Hearings and Proceedings

-and-

NOTICE OF HEARING

TAKE NOTICE that The Manitoba Securities Commission (“Commission”) will hold a public hearing (“Hearing”) at its offices at Room 500 - 400 St. Mary Avenue, Winnipeg, Manitoba on Thursday, the 15th day of February, 2007 commencing at 9:00 o’clock in the forenoon or so soon thereafter as the Hearing can be held, and from day to day thereafter until the Hearing is concluded, to consider:

1. whether or not it is in the public interest to order, pursuant to section 148 of The Securities Act (“Act”), that PROMITTERE S & P 500 LIMITED (“PS&P”) and/or PROMITTERE RETIREMENT TRUST (“PRT”) be cease traded;

2. whether or not it is in the public interest to order, pursuant to subsection 19(5) of the Act, that:

(a) subsections 19(1) and 19(3) of the Act do not, with respect to such of the trades referred to in those sections, apply to PS&P, PRT, and/or Robert James Thiessen (“THIESSEN”);

(b) subsection 19(2) of the Act does not, with respect to such of the securities referred to in that section, apply to PS&P, PRT, and/or THIESSEN;

3. whether or not it is in the public interest to order, pursuant to subsection 148.1(1) of the Act, that PS&P, PRT, and/or THIESSEN  pay an administrative penalty;

4. whether or not it is in the public interest to order that the respondents, or any of them, pay the costs of and incidental to the hearing;

5. such further and other matters and the making of such further and other orders as the Commission may deem appropriate.

BY REASON OF THE FOLLOWING ALLEGATIONS:

By reason of the allegations set out in the Statement of Allegations of staff of the Commission dated February 14, 2007.

AND FURTHER TAKE NOTICE that a person or company attending or submitting evidence at the Hearing may be represented by counsel of its choice.

AND FURTHER TAKE NOTICE that any party to the proceedings may, at the Hearing, call witnesses and submit such evidence relevant to the Hearing as it may wish and, for that purpose, it may obtain from the Director of the Commission at Room 500 - 400 St. Mary Avenue, Winnipeg, Manitoba, a form or forms of summons to compel the attendance of witnesses.

AND FURTHER TAKE NOTICE that upon failure of any party to attend at the time and place aforesaid, the Hearing may proceed in that party's absence and the Commission may make or give any decision or order as though that party were present.

DATED at Winnipeg, Manitoba this 14th day of February, 2007.

Director, Legal and Enforcement

TO:                 PROMITTERE S & P 500 LIMITED

AND TO:       PROMITTERE RETIREMENT TRUST