Securities Law & Instruments

Headnote

Issuerexempt from ss.77(2) and s.78 of the Securities Act (Ontario)to file with the Ontario Securities Commission the interim financialstatements and audited annual financial statements for the financialyear ended December 31, 2001 and all subsequent financial periods.

StatutesCited

SecuritiesAct, R.S.O. 1990, c.S.5, as am., subsection 77(2), section 78and section 80.

INTHE MATTER OF

THESECURITIES ACT,

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

AND

INTHE MATTER OF

CCMMARKET NEUTRAL FUND

ORDER

(Section80(b)(iii) of the Act)

WHEREASthe Ontario Securities Commission (the "Commission")has received an application from CCM Market Neutral Fund (the"Fund") for an order pursuant to Section 80(b)(iii) of the Actthat the Fund be exempted from filing interim and annual financialstatements for the fiscal year ended December 31, 2001 and allsubsequent periods.

ANDWHEREAS the Fund has represented to the Commission that:

1.The Fund was organized under the laws of Ontario in 1998 as amutual fund trust. Units of the Fund were sold on a private placementbasis. The Fund is a mutual fund in Ontario as defined in Section1(1) of the Act, but not a reporting issuer as defined in theAct.

2.During the 2000 fiscal year, all units of the Fund were redeemed,save and except for those units held by one unitholder, GeraldR. Connor. On August 1, 2000, three individuals, Gerald R. Connor,John Poulter and St. Clair Mc Evenue became the Fund's Trustees,replacing The Royal Trust Company.

3.Cumberland Asset Management Corp. ("Cumberland") is the managerof the investments of the Fund. Gerald R. Connor is the CEO andChairman of Cumberland.

4.As a Trustee and as the CEO of Cumberland, the sole investor,Gerald R. Connor, of the Fund has intimate knowledge of the activitiesof the Fund.

ITIS HEREBY ORDERED by the Commission pursuant to Section80b(iii) of the Act that the Fund is exempted from Section 77(2)and Section 78 of the Act to file interim and annual financialstatements for the fiscal year ended December 31, 2001 and allsubsequent periods.

THIS ORDERshall cease to be operative when

(i)Gerald R. Connor is not the sole investor of the Fund, or

(ii)Gerald R. Connor requests to receive interim and audited annualfinancial statements

March22, 2002.

"PaulM. Moore"       "H. Lorne. Morphy"