Hollinger Canadian Publishing Holdings Co. - MRRS Decision

Headnote

Mutual Reliance Review System for ExemptiveRelief Applications - issuer has only two beneficial securityholders - issuer deemed to have cease to be a reporting issuer.

Applicable Ontario Statutory Provisions

Securities Act, R.S.O. 1990, c.S.5, as am.,s.83.

IN THE MATTER OF
THE SECURITIES LEGISLATION OF
ONTARIO, ALBERTA, NOVA SCOTIA,
QUÉBEC AND SASKATCHEWAN

AND

IN THE MATTER OF
THE MUTUAL RELIANCE REVIEW SYSTEM FOR
EXEMPTIVE RELIEF APPLICATIONS

AND

IN THE MATTER OF
HOLLINGER CANADIAN PUBLISHING HOLDINGS CO.

MRRS DECISION DOCUMENT

WHEREAS the local securities regulatoryauthority or regulator (the "Decision Maker") in eachof the Provinces of Ontario, Alberta, Nova Scotia, Québecand Saskatchewan (the "Jurisdictions") has receivedan application from Hollinger Canadian Publishing Holdings Co.(the "Filer") for a decision under the securitieslegislation of each of the Jurisdictions (the "Legislation")that the Filer be deemed to have ceased to be a reporting issuerunder the Legislation;

AND WHEREAS under the Mutual RelianceReview System for Exemptive Relief Applications (the "System"),the Ontario Securities Commission is the principal regulatorfor this application;

AND WHEREAS the Filer has representedto the Decision Maker that:

1. The Filer is a corporation existing underthe laws of the Province of Nova Scotia, is a reporting issuerin each of the Jurisdictions and is not in default of any requirementsof the Legislation.

2. The Filer's head office is located in Toronto,Ontario.

3. The Filer does not intend to seek publicfinancing by way of an offering of its securities.

4. The authorized capital of the Filer currentlyconsists of 1,000,000,000 Non-Voting Special Shares, of which6,546,265 are issued and outstanding, 1,000,000,000 Class AVoting Common Shares, of which 65,467,823 are issued and outstanding,1,000,000,000 Class B Non-Voting Shares of which 10,519,789are issued and outstanding and 10,000,000,000 Preference Shares,issuable in series, the issued series of which are 1,000,000,000Series A Preference Shares, of which 50 are issued and outstandingand 1,000,000,000 Series B Preference Shares, of which 35,714,000are issued and outstanding (collectively, the "Shares").

5. All of the issued and outstanding Sharesare held by Hollinger International (Canada) Holdings Co. andHollinger International Publishing Inc.

6. Effective as at the close of business onFebruary 7, 2002, the Series B Preference Shares were delistedfrom the Canadian Venture Exchange and no securities of theFiler are listed on quoted on any exchange or market.

7. Other than the Shares, the Filer has no othersecurities, including debt securities, outstanding.

AND WHEREAS pursuant to the System,this MRRS Decision Document evidences the decision of each DecisionMaker (collectively, the "Decision");

AND WHEREAS each Decision Maker is ofthe opinion the test contained in the Legislation that providesthe Decision Maker with the jurisdiction to make the Decisionhas been met;

THE DECISION of the Decision Makersunder the Legislation is that the Filer is deemed to have ceasedto be a reporting issuer under the Legislation.

May 1, 2002.

"John Hughes"