Securities Law & Instruments


Approval under clause 213(3)(b) of the Loan and Trust Corporations Act - Manager of trust unable to rely upon Approval 81-901 - Approval of Trustees of Mutual Fund Trusts as units to be sold pursuant to dealer registration and prospectus exemptions - trust created to facilitate public offering by another trust - each trusts' portfolio linked to the other through forward agreement - manager approved to act as trustee.

Statutes Cited

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

April 15, 2005

Borden Ladner Gervais
40 King Street West
Toronto, Ontario
M5H 3Y4

Attention: Andrew L. Peel

Re: Application by Sentry Select Capital Corp. (the "Applicant") for approval to act as trustee of MBS Investment Trust II

Application No. 227/05

Further to the application dated April 5, 2005 (the "Application") filed on behalf of the Applicant, and based on the facts set out in the Application, under the authority conferred on the Ontario Securities Commission (the "Commission") in clause 213(3)(b) of the Loan and Trust Corporations Act (Ontario), the Commission approves the proposal that the Applicant act as trustee of MBS Investment Trust II.

"David L. Knight"
"Wendell S. Wigle"

IT IS ORDERED, pursuant to section 7.1 of MI 33-109, that the Applicant is exempt from the requirement in subsection 2.1(c) of MI 33-109 and section 3.3 of MI 33-109 to submit a completed Form 33-109F4 for those of its Non-Registered Individuals who are Nominal Officers provided that the Nominal Officers shall at no time include any Executive Officer or Compliance Officer or other officer who will be involved in or have oversight of the Applicant's advisory and/or dealer activities in Ontario in any capacity.

"David M. Gilkes"