NCE Completes IPO

On October 14, 2004, NCE Diversified Flow-Through (04) Limited Partnership completed its initial public offering of 2 million limited partnership units for aggregate gross proceeds of $50 million. The Partnership was created for the purpose of investing in flow-through shares of certain resource companies. It is intended that all proceeds available for investment will be allocated by the Partnership equally between resource companies engaged in oil and gas exploration (including resource issuers involved in renewable energy exploration and development) development and/or production, and resource companies engaged in mining exploration, development and/or production. The objective of the Partnership is to achieve capital appreciation according to the investment strategies as detailed in the prospectus and to maximize the tax benefits received by investors.

The agents for the offering were National Bank Financial Inc., CIBC World Markets Inc., BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., TD Securities Inc., Scotia Capital Inc., Canaccord Capital Corp., HSBC Securities (Canada) Inc., Raymond James Ltd., Berkshire Securities Inc., Desjardins Securities Inc., First Associates Investments Inc., Jory Capital Inc. and Wellington West Capital Inc.

The Partnership and NCE Diversified Management (04) Corp., the general partner of the Partnership, were represented by Goodman and Carr, with a team comprised of Marvin Singer, Linda Misetich and Ivan Grbesic (securities/corporate), and Bernard Morris and Peter Jovicic (tax).

The agents were represented by Blake, Cassels & Graydon, with a team comprised of Jeff Glass, Anoop Dogra, John Eamon and Robyn Keinick (securities/corporate) and Ron Richler, Ron Mar and Edmund Gill (tax).