Securities Law & Instruments


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

Statutes Cited

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

October 7, 2003

Osler, Hoksin & Harcourt LLP

Dear Linda G. Currie:

Heathbridge Graham Inc. ("Heathbridge")Application pursuant to clause 213(3)(b) of the Loanand Trust Corporations Act (Ontario) to act as trusteeof mutual funds to be established by Heathbridge fromtime to time and offered pursuant to prospectus exemptions(the "Pooled Funds"). Application No. 645/03

Further to your letter dated September 15, 2003(the "Application") filed on behalf of Heathbridge,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 Heathbridge may act as trustee of the PooledFunds which Heathbridge manages.

"Robert W. Korthals"
"H. Lorne Morphy"