AEROPLAN CANADA INC.

AEROPLAN CANADA INC.

May 11, 2007 02:07 ET

Aeroplan announces distribution of units by ACE Aviation

    MONTREAL, May 11  - Aeroplan Income Fund (TSX: AER.UN) today
reported that its principal unitholder, ACE Aviation Holdings Inc. (ACE), has
announced a distribution of 18,000,000 units of Aeroplan Income Fund to its
shareholders of record on May 24, 2007. Following the distribution, ACE will
hold 62,285,585 units of Aeroplan Income Fund, representing 31.1% of the
200,000,000 units issued.

    About Aeroplan

    Aeroplan is Canada's premier loyalty marketing company, dedicated to
developing and executing programs designed to engage the loyalty of its
prestigious membership.
    Aeroplan's millions of members earn Aeroplan Miles with its network of
more than 60 world-class partners, representing more than 100 brands in the
financial, retail and travel sectors. Miles earned may be redeemed for
Aeroplan's industry-leading ClassicFlight Rewards, innovative ClassicPlus
Flight Rewards and global Star Alliance Flight Rewards, offering travel to
more than 850 destinations worldwide. In 2006 alone, more than 1.4 million
round-trip flight rewards were issued. Aeroplan's roster of non-flight rewards
includes more than 400 exciting specialty, merchandise and experiential
rewards, as well as hotel and car rental rewards. Members are encouraged to
stay engaged with Aeroplan and avoid mileage expiration due to inactivity by
earning or redeeming Aeroplan Miles as detailed in the Aeroplan program terms
and conditions.
    For more information about Aeroplan, please visit www.aeroplan.com.

    Caution Concerning Forward-Looking Statements
    ---------------------------------------------

    Certain statements in this news release may contain forward-looking
statements. These forward-looking statements are identified by the use of
terms and phrases such as "anticipate", "believe", "could", "estimate",
"expect", "intend", "may", "plan", "predict", "project", "will", "would", and
similar terms and phrases, including references to assumptions. Such
statements may involve but are not limited to comments with respect to
strategies, expectations, planned operations or future actions.
Forward-looking statements, by their nature, are based on assumptions and are
subject to important risks and uncertainties. Any forecasts or forward-looking
predictions or statements cannot be relied upon due to, amongst other things,
changing external events, general uncertainties of the business and matters
that are not within the control of Aeroplan. Such statements involve known and
unknown risks, uncertainties and other factors that may cause the actual
results, performance or achievements to differ materially from those expressed
in the forward-looking statements. The forward-looking statements contained
herein represent Aeroplan's expectations as of the date they are made and are
subject to change after such date. However, Aeroplan disclaims any intention
or obligation to update or revise any forward-looking statements whether as a
result of new information, future events or otherwise, except as required
under applicable securities regulations.
    %SEDAR: 00022208EF



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