Falcon is a global energy company with projects in Hungary, Australia & South Africa

Developing large acreage positions of unconventional and conventional oil and gas resources

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Message: Institutional Holders own 38.65%
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That's a decrease of 17,968,000 by Burlingame. I would have thought they would have had to disclose that as they did the increases in the past.

ALTERNATIVE EARLY WARNING REPORT

PURSUANT TO SECTION 4.5 OF

NATIONAL INSTRUMENT 62-103

The following is the report required by section 4.5 of National Instrument 62-103:

1)

The name and address of the eligible institutional investor:

Burlingame Asset Management, LLC

1 Market Street, Spear Tower, Suite 3750

San Francisco, CA 94105

USA

2) Name of reporting issuer with respect to which this report is filed:

Falcon Oil & Gas Ltd.

3) Month with respect to which this report is filed:

March 2009

4) Net increase or decrease in the number or principal amount of securities and,

in the eligible institutional investor’s securityholding percentage in the class

of securities, since the last report filed by the eligible institutional investor:

The Eligible Institutional Investor (“Investor”) has purchased a total of

17,968,000 common shares. This brings the Investor’s total holdings to

105,635,269 common shares, representing approximately 17.7% of outstanding

shares.

5) Designation and number or principal amount of securities and the eligible

institutional investor’s securityholding percentage in the class of securities at

the end of the month for which this report is made:

As at March 31, 2009, the Eligible Institutional Investor ownership or control

over a total of 105,635,269 common shares representing approximately 17.7% of

the Issuer’s outstanding common stock.

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