Proceedings


IN THE MATTER OF THE SECURITIES ACT
R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF
RT CAPITAL MANAGEMENT INC., K. MICHAEL EDWARDS, TIMOTHY K. GRIFFIN,
DONALD E. WEBSTER, JENNIFER I. LEDERMAN, PETER B. LARKIN,
PETER A. RODRIGUES, GARY N. BAKER, PATRICK SHEA AND MARION GILLESPIE


NOTICE OF HEARING
(Section 127)

TAKE NOTICE that the Ontario Securities Commission (the "Commission") will hold ahearing pursuant to section 127 of the Securities Act, R.S.O. 1990, c. S.5, as amended (the "Act")at the offices of the Commission, located at 20 Queen St. West, Toronto, Ontario, in the LargeHearing Room, 17th Floor, on Wednesday, July 19, 2000 at 10:00 a.m. or as soon thereafter as thehearing can be held:

TO CONSIDER whether, pursuant to sections 127(1) and 127.1 of the Act, it is in the publicinterest for the Commission to make an Order that:

(a) the registration of the Respondents RT Capital Management Inc. ("RT Capital"),Peter B. Larkin ("Larkin"), and Gary N. Baker ("Baker") be suspended or restrictedpermanently or for such time as the Commission may direct;

(b) terms and conditions be imposed on the registrations of the Respondents in (a) above;

(c) the Respondents Larkin, Baker, Patrick Shea, and Marion Gillespie cease trading insecurities permanently or for such period as the Commission may direct;

(d) RT Capital submit to a review of its practices and procedures and institute suchchanges as may be ordered by the Commission;

(f) the Respondents K. Michael Edwards, Timothy K. Griffin, Jennifer I. Lederman,Donald E. Webster, Peter A. Rodrigues and Larkin be prohibited from becoming oracting as a director or officer of an issuer;

(e) the Respondents be reprimanded;

(g) the Respondents pay the costs of the Commission's investigation;

(h) the Respondents pay the Commission's costs of this hearing; and

(i) contains such other terms and conditions as the Commission may deem appropriate.

BY REASON OF the allegations set out in the Statement of Allegations of Staff of theCommission and such additional allegations as counsel may advise and the Commission may permit;

AND TAKE FURTHER NOTICE that in the event that the Commission determines thatany of the Respondents has not complied with Ontario securities law, Staff will request theCommission to consider whether, in the opinion of the Commission, application should be made tothe Superior Court of Justice for a declaration, pursuant to section 128(1) of the Act, that suchpersons or company have not complied with Ontario securities law and that, if such a declaration ismade, the Superior Court of Justice make such orders as it considers appropriate, pursuant to section128(3) of the Act.

AND TAKE FURTHER NOTICE that any party to the proceeding may be represented bycounsel if that party attends or submits evidence at the hearing;

AND TAKE FURTHER NOTICE that upon failure of any party to attend at the time andplace aforesaid, the hearing may proceed in the absence of that party and such party is not entitledto any further notice of the proceeding.

June 29th, 2000.

"John Stevenson"