Benson Petroleum Ltd. - MRRS Decision

IN THE MATTER OF

THE SECURITIES LEGISLATION

OF ALBERTA AND ONTARIO

AND

IN THE MATTER OF

THE MUTUAL RELIANCE REVIEW SYSTEM

FOR EXEMPTIVE RELIEF APPLICATIONS

AND

IN THE MATTER OF

BENSON PETROLEUM LTD.

MRRS DECISION DOCUMENT

1. WHEREAS the local securities regulatory authority or regulator (the "Decision Maker") in each of the provincesof Alberta and Ontario (the "Jurisdictions") has received an application from Benson Petroleum Ltd. ("Benson")for a decision pursuant to the securities legislation of the Jurisdictions (the "Legislation") that Benson bedeemed to have ceased to be a reporting issuer or equivalent under the Legislation;

2. AND WHEREAS pursuant to the Mutual Reliance Review System for Exemptive Relief Applications (the"System") the Alberta Securities Commission is the principal regulator for this application;

3. AND WHEREAS Benson has represented to the Decision Makers that:

3.1 Benson was formed under the laws of Alberta, is a reporting issuer or the equivalent in each of theJurisdictions and is not in default of any of the requirements of the Legislation;

3.2 Benson's head office is located in Calgary, Alberta;

3.3 the authorized capital of Benson consists of an unlimited number of common shares of which25,207,104 common shares (the "Shares") are issued and outstanding;

3.4 Benson became a reporting issuer in Alberta on March 27, 1987 by virtue of having obtained a receiptfor a prospectus;

3.5 by virtue of an offer to purchase made by 896543 Alberta Ltd., a wholly-owned subsidiary ofSouthward Energy Ltd. (collectively, "Southward") on January 16, 2001, as amended, supplementedand extended and a compulsory acquisition transaction to purchase all of the outstanding Shares ofBenson not already owned by Southward, Southward is now the sole shareholder of Benson;

3.6 the Shares were delisted from The Toronto Stock Exchange on March 21, 2001

3.7 no securities of Benson are listed or quoted on any exchange or market;

3.8 Benson has no other securities, including debt securities, outstanding; and

3.9 Benson does not intend to seek public financing by way of an offering of its securities;

4. AND WHEREAS under the System, this MRRS Decision Document evidences the decision of each DecisionMaker (collectively, the "Decision");

5. AND WHEREAS each of the Decision Makers is satisfied that the test contained in the Legislation that providesthe Decision Maker with the jurisdiction to make the Decision has been met;

6. THE DECISION of the Decision Makers under the Legislation is that Benson is deemed to have ceased to bea reporting issuer or the equivalent under the Legislation.

April 26, 2001.

"Patricia M. Johnston"