                   
|                             | Acquisitions           |                    |      |                    |     |                    |    |                 |      |                             |      |                              |     |  
|                             |                        |                   
|                             | Divestment             |                    |      |                    |     |                    |    |                 | (51.1 | )                           |      |                              |     |  
|                             |                        |                   
|                             | Technical Revisions    |                    | (0.3  | )                  | (1.6 | )                  |    |                 | (0.2  | )                           | (23.5 | )                            | (1.0 | )
|                             |                        |                   
|                             | Economic Revisions     |                    |      |                    | (0.4 | )                  |    |                 | 3.6   |                             | (5.3  | )                            |     |  
|                             |                        |                   
|                             | Production             |                    |      |                    |     |                    |    |                 |      |                             |      |                              |     |  
|                             |                        |                   
|                             | At December 31, 2011   |                    | 2.6   |                    | 7.4  |                    |    |                 | 106.8 |                             | 422.4 |                              | 6.1  |  
|                             |                        |                   
|United States                |                        |                    |       |                    |      |                    |     |                 |       |                             |       |                              |      |  
|                             |                        |                   
|                             | At December 31, 2010   |                    |      |                    |     |                    |    |                 | 897.7 |                             | 9.2   |                              | 0.8  |  
|                             |                        |                   
|                             | Discoveries            |                    |      |                    |     |                    |    |                 |      |                             |      |                              |     |  
|                             |                        |                   
|                             | Additions & Extensions |                    |      |                    |     |                    | 1.0 |                 | (43.2 | )                           |      |                              | 2.3  |  
|                             |                        |                   
|                             | Acquisitions           |                    |      |                    |     |                    |    |                 | 0.7   |                             | 0.3   |                              | 0.1  |  
|                             |                        |                   
|                             | Divestment             |                    |      |                    |     |                    |    |                 |      |                             |      |                              |     |  
|                             |                        |                   
|                             | Technical Revisions    |                    |      |                    |     |                    |    |                 | (85.3 | )                           | 8.4   |                              | 0.2  |  
|                             |                        |                   
|                             | Economic Revisions     |                    |      |                    |     |                    |    |                 | (1.9  | )                           | (2.1  | )                            |     |  
|                             |                        |                   
|                             | Production             |                    |      |                    |     |                    |    |                 |      |                             |      |                              |     |  
|                             |                        |                   
|                             | At December 31, 2011   |                    |      |                    |     |                    | 1.0 |                 | 768.0 |                             | 15.8  |                              | 3.4  |  
|                             |                        |                   
|North Sea                    |                        |                    |       |                    |      |                    |     |                 |       |                             |       |                              |      |  
|                             |                        |                   
|                             | At December 31, 2010   |                    | 193.6 |                    |     |                    |    |                 |      |                             | 248.0 |                              | 4.7  |  
|                             |                        |                   
|                             | Discoveries            |                    |      |                    |     |                    |    |                 |      |                             |      |                              |     |  
|                             |                        |                   
|                             | Additions & Extensions |                    | 29.1  |                    |     |                    |    |                 |      |                             | 2.1   |                              | 0.1  |  
|                             |                        |                   
|                             | Acquisitions           |                    |      |                    |     |                    |    |                 |      |                             |      |                              |     |  
|                             |                        |                   
|                             | Divestment             |                    | (2.4  | )                  |     |                    |    |                 |      |                             | (39.3 | )                            |     |  
|                             |                        |                   
|                             | Technical Revisions    |                    | (5.4  | )                  |     |                    |    |                 |      |                             | (3.8  | )                            | 0.1  |  
|                             |                        |                   
|                             | Economic Revisions     |                    | 13.3  |                    |     |                    |    |                 |      |                             | 2.4   |                              | 0.3  |  
|                             |                        |                   
|                             | Production             |                    |      |                    |     |                    |    |                 |      |                             |      |                              |     |  
|                             |                        |                   
|                             | At December 31, 2011   |                    | 228.2 |                    |     |                    |    |                 |      |                             | 209.4 |                              | 5.2  |  
|                             |                        |                   

79TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|Southeast Asia |                        |  |       |   |      |   |     |  |         |   |         |   |      |  
|-------------- | ---------------------- |  | ----- | - | ---- | - | --- |  | ------- | - | ------- | - | ---- | -
|               |                        | 
|               | At December 31, 2010   |  | 60.5  |   |     |   |    |  |        |   | 840.6   |   | 11.1 |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  | (12.7 | ) |     |   |    |  |        |   | (96.1   | ) | (1.6 | )
|               |                        | 
|               | Acquisitions           |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Technical Revisions    |  | 0.2   |   |     |   |    |  |        |   | (17.9   | ) | 1.7  |  
|               |                        | 
|               | Economic Revisions     |  | 2.0   |   |     |   |    |  |        |   | 11.2    |   | 0.2  |  
|               |                        | 
|               | Production             |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | At December 31, 2011   |  | 50.0  |   |     |   |    |  |        |   | 737.8   |   | 11.4 |  
|               |                        | 
|Latin America  |                        |  |       |   |      |   |     |  |         |   |         |   |      |  
|               |                        | 
|               | At December 31, 2010   |  | 17.5  |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Acquisitions           |  | 10.1  |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Technical Revisions    |  | 3.7   |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Economic Revisions     |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Production             |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | At December 31, 2011   |  | 31.3  |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|Other          |                        |  |       |   |      |   |     |  |         |   |         |   |      |  
|               |                        | 
|               | At December 31, 2010   |  | 12.4  |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  |      |   |     |   |    |  |        |   |        |   | 0.2  |  
|               |                        | 
|               | Acquisitions           |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Technical Revisions    |  | (0.9  | ) |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Economic Revisions     |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Production             |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | At December 31, 2011   |  | 11.5  |   |     |   |    |  |        |   |        |   | 0.2  |  
|               |                        | 
|Total          |                        |  |       |   |      |   |     |  |         |   |         |   |      |  
|               |                        | 
|               | At December 31, 2010   |  | 287.0 |   | 9.3  |   |    |  | 1,014.9 |   | 1,532.1 |   | 23.4 |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  | 16.3  |   | 0.1  |   | 1.0 |  | (5.9    | ) | (77.1   | ) | 1.3  |  
|               |                        | 
|               | Acquisitions           |  | 10.1  |   |     |   |    |  | 0.7     |   | 0.3     |   | 0.1  |  
|               |                        | 
|               | Divestment             |  | (2.4  | ) |     |   |    |  | (51.1   | ) | (39.3   | ) |     |  
|               |                        | 
|               | Technical Revisions    |  | (2.7  | ) | (1.6 | ) |    |  | (85.5   | ) | (36.8   | ) | 1.0  |  
|               |                        | 
|               | Economic Revisions     |  | 15.3  |   | (0.4 | ) |    |  | 1.7     |   | 6.2     |   | 0.5  |  
|               |                        | 
|               | Production             |  |      |   |     |   |    |  |        |   |        |   |     |  
|               |                        | 
|               | At December 31, 2011   |  | 323.6 |   | 7.4  |   | 1.0 |  | 874.8   |   | 1,385.4 |   | 26.3 |  
|              

80TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



CONTINUITY OF GROSS PROVED PLUS PROBABLE RESERVES

|                             |                        |                    |       |                    |      |                    |      |                 |         |                             |         |                              |      |  
|---------------------------- | ---------------------- | ------------------ | ----- | ------------------ | ---- | ------------------ | ---- | --------------- | ------- | --------------------------- | ------- | ---------------------------- | ---- | -
|Year ended December 31, 2011 |                        | Light Oil
(mmbbls) |       | Heavy Oil
(mmbbls) |      | Shale Oil
(mmbbls) |      | Shale Gas
(bcf) |         | Non-Shale
Natural Gas
(bcf) |         | Natural Gas
Liquids
(mmbbls) |      |  
|                            
|Canada                       |                        |                    |       |                    |      |                    |      |                 |         |                             |         |                              |      |  
|                             |                        |                   
|                             | At December 31, 2010   |                    | 12.4  |                    | 61.9 |                    |     |                 | 530.5   |                             | 1,521.6 |                              | 23.9 |  
|                             |                        |                   
|                             | Discoveries            |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Additions & Extensions |                    | 0.9   |                    | 0.1  |                    |     |                 | 166.4   |                             | 154.4   |                              | 2.4  |  
|                             |                        |                   
|                             | Acquisitions           |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Divestment             |                    |      |                    |     |                    |     |                 | (231.4  | )                           |        |                              | (0.3 | )
|                             |                        |                   
|                             | Technical Revisions    |                    | (0.5  | )                  | (3.1 | )                  |     |                 | 5.5     |                             | (42.3   | )                            | (0.8 | )
|                             |                        |                   
|                             | Economic Revisions     |                    |      |                    | (0.7 | )                  |     |                 | 10.2    |                             | (16.4   | )                            |     |  
|                             |                        |                   
|                             | Production             |                    | (0.8  | )                  | (5.1 | )                  |     |                 | (20.1   | )                           | (139.4  | )                            | (1.7 | )
|                             |                        |                   
|                             | At December 31, 2011   |                    | 12.0  |                    | 53.1 |                    |     |                 | 461.1   |                             | 1,477.9 |                              | 23.5 |  
|                             |                        |                   
|United States                |                        |                    |       |                    |      |                    |      |                 |         |                             |         |                              |      |  
|                             |                        |                   
|                             | At December 31, 2010   |                    |      |                    |     |                    |     |                 | 2,308.9 |                             | 71.9    |                              | 5.0  |  
|                             |                        |                   
|                             | Discoveries            |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Additions & Extensions |                    |      |                    |     |                    | 7.7  |                 | 917.4   |                             |        |                              | 13.9 |  
|                             |                        |                   
|                             | Acquisitions           |                    |      |                    |     |                    | 0.1  |                 | 3.4     |                             | 2.4     |                              | 0.7  |  
|                             |                        |                   
|                             | Divestment             |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Technical Revisions    |                    |      |                    |     |                    |     |                 | 18.4    |                             | 7.9     |                              | 0.9  |  
|                             |                        |                   
|                             | Economic Revisions     |                    |      |                    |     |                    |     |                 | (1.6    | )                           | (3.7    | )                            |     |  
|                             |                        |                   
|                             | Production             |                    |      |                    |     |                    | (0.4 | )               | (155.9  | )                           | (11.5   | )                            | (0.4 | )
|                             |                        |                   
|                             | At December 31, 2011   |                    |      |                    |     |                    | 7.4  |                 | 3,090.6 |                             | 67.0    |                              | 20.1 |  
|                             |                        |                   
|North Sea                    |                        |                    |       |                    |      |                    |      |                 |         |                             |         |                              |      |  
|                             |                        |                   
|                             | At December 31, 2010   |                    | 506.1 |                    |     |                    |     |                 |        |                             | 351.4   |                              | 11.5 |  
|                             |                        |                   
|                             | Discoveries            |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Additions & Extensions |                    | 26.9  |                    |     |                    |     |                 |        |                             | 6.5     |                              | 0.4  |  
|                             |                        |                   
|                             | Acquisitions           |                    |      |                    |     |                    |     |                 |        |                             |        |                              |     |  
|                             |                        |                   
|                             | Divestment             |                    | (2.4  | )                  |     |                    |     |                 |        |                             | (39.3   | )                            |     |  
|                             |                        |                   
|                             | Technical Revisions    |                    | (0.9  | )                  |     |                    |     |                 |        |                             | (8.1    | )                            | (0.3 | )
|                             |                        |                   
|                             | Economic Revisions     |                    | 7.7   |                    |     |                    |     |                 |        |                             | 1.7     |                              |     |  
|                             |                        |                   
|                             | Production             |                    | (34.8 | )                  |     |                    |     |                 |        |                             | (18.9   | )                            | (0.7 | )
|                             |                        |                   
|                             | At December 31, 2011   |                    | 502.6 |                    |     |                    |     |                 |        |                             | 293.3   |                              | 10.9 |  
|                             |                        |                   

81TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|Southeast Asia |                        |  |       |   |      |   |      |   |         |   |         |   |      |  
|-------------- | ---------------------- |  | ----- | - | ---- | - | ---- | - | ------- | - | ------- | - | ---- | -
|               |                        | 
|               | At December 31, 2010   |  | 104.1 |   |     |   |     |   |        |   | 3,083.9 |   | 40.7 |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  | 2.0   |   |     |   |     |   |        |   | (84.6   | ) | (1.6 | )
|               |                        | 
|               | Acquisitions           |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Technical Revisions    |  | 0.8   |   |     |   |     |   |        |   | (131.8  | ) | 0.3  |  
|               |                        | 
|               | Economic Revisions     |  | 2.8   |   |     |   |     |   |        |   | 11.2    |   | 0.2  |  
|               |                        | 
|               | Production             |  | (11.0 | ) |     |   |     |   |        |   | (184.7  | ) | (1.5 | )
|               |                        | 
|               | At December 31, 2011   |  | 98.7  |   |     |   |     |   |        |   | 2,694.0 |   | 38.1 |  
|               |                        | 
|Latin America  |                        |  |       |   |      |   |      |   |         |   |         |   |      |  
|               |                        | 
|               | At December 31, 2010   |  | 17.5  |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Acquisitions           |  | 28.1  |   |     |   |     |   |        |   | 116.9   |   | 0.8  |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Technical Revisions    |  | 3.6   |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Economic Revisions     |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Production             |  | (2.8  | ) |     |   |     |   |        |   | (12.5   | ) |     |  
|               |                        | 
|               | At December 31, 2011   |  | 46.4  |   |     |   |     |   |        |   | 104.4   |   | 0.8  |  
|               |                        | 
|Other          |                        |  |       |   |      |   |      |   |         |   |         |   |      |  
|               |                        | 
|               | At December 31, 2010   |  | 45.4  |   |     |   |     |   |        |   |        |   | 2.6  |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  | 0.9   |   |     |   |     |   |        |   |        |   | (0.1 | )
|               |                        | 
|               | Acquisitions           |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Divestment             |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Technical Revisions    |  | 0.6   |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Economic Revisions     |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Production             |  | (5.5  | ) |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | At December 31, 2011   |  | 41.4  |   |     |   |     |   |        |   |        |   | 2.5  |  
|               |                        | 
|Total          |                        |  |       |   |      |   |      |   |         |   |         |   |      |  
|               |                        | 
|               | At December 31, 2010   |  | 685.5 |   | 61.9 |   |     |   | 2,839.4 |   | 5,028.8 |   | 83.7 |  
|               |                        | 
|               | Discoveries            |  |      |   |     |   |     |   |        |   |        |   |     |  
|               |                        | 
|               | Additions & Extensions |  | 30.7  |   | 0.1  |   | 7.7  |   | 1,083.8 |   | 76.3    |   | 15.0 |  
|               |                        | 
|               | Acquisitions           |  | 28.1  |   |     |   | 0.1  |   | 3.4     |   | 119.3   |   | 1.5  |  
|               |                        | 
|               | Divestment             |  | (2.4  | ) |     |   |     |   | (231.4  | ) | (39.3   | ) | (0.3 | )
|               |                        | 
|               | Technical Revisions    |  | 3.6   |   | (3.1 | ) |     |   | 23.9    |   | (174.3  | ) | 0.1  |  
|               |                        | 
|               | Economic Revisions     |  | 10.5  |   | (0.7 | ) |     |   | 8.6     |   | (7.2    | ) | 0.2  |  
|               |                        | 
|               | Production             |  | (54.9 | ) | (5.1 | ) | (0.4 | ) | (176.0  | ) | (367.0  | ) | (4.3 | )
|               |                        | 
|               | At December 31, 2011   |  | 701.1 |   | 53.1 |   | 7.4  |   | 3,551.7 |   | 4,636.6 |   | 95.9 |  
|              

82TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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 and 2011. The tables do not include volumes of proved undeveloped and probable undeveloped reserves first attributed in years prior to 2010 because such information is
not available to the Company.

PROVED UNDEVELOPED RESERVES

|Year1 |  | Light Oil(mmbbls) |  | Heavy Oil(mmbbls) |  | Shale Oil(mmbbls) |  | Shale Gas(bcf) |  | Non-Shale
Natural Gas(bcf) |  | Natural Gas
Liquids(mmbbls) | 
|----- |  | ----------------- |  | ----------------- |  | ----------------- |  | -------------- |  | -------------------------- |  | --------------------------- | 
|     
|2010  |  | 15.5              |  | 1.2               |  |                  |  | 733.3          |  | 188.7                      |  | 10.1                        | 
|      |  |                  
|2011  |  | 31.5              |  |                  |  | 5.5               |  | 843.6          |  | 125.4                      |  | 8.9                         | 
|     

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 560 mmboe as at December 31, 2011, which is 38% of Talisman's proved reserves. Talisman plans to develop these reserves over the next five years.

PROBABLE UNDEVELOPED RESERVES

|Year1 |  | Light Oil(mmbbls) |  | Heavy Oil(mmbbls) |  | Shale Oil(mmbbls) |  | Shale Gas(bcf) |  | Non-Shale
Natural Gas(bcf) |  | Natural Gas
Liquids(mmbbls) | 
|----- |  | ----------------- |  | ----------------- |  | ----------------- |  | -------------- |  | -------------------------- |  | --------------------------- | 
|     
|2010  |  | 22.6              |  | 0.5               |  |                  |  | 513.1          |  | 155.4                      |  | 6.9                         | 
|      |  |                  
|2011  |  | 46.5              |  |                  |  | 0.9               |  | 319.9          |  | 28.0                       |  | 2.4                         | 
|     

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 497 mmboe as at December 31, 2011.
Talisman plans to develop over 80% of its probable undeveloped reserves in five years.

83TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



FUTURE DEVELOPMENT COSTS

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

|                    |  | Canada |  | United States        |  | North Sea
|------------------- |  | ------ |  | -------------------- |  | ---------
|Year                |  | Proved |  | Proved Plus
Probable |  | Proved   
|                   
|2012                |  | 179.7  |  | 220.7                |  | 463.0    
|                    |  |       
|2013                |  | 158.8  |  | 265.2                |  | 289.2    
|                    |  |       
|2014                |  | 77.2   |  | 137.4                |  | 494.5    
|                    |  |       
|2015                |  | 154.7  |  | 201.1                |  | 230.8    
|                    |  |       
|2016                |  | 36.3   |  | 36.3                 |  | 787.6    
|                    |  |       
|Remainder           |  | 309.2  |  | 338.5                |  | 15.5     
|                   
|Total: Undiscounted |  | 915.9  |  | 1,199.2              |  | 2,280.6  
|                   

|
|

|                    |  | Southeast Asia1 |  | Latin America2       |  | Other3
|------------------- |  | --------------- |  | -------------------- |  | ------
|Year                |  | Proved          |  | Proved Plus
Probable |  | Proved
|                   
|2012                |  | 401.9           |  | 466.2                |  | 158.2 
|                    |  |                
|2013                |  | 288.3           |  | 367.3                |  | 84.5  
|                    |  |                
|2014                |  | 193.9           |  | 373.9                |  | 39.6  
|                    |  |                
|2015                |  | 215.3           |  | 388.3                |  | 0.6   
|                    |  |                
|2016                |  | 142.5           |  | 265.4                |  |      
|                    |  |                
|Remainder           |  | 160.5           |  | 433.4                |  |      
|                   
|Total: Undiscounted |  | 1,402.4         |  | 2,294.5              |  | 282.9 
|                   

Talisman expects to fund future development from internally generated cash flow, existing cash balances, 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 that interest or other funding costs would make the
development of any property uneconomic.

84TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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. By 2016, oil prices are assuming a long-term estimate of $85 Brent crude oil in real 2011 dollars, and, by 2014, gas prices are assuming a long-term estimate of $5.50 Nymex in real
2011 dollars.

|           |  | Oil1                             |  | Natural Gas                                            |  | Natural
Gas
Liquids     |  |                             |  |                         |  |                        | 
|---------- |  | -------------------------------- |  | ------------------------------------------------------ |  | ----------------------- |  | --------------------------- |  | ----------------------- |  | ---------------------- | 
|Year       |  | USA
WTI
Cushing
Oklahoma
($/bbl) |  | Canada
Western
Canada
Select
Hardisty
Heavy
($Cdn/bbl) |  | UK
Dated
Brent4
($/bbl) |  | Indonesia
Minas ICP
($/bbl) |  | US2
Henry Hub
($/mmbtu) |  | Canada3
AECO-C
($C/gj) | 
|          
|2012       |  | 92.25                            |  | 76.25                                                  |  | 97.38                   |  | 98.75                       |  | 5.13                    |  | 4.27                   | 
|           |  |                                 
|2013       |  | 92.46                            |  | 73.96                                                  |  | 94.56                   |  | 95.96                       |  | 5.78                    |  | 4.85                   | 
|           |  |                                 
|2014       |  | 95.84                            |  | 76.67                                                  |  | 96.92                   |  | 98.44                       |  | 5.92                    |  | 4.95                   | 
|           |  |                                 
|2015       |  | 93.82                            |  | 75.06                                                  |  | 93.82                   |  | 95.32                       |  | 6.07                    |  | 5.05                   | 
|           |  |                                 
|2016       |  | 96.17                            |  | 76.94                                                  |  | 96.17                   |  | 97.77                       |  | 6.22                    |  | 5.16                   | 
|           |  |                                 
|Thereafter |  | +2.5%/yr                         |  | +2.5%/yr                                               |  | +2.5%/yr                |  | +2.5%/yr                    |  | +2.5%/yr                |  | +2.5%/yr               | 
|          

Weighted average historical prices for the year ended December 31, 2011 were $112.47/bbl for light oil, $74.58/bbl for heavy oil, $4.05/mcf for shale
gas, $6.83/mcf for non-shale natural gas and $78.69/bbl for natural gas liquids.

85TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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. The exclusion of royalty interest volumes in gross reserves does not conform to SEC standards.

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.

Shale Gasis derived from Shale and is a mixture of lighter hydrocarbons that exist either in the gaseous phase or in solution in shale oil in
reservoirs but are gaseous at atmospheric conditions. Shale gas may contain sulphur or other non-hydrocarbon compounds.

Shale Oilis derived from Shale and is 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. Shale Oil may contain small amounts of sulphur and other non-hydrocarbons but does not include liquids obtained from the processing
of natural gas.

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.

86TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



WELLS

The following table sets forth the number of Talisman's producing and non-producing wells as at December 31, 2011.

|                             |  | Oil Wells |  | Natural Gas Wells
|---------------------------- |  | --------- |  | -----------------
|                             |  | Producing |  | Non-Producing1   
|Year ended December 31, 2011 |  | Gross2    |  | Net              
|                            
|Alberta                      |  | 1,058     |  | 948.2            
|                             |  |          
|British Columbia             |  |          |  |                 
|                             |  |          
|Saskatchewan                 |  | 222       |  | 155.6            
|                             |  |          
|Quebec                       |  |          |  |                 
|                             |  |          
|Northwest Territories        |  |          |  |                 
|                             |  |          
|Yukon                        |  |          |  |                 
|                            
|Total Canada                 |  | 1,280     |  | 1,103.8          
|                            
|Texas                        |  | 6         |  | 2.5              
|                             |  |          
|New York                     |  |          |  |                 
|                             |  |          
|Pennsylvania                 |  |          |  |                 
|                             |  |          
|Utah                         |  |          |  |                 
|                            
|Total United States          |  | 6         |  | 2.5              
|                            
|UK                           |  | 151       |  | 92.3             
|                             |  |          
|Norway                       |  | 56        |  | 21.2             
|                             |  |          
|Indonesia                    |  | 652       |  | 73.1             
|                             |  |          
|Malaysia                     |  | 63        |  | 26.8             
|                             |  |          
|Australia/Timor-Leste        |  | 8         |  | 2.5              
|                             |  |          
|Vietnam                      |  | 8         |  | 2.4              
|                             |  |          
|Papua New Guinea             |  |          |  |                 
|                             |  |          
|Colombia3                    |  | 43        |  | 5.8              
|                             |  |          
|Algeria                      |  | 66        |  | 6.3              
|                            
|Total                        |  | 2,333     |  | 1,336.7          
|                            

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

87TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



PROPERTIES WITH NO ATTRIBUTED RESERVES

The following table sets out Talisman's land holdings with no attributed reserves at December 31, 2011:

|                             |  | Properties with no Attributed Reserves
(thousand acres)
|---------------------------- |  | -------------------------------------------------------
|Year ended December 31, 2011 |  | Gross                                                  
|                            
|Canada1                      |  | 7,670.3                                                
|                             |  |                                                        
|United States1               |  | 783.5                                                  
|                             |  |                                                        
|North Sea2                   |  | 2,208.3                                                
|                             |  |                                                        
|Southeast Asia3              |  | 41,342.3                                               
|                             |  |                                                        
|Latin America4               |  | 18,768.5                                               
|                             |  |                                                        
|Other5                       |  | 1,362.9                                                
|                            
|Total                        |  | 72,135.8                                               
|                            

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 Canada and the United States where there are no work commitments for any of the lands held. The result of not fulfilling a land or licence commitment could result in the
loss of a title document or imposition of a penalty. During 2012-2016, Talisman's total work commitments are estimated to be $819 million.

The
estimated net acres of properties with no attributable reserves that are expected to expire in 2012 are as follows: Canada  106,000,
United States  116,000, Australia  48,000, Colombia (excluding
Equión)  55,000, Indonesia  450,000, Norway  43,000,
Peru  370,000, Papua New Guinea  1,473,000.

FORWARD CONTRACTS

Future commitments to buy, sell, exchange, process and transport oil or gas of the Company are described under note 23 entitled
"Contingencies and Commitments" in the audited Consolidated Financial Statements of the Company for the year ended December 31, 2011, 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,
2011, Talisman's estimated total future abandonment and reclamation costs, net of estimated salvage value, was $1.8 billion discounted at 10% ($5.0 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
$230 million discounted at 10% ($660 million undiscounted). Talisman expects to incur abandonment and reclamation costs in respect of 4,828 net wells. Talisman expects to pay
approximately $206 million of total abandonment and reclamation costs in the next three financial years, in total.

88TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



COSTS INCURRED

The following table summarizes the capital expenditures made by Talisman on oil and natural gas properties for the year ended December 31, 2011.

|($ millions)   |  | Property Acquisition Costs |  | Exploration Costs   |  | Development Costs
|-------------- |  | -------------------------- |  | ------------------- |  | -----------------
|              
|               |  | Proved Properties          |  | Unproved Properties |  |                  
|               |  |                            |  |                     |  |                  
|Canada         |  | 3                          |  | 590                 |  | 93               
|               |  |                           
|United States  |  | 208                        |  | 51                  |  | 14               
|               |  |                           
|UK             |  | 15                         |  |                    |  | 168              
|               |  |                           
|Southeast Asia |  | 12                         |  | 25                  |  | 454              
|               |  |                           
|Other1         |  | 570                        |  | 17                  |  | 248              
|              
|Total          |  | 808                        |  | 683                 |  | 977              
|              

89TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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, 2011:

|                             |                    | Exploratory Wells1 |    | Development Wells |      | Total
|---------------------------- | ------------------ | ------------------ | -- | ----------------- | ---- | -----
|Year ended December 31, 2011 |                    | Gross              |    | Net               |      | Gross
|                            
|Canada                       |                    |                    |    |                   |      |      
|                             |                    |                   
|                             | Oil                |                    | 10 |                   | 9.5  |      
|                             |                    |                   
|                             | Gas                |                    | 8  |                   | 7.0  |      
|                             |                    |                   
|                             | Service            |                    |   |                   |     |      
|                             |                    |                   
|                             | Stratigraphic Test |                    |   |                   |     |      
|                             |                    |                   
|                             | Dry                |                    |   |                   |     |      
|                            
|                             | Total              |                    | 18 |                   | 16.5 |      
|                            
|United States                |                    |                    |    |                   |      |      
|                             |                    |                   
|                             | Oil                |                    |   |                   |     |      
|                             |                    |                   
|                             | Gas                |                    | 4  |                   | 1.6  |      
|                             |                    |                   
|                             | Service            |                    |   |                   |     |      
|                             |                    |                   
|                             | Stratigraphic Test |                    |   |                   |     |      
|                             |                    |                   
|                             | Dry                |                    |   |                   |     |      
|                            
|                             | Total              |                    | 4  |                   | 1.6  |      
|                            
|North Sea                    |                    |                    |    |                   |      |      
|                             |                    |                   
|                             | Oil                |                    | 3  |                   | 1.0  |      
|                             |                    |                   
|                             | Gas                |                    | 1  |                   | 0.2  |      
|                             |                    |                   
|                             | Service            |                    |   |                   |     |      
|                             |                    |                   
|                             | Stratigraphic Test |                    |   |                   |     |      
|                             |                    |                   
|                             | Dry                |                    | 1  |                   | 0.4  |      
|                            
|                             | Total              |                    | 5  |                   | 1.6  |      
|                            
|Southeast Asia2              |                    |                    |    |                   |      |      
|                             |                    |                   
|                             | Oil                |                    | 5  |                   | 1.2  |      
|                             |                    |                   
|                             | Gas                |                    | 2  |                   | 0.6  |      
|                             |                    |                   
|                             | Service            |                    |   |                   |     |      
|                             |                    |                   
|                             | Stratigraphic Test |                    |   |                   |     |      
|                             |                    |                   
|                             | Dry                |                    | 4  |                   | 1.4  |      
|                            
|                             | Total              |                    | 11 |                   | 3.2  |      
|                            
|Latin America3               |                    |                    |    |                   |      |      
|                             |                    |                   
|                             | Oil                |                    |   |                   |     |      
|                             |                    |                   
|                             | Gas                |                    |   |                   |     |      
|                             |                    |                   
|                             | Service            |                    |   |                   |     |      
|                             |                    |                   
|                             | Stratigraphic Test |                    | 4  |                   | 2.0  |      
|                             |                    |                   
|                             | Dry                |                    | 1  |                   | 0.5  |      
|                            
|                             | Total              |                    | 5  |                   | 2.5  |      
|                            
|Other4                       |                    |                    |    |                   |      |      
|                             |                    |                   
|                             | Oil                |                    |   |                   |     |      
|                             |                    |                   
|                             | Gas                |                    |   |                   |     |      
|                             |                    |                   
|                             | Service            |                    |   |                   |     |      
|                             |                    |                   
|                             | Stratigraphic Test |                    |   |                   |     |      
|                             |                    |                   
|                             | Dry                |                    |   |                   |     |      
|                            
|                             | Total              |                    |   |                   |     |      
|                            

90TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



PRODUCTION ESTIMATES

The following table sets forth the volume of working interest production, before royalties, estimated for 2012, which is reflected in the estimate of future net
revenue disclosed in the tables of reserves information in respect of gross proved and probable reserves:

|Year ended December 31, 2011 |  | Light Oil(mbbls) |  | Heavy Oil(mbbls) |  | Shale Oil(mbbls) |  | Shale Gas(bcf) |  | Non-Shale
Natural Gas(bcf) |  | Natural Gas
Liquids(mbbls) | 
|---------------------------- |  | ---------------- |  | ---------------- |  | ---------------- |  | -------------- |  | -------------------------- |  | -------------------------- | 
|                            
|Canada                       |  |                  |  |                  |  |                  |  |                |  |                            |  |                            | 
|                             |  |                 
|Total Proved                 |  | 830.5            |  | 4,440.0          |  |                 |  | 29,087.1       |  | 137,573.1                  |  | 1,418.9                    | 
|                             |  |                 
|Total Probable               |  | 62.8             |  | 213.7            |  |                 |  | 24.7           |  | 8,659.9                    |  | 88.8                       | 
|                            
|Total Proved Plus Probable   |  | 893.3            |  | 4,653.7          |  |                  |  | 29,111.8       |  | 146,233.0                  |  | 1,507.7                    | 
|                            
|United States                |  |                  |  |                  |  |                  |  |                |  |                            |  |                            | 
|                             |  |                 
|Total Proved                 |  |                 |  |                 |  | 713.7            |  | 191,911.5      |  | 8,660.1                    |  | 2,428.9                    | 
|                             |  |                 
|Total Probable               |  |                 |  |                 |  |                 |  | 11,661.5       |  | 96.3                       |  | 7.0                        | 
|                            
|Total Proved Plus Probable   |  |                 |  |                 |  | 713.7            |  | 203,573.0      |  | 8,756.4                    |  | 2,435.9                    | 
|                            
|North Sea                    |  |                  |  |                  |  |                  |  |                |  |                            |  |                            | 
|                             |  |                 
|Total Proved                 |  | 31,834.9         |  |                 |  |                 |  |               |  | 24,081.3                   |  | 1,112.1                    | 
|                             |  |                 
|Total Probable               |  | 6,848.0          |  |                 |  |                 |  |               |  | 2,051.3                    |  | 118.0                      | 
|                            
|Total Proved Plus Probable   |  | 38,682.9         |  |                 |  |                  |  |               |  | 26,132.6                   |  | 1,230.1                    | 
|                            
|Southeast Asia1              |  |                  |  |                  |  |                  |  |                |  |                            |  |                            | 
|                             |  |                 
|Total Proved                 |  | 10,400.0         |  |                 |  |                 |  |               |  | 188,804.3                  |  | 2,581.9                    | 
|                             |  |                 
|Total Probable               |  | 1,287.5          |  |                 |  |                 |  |               |  | 3,503.8                    |  | 56.8                       | 
|                            
|Total Proved Plus Probable   |  | 11,687.6         |  |                 |  |                  |  |               |  | 192,308.1                  |  | 2,638.7                    | 
|                            
|Latin America2               |  |                  |  |                  |  |                  |  |                |  |                            |  |                            | 
|                             |  |                 
|Total Proved                 |  | 3,164.7          |  |                 |  |                 |  |               |  | 15,777.4                   |  | 165.2                      | 
|                             |  |                 
|Total Probable               |  | 341.9            |  |                 |  |                 |  |               |  |                           |  |                           | 
|                            
|Total Proved Plus Probable   |  | 3,506.6          |  |                 |  |                  |  |               |  | 15,777.4                   |  | 165.2                      | 
|                            
|Other3                       |  |                  |  |                  |  |                  |  |                |  |                            |  |                            | 
|                             |  |                 
|Total Proved                 |  | 4,482.2          |  |                 |  |                 |  |               |  |                           |  |                           | 
|                             |  |                 
|Total Probable               |  | 210.3            |  |                 |  |                 |  |               |  |                           |  |                           | 
|                            
|Total Proved Plus Probable   |  | 4,692.5          |  |                 |  |                  |  |               |  |                           |  |                           | 
|                            
|Total                        |  |                  |  |                  |  |                  |  |                |  |                            |  |                            | 
|                             |  |                 
|Total Proved                 |  | 50,712.3         |  | 4,440.0          |  | 713.7            |  | 220,998.6      |  | 374,896.2                  |  | 7,707.1                    | 
|                             |  |                 
|Total Probable               |  | 8,750.6          |  | 213.7            |  |                 |  | 11,686.2       |  | 14,311.3                   |  | 270.6                      | 
|                            
|Total Proved Plus Probable   |  | 59,462.9         |  | 4,653.7          |  | 713.7            |  | 232,684.8      |  | 389,207.5                  |  | 7,977.7                    | 
|                            

91TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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 in 2011 and the total for 2011:

|       |                                |                                |  |         |   |              |   |             |   |        |  |       
|------ | ------------------------------ | ------------------------------ |  | ------- | - | ------------ | - | ----------- | - | ------ |  | ------
|       |                                | Quarter Ended                  |  |         |   |             
|
|       |                                | March 31                       |  | June 30 |   | September 30 |   | December 31 |   | 2011   |  |       
|      
|Canada |                                |                                |  |         |   |              |   |             |   |        |  |       
|       |                                |                               
|       | Average Gross Daily Production |                                |  |         |   |              |   |             |   |        |  |       
|       |                                |                               
|       |                                | Light Oil (bbls/d)             |  | 561     |   | 865          |   | 719         |   | 805    |  | 738   
|       |                                |                               
|       |                                | Shale Gas (mmcf/d)             |  | 77      |   | 47           |   | 42          |   | 55     |  | 55    
|       |                                |                               
|       |                                | Non-Shale Natural Gas (mmcf/d) |  | 411     |   | 381          |   | 370         |   | 375    |  | 384   
|       |                                |                               
|       |                                | Natural Gas Liquids (bbls/d)   |  | 4,832   |   | 4,745        |   | 4,962       |   | 4,819  |  | 4,840 
|       |                                |                               
|       |                                | Heavy Oil (bbls/d)             |  | 14,979  |   | 16,015       |   | 14,976      |   | 15,778 |  | 15,438
|       |                                |                               
|       | Average Prices Received        |                                |  |         |   |              |   |             |   |        |  |       
|       |                                |                               
|       |                                | Light Oil ($/bbl)              |  | 121.54  |   | 109.72       |   | 121.29      |   | 117.73 |  | 116.98
|       |                                |                               
|       |                                | Shale Gas ($/mcf)              |  | 3.36    |   | 3.44         |   | 3.27        |   | 2.96   |  | 3.26  
|       |                                |                               
|       |                                | Non-Shale Natural Gas ($/mcf)  |  | 3.82    |   | 3.96         |   | 3.84        |   | 3.35   |  | 3.74  
|       |                                |                               
|       |                                | Natural Gas Liquids ($/bbl)    |  | 67.72   |   | 75.24        |   | 69.14       |   | 72.98  |  | 71.25 
|       |                                |                               
|       |                                | Heavy Oil ($/bbl)              |  | 66.71   |   | 79.67        |   | 73.27       |   | 78.00  |  | 74.58 
|       |                                |                               
|       | Royalties                      |                                |  |         |   |              |   |             |   |        |  |       
|       |                                |                               
|       |                                | Light Oil ($/bbl)              |  | 10.64   |   | 9.80         |   | 8.66        |   | 10.20  |  | 9.79  
|       |                                |                               
|       |                                | Shale Gas ($/mcf)              |  | (0.12   | ) | (0.44        | ) | (0.10       | ) | 0.11   |  | (0.13 
|       |                                |                               
|       |                                | Non-Shale Natural Gas ($/mcf)  |  | 0.32    |   | 0.10         |   | 0.24        |   | 0.25   |  | 0.23  
|       |                                |                               
|       |                                | Natural Gas Liquids ($/bbl)    |  | 14.57   |   | 1.43         |   | 11.21       |   | 15.33  |  | 10.68 
|       |                                |                               
|       |                                | Heavy Oil ($/bbl)              |  | 8.52    |   | 17.67        |   | 12.48       |   | 14.74  |  | 13.46 
|       |                                |                               
|       | Production Costs               |                                |  |         |   |              |   |             |   |        |  |       
|       |                                |                               
|       |                                | Light Oil ($/bbl)              |  | 39.97   |   | 17.14        |   | 40.70       |   | 12.49  |  | 25.92 
|       |                                |                               
|       |                                | Shale Gas ($/mcf)              |  | 0.62    |   | 2.00         |   | 1.33        |   | 1.43   |  | 1.25  
|       |                                |                               
|       |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.31    |   | 0.97         |   | 1.45        |   | 1.35   |  | 1.27  
|       |                                |                               
|       |                                | Natural Gas Liquids ($/bbl)    |  | 8.63    |   | 6.90         |   | 8.91        |   | 8.89   |  | 8.34  
|       |                                |                               
|       |                                | Heavy Oil ($/bbl)              |  | 13.33   |   | 12.48        |   | 15.35       |   | 13.15  |  | 13.56 
|       |                                |                               
|       | Netback Received               |                                |  |         |   |              |   |             |   |        |  |       
|       |                                |                               
|       |                                | Light Oil ($/bbl)              |  | 70.93   |   | 82.78        |   | 71.93       |   | 95.04  |  | 81.27 
|       |                                |                               
|       |                                | Shale Gas ($/mcf)              |  | 2.86    |   | 1.88         |   | 2.04        |   | 1.42   |  | 2.14  
|       |                                |                               
|       |                                | Non-Shale Natural Gas ($/mcf)  |  | 2.19    |   | 2.89         |   | 2.15        |   | 1.75   |  | 2.24  
|       |                                |                               
|       |                                | Natural Gas Liquids ($/bbl)    |  | 44.52   |   | 66.91        |   | 49.02       |   | 48.76  |  | 52.23 
|       |                                |                               
|       |                                | Heavy Oil ($/bbl)              |  | 44.86   |   | 49.52        |   | 45.44       |   | 50.11  |  | 47.56 
|      

92TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|United States |                                |                                |  |        |  |        |  |        |   |        |  |       
|------------- | ------------------------------ | ------------------------------ |  | ------ |  | ------ |  | ------ | - | ------ |  | ------
|              |                                |                               
|              | Average Gross Daily Production |                                |  |        |  |        |  |        |   |        |  |       
|              |                                |                               
|              |                                | Light Oil (bbls/d)             |  | 349    |  | 439    |  | 1,378  |   | 2,149  |  | 1,085 
|              |                                |                               
|              |                                | Shale Gas (mmcf/d)             |  | 368    |  | 415    |  | 426    |   | 516    |  | 432   
|              |                                |                               
|              |                                | Non-Shale Natural Gas (mmcf/d) |  | 28     |  | 31     |  | 26     |   | 23     |  | 27    
|              |                                |                               
|              |                                | Natural Gas Liquids (bbls/d)   |  | 362    |  | 667    |  | 1,072  |   | 2,117  |  | 1,059 
|              |                                |                               
|              | Average Prices Received        |                                |  |        |  |        |  |        |   |        |  |       
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 85.52  |  | 93.01  |  | 73.81  |   | 101.13 |  | 90.32 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  | 4.45   |  | 4.52   |  | 4.34   |   | 3.50   |  | 4.16  
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 4.29   |  | 4.48   |  | 4.34   |   | 3.50   |  | 4.19  
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 70.60  |  | 52.01  |  | 52.20  |   | 59.64  |  | 57.47 
|              |                                |                               
|              | Royalties                      |                                |  |        |  |        |  |        |   |        |  |       
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 26.90  |  | 24.84  |  | 18.51  |   | 23.30  |  | 22.21 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  | 0.71   |  | 0.67   |  | 0.67   |   | 0.55   |  | 0.64  
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 0.60   |  | 0.62   |  | 0.58   |   | 0.49   |  | 0.58  
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 17.94  |  | 12.85  |  | 12.34  |   | 16.79  |  | 15.13 
|              |                                |                               
|              | Production Costs               |                                |  |        |  |        |  |        |   |        |  |       
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 12.11  |  | 15.72  |  | (0.27  | ) | 7.78   |  | 6.34  
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  | 0.56   |  | 0.48   |  | 0.65   |   | 0.60   |  | 0.57  
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.95   |  | 1.19   |  | 0.84   |   | 1.71   |  | 1.41  
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 5.14   |  | 3.41   |  | 3.43   |   | 3.64   |  | 3.68  
|              |                                |                               
|              | Netback Received               |                                |  |        |  |        |  |        |   |        |  |       
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 46.51  |  | 52.45  |  | 55.57  |   | 70.05  |  | 61.77 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  | 3.18   |  | 3.37   |  | 3.02   |   | 2.35   |  | 2.95  
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.74   |  | 2.67   |  | 2.92   |   | 1.30   |  | 2.20  
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 47.52  |  | 35.75  |  | 36.43  |   | 39.21  |  | 38.66 
|             
|UK            |                                |                                |  |        |  |        |  |        |   |        |  |       
|              |                                |                               
|              | Average Gross Daily Production |                                |  |        |  |        |  |        |   |        |  |       
|              |                                |                               
|              |                                | Light Oil (bbls/d)             |  | 88,005 |  | 70,764 |  | 56,085 |   | 62,474 |  | 69,226
|              |                                |                               
|              |                                | Shale Gas (mmcf/d)             |  |       |  |       |  |       |   |       |  |      
|              |                                |                               
|              |                                | Non-Shale Natural Gas (mmcf/d) |  | 17     |  | 12     |  | 4      |   | 7      |  | 10    
|              |                                |                               
|              |                                | Natural Gas Liquids (bbls/d)   |  | 1,211  |  | 544    |  | 630    |   | 338    |  | 678   
|              |                                |                               
|              | Average Prices Received        |                                |  |        |  |        |  |        |   |        |  |       
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 105.22 |  | 117.70 |  | 116.58 |   | 109.57 |  | 111.71
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |   |       |  |      
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 5.76   |  | 7.15   |  | 5.49   |   | 6.10   |  | 6.21  
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 51.82  |  | 33.63  |  | 62.96  |   | 65.15  |  | 52.48 
|              |                                |                               
|              | Royalties                      |                                |  |        |  |        |  |        |   |        |  |       
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 0.30   |  | 1.51   |  | 1.34   |   | 0.95   |  | 0.97  
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |   |       |  |      
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  |       |  |       |  |       |   |       |  |      
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  |       |  |       |  |       |   |       |  |      
|              |                                |                               

93TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|               | Production Costs               |                                |  |        |  |        |  |        |  |        |  |        | 
|-------------- | ------------------------------ | ------------------------------ |  | ------ |  | ------ |  | ------ |  | ------ |  | ------ | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 26.10  |  | 38.96  |  | 47.61  |  | 45.27  |  | 38.13  | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.56   |  | 0.99   |  | 1.64   |  | 0.47   |  | 1.19   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 9.36   |  | 5.94   |  | 9.84   |  | 2.82   |  | 7.14   | 
|               |                                |                               
|               | Netback Received               |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 78.83  |  | 77.23  |  | 67.63  |  | 63.34  |  | 72.61  | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 4.20   |  | 6.16   |  | 3.85   |  | 5.63   |  | 5.02   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 42.46  |  | 27.69  |  | 53.12  |  | 62.33  |  | 45.34  | 
|              
|Norway         |                                |                                |  |        |  |        |  |        |  |        |  |       
|               |                                |                               
|               | Average Gross Daily Production |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil (bbls/d)             |  | 31,299 |  | 23,299 |  | 23,736 |  | 26,234 |  | 26,121 | 
|               |                                |                               
|               |                                | Shale Gas (mmcf/d)             |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas (mmcf/d) |  | 65     |  | 44     |  | 9      |  | 49     |  | 42     | 
|               |                                |                               
|               |                                | Natural Gas Liquids (bbls/d)   |  | 1,843  |  | 1,580  |  | 664    |  | 1,850  |  | 1,482  | 
|               |                                |                               
|               | Average Prices Received        |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 108.55 |  | 118.12 |  | 114.43 |  | 110.63 |  | 112.55 | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 9.27   |  | 9.25   |  | 8.12   |  | 9.21   |  | 9.18   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 62.98  |  | 64.89  |  | 26.37  |  | 66.03  |  | 60.31  | 
|               |                                |                               
|               | Royalties                      |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               | Production Costs               |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 33.13  |  | 47.01  |  | 37.40  |  | 36.33  |  | 38.01  | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 1.68   |  | 2.18   |  | 4.29   |  | 6.98   |  | 3.52   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 10.08  |  | 13.08  |  | 25.74  |  | 41.88  |  | 21.12  | 
|               |                                |                               
|               | Netback Received               |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil ($/bbl)              |  | 75.42  |  | 71.11  |  | 77.03  |  | 74.29  |  | 74.55  | 
|               |                                |                               
|               |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas ($/mcf)  |  | 7.59   |  | 7.07   |  | 3.83   |  | 2.23   |  | 5.66   | 
|               |                                |                               
|               |                                | Natural Gas Liquids ($/bbl)    |  | 52.90  |  | 51.81  |  | 0.63   |  | 24.15  |  | 39.19  | 
|              
|Southeast Asia |                                |                                |  |        |  |        |  |        |  |        |  |       
|               |                                |                               
|               | Average Gross Daily Production |                                |  |        |  |        |  |        |  |        |  |        | 
|               |                                |                               
|               |                                | Light Oil (bbls/d)             |  | 29,326 |  | 29,264 |  | 28,860 |  | 33,285 |  | 30,191 | 
|               |                                |                               
|               |                                | Shale Gas (mmcf/d)             |  |       |  |       |  |       |  |       |  |       | 
|               |                                |                               
|               |                                | Non-Shale Natural Gas (mmcf/d) |  | 493    |  | 500    |  | 522    |  | 508    |  | 506    | 
|               |                                |                               
|               |                                | Natural Gas Liquids (bbls/d)   |  | 3,532  |  | 3,567  |  | 4,714  |  | 4,888  |  | 4,181  | 
|               |                                |                               

94TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|              | Average Prices Received        |                                |  |        |  |        |  |        |  |        |  |        | 
|------------- | ------------------------------ | ------------------------------ |  | ------ |  | ------ |  | ------ |  | ------ |  | ------ | 
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 119.21 |  | 120.00 |  | 120.06 |  | 107.89 |  | 116.46 | 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 8.74   |  | 9.78   |  | 9.40   |  | 9.29   |  | 9.30   | 
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 101.19 |  | 108.43 |  | 104.12 |  | 100.17 |  | 103.25 | 
|              |                                |                               
|              | Royalties                      |                                |  |        |  |        |  |        |  |        |  |        | 
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 62.05  |  | 65.17  |  | 63.42  |  | 41.52  |  | 57.43  | 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 2.64   |  | 2.91   |  | 2.88   |  | 2.96   |  | 2.85   | 
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 65.11  |  | 68.84  |  | 57.15  |  | 67.94  |  | 64.47  | 
|              |                                |                               
|              | Production Costs               |                                |  |        |  |        |  |        |  |        |  |        | 
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 22.25  |  | 22.48  |  | 26.66  |  | 24.01  |  | 23.86  | 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 0.90   |  | 0.92   |  | 0.91   |  | 1.01   |  | 0.94   | 
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 5.40   |  | 5.52   |  | 5.46   |  | 6.06   |  | 5.64   | 
|              |                                |                               
|              | Netback Received               |                                |  |        |  |        |  |        |  |        |  |        | 
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 34.91  |  | 32.35  |  | 29.97  |  | 42.36  |  | 35.17  | 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 5.20   |  | 5.95   |  | 5.61   |  | 5.32   |  | 5.51   | 
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  | 30.68  |  | 34.06  |  | 41.51  |  | 26.17  |  | 33.14  | 
|             
|Latin America |                                |                                |  |        |  |        |  |        |  |        |  |       
|              |                                |                               
|              | Average Gross Daily Production |                                |  |        |  |        |  |        |  |        |  |        | 
|              |                                |                               
|              |                                | Light Oil (bbls/d)             |  | 5,103  |  | 7,747  |  | 8,276  |  | 9,533  |  | 7,678  | 
|              |                                |                               
|              |                                | Shale Gas (mmcf/d)             |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              |                                | Non-Shale Natural Gas (mmcf/d) |  | 24     |  | 39     |  | 35     |  | 39     |  | 34     | 
|              |                                |                               
|              |                                | Natural Gas Liquids (bbls/d)   |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              | Average Prices Received        |                                |  |        |  |        |  |        |  |        |  |        | 
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 114.68 |  | 102.73 |  | 111.29 |  | 107.44 |  | 108.49 | 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 5.64   |  | 3.04   |  | 4.54   |  | 4.22   |  | 4.22   | 
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              | Royalties                      |                                |  |        |  |        |  |        |  |        |  |        | 
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 24.75  |  | 18.87  |  | 22.20  |  | 20.99  |  | 21.40  | 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 0.75   |  | 0.84   |  | 0.91   |  | 0.84   |  | 0.84   | 
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              | Production Costs               |                                |  |        |  |        |  |        |  |        |  |        | 
|              |                                |                               
|              |                                | Light Oil ($/bbl)              |  | 7.41   |  | 14.10  |  | 10.78  |  | 9.10   |  | 10.53  | 
|              |                                |                               
|              |                                | Shale Gas ($/mcf)              |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               
|              |                                | Non-Shale Natural Gas ($/mcf)  |  | 0.83   |  | 1.42   |  | 1.13   |  | 2.46   |  | 1.54   | 
|              |                                |                               
|              |                                | Natural Gas Liquids ($/bbl)    |  |       |  |       |  |       |  |       |  |       | 
|              |                                |                               

95TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



|      | Netback Received               |                                |  |         |  |         |  |         |  |         |  |         | 
|----- | ------------------------------ | ------------------------------ |  | ------- |  | ------- |  | ------- |  | ------- |  | ------- | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 82.52   |  | 69.76   |  | 78.31   |  | 77.35   |  | 76.56   | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  | 4.06    |  | 0.78    |  | 2.50    |  | 0.92    |  | 1.84    | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  |        |  |        |  |        |  |        |  |        | 
|     
|Other |                                |                                |  |         |  |         |  |         |  |         |  |        
|      |                                |                               
|      | Average Gross Daily Production |                                |  |         |  |         |  |         |  |         |  |         | 
|      |                                |                               
|      |                                | Light Oil (bbls/d)             |  | 15,054  |  | 15,236  |  | 14,509  |  | 15,278  |  | 15,019  | 
|      |                                |                               
|      |                                | Shale Gas (mmcf/d)             |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas (mmcf/d) |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Natural Gas Liquids (bbls/d)   |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      | Average Prices Received        |                                |  |         |  |         |  |         |  |         |  |         | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 114.27  |  | 117.72  |  | 112.51  |  | 100.78  |  | 111.25  | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      | Royalties                      |                                |  |         |  |         |  |         |  |         |  |         | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 61.98   |  | 68.73   |  | 64.10   |  | 56.53   |  | 62.80   | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      | Production Costs               |                                |  |         |  |         |  |         |  |         |  |         | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 5.50    |  | 5.77    |  | 6.38    |  | 6.57    |  | 6.06    | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      | Netback Received               |                                |  |         |  |         |  |         |  |         |  |         | 
|      |                                |                               
|      |                                | Light Oil ($/bbl)              |  | 46.79   |  | 43.22   |  | 42.03   |  | 37.68   |  | 42.39   | 
|      |                                |                               
|      |                                | Shale Gas ($/mcf)              |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas ($/mcf)  |  |        |  |        |  |        |  |        |  |        | 
|      |                                |                               
|      |                                | Natural Gas Liquids ($/bbl)    |  |        |  |        |  |        |  |        |  |        | 
|     
|Total |                                |                                |  |         |  |         |  |         |  |         |  |        
|      |                                |                               
|      | Average Gross Daily Production |                                |  |         |  |         |  |         |  |         |  |         | 
|      |                                |                               
|      |                                | Light Oil (bbls/d)             |  | 169,697 |  | 147,614 |  | 133,563 |  | 149,758 |  | 150,058 | 
|      |                                |                               
|      |                                | Shale Gas (mmcf/d)             |  | 445     |  | 462     |  | 468     |  | 571     |  | 487     | 
|      |                                |                               
|      |                                | Non-Shale Natural Gas (mmcf/d) |  | 1,038   |  | 1,007   |  | 966     |  | 1,001   |  | 1,003   | 
|      |                                |                               
|      |                                | Natural Gas Liquids (bbls/d)   |  | 11,780  |  | 11,103  |  | 12,042  |  | 14,012  |  | 12,240  | 
|      |                                |                               
|      |                                | Heavy Oil (bbls/d)             |  | 14,979  |  | 16,015  |  | 14,976  |  | 15,778  |  | 15,438  | 
|      |                                |                               

96TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



| | Average Prices Received |                               |  |        |  |        |  |        |  |        |  |        | 
| | ----------------------- | ----------------------------- |  | ------ |  | ------ |  | ------ |  | ------ |  | ------ | 
| |                         |                              
| |                         | Light Oil ($/bbl)             |  | 109.36 |  | 117.32 |  | 115.76 |  | 108.27 |  | 112.47 | 
| |                         |                              
| |                         | Shale Gas ($/mcf)             |  | 4.26   |  | 4.41   |  | 4.25   |  | 3.45   |  | 4.05   | 
| |                         |                              
| |                         | Non-Shale Natural Gas ($/mcf) |  | 6.59   |  | 7.10   |  | 6.93   |  | 6.71   |  | 6.83   | 
| |                         |                              
| |                         | Natural Gas Liquids ($/bbl)   |  | 75.47  |  | 81.29  |  | 78.65  |  | 79.34  |  | 78.69  | 
| |                         |                              
| |                         | Heavy Oil ($/bbl)             |  | 66.71  |  | 79.67  |  | 73.27  |  | 78.00  |  | 74.58  | 
| |                         |                              
| | Royalties               |                               |  |        |  |        |  |        |  |        |  |        | 
| |                         |                              
| |                         | Light Oil ($/bbl)             |  | 17.21  |  | 21.86  |  | 22.85  |  | 17.12  |  | 19.59  | 
| |                         |                              
| |                         | Shale Gas ($/mcf)             |  | 0.56   |  | 0.56   |  | 0.60   |  | 0.51   |  | 0.55   | 
| |                         |                              
| |                         | Non-Shale Natural Gas ($/mcf) |  | 1.42   |  | 1.54   |  | 1.70   |  | 1.64   |  | 1.57   | 
| |                         |                              
| |                         | Natural Gas Liquids ($/bbl)   |  | 26.05  |  | 23.50  |  | 28.09  |  | 31.51  |  | 27.55  | 
| |                         |                              
| |                         | Heavy Oil ($/bbl)             |  | 8.52   |  | 17.67  |  | 12.48  |  | 14.74  |  | 13.46  | 
| |                         |                              
| | Production Costs        |                               |  |        |  |        |  |        |  |        |  |        | 
| |                         |                              
| |                         | Light Oil ($/bbl)             |  | 24.67  |  | 32.18  |  | 34.32  |  | 32.29  |  | 30.59  | 
| |                         |                              
| |                         | Shale Gas ($/mcf)             |  | 0.57   |  | 0.63   |  | 0.71   |  | 0.68   |  | 0.65   | 
| |                         |                              
| |                         | Non-Shale Natural Gas ($/mcf) |  | 1.40   |  | 1.34   |  | 1.50   |  | 1.78   |  | 1.50   | 
| |                         |                              
| |                         | Natural Gas Liquids ($/bbl)   |  | 8.40   |  | 8.02   |  | 8.99   |  | 10.68  |  | 9.02   | 
| |                         |                              
| |                         | Heavy Oil ($/bbl)             |  | 13.33  |  | 12.48  |  | 15.35  |  | 13.15  |  | 13.56  | 
| |                         |                              
| | Netback Received        |                               |  |        |  |        |  |        |  |        |  |        | 
| |                         |                              
| |                         | Light Oil ($/bbl)             |  | 67.47  |  | 63.28  |  | 58.59  |  | 58.87  |  | 62.29  | 
| |                         |                              
| |                         | Shale Gas ($/mcf)             |  | 3.13   |  | 3.22   |  | 2.94   |  | 2.26   |  | 2.85   | 
| |                         |                              
| |                         | Non-Shale Natural Gas ($/mcf) |  | 3.77   |  | 4.23   |  | 3.73   |  | 3.29   |  | 3.76   | 
| |                         |                              
| |                         | Natural Gas Liquids ($/bbl)   |  | 41.02  |  | 49.77  |  | 41.57  |  | 37.15  |  | 42.12  | 
| |                         |                              
| |                         | Heavy Oil ($/bbl)             |  | 44.86  |  | 49.52  |  | 45.44  |  | 50.11  |  | 47.56  | 
|

97TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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) ($ millions) | 
|-------------------- |  | --------------------------------------------------------------------------------------------- | 
|                    
|Canada               |  | 4,420                                                                                         | 
|                     |  |                                                                                              
|US                   |  | 4,954                                                                                         | 
|                     |  |                                                                                              
|North Sea            |  | 10,190                                                                                        | 
|                     |  |                                                                                              
|Southeast Asia       |  | 7,131                                                                                         | 
|                     |  |                                                                                              
|Other                |  | 2,354                                                                                         | 
|                    
|Total Company        |  | 29,049                                                                                        | 
|                    

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

March 1,
2012

98TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



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, 2011, 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:

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)
Paul Blakeley
Executive Vice-President,
International Operations (East) |  |                                        
|(signed)
Richard Herbert
Executive Vice-President,
International Exploration     |  |                                        

March 1, 2012

99TALISMAN ENERGYANNUAL INFORMATION FORM 2011

---



Schedule D  Audit Committee
Information

COMPOSITION OF AUDIT COMMITTEE

As at March 1, 2012, Talisman's Audit Committee consists of Donald J. Carty, William R.P. Dalton, (Chairman), Michael T. Waites 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 Michael T. Waites 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
Carty served as Vice Chairman and Chief Financial Officer of Dell Inc. (global computer systems and services company) from January 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 Honourary 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.

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 Honourary Doctorate (Honourary 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 United Kingdom and the Institute of Canadian Bankers.

Michael
Waites became the President and Chief Executive Officer of Finning International Inc. (heavy equipment dealer and service company) in May 2008. Prior to that, Mr. Waites
was Executive Vice President and Chief Financial Officer of Finning. He also served as a member of the Board of Directors of Finning for three years prior to his appointment as Executive Vice
President and Chief Financial Officer. Prior to joining Finning in May 2006, Mr. Waites was Executive Vice President and Chief Financial Officer at Canadian Pacific Railway (railway and
logistics company) since July 2000, and was also Chief Executive Officer U.S. Network of Canadian Pacific Railway. Previously, he was Vice President and Chief Financial Officer at
Chevron Canada Resources (integrated oil and gas company). Mr. Waites holds a B.A. (Honours) in Economics from the University of Calgary, an MBA from Saint Mary's College of California, and a
Masters of Arts, Graduate Studies in Economics, from the University of Calgary. He has also completed the Executive Program at The University of Michigan Business School.

Charles
(Chuck) Winograd is Senior Managing Partner of Elm Park Credit Opportunities Fund (mid-market lending limited partnership). He is also President of Winograd Capital Inc.
(external consulting and private investments firm). 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).

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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 2011 and 2010 and for other services provided by
Ernst & Young LLP:

|                                             |  |           |  |           | 
|-------------------------------------------- |  | --------- |  | --------- | 
|(C$)                                         |  | 2011      |  | 2010      | 
|                                            
|Audit and Internal Controls Attestation Fees |  | 5,566,042 |  | 4,603,460 | 
|                                             |  |          
|Audit-Related Fees                           |  | 1,214,082 |  | 1,558,047 | 
|                                             |  |          
|Tax Fees                                     |  | 540,861   |  | 368,263   | 
|                                             |  |          
|All Other Fees1                              |  | 4,910     |  | 4,717     | 
|                                            
|Total                                        |  | 7,325,895 |  | 6,534,487 | 
|                                            

The audit-related fees are primarily for assistance in connection with the Company's conversion to International Financial Reporting Standards, audit
considerations with respect to global financial system implementation 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.

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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.

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

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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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