TeleClone Incorporated - MRRS Decision

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ALBERTA, SASKATCHEWAN, ONTARIO, QUEBEC,

NOVA SCOTIA AND NEWFOUNDLAND

AND

IN THE MATTER OF

TELECLONE INCORPORATED

MRRS DECISION DOCUMENT

WHEREAS the local securities regulatory authority or regulator (the "Decision Maker") in each of the Provincesof Alberta, Saskatchewan, Ontario, Québec, Nova Scotia and Newfoundland (the "Jurisdictions") has received anapplication from TeleClone Incorporated (the "Filer") for a decision under the securities legislation of the Jurisdictions(the "Legislation") that the Filer be deemed to have ceased to be a reporting issuer, or its equivalent, under theLegislation;

AND WHEREAS, under the Mutual Reliance Review System for Exemptive Relief Applications (the "System"),the Ontario Securities Commission is the principal regulator for this application;

AND WHEREAS the Filer has represented to the Decision Makers that:

1. the Filer was incorporated under the Companies Act (Nova Scotia) on October 28, 1997, is a reporting issuerin each of the Jurisdictions and is not in default of any of the requirements of the Legislation;

2. the Filer's head office is located in Toronto, Ontario;

3. the Filer's authorized capital consists of 60,000,000 class T shares (the "Class T Shares") and 100 class Ashares (the "Class A Shares");

4. the Filer became a reporting issuer, or its equivalent, in each of the provinces and territories of Canada on June11, 1998 pursuant to an initial public offering (the "IPO") of 7,250,000 Class T Shares which were listed on TheToronto Stock Exchange (the "TSE") following the IPO;

5. on August 14, 2000, the Filer redeemed all of its outstanding Class T Shares and the Class T Shares weresubsequently cancelled and delisted from the TSE;

6. the Filer does not have any securities listed or quoted on any exchange or market;

7. TeleClone Holdings Inc. is the sole shareholder of all of the outstanding Class A Shares and, since August 14,2000, has been the sole security holder of the Filer;

8. other than the Class A Shares, the Filer has no securities, including debt securities, outstanding; and

9. the Filer does not intend to seek public financing by way of an offering of its securities;

AND WHEREAS under the System, this MRRS Decision Document evidences the decision of each DecisionMaker (collectively, the "Decision");

AND WHEREAS each of the Decision Makers is satisfied that the test contained in the Legislation whichprovides the Decision Maker with the Jurisdiction to make the Decision has been met;

THE DECISION of the Decision Makers under the Legislation is that the Filer is deemed to have ceased to bea reporting issuer, or its equivalent, under the Legislation.

April 18, 2001.

"Iva Vranic"