Governance

Talisman’s commitment to corporate governance and corporate responsibility contributes to the creation of long-term value for the Company’s stakeholders.

responsibilities

The principal role of Talisman’s Board of Directors is stewardship of the Company and its fundamental objective is the creation of shareholder value, including the protection and enhancement of the value of the Company’s assets. The Board oversees the conduct of the business and management, which, in turn, is responsible for developing long-term strategy and conducting the Company’s day-to-day business. In addition, the Board ensures systems are in place to manage the risks and, through the Chief Executive Officer, sets the outlook and direction of the Company toward environmental, health and safety policies, regulatory compliance and financial practices and reporting.

independence

At year-end 2008, Talisman had 11 directors, all of whom, with the exception of the President and Chief Executive Officer, are independent. The majority of Talisman’s Board committees are also composed entirely of independent directors.

effectiveness

Talisman ensures the continuing effectiveness of its Chairman, committees and individual directors through annual assessments. In addition, ongoing succession and recruitment processes are in place to ensure the continuing effectiveness of the Board and its committees. The Governance and Nominating Committee has established a comprehensive director selection process, which is integrated with the annual assessment process.

stock exchange and regulatory compliance

Talisman’s corporate governance practices satisfy all the existing guidelines for effective corporate governance established by the Canadian Securities Administrators, all of the NYSE corporate governance listing standards applicable to non-US companies and substantially all of the NYSE corporate governance listing standards applicable to US companies.

Talisman has disclosed the significant differences between its corporate governance practices and the requirements applicable to US companies listed on the NYSE on the Company’s website at www.talisman-energy.com.