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

1.		that pursuant to section 144(1)(c) of the Securities Act, S.B.C. 1985, c. 83 (the "Act") the exemptions described in sections 30 to 32, 55, 58, 80 and 81 of the Act do not apply to Boisson for a period of two (2) years from the date of these orders; and
2.		that pursuant to section 144(1)(d) of the Act, Boisson is prohibited from becoming or acting as a director or officer of any reporting issuer for a period of two (2) years from the date of these orders.

1.

As the basis for orders made pursuant to section 144 of the Securities Act, S.B.C. 1985, c. 83 (the "Act"), withdrawing the statutory exemptions of Boisson and prohibiting him from becoming or acting as a director or officer of any reporting issuer, Boisson acknowledges the following facts as correct:

(a)		Gordon Saul Kotler ("Kotler") was the president and a director of Levi Developments Inc. ("Levi") from December 19, 1989 to September 14, 1990, and during that time was the president and a director of Vitex Metal Manufacturing Inc. ("Vitex"), a private company controlled by Kotler;
(b)		Levi is a reporting issuer incorporated in British Columbia and its shares were reinstated for trading on the Vancouver Stock Exchange on February 15, 1990 after being suspended from trading since January, 1989;
(c)		prior to February 15, 1990 Levi underwent a reorganization which included the acquisition from Kotler and Vitex of the rights to manufacture, market and distribute Vitex products in the United States (the "Assets");
(d)		as consideration for the sale of the Assets, Levi issued 1,903,846 common shares registered in the name of Kotler, 865,385 common shares registered in the name of Evelyn Gelfond ("Gelfond") and 865,385 common shares registered in the name of Boisson;
(e)		neither Gelfond nor Boisson beneficially owned any of the shares issued to them, all of which were beneficially owned by Kotler;
(f)		insider reports were filed with the British Columbia Securities Commission on Boisson's behalf which misrepresented the nature of the shares he owned in Levi, contrary to the provisions of the Act;
(g)		during the period from February 15, 1990 to December 31, 1990, Kotler directed or controlled the sale of 911,540 Levi shares, including 188,462 shares registered in the name of Boisson for which Kotler directly or indirectly received the benefit;

2.

Boisson consents to orders of the Superintendent that:

(a)		the exemptions described in sections 30 to 32, 55, 58, 80 and 81 of the Act do not apply to Boisson for a period of two (2) years; and
(b)		Boisson is prohibited from becoming or acting as a director or officer of any reporting issuer in British Columbia for a period of two (2) years.

3.		Boisson agrees to successfully complete a course of study satisfactory to the Superintendent concerning the duties and responsibilities of directors and officers prior to becoming or acting as a director, officer or promoter of any reporting issuer;
4.		Boisson agrees to pay to the Minister of Finance and Corporate Relations the sum of $1,500.00.
5.		Boisson 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.

PAUL STERN	PHILIPPE BOISSON
Witness

W.D. NESMITH
Superintendent of Brokers