<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)*
AMERICAN MEDIA, INC.
(Name of Issuer)
CLASS A COMMON STOCK
(Title of Class of Securities)
02744L100
(CUSIP Number)
JAMES LAWSON
MANAGER, INVESTMENT ADMINISTRATION
I.G. Investment Management, Ltd.
One Canada Centre
447 Portage Avenue
Winnipeg, Manitoba Canada
R3C 3B6
Telephone: (204) 956-8224
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
MARCH 31, 1997
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box [ ].
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7 for other
parties to whom copies are to be sent.
*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
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE> 2
CUSIP NO. 02744L100
<TABLE>
<S> <C>
1. Names of Reporting Person(s).
I.R.S. Identification No(s). of above person(s) (entities only).
Investors U.S. Growth Fund
Reporting Person, a non-US entity, has no I.R.S. Identification Number.
2. Check the Appropriate Box if a member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3. SEC Use Only
4. Source of Funds (See Instructions)
00 -- Funds from time to time committed to Investors Group Trust Co. Ltd. by Unitholders for
investment in Units of the Fund.
5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
[ ]
6. Citizenship or Place of Organization
Manitoba, Canada
Number of Shares 7. Sole Voting Power 0
Beneficially Owned 8. Shared Voting Power 949,800
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 949,800
11. Aggregate Amount Beneficially Owned by Each Reporting Person
949,800
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
[ ]
13. Percent of Class Represented by Amount in Row (11):
4.5%
14. Type of Reporting Person (See Instructions)
00 (Open-end mutual fund trust governed by the laws of the Province of Manitoba, Canada)
</TABLE>
2A
<PAGE> 3
CUSIP NO. 02744L100
<TABLE>
<S> <C>
1. Names of Reporting Person(s).
I.R.S. Identification No(s). of above person(s) (entities only).
Investors Global Fund
Reporting Person, a non-US entity, has no I.R.S. Identification Number.
2. Check the Appropriate Box if a member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3. SEC Use Only
4. Source of Funds (See Instructions)
00 -- Funds from time to time committed to Investors Group Trust Co. Ltd. by Unitholders for
investment in Units of the Fund.
5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
[ ]
6. Citizenship or Place of Organization
Manitoba, Canada
Number of Shares 7. Sole Voting Power 0
Beneficially Owned 8. Shared Voting Power 95,800
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 95,800
11. Aggregate Amount Beneficially Owned by Each Reporting Person
95,800
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
[ ]
13. Percent of Class Represented by Amount in Row (11):
0.5%
14. Type of Reporting Person (See Instructions)
00 (Open-end mutual fund trust governed by the laws of the Province of Manitoba, Canada)
</TABLE>
2B
<PAGE> 4
CUSIP NO. 02744L100
<TABLE>
<S> <C>
1. Names of Reporting Person(s).
I.R.S. Identification No(s). of above person(s) (entities only).
I.G. Investment Management, Ltd.
Reporting Person, a non-US entity, has no I.R.S. Identification Number.
2. Check the Appropriate Box if a member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3. SEC Use Only
4. Source of Funds (See Instructions)
00 -- Funds from time to time committed to Investors Group Trust Co. Ltd. by Unitholders of Investors
U.S. Growth Fund and Investors Global Fund for investment in Units of each of Investors U.S. Growth
Fund and Investors Global Fund, respectively.
5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
[ ]
6. Citizenship or Place of Organization
Canada
Number of Shares 7. Sole Voting Power 0
Beneficially Owned 8. Shared Voting Power 1,045,600
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 1,045,600
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,045,600
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
[ ]
13. Percent of Class Represented by Amount in Row (11):
5.0%
14. Type of Reporting Person (See Instructions)
CO (Corporation governed by the Canada Business Corporations Act), IA (Canadian)
</TABLE>
2C
<PAGE> 5
CUSIP NO. 02744L100
<TABLE>
<S> <C>
1. Names of Reporting Person(s).
I.R.S. Identification No(s). of above person(s) (entities only).
Investors Group Trust Co. Ltd.
Reporting Person, a non-US entity, has no I.R.S. Identification Number.
2. Check the Appropriate Box if a member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3. SEC Use Only
4. Source of Funds (See Instructions)
00 -- Funds from time to time committed to Investors Group Trust Co. Ltd. by Unitholders of Investors
U.S. Growth Fund and Investors Global Fund for investment in Units of each of Investors U.S. Growth
Fund and Investors Global Fund, respectively.
5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
[ ]
6. Citizenship or Place of Organization
Manitoba, Canada
Number of Shares 7. Sole Voting Power 0
Beneficially Owned 8. Shared Voting Power 1,045,600
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 1,045,600
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,045,600
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
[ ]
13. Percent of Class Represented by Amount in Row (11):
5.0%
14. Type of Reporting Person (See Instructions)
CO (Corporation governed by the Manitoba Corporations Act)
</TABLE>
2D
<PAGE> 6
CUSIP NO. 02744L100
<TABLE>
<S> <C>
1. Name of Reporting Person(s).
I.R.S. Identification No(s). of above person(s) (entities only).
Investors Group Inc.
Reporting Person, a non-US entity, has no I.R.S. Identification Number.
2. Check the Appropriate Box if a member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3. SEC Use Only
4. Source of Funds (See Instructions)
00 -- Funds from time to time committed to Investors Group Trust Co. Ltd. by Unitholders of Investors
U.S. Growth Fund and Investors Global Fund for investment in Units of each of Investors U.S. Growth
Fund and Investors Global Fund, respectively.
5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
[ ]
6. Citizenship or Place of Organization
Canada
Number of Shares 7. Sole Voting Power 0
Beneficially Owned 8. Shared Voting Power 1,045,600
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 1,045,600
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,045,600
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
[ ]
13. Percent of Class Represented by Amount in Row (11):
5.0%
14. Type of Reporting Person (See Instructions)
CO (Corporation governed by the Canada Business Corporations Act), HC
</TABLE>
2E
<PAGE> 7
CUSIP NO. 02744L100
<TABLE>
<S> <C>
1. Name of Reporting Person(s).
I.R.S. Identification No(s). of above person(s) (entities only).
Investors Group Trustco Inc.
Reporting Person, a non-US entity, has no I.R.S. Identification Number.
2. Check the Appropriate Box if a member of a Group (See Instructions)
(a) [ ]
(b) [ ]
3. SEC Use Only
4. Source of Funds (See Instructions)
00 -- Funds from time to time committed to Investors Group Trust Co. Ltd. by Unitholders of Investors
U.S. Growth Fund and Investors Global Fund for investment in Units of each of Investors U.S. Growth
Fund and Investors Global Fund, respectively.
5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
[ ]
6. Citizenship or Place of Organization
Canada
Number of Shares 7. Sole Voting Power 0
Beneficially Owned 8. Shared Voting Power 1,045,600
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 1,045,600
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,045,600
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
[ ]
13. Percent of Class Represented by Amount in Row (11):
5.0%
14. Type of Reporting Person (See Instructions)
CO (Corporation governed by the Canada Business Corporations Act), HC
</TABLE>
2F
<PAGE> 8
This Amendment 2 supplements and amends the original joint filing
statement dated May 24, 1994, as amended by Amendment No. 1 dated June 8, 1994
by and on behalf of the following Reporting Persons signing this Amendment No.
2 to Schedule 13D and are hereafter referred to as the "Reporting Persons":
Investors Group Inc. ("IGI"), Investors Group Trustco Inc. ("Trustco"),
Investors Group Trust Co. Ltd. (the "Trustee"), I.G. Investment Management,
Ltd. (the "Management Company"), and Investors U.S. Growth Fund and Investors
Global Fund (collectively, the "Funds").
ITEM 1. SECURITY AND ISSUER.
The class of equity securities to which this amended statement
on Schedule 13D relates is the Class A Common Stock (the "Common Stock" or the
"Securities"), of American Media, Inc., a Delaware corporation (the "Issuer").
ITEM 2. IDENTITY AND BACKGROUND.
All of the Reporting Persons have their principal places of business
at:
One Canada Centre
447 Portage Avenue
Winnipeg, Manitoba
R3C 3B6
IGI is a corporation formed under the Canada Business Corporations
Act. It is a diversified-financial services holding company.
Trustco is a corporation formed under the Canada Business Corporations
Act. It is a holding company.
The Management Company is a corporation formed under the Canada
Business Corporations Act. It provides management services to the Funds.
The Trustee is a corporation formed under the Manitoba Corporations
Act. It is the trustee for the Unitholders of the Funds and serves as the
trustee for other open-end mutual fund trusts organized and affiliated with
IGI.
The Funds are open-end mutual fund trusts of which the Unitholders are
beneficiaries established in accordance with a Declaration of Trust under the
laws of Manitoba, Canada.
IGI owns 100% of the issued and outstanding Class A Common Shares of
Trustco. Trustco owns 100% of the issued and outstanding Class A Common Shares
of the Management Company. Trustco also owns, directly or indirectly, 100% of
the issued and outstanding Common Shares of the Trustee. Trustco, the
Management Company, the Trustee, and the Funds are all ultimately controlled by
IGI through its ownership of 100% of the issued and outstanding Class A Common
Shares of Trustco.
Power Financial Corporation owns 67.4% of the common stock of
Investors Group Inc. Power Corporation of Canada, of which Mr. Paul Desmarais
controls 67.7% of the voting power, owns 67.5% of the common stock of Power
Financial Corporation.
Schedule 1 annexed hereto sets forth the name, principal occupation or
employment and address of each of the executive officers and directors of IGI,
Trustco, the Management Company, and the Trustee and is incorporated herein by
reference. All such executive officers and directors are Canadian citizens
except as indicated on Schedule 1, and, during the last five years, none has
been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors), nor has he or she been a party
<PAGE> 9
to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of which he or she was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal (U.S.A.) or state securities laws
or finding any violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The Reporting Persons used an aggregate of approximately
$17,478,649.27 to purchase the Issuer's Common Stock reported as beneficially
owned in Item 5 below. The Issuer's Common Stock was purchased with funds of
Unitholders of each Fund from time to time committed to the Trustee for
investment in Units of the Fund.
ITEM 4. PURPOSE OF TRANSACTION.
The purpose of the acquisition of the subject 1,045,600 shares of the
Issuer's Common Stock was and is for investment only with no view to acquire or
otherwise exercise control of or over the Issuer. The Funds may from time to
time purchase additional shares of the Issuer's Common Stock and/or may from
time to time sell any or all shares of Common Stock owned. None of the
Reporting Persons has any commitment or other obligation to purchase or sell
any shares of Common Stock of the Issuer, and the Management Company will do so
on behalf of the Funds based upon the investment policies established by the
Trustee for each Fund and the general and specific market conditions and the
perceived prospects for the Issuer and the Issuer's Common Stock. In addition,
the investment policy of each Fund limits its holdings in the stock of any
issuer to 10% of the Fund's assets and to not more than 10% of any issuer's
issued and outstanding common stock.
Other than as described above, none of the Reporting Persons has any
present plans or proposals which relate to or would result in any transaction,
change or event specified in clauses (a) through (j) of Item 4 of the Schedule
13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The aggregate number and percentage of Securities to which
this Schedule 13D relates 1,045,600 shares of Common Stock, representing 5.0%
of the 21,074,647 shares of the Issuer's Common Stock outstanding, as reported
as being outstanding in the Issuer's Form 10-Q for the quarter ended December
30, 1996. The Reporting Persons beneficially own those Securities as follows:
<TABLE>
<CAPTION>
Shares of % of
Common Class of
Name Stock Common Stock
---- ----- ------------
<S> <C> <C>
Investors Group Inc. 1,045,600 5.0%
Investors Group Trustco Inc. 1,045,600 5.0%
Investors Group Trust Co. Ltd. 1,045,600 5.0%
I.G. Investment Management, Ltd. 1,045,600 5.0%
Investors U.S. Growth Fund 949,800 4.5%
Investors Global Fund 95,800 0.5%
</TABLE>
(b) Under Sections 5.1 and 7.1 of the Declaration of Trust, the
Trustee may be deemed to direct the disposition and voting of the shares of
Issuer's Common Stock held by the Funds. However, IGI, Trustco, the Trustee
and the Management Company may be deemed to beneficially own the subject
1,045,600 shares of the Issuer's Common Stock by virtue of the common officers
and/or directors among IGI, Trustco, the Trustee and the Management Company, as
indicated on Schedule I annexed hereto, and thus directly and indirectly share
voting power and share dispositive power within the meaning of Rule 13d-3 under
Section 13(d) of the Securities Exchange Act of 1934 with respect to the
subject 1,045,600 shares of Issuer's Common Stock.
<PAGE> 10
(c) The table below sets forth purchases of the Issuer's Common
Stock by the Reporting Persons during the last sixty days. All of such
purchases were effected by the Management Company on the New York Stock
Exchange.
<TABLE>
<CAPTION>
Approximate Price
Per Share ($)
Amount of Shares (exclusive of
Date Of Common Stock commissions)
<S> <C> <C>
March 13, 1997 -1,000 $5.63
March 13, 1997 -9,000 $5.63
March 14, 1997 -1,000 $5.57
March 14, 1997 -9,000 $5.57
March 17, 1997 -1,000 $5.64
March 17, 1997 -9,000 $5.64
March 18, 1997 -1,000 $5.71
March 18, 1997 -9,000 $5.71
March 19, 1997 -1,000 $5.71
March 19, 1997 -9,000 $5.71
March 20, 1997 -1,000 $5.72
March 20, 1997 -9,000 $5.72
March 21, 1997 -3,000 $5.90
March 21, 1997 -27,000 $5.90
March 24, 1997 -1,000 $5.63
March 24, 1997 -9,000 $5.63
March 25, 1997 -1,000 $5.61
March 25, 1997 -9,000 $5.61
March 26, 1997 -1,000 $5.50
March 26, 1997 -9,000 $5.50
March 27, 1997 -700 $5.50
March 27, 1997 -6,200 $5.50
March 31, 1997 -1,300 $5.60
March 31, 1997 -11,800 $5.60
</TABLE>
(d) Each Fund has the right to receive and the power to direct the
receipt of dividends from, and the proceeds from the sale of, the Common Stock
held by it.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
Investors Group Trust Co. Ltd. is the Trustee of the Funds. The Funds
themselves do not have any officers, although the Trust Declarations creating
the Funds provide that officers can be appointed. The Trust Declarations for
the Funds provide that the Trustee has the sole discretion to invest the assets
of the Fund, vote portfolio securities, and borrow any money to the extent that
the Trustee in its discretion deems necessary. The Trust Declarations further
authorize the Trustee to retain a manager to carry out the investment function
and expressly state that the Management Company is that manager unless and
until replaced. Pursuant to an Investment Management and Service Agreement for
each Fund, the
<PAGE> 11
Management Company provides each Fund with day-to-day administrative services
and with investment management services respecting transactions in securities
of issuers in which the Fund may invest.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
The following Exhibits A, B, C, D, E, F and G are attached hereto:
Exhibit A: Joint Filing Agreement
Exhibit B: Power of Attorney to Edwin R. Buss, James Fossen or David M.
R. Cheop, as Attorney-in-Fact for Hugh Sanford Riley,
President and Chief Executive Officer of Investors Group Inc.
Exhibit C: Power of Attorney to Edwin R. Buss, James Fossen or David M.
R. Cheop, as Attorney-in-Fact for Richard Elliot Archer,
President of Investors Group Trustco Inc.
Exhibit D: Power of Attorney to Edwin R. Buss, James Lawson or David M.
R. Cheop, as Attorney-in-Fact for Robert Gibson Darling,
Vice-President of Investors Group Trust Co. Ltd.
Exhibit E: Power of Attorney to Edwin R. Buss, James Lawson or David M.
R. Cheop, as Attorney-in-Fact for Alexander Scott Penman,
President of I.G. Investment Management, Ltd.
Exhibit F: Power of Attorney to Edwin R. Buss, James Lawson or David M. R.
Cheop, as Attorney-in-Fact for Robert Gibson Darling,
Vice-President of Investors Group Trust Co. Ltd., as Trustee
for Investors U.S. Growth Fund
Exhibit G: Power of Attorney to Edwin R. Buss, James Lawson or David M. R.
Cheop, as Attorney-in-Fact for Robert Gibson Darling,
Vice-President of Investors Group Trust Co. Ltd., as Trustee
for Investors Global Fund
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.
June 30, 1999 INVESTORS GROUP INC.
By: /s/ Edwin R. Buss
-----------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Hugh Sanford Riley,
President and Chief
Executive Officer of
Investors Group Inc.
June 30, 1999 INVESTORS GROUP TRUSTCO INC.
By: /s/ Edwin R. Buss
-----------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Richard Elliot Archer,
President of
Investors Group Trustco Inc.
<PAGE> 12
<TABLE>
<S> <C>
June 30, 1999 INVESTORS GROUP TRUST CO. LTD.
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Robert Gibson Darling,
Vice-President of
Investors Group Trust Co. Ltd.
June 30, 1999 I.G. INVESTMENT MANAGEMENT, LTD.
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Alexander Scott Penman,
President of I.G. Investment Management, Ltd.
June 30, 1999 INVESTORS U.S. GROWTH FUND
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss,
as Attorney-in-Fact for
Robert Gibson Darling,
Vice-President of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors U.S. Growth Fund
June 30, 1999 INVESTORS GLOBAL FUND
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss,
as Attorney-in-Fact for
Robert Gibson Darling,
Vice-President of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Global Fund
</TABLE>
<PAGE> 13
Schedule 1
The following sets forth certain information about directors and executive
officers of Investors Group Inc., Investors Group Trustco Inc., Investors Group
Trust Co. Ltd. and I.G. Investment Management, Ltd.
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------------
Name and Residence or Employment Address Present Principal Occupation or Office and Directorship(s) Held
and Citizenship, if not a Canadian Employment; Name, Principal Business, and in Reporting Persons
Citizen Address in Which Such Employment is
Conducted (if Different from
Business Address of Employer)
- --------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
James W. Burns, O.C. Deputy Chairman Director
751 Victoria Square Power Corporation of Canada Investors Group Inc.
Montreal, Quebec
H2Y 2J3 (business)
- --------------------------------------------------------------------------------------------------------------------------
Andre Desmarais President & Co-Chief Executive Officer Director
751 Victoria Square Power Corporation of Canada Investors Group Inc.
Montreal, Quebec
H2Y 2J3 (business)
- --------------------------------------------------------------------------------------------------------------------------
Paul Desmarais, Jr. Chairman & Co-Chief Executive Officer Director
751 Victoria Square Power Corporation of Canada Investors Group Inc.
Montreal, Quebec
H2Y 2J3 (business)
- --------------------------------------------------------------------------------------------------------------------------
Paul G. Desmarais, P.C., C.C. Chairman of the Executive Committee Director
751 Victoria Square Power Corporation of Canada Investors Group Inc.
Montreal, Quebec
H2Y 2J3 (business)
- --------------------------------------------------------------------------------------------------------------------------
J. David A. Jackson Chairman Director
22nd Floor, P.O. Box 25 Blake, Cassels & Graydon Investors Group Inc.
Commerce Court West
Toronto, Ontario
M5L 1A9 (business)
- --------------------------------------------------------------------------------------------------------------------------
Wanda M. Dorosz President, Chief Executive Officer & Director
150 King Street West Managing Partner Investors Group Inc.
Suite 1505, SunLife Tower Quorum Group of Companies
P.O. Box 5
Toronto, Ontario
M5H 1J9 (business)
- --------------------------------------------------------------------------------------------------------------------------
Robert G. Graham Company Director Director
77 Avenue Road Investors Group Inc.
Toronto, Ontario
M5R 3R8 (business)
- --------------------------------------------------------------------------------------------------------------------------
Robert Gratton President & Chief Executive Officer Director
751 Victoria Square Power Financial Corporation Investors Group Inc.
Montreal, Quebec
H2Y 2J3 (business)
- --------------------------------------------------------------------------------------------------------------------------
Rt. Hon. Donald F. Mazankowski, P.C. Company Director Director
P.O. Box 1350 Investors Group Inc.
5238 - 45 B. Avenue
Vegreville, Alberta
T9C 1S5 (business)
- --------------------------------------------------------------------------------------------------------------------------
John S. McCallum Professor of Finance Director
Drake Centre, Room 462 Faculty of Management Investors Group Inc.
Winnipeg, Manitoba University of Manitoba
R3T 2N2 (business)
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 14
<TABLE>
- --------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Roy W. Piper Self-employed farmer Director
Box 160 Investors Group Inc.
Elrose, Saskatchewan
S0L 0Z0 (business)
- --------------------------------------------------------------------------------------------------------------------------
Susan Sherk Senior Consultant Director
Bonaventure Place AGRA Earth & Environmental Investors Group Inc.
95 Bonaventure Avenue
P.O. Box 2035, Station C
St. John's, Newfoundland
A1C 5R6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Hon. P. Michael Pitfield, P.C., Q.C. Vice-Chairman Director
751 Victoria Square Power Corporation of Canada Investors Group Inc.
Montreal, Quebec
H2Y 2J3 (business)
- --------------------------------------------------------------------------------------------------------------------------
Michel Plessis-Belair, F.C.A. Vice-Chairman & Chief Financial Officer Director
751 Victoria Square Power Corporation of Canada Investors Group Inc.
Montreal, Quebec
H2Y 2J3 (business)
- --------------------------------------------------------------------------------------------------------------------------
Gerard Veilleux, O.C., D.U. President Director
751 Victoria Square Power Communications Inc. Investors Group Inc.
Montreal, Quebec
H2Y 2J3 (business)
- --------------------------------------------------------------------------------------------------------------------------
Daniel Johnson Counsel to McCarthy Tetrault Director
5th Floor - 1170 Peel Investors Group Inc.
Montreal, Quebec
H3B 4S8 (business)
- --------------------------------------------------------------------------------------------------------------------------
Hugh Sanford Riley President & Chief Executive Officer and President & Chief Executive
447 Portage Avenue Director Officer and Director
Winnipeg, Manitoba Investors Group Inc. Investors Group Inc.
Canada
R3C 3B6 (business) Director Director
Investors Group Trust Co. Ltd. Investors Group Trust Co. Ltd.
Director Director
I.G. Investment Management, Ltd. I.G. Investment Management, Ltd.
Director Director
Investors Group Trustco Inc. Investors Group Trustco Inc.
- --------------------------------------------------------------------------------------------------------------------------
Michael A. Miller Executive Vice-President, Products and Executive Vice-President,
447 Portage Avenue Distribution Products and Distribution
Winnipeg, Manitoba Investors Group Inc. Investors Group Inc.
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Richard Elliot Archer Executive Vice-President, Investments Executive Vice-President,
447 Portage Avenue Investors Group Inc. Investments
Winnipeg, Manitoba Investors Group Inc.
Canada
R3C 3B6 (business) Director Director
Investors Group Trust Co. Ltd. Investors Group Trust Co. Ltd.
Chairman of the Board and Director Chairman of the Board and
I.G. Investment Management, Ltd. Director
I.G. Investment Management, Ltd.
Director and President Director and President
Investors Group Trustco Inc. Investors Group Trustco Inc.
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 15
<TABLE>
- --------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Dale Alwyn George Parkinson Executive Vice-President Executive Vice-President
447 Portage Avenue Investors Group Inc. Investors Group Inc.
Winnipeg, Manitoba
Canada Chairman of the Board and Director Chairman of the Board and
R3C 3B6 (business) Investors Group Trust Co. Ltd. Director
Investors Group Trust Co. Ltd.
Director Director
I.G. Investment Management, Ltd. I.G. Investment Management, Ltd.
Director and Chairman Director and Chairman
Investors Group Trustco Inc. Investors Group Trustco Inc.
- --------------------------------------------------------------------------------------------------------------------------
W. Gary Wilton Executive Vice-President, Client and Executive Vice-President, Client
447 Portage Avenue Information Services and Information Services
Winnipeg, Manitoba Investors Group Inc. Investors Group Inc.
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
William Terrence Wright, Q.C. Senior Vice-President, General Counsel & Senior Vice-President, General
447 Portage Avenue Secretary Counsel & Secretary
Winnipeg, Manitoba Investors Group Inc. Investors Group Inc.
R3C 3B6 (business)
President and Chief Executive Officer President and Chief Executive
Investors Group Trust Co. Ltd. Officer
Investors Group Trust Co. Ltd.
Secretary Secretary
I.G. Investment Management, Ltd. I.G. Investment Management, Ltd.
Director, Senior Vice-President, General Director, Senior Vice-President,
Counsel & Secretary General Counsel & Secretary
Investors Group Trustco Inc. Investors Group Trustco Inc.
- --------------------------------------------------------------------------------------------------------------------------
Gregory D. Tretiak Senior Vice-President, Finance Senior Vice-President, Finance
447 Portage Avenue Investors Group Inc. Investors Group Inc.
Winnipeg, Manitoba
R3C 3B6 (business) Senior Vice-President, Finance Senior Vice-President, Finance
Investors Group Trustco Inc. Investors Group Trustco Inc.
- --------------------------------------------------------------------------------------------------------------------------
Jean-Guy Gourdeau Senior Vice-President, Strategic Senior Vice-President, Strategic
447 Portage Avenue Initiatives Initiatives
Winnipeg, Manitoba Investors Group Inc. Investors Group Inc.
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Sandra A. Metraux Senior Vice-President, Marketing Senior Vice-President, Marketing
447 Portage Avenue Investors Group Inc. Investors Group Inc.
Winnipeg, Manitoba
R3C 3B6 (business) Vice-President, Marketing Vice-President, Marketing
Investors Group Trustco Inc. Investors Group Trustco Inc.
Citizen of the United States of America
- --------------------------------------------------------------------------------------------------------------------------
Kevin E. Regan Senior Vice-President, Sales Senior Vice-President, Sales
447 Portage Avenue Investors Group Inc. Investors Group Inc.
Winnipeg, Manitoba
R3C 3B6 (business) Vice-President, Sales Administration Vice-President, Sales
Investors Group Trustco Inc. Administration
Investors Group Trustco Inc.
- --------------------------------------------------------------------------------------------------------------------------
Glen A. Torgerson Senior Vice-President, Sales Senior Vice-President, Sales
447 Portage Avenue Investors Group Inc. Investors Group Inc.
Winnipeg, Manitoba
R3C 3B6 (business) Vice-President, Sales Vice-President, Sales
Investors Group Trustco Inc. Investors Group Trustco Inc.
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 16
<TABLE>
- --------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Scott A. Penman Senior Vice-President, Equities Senior Vice-President, Equities
447 Portage Avenue Investors Group Inc. Investors Group Inc.
Winnipeg, Manitoba
R3C 3B6 (business) President and Managing Partner and President and Managing Partner
Director and Director
I.G. Investment Management, Ltd. I.G. Investment Management, Ltd.
- --------------------------------------------------------------------------------------------------------------------------
Alan Brownridge Senior Vice-President, Bonds Senior Vice-President, Bonds
447 Portage Avenue Investors Group Inc. Investors Group Inc.
Winnipeg, Manitoba
R3C 3B6 (business) Managing Partner Managing Partner
I.G. Investment Management, Ltd. I.G. Investment Management, Ltd.
- --------------------------------------------------------------------------------------------------------------------------
Robert G. Darling Senior Vice-President, Securities Senior Vice-President,
447 Portage Avenue Investors Group Inc. Securities
Winnipeg, Manitoba Investors Group Inc.
R3C 3B6 (business)
Vice-President Vice-President
Investors Group Trust Co. Ltd. Investors Group Trust Co. Ltd.
Senior Vice-President, Securities and Senior Vice-President,
Director Securities and Director
I.G. Investment Management, Ltd. I.G. Investment Management, Ltd.
- --------------------------------------------------------------------------------------------------------------------------
Domenic Grestoni Senior Vice-President, Corporate Senior Vice-President, Corporate
447 Portage Avenue Investments Investments
Winnipeg, Manitoba Investors Group Inc. Investors Group Inc.
R3C 3B6 (business)
Vice-President, Corporate Investments Vice-President, Corporate
Investors Group Trustco Inc. Investments
Investors Group Trustco Inc.
Assistant Secretary Assistant Secretary
Investors Group Trust Co. Ltd. Investors Group Trust Co. Ltd.
Managing Partner Managing Partner
I.G. Investment Management, Ltd. I.G. Investment Management, Ltd.
- --------------------------------------------------------------------------------------------------------------------------
Brian C. Weatherby Senior Vice-President, Taxation Senior Vice-President, Taxation
447 Portage Avenue Investors Group Inc. Investors Group Inc.
Winnipeg, Manitoba
R3C 3B6 (business) Vice-President, Taxation Vice-President, Taxation
Investors Group Trustco Inc. Investors Group Trustco Inc.
- --------------------------------------------------------------------------------------------------------------------------
Murray Kilfoyle Senior Vice-President, Client Services Senior Vice-President, Client
447 Portage Avenue Investors Group Inc. Services
Winnipeg, Manitoba Investors Group Inc.
R3C 3B6 (business) Vice-President, Client Administration
Investors Group Inc. Vice-President, Client
Administration
Investors Group Inc.
- --------------------------------------------------------------------------------------------------------------------------
Ronald D. Saull Senior Vice-President and Chief Senior Vice-President and Chief
447 Portage Avenue Information Officer Information Officer
Winnipeg, Manitoba Investors Group Inc. Investors Group Inc.
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Richard W. Irish Associate Secretary Associate Secretary
447 Portage Avenue Investors Group Inc. Investors Group Inc.
Winnipeg, Manitoba
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 17
<TABLE>
- --------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
William Warren, Q.C. Partner Director
1413 - 2nd Street S.W. Warren Tettensor Investors Group Trust Co. Ltd.
Calgary, Alberta
T2R 0W7 (business)
- --------------------------------------------------------------------------------------------------------------------------
Honourable Otto Lang, P.C., Q.C. Chief Executive Officer Director
570 - 444 St. Mary Avenue Centra Gas Investors Group Trust Co. Ltd.
Winnipeg, Manitoba
R3C 3T1 (business)
- --------------------------------------------------------------------------------------------------------------------------
Wayne Stanley Walker Retired Director
447 Portage Avenue Investors Group Trust Co. Ltd.
Winnipeg, Manitoba
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
D.A.A. Ammeter Vice President, Financial Planning Vice President, Financial
447 Portage Avenue Investors Group Trustco Inc. Planning
Winnipeg, Manitoba Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
J. Wiltshire Vice President, Marketing Investment Vice President, Marketing
447 Portage Avenue Products Investment Products
Winnipeg, Manitoba Investors Group Trustco Inc. Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
S. Fitzhenry Vice President, Product Marketing Vice President, Product
447 Portage Avenue Investors Group Trustco Inc. Marketing
Winnipeg, Manitoba Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
L. Perreault Vice President, Communications Vice President,
447 Portage Avenue Investors Group Trustco Inc. Communications
Winnipeg, Manitoba Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Brian Victor Jones Vice President, Client Services Vice President, Client
447 Portage Avenue Investors Group Trustco Inc. Services
Winnipeg, Manitoba Investors Group Trustco Inc.
Canada Vice-President
R3C 3B6 (business) Investors Group Trust Co. Ltd. Vice-President
Investors Group Trust Co. Ltd.
- --------------------------------------------------------------------------------------------------------------------------
J.B. McKay Vice President, Human Resources Vice President, Human
447 Portage Avenue Investors Group Trustco Inc. Resources
Winnipeg, Manitoba Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
A.J. Knowles Vice President, Training and Vice President,
447 Portage Avenue Development Training and Development
Winnipeg, Manitoba Investors Group Trustco Inc. Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
J. Hunek Vice President, Application Development Vice President, Application
447 Portage Avenue Services Development Services
Winnipeg, Manitoba Investors Group Trustco Inc. Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 18
<TABLE>
- --------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Rod DeVos Vice President, Financial Services Vice President,
447 Portage Avenue Systems Financial Services Systems
Winnipeg, Manitoba Investors Group Trustco Inc. Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
David Cheop, Q.C. Vice President, Corporate Compliance Vice President, Corporate
447 Portage Avenue Investors Group Trustco Inc. Compliance
Winnipeg, Manitoba Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Craig Johnston Vice President, Internal Audit Vice President,
447 Portage Avenue Investors Group Trustco Inc. Internal Audit
Winnipeg, Manitoba Investors Group Trustco Inc.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Betty Jane Wylie Author Director
R.R. #1 Investors Group Trust Co. Ltd.
Mactier, Ontario
P0C 1H0
- --------------------------------------------------------------------------------------------------------------------------
Jean-Claude Bachand Lawyer Director
Suite 3900 Byers Casgrain Investors Group Trust Co. Ltd.
1, Place Ville-Marie
Montreal, Quebec
H3B 4M7 (business)
- --------------------------------------------------------------------------------------------------------------------------
Sylvie Bernier Director Director
616 Cote du Rhone Investors Group Trust Co. Ltd.
Rosemere, Quebec
J7A 4N5 (business)
- --------------------------------------------------------------------------------------------------------------------------
Roger George Joseph Blanchette Treasurer Treasurer
447 Portage Avenue Investors Group Trustco Inc. Investors Group Trustco Inc.
Winnipeg, Manitoba
Canada Vice-President, Finance and Vice-President, Finance and
R3C 3B6 (business) Compliance Officer Compliance Officer
Investors Group Trust Co. Ltd. Investors Group Trust Co. Ltd.
- --------------------------------------------------------------------------------------------------------------------------
Donna Lynn Janovcik Secretary Secretary
447 Portage Avenue Investors Group Trustco Inc. Investors Group Trustco Inc.
Winnipeg, Manitoba
Canada Secretary Secretary
R3C 3B6 (business) Investors Group Trust Co. Ltd. Investors Group Trust Co. Ltd.
- --------------------------------------------------------------------------------------------------------------------------
William Donald Chornous Partner Partner
447 Portage Avenue I.G. Investment Management, Ltd. I.G. Investment Management,
Winnipeg, Manitoba Ltd.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Tighe Alan McManus Partner Partner
447 Portage Avenue I.G. Investment Management, Ltd. I.G. Investment Management,
Winnipeg, Manitoba Ltd.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Geoff Barth Partner Partner
447 Portage Avenue I.G. Investment Management, Ltd. I.G. Investment Management,
Winnipeg, Manitoba Ltd.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 19
<TABLE>
<S> <C> <C>
Paul Hancock Partner Partner
447 Portage Avenue I.G. Investment Management, Ltd. I.G. Investment Management,
Winnipeg, Manitoba Ltd.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Jeff Hall Partner Partner
447 Portage Avenue I.G. Investment Management, Ltd. I.G. Investment Management,
Winnipeg, Manitoba Ltd.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Kevin Nyysola Partner Partner
447 Portage Avenue I.G. Investment Management, Ltd. I.G. Investment Management,
Winnipeg, Manitoba Ltd.
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Allan Patrick Brown Partner Partner
447 Portage Avenue I.G. Investment Management, Ltd. I.G. Investment Management,
Winnipeg, Manitoba Ltd.
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Donald Bruce Smith Vice-President, Mortgage Sales Vice-President, Mortgage Sales
447 Portage Avenue I.G. Investment Management, Ltd. I.G. Investment Management,
Winnipeg, Manitoba Ltd.
Canada
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Murray James Mitchell Vice-President, Real Estate and Portfolio Vice-President, Real Estate and
447 Portage Avenue Manager Portfolio Manager
Winnipeg, Manitoba I.G. Investment Management, Ltd. I.G. Investment Management,
Canada Ltd.
R3C 3B6 (business)
- --------------------------------------------------------------------------------------------------------------------------
Michele Helen Peterson Vice-President, Mortgages, Ontario Region Vice-President, Mortgages,
Suite 210 I.G. Investment Management, Ltd. Ontario Region
200 Yorkland Blvd. I.G. Investment Management,
Toronto ON Ltd.
M2J 5C1
- --------------------------------------------------------------------------------------------------------------------------
Barry Schaefer Regional Vice-President, Mortgages, Western Regional Vice-President,
447 Portage Avenue Canada Mortgages, Western Canada
Winnipeg, Manitoba I.G. Investment Management, Ltd. I.G. Investment Management,
R3C 3B6 (business) Ltd.
- --------------------------------------------------------------------------------------------------------------------------
Andre Goudreau Regional Vice-President, Mortgages, Eastern Regional Vice-President,
447 Portage Avenue Canada Mortgages, Eastern Canada
Winnipeg, Manitoba I.G. Investment Management, Ltd. I.G. Investment Management,
R3C 3B6 (business) Ltd.
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 20
Exhibit A
Joint Filing Agreement
In accordance with Rule 13d-1(k)(1) under the Securities
Exchange Act of 1934, as amended, the undersigned hereby agree to the joint
filing with all other Reporting Persons (as such term is defined in the
Schedule 13D referred to below) on behalf of each of them of a statement on
Schedule 13D (including amendments thereto) with respect to the Class A Common
Stock of American Media, Inc., and that this Agreement be included as an
Exhibit to such joint filing. This Agreement may be executed in any number of
counterparts all of which taken together shall constitute one and the same
instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this
Agreement this 30th day of June, 1999.
<TABLE>
<CAPTION>
INVESTORS GROUP INC.
<S> <C>
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Hugh Sanford Riley,
President and Chief
Executive Officer of
Investors Group Inc.
INVESTORS GROUP TRUSTCO INC.
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Richard Elliot Archer,
President of
Investors Group Trustco Inc.
INVESTORS GROUP TRUST CO. LTD.
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Robert Gibson Darling,
Vice-President
Investors Group Trust Co. Ltd.
</TABLE>
<PAGE> 21
<TABLE>
<CAPTION>
I.G. INVESTMENT MANAGEMENT, LTD.
<S> <C>
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Alexander Scott Penman,
President of I.G. Investment Management, Ltd.
INVESTORS U.S. GROWTH FUND
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss,
as Attorney-in-Fact for
Robert Gibson Darling,
Vice-President of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors U.S. Growth Fund
INVESTORS GLOBAL FUND
By: /s/ Edwin R. Buss
---------------------------------------------------
Edwin R. Buss,
as Attorney-in-Fact for
Robert Gibson Darling,
Vice-President of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Global Fund
</TABLE>
<PAGE> 22
Exhibit B
Power of Attorney
KNOW ALL MEN BY THESE PRESENTS, THAT I, Hugh Sanford Riley,
President and Chief Executive Officer of Investors Group Inc., have made,
constituted and appointed, and by these presents do make, constitute and
appoint, Edwin R. Buss, James Fossen or David M. R. Cheop, and any one of them
acting separately, my true and lawful attorneys for me and in my name, place
and stead solely for the purpose of executing, filing or delivering on behalf
of Investors Group Inc. any and all statements on Schedule 13D under the
Securities Exchange Act of 1934, and any amendments thereof and any filing
agreement relating thereto, giving and granting unto said attorneys full power
and authority to do and perform all and every such act as fully, to all intents
and purposes, as I might or could do if personally present, with full power of
substitution and revocation, hereby ratifying and confirming all that said
attorneys or their substitute shall lawfully do or cause to be done by virtue
hereof. This instrument may not be changed orally.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this
4th day of December, 1998.
/s/ Hugh Sanford Riley
-----------------------------------
Hugh Sanford Riley
BE IT KNOWN, that on this 4th day of December, 1998, before me
Douglas E. Jones, a Notary Public in and for the Province of Manitoba, duly
commissioned and sworn, personally came and appeared Hugh Sanford Riley, to me
known, and known to me to be the same person described in and who executed the
Power of Attorney, and acknowledged the within Power of Attorney to be his act
and deed.
IN TESTIMONY WHEREOF, I have hereunto subscribed my name and
affixed my seal of office, the day and year last above written.
/s/ Douglas E. Jones
-----------------------------------
Notary Public
<PAGE> 23
Exhibit C
Power of Attorney
KNOW ALL MEN BY THESE PRESENTS, THAT I, Richard Elliot Archer,
President of Investors Group Trustco Inc., have made, constituted and
appointed, and by these presents do make, constitute and appoint, Edwin R.
Buss, James Fossen or David M. R. Cheop, and any one of them acting
separately, my true and lawful attorneys for me and in my name, place and stead
solely for the purpose of executing, filing or delivering on behalf of
Investors Group Trustco Inc. any and all statements on Schedule 13D under the
Securities Exchange Act of 1934, and any amendments thereof and any filing
agreement relating thereto, giving and granting unto said attorneys full power
and authority to do and perform all and every such act as fully, to all intents
and purposes, as I might or could do if personally present, with full power of
substitution and revocation, hereby ratifying and confirming all that said
attorneys or their substitute shall lawfully do or cause to be done by virtue
hereof. This instrument may not be changed orally.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this
4th day of December, 1998.
/s/ Richard Elliot Archer
-----------------------------------
Richard Elliot Archer
BE IT KNOWN, that on this 4th day of December, 1998, before me
Douglas E. Jones, a Notary Public in and for the Province of Manitoba, duly
commissioned and sworn, personally came and appeared Richard Elliot Archer, to
me known, and known to me to be the same person described in and who executed
the Power of Attorney, and acknowledged the within Power of Attorney to be his
act and deed.
IN TESTIMONY WHEREOF, I have hereunto subscribed my name and
affixed my seal of office, the day and year last above written.
/s/ Douglas E. Jones
-----------------------------------
Notary Public
<PAGE> 24
Exhibit D
Power of Attorney
KNOW ALL MEN BY THESE PRESENTS, THAT I, Robert Gibson Darling,
Vice-President of Investors Group Trust Co. Ltd., have made, constituted and
appointed, and by these presents do make, constitute and appoint, Edwin R.
Buss, James Lawson or David M. R. Cheop, and any one of them acting separately,
my true and lawful attorneys for me and in my name, place and stead solely for
the purpose of executing, filing or delivering on behalf of Investors Group
Trust Co. Ltd. any and all statements on Schedule 13D under the Securities
Exchange Act of 1934, and any amendments thereof and any filing agreement
relating thereto, giving and granting unto said attorneys full power and
authority to do and perform all and every such act as fully, to all intents and
purposes, as I might or could do if personally present, with full power of
substitution and revocation, hereby ratifying and confirming all that said
attorneys or their substitute shall lawfully do or cause to be done by virtue
hereof. This instrument may not be changed orally.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this
14th day of May, 1999.
/s/ Robert Gibson Darling
-----------------------------------
Robert Gibson Darling
BE IT KNOWN, that on this 14th day of May, 1999, before me
Martin Gutnik, a Notary Public in and for the Province of Manitoba, duly
commissioned and sworn, personally came and appeared Robert Gibson Darling, to
me known, and known to me to be the same person described in and who executed
the Power of Attorney, and acknowledged the within Power of Attorney to be his
act and deed.
IN TESTIMONY WHEREOF, I have hereunto subscribed my name and
affixed my seal of office, the day and year last above written.
/s/ Martin Gutnik
-----------------------------------
Notary Public
<PAGE> 25
Exhibit E
Power of Attorney
KNOW ALL MEN BY THESE PRESENTS, THAT I, Alexander Scott
Penman, President of I.G. Investment Management, Ltd., have made, constituted
and appointed, and by these presents do make, constitute and appoint, Edwin R.
Buss, James Lawson or David M. R. Cheop, and any one of them acting separately,
my true and lawful attorneys for me and in my name, place and stead solely for
the purpose of executing, filing or delivering on behalf of I.G. Investment
Management, Ltd. any and all statements on Schedule 13D under the Securities
Exchange Act of 1934, and any amendments thereof and any filing agreement
relating thereto, giving and granting unto said attorneys full power and
authority to do and perform all and every such act as fully, to all intents and
purposes, as I might or could do if personally present, with full power of
substitution and revocation, hereby ratifying and confirming all that said
attorneys or their substitute shall lawfully do or cause to be done by virtue
hereof. This instrument may not be changed orally.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this
19th day of March, 1999.
/s/ Alexander Scott Penman
-----------------------------------
Alexander Scott Penman
BE IT KNOWN, that on this 19th day of March, 1999, before me
Douglas E. Jones, a Notary Public in and for the Province of Manitoba, duly
commissioned and sworn, personally came and appeared Alexander Scott Penman, to
me known, and known to me to be the same person described in and who executed
the Power of Attorney, and acknowledged the within Power of Attorney to be his
act and deed.
IN TESTIMONY WHEREOF, I have hereunto subscribed my name and
affixed my seal of office, the day and year last above written.
/s/ Douglas E. Jones
-----------------------------------
Notary Public
<PAGE> 26
Exhibit F
Power of Attorney
KNOW ALL MEN BY THESE PRESENTS, THAT I, Robert Gibson Darling,
Vice-President of Investors Group Trust Co. Ltd., as Trustee for Investors U.S.
Growth Fund, have made, constituted and appointed, and by these presents do
make, constitute and appoint, Edwin R. Buss, James Lawson or David M. R. Cheop,
and any one of them acting separately, my true and lawful attorneys for me and
in my name, place and stead solely for the purpose of executing, filing or
delivering on behalf of Investors U.S. Growth Fund any and all statements on
Schedule 13D under the Securities Exchange Act of 1934, and any amendments
thereof and any filing agreement relating thereto, giving and granting unto
said attorneys full power and authority to do and perform all and every such
act as fully, to all intents and purposes, as I might or could do if personally
present, with full power of substitution and revocation, hereby ratifying and
confirming all that said attorneys or their substitute shall lawfully do or
cause to be done by virtue hereof. This instrument may not be changed orally.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this
14th day of May, 1999.
/s/ Robert Gibson Darling
-----------------------------------
Robert Gibson Darling
BE IT KNOWN, that on this 14th day of May, 1999, before me
Martin Gutnik, a Notary Public in and for the Province of Manitoba, duly
commissioned and sworn, personally came and appeared Robert Gibson Darling, to
me known, and known to me to be the same person described in and who executed
the Power of Attorney, and acknowledged the within Power of Attorney to be his
act and deed.
IN TESTIMONY WHEREOF, I have hereunto subscribed my name and
affixed my seal of office, the day and year last above written.
/s/ Martin Gutnik
-----------------------------------
Notary Public
<PAGE> 27
Exhibit G
Power of Attorney
KNOW ALL MEN BY THESE PRESENTS, THAT I, Robert Gibson Darling,
Vice-President of Investors Group Trust Co. Ltd., as Trustee for Investors
Global Fund, have made, constituted and appointed, and by these presents do
make, constitute and appoint, Edwin R. Buss, James Lawson or David M. R. Cheop,
and any one of them acting separately, my true and lawful attorneys for me and
in my name, place and stead solely for the purpose of executing, filing or
delivering on behalf of Investors Global Fund any and all statements on
Schedule 13D under the Securities Exchange Act of 1934, and any amendments
thereof and any filing agreement relating thereto, giving and granting unto
said attorneys full power and authority to do and perform all and every such
act as fully, to all intents and purposes, as I might or could do if personally
present, with full power of substitution and revocation, hereby ratifying and
confirming all that said attorneys or their substitute shall lawfully do or
cause to be done by virtue hereof. This instrument may not be changed orally.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this
14th day of May, 1999.
/s/ Robert Gibson Darling
-----------------------------------
Robert Gibson Darling
BE IT KNOWN, that on this 14th day of May, 1999, before me
Martin Gutnik, a Notary Public in and for the Province of Manitoba, duly
commissioned and sworn, personally came and appeared Robert Gibson Darling, to
me known, and known to me to be the same person described in and who executed
the Power of Attorney, and acknowledged the within Power of Attorney to be his
act and deed.
IN TESTIMONY WHEREOF, I have hereunto subscribed my name and
affixed my seal of office, the day and year last above written.
/s/ Martin Gutnik
-----------------------------------
Notary Public
