<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)*
GST TELECOMMUNICATIONS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
361942105
(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)
JANUARY 20, 1998
(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. 361942105
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Investors Canadian Small Cap Fund
Reporting Person has, a non-U.S. entity, 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 536,000
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 536,000
11. Aggregate Amount Beneficially Owned by Each Reporting Person
536,000
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [ ]
13. Percent of Class Represented by Amount in Row (11):
1.6%
14. Type of Reporting Person (See Instructions)
00 (Open-end mutual fund trust governed by the laws of the Province of
Manitoba, Canada)
2A
<PAGE> 3
CUSIP NO. 361942105
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Investors Retirement Mutual Fund
Reporting Person, a non-U.S. 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 982,250
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 982,250
11. Aggregate Amount Beneficially Owned by Each Reporting Person
982,250
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [ ]
13. Percent of Class Represented by Amount in Row (11):
2.8%
14. Type of Reporting Person (See Instructions)
00 (Open-end mutual fund trust governed by the laws of the Province of
Manitoba, Canada)
2B
<PAGE> 4
CUSIP NO. 361942105
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Investors Canadian Equity Fund
Reporting Person, a non-U.S. 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 1,196,450
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 1,196,450
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,196,450
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [ ]
13. Percent of Class Represented by Amount in Row (11):
3.5%
14. Type of Reporting Person (See Instructions)
00 (Open-end mutual fund trust governed by the laws of the Province of
Manitoba, Canada)
2C
<PAGE> 5
CUSIP NO. 361942105
2. Names of Reporting Person(s).
I.R.S. Identification Nos. of above person(s) (entities only).
Investors Canadian Small Cap Fund II
Reporting Person, a non-U.S. entity, has no I.R.S. Identification
Number.
2. Check the Appropriate Box if a member of a Group (See Instructions)
(c) [ ]
(d) [ ]
7. SEC Use Only
8. 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.
9. Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d)
or 2(e) [ ]
10. Citizenship or Place of Organization
Manitoba, Canada
Number of Shares 7. Sole Voting Power 0
Beneficially Owned 8. Shared Voting Power 1,500
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 1,500
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,500
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
[ ]
13. Percent of Class Represented by Amount in Row (11):
0.0%
14. Type of Reporting Person (See Instructions)
00 (Open-end mutual fund trust governed by the laws of the Province of
Manitoba, Canada)
2D
<PAGE> 6
CUSIP NO. 361942105
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
I.G. Investment Management, Ltd.
Reporting Person, a non-U.S. 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 Canadian Small Cap Fund, Investors Retirement
Mutual Fund, Investors Canadian Equity Fund and Investors Canadian Small Cap
Fund II for investment in Units of each of Investors Canadian Small Cap
Fund, Investors Retirement Mutual Fund, Investors Canadian Equity Fund and
Investors Canadian Small Cap Fund II, 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 2,716,200
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 2,716,200
11. Aggregate Amount Beneficially Owned by Each Reporting Person
2,716,200
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [ ]
13. Percent of Class Represented by Amount in Row (11):
7.9%
14. Type of Reporting Person (See Instructions)
CO (Corporation governed by the Canada Business Corporations Act), IA
(Canadian)
2E
<PAGE> 7
CUSIP NO. 361942105
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Investors Group Trust Co. Ltd.
Reporting Person, a non-U.S. 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 Canadian Small Cap Fund, Investors Retirement
Mutual Fund, Investors Canadian Equity Fund and Investors Canadian Small Cap
Fund II for investment in Units of each of Investors Canadian Small Cap
Fund, Investors Retirement Mutual Fund, Investors Canadian Equity Fund and
Investors Canadian Small Cap Fund II, 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 2,716,200
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 2,716,200
11. Aggregate Amount Beneficially Owned by Each Reporting Person
2,716,200
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [ ]
13. Percent of Class Represented by Amount in Row (11):
7.9%
14. Type of Reporting Person (See Instructions)
CO (Corporation governed by the Manitoba Corporations Act)
2F
<PAGE> 8
CUSIP NO. 361942105
1. Name of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Investors Group Inc.
Reporting Person, a non-U.S. 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 Canadian Small Cap Fund, Investors Retirement
Mutual Fund, Investors Canadian Equity Fund and Investors Canadian Small Cap
Fund II for investment in Units of each of Investors Canadian Small Cap
Fund, Investors Retirement Mutual Fund, Investors Canadian Equity Fund and
Investors Canadian Small Cap Fund II, 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 2,716,200
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 2,716,200
11. Aggregate Amount Beneficially Owned by Each Reporting Person
2,716,200
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [ ]
13. Percent of Class Represented by Amount in Row (11):
7.9%
14. Type of Reporting Person (See Instructions)
CO (Corporation governed by the Canada Business Corporations Act), HC
2G
<PAGE> 9
CUSIP NO. 361942105
1. Name of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Investors Group Trustco Inc.
Reporting Person, a non-U.S. 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 Canadian Small Cap Fund, Investors Retirement
Mutual Fund, Investors Canadian Equity Fund and Investors Canadian Small Cap
Fund II for investment in Units of each of Investors Canadian Small Cap
Fund, Investors Retirement Mutual Fund, Investors Canadian Equity Fund and
Investors Canadian Small Cap Fund II, 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 2,716,200
by Each Reporting 9. Sole Dispositive Power 0
Person With 10. Shared Dispositive Power 2,716,200
11. Aggregate Amount Beneficially Owned by Each Reporting Person
2,716,200
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)[ ]
13. Percent of Class Represented by Amount in Row (11):
7.9%
14. Type of Reporting Person (See Instructions)
CO (Corporation governed by the Canada Business Corporations Act), HC
2H
<PAGE> 10
- 3 -
This Amendment 3 supplements and amends the original joint statement
filed on April 20, 1999 and subsequently amended by Amendment 1 filed on
May 17, 1999, and Amendment 2 filed on May 17, 1999, by and on behalf of the
following Reporting Persons signing this Amendment 3 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 Canadian Small Cap Fund, Investors Retirement Mutual Fund, Investors
Canadian Equity Fund and Canadian Small Cap Fund II (collectively, the
"Funds").
ITEM 1. SECURITY AND ISSUER.
Not amended.
ITEM 2. IDENTITY AND BACKGROUND.
Not amended.
<PAGE> 11
- 4 -
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The Reporting Persons used an aggregate of approximately
$40,193,639.90 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.
Not amended.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The aggregate number and percentage of Securities to which
this Schedule 13D relates is 2,716,200 shares of Common Stock, representing 7.9%
of the 34,547,147 shares of the Issuer's Common Stock outstanding, as reported
as being outstanding in the Issuer's Form 10-K for the fiscal year ended
September 30, 1997. 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. 2,716,200 7.9%
Investors Group Trustco Inc. 2,716,200 7.9%
Investors Group Trust Co. Ltd. 2,716,200 7.9%
I.G. Investment Management, Ltd. 2,716,200 7.9%
Investors Canadian Small Cap Fund 536,000 1.6%
Investors Retirement Mutual Fund 982,250 2.8%
Investors Canadian Equity Fund 1,196,450 3.5%
Investors Canadian Small Cap Fund II 1,500 0.0%
</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
2,716,200 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 2,716,200 shares of Issuer's Common Stock.
(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 American Stock
Exchange.
<PAGE> 12
- 5 -
<TABLE>
<CAPTION>
Approximate Price
Per Share ($)
Amount of Shares (exclusive of
Date Of Common Stock commissions)
<S> <C> <C>
January 20, 1998 1,500 $11.38
</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.
Not amended.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
The following Exhibits J and K are attached hereto:
Exhibit J: Power of Attorney to Edwin R. Buss, James Lawson or David M.
R. Cheop, as Attorney-in-Fact for Wayne Stanley Walker,
President and Chief Executive Officer of Investors Group Trust
Co. Ltd., as Trustee for Investors Canadian Small Cap Fund II
Exhibit K: Joint Filing Agreement
<PAGE> 13
- 6 -
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.
April 22, 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.
April 22, 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.
April 22, 1999 INVESTORS GROUP TRUST CO. LTD.
By: /s/ Edwin R. Buss
----------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Wayne Stanley Walker,
President and Chief Executive Officer
Investors Group Trust Co. Ltd.
April 22, 1999 I.G. INVESTMENT MANAGEMENT, LTD.
By: /s/ Edwin R. Buss
--------------------------------------
Edwin R. Buss, as
Attorney-in-Fact for
Alexander Scott Penman,
President and Chief Executive Officer
of I.G. Investment Management, Ltd.
<PAGE> 14
April 22, 1999 INVESTORS CANADIAN SMALL CAP FUND
By: /s/ Edwin R. Buss
--------------------------------------
Edwin R. Buss,
as Attorney-in-Fact for
Wayne Stanley Walker,
President and Chief Executive Officer of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Canadian Small Cap Fund
April 22, 1999 INVESTORS RETIREMENT MUTUAL FUND
By: /s/ Edwin R. Buss
--------------------------------------
Edwin R. Buss,
as Attorney-in-Fact for
Wayne Stanley Walker,
President and Chief Executive Officer of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Retirement Mutual Fund
April 22, 1999 INVESTORS CANADIAN EQUITY FUND
By: /s/ Edwin R. Buss
--------------------------------------
Edwin R. Buss,
as Attorney-in-Fact for
Wayne Stanley Walker,
President and Chief Executive Officer of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Canadian Equity Fund
April 22, 1999 INVESTORS CANADIAN SMALL CAP FUND II
By: /s/ Edwin R. Buss
--------------------------------------
Edwin R. Buss,
as Attorney-in-Fact for
Wayne Stanley Walker,
President and Chief Executive Officer of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Canadian Small Cap Fund II
<PAGE> 15
Exhibit J
Power of Attorney
-----------------
KNOW ALL MEN BY THESE PRESENTS, THAT I, Wayne Stanley Walker,
President and Chief Executive Officer of Investors Group Trust Co. Ltd., as
Trustee for Investors Canadian Small Cap Fund II, 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 Canadian
Small Cap Fund II 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/ Wayne Stanley Walker
------------------------------------------
Wayne Stanley Walker
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 Wayne Stanley Walker, 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> 16
Exhibit K
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 Common Shares, without par value, of GST
Telecommunications, 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
22nd day of April, 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.
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
Wayne Stanley Walker,
President and Chief Executive Officer
Investors Group Trust Co. Ltd.
<PAGE> 17
I.G. INVESTMENT MANAGEMENT, LTD.
By: /s/ Edwin R. Buss
-----------------
Edwin R. Buss, as
Attorney-in-Fact for
Alexander Scott Penman
President and Chief Executive Officer of
I.G. Investment Management, Ltd.
INVESTORS CANADIAN SMALL CAP FUND II
By: /s/ Edwin R. Buss
-----------------
Edwin R. Buss,
as Attorney-in-Fact for
Wayne Stanley Walker,
President and Chief Executive Officer of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Canadian Small Cap Fund II
INVESTORS CANADIAN SMALL CAP FUND
By: /s/ Edwin R. Buss
-----------------
Edwin R. Buss,
as Attorney-in-Fact for
Wayne Stanley Walker,
President and Chief Executive Officer of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Canadian Small Cap Fund
INVESTORS CANADIAN EQUITY FUND
By: /s/ Edwin R. Buss
-----------------
Edwin R. Buss,
as Attorney-in-Fact for
Wayne Stanley Walker,
President and Chief Executive Officer of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Canadian Equity Fund
<PAGE> 18
INVESTORS RETIREMENT MUTUAL FUND
By: /s/ Edwin R. Buss
-----------------
Edwin R. Buss,
as Attorney-in-Fact for
Wayne Stanley Walker,
President and Chief Executive Officer of
Investors Group Trust Co. Ltd.,
as Trustee for
Investors Retirement Mutual Fund
