Rainmaker Income Fund

Rainmaker Income Fund

November 28, 2007 18:47 ET

Rainmaker Income Fund Announces a Management Cease Trade Order

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Nov. 28, 2007) - Rainmaker Income Fund (the "Fund") (TSX:RNK.UN) announces that further to its news release of November 14, 2007, the British Columbia Securities Commission has issued a management cease trade order precluding management and other insiders from trading pending the filing of the unaudited consolidated interim financial statements for the three and nine month periods ended September 30, 2007 (the "Financial Statements").

In accordance with securities regulatory requirements the Fund has filed on SEDAR a notice of default with respect to the Financial Statements, a copy of which is attached to this news release.


Additional information and other publicly filed documents relating to the Fund are available through the internet on the Canadian Securities Administrators' System for Electronic Document Analysis and Retrieval ("SEDAR"), which can be accessed at www.sedar.com.

The Fund is an unincorporated open-ended limited purpose trust located in Vancouver, British Columbia. The Fund indirectly owns 100% of Rainmaker Entertainment Inc. ("REI"), EP Canada Limited Partnership ("EP") and Canada Film Capital Limited Partnership ("CFC"). REI is an award-winning computer generated animation, visual effects and post production company with a 27 year history providing superior service, innovative technology and world-class talent to design, build and shape content for feature films, television, direct to DVD, games and commercials. EP is a leading provider of payroll services for the film and television industry across Canada. CFC provides tax credit administration services and financing of tax credits through factoring for film and television productions across Canada.

This press release and any related attachments may contain forward-looking statements that involve a number of risks and uncertainty. Among the important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are market and general economic conditions and the risk factors detailed from time to time in the periodic reports and documents filed by the Fund with The Toronto Stock Exchange and other regulatory authorities. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made, and the Fund undertakes no obligation to update the forward-looking statements should there be a change in conditions, or in management's estimates or opinions.


1. Rainmaker Income Fund (the "Fund") is unable to file its unaudited interim consolidated financial statements for the three and nine months ended September 30, 2007 (the "Financial Statements") by November 14, 2007 (the "Filing Deadline"), as defined in National Instrument 51-102 - Continuous Disclosure Obligations.

2. The Fund is in the process of negotiating a significant transaction with a third party consistent with the mandate given to its Special Committee of the Board of Trustees. Disclosure in the financial statements at this time would affect the ongoing business of Rainmaker and the negotiations.

3. The Fund expects to file the required financial statements within two months of the filing deadline of November 14, 2007.

4. The British Columbia Securities Commission may impose an issuer cease trade order ("CTO") if the Financial Statements are not filed by January 14, 2008, which is two months after the Fund's filing deadline of November 14, 2007. Further, an issuer CTO may be imposed sooner if the Fund fails to file its Default Status Reports within the required time limits set out in CSA Staff Notice 57-301.

5. The Fund intends to satisfy the provisions of Appendix B to CSA Staff Notice 57-301 as long as it remains in default of the financial statement filing requirements.

6. There are no insolvency proceedings that the Fund is subject to.

7. There is no other material information concerning the affairs of the Fund that has not been generally disclosed as of the date hereof.

Dated the 28th day of November 2007.


Mike Barnsley

Authorized Signatory

The contents of this press release have neither been approved nor disapproved by any regulatory authority.

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