Middlefield Capital Corp. today announced its intention to merge Yieldplus Income Fund, Core IncomePlus Fun, Maxin Income Fund, Pathfinder Income Fund and MG Dividend and Income Fund with Yieldplus being the continuing fund.

Subject to obtaining all necessary regulatory approvals and satisfying all customary closing conditions, it is anticipated that the merger will occur in the early autumn of 2007. The purpose of the planned merger is to provide unitholders of all funds with the opportunity to hold units of a continuing fund that offers a larger market capitalization, increased trading liquidity and lower operating costs on a per unit basis.

In addition to being co-advised by Guardian Capital LP and Middlefield Capital Corporation, the funds possess similar objectives and investment strategies. Additional information regarding the merger will be provided to unitholders in the near future.

Unitholders of the funds who do not wish to participate in the planned merger and become unitholders of the continuing Yieldplus 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 will be moved up from Nov. 30, 2007 to Aug 31, 2007, which also is the annual redemption date for Yieldplus and MG. As a result, all funds will have a common annual redemption date that precedes the intended completion date of the merger.

Additionally, to provide the unitholders of Core, Maxin and Pathfinder with sufficient time to participate in the annual redemption, the manager of these funds intends to shorten the required notice period prior to which unitholders of these funds must surrender their units to five business days before Aug. 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.

The planned merger is subject to TSX approval.