SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
CUMBERLAND RESOURCES LTD.
(Name of Issuer)
COMMON SHARES
(Title of Class of Securities)
23077R
(CUSIP Number)
December 13, 2002
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[|X|] Rule 13d-1(c)
[ ] Rule 13d-1(d)
-2-
1) Names of Reporting Persons;
I.R.S. Identification Nos. of Above Persons (Entities Only)
DUNDEE WEALTH MANAGEMENT INC. ("Dundee Wealth")
2)
Check the Appropriate Row if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
________________________________________________________________________________
3)
SEC Use Only
________________________________________________________________________________
4)
Citizenship or Place of Organization Canada
________________________________________________________________
NUMBER OF 5) Sole Voting Power 5,151,900/1/ Common Shares
________________________________________________________________
SHARES
BENEFICIALLY 6) Shared Voting Power Nil
OWNED BY
________________________________________________________________
EACH 7) Sole Dispositive Power 5,151,900/1/ Common Shares
REPORTING
PERSON
________________________________________________________________
WITH
8) Shared Dispositive Power Nil
________________________________________________________________
9) Aggregate Amount Beneficially Owned by Each Reporting Person
5,151,900/1/
________________________________________________________________________
10)
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
________________________________________________________________________
11)
Percent of Class Represented by Amount in Row 9 13.28%
________________________________________________________________________
12)
Type of Reporting Person CO
________________________________________________________________________
-3-
Item 1(a). Name of Issuer:
Cumberland Resources Ltd. ("Cumberland")
Item 1(b). Address of Issuer's Principal Executive Offices:
Box 23, # 906, 595 Howe Street, Vancouver, British Columbia
V6C 2T5
Item 2(a). Name of Person Filing:
Dundee Wealth Management Inc.
Item 2(b). Address of Principal Business Office or, if none, Residence:
40 King Street, Scotia Plaza, 55th Floor, Toronto, Ontario
M5H 4A9
Item 2(c). Citizenship:
Canada
Item 2(d). Title of Class of Securities:
Common Shares
Item 2(e). CUSIP Number:
23077R
Item 3. N/A
Item 4. Ownership.
(a) Amount beneficially owned: 5,151,900/1/
(b) Percent of class: 13.28%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 5,151,900/1/
(ii) Shared power to vote or to direct the vote Nil
(iii) Sole power to dispose or to direct the disposition of 5,151,900/1/
(iv) Shared power to dispose or to direct the disposition of Nil
-4-
Item 5. Ownership of Five Percent or Less of a Class.
N/A
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
N/A
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company.
See Exhibit 1 attached.
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
-5-
Exhibit 1
o CMP 2001 II Resource Limited Partnership and CMP 2002 Resource Limited
Partnership, the general partners of which are wholly-owned subsidiaries of
Dundee Wealth, respectively hold 590,000 and 2,230,000 common shares of
Cumberland.
o Dynamic Mutual Funds Ltd., a subsidiary of Dundee Wealth, in its capacity as
manager of certain mutual funds exercises control and direction of 1,015,900
common shares of Cumberland.
o Dundee Precious Metals Inc., which is managed by Dynamic Mutual Funds Ltd, a
subsidiary of Dundee Wealth holds 500,000 common shares of Cumberland.
o Dundee Securities Corporation, a subsidiary of Dundee Wealth holds 266,000
warrants of Cumberland.
-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.
December 20, 2002
------------------------------------------
DUNDEE WEALTH MANAGEMENT INC.
By:
/s/ Lori E. Beak"
------------------------------------------
(Signature)
Assistant Secretary
------------------------------------------
(Title)
/1/ Includes 266,000 warrants to purchase common shares on a one-for-one basis,
66,000 of which are exercisable @ $2.75 until June 18, 2003 and 200,000 are
exercisable @ $2.60 until December 12, 2003.