Proceedings

WHEREAS on May 4, 1993, the Ontario Securities Commission (the "Commission") issued a Notice of Hearing pursuant to section 127(1) of the SecuritiesAct, R.S.O. 1990, c. S.5, as amended (the "Act") in respect of Ralph Schatzmair ("Schatzmair');

AND WHEREAS Schatzmair and Staff of the Commission entered into a settlement agreement dated October 29, 1997 (the "Settlement Agreement') in whichthey agreed to a proposed settlement of the proceeding respecting Schatzmair subject to the approval of the Commission;

AND WHEREAS Schatzmair has agreed that an order be made under subsection 127(1)1 of the Act that his registration be suspended for a period of sixmonths commencing November 8, 1997;

AND WHEREAS Schatzmair has agreed to make a voluntary contribution to the Canadian Investor Protection Fund in the amount of $7,500.00;

AND UPON reviewing the Settlement Agreement, the Statement of Allegations of Staff of the Enforcement Branch of the Commission and upon hearingsubmissions from Shatzmair and Staff of the Commission;

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

IT IS ORDERED THAT:

1. The Settlement Agreement dated October 29, 1997, attached hereto, be and is hereby approved;

2. Pursuant to clause 1 of subsection 127(1) of the Act, the registration of Schatzmair is suspended for a period of six months commencing November 8, 1997.

October 30th, 1997.

"Morley P. Carscallen"

"G. P. H. Vernon"