Order: In the Matter of Brian Peter Verbeek

IN THE MATTER OF THE SECURITIES ACT
R.S.O. 1990, c. S.5, as amended

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IN THE MATTER OF
BRIAN PETER VERBEEK

ORDER
(Sections 127 and 127.1)

WHEREAS the Commission issued a Notice of Hearing pursuant to sections 127 and 127.1 of the Securities Act (the Act) on October 8, 2003 in respect of Brian Peter Verbeek;

AND WHEREAS the Commission conducted a hearing into this matter on December 6,7,8,9, and 10, 2004; February 14 and 15, 2005; and March 2, 2005;

AND WHEREAS the Commission is satisfied that Brian Peter Verbeek has not complied with Ontario securities law and has not acted in the public interest;

AND WHEREAS the Commission issued its decision and reasons on the merits of this matter on July 26, 2005;

AND WHEREAS the Commission conducted a hearing with respect to the appropriate sanctions on November 14, 2005;

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

AND WHEREAS the Commission is of the opinion that an order for costs pursuant to section 127.1 of the Act is appropriate;

IT IS HEREBY ORDERED that:

1. pursuant to clause 1 of subsection 127(1) of the Act, the registration of Mr. Verbeek under Ontario Securities law be terminated;

2. pursuant to clause 2 of subsection 127(1) of the Act, Mr. Verbeek cease trading in securities permanently, except that he may trade in securities beneficially owned directly by him for the account of his registered retirement savings plan or registered income fund (as defined in the Income Tax Act (Canada);

3. pursuant to clause 3 of subsection 127(1) of the Act, the exemptions contained in Ontario securities law do not apply to him, permanently, except for those exemptions necessary to enable Mr. Verbeek to trade in securities as permitted under the above paragraph 2;

4. pursuant to clause 7 of subsection 127(1) of the Act, Mr. Verbeek resign any position he holds or may hold as an officer or a director of any issuers;

5. pursuant to clause 8 of subsection 127(1) of the Act, Mr. Verbeek be prohibited from becoming or acting as a director or officer of any issuer;

6. pursuant to clause 6 of subsection 127(1) of the Act, Mr. Verbeek is hereby reprimanded; and

7. pursuant to section 127.1 of the Act, Mr. Verbeek pay $94,618.75 in costs.

Dated at Toronto, this 15th day of December, 2005