UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. Initial)*
MITEL CORPORATION
(Name of Issuer)
Common Shares
(Title of Class of Securities)
606711109
(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the filing person : (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Act of
1934 ("Act") or otherwise subject to the liabilities of that section of that
Act but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP NO. 6060711109 13G Page 2 of 5 Pages
1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Knight, Bain, Seath & Holbrook Capital Management Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Incorporated in the Province of Ontario, Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER
5,704,340 Common Shares
6. SHARED VOTING POWER
NIL
7. SOLE DISPOSITIVE POWER
5,704,340 Common Shares
8. SHARE DISPOSITIVE POWER
NIL
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,704,340 Common Shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES SHARES*
Not Applicable
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.27%
12. TYPE OF REPORTING PERSON*
IA
Page 3 of 5 Pages
Schedule 13G
Item 1(a) Name of Issuer
MITEL CORPORATION
Item 1(b) Address of Issuer's Principal Executive Offices
350 Legget Drive
P.O. Box 13089
Kanata, Ontario
K2K 1X3
Item 2(a) Name of Person Filing
Knight, Bain, Seath & Holbrook Capital Management Inc.
Item 2(b) Address of Principal Business Office
1 Toronto Street
Suite 708
Toronto, Ontario
M5C 2V6
Item 2(c) Citizenship
Canada
Item 2(d) Title of Class of Securities
Common Shares
Item 2(e) CUSIP Number
606711109
Item 3 If this statement is filed pursuant to Rules 13d-1 (b) or 13d-2 (b),
check whether the person is filing is a:
(a) [ ] Broker or Dealer
(b) [ ] Bank
(c) [ ] Insurance Company
(d) [ ] Investment Company
(e) [ ] Investment Adviser
(f) [ ] Employee Benefit Plan, Pension Fund or
Endowment Fund
(g) [ ] Parent Holding Company
(h) [ ] Group
(i) [x ] Filing under new rules as Passive Investor
Page 4 of 5 Pages
Item 4 Ownership
(a) Amount Beneficially Owned
5,704,340 Common Shares
(b) Percent of Class
5.27%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
5,704,340 Common Shares
through Investment Adviser - Knight, Bain, Seath &
Holbrook Capital Management Inc.
(ii) shared power to vote or to direct the vote
Not Applicable
(iii) sole power to dispose or to direct the disposition of
5,704,340 Common Shares
through Investment Adviser - Knight, Bain, Seath &
Holbrook Capital Management Inc
(iv) shares power to dispose or to direct the disposition of
Not Applicable
Item 5 Ownership of 5% or Less of a Class
Not Applicable
Item 6 Ownership of More than 5% on Behalf of Another Person
The purpose of this transaction reported on this Form Schedule 13G is
investment on behalf of our clients. The reporting entity has acquired the
securities in the ordinary course of business and not with the purpose nor
with the effect of changing or influencing the control of the issuer, nor in
connection with or as participant in any transaction having such purpose or
effect, including any transaction subject to Rule 13d-3(b) under the
Securities and Exchange Act of 1934, as amended.
Page 5 of 5 Pages
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
Not Applicable
Item 8 Identification and Classification of Members of the Group
Not Applicable
Item 9 Notice of Dissolution of Group
Not Applicable
Item 10 Certification
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any transaction
having such purposes or effect.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
February 26, 1998
____________________________
Date
(s)\Peter G. Pennal
____________________________
Signature
PETER GEORGE PENNAL,
Vice-President/Secretary-Treasurer
____________________________
Name/Title
