Proceedings

IN THE MATTER OF THE SECURITIES ACT
R.S.O. 1990, c. S.5, AS AMENDED (the "Act")

AND

IN THE MATTER OF
H. HOWARD COOPER, THOMAS L. DIGRAPPA, FRANK S. DIGRAPPA, MARY THERESE PAGLIASOTTI, CROESUS EMERGING MARKETS RESOURCE FUND LLC AND TETON OIL USA LIMITED

TEMPORARY ORDER
(Section 127)


WHEREAS it appears to the Ontario Securities Commission ("the Commission") that:

1. Teton Petroleum Company ("Teton") is incorporated under the laws of Canada and is a reporting issuer in the Province of Ontario.

2. Each of H. Howard Cooper, Thomas L. DiGrappa, Frank S. DiGrappa, Mary Therese Pagliasotti, Croesus Emerging Markets Resource Fund LLC and Teton Oil USA Limited (individually, a "Respondent" and collectively the "Respondents") is, or was during the financial year ended December 31, 1999 a director, officer or significant shareholder (beneficial ownership of 10% or more of the voting rights of Teton) or individual that has, or may have, access to material undisclosed information of Teton.

3. Teton failed to file annual financial statements for its financial year ended December 31, 1999 (the "Financial Statements") on or before May 19, 2000 contrary to subsection 78(1) of the Securities Act (Ontario).

4. As of the date of this order, Teton has not filed its Financial Statements.

5. By virtue of his/her/its relationship, each Respondent has, or may have, access to information regarding the affairs of Teton that has not been generally disclosed.

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

AND WHEREAS the Commission is of the opinion that the length of time required to conclude a hearing could be prejudicial to the public interest;

IT IS ORDERED pursuant to paragraph 2 of subsection 127(1) and subsection 127(5) of the Act that:

A. all trading, whether direct or indirect, by the Respondents in the securities of Teton shall cease until two full business days following the receipt by the Commission of all filings Teton is required to make pursuant to Ontario securities law; and

B. this order shall take effect immediately and shall expire on the fifteenth day after its making unless extended by the Commission.

June 9th, 2000.

"Heidi Franken"