Village Farms Income Fund Obtains Court Approval for Conversion to a<br>Corporation

    
    TRADING SYMBOL:  The Toronto Stock Exchange:
                     Village Farms Income Fund - VFF.UN
    

VANCOUVER, Dec. 15 /CNW/ - Village Farms Income Fund (the "Fund") (TSX: VFF.UN) announced that the final order from the Ontario Superior Court of Justice for its conversion from an income fund to a corporation by way of a plan of arrangement (the "Conversion") was obtained today. The conversion is expected to be effective on December 31, 2009.

The common shares of Village Farms International, Inc. will commence trading on the Toronto Stock Exchange under the symbol "VFF" on or around January 5, 2010, at which time the units of the Fund will be delisted from the Toronto Stock Exchange.

Forward-Looking Statements

This press release contains certain "forward-looking statements". These statements relate to future events or future performance and reflect our expectations regarding our growth, results of operations, performance, business prospects, opportunities or industry performance and trends. These forward-looking statements reflect our current internal projections, expectations or beliefs and are based on information currently available to us. In some cases, forward-looking statements can be identified by terminology such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential", "continue" or the negative of these terms or other comparable terminology. A number of factors could cause actual events or results to differ materially from the results discussed in the forward-looking statements. In evaluating these statements, you should specifically consider various factors, including, but not limited to, such risks and uncertainties as availability of resource, competitive pressures and changes in market activity, risks associated with U.S. and international sales and foreign exchange, regulatory requirements and all of the other "Risk Factors" set out in the Fund's management information circular dated November 10, 2009, which is available electronically at www.sedar.com. Actual results may differ materially from any forward-looking statement. Although we believe that the forward looking statements contained in this press release are based upon reasonable assumptions, you cannot be assured that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release, and other than as specifically required by applicable law, we assume no obligation to update or revise them to reflect new events or circumstances.

About Village Farms

Village Farms is one of the largest producers, marketers and distributors of premium-quality, greenhouse grown tomatoes, bell peppers and cucumbers in North America. This premium product as well as premium product produced under exclusive arrangements with other greenhouse producers is grown in sophisticated, highly efficient and intensive agricultural greenhouse facilities located in British Columbia and Texas. Product is marketed and distributed under the Village Farms(R) brand primarily to retail grocers and dedicated fresh food distributors throughout the United States, Canada and Japan. Village Farms currently operates distribution centres located in key markets in the United States and Canada. Since its inception, Village Farms has been guided by sustainable agricultural principles which integrate three main goals; environmental health, economic profitability and social and economic equality.

%SEDAR: 00020068E

For further information: Stephen C. Ruffini, Senior Vice-President and Chief Financial Officer, Village Farms Canada Limited Partnership, [phone]