Securities Law & Instruments


Clause 213(3)(b) of the Loan and Trust CorporationsAct -- application for approval to act as trustee.

Statues Cited

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

September 26, 2003
Borden Ladner Gervais LLP
40 King Street West
Scotia Plaza
Toronto, Ontario M5H 3Y4

Dear Leslie Erlich:

Application by Perigee InvestmentCounsel Inc. ("Perigee") for approval to actas trustee of the existing and new pooled funds that maybe established by Perigee in the future (together, the" Perigee Pooled Funds").
App. No. # 571/03

Further to the application dated August 20,2003 (the "Application") filed on behalf of Perigee,and based on the facts set out in the Application, pursuantto the authority conferred on the Ontario Securities Commission(the "Commission") in clause 213(3)(b) of the Loanand Trust Corporations Act (Ontario), the Commission approvesthe proposal that Perigee may act as trustee of the PerigeePooled Funds which Perigee manages and distributes pursuantto prospectus exemptions.

"Robert L. Sherriff"
"Paul M. Moore"