Notice of Hearing: In the Matter of Shallow Oil & Gas Inc. et al.

      TAKE NOTICE that the Ontario Securities Commission (the “Commission”) will hold a hearing pursuant to sections 37 and 127 of the Securities Act, R.S.O. 1990, c. S.5, as amended (the “Act”) at the Commission’s offices on the 17th floor, 20 Queen Street West, Toronto, Ontario, commencing on July 24th, 2009, at 10:00 a.m. or as soon thereafter as the hearing can be held.

      AND TAKE NOTICE THAT the purpose of the Hearing is for the Commission to consider whether it is in the public interest to approve the settlement of the proceeding entered into between Staff of the Commission (“Staff”) and the respondent William Mankofsky.

      BY REASON OF the allegations set out in the Statement of Allegations of Staff dated June 10th, 2008 and such additional allegations as counsel may advise and the Commission may permit.

      AND TAKE FURTHER NOTICE that any party to the proceeding may be represented by counsel if that party attends or submits evidence at the hearing.

      AND TAKE FURTHER NOTICE THAT, upon failure of any party to attend at the time and place aforesaid, the hearing may proceed in the absence of that party and such party is not entitled to any further notice of the proceeding.

      DATED at Toronto this 16^th day of July, 2009