CPL Long Term Real Estate Investment Trust- s. 147

IN THE MATTER OF

THE SECURITIES ACT

R.S.O. 1990, C.S.5, AS AMENDED (the "Act"),

ONTARIO REGULATION 1015, R.R.O. 1990, AS AMENDED (the "Regulation")

NI 44-101 SHORT FORM PROSPECTUS DISTRIBUTIONS (the "Short Form Rule"),

NI 41-101 PROSPECTUS DISCLOSURE REQUIREMENTS (the "Disclosure Rule")

and COMMISSION RULE 41-501 GENERAL PROSPECTUS REQUIREMENTS

(the "General Prospectus Rule")

AND

IN THE MATTER OF

CPL LONG TERM REAL ESTATE INVESTMENT TRUST

ORDER AND DECISION

(Section 147 of the Act,

Section 15.1 of the General Prospectus Rule,

Subsection 5.1(1) of the Disclosure Rule and

Subsection 59(2) of Schedule I to the Regulation)

WHEREAS CPL Long Term Real Estate Investment Trust (the "Applicant") filed a preliminary prospectus datedFebruary 23, 2001 (the "Preliminary Prospectus") in accordance with the Short Form Rule relating to the offering of2,200,000 units of the Applicant (the "Offering") and received a receipt therefor dated February 23, 2001;

AND WHEREAS the Applicant intends to file a (final) prospectus (the "Prospectus") in accordance with theShort Form Rule and is desirous of receiving a receipt therefor forthwith thereafter;

AND WHEREAS the Applicant has applied for certain relief from the provisions of the Act, the Disclosure Ruleand the General Prospectus Rule and for relief from the requirement to pay fees in connection with such application;

AND WHEREAS pursuant to an assignment dated April 12, 1999, as amended on September 7, 1999,February 15, 2000 and January 23, 2001, the Commission assigned certain of its powers and duties under the Act toeach "Director", as that term is defined in subsection 1(1) of the Act;

AND WHEREAS on April 12, 1999 the Executive Director issued a determination and designation whichdesignated, inter alia, each Manager in the Corporate Finance Branch of the Commission as a "Director" for thepurposes of subsection 1(1) of the Act;

AND UPON the Director being satisfied that to do so would not be prejudicial to the public interest;

IT IS HEREBY DECIDED pursuant to section 15.1 of the General Prospectus Rule that the General ProspectusRule, other than section 13.9 thereof, does not apply to the Preliminary Prospectus and the Prospectus;

AND IT IS FURTHER DECIDED pursuant to subsection 5.1(1) of the Disclosure Rule that the Disclosure Ruledoes not apply to the Preliminary Prospectus and the Prospectus;

AND IT IS HEREBY ORDERED pursuant to section 147 of the Act that the Offering is exempt from therequirement contained in subsection 65(1) of the Act that a period of ten days elapse between the issuance by theDirector of a receipt for the Preliminary Prospectus and the issuance of a receipt for the Prospectus;

AND IT IS HEREBY DECIDED pursuant to subsection 59(2) of Schedule I to the Regulation that the Applicantbe exempt from the requirement under the Act to pay fees in connection with the making of this application.

March 2, 2001.

"John Hughes"