Statement of Allegations: In The Matter of CCI Capital Canada Limited

1. The respondent, CCI Capital Canada Limited ("CCI") is a corporation registered pursuantto Ontario securities law as a mutual fund dealer.

2. On March 10, 1999, the Ontario Securities Commission (the "Commission") notified CCIof its intention to impose conditions of registration on CCI pursuant to section 105 of theRegulation under the Securities Act, R.S.O. 1990, c.S.5, as amended (the "Act").

3. The terms and conditions required CCI to file with the Compliance Department of theCommission, within 30 days of the end of each calendar month commencing March 31,1999, the following (the "Required Reporting"):

a. year-to-date financial statements, including an income statement, a classifiedbalance sheet and a statement of cash flows, prepared in accordance with GAAP;

b. a calculation of excess free capital prepared in accordance with section 107 of theAct and submitted in a prescribed form;

c. a calculation of adjusted liabilities prepared in accordance with Statement C ofForm 9 of the Regulation to the Act; and

d. a reconciliation of all trust bank accounts.

4. These terms and conditions of registration were accepted by CCI on March 15, 1999.

5. For the month ended March 31, 1999, the Required Reporting was due on April 30, 1999.A portion of the Required Reporting was received late at the Commission on May 21,1999. This filing omitted the trust account reconciliation in contravention of the termsand conditions imposed upon CCI's registration.

6. For the month ended April 30, 1999, the Required Reporting was due on May 30, 1999.Two portions of the Required Reporting were received late at the Commission on June 2,1999 and June 4, 1999. This filing provided incomplete financial statements incontravention of the terms and conditions imposed on CCI's registration.

7. For the month ended May 31, 1999, the Required Reporting was due on June 30, 1999.A portion of the Required Reporting was received late at the Commission on July 9, 1999.This filing omitted the excess free capital calculation, the trust account reconciliation andprovided incomplete financial statements.

8. For the month ended June 30, 1999, CCI failed to file the Required Reporting by thedeadline of July 31, 1999. The Required Reporting had not been received by theCompliance Department as of September 7, 1999.

9. For the month ended July 31, 1999, CCI failed to file the Required Reporting by thedeadline of August 31, 1999. The Required Reporting had not been received by theCompliance Department as of September 7, 1999.

10. As at May 31, 1999, CCI was deficient in its obligation to meet minimum capitalrequirements under Ontario securities law in the amount of $38,725. This deficiency hadnot been corrected as of September 7, 1999.

Conduct Contrary to the Public Interest

11. The conduct of CCI in failing to abide by the terms and conditions imposed on itsregistration and in failing to meet minimum capital requirements was contrary to the publicinterest.

12. Such other allegations as Staff may make and the Commission may permit.

DATED at Toronto, this 8th day of September, 1999.