sc13g

OMB APPROVAL

OMB Number: 3235-0145

Expires: December 31, 2005

Estimated average burden
hours per response...11

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

TERRA NOVA ACQUISITION CORP.

(Name of Issuer)

Common Stock, par value $.0001 per share

(Title of Class of Securities)

88101E201

(CUSIP Number)

April 19, 2005

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1 (b)

þ Rule 13d-1 (c)

o Rule 13d-1 (d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the notes).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

13G

CUSIP No. 88101E201

1. Name of Reporting Person:
Sapling, LLC I.R.S. Identification Nos. of above persons (entities only):

2. Check the Appropriate Box if a Member of a Group:

(a) o

(b) o

3. SEC Use Only:

4. Citizenship or Place of Organization:
Delaware

Number of
Shares
Beneficially
Owned by
Each Reporting
Person With

5. Sole Voting Power:
0

6. Shared Voting Power:
369,830

7. Sole Dispositive Power:
0

8. Shared Dispositive Power:
369,830

9. Aggregate Amount Beneficially Owned by Each Reporting Person:
369,830

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o

11. Percent of Class Represented by Amount in Row (9):
6.1%

12. Type of Reporting Person:
OO

13G

CUSIP No. 88101E201

1. Name of Reporting Person:
Fir Tree Recovery Master Fund, L.P. I.R.S. Identification Nos. of above persons (entities only):

2. Check the Appropriate Box if a Member of a Group:

(a) o

(b) o

3. SEC Use Only:

4. Citizenship or Place of Organization:
Cayman Islands

Number of
Shares
Beneficially
Owned by
Each Reporting
Person With

5. Sole Voting Power:
0

6. Shared Voting Power:
226,670

7. Sole Dispositive Power:
0

8. Shared Dispositive Power:
226,670

9. Aggregate Amount Beneficially Owned by Each Reporting Person:
226,670

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o

11. Percent of Class Represented by Amount in Row (9):
3.8%

12. Type of Reporting Person:
PN

SCHEDULE 13G

This Schedule 13G (the “Schedule 13G”) is being filed on behalf of Sapling, LLC, a Delaware limited liability company (“Sapling”), and Fir Tree Recovery Master Fund, L.P., a Cayman Islands exempted limited partnership (“Fir Tree Recovery”), relating to Units consisting of one share of common stock, $.0001 par value (the “Common Stock”), and two warrants each to purchase one share of Common Stock of Terra Nova Acquisition Corp., a Delaware corporation (the “Issuer”), purchased by Sapling and Fir Tree Recovery. Fir Tree Value Master Fund, LP, a Cayman Islands exempted limited partnership (“Fir Tree Master”), is the sole member of Sapling. Fir Tree, Inc., a New York corporation, is the investment manager of both Sapling and Fir Tree Recovery.


Item 1(a)		Name of Issuer.

		Terra Nova Acquisition Corp.

Item 1(b)		Address of Issuer’s Principal Executive Offices.

		2 Bloor Street West, Suite 3400
		Toronto, Ontario, Canada M4W 3E2

Item 2(a)		Name of Person Filing.

		Sapling, LLC (“Sapling”) and Fir Tree Recovery Master Fund, L.P. (“Fir Tree Recovery”)

Item 2(b)		Address of Principal Business Office.

		535 Fifth Avenue
		31st Floor
		New York, New York 10017

Item 2(c)		Place of Organization.

		Sapling is a Delaware limited liability company. Fir Tree Recovery is a Cayman Islands exempted limited partnership.

Item 2(d)		Title of Class of Securities.

		Common Stock, par value $.0001 per share (the “Common Stock”).

Item 2(e)		CUSIP Number.

		88101E201


Item 3		Reporting Person.

		The person filing is not listed in Items 3(a) through 3(j).

Item 4		Ownership.

(a)   As of the filing of this Schedule 13G, Sapling and Fir Tree Recovery have purchased 596,500 Units of the Issuer. Each Unit consists of: (i) one share of Common Stock; and (ii) two Warrants each to purchase one share of Common Stock. Sapling and Fir Tree Recovery are the beneficial owners of 596,500 shares of Common Stock.

(b)   Sapling and Fir Tree Recovery are the beneficial owners of 9.9% of the outstanding shares of Common Stock. This percentage is determined by dividing the number of shares beneficially held by 6,000,000, the number of shares of Common Stock issued and outstanding as of April 18, 2005, as reported in the Issuer’s Prospectus filed pursuant to Rule 424(b)(3) of the Securities Exchange Act of 1934 dated April 19, 2005.

(c)   Sapling may direct the vote and disposition of the 369,830 shares of Common Stock. Fir Tree Recovery may direct the vote and disposition of 226,670 shares of Common Stock.


Item 5		Ownership of Five Percent or Less of a Class.

		Inapplicable.

Item 6		Ownership of More Than Five Percent on Behalf of Another Person.

		Fir Tree Master, as the sole member of Sapling, has the right to receive dividends from and the proceeds from the sale of the Common Stock.

Item 7		Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.

		Inapplicable.

Item 8		Identification and Classification of Members of the Group.

		Inapplicable.

Item 9		Notice of Dissolution of Group.

		Inapplicable.


Item 10		Certification.

		By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

      Date: April 29, 2005

SAPLING, LLC

By: FIR TREE, INC., its Manager

By:   /s/ Jeffrey Tannenbaum
Name:   Jeffrey Tannenbaum
Title:   President

FIR TREE RECOVERY MASTER FUND, L.P.

By: FIR TREE, INC., its Manager

By:   /s/ Jeffrey Tannenbaum
Name:   Jeffrey Tannenbaum
Title:   President

EXHIBIT 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, par value $0.0001 per share, of Terra Nova Acquisition Corp., and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

      IN WITNESS WHEREOF, the undersigned have executed this Agreement as of April 29, 2005.

SAPLING, LLC

By: FIR TREE, INC., its Manager

By:   /s/ Jeffrey Tannenbaum
Name:   Jeffrey Tannenbaum
Title:   President

FIR TREE RECOVERY MASTER FUND, L.P.

By: FIR TREE, INC., its Manager

By:   /s/ Jeffrey Tannenbaum
Name:   Jeffrey Tannenbaum
Title:   President


13G
CUSIP No. 88101E201

	1.	Name of Reporting Person: Sapling, LLC			I.R.S. Identification Nos. of above persons (entities only):

	2.	Check the Appropriate Box if a Member of a Group:
		(a)	o
		(b)	o

	3.	SEC Use Only:

	4.	Citizenship or Place of Organization: Delaware

Number of Shares Beneficially Owned by Each Reporting Person With
			5.	Sole Voting Power: 0

			6.	Shared Voting Power: 369,830

			7.	Sole Dispositive Power: 0

			8.	Shared Dispositive Power: 369,830

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 369,830

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares: o

	11.	Percent of Class Represented by Amount in Row (9): 6.1%

	12.	Type of Reporting Person: OO


13G
CUSIP No. 88101E201

	1.	Name of Reporting Person: Fir Tree Recovery Master Fund, L.P.			I.R.S. Identification Nos. of above persons (entities only):

	2.	Check the Appropriate Box if a Member of a Group:
		(a)	o
		(b)	o

	3.	SEC Use Only:

	4.	Citizenship or Place of Organization: Cayman Islands

Number of Shares Beneficially Owned by Each Reporting Person With
			5.	Sole Voting Power: 0

			6.	Shared Voting Power: 226,670

			7.	Sole Dispositive Power: 0

			8.	Shared Dispositive Power: 226,670

	9.	Aggregate Amount Beneficially Owned by Each Reporting Person: 226,670

	10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares: o

	11.	Percent of Class Represented by Amount in Row (9): 3.8%

	12.	Type of Reporting Person: PN

	(a)	As of the filing of this Schedule 13G, Sapling and Fir Tree Recovery have purchased 596,500 Units of the Issuer. Each Unit consists of: (i) one share of Common Stock; and (ii) two Warrants each to purchase one share of Common Stock. Sapling and Fir Tree Recovery are the beneficial owners of 596,500 shares of Common Stock.

	(b)	Sapling and Fir Tree Recovery are the beneficial owners of 9.9% of the outstanding shares of Common Stock. This percentage is determined by dividing the number of shares beneficially held by 6,000,000, the number of shares of Common Stock issued and outstanding as of April 18, 2005, as reported in the Issuer’s Prospectus filed pursuant to Rule 424(b)(3) of the Securities Exchange Act of 1934 dated April 19, 2005.

	(c)	Sapling may direct the vote and disposition of the 369,830 shares of Common Stock. Fir Tree Recovery may direct the vote and disposition of 226,670 shares of Common Stock.


SAPLING, LLC By: FIR TREE, INC., its Manager
	By:	/s/ Jeffrey Tannenbaum
	Name:	Jeffrey Tannenbaum
	Title:	President

FIR TREE RECOVERY MASTER FUND, L.P. By: FIR TREE, INC., its Manager
	By:	/s/ Jeffrey Tannenbaum
	Name:	Jeffrey Tannenbaum
	Title:	President