DATE: 20051116

DOCKET: C44436 M33171

COURT OF APPEAL FOR ONTARIO

RE:

IN THE MATTER OF THE COMPANIES’ CREDITORS ARRANGEMENT ACT, R.S.C. 1985, c. C-36, AS AMENDED

AND IN THE MATTER OF A PROPOSED PLAN OF COMPROMISE OR ARRANGEMENT WITH RESPECT TO STELCO INC. AND THE OTHER APPLICANTS LISTED ON SCHEDULE “A”

APPLICATION UNDER THE COMPANIES’ CREDITORS ARRANGEMENT ACT, R.S.C. 1985, c. C-36, AS AMENDED

BEFORE:

GOUDGE, SHARPE AND BLAIR JJ.A.

COUNSEL:

Paul G. Macdonald, Andrew J.F. Kent and Brett Harrison

for the appellant, Informal Independent Converts’ Committee

Robert Staley and Alan Gardner

for Senior Debenture Holders

Michael E. Barrack and Geoff R. Hall

for Stelco Inc.

Fred Myers

for Her Majesty the Queen in right of Ontario, Superintendent of Financial Services (Ontario Government)

Kenneth T. Rosenberg

for United Steelworkers of America

Aubrey E. Kauffman

for Tricap Management

Kyla E. M. Mahar

for Ernst & Young Inc. in its capacity as Monitor

Murray Gold

for Salaried Retirees

Heath Whiteley

for Canadian Imperial Bank of Commerce

Steven Bosnick

for United Steel Workers of America Local 5328 and Local 8782

HEARD & ENDORSED:

November 14, 2005

On appeal from the order of Justice James M. Farley of the Superior Court of Justice dated November 10, 2005.

A P P E A L B O O K E N D O R S E M E N T

[1] In our view, the appellants have not demonstrated a different legal interest from the other unsecured creditors vis-à-vis the debtor nor any basis for setting aside the finding of Farley J. that there are no different practical interests such that the appellants deserve a separate class. We see no legal error or error in principle in his exercise of discretion. Leave is granted but the appeal must be dismissed. Because of the importance of the issue for Ontario practice in this area we propose to expand somewhat on these reasons in due course.