Proceedings

IN THE MATTER OF THE SECURITIES ACT
R.S.O. 1990 C.s.5, as amended (the "Act")

AND

IN THE MATTER OF
RICHARD THEBERGE

NOTICE OF HEARING
(Section 127)

TAKE NOTICE that the Ontario Securities Commission (the "Commission") will hold a hearing pursuant to section 127 of the Act at the Commission's offices on the 17th floor, 20 Queen Street West, Toronto, Ontario, commencing on Friday, June 22, 2001 at 10:00 a.m., or as soon thereafter as the hearing can be held (the "Hearing"), to consider whether it is in the public interest to make an order:

(a) pursuant to paragraph 2 of subsection 127(1) of the Act, that trading in any securities by Theberge cease permanently or for such period as may be specified in the order;

(b) pursuant to paragraph 6 of subsection 127(1) of the Act, that Theberge be reprimanded; and

(c) such further and other order as the Commission may deem appropriate;

AND TAKE NOTICE that the purpose of the Hearing will be for the Commission to consider whether to approve a settlement of the proceeding between Staff and Theberge, which approval will be sought by Staff and by Theberge;

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

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

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

June 15, 2001.

"John Stevenson"