Order: In the Matter of Xplore Technologies Corp.

IN THE MATTER OF THE SECURITIES ACT
R.S.O. 1990, c.S.5, AS AMENDED

– AND –

IN THE MATTER OF XPLORE TECHNOLOGIES CORP.

ORDER
(Section 127(1) and Section 127.1)

    WHEREAS on January 23, 2006, the Ontario Securities Commission issued a Notice of Hearing pursuant to Section 127 and 127.1 of the Securities Act, R.S.O. 1990, c. S.5, as amended (the Act) in respect of Xplore Technologies Corp. ("Xplore");

     AND WHEREAS Xplore entered into a settlement agreement with Staff of the Commission dated January 23, 2006 in which it agreed to a proposed settlement of the proceeding commenced by the Notice of Hearing subject to the approval of the Commission;

     AND UPON receiving the Settlement Agreement and the Notice of Hearing and upon hearing submissions of Staff and counsel for Xplore;

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

     IT IS ORDERED THAT:

1. the Settlement Agreement attached to this Order as Schedule “A” is approved;
2. pursuant to clause 6 of subsection 127(1) of the Act, Xplore is reprimanded for having failed to file financial statements prepared in accordance with generally accepted accounting principles; and
3. pursuant to section 127.1 of the Act, Xplore shall pay the sum of $20,000 to the Ontario Securities Commission in respect of the costs of Staff’s investigation and the hearing of this matter.

DATED at Toronto, Ontario this 27^th day of January, 2006