Securities Law & Instruments

Headnote

Clause 213(3)(b) of the Loan and Trust Corporations Act -- application by manager for approval to act as trustee of a mutual fund trust and other pooled funds to be established and managed by the applicant, and offered pursuant to a prospectus exemption.

Statutes Cited

Loan and Trust Corporations Act, R.S.O. 1990, c. L.25, as am., clause 213(3)(b).

November 19, 2004

McMillan Binch
BCE Place, Suite 4400
Bay Wellington Tower
181 Bay Street
Toronto, Ontario
M5J 2T3

Attention: Michael Ward

Dear Sirs/Mesdames:

Re:
Epic Capital Management Inc. (the Applicant)
Application pursuant to clause 213(3)(b) of the Loan and Trust Corporations Act (Ontario) (the LTCA) for approval to act as trustee Application # 932/04

Further to the application dated November 3, 2004, as supplemented by correspondence dated November 12, 2004 and November 15, 2004 (collectively, the "Application") filed on behalf of the Applicant, and based on the facts set out in the Application, pursuant to the authority conferred on the Ontario Securities Commission (the "Commission") in clause 213(3)(b) of the LTCA, the Commission approves the proposal that the Applicant act as trustee of Epic Rsp Trust, and other pooled funds that may be established and managed by the Applicant, the securities of which will be offered pursuant to a prospectus exemption.

"Robert Shirriff"
"Paul Bates"