Order: In the Matter of Marlene Berry et al.

      WHEREAS on September 24, 1998 the Ontario Securities Commission (the "Commission") issued a Notice of Hearing and on February 7, 2003 issued an Amended Notice of Hearing pursuant to section 127 of the Securities Act, R.S.O. 1990, c. S.5, as amended (the "Act") respecting Normand Riopelle ("Riopelle") and others;

      AND WHEREAS on September 24, 1998, the Commission made a Temporary Order as against Riopelle and others, such Temporary Order which was extended by Commission Orders dated October 9, 1998 and February 5, 1999 (the "Temporary Order");

      AND WHEREAS Riopelle entered into a Settlement Agreement executed September 22 and 25, 2003 (the "Settlement Agreement") in which he agreed to a proposed settlement of the proceedings subject to the approval of the Commission;

      AND UPON reviewing the Settlement Agreement and the Statement of Allegations of Staff of the Commission and upon hearing submissions from Riopelle and from Staff of the Commission;

      AND WHEREAS the Commission is of the opinion that it is in the public interest to make this Order pursuant to subsection 127(1) of the Act;

      IT IS ORDERED THAT:

1. the attached Settlement Agreement is approved;
    
2. pursuant to subsection 127(1), paragraph 2, trading in any securities by Riopelle cease for eleven months commencing on the date of this Order;
    
3. pursuant to subsection 127(1), paragraph 6, Riopelle is reprimanded; and
    
4. the Temporary Order as against Riopelle no longer has any force or effect.

Date: October 1, 2003