Berkeley Capital Corp. I Completes Qualifying Transaction

Berkeley Capital Corp. I ("Berkeley") (TSX VENTURE:BCP.P), a capital pool
company, is pleased to announce the completion today of its previously announced
Qualifying Transaction with iLOOKABOUT Holdings Inc. ("iLOOKABOUT"), subject to
receipt of final approval from the TSX Venture Exchange. Pursuant to the
Qualifying Transaction, Berkeley and iLOOKABOUT amalgamated to form iLOOKABOUT
Corp. ("Newco") pursuant to an amalgamation agreement dated March 31, 2008. The
Qualifying Transaction remains subject to Berkeley filing final documentation
with the TSX Venture Exchange.


Berkeley will now carry on the business of iLOOKABOUT, which includes a
commercial database offering high resolution, panoramic street-level images
embedded with latitude and longitude coordinates.


Pursuant to the amalgamation, the securityholders of iLOOKABOUT received an
aggregate of 32,200,633 Newco common shares, 795,000 Newco stock options,
8,143,696 Newco warrants and 767,591 Newco agent's compensation options and
warrants, and the securityholders of Berkeley received an aggregate of 2,103,829
Newco common shares and 291,619 Newco stock options. Following the completion of
the amalgamation, a total of 34,304,462 Newco common shares were issued and
outstanding (or 44,817,768 Newco common shares on a fully-diluted basis).


The directors of Newco are Jonathan Drake, Jeff Hack, Alfred Jay, Brice
Scheschuk and Jeff Young. The officers of Newco are Brice Scheschuk, Chairman of
the Board, Jeff Young, President and Chief Executive Officer, Jeff Hack, Chief
Technology Officer, Mark Sheppard, Chief Operating Officer and Robin Dyson,
Chief Financial Officer and Secretary.


Immediately prior to the completion of the amalgamation, the proceeds of
iLOOKABOUT's previously announced $5 million equity offering were released from
escrow. Blackmont Capital Inc., Jacob & Company Securities Inc. and MGI
Securities Inc. acted as iLOOKABOUT's agents with respect to the offering. In
the offering, iLOOKABOUT sold an aggregate of 6,567,500 subscription receipts at
$0.80 per subscription receipt, each consisting of one common share and one
warrant to purchase one common share of iLOOKABOUT at a price per share of
$1.00. The agents in the offering received 515,400 options, each consisting of
the right to purchase one common share and receive one warrant to purchase one
common share of iLOOKABOUT at a price per share of $1.00 upon the payment of
$0.80. The subscription receipts automatically converted into Newco shares and
warrants upon the closing of the amalgamation and the agent's options converted
into Newco agents options. As such, 6,567,500 Newco common shares, 6,567,000
Newco warrants and 515,400 Newco agent's compensation options are attributable
to the offering.


An aggregate of 16,750,955 of the 32,075,633 Newco common shares issued to
iLOOKABOUT shareholders pursuant to the amalgamation are currently held in
escrow under a TSX Venture Exchange Tier 1 Value Escrow Agreement and will be
released over an 18-month period. A further 1,270,629 Newco common shares issued
to certain shareholders of Berkeley pursuant to the amalgamation are currently
held in escrow pursuant to a TSX Venture Exchange Capital Pool Company Escrow
Agreement and will be released over an 18-month period.


Shareholder approval for the Qualifying Transaction was obtained at the special
meetings of shareholders of iLOOKABOUT held on March 24, 2008 and of Berkeley
held on March 31, 2008, respectively.


Additional details regarding the Qualifying Transaction are available in the
joint management information circular of Berkeley and iLOOKABOUT dated March 5,
2008, which has been filed with the TSX Venture Exchange and is available on
SEDAR at www.sedar.com. The amalgamation agreement is Schedule F to the joint
management information circular.


The common shares of Berkeley will remain halted pending final TSX Venture
Exchange approval of the Qualifying Transaction and the issuance by the TSX
Venture Exchange of a Final Exchange Bulletin.


About iLOOKABOUT Corp.

iLOOKABOUT Corp. is a global mapping and visual data intelligence company
offering high resolution, panoramic street-level images embedded with latitude
and longitude coordinates. These images can be accessed quickly and easily by
customers in a searchable database of geo-coded street-level images. Target
customers include government (municipalities, cities, etc.), real estate boards,
insurance companies, tourism/retail companies, utilities, emergency services and
3rd party service providers who target these customers.