Merger of Funds into Yieldplus Income Fund and Increase in Annual Distribution Rate to $1.20 per unit

    TORONTO, Aug. 10 /CNW/ - Middlefield is pleased to announce further
specifics of the merger (the "Merger"), announced July 30, 2007, of YIELDPLUS
Income Fund ("Yieldplus" or the "Continuing Fund") (TSX: YP.UN), Core
IncomePlus Fund ("Core") (TSX: COZ.UN), MAXIN Income Fund ("Maxin") (TSX:
MXZ.UN), PATHFINDER Income Fund ("Pathfinder") (TSX: PAZ.UN) and MG Dividend &
Income Fund ("MG") (TSX: MGZ.UN) (collectively, the "Funds") with Yieldplus
being the Continuing Fund. All five funds are co-advised by Guardian Capital
LP and Middlefield Capital Corporation and have similar objectives. The
purpose of the Merger is to provide unitholders of all Funds with the
opportunity to hold units of a fund that offers a larger market
capitalization, increased trading liquidity and lower operating costs on a per
unit basis.
    Completion of the Merger is expected to take place on or about September
27, 2007 (the "Effective Date") and is subject to all regulatory requirements
and customary closing conditions being satisfied. The Merger will be effected
on a tax-deferred "rollover" basis at an exchange ratio calculated as the net
asset value per unit of each Fund divided by the net asset value per unit of
the Continuing Fund, each determined as at the close of trading on the TSX on
the business day immediately prior to the Effective Date.
    Following the completion of the Merger, Yieldplus will increase its
monthly distribution rate from $0.08 per unit to $0.10 per unit. The first
monthly distribution of $0.10 per unit will be payable on October 15, 2007 to
unitholders of record on September 30, 2007. The new distribution amount
equates to an annual rate of $1.20 per unit, which is the Continuing Fund's
target distribution rate for the following 12 months. Based upon current
exchange ratios, it is anticipated that unitholders of terminating funds will
receive distributions substantially equal to, and in most cases greater than,
the distributions that they currently receive.
    Unitholders of the Funds who do not wish to participate in the Merger and
become unitholders of the Continuing Fund will have the opportunity to redeem
their units of the respective Funds before the Merger occurs. In order to
provide unitholders of all of the Funds with an equal opportunity to choose
not to participate in the Merger, the annual redemption dates for each of
Core, Maxin and Pathfinder have been moved up from November 30, 2007 to August
31, 2007, which is the annual redemption date for Yieldplus and MG. As a
result, all Funds will have a common annual redemption date that precedes the
Effective Date. Additionally, to provide unitholders of Core, Maxin and
Pathfinder with sufficient time to participate in the annual redemption, the
Manager of these Funds has shortened the required notice period prior to which
unitholders of these Funds must surrender their units to five business days
before August 31, 2007, being August 24, 2007. Surrendered units will be
redeemed at a price calculated with reference to the net asset value per unit
in accordance with the respective Fund's declaration of trust.
    Yieldplus trades under the symbol YP.UN on the Toronto Stock Exchange.

    Certain statements in this press release may be viewed as forward-looking
statements. Any statements that express or involve discussions with respect to
predictions, expectations, beliefs, plans, intentions, projections,
objectives, assumptions or future events or performance (often, but not
always, using words or phrases such as "expects", "is expected",
"anticipates", "plans", "estimates" or "intends" (or negative or grammatical
variations thereof), or stating that certain actions, events or results "may",
"could", "would", "might" or "will" be taken, occur or be achieved) are not
statements of historical fact and may be forward-looking statements.
Statements which may constitute forward-looking statements relate to: the
proposed timing of the merger and expected completion thereof; the expected
benefits of the merger and future distributions; and the Funds that are
proposed to be merged. Forward-looking statements are subject to a variety of
risks and uncertainties which could cause actual events or results to differ
from those reflected in the forward-looking statements including as a result
of changes in the general economic and political environment, changes in
applicable legislation, and the performance of each Fund. There are no
assurances the Funds can fulfill such forward-looking statements and the Funds
do not undertake any obligation to update such statements. Such
forward-looking statements are only predictions; actual events or results may
differ materially as a result of risks facing one or more of the Funds, some
of which are beyond the control of the Funds.

For further information:

For further information: Nancy Tham, Senior Vice President, at (416)

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