Proceedings


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

AND

IN THE MATTER OF
IAN MACDONALD, J. ROBERT LEE, ROBERT STURGESS, DON WEST, JOHN KYLE, GARY KIRSH, DAN DEAR, BILL E. DUKE,TRI-LEE CAPITAL LTD., TRICAPITAL MANAGEMENT LIMITED, PETALS DECOR LTD., DOUG CAKEBREAD, ULDIS STEINBACHS, JACK LEE,ALAN LIPSZYC, FRANK PRINCIPE, DOUG MATTON, BILL DYE, ROGER LUK,DAVID LUCAS, JOE NANNA AND J&K SALES

ORDER
(Section 127)

WHEREAS on June 7, 2000 the Ontario Securities Commission (the "Commission") made a temporary order pursuant to subsection 127(5) of the Act, that none of the Respondents shall trade in any securities of The Versatech Group Inc. ("Versatech"), subject to the terms set out in the order, for a period of 15 days from the date of the order;

AND WHEREAS on June 7, 2000 the Commission issued a Notice of Hearingpursuant to subsection 127(9) of the Act;

AND WHEREAS it appears to the Commission that:

1. Versatech is incorporated under the laws of Canada and is a reporting issuer in theProvince of Ontario.

2. Each of Ian Macdonald, J. Robert Lee, Robert Sturgess, Don West, John Kyle,Gary Kirsh, Dan Dear, Bill E. Duke, Tri-Lee Capital Ltd., Tricapital ManagementLimited, Petals Decor Ltd., Doug Cakebread, Uldis Steinbachs, Jack Lee, AlanLipszyc, Frank Principe, Doug Matton, Bill Dye, Roger Luck, David Lucas, JoeNanna and J&K Sales (the "Respondents") is, or was during the financial year ofVersatech ended December 31, 1999, a director, officer or significant shareholder(beneficial ownership of 10% or more of the voting rights of Versatech) or individualthat has, or may have, access to material undisclosed information of Versatech.

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

4. As of the date of this order, Versatech has not filed its 1999 Financial Statements.

AND WHEREAS the Commission is of the opinion that it is in the public interest tomake this Order;

IT IS ORDERED pursuant to paragraph 2 of subsection 127(1) of the Act that alltrading by the Respondents in the securities of Versatech shall cease until:

(a) two full business days following the receipt by the Commission of all filingsVersatech is required to make pursuant to Ontario securities law; or

(b) further order of the Commission.

June 21st, 2000.

"J. A. Geller"
"Morley P. Carscallen"
"R. Stephen Paddon"