Proceedings

IN THE MATTER OF THE SECURITIES ACT,
R.S.0. 1990, c. S.5, AS AMENDED
AND
IN THE MATTER OF
PRIMENET COMMUNICATIONS INC.,
RAYMOND J. HOMER,
ROBERT F. BLEASBY AND JAMES LAKS
ORDER (Section 127)

WHEREAS on November 28, 1997, the Ontario Securities Commission (the "Commission") issued a Notice of Hearing pursuant to section 127(1) of theSecurities Act, R.S.O. 1990, c. S.5, as amended (the "Act") in respect of PrimeNet Communications Inc., Raymond J. Homer, Robert F. Bleasby and James Laks(the "Respondents");

AND WHEREAS the Respondents and Staff of the Commission entered into a Settlement Agreement dated November 28, 1997 (the "Settlement Agreement")in which they agreed to a proposed settlement of the proceeding respecting the Respondents;

AND WHEREAS PrimeNet Communications Inc. has agreed that it will receive a reprimand from the Commission;

AND WHEREAS the Respondents have agreed to pay $20,000 towards the costs of Staff's investigation;

AND UPON reviewing the Settlement Agreement, the Statement of Allegations of Staff of the Enforcement Branch of the Commission and upon hearingsubmissions from the Respondents and Staff of the Commission;

IT IS ORDERED THAT:

1. The Settlement Agreement dated November 28, 1997, attached hereto, be and is hereby approved;

2. Pursuant to clause 6 of subsection 127(1) of the Act, PrimeNet Communications Inc. is hereby reprimanded.

December 3rd, 1997.

"Glorianne Stromberg"

"G. P. H. Vernon"

"Robert Korthals"