In this report, all references to barrels of oil equivalent ("Boe") are calculated converting natural gas to oil at a ratio of six thousand cubic feet of natural gas to one barrel of oil.

Highlights

Three Three Six

months months Months

($ thousands ended ended ended

except per share and June 30, June 30, % June 30,

Boepd amounts) 2009 2008 Change 2009

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Financial (CDN$)

Production revenue

(prior to hedging) 99,762 184,607 -46% 181,681

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Funds flow from

operations(1)(5) 59,111 96,848 -39% 116,062

Per share basic(5) $0.46 $0.88 -48% $0.96

Per share diluted(5) $0.46 $0.88 -48% $0.96

Net loss(2)(5) (20,793) (55,212) NMF (34,619)

Per share basic(5) ($0.16) ($0.50) NMF ($0.29)

Per share diluted(5) ($0.16) ($0.50) NMF ($0.29)

Total net debt(3) 400,954 303,585 32% 400,954

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Common shares (000's)

Shares outstanding,

end of period

(basic) 152,037 110,110 38% 152,037

Weighted average

shares (basic) 127,502 110,110 16% 120,952

Weighted average

shares (fully

diluted)(4) 127,502 110,110 16% 120,952

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Operations

Production

Crude oil and NGL

(Bbls per day) 15,886 15,228 4% 16,332

Natural gas (Mcf

per day) 27,089 30,621 -12% 25,850

Barrels of oil

equivalent

(Boepd, 6:1) 20,401 20,332 0% 20,641

Average realized price

Crude oil and NGL

($ per Bbl) 62.44 113.29 -45% 54.02

Natural gas

($ per Mcf) 3.85 9.91 -61% 4.70

Barrels of oil

equivalent ($ per

Boe, 6:1) 53.74 99.78 -46% 48.63

Netback per Boe

(6:1)($)

Operating netback(1) 37.78 57.05 -34% 35.40

Cash flow netback(1) 31.84 52.35 -39% 31.06

Wells drilled

Gross 26 34 57

Net 19.3 24.2 43.4

Success (%) 96 97 95

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"NMF" No Meaningful Figure

(1) Management uses funds flow from operations (before changes in non-

cash working capital and incurred asset retirement expenditures),

and operating and cash flow netback to analyze operating

performance and leverage. Funds flow as presented, and operating

and cash flow netback do not have any standardized meaning

prescribed by Canadian Generally Accepted Accounting Principles

and therefore may not be comparable with the calculation of

similar measures for other entities.

(2) The net income in the quarter ended June 30, 2009 includes the

unrealized loss on the Company's financial derivative contracts of

$24.4 million recognized in the period.

(3) Total net debt is calculated as long-term debt and current

liabilities less current assets, excluding the current fair value

of financial instruments and related current future income taxes.

(4) Due to the antidilutive effect of TriStar's net loss for the three

and six months ended June 30, 2009 and 2008, the diluted number of

shares is equivalent to the basic number of shares. Therefore,

diluted per share amounts for net loss and funds flow from

operations are equivalent to basic per share amounts.

(5) Funds flow from operations and net loss for the three and six

months ended June 30, 2009 includes a $3.3 million provision for

non-recoverable accounts receivable related to the SemCanada

creditor protection filing. For the three months ended June 30,

2008, this provision was $1.5 million. Excluding these provisions,

funds flow from operations for the three months ended June 30,

2009 would be $62.4 million or $0.49 per share (basic and

diluted), $98.3 million or $0.89 per share (basic and diluted) for

the three months ended June 30, 2008 and $119.3 million or $0.99

per share (basic and diluted) for the six months ended June 30,

2009. Excluding these provisions, net loss would be $17.5 million

or $0.14 per share (basic and diluted) for the three months ended

June 30, 2009, $53.7 million or $0.49 per share (basic and

diluted) for the three months ended June 30, 2008 and $31.4

million or $0.26 per share (basic and diluted) for the six months

ended June 30, 2009.

President's Letter to Shareholders

The Company's accomplishments during the second quarter of 2009 include the following:

- TriStar successfully closed and integrated the strategic acquisition

of approximately 4,000 Boepd of legacy, long life, high netback light

oil assets in its Southeast Saskatchewan core area (the "Talisman

Acquisition"). In conjunction with the Talisman Acquisition, TriStar

completed an equity offering of 35.9 million subscription receipts

for gross proceeds of $287.5 million. Upon closing of the Talisman

Acquisition on June 1, 2009, each subscription receipt holder

received one common share;

- Production for the second quarter exceeded expectations averaging

20,401 Boepd, approximately 80 percent light oil. Production in the

quarter included only one month of production from the Talisman

Acquisition;

- Funds flow totalled $59.1 million in the second quarter, which

included a $3.3 million provision for the SemCanada Crude Company

("SemCanada") creditor protection filing. Excluding this provision

funds flow would have totaled $62.4 million;

- Funds flow per share was $0.46 in the second quarter. Excluding the

provision for SemCanada described above, funds flow per share would

have been $0.49 per share;

- TriStar executed a $38.8 million capital program which included the

drilling of 26 (19.3 net) wells resulting in 25 (18.3 net) oil wells

and 1 (1.0 net) D&A well achieving an overall success rate of

96 percent;

- On closing of the Talisman Acquisition, the Company's credit facility

was increased to $525 million, providing substantial financial

flexibility;

- On August 4, 2009, TriStar and Petrobank Energy & Resources Ltd.

("Petrobank") announced the strategic combination of TriStar and

Petrobank's Canadian Business Unit (the "Transaction"). The

combination will create a new publicly listed company that will be a

premier, Bakken focused, light oil exploration and production company

in Canada which will trade under the name of PetroBakken Energy Ltd.

("PetroBakken" or the "Company") on the TSX (TSX:PBN), immediately

following the successful completion of the Transaction expected to

occur on or about October 1, 2009. Please refer to the joint

TriStar/Petrobank press release dated August 4, 2009 for details

surrounding the proposed transaction.

Operational Review

Production in the second quarter of 2009 averaged 20,401 Boepd. The Company participated in the drilling of 26 (19.3 net) wells resulting in 25 (18.3 net) oil wells and 1 (1.0 net) D&A well achieving an overall success rate of 96 percent.

Southeast Saskatchewan

----------------------

Development and exploration activity continued in TriStar's Southeast Saskatchewan core area with the drilling of 14 (9.8 net) Bakken horizontal wells with 100 percent success, and 11 (5.0 net) conventional oil wells with 100 percent success.

Of the Bakken wells drilled in the second quarter, 12 (9.6 net) were short length horizontals (approximately 600 meters versus 1,400 meter full length horizontals). TriStar continues to test the concept of reducing the inter-fracture distance and increasing the effective reservoir contact per meter of the horizontal well bore. Based on the initial production profiles of these shorter length horizontals, TriStar believes that this development plan will result in an increased primary recovery factor in this play than what is currently being projected by third party engineers. Improving primary recovery factors in the Bakken resource play through the optimization of stimulation techniques and technology improvements remains a focus and represents significant upside to our shareholders.

Pro forma the Talisman Acquisition, which closed on June 1, 2009, TriStar's current oil reserve booking represents a recovery factor of approximately 4 percent of the estimated net total Original Oil In Place ("OOIP") of an estimated more than 750 Mmboe on the Company's land base. A 12.5 percent "primary" recovery factor would yield up to 65 million barrels of recoverable oil net to TriStar in addition to what is currently booked in TriStar's reserve report.

The achievement of a higher primary recovery factor based on the improvement of the effective frac length would be in addition to this unbooked upside provided by a 12.5 percent "primary" recovery factor. Based on the 52 net producing short length horizontals that have been drilled and their production histories, the implied recovery factor for these wells based on third party booking methods is approximately 15 percent, as compared to 12.5 percent for average long length horizontals. TriStar believes that additional production history is required on these short length horizontals before a revised recovery factor can be accurately estimated, but results to date are very encouraging. Further, TriStar believes that continued advancements in increasing frac density in shorter and longer length wells will ultimately increase the recovery factor of this play over time.

Currently, TriStar's land holdings exceed 193 net sections with over 780 net future Bakken drilling locations identified on our land base. Of these 780 net drilling locations, 630 are considered development with only 205 net wells currently booked in TriStar's year-end 2008 reserve report.

In addition to our Bakken wells drilled in the second quarter of 2009, TriStar drilled 11 (8.5 net) conventional wells in Southeast Saskatchewan at a 100% success rate. Plans for the third quarter for the southeast Saskatchewan conventional assets include the drilling of several conventional oil wells into a number of the Company's high quality, light oil pools at Fertile, Hastings, Bellegarde and Wauchope. Concurrent with the Company's conventional development drilling program, TriStar will maintain its active production optimization program.

Alberta

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TriStar drilled 1 well (1.0 net) in Alberta in the second quarter. TriStar completed an internal review of all of its Alberta projects that qualify for the Alberta royalty incentives announced in March 2009. These drilling incentives as they relate to TriStar's large inventory of Alberta prospects have resulted in increased returns on projects relative to what had been projected under the original New Alberta Royalty Framework. TriStar has identified a number of development opportunities across all three of its core areas in Alberta, many of which will be ideally suited for drilling using horizontal well technology and multi-stage fracs to maximize economic returns.

Outlook

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Uncertainty and volatility surrounding the global economy, capital markets and commodity prices continued in the second quarter of 2009. Through this period, TriStar remained consistent with its philosophy of cost effective per share growth through an integrated strategy combining acquisitions, exploitation and exploration activities. The Company has been disciplined by controlling costs and protecting its balance sheet while aggressively developing and adding to our high visible growth, high quality asset base.

TriStar successfully closed and integrated the strategic Talisman Acquisition in our Southeast Saskatchewan core area which further enhances our opportunity base. Despite volatile equity markets, TriStar was successful in raising $287.5 million to assist in adding this combination of legacy conventional light oil assets with high netbacks and a low decline profile, and a large undeveloped land base and drilling inventory on the Bakken resource play.

The Company now has more than 1,500 gross development, step-out and exploratory drilling locations on its greater than 900,000 net acre land base. This large internal suite of strategically focused drilling opportunities represents a greater than four year drilling inventory.

On August 4, 2009, TriStar was pleased to announce the strategic merger of TriStar and Petrobank's Canadian Business Unit. TriStar has achieved significant growth over the past three years assembling a high quality, long life asset base with tremendous upside potential. The Transaction combines complementary asset bases creating a pure-play investment opportunity for exposure to southeast Saskatchewan light oil resource plays, particularly the Bakken light oil resource play.

The merger results in the combination of premier technical teams to focus on increasing recovery factors of the combined large resource in place asset base. With the increase in scale, this will provide operating synergies particularly with respect to complementary gathering systems and oil processing and gas plant facilities.

Overall, the consolidation of southeast Saskatchewan Bakken and conventional assets along with combining the strong technical teams of the respective companies is an extremely positive next-step in the evolution of TriStar and positions the Company and our shareholders for significant value creation.

As a result of our disciplined approach, TriStar is well positioned to continue to grow its reserves, production and funds flow per share and currently has the following key attributes:

- High Quality Assets: Top decile netbacks, light oil and natural

gas reserves and production focused in

four core operating areas.

- Operatorship/High Approximately 90 percent operated assets

Working Interest: and more than a 70 percent average working

interest.

- Long Life Reserves: Greater than 108.5 Mmboe (P+P); RLI

approximately 12 years.

- High Netback Production: Greater than 25,000 Boepd (2009E

Exit Guidance); 80 percent light oil.

- Extensive Drilling Greater than 1,500 development drilling

Inventory: locations.

Greater than 900,000 net acres of

undeveloped land.

Greater than four year drilling inventory.

- Significant Bakken Greater than 600 development drilling

Upside: locations (greater than 420 not booked in

current reserve report).

193 net sections of prospective Bakken

acreage.

- Net Debt (June 30, Net debt of $401 million.

2009): Bank line of $525 million.

- Shares Outstanding: 152.0 million (Basic).

158.5 million (Fully Diluted).

On behalf of the Board of Directors,

(signed)

Brett Herman

President and Chief Executive Officer

August 10, 2009

Forward-Looking Statements

This document contains forward-looking statements. More particularly, this document contains statements concerning the anticipated closing date of the strategic combination of TriStar and Petrobank, anticipated exploration and development activities and anticipated recovery rates.

The forward-looking statements contained in this document are based on certain key expectations and assumptions made by TriStar, including expectations and assumptions concerning the application of regulatory and royalty regimes, prevailing commodity prices and exchange rates, availability and cost of labour and services, the timing of receipt of regulatory approvals, the performance of existing wells, the success obtained in drilling new wells, the performance of new wells and the sufficiency of budgeted capital expenditures in carrying out planned activities and the timing for obtaining necessary approvals and otherwise satisfying all conditions to the completion of the Transaction.

Although TriStar believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because TriStar can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks.

These include, but are not limited to, the risks associated with the oil and gas industry in general (e.g., operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to production, costs and expenses, and health, safety and environmental risks), commodity price and exchange rate fluctuations, uncertainties resulting from potential delays or changes in plans with respect to exploration or development projects or capital expenditures and risks that TriStar and Petrobank may not obtain required regulatory and security holder approvals to the Transaction or that other conditions to the completion of the Transaction are not satisfied within expected timeframes or at all. Certain of these risks are set out in more detail in TriStar's Annual Information Form which has been filed on SEDAR and can be accessed at www.sedar.com.

The forward-looking statements contained in this document are made as of the date hereof and TriStar undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Where amounts are expressed on a barrel of oil equivalent ("Boe") basis, natural gas volumes have been converted to Boe using a ratio of 6,000 cubic feet of natural gas to one barrel of oil equivalent. This conversion ratio is based upon an industry standard energy equivalent conversion method primarily applicable at the burner tip and does not represent value equivalence at the wellhead. Boe figures may be misleading, particularly if used in isolation.

Management's Discussion and Analysis

Management's Discussion and Analysis ("the MD&A") is dated August 10, 2009. The MD&A should be read in conjunction with TriStar Oil & Gas Ltd.'s ("TriStar" or the "Company") unaudited interim consolidated financial statements as at and for the three and six months ended June 30, 2009 and audited consolidated financial statements as at and for the year ended December 31, 2008 and 2007. The reader should be aware that historical results are not necessarily indicative of future performance. Additional information relating to TriStar can be found at www.sedar.com.

TriStar commenced commercial operations on January 6, 2006 after the completion of a plan of arrangement pursuant to which TriStar acquired certain oil and gas properties from StarPoint Energy Trust and Acclaim Energy Trust.

The financial data presented below has been prepared in accordance with Canadian Generally Accepted Accounting Principles ("GAAP"), unless otherwise indicated.

Non-GAAP Measurements

The MD&A contains the terms "funds flow from operations" and "operating netback" which are not Canadian GAAP standards and therefore may not be comparable to performance measures presented by others. Funds flow from operations represents cash flow from operating activities prior to changes in non-cash working capital and incurred asset retirement expenditures. Operating netback represents revenue less royalties, realized hedging gains and losses, operating expenses and transportation expenses.