1.		The Mirgons are husband and wife and reside together at Incline Village, Nevada, United States of America.
2.		The Mirgons, during the period November 18, 1988 to May 9, 1990, acquired common shares in Allied Cellular Systems Limited (the "Allied Shares") through the facilities of the Vancouver Stock Exchange.
3.		Frank Mirgon acquired Allied Shares during the periods November 18, 1988 to September 12, 1989 and January 8, 1990 to April 30, 1990. Frank Mirgon transferred 182,000 Allied Shares to Annie Mirgon, as a gift, on October 10, 1989. As at April 30, 1990, Frank Hirgon beneficially owned 692,000 Allied Shares, representing approximately 9.98% of the 6,933,671 Allied Shares then outstanding.
4.		Annie Mirgon acquired Allied Shares during the periods September 13, 1989 to January 9, 1990 and Hay 1, 1990 to May 9, 1990. As at Hay 9, 1990, Annie Mirgon beneficially owned a total of 692,000 Allied Shares, representing approximately 9.98% of the 6,933,671 Allied Shares then outstanding.
5.		The Mirgons acquired Allied Shares as an investment and not with the intention of making a takeover bid.
6.		The Mirgons periodically discussed their investments in Allied Shares and acquired Allied Shares during separate periods of time in order not to enter competing bids in the market.
7.		Under section 78 of the Securities Act, S.B.C. 1985, c. 83 (the "Act"), there is a rebuttable presumption that the spouse of an offeror acts jointly or in concert with the offeror for the purposes of Part 11 of the Act.
8.		The Mirgons first acquired beneficial ownership of Allied Shares that constituted 10 percent of the outstanding Allied Shares on September 14, 1989, and subsequently acquired an additional 9.96 percent of the outstanding Allied Shares during the following eight months.
9.		While the Mirgons were acquiring Allied Shares, they were unfamiliar with the provisions of the Act, and in particular Part 11 thereof, and relied on advice that the requirements of section 93 of the Act did not apply to their acquisitions of Allied Shares; however, they understand that their reliance on that advice was not sufficient to rebut the presumption under section 78 of the Act.
10.		The Mirgons acknowledge that, because of the presumption under section 78 of the Act, they acted jointly or in concert in acquiring Allied Shares, they failed to comply with the requirements of section 93 of the Act with respect to their acquisitions of Allied Shares during the period September 14, 1989 to May 9, 1990.
11.		The Mirgons, upon learning that the Superintendent considered that they had failed to comply with the requirements of section 93 of Act, sought advice and subsequently issued and filed a press release on June 8, 1990, disclosing their holdings of Allied Shares.
12.		Each of the Mirgons consents to pay to the order of the Minister of Finance and Corporate Relations the sum of $1,000 in lieu of sanctions under the Act and the sum of $500 for costs of this investigation, and undertakes to ensure that all future activities are in compliance with the Act.
13.		Each of the Mirgons waives the right to a hearing and review by the British Columbia Securities Commission with respect to the above matters.

F.H. MIRGON
ANNIE MIRGON

   Dated at Vancouver, British Columbia, this 26th day of February, 1991.

W.D NESMITH, Superintendent of Brokers