XS Cargo Income Fund Announces Completion of Plan of Arrangement

XS Cargo Income Fund (TSX VENTURE:XSC.UN) (the "Fund" or "XS Cargo") is pleased
to announce it has completed the previously announced plan of arrangement (the
"Arrangement"), pursuant to which, among other things, XSC Canada Holdings Inc.
("Holdings"), a wholly-owned indirect subsidiary of KarpReilly LLC, acquired the
Fund's 51% interest in each of XS Cargo Limited Partnership (the "LP") and XS
Cargo GP Inc. (the "GP"), for gross cash consideration of $5,332,019 (the
"Purchase Price"). Pursuant to the Arrangement, Holdings also acquired the
remaining 49% interest in the LP and the GP held by Famous Brands (Edmonton)
Inc., a company controlled by Mr. Michael McKenna, a director and the President
and Chief Executive Officer of the GP, which is the administrator of the Fund
and the general partner of the LP. 


It is anticipated that the Fund will be wound-up and the Purchase Price will be
distributed to unitholders of the Fund on a pro rata basis after the payment of
all transaction and wind-up costs and expenses on or about June 15, 2011.
Further information with respect to the amount to be distributed to unitholders
and the timing thereof will be provided in due course. 


Forward-Looking Statements

Certain statements contained in this document constitute forward-looking
statements or information (collectively "forward-looking statements") within the
meaning of the "safe harbour" provisions of applicable securities legislation.
Forward-looking statements are typically identified by words such as "will" and
"expect" and similar words suggesting future events or future performance. In
particular, this document contains forward-looking statements pertaining to,
without limitation, the anticipated timing for the wind-up of the Fund and the
distribution of the Purchase Price to unitholders of the Fund. With respect to
forward-looking statements contained in this document, the Fund has made
assumptions regarding, among other things, the ability to satisfy the payment of
all transaction and wind-up costs and expenses by June 15, 2011. Although the
Fund believes that the expectations reflected in the forward-looking statements
contained in this document, and the assumptions on which such forward-looking
statements are made, are reasonable, there can be no assurance that such
expectations will prove to be correct. Readers are cautioned not to place undue
reliance on forward-looking statements included in this document, as there can
be no assurance that the plans, intentions or expectations upon which the
forward-looking statements are based will occur. By their nature,
forward-looking statements involve numerous assumptions, known and unknown risks
and uncertainties that contribute to the possibility that the predictions,
forecasts, projections and other forward-looking statements will not occur,
which may cause the Fund's actual performance and financial results in future
periods to differ materially from any estimates or projections of future
performance or results expressed or implied by such forward-looking statements.
These risks and uncertainties include, among other things, that the distribution
of the Purchase Proceeds and wind-up of the Fund may be delayed. Readers are
cautioned that this list of risk factors should not be construed as exhaustive.
The forward-looking statements contained in this document speak only as of the
date of this document. Except as expressly required by applicable securities
laws, the Fund does not undertake any obligation to publicly update or revise
any forward-looking statements, whether as a result of new information, future
events or otherwise. The forward-looking statements contained in this document
are expressly qualified by this cautionary statement.