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Competition Tribunal Tribunal de la Concurrence Reference: Commissioner of Competition v. Trilogy Retail Enterprises L.P., 2001 Comp. Trib. 13 File no.: CT2001003 Registry document no.: 024

IN THE MATTER of an application by the Commissioner of Competition for a consent order pursuant to sections 92 and 105 of the Competition Act, R.S.C. 1985, c. C-34;

AND IN THE MATTER of the acquisition of a majority share of Chapters Inc. by Trilogy Retail Enterprises L.P. and the proposed merger of Indigo Books & Music Inc. and Chapters Inc. and their respective affiliates, Indigo Online Inc. and Chapters Online Inc.

B E T W E E N: The Commissioner of Competition (applicant)

and Trilogy Retail Enterprises L.P. Chapters Inc. Indigo Books & Music Inc. (respondents)

and Anil Amlani and Bruce Barr (intervenors)

Date of pre-hearing conference: 20010515 Member: McKeown J. (Chairman) Date of order: 20010517 Order signed by: McKeown J.

SCHEDULING ORDER

[1] FURTHER TO the application brought by the Commissioner of Competition (the "Commissioner") pursuant to sections 92 and 105 of the Competition Act, R.S.C. 1985, c. C-34 for a consent order directing the divestiture of certain assets and requesting certain remedies in respect of the acquisition of a majority share of Chapters Inc. by Trilogy Retail Enterprises L.P. and the proposed merger of Indigo Books & Music Inc. and Chapters Inc. and their respective affiliates, Indigo Online Inc. and Chapters Online Inc.;

[2] AND ON HEARING the submissions of counsel for the Commissioner and for the respondents regarding the need for an expeditious disposition of the consent application;

THE TRIBUNAL ORDERS THAT: [3] The hearing of the application shall commence on June 5, 2001 at 2:00 p.m. at the Competition Tribunal, Royal Bank Building, Suite 600, 90 Sparks Street, Ottawa, Ontario.

DATED at Ottawa, this 17 th day of May, 2001. (s) W.P. McKeown

APPEARANCES: For the applicant: The Commissioner of Competition Simon V. Potter Josephine A.L. Palumbo

For the respondents: Trilogy Retail Enterprises L.P. Chapters Inc. Indigo Books & Music Inc.

Calvin S. Goldman, Q.C. Sandra A. Forbes

For the intervenors: Anil Amlani Bruce Barr

Leslie J.F. Milten Scott M. Prescott

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