Press ReleaseSource: Husky Energy Inc.

Husky Energy Reports 2007 Annual and Fourth Quarter Results
Monday February 4, 9:51 pm ET

CALGARY, ALBERTA--(MARKET WIRE)--Feb 4, 2008 -- Husky Energy Inc. is pleased to announce annual net earnings of $3.2 billion or $3.79 per share (diluted), up 18% over the year 2006 from $2.7 billion or $3.21 per share (diluted). Cash flow from operations improved by 21% to $5.4 billion or $6.39 per share (diluted), compared with $4.5 billion or $5.30 per share (diluted) in 2006. Sales and operating revenues, net of royalties, were $15.5 billion in 2007, an increase of 23% over the $12.7 billion in 2006.

"Husky Energy has successfully achieved record performance in all areas of operations: upstream, midstream and downstream," said Mr. John C.S. Lau, President & Chief Executive Officer, Husky Energy Inc. "With cash flow in excess of $5.4 billion and proved and probable reserves over 3.2 billion barrels of oil equivalent, Husky is well positioned to capitalize on expansion opportunities."

During the year, Husky progressed a number of significant projects including:

- the purchase of the Lima refinery;

- the agreement with BP to create an integrated oil sands joint venture business;

- the expansion of the Lloydminster upgrader to 82,000 barrels per day;

- the conclusion of negotiations with the Government of Newfoundland and Labrador on fiscal terms for satellite developments at White Rose;

- the finalization of the Madura field gas sale and purchase agreements; and

- the completion of the ethanol plant in Minnedosa.

Husky's financial position remains strong. Including the acquisition of the Lima refinery, the Company's debt to capital employed was 19% at December 31, 2007 compared with 14% at December 31, 2006. Debt to cash flow from operations increased to 0.5 times at December 31, 2007 from 0.4 times at December 31, 2006.

Production in 2007 was 377,000 barrels of oil equivalent per day, compared with 360,000 barrels of oil equivalent per day in 2006, an increase of 5%. Crude oil and natural gas liquids production increased 10% to 273,000 barrels per day, compared with 248,000 barrels per day in 2006. Natural gas production was 623 million cubic feet per day, compared with 672 million cubic feet per day in 2006, reflecting Husky's decision to adjust its drilling program in Western Canada due to weakening gas market conditions and the higher cost environment.

Husky's 2007 fourth quarter net earnings were $1.1 billion or $1.26 per share (diluted) compared with $542 million or $0.64 per share (diluted) for the fourth quarter of 2006. Net earnings for the fourth quarter of 2007 included a tax benefit of $365 million due to federal tax rate reductions, while there were no similar rate reductions in the fourth quarter of 2006. 2007 fourth quarter cash flow from operations was $1.4 billion or $1.68 per share compared with $1.2 billion or $1.42 per share in the fourth quarter of 2006. Sales and operating revenues, net of royalties, were $4.8 billion in the fourth quarter of 2007, compared with $3.1 billion in the fourth quarter of 2006.

Production for the fourth quarter of 2007 was 367,500 barrels of oil equivalent per day, compared with 376,100 barrels of oil equivalent per day in 2006. Crude oil and natural gas liquids production for the quarter was 264,500 barrels per day, compared with 265,700 barrels per day in 2006. Natural gas production was 617.8 million cubic feet per day, compared with 662.2 million cubic feet per day in 2006 due to a weakening market price for natural gas.

During the quarter, Husky announced a joint venture agreement with BP to create an integrated oil sands joint venture business. Under the terms of the agreement, Husky will contribute its Sunrise assets located in the Athabasca oil sands in northeast Alberta, Canada and BP will contribute its Toledo refinery located in Ohio, USA. The transaction, which is subject to the execution of final agreements and regulatory approval, is expected to close in the first quarter of 2008 with an effective date of January 1, 2008. This transaction will contribute immediate revenue and cash flow and position Husky to move forward with the development of the Sunrise oil sands project.

In December 2007, Husky agreed to purchase 110,000 contiguous acres of oil sands leases at McMullen, located in the west central region of the Athabasca oil sands deposit, for $105 million. This land lies adjacent to oil sands leases currently held by Husky.

Offshore Canada's East Coast, Husky announced the signing of a binding agreement formalizing the fiscal terms for development of the North Amethyst, West White Rose and South White Rose fields. Under the agreement, the terms of the original White Rose development plan remain unchanged.

Offshore Greenland, Husky and Esso Exploration Greenland Limited ("Esso") were awarded a joint interest in an exploration licence in West Disko Block 6 (2007/27), which covers an area of 13,213 square kilometres and is located approximately 30 kilometres offshore the west coast of Disko Island. Esso will act as operator of this block. In addition, Husky has an 87.5% interest in two exploration licences, Block 5 and Block 7, covering an area of 21,067 square kilometres that border on Licence 2007/27. Nunaoil A/S, Greenland's National Oil Company, holds the remaining 12.5% interest in these three licences.

In Indonesia, Husky completed the gas sale and purchase agreements for production from the Madura BD Field. Agreements with PT Parna Raya and PT Inti Alasindo Energy are each for 40 million cubic feet per day while the agreement with PT Perusahaan Gas Negara (Persero) Tbk is for 20 million cubic feet per day. The term of each agreement is 20 years commencing with first production, which is expected in 2011.

Husky has submitted a plan of development to the Government of Indonesia for the Madura development and is in the process of negotiating an extension to the Madura Strait Production Sharing Contract. Contracting for front-end engineering design of offshore facilities and pipelines will commence shortly.

In the Downstream segment, Husky has now completed its integration of the Lima refinery and has taken over all major operations effective February 1, 2008. At the Lima refinery, Husky has commenced its engineering studies to determine the optimal reconfiguration to process a heavier crude oil feedstock.

In the fourth quarter of 2007, Husky completed construction and commenced production at the Minnedosa ethanol plant in Manitoba. The facility will produce annually 130 million litres of ethanol and 130,000 tonnes of Distillers Dried Grain with Solubles (DDGS), a high protein feed supplement. With the completion of the ethanol plants at Lloydminster and Manitoba, Husky is the largest producer and marketer of ethanol in Western Canada.

 

SUMMARY OF RESULTS

----------------------------------------------------------
Financial Summary
                               Three months ended

(millions of dollars,  Dec. 31 Sept. 30  June 30 March 31
 except per share
 amounts and ratios)      2007     2007     2007     2007
----------------------------------------------------------
Sales and operating
 revenues, net of
 royalties             $ 4,760  $ 4,351  $ 3,163  $ 3,244
Segmented earnings
 Upstream              $   864  $   516  $   636  $   580
 Midstream                 218      129       77      111
 Downstream                103      121       53       20
 Corporate and
  eliminations            (111)       3      (45)     (61)
----------------------------------------------------------
Net earnings           $ 1,074  $   769  $   721  $   650
----------------------------------------------------------
----------------------------------------------------------
 Per share - Basic
  and diluted (1)      $  1.26  $  0.91  $  0.85  $  0.77
Cash flow from
 operations              1,425    1,420    1,257    1,324
 Per share - Basic
  and diluted (1)         1.68     1.67     1.48     1.56
Ordinary quarterly
 dividend per common
 share (1)                0.33     0.25     0.25     0.25
Special dividend
 per common share (1)        -        -        -     0.25
Total assets            21,697   20,718   17,969   17,781
Total long-term debt
 including current
 portion                 2,814    2,835    1,423    1,527
Return on equity (2)
 (percent)                30.2     26.6     27.1     32.1
Return on average
 capital employed (2)
 (percent)                25.7     22.3     23.8     27.3
----------------------------------------------------------
----------------------------------------------------------

                               Three months ended              Year ended

(millions of dollars,  Dec. 31 Sept. 30  June 30 March 31      December 31
 except per share
 amounts and ratios)      2006     2006     2006     2006     2007     2006
----------------------------------------------------------------------------
Sales and operating
 revenues, net of
 royalties             $ 3,084  $ 3,436  $ 3,040  $ 3,104  $15,518  $12,664
Segmented earnings
 Upstream              $   453  $   608  $   822  $   412  $ 2,596  $ 2,295
 Midstream                 105       87      140      150      535      482
 Downstream                 10       28       52       16      297      106
 Corporate and
  eliminations             (26)     (41)     (36)     (54)    (214)    (157)
----------------------------------------------------------------------------
Net earnings           $   542  $   682  $   978  $   524  $ 3,214  $ 2,726
----------------------------------------------------------------------------
----------------------------------------------------------------------------
 Per share - Basic
  and diluted (1)      $  0.64  $  0.80  $  1.15  $  0.62  $  3.79   $ 3.21
Cash flow from
 operations              1,207    1,224    1,103      967    5,426    4,501
 Per share - Basic
  and diluted (1)         1.42     1.44     1.30     1.14     6.39     5.30
Ordinary quarterly
 dividend per
 common share (1)         0.25     0.25    0.125    0.125     1.08     0.75

Special dividend per
 common share (1)            -        -        -        -     0.25        -
Total assets            17,933   17,324   16,326   15,855   21,697   17,933
Total long-term debt
 including current
 portion                 1,611    1,722    1,722    1,838    2,814    1,611
Return on equity (2)
 (percent)                31.8     34.2     34.8     29.6     30.2     31.8
Return on average
 capital employed (2)
 (percent)                27.0     28.7     28.2     23.2     25.7     27.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Reflects a two-for-one share split on June 27, 2007, which has been
    applied retroactively. Refer to Note 11 to the Consolidated Financial
    Statements.
(2) Calculated for the 12 months ended for the dates shown.


Daily Gross Production
                                                 Three months ended

                                  Dec. 31 Sept. 30 June 30 March 31 Dec. 31

                                     2007     2007    2007     2007    2006
----------------------------------------------------------------------------
Crude oil & NGL        (mbbls/day)
 Western Canada
  Light crude oil & NGL              25.8     25.1    25.3     30.1    30.4
  Medium crude oil                   27.0     26.7    26.8     27.5    28.0
  Heavy crude oil & bitumen         107.8    106.5   105.4    108.0   109.5
----------------------------------------------------------------------------
                                    160.6    158.3   157.5    165.6   167.9
 East Coast Canada
  White Rose - light crude oil       81.1     79.2    90.3     89.4    79.4
  Terra Nova - light crude oil       11.6     16.3    15.5     14.7     6.7
 China
  Wenchang - light crude oil & NGL   11.2     12.7    13.2     13.6    11.7
----------------------------------------------------------------------------
                                    264.5    266.5   276.5    283.3   265.7
----------------------------------------------------------------------------
Natural gas             (mmcf/day)  617.8    620.1   615.7    640.0   662.2
----------------------------------------------------------------------------
Total                   (mboe/day)  367.5    369.9   379.1    390.0   376.1
----------------------------------------------------------------------------
----------------------------------------------------------------------------



2008 GUIDANCE AND 2007 ACTUAL

----------------------------------------------------------------------------
Gross Production                                       Year ended  Original
                                             Guidance December 31  Guidance

                                                 2008        2007      2007
----------------------------------------------------------------------------
Crude oil & NGL                 (mbbls/day)
 Light crude oil & NGL                        139-148         139   128-135
 Medium crude oil                              28- 29          27    28- 30
 Heavy crude oil & bitumen                    114-124         107   122-130
----------------------------------------------------------------------------
                                              281-301         273   278-295
Natural gas                      (mmcf/day)   625-655         623   670-690
Total barrels of oil equivalent  (mboe/day)   385-410         377   390-410
----------------------------------------------------------------------------
----------------------------------------------------------------------------

----------------------------------------------------------------------------
Capital Program (1)                                    Year ended  Original
                                             Guidance December 31  Guidance

                                                 2008        2007      2007
----------------------------------------------------------------------------
Upstream
 Western Canada                               $ 1,670     $ 1,747   $ 1,840
 Oil Sands                                        300         235       330
 East Coast Canada and Frontier                   650         279       290
 International                                    430          73       160
----------------------------------------------------------------------------
                                                3,050       2,334     2,620
Midstream                                         300         306       380
Downstream                                        300         223       140
Corporate                                          50          44        40
----------------------------------------------------------------------------
                                              $ 3,700     $ 2,907   $ 3,180
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Excludes capitalized administration costs, capitalized interest and
    corporate acquisitions.

MAJOR PROJECTS

UPSTREAM

East Coast Canada Exploration and Delineation

- Production licences for the North Amethyst oil field southwest of White Rose and the South White Rose extension were received in late 2007.

- Delineation of the West White Rose area continued with the completion of the C-30Z well and in the North White Rose area with the completion of the K-03 delineation well.

White Rose and the White Rose Satellite Tie-back Project

- The White Rose South Avalon development plan was completed with the drilling of the second gas injection well in September.

- Front-end engineering design of the North Amethyst satellite tie-back was substantially complete as of December 31, 2007.

- Agreement was reached with the Government of Newfoundland and Labrador regarding fiscal terms for the White Rose satellite fields, including the sale by Husky and its partner of a 5% equity interest to the government.

- The Company has secured the Transocean owned mobile semi-submersible drilling unit GSF Grand Banks for ongoing operations in the White Rose area and for continued exploration and delineation drilling offshore Newfoundland and Labrador. The three year agreement has provisions for two additional one year contract extensions. The GSF Grand Banks has drilled 18 development wells for the White Rose project and has been drilling in offshore Newfoundland and Labrador since 2002.

Tucker Oil Sands Project

The Tucker oil sands project production ramp up has been slower than anticipated largely due to the position of some wells relative to the oil saturation in the reservoir. While optimization strategies are continuing on the original 32 well pairs, the drilling of eight new well pairs on Pad C is complete and a new D pad of eight well pairs is planned.

Sunrise Oil Sands Project

The front-end engineering design for the Sunrise project is complete. Discussions with regulatory authorities to amend our development application is proceeding. Corporate sanction is expected to be in 2008.

The plan for the Sunrise Oil Sands Partnership with BP will proceed in three phases. The first phase will target 60 mbbls/day of bitumen production in 2012. Production is scheduled to reach 200 mbbls/day of bitumen in the 2015 to 2020 period. Preliminary field work is progressing.

Caribou

The overall front-end engineering design has been finalized for the 10 mbbls/day demonstration project and additional technical work is ongoing. Discussions with regulatory authorities are expected to continue into 2008.

Saleski

The winter drilling program has been reduced from 12 to six wells. We are continuing to work on reservoir characterization and assess the technical merit of various recovery processes.

McMullen Oil Sands Acquisition

In December 2007, we executed an agreement to purchase 110,000 contiguous acres of oil sands leases at McMullen, located in the west central Athabasca oil sands deposit, for $105 million. This land lies adjacent to oil sands leases that we currently hold. We will have a 100% working interest in these oil sands leases.

Northwest Territories Exploration

Preparation for winter drilling on Exploration License ("EL") 423 in the Central Mackenzie Valley is currently underway. EL 423 is located approximately 60 kilometres southeast of the Summit Creek B-44 and the Stewart Creek D-57 discovery wells. The Dahadinni B-20 well is scheduled to commence drilling in early February and the Keele River L-52 well in mid-February with a second rig. Following the acquisition of additional interests from our partners earlier in 2007, we now hold a 75% working interest in this play.

China Exploration

The seismic program over Block 29/26 in the South China Sea, including the Liwan natural gas discovery, was 92% completed but then suspended due to bad weather at the end of October 2007. Delineation drilling of the Liwan area is expected to commence in the second half of 2008 upon the arrival of the West Hercules deep water drilling rig, which is currently being constructed in Korea.

In the shallow waters of East and South China seas, three exploration wells are planned for 2008. The first well is expected to spud in late February on Block 23/15 in the Beibu Wan Basin north of Hainan Island.

Indonesia Natural Gas Development and Exploration

The Plan of Development and production sharing licence extension were submitted to BPMIGAS and MIGAS, the Indonesian regulatory authorities, for approval. On the East Bawean II block we completed the acquisition of 1,400 square kilometres of 3-D seismic data.

Offshore Greenland

Our work programs for 2008 have been finalized and consist of the acquisition of 3,000 kilometres of 2D seismic over Block 6 and 7,000 kilometres of 2D seismic over blocks 5 and 7. Acquisition of the remainder of the hi-resolution aero-gravity and magnetic survey, which was stopped by severe weather conditions, will resume in May 2008.

MIDSTREAM

Lloydminster Pipeline

The Lloydminster to Hardisty, Alberta pipeline expansion project phase one is complete and operational. Phase two is complete and operational with the exception of an 11 kilometre section in and around the City of Lloydminster.

Lloydminster Upgrader

The expansion of the Lloydminster upgrader to 150,000 from 82,000 barrels per day has been deferred due to labour shortages and high costs.

DOWNSTREAM

Lima, Ohio Refinery

Engineering evaluation of several options to reconfigure the Lima, Ohio refinery to increase its capacity to process heavy oil feedstock is underway.

Minnedosa Ethanol Plant

The ethanol plant at Minnedosa, Manitoba, was commissioned in early December 2007. The completion of this plant increases our capacity to produce fuel grade ethanol to 260 million litres per year.

 

BUSINESS ENVIRONMENT

Husky's financial results are significantly influenced by its business
environment. Average quarterly market prices were:

----------------------------------------------------------------------------
Average Benchmark Prices and
U.S. Exchange Rate                            Three months ended

                                  Dec. 31 Sept. 30 June 30 March 31 Dec. 31

                                     2007     2007    2007     2007    2006
----------------------------------------------------------------------------
WTI crude oil(1)       (U.S. $/bbl) 90.68    75.38   65.03    58.16   60.21
Brent crude oil(2)     (U.S. $/bbl) 88.70    74.87   68.76    57.75   59.68
Canadian light
 crude 0.3% sulphur         ($/bbl) 87.19    80.70   72.61    67.76   65.12
Lloyd heavy crude
 oil @ Lloydminster         ($/bbl) 42.03    43.61   39.02    38.25   35.24
NYMEX natural gas(1) (U.S. $/mmbtu)  6.97     6.16    7.55     6.77    6.56
NIT natural gas              ($/GJ)  5.69     5.31    6.99     7.07    6.03
WTI/Lloyd crude
 blend differential    (U.S. $/bbl) 34.06    23.50   20.36    17.32   21.75
U.S./Canadian dollar
 exchange rate             (U.S. $) 1.018    0.957   0.911    0.854   0.878
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Prices quoted are near-month contract prices for settlement during the
    next month.
(2) Dated Brent prices which are dated less than 15 days prior to loading
    for delivery.

SENSITIVITY ANALYSIS

The following table indicates the relative annual effect of changes in certain key variables on our pre-tax cash flow and net earnings. The analysis is based on business conditions and production volumes during the fourth quarter of 2007. Each separate item in the sensitivity analysis shows the effect of an increase in that variable only; all other variables are held constant. While these sensitivities are applicable for the period and magnitude of changes on which they are based, they may not be applicable in other periods, under other economic circumstances or greater magnitudes of change.

 

----------------------------------------------------------------------------
Sensitivity Analysis
                      2007
                    Fourth
                   Quarter                Effect on Pre-tax    Effect on
                   Average  Increase        Cash Flow (6)   Net Earnings (6)
----------------------------------------------------------------------------

                                                     ($/              ($/
                                           ($        share) ($        share)
                                           millions)    (7) millions)    (7)
Upstream and Midstream
 WTI benchmark
  crude oil price   $90.68  U.S. $1.00/bbl       79   0.09        55   0.06
 NYMEX benchmark
  natural gas
  price (1)         $ 6.97  U.S. $0.20/mmbtu     31   0.04        22   0.03
 WTI/Lloyd crude
  blend
  differential (2)  $34.06  U.S. $1.00/bbl      (22) (0.03)      (15) (0.02)
 Exchange rate
  (U.S. $ per
  Cdn $) (3)        $1.018  U.S. $0.01          (73) (0.09)      (52) (0.06)

Downstream
 Light oil margins  $ 0.04  Cdn $0.005/litre     16   0.02        10   0.01
 Asphalt margins    $11.62  Cdn $1.00/bbl         9   0.01         6   0.01
 New York Harbor
  3:2:1 crack
  spread (4)        $ 8.25  U.S. $1.00/bbl       54   0.06        34   0.04

Consolidated
 Period end
  translation of
  U.S. $ debt
  (U.S. $ per
  Cdn $)            $1.012(5) U.S. $0.01                          18   0.02
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Includes decrease in earnings related to natural gas consumption.
(2) Includes impact of upstream and midstream upgrading operations only.
(3) Assumes no foreign exchange gains or losses on U.S. dollar denominated
    long-term debt and other monetary items.
(4) Relates to the Lima, Ohio refinery that was acquired on July 1, 2007.
(5) U.S./Canadian dollar exchange rate at December 31, 2007.
(6) Excludes derivatives.
(7) Based on 849.0 million common shares outstanding as of December 31,
    2007.


RESULTS OF OPERATIONS

UPSTREAM
----------------------------------------------------------------------------
Upstream Earnings Summary                    Three months        Year ended
                                            ended Dec. 31           Dec. 31

(millions of dollars)                       2007     2006     2007     2006
----------------------------------------------------------------------------
Gross revenues                           $ 1,893  $ 1,619  $ 7,287  $ 6,586
Royalties                                    325      185    1,065      814
----------------------------------------------------------------------------
Net revenues                               1,568    1,434    6,222    5,772
Operating and administration expenses        371      373    1,409    1,321
Depletion, depreciation and amortization     396      389    1,615    1,476
Other                                        (13)       -     (101)       -
Income taxes                                 (50)     219      703      680
----------------------------------------------------------------------------
Earnings                                 $   864  $   453  $ 2,596  $ 2,295
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Fourth Quarter

Upstream earnings in the fourth quarter of 2007 increased by $411 million compared with the fourth quarter of 2006 mainly as a result of a recovery of future tax expense due to federal rate reductions and higher sales volumes and light crude oil prices from White Rose and Terra Nova.

Twelve Months

Upstream earnings were $301 million higher in 2007 than in 2006 as a result of higher sales volumes of light crude oil from White Rose and Terra Nova and higher crude oil prices offset by lower sales volumes of crude oil and natural gas and lower natural gas prices in Western Canada.

Commodity Prices

The average prices realized during the fourth quarter and twelve months of 2007 compared with the fourth quarter and twelve months of 2006 are illustrated below.

 

----------------------------------------------------------------------------
Average Sales Prices                        Three months       Year ended
                                            ended Dec. 31        Dec. 31

                                            2007     2006     2007     2006
----------------------------------------------------------------------------
Crude Oil                         ($/bbl)
 Light crude oil & NGL                     83.43    62.55    73.54    69.06
 Medium crude oil                          55.37    43.99    51.12    49.48
 Heavy crude oil & bitumen                 41.13    35.46    40.19    39.92
 Total average                             63.34    49.43    58.24    54.08
Natural Gas                       ($/mcf)
 Average                                    5.72     6.19     6.19     6.47
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Unit Operating Costs

Unit operating costs were 1% higher in the fourth quarter of 2007 compared with the same period in 2006.

Unit Depletion, Depreciation and Amortization

Unit depletion, depreciation and amortization expense increased 4% in the fourth quarter of 2007 compared with the same period in 2006 due to a higher capital base and lower reserves used in the depletion calculation.

Other

During the fourth quarter of 2007, a $13 million gain, $101 million gain year-to-date, was recorded on an embedded derivative related to a contract requiring payment in U.S. currency. The payments are expected to occur over the three-year period from mid-2008. This amount will fluctuate with the U.S./Cdn forward exchange rate until the actual contract settlement.

 

Netback Analysis                     Three months            Year ended
                                     ended Dec. 31             Dec. 31
                                    2007       2006       2007        2006
----------------------------------------------------------------------------
                                    $   %      $   %      $    %      $   %
                                       (1)        (1)         (1)        (1)
Western Canada
 Crude oil (per boe) (2)
  Light crude oil
   Gross price                  66.38      53.72      61.02       59.84
   Royalties                    11.94  18   7.25  13   7.87   13   7.34  12
----------------------------------------------------------------------------
   Net sales price              54.44      46.47      53.15       52.50
   Operating costs (3)          15.04  23  15.92  30  13.24   22  11.89  20

----------------------------------------------------------------------------
                                39.40      30.55      39.91       40.61
----------------------------------------------------------------------------
  Medium crude oil
   Gross price                  54.25      43.84      50.42       48.97
   Royalties                     9.78  18   7.40  17   8.89   18   8.61  18
----------------------------------------------------------------------------
   Net sales price              44.47      36.44      41.53       40.36
   Operating costs (3)          14.48  27  15.42  35  13.92   28  13.09  27
----------------------------------------------------------------------------
                                29.99      21.02      27.61       27.27
----------------------------------------------------------------------------
  Heavy crude oil & bitumen
   Gross price                  41.02      35.53      40.14       39.91
   Royalties                     5.83  14   4.49  13   5.26   13   5.16  13
----------------------------------------------------------------------------
   Net sales price              35.19      31.04      34.88       34.75
   Operating costs (3)          13.63  33  12.10  34  12.81   32  11.10  28
----------------------------------------------------------------------------
                                21.56      18.94      22.07       23.65
----------------------------------------------------------------------------
 Natural gas (per mcfge) (4)
  Gross price                    6.17       6.32       6.42        6.65
  Royalties                      1.16  19   1.20  19   1.23   19   1.37  21
----------------------------------------------------------------------------
  Net sales price                5.01       5.12       5.19        5.28
  Operating costs (3)            1.41  23   1.39  22   1.39   22   1.18  18
----------------------------------------------------------------------------
                                 3.60       3.73       3.80        4.10
----------------------------------------------------------------------------
East Coast
 Light crude oil (per boe) (2)
  Gross price                   85.31      64.62      75.37       71.18
  Royalties (5)                 14.46  17   1.96   3   9.43   13   1.95   3
----------------------------------------------------------------------------
  Net sales price               70.85      62.66      65.94       69.23
  Operating costs (3)            3.91   5   4.14   6   4.07    5   5.48   8
----------------------------------------------------------------------------
                                66.94      58.52      61.87       63.75
----------------------------------------------------------------------------
Canada
 Crude oil equivalent
  (per boe) (2)
  Gross price                   54.10      45.17      51.54       48.48
  Royalties                      9.11  17   5.17  11   7.46   14   6.00  12
----------------------------------------------------------------------------
  Net sales price               44.99      40.00      44.08       42.48
  Operating costs (3)            9.78  18   9.76  22   9.28   18   9.01  19
----------------------------------------------------------------------------
                                35.21      30.24      34.80       33.47
----------------------------------------------------------------------------
International
 Light crude oil (per boe) (2)
  Gross price                   89.17      66.01      77.07       73.60
  Royalties                     24.14  27  10.57  16  15.50   20  12.17  17
----------------------------------------------------------------------------
  Net sales price               65.03      55.44      61.57       61.43
  Operating costs (3)            4.25   5   4.90   7   3.84    5   3.81   5
----------------------------------------------------------------------------
                                60.78      50.54      57.73       57.62
----------------------------------------------------------------------------
Total
 Crude oil equivalent
  (per boe) (2)
  Gross price                   55.20      45.83      52.41       49.34
  Royalties                      9.58  17   5.32  11   7.74   15   6.19  12
----------------------------------------------------------------------------
  Net sales price               45.62      40.51      44.67       43.15
  Operating costs (3)            9.61  18   9.51  21   9.09   17   8.77  18
----------------------------------------------------------------------------
                                36.01      31.00      35.58       34.38
  DD&A                          11.71  21  11.23  25  11.75   22  11.24  23
  Administration expenses
   & other (3)                   0.22   -   0.34   1  (0.17)   -   0.48   1
----------------------------------------------------------------------------
  Earnings before income taxes  24.08  44  19.43  42  24.00   46  22.66  46
----------------------------------------------------------------------------
                                      100        100         100        100
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Percent of gross price.
(2) Includes associated co-products converted to boe.
(3) Operating costs exclude accretion, which is included in administration
    expenses & other.
(4) Includes associated co-products converted to mcfge.
(5) During the third quarter of 2007, White Rose royalties increased to 16%
    because the project, off the East Coast, achieved payout status for Tier
    1 royalties.


Upstream Capital Expenditures Summary (1)   Three months       Year ended
                                            ended Dec. 31        Dec. 31

(millions of dollars)                       2007     2006     2007     2006
----------------------------------------------------------------------------
Exploration
 Western Canada                          $   118  $    37  $   456  $   497
 East Coast Canada and Frontier               51       38       84       79
 International                                24        8       70       77
----------------------------------------------------------------------------
                                             193       83      610      653
----------------------------------------------------------------------------
Development
 Western Canada                              476      593    1,575    1,675
 East Coast Canada                            36       28      197      279
 International                                 1        -        6       20
----------------------------------------------------------------------------
                                             513      621    1,778    1,974
----------------------------------------------------------------------------
                                         $   706  $   704  $ 2,388  $ 2,627
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Excludes capitalized costs related to asset retirement obligations
    incurred during the period.

Western Canada Wells Drilled     Three months          Year ended
                                 ended Dec. 31           Dec. 31

                                2007      2006       2007        2006

                            Gross  Net Gross   Net Gross  Net  Gross    Net
----------------------------------------------------------------------------
Exploration    Oil             23   23    30    29    79   79    101     99
               Gas (1)         29   20    52    42   114   92    330    192
               Dry              1    -     2     2    14   12     26     24
----------------------------------------------------------------------------
                               53   43    84    73   207  183    457    315
----------------------------------------------------------------------------
Development    Oil            154  143   210   209   571  530    590    543
               Gas (1)        102   56   183   159   343  251    565    490
               Dry             12   10     5     5    31   29     25     22
----------------------------------------------------------------------------
                              268  209   398   373   945  810  1,180  1,055
----------------------------------------------------------------------------
Total                         321  252   482   446 1,152  993  1,637  1,370
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) The decrease in the number of gas wells drilled for the year ended
    December 31, 2007 compared with 2006 reflects weaker gas prices and a
    fall in the number of coalbed methane wells.

MIDSTREAM
----------------------------------------------------------------------------
Upgrading Earnings Summary                  Three months       Year ended
                                            ended Dec. 31        Dec. 31
(millions of dollars,
 except where indicated)                    2007     2006     2007     2006
----------------------------------------------------------------------------
Gross margin                             $   232  $   145  $   614  $   624
Operating costs                               61       55      221      224
Other recoveries                              (1)      (2)      (4)      (6)
Depreciation and amortization                  8        6       25       24
Income taxes                                  27       27       90       97
----------------------------------------------------------------------------
Earnings                                 $   137  $    59  $   282  $   285
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Selected operating data:
 Upgrader throughput (1)     (mbbls/day)    73.1     70.8     61.4     71.0
 Synthetic crude oil sales   (mbbls/day)    66.5     64.1     53.1     62.5
 Upgrading differential          ($/bbl) $ 36.74  $ 23.81  $ 30.73  $ 26.16
 Unit margin                     ($/bbl) $ 37.92  $ 24.57  $ 31.67  $ 27.35
 Unit operating cost (2)         ($/bbl) $  8.95  $  8.39  $  9.83  $  8.65
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1)  Throughput includes diluent returned to the field.
(2)  Based on throughput.

Fourth Quarter

Upgrading earnings in the fourth quarter of 2007 were $78 million higher than the fourth quarter of 2006 due to an increased upgrading differential, higher sales volume of synthetic crude oil and a recovery of future tax expense due to federal rate reductions.

Twelve Months

Upgrading earnings in 2007 were $3 million less than 2006 largely due to lower sales volumes due to the 49-day plant turnaround offset by an increase in the upgrading differential.

 

----------------------------------------------------------------------------
Infrastructure and Marketing                Three months       Year ended
 Earnings Summary                           ended Dec. 31        Dec. 31
(millions of dollars,
 except where indicated)                    2007     2006     2007     2006
----------------------------------------------------------------------------
Gross margin - pipeline                  $    28  $    24  $   115  $   104
             - other infrastructure
                and marketing                 87       56      278      208
----------------------------------------------------------------------------
                                             115       80      393      312
Other expenses                                 7        3       14       11
Depreciation and amortization                  7        7       28       24
Income taxes                                  20       24       98       80
----------------------------------------------------------------------------
Earnings                                 $    81  $    46  $   253  $   197
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Selected operating data:
 Aggregate pipeline throughput (mbbls/day)   497      465      501      475
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Fourth Quarter

Infrastructure and marketing earnings in the fourth quarter of 2007 increased by $35 million over the same period in 2006 primarily due to higher earnings from sales of blended heavy crude oil, higher crude oil and NGL trading earnings and a recovery of future tax expense due to federal rate reductions.

Twelve Months

Infrastructure and marketing earnings in 2007 increased by $56 million over 2006 primarily due to higher crude oil pipeline margins, higher crude oil and NGL trading earnings, higher earnings from sales of blended heavy crude oil and higher natural gas marketing earnings.

Midstream Capital Expenditures

Midstream capital expenditures totalled $309 million in 2007; $217 million at the Lloydminster Upgrader, primarily for debottleneck and reliability projects and expansion studies and $92 million on pipelines and infrastructure.

 

DOWNSTREAM
----------------------------------------------------------------------------
Canadian Refined Products                   Three months       Year ended
 Earnings Summary                           ended Dec. 31        Dec. 31
(millions of dollars,
 except where indicated)                    2007     2006     2007     2006
----------------------------------------------------------------------------
Gross margin - fuel sales                $    44  $    17  $   188  $   138
             - ancillary sales                11       10       42       36
             - asphalt sales                  29       23      160       94
----------------------------------------------------------------------------
                                              84       50      390      268
Operating and other expenses                  25       21       82       74
Depreciation and amortization                 19       14       66       48
Income taxes                                 (12)       5       50       40
----------------------------------------------------------------------------
Earnings                                 $    52  $    10  $   192  $   106
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Selected operating data:
 Number of fuel outlets                                        505      505
 Light oil sales     (million litres/day)    8.5      8.6      8.7      8.7
 Light oil retail sales per outlet
                    (thousand litres/day)   13.4     12.8     13.2     12.9
 Prince George refinery throughput
                              (mbbls/day)   11.6     11.2     10.5      9.0
 Asphalt sales                (mbbls/day)   24.5     21.0     21.8     23.4
 Lloydminster refinery throughput
                              (mbbls/day)   28.8     28.1     25.3     27.1
 Ethanol production (thousand litres/day)  347.2    159.3    324.6     59.7
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Fourth Quarter

Canadian refined products earnings in the fourth quarter of 2007 increased by $42 million over the fourth quarter of 2006 due to higher margins for gasoline and ethanol, higher sales volume for asphalt products and a recovery of future tax expense due to federal rate reductions.

Twelve Months

Canadian refined products earnings in 2007 increased by $86 million over 2006 due to higher margins for gasoline, distillates, ethanol and asphalt and higher sales volume of ethanol products partially offset by higher depreciation created by the startup of the Lloydminster ethanol plant.

 

----------------------------------------------------------------------------
U.S. Refining and Marketing Earnings Summary     Three months    Six months
                                                ended Dec. 31 ended Dec. 31

(millions of dollars, except where indicated)            2007          2007
----------------------------------------------------------------------------
Gross refining margin                                   $ 155         $ 310
Processing costs                                           48            93
Operating and other expenses                                1             1
Interest - net                                              -             1
Depreciation and amortization                              25            47
Income taxes                                               30            63
----------------------------------------------------------------------------
Earnings                                                $  51         $ 105
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Selected operating data:
 Refinery throughput                (mbbls/day)
  Crude oil and other feedstock                           147           144
Yield                               (mbbls/day)
  Gasoline                                                 84            82
  Middle distillates                                       52            47
  Other fuel and feedstock                                 13            16
 Margins               ($/bbl crude throughput)
  Gross refining margin                                 11.12         12.42
Unit operating costs           ($/bbl of yield)          3.47          3.48
Refined product sales               (mbbls/day)
 Gasoline                                                  87            81
 Middle distillates                                        52            46
 Other fuel and feedstock                                  14            13
----------------------------------------------------------------------------
----------------------------------------------------------------------------

The Lima refinery had a good fourth quarter meeting expectations and operating normally following the electrical transformer outage in the third quarter.

Downstream Capital Expenditures

Canadian refined products capital expenditures totalled $212 million in 2007; $3 million at the Lloydminster ethanol plant, $114 million at the Minnedosa ethanol plant, $69 million for marketing location upgrades and construction, $17 million for debottleneck and upgrade projects at the Lloydminster asphalt refinery and asphalt distribution facilities and $9 million at the Prince George refinery.

Subsequent to the acquisition of the Lima refinery, capital expenditures at the refinery for the six months ended December 31, 2007 totalled $21 million and were largely for environmental projects and plant upgrades to improve reliability.

 

CORPORATE
----------------------------------------------------------------------------
Corporate Summary                           Three months       Year ended
                                            ended Dec. 31        Dec. 31

(millions of dollars) income (expense)      2007     2006     2007     2006
----------------------------------------------------------------------------
Intersegment eliminations - net          $   (16) $    36  $   (51) $    20
Administration expenses                      (21)     (16)     (54)     (35)
Stock-based compensation                     (40)     (35)     (88)    (138)

Accretion                                      -       (1)      (4)      (3)
Other - net                                    6       (4)      (5)     (23)
Depreciation and amortization                 (7)     (10)     (25)     (27)
Interest on debt                             (46)     (27)    (148)    (125)
Interest capitalized                           6        3       19       33
Foreign exchange - realized                  (32)     (12)     (74)       7
Foreign exchange - unrealized                 26        4      125       17
Income taxes                                  13       36       91      117
----------------------------------------------------------------------------
Earnings (loss)                          $  (111) $   (26) $  (214) $  (157)
----------------------------------------------------------------------------
----------------------------------------------------------------------------

----------------------------------------------------------------------------
Foreign Exchange Summary                    Three months       Year ended
                                            ended Dec. 31        Dec. 31

(millions of dollars)                       2007     2006     2007     2006
----------------------------------------------------------------------------
(Gain) loss on translation of U.S.
 dollar denominated long-term debt
 Realized                                $     -  $   (11) $     -  $   (42)
 Unrealized                                   (9)      71     (197)      35
----------------------------------------------------------------------------
                                              (9)      60     (197)      (7)
----------------------------------------------------------------------------
Cross currency swaps
 Realized                                      -       47        -       47
 Unrealized                                    3      (69)      62      (43)
----------------------------------------------------------------------------
                                               3      (22)      62        4
----------------------------------------------------------------------------
Other (gains) losses                          12      (30)      84      (21)
----------------------------------------------------------------------------
                                         $     6  $     8  $   (51) $   (24)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
U.S./Canadian dollar exchange rates:
 At beginning of period                      U.S.     U.S.     U.S.     U.S.
                                         $ 1.004  $ 0.897  $ 0.858  $ 0.858
 At end of period                            U.S.     U.S.     U.S.     U.S.
                                         $ 1.012  $ 0.858  $ 1.012  $ 0.858
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Corporate Capital Expenditures

Corporate capital expenditures totalled $44 million in 2007 primarily for
various office and information system upgrades.


ADDITIONAL INFORMATION
OIL AND GAS RESERVES
----------------------------------------------------------------------------
Reconciliation of Proved Reserves (1)

                                   Crude oil
                                       & NGL  Natural gas  Equivalent units
                                     (mmbbls)        (bcf)           (mmboe)
----------------------------------------------------------------------------
December 31, 2006                        647        2,143             1,004
Revision of previous estimates            25           64                36
Discoveries, extensions and
 improved recovery                        85          199               118
Purchase of reserves in place              1           36                 7
Sale of reserves in place                (10)         (23)              (14)
Production                               (99)        (228)             (137)
----------------------------------------------------------------------------
December 31, 2007                        649        2,191             1,014
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Proved plus probable reserves
December 31, 2007                      2,688        3,180             3,218
December 31, 2006                      2,006        2,626             2,444
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Constant price before royalties.

NON-GAAP MEASURES

Disclosure of Cash Flow from Operations

This document contains the term "cash flow from operations", which should not be considered an alternative to, or more meaningful than "cash flow - operating activities" as determined in accordance with generally accepted accounting principles as an indicator of our financial performance. Our determination of cash flow from operations may not be comparable to that reported by other companies. Cash flow from operations equals net earnings plus items not affecting cash which include accretion, depletion, depreciation and amortization, future income taxes, foreign exchange and other non-cash items.

 

The following table shows the reconciliation of cash flow from operations
to cash flow - operating activities for the periods noted:
----------------------------------------------------------------------------

                                                     Year ended December 31

(millions of dollars)                                   2007           2006
----------------------------------------------------------------------------
Non-GAAP  Cash flow from operations                  $ 5,426        $ 4,501
          Settlement of asset retirement obligations     (51)           (36)
          Change in non-cash working capital            (718)           544
----------------------------------------------------------------------------
GAAP      Cash flow - operating activities           $ 4,657        $ 5,009
----------------------------------------------------------------------------
----------------------------------------------------------------------------


Abbreviations

bbls          barrels
bps           basis points
mbbls         thousand barrels
mbbls/day     thousand barrels per day
mmbbls        million barrels
mcf           thousand cubic feet
mmcf          million cubic feet
mmcf/day      million cubic feet per day
bcf           billion cubic feet
tcf           trillion cubic feet
boe           barrels of oil equivalent
mboe          thousand barrels of oil equivalent
mboe/day      thousand barrels of oil equivalent per day
mmboe         million barrels of oil equivalent
mcfge         thousand cubic feet of gas equivalent
GJ            gigajoule
mmbtu         million British Thermal Units
mmlt          million long tons
MW            megawatt
MWh           megawatt-hour
NGL           natural gas liquids
WTI           West Texas Intermediate
NYMEX         New York Mercantile Exchange
NIT           NOVA Inventory Transfer
LIBOR         London Interbank Offered Rate
CDOR          Certificate of Deposit Offered Rate
SEDAR         System for Electronic Document Analysis and Retrieval
FPSO          Floating production, storage and offloading vessel
FEED          Front-end engineering design
OPEC          Organization of Petroleum Exporting Countries
WCSB          Western Canada Sedimentary Basin
SAGD          Steam-assisted gravity drainage

Terms

Bitumen                 A naturally occurring viscous mixture consisting
                        mainly of pentanes and heavier hydrocarbons. It is
                        more viscous than 10 degrees API
Capital Employed        Short- and long-term debt and shareholders' equity
Capital Expenditures    Includes capitalized administrative expenses and
                        capitalized interest but does not include proceeds
                        or other assets
Capital Program         Capital expenditures not including capitalized
                        administrative expenses or capitalized interest
Carbonate               Sedimentary rock primarily composed of calcium
                        carbonate (limestone) or calcium magnesium carbonate
                        (dolomite) which forms many petroleum reservoirs
Cash Flow from          Earnings from operations plus non-cash charges
 Operations             before settlement of asset retirement obligations
                        and change in non- cash working capital
Coalbed Methane         Methane (CH4), the principal component of natural
                        gas, is adsorbed in the pores of coal seams
Contingent Resource     Are those quantities of oil and gas estimated on a
                        given date to be potentially recoverable from known
                        accumulations but not currently economic
Dated Brent             Prices which are dated less than 15 days prior to
                        loading for delivery
Design Rate Capacity    Maximum continuous rated output of a plant based on
                        its design
Discovered Resource     Are those quantities of oil and gas estimated on a
                        given date to be remaining in, plus those quantities
                        already produced from, known accumulations.
                        Discovered resources are divided into economic and
                        uneconomic categories, with the estimated future
                        recoverable portion classified as reserves and
                        contingent resources, respectively
Equity                  Shares, retained earnings and accumulated other
                        comprehensive income

Feedstock               Raw materials which are processed into petroleum
                        products
Front-end Engineering   Preliminary engineering and design planning, which
 Design                 among other things, identifies project objectives,
                        scope, alternatives, specifications, risks, costs,
                        schedule and economics
Glory Hole              An excavation in the seabed where the wellheads and
                        other equipment are situated to protect them from
                        scouring icebergs
Gross/Net Acres/Wells   Gross refers to the total number of acres/wells in
                        which an interest is owned. Net refers to the sum of
                        the fractional working interests owned by a company
Gross Reserves/         A company's working interest share of reserves/
 Production             production before deduction of royalties
Heads of Agreement      A non-binding document that outlines the main issues
                        relevant to a tentative formal agreement
Hectare                 One hectare is equal to 2.47 acres
Nameplate Capacity      The maximum rated output at which a plant or other
                        equipment was designed and constructed to safely and
                        efficiently operate under specified conditions
Near-month Prices       Prices quoted for contracts for settlement during
                        the next month
NOVA Inventory          Exchange or transfer of title of gas that has been
 Transfer               received into the NOVA pipeline system but not yet
                        delivered to a connecting pipeline
Polymer                 A substance which has a molecular structure built up
                        mainly or entirely of many similar units bonded
                        together
Possible Reserves       Are those additional reserves that are less certain
                        to be recovered than probable reserves. It is
                        unlikely that the actual remaining quantities
                        recovered will exceed the sum of the estimated
                        proved + probable + possible reserves
Surfactant              A substance that tends to reduce the surface tension
                        of a liquid in which it is dissolved
Total Debt              Long-term debt including current portion and bank
                        operating loans

FORWARD-LOOKING STATEMENTS OR INFORMATION

Certain statements in this release and Interim Report are forward-looking statements or information (collectively "forward-looking statements"), within the meaning of the applicable Canadian securities legislation, Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended. The Company is hereby providing cautionary statements identifying important factors that could cause the Company's actual results to differ materially from those projected in these forward-looking statements. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as "will likely result," "are expected to," "will continue," "is anticipated," "estimated," "intend," "plan," "projection," "could," "vision," "goals," "objective" and "outlook") are not historical facts and are forward-looking and may involve estimates, assumptions and uncertainties which could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. In particular, forward-looking statements include: the closing of our joint venture agreement with BP, the throughput restriction at White Rose and East Coast seismic acquisition, our production plans for the Tucker in-situ oil sands project, our Sunrise and Caribou oil sands project production plans and development application schedule, our Northwest Territories drilling program, the schedule of our offshore China geophysical and drilling programs, the commencement of production at the Madura BD natural gas and NGL field, the timing for contracting front-end engineering design work for Indonesia, our Minnedosa plant production capability, our work programs for offshore Greenland and our plans to review options in respect of reconfiguring and expanding the Lima refinery. Accordingly, any such forward-looking statements are qualified in their entirety by reference to, and are accompanied by, the factors discussed throughout this release. Among the key factors that have a direct bearing on our results of operations are the nature of our involvement in the business of exploration for, and development and production of crude oil and natural gas reserves and the fluctuation of the exchange rates between the Canadian and United States dollar.

Because actual results or outcomes could differ materially from those expressed in any forward-looking statements, investors should not place undue reliance on any such forward-looking statements. By their nature, forward-looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, which contribute to the possibility that the predicted outcomes will not occur. The risks, uncertainties and other factors, many of which are beyond our control, that could influence actual results include, but are not limited to:

- the prices we receive for our crude and natural gas production;

- demand for our products and our cost of operations;

- our ability to replace our proved oil and gas reserves in a cost-effective manner;

- competitive actions of other companies, including increased competition from other oil and gas companies;

- business interruptions because of unexpected events such as fires, blowouts, freeze-ups, equipment failures and other similar events affecting us or other parties whose operations or assets directly or indirectly affect us and that may or may not be financially recoverable;

- foreign exchange risk;

- actions by governmental authorities, including changes in environmental and other regulations that may impose operating costs or restrictions in areas where we operate; and

- the accuracy of our reserve estimates and estimated production levels.

These risks, uncertainties and other factors are discussed in our Annual Information Form and our Form 40-F, available at www.sedar.com and www.sec.gov, respectively.

Further, any forward-looking statement speaks only as of the date on which such statement is made, and, except as required by applicable law, the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for management to predict all of such factors and to assess in advance the impact of each such factor on the Company's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement.

CAUTIONARY NOTE REQUIRED BY NATIONAL INSTRUMENT 51-101

The Company uses the terms barrels of oil equivalent ("boe") and thousand cubic feet of gas equivalent ("mcfge"), which are calculated on an energy equivalence basis whereby one barrel of crude oil is equivalent to six thousand cubic feet of natural gas. Readers are cautioned that the terms boe and mcfge may be misleading, particularly if used in isolation. This measure is primarily applicable at the burner tip and does not represent value equivalence at the wellhead.

Husky's disclosure of reserves data and other oil and gas information is made in reliance on an exemption granted to Husky by Canadian securities regulatory authorities, which permits Husky to provide disclosure required by and consistent with the requirements of the United States Securities and Exchange Commission and the Financial Accounting Standards Board in the United States in place of much of the disclosure expected by National Instrument 51-101, "Standards of Disclosure for Oil and Gas Activities." Please refer to "Disclosure of Exemption Under National Instrument 51-101" on page 2 of our Annual Information Form for the year ended December 31, 2006 filed with securities regulatory authorities for further information.

The Company has disclosed contingent resources of bitumen in this news release. Contingent resources are those quantities of petroleum estimated, as of a given date, to be potentially recoverable from known accumulations using established technology or technology under development, but which are not currently considered to be commercially recoverable due to one or more contingencies. It is also appropriate to classify as contingent resources the estimated discovered recoverable quantities associated with a project in the early evaluation stage. Contingencies may include factors such as satisfactory drilling and testing results, adequate economic and market considerations and commitment to develop these resources as well as other factors such as legal, environmental, political and regulatory issues. There is no certainty that it will be commercially viable to produce any portion of these resources.

Contingencies may include factors such as economic, legal, environmental, political and regulatory matters or lack of market. It is also appropriate to classify as contingent resources the estimated discovered recoverable quantities associated with a project in the early evaluation stage.

CAUTIONARY NOTE TO U.S. INVESTORS

The United States Securities and Exchange Commission permits U.S. oil and gas companies, in their filings with the SEC, to disclose only proved reserves, that is reserves that geological and engineering data demonstrate with reasonable certainty to be recoverable in future years from known reservoirs under existing economic and operating conditions, i.e. prices and costs as of the date the estimate is made. We use certain terms in this release, such as "probable reserves," "possible reserves," "discovered resource" and "contingent resource," that the SEC's guidelines strictly prohibit in filings with the SEC by U.S. oil and gas companies. U.S. investors should refer to our Annual Report on Form 40-F available from us or the SEC for further reserve disclosure.

 

CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Balance Sheets
----------------------------------------------------------------------------
                                                  December 31   December 31
(millions of dollars, except share data)                 2007          2006
----------------------------------------------------------------------------
                                                   (unaudited)
Assets
Current assets
 Cash and cash equivalents                           $    208  $        442
 Accounts receivable                                    1,622         1,284
 Inventories                                            1,190           428
 Prepaid expenses                                          28            25
----------------------------------------------------------------------------
                                                        3,048         2,179
Property, plant and equipment - (full cost
 accounting)                                           29,407        25,552
 Less accumulated depletion, depreciation and
  amortization                                         11,602        10,002
----------------------------------------------------------------------------
                                                       17,805        15,550
Goodwill                                                  660           160
Other assets                                              184            44
----------------------------------------------------------------------------
                                                     $ 21,697  $     17,933
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Liabilities and Shareholders' Equity
Current liabilities
 Accounts payable and accrued liabilities            $  2,358  $      2,574
 Long-term debt due within one year (note 7)              741           100
----------------------------------------------------------------------------
                                                        3,099         2,674
Long-term debt (note 7)                                 2,073         1,511
Other long-term liabilities (note 8)                      918           756
Future income taxes (note 9)                            3,957         3,372
Commitments and contingencies (note 10)
Shareholders' equity
 Common shares (note 11)                                3,551         3,533
 Retained earnings                                      8,176         6,087
 Accumulated other comprehensive income                   (77)            -
----------------------------------------------------------------------------
                                                       11,650         9,620
----------------------------------------------------------------------------
                                                     $ 21,697  $     17,933
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Common shares outstanding (millions) (note 11)          849.0          848.5
----------------------------------------------------------------------------
----------------------------------------------------------------------------
The accompanying notes to the consolidated financial statements are an
integral part of these statements.


Consolidated Statements of Earnings and Comprehensive Income
----------------------------------------------------------------------------
                                            Three months         Year ended
                                           ended Dec. 31            Dec. 31
(millions of dollars, except share
 data)
(unaudited)                              2007       2006     2007      2006
----------------------------------------------------------------------------
Sales and operating revenues, net of
 royalties                            $ 4,760  $   3,084 $ 15,518  $ 12,664
Costs and expenses
 Cost of sales and operating expenses   3,081      1,760    9,296     7,169
 Selling and administration expenses       71         47      219       162
 Stock-based compensation                  40         35       88       138
 Depletion, depreciation and
  amortization                            462        426    1,806     1,599
 Interest - net (note 7)                   40         24      130        92
 Foreign exchange (note 7)                  6          8      (51)      (24)
 Other - net (note 13)                    (16)         3      (97)       22
----------------------------------------------------------------------------
                                        3,684      2,303   11,391     9,158
----------------------------------------------------------------------------
Earnings before income taxes            1,076        781    4,127     3,506
----------------------------------------------------------------------------
Income taxes
 Current                                  110         54      347       678
 Future (note 9)                         (108)       185      566       102
----------------------------------------------------------------------------
                                            2        239      913       780
----------------------------------------------------------------------------
Net earnings                            1,074        542    3,214     2,726
Other comprehensive income (note 3)
 Derivatives designated as cash flow
  hedges, net of tax (note 13)             10          -       14         -
 Cumulative foreign currency
  translation adjustment                  (35)         -     (175)        -
 Hedge of net investment, net of tax
  (note 13)                                11          -      102         -
----------------------------------------------------------------------------
                                          (14)         -      (59)        -
----------------------------------------------------------------------------
Comprehensive income (note 3)         $ 1,060  $     542 $  3,155  $  2,726
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Earnings per share
 Basic and diluted (note 11)          $  1.26  $    0.64 $   3.79  $   3.21
Weighted average number of common
 shares outstanding (millions)
 Basic and diluted (note 11)            849.0      848.5    848.8     848.4
----------------------------------------------------------------------------
----------------------------------------------------------------------------
The accompanying notes to the consolidated financial statements are an
integral part of these statements.


Consolidated Statements of Changes in Shareholders' Equity
----------------------------------------------------------------------------
                                            Three months         Year ended
                                           ended Dec. 31            Dec. 31
(millions of dollars)
(unaudited)                              2007       2006     2007      2006
----------------------------------------------------------------------------
Common shares
 Beginning of period                 $  3,549    $ 3,532 $  3,533   $ 3,523
 Options exercised                          2          1       18        10
----------------------------------------------------------------------------
 End of period                          3,551      3,533    3,551     3,533
----------------------------------------------------------------------------
Retained earnings
 Beginning of period                    7,382      5,757    6,087     3,997
 Net earnings                           1,074        542    3,214     2,726
 Dividends on common shares
  Ordinary                               (280)      (212)    (917)     (636)
  Special                                   -          -     (212)        -
 Adoption of financial instruments
 (notes 3, 13)                              -          -        4         -
----------------------------------------------------------------------------
 End of period                          8,176      6,087    8,176     6,087
----------------------------------------------------------------------------
Accumulated other comprehensive income
 Beginning of period                      (63)         -        -         -
 Adoption of financial instruments
 (notes 3, 13)                              -          -      (18)        -
 Other comprehensive income (note 3)
  Derivatives designated as cash flow
   hedges, net of tax (note 13)            10          -       14         -
  Cumulative foreign currency
   translation adjustment                 (35)         -     (175)        -
  Hedge of net investment, net of tax
   (note 13)                               11          -      102         -
----------------------------------------------------------------------------
                                          (14)         -      (59)        -
----------------------------------------------------------------------------
 End of period                            (77)         -      (77)        -
----------------------------------------------------------------------------
Shareholders' equity                 $ 11,650    $ 9,620 $ 11,650   $ 9,620
----------------------------------------------------------------------------
----------------------------------------------------------------------------
The accompanying notes to the consolidated financial statements are an
integral part of these statements.


Consolidated Statements of Cash Flows
----------------------------------------------------------------------------
                                            Three months         Year ended
                                           ended Dec. 31            Dec. 31
(millions of dollars) (unaudited)        2007       2006     2007      2006

----------------------------------------------------------------------------
Operating activities
 Net earnings                         $ 1,074    $   542  $ 3,214   $ 2,726
 Items not affecting cash
  Accretion (note 8)                       12         11       47        45
  Depletion, depreciation and
   amortization                           462        426    1,806     1,599
  Future income taxes                    (108)       185      566       102
  Foreign exchange                         (8)        39     (135)       (3)
  Other                                    (7)         4      (72)       32
 Settlement of asset retirement
  obligations (note 8)                    (16)       (12)     (51)      (36)
 Change in non-cash working capital
  (note 5)                                142        (89)    (718)      544
----------------------------------------------------------------------------
 Cash flow - operating activities       1,551      1,106    4,657     5,009
----------------------------------------------------------------------------
Financing activities
 Bank operating loans financing - net     (44)         -        -         -
 Long-term debt issue                     600          -    7,222     1,226
 Long-term debt repayment                (601)      (171)  (5,722)   (1,493)
 Settlement of cross currency swap          -        (47)       -       (47)
 Debt issue costs                           -          -       (8)        -
 Proceeds from exercise of stock
  options                                   1          -        5         3
 Dividends on common shares              (280)      (212)  (1,129)     (636)
 Other                                      -         (1)       -        (1)
 Change in non-cash working capital
  (note 5)                               (292)       (14)      65      (678)
----------------------------------------------------------------------------
 Cash flow - financing activities        (616)      (445)     433    (1,626)
----------------------------------------------------------------------------
Available for investing                   935        661    5,090     3,383
----------------------------------------------------------------------------
Investing activities
 Capital expenditures                    (840)      (882)  (2,931)   (3,171)
 Corporate acquisition (note 4)             -          -   (2,589)        -
 Asset sales                                1          -      333        34
 Other                                     (2)         -      (44)      (12)
 Change in non-cash working capital
  (note 5)                                107        119      (93)       40
----------------------------------------------------------------------------
 Cash flow - investing activities        (734)      (763)  (5,324)   (3,109)
----------------------------------------------------------------------------
Increase (decrease) in cash and cash
 equivalents                              201       (102)    (234)      274
Cash and cash equivalents, beginning
 of period                                  7        544      442       168
----------------------------------------------------------------------------
Cash and cash equivalents, end of
 period                               $   208    $   442  $   208   $   442
----------------------------------------------------------------------------
----------------------------------------------------------------------------
The accompanying notes to the consolidated financial statements are an
integral part of these statements.




Notes to the Consolidated Financial Statements
Year ended December 31, 2007 (unaudited)
Except where indicated, all dollar amounts are in millions.
Note 1  Segmented Financial Information


                                Upstream                Midstream

                                                             Infrastructure
                                               Upgrading      and Marketing
                              2007    2006   2007    2006     2007     2006
----------------------------------------------------------------------------
Three months
 ended December 31
Sales and
 operating
 revenues, net of
 royalties                 $ 1,568 $ 1,434 $  530 $   385 $  2,617 $  2,377
Costs and
 expenses
 Operating, cost
  of sales, selling
  and general                  358     373    358     293    2,509    2,300
 Depletion,
  depreciation and
  amortization                 396     389      8       6        7        7
 Interest - net                  -       -      -       -        -        -
 Foreign exchange                -       -      -       -        -        -
----------------------------------------------------------------------------
                               754     762    366     299    2,516    2,307
----------------------------------------------------------------------------
Earnings (loss)
 before income
 taxes                         814     672    164      86      101       70
 Current income
  taxes                         41      62      5     (31)      18       22
 Future income
  taxes                        (91)    157     22      58        2        2
----------------------------------------------------------------------------
Net earnings
 (loss)                    $   864 $   453 $  137   $  59  $    81  $    46
----------------------------------------------------------------------------
Capital expenditures -
 Three months ended
 Dec. 31 (2)               $   706 $   704 $   44   $  65  $    15  $    27
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Year ended Dec. 31
Sales and
 operating
 revenues, net of
 royalties                 $ 6,222 $ 5,772 $1,524 $ 1,679 $ 10,217  $ 9,559
Costs and
 expenses
 Operating, cost
  of sales, selling
  and general                1,308   1,321  1,127   1,273    9,838    9,258
 Depletion,
  depreciation and
  amortization               1,615   1,476     25      24       28       24
 Interest - net                  -       -      -       -        -        -
 Foreign exchange                -       -      -       -        -        -
----------------------------------------------------------------------------
                             2,923   2,797  1,152   1,297    9,866    9,282
----------------------------------------------------------------------------
Earnings (loss)
 before income taxes         3,299   2,975    372     382      351      277
 Current income
  taxes                        122     519     10      53       68       79
 Future income
  taxes                        581     161     80      44       30        1
----------------------------------------------------------------------------
Net earnings
 (loss)                    $ 2,596 $ 2,295 $  282 $   285 $    253 $    197
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Capital expenditures -
 Year ended Dec. 31 (2)    $ 2,388 $ 2,627 $  217 $   184 $     92 $     68
Goodwill
 additions - Year
 ended Dec. 31             $     - $     - $    - $     - $      - $      -
Total assets - As
 at Dec. 31                $14,395 $13,920 $1,405 $   992 $  1,134 $  1,329
----------------------------------------------------------------------------
----------------------------------------------------------------------------


----------------------------------------------------------------------------
                           Downstream        Corporate and        Total
                                           Eliminations (1)
                                     U.S.
                    Canadian    Refining
                     Refined         and
                    Products   Marketing
                 2007   2006   2007 2006     2007     2006     2007    2006
----------------------------------------------------------------------------
Three months
 ended
 December 31
Sales and
 operating
 revenues,
 net of
 royalties      $ 758  $ 579 $1,340 $  -  $(2,053) $(1,691) $ 4,760 $ 3,084
Costs and
 expenses
 Operating,
  cost of
  sales,
  selling and
  general         699    550  1,234    -   (1,982)  (1,671)   3,176   1,845
 Depletion,
  depreciation
  and
  amortization     19     14     25    -        7       10      462     426
 Interest - net     -      -      -    -       40       24       40      24
 Foreign
  exchange          -      -      -    -        6        8        6       8
----------------------------------------------------------------------------
                  718    564  1,259    -   (1,929)  (1,629)   3,684   2,303
----------------------------------------------------------------------------
Earnings (loss)
 before income
 taxes             40     15     81    -     (124)     (62)   1,076     781
 Current income
  taxes             4      2     14    -       28       (1)     110      54
 Future income
  taxes           (16)     3     16    -      (41)     (35)    (108)    185
----------------------------------------------------------------------------
Net earnings
 (loss)         $  52 $   10 $   51 $  -  $  (111) $   (26) $ 1,074 $   542
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Capital
 expenditures
 - Three months
 ended Dec. 31
 (2)            $  52 $   83 $   16 $  -  $    20  $    14  $   853 $   893
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Year ended
 Dec. 31
Sales and
 operating
 revenues,
 net of
 royalties    $ 2,916 $2,575 $2,383 $  -  $(7,744) $(6,921) $15,518 $12,664
Costs and
 expenses
 Operating,
  cost of
  sales,
  selling and
  general       2,608  2,381  2,167    -   (7,542)  (6,742)   9,506   7,491
 Depletion,

  depreciation
  and
  amortization     66     48     47    -       25       27    1,806   1,599
 Interest - net     -      -      1    -      129       92      130      92
 Foreign exchange   -      -      -    -      (51)     (24)     (51)    (24)
----------------------------------------------------------------------------
                2,674  2,429  2,215    -   (7,439)  (6,647)  11,391   9,158
----------------------------------------------------------------------------
Earnings (loss)
 before income
 taxes            242    146    168    -     (305)    (274)   4,127   3,506
 Current income
 taxes             17     19     28    -      102        8      347     678
 Future income
 taxes             33     21     35    -     (193)    (125)     566     102
----------------------------------------------------------------------------
Net earnings
 (loss)       $   192 $  106 $  105 $  - $   (214) $  (157) $ 3,214 $ 2,726
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Capital
 expenditures
 - Year ended
 Dec. 31 (2)  $   212 $  285 $   21 $  - $     44  $    37  $ 2,974 $ 3,201
Goodwill
 additions -
 Year ended
 Dec. 31      $     - $    - $  500 $  - $      -  $     -  $   500 $     -
Total assets
 - As at Dec.
 31           $ 1,335 $1,114 $3,058 $  - $    370  $   578  $21,697 $17,933
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Eliminations relate to sales and operating revenues between segments
    recorded at transfer prices based on current market prices, and to
    unrealized intersegment profits in inventories.
(2) Excludes capitalized costs related to asset retirement obligations
    incurred during the period and corporate acquisitions.


Geographical Financial Information
----------------------------------------------------------------------------
                                             Other
                   Canada      United States International        Total
                2007    2006    2007    2006  2007    2006    2007    2006
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Three months
 ended
 December 31
 Sales and
  operating
  revenues,
  net of
  royalties  $ 3,088 $ 2,694 $ 1,603   $ 330  $ 69 $    60 $ 4,760 $ 3,084
 Capital
  expenditures
  (1)            812     885      16       -    25       8     853     893

Year ended
 December 31
 Sales and
  operating
  revenues,
  net of
  royalties  $11,736 $11,050 $ 3,494 $ 1,340 $ 288 $   274 $15,518 $12,664
 Capital
  expenditures
  (1)          2,877   3,104      21       -    76      97   2,974   3,201

As at
 December 31
 Property,
  plant and
  equipment,
  net        $16,017 $15,200 $ 1,417 $     3 $ 371 $   347 $17,805 $15,550
 Goodwill (2)    160     160     500       -     -       -     660     160
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Excludes capitalized costs related to asset retirement obligations
    incurred during the period and corporate acquisitions.
(2) Changes in goodwill for the U.S. arise from translation of goodwill in
    our self-sustaining U.S. operations. Refer to note 4, Corporate
    Acquisition.

Note 2 Significant Accounting Policies

The interim consolidated financial statements of Husky Energy Inc. ("Husky" or "the Company") have been prepared by management in accordance with accounting principles generally accepted in Canada. The interim consolidated financial statements have been prepared following the same accounting policies and methods of computation as the consolidated financial statements for the fiscal year ended December 31, 2006, except as noted below. The interim consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto in the Company's annual report for the year ended December 31, 2006. Certain prior years' amounts have been reclassified to conform with current presentation.

Note 3 Changes in Accounting Policies

a) Financial Instruments and Hedging Activities

Effective January 1, 2007, the Company adopted the Canadian Institute of Chartered Accountants ("CICA") section 3855, "Financial Instruments - Recognition and Measurement," section 3865, "Hedges," section 1530, "Comprehensive Income" and section 3861, "Financial Instruments - Disclosure and Presentation." The Company has adopted these standards prospectively and the comparative interim consolidated financial statements have not been restated. Transition amounts have been recorded in retained earnings or accumulated other comprehensive income.

i) Financial Instruments

All financial instruments must initially be recognized at fair value on the balance sheet. The Company has classified each financial instrument into the following categories: held for trading financial assets and financial liabilities, loans or receivables, held to maturity investments, available for sale financial assets, and other financial liabilities. Subsequent measurement of the financial instruments is based on their classification. Unrealized gains and losses on held for trading financial instruments are recognized in earnings. Gains and losses on available for sale financial assets are recognized in other comprehensive income and are transferred to earnings when the asset is derecognized. The other categories of financial instruments are recognized at amortized cost using the effective interest rate method.

Upon adoption and with any new financial instrument, an irrevocable election is available that allows entities to classify any financial asset or financial liability as held for trading, even if the financial instrument does not meet the criteria to designate it as held for trading. The Company has not elected to classify any financial assets or financial liabilities as held for trading unless they meet the held for trading criteria. A held for trading financial instrument is not a loan or receivable and includes one of the following criteria:

- is a derivative, except for those derivatives that have been designated as effective hedging instruments;

- has been acquired or incurred principally for the purpose of selling or repurchasing in the near future; or

- is part of a portfolio of financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit taking.

For financial assets and financial liabilities that are not classified as held for trading, the transaction costs that are directly attributable to the acquisition or issue of a financial asset or financial liability are added to the fair value initially recognized for that financial instrument. These costs are expensed to earnings using the effective interest rate method.

ii) Derivative Instruments and Hedging Activities

Derivative instruments are utilized by the Company to manage market risk against the volatility in commodity prices, foreign exchange rates and interest rate exposures. The Company's policy is not to utilize derivative instruments for speculative purposes. The Company may choose to designate derivative instruments as hedges. Hedge accounting continues to be optional.

At the inception of a hedge, if the Company elects to use hedge accounting, the Company formally documents the designation of the hedge, the risk management objectives, the hedging relationships between the hedged items and hedging items and the method for testing the effectiveness of the hedge, which must be reasonably assured over the term of the hedge. This process includes linking all derivatives to specific assets and liabilities on the balance sheet or to specific firm commitments or forecasted transactions. The Company formally assesses, both at the inception of the hedge and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.

All derivative instruments are recorded on the balance sheet at fair value in either accounts receivable, other assets, accounts payable and accrued liabilities, or other long-term liabilities. Freestanding derivative instruments are classified as held for trading financial instruments. Gains and losses on these instruments are recorded in other expenses in the consolidated statement of earnings in the period they occur. Derivative instruments that have been designated and qualify for hedge accounting have been classified as either fair value or cash flow hedges. For fair value hedges, the gains or losses arising from adjusting the derivative to its fair value are recognized immediately in earnings along with the gain or loss on the hedged item. For cash flow hedges, the effective portion of the gains and losses is recorded in other comprehensive income until the hedged transaction is recognized in earnings. When the earnings impact of the underlying hedged transaction is recognized in the consolidated statement of earnings, the fair value of the associated cash flow hedge is reclassified from other comprehensive income into earnings. Any hedge ineffectiveness is immediately recognized in earnings. For any hedging relationship that has been determined to be ineffective, hedge accounting is discontinued on a prospective basis.

The Company may enter into commodity price contracts to hedge anticipated sales of crude oil and natural gas production to manage its exposure to price fluctuations. Gains and losses from these contracts are recognized in upstream oil and gas revenues as the related sales occur.

The Company may enter into commodity price contracts to offset fixed price contracts entered into with customers and suppliers to retain market prices while meeting customer or supplier pricing requirements. Gains and losses from these contracts are recognized in midstream revenues or costs of sales.

The Company may enter into power price contracts to hedge anticipated purchases of electricity to manage its exposure to price fluctuations. Gains and losses from these contracts are recognized in upstream operating expenses as the related purchases occur.

The Company may enter into interest rate swap agreements to hedge its fixed and floating interest rate mix on long-term debt. Gains and losses from these contracts are recognized as an adjustment to the interest expense on the hedged debt instrument.

The Company may enter into foreign exchange contracts to hedge its foreign currency exposures on U.S. dollar denominated long-term debt. Gains and losses on these instruments related to foreign exchange are recorded in the foreign exchange expense in the period to which they relate, offsetting the respective foreign exchange gains and losses recognized on the underlying foreign currency long-term debt. The remaining portion of the gain or loss is recorded in accumulated other comprehensive income and is adjusted for changes in the fair value of the instrument over the life of the debt.

The Company may enter into foreign exchange forwards and foreign exchange collars to hedge anticipated U.S. dollar denominated crude oil and natural gas sales. Gains and losses on these instruments are recognized as an adjustment to upstream oil and gas revenues when the sale is recorded.

For cash flow hedges that have been terminated or cease to be effective, prospective gains or losses on the derivative are recognized in earnings. Any gain or loss that has been included in accumulated other comprehensive income at the time the hedge is discontinued continues to be deferred in accumulated other comprehensive income until the original hedged transaction is recognized in earnings. However, if the likelihood of the original hedged transaction occurring is no longer probable, the entire gain or loss in accumulated other comprehensive income related to this transaction is immediately reclassified to earnings.

Fair values of the derivatives are based on quoted market prices where available. The fair values of swaps and forwards are based on forward market prices. If a forward price is not available for a commodity based forward, a forward price is estimated using an existing forward price adjusted for quality or location.

iii) Embedded Derivatives

Embedded derivatives are derivatives embedded in a host contract. They are recorded separately from the host contract when their economic characteristics and risks are not clearly and closely related to those of the host contract, the terms of the embedded derivatives are the same as those of a freestanding derivative and the combined contract is not classified as held for trading or designated at fair value. The Company selected January 1, 2003 as its transition date for accounting for any potential embedded derivatives.

iv) Comprehensive Income

Comprehensive income consists of net earnings and other comprehensive income ("OCI"). OCI comprises the change in the fair value of the effective portion of the derivatives used as hedging items in a cash flow hedge and the change in fair value of any available for sale financial instruments. Amounts included in OCI are shown net of tax. Accumulated other comprehensive income is a new equity category comprised of the cumulative amounts of OCI.

b) Lima, Ohio Refinery Acquisition

As a result of the Lima, Ohio refinery acquisition, effective July 1, 2007, the following accounting policies have been implemented:

i) Financial Instruments and Hedging Activities - Net Investment Hedges

The Company may designate certain U.S. dollar denominated debt as a hedge of its net investment in self-sustaining foreign operations. The unrealized foreign exchange gains and losses arising from the translation of the debt are recorded in other comprehensive income, net of tax and are limited to the translation gain or loss on the net investment.

ii) Foreign Currency Translation

The accounts of self-sustaining foreign operations are translated using the current rate method. Assets and liabilities are translated at the period-end exchange rate and revenues and expenses are translated at the average exchange rates for the period. Gains and losses on the translation of self-sustaining foreign operations are included in a separate component of accumulated other comprehensive income.

iii) Precious Metals

The Company uses precious metals in conjunction with catalyst as part of the refining process at the Lima, Ohio refinery. These precious metals remain intact; however, there is a loss during the reclamation process. The estimated loss is amortized to operating expenses over the period that the precious metal is in use, which is approximately two to five years. After the reclamation process, the actual loss is compared to the estimated loss and any difference is recognized in earnings.

c) Accounting Changes

Effective January 1, 2007, the Company adopted the revised recommendations of CICA section 1506, "Accounting Changes." The new recommendations permit voluntary changes in accounting policy only if they result in financial statements which provide more reliable and relevant information. Accounting policy changes are applied retrospectively unless it is impractical to determine the period or cumulative impact of the change. Corrections of prior period errors are applied retrospectively and changes in accounting estimates are applied prospectively by including these changes in earnings. The guidance was effective for all changes in accounting polices, changes in accounting estimates and corrections of prior period errors initiated in periods beginning on or after January 1, 2007.

d) Inventories

In June 2007, the Canadian Accounting Standards Board ("AcSB") issued CICA section 3031, "Inventories," which replaces section 3030 of the same name. The new guidance provides additional measurement and disclosure requirements. Under the new guidance, the last-in, first-out ("LIFO") basis for determining cost will no longer be permitted and reversals of impairment write-downs, which are not currently allowable, will be required. Section 3031 is effective for the Company on January 1, 2008. The Company has assessed section 3031 and has determined that the adoption of this standard will not have an impact on the financial statements.

Note 4 Corporate Acquisition

Effective July 1, 2007, the Company acquired a refinery in Lima, Ohio from The Premcor Refining Group Inc., an indirect wholly owned subsidiary of Valero Energy Corporation through the purchase of all of the issued and outstanding shares of Lima Refining Company ("Lima"). The total cash consideration was U.S. $1.9 billion plus U.S. $540 million for the cost of feedstock and product inventory. The results of Lima are included in the consolidated financial statements of the Company from its acquisition date. The operations of Lima are a self-sustaining foreign operation for foreign currency translation purposes.

Prior to the acquisition of Lima, the Company's business was conducted through three major business segments - Upstream, Midstream and Refined Products. The Refined Products segment has been renamed "Downstream" and includes refining in Canada of crude oil and marketing of refined petroleum products including gasoline, diesel, ethanol blended fuels, asphalt and ancillary products (Canadian Refined Products) and refining in the U.S. of primarily light sweet crude oil to produce and market gasoline and diesel fuels that meet U.S. clean fuels standards (U.S. Refining and Marketing). The Lima operations have been included in the Downstream - U.S. Refining and Marketing segment in note 1, Segmented Financial Information.

 

The allocation of the aggregate purchase price based on the estimated fair
values of the net assets of Lima on its acquisition date was as follows:

----------------------------------------------------------------------------
                                                     U.S. $           Cdn $
----------------------------------------------------------------------------
Net assets acquired
 Working capital                                    $     4         $     4
 Property, plant and equipment                        1,455           1,542
 Goodwill (1)                                           506             536
 Other assets                                            25              26
 Other long-term liabilities                            (86)            (91)
----------------------------------------------------------------------------
                                                      1,904           2,017
Feedstock and product inventory acquired                540             572
----------------------------------------------------------------------------
Total                                               $ 2,444         $ 2,589
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) Allocated to U.S. Refining and Marketing in the Company's downstream
    segment. For U.S. income tax purposes, goodwill is deductible and
    amortized over a 15-year period. Refer to note 1, Segmented Financial
    Information.

Note 5 Cash Flows - Change in Non-cash Working Capital

                                           Three months          Year ended
                                          ended Dec. 31             Dec. 31
                                         2007      2006      2007      2006
----------------------------------------------------------------------------
a) Change in non-cash working capital
 was as follows:
Decrease (increase) in non-cash
 working capital
 Accounts receivable                   $ (281)  $  (282)   $ (345)   $ (428)
 Inventories                             (114)        9      (212)       43

 Prepaid expenses                          23        34         1        14
 Accounts payable and accrued
  liabilities                             329       255      (190)      277
----------------------------------------------------------------------------
Change in non-cash working capital     $  (43)  $    16    $ (746)   $  (94)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Relating to:
 Operating activities                  $  142   $   (89)   $ (718)   $  544
 Financing activities                    (292)      (14)       65      (678)
 Investing activities                     107       119       (93)       40
----------------------------------------------------------------------------
----------------------------------------------------------------------------
b) Other cash flow information:
 Cash taxes paid                       $   61   $    52    $  926    $  215
 Cash interest paid                        57        46       162       147
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Note 6 Bank Operating Loans

At December 31, 2007, the Company had unsecured short-term borrowing lines of credit with banks totalling $270 million (December 31, 2006 - $220 million). As at December 31, 2007 and 2006, there were no bank operating loans outstanding. As of December 31, 2007, letters of credit under these lines of credit totalled $73 million (December 31, 2006 - $19 million).

 

Note 7 Long-term Debt
----------------------------------------------------------------------------
                                                     December 31

                            Maturity     2007     2006     2007        2006
----------------------------------------------------------------------------
                                          Cdn $ Amount   U.S. $ Denominated
Long-term debt
 Medium-term notes (1)          2009   $  203    $ 200   $    -         $ -
 6.25% notes                    2012      395      466      400         400
 7.55% debentures               2016      198      233      200         200
 6.20% notes                    2017      296        -      300           -
 6.15% notes                    2019      296      350      300         300
 8.90% capital securities       2028      223      262      225         225
 6.80% notes                    2037      445        -      450           -
 Debt issue costs (2)                     (20)       -        -           -
 Unwound interest rate swaps
 (3)                                       37        -        -           -
----------------------------------------------------------------------------
                                      $ 2,073  $ 1,511  $ 1,875     $ 1,125
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Long-term debt due within
 one year
 Bridge financing (4)           2008  $   741  $     -  $   750     $     -
 Medium-term notes              2007        -      100        -           -
----------------------------------------------------------------------------
                                      $   741  $   100  $   750     $     -
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) The carrying value of the medium-term notes has been adjusted to fair
    value to meet the accounting requirements for a fair value hedge. Refer
    to note 13, Financial Instruments and Risk Management.

(2) Debt issue costs have been reclassified to long-term debt with the
    adoption of financial instruments. Previously, these deferred costs were
    included in other assets.

(3) The unamortized portion of the gain on previously unwound interest rate
    swaps that would be designated as fair value hedges is required to be
    included in the carrying value of long-term debt with the adoption of
    financial instruments.

(4) The Company has the right to extend the maturity of the bridge financing
    to June 26, 2009 by providing 30 days' notice.

In July 2007, the Company obtained short-term bridge financing from several banks to facilitate closing the acquisition of the Lima, Ohio refinery. The bridge financing provided U.S. $1.5 billion while the remaining funds required were drawn under existing credit facilities. On September 11, 2007, the Company refinanced U.S. $750 million of the bridge financing by issuing U.S. $300 million of 6.20% notes due September 15, 2017 and U.S. $450 million of 6.80% notes due September 15, 2037. This was the first offering by Husky under a base shelf prospectus dated September 21, 2006 filed with securities regulatory authorities in Canada and the United States. The notes are redeemable at the option of the Company at any time, subject to a make whole provision. Interest is payable semi-annually. The notes are unsecured and unsubordinated and rank equally with all of Husky's other unsecured and unsubordinated indebtedness.

 

Interest - net consisted of:
----------------------------------------------------------------------------
                                                Three months     Year ended
                                               ended Dec. 31        Dec. 31
                                               2007     2006    2007   2006
----------------------------------------------------------------------------
Long-term debt                               $   45  $    30  $  151  $ 130
Short-term debt                                   1        1       6      5
----------------------------------------------------------------------------
                                                 46       31     157    135
Amount capitalized                               (6)      (3)    (19)   (33)
----------------------------------------------------------------------------
                                                 40       28     138    102
Interest income                                   -       (4)     (8)   (10)
----------------------------------------------------------------------------
                                             $   40  $    24  $  130  $  92
----------------------------------------------------------------------------
----------------------------------------------------------------------------


Foreign exchange consisted of:
----------------------------------------------------------------------------
                                                Three months     Year ended
                                               ended Dec. 31        Dec. 31
                                               2007     2006    2007   2006
----------------------------------------------------------------------------
(Gain) loss on translation of U.S. dollar
 denominated long-term debt                  $   (9) $    60  $ (197) $  (7)
Cross currency swaps                              3      (22)     62      4
Other (gains) losses                             12      (30)     84    (21)
----------------------------------------------------------------------------
                                             $    6  $     8  $  (51) $ (24)
----------------------------------------------------------------------------
----------------------------------------------------------------------------


Note 8 Other Long-term Liabilities
Asset Retirement Obligations
Changes to asset retirement obligations were as follows:
----------------------------------------------------------------------------
                                                                 Year ended
                                                                December 31

                                                             2007      2006
----------------------------------------------------------------------------
Asset retirement obligations at beginning of year        $    622  $    557
Liabilities incurred                                           57        35
Liabilities disposed                                          (13)       (1)
Liabilities settled                                           (51)      (36)
Revisions                                                       -        22
Accretion                                                      47        45
----------------------------------------------------------------------------
Asset retirement obligations at end of year              $    662  $    622
----------------------------------------------------------------------------
----------------------------------------------------------------------------

At December 31, 2007, the estimated total undiscounted inflation-adjusted amount required to settle outstanding asset retirement obligations was $4.7 billion. These obligations will be settled based on the useful lives of the underlying assets, which currently extend an average of 30 years into the future. This amount has been discounted using credit-adjusted risk free rates ranging from 6.2% to 6.8%.

Note 9 Income Taxes

In the fourth quarter of 2007, a recovery of future income taxes resulted from recording a non-recurring tax benefit of $365 million that arose due to changes in the federal tax rates. The related federal tax legislation was substantively enacted by December 31, 2007. This benefit was in addition to a $30 million recovery that was recorded in the second quarter also related to a reduction in federal tax rates. In the