Movie Distribution Income Fund Subsidiary Trust and Alliance Atlantis agree to Date for Hearing for Final Order to Approve AACI Plan of Arrangement and Reorganization and Related Application of Trust



    TORONTO, April 11 /CNW/ - Movie Distribution Income Fund (the "Fund")
today announced that the Ontario Superior Court of Justice has approved the
scheduling to May 18, 2007 of the fairness hearing to consider the proposed
plan of arrangement and reorganization of Alliance Atlantis Communications
Inc. ("Alliance Atlantis") and involving CanWest Mediaworks Inc. ("CanWest"),
GS Capital Partners IV, L.P. ("Goldman Sachs") and others (the "Proposed
Arrangement"), and to hear at that time the application of the subsidiary
trust of the Fund (the "Holding Trust") relating thereto.
    Alliance Atlantis, CanWest and Goldman Sachs agreed with the Holding
Trust to schedule the fairness hearing and also agreed that the proceeding by
the Holding Trust relating to, among other things, whether the Fund's consent
is required in connection with the Proposed Arrangement would be heard on the
same date.
    On January 10, 2007, Alliance Atlantis, CanWest and Goldman Sachs
announced the Proposed Transaction and, in connection therewith, that it was
intended that Alliance Atlantis' interest in its motion picture distribution
business, carried on through Motion Picture Distribution L.P. and its general
partner Motion Picture Distribution Inc. (together, "MPD"), would be
controlled by a Canadian partner of Goldman Sachs. As has been previously
disclosed, the securityholders' agreement among Alliance Atlantis, the Holding
Trust and others restricts the transfer of their respective interests in MPD
without the prior written consent of the other (except in very limited
    "As we stated in our April 4, 2007 release, we believe that our consent
is required in connection with the Proposed Transaction," said Mr. Rubin
Osten, Chair of the Special Committee of the Board of the Holding Trust and
the Fund. "We have held discussions with Goldman Sachs and, together with MPD
management, provided Goldman Sachs with information with which they might
formulate proposals to address our concerns. We believe that this scheduling
of the Court date for the fairness hearing to May 18, 2007 will provide ample
time for this process to run its course and we are hopeful that the parties
will reach a satisfactory understanding but, of course, we cannot currently
predict the outcome."

    About Motion Picture Distribution LP and Movie Distribution Income Fund

    Motion Picture Distribution LP (the "Partnership") is a leading
distributor of motion pictures in Canada, with a presence in motion picture
distribution operations in the United Kingdom and Spain. The Partnership
distributes filmed entertainment to theatres, on video and DVD, and to
television broadcasters. Alliance Atlantis Communications Inc.
(TSX: AAC.A, AAC.B) indirectly holds a 51% ownership interest in the
Partnership and Movie Distribution Income Fund (TSX: FLM.UN) indirectly holds
the remaining ownership interest in the Partnership.

    Forward-Looking Statements

    This press release includes forward-looking statements, which are based
on certain assumptions and reflect the current expectations of Movie
Distribution Income Fund (the "Fund") and the Partnership. Forward-looking
statements are those which are not historical fact and include, but are not
limited to, statements of the Fund's or the Partnership's expectations and
intentions. The reader should not place undue reliance on them. They involve
known and unknown risks, uncertainties and other factors that may cause them
to differ materially from the anticipated future results or expectations
expressed or implied by such forward-looking statements, including among other
things whether the Court will grant the relief requested by the Movie
Distribution Holding Trust. Important factors that could cause actual results
to differ materially from those set forth in the forward-looking statements
include: a change of control of Alliance Atlantis, audience acceptance of our
filmed entertainment, our relationship with filmed entertainment content
suppliers; the loss of key personnel, technological change that increases
competition or facilitates the infringement of our intellectual property,
changes to the regulatory environment, actions of our competitors and changes
in the general economy. Additional information about these factors and other
factors are described in materials filed by the Fund with the security
regulatory authorities in Canada from time to time, including the Fund's and
the Partnership's Management's Discussion and Analysis ("MD&A") for the year
ended December 31, 2006. Neither the Fund nor the Partnership undertakes any
obligation to publicly update or revise any forward-looking statements or
information, whether as a result of new information, future events or

    This press release is distributed via CNW Group ( and
posted to the Movie Distribution Income Fund's website

    (*) "Alliance Atlantis" with the stylized "A" design is licensed from
    Alliance Atlantis Communications Inc., an indirect limited partner of
    Motion Picture Distribution LP, not a general partner.

For further information:

For further information: Nuria Bronfman, Corporate Communications, Movie
Distribution Income Fund, Tel: (416) 967-8163,

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