Order: In the Matter of Frank Mersch and Peter Cunti

WHEREAS on May 7, 1998, the Ontario Securities Commission (the "Commission")issued a notice of hearing pursuant to section 127(1) of the Securities Act, R.S.O. 1990,c. S.5, as amended (the "Act") in respect of Frank Mersch and Peter Cunti ("Cunti");

AND WHEREAS Cunti and staff of the Commission entered into a settlementagreement dated August 12, 1998 (the "Settlement Agreement") in which they agreed toa proposed settlement of the proceeding respecting Cunti, subject to the approval of theCommission;

AND UPON reviewing the Settlement Agreement and the statement of allegationsof staff of the Commission, and upon hearing submissions from counsel for Cunti and fromstaff of the Commission;

AND WHEREAS the Commission is of the opinion that it is in the public interest tomake this order;

IT IS ORDERED THAT:

(1) the Settlement Agreement dated August 12, 1998, attached to this order, is herebyapproved; and

(2) pursuant to clause 3 of subsection 127(1) of the Act, the exemptions provided forin sections 35, 72, 73 and 93 of the Act shall not apply to Cunti for a period of twoyears from the date of this order.

August 18th, 1998.

"J. F. Howard"            "R. Stephen Paddon"