<DOCUMENT>
<TYPE>6-K
<SEQUENCE>1
<FILENAME>a2042188z6-k.txt
<DESCRIPTION>FORM 6-K (40F)
<TEXT>

<PAGE>

                                    FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                        Report of Foreign Private Issuer
                    Pursuant to Rule 13a - 16 or 15d - 16 of
                       the Securities Exchange Act of 1934

For the month of: March 2001                    Commission File Number: 1-12384


                               SUNCOR ENERGY INC.
                              (Name of registrant)

                             112 FOURTH AVENUE S.W.
                                   P.O. BOX 38
                        CALGARY, ALBERTA, CANADA, T2P 2V5

Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F:

        Form 20-F                                    Form 40-F    X
                  -------                                      -------


Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the SEC
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

        Yes                                          No           X
                  -------                                      -------

If "Yes" is marked, indicate the number assigned to the registrant in connection
with Rule 12g3-2(b):

         N/A
<PAGE>

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT                 DESCRIPTION OF EXHIBIT
-------                 ----------------------
<S>                     <C>
EXHIBIT 1               Reconciliation to U.S. GAAP

EXHIBIT 2               Audited Consolidated Financial Statements of Suncor
                        Energy Inc. for the fiscal year ended December 31, 2000

EXHIBIT 3               Management's Discussion and Analysis for the fiscal year
                        ended December 31, 2000, dated February 28, 2001

EXHIBIT 4               Excerpt from page 78 of Suncor Energy Inc.'s 2000 Annual
                        Report to Shareholders

EXHIBIT 5               Consent of PricewaterhouseCoopers LLP

EXHIBIT 6               Consent of Gilbert Laustsen Jung Associates Ltd.
</TABLE>

<PAGE>

                   SUNCOR ENERGY INC. ANNUAL INFORMATION FORM

                                FEBRUARY 28, 2001


<PAGE>

                             ANNUAL INFORMATION FORM

                                TABLE OF CONTENTS

<TABLE>
<S>                                                                                       <C>
GLOSSARY OF TERMS..........................................................................iii
CONVERSION TABLE...........................................................................vii
CURRENCY...................................................................................vii
FORWARD LOOKING STATEMENTS................................................................viii
CORPORATE STRUCTURE..........................................................................9
     Incorporation of the Issuer.............................................................9
     Subsidiaries of Suncor..................................................................9
GENERAL DEVELOPMENT OF THE BUSINESS..........................................................9
     Three-Year Highlights..................................................................10
NARRATIVE DESCRIPTION OF THE BUSINESS.......................................................13
   OIL SANDS................................................................................13
     Operations.............................................................................13
     Leasehold Interests and Royalties......................................................14
     Estimated Synthetic Crude Oil Reserves.................................................16
     Reserves Reconciliation................................................................17
     Revenues from Synthetic Crude Oil and Diesel...........................................17
     Capital Expenditures...................................................................18
     Environmental Compliance...............................................................18
   NATURAL GAS..............................................................................18
     Reserves and Reserves Reconciliation...................................................19
     Conventional Crude Oil.................................................................21
     Before Royalties at....................................................................22
     Natural Gas............................................................................24
     Land Holdings..........................................................................24
     Drilling...............................................................................25
     Wells..................................................................................26
     Sales and Sales Revenues...............................................................26
     Production Costs.......................................................................27
     Quarterly Volumes and Netback Analysis.................................................27
     Marketing, Pipeline and Other Operations...............................................28
     Capital and Exploration Expenditures...................................................28
     Environmental Compliance...............................................................29
   SUNOCO...................................................................................29
     Refining...............................................................................29
     Environmental Compliance...............................................................33
SUNCOR EMPLOYEES............................................................................33
RISK/SUCCESS FACTORS........................................................................34
SELECTED CONSOLIDATED FINANCIAL INFORMATION.................................................39
     Selected Consolidated Financial Information............................................39
     Dividend Policy and Record.............................................................39
     Future Commitments to Buy, Sell, Exchange or Transport Crude Oil And Natural Gas.......40
MANAGEMENT'S DISCUSSION AND ANALYSIS........................................................41
MARKET FOR THE SECURITIES OF THE ISSUER.....................................................41
DIRECTORS AND OFFICERS......................................................................41
ADDITIONAL INFORMATION......................................................................45
</TABLE>


                                                                              ii
<PAGE>

                                GLOSSARY OF TERMS

INDUSTRY TERMS

BITUMEN/HEAVY OIL

     A naturally occurring viscous tar-like mixture, mainly of hydrocarbons
heavier than pentane, that may contain sulphur compounds and that in its
naturally occurring viscous state is not recoverable at a commercial rate
through a well, without using enhanced recovery methods; and that when extracted
can be upgraded into crude oil and other petroleum products.

CAPACITY

     Maximum output that can be achieved from a facility in ideal operating
conditions.

COAL BED METHANE

     Natural gas produced from wells drilled into a coal formation. Also called
coal seam methane.

CONVENTIONAL CRUDE OIL

     Crude oil produced through wells by standard industry recovery methods for
the production of Crude Oil.

CONVENTIONAL NATURAL GAS

     Natural gas produced from all geological strata, excluding coal bed
methane.

CRUDE OIL

     Unrefined liquid hydrocarbons, excluding natural gas liquids.

DOWNSTREAM

     This business segment manufactures, distributes and markets refined
products from crude oil.

DRY HOLE/WELL

     An exploration or development well determined, on an economic basis, to be
incapable of producing hydrocarbons that will be plugged, abandoned and
reclaimed.

GROSS PRODUCTION/RESERVES

     Suncor's interest before deducting Crown royalties, freehold and overriding
royalty interests.

GROSS WELLS/LAND HOLDINGS

     Total number of wells or acres, as the case may be, in which Suncor has an
interest.

HEAVY FUEL OIL

     Residue from refining of conventional crude oil that remains after lighter
products such as gasoline, petrochemicals and heating oils have been extracted.


                                                                             iii
<PAGE>

IN-SITU OIL

     In-situ or "in place" refers to methods of extracting heavy crude oil from
deep deposits of oil sands with minimal disturbance of the ground cover.

NATURAL GAS

     Hydrocarbons which at atmospheric conditions of temperature and pressure
are in a gaseous phase.

NATURAL GAS LIQUIDS

     Those hydrocarbon products recovered from raw natural gas as liquids by
processing through extraction plants or recovered from field separators,
scrubbers or other gathering facilities. These liquids include the hydrocarbon
components ethane, propane, butanes and pentanes plus, or a combination thereof.

NET PRODUCTION/RESERVES

     Suncor's interest in total production or total reserves, as the case may
be, after deducting Crown royalties and freehold and overriding royalty
interests.

NET WELLS/LAND HOLDINGS

     Suncor's interest in the gross number of wells or gross number of acres, as
the case may be, after deducting interests of third parties.

OVERBURDEN

     Material overlying oil sands that must be removed before mining. Consists
of muskeg, glacial deposits and sand.

PROBABLE RESERVES

     With reference to conventional crude oil and natural gas, those reserves
which analysis of drilling, geological, geophysical and engineering data does
not demonstrate to be proved under current technology and existing economic
conditions, but where such analysis suggests the likelihood of their existence
and future recovery. Probable additional reserves to be obtained by the
application of enhanced recovery processes will be the increased recovery over
and above that estimated in the proved category which can be realistically
estimated for the pool on the basis of enhanced recovery processes which can be
reasonably expected to be instituted in the future.

PROVED RESERVES

     With reference to conventional crude oil and natural gas, those reserves
estimated as recoverable under current technology and existing economic
conditions, from that portion of a reservoir which can be reasonably evaluated
as economically productive on the basis of analysis of drilling, geological,
geophysical and engineering data, including the reserves to be obtained by
enhanced recovery processes demonstrated to be economic and technically
successful in the subject reservoir.


                                                                              iv

<PAGE>

PROVED AND PROBABLE OIL SANDS RESERVES

     Annual estimates made by Suncor of recoverable synthetic crude oil
associated with Suncor's surface mineable oil sands leases. The estimates are
allocated between proven and probable categories based upon criteria agreed to
by management and reviewed by independent consultants. The proved reserves are
considered to be conservative estimates in which there are a high degree of
confidence. Probable reserves incorporate portions of the mine that have a lower
drilling density. There is least a 50% chance the proved plus probable reserve
estimates will be exceeded. The bitumen estimates are converted to synthetic
crude estimates on the basis of yields currently being obtained.

RESERVOIR

     Body of porous rock containing an accumulation of water, crude oil or
natural gas.

SOUR CRUDE OIL

     Crude oil produced by Oil Sands that requires only partial upgrading and
contains a higher sulphur content than sweet crude oil.

SWEET SYNTHETIC CRUDE OIL

     Crude oil produced by Oil Sands consisting of a blend of hydrocarbons
resulting from thermal cracking and purifying of bitumen.

SYNTHETIC CRUDE OIL

     Upgraded or partially upgraded crude oil recovered from oil sands including
surface mineable oil sands leases and in-situ heavy oil leases.

UNDEVELOPED OIL AND NATURAL GAS LANDS

     Suncor's undivided percentage interest in lands on which no producing or
commercially producible well has been drilled.

UPSTREAM

     This business segment includes acquisition, exploration, development,
production and marketing of crude oil, natural gas, and natural gas liquids; and
for greater clarity includes the production of synthetic crude oil and other oil
products from oil sands.

UTILIZATION

     The average use of capacity taking into consideration unplanned outages and
unscheduled maintenance.

WELLS

DEVELOPMENT WELL

     A crude oil or natural gas well in a reservoir known to be productive and
expected to produce in future.


                                                                               v
<PAGE>

DRILLED WELL

     A well which has been drilled and has a defined status e.g. gas well,
shut-in well, producing oil well, producing gas well, suspended well or dry and
abandoned well.

EXPLORATORY WELL

     A well drilled in unproved or semi-proved territory with the intention to
discover commercial reservoirs or deposits of crude oil and/or natural gas.

ACCOUNTING TERMS

BARREL OF OIL EQUIVALENT (BOE)

     Converts natural gas to crude oil on the approximate long-term economic
equivalent basis that 10,000 cubic feet of natural gas equals one barrel of
crude oil.

DEVELOPMENT COSTS

     Includes all costs associated with moving reserves from other classes such
as "proved undeveloped" and "probable" to the "proved developed" class.

FINDING COSTS

     Includes the cost of and investment in undeveloped land, geological and
geophysical activities, exploratory drilling and direct administrative costs
necessary to discover crude oil and natural gas reserves.

INTEREST COVERAGE -- CASH FLOW BASIS

     Cash provided from operating activities before interest expense and income
tax payments, divided by the aggregate of interest expense and interest
capitalized.

LIFTING COSTS

     Includes all expenses related to the operation and maintenance of producing
or producible wells, natural gas plants and gathering systems.

MMCF/E

     Converts crude oil to natural gas on the approximate long-term economic
equivalent basis that one barrel of crude oil equals 10,000 cubic feet natural
gas.

NET DEBT

     Long-term borrowings (including the current portion) plus short-term
borrowings, less cash and cash equivalents.

OPERATING WORKING CAPITAL

     Current assets (excluding cash and cash equivalents), less current
liabilities (excluding borrowings).


                                                                              vi
<PAGE>

RETURN ON AVERAGE CAPITAL EMPLOYED

     Earnings before long-term interest expense as a percentage of average
capital employed. Average capital employed is the total of shareholders' equity
and debt (short-term borrowings and current and long-term borrowings), less the
book value of significant capital projects in process at the beginning and end
of the year, divided by two.

RETURN ON AVERAGE SHAREHOLDERS' EQUITY

     Earnings as a percentage of average shareholders' equity. Average
shareholders' equity is the aggregate of total shareholders' equity at the
beginning and end of the year, divided by two.

                                CONVERSION TABLE

<TABLE>
<S>                                                     <C>
1 cubic metre m(3) = 6.29 barrels                       1 tonne = 0.984 tons (long)
1 cubic metre m(3) (natural gas) = 35.49 cubic feet     1 tonne = 1.102 tons (short)
1 cubic metre m(3) (overburden) = 1.31 cubic yards      1 kilometre = 0.62 miles
                                                        1 hectare = 2.5 acres
</TABLE>

NOTES:

(1)  Conversion using the above factors on rounded numbers appearing in this
     Annual Information Form may produce small differences from reported
     amounts.

(2)  Some information in this Annual Information Form is set forth in metric
     units and some in imperial units.


                                    CURRENCY

All references in this Annual Information Form to dollar amounts are in Canadian
dollars unless otherwise indicated.


                                                                             vii
<PAGE>

                           FORWARD LOOKING STATEMENTS

     This Annual Information Form contains certain forward-looking statements,
which are based on Suncor's current expectations, estimates, projections and
assumptions and were made by Suncor in light of its experience and its
perception of historical trends. All statements that address expectations or
projections about the future, including statements about Suncor's strategy for
growth, expected expenditures, commodity prices, costs, schedules and production
volumes, operating or financial results, are forward looking statements. Some of
the forward looking statements may be identified by words like "expects,"
"anticipates," "plans," "intends," "believes," "projects," "indicates," "could",
"vision", "goal", "objective" and similar expressions. These statements are not
guarantees of future performance and involve a number of risks, uncertainties
and assumptions. Suncor's business is subject to risks and uncertainties, some
of which are similar to other oil and gas companies and some of which are unique
to Suncor. Suncor's actual results may differ materially from those expressed or
implied by its forward looking statements as a result of known and unknown
risks, uncertainties and other factors. The risks, uncertainties and other
factors that could influence actual results include: changes in the general
economic, market and business conditions; fluctuations in supply and demand for
Suncor's products; fluctuations in commodity prices; fluctuations in currency
exchange rates; Suncor's ability to respond to changing markets; the ability of
Suncor to receive timely regulatory approvals; the successful and timely
implementation of its growth projects including Project Millennium; the
integrity and reliability of Suncor's capital assets; the cumulative impact of
other resource development projects; Suncor's ability to comply with current and
future environmental laws; the accuracy of Suncor's production estimates and
production levels and its success at exploration and development drilling and
related activities; the maintenance of satisfactory relationships with unions,
employee associations and joint venturers; competitive actions of other
companies, including increased competition from other oil and gas companies or
from companies which provide alternative sources of energy; the uncertainties
resulting from potential delays or changes in plans with respect to exploration
or development projects or capital expenditures; actions by governmental
authorities including increasing taxes, changes in environmental and other
regulations; the ability and willingness of parties with whom Suncor has
material relationships to perform their obligations to Suncor; and the
occurrence of unexpected events such as fires, blowouts, freeze-ups, equipment
failures and other similar events affecting Suncor or other parties whose
operations or assets directly or indirectly affect Suncor. Many of these risk
factors are discussed in further detail throughout this Annual Information Form
and in Management's Discussion and Analysis for the year ended December 31, 2000
and dated February 28, 2001, incorporated by reference herein. Readers are also
referred to the risk factors described in other documents Suncor files from time
to time with securities regulatory authorities. Copies of these documents are
available without charge from the Company by contacting the Secretary at
403-269-8709.


                                                                            viii
<PAGE>

                               CORPORATE STRUCTURE

INCORPORATION OF THE ISSUER

     Suncor Energy Inc. (formerly Suncor Inc.) was originally formed by the
amalgamation under the CANADA BUSINESS CORPORATIONS ACT on August 22, 1979 of
Sun Oil Company Limited, incorporated in 1923, and Great Canadian Oil Sands
Limited, incorporated in 1953. On January 1, 1989, Suncor amalgamated with a
wholly-owned subsidiary under the CANADA BUSINESS CORPORATIONS ACT. In September
1995, Suncor's articles were amended to change the location of its registered
office from Toronto, Ontario, to Calgary, Alberta. In April 1997, Suncor's
articles were amended to divide its issued and outstanding shares on a
two-for-one basis, and to change the Company's name to Suncor Energy Inc. In May
2000, Suncor's articles were again amended to divide its issued and outstanding
shares on a two-for-one basis.

     Suncor's registered and principal office is located at 112 - 4th Avenue,
S.W. Calgary, Alberta, T2P 2V5.

     In this Annual Information Form, references to "Suncor" or the "Company"
include Suncor Energy Inc., its subsidiaries and joint venture investments
unless the context otherwise requires.

SUBSIDIARIES OF SUNCOR

     Suncor Energy Inc. has two principal subsidiaries. Sunoco Inc. is an
Ontario corporation that is wholly-owned by Suncor and is incorporated under the
laws of Ontario. Sunoco refines and markets petroleum products and
petrochemicals directly and indirectly through subsidiaries and joint ventures.
In this Annual Information Form, references to "Sunoco" mean Sunoco Inc., its
subsidiaries and joint venture investments, unless the context otherwise
requires. Sunoco is unrelated to Sunoco, Inc. (formerly known as Sun Company,
Inc.) that has offices in Pennsylvania.

     Suncor Energy Marketing Inc., wholly-owned by Sunoco, is incorporated under
the laws of Alberta. Suncor Energy Marketing Inc. manages Company and third
party Alberta-based pipeline operations, and markets, mainly to customers in
Canada and the United States, certain crude oil and diesel fuel products and
byproducts such as petroleum coke, sulphur and gypsum produced by Suncor's Oil
Sands and Natural Gas (NG) business units as well as other third party products.
Suncor Energy Marketing Inc. also has a petrochemicals marketing division that
principally manages its participation in a petrochemical products joint venture
partnership.

                       GENERAL DEVELOPMENT OF THE BUSINESS

OVERVIEW

     Suncor is a Canada-based integrated energy company. Suncor explores for,
acquires, produces, and markets crude oil and natural gas, refines crude oil,
and markets petroleum and petrochemical products.

     Suncor has three principal operating business units. OIL SANDS, based near
Fort McMurray, Alberta, produces sweet and sour crude oil, diesel fuel and
various custom blends and markets these products in Canada and the United
States. NATURAL GAS (formerly Exploration and Production), based in Calgary,
Alberta, explores for, acquires, develops, produces and markets natural gas
throughout North America. Since November 1, 1998, Suncor Energy Marketing Inc.
has marketed the crude oil, diesel products and other byproducts produced by
Suncor's Oil Sands and Natural Gas business units. Since January 1, 2000, it has
also managed the Company's, and certain third party, Alberta-based pipeline
operations. Sunoco, headquartered in Toronto, Ontario, refines crude oil,
markets a broad range of petroleum products, mostly in Ontario, and markets
petrochemical products in the United States and Europe. In 1997, Sunoco started
an energy marketing business and began marketing natural gas to residential and


                                                                               9
<PAGE>

commercial customers in Ontario. Suncor is currently commissioning an oil shale
demonstration project known as the Stuart Oil Shale Project, in Gladstone,
Queensland, Australia.

     In 2000, Suncor produced approximately 121,100 barrels per day of crude oil
and natural gas liquids (approximately 6% of Canada's crude oil production) and
200 million cubic feet per day of natural gas. In 1999, the most recent period
with published results, Suncor was the second largest crude oil and natural gas
liquids producer and in the top quartile of natural gas producers in Canada.

     In 2000, Suncor sold approximately 92,000 barrels (14,600 m3) per day of
refined products, mainly in Ontario but also in the United States and Europe.
Suncor's refined product sales in Ontario represented approximately 17% of
Ontario's total refined product sales in 2000.

THREE-YEAR HIGHLIGHTS

OIL SANDS

     In July 1997, Suncor announced plans to expand the production capacity of
its Oil Sands plant, near Ft. McMurray, Alberta, including plans for a project
("Project Millennium") designed to double Oil Sands' production capacity from
1997 levels. Project Millennium involves an expanded mine, additional mining
equipment, increased energy services support and twinning of the bitumen
extraction and upgrading processes. Detailed engineering studies that followed
the original announcement in 1997 resulted in a Project Millennium plan designed
to increase total production capacity at Oil Sands to 225,000 barrels per day by
2002. Project Millennium was approved in 1999 by both Suncor's Board of
Directors and the Alberta Energy & Utilities Board. In February 1999, Suncor
announced the integrated project team of Canada-based companies, including
Suncor, that would undertake the engineering, procurement, construction,
commissioning and start-up of Project Millennium. Project Millennium
construction began in April 1999.

     In the first quarter of 2000, Suncor announced Project Millennium costs
could be as high as $2.45 billion, up from the original estimate of $2 billion.
In October of 2000, a thorough analysis was completed on Suncor's Project
Millennium that resulted in a revised capital cost estimate of $2.8 billion. The
current capital cost estimate of $2.8 billion is attributed to rising labour,
fabrication and material costs, and a $150 million change in the project's
scope. The additional capital costs are expected to be financed by internally
generated cash flow and additional borrowing.

     At the end of 2000 all Project Millennium engineering was completed and in
aggregate the project was 70% complete.

     In March 1999, Suncor and TransAlta Energy Corporation ("TransAlta")
announced TransAlta's plans to build, own and operate a $315 million
co-generation facility at Suncor's Oil Sands site. This facility is expected to
meet a portion of Oil Sands' electricity and steam requirements and to supply
electricity to the Alberta power grid. The new TransAlta facility is being built
in phases and is expected to generate 360 megawatts of electricity when fully
operational in 2001. The first phase, consisting of two gas turbines producing
220 megawatts of electricity, became operational in 2000. Commissioning of other
co-generation equipment continued throughout 2000 and the entire complex is
expected to be fully commissioned in 2001. In October 1999, TransAlta also
assumed the role of operator of Suncor's existing energy services plant.

     In early 2000, Suncor announced a plan to further expand its oil sands
facilities beyond the Project Millennium expansion currently in process, with a
proposed investment of $750 million in the first stage of an in-situ project and
further expansion of the Oil Sands plant. Under current planning assumptions,
the commercial scale in-situ portion of the project (referred to as the "Firebag
In-situ Oil Sands Project") is targeted to add approximately 35,000 barrels of
bitumen per day in 2005. The Firebag In-situ Oil Sands Project is intended to be
integrated with Suncor's open pit mining operation. To process the additional
bitumen, Suncor plans to add a vacuum tower complex designed to increase the Oil
Sands plant upgrading capacity to a targeted 260,000 barrels per day in 2005.
Work to finalize cost estimates is


                                                                              10
<PAGE>

underway. These plans are subject to Board of Directors and provincial
regulatory approvals. Suncor submitted regulatory approval applications for the
Firebag In-situ Oil Sands Project in 2000, and expects a regulatory decision in
2001. Subject to these approvals, construction of the Firebag In-Situ Oil Sands
Project and the vacuum tower complex addition is scheduled to begin in late
2001, with start-up in late 2003 and commissioning in 2004 - 2005.

     The Company's long-term vision is to produce 140,000 barrels of bitumen per
day from the Firebag project by the end of this decade, and to increase total
production at its Oil Sands facilities, by a combination of oil sands mining and
in-situ development, to approximately 400,000 to 450,000 barrels of crude oil a
day in 2008. Any plans toward realizing this long-term vision would be subject
to Board of Directors and regulatory approvals.

NATURAL GAS

     In April 2000, Suncor's Board of Directors approved a repositioning of the
Exploration and Production business and renamed it Natural Gas (NG) to reflect
the sharpened focus on natural gas production to meet growing demand, both
internally and externally.

     The repositioning plans called for a reduction in annual expenses in the NG
business by $18 to $20 million by the end of 2001. During 2000, NG reduced
annualized costs by approximately $15 million, approximately 80% of its target.
Consolidation of the asset base, organizational restructuring and a reduction in
the NG workforce of about 70 positions contributed to the reduced operating
costs. The NG business has established a goal of achieving a sustainable 10%
return on capital employed by 2004 at natural gas prices in the range of $3.00
to $3.50 per thousand cubic feet (mid-cycle prices).

SUNOCO

     In 1997, Sunoco entered the natural gas marketing business in Ontario. In
1999, as part of its goal to broaden its energy offerings, Sunoco expanded the
number of dealer members in the Home Energy Dealer Network to 29 dealers. In
2000 it was decided to exit the heating, ventilation and air conditioning market
and shut down its Home Energy Dealer Network. This decision does not affect
Sunoco's interests in the natural gas marketing business. Costs associated with
the shut down were not significant.

     During 1998, TransAlta announced plans to build a co-generation facility in
Sarnia, Ontario. Sunoco continues to evaluate its participation in this project.
Any such participation would be subject to enabling rules and regulations
arising from the Ontario government's electricity deregulation process. These
include acceptable tariff structures currently under a rate hearing by the
Ontario Energy Board. Due to the length of the deregulation process, start-up of
the project is now estimated for mid-2002, as opposed to the 1998 estimate of
completion in 2001. If the project proceeds, it is expected to supply some of
Sarnia's power-consuming industries, including Sunoco's Sarnia refinery, with
lower-cost power and steam. Negotiations continue with TransAlta to purchase
steam and electricity from the project.

     In 2000, to reduce exposure to energy cost increases expected when the
electricity market deregulates, Sunoco's Sarnia refinery negotiated a fixed-rate
supply contract to lock-in costs on a portion of its electricity requirements
for three years. The contract commences on the date when electricity
deregulation begins and provides that, if this does not occur prior to a
specific outside date, the contract would terminate unless renegotiated. Under
this contract Sunoco is not prevented from reselling the purchased electricity
and as such Sunoco would have the ability to sell into the marketplace any
electricity surplus to its needs.


                                                                              11
<PAGE>

OTHER

     In the first quarter of 1998, Suncor arranged syndicated credit facilities
totaling $1.296 billion to be used for general corporate purposes. These
borrowings were arranged in anticipation of the Company's planned multi-billion
dollar capital expenditure program during the 1999 - 2001 period, primarily
relating to Project Millennium. The facilities are unsecured and rank equally
with other unsecured and unsubordinated indebtedness of Suncor. During 1999, the
Company completed a Canadian offering of $276 million of 9.05% preferred
securities and a U.S. offering of U.S.$162.5 million of 9.125% preferred
securities, the proceeds of which totaled Canadian $507 million after issue
costs of $17 million ($10 million after income tax credits of $7 million). The
preferred securities are unsecured junior subordinated debt of the Company, due
in 2048 and redeemable at the Company's option on or after March 15, 2004. See
"Dividend Policy and Record." During 2000, the Company put in place a borrowing
facility for $500 million that is fully revolving for 364 days and expires in
2001.

     In June 1997, Sunoco Inc. and Australian joint venture participants,
Southern Pacific Petroleum NL (SPP) and Central Pacific Minerals NL (CPM)
announced the first stage of the Stuart Oil Shale Project in Gladstone,
Queensland, Australia where the Company and the two Australian co-owners are
currently testing the commercial viability of producing crude oil from oil
shale. The first phase is designed as a 4,500-barrel per day demonstration
plant. Suncor Energy (Management) Pty Ltd., a subsidiary of Sunoco, is the
operator of the demonstration plant. Construction is now complete and
commissioning of the first stage of the Stuart Oil Shale Project commenced in
1999.

     Operational issues have been experienced during commissioning of the Stuart
Oil Shale Project, including issues relating to plant reliability, noise, odours
and the discovery of low levels of dioxin and other emissions. In the third
quarter of 2000, Suncor announced plans to spend up to $22 million to address
these issues. Suncor recorded an after-tax write-down of $80 million on the
project in 2000, reflecting increased costs and delayed oil production. All
future expenditures on the Stuart Oil Shale Project are being expensed until
operational issues and concerns about environmental and social impacts are
addressed. Suncor intends to resolve operating issues at the plant before making
any decisions regarding the project's next stage of development. To the end of
December 2000, Suncor's investment in the first stage of the project, excluding
$4 million invested by Suncor in partially paid SPP/CPM shares (See Note 2 to
Suncor's consolidated financial statements for information about these shares),
has been approximately $270 million, higher than the original estimate of $210
million due to the issues and delays experienced to date. A portion of the
financing for the project, $73 million at the end of 2000, has been funded
through project financing from SPP and CPM.

     The success of the Stuart Oil Shale Project is subject to uncertainty
because of the developmental nature of the project and the inherent risks
associated with the use of new technology. If the project does not proceed, the
remaining associated costs and obligations on the balance sheet would be
eliminated. The impact on future earnings, should this occur, is currently
estimated not to be significant. If the first stage of the project proves
successful, the next stages have the potential to increase production to 85,000
barrels per day within 10 years. Sunoco and SPP/CPM would ultimately have a
50/50 interest in the project.

     In September 1999, Dow Jones announced Suncor was to be included in the
newly formed Dow Jones Sustainability Index, which is the world's first global
equity index, tracking the performance of the 200 leading sustainability-driven
companies in 68 industry groups in 22 countries. Suncor continued to be part of
the Sustainability Index in 2000.

     Suncor announced in 2000 plans to invest at least $100 million over the
next five years to pursue alternative and renewable energy opportunities.

     For further information on the status of the ongoing projects referred to
above, including Project Millennium, and other highlights of 2000, reference is
made to "Outlook" and other sections of Suncor's Management's Discussion and
Analysis for the year ended December 31, 2000 and dated February 28,


                                                                              12
<PAGE>

2001 ("MD&A"), which MD&A is incorporated by reference herein.

                      NARRATIVE DESCRIPTION OF THE BUSINESS

                                    OIL SANDS

     Suncor produces a variety of refinery feedstocks and diesel fuel by mining
the Athabasca oil sands in northeastern Alberta and upgrading the bitumen
extracted at its plant near Fort McMurray, Alberta. The Oil Sands operations,
accounting for over 95% of Suncor's conventional and synthetic crude oil
production in 2000, represents a significant portion of Suncor's asset base,
cash flow and earnings.

OPERATIONS

     Suncor's integrated Oil Sands business involves four operations: a mining
operation using trucks and shovels to mine the oil sand; extraction which
involves extracting the bitumen from the oil sands; a heavy oil upgrading
process, where bitumen is converted into crude products; and an energy services
plant (operated by TransAlta), which provides the site with steam and electric
power.

     The first step of the open pit mining operation is the removal of
overburden with trucks and shovels to access the oil sands - a mixture of sand,
clay, and bitumen. The oil sands ore is transported to one of four sizing plants
by a fleet of trucks. The ore is dumped into sizers where it is crushed and then
transported to the extraction plant. On the west bank of the Athabasca River,
the ore is transported by a conveyor system which stretches approximately three
miles. On the east bank, a slurry of partially processed ore from the Mine
Expansion is transported by a hydrotransport system to the extraction plant on
the west side of the river. Bitumen is extracted from the oil sands with a hot
water process. After the final removal of impurities and minerals, naphtha is
added as diluent to facilitate transportation to the upgrading plant.

     After transfer to the upgrading plant, the diluted bitumen is separated
into naphtha and bitumen. The naphtha is recycled to be used again as diluent
and the bitumen is upgraded through a coking and distillation process. The
upgraded product, referred to as sour crude oil, is either sold directly to
customers or is further upgraded into sweet crude oil by removing the sulphur
and nitrogen using a hydrogen treating process. Three separate streams of
refined crude oil are blended together according to customer specifications.
Suncor Energy Marketing Inc. ships these product blends by pipeline for sale and
distribution to Suncor's Sarnia, Ontario refinery, as well as other customers in
Canada and the United States. Oil Sands entered into a transportation service
agreement with a subsidiary of Enbridge Inc. ("Enbridge") for a term that
commenced in 1999 and extends to 2028, for pipeline capacity that allows for the
initial shipment of 60,000 and increasing to 170,000 barrels per day of sour
crude oil and bitumen from Fort McMurray, Alberta to Hardisty, Alberta. As the
initial shipper on the pipeline, Suncor's annual tolls payable under the
agreement are subject to annual adjustments. The pipeline is operated by Suncor
Energy Marketing Inc. The pipeline is expected to meet Suncor's anticipated
crude oil shipping requirements for the foreseeable future.

     The Oil Sands operation meets most of its current energy needs from an
existing energy services plant which uses primarily petroleum coke, a by-product
of the coking process, as fuel. The operation also consumes natural gas. The
natural gas used includes volumes produced by Suncor, as well as natural gas
purchased from others. TransAlta commenced operation of this facility in October
1999. The Project Millennium expansion energy requirements are to be met by the
existing energy services plant, and Suncor's portion of the output from a new
TransAlta owned and operated onsite cogeneration facility.

     In 1998, Suncor entered into an agreement with Nova Pipeline Ventures
Limited Partnership, now known as TransCanada Pipeline Ventures Limited
Partnership ("TCPV"), to provide Suncor with firm capacity on a new natural gas
pipeline to be constructed by TCPV. This pipeline came into service in 1999.


                                                                              13
<PAGE>

     In 1998, Suncor's Mine Expansion on the east side of the Athabasca River
began operations. The project included a mine site facilities complex, a 250
tonne capacity bridge over the Athabasca River, and a new ore preparation
process. The new ore preparation process utilizes crushers, slurry preparation
equipment, and hydrotransport pumps to deliver an oil sand slurry across the
Athabasca River through hydro-transport pipelines to the existing extraction
plant.

     The oil sands plant is susceptible to loss of production due to the
interdependence of its component systems. In 1999 two unplanned outages of the
5C9 diluent recovery unit lasted a total of 16 days and resulted in
approximately 1.8 million barrels of lost production. These outages were
precipitated by a change in feedstock resulting from the operation of a new
vacuum tower. Parts of the 5C9 unit that failed were redesigned during the
second outage in September, with the objective of improving reliability and
helping to achieve targeted production rates. Suncor plans to shut down the same
unit for routine maintenance before mid-year, 2001, for approximately eight
days. There will be no production from the oil sands plant while this
maintenance work takes place. Suncor's 130,000 barrels per day average
production target for 2001 includes the estimated impact of this maintenance
work on production.

     Project Millennium will involve the duplication of some facilities, thereby
reducing the potential for a total loss of production.

     Severe climatic conditions at Oil Sands can cause reduced production and in
some situations result in higher costs. In December 2000, three weeks of
prolonged cold weather reduced production. Over the past several years, backup
components and systems have been introduced in critical areas to improve
reliability. In addition to ongoing preventive maintenance programs, full plant
maintenance shutdowns are completed approximately every four years. The next
complete shutdown is scheduled for 2002 when the original facilities (excluding
the assets associated with Project Millennium) will undergo scheduled
maintenance shutdown work. In addition to complete shutdowns, partial shutdowns
in the upgrader are undertaken periodically. During these partial shutdown
maintenance periods, work can be done while the rest of the plant continues to
operate. This reduces both the cost and scope of shutdowns and allows for
continued production of sour crude oil during the shutdown period.

LEASEHOLD INTERESTS AND ROYALTIES

     In 1997, regulatory approval was obtained to allow Suncor to mine
additional leases on its existing mine site (the "Mine Expansion"). Mining
activity on the Mine Expansion, located east of the Athabasca River and south
of the Steepbank River, commenced during the third quarter of 1998.


                                                                              14
<PAGE>

     Set out in the table below is a summary of Suncor's oil sands leasehold
interests as of December 31, 2000.

<TABLE>
<CAPTION>
                                                                              NUMBER OF
                                                                             GROSS ACRES             PERCENTAGE OF
                                                         REFERRED           (NET ACRES IF           SYNTHETIC CRUDE
      DESCRIPTION              LEGAL DESCRIPTION          TO AS              APPLICABLE)          OIL PROVED RESERVES
------------------------     ----------------------     ------------       ---------------        --------------------
<S>                          <C>                        <C>                <C>                    <C>
Mine Expansion:
Leases                            7280100T25                25                   17,664           Mine Expansion
                                  7279080T19                19                   18,760           Leases and Fee
                                  7597030T11                97                    2,483           Lots represent 95%
                                  7280060T23                                     36,900
                                  7498050014                                        240

Fee Lots(1)                            1                    N/A                   1,894           (1)
                                       3                    N/A                   1,967           (1)
                                       4                    N/A                   1,886           (1)

Original Mine                     7387060T04                86                    4,500           Original Mine
Leases                            7279120092                17                    1,600           Leases represent
                                                                                                  5.1%

Firebag(2)                        7285100T85                85                   39,500           (1)

Firebag(2)                        Various(3)              Various               266,440           (1)

Cheecham(2)                       7280100T27                27                   49,900           (1)
                                                                                (24,450)
</TABLE>

Notes:

(1)  No proved reserves are attributable to these leases.

(2)  Leases are principally in-situ.

(3)  Suncor holds a beneficial interest in 13 leases totaling 266,440 gross and
     net acres.


     The Government of Alberta is entitled to royalties under Leases 17, 19,
25, 86 and 97 and fee lots one, three and four at rates which the Government
establishes from time to time.

      Under the Alberta Suncor Crown Royalty Agreement, Crown royalties are
25% of revenues less allowable costs (including capital expenditures),
subject to a minimum payment of 5% of gross revenues. In 2000, Suncor made
Crown royalty payments based upon the 5% minimum royalty. Suncor transitioned
to a generic Oil Sands royalty agreement with the Alberta government in 1999
that provides Suncor with additional allowable cost deductions to a maximum
of $158 million per year for 10 years (related to Suncor's original
investment in the Oil Sands facility). In 2001, the minimum royalty rate will
change to 1% of gross revenues. Suncor currently expects to pay Crown
royalties at the minimum 1% rate until 2008, based on assumptions relating to
future crude oil prices, production levels, operating costs and capital
expenditures.


                                                                              15
<PAGE>

      Union Pacific Resources Inc. (a successor to Norcen Energy Resources
Limited) has a gross overriding royalty on Lease 86 pursuant to an agreement
dated March 1, 1989 (the "Union Pacific Royalty"). The Union Pacific Royalty is
based on a graduated scale dependent on the synthetic crude oil price expressed
as a percentage of gross revenue from production of the lease. As of December
31, 2000, under the Union Pacific Royalty, no payment is required if synthetic
crude prices are below $19.70 per barrel. Payment of 1.5% of gross revenue is
required if the synthetic crude price ranges from $19.70 to $20.69 per barrel.
For every $1.00 per barrel increase in the price of synthetic crude in the range
of $20.70 to $25.69 per barrel, the percentage rate of the royalty increases by
0.5%. For every $1.00 per barrel increase in the price of synthetic crude in the
range of $25.70 to $36.69 per barrel, the percentage rate of the royalty
increases by a further 0.25% until a maximum royalty of 7% is reached. All
synthetic crude prices are calculated on a monthly average basis and the crude
price break points are adjusted annually on March 1 of each year by a
contractually determined inflation component. Mining is currently expected to be
completed on the Union Pacific lease in the 2001/2002 time period.

      Petro-Canada has a royalty on Lease 19 pursuant to an agreement dated
October 6, 1992. The royalty is calculated as 1.5% of net sale proceeds. Net
sale proceeds is calculated based upon a formula by which the sale proceeds for
the period exceeds the sum of allowed deductions for the period.

       The Crown royalty regime that will be applicable to the Firebag and
Cheecham in-situ leases has not been determined at this time.

ESTIMATED SYNTHETIC CRUDE OIL RESERVES

     Suncor estimates that Leases 86 and 17 (the original leases), and the Mine
Expansion leases, on a combined basis, contain proved plus probable reserves of
synthetic crude oil totaling 2.5 billion barrels, with 422 million barrels
classified as proved. These estimates are before deduction of Crown and
applicable royalties on the leases. Under the Crown Royalty Agreement the Crown
royalty is dependent on deemed net revenues (Revenue-Cost, or R-C); therefore,
the calculation of net reserves would vary depending upon production rates,
prices and operating and capital costs.

     The reserve estimates are based upon a detailed geological assessment
including drilling density and laboratory tests and also consider current
production capacity and upgrading yields, current mine plans, operating life and
regulatory constraints. Based on these factors, additional reserves may be
identified when more work on the mine is completed. The current proved plus
probable reserve estimate is based on the mine plan approved by the Alberta
Energy and Utilities Board.

     Suncor engaged Gilbert Laustsen Jung Associates Ltd. ("GLJ"), independent
petroleum consultants, to audit Suncor's estimate of proved and probable
reserves of synthetic crude oil as of December 31, 2000. In their opinion dated
January 15, 2001, GLJ state that they believe that there is at least a 90%
confidence that the current proved, and 50% confidence that the current proved
plus probable, reserve estimates will be exceeded. Their opinion is qualified to
the extent that it assumes Suncor will comply with any amendments that may be
made to regulatory approvals. Planned future improvements in the extraction
(bitumen production) and upgrading processes have not been considered in their
report. On-site fuel consumption has been deducted. The independent GLJ audit
does not take into account the economic aspects of future reserves.


                                                                              16
<PAGE>

RESERVES RECONCILIATION

     The following table sets out a reconciliation of Suncor's proved and
probable reserves of synthetic crude oil from December 31, 1999 to December 31,
2000.

<TABLE>
<CAPTION>
                                          PROVED RESERVES            PROBABLE RESERVES                 TOTAL
                                          ---------------          ---------------------               -----
                                                                   (MILLIONS OF BARRELS)
<S>                                       <C>                      <C>                                 <C>
December 31, 1999..................             476                        2,028                       2,504
Revisions(1).......................             (13)                           6                          (7)
Additions..........................               0                            0                           0
Production.........................             (41)                           -                         (41)
                                                ---                        -----                       -----
December 31, 2000..................             422                        2,034                       2,456
</TABLE>

Note:

(1)  Substantially all of the proved reserve revisions relate to proved bitumen
     drilling activity and revisions to the pit design based upon both
     geotechnical and economic data related to the Mine Expansion leases.

REVENUES FROM SYNTHETIC CRUDE OIL AND DIESEL

     Although revenues after royalties, per barrel, are higher for synthetic
crude oil than for conventional crude oil, operating costs to produce synthetic
crude oil are higher than lifting and administrative costs to produce
conventional crude oil from the Western Canada Sedimentary Basin. While there is
no finding cost associated with synthetic crude oil, mine development and
expansion of production can entail significant outlays of funds. The costs
associated with synthetic crude oil production are largely fixed for the same
reason and, as a result, operating costs per unit are largely dependent on
levels of production. Since the early 1990's, cost reduction efforts, and higher
production levels, have been successful in reducing unit costs.

     Aside from onsite fuel use, all of Oil Sands production is sold to Suncor
Energy Marketing Inc., a wholly owned subsidiary of Sunoco, which then markets
the production.

     In 1997, Suncor and Shell Canada ("Shell") renewed a purchase agreement
whereby Shell agreed to purchase and receive approximately 95,000 cubic metres
(approximately 600,000 barrels) of sweet synthetic crude oil per month. The
original term of the agreement was to December 31, 1997, with 60-day evergreen
terms thereafter. The price received is based on a formula involving postings
for sweet crude oil.

     In 1997 Suncor entered into a long-term agreement with Koch Oil Co. Ltd.
("Koch") to supply Koch with up to 30,000 barrels per day (approximately 26% of
Suncor's average 2000 total production) of sour crude from Suncor's Oil Sands
operation. Suncor began shipping the crude to Koch's refinery in Minnesota under
this long-term agreement effective January 1, 1999. The initial term of the
agreement extends to January 1, 2009, with month to month evergreen terms
thereafter, subject to termination after January 1, 2004, on twenty-four months'
notice. In 2000, Suncor announced a long term sales agreement with Consumers
Co-operative Refineries Limited ("CCRL") under which Suncor expects to begin
supplying CCRL with 20,000 barrels per day of sour crude oil production from its
Project Millennium expansion facilities by late 2002. Prices for sour crude oil
under these agreements are set at agreed differentials to market benchmarks.

     There were two customers in 2000, Koch and Shell, that each represented 10%
or more of Suncor's consolidated revenues in 2000. Shell was the only such
customer in 1999.

     A portion of Oil Sands production is used in connection with Suncor's
Sarnia refining operations. During 2000, the Sarnia refinery processed
approximately 25% (1999 -- 26%) of Oil Sands crude oil


                                                                              17
<PAGE>

production.

     The following table sets forth the average sales price received per barrel
of synthetic crude oil from Oil Sands on a quarterly basis for the years 2000
and 1999, after the impact of hedging activities.

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------------
                                       2000                                               1999
----------------------------------------------------------------------------------------------------------------------
     $/bbl           4Q         3Q           2Q           1Q           4Q           3Q           2Q           1Q
     -----         -----       -----        -----        -----        -----        -----        -----        -----
<S>                <C>         <C>          <C>          <C>          <C>          <C>          <C>          <C>
Average sales
   price           31.33       32.39        31.12        31.84        28.77        24.24        21.57        20.00
----------------------------------------------------------------------------------------------------------------------
</TABLE>

CAPITAL EXPENDITURES

     Capital spending information for Oil Sands is set out in the table under
the caption "Capital and Exploration Investing Expenditures" in the Corporate
section of the MD&A.

ENVIRONMENTAL COMPLIANCE

     For a description of the impact of environmental protection requirements on
Oil Sands, refer to the "Government Regulation" section of this Annual
Information Form.

                                   NATURAL GAS

     Suncor's Natural Gas business, based in Calgary, Alberta, explores for,
develops, produces and markets natural gas and natural gas liquids from the
Western Canada Sedimentary Basin.

     In April 2000, Suncor's Board of Directors approved a repositioning of the
Exploration and Production business, and renamed it Natural Gas to reflect a
sharpened focus on natural gas production. The repositioning entailed a
workforce reduction of 70 positions, the consolidation of production in three
core natural gas areas, and a restructuring of business processes to support the
new focus.

     During 2000, NG sharpened its natural gas focus in Western Canada by
concentrating on natural gas prospects and selling most of its conventional
crude oil properties. Exiting 2000, natural gas and natural gas liquids
accounted for approximately 92% of the NG business unit's production. NG also
sold its Burnt Lake property, a project to evaluate steam assisted gravity
drainage technology in the production of heavy oil, which had commenced
production in 1997 (see the "Conventional Crude Oil" section of this Annual
Information Form).

     Suncor's exploration program is focused on multiple geological zones in
three core asset areas: Northern (northeast British Columbia and northwest
Alberta), Foothills (western Alberta and portions of northeast British Columbia)
and Central Alberta. Suncor drills primarily medium to high-risk wells focusing
on prospects that can be connected to existing infrastructure.

     An in-house natural gas marketing group sells Suncor's proprietary natural
gas and natural gas acquired from other producers. During 1997 Suncor entered
into a five-year agreement with Enron Capital and Trade Resources Canada Corp.
("ECT") for ECT to provide operational and administrative services to Suncor
related to its natural gas portfolio.


                                                                              18
<PAGE>

RESERVES AND RESERVES RECONCILIATION

     GLJ reported January 26, 2001, on Suncor's estimated proved and probable
reserves of natural gas, natural gas liquids and crude oil (other than synthetic
crude oil), as of December 31, 2000. Information with respect to these reserves
is set out in the tables below and in the tables under the headings
"Conventional Crude Oil" and "Natural Gas" (the "Reserves Tables"). GLJ's
determination of Suncor's estimated proved and probable recoverable reserves are
based on constant year end prices and costs determined as of the dates indicated
with no escalation into the future. The accuracy of any reserve estimate is a
function of the quality and quantity of available data and of engineering
interpretation and judgment. While reserve and production estimates presented
are considered reasonable, the estimates should be viewed with the understanding
that reservoir performance subsequent to the date of the estimate may justify
revision, either upward or downward.

In the Reserves Tables:

(1)  Proved reserves are considered recoverable under current technology and
     existing economic conditions, from reservoirs that are evaluated on known
     drilling, geological, geophysical and engineering data.

(2)  Proved developed reserves are on production, or reserves that could be
     recovered from existing wells or facilities, if the Company placed them on
     production.

(3)  Probable reserves are those reserves which the analysis of drilling,
     geological, geophysical and engineering data does not demonstrate to be
     proved under current technology and existing economic conditions, but where
     analysis suggest the likelihood of their existence and future recovery.
     Probable reserves to be obtained by the application of enhanced recovery
     processes will be the increased recovery, over and above that estimated in
     the proved category, that can be realistically estimated for the pool on
     the basis of enhanced recovery processes which can be reasonably expected
     to be instituted in the future. A 50% risk factor has been utilized in
     arriving at probable reserves.

(4)  Gross reserves represent the aggregate of Suncor's working interest in
     reserves including the royalty interest of governments and others in such
     reserves and Suncor's royalty interest in reserves of others. Net reserves
     are gross reserves less that royalty interest share of others including
     governments. Royalties can vary depending upon selling prices, production
     volumes, and timing of initial production and changes in legislation. Net
     reserves have been calculated, following generally accepted guidelines, on
     the basis of prices and the royalty structure in effect at year-end and
     anticipated production rates. Such estimates by their very nature are
     inexact and subject to constant revision.


                                                                              19
<PAGE>

     The following tables set out a reconciliation of NG's estimated proved
reserves from December 31, 1999 to December 31, 2000.

                   ESTIMATED PROVED RESERVES RECONCILIATION(1)

<TABLE>
<CAPTION>
                                                                 GROSS                                   NET
                                                   ---------------------------------     ---------------------------------
                                                      CRUDE OIL AND                         CRUDE OIL AND
                                                   NATURAL GAS LIQUIDS   NATURAL GAS     NATURAL GAS LIQUIDS   NATURAL GAS
                                                   -------------------  ------------     -------------------   ------------
                                                      (MILLIONS OF      (BILLIONS OF         (MILLIONS OF      (BILLIONS OF
                                                        BARRELS)         CUBIC FEET)           BARRELS)         CUBIC FEET)

<S>                                                <C>                   <C>             <C>                   <C>
December 31, 1999...............................          51(2)            1,013                  41                764
Revisions of previous estimates.................          (3)                (52)                 (6)               (81)
Purchases of minerals in place..................           -                   9                   -                  7
Extension and discoveries.......................           1                  39                   1                 28
Production......................................          (3)                (73)                 (2)               (52)
Sales of minerals in place......................         (30)               (139)                (23)               (99)
                                                         ----               -----                ----               ----
December 31, 2000...............................          16(2)              797                  11                567
                                                         ====               =====                ====               ====
</TABLE>

Notes:

(1)  Sales of minerals in place includes 3.5 million barrels related to Suncor's
     Burnt Lake heavy oil extraction pilot project.

(2)  Includes 9.2 million barrels of natural gas liquids as at December 31, 2000
     (15.8 million barrels as at December 31, 1999).

     Estimated proved reserves are comprised of developed and undeveloped
reserves. The following tables show the breakdown between these categories.

             ESTIMATED PROVED DEVELOPED RESERVES RECONCILIATION (1)

<TABLE>
<CAPTION>
                                                                 GROSS                                   NET
                                                   ---------------------------------     ---------------------------------
                                                      CRUDE OIL AND                         CRUDE OIL AND
                                                   NATURAL GAS LIQUIDS   NATURAL GAS     NATURAL GAS LIQUIDS   NATURAL GAS
                                                   -------------------  ------------     -------------------   ------------
                                                      (MILLIONS OF      (BILLIONS OF         (MILLIONS OF      (BILLIONS OF
                                                        BARRELS)         CUBIC FEET)           BARRELS)         CUBIC FEET)

<S>                                                <C>                   <C>             <C>                   <C>
December 31, 1999...............................          38                 627                  30                471
Revisions of previous estimates.................          (3)                (10)                 (5)               (31)
Purchases of minerals in place..................           -                   6                   -                  5
Extension and discoveries.......................           1                  69                   1                 49
Production......................................          (3)                (73)                 (2)               (52)
Sales of minerals in place......................         (20)                (46)                (15)               (33)
                                                         ----               -----                ----               ----
December 31, 2000...............................          13                 573                   9                409
                                                         ====               =====                ====               ====
</TABLE>

Note:

(1)  Sales of minerals in place includes 2.5 million barrels of crude oil
     related to Suncor's Burnt Lake heavy oil extraction pilot project


                                                                              20
<PAGE>

            ESTIMATED PROVED UNDEVELOPED RESERVES RECONCILIATION (1)

<TABLE>
<CAPTION>
                                                                 GROSS                                   NET
                                                   ---------------------------------     ---------------------------------
                                                      CRUDE OIL AND                         CRUDE OIL AND
                                                   NATURAL GAS LIQUIDS   NATURAL GAS     NATURAL GAS LIQUIDS   NATURAL GAS
                                                   -------------------  ------------     -------------------   ------------
                                                      (MILLIONS OF      (BILLIONS OF         (MILLIONS OF      (BILLIONS OF
                                                        BARRELS)         CUBIC FEET)           BARRELS)         CUBIC FEET)

<S>                                                <C>                   <C>             <C>                   <C>
December 31, 1999...............................          13                 386                  11                293
Revisions of previous estimates.................           -                 (42)                 (1)               (50)
Purchases of minerals in place..................           -                   3                   -                  2
Extension and discoveries.......................           -                 (30)                  -                (21)
Sales of minerals in place......................         (10)                (93)                 (8)               (66)
                                                         ----               -----                ----               ----
December 31, 2000...............................           3                 224                   2                158
                                                         ====               =====                ====               ====
</TABLE>

Note:

(1)  Sales of minerals in place includes 1.1 million barrels of crude oil
     related to Suncor's Burnt Lake heavy oil extraction pilot project.

     The following tables set out a reconciliation of NG's estimated probable
reserves from December 31, 1999 to December 31, 2000.

                 ESTIMATED PROBABLE RESERVES RECONCILIATION (1)

<TABLE>
<CAPTION>
                                                                 GROSS                                   NET
                                                   ---------------------------------     ---------------------------------
                                                      CRUDE OIL AND                         CRUDE OIL AND
                                                   NATURAL GAS LIQUIDS   NATURAL GAS     NATURAL GAS LIQUIDS   NATURAL GAS
                                                   -------------------  ------------     -------------------   ------------
                                                      (MILLIONS OF      (BILLIONS OF         (MILLIONS OF      (BILLIONS OF
                                                        BARRELS)         CUBIC FEET)           BARRELS)         CUBIC FEET)

<S>                                                <C>                   <C>             <C>                   <C>
December 31, 1999...............................          20                 428                  15                322
Revisions of previous estimates.................          (2)                (69)                 (2)               (63)
Purchases of minerals in place..................           -                   5                   -                  4
Extension and discoveries.......................           -                   2                   -                  1
Sales of minerals in place......................         (11)                (62)                 (8)               (47)
                                                         ----               -----                ----               ----
December 31, 2000...............................           7                 304                   5                217
                                                         ====               =====                ====               ====
</TABLE>

Note:

(1)  Sales of minerals in place includes 0.5 million barrels related to Suncor's
     Burnt Lake heavy oil extraction pilot project.

CONVENTIONAL CRUDE OIL

     The following table shows estimates of NG's proved crude oil reserves
before royalties as prepared by GLJ (see "Reserves and Reserves Reconciliation")
and Suncor's average daily production of crude oil before royalties, in Alberta,
British Columbia and Saskatchewan, represented by the conventional fields
identified in this table.


                                                                              21
<PAGE>

<TABLE>
<CAPTION>
                                                        PROVED RESERVES                   2000 AVERAGE
                                                      BEFORE ROYALTIES AT               DAILY PRODUCTION
                                                      DECEMBER 31, 2000(1)             BEFORE ROYALTIES(3)
                                                     ---------------------           ----------------------
                                                     (MILLIONS OF                    (BARRELS OF
           FIELDS                                      BARRELS)          %           OIL PER DAY)         %
------------------------------                       ------------       ---          ------------        ---
<S>                                                  <C>                <C>          <C>                 <C>
Simonette.......................................          3.3            53                910            22
Blueberry.......................................          2.0            31                390             9
McKinley........................................          0.3             5                100             2
Bonanza.........................................          0.2             3                 80             2
Rosevear........................................          0.1             2                 45             1
Divested Properties.............................            0             0              2,650            63
Other(2)........................................          0.3             6                 40             1
                                                          ---           ---              -----           ---
Total -- gross...................................          6.2           100              4,215           100
                                                          ===           ===              =====           ===
</TABLE>

Notes:

(1)  The reserves and production in this table do not include natural gas
     liquids.

(2)  Includes fields in which Suncor holds overriding royalty interests.

(3)  Production in 2001 will be materially different from 2000 due to strategic
     divestments.

     Most of the large conventional oil fields in the western provinces have
been in production for a number of years and the rate of production in these
fields is subject to natural decline. In some cases, additional amounts of crude
oil can be recovered by using various methods of enhanced crude oil recovery,
infill drilling and production optimization techniques. At the end of 2000,
approximately 75% of Suncor's proved conventional oil reserves were under
enhanced oil recovery programs.

     Suncor's NG business unit had a 79% working interest in a heavy oil
extraction pilot project at Burnt Lake, Alberta. This interest was sold in 2000.


                                                                              22
<PAGE>

NATURAL GAS LIQUIDS

     The following table shows estimates of NG's proved natural gas liquids
reserves before royalties as prepared by GLJ (see "Reserves and Reserves
Reconciliation") and Suncor's average daily production of natural gas liquids
before royalties, in Alberta, British Columbia and Saskatchewan, represented by
the conventional fields identified in this table.

<TABLE>
<CAPTION>
                                                        PROVED RESERVES                   2000 AVERAGE
                                                      BEFORE ROYALTIES AT               DAILY PRODUCTION
                                                       DECEMBER 31, 2000                BEFORE ROYALTIES
                                                     ---------------------           ----------------------
                                                     (MILLIONS OF                    (BARRELS OF
           FIELDS                                      BARRELS)          %           OIL PER DAY)         %
------------------------------                       ------------       ---          ------------        ---
<S>                                                  <C>                <C>          <C>                 <C>
Simonette.......................................          2.4            26                592            20
Grande Prairie                                            1.5            15                206             7
Knopcik.........................................          1.4            14                448            15
Pine Creek......................................          0.7             8                235             8
Glacier.........................................          0.7             7                 96             3
Stolberg                                                  0.5             6                 40             1
Blueberry                                                 0.5             6                131             4
Rosevear                                                  0.4             4                147             5
George                                                    0.2             2                309            10
Blackstone                                                0.1             1                 48             2
Hinton                                                    0.1             1                 95             3
Mountain Park                                             0.1             1                 19             1
Divested Properties.............................            0             0                125             4
Other(1)........................................          0.8             9                501            17
                                                          ---           ---              -----           ---
Total -- gross..................................          9.4           100              2,992           100
                                                          ===           ===              =====           ===
</TABLE>

Note:

(1)  Includes fields in which Suncor holds overriding royalty interests.


                                                                              23
<PAGE>

Natural Gas

     The following table shows estimates of NG's proved natural gas reserves,
before royalties, as prepared by GLJ (see "Reserves and Reserves
Reconciliation") and Suncor's average daily production of natural gas before
royalties, in Alberta and British Columbia, represented by the major natural gas
fields identified in the table.

<TABLE>
<CAPTION>
                                                        PROVED RESERVES                   2000 AVERAGE
                                                      BEFORE ROYALTIES AT               DAILY PRODUCTION
                                                       DECEMBER 31, 2000                BEFORE ROYALTIES
                                                     ---------------------           ----------------------
                                                                                     (MILLIONS OF
                                                     (BILLIONS OF                     CUBIC FEET
           FIELDS                                     CUBIC FEET)        %             PER DAY)           %
------------------------------                       ------------       ---          ------------        ---
<S>                                                  <C>                <C>          <C>                 <C>
Stolberg........................................          207            26                 17             8
Blackstone/Brown Creek..........................           92            12                 15             8
Grande Prairie area.............................           61             8                  9             5
Mountain Park...................................           54             7                 11             5
Glacier.........................................           51             6                 10             5
Knopcik area....................................           50             6                 18             9
Rosevear........................................           49             6                 27            13
Simonette.......................................           48             6                 11             5
Blueberry.......................................           43             5                 11             5
Sinclair........................................           22             3                  7             4
Pine Creek......................................           17             2                  6             3
Cutbank.........................................           15             2                  9             5
Divested Properties.............................            0             0                 12             6
Other(1)........................................           88            11                 37            19
                                                          ---           ---                ---           ---
Total -- Gross..................................          797           100                200           100
                                                          ===           ===                ===           ===
</TABLE>

Note:

(1)  Includes fields in which Suncor holds overriding royalty interests.

LAND HOLDINGS

     The following table sets out the undeveloped and developed lands in which
the NG business unit held crude oil and natural gas interests at the end of
2000. Undeveloped lands are lands within their primary term upon which no well
has been drilled. Developed lands are lands past their primary term or upon
which a well has been drilled.

     The petroleum and natural gas interests include Suncor's undivided
percentage interest in leases, licenses, reservations, permits or exploration
agreements (collectively the "Agreements"). In general, Agreements confer upon
the lessee the right to explore for and remove crude oil and natural gas from
the lands, with the lessee paying exploration, development costs, operating
costs, abandonment and reclamation costs, subject to paying rentals, taxes and
royalties. Interests in Agreements (excluding freehold agreements) are acquired
from the federal or provincial governments through competitive bidding or by
undertaking work commitments, or by joint venture agreements with industry
companies.


                                                                              24
<PAGE>

<TABLE>
<CAPTION>
                                     DEVELOPED ACRES                 UNDEVELOPED ACRES                   TOTAL ACRES
                             -----------------------------     ------------------------------    -----------------------------
                             GROSS ACRES(1)   NET ACRES(1)     GROSS ACRES(1)   NET ACRES(1)     GROSS ACRES(1)   NET ACRES(1)
                             --------------   ------------     --------------   ------------     --------------   ------------
                                                                           (THOUSANDS)
<S>                          <C>              <C>              <C>              <C>               <C>             <C>
CANADA
CONVENTIONAL
Alberta....................       318             204                 738            547              1,056             751
British Columbia...........       111              47                 329            247                440             294
Saskatchewan...............         0               0                   -              -                  0               0
                                  ---             ---               -----          -----              -----           -----
Total Conventional.........       429             251               1,067            794              1,496           1,045
                                  ---             ---               -----          -----              -----           -----
NON-CONVENTIONAL
Alberta....................        15               4                 294            257                309             261
Frontier...................         7               3                 535             70                542              73
Total Non-Conventional.....        22               7                 829            327                851             334
                                  ---             ---               -----          -----              -----           -----
UNITED STATES
Coal Bed Methane...........         -               -                  18             18                 18              18
                                  ---             ---               -----          -----              -----           -----
AUSTRALIA
Coal Bed Methane...........         -               -               1,280          1,100              1,280           1,100
                                  ===             ===               =====          =====              =====           =====
Total Landholdings                451             258               3,194          2,239              3,645           2,497
                                  ===             ===               =====          =====              =====           =====
</TABLE>

Note:

(1)  "Gross Acres" means all of the acres in which Suncor has either an entire
     or undivided percentage interest in. "Net Acres" represents the acres
     remaining after deducting the undivided percentage interests of others from
     the gross acres.

DRILLING

     The following table sets forth the gross and net exploratory and
development wells, all in Western Canada, which were completed, capped or
abandoned in which Suncor participated during the years indicated.

<TABLE>
<CAPTION>
                                                                    YEAR ENDED DECEMBER 31,
                                                      -------------------------------------------------
                                                              2000                         1999
                                                      ------------------           --------------------
                                                      GROSS          NET           GROSS            NET
                                                      -----          ---           -----            ---
<S>                                                   <C>            <C>           <C>              <C>
Exploratory Wells
  Crude oil.....................................         0             0              1               1
  Gas...........................................         3             1              6               5
  Dry...........................................        17            15             17              13
                                                        --            --             --              --
Total Exploratory Wells.........................        20            16             24              19
                                                        --            --             --              --
Development Wells
  Crude oil.....................................         5             2             14               2
  Gas...........................................        23            14              9               4
  Dry...........................................         4             3              3               1
                                                        --            --             --              --
Total Development Wells ........................        32            19             26               7
                                                        --            --             --              --
Total...........................................        52            35             50              26
                                                        ==            ==             ==              ==
</TABLE>

     Not included are wells completed by other companies under farmout
agreements relating to lands in which Suncor has an undivided percentage
interest, since Suncor did not incur cash expenditures in connection with such
wells. In addition to the above wells, Suncor had interests in four gross (two
net) exploratory wells in progress at the end of 2000. Also, Suncor had an
interest in one gross (one net) coal bed methane well in Alberta.

     Suncor continues to hold interests in frontier properties (Arctic and
Northwest Territories) including 28 long-term "significant discovery licences".


                                                                              25
<PAGE>

WELLS

     The following table summarizes the wells in which the NG business unit has
a working interest or a royalty interest as at December 31, 2000.

<TABLE>
<CAPTION>
                                                                           PRODUCING                   NON-PRODUCING
                                                                          WELLS(1)(2)                   WELLS(1)(3)
                                                                      ------------------           --------------------
                                                                      GROSS          NET           GROSS            NET
                                                                      -----          ---           -----            ---
<S>                                                                   <C>            <C>           <C>              <C>
CONVENTIONAL CRUDE OIL WELLS
  Alberta.....................................................          48            32             22              18
  British Columbia............................................          23            11              6               3
  NWT.........................................................           -             -              -               -
                                                                       ---           ---            ---              --
Total Conventional Crude Oil Wells............................          71            43             28              21
                                                                       ---           ---            ---              --
CONVENTIONAL NATURAL GAS WELLS
  Alberta.....................................................          45           135             51              27
  British Columbia............................................          45            22             20              13
  NWT                                                                    -             0              2               2
                                                                       ---           ---            ---              --
TOTAL CONVENTIONAL NATURAL GAS WELLS..........................         290           157             73              42
                                                                       ---           ---            ---              --
NON-CONVENTIONAL HEAVY CRUDE OIL
  Alberta.....................................................           0             0             10               8
                                                                       ---           ---            ---              --
COAL BED METHANE
  Alberta.....................................................           0             0              1               1
                                                                       ---           ---            ---              --
TOTAL WELLS...................................................         361           200            112              72
                                                                       ===           ===            ===              ==
</TABLE>

Notes:

(1)  Gross wells represent the number of wells in which NG has a working
     interest and net wells represent NG's aggregate working interest share in
     such wells.

(2)  Producing wells are wells producing hydrocarbons or having the potential to
     produce, excluding shut-in wells. As at December 31, 2000 Suncor has
     interests in four oil fields and 28 gas fields.

(3)  Non-Producing Wells represent management's estimate of shut-in wells that
     could be capable of economic production but were not on production as at
     December 31, 2000.

SALES AND SALES REVENUES

     The following table shows the breakdown of NG's sources of revenues.

<TABLE>
<CAPTION>
                                                                         YEAR ENDED
           GROSS REVENUES(1)                                             DECEMBER 31,
                                                                     ------------------
                                                                     2000          1999
                                                                     ----          ----
                                                                        ($ MILLIONS)
<S>                                                                  <C>           <C>
Crude oil and natural gas liquids.............................         77           100
Natural gas...................................................        344           198
Pipeline......................................................          6             5
Other.........................................................          1             3
                                                                      ---           ---
Total.........................................................        428           306
                                                                      ===           ===
</TABLE>

Note:

(1)  Includes intersegment revenues.


                                                                              26
<PAGE>

PRODUCTION COSTS

     The following shows production (lifting) costs in connection with NG's
crude oil and natural gas operations for the years indicated.

<TABLE>
<CAPTION>
                                                                                                YEAR ENDED
PRODUCTION    (LIFTING) COSTS                                                                  DECEMBER 31,
                                                                                            ------------------
                                                                                            2000          1999
                                                                                            ----          ----
                                                                                               ($ PER BOE OF
                                                                                             GROSS PRODUCTION)

<S>                                                                                         <C>           <C>
Average production (lifting) cost of conventional crude oil and gas(1)..................    4.62          4.40
</TABLE>

Note:

(1)  Production (lifting) costs include all expenses related to the operation
     and maintenance of producing or producible wells and related facilities,
     natural gas plants and gathering systems. It does not include an estimate
     for future reclamation costs.

QUARTERLY VOLUMES AND NETBACK ANALYSIS

     The following table shows, for natural gas, conventional crude oil and
natural gas liquids, for the quarters indicated, Suncor's production volumes,
pricing, royalties, operating expenses and netbacks.

<TABLE>
<CAPTION>
                                                2000                                                    1999
                         ----------------------------------------------------    ---------------------------------------------------
                           4Q         3Q          2Q        1Q        TOTAL        4Q        3Q         2Q         1Q       TOTAL
                         --------   --------    -------   -------    --------    -------    ------    -------    -------   ---------
<S>                      <C>        <C>         <C>       <C>        <C>         <C>        <C>       <C>        <C>       <C>
NATURAL GAS
Production Volume
(mmcf/day)                   183        200        195       222         200        219       231        225        229         226
                         --------   --------    -------   -------    --------    -------    ------    -------    -------   ---------

Price / mcf                 8.02       4.63       3.70      2.96        4.72       2.96      2.48       2.15       2.18        2.44
Royalties / mcf            (2.14)     (1.09)     (0.85)    (0.61)      (1.17)     (0.72)    (0.37)     (0.23)     (0.28)      (0.40)
Operating
Expenses / mcf             (0.95)     (0.68)     (0.77)    (0.66)      (0.76)     (0.68)    (0.77)     (0.58)     (0.61)      (0.66)
                         --------   --------    -------   -------    --------    -------    ------    -------    -------   ---------
Netback / mcf               4.93       2.86       2.08      1.69        2.79       1.56      1.34       1.34       1.29        1.38
                         ========   ========    =======   =======    ========    =======    ======    =======    =======   =========

CONVENTIONAL CRUDE OIL
Production Volume
(kbbls/day)                  1.6        3.6        3.5       8.1         4.2        7.9       8.4        9.7       10.8         9.2
                         --------   --------    -------   -------    --------    -------    ------    -------    -------   ---------

Price / bbl                36.01      33.09      30.04     26.30       29.50      25.21     20.55      20.48      18.48       20.94
Royalties / bbl           (11.52)     (9.70)     (8.29)    (8.31)      (9.46)     (7.00)    (5.54)     (3.81)     (2.29)      (4.66)
Operating
Expenses / bbl             (9.47)     (6.79)     (7.65)    (6.62)      (7.63)     (6.76)    (7.69)     (5.83)     (6.07)      (6.59)
                         --------   --------    -------   -------    --------    -------    ------    -------    -------   ---------
Netback / bbl              15.02      16.60      14.10     11.37       12.41      11.45      7.32      10.84      10.12        9.69
                         ========   ========    =======   =======    ========    =======    ======    =======    =======   =========

NATURAL GAS LIQUIDS
Production Volume
(kbbls/day)                  2.5        2.8        3.1       3.5         3.0        4.0       4.1        4.1        4.7         4.2
                         --------   --------    -------   -------    --------    -------    ------    -------    -------   ---------

Price / bbl                43.00      39.56      32.80     33.16       36.66      27.12     22.81      16.70      11.88       19.32
Royalties / bbl           (12.62)    (11.50)     (9.55)    (9.25)     (10.73)     (7.44)    (5.89)     (4.96)     (3.40)      (5.42)
Operating
Expenses / bbl             (9.47)     (6.79)     (7.65)    (6.62)      (7.63)     (6.76)    (7.69)     (5.83)     (6.07)      (6.59)
                         --------   --------    -------   -------    --------    -------    ------    -------    -------   ---------
Netback / bbl              20.91      21.27      15.60     17.29       18.30      12.92      9.23       5.91       2.41        7.31
                         ========   ========    =======   =======    ========    =======    ======    =======    =======   =========
</TABLE>


                                                                              27
<PAGE>

MARKETING, PIPELINE AND OTHER OPERATIONS

     Suncor operates gas processing plants at South and North Rosevear, Pine
Creek, Boundary Lake South, Progress, and Simonette with a total design capacity
of approximately 243 million cubic feet per day. Suncor's interest in these gas
processing plants is approximately 166 million cubic feet per day. Suncor also
has varying working interests in natural gas processing plants operated by other
companies.

     Approximately 70% of Suncor's natural gas production is marketed under
direct sales arrangements to customers in Alberta, eastern Canada, and the U.S.
midwest and west coast. This includes a significant volume of natural gas
consumed in Suncor's Oil Sands plant at Fort McMurray and in its Sarnia
refinery. NG contracts for the supply of natural gas to each of these
facilities. Natural gas consumption at the Oil Sands plant in 2000 was 24
million cubic feet per day and is anticipated to range from 50 - 100 million
cubic feet per day during Project Millennium commissioning in 2001. Natural gas
consumption at the Sarnia refinery in 2000 was 21 million cubic feet per day.
Contracts for these direct sales arrangements are of varied terms, with a
majority having terms of one year or less, and incorporate pricing which is
either fixed over the term of the contract or determined on a monthly basis in
relation to a specified market reference price. Under these contracts, NG is
responsible for transportation arrangements to the point of sale. Sales to the
U.S. are made under a variety of arrangements with differing transportation and
pricing terms.

     Approximately 30% of Suncor's natural gas production is sold under existing
contracts to aggregators ("system sales"). Proceeds received by producers under
these sales arrangements are determined on a netback basis, whereby each
producer receives revenue equal to its proportionate share of sales less
regulated transportation charges and a marketing fee. Most of NG's system sales
volumes are contracted to TransCanada Gas Services and Pan-Alberta Gas Ltd.
These companies resell this natural gas primarily to eastern Canadian and
midwest and eastern U.S. markets.

     To ensure ongoing direct sales access to U.S. markets, NG has entered into
long-term gas pipeline transportation contracts. Suncor currently has 14 million
cubic feet per day of firm capacity on the Northern Border Pipeline to the U.S.
midwest, that expires October 31, 2003. Suncor also has firm capacity of 40
million cubic feet per day on the Pacific Gas Transmission ("PGT") pipeline to
the California border extending to the year 2023.

     Suncor's crude oil production is used in its refining operations, exchanged
for other crude oil with Canadian or U.S. refiners, or sold to Canadian and U.S.
purchasers. Sales are generally made under spot contracts or under contracts
that are terminable on relatively short notice. Suncor's conventional crude oil
production is shipped on pipelines operated by independent pipeline companies.
NG currently has no pipeline commitments related to the shipment of crude oil.

     The Suncor-owned Albersun pipeline, operated by Suncor Energy Marketing
Inc., was constructed in 1968 to transport natural gas to the Oil Sands plant.
It extends approximately 180 miles south of the plant and connects with the TCPL
Alberta intraprovincial pipeline system. The Albersun pipeline has the capacity
to move in excess of 100 million cubic feet per day of natural gas. Suncor
arranges for natural gas supply and controls most of the natural gas on the
system under delivery based contracts. The pipeline moves natural gas both north
and south for Suncor and other shippers. In 2000, throughput on Albersun
pipeline was 68 million cubic feet per day and revenues were approximately $6
million.

CAPITAL AND EXPLORATION EXPENDITURES

     Capital and exploration spending information for Suncor's NG business unit
is set out in the table under the caption "Capital and Exploration Investing
Expenditures" in the Corporate section of MD&A.


                                                                              28
<PAGE>

ENVIRONMENTAL COMPLIANCE

     For a description of the impact of environmental protection requirements on
NG, refer to the information under the headings, "Risk/Success Factors Affecting
Performance" in the Natural Gas Section of the MD&A, and also to the "Government
Regulation" section of this Annual Information Form.

                                     SUNOCO

     Suncor conducts its refining and retail marketing of petroleum products and
petrochemicals through its principal subsidiary, Sunoco Inc., and its
subsidiaries and joint ventures. Sunoco's operations are carried out by three
divisions: Refining (including wholesale), Retail Marketing, and Integrated
Energy Solutions.

REFINING

     SARNIA REFINERY.  Located in Sarnia, Ontario, the Sunoco refinery has an
economic refining capacity of 70,000 barrels of crude oil per day and average
2000 refining sales of approximately 92,200 barrels per day. This complex
refinery has the flexibility to produce a high proportion of transportation
fuels and value-added petrochemicals. The configuration of the refinery
permits the processing of a high percentage of sweet synthetic crude oil, in
addition to conventional sweet and sour crudes. The competitive advantage of
processing sweet synthetic crude oil is that it is low in sulphur and heavy
petroleum products (less valuable products) yielding a more valuable product
mix.

     The refinery has cracking capacity of 40,200 barrels per day from a Houdry
catalytic cracker and a hydrocracker. Approximately 40% of the cracking capacity
at the refinery is attributable to the Houdry catalytic cracker, which was built
in the early 1950s and uses an older cracking technology. In 2000, some
additional maintenance costs were incurred as the result of unplanned outages.
The next major maintenance on the Houdry catalytic cracker is expected in 2001.

     The hydrocracker, which is capable of processing approximately 23,300
barrels per day, adds flexibility by producing premium distillate and napthas.
An alkylation unit, capable of processing 5,400 barrels per day, complements a
petrochemical plant for flexibility in gasoline, octane and petrochemical
production. The addition of a jet fuel tower in 1993 and a low sulphur diesel
tower in 1995 further added to the refinery's ability and flexibility to produce
premium-valued transportation fuels. As a result of this configuration, the
refinery has flexibility to vary its gasoline/distillate ratio.

     In 2000 a solvents unit was added. With a capacity of 3,100 barrels per
day, the unit produces two streams of chemical products, A-100 and A-150, which
were not previously produced at the Sarnia refinery. These chemical products are
of a higher value than the streams they replaced, broadening Sunoco's chemical
product slate and expanding the Company's customer base to include paint and
chemical manufacturers. The total chemicals output of the Sarnia refinery
increased in 2000 as a result of the addition of the new unit.


                                                                              29
<PAGE>

     The following chart sets out the average daily crude input, average
refinery utilization rate, and cracking capacity utilization of the Sarnia
refinery over the last two years:

<TABLE>
<CAPTION>
                                                                           2000        1999
                                                                          ------      ------
<S>                                                                       <C>         <C>
Crude input -- barrels per day......................................      68,900      66,500
Average utilization rate (%)(1).....................................          98          95
Average cracking capacity utilization (%)(2)........................          91          96
</TABLE>

Notes:

(1)  Based upon crude unit processing capacity and input to crude units.

(2)  Based upon rated throughput capacity and input to units.

     During 2000, the Sarnia refinery completed a planned 32-day turnaround on
the hydrocracker. The work was completed on time and on budget. Several
unplanned outages were also experienced during 2000. In the next regular
turnaround in 2001, specific maintenance work to address the operational issues
will be integrated into the plan.

     SOURCES OF FEEDSTOCK.  Sunoco's refining operation uses both synthetic
and conventional crude oil. In 2000, 64% of the crude oil refined at the
Sarnia refinery was synthetic crude oil, compared with 65% in 1999, the
remainder being conventional crude oil and condensate. Of the synthetic crude
oil refined, approximately 56% in 2000 was from Suncor's Oil Sands plant
production compared to 63% in 1999, with the balance purchased from others
under month to month contracts. In the event of a significant disruption in
the supply of synthetic crude oil from either Suncor's Oil Sands business
unit or the other suppliers of synthetic crude oil, additional sweet or sour
conventional crude oil would be processed. Conventional crude oil refined by
Sunoco comes mainly from western Canada, supplemented from time to time with
crude oil from the United States and other foreign sources purchased or
obtained in exchange for Canadian crude. Crude oil from other countries can
be delivered to Sarnia via pipeline from the United States Gulf Coast and
from the east coast, via the Interprovincial Pipeline from Sarnia to Montreal
(Line 9), which began shipping in an east-west direction in October 1999.
Sunoco has not committed to firm pipeline capacity on either of these lines.

     The market for crude oil generally is conducted on a spot basis or under
contracts terminable by short notice.

     Production of transportation fuels is enhanced through a buy/sell agreement
with Nova Chemicals (Canada) Ltd., a petrochemical refinery in which feedstocks
more suitable for gasoline blending are taken by Sunoco in exchange for
feedstocks more suitable for petrochemical cracking. Reciprocal product buy/sell
and exchange agreements are also used with other refiners to minimize
transportation costs, balance product availability in particular locations, and
enhance refinery utilization. These agreements are entered into from time to
time, and renewed as necessary. On occasion, Sunoco purchases refined products
to supplement its own refinery production.

     Since late 1997, Sunoco has been marketing ethanol-enhanced gasolines
through all of its Sunoco branded service stations. In order to secure supply,
Sunoco signed an exclusive 10-year ethanol fuel supply agreement with Commercial
Alcohols Inc., which constructed a 150 million litre per year capacity ethanol
plant near Chatham, Ontario. The agreement with Commercial Alcohols Inc.
terminates in 2007. By the end of 2000, Sunoco's ethanol enhanced gasolines were
also being sold through most of the joint-venture operated retail service
stations.

     PRINCIPAL PRODUCTS.  The refinery produces transportation fuels, heating
fuels, heavy fuel oils, and petrochemicals and liquefied petroleum gases.
Sunoco's petrochemical facilities, with a design capacity of 13,100 barrels
per day (approximately 2,090 cubic metres), produce benzene, toluene and
mixed xylenes and recover orthoxylene from mixed xylenes, as well as
petrochemicals A-100 and A-150.


                                                                              30
<PAGE>

     Noted below is information on Sunoco's daily sales volumes for the last two
years.

<TABLE>
<CAPTION>
        DAILY SALES VOLUMES                                               2000          1999
        -------------------                                              ------        ------
                                                                             (THOUSANDS OF
                                                                         CUBIC METRES PER DAY)
<S>                                                                      <C>         <C>
Transportation fuels
Gasoline -- retail (1).............................................        4.2           4.1
         -- other..................................................        4.0           3.7
Jet fuel...........................................................        1.1           1.1
Other..............................................................        3.1           2.7
                                                                          ----          ----
                                                                          12.4          11.6
                                                                          ----          ----
Petrochemicals.....................................................        0.6           0.7
Heating fuels......................................................        0.4           0.4
Heavy fuel oils....................................................        0.6           0.5
Other..............................................................        0.6           0.6
                                                                          ----          ----
Total..............................................................       14.6          13.8
                                                                          ====          ====
</TABLE>

Note:

(1)  Excludes sales through joint ventures.

     Sales of gasolines and other transportation fuels represented 69% of
Sunoco's consolidated sales and other operating revenues in 2000 compared to 62%
in 1999.

     TRANSPORTATION AND DISTRIBUTION.  A variety of transportation modes are
used to deliver products to markets, including pipeline, water, rail and
road. Sunoco owns and operates petroleum transportation, terminal and dock
facilities in support of its refining and marketing activities. Such assets
include storage facilities and bulk distribution plants in Ontario and a 55%
interest in the Sun-Canadian Pipe Line, a refined products pipeline between
Sarnia and Toronto.

     The major mode of transportation for gasolines, diesel, jet fuel and
heating fuels from the Sarnia refinery to its core markets in Ontario is the
refined products pipeline owned and operated by Sun-Canadian Pipe Line
Company Limited. The pipeline serves terminal facilities in London, Hamilton
and Toronto, and has a capacity of 126,000 (20,000 m(3)) barrels per day of
which 84% was utilized in 2000 and 83% was utilized in 1999. Ownership of the
pipeline company is divided between Suncor with a 55% interest, and another
integrated refiner with a 45% interest. The pipeline operates as a private
facility for its owners.

     Sunoco also has direct pipeline access to petroleum markets in the Great
Lakes region of the United States by way of connection to a pipeline system at
Sarnia operated by a U.S. based refiner. This link to the United States allows
Sunoco to quickly move products to market or obtain feedstocks or products when
market conditions are favourable in the Michigan and Ohio markets.

     Sunoco believes that its own facilities and those under long-term
contractual arrangements with other parties will provide a sufficient level of
storage for its current and foreseeable needs.

     PRINCIPAL MARKETS.  Sunoco markets transportation fuels (gasoline,
diesel, propane and jet fuel), heating fuels, liquefied petroleum gases,
residual fuel oil and asphalt feedstock to its retail marketing business and
industrial, commercial and wholesale customers and refiners, primarily in
Ontario. In Quebec, Sunoco supplies its industrial and commercial customers
through long-term arrangements with other regional refiners or through Group
Petrolier Norcan Inc., a 25% Suncor-owned fuels terminal and product supply
business in Montreal, Quebec. In addition, at the end of 2000, Sunoco markets
diesel through eleven branded Fleet Fuel Cardlock sites.

     Sunoco also markets toluene, mixed xylenes, orthoxylene and petrochemicals,
primarily in Canada and the United States, through Sun Petrochemicals Company.
Suncor Energy Marketing Inc.



                                                                              31
<PAGE>

has a 50% interest in Sun Petrochemicals Company, a petrochemical marketing
joint venture established in 1992 with a subsidiary of a U.S. refiner, to
market products from a Toledo, Ohio refinery owned by the joint venture
partner, and Sunoco's Sarnia refinery. Under this arrangement, petrochemicals
used to manufacture plastics, rubber, synthetic fibres, industrial solvents
and agricultural products, and as gasoline octane enhancers, are marketed.
All Sunoco's benzene production is sold directly to other petrochemical
manufacturers in Sarnia, and sales of other petrochemical products are made
mostly in North America.

     Approximately 84% of Sunoco's total gasoline volumes are sold through the
retail marketing channels referred to under the heading "Retail Distribution
Channels" below. The remainder is sold through wholesale, commercial and
industrial accounts in Ontario and Quebec which sell transportation fuels
(including gasoline, diesel and jet fuels) and heating oil. Sunoco's share of
total refined product sales in its primary market of Ontario is approximately
17% (1999 - approximately 16%). Sales of transportation fuels accounted for over
85% of Sunoco's total volumes in 2000. Petrochemicals sales represented over 3%
of total volumes, and the remaining volumes were comprised of other refined
products such as heating fuels, heavy oils, and liquefied petroleum gases which
were sold to various industrial users and resellers.

RETAIL MARKETING

     RETAIL DISTRIBUTION CHANNELS.  Sunoco's retail marketing division
consists of three distinct distribution channels

     o    301 Sunoco retail service stations,

     o    154 Pioneer-operated retail service stations (Pioneer Group Inc. is an
          independent retailer with which Sunoco has a 50% joint venture
          partnership), and

     o    54 UPI-operated service stations and a network of bulk distribution
          facilities for rural and farm fuels (UPI Inc. is a 50% joint venture
          company owned by Sunoco and GROWMARK Inc., a U.S. midwest agricultural
          supply and grain marketing cooperative).

     Volumes to the Pioneer and UPI joint ventures are supplied under exclusive
supply agreements. The agreement with UPI expires in 2002, after which Sunoco
will continue to be the exclusive supplier of refined products as long as it
remains a shareholder. Sunoco plans to maintain its relationship with this joint
venture. The Pioneer agreement expires in 2003 and it will be automatically
renewed thereafter for one-year terms until terminated upon twelve months prior
written notice. No notice has been given.

INTEGRATED ENERGY SOLUTIONS

     In 1997, Sunoco entered the residential and commercial natural gas
marketing business in Ontario. This initiative was considered to be the first
step to broaden Sunoco's energy offering. Sunoco now serves more than 130,000
residential and commercial customer accounts in Ontario. Despite a small
percentage of the customer contracts still tied to utility-regulated rates,
which have lagged behind the rising market prices, over 95% of Sunoco's customer
contracts have been converted to fixed-price sales contracts. These are matched
with fixed-price supply arrangements to mitigate risk exposure to market
volatility and to yield a positive margin in 2001.

CAPITAL EXPENDITURES

     Capital spending information for Sunoco is set out in the table under the
caption, "Capital and Exploration Investing Expenditures" in the Corporate
section of the MD&A.


                                                                              32
<PAGE>

ENVIRONMENTAL COMPLIANCE

     For a description of the impact of environmental protection requirements on
Sunoco, refer to "Environmental Performance" and "Risk/Success Factors
Affecting Performance" in the Sunoco section of MD&A, and also to the
"Government Regulation" section of this Annual Information Form.

                                SUNCOR EMPLOYEES

     The following table shows the distribution of employees among Suncor's
three business units, its corporate office and the Stuart Oil Shale Project for
the past two years.

<TABLE>
<CAPTION>
                                                                                  YEAR ENDED
                                                                                 DECEMBER 31,
                                                                             -------------------
                                                                              2000          1999
                                                                             -----         -----
<S>                                                                          <C>           <C>
Oil Sands...........................................................         2,057         1,741
Natural Gas.........................................................           182           314
Sunoco(1)...........................................................           590           591
Stuart Project......................................................            77            68
Corporate(2)........................................................           137            82
                                                                             -----         -----
Total...............................................................         3,043         2,796
                                                                             =====         =====
</TABLE>

Notes:

(1)  Excludes joint venture employees.

(2)  Reflects inclusion of Calgary-based employees providing technical support
     to the Firebag In-Situ Project, as well as some information technology
     employees who were previously counted within the individual business units.

     In addition to Suncor employees, independent contractors supply a range of
services to the Company. The Communications, Energy and Paperworkers Union Local
707 represents approximately 1,250 Oil Sands employees. The current collective
agreement expires on May 1, 2001. Management believes Suncor's positive working
relationship will continue and that a new agreement should be reached without
work interruptions.

     Employee associations represent approximately 170 Sunoco Sarnia refinery
and Sun-Canadian Pipe Line Company employees. In September 1999, Sunoco signed a
new two-year agreement with the employee associations, which will be
renegotiated in 2001. Sunoco management believes Sunoco's positive working
relationship will continue and a new agreement should be reached. Relations with
these associations have been constructive for many years.


                                                                              33
<PAGE>

                              RISK/SUCCESS FACTORS

     VOLATILITY OF CRUDE OIL AND NATURAL GAS PRICES.  Suncor's future
financial performance is closely linked to oil prices, and to a lesser extent
natural gas prices. The price of these commodities can be influenced by
global and regional supply and demand factors. Worldwide economic growth,
political developments, compliance or non-compliance with quotas imposed upon
members of the Organization of Petroleum Exporting Countries and weather can
affect world oil supply and demand. Natural gas prices realized by Suncor are
affected primarily by North American supply and demand and by prices of
alternate sources of energy. All of these factors are beyond Suncor's control
and can result in a high degree of price volatility not only in crude oil and
natural gas prices, but also fluctuating price differentials between heavy
and light grades of crude oil. Oil and natural gas prices have fluctuated
widely in recent years and Suncor expects continued volatility and
uncertainty in crude oil and natural gas prices. A prolonged period of low
crude oil prices could affect the value of Suncor's crude oil and gas
properties and the level of spending on development projects, and could
result in curtailment in production at some properties, and accordingly could
have an adverse impact on Suncor's financial condition and liquidity and
results of operations. Suncor cannot control the factors that influence
supply and demand or the prices of crude oil or natural gas.

     Suncor cannot control the prices of crude oil or natural gas, or
currency exchange rates. However, the Company has a hedging program that
fixes the price of crude oil and natural gas and the associated exchange for
a percentage of Suncor's total production volume. Suncor's objective is to
lock in prices on a portion of its future production today to reduce exposure
to market volatility and ensure the Company's ability to finance growth. If
an operational upset occurred that reduced or eliminated crude oil and/or
natural gas production for a period of time, Suncor would be required to
continue to make payments under its hedging program if the actual price was
higher than the price hedged. For particulars of Suncor's hedging position as
of year-end 2000, see note 18 of Suncor's consolidated financial statements.

     Suncor conducts an assessment of the carrying value of its assets to the
extent required by Canadian GAAP. If crude oil and natural gas prices
decline, the carrying value of Suncor's assets could be subject to downward
revisions, and Suncor's earnings could be adversely affected. In 2000, Suncor
wrote down the carrying value of its investment in the Stuart Oil Shale
Project. In addition, as result of a decision to dispose of properties that
were no longer viewed as core or strategic to ongoing plans of Suncor's
Natural Gas business, the carrying values of these properties were written
down to their net estimated recoverable amount and a provision for estimated
restructuring costs was recorded.

     RISK FACTORS RELATED TO PROJECT MILLENNIUM.  The present capital cost
estimate for completion of Project Millennium is $2.8 billion, up from
original estimates. There are certain risks associated with the Project
Millennium schedule, resources (including securing materials, skilled labour
and equipment) and cost, including the risk that current cost estimates will
be exceeded. At this stage of the project, the main risks to Project
Millennium execution include the potential for reduced productivity and
increased costs that can be associated with weather, or unforeseen
disruptions in the supply of labour. While Project Millennium design mainly
utilizes established technologies, the commissioning of all the new units and
the integration of the new facilities with the existing asset base could
cause delays in achieving the expected production capacity of 225,000 barrels
per day by 2002.

     Suncor believes that the planned increases in Oil Sands production
present issues that require prudent risk management, including, but not
limited to: Suncor's ability to finance Oil Sands growth if commodity prices
were to stay at low levels for an extended period; the impact of new entrants
to the oil sands business which could take the form of competition for
skilled people, increased demands on the Fort McMurray, Alberta
infrastructure (for example, housing, roads and schools), or price
competition for products sold into the marketplace; the potential ceiling on
the demand for synthetic crude oil; and the impact of changing standards for
government regulation and public expectations in relation to the impact of
oil sands development on the environment.


                                                                              34
<PAGE>

     INCREASED DEPENDENCE ON OIL SANDS BUSINESS.  The Company's significant
capital commitment to complete Project Millennium may require it to forego
investment opportunities in other segments of its operations. Equally
significant capital commitments may be required and made in future toward
achievement of Suncor's long term vision for its Oil Sands operations. In
addition, completion of Project Millennium, and any such future projects to
increase production capacity at Oil Sands, will substantially increase the
Company's dependence on the Oil Sands segment of its business. When Project
Millennium is completed, for example, the Oil Sands business could account
for 90% of Suncor's upstream production in 2002 compared to 70% in 1998. To
mitigate this, twinning of the extraction and upgrading processes after
completion of Project Millennium will reduce the impact of disruption in
operations.

     COMPETITION.  The petroleum industry is highly competitive in all
aspects, including the exploration for, and the development of, new sources
of supply, the acquisition of crude oil and gas interests, and the refining,
distribution and marketing of petroleum products and chemicals. Suncor
competes in virtually every aspect of its business with other energy
companies. The petroleum industry also competes with other industries in
supplying energy, fuel and related products to consumers. Suncor offers
custom blends of synthetic crude oil to meet specific customer demands.
Suncor believes that the competition for its custom blended synthetic crude
oil production is Canadian conventional and synthetic sweet and sour crude
oil.

     A number of other companies have indicated they are planning to enter
the oil sands business and begin production of synthetic crude oil, or expand
existing operations. Expansion of existing operations and development of new
projects could materially increase the supply of synthetic crude oil and
other competing crude oil products in the marketplace. Depending on the
levels of future demand, increased supplies could have a negative impact on
prices. If all announced competing projects were to be built, they could
quadruple production of bitumen and upgraded synthetic crude oil to more than
two million barrels (320,000 cubic metres) per day.

     In the western Canadian diesel market demand and supply can fluctuate.
Currently there is excess supply of diesel fuel and Suncor expects the market
could be impacted by this excess supply and have a negative impact on
margins. Margins for diesel are typically higher than the margins for
synthetic and conventional crude oil. The above noted expansion plans of
Suncor's competitors could also result in an increase in the supply of diesel
and further weakening of margins.

     Over the past five years the industry-wide oversupply of refined
petroleum products and the overabundance of retail outlets have kept pressure
on downstream margins. Management expects that fluctuations in demand for
refined products, margin volatility and overall marketplace competitiveness
will continue. In addition, as Suncor's downstream business unit, Sunoco,
participates in new product markets, such as natural gas and potentially
electricity, it could be exposed to margin risk and volatility from either
cost and/or selling price fluctuations.

     NEED TO REPLACE CONVENTIONAL NATURAL GAS RESERVES.  The future natural
gas reserves and production of the Company's NG business unit and, therefore,
NG's cash flow from such production are highly dependent on its success in
discovering or acquiring additional reserves and exploiting its current
reserve base. Without natural gas reserve additions through exploration and
development or acquisition activities, NG's conventional natural gas reserves
and production will decline over time as reserves are depleted. For example,
in 2000, Suncor's natural gas average reservoir decline rates were in the 28%
range, consistent with industry experience. Decline rates will vary with the
nature of the reservoir, life-cycle of the well, and other factors. Therefore
past decline rates are not necessarily indicative of future performance.
Exploring for, developing and acquiring reserves is highly capital intensive.
To the extent cash flow from operations is insufficient to generate
sufficient capital and external sources of capital become limited or
unavailable, NG's ability to make the necessary capital investments to
maintain and expand its conventional natural gas reserves could be impaired.
In addition, NG's long term performance is dependent on its ability to
consistently and competitively find and develop low cost, high-quality
reserves that can be economically brought on stream. Market demand for land
and services can also increase or decrease finding and development costs.
There can be no assurance that Suncor will be able to find and develop or
acquire additional reserves to replace production at acceptable costs.


                                                                              35
<PAGE>

     OPERATING HAZARDS AND OTHER UNCERTAINTIES.  Each of Suncor's three
principal business units, Oil Sands, NG and Sunoco, require high levels of
investment and have particular economic risks and opportunities. Generally,
Suncor's operations are subject to hazards and risks such as fires,
explosions, gaseous leaks, migration of harmful substances, blowouts and oil
spills, any of which can cause personal injury, damage to property, equipment
and the environment, as well as interrupt operations. In addition, all of
Suncor's operations are subject to all of the risks normally incident to the
transportation, processing and storing of crude oil, natural gas and other
related products.

     At Oil Sands, mining oil sand, extracting bitumen from the oil sand, and
upgrading bitumen into synthetic crude oil and other products, involve
particular risks and uncertainties. The Oil Sands plant located near Fort
McMurray in northern Alberta is susceptible to loss of production, slowdowns,
or restrictions on its ability to produce higher value products due to the
interdependence of its component systems. Severe climatic conditions at Oil
Sands can cause reduced production and in some situations result in higher
costs. During December 2000, for example, three weeks of prolonged cold
weather conditions impacted productivity and costs. While there is no finding
cost associated with synthetic crude oil, mine development and expansion of
production can entail significant capital outlays. The costs associated with
synthetic crude oil production at Oil Sands are largely fixed and, as a
result, operating costs per unit are largely dependent on levels of
production.

     Aboriginal peoples have claimed aboriginal title and rights to a
substantial portion of western Canada. Certain aboriginal peoples have filed
a claim against the government of Canada, certain governmental entities and
the Regional Municipality of Wood Buffalo (which includes the city of Fort
McMurray, Alberta), claiming, among other things, a declaration that the
plaintiffs have aboriginal title to large areas of lands surrounding Fort
McMurray, including the lands on which Oil Sands and most of the other oil
sand operations in Alberta are situated. To Suncor's knowledge the aboriginal
peoples have made no claims against Suncor and Suncor is unable to assess the
effect, if any, the claim would have on its Oil Sands operations.

     In Suncor's NG business unit, the risks and uncertainties associated
with the exploration for, and the development, production, transportation and
storage of crude oil, natural gas and natural gas liquids should not be
underestimated or viewed as predictable. NG's operations are subject to all
of the risks normally incident to drilling for natural gas wells, the
operation and development of such properties, including encountering
unexpected formations or pressures, premature declines of reservoirs,
blow-outs, equipment failures and other accidents, sour gas releases,
uncontrollable flows of crude oil, natural gas or well fluids, adverse
weather conditions, pollution, and other environmental risks.

     Suncor's downstream business unit, Sunoco, is subject to all of the
risks normally incident to the operation of a refinery, terminals and other
distribution facilities, as well as service stations, including loss of
product or slowdowns due to equipment failures or other accidents.

     Although Suncor maintains a risk management program, including an
insurance component, such insurance may not provide adequate coverage in all
circumstances, nor are all such risks insurable. Losses resulting from the
occurrence of these risks could have a material adverse impact on Suncor.
Under the Company's business interruption insurance coverage, the company
would bear the first $70 million of any loss arising from a future insured
incident at its Oil Sands operations.

     In addition, there are risks associated with growth projects that rely
largely or partly on new technologies and the incorporation of such
technologies into new or existing operations. The success of projects
incorporating new technologies, such as the Stuart Oil Shale Project, cannot
be assured.

     There are also inherent risks, including political and foreign exchange
risk, in investing in business ventures internationally. To date, other than
the Stuart Oil Shale Project, Suncor has not made material international
investments. However, export sales in 2000 represented 14% of Suncor's 2000
consolidated revenue (1999 - 10%).


                                                                              36
<PAGE>

     INTEREST RATE RISK.  Suncor is exposed to fluctuations in short-term
Canadian interest rates as a result of the use of floating rate debt. Suncor
maintains a substantial portion of its debt capacity in revolving, floating
rate bank facilities and commercial paper, with the remainder issued in fixed
rate borrowings. To minimize its exposure to interest rate fluctuations,
Suncor occasionally enters into interest rate swap agreements and exchange
contracts to effectively fix the interest rate on floating rate debt.

     EXCHANGE RATE FLUCTUATIONS.  Suncor's consolidated financial statements
are presented in Canadian dollars. Results of operations are affected by the
exchange rates between the Canadian dollar and the U.S. dollar. These
exchange rates have varied substantially in the last five years. A
substantial portion of Suncor's revenue is received by reference to U.S.
dollar denominated prices. Oil prices are generally set in U.S. dollars,
while Suncor's sales of refined products are primarily in Canadian dollars.
Fluctuations in exchange rates between the U.S. and Canadian dollar may
therefore give rise to foreign currency exposure, either favorable or
unfavorable, creating another element of uncertainty. In the future, the
strength of the Canadian dollar relative to foreign currencies could create
additional uncertainties for Suncor as it pursues its international growth
plans.

     ENVIRONMENTAL RISKS.  Environmental legislation affects nearly all
aspects of Suncor's operations. These regulatory regimes are laws of general
application that apply to Suncor in the same manner as they apply to other
companies and enterprises in the energy industry. The regulatory regimes
require Suncor to obtain operating licenses and impose certain standards and
controls on activities relating to mining, oil and gas exploration,
development and production, and the refining, distribution and marketing of
petroleum productions and petrochemicals. Environmental assessments are
required before initiating most new major projects or undertaking significant
changes to existing operations. In addition to these specific, known
requirements, Suncor expects further changes will likely be required to
preserve and protect the environment and quality of life. Some of the issues
under discussion include: possible cumulative impacts of oil sands
development in the Athabasca region; reducing or stabilizing various
emissions, including greenhouse gases; land reclamation and restoration;
Great Lakes water quality; and reformulated gasoline to support lower vehicle
emissions. Changes in environmental legislation could have a potentially
adverse effect on Suncor from the standpoint of product demand, product
reformulation and quality, and methods of production and distribution. For
example, requirements for cleaner-burning fuels could cause additional costs,
which may or may not be recoverable in the marketplace. The complexity and
breadth of these issues make it extremely difficult to predict their future
impact on Suncor. Management anticipates capital expenditures and operating
expenses will increase in the future as a result of the implementation of new
and increasingly stringent environmental regulations. Compliance with
environmental legislation can require significant expenditures and failure to
comply with environmental legislation may result in the imposition of fines
and penalties, liability for clean up costs and damages and the loss of
important permits.

     Suncor is required to and has posted annually with Alberta Environment
an irrevocable letter of credit equal to $0.03 per bbl of crude oil produced
($13 million as at December 31, 2000) as security for the estimated cost of
its reclamation activity on Leases 86 and 17, and the Steepbank Mine. For
Project Millennium, Suncor has posted an irrevocable letter of credit equal
to approximately $26 million, representing security for the estimated cost of
reclamation activities relating to Project Millennium up to the end of
January 2001.

     UNCERTAINTY OF RESERVE ESTIMATES.  The reserve data for Suncor's Oil
Sands and NG business units, included in Suncor's Annual Information Form,
represent estimates only. There are numerous uncertainties inherent in
estimating quantities of these proved reserves, including many factors beyond
the control of Suncor. In general, estimates of economically recoverable
reserves are based upon a number of variable factors and assumptions, such as
historical production from the properties, the assumed effect of regulation
by governmental agencies and future operating costs, all of which may vary
considerably from actual results. The accuracy of any reserve estimate is a
function of the quality and quantity of available data and of engineering
interpretation and judgment. In the Oil Sands business unit, reserve
estimates are based upon a geological assessment, including drilling and
laboratory tests, and also consider current production capacity and upgrading
yields, current mine plans, operating life and


                                                                              37
<PAGE>

regulatory constraints. In the NG business unit, reservoir performance
subsequent to the date of the estimate may justify revision, either upward or
downward. For these reasons, estimates of the economically recoverable reserves
attributable to any particular group of properties, and in NG the classification
of such reserves based on risk of recovery prepared by different engineers or by
the same engineers at different times, may vary substantially. At Oil Sands, the
independent audit does not take into account the economic aspects of future
reserves. Suncor's actual production, revenues, taxes and development and
operating expenditures with respect to its reserves will vary from such
estimates, and such variances could be material.

     RISKS SPECIFICALLY RESPECTING SUNOCO.  Sunoco's operations are sensitive
to wholesale and retail margins for its refined products, including gasoline.
Margin volatility is influenced by overall marketplace competitiveness,
weather, the cost of crude oil (See "Volatility of Crude Oil and Natural Gas
Prices.") and fluctuations in supply and demand for refined products. Sunoco
expects that margin volatility and overall marketplace competitiveness will
continue.

     In 1998, the Canadian government passed legislation limiting sulphur
levels in gasoline to an average of 150 parts per million (ppm) from mid-2002
to the end of 2004, and a maximum of 30 ppm by 2005. The Canadian refining
industry faces significant capital spending to construct sulphur removal
facilities to meet these requirements. No regulations have been tabled at
this time with respect to sulphur levels in diesel, although Suncor expects
limits that will be less than its current capabilities. Actual capital
spending required for Sunoco to meet the announced and anticipated new
standards for both gasoline and diesel is subject to the findings of a
strategic assessment underway at Sunoco. Decisions relative to gasoline will
be finalized and a detailed implementation plan will be completed in 2001.
The cost to comply with the anticipated sulphur in diesel limits could be
significant but are not expected to place the Company at a competitive
disadvantage.

     LABOUR RELATIONS.  Suncor's hourly employees at its Oil Sands facility
near Fort McMurray and its Sarnia refinery are represented by a labor union
and an employee association, respectively. Suncor's collective agreement with
the Communications, Energy and Paperworkers Union Local 707 at Oil Sands
expires on May 1, 2001. Suncor believes that the current positive working
relationship will continue and that a new agreement should be reached without
work interruptions, although no assurance can be given in this regard. Other
building trades labour agreements expire on April 30, 2001. While Suncor is
not a direct party to these agreements they impact Suncor as these trades
supply labour for much of Project Millennium. Project Millennium management
has developed a working relationship with the trade unions and believes a
satisfactory resolution will be reached that will not impede progress on the
project. Any work interruptions could materially and adversely affect
Suncor's business and financial position.

     GOVERNMENTAL REGULATION.  The oil and gas industry in Canada, including
the oil sands industry, operates under federal, provincial and municipal
legislation, regulation and intervention by governments in such matters as
land tenure, prices, royalties, production rates, environmental protection
controls, income, the exportation of crude oil, natural gas and other
products, as well as other matters. This industry is also subject to
regulation and intervention by governments in such matters as the awarding or
acquisition of exploration and production, oil sands or other interests, the
imposition of specific drilling obligations, environmental protection
controls, control over the development and abandonment of fields and mine
sites (including restrictions on production) and possibly expropriation or
cancellation of contract rights. Before proceeding with most major projects,
including significant changes to existing operations, Suncor must obtain
regulatory approvals. The regulatory approval process can involve stakeholder
consultation, environmental impact assessments and public hearings, among
other things. In addition, regulatory approvals may be subject to conditions
including security deposit obligations and other commitments. Failure to
obtain regulatory approvals, or failure to obtain them on a timely basis,
could result in delays and abandonment or restructuring of projects and
increased costs, all of which could negatively affect future earnings and
cash flow. Such regulations may be changed from time to time in response to
economic or political conditions. The implementation of new regulations or
the modification of existing regulations affecting the crude oil and natural
gas industry could reduce demand for crude oil and natural gas, increase
Suncor's costs and have a material adverse impact.


                                                                              38
<PAGE>

                   SELECTED CONSOLIDATED FINANCIAL INFORMATION

SELECTED CONSOLIDATED FINANCIAL INFORMATION

     The following selected consolidated financial information for each of the
years in the three-year period ended December 31, 2000 is derived from Suncor's
consolidated financial statements. The consolidated financial statements for
each of the years in the three-year period ended December 31, 2000 have been
audited by PricewaterhouseCoopers LLP (formerly Coopers & Lybrand), Chartered
Accountants. Suncor's 2000 audited consolidated financial statements include the
audit report of PricewaterhouseCoopers LLP for each of the years in the
three-year period ended December 31, 2000. The information set forth below
should be read in conjunction with the MD&A and Suncor's consolidated
comparative financial statements and related notes.

<TABLE>
<CAPTION>
                                                                YEAR ENDED DECEMBER 31,(1)
                                                               ----------------------------
                                                                2000        1999       1998
                                                               -----       -----      -----
                                                                  ($ MILLIONS EXCEPT PER
                                                                       SHARE AMOUNTS)

     <S>                                                       <C>         <C>        <C>
     Revenues.........................................         3,388       2,387      2,070
     Net earnings.....................................           377         186        178
     Per common share(1) (undiluted)..................          1.58        0.74       0.81
     Per common share(1) (diluted)....................          1.57        0.73       0.80
     Cash flow provided from operations...............           958         591        580
     Per common share(1)..............................          4.11        2.51       2.64
     Capital and exploration expenditures.............         1,998       1,350        936
</TABLE>

<TABLE>
<CAPTION>
                                                                     AS AT DECEMBER 31,
                                                               ----------------------------
                                                                2000        1999       1998
                                                               -----       -----      -----
                                                                        ($ MILLION)

     <S>                                                       <C>         <C>        <C>
     Total assets.....................................         6,833       5,176      4,104
     Long-term borrowings(2)..........................         2,193       1,307      1,299
     Common shareholders' equity(3)...................         1,958       1,594      1,499
</TABLE>

Notes:

(1)  Per share amounts for all years reflect a two-for-one share split in 2000
     and payments on the preferred securities issued in 1999.

(2)  Includes current portion.

(3)  Excludes Preferred Securities issued in 1999. See Dividend Policy and
     Record.

DIVIDEND POLICY AND RECORD

     Suncor's Board of Directors has established a policy of paying dividends on
a quarterly basis. This policy will be reviewed from time to time in light of
Suncor's financial position, its financing requirements for growth, its cash
flow and other factors considered relevant by Suncor's Board of Directors. A
dividend of $0.085 per common share for the first quarter of 2001 has been
declared, payable on March 26, 2001 to shareholders of record on March 15, 2001.

     During 1999, the Company completed a Canadian offering of $276 million of
9.05% preferred securities and a U.S. offering of US$162.5 million of 9.125%
preferred securities, the proceeds of which totalled Canadian $507 million after
issue costs of $17 million ($10 million after income tax credits of $7 million).
The preferred securities are unsecured junior subordinated debt of the Company,
due in 2048 and redeemable at the Company's option on or after March 15, 2004.
Subject to certain conditions, the Company has the right to defer payment of
interest on the securities for up to 20 consecutive quarterly



                                                                              39
<PAGE>

periods. Deferred interest and principal amounts are payable in cash, or, at the
option of the Company, from the proceeds on the sale of equity securities of the
Company delivered to the trustee of the preferred securities. For accounting
purposes, the preferred securities are classified as share capital in the
consolidated balance sheet and the interest distributions thereon, net of income
taxes, are classified as dividends. Proceeds from the offerings were used to
repay commercial paper borrowings.

     The following table sets forth the per share amount of dividends paid by
Suncor during the last three years.

<TABLE>
<CAPTION>
                                                                   YEAR ENDED DECEMBER 31,
                                                               -----------------------------
                                                                2000        1999       1998
                                                               ------      ------     ------
     <S>                                                       <C>         <C>        <C>
     Common Shares
     Cash dividends(1)................................         $ 0.34      $ 0.34     $ 0.34
     Preferred Securities
     Cash interest distributions......................         $ 0.21      $ 0.17         --
     Dividends paid in common shares..................             --          --         --

</TABLE>
Note:

(1)  Per share amounts for all years reflect a two-for-one share split in 2000.

FUTURE COMMITMENTS TO BUY, SELL, EXCHANGE OR TRANSPORT CRUDE OIL AND NATURAL GAS

     In order to ensure continued availability of, and access to, transportation
facilities for the crude oil and natural gas products of its Oil Sands and
Natural Gas business units, the Company has entered into long term contracts for
pipeline capacity on various third party systems.

     The Company's Oil Sands business unit has entered into a long-term
commitment with Enbridge for the transportation of sour crude oil and bitumen
from Suncor's oil sands plant near Ft. McMurray, Alberta, to Hardisty, Alberta.
Particulars of that commitment are described under the heading "Operations" in
the "Oil Sands" section of this Annual Information Form.

         Natural gas pipeline commitments are described in the following table:

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------
                                                                          AGGREGATE
     NATURE OF COMMITMENTS             TERM             VOLUME            PRICE/COST       PRICE PER UNIT
--------------------------------------------------------------------------------------------------------------
                                                                         ($ MILLIONS)
<S>                                  <C>              <C>                 <C>              <C>
Natural gas pipeline commitments:
--------------------------------------------------------------------------------------------------------------
  Nova                               1998-2008            **                 19            $0.17 per MCF
--------------------------------------------------------------------------------------------------------------
  Westcoast Energy                   1996-2001        27 mmcf/day             2            $0.23 per MCF
--------------------------------------------------------------------------------------------------------------
  Foothills                          1997-2003        16 mmcf/day             1            $0.08 per MCF
--------------------------------------------------------------------------------------------------------------
  Northern Border                    1997-2003        14 mmcf/day             8            $0.52 per MCF
--------------------------------------------------------------------------------------------------------------
  Alberta Natural Gas                1991-2008        41 mmcf/day             9            $0.07 per MCF
--------------------------------------------------------------------------------------------------------------
  Pacific Gas Transmission           1995-2023        40 mmcf/day           166            $0.49 per MCF
--------------------------------------------------------------------------------------------------------------
</TABLE>


     The Company's Natural Gas business has entered into numerous natural gas
purchase and sale commitments, aggregating 71 mmcf/day and 220 mmcf/d,
respectively. Purchase commitment terms vary from one to three years and pricing
varies, representing a combination of fixed and index-based pricing. Sales
commitments consist of both short- and long- term contracts ranging from one to
eight years duration, with varying pricing generally based on a combination of
fixed and index-based terms.

     Oil Sands has also entered into long-term contracts to sell crude oil
products to customers, some of which are described under the heading, "Revenues
from Synthetic Crude Oil and Diesel", in the "Oil Sands" section of this Annual
Information Form. In addition, the Company enters into crude oil and


                                                                            40
<PAGE>

foreign currency swap and option contract to protect its future Canadian dollar
earnings and cash flows from the potential adverse impact of low petroleum
prices and an unfavourable U.S./Canadian dollar exchange rates. For further
particulars of these hedging arrangements, see the information under the heading
"Hedging", under "Risk/Success Factors Affecting Performance" in the "Corporate"
section of the Company's MD&A, incorporated by reference herein, and note 18 to
Suncor's 2000 consolidated financial statements, which note is incorporated by
reference herein.

     Also see note 15 to Suncor's 2000 consolidated financial statements, which
note is incorporated by reference herein, for a further description of the
Company's operating commitments for 2001 and subsequent years.

                      MANAGEMENT'S DISCUSSION AND ANALYSIS

     Suncor's Management's Discussion and Analysis, dated February 28, 2001, is
incorporated by reference into and forms an integral part of this Annual
Information Form, and should be read in conjunction with the consolidated
comparative financial statements and the notes thereto.

                     MARKET FOR THE SECURITIES OF THE ISSUER

     The common shares of Suncor are listed on The Toronto Stock Exchange in
Canada, and on the New York Stock Exchange in the United States. To the best of
management's knowledge, approximately 40% of Suncor's common shares are
beneficially held by residents of the United States. Suncor's 9.05% preferred
securities are listed on The Toronto Stock Exchange in Canada, and Suncor's
9.125% preferred securities are listed on the New York Stock Exchange in the
United States.

                             DIRECTORS AND OFFICERS

     As of the date hereof, Suncor's Board of Directors is comprised of twelve
directors. The term of office of each director is from the date of the meeting
at which he or she is elected or appointed until the next annual meeting of
shareholders or until a successor is elected or appointed. The Board of
Directors is required to have, and has, an Audit Committee. The Board of
Directors also has a Board Policy, Strategy Review and Governance Committee, a
Human Resources and Compensation Committee, and an Environment, Health and
Safety Committee.

     The following table sets out certain information with respect to Suncor's
directors.

<TABLE>
<CAPTION>
                                                                                        VOTING SECURITIES OF
                                                           PRINCIPAL OCCUPATION         SUNCOR BENEFICIALLY
                                                            OR EMPLOYMENT, AND          OWNED OR OVER WHICH
                                                            MAJOR POSITIONS AND        CONTROL OR DIRECTION
 NAME AND MUNICIPALITY OF        PERIODS OF SERVICE         OFFICES IN THE LAST         IS EXERCISED AS AT
         RESIDENCE                  AS A DIRECTOR               FIVE YEARS             FEBRUARY 28, 2001(1)
----------------------------     --------------------      ----------------------     ------------------------
<S>                              <C>                       <C>                        <C>

Mel Benson(2)                    April 19, 2000 to         Management Services          1,000 Common Shares
Calgary, Alberta                 Present                   Consultant                     365 Deferred Share
                                                                                              Units(3)



                                                                              41
<PAGE>

                                                                                        VOTING SECURITIES OF
                                                           PRINCIPAL OCCUPATION         SUNCOR BENEFICIALLY
                                                            OR EMPLOYMENT, AND          OWNED OR OVER WHICH
                                                            MAJOR POSITIONS AND        CONTROL OR DIRECTION
 NAME AND MUNICIPALITY OF        PERIODS OF SERVICE         OFFICES IN THE LAST         IS EXERCISED AS AT
         RESIDENCE                  AS A DIRECTOR               FIVE YEARS             FEBRUARY 28, 2001(1)
----------------------------     --------------------      ----------------------     ------------------------
<S>                              <C>                       <C>                        <C>

Brian A. Canfield(2)(4)          November 10, 1995         Chairman                     8,052 Common Shares
Point Roberts, Washington        to Present                TELUS Corporation(a
                                                           telecommunications           2,669 Deferred Share
                                                           company)                            Units(3)

Bryan P. Davies(5)               January 28, 1991          Senior Vice                  6,200 Common Shares
Etobicoke, Ontario               to April 23, 1996         President,
                                                           Regulatory Affairs,            364 Deferred Share
                                 April 19, 2000 to         Royal Bank of Canada                Units(3)
                                 Present                   (a chartered banking
                                                           institution)

John T. Ferguson(5)(6)           November 10, 1995         Chairman, Princeton          8,310 Common Shares
Edmonton, Alberta                to Present                Developments Ltd. (a
                                                           real estate                  1,323 Deferred Share
                                                           development                         Units(3)
                                                           company), Chairman
                                                           and Director,
                                                           TransAlta
                                                           Corporation (an
                                                           electric utility
                                                           company)

Richard L. George(6)             February 1, 1991          President and Chief         94,262 Common Shares
Calgary, Alberta                 to Present                Executive Officer,
                                                           Suncor Energy Inc.(7)

Poul Hansen(2)(5)                April 23, 1996 to         Chairman and General         6,826 Common Shares
Vancouver, British Columbia      Present                   Manager, Sperling
                                                           Hansen Associates
                                                           Inc. (an
                                                           environmental
                                                           engineering
                                                           consulting company)

John R. Huff(4)(6)               January 30, 1998          Chairman and Chief          10,273 Common Shares
Houston, Texas                   to Present                Executive Officer,
                                                           Oceaneering                  2,811 Deferred Share
                                                           International, Inc.                 Units(3)
                                                           (an oilfield
                                                           services company)

Michael M. Koerner(4)(6)(8)      May 31, 1977 to           President, Canada            8,000 Common Shares
Toronto, Ontario                 January 27, 1994          Overseas Investments
                                                           Limited (a venture           3,197 Deferred Share
                                 October 1, 1995 to        capital investment                  Units(3)
                                 Present                   management company)


                                                                              42
<PAGE>

                                                                                        VOTING SECURITIES OF
                                                           PRINCIPAL OCCUPATION         SUNCOR BENEFICIALLY
                                                            OR EMPLOYMENT, AND          OWNED OR OVER WHICH
                                                            MAJOR POSITIONS AND        CONTROL OR DIRECTION
 NAME AND MUNICIPALITY OF        PERIODS OF SERVICE         OFFICES IN THE LAST         IS EXERCISED AS AT
         RESIDENCE                  AS A DIRECTOR               FIVE YEARS             FEBRUARY 28, 2001(1)
----------------------------     --------------------      ----------------------     ------------------------
<S>                              <C>                       <C>                        <C>

Robert W. Korthals(2)(5)(9)      April 23, 1996 to         Corporate Director           8,000 Common Shares
Toronto, Ontario                 Present
                                                                                        1,854 Deferred Share
                                                                                               Units (3)

M. Ann McCaig(2)(5)              October 1, 1995 to        President, VPI               5,120 Common Shares
Calgary, Alberta                 Present                   Investments Ltd. (a
                                                           private investment           3,065 Deferred Share
                                                           holding company)                    Units(3)

JR Shaw(5)(6)                    January 30, 1998          Executive Chairman          37,000 Common Shares
Calgary, Alberta                 to Present                of the Board, Shaw
                                                           Communications Inc.          2,862 Deferred Share
                                                           (a diversified                      Units(3)
                                                           communications
                                                           company)

W. Robert Wyman(4)(6)            November 25, 1987         Chairman of the             32,400 Common Shares
West Vancouver, British          to Present                Board of Directors
Columbia                                                   of Suncor Energy Inc.        4,106 Deferred Share
                                                                                               Units(3)
</TABLE>

Notes:

(1)  The information relating to holdings of Common Shares, not being within the
     knowledge of Suncor, has been furnished by the respective nominees
     individually. Where a nominee holds a fractional Common Share, the holdings
     reported have been rounded down to the nearest whole Common Share. Certain
     of the Common Shares held by Mr. George and Mr. Hansen are held jointly
     with their respective spouses. The number of Common Shares held by Mr.
     George includes 82,486 Common Shares over which he exercises control or
     direction but which are beneficially owned by members of his family. 400
     Common Shares held by Mr. Benson are beneficially owned by his spouse, but
     he exercises control or direction over such shares.

(2)  Member of the Environment, Health and Safety Committee.

(3)  Deferred Share Units (DSU's) are not securities but are included for
     informational purposes as they represent an economic interest based on
     Common Shares of the Company.

(4)  Member of the Human Resources and Compensation Committee.

(5)  Member of the Audit Committee.

(6)  Member of the Board Policy, Strategy Review and Governance Committee.

(7)  Mr. George is also the President and a director of Sunoco Inc., Suncor's
     refining and marketing subsidiary, and Suncor Energy Marketing Inc.,
     Suncor's crude oil marketing subsidiary.


                                                                              43
<PAGE>

(8)  Mr. Koerner, Suncor's longest serving director, will retire from Suncor's
     Board of Directors at the expiry of his current term of office on April 18,
     2001.

(9)  In 1998, Mr. Korthals was a director of Anvil Range Mining Corporation,
     which sought protection under the Companies Creditors Arrangement Act
     (Canada).

     Each of the directors named above has been engaged in the principal
occupation indicated above for the past five years, except for: Mr. Benson, who
from 1996 to 2000 was the Senior Operations Advisor, African Development, Exxon
Co. International; Mr. Canfield, who in 1998 was Chairman, BC TELECOM Inc. and
BC TEL, and who from 1993 to 1997 was Chief Executive Officer and Chairman, BC
TELECOM Inc. and BC TEL; Mr. Davies, who in 1999 and prior thereto was Senior
Vice President, Corporate Affairs, Royal Bank of Canada; Mr. Ferguson, who from
1996 to 1998 was also Chief Executive Officer, Princeton Developments Ltd., in
addition to his current position as Chairman, Princeton Developments Ltd.; Mr.
Huff, who in 1998 and prior thereto was also President, Oceaneering
International, Inc., in addition to his current position as Chairman and Chief
Executive Officer, Oceaneering International, Inc.; Mr. Shaw, who in 1998 and
prior thereto was Chairman and Chief Executive Officer of Shaw Communications
Inc.; and Mr. Wyman, who in 1999 and prior thereto was Vice Chairman of the
Board of Directors of Fletcher Challenge Canada Limited.

     The following are officers of the Corporation. Except where otherwise
indicated, the persons named in the table below held the offices set out
opposite their respective names as at December 31, 2000 and as of the date
hereof.

<TABLE>
<CAPTION>
NAME AND MUNICIPALITY OF RESIDENCE                     OFFICE(1)
----------------------------------                     ---------
<S>                                                    <C>
W. ROBERT WYMAN................................        Chairman of the Board
West Vancouver, British Columbia

RICHARD L. GEORGE..............................        President and Chief Executive Officer
Calgary, Alberta

M.M. (MIKE) ASHAR..............................        Executive Vice President, Oil Sands
Fort McMurray, Albertas

DAVID W. BYLER.................................        Executive Vice President, Natural Gas
M.D. of Rockyview, Alberta

MICHAEL W. O'BRIEN.............................        Executive Vice President, Corporate Development and
Canmore, Alberta                                       Chief Financial Officer

THOMAS L. RYLEY................................        Executive Vice President, Sunoco
Toronto, Ontario

BARRY D. STEWART...............................        Executive Vice President, In-situ and International Oil
Calgary, Alberta

TERRENCE J. HOPWOOD............................        Vice.President, General Counsel and Secretary
Calgary, Alberta

SUE LEE........................................        Senior Vice President, Human Resources and
Calgary, Alberta                                       Communications

J. KENNETH ALLEY...............................        Vice.President, Finance
Calgary, Alberta

JANICE B. ODEGAARD.............................        Assistant Secretary
Calgary, Alberta
</TABLE>


                                                                              44
<PAGE>

Note:

(1)  The principal occupation of each officer is the specified office with
     Suncor, with the exception of Ms. Odegaard, who is also Corporate Director,
     Legal Affairs, of Suncor.

     All of the foregoing officers of the Company have, for the past five years,
been actively engaged as executives or employees of Suncor or its affiliates,
except Mr. Wyman, who is a non-executive Chairman of Suncor.

     The percentage of Common Shares of Suncor owned beneficially, directly or
indirectly, or over which control or direction is exercised by Suncor's
directors and senior officers, as a group, is less than 1%.

                             ADDITIONAL INFORMATION

     Copies of the documents set out below may be obtained without charge by any
person upon request to the Secretary, Suncor Energy Inc., Box 38, 112 - 4 Avenue
S.W., Calgary, Alberta, T2P 2V5, telephone 403-269-8709:

(i)   The current Suncor Annual Information Form together with any pertinent
      information incorporated by reference therein;

(ii)  The current Suncor comparative financial statements for the most recently
      completed financial year and the report of the auditors relating thereto,
      together with any subsequent interim financial statements;

(iii) Suncor's management proxy circular in respect of its most recent annual
      meeting of shareholders that involved the election of directors; and

(iv)  Any other documents incorporated by reference into Suncor's most recent
      preliminary short form prospectus or short form prospectus if securities
      of Suncor are in the course of distribution pursuant to such documents.

     Additional information, including directors' and officers' remuneration and
indebtedness, principal holders of Suncor's securities, options to purchase
securities and interests of insiders in material transactions, where applicable,
is contained in Suncor's most recent management proxy circular for its most
recent annual meeting of its shareholders that involved the election of
directors. Additional financial information is provided in Suncor's comparative
financial statements for its most recently completed financial year.


                                                                            45
</TEXT>
</DOCUMENT>
