Algonquin Power Income Fund’s acquisition of AirSource Power Fund I LP.

Represented the AirSource's independent liquidity committee in Algonquin Power Income Fund's acquisition of AirSource Power Fund I LP in a transaction valued at approximately $210 million.

Matter Value: CAD 210,000,000

June 30, 2006

Represented AirSource's independent liquidity committee in Algonquin Power Income Fund's acquisition of AirSource Power Fund I LP in a transaction valued at approximately $210 million (the Liquidity Committee structured and orchestrated the transaction).

Pursuant to the 'go shop' provisions of the Support Agreement, which was the first of its kind to be entered into in Canada without the normal 'deal protection' mechanisms, AirSource retained the right to solicit or entertain competing offers without providing 'matching rights' or a break fee.