COR #92/089

Catherine Sloan, for Commission Staff.

DECISION OF THE COMMISSION:-- WHEREAS under a notice given on June 8, 1990, and amended on June 21, 1990, a hearing was held on September 17, 1991;

AND WHEREAS Frederick David Helsel was given notice of the hearing and did not appear;

AND WHEREAS between April 1988 and October 1989, Helsel was a director of Public Petroleum Ltd. and, with Elmer Patrick Ayers, the only other director of Public, distributed for Public 5,294,983 shares of Public to 328 investors in the Province for total proceeds of $1,214,773;

AND WHEREAS Helsel and Ayers were not registered to trade in securities under section 20(1) of the Securities Act, S.B.C. 1985, c. 83, and no preliminary prospectus and no prospectus respecting the shares had been filed and receipts obtained for them from the Superintendent of Brokers under section 42(1) of the Act;

AND WHEREAS it appears that the investors have lost their investment;

AND WHEREAS on April 23, 1990, Helsel and Ayers were charged under section 138(1)(c) of the Act with committing offences under sections 20(1) and 42(1) that were alleged to have taken place in connection with the distribution;

AND WHEREAS in January, 1991, Helsel and Ayers pleaded guilty to the charges and Helsel was fined $10,000 and Ayers was fined $50,000;

AND WHEREAS on September 27, 1991, Ayers entered into a Settlement with the Superintendent and consented to orders under section 144(1)(c) and (d) removing his exemptions under the Act and prohibiting him from becoming or acting as a director or officer of any reporting issuer for ten years;

AND WHEREAS we determine it is in the public interest;

NOW THEREFORE, we order:

1.		under section 144(1)(c) of the Act, that the exemptions described in sections 30 to 32, 55, 58, 80 and 81 do not apply to Helsel for five years from the date of this decision;
2.		under section 144(1)(d) of the Act, that Helsel is prohibited from becoming or acting as a director or officer of any reporting issuer for five years from the date of this decision; and
3.		under section 154.2 of the Act that Helsel pay prescribed fees or charges for the costs of or related to the hearing that have been incurred by the Commission in the amount of $3,000.

Member
S.M. DAVISON
Member