Co-Advised by Middlefield and Guardian Capital Inc.

FINAL PROSPECTUS FILED

Middlefield Group, on behalf of PATHFINDER Income Fund, is pleased to announce that the final prospectus for PATHFINDER Income Fund has been filed. The maximum amount of the offering will be $200 million and closing is scheduled for October 11^th, 2002.

The objectives of PATHFINDER Income Fund are to provide unitholders with a stable monthly income stream targeted to be 9% per annum on the original issue price and to return the original issue price upon termination of the Fund on December 31, 2012. The Fund intends to achieve these objectives by investing in a broadly diversified portfolio of income trusts. It is anticipated that the initial portfolio will comprise approximately equal weightings of each of the four asset classes in the income trust universe, namely, real estate investment trusts, business trusts, oil and gas royalty trusts and pipeline and power generation trusts.

Middlefield Securities Limited and Guardian Capital Inc., both of which have significant experience investing in the foregoing asset classes, will act as Co-Advisors to the Fund, responsible for asset mix and security selection. PATHFINDER Income Fund is the third fund to be co-advised by Middlefield and Guardian, following the successful initial public offering of units of STaRS Income Fund and COMPASS Income Fund in December 2001 and April 2002 respectively. With over $9 billion under management, Guardian provides global investment management services to mutual funds and institutional investors. Middlefield PATHFINDER Management Limited, an affiliate of Middlefield Group, will provide administrative services to the Fund.

The syndicate of agents is being co-led by CIBC World Markets Inc. and RBC Capital Markets and includes BMO Nesbitt Burns Inc., National Bank Financial Inc., TD Securities Inc., Scotia Capital Inc., Desjardins Securities Inc., HSBC Securities (Canada) Inc., Canaccord Capital Corporation, Yorkton Securities Inc., Middlefield Securities Limited, Dundee Securities Corporation, Raymond James Ltd., Research Capital Corporation and Wellington West Capital Inc.

For further information, please visit our website at www.middlefield.com or contact Nancy Tham, Vice-President, at (416) 362-0714 ext. 277.

September 27, 2002