CALGARY, Jan. 20 /CNW/ - Advantage Energy Income Fund ("the Fund") (TSX:
AVN.UN: NYSE: AAV) announced today that the Board of Directors (the "Board")
of Advantage Oil & Gas Ltd., the Administrator and wholly-owned subsidiary of
the Fund, has adopted a Unitholder Rights Plan (the "Rights Plan") for which
unitholder approval will be sought at the Fund's annual meeting of unitholders
to be held by in late May, 2009.
    The Rights Plan is designed to provide unitholders and the Board with
adequate time to consider and evaluate any unsolicited bid made for the Fund,
to provide the Board with adequate time to identify, develop and negotiate
value-enhancing alternatives, if considered appropriate, to any such
unsolicited bid, to encourage the fair treatment of unitholders in connection
with any take-over bid for the Fund and to ensure that any proposed
transaction is in the best interests of the unitholders of the Fund.
    The Rights Plan was not proposed in response to, or in anticipation of,
any pending, threatened or proposed acquisition or take-over bid. The Board
did not adopt the Rights Plan to prevent a take-over of the Fund, to secure
the continuance of management, the directors of the Board in their respective
offices or to defer offers for the units of the Fund. The issuance of the
rights will not change the manner in which unitholders trade their units.
    The Rights Plan is similar to other rights plans adopted by many Canadian
income trusts and corporations. The Rights Plan is not triggered if an offer
to acquire Fund units is made as a "permitted bid" and thereby allows
sufficient time for the Board and unitholders to consider and react to the
offer. The plan will be available for viewing at www.SEDAR.com.
    The Rights Plan has been conditionally accepted by the Toronto Stock
Exchange and is effective immediately. The Rights Plan must be confirmed by
unitholders at a meeting to be held within six months.

    Advisory

    The information in this press release contains certain forward-looking
statements. These statements relate to future events or our future
performance. All statements other than statements of historical fact may be
forward-looking statements. Forward-looking statements are often, but not
always, identified by the use of words such as "seek", "anticipate", "plan",
"continue", "estimate", "expect", "may", "will", "project", "predict",
"potential", "targeting", "intend", "could", "might", "should", "believe",
"would" and similar expressions. These statements involve substantial known
and unknown risks and uncertainties, certain of which are beyond Advantage's
control, including: the impact of general economic conditions; industry
conditions; changes in laws and regulations including the adoption of new
environmental laws and regulations and changes in how they are interpreted and
enforced; fluctuations in commodity prices and foreign exchange and interest
rates; stock market volatility and market valuations; volatility in market
prices for oil and natural gas; liabilities inherent in oil and natural gas
operations; uncertainties associated with estimating oil and natural gas
reserves; competition for, among other things, capital, acquisitions, of
reserves, undeveloped lands and skilled personnel; incorrect assessments of
the value of acquisitions; changes in income tax laws or changes in tax laws
and incentive programs relating to the oil and gas industry and income trusts;
geological, technical, drilling and processing problems and other difficulties
in producing petroleum reserves; and obtaining required approvals of
regulatory authorities. Advantage's actual results, performance or achievement
could differ materially from those expressed in, or implied by, such
forward-looking statements and, accordingly, no assurances can be given that
any of the events anticipated by the forward-looking statements will transpire
or occur or, if any of them do, what benefits that Advantage will derive from
them. Except as required by law, Advantage undertakes no obligation to
publicly update or revise any forward-looking statements.

    %SEDAR: 00016522E          %CIK: 0001259995