Proceedings

IN THE MATTER OF THE SECURITIES ACT
R.S.O. 1990, c.S.5, AS AMENDED

AND

IN THE MATTER OF OFFSHORE MARKETING ALLIANCE
and WARREN ENGLISH

STATEMENT OF ALLEGATIONS OF STAFF OF THE
ONTARIO SECURITIES COMMISSION

Staff of the Ontario Securities Commission ("Staff") make the following allegations:

1.Offshore Marketing Alliance ("OMA") is incorporated under the laws of Belize as an International Business Corporation, but carries on business in Ontario.

2.Warren English ("English") is a resident of Pickering, Ontario and is the principal of OMA.

3.OMA purports to offer trading programs for the trading of securities. OMA uses Internet e-mail mailing lists to communicate the existence and terms of the trading programs.

4.Neither OMA nor English is registered in any capacity under Ontario securities law.

5.The sale of memberships and entries into the trading programs offered by OMA constituted a distribution of securities for which no prospectus had been issued and no exemption was available, contrary to Ontario securities law.

6.By soliciting investments in the trading programs, English and OMA traded in securities and acted as advisors without registration, contrary to Ontario securities law.


Conduct Contrary To the Public Interest

7.The conduct of the respondents, as described above, contravened Ontario securities law and was contrary to the public interest.

8.Staff reserves the right to make such further and other allegations as Staff may submit and the Commission may permit.

December 12th, 2000.