Paul D. Phelan Increases Ownership of Second Cup Income Fund

TORONTO, April 23 /CNW/ - Paul D. Phelan, announced today that 1792368 Ontario Ltd., a company controlled by him with principal offices at 12 Lawton Blvd., Toronto, Ontario, M4V 1Z4 has entered into an agreement to acquire from the Estate of the late Gabriel Tsampalieros ownership of 500,000 units of Second Cup Income Fund pursuant to a private agreement transaction at a cash purchase price of $8.37 a unit, for aggregate consideration of $4,185,000. The units of Second Cup Income Fund being acquired represent approximately 5.05% of the outstanding units. Prior to the acquisition, Paul D. Phelan held 2,085,100 units representing approximately 21.06% of the issued and outstanding units of Second Cup Income Fund. As a result of the acquisition, Paul D. Phelan will hold an aggregate of 2,585,100 units of Second Cup Income Fund, representing approximately 26.10% of the issued and outstanding units.

Paul D. Phelan is acquiring these units as an investment in the food services industry in Canada. Paul D. Phelan, or companies controlled by him, may from time to time, acquire additional securities of Second Cup Income Fund, dispose of some or all of the existing or additional securities or he may continue to hold his current position.

Mr. Phelan has been advised by the executors of the Estate of the late Gabriel Tsampalieros that the Estate agreed to sell this part of its holdings in the Second Cup Income Fund in order to provide diversity to the Estate's investments. The Estate continues to retain a substantial holding in the units of the Second Cup Income Fund representing over 5% of the issued and outstanding units. It also continues to hold the rights to the Second Cup trade marks for markets outside Canada pursuant to which it currently franchises 50 cafes in 12 counties under the banner of its wholly-owned subsidiary, The Second Cup Coffee Company Inc.

SOURCE PAUL D. PHELAN

For further information: For further information: Mr. Stephen Kelley, Assistant Secretary at (416) 966-3485

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PAUL D. PHELAN

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