Order: In the Matter of Inco Limited and Tech Cominco Limited

Order

IN THE MATTER OF THE SECURITIES ACT,
R.S.O. 1990, CHAPTER S.5, AS AMENDED (the “Act”)

AND

IN THE MATTER OF
TECK COMINCO LIMITED AND
INCO LIMITED

ORDER

(Section 127)


WHEREAS Teck Cominco Limited (“Teck”) has applied to the Commission by letter dated July 13, 2006, for a permanent order pursuant to Section 127 of the Act that trading cease in respect of any securities issued, or to be issued, under or in connection with the shareholder rights plan of Inco Limited (“Inco”) dated September 14, 1998 (the “Inco Rights Plan”), as amended, including, without limitation, in respect of the rights (the “Rights”) issued under the Inco Rights Plan and any common shares of Inco to be issued upon the exercise of the Rights;

AND WHEREAS Teck has made an offer (the “Teck Offer”) to purchase all of the outstanding common shares of Inco other than the Inco shares owned directly or indirectly by Teck as described in an offer and circular mailed to Inco shareholders on May 23, 2006;

AND WHEREAS Teck and Inco have consented to the issuance of a cease trade order effective as of 4:30 p.m. (Eastern Daylight Time) on August 16, 2006 in respect of the Teck Offer;

AND WHEREAS staff of the Commission have recommended that the Commission issue this order;

AND WHEREAS the Commission is of the opinion that it is in the public interest to make this order;

IT IS HEREBY ORDERED THAT, pursuant to clause 2 of subsection 127(1) of the Act, trading in any securities issued, or to be issued, under or in connection with the Inco Rights Plan including, without limitation, in respect of the Rights issued under the Inco Rights Plan and any common shares of Inco to be issued upon the exercise of the Rights, shall cease effective as of 4:30 p.m. (Eastern Daylight Time) on August 16, 2006.

 



Dated at Toronto, this 20th day of July, 2006.

"Paul M. Moore"
Paul M. Moore
"David L. Knight"
David L. Knight

"S. Thakrar"

Suresh Thakrar