Order: In the Matter of David Barnsdale et al.

WHEREAS on October 31, 1997, the Ontario Securities Commission (the "Commission") issued a Notice of Hearing pursuant to section 127(1) of theSecurities Act, R.S.O. 1990, c. S.5, as amended (the "Act") in respect of, inter alia, James Schofield ("Schofield");

AND WHEREAS Schofield and Staff of the Commission entered into a settlement agreement dated December 9, 1997 (the "Settlement Agreement") in whichthey agreed to a proposed settlement of the proceeding respecting Schofield subject to the approval of the Commission;

AND WHEREAS Schofield has agreed that he will receive a suspension of his registration for a period of ten days from the Commission;

AND UPON reviewing the Settlement Agreement, the Statement of Allegations of Staff of the Enforcement Branch of the Commission and upon hearingsubmissions from Schofield and Staff of the Commission;

AND UPON the Commission being of the opinion that it is in the public interest to make this order;

IT IS ORDERED THAT:

(1) the Settlement Agreement dated December 9, 1997, attached hereto, be and is hereby approved; and

(2) pursuant to clause 1 of subsection 127(1) of the Act, the registration of Schofield is suspended for a period of 10 days commencing on Wednesday,December 10, 1997.

December 10th, 1997.

"Morley P. Carscallen"