Securities Law & Instruments

Headnote

Partialrevocation of cease trade order pursuant to section 144 of theAct granted to permit trades solely for the purpose of establishinga tax loss for income tax purposes, in accordance with OSC Policy57-602.

StatutesCited

SecuritesAct, R.S.O. 1990, c.S.5, as am., 6(3) 127 and 144.

PoliciesCited

OSCPolicy 57-602

INTHE MATTER OF

THESECURITIES ACT,

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

AND

INTHE MATTER OF

PERIGEEDIVERSIFUND

AND

PERIGEECANADIAN AGGRESSIVE GROWTH EQUITY FUND

AND

YBMMAGNEX INTERNATIONAL, INC.

ORDER

(Section144)

WHEREAS the securities of YBM Magnex International,Inc. ( "YBM" ) are subject to an order of the Ontario SecuritiesCommission (the "Commission" ) dated May 28, 1998 (the "CeaseTrade Order") pursuant to section 127 of the Act, extendinga Temporary Order of the Commission made on May 13, 1998, orderingthat trading in securities of YBM cease until a hearing is concluded;


AND WHEREAS Perigee Diversifund and Perigee CanadianAggressive Growth

EquityFund (collectively, the "Vendors") have made an applicationto the Commission pursuant to section 144 of the Act (the "Application")for an order varying the Cease Trade Order in order to allowfor the disposition by Perigee Diversified of 146,000 commonshares of YBM and by Perigee Canadian Aggressive Growth EquityFund of 266,700 common shares of YBM (all such securities ofYBM, the "Securities") for the purpose of establishing a taxloss;


AND WHEREAS Ontario Securities Commission Policy 57-602provides that the

Commissionis prepared to vary an outstanding cease trade order to permitthe disposition of securities which are subject to a cease tradeorder for the purpose of establishing a tax loss where the Commissionis satisfied that the disposition is being made, so far as thesecurity holder is concerned, solely for the purpose of thatsecurity holder establishing a tax loss and provided that thesecurity holder provides the purchaser with a copy of the ceasetrade order and the variation order;


AND UPON considering the Application and the recommendationof the staff of the

Commission;


AND UPON the Vendors having represented to the Commissionthat:


(i) the Vendors acquired the Securities prior to the issuanceof the Cease Trade Order;


(ii) the Vendors will effect the proposed disposition of theSecurities (the "Disposition") solely for the purpose of establishinga tax loss in respect of such Disposition;


(iii) Harris Partners Limited (the "Purchaser") has agreed topurchase the Securities as principal for an aggregate purchaseprice payable to each of the Vendors of $1; and


(iv) the Vendors have provided the Purchaser with a copy ofthe Cease Trade Order and will provide the Purchaser with acopy of this Order;


AND UPON the Commission being of the opinion that todo so would not be

prejudicialto the public interest;


IT IS ORDERED pursuant to section 144 of the Act thatthe Cease Trade Order be

andis hereby varied in order to permit the Disposition.


December 14, 2001.

"Paul M. Moore"      "H. Lorne Morpy"