|

News Release May 18, 2004
ROLLOVER
OF MRF 2002 LIMITED PARTNERSHIP
Middlefield Mutual Funds Limited
("MMF") is pleased to announce that it has completed the distribution of
its Growth Class shares that resulted from the transfer of all of the assets of
MRF 2002 Limited Partnership (the "Partnership") to MMF on April 12, 2004. The
Partnership was dissolved on May 18, 2004. For the purposes of the exchange,
the net asset value of the Partnership was $25.18 per unit. This translates
into an after-tax total return on money at risk of approximately 51% for an
Ontario investor subject to the highest marginal tax rate.
The transfer is a tax free exchange which
means that no disposition occurs and therefore no capital gains tax is payable
as a result of the rollover. The capital gains tax liability that would
arise upon disposition can be deferred by retaining the shares of the mutual
fund rather than redeeming them. In the event of redemption, the capital
gains will be included in the shareholder's tax return for that year when the
shares are redeemed. Investors have the opportunity to switch into other
classes of mutual funds and still be able to defer capital gains taxes until
they actually redeem their mutual fund shares for cash. To provide investors
with optimal flexibility in maintaining a diversified portfolio, in addition to
the Growth Class, other funds currently offered are Income Plus Class, Equity
Index Plus Class, Index Income Class, Canadian Balanced Class, U.S. Equity
Class and Resource Class. All the funds that are offered under this multi-class
structure are fully eligible as Canadian content in RRSPs and other registered
plans.
New MMF - Growth Class shareholders can
determine their holdings by multiplying the number of units they held in the
Partnership by 6.40891. Shares of MMF - Growth Class have been credited to the
beneficial holders. There are no fees charged on the transfer of units into
MMF, nor on any redemption of the transferred assets. The adjusted cost base of
shares in MMF - Growth Class is 1.76426 per share. To provide investors with
time to determine which fund classes best suit their investment profile, MMF
will waive the $30 switch fee for all switch requests received prior to June
30, 2004.
For further information visit our website
at www.middlefield.com or contact the undersigned:
Nancy Tham Vice President (416)
362-0714 ext 277
Press Release March
2, 2004
ROLLOVER OF PARTNERSHIP ASSETS
Middlefield Mutual Funds Limited in
conjunction with MRF 2002 Limited Partnership (the "Partnership"), announced
today that, in connection with the planned dissolution of the Partnership, they
are proposing to transfer all of the assets of the Partnership to the Growth
Class of Middlefield Mutual Funds Limited in exchange for mutual fund shares
having the same aggregate net asset value as the aggregate net asset value of
the Partnership. Appropriate elections under applicable income tax legislation
will be made to effect the transfers on a tax-deferred basis.
The transfer is conditional upon (i)
approval being obtained from the partners of the Partnership at a meeting
called for that purpose and (ii) the receipt of all necessary regulatory
approvals. It is currently intended that, if all necessary approvals are
obtained, the transfer of assets to the Growth Class of Middlefield Mutual
Funds Limited will occur no earlier than April 1, 2004 and no later than May
14, 2004 and the subsequent dissolution of the Partnership shall occur within
approximately 45 days of the exchange and in any case, no later than June 30,
2004.
The proposed transfer benefits both the
partners of the Partnership and the shareholders of the Growth Class by
enabling them to participate in a larger, more diversified and liquid mutual
fund.
A further benefit is that shares of the
Growth Class of Middlefield Mutual Funds Limited are exchangeable on a tax-free
basis into other Middlefield mutual funds. Investors may switch into other
types of funds and continue to defer capital gains taxes until they actually
redeem their mutual fund shares. Other funds currently offered are Income Plus
Class, Equity Index Plus Class, U.S. Equity Class, Canadian Balanced Class,
Global Technology Class, Index Income Class and Resource Class.
For further information visit our website
at www.middlefield.com or contact the undersigned:
Nancy Tham Vice President (416)
362-0714 extension 277
March 2, 2004
Dear Investor:
We are pleased to welcome you as a partner
in MRF 2002 Limited Partnership, Middlefield's 27th resource fund. The
Partnership raised $30 million in June for investment in flow-through common
shares of Canadian oil and gas, mining and renewable energy companies. The
Partnership has committed or invested approximately 90% of its net assets in 25
companies and expects to invest the remaining funds by year end. Please see
overleaf for the Partnership's portfolio holdings as at November 22, 2002.
To date, all but two of the investments
have been in public companies and predominantly in companies with market
capitalizations of greater than $50 million. We anticipate that investments in
oil and gas companies will represent about three quarters of the portfolio with
the balance in mining companies.
Commodity prices are within reasonable
trading ranges in both the energy and precious metals sectors and we believe
that prevailing stock price levels represent fair value for companies in these
sectors. We are particularly bullish on natural gas prices, in spite of current
high storage levels, due to the decline in drilling activity. Oil prices remain
largely unpredictable being driven more by political than economic factors. A
reassuring fact is that OPEC has been successful in maintaining prices within
its target band of US$23 to $28 over the past two years.
The income tax information required for
your 2002 tax returns will be mailed to you by March 31, 2003 by your
investment advisor and the Partnership. The information on a per unit basis
will also be posted on Middlefield's website in March 2003. This will enable
you to prepare your tax return before receiving your official information
slips.
In light of continued favourable
investment conditions in the resource sector, Middlefield has recently launched
a new offering, MRF 2002 II Limited Partnership. This fund is presently
available for purchase through your investment advisor.
Middlefield's website www.middlefield.com
provides current information on all managed funds, including updated portfolios
and net asset values. For further information, please contact the undersigned
at 416-362-0714, extension 277 or toll free at 1-888-890-1868.
Yours truly,
Nancy Tham Vice President
Press Release June
18, 2002

FIRST CLOSING OF IPO COMPLETED
MRF 2002
Middlefield Group, on behalf of MRF
2002 Limited Partnership, is pleased to announce that it has completed the
first closing of the initial public offering of MRF 2002 for $24,600,000. The
offering is being made in each of the provinces of Canada and the Yukon
Territory. The Partnership will have a final closing on or prior to July 18,
2002.
The Partnership will invest in
flow-through common shares of companies involved primarily in Canadian oil and
gas and mining exploration and development. Investors will be entitled to
significant tax benefits, including the deductibility of the full amount of
their investment from taxable income in 2002. Middlefield is the leading
provider of flow-through share funds in Canada. Since 1983, Middlefield has
sponsored 26 public and private funds and has acted as agent or manager for
over $750 million of resource industry investments.
The investment dealer syndicate is
being co-led by CIBC World Markets Inc. and RBC Capital Markets and includes
BMO Nesbitt Burns Inc., National Bank Financial Inc., Scotia Capital Inc., TD
Securities Inc., Dundee Securities Corporation, HSBC Securities (Canada) Inc.,
Middlefield Capital Corporation, Yorkton Securities Inc., Canaccord Capital
Corporation, Raymond James Ltd., and Wellington West Capital Inc.
For further information, please contact
Nancy Tham, Vice President, at (416) 362-0714 ext. 277.
Press Release May
29, 2002
INITIAL PUBLIC OFFERING
MRF 2002 LIMITED PARTNERSHIP
Middlefield Group, on behalf of MRF
2002 Limited Partnership, is pleased to announce that it has filed a final
prospectus relating to the initial public offering of MRF 2002 Limited
Partnership Units on May 28, 2002. The offering will be made in each of the
Provinces of Canada and the Yukon Territory. The Partnership intends to have an
initial closing on June 18, 2002.
The Partnership has been formed to invest
in flow-through common shares of companies involved primarily in Canadian oil
and gas, mining or renewable energy exploration and development. Investors will
be entitled to significant tax benefits, including the deductibility of 100% of
their investment in 2002. Since 1983, Middlefield has sponsored 24 public and
private funds and has acted as agent or manager for over $700 million of
resource industry investments.
The investment dealer syndicate is
being co-led by CIBC World Markets Inc. and RBC Dominion Securities Inc. and
includes BMO Nesbitt Burns Inc., National Bank Financial Inc., Scotia Capital
Inc., TD Securities Inc., Dundee Securities Corporation, HSBC Securities
(Canada) Inc., Middlefield Capital Corporation, Yorkton Securities Inc., ,
Canaccord Capital Corporation, Raymond James Ltd., and Wellington West Capital
Inc.
For further information, please contact
Nancy Tham, Vice President, at (416) 362-0714 ext. 277. |