NOW THEREFORE, by consent, the Superintendent, considering that it would be in the public interest to do so, orders:

1.		that pursuant to section 144(1)(c) of the Securities Act, S.B.C. 1985, c. 83 (the "Act") the trading exemptions contained in Sections 30 to 32, 55, 58, 80 and 81 of the Act do not apply to Schepannek for a period of 8 years from the date of these orders; and
2.		that pursuant to section 144(1)(d) of the Act, Schepannek is prohibited from becoming or acting as a director or officer of any reporting issuer, or of any issuer that provides management, administrative, promotional or consulting services for a period of 8 years from the date of these orders.

1.

As the basis for the orders of the Superintendent under section 144(1)(c) and 144(1)(d) of the Securities Act, S.B.C. 1985, c. 83 (the "Act") described in paragraph 2 of this agreement, Schepannek acknowledges the following facts as correct:

(a)		Rinsey Mines Ltd. ("Rinsey") is a reporting issuer incorporated in British Columbia under the Company Act, R.S.B.C. 1979, c. 59 (the "Company Act") and its common shares were listed for trading on the Vancouver Stock Exchange (the "Exchange") on July 16, 1990;
(b)		the Exchange suspended trading in Rinsey's shares on June 18, 1991 pending clarification of certain share issuances and Rinsey has not traded since that time;
(c)		at all times material to this agreement, Schepannek was a director and senior officer of Rinsey and from July 15, 1988 to February 21, 1991 was active in the day to day operations of Rinsey;
(d)		subsequent to the initial public offering of Rinsey common shares in July, 1990, the directors of Rinsey, including Schepannek, failed to cause Rinsey to make timely public disclosure concerning

(i)		the fact that the property work programs disclosed in its prospectus dated May 29, 1990 (the "Prospectus") were not completed as planned; and
(ii)		the fact that the funds allocated to the property work programs were expended on access road work and for reimbursement of expenses incurred by a director and officer of Rinsey on behalf of Rinsey;

contrary to section 67 of the Act, the Exchange Listing Agreement and the rules and policies of the Exchange;

(e)

during the period from September 11, 1990 to February 21, 1991, the directors of Rinsey, including Schepannek, caused Rinsey to issue a total of 300,000 shares (the "Shares") for three mineral property acquisitions (the "Property Transactions ) in respect of which:

(i)		two of the Property Transactions required, but did not obtain, prior Exchange approval under Exchange Listings Policy Statement No. 9;
(ii)		the third Property Transaction was completed without the required notice to the Exchange, contrary to Exchange Listings Policy Statement No. 9;
(iii)		one of the Property Transactions involved the issuance of 100,000 common shares of Rinsey at times and under circumstances in which the information available to Rinsey was inadequate to establish whether Rinsey was receiving title to the property for which the shares were issued; and
(iv)		adequate and timely public disclosure was not made for two of the Property Transactions, contrary to section 67 of the Act, the Exchange Listings Agreement and Exchange Listing Policy Statements No. 9 and 10; and

(f)

the directors of Rinsey, including Schepannek, failed to cause Rinsey to file Forms 20 as required under section 132 of the Securities Regulation, B.C. Reg. 270/86 with respect to the distributions of the Shares.

2.

Schepannek consents to orders of the Superintendent:

(a)		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 Schepannek for a period of 8 years; and
(b)		under section 144(1)(d) of the Act, that Schepannek be prohibited from becoming or acting as a director or officer of any reporting issuer or of any issuer that provides management, administrative, promotional or consulting services to a reporting issuer, for a period of 8 years.

3.		Schepannek agrees to pay to the Minister of Finance and Corporate Relations the sum of $4,000.
4.		Schepannek waives any right he may have under the Act or otherwise to a hearing, hearing and review, judicial review or appeal related to, in connection with or incidental to this agreement and the related orders.

Witness:

	SHERYL E. KAINE         )
	1100 - 865 Hornby Street)	CARL WOLFGANG SCHEPANNEK
	Vancouver, B.C.         )

D.E. HOLLEY
Superintendent of Brokers