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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. ___________)*

Open Text Corporation

Common Stock

683715
December 31/2006

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)
*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 the disclosures provided in a prior cover page.

The information required in 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).

Persons who respond to the collection of information contained in
this form are notrequired to respond unless the form displays a
currently valid OMB control number.

SEC 1745 (3-06) Page 1 of 6 pages



CUSIP No. 683715......................................


1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Beutel, Goodman & Company
Ltd..............................................................
..................................................................
..............................................................
2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)
..................................................................
..................................................................
..........................................
(b)
..................................................................
..................................................................
..........................................
3. SEC Use Only
..................................................................
..................................................................
.........................
4. Citizenship or Place of Organization
Ontario,
Canada...........................................................
..............................................................
Number of 5. Sole Voting Power
5,525,338........................................................
..................................................................
........
Shares Bene-
ficially by 6. Shared Voting Power
..................................................................
..............................................................
Owned by Each
Reporting 7. Sole Dispositive
Power..6,210,838.................................................
..................................................................
.......
Person With:


8. Shared Dispositive Power
..................................................................
........................................................
9. Aggregate Amount Beneficially Owned by Each Reporting Person.
6,210,838........................................................
....................
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See
Instructions)...........................................
11. Percent of Class Represented by Amount in Row (9)
....12.6682.......................................................
.....................................
12. Type of Reporting Person (See Instructions)
....IA............................................................
..................................................................
........................................................
..................................................................
..................................................................
......................................................
..................................................................
..................................................................
......................................................
..................................................................
..................................................................
......................................................
..................................................................
..................................................................
......................................................
..................................................................
..................................................................
......................................................


Page 2 of 6 pages



INSTRUCTIONS FOR SCHEDULE 13G


Instructions for Cover Page

(l) Names and I.R.S. Identification Numbers of Reporting Persons-
Furnish the full legal name of each person for whom the
report is filed-i.e., each person required to sign the schedule
itself-including each member of a group. Do not include the
name of a person required to be identified in the report but who
is not a reporting person. Reporting persons that are entities
are also requested to furnish their I.R.S. identification
numbers, although disclosure of such numbers is voluntary, not
mandatory (see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE
13G" below).
(2) If any of the shares beneficially owned by a reporting person
are held as a member of a group and that membership is expressly
affirmed, please check row 2(a). If the reporting person
disclaims membership in a group or describes a relationship with
other persons but does not affirm the existence of a group,
please check row 2(b) [unless it is a joint filing pursuant to
Rule
13d-1(k)(1) in which case it may not be necessary to check row
2(b)].
(3) The third row is for SEC internal use; please leave blank.
(4) Citizenship or Place of Organization-Furnish citizenship if
the named reporting person is a natural person. Otherwise,
furnish place of organization.
(5)-(9), (11) Aggregate Amount Beneficially Owned By Each
Reporting Person, Etc.-Rows (5) through (9) inclusive, and (11)
are to be completed in accordance with the provisions of Item 4
of Schedule 13G. All percentages are to be rounded off to
the nearest tenth (one place after decimal point).

(10) Check if the aggregate amount reported as beneficially owned
in row (9) does not include shares as to which beneficial
ownership is disclaimed pursuant to Rule 13d-4 (17 CFR 240.13d-4]
under the Securities Exchange Act of 1934.
(12) Type of Reporting Person-Please classify each "reporting
person" according to the following breakdown (see Item 3 of
Schedule 13G) and place the appropriate symbol on the form:
Category Symbol
Broker Dealer BD
Bank BK
Insurance Company IC
Investment Company IV
Investment Adviser IA
Employee Benefit Plan, Pension Fund,
or Endowment Fund EP
Parent Holding Company/Control Person HC
Savings Association SA
Church Plan CP
Corporation CO
Partnership PN
Individual IN
Other OO
Notes:

Attach as many copies of the second part of the cover page as are
needed, one reporting person per page.

Filing persons may, in order to avoid unnecessary duplication,
answer items on the schedules (Schedule 13D, 13G or 14D-1)
by appropriate cross references to an item or items on the cover
page(s). This approach may only be used where the cover page
item or items provide all the disclosure required by the schedule
item. Moreover, such a use of a cover page item will result in
the
item becoming a part of the schedule and accordingly being
considered as "filed" for purposes of Section 18 of the
Securities
Exchange Act or otherwise subject to the liabilities of that
section of the Act.

Reporting persons may comply with their cover page filing
requirements by filing either completed copies of the blank forms
available from the Commission, printed or typed facsimiles, or
computer printed facsimiles, provided the documents filed have
identical formats to the forms prescribed in the Commission's
regulations and meet existing Securities Exchange Act rules as to
such matters as clarity and size (Securities Exchange Act Rule
12b-12).

SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G

Under Sections 13(d), 13(g), and 23 of the Securities Exchange
Act of 1934 and the rules and regulations thereunder, the
Commission is authorized to solicit the information required to
be supplied by this schedule by certain security holders of
certain
issuers.

Page 3 of 6 pages



Disclosure of the information specified in this schedule is
mandatory, except for I.R.S. identification numbers, disclosure
of
which is voluntary. The information will be used for the primary
purpose of determining and disclosing the holdings of certain
beneficial owners of certain equity securities. This statement
will be made a matter of public record. Therefore, any
information
given will be available for inspection by any member of the
public.

Because of the public nature of the information, the Commission
can use it for a variety of purposes, including referral to other
governmental authorities or securities self-regulatory
organizations for investigatory purposes or in connection with
litigation
involving the Federal securities laws or other civil, criminal or
regulatory statutes or provisions. I.R.S. identification numbers,
if furnished, will assist the Commission in identifying security
holders and, therefore, in promptly processing statements of
beneficial ownership of securities.

Failure to disclose the information requested by this schedule,
except for I.R.S. identification numbers, may result in civil or
criminal action against the persons involved for violation of the
Federal securities laws and rules promulgated thereunder.

GENERAL INSTRUCTIONS

A. Statements filed pursuant to Rule 13d-1(b) containing the
information required by this schedule shall be filed not later
than
February 14 following the calendar year covered by the statement
or within the time specified in Rules 13d-1(b)(2) and
13d-2(c). Statements filed pursuant to Rule 13d-1(c) shall be
filed within the time specified in Rules 13d-1(c), 13d-2(b) and
13d-2(d). Statements filed pursuant to Rule 13d-1(d) shall be
filed not later than February 14 following the calendar year
covered by the statement pursuant to Rules 13d-1(d) and 13d-2(b).
B. Information contained in a form which is required to be filed
by rules under section 13(f) (15 U.S.C. 78m(f)) for the same
calendar year as that covered by a statement on this schedule may
be incorporated by reference in response to any of the items
of this schedule. If such information is incorporated by
reference in this schedule, copies of the relevant pages of such
form
shall be filed as an exhibit to this schedule.
C. The item numbers and captions of the items shall be included
but the text of the items is to be omitted. The answers to the
items shall be so prepared as to indicate clearly the coverage of
the items without referring to the text of the items. Answer
every item. If an item is inapplicable or the answer is in the
negative, so state.
Item 1.

(a) Name of Issuer  Open Text Corporation
(b) Address of Issuer's Principal Executive Offices 275 Frank
Tompa Drive, Waterloo, Ontario N2L 0A1
Item 2.

(a) Name of Person Filing Beutel, Goodman & Company Ltd.
(b) Address of Principal Business Office 20 Eglinton Avenue West,
Suite 2000, Toronto, Ontario M4R 1K8  Canada
(c) Citizenship Beutel Goodman is a Canadian incorporated company
(d) Title of Class of Securities Common Stock
(e) CUSIP Number 683715
Item 3. If this statement is filed pursuant to 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:

(a)
Broker or dealer registered under section 15 of the Act (15
U.S.C. 78o).
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)
Insurance company as defined in section 3(a)(19) of the Act (15
U.S.C. 78c).
(d)
Investment company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C 80a-8).
(e)
An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
X
(f)
An employee benefit plan or endowment fund in accordance with
240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
Page 4 of 6 pages



(j)
Group, in accordance with 240.13d-1(b)(1)(ii)(J).
Item 4. Ownership.

Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer
identified in Item 1.

(a) Amount beneficially owned: 6,210,838.
(b)Percent of class: 12.6682.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 5,525,338.
(ii) Shared power to vote or to direct the vote 0.
(iii) Sole power to dispose or to direct the disposition of
6,210,838.
(iv) Shared power to dispose or to direct the disposition of 0.
All of the shares reported in the statement are owned by
investment advisory clients of Beutel Goodman.  In its role as
investment adviser, Beutel Goodman has voting power with respect
to these shares as indicated above.

Instruction. For computations regarding securities which
represent a right to acquire an underlying security see
240.13d-3(d)(1).

Item 5. Ownership of Five Percent or Less of a Class

Not applicable

Item 6. Ownership of More than Five Percent on Behalf of Another
Person.

The shares of Common Stock reported in this statement are owned
by investment advisor clients of Beutel Goodman and such clients
have the right to receive dividends from and proceeds from their
sales of such shares.  To Beutel Goodman 's knowledge, the
interest of no one of these clients relates to more than 5% of
the class.


Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the
Parent Holding Company

Not applicable

Item 8. Identification and Classification of Members of the Group

Not applicable

Item 9. Notice of Dissolution of Group

Not applicable


Item 10. Certification

(a) The following certification shall be included if the
statement is filed pursuant to 240.13d-1(b):
Page 5 of 6 pages



By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above
were acquired and are held in the ordinary course of business and
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.

(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.

Date  April 16, 2007

Signature   ____________________________--

Name/Title Michael James Gibson, CFO

The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative.
If the statement is signed on behalf of a person by his
authorized representative other than an executive officer or
general partner
of the filing person, evidence of the representative's authority
to sign on behalf of such person shall be filed with the
statement,
provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated
by reference. The name and any title of each person who signs the
statement shall be typed or printed beneath his signature.

NOTE: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See
240.13d-7 for other parties for whom copies are to be sent.

Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001)

Page 6 of 6 pages