Fidelity Investments Canada ULC - s. 213(3)(b) of the LTCA

Headnote

Clause 213(3)(b) of the Loan and Trust Corporations Act -- application by manager, with prior track record acting as trustee, for approval to act as trustee of pooled funds and future pooled funds to be established and managed by the applicant and offered pursuant to a prospectus exemption.

Statutes Cited

Loan and Trust Corporations Act, R.S.O. 1990, c. L.25, as am., s. 213(3)(b).

November 14, 2008

Attention: Carol E. Derk

Dear Sirs/Medames:

Further to your application dated October 6, 2008 (the "Application") filed on behalf of the Applicant, and based on the facts set out in the Application and the representation by the Applicant that the assets of the Existing Funds and the New Fund, as defined and listed in Schedule A, and such other funds as the Applicant may establish from time to time (the "Future Funds"), are or will be held by a third-party custodian which is or will be either a trust company incorporated and licensed or registered under the laws of Canada or a jurisdiction, or a bank listed in Schedule I, II or III of the Bank Act (Canada), or an affiliate of such bank or trust company, the Ontario Securities Commission (the "Commission") makes the following order.

Pursuant to the authority conferred on the Commission in clause 213(3)(b) of the Loan and Trust Corporations Act (Ontario), the Commission approves the proposal that the Applicant act as trustee of the Existing Funds, the New Fund and the Future Funds, the securities of which will be offered pursuant to a prospectus exemption.

Yours truly,

"Paulette Kennedy"

"Wendell S. Wigle"

SCHEDULE A

(the "Existing Funds")

Fidelity U.S. 130/30 Private Pool

(the "New Fund")