Guest-Tek Interactive Entertainment Ltd. - s. 144

Headnote

Application by an issuer for a revocation of a cease trade order issued by the Commission - cease trade order issued because the issuer had failed to file certain interim financial statements and management's discussion and analysis of financial condition and results of operations as required by Ontario securities law - defaults subsequently remedied and the issuer is otherwise not in default of Ontario securities laws - cease trade order revoked.

Statutes Cited

Securities Act, R.S.O. 1990, c. S.5, as am., s. 144.

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, CHAPTER S.5, AS AMENDED

(the "Act")

AND

IN THE MATTER OF

GUEST-TEK INTERACTIVE ENTERTAINMENT LTD.

ORDER

(Section 144)

WHEREAS the securities of Guest-Tek Interactive Entertainment Ltd. (the "Applicant") are subject to an order dated May 7, 2007 made by the Director pursuant to paragraph 2 and paragraph 2.1 of subsection 127(1) of the Act (the "Cease Trade Order") directing that all trading in and acquisitions of the securities of the Applicant, whether direct or indirect, cease until the Cease Trade Order is revoked by the Director;

AND WHEREAS the Applicant has made an application to the Ontario Securities Commission (the "Commission") for an order pursuant to section 144 of the Act revoking the Cease Trade Order;

AND UPON the Applicant having representing to the Commission as follows:

1. The Applicant was incorporated pursuant to the Business Corporations Act (Alberta) and is governed under the laws of the Province of Alberta.

2. The Applicant's registered and head office is located at Suite 240, 3030 -- 3rd Avenue N.E., Calgary, Alberta, T2A 6T7.

3. The authorized capital of the Applicant consists of an unlimited number of common shares of which 15,823,493 are currently issued and outstanding.

4. The common shares of the Applicant are listed and posted for trading on the Toronto Stock Exchange (the "TSX") under the symbol "GTK" but have been suspended from trading on the TSX as a result of the Cease Trade Order and cease trade orders issued by the securities commissions in Alberta, British Columbia and Québec. The common shares of the Applicant are not listed or quoted on any other exchange or market in Canada or elsewhere.

5. The Applicant is a reporting issuer or the equivalent under the securities legislation of the provinces of Ontario, British Columbia, Alberta, Saskatchewan, Manitoba, Québec, New Brunswick, Nova Scotia, Prince Edward Island and Newfoundland and Labrador. The Applicant is not a reporting issuer or the equivalent in any other jurisdiction in Canada.

6. The Cease Trade Order was issued due to the failure of the Applicant to file interim financial statements and related management's discussion and analysis for the nine month period ended December 31, 2006 (the "Continuous Disclosure Documents").

7. The Applicant failed to file the Continuous Disclosure Documents because the Applicant discovered certain problems relating to a new accounting system which required the Applicant to restate its previously issued audited financial statements as of and for the year ended March 31, 2006 and its unaudited consolidated financial statements for each of the interim periods ended June 30, 2006 and September 30, 2006.

8. The Applicant has filed the Continuous Disclosure Documents with the Commission through SEDAR and is up-to-date on all its other continuous disclosure obligations, has paid all outstanding fees and has complied with National Instrument 51-102 Continuous Disclosure Obligations regarding delivery of financial statements.

9. Except for the Cease Trade Order, the Applicant is not otherwise in default of any requirement of Ontario securities law.

10. The cease trade order imposed on the Applicant by the Alberta Securities Commission on April 19, 2007 for failure to file the Continuous Disclosure Documents was revoked on December 17, 2007. The Applicant also has applied for, or been granted, revocations of the cease trade orders for failure to file the Continuous Disclosure Documents issued by the securities commissions in each of British Columbia and Québec.

11. With the exception of the resignation of Makoto Okazaki as a director, there have been no changes of directors, officers, insiders or controlling shareholders of the Applicant since the date of the Cease Trade Order.

AND UPON considering the application and the recommendation of the staff of the Commission;

AND UPON the Commission being satisfied that it would not be prejudicial to the public interest to revoke the Cease Trade Order;

IT IS ORDERED under section 144 of the Act that the Cease Trade Order is revoked.

DATED December 18, 2007.