Order: In the Matter of Universal Settlements International Inc.

WHEREAS on January 16, 2006, the Ontario Securities Commission (the "Commission ) issued a Notice of Hearing pursuant to sections 127 and 127.1 of the Securities Act in relating to a Statement of Allegations issued by Staff of the Commission on the same day in respect of Universal Settlements International Inc. (USI);

AND WHEREAS Staff filed an amended Statement of Allegations on May 24, 2006;

AND WHEREAS the Commission conducted a hearing in this matter on June 26, 28, 30, July 6 and 27, 2006;

AND WHEREAS in its Decision and Reasons, the Commission has determined that the interests in death benefits of life insurance policies from insured persons (viators) offered by USI are securities under subsection 1(1) of the Securities Act;

AND WHEREAS the Commission is satisfied that Universal Settlements International Inc. has not complied with Ontario securities law and has not acted in the public interest;

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

IT IS HEREBY ORDERED THAT:

1. Pursuant to clause 2 of subsection 127(1) of the Act, USI permanently cease trading in securities unless:
   
   (a) USI fulfills the registration and prospectus requirements in Ontario securities law; or
   
   (b) USI meets the requirements for an exemption in Ontario securities law;
   
2. USI and its agents are hereby exempted from the cease trade order and, prospectively only, the registration and prospectus requirements of the Act, but only to the extent necessary for them to complete tasks relating to existing investments of investors. This exemption does not apply to acts in furtherance of trades relating to moneys from investors that have not already been committed to the life insurance policies of specific viators. Such moneys should be returned to the investors, forthwith ;
   
3. there will be no order as to costs.

Dated at Toronto, this 29^th day of September, 2006.